2016 Annual Report of T&G Global Limited
ANNUAL REPORT
DECEMBER 2016
T&G Global Limited and subsidiary companies
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T&G 2016XXXXX
The word that stands out when describing
2016 for T&G Global is integration.
After several years of acquisitions,
we’ve bedded in new structures and
processes and are primed for growth both
in New Zealand and worldwide.
We have the people, business structure
and brands in place to further support
the global communities in which we
operate and provide a return for our
stakeholders as we move towards our
target of NZ$2 billion revenue by 2022.
Primed for Growth
INTRODUCTION
T&G Results 02
Board of Directors 04
Chairman's Report 07
CEO's Report 08
T&G Group Financial Summary 10
OUR COMPANY 38
Our People 40
Protecting Our People 44
Our Community 48
CONSOLIDATED FINANCIAL STATEMENTS
Independent Auditor's Report 58
Income Statement 62
Statement of Comprehensive Income 63
Statement of Changes in Equity 64
Balance Sheet 65
Statement of Cash Flows 66
Notes to the Financial Statements 67
Five Year Financial Review 107
Directory 108
BUSINESS DIVISIONS 18
Pipfruit 20
International Produce 24
New Zealand Produce 28
Processed Foods 32
CONTENTS
SUSTAINABILITY
34
OUR HOUSE OF BRANDS
12
CORPORATE GOVERNANCE
52
STATUTORY INFORMATION
54
ANNUAL MEETING
Tuesday 20 June 2017
Notice of the meeting will be sent to shareholders
separately in due course.
ACKNOWLEDGEMENTS
The Board acknowledges the efforts and contribution
of all staff towards a successful year and thanks each
member of the team that delivered the improved
operational performance.
DIRECTORS' STATEMENT
The Annual Report is dated 28 February 2017 and is
signed on behalf of the Board by:
Prof. Klaus Josef Lutz
Chairman
Sir John Anderson
Deputy Chairman
Please consider the environment before printing.
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T&G 2016XXXXX
FINANCIAL YEAR
20162015
REVENUE
$872m$813m
OPERATING PROFIT
$33.4m$30.2m
PROFIT AFTER INCOME TAX
$32.4m$19.5m
NET ASSETS
$347m$321m
NET TANGIBLE ASSETS PER SHARE*
$2.62$2.47
* Total net assets less total intangible assets, divided by number of ordinary shares.
T&G R E SULT S
T&G 2016 RESULT S
T&G Global's GM Covered Crops, Anthony Stone
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Sir John
Anderson
KBE
Deputy Chairman
& Independent Director
Prof. Klaus
Josef Lutz
Chairman & Non-
independent Director
Rob Campbell
BA (Hons First Class),
MPhil (Economics)
Independent Director
Christiane Bell
Non-independent Director
Carol Campbell
BCom, CA, ChMinstD
Independent Director
John Wilson
B.Agr.Sc
Independent Director
BOARD OF DIRECTORS
Andreas Helber
Non-independent Director
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T&G Global Limited and subsidiary companies
Director since
April 2012
Board committees
Member of the Finance, Risk
and Investment Committee
An accountant by profession,
Sir John Anderson built a
highly successful career in
banking and was knighted
in 1994. He helped form the
merchant bank Southpac
in 1972 and by the time he
retired in 2005, he was the
CEO of ANZ National Bank.
Sir John Anderson is currently
chairman of Steel & Tube
Holdings, NPT Limited and
NZME Limited. He was the
former chairman of the NZ
Venture Investment Fund,
Television New Zealand
and PGG Wrightson.
Director since
February 2014
Board committees
None
Christiane Bell is the current
General Manager Fruit at
BayWa and responsible for
BayWa’s fruit business. Mrs
Bell has served as head of
fruit, vegetables and baked
goods at discounter
Penny and as Sales Director
Germany / Scandinavia
with Dutch company The
Greenery.
Mrs Bell is currently director
of Obst vom Bodensee
Vertriebsgesellschaft m.b.H.
and TFC Holland B.V..
Director since
June 2010
Board committees
Chair of the Finance, Risk
and Investment Committee,
Member of the Human
Resources Committee
Carol Campbell is a chartered
accountant and a member
of Chartered Accountants
Australia and New Zealand.
Mrs Campbell is a director of
The Business Advisory Group,
a chartered accountancy
practice, where she advises
privately owned businesses.
Prior to that, she was a
partner at Ernst & Young for
over 25 years. Mrs Campbell
has extensive financial
experience and a sound
understanding of efficient
board governance.
Mrs Campbell is a director
of NZ Post Limited, Kiwibank
Limited, Kingfish Limited,
Marlin Global Limited,
Barramundi Limited, NPT
Limited, NZME Limited and a
number of other companies,
and is chair of Ronald
McDonald House Charities in
New Zealand.
Director since
October 2010
Chairman
April 2011 to March 2012
Board committees
Member of the Human
Resources Committee
Rob Campbell has over
30 years’ experience in
investment management
and corporate governance.
He trained as an economist
and has worked in a variety
of capital market advisory
and governance roles over
a long period.
Mr Campbell is currently
chairman of Summerset
Group Holdings Limited
and Tourism Holdings
Limited, and a director
of Precinct Properties as
well as other substantial
private companies based in
Australia and New Zealand.
In addition he is a director
of, and advisor to, a number
of hedge and private
equity funds in a number of
countries.
Director since
April 2012
Board committees
Member of the Finance,
Risk and Investment
Committee
Andreas Helber has been
the Chief Financial Officer
of BayWa since 2010
and began his career as
a business graduate at
KPMG in Munich. In 2000
Mr Helber joined BayWa
as Head of Finance.
He subsequently took
over as manager of
Investor Relations and
was appointed Executive
Manager in 2007 and then
into his current role as CFO
in 2010.
Mr Helber is a member of
the supervisory boards of a
number of listed and private
companies including R+V
Pensionsversicherung AG,
RWA Raiffeisen Ware Austria
AG, and Unser Lagerhaus
Warenhandelsgesellschaft
m.b.H..
Director since
April 2012
Board committees
None
Prof. Klaus Josef Lutz
has been the Chief
Executive Officer of BayWa
Aktiengesellschaft (BayWa)
since July 2008. He began
his career initially as a
lawyer but soon assumed
managerial positions in a
number of different sectors
which enabled him to gain
extensive experience, above
all in the restructuring and
development of companies.
He is a member of the
supervisory boards of a
number of listed and private
companies including Euro
Pool System International
B.V. (chairman), RWA
Raiffeisen Ware Austria
AG, Unser Lagerhaus
Warenhandelsgesellschaft
m.b.H. and Giesecke &
Devrient GmbH (chairman).
In 2013, Prof. Lutz was
appointed as an honorary
professor of Managerial
Economics of Co-operative
Societies at the Technische
Universität München.
Director since
April 2012
Board committees
Chairman of the Human
Resources Committee
John Wilson is currently
the Chairman of dairy
co-operative Fonterra.
He is a chartered member
of the Institute of Directors
in New Zealand and on
the Executive Board of
the New Zealand China
Council.
Mr Wilson lives on his
farm near Te Awamutu
and jointly owns a dairy
farming business based
near Geraldine, South
Canterbury.
BOARD OF DIRECTORS T&G 2016T&G 2016 BOARD OF DIRECTORS
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T&G 2016XXXXX
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CHAIRMAN'S
REPORT
PROF. KLAUS JOSEF LUTZ
Chairman
The Board of Directors presents the Annual
Report including the financial statements
for T&G Global Limited and its subsidiary
companies ("T&G Global") for the year ended
31 December 2016.
On behalf of the Board I am delighted to report another
successful year for T&G Global due to its continued focus
on the pursuit of its Strategy 2022 and mission statement.
The result is evident in the strong financial performance
and the demonstrable improvement in so many aspects
of T&G Global’s business from its increasing focus on
understanding the needs of its growers and customers
through to the health and safety of its people.
Resilience through diversity
2016 has reminded us all of the need to be open to the
challenge of unexpected change. Globally, both Brexit
and the US election may require companies to adapt
to a changing political and business environment with
potential impact to free trade agreements or possible
trade embargoes being particularly relevant to T&G Global.
Thankfully one of our strengths is diversity of business
which has given T&G Global the resilience to not only
survive but also recognise such events as opportunities for
further growth.
T&G Global now trades more than 100 different types
of fruit and vegetables in over 60 countries. Our 1,500
employees from over 25 nationalities willingly meet the
differing needs of our customers all around the world.
This diversity, in its many forms, enabled T&G Global to
deliver a strong 2016 result. Improvements in New Zealand
wholesale markets helped absorb some of the negative
impact of hail to pipfruit orchards in New Zealand and a
strong performance in one international market has more
than offset the impact of a weak season in another. Such
a diverse portfolio of businesses has provided T&G Global
with the combined strength and commonality of purpose
that is vital to a strong “One T&G” culture and a sustainable
future.
Sustainable future
To support the communities in which T&G Global operates
and to satisfy the demands of our global consumers, it
is imperative that T&G Global continues to invest in its
operations and its customer relationships to ensure it is not
only environmentally but also financially sustainable.
Since BayWa became a shareholder in March 2012, T&G
Global has invested over $200 million in capital expenditure
and projects which has grown the business and its
workforce.
In 2016, T&G Global launched what is believed to be
the world’s first online ordering platform for wholesale
customers. New offices were opened in Thailand and Japan,
all of which brings us closer to customers and builds a
stronger understanding of differing customer requirements.
T&G Global will continue to invest in significant capital
projects, its network and its people to meet its Strategy
2022 targets.
I am also pleased to report that sustainability projects,
which included waste reduction and biodiversity projects,
have made good progress in 2016. T&G Global is well on its
way to its energy reduction targets for 2017.
As we congratulate T&G Global employees around the globe
on all they have achieved in 2016 and look towards the
future, we are reminded of the importance of continuing to
work closely with our growers, partners and customers to
ensure we build a sustainable future for everyone.
CHAIRMAN'S REPORT T&G 2016
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T&G 2016XXXXX
CEO'S
REPORT
ALASTAIR HULBERT
Chief Executive Officer, T&G Global
T&G Global first started trading in 1897.
From humble beginnings, we have grown to
be New Zealand’s largest grower, marketer
and exporter of fresh fruit and vegetables. In
addition to our New Zealand base we have
truly expanded internationally with growing
enterprises and sales offices around the world.
We have 1,500 staff in offices across 12 countries providing
us with a truly global footprint and in-market resources to
support our customers and growers across the globe.
In 2016, T&G Global ranked among the top 10 responsibility
leaders in a corporate reputation survey by Colmar Brunton
for the first time. We are committed to further building our
corporate reputation at an international level.
We are well positioned and primed for growth thanks to a
continued focus on accountability, exemplary food safety
and biosecurity processes. Our customers’ needs are always
to the fore when we grow, deliver and market the best
quality produce around the world.
As I reflect on our past year, and those since 2012, the
amount of change T&G Global has been through has been
immense. That change includes a new ownership with our
current owners BayWa investing significantly in our business
and a new company identity and name followed by a year of
stability as we embedded a new purpose, mission, mindset
and strategic pillars throughout our business.
In 2015, we stepped up a gear as we went through a period
of acquisitions and integration under the theme ‘unity and
growth’. The past year has been about consolidation and
building on our foundation. We have done this with the
support of our shareholders, growers, customers and people.
The end result is revenue has risen to $872 million from
$813 million last year and our profit after income tax has
lifted by $13 million to $32 million.
Our business is stable with a clearly charted course. We are
on track to achieve our Strategy 2022 target of NZ$2 billion
in sales revenue and are well positioned for continued
growth both in New Zealand and our international markets.
We have the people, business structure and brands in
place to allow us to further support the global communities
in which we operate as well as provide a return for our
stakeholders. We are placing an increasing focus on
sustainability, fairness and diversity.
T&G Global is also focused on growing our key international
markets including the United States where we have had
a long association. To support this activity, on 3 March
2017, T&G Global increased its shareholding in David
Oppenheimer & Company I., L.L.C. (Oppy) to 39.4%
from 15.0%. At the same time Oppy announced it was taking
a 50% shareholding in Delica North America, Inc. (T&G
Global’s North American export business). Our increased
share in Oppy recognises the importance of the American
market for our JAZZ™ and Envy™ apples and gives T&G
Global greater access to additional American customers
for our other key categories.
It’s an honour to lead a business with such strong
credentials and a 120 year long heritage. Thank you to
everyone who has contributed to our result and supported
T&G Global during the past year including our people,
Executive team and our Board of Directors.
I look forward to sharing 2017 and our continued growth
with you.
T&G 2016 CEO'S REPORT
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T&G 2016T&G 2016FINANCIAL SUMMARYFINANCIAL SUMMARY
T&G GROUP
FINANCIAL
SUMMARY
HARALD HAMSTER
Chief Financial Officer
T&G Global is pleased to announce a profit
after tax increase of 67% to $32.4 million for
the year ended 31 December 2016.
The 2016 financial year was another year of growth for
T&G Global with improvements in both operating profit
and profit after tax from the 2015 financial year. This
result has been achieved through a combination of solid
performances from most of T&G Global’s divisions and the
strategic sale of T&G Global’s crate hireage business, the
Fruit Case Company (FCC).
Revenue and operating profit growth in 2016
The 2016 financial year saw continued strong pricing for
New Zealand apples and a full year of trading from the
tomato companies acquired towards the end of 2015. T&G
Global also experienced strong growth in table grapes
and asparagus out of Australia and North America. New
kiwifruit sales in Southeast Asia through a memorandum
of understanding with Zespri, and uplifts in business in the
New Zealand, Australian and Fijian domestic markets also
contributed to the result.
These factors contributed to T&G Global experiencing an
increase in revenue of $59.0 million or 7%, a pleasing result
given the strong revenue growth already experienced in
2015. The revenue gains were offset by approximately $7.5
million of lost revenue due to the sale of FCC.
T&G Global saw a corresponding increase in purchases,
raw materials and consumable costs of $52.6 million or 9%,
which offset some of the growth in revenue.
Total other operating costs increased by $10.7 million or
5%. Depreciation and amortisation expenses increased
by $2.5 million due to a rise in T&G Global’s asset base.
This was a result of prior year business acquisitions and a
higher depreciation base for the Group’s properties caused
by property revaluations carried out in the final quarter of
2015.
The Group continued to grow its presence globally with
new trading offices in Thailand, Japan and Europe, and
this growth contributed to an increase in employee costs.
During 2016, employees of T&G Global saw inflationary
adjustments in remuneration and received an incentive
payment which recognised their contribution towards a
good result in 2015. These factors contributed to employee
costs increasing by $10.2 million or 9% from 2015.
T&G Global’s operating profit for the 2016 financial year
of $33.4 million is an increase of $3.2 million or 10%
from last year. This increase is due mainly to operational
improvements made in the Pipfruit and New Zealand
Produce divisions, although this was offset by weaker
performances in the International and Processed Foods
divisions
The improvements in T&G Global’s main operating divisions
combined with the one-off gain from the sale of FCC saw
profit after income tax improve to $32.4 million, a $13.0
million or 67% increase from 2015.
Steady growth in Pipfruit division
Since 2014, T&G Global has been embarking on a
programme to expand its growing operations and the 2016
financial year saw the first impacts from this programme,
with increases in volume that will continue over time as
young trees mature to full production. The increases in
volume of T&G Global’s own-grown apples in 2016 more
than compensated for the loss in volume of traded product
due to adverse weather events in the Nelson region.
In the Northern Hemisphere, T&G Global’s partner growers
increased their harvested volumes of JAZZ™, Envy™, and
Pacific Rose™ for domestic and export sales in North
America and Europe, leading to higher royalty income in
2016 as T&G Global owns the plant variety rights (PVR) to
these varieties.
Despite the continued pressure in the Continental
European and United Kingdom markets from oversupply of
apples, JAZZ™ has performed well in terms of volume and
pricing, giving growers in these regions comfort to further
invest in this variety. Envy™ has also started becoming more
popular with new plantings in Italy and Spain which will
support growth in this region as demand for Envy™ grows.
Sales into Asia have increased again in 2016 partly due
to the newly established offices in Thailand and Japan, as
well as further expansion through T&G Global’s Chinese
operation.
Overall, the division’s operational result from last year has
been driven by improved continuity of year-round supply
and strong in-market pricing. Operating profit in the Pipfruit
division increased to $32.5 million during 2016 from $32.0
million in the prior year. The average return to growers of
T&G Global’s apple varieties JAZZ™ and Envy™ improved this
year to $30.3 and $49.0 per box respectively.
With Envy™ once again generating high returns, T&G
Global’s own orchards and its New Zealand partner growers
achieved record earnings per hectare.
International Produce division held back by
unexpected costs
2016 was a year of investment, success and growth for
many parts of the International Produce division, with
external revenue increasing by $45.2 million from 2015.
Increased volumes and margins in global trading of table
grapes, asparagus and blueberries saw revenue from
Australian and North American exports reach new highs.
Further growth in New Zealand exports into Asia and
the Pacific Islands as well as the import businesses into
Australia and Fiji also contributed to the increase in
revenue.
The default of a major customer and additional set-up
costs for newly established overseas offices tempered the
successes in 2016, resulting in a reduction in operating
profit of the division to $2.2 million from $4.8 million in
2015. Despite this, the International Produce division is well
positioned to recover in 2017.
New Zealand Produce division business success
In 2014, the New Zealand Produce division reported an
operating loss of $0.1 million. Two years on, the division
has returned an operating profit of $8.9 million. This
improvement is the result of a new customer centric model
that has helped regain market share for the wholesale
markets, improve results for imports of tropical fruit, and
drive T&G Global’s Covered Crops business to achieving
record profits.
Other highlights in 2016 for New Zealand Produce
included positive profit contributions from T&G Global’s
maturing berryfruit operations, and operational changes
at the transport business leading to a return to positive
contributions.
The turnaround in New Zealand Produce has been
particularly pleasing and through its customer centric focus,
commitment to operational improvements, and organic
business growth, the division has returned to its traditional
role as the backbone of T&G Global.
Challenges at Processed Foods division
Processed Foods had a challenging year in 2016 having
to contend with lower prices, competitive markets in
Australia, unfavourable NZD to AUD exchange rates, and
other market and processing issues. Apples available for
processing were also down on prior year resulting in the
processing plants operating below capacity. These factors
left the division in a loss-making situation in 2016.
Fruitmark also suffered from competitive price pressures
in the Australian market resulting in reduced margins. On
a more positive note, Fruitmark established an American
office in 2015, which should make a positive contribution in
2017.
Solid financial position
Total net assets for T&G Global as at 31 December 2016
have increased by $25.9 million from 31 December 2015
due mostly to a reduction in borrowings during the year.
T&G Global’s total borrowings decreased by $20.9 million
with repayments towards the term debt facility accounting
for most of this decrease.
This was offset by a reduction in total assets, mostly through
property, plant and equipment which decreased by $7.4
million. This decrease was due to the sale of FCC and other
asset disposals, as well as higher depreciation expenses.
T&G Global’s capital expenditure programme of $34.0
million was fully funded from normal operations.
Share capital has increased by $6.0 million in 2016 because
of a dividend reinvestment plan that was concluded earlier
in the year.
Due to a stronger net asset position, net tangible assets per
share* increased from $2.47 per share to $2.62 per share.
Earnings per share** also significantly improved from 15.4
cents per share in 2015 to 25.1 cents per share in 2016.
*Net tangible assets per share is defined as total net assets less
intangible assets divided by number of shares issued at balance date.
** Earnings per share is net profit attributable to equity holders of the
issuer divided by the weighted average number of shares for the year.
OUR HOUSE
OF BRANDS
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T&G 2016OUR HOUSE OF BRANDS
CONSUMER BRAND STORIES
Caption
JAZZ™. The Jazz sensation.
Day after day, in some of the world’s most beautiful
orchards, a unique apple is proudly grown by an
enthusiastic group of passionate growers. The result is
a natural work of art that’s both sun-kissed and carefully
nurtured. Because JAZZ™ apples are just apples. Right?
Until you bite into it, that is.
For this is an apple that’s a true taste sensation. An apple
that zigs when others zag. And apple that’s zingy, fresh,
zesty – an invigorating flavour explosion that once bitten,
is never forgotten.
Because the thing about traditional apples, is that they can
sometimes be a bit...traditional. But this? This little wonder
is an all-year-round, super-wholesome, one-way ticket to
natural refreshment nirvana.
It’s the ultimate convenience food that feels good, works
wonders, and captures all the best bits of nature into a
single snack.
jazzapple.com
Envy™. Bite & Believe.
Day after day, whether in blazing sun, pouring rain, biting
cold, and blowing wind, our dedicated growers remain
passionate about their Envy™ apples.
You see, the more we live the way we do, the more of us
search for a little parcel of purity. A perfect piece of nature.
A time when life was quieter and maybe a little gentler.
And where an ingredients list wasn’t 12 lines long.
Envy™ is the antidote.
It’s an apple grown for our busy, modern lives. A pure and
pristine apple that’s a genuine work of orchard-growing
genius. And one you can enjoy just about anywhere. With
its extraordinary crunch and texture, refreshingly sweet
palette and beautiful colours – it’s nature’s passport to a
magical moment of indulgent time. Brought to you from
the world’s most caring growers.
envyapple.com
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T&G 2016
OUR
BRANDS
The T&G Global business brand has operated in the
produce industry for 120 years and is built on quality
heritage and a passion for fresh produce.
Here at T&G Global, we work alongside some of the
world’s most passionate growers to deliver the highest
quality fresh fruit and vegetables. We’re flavoursome
food lovers, constantly exploring sustainable growing
practices for year-round freshness. All so we can
provide a healthier lifestyle for people, and the planet
we share.
Our consumer brands of JAZZ™,
Envy™, Pacific Rose™ and
Beekist™, are sold in over 70
countries around the world.
Our most important assets, along with
our people, are our brands linked to our
intellectual property, key categories and
business identity.
Each has a story to tell and enables us
to connect and add value to our trade
customers, growers and consumers.
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T&G 2016T&G 2016OUR HOUSE OF BRANDSOUR HOUSE OF BRANDS
Pacific Rose™. Life is Rosy.
Life’s full of surprises. But, just occasionally, it’s good to
know exactly what you’re getting. And with a Pacific Rose™
apple, we almost guarantee it.
For starters, it looks naturally beautiful. Its gorgeous
natural blush pink colour is both unique, and a fine
example of a sun-kissed apple that’s grown with genuine
care, and all-year-round expertise.
But the real proof is in the eating. With its fragrant
aroma, lush texture and satisfying crunch, your first bite
reveals a taste and firmness that’s as delightfully juicy
as it is enduringly comforting. It’s a natural apple sorbet;
balanced, hydrating and light.
No surprises, then, that it’s loved and admired as the
perfect pick me up – just the way nature intended.
pacificroseapple.com
Beekist™. Grown by people, pollinated by bees.
Here at Beekist™, our friendly growers are supported by
another team of little helpers – in the form of humble,
hard-working bumblebees.
You see, it takes something of a small miracle to handcraft
the perfect flavoursome tomato. Soft rainwater. Gentle
encouragement. Minimal interference. And round-the-
clock care.
Our friendly bees fly freely between all our specially
selected vine varieties, gently visiting each flower to ensure
pollination just the way nature intended.
The result is a taste sensation that everyday foodies with a
fascination for flavour love – just hours after they’re hand-
picked from the vine.
beekist.co.nz
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T&G 2016OUR HOUSE OF BRANDS
BUSINESS
DIVISIONS
Our roots go back to 1897, when Edward
Turner Esquire began his New Zealand
fruit auction business with two partners.
Today we operate right across the
globe, with 1,500 permanent employees
and thousands more seasonal staff at
harvest times.
But size alone doesn’t put us at the
forefront of the produce business
worldwide. It’s our commitment to
raising the bar in freshness, in quality,
in innovation, in sustainability and in
being the best people to deal with for
customers, growers and employees alike.
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T&G 2016 BUSINESS DIVISIONS
PIPFRUIT
DARREN DRURY
Executive General Manager Pipfruit
T&G Global’s Pipfruit division encompasses
all the global growing, packing, cool storage,
distribution, sales and marketing of apples
and pears.
In New Zealand, T&G Global is the largest
exporter of apples, responsible for one-third
of New Zealand’s crop. JAZZ™ and Envy™
apples are grown, marketed and distributed
around the world.
Global team
In 2016, the Pipfruit division built on the foundations for
growth, laid down during the previous year, as it recruited
a team of market and sector professionals to lead that
growth in both new and established markets. The new
senior appointments include Joe Barsi, president in
North America for T&G Global, and Frank Alluine, Variety
Development Manager in Europe. Both will oversee growth
in these markets and strengthen and expand T&G Global’s
relationship with growers, sales agents and customers.
Expansion in North America
As part of plans to expand the North American apple
programme, T&G Global’s US subsidiary ENZAFRUIT
Products Inc. (EPI) took over management of the
programme. EPI opened a new office in Wenatchee,
Washington State, in the heart of the major growing
regions and close to key grower and distribution partners.
A third domestic sales agent, Columbia Marketing
International Inc. (CMI) was also added joining long-time
partner the Oppenheimer Group (Oppy) and Rainier Fruit
Company (RFC). Oppy will continue to market the majority
of T&G Global’s North American programme and is set to
grow its sales of pipfruit, leveraging its extensive market
experience and long-term relationship with T&G Global.
The revamped programme is intended to harness the
strengths of all three sales agents including RFC and
CMI’s knowledge and experience as vertically integrated
producers and Oppy’s long history as a marketer and
distributor. The changes will support T&G Global’s efforts
to get closer to customers, strengthen relationships
and become more connected across the supply and
distribution chain.
All that JAZZ™ and then some Envy™
T&G Global continues to expand the global JAZZ™ and
Envy™ programmes on the back of continued growth in
demand for these hugely popular varieties. In 2016, an
additional 660 hectares were planted across the USA,
France, New Zealand, Italy, Spain, the United Kingdom
and Germany. While new plantings will take time to be
established, they will in time contribute to T&G Global’s
target of delivering 20 million cartons of apples globally
by 2020. Further plantings are planned in many of these
growing regions in 2017 and 2018.
A brand that’s refreshing
T&G Global invested significantly in JAZZ™ in late 2016
with the start of an international refresh of the bi-colour
apple brand. Our growers share T&G Global’s passion
for growing JAZZ™ in regions across the United Kingdom,
France, Italy, Switzerland, Austria, North America, Chile,
South Africa, Australia and New Zealand. JAZZ™ is now a
top five premium apple in the USA thanks largely to its
consistent quality but the ambition is to move into the top
three globally by 2022 and be the number one preferred
choice among our target consumers. The refresh of the
JAZZ™ brand is attracting new customers and ensuring
JAZZ™ remains relevant as a refreshing eating experience
and a spirited, vibrant and fun brand.
PIPFRUIT SUPPLY AND DISTRIBUTION
Retailers
Consumers
T&G
in-market
sales office
In-market
partners (importers,
wholesalers,
sales desks,
distributors)
T&G Pipfruit
sales team
NZ T&G
growing
operations
NZ
third-party
growers
International
third-party
growers
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BUSINESS DIVISIONS T&G 2016T&G 2016 BUSINESS DIVISIONS
MARKETS
United Kingdom
Worldwide Fruit Limited (WFL) enjoyed strong success
in 2016 with significant growth in volumes sold through
supermarket giant Aldi. In 2016, WFL sold one million tray
carton equivalents of JAZZ™ for the first time, built partly
on the successful expansion into European supermarket
chains, Aldi and Lidl.
North America
Beyond the expansion initiatives for the US domestic
programme, the Pipfruit division continues to diversify
its market base outside of North America. Exclusive
management of the export programme for US-origin fruit
is now handled through T&G Global’s US-based export
market team. All of these changes underpin a plan to
grow our T&G programmes from the current two million
plus cartons produced per annum to more than triple this
number by 2022.
Europe
Across Europe demand continues to grow for both JAZZ™
and Envy™ varieties - on the supply side from growers, and
on the demand side from European customers. In 2016,
prices for JAZZ™ apples reached their highest sales price
since the variety was introduced in 2001. Strong prices
were also recorded for other varieties including Envy™,
Pink Lady, Royal Gala, Braeburn, Cox, Fuji, and organic
apples. T&G Global’s European team had a presence at
the two major European fruit trade shows, Fruit Logistica
Berlin and Fruit Attraction Madrid, with strong interest in
T&G Global’s offerings at both events. In France, more than
ten retailers have now joined our T&G programmes.
Asia
T&G Global’s expansion into Asia has assisted the Pipfruit
division to grow its relationships and opportunities across
Asia, notably in Thailand and Japan.
Fuji had a successful
season with Taiwan
again preferring New
Zealand fruit over other
southern hemisphere
growing regions.
JAZZ™ apples achieved
their highest prices
in Europe since the
variety was introduced
in 2001.
NZ Royal Gala
continues to be
preferred due to its
superb taste, colour
intensity and overall
eating experience.
Envy™ is performing
exceptionally well
on orchard and in-
market.
JAZZ™ is experiencing
good growth in
emerging markets such
as Thailand and China.
Royal Gala
performed well
across many
markets
Strong
performance
in Vietnam
for Envy™
Braeburn and Pink Lady
performed well in the UK and
EU with returns stronger than
previous seasons.
Joe BarsiFrank Alluine
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T&G Global Limited and subsidiary companies
T&G 2016 BUSINESS DIVISIONS
INTERNATIONAL
PRODUCE
SARAH MCCORMACK
Executive General Manager International
International Produce is responsible for the
growing and export operations of diversified
products including table grapes, kiwifruit and
asparagus. The division is supported by a
global network of offices and sales teams that
maintain strong connections and relationships
with in-market partners, distributors, retailers
and consumers. In 2016 the division built
on the platforms established in 2015, with a
focus on expanding T&G Global’s in-market
presence in key regions and markets.
The division is also responsible for international produce
trading which is the trading of diversified products such as
citrus, stonefruit, cherries and berryfruit in regions where
T&G Global operates.
Table Grapes
2016 saw the first harvest of T&G Global’s Peruvian-grown
table grapes. Since acquiring land in Peru’s northern
region of Piura, T&G Global has planted roughly 100
hectares (ha) in vines for mainly seedless table grapes. The
target is to have 200ha planted by the end of 2017. The
first grapes harvested were exported to a range of markets
including USA, Europe and Brazil.
New Zealand’s Minister for Primary Industries Nathan
Guy and Trade Minister Todd McClay both made visits
to T&G Global’s Peru operations in 2016 as the country
was the focus of much diplomatic and trade activity in
the lead-up to the main APEC meeting held in November.
Joining Minister Guy on his visit to Piura was New Zealand
Ambassador to Peru and Chile, Jacqui Caine.
T&G Global sells close to two million boxes or
approximately 15,000 tonnes of table grapes each year
with the largest volume coming from Peru and Australia,
followed by USA and Chile. Given the strong demand, and
T&G Global’s focus on grapes as a key global category, it is
looking to secure more volume including sourcing greater
quantities from Australia and the USA.
Kiwifruit
Asia was a major focus of T&G Global’s kiwifruit
sales efforts in 2016 off the back of the signing of a
memorandum of understanding with Zespri and the
opening of a new Southeast Asia office in Bangkok.
These moves underpin the business' drive to get closer
to customers and strengthen T&G Global’s in-market
presence across the region. These efforts are already
reaping rewards with 40% year-on-year growth in kiwifruit
sales in Thailand.
Asparagus
T&G Global completed its first full year of operating a new
asparagus collaboration in Australia with M & G Vizzarri.
Exports continue to grow and more volume was generated
for the Australian domestic programme. T&G Vizzarri
Farms Pty Limited is expanding its plantings in Victoria and
looking at other states for growing opportunities to meet
the strong growth in demand for high-quality asparagus.
There was some adverse weather during the growing
season, however strong demand means that this will be
offset by stronger prices in most markets. Asparagus
is also being supplied from growers in Australia, New
Zealand, Peru and Mexico which helps provide year-round
supply. A new category manager was appointed to oversee
the asparagus category globally, a sign of the scale and
future potential for growth. T&G Global also sent its first
shipment of asparagus to its office in China in 2016. This
will create further opportunities to sell imported asparagus
to Asian markets.
NZ T&G
growing
operations*
NZ
third-party
growers*
Retailers
Consumers
T&G
in-market
sales office
In-market
partners
(importers,
wholesalers,
distributors)
International
T&G growing
operations*
International
third-party
growers*
* excluding Pipfruit
T&G
global sales
team
INTERNATIONAL PRODUCE SUPPLY AND DISTRIBUTION
Asparagus is being supplied
from growers in Australia,
New Zealand, Peru
and Mexico for
year-round supply.
200ha
of table grapes
40% growth
in kiwifruit sales
in Thailand in 2016planted in Peru by late 2017
Piura grape team
Minister Nathan Guy, Oscar Barton (ENZAFRUIT Peru) and
New Zealand ambassador to Peru and Chile, Jacqui Caine
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T&G 2016 BUSINESS DIVISIONSBUSINESS DIVISIONS T&G 2016
International Trading
The International Trading division achieved solid, organic
growth in 2016 and also began transitioning to a new
operating model intended to cement the strategic goals
of strengthening relationships and focusing on customer
needs.
Having staff in-market helps growers better understand
and feel more connected to their export market and
consumers’ needs and preferences. Our market-led
approach underscores the increasing role and value-add
of in-market offices to T&G Global’s operations and is
helping deliver growth.
During 2016 an additional staff member joined the small
team in Japan and an office was opened in Vietnam. In
Europe, International Produce appointed a new role
focusing exclusively on exporting produce out of Europe
into Asia. This includes pipfruit from France, Italian-grown
kiwifruit, Spanish citrus, stonefruit and persimmons, and
Dutch Conference pears.
Pacific Islands
T&G Global’s Pacific Islands business is made up of T&G
Fiji and T&G Pacific Islands Exports (PIX). Led by Managing
Director Bobby Sharma, the Pacific Island business
experienced exceptional growth in 2016 as local knowledge
combined with supply of quality imported fruit and produce
meant T&G Global could better meet customer needs.
In Fiji, T&G Global entered into a new exclusive supply
arrangement with the country’s largest retailer, Morris
Hedstrom. At the community level, T&G Global joined forces
with Zespri, Tauranga Kiwifruit Logistics, SEMCO and Maersk
to provide much needed fruit to school-aged children in
the wake of Cyclone Winston. In French-speaking New
Caledonia and Tahiti, the appointment of a new manager
has helped boost relationships and sales within the region.
T&G Global has also seen a significant lift in sales to the sea
cruise business.
T&G Global's grape operations in Piura, Peru
As at 31 December,
2016, T&G Global has 18
staff based in the Asian
market, located in
China, Thailand, Japan,
Singapore and Vietnam.
BUSINESS DIVISIONS T&G 2016
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NEW ZEALAND
PRODUCE
ANDREW KEANEY
Executive General Manager New Zealand Produce
T&G Global’s reputation began in
New Zealand where it has marketed produce
since 1897. In recent years, T&G Global
has evolved from just marketing produce
to becoming one of the country’s largest
vertically integrated growing, packing,
shipping and marketing companies.
The New Zealand Produce division is
responsible for a range of business teams
and customer relationships including growing
operations for Covered Crops and Diversified
Produce, managing the New Zealand markets,
overseeing imports of produce, and transport.
NEW ZEALAND MARKETS
New Zealand Markets
A key success in 2016 was the development and delivery
of our new online ordering system, FirstPick. Following the
launch in October, customers responded positively with
one customer noting: “It saves me so much time having
such an easy on-line ordering tool where I have everything
I need. I don’t have to get up early to go into the markets
anymore and can place my order at home knowing I will
get what I need.”
A new CRM tool will further support efforts to understand
customers' needs better and strengthen connections
with growers and retail partners' businesses. This tool will
enable T&G Global to work more closely with customers
and better meet their changing needs across all areas of
the business.
In-store, T&G Global has boosted its presence through
working more closely with retailers including weekly
merchandising visits and direct contact with produce
managers across New Zealand. This has provided much
closer engagement and better understanding of what
the retailers’ customers want and how our products
and brands are performing at retail. A focus on talent
development also saw recruitment of five new sales
cadets, and a talent mapping programme to help develop
T&G Global's team members and provide a pathway to
succession planning.
Key focus areas for the New Zealand Produce team
were the introduction of new technology platforms
to improve the way we do business and help put
customers at the heart of everything we do. The new
tools include the FirstPick online ordering system and
a new Customer Relationship Management (CRM)
platform which have helped progress the strategic goals
of becoming more customer-centred and strengthening
relationships within the New Zealand domestic market.
The New Zealand Produce division has also had a
strong focus on health and safety in 2016 with good
improvements in systems and results. We have also
initiated talent development initiatives to bring on new
staff and grow existing team members who will deliver
on T&G Global's growth ambitions.
New Zealand
Markets operates
FirstPick.co.nz was developed in-house
by T&G Global’s IT team and enables
customers to order fresh fruit and
vegetables in real-time from a desktop,
tablet or smartphone 24/7.
12
market sites
Covered Crops
Following two significant acquisitions in 2015, the focus in
2016 was on integrating the new tomato operations and a
major emphasis on brand development.
T&G Global completed the integration of both of the
acquired businesses, Great Lake Tomatoes Limited
and Rianto Limited, in February and these operations
have contributed significantly to the division’s robust
performance. T&G Global is a key supplier for supermarket
own-brand offerings as well as owning market leading
brands such as Beekist™, Classic and Ruby’s™. The
popular Beekist™ brand was relaunched with a new look in
late 2015, which has helped deliver strong sales in 2016.
The year also saw the introduction of the new Y.E.L.O.™
medium truss variety to the range. Alongside strong
relationships with retail partners and third-party growers,
the T&G Global Covered Crops operation grows, packs,
distributes and markets produce throughout New Zealand
and exports to markets in Australia, North America, the
Pacific Islands and Asia.
Diversified Produce
T&G Global’s Diversified Produce business encompasses
the citrus, kiwifruit and berry categories. In citrus, T&G
Global continued to expand its lemon export programmes
into established and new markets including China, Japan
and Australia, a challenging growing season in mandarins
resulted in a reduced crop, and T&G Global’s kiwifruit
crops continued to recover from PSA. Orchard conversions
started in 2015 resulted in a low volume in 2016, with
many of the orchards out of production. In addition to its
Zespri supply and marketing programmes in Australia and
other markets, T&G Global established a successful New
Zealand market sales programme with its Enza Gold™ and
Enza Red™ varieties and we are looking to expand this
further in 2017. T&G Global’s blueberry orchards continue
to yield more volume each year as plantings mature,
with 2016 seeing a significant lift on the previous year
and a 50% increase in harvest volumes against forecast.
T&G Global also doubled its trial area in hydroponic
strawberries and continues to focus on expanding the
traditional market windows through new and innovative
growing systems and techniques, to extend our growing
season and make New Zealand grown strawberries
available for longer.
NZ T&G
growing
operations*
T&G Transport
T&G New Zealand
markets and packhouse
facilities
Third-party
NZ growing
operations*
Imported
products
New Zealand
retail partners
New Zealand
consumers
International
consumers
T&G
export markets
NEW ZEALAND PRODUCE SUPPLY AND DISTRIBUTION
* excluding Pipfruit
FirstPick is thought to be the world’s first online
ordering platform for the wholesale produce sector.
operating seven days a
week across the country.
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BUSINESS DIVISIONS T&G 2016T&G 2016 BUSINESS DIVISIONS
Transport
T&G Global Transport is the leading produce transport
service provider in New Zealand servicing over 700
customers from ten depots across the country.
The fleet consists of 55 trucks and 45 trailers including
the latest 560hp Scania truck and trailer combination.
With fully insulated hard side sliding doors, the trucks are
capable of carrying up to 55 tonnes. The new trucks also
feature the latest technology for temperature control
monitoring and interactive driver performance for safety
and fuel efficiency.
For the 2016 year, T&G Global Transport had no
significant safety incidents. There has been a focus on
driver education and behaviour aided by GPS reporting
and a focused eLearning module being completed by all
drivers. Paper-based logbooks were replaced by electronic
logbooks, helping drivers better monitor their driving
hours to ensure they get adequate rest breaks during
shifts. In addition to these initiatives, T&G Global Transport
is continuing to upgrade its fleet with ten new truck and
trailer units in 2017.
Quickfacts:
•
•
•
• are bananas, grapes and beans.
TRANSPORT
imported into New Zealand
in 2016 – 15% of T&G
Global's shipping footprint.
Imports and tropical
T&G Global imports a comprehensive range of produce
not grown in New Zealand to supplement locally grown
produce. A key driver has been reducing cost and
complexity in the supply chain. This effort resulted
in growth in the banana, citrus, grape and vegetable
categories during 2016.
T&G Global is committed to a sustainable and ethical
sourcing policy and this includes a range of organic and
Fairtrade certified products. In the banana category, the
company has forged new relationships in Ecuador with a
number of medium-sized growers which are more suited
to meet the needs of our business and New Zealand
customers. The new supply arrangements have delivered
an improvement in market share, quality and profitability
as well as customer satisfaction.
Through intensified collaboration with T&G Global's
overseas offices, T&G Global’s in-market teams have
generated significant improvements in the import
business. By engaging with supplieres in-market, we have
strengthened our relationships, shortened the supply
chain, and delivered improved quality of produce by
identifying the most appropriate products and suppliers to
work with. This will continue to be a focus for development
in 2017.
1,600
40ft containers
T&G Global imports
annually from
48
16
different
products
different
countries
Caption
T&G Imports is the
largest supplier into
T&G's New Zealand
markets.
IMPORTS
The top three imported products are
BananasBeansGrapes
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BUSINESS DIVISIONS T&G 2016
T&G Global's Processed Foods division
comprises two businesses – Fruitmark and
EnzaFoods with a category and customer
focus specialising in the industrial and food
service sectors.
Fruit juice concentrates, frozen fruits,
dried fruits and vegetables, long shelf
life apple solids packed in pouches and
fresh cut vegetables are sold and traded
to large volume customers increasing the
total return per hectare that growers can
extract from a crop.
T&G
orchards and
packhouses
Third party NZ
growers and
packhouses
Fruitmark Australia,
New Zealand and USA:
• Food ingredients
• Beverage supply
Third-party
global growers
EnzaFoods
processing
Retail pack
sales
Third-party
processors and
suppliers from
16 countries
CUSTOMERS:
New Zealand
Australia
USA
Japan
Barbados
South Korea
Taiwan
Singapore
PROCESSED FOODS SUPPLY AND DISTRIBUTION
PROCESSED
FOODS
ENZAFOODS
FRUITMARK
CURRENTLY EMPLOYS 106 FULL-TIME STAFF IN NEW ZEALAND
PROCESSED FRUIT PRODUCTS SOLD AS A MANUFACTURER’S REPRESENTATIVE INCLUDE:
PRODUCTS OFFERED
LOCATIONS
EnzaFoods
EnzaFoods New Zealand Limited (EnzaFoods) has been
in operation since 1962 and, with an experienced team
across two New Zealand locations, is a market-leading,
vertically-integrated fruit ingredient and fruit and vegetable
juice producer.
In 2016, EnzaFoods achieved the market diversity growth
goals it set in establishing sales of its value-added fruit
ingredients products into Southeast Asia. However,
this growth was overshadowed by multiple market and
Fruitmark
Fruitmark Pty Limited (Fruitmark) began trading in Australia
in 1990 as an agent for EnzaFoods' juice concentrates and
apple solid products. Today the business has diversified
to become an importer and trader of food ingredients
working with both EnzaFoods and third party suppliers
globally.
Throughout 2016, the Australian market has been
under considerable price pressure. While Fruitmark has
increased both turnover and total volume sold compared
with 2015, the gross margin contribution of those sales
has reduced due to a competitive market. Many of our
customers are large industrial companies supplying retail.
EnzaFoods has two
processing plants
located in Hastings
and Nelson.
EnzaFoods processes apples into apple juice
concentrate for beverages, and apple solids for the
baking and industrial food segment (sold in 275
kilogram, 1 tonne and 20 tonne format).
EnzaFoods has packing capability for Small Format
Pouches (SFP), and contract-pack food products for
a number of large retail suppliers.
EnzaFoods processes a large volume of other fruit
and vegetables to customer specification, producing
a range of concentrates, purees, cooked fruit,
vegetable solids and aroma for the global market.
Apple, orange and
many other fruit juice
concentrates to the
fruit based beverage
industry.
Dehydrated fruits
and vegetables to the
breakfast cereal, food
manufacturing and food
service markets.
Apple solids to
the bakery, food
manufacturing and food
service markets.
Frozen fruits to food
manufacturing and food
service markets.
Australian fresh cut
vegetables to major
Australian quick service
restaurant chains.
Due to price pressure working back through the supply
chain, discounts on sales have been regularly applied.
The new trading operation that opened in USA in
2015 has progressed well, building both clients and
suppliers. In 2017 we will see this business make a
profitable contribution to our growth. Overall, Fruitmark’s
contribution is below that produced in 2015, directly as
a result of the margin pressure the Australian market is
under. Fruitmark remains a significant trader and supplier
in its key categories, having maintained market share,
while introducing new products and supply agencies to its
offering to existing and new customers.
processing issues throughout the season that resulted in
a significant financial loss. A large customer in Australia
retracted sales which had a dramatic impact on EnzaFoods'
volumes and operating profit. Additionally, processing
issues resulted in lower than budgeted yields and increased
rework. A new management team has been assembled to
address the manufacturing focus required to achieve target
operational costs from the facility by 2018. Freshfields
FruitHitz, a product manufactured by EnzaFoods, was also a
finalist in the 2016 New Zealand Food Awards.
COLIN LYFORD
General Manager Processed Foods
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BUSINESS DIVISIONS T&G 2016T&G 2016 BUSINESS DIVISIONS
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SUSTAINABILITY
JONATHAN GOOD
Chief Technology and Operating Officer
BayWa’s focus on sustainability
Our majority shareholder, BayWa, is committed to
sustainability and contributes immensely to the European
renewable energies sector through its renewable energy
division with their large-scale wind and solar projects.
T&G Global focus on sustainability
T&G Global’s approach to sustainability is based on
the globally recognised Global Reporting Initiative (GRI)
guidelines. GRI is an independent organisation committed
to creating a globally recognised sustainability framework
which is extremely robust and universally applicable.
These guidelines can assist a company with developing a
strategy that encompasses all aspects which are defined
as ‘sustainability’. It also requires a company to determine
material issues in their operations, so that they only focus
on ‘what matters, where it matters’.
We live by the land. So doing the right thing
by it – environmentally and socially – is
second nature to us.
It leads to healthier, more natural produce,
and it aids the health and development
of our growers’ communities. To ensure
what we do is sustainable and responsible,
we’ve put in place some important policies,
measurements and standards to live up
to every day.
T&G Global applied these principles by asking our senior
leaders to rate how important they felt each aspect was to
the business. These aspects were validated with our wider
corporate family and key customers.
This identified the seven key environmental areas T&G Global
will focus on over the coming years. They include energy,
emissions, waste, water, biodiversity, materials, transport and
social issues such as health and safety, and diversity.
Over the course of 2016 we started focusing on energy,
waste, and biodiversity, by identifying a baseline, an
aspiration and a series of initiatives. We will now also be
working on emissions and materials.
We aspired not only to drive a step change in the
sustainability of our business but to engage our staff and
customers and inspire them too.
T&G 2016 SUSTAINABILITY
STRATEGIC FOCUS
At T&G Global, sustainability helps us grow and demonstrate our commitment to our customers, stakeholders and
environment. Sustainability has increasingly become a requirement and expectation of customers, employees and
stakeholders around the world. At the start of 2016, T&G Global’s strategy refresh identified sustainability as an area of
strategic focus for the coming years.
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BIODIVERSITY
T&G Global’s business depends on healthy soils and
waterways to help us deliver the freshest, healthiest
produce to the world. In 2016, we undertook two riparian
planting events at our Kapiro Orchard in Kerikeri and
Rosewood Orchard in Hastings.
Thirty-five staff from our sites in Kerikeri and Auckland
planted 800 native plants along a 250 metre stretch of
land adjacent to the Kapiro Stream which flows from the
Kerikeri irrigation reservoirs through to the Rangitane River
and eventually out to sea.
Forty staff from our site in Hastings planted 900 New
Zealand plants along a 300 metre stretch of land adjacent
to the Thompson Drain Stream which leads into the
Karamu Stream which flows into the Clive River and
eventually out to sea.
Riparian planting is essential to the health of our
waterways. Over time the plants will improve the overall
health of the waterway, help minimise erosion by
strengthening the stream’s banks and minimise nutrient
runoff from on-land activities.
Both events were supported by Sustainable Coastlines, a
young, multi-award winning New Zealand charity whose
mission is to enable people to look after New Zealand
coastlines and waterways. T&G Global also worked closely
with the Department of Conservation and the Hawke's Bay
Regional Council for the Hastings planting day.
SUSTAINABILITY T&G 2016
Caption
ENERGY
Our leadership in energy efficiency began when we
signed a partnership agreement with the Energy Efficiency
Conservation Authority New Zealand (EECA) in January 2016.
This agreement signaled our intent to be an industry leader
in energy efficiency. It included knowledge transfer, site
audits at all our New Zealand locations and a target to reduce
energy use by 2 million kWh per annum by January 2018.
We have identified a significant opportunity to improve
energy efficiency and drive bottom line improvements.
In just the past six months we have completed projects
contributing 33% towards this target.
Energy efficiency work has predominantly been around
upgrading to energy efficient lighting, compressed air
improvements, automatic pump isolations and HVAC
improvements.
Work planned for next year includes upgrading
refrigeration systems, continued lighting upgrades as well
as investigating thermal energy reductions.
WASTE
led to an 18-24% drop in our landfill waste from this
location, our largest within T&G Global. We plan to roll this
approach out to all our sites over the course of 2017.
How are we recycling?
We are looking at our largest waste streams and looking
for opportunities where we can be recycling or composting
our waste that is going to landfill.
After profiling waste output from each site, we are
standardising how each waste stream is being disposed
of and wherever possible, finding ways to divert the waste
away from landfill or lower value recycling methods.
This process has already begun in our Covered Crops
division in New Zealand with the introduction of a focus on
recycling across our sites. We are also trialing a technology
that separates plastic clips and string from our tomato vine
waste so that it can be composted and the plastic can be
recycled.
We have profiled our waste patterns and volumes across
T&G Global and have highlighted numerous opportunities
for improvement. We have committed to reducing our
waste overall, and making sure that the waste we do
generate is as sustainable as possible, through a focus on
composting and recycling.
How are we reducing?
At our largest site’s cafeteria in Mt Wellington, Auckland we
have removed all non-recyclable packaging and replaced
it with bioplastics and compostable substitutes. This
has resulted in a huge drop in waste coming from the
cafeteria and created a positive message to our customers
and people as it reflects our wider commitment as a
business to ensure we are operating as sustainably as
possible.
We have also removed landfill bins from our Mt Wellington
site during 2016 and we have installed recycling stations
on the site’s market floor. We have educated our people
on how to sustainably dispose of their waste. This has
T&G Global signed a
partnership agreement
with the Energy Efficiency
Conservation Authority
New Zealand (EECA)
In 2016 we undertook
two riparian planting
events in our orchards
With a target to reduce energy use by
2 million kWh
per annum by January 2018
900
native NZ plants
at our Rosewood
Orchard in Hastings
800
native NZ plants
at our Kapiro
Orchard in Kerikeri
T&G 2016 SUSTAINABILITY
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OUR PEOPLE T&G 2016
OUR COMPANY
2016 MILESTONES
Celebrating 10 Years
Celebrating 20 Years
Celebrating 30 Years
Celebrating 40 Years
This includes people on
working holiday visas,
students or those interested
in the seasonality of the job.
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7
3
1
SEASONAL
WORKERS
2,500+
PERMANENT
EMPLOYEES
1,500
% OF T&G GLOBAL EMPLOYEES BY KEY MARKET
3%
1%
1%
4%
3%88%
AsiaAustralia
Fiji
America
Europe
New Zealand
T&G 2016 OUR COMPANY
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T&G Global Limited and subsidiary companies
T&G Global America Export Manager, Jose Luis Alvistur,
with T&G Global America Export Sales, Jeanette Zevallos, and
T&G Global Regional Manager - Southeast Asia, Victor Anderson.
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OUR PEOPLE T&G 2016T&G 2016 OUR PEOPLE
Attracting and Retaining Employees
Being able to attract and retain high calibre employees to
T&G Global is critically important to us. To help us do that,
we continually look at ways to understand why people
choose to work for T&G Global and why they stay. This
point of difference, or the employee value proposition
(EVP), forms part of what attracts or retains people at T&G
Global.
This year we started a project to gain these insights. In
August we sent surveys to over 350 of our employees
from right across the business. In addition, focus groups
were held in Auckland and the Hawke's Bay region with
a selection of survey respondents, to gain a deeper
understanding of the findings.
The survey results show that overall, employees who took
part are very satisfied with T&G Global as an employer.
Highlights include high satisfaction with leadership as well
as approachability of employees' direct managers.
Employees who took part in the survey were very positive
about the direction T&G Global is taking. Positive feedback
was provided on T&G Global’s rebranding, the opportunity
to be part of a “continual commitment to change”, the
variety they experience in their roles, managers being
approachable and trusting them to do their job and also
feeling encouraged to take personal responsibility.
We are analysing the data gathered as part of this project,
to identify the opportunities where T&G Global can
enhance our own employment offering. We have identified
areas to focus on, which include job opportunities within
T&G Global to support career progression and also our
overall reward offering.
If we continue to make improvements to our offerings
to staff, we have an opportunity to strengthen our
competitive position in the labour market.
The renewed focus on our EVP and making continuous
improvements to it will enable us to continue to recruit
and retain the talent we need to achieve our growth goals.
OUR PEOPLE
LYNN JOHNSON
Chief HR Officer
With clear support from employees and
managers, we are well on track to achieving a
high level of awareness, understanding and
commitment throughout T&G Global for our
shared set of values.
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OUR PEOPLE T&G 2016T&G 2016 OUR PEOPLE
customers have at T&G Global. Following the workshop,
participants were asked to take what they had learnt and
make one change in their team to improve customer
experience.
To support the skills and development of our current
people leaders, in 2016 we launched a new programme
called Management Fundamentals. A series of workshops
were held which focus on the key activities people leaders
carry out in their role. We recognise that when people
are promoted into management roles, they have varying
levels of knowledge and skills to carry out some of the
main management tasks. Initially, the programme included
workshops on topics such as recruitment, onboarding,
performance goal setting, performance conversations and
remuneration.
In 2017, further workshops will be added to this
programme, covering other aspects of management.
We will also be investigating the option of creating
online learning modules for some of the Management
Fundamentals topics.
Literacy and numeracy are fundamental skills which our
people need to function well in their roles with T&G Global.
Around 40% of the New Zealand workforce struggles in
this area and in the primary industry it is closer to 50%.
To address this, we have received government funding to
run a development programme, targeting our employees
with low levels of literacy and numeracy. The programme
is underway, initially with staff from our Covered Crops
business unit. This programme will continue in 2017 and
2018, with further groups planned across both Covered
Crops and the wider organisation. The training not only
addresses low levels of written and spoken English,
but it also covers financial and computer literacy. Our
experience of running a similar programme previously has
shown that participants find the training valuable both
inside and outside work and it enables them to contribute
more at work.
"Being able to
attract and retain
high calibre
employees to T&G
Global is critically
important to us."
Mindset
In 2014, a new set of organisation values was launched
throughout T&G Global, called the Mindset. This consists
of four elements – grounded, resilient, open and willing
(GROW), which reflects our collective aspirations as
individuals, teams and the future direction of our global
business.
In 2016, we continued the process to increase the
awareness and understanding of the Mindset and
embed it into our everyday work. We ran a company-
wide competition where employees and teams were
invited to create brief videos to show what the Mindset
means to them. This competition was well supported
by our teams across New Zealand and in many of our
international offices, with over 30 video entries. Feedback
received was that teams found it a fun and engaging
way to participate in making the Mindset a part of how
we do business. Entries were judged by members of the
Executive Team and winners and runners up were selected
and announced. The large number of entries to this
competition was an excellent demonstration of one part of
our Mindset, willing, given so many of our employees took
part in this initiative.
Following the video competition, a workshop for managers
and teams was developed, to further embed the Mindset
and ensure that all team members could apply it at work.
We started running these workshops with some of our
teams in 2016 and will continue to run them in 2017.
With clear support for the Mindset from our employees
and managers, we’re well on track to achieving a high level
of awareness, understanding and commitment throughout
T&G Global for our shared set of values.
Upskilling our People
In 2016, a range of initiatives were implemented to assist
with the development of our people.
Our Future Gen leadership programme is designed to
develop our internal pool of aspiring people leaders.
Participants are identified from across the business and
brought together on an eight month programme. The
programme consists of a range of learning methods
including workshops, mentoring, group and individual
projects and written assignments detailing participants'
experience in applying what they have learnt back in the
workplace. Our first Future Gen group graduated in August
2016 and received a National Certificate in Leadership. A
second group is now underway.
As a company, it is vitally important we deliver the best
products and the best service to our customers.
A workshop was held in Rotorua, New Zealand in August
2016 focusing on customer centricity, service and
excellence. Ninety-five staff from across New Zealand and
many of our international team took part in this workshop
and were challenged to consider the experience their
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PROTECTING
OUR PEOPLE
T&G Global has developed a Health and Safety Strategy
for 2017 through to the end of 2021. The strategy is
based on two strategic themes: people and systems.
Six objectives covered governance and leadership,
engagement and culture, learning and development,
management systems, risk and hazard management,
and continuous improvement.
T&G 2016 PROTECTING OUR PEOPLE
T&G Global has the right health
and safety systems and tools
in place.
We all have the awareness,
attitude, and behaviours to be
safe and to look after ourselves
and each other.
Our workplace is as safe and
healthy as we can make it.
Theme 1Theme 2
Everyone home safe from
work every day, everywhere.
VISION
OUTCOMESSTRATEGIC THEMES
PEOPLESYSTEMS
T&G Global Covered Crops worker at
Favona Road glasshouse, New Zealand
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T&G Global Limited and subsidiary companies
1
T&G Global uses 100,000 hours as its reference value. 200,000 and
1 million are also commonly used reference values. The performance
data is referenced back to the number of hours worked to enable
comparison across years when the number of employees has changed.
T&G 2016 PROTECTING OUR PEOPLE
Our performance over 2016
• Recordable injury frequency rate: Total recordable injury
frequency rate (TRIFR) per 100,000
1
hours worked
averaged 21 compared with 22 for 2015. While the
TRIFR decreased, the number of incidents per 100,000
hours increased from 47 to 58 and the number of ACC
claims dropped from 6.3 to 6.1 per 100,000 hours.
There was an increased awareness of the need to
report both injury and non-injury events no matter how
minor.
• Notifiable injury or illness/serious harm injury: The
change in the health and safety legislation has seen
a change in what is reportable to the regulator but
comparing notifiable injuries in 2016 with serious harm
injuries, the number of notifiable injuries has dropped
significantly from 18 in 2015 to eight in 2016.
• Lost time injuries: The lost time injury frequency rate
(LTIFR) per 100,000 hours worked has remained
unchanged at three hours. However, the hours lost as a
result of a workplace injury has dropped from 164 per
100,000 hours worked to 124 hours.
• Non-injury reporting: This includes near hit or miss,
hazard and property damage. The total number of non-
injury reports has increased from 31 per 100,000 hours
worked in 2015 to 38 in 2016.
Overall, the increased awareness of the need to report
both injury and non-injury events has seen an increased
level of reporting and the active management of injuries,
regardless of how minor. This and other injury reduction
initiatives such as the wearing of cut resistant gloves on
both hands in our glasshouse operations, have seen a
significant reduction in the number of serious injuries and
reduced the hours lost to injury.
Key initiatives for 2016
• Project Amazon and the new Mt Wellington sales floor
area: The interaction between people and vehicles
remains a significant safety issue for T&G Global.
Two initiatives in the market floor area of the Mt
Wellington, Auckland site aimed at improving ‘work
flow’ to minimise pinch points and minimise interaction
between vehicles and pedestrians. The creation of a
new sales area reduced the need for customers to
access the warehouse area and significantly reduced
the risk of vehicle/pedestrian incidents.
• Raising forklift safety: T&G Global operates hundreds
of forklifts each day. Growing concern about incidents
involving forklifts led to EnzaFoods holding a safety
forum for its drivers on its two sites. The forum
involved a discussion session and a questionnaire
around forklift safety and was very well received by
drivers at both sites. The questionnaire and discussion
identified common themes for improvements. Following
the forum, incidents involving forklifts reduced by over
15% on both sites.
• The operator rating system: T&G Global sought to
achieve five-star status under the NZ Transport
Operator Rating System which rates heavy vehicle
fleet operators on their safety performance. The
implementation of GPS monitoring and online training
modules saw a reduction in speeding events per 100km
driven.
• T&G Global’s Health and Safety Management System:
For over 12 years, T&G Global has operated a Health
and Safety Management System (HSMS) based on the
requirements of Work Safety Management Practices
(WSMP). The continuing growth of T&G Global has led
to the redevelopment of the HSMS to better align with
the changing needs of our business and the desire to
operate under a best practice model.
The health and safety of those that work at
T&G Global remains a high priority for us.
THE KEY INITIATIVES FOR 2017 INCLUDE:
• Ensuring T&G Global has a robust worker engagement
programme across our New Zealand sites.
• Developing core health and safety training modules for
those that work for T&G Global.
• Ensuring T&G Global has the resources in place to
achieve the health and safety outcomes sought.
• Implementing a redeveloped Health and Safety
Management System across our New Zealand sites.
• Identifying and implementing a comprehensive health
and safety information management system for T&G
Global.
• Implementing a full inspection, monitoring, and audit
programme across our New Zealand sites.
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T&G Global Limited and subsidiary companies
OU R
COMMUNITY
T&G Global has deep roots across New
Zealand and worldwide. We’re proud
of the role we play in communities. The
T&G Global community programme aims
to help strengthen the link between
healthy eating and nutrition in children,
encouraging healthy, mindful eating for
generations to come.
T&G 2016 OUR COMMUNITY
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OUR COMMUNITY T&G 2016
EATING
EXERCISE
EDUCATION
Our Community
It’s been four years since T&G Global launched the
community support programme to strengthen the link
between healthy eating and nutrition in New Zealand
school-aged children.
Our primary partner during this period has been the
Garden to Table Charitable Trust with whom T&G Global
signed a partnership agreement in 2013. We are delighted
to have continued this relationship in 2016 and assisted
Garden to Table in changing the way New Zealand children
approach and think about food by enabling children to get
their hands dirty and learn how to grow, harvest, prepare
and share fresh, seasonal food.
Our partners at Garden to Table also strongly believe that
children who understand where good food comes from,
know how to prepare it and then share it with friends and
family, and are more likely to make better food choices.
T&G Global is delighted to support Flat Bush Primary
School (Otara, Auckland), Kerikeri Primary School,
Haumoana Primary School (Hawke's Bay), Victory School
(Nelson), Ruakaka School in the East Cape and Riccarton
Primary School outside of Christchurch, to deliver the
Garden to Table concept.
Fruit in Schools
T&G Global is a founding member of United Fresh
which manages the Fruit in Schools Initiative and is also
responsible for setting up the 5+ A Day Charitable Trust.
The trust is focused on raising consumption of fresh fruit
and vegetables in all New Zealanders for better health.
Fruit in Schools encourages children to eat fruit and
vegetables and adopt healthy lifestyles. The initiative is
funded by the Ministry of Health and provides children at
eligible primary schools across New Zealand with fresh
fruit and vegetables each school day.
Independent research has shown Fruit in Schools is
having a positive impact on children and nutrition. The
evaluation in 2015 found it was highly valued by principals
and aligned with international approaches to improving
nutrition and reducing obesity in children.
In 2016, over 20 million servings of fresh fruit and
vegetables were distributed to participating schools with
children enjoying up to 24 different types of fruit and
vegetables including T&G Global’s JAZZ™, Pacific Rose™
and Envy™ apples.
Supporting communities
T&G Global is proud to have supported community
events with a focus on education, nutrition and exercise
throughout 2016.
Produce has been donated to various events promoting
healthy food and exercise for New Zealand children.
These include the Fulton Swim School and Franklin
Primary School triathlon, a fundraising event for Rangitoto
Kindergarten, junior sports teams’ games and an Auckland
Transport Travelwise event that acknowledged students
and teachers who promote alternative modes of transport
for getting to school.
T&G Global also supports ongoing initiatives such as the
New Zealand Stand Children’s Services organisations
which runs camps and helps children growing up in at-risk
environments. The produce that we supply to these camps
is used to teach children how to prepare their own meals
and provide them with skills and knowledge they can take
home with them. T&G Global also supported the Epic Swim
in Taupo and the Rewa Rebels, an Auckland childrens'
swimming team.
Our people, our passion
T&G Global people are passionate about fresh fruit and
vegetables but also leading a healthy lifestyle. Throughout
2016 our people took part in a range of sporting activities
both at an individual and team level from Auckland’s
Round the Bays to international marathons, yoga at work
sessions and boot camps. Anecdotal feedback is that
those who took part in these activities showed improved
collaboration between teams, heightened energy and
focus in the office.
Our future
Supporting horticulture and agriculture training that
nurtures our industry’s future talent, including potential
and existing T&G Global employees, is a large focus of our
education partnerships in New Zealand.
T&G Global enjoys a long-standing, positive relationship
with Massey University and supported the Massey
Agricultural Awards and an end of year dinner which
recognised advances in agriculture and high achieving
students. T&G Global also provides an annual $5,000
undergraduate scholarship at Massey University to
assist talented students undertake a full-time, three-year
horticultural degree. The aim is to equip them with the
necessary skills to support the sustainable development of
the New Zealand horticultural industry.
At a regional level we support young grower competitions
run by Pipfruit New Zealand and Horticulture New Zealand
including the highly coveted Young Horticulturalist of the
Year as well as the Hawke's Bay Fruit Growers Association
Awards.
JAZZ™ Foundation
T&G Global’s UK team continued to support their
community through the JAZZ™ Apple Foundation. The aim
was simple - to offer monetary support to people, groups
and charitable endeavours that nourish and support
the next generation of young Brits. Activities supported
aligned with the Foundation’s goal of encouraging the
consumption of an apple a day and a healthy, balanced
diet complemented by physical exercise for a healthy body
and mind.
Help them Hope
T&G Global’s support allowed HOPE to reach new heights
with a record number of scholarships provided for youth
with disabilities in Peru. The funds from T&G Global
were used in aspects of HOPE’s work covering general
overhead costs and supporting the education fund. This
fund provided 51 scholarships in 2016 for youth like
Erick Garcia Torres. Erick graduated with an accounting
degree and lives with muscular dystrophy. He was the
first to graduate from a five-year degree course under the
HOPE programme which empowers young people in Peru
impacted by a disability to grow through education.
T&G 2016 OUR COMMUNITY
Independent professional advice includes professional
legal and financial advice, but excludes any advice on
the personal interests of a director. The Board regularly
invites key managers and executives to attend and
present at Board meetings, and interaction with directors
is routinely encouraged.
Board committees
The Board has two constituted committees, the Finance,
Risk and Investment Committee (FRIC) and the Human
Resources Committee (HRC), both of which operate
under Board approved charters.
The FRIC meets at least four times per year and is
responsible for overseeing compliance with statutory
financial regulations and related responsibilities, ensuring
that effective systems of accounting and internal control
are established and maintained, overseeing internal and
external audit, and liaising with T&G Global’s independent
auditors. This committee is chaired by Mrs C.A. Campbell,
and comprises Sir John Anderson and Mr A. Helber. The
FRIC members also meet separately with the auditors as
required.
The HRC is responsible for reviewing, approving and
monitoring T&G Global's Health and Safety Policy,
Strategy, Annual Plan and programme of work. This
ensures the health and safety of all those that work
for or come into contact with T&G Global. Additional
responsibilities include ensuring that the remuneration
strategy, policies and practices reward fairly and
responsibly with a clear link to T&G Global's strategic
objectives and corporate and individual performance;
and assisting the Board in succession planning for the
CEO and senior management positions which identifies
and targets individuals for development. This Committee
meets at least four times per year and is chaired by Mr
J.S. Wilson, and comprises Mr R.J. Campbell and Mrs C.A.
Campbell.
The Board has not at this stage established a
Nominations Committee owing to a belief that director
appointments are of such significance that they should be
a direct responsibility of the full Board. This matter is kept
under review.
Interests register
The Company and each subsidiary of the Company
are required to maintain an interests register in which
particulars of certain transactions and matters involving
the directors must be recorded. The interests registers
for the Company and its subsidiaries are available for
inspection at its registered office.
Details of all matters that have been entered in the
interests register of a company by individual directors
during the year are outlined in the statutory information
section of these accounts, and should be read in
conjunction with the individual directors’ profiles.
T&G Global management structure
T&G Global's organisational structure is focused on
its five business divisions being Pipfruit, International
Produce, New Zealand Produce, Processed Foods
and Other. These operations are managed separately
with direct reporting to the CEO and to the Board which
exercises overall control.
Risk identification and management
T&G Global has adopted a system of internal control,
based on written procedures, policies and guidelines.
To reinforce this, an internal audit function exists that
reports to the Board through the FRIC.
The Board acknowledges that it is responsible for
the overall internal control framework. In discharging
this responsibility the Board has in place a number of
strategies designed to safeguard T&G Global's assets and
interests and to ensure the integrity of reporting.
Procedures are in place to identify areas of significant
business risk and to remediate and effectively manage
those risks. As required, the Board obtains advice from
external advisors.
While the Board acknowledges that it is responsible for
the overall control framework of T&G Global, it recognises
that no cost effective internal control system will preclude
all errors and irregularities.
Directors’ and Officers’ insurance
The Company has arranged directors’ and officers’
liability insurance covering directors acting on behalf of
the Company. Cover is for damages, judgements, fines,
penalties, legal costs awarded and defence costs arising
from wrongful acts committed while acting for the
Company.
The types of acts that are not covered are dishonest,
fraudulent and malicious acts or omissions; wilful breach
of statute, regulations or duty to the Company; improper
use of information to the detriment of the Company; and
breach of professional duty.
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Role of the Board
The Board is responsible to shareholders for the
performance of the Company, which includes setting
the objectives and the strategies for achieving those
objectives, identifying significant areas of business risk and
implementing policies to deal with those risks, setting the
overall policy framework and monitoring the continuing
performance of the Company and its management. The
Board also ensures that procedures are in place to provide
effective internal financial control.
Responsibility for the day-to-day management of T&G
Global is delegated by the Board to the Chief Executive
Officer (CEO). The Board is committed to act with
integrity and expects high standards of behaviour and
accountability from all staff members.
Board membership
There are no executive directors. Across the Board
there is a broad mix of skills and industry experience
relevant to the guidance of the Company’s businesses. Sir
John Anderson, Mrs C.A. Campbell, Mr R.J. Campbell and
Mr J.S. Wilson are independent directors for the purposes
of the NZX listing rules.
Conduct of the Board
The Board has adopted a formal code of ethics which sets
out the expected standards of professional conduct of its
members.
The Board meets at regular intervals and conducts its
affairs to ensure matters can be discussed openly, frankly
and confidentially. Any potential conflicts of interest
relating to directors are identified and disclosed. Affected
directors are usually not permitted to vote on any related
matter where a conflict exists.
The Board operates a code of conduct that forbids
directors and other affected parties to deal in the
Company’s shares at any time when they are in
possession of insider information and during periods
which are deemed by the Board to be ‘closed’ periods.
These closed periods customarily include the end of the
six and 12 month reporting cycles, and until such time
as profit announcements have been publicly disclosed.
Closed periods include any additional period when the
Board is engaged in matters that are likely to have an
impact on the market value of the shares.
Board access to advice
All directors have access to the advice and services of the
Secretary to the Board and the Board has established
a procedure whereby directors and Board committees
have the right, in connection with their duties and
responsibilities, to seek independent professional advice
at the Company’s expense, with the prior approval of the
chairman.
The Board is the governing body of T&G Global Limited ("the Company") and its
subsidiary companies ("T&G Global").
CORPORATE
GOVERNANCE
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T&G 2016CORPORATE GOVERNANCET&G 2016CORPORATE GOVERNANCE
The current year total remuneration spread takes into
account the impact of exchange rate movements on
employees paid in foreign currencies.
Directors’ shareholdings
Ordinary shares held by directors and parties associated
with directors are disclosed as follows:
DEC 2016DEC 2015
Sir John Anderson30,00030,000
There were no share transactions during the year ended
31 December 2016 in which directors held 'relevant
interests'.
Indemnification and insurance of directors
and officers
The Company indemnifies all directors named in this
report, and current and former executive officers of
T&G Global against all liabilities (other than to the
Company or members of T&G Global) which arise out
of the performance of their normal duties as director or
executive officer, unless the liability relates to conduct
involving lack of good faith. To manage this risk, T&G
Global has indemnity insurance. The total cost of this
insurance including directors and officers of offshore
companies during the 12 months was $32,000 (2015:
$29,120).
Information used by directors
No member of the Board of the Company, or any
subsidiary, issued a notice requesting to use information
received in their capacity as director which would not
otherwise have been available to them.
Interested transactions
No directors disclosed the existence of any transactions
with T&G Global during the 12 months in which they held
an interest.
NZX waiver from listing rule 5.2.3
During the year, the Company held a waiver from New
Zealand Exchange (NZX) listing rule 5.2.3 Spread that was
granted in April 2012. NZX listing rule 5.2.3 provides that
an issuerʼs securities will generally not be considered for
quotation on the NZX unless those securities are held by
at least 500 members of the public holding at least 25%
of the number of securities of that class issued, and those
requirements are maintained, or the NZX is otherwise
satisfied that the issuer will maintain a spread of security
holders sufficient to ensure a sufficiently liquid market in
the class of securities.
As BayWa Aktiengesellschaft and Wo Yang Limited are not
considered members of the public for the purpose of the
listing rules, less than 25% of the quoted securities of T&G
Global Limited are held by members of the public and
therefore the Company does not meet the requirements
of listing rule 5.2.3.
The NZX granted the Company a waiver from listing rule
5.2.3 under the following conditions:
a. The waiver, its conditions, and its effect on the
Companyʼs shareholders are disclosed in each annual
report for the year upon which it was relied; and
b. The Company notifies the NZX if there are any
material changes to its spread.
The waiver has the effect of ensuring security holders have
a ready market to purchase or sell securities.
Substantial shareholders
The following information is given pursuant to Section 26
of the Security Markets Act 1988.
The following parties are recorded by the Company as
at 16 February 2017 as substantial security holders in
the Company, and have declared the following relevant
interest in voting securities under the Securities Markets
Act 1988:
BayWa Aktiengesellschaft90,671,206
Wo Yang Limited24,496,386
The total number of voting securities issued by the
Company as at 16 February 2017 was 122,543,204.
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STATUTORY INFORMATION
Auditors
Deloitte has continued to act as the principal auditor of
T&G Global and has undertaken the audit of the financial
statements for the year ended 31 December 2016.
Directors’ loans
No director is in receipt of any loans from T&G Global.
Directors’ remuneration
The following persons held office as director during
the year. Remuneration paid or accrued included incentive
payments, vehicles, superannuation and other benefits,
where applicable. On top of fees, directors also receive an
annual travel allowance of $1,000.
12 months to 31 December 2016
DIRECTORS OF T&G GLOBAL LIMITED$’000
Prof. K.J. Lutz43
Sir John Anderson88
C.U.G. Bell 34
C.A. Campbell98
R.J. Campbell88
A. Helber 34
J.S. Wilson 88
M.R. Dossor7
Directors and Officers composition
At 31 December 2016 the gender composition of T&G
Global's directors and officers was as follows:
MALEFEMALE
Directors52
Officers72
Employee remuneration
T&G Global paid remuneration including benefits in excess
of $100,000 to employees (other than directors) during the
12 months. The salary banding for these employees are
disclosed in the following table:
12 months to 31 December 2016
NUMBER OF EMPLOYEES
$’000 NZD EQUIVALENT20162015
100-1103535
110-1202415
120-1302017
130-1402021
140-1501811
150-160105
160-170148
170-180125
180-19077
190-20055
200-21025
210-22051
220-23011
230-24053
240-25012
250-26032
270-28013
280-29021
290-30021
300-3101-
310-3201-
330-34021
340-350-1
350-36012
360-37012
370-380-1
380-3901-
440-4502-
460-4701-
490-50011
500-510-1
520-5301-
600-610-1
730-740-1
850-8601-
1,020-1,0301-
Total201159
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T&G 2016T&G 2016STATUTORY INFORMATIONSTATUTORY INFORMATION
Spread of security holders
as at 16 February 2017
RANGE
TOTAL
HOLDERS
% OF TOTAL
HOLDERSUNITS
% OF ISSUED
CAPITAL
1 to 499579.34%14,1710.01%
500 - 9998614.10%62,6590.05%
1,000 - 1,99912320.16%167,6000.14%
2,000 - 4,99912620.66%399,7470.33%
5,000 - 9,99910517.21%720,5100.59%
10,000 - 49,9999215.08%1,929,9851.57%
50,000 - 99,999101.64%673,5890.55%
100,000 - 499,99971.15%1,206,7220.98%
500,000 - 999,99900.00%00.00%
1,000,000 and above40.66%117,368,22195.78%
Total610100.00%122,543,204100.00%
Domicile of shareholders
as at 16 February 2017
LOCATION
TOTAL
HOLDERS
% OF TOTAL
HOLDERSUNITS
New Zealand58595.90%7,267,601
Australia121.97%41,686
Hong Kong30.49%24,506,341
Germany20.34%90,693,154
United Kingdom20.34%5,247
Bahrain10.16%3,000
Japan10.16%1,000
Malaysia10.16%11,716
Singapore10.16%1,000
Switzerland10.16%9,709
United States of America10.16%2,750
Total610100.00%122,543,204
T&G Global Limited and subsidiary companies
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20 largest shareholders
as at 16 February 2017
NAMEUNITS
% OF ISSUED
CAPITAL
BayWa Aktiengesellschaft90,671,20673.99%
Wo Yang Limited24,496,38619.99%
Bartel Holdings Limited1,172,9970.96%
Tiger Ventures NZ Limited1,027,6320.84%
National Nominees New Zealand Limited326,6310.27%
R.J. Turner, C.E. Turner, Redoubt Trustees & Evans Pennell Trustees202,6890.17%
S.J. Turner, C.M. Turner & D.H. Turner184,0080.15%
FNZ Custodians Limited149,1420.12%
D.W. Browne, J.F. Browne & M.R. Bangma124,7840.10%
H.J. Goodwin117,9860.10%
L.R. Hotham101,4820.08%
P.J.S. Rowland93,5070.08%
Custodial Services Limied79,7250.07%
M.C. Goodson, D.D. Perron, Goodson & Perron Independent Trustee Limited79,3390.06%
L.M.Marx-Sheather, W.B. Sheather, P.V.Sheather & S.M.Palmer70,8560.06%
R.M. Scott63,4940.05%
A.E. Waite63,0000.05%
J.A. Scotland, J.A. Scotland & Sainsbury Reid Trustee Company Limited60,0000.05%
Epic Trustees Limited55,1080.04%
E.M. Wood, L.A. Wood & B.L. Wood54,5860.04%
Total 20 shareholders119,194,55897.27%
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T&G 2016T&G 2016 STATUTORY INFORMATIONSTATUTORY INFORMATION
T&G Global Limited and subsidiary companies
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59
Colin Fong, Perfect Produce (Pukekohe, New Zealand)
Other information
Directors’
responsibilities for
the consolidated
financial statements
Independent Auditor’s Report to the Shareholders of T&G Global Limited
Opinion
Basis for opinion
Audit materiality
Key audit matters
Key audit matterHow our audit addressed the key audit matter
Biological asset valuations – refer note 14
The Group's biological assets of $22.9 million represent
produce including apples, blueberries, citrus fruit, kiwifruit,
tomatoes and grapes, growing on bearer plants (e.g. trees
and vines) at balance date.
Biological assets are measured at fair value less estimated
point-of-sale costs. This is calculated by the Group using
discounted cash flow models.
The valuation of biological assets is a key audit matter due to
the subjective judgements and assumptions in the valuation
models, many of which are specific to the location of the
asset and therefore unobservable in the market. As disclosed
in note 14 of the financial statements these unobservable
inputs and assumptions include the forecast production
per hectare per annum by weight, prices expected to be
received, costs expected to be incurred and a discount rate
reflecting the risks inherent in the crops.
The discount rate takes into account the risk of unknown
adverse events including natural events, the possible impact
of diseases and other adverse factors that may impact on
the quality, yield or price.
We held discussions with management to understand if
there were changes in market or environmental conditions,
or other risks inherent in the current crop valuations. Our
audit procedures were focused on the higher value biological
assets, or where in our professional judgement there is a
greater level of uncertainty associated with the cash flow
forecasts.
We engaged a Deloitte valuation specialist to consider
whether the valuation methods applied were reasonable.
We compared the forecast production per hectare, forecast
prices, and forecast costs to the approved budgets for the
relevant fruit growing activities, and assessed the historical
accuracy of the Group’s forecasts.
With input from our Deloitte valuation specialist we assessed
the discount rates assumed in the model and understood
changes from the prior year. We also performed sensitivity
analysis to test the impact that a change in the discount rate
has on the valuation of the biological assets.
We checked the mechanical accuracy of the discounted cash
flow models.
We have audited the consolidated financial statements of T&G Global Limited and its subsidiaries
(the ‘Group’), which comprise the consolidated balance sheet as at 31 December 2016, and the
consolidated income statement, statement of comprehensive income, statement of changes
in equity and statement of cash flows for the year then ended, and notes to the consolidated
financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements, on pages 62 to 106, present
fairly, in all material respects, the consolidated financial position of the Group as at 31 December
2016, and its consolidated financial performance and its consolidated cash flows for the year then
ended in accordance with New Zealand Equivalents to International Financial Reporting Standards
(‘NZ IFRS’) and International Financial Reporting Standards (‘IFRS’).
We conducted our audit in accordance with International Standards on Auditing (‘ISAs’) and
International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated
Financial Statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1
(Revised) Code of Ethics for Assurance Practitioners issued by the New Zealand Auditing and
Assurance Standards Board and the International Ethics Standards Board for Accountants’ Code
of Ethics for Professional Accountants, and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Other than in our capacity as auditor including the provision of audit related services, the
provision of whistle blower hotline services, and administration of the corporate tax payer group
of which the Group is a member, we have no relationship with or interests in the Company or
any of its subsidiaries. These services have not impaired our independence as auditor of the
Company and Group.
We consider materiality primarily in terms of the magnitude of misstatement in the financial
statements of the Group that in our judgement would make it probable that the economic
decisions of a reasonably knowledgeable person would be changed or influenced (the
‘quantitative’ materiality). In addition, we also assess whether other matters that come to our
attention during the audit would in our judgement change or influence the decisions of such a
person (the ‘qualitative’ materiality). We use materiality both in planning the scope of our audit
work and in evaluating the results of our work.
Based on our professional judgement, we determined the quantitative materiality for our audit of
the Group’s financial statements as a whole to be $6.5 million.
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the consolidated financial statements of the current period. These
matters were addressed in the context of our audit of the consolidated financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
The directors are responsible for the other information. The other information comprises the
information in the Annual Report that accompanies the consolidated financial statements and
the audit report. The Annual Report is expected to be made available to us after the date of this
auditor's report.
Our opinion on the consolidated financial statements does not cover the other information and
we will not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to
read the other information identified above when it becomes available and consider whether
the other information is materially inconsistent with the consolidated financial statements or our
knowledge obtained in the audit, or otherwise appears to be materially misstated.
When we read the other information in the Annual Report, if we conclude that there is a material
misstatement therein, we are required to communicate the matter to the directors.
The directors are responsible on behalf of the Group for the preparation and fair presentation
of the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such
internal control as the directors determine is necessary to enable the preparation of consolidated
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible on behalf of the
Group for assessing the Group’s ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless
the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
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T&G 2016T&G 2016INDEPENDENT AUDITOR'S REPORTINDEPENDENT AUDITOR'S REPORT
Auditor’s
responsibilities for
the audit of the
consolidated
financial statements
Restriction on use
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements as a whole are free from material misstatement, whether due to fraud or error, and
to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance with ISAs and ISAs (NZ)
will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these consolidated
financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements
is located on the External Reporting Board’s website at:
https://www.xrb.govt.nz/Site/Auditing_Assurance_Standards/Current_Standards/Page1.aspx
This description forms part of our auditor’s report.
This report is made solely to the Company’s shareholders, as a body. Our audit has been
undertaken so that we might state to the Company’s shareholders those matters we are required
to state to them in an auditor’s 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 audit work, for this report, or for the opinions we have formed.
Peter Gulliver
Partner for Deloitte Limited
Auckland, New Zealand
28 February 2017
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T&G 2016INDEPENDENT AUDITOR'S REPORT
The accompanying notes form an integral part of these financial statements.
INCOME STATEMENT
For the year ended 31 December 2016
Notes
2016
$’000
2015
$’000
Revenue5871,771812,764
Other operating income618,81711,432
Purchases, raw materials and consumables used(630,388)(577,826)
Employee benefits expenses7(127,840)(117,653)
Depreciation and amortisation expenses7(21,296)(18,824)
Other expenses(77,660)(79,652)
Operating profit33,40430,241
Net financing expenses8(11,951)(11,978)
Share of profit from joint ventures182,8653,834
Share of profit from associates194,7332,572
Other income613,044-
Profit before income tax42,09524,669
Income tax expense9(9,659)(5,219)
Profit after income tax
32,43619,450
Attributable to:
Equity holders of the Parent30,47818,100
Non-controlling interests1,9581,350
Profit for the year
32,43619,450
Earnings per share
Basic and diluted earnings (in cents)27
25.115.4
T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
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T&G Global Limited and subsidiary companies
The accompanying notes form an integral part of these financial statements.
STATEMENT OF
COMPREHENSIVE INCOME
For the year ended 31 December 2016
Notes
2016
$’000
2015
$’000
Profit for the year
32,43619,450
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss:
Gain on revaluation of property, plant and equipment, net of tax
-26,559
Deferred tax effect on sale of property, plant and equipment
91,286 -
1,28626,559
Items that may be reclassified subsequently to profit or loss:
Gain on revaluation of available-for-sale investments
2240413
Exchange differences on translation of foreign operations
(3,205)2,778
Cash flow hedges:
Fair value gain, net of tax
10,5501,215
Reclassification of net change in fair value to profit or loss
(7,108)(4,147)
641(141)
Other comprehensive income for the year
1,92726,418
Total comprehensive income for the year
34,36345,868
Total comprehensive income for the year is attributable to:
Equity holders of the Parent
32,56844,386
Non-controlling interests
1,7951,482
34,36345,868
CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2016
Notes
Share
capital
$’000
Revaluation
and other
reserves
$’000
Retained
earnings
$’000
Total
$’000
Non-
controlling
interests
$’000
Total
equity
$’000
2016
Balance at 1 January 2016170,31785,74062,193318,2502,696320,946
Profit for the year - -30,47830,4781,95832,436
Other comprehensive income / (expense)
Deferred tax effect on sale of property, plant and
equipment
22 -1,286 -1,286 -1,286
Revaluation of available-for-sale investments22 -404 -404 -404
Exchange differences on translation of foreign operations22 -(3,039) -(3,039)(166)(3,205)
Movement in cash flow hedge reserve22 -3,439 -3,43933,442
Total other comprehensive income / (expense) -2,090 -2,090(163)1,927
Transactions with owners
Dividends23 - -(7,188)(7,188)(550)(7,738)
Issued share capital226,040 - -6,040 -6,040
Acquisition of non-controlling interest in subsidiary15 - -(5,231)(5,231)(1,558)(6,789)
Total transactions with owners6,040 -(12,419)(6,379)(2,108)(8,487)
Transfer from asset revaluation reserve due to asset
disposal
22 -(6,541)6,541 - - -
Balance at 31 December 2016176,35781,28986,793344,4392,383346,822
2015
Balance at 1 January 2015165,14759,47350,585275,2051,761276,966
Profit for the year - -18,10018,1001,35019,450
Other comprehensive income
Revaluation of property, plant and equipment, net of tax22 -26,559 -26,559 -26,559
Revaluation of available-for-sale investments22 -13 -13 -13
Exchange differences on translation of foreign operations22 -2,638 -2,6381402,778
Movement in cash flow hedge reserve22 -(2,924) -(2,924)(8)(2,932)
Total other comprehensive income -26,286 -26,28613226,418
Transactions with owners
Dividends23 - -(7,021)(7,021)(158)(7,179)
Issued share capital225,170 - -5,170 -5,170
Total transactions with owners5,170 -(7,021)(1,851)(158)(2,009)
Movement in share option reserve -(19)19 - - -
Transactions with non-controlling interests - -510510(389)121
Balance at 31 December 2015170,31785,74062,193318,2502,696320,946
The accompanying notes form an integral part of these financial statements.
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
BALANCE SHEET
Prof. K.J. Lutz
Director (Chairman)
28 February 2017
C.A. Campbell
Director (Chair of Finance, Risk and Investment Committee)
28 February 2017
As at 31 December 2016
Notes
2016
$’000
2015
$’000
Current assets
Cash and cash equivalents17,06413,654
Trade and other receivables11108,544112,783
Taxation receivable -2,819
Inventories1241,37244,214
Derivative financial instruments136,6812,609
Biological assets1422,94319,068
Total current assets196,604195,147
Non-current assets
Trade and other receivables118,9037,841
Derivative financial instruments132,8263,201
Available-for-sale investments928530
Property, plant and equipment16393,974401,395
Intangible assets1726,33525,153
Investments in joint ventures189,50510,786
Investments in associates1911,5119,915
Total non-current assets453,982458,821
Total assets
650,586653,968
Current liabilities
Trade and other payables20101,147107,535
Borrowings215,5037,040
Taxation payable679-
Derivative financial instruments131,5823,592
Total current liabilities108,911118,167
Non-current liabilities
Trade and other payables203,8515,264
Borrowings21144,564163,975
Derivative financial instruments134,8253,609
Deferred tax liabilities941,61342,007
Total non-current liabilities194,853214,855
Total liabilities303,764333,022
Equity
Share capital22176,357170,317
Revaluation and other reserves2281,28985,740
Retained earnings86,79362,193
Total equity attributable to equity holders of the Parent344,439318,250
Non-controlling interests2,3832,696
Total equity346,822320,946
Total liabilities and equity
650,586653,968
The accompanying notes form an integral part of these financial statements.
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
STATEMENT OF CASH FLOWS
For the year ended 31 December 2016
Notes
2016
$’000
2015
$’000
Cash flows from operating activities
Cash was provided from:
Cash receipts from customers889,145820,248
Income tax refund2,111 -
Other197330
Cash was disbursed to:
Payments to suppliers and employees(837,829)(787,449)
Interest paid(9,041)(8,934)
Income taxes paid(4,827)(3,190)
Net cash inflow from operating activities1039,75621,005
Cash flows from investing activities
Cash was provided from:
Dividends received from joint ventures and associates6,2282,315
External loan repayments from suppliers, customers, joint ventures and associates41492
Proceeds from sale of the Fruit Case Company15,391 -
Proceeds from sale of other property, plant and equipment10,0321,633
Cash received from business acquisitions - 1,090
Other260 -
Cash was disbursed to:
Purchase of property, plant and equipment16(31,021)(25,996)
Purchase of intangible assets17(3,024)(940)
Purchase of business - (31,160)
Other - (650)
Net cash (outflow) from investing activities(1,720)(53,616)
Cash flows from financing activities
Cash was provided from:
Proceeds from borrowings - 39,000
Cash was disbursed to:
Dividends paid to non-controlling interests23(550)(158)
Dividends paid to Parent's shareholders23(1,148)(1,851)
Repayment of borrowings(20,500)-
Deferred consideration on purchase of non-controlling interests(2,064)(2,064)
Deferred consideration on purchase of business(1,500)(2,050)
Purchase of non-controlling interest in subsidiary15(4,421) -
Bank facility fees and transaction fees8(3,055)(2,684)
Other(449)(557)
Net cash inflow / (outflow) from financing activities(33,687)29,636
Net increase / (decrease) in cash and cash equivalents4,349(2,975)
Foreign currency translation adjustment(939)782
Cash and cash equivalents at the beginning of the year13,65415,847
Cash and cash equivalents at the end of the year17,06413,654
The accompanying notes form an integral part of these financial statements.
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE
FINANCIAL STATEMENTS
1. GENERAL INFORMATION
Reporting entity and statutory base
T&G Global Limited (the Parent) and its subsidiary companies (the Group), are recognised as New Zealand's leading
grower, distributor, marketer and exporter of premium fresh produce in over 60 countries around the world. Key
categories for the Group include apples, pears, grapes, citrus (lemons, mandarins and navel oranges), kiwifruit, asparagus,
berries and tomatoes.
These consolidated financial statements presented are for the Group which comprises the Parent and its subsidiaries,
joint ventures and associates as at 31 December 2016.
The Parent is registered in New Zealand under the Companies Act 1993 and is a FMC Reporting Entity under the Financial
Market Conducts Act 2013, and the Financial Reporting Act 2013.
The Parent is a limited liability company incorporated and domiciled in New Zealand and is listed on the New Zealand
Stock Exchange. The address of its registered office is 1 Clemow Drive, Mount Wellington, Auckland.
BayWa Aktiengesellschaft (the Ultimate Parent) is the ultimate parent of the Group.
2. BASIS OF PREPARATION
These consolidated financial statements have been prepared in accordance with New Zealand Generally Accepted
Accounting Practice (NZ GAAP). They have been prepared in accordance with New Zealand equivalents to International
Financial Reporting Standards (NZ IFRS), other applicable New Zealand Financial Reporting Standards as appropriate for
profit-oriented entities, and International Financial Reporting Standards (IFRS).
These consolidated financial statements are expressed in New Zealand dollars which is the presentation currency. All
financial information has been rounded to the nearest thousand ($'000) unless otherwise stated.
Measurement basis
The measurement basis adopted in the preparation of these consolidated financial statements is historical cost except for
certain assets and liabilities identified in specific accounting policies which are stated at fair value.
Basis of consolidation
In preparing these consolidated financial statements, subsidiaries are fully consolidated from the date on which the
Group gains control until the date on which control ceases. All intercompany transactions, balances, income and
expenses between the Group’s companies are eliminated. Accounting policies of subsidiaries, joint ventures and
associates have been aligned where necessary to ensure consistency with policies adopted by the Group.
The Group applies the acquisition method to account for business combinations. The consideration transferred for the
acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred to the former owners of the
acquiree and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset
or liability resulting from a contingent consideration arrangement.
Identifiable assets acquired, and liabilities and contingent liabilities assumed in a business combination are measured
initially at fair value at the acquisition date. The Group recognises any non-controlling interest in the acquiree on an
acquisition-by-acquisition basis, either at fair value or at the non-controlling interest’s proportionate share of the
recognised amounts of the acquiree’s identifiable assets. Acquisition related costs are expensed as incurred.
If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity
interest in the acquiree is initially remeasured at fair value at the acquisition date through profit or loss.
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
2. BASIS OF PREPARATION (CONTINUED)
Basis of consolidation (continued)
Goodwill is initially measured as the excess of the aggregate of the consideration transferred and the amount of any non-
controlling interest and fair value of the acquirer’s previously held interest (if any) over the net identifiable assets acquired
and liabilities assumed. If this consideration is lower than the fair value of the net assets of the subsidiary acquired, the
difference is recognised in profit or loss.
Joint ventures and associates
The Group’s share of results of equity accounted joint ventures and associates are included in these consolidated
financial statements from the date that joint control or significant influence begins, until the date that joint control or
significant influence ceases.
Basis of accounting
Significant accounting policies are set out within the notes to which those policies are applicable and are designated with
a symbol. Other significant accounting policies that are pervasive throughout the financial statements are set out
below.
There have been no changes made to accounting policies during the year.
Reclassification of comparatives
To ensure consistency with the current period, comparative figures have been reclassified when the presentation of items
in the financial statements has been changed. The adjustments were to ensure the consistent classification of financial
statement line items. The adjustments made include:
• Net expenses have been reclassified between purchases, raw materials and consumables used ($5.9 million
decrease) and other expenses ($5.9 million increase).
• Certain prior year comparative balances within the statement of cash flows and the corresponding reconciliation of
profit after income tax to net cash flow from operating activities have been restated to ensure consistency with the
current year’s presentation.
Foreign currency translation
The assets and liabilities of the Group’s companies that do not have New Zealand dollars as their functional currency are
translated to New Zealand dollars at foreign exchange rates ruling at balance sheet date. The revenues and expenses of
these foreign operations are translated to New Zealand dollars at rates approximating the foreign exchange rates ruling
at the dates of the transactions. Exchange differences arising from the translation of foreign operations are recognised in
other comprehensive income and accumulated in the foreign currency translation reserve.
Non-monetary assets and liabilities that are measured at historical cost in a foreign currency are translated using the
exchange rate on the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that
are stated at fair value are translated to New Zealand dollars at the foreign exchange rate on the dates that the fair value
was determined.
Fair value estimation
Where fair value measurement has been applied, a symbol designates the paragraph describing the valuation method
used.
The Group uses various valuation methods to determine the fair value of certain assets and liabilities. The inputs to the
valuation methods used to measure fair value are categorised into three levels:
• Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
• Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either
directly (that is, as prices) or indirectly (that is, derived from prices).
• Level 3: Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
2. BASIS OF PREPARATION (CONTINUED)
Goods and services tax (GST)
The income statement, statement of comprehensive income and statement of cash flows have been presented with all
items exclusive of GST. All items in the balance sheet are stated net of GST, except for receivables and payables, which
include GST invoiced.
Critical accounting estimates and judgments
The Group makes estimates and judgments concerning the future. The resulting accounting estimates may, by definition,
not equal the related actual results. The estimates and judgments that have a potential risk of causing a material
adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed within the notes
to which those judgments are applicable and are designated with a symbol.
3. NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS NOT YET ADOPTED
New standards, amendments and interpretations have been published that will be mandatory for the Group’s accounting
periods beginning on or after 1 January 2017. The standards that will have an impact on the Group are discussed below.
None of these have been early adopted:
• NZ IFRS 9 Financial Instruments addresses the classification, measurement and recognition of financial assets
and financial liabilities and replaces the guidance currently in NZ IAS 39 Financial Instruments: Recognition and
Measurement. The standard is effective for periods beginning on or after 1 January 2018 with early adoption
permitted. The Group is yet to assess the impact of adopting NZ IFRS 9.
• NZ IFRS 15 Revenue from Contracts with Customers deals with revenue recognition and provides a five-step model to
be applied to all contracts with customers. It also establishes principles of reporting in order to provide more useful
disclosures around revenue for users of financial statements. This standard is effective for periods beginning on or
after 1 January 2018 with early adoption permitted. The Group is yet to assess the impact of adopting NZ IFRS 15.
• NZ IFRS 16 Leases deals with the recognition, measurement, presentation and disclosure of leases and replaces the
current guidance in NZ IAS 17 Leases. The new standard introduces a single model for lessees which recognises all
leases on the balance sheet through an asset representing the rights to use the leased item during the lease term
and a liability for the obligation to make lease payments. This removes the distinction between operating and finance
leases and aims to provide users of the financial statements relevant information to assess the effect that leases
have on the balance sheet, income statement and cash flows of the reporting entity. Lessor accounting remains
largely unchanged from NZ IAS 17. This standard is effective for periods beginning 1 January 2019 with early adoption
permitted. The Group is yet to assess the impact of adopting NZ IFRS 16.
There are other standards, amendments and interpretations which have been approved but are not yet effective. The
Group expects to adopt other standards when they become mandatory. None are expected to materially impact the
Group’s financial statements, although may result in change in disclosure.
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
4. SEGMENT INFORMATION
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating
decision-makers. The chief operating decision-makers have been identified as the Chief Executive Officer and the Chief
Financial Officer for the Group.
The chief operating decision-makers assess the performance of the operating segments based on earnings before net
financing expenses, share of profit of joint ventures and associates, other income and income tax expense, referred to
as operating profit. Inter-segment pricing is determined on an arm’s length basis. Segment results include items directly
attributable to a segment as well as those that can be allocated on a reasonable basis.
No single external customer’s revenue accounts for 10% or more of the Group’s revenue.
Operating segments
The Group comprises the following main operating segments:
Operating segmentSignificant operations
PipfruitGrowing, packing, cool storing, sales and marketing of pipfruit worldwide.
International Produce
International trading activities other than pipfruit. Major markets are Asia, Australia
and the Pacific. Product is sourced from New Zealand, Australia, North America, South
America, South Africa and Europe.
New Zealand Produce
Growing, trading and transport activities within New Zealand, as well as crate hireage
activities until the sale of the Fruit Case Company (FCC) business unit in June 2016. This
incorporates the New Zealand wholesale markets and the tomato, kiwifruit and citrus
growing operations.
Processed Foods
Processed foods includes manufacturing in New Zealand, global sales and marketing of
processed foods, and trading activities in Australia, New Zealand and North America.
OtherIncludes flower auction, properties and corporate costs.
Segment information provided to the chief operating decision-makers for the reportable segments is shown in the
following tables:
Pipfruit
$’000
International
Produce
$’000
New Zealand
Produce
$’000
Processed
Foods
$’000
Other
$’000
Total
$’000
2016
Total segment revenue302,746250,734235,21993,5556,123888,377
Inter-segment revenue(1,428)(7,749)(7,429) - - (16,606)
Revenue from external customers301,318242,985227,79093,5556,123871,771
Purchases, raw materials and consumables used(208,077)(216,491)(120,228)(83,162)(2,430)(630,388)
Depreciation and amortisation expenses(9,764)(538)(6,405)(2,757)(1,832)(21,296)
Net other operating expenses(50,981)(23,794)(92,213)(10,652)(9,043)(186,683)
Segment operating profit / (loss)
32,4962,1628,944(3,016)(7,182)
33,404
Net financing expenses(11,951)
Share of profit from joint ventures2,865
Share of profit from associates4,733
Other income13,044
Profit before income tax
42,095
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NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
4. SEGMENT INFORMATION (CONTINUED)
Pipfruit
$’000
International
Produce
(1)
$’000
New Zealand
Produce
(1)
$’000
Processed
Foods
$’000
Other
$’000
Total
$’000
2015
Total segment revenue300,987203,216227,31790,0575,605827,182
Inter-segment revenue(1,171)(5,469)(7,778) - - (14,418)
Revenue from external customers299,816197,747219,53990,0575,605812,764
Purchases, raw materials and consumables used(199,514)(175,353)(123,767)(78,046)(1,146)(577,826)
Depreciation and amortisation expenses(8,471)(373)(5,580)(2,653)(1,747)(18,824)
Net other operating expenses(59,838)(17,186)(88,591)(9,285)(10,973)(185,873)
Segment operating profit / (loss)31,9934,8351,60173(8,261)30,241
Net financing expenses(11,978)
Share of profit from joint ventures3,834
Share of profit from associates2,572
Profit before income tax24,669
(1)
During 2016, the Group moved diversified horticulture and kiwifruit from ‘International Produce’ to ‘New Zealand
Produce’. Segment information for the year ended 31 December 2015 has been restated to reflect the changes in internal
reporting of these reportable segments.
The Group is domiciled in New Zealand. The total revenues from external customers in New Zealand and other regions
are:
2016
$’000
2015
$’000
New Zealand278,702285,736
Australia and Pacific Islands141,592125,674
Asia296,802255,077
Americas79,00562,167
Europe75,67083,924
Africa - 186
Total
871,771812,764
The total non-current assets other than trade and other receivables, derivative financial instruments and available-for-
sale investments located in New Zealand and other countries are:
2016
$’000
2015
$’000
New Zealand408,163418,431
Other33,16228,818
Total441,325447,249
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
5. REVENUE
Revenue is measured at the fair value of the consideration received or receivable net of discounts, returns, and
Goods and Services Tax (GST).
Revenue comprises commission earnings and amounts received and receivable by the Group for goods and
services supplied in the ordinary course of business. Revenue from the sale of goods is recognised in the income
statement when the significant risks and rewards of ownership have been transferred to the buyer. Revenue
from services rendered is recognised in the income statement in proportion to the stage of completion of the
transaction at the balance date. Revenue from royalties is recognised on an accruals basis in accordance with
the substance of the relevant agreements.
Principal and agency arrangements
The Group assesses its revenue arrangements against specific criteria to determine if it is acting as the principal
or agent in a revenue transaction.
When the Group acts in the capacity of the principal, the portion of revenue earned is recognised as gross
revenue. When the Group acts in the capacity of the agent, it recognises net commission revenue from the
transaction.
The Group holds arrangements in which it acts as the principal and other arrangements in which it acts as the
agent. The following factors have been used by the Group in distinguishing whether it acts as the principal or the
agent in specific arrangements:
• Rights to the title of the goods and responsibility in respect of the goods sold;
• Credit risk in respect of the supply of the goods;
• Ability to vary the selling prices of the goods; and
• Primary responsibility for providing the goods or services to the customer or for fulfilling the order.
2016
$’000
2015
$’000
Sale of goods775,311710,363
Commissions30,49832,690
Services61,82165,655
Royalties4,1414,056
Total
871,771812,764
6. OTHER OPERATING INCOME AND OTHER INCOME
Other operating income
Other operating income consists of the following:
Notes
2016
$’000
2015
$’000
Gain on revaluation of investment - 343
Gain on sale of investment700 -
Net exchange gains8,588 -
Net gain from changes in fair value of biological assets147,3528,129
Net gain on disposal of property, plant and equipment-609
Rent2,0822,161
Reversal of impairment on revaluation of property, plant and equipment - 144
Other9546
Total
18,81711,432
T&G Global Limited and subsidiary companies
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
6. OTHER OPERATING INCOME AND OTHER INCOME (CONTINUED)
Notes
2016
$’000
2015
$’000
Depreciation and amortisation
Depreciation1619,97017,513
Amortisation171,3261,311
Total
21,29618,824
Other expenses includes:
Directors' fees480498
Fleet costs18,31617,713
Impairment of goodwill17 - 777
Impairment of trade receivables through the provision for doubtful debts113,454576
Net exchange losses - 2,759
Net loss on disposal of property, plant and equipment159-
Professional fees8,3067,517
Promotion costs5,6945,612
Rental and property related costs19,49718,914
Repairs and maintenance8,6769,069
Research and development1,3901,032
Travel and accommodation4,6144,855
Employee benefits
During the year, contributions of $2.7 million were made by the Group towards employees’ superannuation schemes
(2015: $2.3 million).
Defined contribution plans
Obligations for contributions to defined contribution pension plans are recognised as an expense in the income
statement as incurred.
Short-term employee benefits
Employee entitlements to salaries and wages and annual leave, to be settled within twelve months of the
reporting date, represent present obligations resulting from employees’ services provided up to the reporting
date, calculated at undiscounted amounts based on remuneration rates that the Group expects to pay.
Other income
On 30 June 2016, the Group sold net assets relating to its crate business, the Fruit Case Company (FCC), to Pact (NewCo)
Limited, a wholly owned subsidiary of Pact Group Holdings Limited for a net gain of $11.9 million.
During the year, the Group also sold commercial and orchard land and land improvements, and buildings, located in
Hamilton, New Zealand, and in Hastings, New Zealand.
7. EXPENSES
74
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
7. EXPENSES (CONTINUED)
Services performed by Deloitte in 2016 comprise the following:
• Audit of statutory financial statements for the Group and individual subsidiary companies, including offshore
subsidiaries with local statutory audit requirements where Deloitte is the auditor;
• Audit related services including procedures relating to the interim financial statements, scrutineering services at the
annual shareholders' meeting and forensic services; and
• Other services including whistle blower hotline services and administration of the corporate tax payer group.
During the year, subsidiaries of the Group engaged other auditors to perform audit services and the fees paid were as
follows:
2016
$’000
2015
$’000
Ernst & Young for ENZAFruit New Zealand (U.K.) Limited1617
Moss Adams LLP for ENZAFruit Products Inc.4030
Hutchinson and Bloodgood LLP for Delica North America, Inc.4153
BDO for Delica (Shanghai) Fruit Trading Company Limited7 -
Total
104100
8. NET FINANCING EXPENSES
2016
$’000
2015
$’000
Finance expenses
Interest expense on borrowings(8,817)(9,081)
Effective interest on long-term receivables(123)(176)
Effective interest on deferred consideration(155)(252)
Interest expense on finance lease liabilities(45)(69)
Bank facility and line fees(3,055)(2,684)
Total(12,195)(12,262)
Finance income
Interest income244284
Total244284
Net financing expenses
(11,951)(11,978)
Audit fees
Audit fees of the Group and related services from the Group’s auditors consist of the following:
2016
$’000
2015
$’000
Deloitte
Audit of the financial statements644604
Audit related services3131
Other services3445
Other auditors
Audit services provided104100
T&G Global Limited and subsidiary companies
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
9. TAXATION
Income tax
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the
relevant taxation authorities based on the current period’s taxable income and any adjustments in respect of
previous years.
Deferred tax
Deferred tax is provided on all temporary differences at the balance date between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes.
Income tax is recognised in the income statement apart from when it relates to items recognised directly in
other comprehensive income or equity, in which case it is recognised in other comprehensive income or equity.
(a) Taxation on profit before income tax
2016
$’000
2015
$’000
Current tax (expense)(11,339)(6,786)
Deferred tax credit1,6801,567
Total
(9,659)(5,219)
(b) Reconciliation of prima facie taxation and tax expense
The taxation expense that would arise at the standard rate of corporation tax in New Zealand is reconciled to the tax
expense as follows:
2016
$’000
2015
$’000
Profit before income tax
42,09524,669
Prima facie taxation at 28% (2015: 28%)(11,787)(6,907)
(Add) / deduct tax effect of:
Non-deductible items(3,606)(1,855)
Non-taxable items6,314895
Overstatement / (understatement) of prior year's provision(766)2,372
Imputation credit / foreign tax credits available for future periods359182
Other(173)94
Total
(9,659)(5,219)
76
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I
T&G Global Limited and subsidiary companies
T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
9. TAXATION (CONTINUED)
(c) Deferred taxation
Balance of temporary differences
Property,
plant and
equipment
$’000
Intangible
assets
$’000
Biological
assets
$’000
Provisions
and
accruals
$’000
Other
$’000
Total
$’000
2016
Balance as at 1 January(38,410)(940)(5,290)2,61914(42,007)
Recognised in income statement2,299(55)(1,270)632741,680
Recognised in equity(1,286) - - - - (1,286)
Balance as at 31 December
(37,397)(995)(6,560)3,25188(41,613)
2015
Balance as at 1 January(29,736)741(3,929)1,742143(31,039)
Recognised in income statement1,918(35)(1,044)857(129)1,567
Recognised in equity(8,170) - - - - (8,170)
Recognised on acquisition(2,422)(1,646)(317)20 - (4,365)
Balance as at 31 December
(38,410)(940)(5,290)2,61914(42,007)
2016
$’000
2015
$’000
Expected settlement
Deferred tax assets and liabilities to be recovered within 12 months(3,221)(2,657)
Deferred tax assets and liabilities to be recovered after more than 12 months(38,392)(39,350)
Total
(41,613)(42,007)
(d) Imputation credits
The Group had a negative imputation credit account balance of $2.3 million as at 31 December 2016 (2015: $1.7 million
negative balance) and the Group will be making a voluntary payment before 31 March 2017 to ensure the balance is in
credit at that time.
T&G Global Limited and subsidiary companies
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77
CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
10. RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH FLOW FROM OPERATING ACTIVITIES
Notes
2016
$’000
2015
$’000
Profit for the year32,43619,450
Adjusted for non-cash items:
Amortisation expense171,3261,311
Depreciation expense1619,97017,513
Effective interest on deferred consideration8155252
(Gain) on revaluation of investment6 - (343)
Impairment of goodwill7 - 777
Movement in deferred tax9(1,680)(1,567)
Movement in provision for receivables impairment113,454576
Share of profit of joint ventures18(2,865)(3,834)
Share of profit of associates19(4,733)(2,572)
Other movements483932
Total16,11013,045
Adjusted for investing and financing activities:
Bank facility and line fees83,0552,684
(Gain) on sale of investment6(700) -
(Gain) on sale of the Fruit Case Company6(11,864) -
(Gain) on sale of other property, plant and equipment(1,021)(609)
Total(10,530)2,075
Impact of changes in working capital items net of effects of non-cash items and
investing and financing activities
(Increase) / decrease in debtors and prepayments
497(13,265)
(Increase) in biological assets
(3,875)(4,828)
Increase / (decrease) in creditors and provisions
(1,025)8,438
(Increase) / decrease in inventories
2,645(6,053)
Decrease in taxation receivable / increase in taxation payable
3,4982,143
Total1,740(13,565)
Net cash inflow from operating activities
39,75621,005
78
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T&G Global Limited and subsidiary companies78
I
T&G Global Limited and subsidiary companies
T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
11. TRADE AND OTHER RECEIVABLES
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any provision for doubtful debts for uncollectible amounts.
A provision for doubtful debts is established when there is objective evidence that the Group will not be able to
collect all amounts due according to the original terms of receivables.
Notes
2016
$’000
2015
$’000
Current
Trade receivables97,99697,272
Less: Provision for doubtful debts(4,190)(736)
Prepayments9,8908,745
GST and other taxes3,386 -
Receivables from joint ventures18507949
Receivables from associates195346,208
Receivables from Ultimate Parent28181 -
Receivables from Ultimate Parent's associate28 - 141
Other receivables240204
Total
108,544112,783
Non-current
Trade receivables 6,3203,767
Prepayments1,6893,256
Receivables from associates19252431
Other receivables642387
Total
8,9037,841
2016
$’000
2015
$’000
Analysis of non-impaired third party receivables
Not past due76,35575,048
Past due 1-30 days16,43019,936
Past due 31-60 days4,9323,430
Past due 61-90 days7921,508
Past due over 90 days1,617381
Total
100,126100,303
2016
$’000
2015
$’000
Analysis of movements in the provision for doubtful debts
Balance at 1 January736160
Additions to provision for doubtful debts3,8211,188
Reversal of unused provision for doubtful debts(241)(381)
Receivables written off during the year as uncollectible(126)(231)
Balance at 31 December
4,190736
The Group has numerous credit terms for various customers. These credit terms vary depending on the services
provided and the customer relationship.
T&G Global Limited and subsidiary companies
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79
CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
11. TRADE AND OTHER RECEIVABLES (CONTINUED)
All trade receivables are individually reviewed regularly for impairment as part of normal operating procedures and
provided for where appropriate.
The Group makes advances to customers, suppliers, joint ventures and associates. All advances are within the agreed
credit periods. The Group’s policy requires security to be taken for advances to third parties. This security ranges from
charges over property and assets to personal guarantees.
12. INVENTORIES
Inventories are stated at the lower of cost (first in, first out basis) or net realisable value. Net realisable value
is the estimated selling price in the ordinary course of business, less the estimated costs of completion and
selling expenses.
Derivative financial instruments are used to hedge exchange rate and interest rate risks. The Group does
not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments
are recognised at fair value. Any resulting gains or losses are recognised in the income statement unless
the derivative financial instrument has been designated into a hedge relationship that qualifies for hedge
accounting.
Cash flow hedges
Cash flow hedges are currently applied to forecast transactions that are subject to foreign currency fluctuations
and future interest cash flow on loans. The Group recognises the effective portion of changes in the fair value
of derivative financial instruments that qualify as cash flow hedges in other comprehensive income. These
accumulate as a separate component of equity in the cash flow hedge reserve.
Gains or losses relating to the ineffective portion of a cash flow hedge are recognised in the income statement.
Amounts taken to equity are transferred to the income statement when the hedged transaction affects the
income statement.
2016
$’000
2015
$’000
Finished and semi-finished goods32,96734,122
Raw materials1,1222,110
Consumables (including packaging)7,2837,982
Total
41,37244,214
The cost of inventories recognised as an expense and included in ‘Purchases, raw materials and consumables used’ in
the income statement for the year ended 31 December 2016 amounted to $576.0 million (2015: $524.0 million).
13. DERIVATIVE FINANCIAL INSTRUMENTS
2016
$’000
2015
$’000
Current assets
Cash flow hedges
Forward foreign exchange contracts2,9112,045
Foreign currency options3,741564
Fair value through profit or loss
Forward foreign exchange contracts29 -
Total
6,6812,609
80
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T&G Global Limited and subsidiary companies80
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T&G Global Limited and subsidiary companies
T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
13. DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)
2016
$’000
2015
$’000
Non-current assets
Cash flow hedges
Forward foreign exchange contracts1,696894
Foreign currency options6142,307
Interest rate swaps516 -
Total
2,8263,201
Current liabilities
Cash flow hedges
Forward foreign exchange contracts1,2241,646
Foreign currency options2481,778
Interest rate swaps59111
Fair value through profit or loss
Forward foreign exchange contracts5157
Total
1,5823,592
Non-current liabilities
Cash flow hedges
Forward foreign exchange contracts7384
Foreign currency options312324
Interest rate swaps3,7753,281
Total
4,8253,609
Biological assets consists of unharvested fruit growing on bearer plants, and are stated at fair value based on
their present location and condition less estimated point-of-sale costs. Any gain or loss from changes in the fair
value of biological assets is recognised in the income statement.
Point-of-sale costs include all other costs that would be necessary to sell the assets.
The fair value of the Group's apples, blueberries, citrus fruit, kiwifruit and tomatoes is determined by
management using a discounted cash flow approach.
Costs are based on current average costs and referenced back to industry standard costs. The costs are variable
depending on the location, planting and the variety of the biological asset. A suitable discount rate has been
determined in order to calculate the present value of those cash flows. The fair value of biological assets at
or before the point of harvest is based on the value of the estimated market price of the estimated volumes
produced, net of harvesting and growing costs. Changes in the estimates and assumptions supporting the
valuations could have a material impact on the carrying value of biological assets and reported profit.
14. BIOLOGICAL ASSETS
2016
$’000
2015
$’000
Balance at 1 January19,06814,240
Capitalised costs28,71536,660
Increase from acquisition of business -588
Change in fair value less costs to sell7,3528,129
Decrease due to harvest(32,192)(40,549)
Balance at 31 December
22,943 19,068
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
14. BIOLOGICAL ASSETS (CONTINUED)
Fair value measurement
The unobservable inputs used by the Group to fair value its biological assets are detailed below:
Unobservable inputs
Range of unobservable inputs
20162015
ApplesTray carton equivalent (TCE) per hectare per annum2,500 to 4,7502,500 to 5,000
Export prices per export tray carton equivalent (TCE)$20 to $50$20 to $50
Risk-adjusted discount rate25%35%
BlueberriesTonnes per hectare per annum10.95.6
Annual gate price per kilogram (kg) per season$9.65 to $19.65$9.65 to $19.65
Risk-adjusted discount rate18%10%
CitrusTonnes per hectare per annum23 to 4020 to 39
Annual gate price per tonne per season$1,300 to $2,430$1,300 to $2,430
Risk-adjusted discount rate14%10%
KiwifruitTrays per hectare per annum8,500 to 15,0008,500 to 15,000
Annual gate price per trays per season$4.67 to $7.10$4.67 to $7.10
Risk-adjusted discount rate18%10%
TomatoesTonnes per hectare per annum190 to 1,641187 to 1,702
Annual price per kg per season$1.73 to $17.80$1.84 to $17.84
Risk-adjusted discount rate25%25%
T&G Global Limited and subsidiary companies
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81
CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
Techniques applied by the Group which are used to value biological assets are considered to be level 3 in the
fair value hierarchy. Inputs are not based on observable market data (that is, unobservable inputs). There have
been no transfers between levels during the year.
As the yield per hectare and gate price or export price per TCE increases, the fair value of biological assets increases. As
the discount rate used increases, the fair value of biological assets decreases.
The following table details the fair values of the Group’s biological assets at 31 December:
2016
$’000
2015
$’000
Apples17,82213,585
Blueberries453300
Citrus1,9621,494
Kiwifruit1,335994
Tomatoes1,0652,662
Other
(1)
30633
Total
22,94319,068
(1)
Included in 'Other' are grapes and strawberries.
The following significant assumptions and considerations have been taken into account in determining the fair
value of the Group’s biological assets:
• Forecasts for the following year based on management's view of projected cash flows, including sales and
margins, adjusted for inflation, location and variety of crops;
• Discount rates to adjust for risks inherent to the crop, including natural events, disease or any other
adverse factors that may impact the quality, yield or price; and
• Any significant changes to management of the crop in the current and following year.
82
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
14. BIOLOGICAL ASSETS (CONTINUED)
Risk
Being involved in agricultural activity, the Group is exposed to financial risks arising from adverse climatic or natural
events. Financial risk also arises through adverse changes in market prices or volumes harvested, and adverse
movements in foreign exchange rates.
Price risk is mitigated by close monitoring of commodity prices and factors that influence those commodity prices. The
Group also takes reasonable measures to ensure that harvests are not affected by climatic and natural events, disease, or
any other factors that may negatively impact on the quality and yield of crop. Foreign currency risk is mitigated by using
derivative instruments such as foreign currency hedging contracts to hedge foreign currency exposure.
Activity on productive owned and leased land
The owned and leased land growing different types of biological assets are detailed in the table below:
15. ACQUISITION OF NON-CONTROLLING INTEREST IN SUBSIDIARY
OWNED AND LEASED
2016
hectares
2015
hectares
Apples721686
Blueberries1111
Citrus155154
Grapes74-
Kiwifruit4255
Tomatoes2929
Other21
The production on owned and leased land by agricultural produce type for the 2015 and 2016 years is presented in the
table below:
PRODUCTION OWNED AND LEASED
20162015Production units
Apples2,046,8891,688,322TCE
Blueberries69,45438,918kg
Citrus4,014,4323,818,403kg
Grapes349,320-kg
Kiwifruit416,471621,251class 1 trays
Tomatoes12,493,8789,847,132kg
Other23,88025,428kg
Delica North America, Inc.
On 14 October 2016, the Group acquired the remaining 25% of the issued shares from non-controlling interests of Delica
North America, Inc. for a purchase price of $6.9 million.
The carrying amount of the non-controlling interest on the date of acquisition was $1.6 million. The Group derecognised
the non-controlling interest and recorded a decrease in equity attributable to owners of the Group of $5.2 million.
2016
$’000
Carrying amount of non-controlling interest acquired1,558
Consideration paid to non-controlling interest(4,421)
Deferred consideration (present value)(2,368)
Net effect in equity
(5,231)
T&G Global Limited and subsidiary companies
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
16. PROPERTY, PLANT AND EQUIPMENT
Commercial land and improvements, orchard land and improvements, and buildings are stated at their fair value less
accumulated depreciation and impairment losses. All other items of property, plant and equipment are stated at their
cost less accumulated depreciation and impairment losses.
Revaluations
The Group’s policy is to revalue commercial land and improvements, orchard land and improvements, and buildings
every three years with valuations being performed by independent registered valuers based on the price that would be
received to sell the asset in an orderly transaction between market participants under current market conditions. All
property valuers used are members of the New Zealand Institute of Valuers, with the exception of the valuer appointed
in Belgium who has the appropriate expertise as required in that jurisdiction.
The revaluations are conducted on a systematic basis across the Group so that the asset revaluations are performed
with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be
determined using fair value at balance date. Where valuations are not obtained for land and improvements, and
buildings, the carrying values of these assets are reassessed for any material change.
Any increase in value that offsets a previous decrease in value of the same asset is charged to the income statement.
Any other increase is recognised directly in other comprehensive income and accumulated in the asset revaluation
reserve. Any decrease in value that offsets a previous increase in value of the same asset is charged against the
revaluation reserve. Any other decrease in value is charged to the income statement.
Depreciation
Depreciation of property, plant and equipment, other than commercial and orchard land which is not depreciated, is
calculated on a straight-line basis so as to expense the cost of the assets, or the revalued amounts, to their expected
residual values over their useful lives as follows:
• Commercial land improvements
• Orchard land improvements
• Buildings
• Bearer plants
• Glasshouses
• Motor vehicles
• Plant and equipment and hire containers
Impairment
Items of property, plant and equipment are assessed for indicators of impairment at each reporting date. Impairment
losses are recognised in profit or loss in the period in which they arise.
15 to 50 years
15 to 50 years
15 to 50 years
7 to 40 years
33 years
5 to 7 years
3 to 15 years
Commercial
land and
improvements
$’000
Orchard land
and
improvements
$’000
Buildings
$’000
Bearer
plants
$’000
Glasshouses
$’000
Motor
vehicles
$’000
Plant and
equipment
and hire
containers
$’000
Work in
progress
$’000
Total
$’000
At 1 January 2015
Cost or valuation56,29158,488151,97619,56019,2797,368206,26711,739530,968
Accumulated depreciation
and impairment
(1,460)(2)(24,756)(779)(7,136)(4,813)(153,723) - (192,669)
Net carrying amounts 54,83158,486127,22018,78112,1432,55552,54411,739338,299
Year ended 31 December
2015
Opening net carrying
amounts
54,83158,486127,22018,78112,1432,55552,54411,739338,299
Additions and transfers1,371(2,459)1655,357 - 33916,9964,22725,996
Additions through business
acquisition
5,572 - 2,529 - 8,566153,376 - 20,058
Depreciation(546)(723)(4,779)(1,179)(908)(479)(8,899) - (17,513)
Transfer from assets held
for sale
178 - 30 - - - - - 208
Disposals(12) - (132) - - (46)(169) - (359)
Revaluations6,137 - 3,239 - - - - - 9,376
Depreciation write back on
revaluation
1,814 - 23,686 - - - - - 25,500
Foreign exchange
movements
(52) - (1) - - 1113(141)(170)
Closing net carrying amounts69,29355,304151,95722,95919,8012,39563,86115,825401,395
The methods and valuation techniques used for assessing the current market value of commercial land
and improvements, orchard land and improvements, and buildings by external valuers are disclosed on the
following page. Changes in the estimates and assumptions underlying the valuation approaches could have
a material effect on the carrying amounts of the properties, with changes in value reflected either in other
comprehensive income or through the income statement as appropriate in accordance with the Group’s
accounting policy.
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
16. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Commercial
land and
improvements
$’000
Orchard land
and
improvements
$’000
Buildings
$’000
Bearer
plants
$’000
Glasshouses
$’000
Motor
vehicles
$’000
Plant and
equipment
and hire
containers
$’000
Work in
progress
$’000
Total
$’000
At 31 December 2015
Cost or valuation69,49155,759157,15325,18627,8456,351224,51515,825582,125
Accumulated depreciation
and impairment
(198)(455)(5,196)(2,227)(8,044)(3,956)(160,654) - (180,730)
Net carrying amounts
69,29355,304151,95722,95919,8012,39563,86115,825401,395
Year ended 31 December
2016
Opening net carrying
amounts
69,29355,304151,95722,95919,8012,39563,86115,825401,395
Additions and transfers9254785661,262453014,84712,40931,021
Depreciation(860)(413)(5,639)(1,361)(1,252)(541)(9,904) - (19,970)
Impairment through profit
or loss
- - - - - - (254) - (254)
Disposals(2,658)(528)(5,233)(824) - (14)(8,921)(136)(18,314)
Foreign exchange
movements
(12) - (18) - - (14)3610496
Closing net carrying amounts
66,68854,841141,63322,03618,5532,35659,66528,202393,974
At 31 December 2016
Cost or valuation67,74555,697152,28125,49527,8506,626207,65128,202571,547
Accumulated depreciation
and impairment
(1,057)(856)(10,648)(3,459)(9,297)(4,270)(147,986) - (177,573)
Net carrying amounts
66,68854,841141,63322,03618,5532,35659,66528,202393,974
Leased assets
‘Glasshouses’ and ‘Plant and equipment and hire containers’ asset classes include the following amounts where the
Group is a lessee under a finance lease:
2016
$’000
2015
$’000
Cost of capitalised finance leases3,1143,114
Accumulated depreciation(2,080)(1,569)
Carrying amount
1,0341,545
The Group leases glasshouses and other sundry equipment under non-cancellable finance lease agreements. The lease
terms are between three and six years, and ownership of the assets lies with the Group.
Revaluations
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
16. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Revaluations (continued)
The following table presents the valuers and valuation techniques of the most recent valuation of the Group’s
commercial land and improvements, and buildings. The last revaluation was carried out in December 2015.
PropertyValuer
Depreciation replacement cost approach
657 Main Road, Riwaka, MotuekaTelfer Young
99 Swamp Road, Riwaka, MotuekaTelfer Young
83 Swamp Road, Riwaka, MotuekaTelfer Young
101 Motueka River West Bank Road, Brooklyn, MotuekaTelfer Young
Depreciation replacement cost / discounted cash flow / income capitalisation approach
2-6 Monahan Road, Mt Wellington, AucklandTelfer Young
29 Stuart Road, PukekoheTelfer Young
20 Mihaere Drive, Roslyn, Palmerston NorthTelfer Young
39 Dakota Crescent, Wigram, ChristchurchTelfer Young
220 Fryatt Street, Dunedin Central, DunedinTelfer Young
484 Nayland Road, Stoke, NelsonTelfer Young
490 Nayland Road, Stoke, NelsonTelfer Young
Depreciation replacement cost / income capitalisation approach
153 Waipapa Road, KerikeriTelfer Young
5125 Roxburgh-Ettrick Road, Ettrick, RoxburghTelfer Young
Depreciation replacement cost / market comparison approach
153 Harrisville Road, TuakauTelfer Young
292 Harrisville Road, Buckland, PukekoheTelfer Young
Income capitalisation approach
241 Evenden Road, Twyford, HastingsLogan Stone
22-32 Whakatu Road, Whakatu, HastingsLogan Stone
2 Anderson Road, Whakatu, HastingsLogan Stone
Market comparison approach
37 Goodall Road, Riwaka, MotuekaTelfer Young
655 Main Road, Riwaka, MotuekaTelfer Young
3800 Sint-Truiden, BelgiumVangronsveld & Vranken
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
16. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Revaluations (continued)
The principal valuation approaches used by the valuers during their valuations of commercial land and improvements,
and buildings, in 2015 and the impact of a change in a significant unobservable valuation input are described below.
Principal valuation approach and description of approachRelationships of unobservable inputs to fair value
Depreciation replacement cost approach
This approach involves assessing the replacement cost of building and site
improvements, adjusting this cost for depreciation and any obsolescence
and the market value of land.
The higher the replacement cost after adjustments, the higher the
fair value.
Discounted cash flow approach
This approach is based on the future projection of rental income cash flows
discounted back to their present value, with inputs which include:
Discount rates with a range from 8.5% to 13.5%.The higher the discount rate, the lower the fair value.
Terminal yield rates with a range from 8% to 12.5%.The higher the terminal yield rate, the lower the fair value.
Investment horizon of 10 years.The longer the investment horizon, the higher the fair value.
Rental growth estimated at between 0.1% to 12% per annum.The higher the rental growth rate, the higher the fair value.
Income capitalisation approach
This approach capitalises the actual contract and / or potential income at an
appropriate market derived rate of return.
Capitalisation rates applied range from 7.8% to 12.5%.The higher the capitalisation rate, the lower the fair value.
Market comparison approach
This approach analyses comparable sales evidence to a sale price per
square metre of floor area and makes adjustment to these rates to reflect
differences in the location, size and quality of the buildings, together with an
adjustment for any market movement since the sales occurred.
The higher the sale price per square metre after adjustments, the
higher the fair value.
The following table presents the valuers and valuation techniques of the most recent valuation of the Group’s orchard
land and improvements. The last revaluation was carried out in December 2014
.
PropertyValuer
Depreciation replacement cost / market comparison approach
66 Trotter Road, Twyford, HastingsDuke & Cooke
Ormond Road, Twyford, HastingsDuke & Cooke
2 Anderson Road, WhakatuDuke & Cooke
Raupare Road, Twyford, HastingsDuke & Cooke
Kerikeri orchards, KerikeriDuke & Cooke
Apollo orchards, Heretaunga Plains, Hawke’s BayLogan Stone
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
16. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Techniques applied by the Group which are used to value certain classes of property, plant and equipment are
considered to be level 3 in the fair value hierarchy. Inputs are not based on observable market data (that is,
unobservable inputs). There have been no transfers between levels during the year.
Fair value measurement
The following values represent fair value at the time of valuation, plus additions and less disposals and accumulated
depreciation, since the date of valuations. Management have assessed that these values represent fair value.
2016
$’000
2015
$’000
Commercial land and improvements66,68869,293
Orchard land and improvements54,84155,304
Coolstores73,85176,578
Packhouses2,8082,921
Orchard buildings4,1724,330
Processing plant7,6608,085
Commercial buildings53,14260,043
Total
263,162276,554
Land and buildings at historical cost
If land and buildings were stated on the historical cost basis, the amounts would be as follows:
2016
$’000
2015
$’000
Commercial land and improvements
Cost 36,20136,874
Accumulated depreciation and impairment(5,300)(4,655)
Net carrying amount
30,90132,219
Orchard land and improvements
Cost 71,33271,134
Accumulated depreciation and impairment(19,484)(19,097)
Net carrying amount
51,84852,037
Buildings
Cost 138,037140,560
Accumulated depreciation and impairment(44,762)(41,572)
Net carrying amount
93,27598,988
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
17. INTANGIBLE ASSETS
Intangible assets, except for goodwill, that are acquired by the Group are stated at cost less accumulated
amortisation and impairment losses.
Software, licences and capitalised costs of developing systems are recorded as intangible assets, unless they
are directly related to a specific item of hardware and recorded as property, plant and equipment, and are
amortised over a period of three to eight years.
Acquired brands are amortised over their anticipated useful lives of 10 to 25 years where they have a finite life.
Goodwill is recorded at cost less any accumulated impairment losses. Goodwill and any other intangible assets
with indefinite useful lives are tested for impairment at each reporting date.
Goodwill
$’000
Software
$’000
Plant variety
rights
$’000
Other
intangibles
$’000
Total
$’000
At 1 January 2015
Cost6,25018,6573,74955729,213
Accumulated amortisation - (13,608)(3,668)(398)(17,674)
Net carrying amounts
6,2505,0498115911,539
Year ended 31 December 2015
Opening carrying amounts6,2505,0498115911,539
Additions - 59211337940
Additions through business acquisition9,695 - - 5,50515,200
Amortisation - (1,199)(1)(111)(1,311)
Disposals(200) - - (50)(250)
Impairment through profit or loss(777) - - - (777)
Foreign exchange movements396 - (233)(188)
Net carrying amounts
15,0074,448915,60725,153
At 31 December 2015
Cost15,00719,2743,7606,04644,087
Accumulated amortisation - (14,826)(3,669)(439)(18,934)
Net carrying amounts
15,0074,448915,60725,153
Year ended 31 December 2016
Opening carrying amounts15,0074,448915,60725,153
Additions - 2,774166843,024
Amortisation - (1,093)(1)(232)(1,326)
Disposals - (135) - - (135)
Foreign exchange movements(149)(92) - (140)(381)
Net carrying amounts
14,8585,9022565,31926,335
At 31 December 2016
Cost14,85820,8923,9265,97845,654
Accumulated amortisation - (14,990)(3,670)(659)(19,319)
Net carrying amounts
14,8585,9022565,31926,335
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
The discount rate used for the purposes of goodwill impairment testing is based on a calculated weighted
average cost of capital adjusted for risks specific to the cash-generating units. The weighted average cost of
capital is based on the cost of debt and cost of equity weighted accordingly between the relative percentages of
debt and equity. The cost of debt is the actual cost of debt and the cost of equity is calculated using the capital
asset pricing model.
The recoverable amounts of cash-generating units have been determined based on value-in-use calculations.
These calculations require the use of estimates as to future profitability of the relevant cash-generating units to
which goodwill has been allocated and the choice of a suitable discount rate in order to calculate the present
value of those cash flows.
The calculation uses cash flow projections based on budgets approved by management to December 2017, and
a discount rate of 10.3% (2015: 10.8%) which approximates the Group’s weighted average cost of capital. Cash
flows beyond December 2017 have been extrapolated using a steady growth rate of 1.5% (2015: 0.9%).
The calculations support the carrying amount of recorded goodwill. Management believes that any reasonable
change in the key assumptions used in the calculations would not cause the carrying amount to exceed its
recoverable amount.
Goodwill held by the Group relates to acquisitions of the Status Produce Group (including cash-generating units of Status
Produce Limited and Great Lake Tomatoes Limited) and the Delica Group (including cash-generating units of Delica
Limited, Delica Australia Pty Limited, Delica North America, Inc. and T&G Vizzarri Farms Pty Limited).
The Group’s goodwill balance comprises of 54% allocated to the Status Produce Group (2015: 53%) and 46% allocated to
the Delica Group (2015: 47%).
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
17. INTANGIBLE ASSETS (CONTINUED)
Impairment tests for goodwill
Under the equity method, an investment in a joint venture is initially recognised in the balance sheet at cost and
adjusted thereafter to recognise the Group’s share of the profit or loss and other comprehensive income of the
joint venture.
Investments in joint ventures are assessed for indicators of impairment at each reporting date.
Set out below are the joint ventures of the Group as at 31 December 2016. The joint ventures have share capital
consisting solely of ordinary shares, which are held directly by the Group.
The Group’s investments in joint ventures in 2016 and 2015 are:
Name of entity
Place of business and
country of incorporation
Ownership interest (%)
Principal activity20162015
Apollo Foods LimitedNew Zealand -
(1)
50Fruit beverage operations
Wawata General Partner LimitedNew Zealand5050Horticulture operations
Worldwide Fruit LimitedUnited Kingdom5050Fruit marketing
The balance date of Worldwide Fruit Limited is 30 June which is adopted by the joint venture to align its results to its
business cycle. The Group's remaining joint venture, Wawata General Partner Limited, has a balance date of 31
December.
For the purposes of applying the equity method of accounting, management accounts of the companies for the period
ended 31 December 2016 have been used, adjusted for differences in accounting policies between the Group and the
joint ventures.
(1)
On 6 September 2016, the Group sold its 50% ownership in Apollo Foods Limited.
18. INVESTMENTS IN JOINT VENTURES
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
18. INVESTMENTS IN JOINT VENTURES (CONTINUED)
The Group’s share of profit and the carrying amounts of the Group’s interest in all joint ventures are presented below:
2016
$’000
2015
$’000
Group’s share of profit and comprehensive income of joint ventures
Worldwide Fruit Limited1,9682,271
Other8971,563
Total
2,8653,834
Carrying amount of the Group’s interest in joint ventures
Worldwide Fruit Limited4,9206,060
Other4,5854,726
Total
9,50510,786
Transactions with joint ventures of the Group
The Group has entered into the following transactions with its joint ventures during the year:
2016
$’000
2015
$’000
Sale of pipfruit exported by the Group24,03831,572
Purchase of pipfruit from joint ventures29696
Provision of services by the Group1,6531,205
Receivables from joint ventures507949
Dividends from joint ventures received by the Group3,159698
Summarised financial information for material joint venture
Set out below is the summarised financial information for Worldwide Fruit Limited, the joint venture considered to be
material to the Group during the period.
Worldwide Fruit Limited
2016
$’000
2015
$’000
Summarised financial information
Balance sheet
Current assets26,53631,678
Current liabilities(26,051)(30,065)
Non-current assets14,30217,743
Non-current liabilities(4,947)(7,236)
Net assets
9,84012,120
Cash and cash equivalents
2,0943,498
Non-current financial liabilities excluding trade and other payables and provisions(4,947)(7,236)
Income statement
Revenue246,675248,839
Depreciation and amortisation expenses(1,202)(1,452)
Interest expense(203)(219)
Income tax expense(1,009)(1,380)
Profit after tax and comprehensive income3,9364,542
Group’s share of carrying amount4,9206,060
Group’s share of profit from continuing operations1,9682,271
Dividends received from joint venture2,460414
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91
CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
19. INVESTMENTS IN ASSOCIATES
Under the equity method, an investment in an associate is initially recognised in the balance sheet at cost and
adjusted thereafter to recognise the Group’s share of the profit or loss and other comprehensive income of the
associate.
Investments in associates are assessed for indicators of impairment at each reporting date.
Set out below are the associates of the Group as at 31 December 2016. The associates have share capital consisting
solely of ordinary shares, which are held directly by the Group.
The Group’s investments in associates in 2016 and 2015 are:
Name of entity
Place of business and
country of incorporation
Ownership interest (%)
Principal activity20162015
Allen Blair Properties LimitedNew Zealand3333Property investment
David Oppenheimer & Company I, L.L.C
(1)
United States of America1515Produce wholesale distributors
David Oppenheimer Transport Inc.
(1)
United States of America1515Transport
Fresh Vegetable Packers LimitedNew Zealand -
(2)
41Horticultural operations
McKay Shipping LimitedNew Zealand2525Transport
Mystery Creek Asparagus Limited
(1)
New Zealand1515Horticultural operations
N.Z. Kumara Distributors LimitedNew Zealand2020Horticultural operations
Allen Blair Properties Limited and Mystery Creek Asparagus Limited have a balance date of 31 March and N.Z. Kumara
Distributors Limited has a balance date of 31 January. These were the reporting dates established when these
companies were incorporated and it is impractical for these companies to change their balance dates. The remaining
associates of the Group have a balance date of 31 December.
For the purposes of applying the equity method of accounting, management accounts of the companies for the period
ended 31 December 2016 have been used, adjusted for differences in accounting policies between the Group and the
associates.
(1)
Although the Group holds less than 20% of the ownership of these entities, a member of the Group's management
sits on the Board of Directors of these entities, and transactions between these entities and the Group are significant to
their operations. Therefore, the Group is deemed to have significant influence over these entities and accounts for them
as associates of the Group.
(2)
During 2016, Fresh Vegetable Packers Limited ceased trading and on 22 December 2016, the Company was liquidated
with a final dividend paid to the Group.
Summarised financial information for material associate
Set out on the following page is the summarised financial information for David Oppenheimer & Company I, L.L.C., the
associate considered to be material to the Group for the period.
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTST&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
19. INVESTMENTS IN ASSOCIATES (CONTINUED)
David Oppenheimer & Company I, L.L.C.
2016
$’000
2015
$’000
Summarised financial information
Balance sheet
Current assets119,397108,072
Current liabilities(108,023)(100,832)
Non-current assets552482
Net assets
11,9267,722
Cash and cash equivalents
7,6147,555
Income statement
Revenue834,791740,609
Depreciation and amortisation expenses(252)(147)
Interest expense(360)(651)
Profit after tax and comprehensive income11,0207,584
Group’s share of carrying amount
Interest in associate1,7891,158
Other adjustment1,027968
Group’s share of carrying amount
2,8162,126
Group’s share of profit from continuing operations1,6531,138
Dividend received from associate914972
The Group’s share of profit and the carrying amounts of the Group’s interest in all associates are presented below:
2016
$’000
2015
$’000
Group’s share of profit and comprehensive income of associates
David Oppenheimer & Company I, L.L.C.1,6531,138
Other3,0801,434
Total
4,7332,572
Carrying amount of the Group’s interest in associates
David Oppenheimer & Company I, L.L.C.2,8162,126
Other8,6957,789
Total
11,5119,915
Transactions with associates of the Group
The Group has entered into the following transactions with its associates during the year:
2016
$’000
2015
$’000
Sale of pipfruit exported by the Group52,30141,609
Purchase of pipfruit from associates23,73030,731
Provision of services to the Group153422
Receivables from associates - current5346,208
Receivables from associates - non-current252431
Payables to associates9,75412,642
Dividends from associates received by the Group3,0691,617
CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
Notes
2016
$’000
2015
$’000
Current
Trade payables56,90546,353
GST and other taxes - 1,162
Employee entitlements11,16611,751
Accrued expenses19,83919,804
Owing to associates199,75412,642
Owing to Ultimate Parent's subsidiary2838-
Deferred payments to related parties283,4451,922
Crate return liability - 13,901
Total
101,147107,535
Non-current
Deferred payments2,8283,243
Deferred payments to related parties281,0232,021
Total
3,8515,264
2016
$’000
2015
$’000
Current
Secured borrowings5,0006,506
Unsecured borrowings1506
Finance lease liabilities353528
Total
5,5037,040
Non-current
Secured borrowings144,000163,040
Unsecured borrowings - 181
Finance lease liabilities564754
Total
144,564163,975
Interest rates
As at 31 December 2016 the weighted average interest rate on the secured borrowings is 3.3% (2015: 3.8%), fixed for
periods up to three months.
2016
$’000
2015
$’000
Secured and unsecured borrowings repayment schedule
Within one year5,1506,512
Between one and two years-163,156
Between two and five years 144,00065
Total
149,150169,733
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
20. TRADE AND OTHER PAYABLES
Trade and other payables are initially recognised at fair value and then subsequently measured at amortised
cost.
Borrowings are recognised initially at fair value less directly attributable transaction costs. Subsequent to initial
recognition, borrowings are stated at amortised cost using the effective interest method.
Borrowing costs are recognised in the income statement using the amortised cost method.
21. LOANS AND BORROWINGS
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
21. LOANS AND BORROWINGS (CONTINUED)
Security and bank facilities
As at 31 December 2016 the Group had a term debt facility from the Bank of New Zealand, HSBC, Rabobank and
Westpac New Zealand amounting to $210.0 million (2015: $190.0 million). The seasonal facility is renewed annually and
is not drawn as at 31 December 2016. These facilities are secured by a guarantee from the Ultimate Parent.
The banking facilities for the 2017 year are as follows:
Amount
$’000Expiry date
Term debt facility200,000January 2019
Seasonal facility90,000November 2017
Money market facility40,000January 2019
Overdraft facility3,000Uncommitted
Australian dollar overdraft facility - NZD equivalent3,214Uncommitted
Gross finance lease liabilities – minimum lease payments
2016
$’000
2015
$’000
Within one year381576
Between one and five years581761
9621,337
Future finance charges on finance leases(45)(55)
Present value of finance lease liabilities
9171,282
The present value of finance lease liabilities is as follows:
Within one year353528
Between one and five years564754
Total
9171,282
22. CAPITAL AND RESERVES
Share capital
2016
shares
2015
shares
2016
$’000
2015
$’000
Balance at 31 December122,543,204119,803,316176,357170,317
As at 31 December 2016, the authorised share capital comprised 122,543,204 ordinary shares (2015: 119,803,316
ordinary shares). All shares on issue are fully paid and have no par value.
All ordinary shares rank equally with one vote attached to each fully paid ordinary share. There are no other classes of
shares issued.
A dividend was paid on 3 June 2016 (refer to note 23). As part of a dividend reinvestment plan, shareholders could elect
to receive fully paid bonus ordinary shares in lieu of some, or all, of their cash dividend. $6.0 million of the dividend
payment was reinvested by shareholders (2015: $5.2 million reinvested). No other ordinary shares were issued during
the year.
T&G Global Limited and subsidiary companies
I
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
22. CAPITAL AND RESERVES (CONTINUED)
Revaluation and other reserves
2016
$’000
2015
$’000
Asset revaluation reserve
Balance at 1 January 88,47961,920
Gain on revaluation of property, plant and equipment, gross of tax - 34,729
Deferred tax effect on revaluation of property, plant and equipment - (8,170)
Transfer to retained earnings due to sale of property, plant and equipment(6,541) -
Deferred tax effect on sale of property, plant and equipment1,286 -
Balance at 31 December83,22488,479
Foreign currency translation reserve
Balance at 1 January(1,751)(4,389)
Exchange differences on translation of foreign operations, before non-controlling interests(3,039)2,638
Balance at 31 December(4,790)(1,751)
Cash flow hedge reserve
Balance at 1 January(1,146)1,778
Movements in fair value11,861129
Reclassification of net change in fair value to income statement(7,111)(4,139)
Taxation on reserve movements(1,311)1,086
Balance at 31 December2,293(1,146)
Available-for-sale investment reserve
Balance at 1 January158145
Gain on revaluation of available-for-sale investments40413
Balance at 31 December562158
Total
81,28985,740
Asset revaluation reserve
The revaluation reserve relates to commercial land and improvements, orchard land and improvements, and buildings.
Foreign currency translation reserve
The foreign currency translation reserve comprises all foreign exchange differences arising from the translation of the
consolidated financial statements of foreign operations into New Zealand dollars.
Cash flow hedge reserve
The cash flow hedge reserve accounts for the fair value movements of hedging instruments designated as cash flow
hedges.
Available-for-sale investment reserve
The available-for-sale investment reserve accounts for the fair value movements of available-for-sale investments.
96
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I
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
23. DIVIDENDS
2016
$’000
2015
$’000
Ordinary shares
Dividend to shareholders7,1887,021
Dividends to non-controlling interests in Group subsidiaries550158
Total
7,7387,179
On 3 June 2016, the Group paid a dividend of $0.06 per share (2015: $0.06 per share) to its shareholders, of which $1.15
million was paid in cash and $6.04 million was settled through new shares issued as part of a dividend reinvestment
plan (2015: $1.85 million paid out in cash and $5.17 million settled through new shares as part of a dividend
reinvestment plan).
Capital commitments
As at 31 December, the Group is committed to the following capital expenditure:
2016
$’000
2015
$’000
Property, plant and equipment5,5438,740
Intangible assets7250
Total
5,5508,990
Operating leases
Operating leases payable
Operating leases held over properties give the Group the right, in most cases, to renew the lease subject to a
redetermination of the lease rental by the lessor. There are no renewal options or options to purchase in respect of
operating plant and equipment.
The following amounts have been committed to by the Group, but are not recognised in the financial statements:
2016
$’000
2015
$’000
Within one year14,76716,027
One to two years12,66213,885
Two to five years24,12623,686
Later than five years31,63229,042
Total
83,18782,640
24. COMMITMENTS
When the Group is the lessee
The Group leases certain property, plant and equipment. Payments made under operating leases (net of any
incentives received from the lessor) are expensed on a straight-line basis over the lease term.
When the Group is the lessor
Rental revenue (net of any incentives given to lessees) is recognised as revenue on a straight-line basis over the
lease term.
Assets leased to third parties under operating leases are included in 'Property, plant and equipment' on the
balance sheet. They are depreciated over their expected useful lives on a basis consistent with similar property,
plant and equipment.
T&G Global Limited and subsidiary companies
I
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
24. COMMITMENTS (CONTINUED)
Operating leases receivable
The following amounts are minimum committed lease payments receivable from tenants and sub-tenants, but are not
recognised in the financial statements:
2016
$’000
2015
$’000
Within one year1,9401,413
One to two years1,2101,261
Two to five years2,1411,699
Later than five years484771
Total
5,7755,144
Operating leases receivable amounts are generated from the following properties:
2016
$’000
2015
$’000
Commercial land and buildings
Cost or valuation at 31 December13,94312,150
Accumulated depreciation(314)(28)
Carrying amounts
13,62912,122
Depreciation charged during the year277165
All properties, including those leased to third parties, are revalued on a cyclical basis (refer to note 16). This results in
accumulated depreciation up to the date of revaluation being reversed and subsequently the asset is depreciated on the
revalued amount from the date of revaluation.
The properties leased to third parties are still part occupied by the Group. The proportion leased externally has been
estimated based on land area occupied by third party tenants and this estimation method has been applied consistently
across all leased properties.
25. CONTINGENCIES
The Group has the following guarantees
:
2016
$’000
2015
$’000
Bonds and sundry facilities8080
Guarantees of bank facilities for associated companies3,2363,295
Total
3,3163,375
During 2015, the Group received a statement of claim from a grower regarding materials supplied by the Group. The
Group continues to defend this claim.
98
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I
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
26. FINANCIAL RISK MANAGEMENT
The Group is subject to a number of financial risks which arise as a result of its activities, including importing, exporting
and domestic trading. Treasury activities are performed by a central treasury function and the use of derivative
financial instruments is governed by the Group’s policies approved by the Board. The Group does not engage in
speculative transactions.
Market risk
(i) Foreign exchange risk
The Group operates internationally and has exposure to foreign currency risk as a result of transactions denominated
in foreign currencies from normal trading activities. Major trading currencies include the Australian dollar, United States
dollar, Euro, Japanese yen and British pounds.
At year end, the Group had foreign exchange exposures relating to cash, debtors and creditors.
Foreign exchange risk is identified by detailed cash flow forecasting, in conjunction with the allocation of produce to the
various markets.
The Group uses forward foreign exchange contracts and currency options to manage these exposures. As at 31
December 2016, the Group held foreign exchange contracts and currency options with a contract value of $279.2 million
(2015: $176.0 million).
Exchange rate sensitivity
Reasonable fluctuations in foreign exchange rates were determined based on a review of the last two years’ historical
movements. A movement of plus or minus 7% has therefore been applied to the exchange rates to demonstrate the
sensitivity to foreign currency risk of the Group.
The following sensitivity is based on the foreign currency risk exposures in existence at the reporting date. The impact
of a plus or minus 7% foreign exchange movement on all trading currencies against New Zealand dollars, with all other
variables held constant, is illustrated below:
-7%+7%
2016
$’000
2015
$’000
2016
$’000
2015
$’000
Pre-tax (profit) / loss(669)(1,006)6161,107
Equity(9,123)(902)7,683519
(ii) Interest risk
The Group is exposed to interest rate risk as it borrows funds at both fixed and floating interest rates.
Interest rate risk is identified by forecasting cash flow requirements, short-term through to long-term. Short-term
seasonal funding is provided by a syndicate of three banks. These funding arrangements are negotiated at the start of
each season, on behalf of pipfruit growers who bear the interest cost.
The Group has floating rate borrowings used to fund ongoing activities, which are repriced at the option of the borrower
on roll-over dates.
As at 31 December 2016, $149.0 million of interest bearing loans are subject to interest rate repricing in less than six
months (2015: $169.7 million).
T&G Global Limited and subsidiary companies
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
26. FINANCIAL RISK MANAGEMENT (CONTINUED)
Market risk (continued)
(ii) Interest risk (continued)
The table below highlights the weighted average interest rate and the currency profile of interest bearing loans and
borrowings:
20162015
Weighted average
interest rate
Loans and
borrowings
$’000
Weighted average
interest rate
Loans and
borrowings
$’000
Australian dollars8%2810%151
New Zealand dollars3%149,9634%170,864
United States dollars4%76- -
Total
150,067171,015
Interest rate derivatives
The Group’s treasury policy allows up to 100% (2015: 100%) of forecasted core debt to be fixed via interest rate
derivatives to protect the Group from exposure to fluctuations in interest rates. Accordingly, the Group has entered into
interest rate swap contracts under which it is obliged to receive interest at variable rates and to pay interest at fixed
rates.
Swaps currently in place cover approximately 83% (2015: 74%) of the principal outstanding. The fixed interest rates
average 3.8% (2015: 3.8%). The variable rates are set at the BBR 90 day settlement rate, which at balance date was 2.2%
(2015: 2.8%). The contracts require settlement of net interest receivable or payable each 90 days as appropriate, and
are settled on a net basis. As at 31 December 2016 the Group held swaps with a contract value of $130.0 million (2015:
$120.0 million).
Interest rate sensitivity
At year end all loans are at fixed rates for defined periods of up to six months, after which interest rates will be reset.
Additionally, the Group has overnight deposits that are subject to fluctuations of interest rates. If the Group’s year end
loan and deposit balances had remained the same throughout the year and interest rates moved by 1%, then the impact
would be a $1.5 million gain or loss on pre-tax profits (2015: $1.7 million).
A 1% sensitivity has been used as this is what management estimates is a likely interest rate movement for the year.
(iii) Price / commodity risk
The Group does not trade in commodity instruments and therefore is not exposed to commodity price risk.
Credit risk
In the normal course of business, the Group is exposed to counterparty credit risks. The maximum exposure to credit
risk at 31 December 2016 is equal to the carrying value for cash and cash equivalents, trade and other receivables and
derivative financial instruments. Credit risk is managed by restricting the amount of cash and derivative financial
instruments which can be placed with any one institution and these institutions are all New Zealand registered banks
with at least a Standard & Poor’s rating of A.
Due to the nature and dispersion of the Group’s customers and growers, the Group’s concentration of credit risk is not
considered significant.
100
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
26. FINANCIAL RISK MANAGEMENT (CONTINUED)
Liquidity risk
The Group manages liquidity risk by continuously monitoring cash flows and forecasts and matching maturity profiles of
financial assets and liabilities. The Group also maintains adequate headroom on its loan facilities.
Policies are established to ensure all obligations are met within a timely and cost effective manner.
The following table analyses the Group’s financial liabilities into relevant contractual maturity groupings based on the
remaining period at the reporting date to the contractual maturity date. For the purpose of this table, it is assumed that
year end interest rates applicable to the term loan will apply through to expiry of the term loan facility, even though the
Group has the option to repay the loan prior to its expiry date.
The amounts disclosed below are contractual undiscounted cash flows at reporting date:
Carrying
amount
$’000
Less than
six months
$’000
Between six
months and
one year
$’000
Between
one and
two years
$’000
Between
two and five
years
$’000
Over five
years
$’000
Total
$’000
Financial liabilities
2016
Borrowings149,1507,3902,3904,780144,163 - 158,723
Trade and other payables (excluding employee
entitlements and taxes)
93,83289,981 - 3,385645 - 94,011
Derivative financial instruments - cash flow
hedges:
6,356
Inflows(24,551)(73,681)(66,538)(7,640)(12,365)(184,775)
Outflows25,84575,86969,29510,35712,639194,005
Derivative financial instruments - fair value
through profit or loss:
51
Inflows(1,709) - - - - (1,709)
Outflows1,762 - - - - 1,762
Finance lease liabilities917191190381200 - 962
Financial guarantees3,3163,316 - - - - 3,316
Total
253,622102,2254,76811,303147,725274266,295
2015
Borrowings169,7339,6183,112163,519150 - 176,399
Trade and other payables (excluding employee
entitlements and taxes)
99,88694,764 - 5,637 - - 100,401
Derivative financial instruments - cash flow
hedges:
7,144
Inflows(15,609)(25,827)(13,781)(9,239)(1,317)(65,773)
Outflows16,87527,90815,53111,3151,69673,325
Derivative financial instruments - fair value
through profit or loss:
57
Inflows(1,418) - - - - (1,418)
Outflows1,475 - - - - 1,475
Finance lease liabilities1,282326250322439 - 1,337
Financial guarantees3,3753,375 - - - - 3,375
Total
281,477109,4065,443171,2282,665379289,121
For cash flow hedges, the impact on the profit and loss is expected to occur at the same time as the cash flows occur.
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
Financial covenantRequirement imposed
Contingent liabilities
Contingent liabilities of the Group shall not at any time exceed 5% of total tangible assets of the
Group.
Debt to debt and equity
The debt to debt and equity percentage shall not exceed the specified percentage as at the end of
each month. This percentage ranges from 45% to 55%.
Tangible net worthThe tangible net worth of the Group shall not be less than $250 million.
Seasonal facility stock and debtors
Seasonal facility stock and debtors of the Group shall at all times be equal to or exceed the specified
percentage as at the end of each month. This percentage ranges from 1.1:1 to 1.25:1.
Total net worthThe total net worth of the Ultimate Parent shall not at any time be less than EUR 750 million.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
26. FINANCIAL RISK MANAGEMENT (CONTINUED)
Capital risk management
The main objective of capital risk management is to ensure the Group operates as a going concern, meeting debts as they
fall due, maintaining the best possible capital structure and reducing the cost of capital. Group capital consists of share
capital, other reserves and retained earnings. To maintain or alter the capital structure the Group has the ability to review
the size of dividends paid to shareholders, return capital or issue new shares, reduce or increase debt, or sell assets.
There are a number of externally imposed bank financial covenants required as part of seasonal and term debt facilities.
These covenants are calculated monthly and reported to the banks on a monthly and quarterly basis.
The key covenants are as follows:
In addition, the Group also makes the following undertakings:
• At all times, the tangible assets of the Group entities that form part of the guaranteeing group shall not be less than
90% of the total tangible assets of the whole Group.
• At all times, the total earnings before interest and tax (EBIT as defined within the banking agreement) of the Group
entities that form part of the guaranteeing group shall not be less than 80% of the total EBIT of the Group.
Seasonality
Due to the seasonal nature of the business the risk profile at year end is not representative of all risks faced during the
year. Seasonality causes large fluctuations in the size of borrowings and debtors.
102
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
26. FINANCIAL RISK MANAGEMENT (CONTINUED)
Financial instruments by category
The classification of the Group's financial assets and liabilities depends on the purpose for which the assets
were acquired or liabilities were incurred. Management determines the classification of its financial assets and
liabilities at initial recognition and re-evaluates this designation at every reporting date.
Financial assets classed as loans and receivables and financial liabilities classed as measured at amortised cost
are carried at amortised cost less any impairment. Loans and receivables includes cash and cash equivalents
which comprises cash balances and call deposits . Bank overdrafts that are repayable on demand and form an
integral part of the Group’s cash management are included in current liabilities in the balance sheet and as a
financial liability measured at amortised cost, unless there is a right of offset, and included as a component of
cash and cash equivalents in the statement of cash flows.
Financial assets and liabilities carried at fair value through profit or loss are initially recognised at fair value.
Realised and unrealised gains arising from changes in fair value are included in the income statement.
Financial assets and financial liabilities classed as derivatives for hedging are recognised at fair value. The Group
recognises the effective portion of changes in the fair value of derivative financial instruments that qualify as
cash flow hedges in other comprehensive income. Gains or losses relating to the ineffective portion of a cash
flow hedge are recognised in the income statement. Amounts taken to equity are transferred to the income
statement when the hedged transaction affects the income statement.
Available-for-sale financial assets are carried at fair value. Unrealised gains and losses arising from changes in
fair value are recognised in other comprehensive income, except for foreign exchange movements in monetary
assets which are recognised in the income statement. When available-for-sale financial assets are sold, the
accumulated fair value adjustments are included in the income statement as gains or losses.
Financial assets
Loans and
receivables
$’000
Fair value
through
profit or
loss
$’000
Derivatives
for hedging
$’000
Available-
for-sale
$’000
Total
$’000
2016
Cash and cash equivalents17,064 - - - 17,064
Trade and other receivables (excluding prepayments and taxes)102,482 - - - 102,482
Available-for-sale financial assets - - - 928928
Derivative financial instruments - 299,478 - 9,507
119,546299,478928129,981
2015
Cash and cash equivalents13,654 - - - 13,654
Trade and other receivables (excluding prepayments and taxes)108,623 - - - 108,623
Available-for-sale financial assets - - - 530530
Derivative financial instruments - - 5,810 - 5,810
122,277 - 5,810530128,617
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
26. FINANCIAL RISK MANAGEMENT (CONTINUED)
Financial instruments by category (continued)
Financial liabilities
Measured
at
amortised
cost
$’000
Fair value
through
profit or
loss
$’000
Derivatives
for hedging
$’000
Total
$’000
2016
Borrowings149,150 - - 149,150
Trade and other payables (excluding employee entitlements and taxes)93,832 - - 93,832
Finance lease liabilities917 - - 917
Derivative financial instruments - 516,3566,407
243,899516,356250,306
2015
Borrowings169,733 - - 169,733
Trade and other payables (excluding employee entitlements and taxes)99,886 - - 99,886
Finance lease liabilities1,282 - - 1,282
Derivative financial instruments - 577,1447,201
270,901577,144278,102
Techniques applied by the Group which use methods and assumptions to estimate the fair value of financial
assets and liabilities are considered to be level 2 in the fair value hierarchy. Inputs other than quoted prices
included within level 1 of the fair value hierarchy are observable for the asset or liability, either directly
(that is, as prices) or indirectly (that is, derived from prices). There have been no transfers between levels
during the year.
Fair value measurement
For both 2015 and 2016 financial years, the estimated fair values of all the Group’s other financial assets and liabilities
approximate their carrying values.
27. EARNINGS PER SHARE
The earnings used to calculate basic and diluted earnings per share is net profit after tax attributable to equity holders of
the Parent of $30.5 million (2015: $18.1 million).
The weighted average number of shares used to calculate basic and diluted earnings per share is 121,390,355 shares
(2015: 117,240,092 shares).
The basic and diluted earnings per share is 25.1 cents (2015: 15.4 cents).
104
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
28. RELATED PARTY TRANSACTIONS
Transactions with joint ventures and associates
The Group has related party transactions with its joint ventures and associates. The details of the transactions are
contained in notes 18 and 19 respectively.
Transactions with the Ultimate Parent
The Group has related party transactions with the Ultimate Parent as follows:
2016
$’000
2015
$’000
Sale of produce by the Group - 30
Provision of services by the Group181 -
Receivable by the Group as at 31 December181 -
Transactions with the Ultimate Parent's subsidiaries and associates
The Group has related party transactions with R.I. Solution GmbH, a wholly-owned subsidiary of the Ultimate Parent,
and the transactions with this subsidiary are detailed as follows:
2016
$’000
2015
$’000
Provision of services to the Group(1,047)(487)
Payable by the Group as at 31 December(38) -
The Group also has related party transactions with Obst vom Bodensee Vertriebsgesellschaft m.b.H., an associate of the
Ultimate Parent, and the transactions with this associate are detailed as follows:
2016
$’000
2015
$’000
Sale of produce by the Group3,6215,142
Provision of services to the Group(1,698)(1,399)
Receivable by the Group as at 31 December - 141
Deferred payments to related parties
As part of the agreement to purchase the remaining shares in Delica Limited, the Group has a $2.1 million payable to the
former directors and management of Delica Limited in the form of deferred consideration (2015: $3.9 million).
As part of the agreement to purchase the remaining shares in Delica North America, Inc., the Group has a $2.4 million
payable to the former directors and management of Delica North America, Inc. in the form of deferred consideration.
Refer to note 15 for further information.
Total deferred payments due within 12 months is $3.4 million (2015: $1.9 million) and greater than 12 months is $1.0
million (2015: $2.0 million).
Key management personnel compensation
2016
$’000
2015
$’000
Short-term employee benefits3,4763,501
Long-term employee benefits138392
Termination benefits - 220
Directors’ remuneration480498
Total
4,0944,611
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
29. INVESTMENTS IN SUBSIDIARIES
Significant subsidiaries of the Group are listed below:
Name of entityPrincipal activity
Place of business /
country of incorporation
2016
%
2015
%
Apollo Apples (2014) LimitedHorticulture operationsNew Zealand100100
Berryfruit New Zealand LimitedHorticulture operationsNew Zealand100100
Delica LimitedFruit exportNew Zealand100100
Delica Australia Pty LimitedFruit exportAustralia100100
Delica Domestic Pty Limited
Fruit and produce wholesale
distributor
Australia8080
Delica North America, Inc.
(5)
Fruit exportUnited States of America10075
Delica (Shanghai) Fruit Trading Company LimitedIn-market services and fruit importChina100100
ENZA Fresh, Inc.Pipfruit promotionUnited States of America100100
ENZA Investments USA, Inc.Investment companyUnited States of America100100
ENZAFOODS New Zealand Limited
Manufacture of processed fruit and
vegetable products
New Zealand100100
ENZAFRUIT New Zealand (CONTINENT)Pipfruit marketingBelgium100100
ENZAFRUIT New Zealand (U.K.) LimitedInvestment companyUnited Kingdom100100
ENZAFRUIT New Zealand International LimitedHorticulture operationsNew Zealand100100
ENZAFRUIT Peru S.A.CHorticulture operationsPeru100100
ENZAFRUIT Products Inc.
Fruit variety development and
propagation
United States of America100100
Fresh Food Exports 2011 Limited
(2)
Fresh produce exportNew Zealand - 100
Fruit Distributors LimitedInvestment companyNew Zealand100100
Fruitmark NZ LimitedProcessed foods brokingNew Zealand100100
Fruitmark Pty LimitedProcessed foods brokingAustralia100100
Fruitmark USA Inc.Processed foods brokingUnited States of America100100
Great Lake Tomatoes LimitedHorticulture operationsNew Zealand100100
Rembrandt van Rijen Limited
(3)
Horticulture operationsNew Zealand - 100
Rianto Limited
(3)
Property holdingsNew Zealand - 100
Safer Food Technologies LimitedInvestment companyNew Zealand100100
Status Produce LimitedHorticulture operationsNew Zealand100100
Status Produce Favona Road LimitedLeased property holdingNew Zealand100100
T&G Fruitmark HK Limited
(6)
Processed foods brokingHong Kong100100
T&G Japan Limited
(4)
Market servicesJapan100 -
T&G South East Asia Limited
(1)
Fruit import and market servicesThailand100 -
T&G Vizzarri Farms Pty Limited
Fruit and produce wholesale
distributor
Australia5050
Taipa Water Supply LimitedWater supplyNew Zealand6565
Turners & Growers (Fiji) LimitedFresh produce exportFiji7070
Turners & Growers Fresh LimitedFresh produce wholesale distributorNew Zealand100100
Turners and Growers Horticulture LimitedHorticulture operationsNew Zealand100100
Turners & Growers New Zealand LimitedShared services companyNew Zealand100100
The balance date of all subsidiaries is 31 December.
106
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T&G 2016 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
29. INVESTMENTS IN SUBSIDIARIES (CONTINUED)
(1)
On 31 March 2016, T&G South East Asia was incorporated. The entity is located in Bangkok, Thailand.
(2)
On 29 April 2016, Fresh Food Exports 2011 Limited was amalgamated into Delica Limited.
(3)
On 2 May 2016, Rembrandt van Rijen Limited and Rianto Limited were amalgamated into Status Produce Limited.
(4)
On 12 August 2016, T&G Japan Limited was incorporated. The entity is located in Tokyo, Japan.
(5)
On 14 October 2016, the Group acquired the remaining 25% of the issued shares from non-controlling interests of
Delica North America Inc. Refer to note 15 for further information.
(6)
On 23 December 2016, ENZAFRUIT (Hong Kong) Limited was renamed to T&G Fruitmark HK Limited.
30. EVENTS OCCURING AFTER THE BALANCE DATE
Consolidation of Worldwide Fruit Limited
At 31 December 2016, Worldwide Fruit Limited (Worldwide Fruit) was accounted for as a joint venture by the Group.
On 2 January 2017, the shareholders' agreement of Worldwide Fruit was renegotiated. Upon renegotiation, ENZAFRUIT
New Zealand (U.K.) Limited (ENZAFRUIT U.K.), a wholly-owned subsidiary of the Group, remained a 50% shareholder of
Worldwide Fruit with the remaining 50% owned by Fruition PO Limited.
Due to the terms of the renegotiated shareholders' agreement, the Group considers Worldwide Fruit to be a subsidiary of
ENZAFRUIT U.K. from 2 January 2017. The shareholders' agreement specifies that ENZAFRUIT U.K. has the right to approve
Worldwide Fruit's annual business plan and annual budget, the right to approve the appointment of the Chief Executive
Officer, and the right to appoint three out of six directors.
This satisfies the criteria set out in NZ IFRS 10 Consolidated Financial Statements around achieving control over an entity.
Consequently, from 2 January 2017 Worldwide Fruit will be accounted for as a subsidiary.
The carrying value of the Group's equity interest in Worldwide Fruit immediately prior to the acquisition was $4.9 million.
In the management accounts of Worldwide Fruit at 31 December 2016, the entity held assets of $40.8 million and
liabilities of $31.0 million. The Group has not yet performed a fair valuation assessment of Worldwide Fruit's net assets.
If the acquisition had occurred on 1 January 2016, the acquired business would have contributed an additional $246.7
million to revenue and $2.0 million to profits attributable to non-controlling interests for the year ended 31 December
2016.
Final dividend announced
On 28 February 2017, the Board resolved to pay a final dividend to the shareholders of $0.06 per share.
There are no other events post balance date that would cause a material misstatement to the financial information
presented in this report.
T&G Global Limited and subsidiary companies
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CONSOLIDATED FINANCIAL STATEMENTS T&G 2016
FIVE YEAR FINANCIAL REVIEW
2016
$’000
2015
$’000
2014
$’000
2013
$’000
2012
$’000
Revenue
Continuing activities871,771812,764727,022732,221669,137
Profit
Pre-tax profit / (loss) 42,09524,66916,84023,420(18,054)
Net profit / (loss) after tax32,43619,45010,61417,238(13,278)
Funds employed
Paid up capital176,357170,317165,147165,147165,147
Retained earnings and reserves 168,082147,933110,058102,324107,951
Non-controlling interests2,3832,6961,7611,2006,432
Non-current liabilities 194,853214,855167,95199,00598,945
Current liabilities108,911118,167106,53192,14080,220
650,586653,968551,448459,816458,695
Assets
Property, plant and equipment393,974401,395338,299250,773253,816
Other non-current assets 60,00857,42634,93752,21948,464
Current assets196,604195,147178,212156,824156,415
650,586653,968551,448459,816458,695
2016
$’000
2015
$’000
2014
$’000
2013
$’000
2012
$’000
Statistics
Number of ordinary shares on issue122,543,204119,803,316117,010,550117,010,550117,010,550
Earnings per share - cents25.115.48.413.8(13.1)
Net tangible assets per security$2.62$2.47$2.27$2.19$2.28
Percentage of equity holders funds to total assets 53%49%50%58%61%
Ratio of current assets to current liabilities1.811.651.671.701.95
Ratio of debt to equity
(1)
0.881.040.990.710.64
Dividends
Cents per share on paid up capital 665 - -
Total dividend paid$7,188,199$7,020,633$5,850,528 - -
(1)
Debt includes trade payables.
DIRECTORY
DIRECTORS
Prof. K.J. Lutz, Chairman and Non-independent Director
Sir John Anderson KBE, Deputy Chairman and
Independent Director
C.U.G. Bell, Non-independent Director
C.A. Campbell, Independent Director
R.J. Campbell, Independent Director
A. Helber, Non-independent Director
J.S. Wilson, Independent Director
REGISTERED OFFICE
1 Clemow Drive
Mt Wellington
Auckland 1060
REGISTERED OFFICE CONTACT DETAILS
PO Box 290
Shortland Street
Auckland 1140
Telephone: (09) 573 8700
Website: www.tandg.global
Email: info@tandg.global
AUDITORS
Deloitte
PRINCIPAL BANKERS
Bank of New ZealandHSBC
RabobankWestpac New Zealand
PRINCIPAL SOLICITORS
Russell McVeagh
SHARE REGISTRY
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Auckland 0622
SHARE REGISTRY CONTACT DETAILS
Private Bag 92119
Victoria Street West
Auckland 1142
Investor enquiries: (09) 488 8700
Website: www.computershare.co.nz
Email: enquiry@computershare.co.nz
108
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T&G Global Limited and subsidiary companies
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.