2017 Interim Report
1
EBOS Group Limited | Interim Report 2017
Interim Report 2017
31 DECEMBER 2016
2
EBOS Group has
recorded a positive
start for the first
half of the financial
year across both
its Healthcare and
Animal Care segments.
3
EBOS Group Limited | Interim Report 2017
+ $4.0 billion revenue +17.2% increase
+ $119.9 million EBITDA +5.4% increase
+ $68.8 million net profit after tax +7.2% increase
+ 45.4 cents earnings per share +6.7% increase
+ 30.0 cents interim dividend per share +15.4% increase
All figures are in New Zealand Dollars, unless otherwise stated.
FINANCIAL HIGHLIGHTS
Half year 2017 at a glance
FIVE YEAR REVENUE TREND
For the six months to 31 December ($millions)
3,380
3,960
3,120
3,000
755
2015
2016
2014
2013
2012
FIVE YEAR EBITDA TREND
For the six months to 31 December ($millions)
113.7
119.9
100.3
94.8
26.8
2015
2016
2014
2013
2012
FIVE YEAR NPAT TREND
For the six months to 31 December ($millions)
64.2
68.8
53.9
49.4
15.0
2015
2016
2014
2013
2012
4
It is with great pleasure that we provide
you with the interim report for the six
months to 31 December 2016 including
the highlights of our performance.
The interim results reflect the strong
operating performance across both our
Healthcare and Animal Care segments,
and demonstrates the success of our
investment strategy in Australia and
New Zealand that continues to deliver
both short and long term returns to
shareholders.
The highlights of the six months included:
• Completion of the strategic merger of
our Chemmart business with the Terry
White Group to create one of Australia’s
largest retail pharmacy networks;
• Strong sales of Hepatitis C medicines
in Australia;
• Improved productivity and cost savings
from our Healthcare business;
• Strong growth from our recently
acquired Red Seal consumer products
business; and
• Strong performances from our key
Animal Care brands, Black Hawk
and Vitapet.
The Group generated revenue for the half-
year of $4 billion, up 17.2% on the same
period last year with Healthcare up by
18.1% and Animal Care up by 2.7%.
Our earnings before net finance costs, tax,
depreciation and amortisation (EBITDA)
increased by 5.4% to $119.9 million with
Healthcare up by 6.9% and Animal Care
up by 7.8%.
Net Profit after Tax (NPAT) increased to
$68.8 million, representing an increase of
7.2% on the prior half-year, and earnings
per share increased by 6.7%.
The reported profit growth rates were
negatively impacted by the stronger
NZD/AUD exchange rate and, in constant
currency, EBITDA grew by 9% and NPAT
grew by 10.9%.
INTERIM DIVIDEND INCREASE
Your Directors declared an interim dividend
of 30 cents per share, an increase of 15.4%
on the prior corresponding period. The
interim dividend will be imputed to 25%
for New Zealand resident shareholders and
will be fully franked for Australian resident
shareholders. The record date for the
dividend is 17 March 2017 and the dividend
will be paid on 7 April 2017.
HEALTHCARE
Our Healthcare activities continued to
deliver strong EBITDA growth of 6.9%,
underpinned by a significant increase in
revenue of 18.1%.
The reported growth rates were negatively
impacted by the stronger NZD/AUD
exchange rate and, in constant currency,
revenues grew by 21.5% leading to EBITDA
growth of 10.6%.
Dear Shareholder
Animal Care
Contract LogisticsConsumer Products
Institutional
Healthcare
Pharmacy
(Wholesale and Retail)
16%
9%5%
19%
51%
Segment & Divisional
Earnings Overview
H
E
A
L
T
H
C
A
R
E
8
4
%
A
N
I
M
A
L
C
A
R
E
1
6
%
5
EBOS Group Limited | Interim Report 2017
In Australia, revenues climbed 22.3% with
EBITDA growth of 7.1%. Revenue growth
was driven by the full six months’ sales of
Hepatitis C medicines. In the Australian
pharmacy market, wholesale revenue
growth (excluding Hepatitis C medicines)
was affected by the ongoing impact of PBS
reforms and lower levels of activity in the
non-prescription over-the-counter channel.
The Healthcare business continues to
offset the negative impact of PBS reforms
by expanding its revenue streams and
generating cost savings and improved
productivity across its operations.
We have maintained our market leading
positions in both the Australian and New
Zealand institutional markets due to strong
Hepatitis C medicine sales, market growth
and the contributions from Onelink Australia
and Zest.
The New Zealand Healthcare operations
delivered a solid performance over the
period with revenue increasing 3.4% and
EBITDA increasing 6.3%.
The Group’s consumer products division
recorded strong revenue growth with a
full six month contribution from Red Seal
(acquired on 30 November 2015). Red
Seal is performing well in both domestic
and international markets with like-for-like
revenue growth of 8.4%.
ANIMAL CARE
Our Animal Care business recorded 2.7%
revenue growth and 7.8% EBITDA growth
for the period.
A number of strategic initiatives in the first
half have helped drive this growth including
the launch of Black Hawk’s premium grain
free product range and an Australian
national television advertising campaign.
Customer response to these initiatives
and the performance of Black Hawk
continues to exceed expectations.
The Animates business, of which we own
50%, also continues to perform well, driven
by sales growth from network expansion
with five new retail stores opening in the
period. The business now operates 37 retail
stores and 10 veterinary clinics in New
Zealand.
INVESTMENT IN OPERATIONS
We are committed to investing in our
operational excellence to further improve
customer service levels and productivity.
Capital expenditure for the period was $16.0
million with $11.7 million spent on a new
wholesale distribution facility in Brisbane,
Queensland. The total investment for this
site is projected to be $58 million and is
expected to be operational by mid-2018.
The Group is also progressing with the
expansion of its Australian contract logistics
business with the development of a new
site in Sydney, New South Wales.
PERFORMANCE METRICS
Operating cash flow before capex for the
period was $47.9 million, representing a
slight increase on the prior corresponding
period and the Group’s Net Debt/EBITDA
ratio at 31 December 2016 was 1.25 times.
Return on capital employed increased 1.7%
to 16.0% reflecting the increased operating
profits and benefits of the Group’s recent
investments and disciplined approach to
managing capital.
OUTLOOK
We have recorded a positive start for the
first half of the financial year across both
our Healthcare and Animal Care segments.
In October 2016, we provided guidance of
underlying, constant currency, net profit
after tax growth in FY17 of between 7% to
10% compared to the prior year. We now
expect full year FY17 earnings to be at
the upper end of this range.
We look forward to writing to you again
following the end of the financial year
on the performance of the Company and
we appreciate your continued support.
The interim results reflect the
strong operating performance
across both our Healthcare
and Animal Care segments...
Mark Waller
Chairman of Directors
Patrick Davies
Chief Executive Officer
6
Summary of consolidated financial highlights 7
Shareholder calendar 7
Auditor’s review report 8
Condensed consolidated income statement 9
Condensed consolidated statement of comprehensive income 10
Condensed consolidated statement of changes in equity 11
Condensed consolidated balance sheet 13
Condensed consolidated cash flow statement 15
Notes to the condensed consolidated interim financial statements 16
Directory 28
Financial Statements
7
EBOS Group Limited | Interim Report 2017
Revenue 3,960,204 3,379,749 7,101,455
Earnings before net finance costs, tax expense, depreciation
and amortisation (EBITDA) 119,868 113,725 225,475
Earnings before interest and tax expense (EBIT) 107,534 101,419 200,785
Profit before income tax expense 98,602 91,744 180,715
Profit for the period 69,269 64,170 126,997
Profit for the period attributable to owners of the Company 68,785 64,170 126,997
Equity attributable to owners of the Company 1,108,189 1,070,248 1,087,277
Earnings per share 45.4c 42.5c 84.0c
Interim dividend per share 30.0c 26.0c 26.0c
Net interest bearing debt to net interest bearing debt plus equity 20.3% 26.2% 18.5%
Release of half year result 22 February 2017
Interim dividend record date 17 March 2017
Interim dividend payable 7 April 2017
Release of full year result 24 August 2017
Annual Meeting 17 October 2017
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
Summary of consolidated financial highlights
Shareholder calendar
8
We have reviewed the condensed consolidated
interim financial statements of EBOS Group
Limited and its subsidiaries (‘the Group’)
which comprise the condensed consolidated
balance sheet as at 31 December 2016, and the
condensed consolidated income statement,
condensed consolidated statement of changes
in equity and condensed consolidated
statement of cash flows for the six months
ended on that date, and a summary of
significant accounting policies and other
explanatory information on pages 9 to 26.
This report is made solely to the Group’s
shareholders, as a body. Our review has been
undertaken so that we might state to the
Group’s shareholders those matters we are
required to state to them in a review report
and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume
responsibility to anyone other than the Group’s
shareholders as a body, for our engagement,
for this report, or for the opinions we have
formed.
BOARD OF DIRECTORS’
RESPONSIBILITIES
The Board of Directors are responsible on
behalf of the Group for the preparation and fair
presentation of the condensed consolidated
interim financial statements, in accordance
with NZ IAS 34 Interim Financial Reporting
and IAS 34 Interim Financial Reporting and
for such internal control as the Board of
Directors determine is necessary to enable
the preparation and fair presentation of the
condensed consolidated interim financial
statements that are free from material
misstatement, whether due to fraud or error.
OUR RESPONSIBILITIES
Our responsibility is to express a conclusion
on the condensed consolidated interim
financial statements based on our review. We
conducted our review in accordance with
NZ SRE 2410 Review of Financial Statements
Performed by the Independent Auditor of the
Entity (‘NZ SRE 2410’). NZ SRE 2410 requires
us to conclude whether anything has come
to our attention that causes us to believe that
the condensed consolidated interim financial
statements, taken as a whole, are not prepared,
in all material respects, in accordance with NZ
IAS 34 Interim Financial Reporting and IAS 34
Interim Financial Reporting. As the auditor of
EBOS Group Limited, NZ SRE 2410 requires
that we comply with the ethical requirements
relevant to the audit of the annual financial
statements.
A review of the condensed consolidated interim
financial statements in accordance with NZ
SRE 2410 is a limited assurance engagement.
The auditor performs procedures, primarily
consisting of making enquiries, primarily
of persons responsible for financial and
accounting matters, and applying analytical
and other review procedures.
The procedures performed in a review are
substantially less than those performed
in an audit conducted in accordance with
International Standards on Auditing (New
Zealand). Accordingly we do not express an
audit opinion on those financial statements.
Other than in our capacity as auditor and the
provision of due diligence, taxation advisory
services and information technology services,
we have no relationship with or interests in
EBOS Group Limited or its subsidiaries.
These services have not impaired our
independence as auditor of the Group.
CONCLUSION
Based on our review, nothing has come to
our attention that causes us to believe that
the condensed consolidated interim financial
statements of the Group do not present fairly,
in all material respects, the financial position
of the Group as at 31 December 2016 and its
financial performance and cash flows for the
six months ended on that date in accordance
with NZ IAS 34 Interim Financial Reporting
and IAS 34 Interim Financial Reporting.
Chartered Accountants,
21 February 2017
Christchurch, New Zealand
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee (“DTTL”), its network of member firms, and their related entities. DTTL and each of its member
firms are legally separate and independent entities. DTTL (also referred to as “Deloitte Global”) does not provide services to clients. Please see www.deloitte.com/about for a more detailed description of
DTTL and its member firms
Independent review report to the shareholders of EBOS Group Limited
9
EBOS Group Limited | Interim Report 2017
Condensed consolidated income statement
For the six months ended 31 December 2016
Notes
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
Revenue2(a)3,960,2043,379,7497,101,455
Income from associates2(b)1,9481,8523,823
Profit before depreciation, amortisation, net finance costs and
income tax expense119,868113,725225,475
Depreciation2(b)(6,519)(6,416)(12,933)
Amortisation of finite life intangibles2(b)(5,815)(5,890)(11,757)
Profit before net finance costs and income tax expense107,534101,419200,785
Finance income2(b)1,2191,4042,503
Finance costs2(b)(10,151)(11,079)(22,573)
Net finance costs2(b)(8,932)(9,675)(20,070)
Profit before income tax expense2(b)98,60291,744180,715
Income tax expense(29,333)(27,574)(53,718)
Profit for the period 69,26964,170126,997
Profit for the period attributable to:
Owners of the Company68,78564,170126,997
Non-controlling interests484--
69,26964,170126,997
Earnings per share
Basic (cents per share)45.442.584.0
Diluted (cents per share)45.442.584.0
10
Condensed consolidated statement of comprehensive income
For the six months ended 31 December 2016Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
Profit for the period69,26964,170126,997
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Cash flow hedge gains/(losses)5,074(1,615)(4,017)
Related income tax(1,470)4521,283
Translation of foreign operations(2,270)(14,000)(18,885)
Total comprehensive income net of tax70,60349,007105,378
Total comprehensive income for the period is attributable to:
Owners of the Company70,11949,007105,378
Non-controlling interests484--
70,60349,007105,378
11
EBOS Group Limited | Interim Report 2017
Condensed consolidated statement of changes in equity
For the six months ended 31 December 2016
Notes
Share
capital
$’000
Foreign
currency
translation
reserve
$’000
Retained
earnings
$’000
Cash flow
hedge
reserve
$’000
Total
$’000
Six months ended 31 December 2015 (unaudited):
Opening balance880,628(17,876)189,595(1,319)1,051,028
Profit for the period--64,170-64,170
Other comprehensive income for the period, net of tax-(14,000)-(1,163)(15,163)
Payment of dividends4--(37,672)-(37,672)
Dividends re-invested37,885---7,885
Balance at 31 December 2015888,513(31,876)216,093(2,482)1,070,248
Year ended 30 June 2016 (audited):
Opening balance880,628(17,876)189,595(1,319)1,051,028
Profit for the year--126,997-126,997
Other comprehensive income for the year, net of tax-(18,885)-(2,734)(21,619)
Payment of dividends4--(77,014)-(77,014)
Dividends re-invested37,885---7,885
Balance at 30 June 2016888,513(36,761)239,578(4,053)1,087,277
12
Condensed consolidated statement of changes in equity (continued)
For the six months ended 31 December 2016
Notes
Share
capital
$’000
Share based
payments
reserve
$’000
Foreign
currency
translation
reserve
$’000
Retained
earnings
$’000
Cash flow
hedge
reserve
$’000
Non-
controlling
interests
$’000
Total
$’000
Six months ended 31 December 2016 (unaudited):
Opening balance888,513-(36,761)239,578(4,053)-1,087,277
Profit for the period---68,785-48469,269
Other comprehensive income for
the period, net of tax--(2,270)-3,604-1,334
Payment of dividends4---(49,372)--(49,372)
Arising on acquisition of subsidiaries-----20,30320,303
Share based payments-165----165
Effect of exchange rate fluctuations-----(412)(412)
Balance at 31 December 2016888,513165(39,031)258,991(449)20,3751,128,564
13
EBOS Group Limited | Interim Report 2017
Condensed consolidated balance sheet
As at 31 December 2016
Notes
31 Dec 16
$’000
(Unaudited)
31 Dec 15
$’000
(Unaudited)
30 Jun 16
$’000
(Audited)
Current assets
Cash and cash equivalents175,679115,810120,251
Trade and other receivables1,134,832869,5591,320,387
Prepayments9,0936,6718,234
Inventories596,174548,776578,513
Current tax refundable838883
Other financial assets – derivatives8576468-
Total current assets1,916,4371,541,3722,027,468
Non-current assets
Property, plant and equipment106,914102,88497,973
Capital work in progress8,303-6,494
Prepayments209330234
Deferred tax assets43,73044,54747,043
Goodwill859,858828,922829,163
Indefinite life intangibles107,31692,05891,147
Finite life intangibles56,26361,77955,341
Investment in associates34,48035,57636,778
Other financial assets--1,255
Total non-current assets1,217,0731,166,0961,165,428
Total assets3,133,5102,707,4683,192,896
14
Condensed consolidated balance sheet (continued)
As at 31 December 2016
Notes
31 Dec 16
$’000
(Unaudited)
31 Dec 15
$’000
(Unaudited)
30 Jun 16
$’000
(Audited)
Current liabilities
Trade and other payables1,424,1841,028,6471,611,611
Finance leases118540143
Bank loans7188,866307,970106,976
Current tax payable12,86213,57718,203
Employee benefits34,13429,36835,598
Other financial liabilities – derivatives84,1546,6388,652
Total current liabilities1,664,3181,386,7401,781,183
Non-current liabilities
Bank loans7274,778186,458260,672
Trade and other payables14,29710,32412,926
Deferred tax liabilities46,62248,93646,120
Finance leases-10936
Employee benefits4,9314,6534,682
Total non-current liabilities340,628250,480324,436
Total liabilities2,004,9461,637,2202,105,619
Net assets1,128,5641,070,2481,087,277
Equity
Share capital3888,513888,513888,513
Share based payments reserve165--
Foreign currency translation reserve(39,031)(31,876)(36,761)
Retained earnings258,991216,093239,578
Cash flow hedge reserve(449)(2,482)(4,053)
Equity attributable to owners of the company1,108,1891,070,2481,087,277
Non-controlling interests20,375--
Total equity1,128,5641,070,2481,087,277
15
EBOS Group Limited | Interim Report 2017
Condensed consolidated cash flow statement
For the six months ended 31 December 2016
Notes
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
Cash flows from operating activities
Receipts from customers4,146,3993,280,4996,536,472
Interest received1,2191,4042,503
Dividends received from associates6825901,113
Payments to suppliers and employees(4,053,068)(3,195,047)(6,238,864)
Taxes paid(37,218)(29,812)(54,529)
Interest paid(10,151)(11,079)(22,573)
Net cash inflow from operating activities547,86346,555224,122
Cash flows from investing activities
Sale of property, plant & equipment455,0465,209
Purchase of property, plant & equipment(13,471)(5,853)(9,771)
Payments for capital work in progress(1,852)-(6,494)
Payments for intangible assets(670)(958)(1,354)
Acquisition of associates-(1,107)(1,107)
Acquisition of subsidiaries(11,961)(89,457)(89,724)
Investment in other financial assets--(1,255)
Net cash (outflow) from investing activities(27,909)(92,329)(104,496)
Cash flows from financing activities
Proceeds from issue of shares3-7,8857,885
Proceeds from borrowings85,84884,429-
Repayment of borrowings--(36,061)
Dividends paid to equity holders of parent4(49,372)(37,672)(77,014)
Net cash inflow/(outflow) from financing activities36,47654,642(105,190)
Net increase in cash held56,4308,86814,436
Effect of exchange rate fluctuations on cash held during the period(1,002)(2,579)(3,706)
Net cash and cash equivalents at beginning of period120,251109,521109,521
Net cash and cash equivalents at end of period175,679115,810120,251
16
Notes to the condensed consolidated interim financial statements
For the six months ended 31 December 2016
1. Financial Statements
These unaudited condensed consolidated interim financial statements have been prepared in accordance with Generally Accepted Accounting
Practice (“GAAP”). They comply with the New Zealand Equivalent to International Accounting Standard 34 (NZ IAS 34) “Interim Financial
Reporting” and International Accounting Standard IAS 34, as applicable for profit orientated entities.
During the period the Group recognised a non-controlling interest in a subsidiary acquired. The fair value of the non-controlling interest was
measured as the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets. Aside from this new policy the same
accounting policies and methods of computation are applied in the interim financial statements as were applied in the financial statements for the
year ended 30 June 2016. These financial statements should be read in conjunction with the financial statements and related notes included in the
Group’s Annual Report for the year ended 30 June 2016. The information is presented in thousands of New Zealand dollars unless otherwise stated.
2. Profit from Operations
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
(a) Revenue
Revenue from the sale of goods3,890,3093,326,9846,989,949
Revenue from the rendering of services69,89552,765111,506
3,960,2043,379,7497,101,455
(b) Profit before income tax expense
Profit before income tax has been arrived at after crediting/(charging)
the following gains and losses from operations:
Gain/(loss) on sale of property, plant and equipment2(191)(274)
Change in fair value of derivative financial instruments-(770)(770)
Income from associates1,9481,8523,823
Profit before income tax has been arrived at after (charging) the following
expenses by nature:
Cost of sales(3,593,238)(3,044,051)(6,418,523)
Write-down of inventory(2,842)(2,012)(6,392)
Net finance costs:
Finance income1,2191,4042,503
Finance costs(10,151)(11,079)(22,573)
Total net finance costs(8,932)(9,675)(20,070)
17
EBOS Group Limited | Interim Report 2017
2. Profit from Operations (continued)
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
(b) Profit before income tax expense (continued)
Impairment on trade & other receivables(465)(861)(2,423)
Depreciation of property, plant & equipment(6,519)(6,416)(12,933)
Amortisation of finite life intangibles(5,815)(5,890)(11,757)
Operating lease rental expenses(16,038)(14,766)(30,352)
Donations(17)(81)(101)
Employee benefit expense(119,025)(106,251)(220,960)
Defined contribution plan expense(6,448)(6,299)(12,635)
Other expenses(104,213)(92,594)(187,373)
Total expenses, net of interest revenue(3,863,552)(3,288,896)(6,923,519)
Profit before income tax expense98,60291,744180,715
3. Share Capital
No.
‘000
Six months
31 Dec 16
$’000
(Unaudited)
No.
‘000
Six months
31 Dec 15
$’000
(Unaudited)
No.
‘000
Year ended
30 Jun 16
$’000
(Audited)
Fully paid ordinary shares
Balance at beginning of period151,314888,513150,687880,628150,687880,628
Dividend reinvested – October 2015--6277,8856277,885
Shares issued – September 2016600-----
151,914888,513151,314888,513151,314888,513
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
18
4. Dividends
Cents
per share
Six months
31 Dec 16
$’000
(Unaudited)
Cents
per share
Six months
31 Dec 15
$’000
(Unaudited)
Cents
per share
Year ended
30 Jun 16
$’000
(Audited)
Recognised amounts
Fully paid ordinary shares
Final – prior year32.549,37225.037,67225.037,672
Interim – current year----26.039,342
32.549,37225.037,67251.077,014
Unrecognised amounts
Final dividend----32.549,372
Interim dividend30.045,57426.039,342--
30.045,57426.039,34232.549,372
The Board approved an interim dividend of 30.0 cents per share on 21 February 2017. The record date for the dividend is 17 March 2017 and the
dividend will be paid on 7 April 2017.
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
19
EBOS Group Limited | Interim Report 2017
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
5. Notes to the Cash Flow Statement
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
Reconciliation of profit for the period with cash flows from operating activities
Profit for the period69,26964,170126,997
Add/(less) non-cash items:
Depreciation of property, plant and equipment6,5196,41612,933
Amortisation of finite life intangibles5,8155,89011,757
(Gain)/loss on sale of property, plant & equipment(2)191274
Income from associates(1,948)(1,852)(3,823)
Expense recognised in respect of share based payments165--
Loss on derivative financial instruments-770770
Deferred tax(1,816)212(4,819)
8,73311,62717,092
Movements in working capital:
Trade and other receivables185,555(65,720)(516,548)
Prepayments(834)1,373(94)
Inventories(17,661)(30,504)(60,241)
Current tax refundable/(payable)(5,341)(3,413)1,218
Trade and other payables(186,056)76,672662,238
Provision for employee benefits(1,215)(4,378)1,880
Foreign currency translation of opening working capital balances(3,316)(14,249)(18,400)
(28,868)(40,219)70,053
Working capital items relating to investing activities6821,7016,706
Working capital items acquired on acquisition(1,953)9,2763,274
Net cash inflow from operating activities47,86346,555224,122
20
6. Segment Information
(a) Products and services from which reportable segments derive their revenues
The Group’s reportable segments under NZ IFRS 8 are as follows:
Healthcare: Incorporates the sale of human healthcare products in a range of sectors, own brands, retail healthcare and wholesale activities.
Animal Care: Incorporates the sale of animal care products in a range of sectors, own brands, retail and wholesale activities.
Corporate: Includes net financing costs and central administration expenses that have not been allocated to the Healthcare or Animal
Care segments.
(b) Segment revenues and results
The following is an analysis of the Group’s revenue and results by reportable segment:
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
Revenue from external customers
Healthcare3,744,0593,169,2766,686,415
Animal Care216,145210,473415,040
3,960,2043,379,7497,101,455
Segment result (EBITDA)
Healthcare106,65999,755195,028
Animal Care21,11519,58742,308
Corporate(7,906)(5,617)(11,861)
119,868113,725225,475
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
21
EBOS Group Limited | Interim Report 2017
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
6. Segment Information (continued)
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
Segment expenses
Healthcare:
Depreciation of property, plant and equipment(5,970)(5,766)(11,691)
Amortisation of finite life intangibles(4,591)(4,683)(9,283)
Income tax expense(28,909)(26,855)(52,607)
(39,470)(37,304)(73,581)
Animal Care:
Depreciation of property, plant and equipment(549)(650)(1,242)
Amortisation of finite life intangibles(1,224)(1,207)(2,474)
Income tax expense(5,317)(4,958)(10,803)
(7,090)(6,815)(14,519)
Corporate:
Net finance costs(8,932)(9,675)(20,070)
Income tax credit4,8934,2399,692
(4,039)(5,436)(10,378)
Profit for the period
Healthcare67,1 8 962,451121,447
Animal Care14,02512,77227,7 8 9
Corporate(11,945)(11,053)(22,239)
69,26964,170126,997
The accounting policies of the reportable segments are consistent with the Group’s accounting policies. Segment result represents profit before
depreciation, amortisation, net finance costs and tax. This is the measure reported to the chief operating decision maker for the purposes of
resource allocation and assessment of segment performance.
(c) Segment assets
The following balance sheet and cash flow items are not allocated to operating segments as they are not reported to the chief operating
decision maker at a segment level:
- Assets
- Liabilities
- Capital expenditure
(d) Revenues from major products and services
The Group’s major products and services are transacted the same as its reportable segments i.e. Healthcare, Animal Care and Corporate.
22
6. Segment Information (continued)
(e) Geographical information
The Group operates in two principal geographical areas; New Zealand (country of domicile) and Australia.
The Group’s revenue from external customers by geographical location (of the reportable segment) and information about its segment assets
(non-current assets excluding financial instruments, investments in associates and deferred tax assets) are detailed below:
Revenue from external customers
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
New Zealand761,251737,2251,468,037
Australia3,198,9532,642,5245,633,418
3,960,2043,379,7497,101,455
Non-current assets
New Zealand286,278286,558286,171
Australia852,585799,415794,181
1,138,8631,085,9731,080,352
(f) Information about major customers
No revenues from transactions with a single customer amount to 10% or more of the Group’s revenues (December 2015: Nil, June 2016: Nil).
7. Bank Facility and Borrowings
The Group fully complies with and operates within the financial covenants under the arrangements with its bankers. At 31 December 2016 the
Group had unutilised term and revolving cash advance facilities of $86.3m (December 2015: $87.7m, June 2016: $85.3m).
The Group also has a trade debtor securitisation facility of which $255.1m was unutilised at 31 December 2016 (December 2015: $182.7m,
June 2016: $337.3m).
As at 31 December 2016 the maturity profile of the Group’s term debt, working capital and securitisation facilities was:
Facility Amount Maturity
Term debt facilities $2.7m Within the next 12 months
Working capital facility $85.0m 1-2 years
Securitisation facility $441.3m 1-2 years
Term debt facilities $92.4m 1-2 years
Term debt facilities $99.9m 2-3 years
Term debt facilities $31.9m 3-4 years
Term debt facilities $51.9m 4+ years
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
23
EBOS Group Limited | Interim Report 2017
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
8. Financial Instruments
The Group enters into foreign currency forward exchange contracts to hedge trading transactions, including anticipated transactions, denominated
in foreign currencies and uses interest rate swaps to manage cash flow interest rate risk.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value.
The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument,
in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. The Group designates certain
derivatives as cashflow hedges of highly probable forecast transactions.
Fair value of derivative financial instruments
Six months
31 Dec 16
$’000
(Unaudited)
Six months
31 Dec 15
$’000
(Unaudited)
Year ended
30 Jun 16
$’000
(Audited)
Other financial assets – derivatives:
Foreign currency forward exchange contracts576468-
576468-
Other financial liabilities – derivatives:
Foreign currency forward exchange contracts(132)(1,103)(1,475)
Interest rate swaps(4,022)(5,535)(7,177)
(4,154)(6,638)(8,652)
The Group has categorised these derivatives, both financial assets and financial liabilities, as Level 2 under the fair value hierarchy contained
within NZ IFRS 13.
The fair value of foreign currency forward exchange contracts is determined using a discounted cashflow valuation. Key inputs include observable
forward exchange rates, at the measurement date, with the resulting value discounted back to present values.
Interest rate swaps are valued using a discounted cashflow valuation. Key inputs for the valuation of interest rate swaps are the estimated future
cash flows based on observable yield curves at the end of the reporting period, discounted at a rate that reflects the credit risk of the various
counterparties.
There have been no changes in valuation techniques used for either foreign currency forward exchange contracts or interest rate swaps during
the current reporting period.
There were no transfers between fair value hierarchy levels during either the current or prior periods.
24
9. Acquisition of Subsidiaries
The following material acquisitions of subsidiaries took place during the period.
On 31 October 2016 the Group acquired the Terry White Group (‘TWG’). EBOS Group transferred its Chemmart business assets, investment in
VIM Health Pty Limited, and cash of $19.1m to the acquiree, in return for a controlling equity interest in TWG (50.000002%). The transaction
also permitted TWG to make a $13.8m payment to the TWG shareholders that were in place immediately preceding the acquisition by EBOS.
Details of the acquisition are as follows:
Assets and liabilities acquired:
Carrying
value
$’000
(Unaudited)
Fair value
adjustment
$’000
(Unaudited)
Fair value
on acquisition
$’000
(Unaudited)
Current assets
Cash and cash equivalents5,442-5,442
Trade and other receivables9,321-9,321
Prepayments1,148-1,148
Inventories7,596(136)
1
7,460
Non-current assets
Property, plant and equipment2,930-2,930
Deferred tax assets1,0781,030
2
2,108
Indefinite life intangibles1,91814,858
3
16,776
Finite life intangibles5,2801,012
3
6,292
Current liabilities
Trade and other payables(11,407)(16,039)
4
(27,446)
Current tax payable(1,632)-(1,632)
Employee benefits(1,914)-(1,914)
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
25
EBOS Group Limited | Interim Report 2017
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
9. Acquisition of Subsidiaries (continued)
Carrying
value
$’000
(Unaudited)
Fair value
adjustment
$’000
(Unaudited)
Fair value
on acquisition
$’000
(Unaudited)
Non-current liabilities
Bank loans(14,542)(299)
5
(14,841)
Trade and other payables(674)(707)
4
(1,381)
Deferred tax liabilities(108)(6,072)
2
(6,180)
Loans to related parties(1,278)-(1,278)
Employee benefits(350)-(350)
Net assets acquired2,808(6,353)(3,545)
Goodwill on acquisition27,559
Less disposal of associate(3,711)
Consideration: Non-controlling interest arising on acquisition20,303
Cash and cash equivalents acquired on acquisition5,442
Net cash inflow from acquisition5,442
1. To recognise the fair value of inventory acquired on acquisition.
2. To recognise the deferred tax impact of fair value adjustments.
3. To recognise the fair value of intangible assets (including brands, finite life and indefinite life assets) acquired on acquisition.
4. To recognise additional liabilities identified on acquisition.
5. To recognise the fair value of borrowings acquired on acquisition.
Due to the timing of the acquisition the above figures have not yet been able to be finalised and are currently considered provisional.
26
9. Acquisition of Subsidiaries (continued)
Goodwill arising on acquisition
Goodwill arose on the acquisition of the business operations of TWG because the cost of acquisition included a control premium paid. In addition,
goodwill resulted from the consideration paid for the benefit of future expected cash flows above the current fair value of the assets acquired and
the expected synergies and future market benefits expected to be obtained. These benefits are not recognised separately from goodwill as the
expected future economic benefits arising cannot be reliably measured and they do not meet the definition of identifiable intangible assets.
TWG was acquired as it is a profitable healthcare business which the Group believes fits strategically with its Australian healthcare business assets.
Impact of the acquisition on the results of the Group for the period ended 31 December 2016
TWG contributed $967,000 to the Group profit for the period. Group revenue for the period includes $23,702,000 in respect of TWG. Had the
TWG acquisition been effective at 1 July 2016, the revenue of the Group from continuing operations would have been $3,990,025,000 and
the profit for the period from continuing operations would have been $70,039,000.
Transaction costs incurred on the acquisition of TWG were $2,389,000 for the period.
10. Events after Balance Date
Subsequent to 31 December 2016, the Board approved an interim dividend to shareholders. For further details please refer to Note 4.
Notes to the condensed consolidated interim financial statements (continued)
For the six months ended 31 December 2016
27
EBOS Group Limited | Interim Report 2017
28
CORPORATE HEAD OFFICE AUSTRALIA HEAD OFFICE
108 Wrights Road Level 7, 737 Bourke Street
PO Box 411 Docklands
Christchurch 8024 Melbourne 3008
New Zealand Australia
Telephone +64 3 338 0999 Telephone +61 3 9918 5555
E-mail: ebos@ebosgroup.com
Internet: www.ebosgroup.com
DIRECTORS
Mark Waller
(Chairman)
Elizabeth Coutts (Independent Director)
Peter Kraus
Stuart McGregor
Sarah Ottrey
(Independent Director)
Peter Williams
SHARE REGISTER
Computershare Investor Services Ltd Computershare Investor Services Pty Ltd
Private Bag 92119 GPO Box 3329
Auckland 1142 Melbourne, Victoria 3001
New Zealand Australia
Telephone: +64 9 488 8777 Telephone: 1800 501 366
MANAGING YOUR SHAREHOLDING ONLINE:
To change your address, update your payment
instructions and to view your investment portfolio
including transactions, please visit:
www.investorcentre.com/nz
Directory
General enquiries can be directed to:
• enquiry@computershare.co.nz
• Private Bag 92119, Auckland 1142, New Zealand or
GPO Box 3329, Melbourne, Victoria 3001, Australia
• Telephone (NZ) +64 9 488 8777 or (Aust) 1800 501 366
• Facsimile (NZ) +64 9 488 8787 or (Aust) +61 3 9473 2500
Please assist our registrar by quoting your CSN or shareholder number.
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.