Freightways Group Limited logo

FRE – Half Year Report for the 6 months ended 31 Dec 2016

Half Year Results27 March 2017FRWIndustrials

DECEMBER 2016
HALF YEAR REPORT

DX Mail
www.dxmail.co.nz

Dataprint

www.dataprint.co.nz

Security Express

www.securityexpress.co.nz

Pass The Parcel

www.passtheparcel.co.nz

Stuck

www.stuck.co.nz

Post Haste Couriers

www.posthaste.co.nz

New Zealand Couriers

www.nzcouriers.co.nz

Air Freight NZFreightways Information ServicesFieldair Engineering

www.fieldair.co.nz

Parceline Express

Databank

www.timg.com

Shred-X

www.shred-x.com.au

Filesaver

www.filesaver.com.au

LitSupport

www.litsupport.com.au

SUB60

www.sub60.co.nz

Kiwi Express Couriers

www.kiwiexpress.co.nz

Security Express

www.securityexpress.co.nz

Data Security Services

www.timg.co.nz

The Information Management Group

www.timg.co.nz

Document Destruction Service

www.timg.co.nz

Archive Security

www.timg.co.nz

Castle Parcels

www.castleparcels.co.nz

Now Couriers

www.nowcouriers.co.nz

DIRECTORY

For inquiries in relation to Freightways’ services and products contact the offices listed below or refer to

Freightways’ website at www.freightways.co.nz.

Messenger Services LimitedNew Zealand Document Exchange Limited

32 Botha Road20 Fairfax Avenue

PenrosePenrose

DX EX10911DX CR59901

AUCKLAND AUCKLAND

Telephone: 09 526 3680 Telephone: 09 526 3150

www.sub60.co.nz www.dxmail.co.nz

www.kiwiexpress.co.nzwww.dataprint.co.nz

www.stuck.co.nz

www.securityexpress.co.nz

The Information Management Group (NZ) Limited

33 Botha Road

New Zealand Couriers LimitedPenrose

32 Botha RoadDX EX10975

PenroseAUCKLAND

DX CX10119Telephone: 09 580 4360

AUCKLANDwww.timg.co.nz

Telephone: 09 571 9600

www.nzcouriers.co.nzFieldair Holdings Limited

Palmerston North International Airport

Post Haste LimitedPalmerston North

32 Botha RoadDX PX10029

PenrosePALMERSTON NORTH

DX EX10978Telephone: 06 357 1149

AUCKLANDwww.fieldair.co.nz

Telephone: 09 579 5650

www.posthaste.co.nzNOW Couriers Limited

www.passtheparcel.co.nz161 Station Road

Penrose

Castle Parcels LimitedAUCKLAND

163 Station Road Telephone: 09 526 9170

Penrosewww.nowcouriers.co.nz

DX CX10245

AUCKLANDThe Information Management Group Pty Limited

Telephone: 09 525 5999

PO Box 21

www.castleparcels.co.nz

Enfield

New South Wales 2136

Shred-X Pty Limited

AUSTRALIA

PO Box 1184Telephone: +61 2 9882 0600

Oxenfordwww.timg.com

Queensland 4215www.filesaver.com.au

AUSTRALIAwww.litsupport.com.au

Telephone: +61 1 300 747 339

www.shred-x.com.au

Freightways Limited
and its subsidiaries

1

Freightways Limited

and its subsidiaries

1

HALF YEAR REVIEW FROM THE CHAIRMAN AND MANAGING DIRECTOR

The Directors are pleased to present the consolidated financial result of Freightways Limited (Freightways)

for the half year ended 31 December 2016. This report discusses the result, reviews the operations of each

division and provides an outlook for the financial year ending 30 June 2017.

Highlights include the strength of the underlying volume growth and margin in the express package &

business mail division, progress to timetable and budget of establishing major purpose-built facilities in

Sydney and Christchurch and the related relocation projects, the execution of robust contingency plans that

ensured minimal service disruption following the significant impact of the North Canterbury earthquake and

the performance of our information management businesses, other than TIMG Australia, which was primarily

affected by a poor result at LitSupport.

Operating performance

The below table presents the reported half year result compared to the prior comparative period (pcp), both

before and after the inclusion of non-recurring items:

Dividend

The Directors have declared an interim dividend of 13 cents per share, fully imputed at a tax rate of 28%, being

a 2% increase above the pcp dividend of 12.75 cents per share. This represents a payout of approximately

$20.1 million compared with $19.7 million for the pcp dividend. The dividend will be paid on 3 April 2017. The

record date for determination of entitlements to the dividend is 17 March 2017.

The Dividend Reinvestment Plan (DRP) will not be offered in relation to this dividend. As a capital management

tool, the application of the DRP will be reviewed for each future dividend.

Non-

Dec-16 Recurring Underlying Trading Result

$M Note Result Items Dec-16 Dec-15 Increase

Revenue 272.8 - 272.8 254.9 7.0%

EBITDA (i) 55.8 4.0 51.8 51.2 1.2%

EBITA (ii) 50.1 4.0 46.1 45.0 2.4%

NPATA (iii) 34.8 4.5 30.3 28.7 5.6%

NPAT (iv) 34.0 4.5 29.5 27.7 6.2%

EPS (cents) 21.9 2.9 19.0 17.9 6.1%

Notes:

(i) Operating profit before interest, tax, depreciation and amortisation.

(ii) Operating profit before interest, tax and amortisation.

(iii) Net profit after tax (NPAT), before amortisation.

(iv) Profit for the half year attributable to shareholders.

The results discussed throughout this commentary exclude the impact of the following non-recurring items that

the Directors believe should not be included when assessing the underlying half year trading results:

• A non-recurring benefit before tax of $5.6 million relating to previously accrued final acquisition payments

that are no longer expected to be required. The interim dividend was calculated excluding this non-cash

benefit.

• A non-recurring cost before tax of $1.6 million relating to the relocation of the TIMG business in Sydney.

2
Freightways Limited

and its subsidiaries

HALF YEAR REVIEW FROM THE CHAIRMAN AND MANAGING DIRECTOR

REVIEW OF OPERATIONS

Divisional results for the half year ended 31 December 2016 are provided below for the express package &

business mail division and the information management division.

Express Package & Business Mail

Operating revenue of $202.5 million was 8% higher than the pcp. EBITA of $34.8 million was 7% higher than

the pcp.

The express package & business mail division operates a multi-brand strategy in the domestic market through

New Zealand Couriers, Post Haste, Castle Parcels, NOW Couriers, SUB60, Security Express, Kiwi Express,

Stuck, Pass The Parcel, DX Mail and Dataprint.

Volume and revenue growth throughout the half year was strong, particularly so in the peak December month.

Increased activity amongst existing customers and the winning of new customers contributed to this growth.

Disruption surcharges were introduced during December to offset increased linehaul and delivery costs

following November’s North Canterbury earthquake. Overall, costs have been well contained and the higher

operating costs involved with the transition to a new aircraft operating model reduced through the second

quarter. Key matters:

• The transition to Boeing 737-400 aircraft is progressing well. The four superseded freighter aircraft owned

by Freightways have all been sold for their combined book value of $1 million. Three of the aircraft were

sold subsequent to the end of the half year. The Boeing 737-400 aircraft provided important capacity during

the peak volume period leading into Christmas.

• The new airside facility currently being constructed at Christchurch airport is on schedule. This facility

will be automated with physical conveyor equipment, which is currently being assembled on site, and IT

developed collaboratively by Freightways’ IT team and the European-based suppliers. Overall this project is

running to budget expectations.

• Increased resourcing of the IT team has enabled the progression of a number of key projects in support of

Freightways’ strategic intent to be a technology leader in the markets it operates in.

• The North Canterbury earthquake had a significant impact on the division’s inter-island and intra-South

Island linehaul services. Providing a consistent nationwide overnight and two-day delivery service relies

on the network operating to a strict timetable. An issue at one point in the linehaul system has a ripple

effect throughout the entire network and if not addressed, will severely affect customers who are reliant

on the performance of this service. Immediately following the earthquake, the businesses developed a

contingency plan to address the loss of State Highway One in the upper South Island and the initially

disrupted inter-islander ferries to ensure the least possible impact on customers. This plan required the

deployment of several additional linehaul trucks, drivers and depot handling staff at key sortation hubs

throughout the country. The teamwork and passion displayed by Freightways’ people to provide the best

possible service in working through this significant challenge was and remains outstanding. Likewise, the

support of customers during this period is acknowledged and appreciated.

Freightways’ business mail operator, DX Mail, further expanded its postie network and now businesses in most

urban locations throughout New Zealand are able to choose DX Mail for overnight and 5-day per week delivery

of their standard-priced letters. Despite the decline of the overall physical letter market, the demand for DX

Mail’s suite of services is increasing. Dataprint, which provides physical and digital transactional mailhouse

services, increased market share in all of its service lines, both physical and digital.

Information Management

Operating revenue of $71.1 million was 3% higher than the pcp. EBITA of $13.4 million was 6% lower than

the pcp.

The information management division operates under the brands of The Information Management Group

(TIMG) and Shred-X.

Freightways Limited
and its subsidiaries

3

Freightways Limited

and its subsidiaries

3

Strong results from Shred-X and TIMG New Zealand were primarily offset by poor performance from TIMG

Australia’s LitSupport business, which led to some restructuring and related costs. Key matters:

• LitSupport has performed at the bottom end of the range of expectations set at the time of acquiring the

business. While forecast revenue growth has been achieved, forecast EBITDA growth has not occurred.

This outcome was anticipated as a possibility at that time and hence the payment for this business was

structured to reduce Freightways’ financial risk should this occur. As previously announced, the vendors of

LitSupport refunded A$5 million of the initial A$17.1 million purchase price in March 2016. Based on the

forecast for the current year, the effective multiple of EBITDA applicable to the reduced purchase price

remains at approximately the same level as originally expected. This has, however, meant that an earn-out

payment of $5.3 million previously accrued is not now anticipated to be paid to the vendors and accordingly

it has been written back to the income statement as a non-cash, non-recurring benefit. Recent restructuring

of LitSupport and the winning of a number of new contracts is expected to assist in improving LitSupport’s

performance over time.

• During the prior year, it was announced that Freightways would invest in the relocation of three Sydney-

based information management facilities into a single purpose-built facility. The cost of this relocation

has at this stage been $1.6 million of the $2.5 million budget for this project and overall is tracking to

budget expectations and timetable. Operating from a single site will deliver operating efficiencies that will

contribute to a positive return on this investment from the completion of this project in June this year.

• Demand for the digital services offered by TIMG and the e-destruction services offered by Shred-X continues

to gain momentum. It is expected that these new revenue streams will become an increasingly important

part of the overall information management division’s revenue and earnings in the near to medium term.

• The severity of the North Canterbury earthquake had repercussions for the division’s document storage

facilities in Wellington. While the racking did its job and withstood the impact of the earthquake, its

structural integrity was compromised, particularly in the major site located in Porirua. This has resulted

in the likelihood of having to repair or replace most, if not all, of the Porirua racking and will involve

repositioning boxes while repairs are made or replacement racking is installed. Freightways carries

comprehensive insurance for events such as this. The related deductible has been expensed as a corporate

cost. Thanks to the strong service culture within the TIMG business, the quick actions of its people and the

support of key suppliers, the service disruption to TIMG’s customers has been minimal. Again the support

of customers during this period is acknowledged and appreciated.

Internal service providers

Fieldair Holdings, through its subsidiary of Air Freight NZ, operates a joint venture company that leases and

operates the Boeing 737-400 aircraft fleet that provides Freightways’ overnight airfreight linehaul service.

Fieldair also provides specialist engineering and contracting services to the general aviation market. Parceline

Express provides Freightways’ road linehaul service. As volumes have grown, the services provided by these

businesses have adapted to ensure the provision of quality sustainable capacity.

Freightways Information Services provides IT development and support to the express package & business mail

division. This team is responsible for providing the front line businesses with robust and secure information

management systems and supporting their technology-related strategic objectives.

Corporate

Corporate costs have increased compared to the pcp, primarily due to expensing the insurance deductibles

related to earthquake insurance claims.

Net debt levels are unchanged from the pcp at $159 million. A finance facility has also been established with

a US-based lender on the same terms as those that are in place with Freightways’ existing banking syndicate.

Capital expenditure during the half year of $10 million, including the investment made in the new Christchurch

and Sydney premises, has been funded from operating cash flows.

HALF YEAR REVIEW FROM THE CHAIRMAN AND MANAGING DIRECTOR

4
Freightways Limited

and its subsidiaries

HALF YEAR REVIEW FROM THE CHAIRMAN AND MANAGING DIRECTOR

OUTLOOK

Volumes and activity evidenced in this first half result support Freightways’ expectations of again improving

its overall year-on-year performance. The markets in which Freightways operates in both New Zealand and

Australia remain positive and the company is experiencing increasing demand for the services it provides.

As had been stated in the prior annual result announcement and as is evident in this half year announcement,

results from the express package & business mail division will be partly offset by the investment being made

in increased capacity in the information management division to accommodate current and future expected

growth and poor performance of LitSupport in this half year. Expectations are for improved performance from

LitSupport in the second half of the financial year.

The next six months will see the completion of the major projects that are underway to relocate the businesses

in Sydney and Christchurch, with the full benefits relating to these projects on target to be realised in the 2018

financial year.

Capital expenditure for the full year is expected to be approximately $24 million. Overall cash flows are

expected to remain strong for the remainder of the 2017 financial year.

Strategic growth opportunities, including acquisitions and alliances that complement existing capabilities, will

be executed where they make commercial sense.

CONCLUSION

The strength of the Freightways business models, the expertise of its people and the positive features of the

markets it operates in are once again evident in this half year result.

The Directors acknowledge the outstanding work and ongoing dedication of the Freightways team of people

throughout New Zealand and Australia.

Susan Sheldon

Dean Bracewell

Chairman Managing Director

20 February 2017

Freightways Limited
and its subsidiaries

5

Freightways Limited

and its subsidiaries

5

FINANCIAL SUMMARY (UNAUDITED)


600

500

400

300

200

100

-

$M

Year Ended 30 June

FREIGHTWAYS OPERATING REVENUE

FREIGHTWAYS EBITA*

1st half 2nd half


100

90

80

70

60

50

40

30

20

10


-

$M

* This EBITA graph represents the operating results of the company, exclusive of any non-recurring items.

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

Year Ended 30 June

6
Freightways Limited

and its subsidiaries

PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 (9) 355 8000, F: +64 (9) 355 8001, www.pwc.com/nz

INDEPENDENT REVIEW REPORT

To the shareholders of Freightways Limited

Report on the Half Year Financial Statements

We have reviewed the accompanying Group financial statements of Freightways Limited (“the Company”) on

pages 7 to 19, which comprise the condensed balance sheet as at 31 December 2016, and the condensed

income statement, the condensed statement of comprehensive income, the condensed statement of changes

in equity and the condensed statement of cash flows for the period ended on that date, and a summary of

significant accounting policies and selected explanatory notes.

Directors’ Responsibility for the Financial Statements

The Directors are responsible on behalf of the Company for the preparation and presentation of these financial

statements in accordance with New Zealand Equivalent to International Accounting Standard 34 Interim

Financial Reporting (NZ IAS 34) and for such internal controls as the Directors determine are necessary to

enable the preparation of financial statements that are free from material misstatement, whether due to fraud

or error.

Our Responsibility

Our responsibility is to express a conclusion on the accompanying financial statements based on our review.

We conducted our review in accordance with the New Zealand Standard on Review Engagements 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

financial statements, taken as a whole, are not prepared in all material respects, in accordance with NZ IAS

34. As the auditors of the Group, NZ SRE 2410 requires that we comply with the ethical requirements relevant

to the audit of the annual financial statements.

A review of financial statements in accordance with NZ SRE 2410 is a limited assurance engagement. The

auditors perform procedures, primarily consisting of making enquiries, primarily of persons responsible for

financial and accounting matters, and applying analytical and other review procedures. The procedures

performed in a review are substantially less than those performed in an audit conducted in accordance with

International Standards on Auditing (New Zealand) and International Standards on Auditing. Accordingly we

do not express an audit opinion on these financial statements.

We are independent of the Group. Our firm carries out other services for the Group in the area of Executive

Remuneration Benchmarking and other related assurance services. The provision of these other services has

not impaired our independence.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that these financial

statements of the Group are not prepared, in all material respects, in accordance with NZ IAS 34.

Restriction on Use of Our Report

This report is made solely to the Company's shareholders as a body. Our review work has been undertaken so

that we might state to the Company’s shareholders those matters which we are required to state to them in

our 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 shareholders, as a body, for our review procedures, for this report, or

for the conclusion we have formed.

For and on behalf of:

Leo Foliaki

Chartered Accountants, Auckland

20 February 2017

Freightways Limited
and its subsidiaries

7

6 mths ended6 mths endedVariance

Note31 Dec 201631 Dec 2015%

$000$000

Operating revenue

4272,782254,8987%

Transport and logistics expenses(107,862)(97,104)11%

Employee benefits expenses

(75,157)(70,140)7%

Occupancy expenses(12,082)(11,708)3%

General and administrative expenses(25,920)(24,759)5%

Non-recurring items34,031- -

Operating profit before interest, income tax, depreciation

and software amortisation and amortisation of intangibles

55,79251,1879%

Depreciation and software amortisation

(5,690)(6,188)(8%)

Operating profit before interest, income tax and

amortisation of intangibles

50,10244,99911%

Amortisation of intangibles(806)(963) (16%)

Operating profit before interest and income tax

449,29644,03612%

Net interest and finance costs(4,711)(5,741)(18%)

Profit before income tax

44,58538,29516%

Income tax(10,598)(10,547) -

Profit for the period attributable to shareholders

33,98727,74822%


Earnings per share for the period*:

Basic earnings per share (cents)21.917.9

Diluted earnings per share (cents)21.917.9

*

Basic and diluted earnings per share calculated on the profit for the period attributable to shareholders,

excluding non-recurring items, net of tax, are both 19.0 cents (2015: nil non-recurring items).

NB: All revenue and earnings are from continuing operations.

The above Income Statement should be read in conjunction with the accompanying notes.

CONSOLIDATED INCOME STATEMENT

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

8
Freightways Limited

and its subsidiaries

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

6 mths ended 6 mths ended

31 Dec 2016 31 Dec 2015

Note $000 $000

Equity at the beginning of the period 214,856 207,804

Adjustments for acquisition accounting - 583

Restated equity at the beginning of the period 214,856 208,387

Profit for the period 33,987 27,748

Exchange differences on translation of foreign operations (1,008) (2,011)

Cash flow hedges taken directly to equity, net of tax 3,320 272

Total comprehensive income for the period 36,299 26,009

Dividends paid (22,466) (19,345)

Issue of ordinary shares, net of costs 452 878

Equity at the end of the period 6 229,141 215,929

The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.

6 mths ended 6 mths ended

31 Dec 2016 31 Dec 2015

$000 $000

Profit for the period 33,987 27,748


Other comprehensive income

Items that may be reclassified subsequently to profit or loss:

Exchange differences on translation of foreign operations (1,008) (2,011)

Cash flow hedges taken directly to equity, net of tax 3,320 272

Total other comprehensive income after income tax 2,312 (1,739)

Total comprehensive income for the period attributable

to the shareholders

36,299 26,009

The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

Freightways Limited
and its subsidiaries

9

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2016 (UNAUDITED)

As at As at As at

31 Dec 2016 31 Dec 2015 30 Jun 2016

Note $000 $000 $000

ASSETS

Current assets

Cash and cash equivalents 10,690 12,378 7,065

Trade and other receivables 77,483 73,062 68,865

Income tax receivable 222 - -

Inventories 6,190 6,432 5,248

94,585 91,872 81,178

Assets held for sale 750 5,797 1,000

Total current assets 95,335 97,669 82,178

Non-current assets

Trade and other receivables 1,950 421 190

Property, plant and equipment 5 91,946 84,851 88,621

Intangible assets 312,493 309,091 307,843

Total non-current assets 406,389 394,363 396,654

Total assets 501,724 492,032 478,832

LIABILITIES

Current liabilities


Trade and other payables 64,460 57,954 54,679

Finance lease liabilities 70 9 79

Income tax payable 1,690 4,411 6,145

Provisions 1,101 1,563 1,115

Derivative financial instruments 871 72 779

Unearned income 16,044 16,308 16,391

Total current liabilities 84,236 80,317 79,188

Non-current liabilities

Trade and other payables 3,034 6,019 6,368

Borrowings (secured) 7 169,196 170,976 158,801

Deferred tax liability 5,239 7,182 4,430

Provisions 3,323 2,832 3,035

Finance lease liabilities - - 32

Derivative financial instruments 7,555 8,777 12,122

Total non-current liabilities 188,347 195,786 184,788

Total liabilities 272,583 276,103 263,976

NET ASSETS 229,141 215,929 214,856

EQUITY

Contributed equity 6 124,304 123,736 123,852

Retained earnings 117,345 103,531 105,824

Cash flow hedge reserve (6,097) (6,509) (9,417)

Foreign currency translation reserve (6,411) (4,829) (5,403)

TOTAL EQUITY 6 229,141 215,929 214,856

The above Balance Sheet should be read in conjunction with the accompanying notes.

10
Freightways Limited

and its subsidiaries

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

6 mths ended 6 mths ended

31 Dec 2016 31 Dec 2015

$000 $000

INFLOWS INFLOWS

Note (OUTFLOWS) (OUTFLOWS)

Cash flows from operating activities

Receipts from customers 264,165 258,554

Payments to suppliers and employees (214,918) (208,114)

Cash generated from operations 49,247 50,440

Interest received 43 63

Interest and other costs of finance paid (4,957) (5,168)

Income taxes paid (15,829) (13,048)

Net cash inflows from operating activities 8 28,504 32,287

Cash flows from investing activities

Payments for property, plant & equipment (8,098) (6,764)

Payments for software (1,865) (881)

Proceeds from disposal of property, plant & equipment 23 20

Payments for businesses acquired (net of cash acquired) (1,991) (5,805)

Payments to associate (1,667) -

Payments for other investing activities (231) (521)

Net cash outflows from investing activities (13,829) (13,951)

Cash flows from financing activities

Dividends paid (22,466) (19,345)

Increase (decrease) in bank borrowings 11,143 (645)

Proceeds from issue of ordinary shares 338 296

Finance lease liabilities repaid (38) (38)

Net cash outflows from financing activities (11,023) (19,732)

Net increase (decrease) in cash and cash equivalents 3,652 (1,396)

Cash and cash equivalents at the beginning of the period 7,065 13,946

Exchange rate adjustments (27) (172)

Cash and cash equivalents at the end of the period 10,690 12,378

The above Statement of Cash Flows should be read in conjunction with the accompanying notes.

Freightways Limited
and its subsidiaries

11

1. BASIS OF PREPARATION

The interim financial statements are those of Freightways Limited (the ‘Company’) and its subsidiary companies

(together with the Company, referred to as the ‘Group’). The Company is registered under the Companies Act

1993 and is an FMC Reporting Entity under Part 7 of the Financial Markets Conduct Act 2013. The financial

statements of the Group have been prepared in accordance with the requirements of the Financial Markets

Conduct Act 2013 and the NZX Main Board Listing Rules.

The financial statements are stated in New Zealand dollars and rounded to the nearest thousand, unless

otherwise indicated.

The consolidated financial statements of the Group have been prepared in accordance with Generally Accepted

Accounting Practice in New Zealand (NZ GAAP). They comply with NZ IAS 34 Interim Financial Reporting and

IAS 34 Interim Financial Reporting and consequently, do not include all the information required for full

financial statements. These condensed Group interim financial statements should be read in conjunction with

the annual report for the year ended 30 June 2016.

The Group is designated as a for-profit entity for the purposes of complying with NZ GAAP.

2. ACCOUNTING POLICIES

The accounting policies and methods of computation are consistent with those used in the most recent annual

report.

3. NON-RECURRING ITEMS

Non-recurring items for the period ended 31 December 2016 relate to:

• A non-recurring benefit before tax of $5.6 million ($5.6 million after tax) relating to the reversal of

previously-accrued earn-out payments that are no longer expected to be paid.

• A non-recurring cost before tax of $1.6 million ($1.1 million after tax) relating to the relocation of the TIMG

business in Sydney.

There were no non-recurring items for the period ended 31 December 2015.

4.

SEGMENT REPORTING

(a) Description of segments

The Group is organised into the following reportable operating segments which categorise the business into

its primary markets and reflect the structure and internal reporting used by the Managing Director, as the

chief operating decision maker, and the Board to assist strategic decision-making and allocation of resources:

Express package & business mail

Comprises network courier, point-to-point courier and postal services.

Information management

Comprises secure paper-based and electronic business information management services.

Corporate & other

Comprises corporate, financing and property management services.

The Group has no individual customer that represents more than 2% of external sales revenue.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

12
Freightways Limited

and its subsidiaries

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

(b) Segment analysis

EXPRESS

PACKAGE &

BUSINESS MAIL

INFORMATION

MANAGEMENT

CORPORATE

& OTHER

INTER-

SEGMENT

ELIMINATION

CONSOLIDATED

OPERATIONS

$000$000$000$000 $000

Half year ended 31 December 2016

Sales to external customers

201,66871,114--272,782

Inter-segment sales829192,255(3,103)-

Total revenue

202,49771,1332,255(3,103)272,782

Operating profit (loss) before non-

recurring items, interest, income tax,

depreciation and software amortisation

and amortisation of intangibles37,25215,824(1,315)-51,761

Non-recurring items

-4,031-- 4,031

Operating profit (loss) before interest,

income tax, depreciation and software

amortisation and amortisation of

intangibles37,25219,855(1,315)-55,792

Depreciation and software amortisation

(2,467)(2,458)(765)-(5,690)

Operating profit (loss) before interest,

income tax and amortisation of

intangibles34,78517,397(2,080)-50,102

Amortisation of intangibles, excluding

software amortisation

(25)(781)--(806)

Operating profit (loss) before interest

and income tax

34,76016,616(2,080)-49,296

Net interest and finance costs

(4)(62)(4,645)-(4,711)

Profit (loss) before income tax

34,75616,554(6,725)-44,585

Income tax

(9,803)(3,214)2,419-(10,598)

Profit (loss) for the period attributable

to the shareholders24,95313,340(4,306)-33,987

Freightways Limited
and its subsidiaries

13

(b) Segment analysis (continued)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

EXPRESS

PACKAGE &

BUSINESS MAIL

INFORMATION

MANAGEMENT

CORPORATE

& OTHER

INTER-

SEGMENT

ELIMINATION

CONSOLIDATED

OPERATIONS

$000$000$000$000 $000

Half year ended 31 December 2015

Sales to external customers

185,78569,113--254,898

Inter-segment sales998-2,253(3,251)-

Total revenue

186,78369,1132,253(3,251)254,898

Operating profit (loss) before interest,

income tax, depreciation and software

amortisation and amortisation of

intangibles35,43916,532(784)-51,187

Depreciation and software amortisation

(3,052)(2,371)(765)-(6,188)

Operating profit (loss) before interest,

income tax and amortisation of

intangibles32,38714,161(1,549)-44,999

Amortisation of intangibles, excluding

software amortisation(25)(938)--(963)

Operating profit (loss) before interest

and income tax32,36213,223(1,549)-44,036

Net interest and finance costs

(2)(454)(5,285)-(5,741)

Profit (loss) before income tax

32,36012,769(6,834)-38,295

Income tax

(9,122)(3,956)2,531-(10,547)

Profit (loss) for the period attributable to

the shareholders23,2388,813(4,303)-27,748

14
Freightways Limited

and its subsidiaries

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

CONTRIBUTED

EQUITY

$000

RETAINED

EARNINGS

$000

CASH FLOW

HEDGE

RESERVE

$000

FOREIGN

CURRENCY

TRANSLATION

RESERVE

$000

TOTAL

EQUITY

$000

Balance at 1 July 2016

123,852105,824(9,417)(5,403)214,856

Profit for the period-33,987--33,987

Dividend payment-(22,466)--(22,466)

Shares issued, net of costs452---452

Cash flow hedges taken directly to equity,

net of tax--3,320-3,320

Exchange differences on translation

of foreign operations---(1,008)(1,008)

Balance at 31 December 2016

124,304117,345(6,097)(6,411)229,141

Balance at 1 July 2015

122,85894,571(6,781)(2,844)207,804

Adjustment for acquisition accounting

-557-26583

Restated balance at 1 July 2015

122,85895,128(6,781)(2,818)208,387

Profit for the period

-27,748--27,748

Dividend payment

-(19,345)--(19,345)

Shares issued, net of costs

878---878

Cash flow hedges taken directly to equity,

net of tax

--272-272

Exchange differences on translation

of foreign operations---(2,011)(2,011)

Balance at 31 December 2015

123,736103,531(6,509)(4,829)215,929

5. PROPERTY, PLANT & EQUIPMENT

Included in property, plant & equipment is archive box storage racking installed in the Group’s Porirua

storage facility with a net book value as at 31 December 2016 of $2.1 million. This racking was impacted by

the North Canterbury earthquake in November 2016 and its structural integrity may have been compromised.

While the racking is still standing and serving its intended purpose, it is expected that some, if not all, of

this racking will need to be repaired or replaced. As at 31 December 2016, it is too early to accurately assess

the extent of damage and what proportion of the racking will require attention. The full cost of any remedial

action needed will be covered by insurance. The applicable insurance deductible has been expensed to the

income statement.

6. EQUITY

Freightways Limited
and its subsidiaries

15

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

Contributed equity

Fully paid ordin

ary shares

As at 31 December 2016, there were 154,938,225 fully paid ordinary shares on issue (2015: 154,760,691). All

fully paid ordinary shares have equal voting rights and share equally in dividends and surplus on winding up.

Partly-paid ordinary shares

On 12 September 2016, 103,682 partly-paid shares were issued to certain senior executives under the rules of

the Freightways Senior Executive Performance Share Plan (2015: 121,691). The issue price per share was $6.82

(2015: $5.39) and the shares have been paid-up by the relevant participants to one cent per share. The balance

of the issue price per share may only be paid-up upon the participants meeting agreed performance hurdles

and upon the expiry of the applicable three-year escrow period in accordance with the Plan rules. During the

period, 17,863 partly-paid shares were redeemed and cancelled (2015: 63). As at 31 December 2016, there

were 342,006 partly-paid ordinary shares on issue (2015: 383,721). Partly-paid ordinary shares have no voting

rights and no rights to dividends and surplus on winding up.

Partly-paid ordinary shares, fully paid up to ordinary shares

On 12 September 2016, 127,534 partly-paid shares were fully paid-up by certain Freightways senior executives

upon the achievement of agreed performance targets in accordance with the terms of the original issue of the

relevant partly-paid shares under the Freightways Senior Executive Performance Share Plan (2015: 147,769).

The average issue price per share was $4.17 (2015: $3.92).

Employee share plan

On 13 September 2016, the Company issued 50,000 fully paid ordinary shares at $6.13 each to Freightways

Trustee Company Limited, as Trustee for the Freightways Employee Share Plan (2015: 90,000 fully paid ordinary

shares at $4.86 each). In total, participating employees were provided with interest-free loans of $0.3 million

to fund their purchase of the shares in the Share Plan (2015: $0.4 million). The loans are repayable over three

years and repayment commenced in October 2016.

7. BORROWINGS (SECURED)

In December 2016, a US$125 million uncommitted finance facility was established with a US-based lender on

the same terms as those that are in place with the existing banking syndicate. Of this facility, the US dollar

equivalent of NZ$10 million and A$10 million has been drawn as at 31 December 2016.

As at 31 December 2016, the Group’s debt facilities with its banking syndicate comprised NZ$100 million and

A$87 million (2015: NZ$110 million and A$97 million), of which NZ$72 million and A$74 million (2015: NZ$77

million and A$88 million) had been drawn, respectively. The Group also had an undrawn bank overdraft facility

of NZ$8 million available (2015: NZ$8 million).

The Group was in compliance with all its banking covenants throughout this financial period.

16
Freightways Limited

and its subsidiaries

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

8. RECONCILIATION OF PROFIT FOR THE PERIOD WITH CASH FLOWS FROM OPERATING

ACTIVITIES

6 mths ended 6 mths ended

31 Dec 2016 31 Dec 2015

$000 $000

Profit for the period 33,987 27,748

Add non-cash items:

Depreciation and amortisation 6,496 7,151

Movement in provision for doubtful debts 89 50

Movement in deferred income tax 885 (114)

Net loss on disposal of fixed assets 1 24

Net foreign exchange loss (gain) 4 (11)

Movement in derivative fair value 137 61

Items not included in profit for the period:

Cash flow hedges taken directly to equity (3,320) (272)

Movement in working capital, net of effects of acquisitions of

businesses:


(Increase) decrease in trade and other receivables (8,501) (2,619)

(Increase) decrease in inventories (942) (608)

Increase (decrease) in trade and other payables 4,345 2,738

Increase (decrease) in income taxes payable (4,677) (1,861)


Net cash inflows from operating activities 28,504 32,287

9. TRANSACTIONS WITH RELATED PARTIES

Trading with related parties: The Group has not entered into any material external related party transactions

which require disclosure.

Payments to associate: During the period, the Group paid $1.7 million in security deposits to Parcelair

Limited, the joint venture company that provides the airfreight linehaul to the express package businesses.

Parcelair Limited is half-owned by the Group.

Key management compensation: Compensation paid during the period (or payable as at 31 December

2016 in respect of the half year) to key management, which includes senior executives of the Group and non-

executive independent directors, is as follows:

2016 2015

$000 $000

Short-term employee benefits 2,854 3,242

Long-term employee benefits - -

Post-employment benefits - -

Termination benefits - -

Share-based payments 375 315

Freightways Limited
and its subsidiaries

17

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

10. FINANCIAL RISK MANAGEMENT

The Group has a treasury policy which is used to assist in managing foreign exchange and interest rate risks.

The interim financial statements do not include all financial risk management information and disclosures and

should be read in conjunction with the Group’s annual financial statements as at 30 June 2016 contained in

its Annual Report, which can be obtained from the Company’s registered office or www.freightways.co.nz.

There have been no significant changes in the Group’s risk management objectives and policies since 30 June

2016.

In the period to 31 December 2016 there were no significant changes in the business or economic circumstances

that affect the fair value of the Group’s financial assets and financial liabilities.

Fair values and valuation techniques

The Group uses various methods in estimating the fair value of financial instruments. The methods comprise:

Level 1 – Quoted prices (adjusted) in active markets for identical assets or liabilities at the reporting date. A

market is regarded as active if quoted prices are readily and regularly available from an exchange,

dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual

and regularly occurring market transactions on an arm’s length basis.

Level 2 – Inputs that are observable for the asset or liability, either directly (i.e., as prices; other than

quoted prices referred to in Level 1 above) or indirectly (i.e., derived from prices). The fair value

of financial instruments that are not traded in an active market (for example, over-the-counter

derivatives) is determined by using valuation techniques. These valuation techniques maximise the

use of observable market data where it is available and rely as little as possible on entity specific

estimates. If all significant inputs required to fair value an instrument are observable, the fair value

of an instrument is included in Level 2.

Level 3 – Inputs for the asset or liability that are not based on observable market data (i.e., unobservable

inputs). In these cases, the fair value of an instrument would be included in Level 3.

Specific valuation techniques used to value financial instruments include:

• in respect of interest rate swaps, the fair value is calculated as the present value of the estimated future

cash flows based on observable yield curves;

• in respect of forward foreign exchange contracts, the fair value is calculated using forward exchange rates

at the balance sheet date, with the resulting value discounted back to present value; and

• discounted cash flow analysis for other financial instruments.

Specific valuation techniques used to value contingent consideration in a business combination and estimated

purchase price adjustments include:

• fair value is calculated as the present value of the estimated future cash flows based on management’s

assessment of future performance; and

• management’s knowledge of the business and the industry it operates in.

Specific valuation techniques used to value aircraft held for sale include among other factors, market demand

and pricing of similar aircraft.

The Group’s derivative financial instruments and aircraft held for sale are all Level 2 financial instruments.

Contingent consideration in a business combination and estimated purchase price adjustments are all Level

3 financial instruments. There have been no transfers between levels of the fair value hierarchy used in

measuring the fair value of financial instruments in the period to 31 December 2016.

There have been no reclassifications of financial assets and finance liabilities since 30 June 2016.

18
Freightways Limited

and its subsidiaries

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

10. FINANCIAL RISK MANAGEMENT (continued)

The carrying value of the following financial assets and liabilities approximate their fair value:

• cash and cash equivalents

• trade and other receivables

• trade and other payables

• bank borrowings

11. BUSINESS COMBINATIONS

On 1 July 2016, the Group acquired the business and assets of LexData Management Pty Limited (LexData),

an Australian-based information management business, for initial payments in aggregate of approximately

$2.9 million (A$2.8 million) and a future maximum earn-out of $3.6 million (A$3.5 million). LexData has been

integrated into the Group’s information management division.

The contribution of LexData to the Group results for the half year ended 31 December 2016 was revenue of $2

million and operating profit before interest, income tax and amortisation of intangibles of $0.5 million.

The following table summarises the purchase consideration and the fair value of assets acquired and liabilities

assumed:

Purchase consideration $000

Initial acquisition payments 2,900

Less Allowance for liabilities assumed (285)

Less Cash consideration payable as at the end of the period (624)

Cash consideration paid during the period 1,991

Cash consideration payable as at the end of the period 624

Fair value of future earn-out payment 2,199

Total purchase consideration 4,814

Fair value of assets and liabilities arising from the acquisition

Plant and equipment 73

Customer relationships 554

Goodwill 4,562

Provisions (299)

Deferred tax liability (76)

4,814

The future earn-out payment of up to a maximum discounted amount of $2.2 million may be payable in August

2019, but is contingent upon certain financial performance hurdles being achieved for the years ended 30

June 2017, 2018 and 2019. The potential undiscounted amount of the future earn-out payment that the Group

expects could be required to be made in respect of this acquisition is between nil and $3.6 million. The Group

has forecast several scenarios and probability-weighted each to determine a fair value for this contingent

payment arrangement.

The goodwill of $4.6 million arising upon this acquisition is attributable to the intellectual property obtained

and the strategic benefit of increasing and strengthening TIMG’s digital offer and increasing the national

scale and coverage of LitSupport. None of the goodwill recognised is expected to be deductible for income

tax purposes.

The acquisition accounting for this acquisition has been determined on a provisional basis. The fair value of

assets and liabilities acquired, including identified intangible assets, will be finalised within 12 months from

the acquisition date and upon confirmation of certain determinants.

Freightways Limited
and its subsidiaries

19

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2016 (UNAUDITED)

12. CAPITAL COMMITMENTS AND CONTINGENT LIABILITIES

As at 31 December 2016, the Group had capital commitments to purchase equipment of $9.3 million (2015:

$13.6 million).

As at 31 December 2016, the Group had outstanding letters of credit and bank guarantees issued by its lenders

totalling approximately $5.7 million (2015: $5.8 million). The letters of credit relate predominantly to support

for regular payroll payments. The bank guarantees relate to security given to various landlords in respect of

leased operating facilities.

There were no other contingent liabilities as at 31 December 2016 (2015: nil)

13. NET TANGIBLE ASSETS PER SECURITY

Net tangible assets (liabilities) per security at 31 December 2016 was ($0.46) (2015: ($0.54)).

14. POST BALANCE DATE EVENTS

Dividend declared

On 20 February 2017, the Directors declared a fully imputed interim dividend of 13 cents per share

(approximately $20.1 million) in respect of the year ended 30 June 2017. The dividend will be paid on 3 April

2017. The record date for determination of entitlements to the dividend is 17 March 2017. A supplementary

dividend of 2.29 cents per share will be paid to overseas shareholders when the interim dividend is paid. The

Freightways Dividend Reinvestment Plan will not operate for this dividend.

Sale of aircraft

On 31 January 2017, the Group sold its three remaining Convair freighters for their combined book value of

$0.75 million. An initial payment of $0.1m was received and the balance of the sale proceeds will be receivable

in 24 equal monthly instalments, commencing February 2017.

As pioneers of New Zealand’s express package industry, we trace our origins back to 1964.

DX Mail
www.dxmail.co.nz

Dataprint

www.dataprint.co.nz

Security Express

www.securityexpress.co.nz

Pass The Parcel

www.passtheparcel.co.nz

Stuck

www.stuck.co.nz

Post Haste Couriers

www.posthaste.co.nz

New Zealand Couriers

www.nzcouriers.co.nz

Air Freight NZFreightways Information ServicesFieldair Engineering

www.fieldair.co.nz

Parceline Express

Databank

www.timg.com

Shred-X

www.shred-x.com.au

Filesaver

www.filesaver.com.au

LitSupport

www.litsupport.com.au

SUB60

www.sub60.co.nz

Kiwi Express Couriers

www.kiwiexpress.co.nz

Security Express

www.securityexpress.co.nz

Data Security Services

www.timg.co.nz

The Information Management Group

www.timg.co.nz

Document Destruction Service

www.timg.co.nz

Archive Security

www.timg.co.nz

Castle Parcels

www.castleparcels.co.nz

Now Couriers

www.nowcouriers.co.nz

DIRECTORY

For inquiries in relation to Freightways’ services and products contact the offices listed below or refer to

Freightways’ website at www.freightways.co.nz.

Messenger Services LimitedNew Zealand Document Exchange Limited

32 Botha Road20 Fairfax Avenue

PenrosePenrose

DX EX10911DX CR59901

AUCKLAND AUCKLAND

Telephone: 09 526 3680 Telephone: 09 526 3150

www.sub60.co.nz www.dxmail.co.nz

www.kiwiexpress.co.nzwww.dataprint.co.nz

www.stuck.co.nz

www.securityexpress.co.nz

The Information Management Group (NZ) Limited

33 Botha Road

New Zealand Couriers LimitedPenrose

32 Botha RoadDX EX10975

PenroseAUCKLAND

DX CX10119Telephone: 09 580 4360

AUCKLANDwww.timg.co.nz

Telephone: 09 571 9600

www.nzcouriers.co.nzFieldair Holdings Limited

Palmerston North International Airport

Post Haste LimitedPalmerston North

32 Botha RoadDX PX10029

PenrosePALMERSTON NORTH

DX EX10978Telephone: 06 357 1149

AUCKLANDwww.fieldair.co.nz

Telephone: 09 579 5650

www.posthaste.co.nzNOW Couriers Limited

www.passtheparcel.co.nz161 Station Road

Penrose

Castle Parcels LimitedAUCKLAND

163 Station Road Telephone: 09 526 9170

Penrosewww.nowcouriers.co.nz

DX CX10245

AUCKLANDThe Information Management Group Pty Limited

Telephone: 09 525 5999

PO Box 21

www.castleparcels.co.nz

Enfield

New South Wales 2136

Shred-X Pty Limited

AUSTRALIA

PO Box 1184Telephone: +61 2 9882 0600

Oxenfordwww.timg.com

Queensland 4215www.filesaver.com.au

AUSTRALIAwww.litsupport.com.au

Telephone: +61 1 300 747 339

www.shred-x.com.au

DECEMBER 2016
HALF YEAR REPORT

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.

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