Summerset Group Holdings Limited logo

Financial Results for the Year Ended 31 December 2017

Full Year Results23 February 2018SUMHealthcare

Summerset Group Holdings Limited
Level 27 Majestic Centre, 100 Willis St, Wellington

PO Box 5187, Wellington 6140

Phone: 04 894 7320 | Fax: 04 894 7319

Website: www.summerset.co.nz


NZX & ASX RELEASE


23 FEBRUARY 2018


SUMMERSET ACHIEVES A 54% GROWTH IN PROFIT




 Net profit after tax of NZ$223.4 million, up 54% on FY16

 Underlying profit for FY17 of NZ$81.7 million, up 44% on FY16

 Total assets of NZ$2.2 billion, up 30% on FY16

 682 total sales of occupation rights, up 4% on FY16

 450 new retirement units delivered, up 10% on FY16

 Land bank total of 2,841 retirement units and 396 care beds

 Final dividend of NZ 7.1 cents per share

 Development margin of 27.3%, up from 22.2% for FY16


Retirement village operator Summerset Group Holdings Limited has announced net profit after

tax for the year ending 31 December 2017 of $223.4 million, an increase of 54% on the same

period last year.


Summerset’s underlying profit, which excludes unrealised valuation gains on the fair value of

investment property, was $81.7 million for the year ending 31 December 2017, up 44% on the

previous year. Annual growth in underlying profit has averaged 47% in the six years since listing

in November 2011.


Summerset’s total asset value increased by 30% to NZ$2.2 billion. The development margin on

new retirement units also increased to 27.3%, up from 22.2% for FY16.


Summerset CEO Julian Cook said the company’s profit growth has been driven by strong

demand for homes, the continued benefits of in-house construction of new villages and the well-

run operation of existing villages. “We saw good demand for our homes across the country

throughout 2017, including in Auckland. This is despite the slowing Auckland property market,

which reflects the demographic we serve.”


“An exciting milestone for us in 2017 was celebrating the 20

th

anniversary of Summerset’s first

village in Wanganui. We’ve come a long way since opening that village. Last year we welcomed

500 new residents and 200 staff to the Summerset family. At the end of 2017, we had more than

4,700 residents living at our 23 villages and more than 1,200 staff,” he said.


Other key achievements for the company in 2017 were:


 Purchasing two new development sites in Avonhead, Christchurch and Wellington’s

Kenepuru, bringing the total number of sites to 29

 Opening the main building at Summerset Heritage Park in Ellerslie

 Receiving the New Zealand Aged Care Association’s Best Built Environment award for

the innovative Levin memory care centre



 Achieving a village resident satisfaction score of 97%, (up from 94% in 2016) and a care

resident satisfaction result of 97%, (up from 94% in 2016)

 Improving staff wellbeing with a range of employee benefits, including day to day health

insurance and funeral cover

 Achieving employee engagement results in Aon Hewitt’s Australia and New Zealand top

quartile

 Launching a new brand and website to better reflect Summerset’s purpose of bringing

the best of life to its residents

 Issuing the first retail bonds in the retirement and aged care sector

 Delivering 58 new care beds, (total number of care beds across villages is 806)

Mr Cook said Summerset was delighted to receive the Aged Care Association Built Environment

Award for its Levin memory care centre. “We’re particularly proud of this innovative model of

dementia care as we are the first in New Zealand to offer one bedroom apartment style living for

people with dementia. We’ll be incorporating memory care in all our new villages.”


The staff benefits package introduced during the year includes the following:

 Health insurance covering everyday health care costs such as GPs, dentist, and physios

 Funeral cover – $10,000 for every permanent employee or their spouse

 Long service leave – after five years’ service with Summerset

 Continuation of the share plan for all staff

 Buyers’ group trade discounts and Summerset supplier discounts from a range of

companies


“Our staff are at the heart of our business and it is important that we value them appropriately,”

said Mr Cook. “These benefits are a further boost to the 1 July 2017 government funded pay

increase for caregivers, diversional and occupational therapists.”

Summerset also completed a rebranding in the latter half of 2017. Mr Cook said, “We asked our

residents and their families what makes Summerset stand out from its competitors and how we

could realign our brand to better reflect our purpose of bringing the best of life, and show that our

residents are at the heart of everything we do.”


Looking ahead, Mr Cook said Summerset’s focus in 2018 will be to continue delivering high

quality retirement village living to residents whether they are living independently, needing a little

extra assistance in a serviced apartment, or care centre.


Summerset announced a final 2017 dividend of NZ 7.1 cents per share, a total dividend payment

of NZ 11 cents per share for the year. This is an increase of NZ 3.3 cents per share on the total

dividend paid for the previous year. The dividend reinvestment plan will apply to the dividend,

with a discount of 2% applicable to those shareholders participating in the plan.


ENDS


For investor relations enquiries: For media enquiries:

Scott Scoullar Michelle Brooker

Chief Financial Officer Senior Communications Advisor

scott.scoullar@summerset.co.nz michelle.brooker@summerset.co.nz

04 894 7320 or 029 894 7317 04 830 1106 or 021 225 9624







ABOUT SUMMERSET

 Summerset is one of the leading operators and developers of retirement villages in New

Zealand, with 23 villages completed or in development across the country. In addition,

Summerset has six sites for development in Avonhead (Christchurch), Richmond (Nelson),

Kenepuru (Wellington), Lower Hutt (Wellington), St Johns (Auckland) and Parnell

(Auckland), bringing the total number of sites to 29.

 It provides a range of living options and care services to more than 4,700 residents.

 Four-time winner of Retirement Village of the Year and Silver Award winner in the Reader’s

Digest Quality Service Awards 2017.

 The Summerset Group has villages in Aotea, Casebrook, Dunedin, Ellerslie, Hamilton,

Hastings, Havelock North, Hobsonville, Karaka, Katikati, Levin, Manukau, Napier, Nelson,

New Plymouth, Palmerston North, Paraparaumu, Rototuna, Taupo, Trentham, Wanganui,

Warkworth and Wigram.

---

Full year results
presentation

Year e nded 31 December 2017

Summerset Group H oldings Limited

23 February 2018

Agenda
1

2

3

5

4

FY17 result highlights

Business overview

Financial results

Final dividend

Appendix

FY17 results presentation

2

FY17 result
highlights

FY17 result highlights
Another record full year profit for Summerset

FY17 results presentation

4

* Underlying profit differs from NZ IFRS reported profit after tax. The measure has been audited by Ernst & Young. Refer to the appendix for a reconciliation between the two measures, and note 2 of the financial

statements for detail on the components of underlying profit

FY17FY16YOY c hangeFY15

Fina

nc

ia

l

(N

Z$

m)

Net profit before tax (IFRS)223.7145.654%82.8

Net profit after tax (IFRS)223.4145.554%84.2

Underlying profit*81.756.644%37.8

Total assets2,2161,70730%1,364

Net operating cash flow207.7192.68%140.3

Ope

ra

tional

New sales of occupation rights382414-8%333

Resales of occupation rights30024423%245

Total sales of occupation rights6826584%578

New retirement units delivered45040910%303

FY17 result highlights
FY17 results presentation

5

Record full year profit for Summerset

FY17 net profit after tax ( NZ I FRS) o f $223.4m, up 54% on FY16

FY17 underlying p rofit of $81.7m, up 44% on FY16 –record full year p rofit

Tracked ahead of our $77.0m to $79.0m guidance with b etter than expected

resale settlements, stronger t han expected margins on both new and resale

settlements, a nd positive y ear-end valuation impacts relating t o retail bonds

382 new sales with delivery of 171 retirement u nits in 1H17 and 279

retirement u nits in 2H17 for a total of 450 new retirement units in FY17

Record development margin of 27.3%, up from 22.2% in FY16

300 resales, a full year r ecord, up from 244 in FY16

Resale gain of 21.7%, up from 18.6% in FY16

Final dividend of 7.1 cents per share declared, amounting to $15.9m

Total dividends for the 2017 year (interim a nd final) of 11.0 cents per share,

amounting to $24.6m

Operating cash flow of $207.7m, and gearing r atio down to 30.7%

Total assets now over $ 2.2b, up 30% on FY16

FY17 result highlights
Strong trends continue across the business

FY17 results presentation

6

450

409

303

261

209

0

100

200

300

400

500

FY17FY16FY15FY14FY13

Retirement unit delivery

382

414

333

286

228

300

244

245

172

174

0

200

400

600

800

FY17FY16FY15FY14FY13

Occupation right sales

New sales o f o ccupation ri ghtsResales o f o ccupation ri ghts

$81.7m

$56.6m

$37.8m

$24.4m

$22.2m

$0m

$20m

$40m

$60m

$80m

$100m

FY17FY16FY15FY14FY13

Underlying profit

$2,216m

$1,707m

$1,364m

$1,043m

$845m

$0m

$500m

$1,000m

$1,500m

$2,000m

$2,500m

FY17FY16FY15FY14FY13

Total assets

Business
overview

Summerset snapshot
FY17 results presentation

8

Second largest retirement village developer in New Zealand

20 years o f consistent delivery and growth

Listed on the NZX i n 2011, and the ASX i n 2013

Balance sheet growth of 259% since listing

3,278 retirement u nits (villas, apartments, serviced apartments and memory

care apartments) a nd 806 care beds

More than 4,700 residents

23 operating villages completed or under development

Six g reenfield sites at Avonhead, Kenepuru, Lower Hutt, P arnell, Richmond,

and St Johns

Land bank of 2,841 retirement units as at 31 December 2017

Four-time w inner o f Best Retirement Village O perator at the Australasian O ver

50s Housing Awards

Received a Highly C ommended in the Reader’s Digest Trusted Brands Survey

three years r unning, from 2015-2017

FY17 review
FY17 results presentation

9

450 retirement units delivered, record underlying profit of $81.7m

Celebrated our 20

th

anniversary year

Completed the Ellerslie m ain building and delivered f inal retirement u nits in Hamilton and

New Plymouth

Received the New Zealand Aged Care Association’s B est Built Environment award for the

innovative Levin memory care centre

Construction and earthworks underway o n Casebrook and Rototuna villages, with f irst

retirement u nit delivery expected in FY18

Successfully raised $100.0m of retail bonds to provide further funding diversification and

tenor

Total debt facilities l ifted from $450.0m to $600.0m (inclusive of retail bonds)

Undrawn bank facility capacity o f $252.2m at 31 December 2017

Announced new land acquisitions in Avonhead (Christchurch), Kenepuru(Wellington),

and additional land in Casebrook (Christchurch)

Summerset finance team awarded Finance Team of the Year award at the 2017 CFO

Awards

Underlying profit differs from NZ IFRS reported profit after tax. The measure has been audited by Ernst & Young. Refer to the appendix for a

reconciliation between the two measures, and note 2of the financial statements for detail on the components of underlying profit

Summerset strategy
FY17 results presentation

10

Summerset builds, owns and operates

retirement villages across New Zealand

Focus on continuum of care model

High quality c are and facilities across a ll villages

Villages d esigned to integrate i nto local communities

Internal development and construction m odel

Nationwide brand offering

Customer centric philosophy –bringing t he best of life

Investigation of expansion into Australia c ontinuing with GM Development

transferring to lead this

Operations and staff
FY17 results presentation

11

Focus on staff initiatives and systems and process improvements

97% care customer satisfaction r ating a nd 97% village c ustomer satisfaction r ating

Focused on food offering to residents –introducing new providers i n FY18

New Summerset brand established, quarterly magazine and website c ompleted, positive

feedback from residents a nd prospects

Strong certification audit results c ontinue with t en care centres achieving t hree years’, and

four care centres awarded the maximum four years’ certification

Strengthened staff engagement; results n ow in top quarter for Australia and New Zealand

(AON H ewitt)

Second year of the all staff share scheme with 8 3% of our employees signing u p. New staff

benefits scheme launched, includes health insurance and funeral cover. New staff uniforms

to be introduced in FY18

Pay equity d ecision, largely funded by Government, i s a positive o utcome for our caregivers

Continuing to invest i n Health and Safety systems –implemented a risk management

framework a cross the company and achieved ACC accredited employer status

Successfully implemented new asset management system a cross all villages

Rollout of VCarecustomer management system u nderway f or village o perations. Care

operations to commence in FY18 -will i nclude iPad interface for all care staff

FY17 results presentation
12

FY17 results presentation
13

Ellerslie

Ellerslie

Hobsonville

Hobsonville

Ellerslie

Nelson

Casebrook

FY17 development activity
FY17 results presentation

14

Delivery of 450 retirement units in FY17 across nine sites

450 retirement units delivered across nine villages –171 in 1H17 and 279 in 2H17

Completed main buildings and serviced apartment modules in Ellerslie, H amilton, Karaka, and New Plymouth

Hamilton and New Plymouth villages fully c ompleted

Construction and earthworks underway o n Casebrook and Rototuna villages

Unit delivery FY17VillasApartmentsServiced apartments

Total

retirement units

Total

care beds

Ellerslie22235710258

Hamilton14-3044-

Hobsonville8241143-

Karaka33-3972-

Katikati41--41-

New Plymouth32-2052-

Trentham33--33-

Warkworth25--25-

Wigram38--38-

Total2464715745058

FY17 development activity
FY17 results presentation

15

Delivery of 450 retirement units in FY17 across nine sites

Ellerslie

Wigram

Trentham

New Plymouth

Karaka

FY17 development activity
FY17 results presentation

16

Delivery of 450 retirement units in FY17 across nine sites

Hobsonville

HamiltonKatikati

Warkworth

Future development
FY17 results presentation

17

Land bank of 2,841 retirement units and 396 care beds

Land bank of 2,841 retirement units spread across brownfield and greenfield sites

Targeting d elivery of around 450 retirement units in FY18. Land bank provides around six y ears o f supply at FY18 build rate

* Land bank reflects current intentions as at December 2017

Land bank -as at 31 December 2017*

VillageVillasApartments

Serviced & memory

care apartments

Total

retirement units

Total

care beds

Avonhead156129826643

Casebrook260127634843

Ellerslie8196-204-

Hobsonville1036418752

Karaka71--71-

Katikati38--38-

Kenepuru1009310629943

Lower Hutt42964318149

Parnell-2647634048

Richmond234-7631043

Rototuna187-7626343

St Johns-2367631232

Trentham--2020-

Warkworth54--54-

Wigram48--48-

Total1,2089456882,841396

Development margin
FY17 results presentation

18

Record development margin of 27.3% with a realised margin of $51.0m

Record development margin achieved in FY17 w ith strong m argins

across all villages that settled new retirement units within t he year

Realised development margin of $51.0m, up 31% from $39.0m in

FY16

Development margin of 27.3% in FY17, t his is up from 22.2% in

FY16

Benefits of in-house design and construction t eams continue to be

realised

Continuing to see good development margins coming out of our

regional villages with the average m argin across o ur non-Auckland

sites being around 28% for the year

Sales of new occupation rights were predominately in regional New

Zealand with 39% in our Auckland region villages and 61% across

the rest of our developing villages

$6.9m

$10.5m

$16.7m

$26.1m

$39.0m

$51.0m

12.0%

13.2%

15.7%

20.0%

22.2%

27.3%

0%

5%

10%

15%

20%

25%

30%

$0m

$10m

$20m

$30m

$40m

$50m

$60m

FY12FY13FY14FY15FY16FY17

Realised development margin -full year margins

Realised d evelopment margin ($m)Development margin (%)

New sales of occupation rights
FY17 results presentation

19

New sales gross proceeds of $186.4macross 382 settlements

New sales gross p roceeds of $186.4m in FY17

New sales of occupation rights slightly down versus F Y16:

Villas: 2 35, down 20% on FY16

Apartments: 2 9, up 93% on FY16

Serviced a partments: 111, up 7% on FY16

Memory c are apartments: 7 , up 250% on FY16

Lower new sales driven by timing differences. Compared

to FY16 we opened with five less units in stock a nd we

delivered 60 more units in the second half leaving l ess

time to settle units

Comfortable with h ow sales tracked, c ontinue to see

strong d emand with good waitlist numbers, presales are

tracking well, a nd days to settle i mproved through the year

Although there was a higher proportion of serviced and

memory care apartments in FY17, t he average gross

proceeds per new sale settlement achieved of $488k was

up on FY16 ($424k) and FY15 ($393k)

New salesFY17FY16YOY changeFY15

Gross proceeds ($m)186.4175.66%131.0

Villas235293-20%279

Apartments291593%5

Serviced apartments1111047%49

Memory care apartments72250%0

Total occupation rights382414-8%333

141

162

190

219

171

279

160

173

183

231

179

203

0

50

100

150

200

250

300

0

50

100

150

200

250

300

1H152H151H162H161H172H17

New sales and r etirement unit delivery

Retirement unit deliveryNew sale s ettlements

New sales stock up but still historically low on a relative basis
Uncontracted new sales stock o f 145 retirement u nits at FY17, u p from 67 at FY16. Uplift driven by deliveries being weighted to the second

half (up 27% on FY16) a nd a large number of serviced apartment deliveries i n the second half. On average, t he uncontracted villa a nd

apartment new sales stock have only been available to settle for two months

Serviced a partments, a needs based product, make up the majority o f new sales stock w ith 95 deliveries in the second half of the year

Historically still a low level of new sales stock w ith uncontracted new sales stock making up 4.4% of our total retirement u nit portfolio, this

compares to over 6% four years a go

New sales stock

FY17 results presentation

20

* Uncontracted new sales stock as a proportion of the total retirement unit portfolio at balance date

New sales stockFY17FY16FY15

Contracted596960

Uncontracted1456781

Total new sales stock204136141

Contracted264452

Uncontracted411262

Villas6756114

Contracted500

Uncontracted1413

Apartments1913

Contracted28258

Uncontracted905416

Serviced & memory care apartments1187924

6.4%

7.1%

6.7%

4.1%

3.9%

3.3%

2.8%

2.4%

2.2%

4.4%

0%

1%

2%

3%

4%

5%

6%

7%

8%

1H132H131H142H141H152H151H162H161H172H17

Available new sales stock*

Resales of 300 occupation rights in FY17
Resale of 300 occupation rights i n FY17, an increase of 23%

on FY16

Gross proceeds of $114.9m, up 38% on FY16

Realised resale gain of 21.7%

Embedded value up to $152k per retirement u nit, as at 31

December 2017, up from $114k as at 31 December 2016

Embedded resale gain of $100k per retirement u nit, up from

$70k as at 31 December 2016

Resales of occupation rights

FY17 results presentation

21

ResalesFY17FY16YOY changeFY15

Gross proceeds ($m)114.983.138%77.0

Realised resale gains ($m)24.915.462%12.3

Realised resale gains (%)21.7%18.6%17%16.0%

DMF realisation ($m)13.810.335%9.4

Villas17214221%139

Apartments46445%63

Serviced apartments825841%43

Memory care apartments00N/A0

Total occupation rights30024423%245

$105m

$133m

$159m

$199m

$274m

$327m

$87m

$97m

$109m

$124m

$145m

$170m

$0m

$100m

$200m

$300m

$400m

$500m

$600m

1H152H151H162H161H172H17

Embedded value

Resales g ain ($m)DMF ($m)

110

135

123

121

144

156

16.6%

15.6%

19.8%

17.3%

20.2%

23.0%

0%

5%

10%

15%

20%

25%

0

50

100

150

200

1H152H151H162H161H172H17

Realised resale gain and volume

Resale s ettlementsRealised resale g ains (%)

Resales stock levels continue to sit at record lows
Resales stock r emains low with 63 retirement u nits under contract and 47 retirement u nits uncontracted at FY17

Resales stock i s up on FY16, we experienced a historically high number of terminations over the second half of the year –provides good

opening inventory levels to sell down in FY18. We continue to see good demand for resale units across a ll villages

As a proportion of our total retirement unit stock, u ncontracted resales stock makes up 1.4%

Resales stock

FY17 results presentation

22

* Uncontracted resales stock as a proportion of the total retirement unit portfolio at balance date

Resales stockFY17FY16FY15

Contracted635647

Uncontracted472936

Total resales stock1108583

Contracted372934

Uncontracted241713

Villas614647

Contracted995

Uncontracted547

Apartments141312

Contracted17188

Uncontracted18816

Serviced & memory care apartments352624

1.8%

1.3%

1.6%

1.2%

1.1%

1.5%

1.0%

1.0%

1.2%

1.4%

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

1H132H131H142H141H152H151H162H161H172H17

Available resales stock*

Financial results

FY17 reported profit (IFRS)
Net profit after tax up 54% versus FY16

FY17 results presentation

24

Record NPAT of $223.4m, up $78.0m or 54% relative t o FY16

NPAT has seen an annual compounded increase of 93% since we

listed in 2011

Strong growth in investment p roperty f air value movements with

$218.0m for FY17 –refer to next slide for further details

FY17 expenses are driven from a mix of growth in developing

villages, some additional operating costs i n existing villages a nd

project-related costs as we enhance systems and processes

Net finance costs o f $11.5m are up 27% relative to FY16 due to

higher gross d ebt balance, re-financing of banking facilities, a nd

issuance of retail b ond facility

NZ$mFY17FY16

YOY

change

FY15

Total revenue110.586.128%68.8

Reversal of impairment

on land & buildings

0.0-N/A-

Fair value movement of

investment property

218.0143.552%83.5

Total income328.5229.543%152.2

Total expenses93.274.825%61.1

Net finance costs11.59.127%8.4

Net profit before tax223.7145.654%82.8

Tax expense / (credit)0.30.284%(1.5)

Net profit after tax223.4145.554%84.2

Fair value movement
$218m fair value movement of investment property

FY17 results presentation

25

Fair value movement of $218.0m for FY17, u p 52% on FY16

Fair value movement has been driven b y:

Retirement unit pricing ( $99.7m): strong retirement u nit

price inflation on existing retirement units within t he

portfolio resulting i n uplift in operators interest

Value of new investment p roperty b uilt ($86.2m): operator’s

interest o n new retirement units delivered in FY17

Development margin ($51.0m): realised development

margin on new retirement u nits sold in FY17

Discount rates ($5.6m) and growth r ates ($2.3m): c hange

in assumptions used by valuer

Other movements ($22.1m): changes in resident recycling

profiles, and all other valuation assumptions

Refer to the appendices (slide 4 3) for key a ssumptions

associated with the investment p roperty v aluation

$218.0m

$86.2m

$51.0m

$5.6m

$2.3m

$22.1m

$99.7m

$ -

$ 50m

$ 100m

$ 150m

$ 200m

$ 250m

$ 300m

Unit pricingValue of

new IP

built

Development

margin

on new units

sold

Discount

rates

Growth

rates

OtherFY17 fair

value

movement of

IP

FY17 f air value movement of investment property

FY17 underlying profit
Underlying profit up 44% on FY16, 47% CAGR over last six years

FY17 results presentation

26

Record full year u nderlying p rofit of $81.7m, up 44% on FY16

Uplift in profit driven by the continued benefits of bringing o ur design

and development team in-house, coupled with the maturing nature

of our operating business

Tracked ahead of our $77.0m to $79.0m guidance with b etter than

expected resale settlements, s tronger than expected margins on

both new and resale settlements, a nd positive y ear-end valuation

impacts relating t o retail b onds

Realised development margin of $51.0m achieved in FY17, u p from

$39.0m in FY16 driven by a record high margin of 27.3%

Realised gain on resales of $24.9m achieved in FY17, a record full

year result, d riven b y a higher sales volume and strong s ales price

growth

Underlying profit has seen an annual compounded increase of 47%

since we listed in 2011

UnderlyingprofitdiffersfromNZIFRSreportedprofitaftertax.TheDirectorshaveprovidedanunderlyingprofitmeasuretoassistreadersindeterminingtherealisedandnon-realisedcomponentsof

fairvaluemovementofinvestmentpropertyandtaxexpenseintheGroup’sincomestatement.Themeasureisusedinternallyinconjunctionwithothermeasurestomonitorperformanceandmake

investmentdecisionsandhasbeenauditedbyErnst&Young.UnderlyingprofitisanindustrywidemeasurewhichtheGroupusesconsistentlyacrossreportingperiods.Seenote2ofthefinancial

statementsfordetailonthecomponentsofunderlyingprofit

NZ$mFY17FY16

YoY

change

FY15

Care fees and village

services

74.557.829%46.5

Deferred management

fees

35.828.028%21.8

Realised gain on resales24.915.462%12.3

Realised development

margin

51.039.031%26.1

Other income & interest

received

0.20.2-26%0.5

Total income186.4140.433%107.2

Operating expenses88.671.125%57.3

Depreciation and

amortisation

4.63.724%3.7

Net finance costs11.59.127%8.4

Total expenses104.783.925%69.4

Underlying profit81.756.644%37.8

FY17 cash flows
Continued investment in new village builds

FY17 results presentation

27

Continuing to see benefits of maturing portfolio -net operating

business cash flows u p 67% from $15.7m in FY16 to $26.1m in

FY17

Cash flow from care fees and village s ervices was up $15.2m on

FY16

Net receipts f rom resales was up $7.3m on FY16 with u plift in

resale volume and margin

Gross r eceipts from new sales was up on FY16 despite lower

sales volume

Investing cash flows were u p $57.6m on FY16 with additional

land purchases and continued investment i n village

developments

Net proceeds from borrowings includes the $100m retail bond

issuance within t he year

NZ$mFY17FY16YOY change

Net operating business cash

flow

26.115.767%

Receipts for residents' loans -

new sales

181.6176.93%

Net operating cash flow207.7192.68%

Purchase of land(27.8)(18.5)51%

Construction of new IP & care

facilities

(213.1)(168.1)27%

Refurb of existing IP & care

facilities

(4.7)(3.3)40%

Other investing cash flows(6.1)(5.0)23%

Capitalised interest paid(5.8)(5.0)15%

Net investing cash flow(257.5)(199.9)29%

Net proceeds from borrowings73.925.8187%

Net dividends paid(12.3)(8.9)38%

Other financing cash flows(12.9)(7.6)69%

Net financing cash flow48.79.2428%

FY17 balance sheet
Total assets of $2.2b, up 30% from $1.7b in FY16

FY17 results presentation

28

Total assets of $2.2b, up 30% on FY16

Retained earnings have increased from $289.1m as at 31

December 2016 to $492.6m as at 31 December 2017. This

will c ontinue to positively impact balance sheet strength a nd

company gearing r atios

Investment p roperty v aluation of $2.1b, up 29% on FY16

Other assets include land and buildings (primarily care

centres)

Care centres valued as at 31 December 2017 (three yearly

cycle)

Embedded value of $497.1m, $152k per retirement unit, as

at 31 December 2017:

$327.4m resale gains

$169.7m deferred management fees

NZ$mFY17FY16

YOY

change

FY15

Investment property2,0581,59129%1,261

Other assets158.2115.437%102.4

Total assets2,2161,70730%1,364

Residents' loans966.6801.321%637.2

Face value of bank loans &

bonds*

347.8274.027%248.2

Other liabilities132.685.954%68.3

Total liabilities1,4471,16125%953.8

Net assets**769.3545.641%409.8

Embedded value497.1322.654%229.7

NTA (cents per share)347.6249.939%188.5

** Net assets includes share capital, reserves, and retained earnings

*Facevalueofdrawnbankdebtandretailbonds.Excludescapitalisedandamortisedbondissuecosts,andfairvaluemovementonhedgedborrowings

Gearing ratio
Gross debt of $348m* and gearing ratio of 30.7%

FY17 results presentation

29

Gross d ebt of $347.8m as at 31 December 2017, up $32.5m from

30 June 2017

Uplift in gross d ebt principally d ue to settlement of land in

Avonhead and Casebrook, a nd development spend in Ellerslie

(main building and apartment block), H obsonville m ain building,

and civil w orks in Casebrook, Rototuna and Warkworth

Successfully raised $100.0m of retail bonds to provide further

funding diversification and tenor

Bank facility o f $500.0m with undrawn capacity of $252.2m at 31

December 2017

Gearing ratio of 30.7% is down from 32.5% as at 30 June 2017

Our new land purchase in Kenepuru, Wellington was not fully

settled in FY17 –as such it is not fully reflected in the net debt

figure

*Facevalueofdrawnbankdebtandretailbonds.Excludescapitalisedandamortisedbond

issuecosts,andfairvaluemovementonhedgedborrowings

**Gearingratiocalculation(netdebt/netdebtplusbookequity)differsfromtheSummerset

Group’sbankandbondLVRcovenant(TotalDebtoftheSummersetGroup/PropertyValue

oftheSummersetGroup)

NZ$mFY171H17ChangeFY16

Face valueof bank loans

& retail bonds*

347.8315.310%274.0

Cash and cash

equivalents

(7.6)(13.1)-42%(8.7)

Net debt340.3302.213%265.3

Net assets769.3627.623%545.6

Gearing ratio (%)**30.7%32.5%-6%32.7%

Bank & bond LVR(%)**31.4%34.3%-8%34.0%

$161m

$248m

$263m

$274m

$315m

$348m

29.8%

37.1%

36.1%

32.7%

32.5%

30.7%

0%

10%

20%

30%

40%

50%

$0m

$100m

$200m

$300m

$400m

$500m

$600m

1H152H151H162H161H172H17

Gross borrowings* and gearing ratio**

Bank l oans & retail b ondsGearing ratio (%)

Project cash profits
Delivering significant positive cash flow villages

FY17 results presentation

30

Positive cash flows allow us to recycle our capital into future

deliveries

Our high rise sites require a large amount of capital but are

forecast to deliver s ignificant cash profits upon sell down of the

village

Our broad acre sites r equire a lower amount of capital, while a ll

producing positive c ash flows

From the time construction o f a village starts t hrough to the last

retirement u nit being delivered t akes, on average, a round four to

six y ears

*Forecastnetpositionrepresentscashprofitspostlandcost,retirementunitdevelopment

costs,recreationandadministrationfacilitycosts,carefacilitycosts,managementfeesand

interestcosts

Village

Forecast Capital

Investment ($m)

Forecast Net Cash

Position* ($m)

Casebrook

Ellerslie

Hobsonville

Karaka

Rototuna

$100m +$20m +

Hamilton

Trentham -Extension

Warkworth -Extension

Wigram

$35m +

$5m -$20m

Katikati

New Plymouth

$0m -$5m

Hamilton

Katikati

Hobsonville

Karaka

Trentham - Extension

New Plymouth

Wigram

Ellerslie

Warkworth - Extension

Casebrook

Rototuna

20162017201820192020

Summerset developments

201020112012201320142015

$135m
$172m

$119m

$ -

$ 50m

$ 100m

$ 150m

$ 200m

$ 250m

$ 300m

$ 350m

$ 400m

$ 450m

$ 500m

Net d ebtUnderlying assets

Net debt* to underlying assets -FY17

Net DebtUndeveloped L andDevelopment WIPUnsold Stock

Composition of drawn debt

Strong asset backing to net debt

FY17 results presentation

31

Development projects are debt funded. Development assets

exceed the value of net debt by $85.3m or 25%

All debt is associated with d evelopment activities

Development assets could be realised to reduce debt

Total underlying a ssets of around $425.5m are made up of:

Undeveloped land of $135.0m

Development WIP of $171.5m

Vacant new sale stock of $119.0m

$340m

$426m

*Facevalueofdrawnbankdebtandretailbonds

Final dividend

FY17 final dividend
Summerset board declares FY17 final dividend

FY17 results presentation

33

The Summerset Board have declared a final dividend of 7.1 cents per share, unimputed. This compares to a 2016 final dividend of 5.1 cents

per share

This represents a pay-out for the second half of 2017 of approximately $15.9m

Total dividends for the 2017 year (interim a nd final) of 11.0 cents per share, being approximately $24.6m, representing 30% of underlying

profit and up 45% of FY16

The dividend reinvestment plan (DRP) w ill a pply to this dividend enabling shareholders to take shares in lieu of the cash dividend

A discount of 2% will b e applied when determining the price per share of shares issued under the DRP

Eligible investors wishing to take up the DRP must register by 5pm NZT o n Monday the 12th of March 2 018. Any applications received o n or

after this time will b e applied to subsequent dividends

The final dividend will b e paid on Thursday t he 22nd of March 2018. The record date for final determination of entitlements to the final

dividend is Friday the 9th of March 2018

The dividend policy r emains 30% to 50% of underlying p rofit for the full year p eriod. As previously indicated, dividend payments are likely t o

continue to be at the bottom end of this range given t he growth opportunities present for the business at this time

Questions?
FY17 results presentation

34

Disclaimer
FY17 results presentation

35

This presentation may contain projections o r forward looking statements regarding a variety of items. Such forward-looking statements are

based upon current e xpectations a nd involve r isks and uncertainties

Actual results m ay differ materially from those stated in any forward looking statement based on a number of important factors and risks

Although management may indicate and believe the assumptions underlying t he forward l ooking statements are reasonable, any ofthe

assumptions could prove inaccurate or incorrect and, therefore, there can be no assurance that the results c ontemplated in the forward

looking statements will b e realised

Furthermore, while all reasonable care has been taken in compiling this presentation, Summerset accepts no responsibility forany errors o r

omissions

This presentation does not constitute investment advice

Appendix

Demographics
FY17 results presentation

37

Population over 75 years forecast to grow 254% from 2017 to 2068

0

5,000

10,000

15,000

20,000

25,000

1

9

9

7

-2

0

0

2

2

0

0

2

-2

0

0

7

2

0

0

7

-2

0

1

2

2

0

1

2

-2

0

1

7

2

0

1

7

-2

0

2

2

2

0

2

2

-2

0

2

7

2

0

2

7

-2

0

3

2

2

0

3

2

-2

0

3

7

2

0

3

7

-2

0

4

2

2

0

4

2

-2

0

4

7

2

0

4

7

-2

0

5

2

2

0

5

2

-2

0

5

7

2

0

5

7

-2

0

6

2

2

0

6

2

-2

0

6

7

Per annum population growth 75 years and over

Source: Statistics New Zealand –National Population Projections

0%

2%

4%

6%

8%

10%

12%

14%

16%

18%

0

200,000

400,000

600,000

800,000

1,000,000

1,200,000

1

9

9

7

2

0

0

2

2

0

0

7

2

0

1

2

2

0

1

7

2

0

2

2

2

0

2

7

2

0

3

2

2

0

3

7

2

0

4

2

2

0

4

7

2

0

5

2

2

0

5

7

2

0

6

2

2

0

6

7

Population growth 75 y ears and over

NZ population 7 5+ (left h and axis)% p opulation 75+ (right h and a xis)

Summerset growth
20 years of consistent delivery and growth

FY17 results presentation

38

-

129

219

407

470

528

652

732

795

921

983

1,109

1,272

1,364

1,486

1,646

1,855

2,116

2,419

2,828

129

90

188

63

58

124

80

63

126

62

126

163

80

122

160

209

261

303

409

450

129

219

407

470

528

652

732

795

921

983

1,109

1,272

1,352

1,486

1,646

1,855

2,116

2,419

2,828

3,278

0

500

1,000

1,500

2,000

2,500

3,000

3,500

199719981999200020012002200320042005200620072008200920102011201220132014201520162017

Ret

i

re

m

e

n

t

u

n

i

ts

Summerset build rate

Existing unitsNew retirement u nits d elivered

Customer profile & occupancy
Occupancy, tenure and resident demographic statistics

FY17 results presentation

39

Occupancy w ithin o ur established care centres i s stable with a n average

occupancy of 96% for 2H17

Average t enure on 2H17 resale retirement units was 5.0 years f or villas, 4.5

years f or independent apartments, and 1.9 years f or serviced a nd memory

care apartments

Average e ntry a ge on 2H17 new and resale retirement units was 80 years f or

villas a nd independent apartments, and 86 years f or serviced a nd memory

care apartments

5.6

4.9

5.0

5.0

3.0

3.3

4.7

4.5

2.5

2.3

1.4

1.9

0

1

2

3

4

5

6

7

1H162H161H172H17

Average tenure (years) on r esales*

VillasApartmentsServiced & memory c are a partments

* Average tenure has been calculated using the previous resident’s occupancy on resales within the reporting period

78

79

79

80

83

82

83

80

86

85

86

86

60

65

70

75

80

85

90

1H162H161H172H17

Average entry age of residents (years)

VillasApartmentsServiced & memory c are a partments

98%

99%

98%

96%

0%

20%

40%

60%

80%

100%

1H162H161H172H17

Occupancy -established care centres

Portfolio as at 31 December 2017
3,278 retirement units and 806 care beds

FY17 results presentation

40

Existing portfolio -as at 31 December 2017

VillageVillasApartmentsServiced apartmentsMemory care apartments

Total

retirement units

Total

care beds

Ellerslie342357-11458

Hobsonville1153711-1630

Karaka111059-17050

Manukau896727-18354

Warkworth148244-19441

Auckland497129198-824203

Hamilton183050-23349

Taupo943418-1460

Waikato2773468-37949

Katikati118020-13849

Bay of Plenty118020-13849

Hastings14650-1510

Havelock North94280-12245

Napier942620-14048

Hawke's Bay3345920-41393

New Plymouth108040-14852

Taranaki108040-14852

Levin64220109641

Palmerston North90120-10244

Wanganui701812-10037

Manawatu-Wanganui224521210298122

Aotea963338-1670

Paraparaumu92220-11444

Trentham2311220-26344

Wellington4196758-54488

Nelson214055-26959

Nelson214055-26959

Wigram111053-16449

Christchurch111053-16449

Dunedin612020-10142

Otago612020-10142

Total2,363361544103,278806

Land bank as at 31 December 2017
Land bank of 2,841 retirement units and 396 care beds

FY17 results presentation

41

* Land bank reflects current intentions as at December 2017

Land bank -as at 31 December 2017*

VillageVillasApartments

Serviced & memory

care apartments

Total

retirement units

Total

care beds

Ellerslie8196-204-

Hobsonville1036418752

Karaka71--71-

Parnell-2647634048

St Johns-2367631232

Warkworth54--54-

Auckland1437321931,068132

Rototuna187-7626343

Waikato187-7626343

Katikati38--38-

Bay of Plenty38--38-

Kenepuru1009310629943

Lower Hutt42964318149

Trentham--2020-

Wellington14218916950092

Richmond234-7631043

Nelson234-7631043

Avonhead156129826643

Casebrook260127634843

Wigram48--48-

Christchurch4642417466286

Total1,2089456882,841396

FY17 underlying profit reconciliation
Reconciliation of underlying profit to reported net profit after tax

FY17 results presentation

42

UnderlyingprofitdiffersfromNZIFRSreportedprofitaftertax.TheDirectorshaveprovidedanunderlyingprofitmeasuretoassistreadersindeterminingtherealisedandnon-realisedcomponentsof

fairvaluemovementofinvestmentpropertyandtaxexpenseintheGroup’sincomestatement.Themeasureisusedinternallyinconjunctionwithothermeasurestomonitorperformanceandmake

investmentdecisionsandhasbeenauditedbyErnst&Young.UnderlyingprofitisanindustrywidemeasurewhichtheGroupusesconsistentlyacrossreportingperiods.Seenote2ofthefinancial

statementsfordetailonthecomponentsofunderlyingprofit

NZ$mFY17FY16YOY changeFY15

Reported net profit after tax223.4145.554%84.2

Less reversalof impairment on land & buildings(0.0)-N/A-

Less fair value movement of investment property(218.0)(143.5)52%(83.5)

Add realised gain on resales24.915.462%12.3

Add realised development margin51.039.031%26.1

Add/(less) deferred tax expense/credit0.30.284%(1.5)

Underlying profit81.756.644%37.8

Fair value movement
Fair value movement of investment property –key assumptions

FY17 results presentation

43

*Valueofnon-landcapitalworkinprogressnotrepresentedintheabovetable

Fair value movement of

investment property

Value of investment

property*

Fair value

gain/(loss)

Keyvaluation assumptions

VillageLocationNZ$mNZ$mDiscount rate

Growth rate

Yr 1

Growth rate

Yr 2

Growth rate

Yr 3

Growth rate

Yr 4

Growth rate

Yr 5+

Summerset by the ParkManukau137.56.813.50%1.5%2.0%2.5%3.0%3.5%

Summerset by the LakeTaupo52.71.515.75%0.0%0.5%1.5%2.5%3.5%

Summerset in the BayNapier62.63.414.00%0.0%1.0%2.0%2.5%3.5%

Summerset in the OrchardHastings62.25.015.00%0.0%0.5%1.0%2.5%3.5%

Summerset in the VinesHavelock North52.02.814.75%0.0%1.0%2.0%2.5%3.5%

Summerset in the River CityWanganui25.20.516.00%0.0%1.0%1.5%2.0%2.5%

Summerset on SummerhillPalmerston North40.70.914.75%0.0%1.0%2.0%2.5%3.0%

Summerset by the RangesLevin23.72.215.75%0.0%1.0%1.5%2.0%2.5%

Summerset on the CoastParaparaumu48.04.914.50%0.5%1.0%2.0%2.5%3.5%

Summerset at AoteaAotea86.24.614.25%1.0%1.0%2.0%2.5%3.5%

Summerset in the SunNelson130.19.314.00%0.5%1.0%1.0%2.5%3.5%

Summerset at BishopscourtDunedin42.22.715.00%0.0%1.0%1.5%2.5%3.0%

Summerset Down the LaneHamilton116.415.414.25%0.0%1.0%2.0%2.5%3.5%

Summerset Mountain ViewNew Plymouth66.411.415.00%0.0%0.5%1.5%2.5%3.0%

Total for completed villages945.971.5

Summerset FallsWarkworth124.822.314.50%0.5%1.5%2.0%3.0%3.5%

Summerset at Monterey ParkHobsonville174.730.014.00%1.0%1.0%2.0%2.5%3.5%

Summerset at Heritage ParkEllerslie105.726.315.00%1.0%1.0%2.0%2.5%3.5%

Summerset at KarakaKaraka121.829.414.25%1.0%1.0%2.0%2.5%3.5%

Summerset by the SeaKatikati69.810.115.50%0.0%0.5%1.5%2.5%3.5%

Summerset at the CourseTrentham129.915.814.00%0.5%1.0%2.0%2.5%3.5%

Summerset at WigramWigram85.012.915.00%0.5%1.5%2.0%3.0%3.5%

Total for villages in development811.7146.8

Total for proposed villages129.0(0.3)n/an/an/an/an/an/a

Total for all villages1,886.6218.0

Care centre valuation
Care centre valuation –key assumptions

FY17 results presentation

44

*Builtsubsequenttothelastcarecentrevaluationasat31December2014**Valueincludescarebedsandassociatedcareprofitsfromservicedandmemorycareapartments

Value of care facilitiesTotal care bedsValue of care facility

Assumed

capitalisation rate

Assumed value p er

equivalent bed**

VillageLocationNo.NZ$m%NZ$'000

Summerset at BishopscourtDunedin426.713.50%133

Summerset Down the LaneHamilton497.113.50%118

Summerset in the VinesHavelock North454.114.00%95

Summerset by t he RangesLevin414.514.50%87

Summerset by t he ParkManukau5410.612.00%173

Summerset in the BayNapier486.512.00%113

Summerset in the SunNelson598.613.75%108

Summerset on SummerhillPalmerston North444.914.25%109

Summerset on the CoastParaparaumu444.314.00%97

Summerset at the CourseTrentham445.113.00%95

Summerset in the River CityWanganui372.915.00%68

Summerset FallsWarkworth416.913.25%129

Total for existing care facilities54872.0--

Summerset at Heritage ParkEllerslie5811.013.50%157

Summerset at KarakaKaraka508.813.75%147

Summerset by t he SeaKatikati496.813.75%126

Summerset Mountain ViewNew Plymouth527.113.75%109

Summerset at WigramWigram497.813.00%122

Total for new care facilities*25841.5--

Total for all villages806113.4--

7year metrics summary
FY17 results presentation

45

*Compoundannualgrowthrate

**UnderlyingprofitdiffersfromNZIFRSreportedprofitaftertax.ThemeasurehasbeenauditedbyErnst&Young.Refertoappendixforareconciliationbetweenthetwomeasures,andnote2of

thefinancialstatementsfordetailonthecomponentsofunderlyingprofit

Underlying profit 6 year CAGR of 47%

Full Year Results6 Year CAGR*FY17FY16FY15FY14FY13FY12FY11

Op

e

r

a

t

ion

a

l

New sales of occupation rights23%382414333286228167108

Resales of occupation rights16%300244245172174164123

Total sales20%682658578458402331231

New retirement units delivered24%450409303261209160122

Retirement units in portfolio14%3,2782,8282,4192,1161,8551,6461,486

Care beds in portfolio16%806748616485442327327

Fina

n

c

ial

(

N

Z$m

)

Total revenue ($m)22%110.586.168.854.345.238.133.7

Net profit after tax ($m)93%223.4145.584.254.234.214.84.3

Underlying profit** ($m)47%81.756.637.824.422.215.28.1

Net operating cash flow ($m)30%207.7192.6140.3110.488.666.343.7

Total assets ($m)24%2,216.31,706.81,363.51,043.2844.9702.3616.9

Total equity ($m)22%769.3545.6409.8332.3281.9248.8233.4

Interest bearing loans and borrowings ($m)31%347.2274.0248.2150.8105.378.269.1

Cash and cash equivalents ($m)-3%7.68.76.74.93.02.89.0

Gearing ratio (Net D/ Net D+E)7%30.7%32.7%37.1%30.5%26.6%23.3%20.5%

EPS (cents) (IFRS profit)87%102.2366.9338.9425.1615.996.962.39

NTA (cents)21%347.56249.90188.52153.33131.24116.49109.33

Development margin (%)28%27.3%22.2%20.0%15.7%13.2%12.0%6.2%

---

Annual Report 2017

Pg 68
Contents

Summerset Snapshot 1

Business Highlights 4

Portfolio Grow th 5

Financial Highlights 8

People Highlights 12

Chair’s Report 13

Chief Executive Officer’s Report 15

Health and Safety 19

Community Support 22

Directors’ Profiles 23

Executive Team Profiles 25

Five Year Historical Summary 27

Financial Statements 30

Governance 67

Remuneration 75

Disclosures 82

Company Information 89

Directory 91

Cover image: Aotea resident Margaret with her granddaughter

This document is printed on an environmentally responsible paper produced using Elemental Chlorine Free (ECF) pulp sourced from

sustainable and legally harvested farmed trees, and manufactured under the strict ISO14001 Environmental Management System.

Pg 2Pg 1
More than

1,200

staff members

3,278

Retirement units in

portfolio

23

Villages completed

or under development

Summerset

Snapshot

Land bank of

396

care beds

2,841

retirement units

Land bank of

More than

4,700

residents

806

58

Care beds in portfolio

New care beds

delivered in 2017

450

Retirement units

built in 2017

6

Greenfield sites

Pg 4Pg 3
Business

Highlights

2 7. 3 %

development margin

Milestone

1

Care centre opened

Ellerslie

682

occupation rights

Sales of

3

Land acquisitions

Kenepuru in Wellington, Avonhead in Christchurch

and additional land at Casebrook in Christchurch

58

New care beds

delivered

450

New retirement units

delivered

Pg 6Pg 5
The New Zealand population

aged over 75 years is forecast

to more than triple in the next

50 years.

The number of people aged

75 and over is projected to

increase from 300,000 in

2017 to 1,090,000 by 2068.

This is an increase from 6% of

the population to 17%.

The number of people aged

85 and over is projected to

increase from 85,000 in

2017 to 400,000 in 2068.

This is an increase from 1.7%

of the population to 6.1%.

2017 Highlights

450

new retirement units completed

10%

more units built than in 2016

3,278

retirement units in portfolio

Portfolio Grow th

20 years of consistent delivery and growth


New retirement units delivered


Existing stock

3,500

3,000

2,500

2,000

1,500

1,000

500

0

’98’97’99’00’01’02’03’04’05’06’07’08

163

80

122

160

209

261

303

1,272

1,352


1,486

1,646

1,855

2,116

2,419

2,828

129

90

188

63

58

124

63

126

126

62

219

407

470

528

652

732

795

921

983

1,109

’09’10’11’12’13’14’15’16’17

3,278

409

450

129

80

129

219

407470528652

732

7959219831,109

1,272

1,3641,4861,646

1,855


2,1162,4192,828

Pg 8Pg 7
Financial

Highlights

44%

Increase on FY16

$81.7m

Underlying profit FY17

30%

Increase on FY16

$2.2b

Total assets

8%

Increase on FY16

$208m

Operating cash flow

54%$223m

Net profit after tax FY17Increase on FY16

Clark Coastal Villa, Hobsonville

Pg 10Pg 9
Financial Highlights

Underlying profit

$000

FY2017FY2016% Change

Profit for the period *223,436145,48053.6%

Less fair value movement of investment property *(217,954)(143,459)51.9%

Less reversal on impairment of land *(15)-N/A

Add realised gain on resales24,93615,42361.7%

Add realised development margin50,97038,95430.8%

Add deferred tax expense *29015883.5%

Underlying profit81,66356,55644.4%

*Figure has been extracted from financial statements

Underlying profit differs from NZ IFRS profit for the period. The Directors have provided an underlying profit measure to

assist readers in determining the realised and non-realised components of fair value movement of investment property

and tax expense in the Group’s income statement. The measure is used internally in conjunction with other measures

to monitor performance and make investment decisions and has been audited by Ernst & Young. Underlying profit is an

industry-wide measure which the Group uses consistently across reporting periods.

Results Highlights – Financial

FY2017FY20166% Change

Net profit before tax (NZ IFRS) ($000)223,726145,63853.6%

Net profit after tax (NZ IFRS) ($000)223,436145,48053.6%

Underlying profit * ($000)81,66356,55644.4%

Total assets ($000)2,216,3281,706,77329.9%

Net tangible assets (cents per share)3 47.56249.9039.1%

Net operating cash flow ($000)207,7 16

192,6107.8%

*Underlying profit differs from NZ IFRS profit for the period

Results Highlights – Operational

FY2017FY2016% Change

New sales of occupation rights382414( 7.7 %)

Resales of occupation rights30024423.0%

New retirement units delivered45040910.0%

Realised development margin ($000)50,97038,95430.8%

Gross proceeds (new sales) ($000)186,428175,6416.1%

Realised gains on resales ($000)24,93615,42361.7%

Moira, Paraparaumu

Pg 12Pg 11
1,200

staff members

More than

More than

4,700

97%

Village resident

satisfaction

97%

Care resident and

family satisfaction

New staff benefits

initiative launched

People Highlights

More than

residents

200

new roles created

Pg 14Pg 13
C h a i r ’s

Report

dementia. We intend to implement it in future

villages, starting with Casebrook in Christchurch

and Rototuna in Hamilton, both of which are

currently under development.

With 23 villages and another six for development

in New Zealand, Summerset has grown quickly

since its first village opened in Wanganui on 21

November 1997. This year we also celebrated our

sixth year since listing on the NZX. Since listing

we have more than doubled our size and we are

likely to double again in the next five years as we

continue to grow our footprint and as the ageing

population continues to increase. We continue to

assess potential entry into the Australian market.

The Board has declared a final dividend of NZ 7.1

cents per share. This is a total dividend payment

for 2017 of NZ 11 cents per share and represents

30% of underlying profit.

Looking ahead to 2018, social and environmental




sustainability is becoming increasingly important

in the way businesses operate. Summerset

already undertakes a range of activities

that contribute to social and environmental

sustainability. However, we recognise we are in

the early stages of our sustainability journey, and

plan to review our approach to this important area

over the coming year to improve our contribution.

Summerset will continue to work hard to deliver

high quality retirement living for its residents

and subsequent financial results that benefit our

investors, residents and staff.

On behalf of the Board, thank you for your

continued support.



Rob Campbell

Chair

These results come from achieving our purpose

of bringing the best of life to our residents by

ensuring they have the best homes, care and

lifestyle and making life at a Summerset village

a great experience.

We continue to expand our offering with three

land purchases in 2017, being Kenepuru in

Wellington, Avonhead in Christchurch and an

additional two hectares alongside our Casebrook

village. We opened the main building in our

new Ellerslie village and won the best built

environment award at the New Zealand Aged

Care Association annual awards for our purpose-

built memory care centre in Levin.

Our memory care concept sees people with

dementia living in their own one bedroom

apartment, supported by leading technology

and within a wider secure memory care centre.

This gives them their own home and a sense of

independence in a safe and caring environment.

Summerset is the first in New Zealand to launch

this style of apartment living for people with

Welcome to Summerset’s Annual Report for the financial year to

31 December 2017. The results reflect continued sound performance from

the business in its 20

th

year of operation. In 2017 Summerset delivered net

profit after tax of $223.4 million, a 54% increase on 2016, and an underlying

profit of $81.7 million, an increase of 44% on 2016.

Award-winning Levin memory care centre

Pg 16Pg 15
2016.

Summerset is New Zealand’s fastest growing retirement

village and care operator, the second largest builder

of retirement units and third largest by number of

residents. We are also the youngest of all the large

operators. Summerset has come a long way in its

20 years, but we couldn’t have accomplished any of

these things without the dedication and support of our

people, both residents and staff.

Our aim is to provide the highest quality care

Our resident satisfaction results continue to perform

very strongly with village resident satisfaction last

year of 97%, up from 94% in 2016. Our care resident

satisfaction result was 97%, up from 94% in 2016. Over

the last two years we have focused on ensuring better

communications with residents and their families

through the year, faster resolution of issues, lifting

property standards and more presence from our head

office staff, including the Executive Leadership Team

and myself, on sites to ensure our service standards are

being met and any issues are resolved quickly.

For 2018 we have further initiatives aimed at continuing

to improve the village and care experience for residents.

From March 2018 three regionally based food providers,

White Tie Health Services, Kerr & Ladbrook and Cater

Plus, will provide food for our villages. There will also

be an in-house team at our Levin and Paraparaumu

villages. Food is an essential part of the offering in the

care business, but also in the village as well. Our focus

has been on finding local food providers for whom food

is a core competency and where the owners have a

personal connection, close contact with our residents

and really care about what they do. Using a number

of local providers also ensures our food will have local

variation suited to each region and season as opposed

to serving the same meal in all villages at the same time.

As Rob has already mentioned, we received the New

Zealand Aged Care Association best built environment

award for our first memory care centre in September.

We are particularly proud of this innovative model of

dementia care as we are the first in New Zealand to offer

apartment style living for people living with dementia.

The genesis of this was simple: there must be a better

way to care for people with dementia. We intend to

incorporate memory care centres in our new villages

and the next two will be ready towards the end of 2019

in Casebrook, Christchurch and Rototuna, Hamilton.

For the third year in a row, we also received a Highly

Commended award in the Aged Care and Retirement

Villages category of the annual Reader’s Digest Trusted

Brand awards.

We have previously flagged investments we are making

in systems, and in particular the resident management

system VCare. The roll-out of this system is progressing

well with the village modules largely in place across the

group. Through the course of 2018 we will look to roll

out the clinical modules of this system. This will take

what is currently a paper based management system

onto VCare. In the initial work for this care roll-out, we

can already see considerable opportunity in removing

duplication of effort, streamlining workflows and

increasing the visibility of how our sites are performing

to our regional and central operations and clinical teams

to ensure we are delivering quality care at all times.

Investing in our people

In October, we introduced a range of market leading

benefits to reward our staff for their contribution,

enhance our employee brand and improve staff

retention. For me this was an important move to

show staff how much we value them, in particular our

frontline staff, who are at the heart of our business.

These incentives are a further boost to the 1 July 2017

government funded pay increase for caregivers,

diversional and occupational therapists and cover

all Summerset permanent full or part time staff. The

benefits include:

• Health insurance covering everyday health care costs

such as GPs, dentists, physios and optometrists

• Funeral cover – $10,000 for every permanent

employee or their spouse

• Long service leave – after five years’ service with

Summerset

• Buyers group trade discounts and Summerset

supplier discounts from a range of companies

We also continue to offer staff the opportunity to

participate in an all staff share scheme, with 83% of

employees signing up, an increase on 81% in 2016. The

scheme provides staff with $780 worth of shares that

vest after three years if they remain at Summerset.

These benefits have been very well received by staff

and place us as a leading provider in this area.

In 2017 we have worked to develop a new uniform range

for our staff. Our Katikati and Trentham village staff have

taken part in user trials and we are now refining the

designs before rolling out the range across all villages

in 2018.

Staff engagement is an important measure within any

business. This year we received an overall company

engagement score of 67%. This is 9% above the

average engagement score of 58% for New Zealand

and Australian companies and places Summerset in

the highest quartile of New Zealand and Australian

companies for staff engagement. This is a pleasing

result although we have ongoing work we want to do in

this area.

Health and safety continues to be an important area of

focus for Summerset. In the past 12 months, we have

In John’s words: “I started thinking. I knew there had

to be an opportunity for proper aged care, where

everyone has their own room and facilities. Our nanas

and grandads needed somewhere they could live with

dignity.” This was the start of Summerset.

In November last year we celebrated the 20

th

birthday

of our first village in Wanganui. It was wonderful to share

this experience with staff and residents in Wanganui

and across the country, and it certainly reinforced the

importance of our purpose: bringing the best of life to

our residents.

In our 20th anniversary year, we welcomed around

500 new residents and 200 staff to the Summerset

family. Summerset now has more than 4,700 residents

and more than 1,200 staff. That is a real achievement

for a company that started out with a single village

in Wanganui in 1997. I think we can fairly say that

Summerset has been a real New Zealand success story.

In 2017, Summerset recorded a number of

achievements including scoring record levels of

resident satisfaction, winning an award for our Levin

memory care centre, moving to the top quartile of

employers for staff engagement in New Zealand and

Australia, releasing a market leading range of staff

benefits, issuing the first retail bonds in the retirement

and aged care sector, building 450 new homes,

completing 682 occupation right sales (new sales and

resales), achieving a development margin of 27.3% and

recording an $81.7 million underlying profit, up 44% on

Chief

Executive

O ffi c e r ’s

Report

In the mid 1990’s, Summerset’s founder, John O’Sullivan, went to visit

his grandmother who had moved into an old fashioned geriatric ward in

Waikanae. She was in what amounted to a dormitory for a number of people

with plastic curtains between the beds. John remembers stretching his arms

out and being able to touch all the “walls”.

Pg 18Pg 17
St Johns village will include two and three bedroom

villas and apartments, one bedroom serviced

apartments and high quality rest-home and hospital

care. The village will also include Summerset’s award

winning memory care centre concept.

Design planning for Summerset’s seventh Auckland

village in Cheshire Street, Parnell is also underway.

Work on our Casebrook village in Christchurch is

progressing well with the first two and three bedroom

villas and townhouses available for residents to move

into next month. The village will offer our first memory

care centre in Christchurch.

Like other large developers in Auckland’s tight

construction market, Summerset has experienced

some delays to its Ellerslie build. However, despite

this, we delivered our targeted 2017 build rate of 450

retirement units. This is testament to the dedication

of Summerset’s in-house construction team. We

continue to watch the Auckland market closely given

the construction pressures and plateauing residential

housing market. We are seeing good interest in sites and

good sales rates. Our days to settle metric for new sales

in Auckland has not changed despite the changes in the

housing market, which is indicative of the needs based

demand we see for our villages, with an average age of

80 on entry.

In 2017, we purchased two new sites for development, in

the Christchurch suburb of Avonhead and Wellington’s

Kenepuru. An additional 2.1 hectares in Cavendish Road

was also purchased to provide for an additional 71 villas

at our Casebrook village.

Plans for our Boulcott, Lower Hutt village continue

to progress. During 2017 we received a plan change,

which rezoned the land to residential usage. We also

submitted our resource consent for the village and

will progress this through 2018. For various reasons,

consenting for this site is taking longer than desired but

are we making slow but sure progress.

These purchases bring the total number of Summerset

locations to 29 nationwide.

At the end of 2017, Summerset’s total land bank

represented approximately 2,841 retirement units and

396 care beds. This is a total of around six years’ supply

based on our intended build programme for retirement

units in 2018 of around 450 retirement units.

Executive Team changes

Last year we announced we had started to look at

Australia as a potential market for Summerset. To further

this work we have appointed Paul Morris, currently GM

Development, as GM Development Australia and he will

be relocating to Australia in 2018.

Paul has been with Summerset for 17 years, overseeing

the development function integral to Summerset’s

success. It is very pleasing to have someone of Paul’s

experience and proven track record leading our

Australian activity.

Aaron Smail, Summerset’s Senior Development

Manager, has been promoted to the GM Development

role.

In the sales team we appointed Fay French as GM Sales

last year. Fay was previously one of Summerset’s Group

Sales Managers, responsible for our South Island and

developing villages.

Looking ahead

Our focus in the coming year will be to continue to

deliver high quality retirement village living by bringing

the best of life to our residents whether they are

living independently in our villages, need a little extra

assistance in our serviced apartments, or are living in

our care centres.

Our residents are why we are here and developing

further homes for future residents is a key part of our

business and its financial success, from which our

residents, staff and investors all benefit.

We will continue to look for opportunities to purchase

land for more retirement villages in New Zealand and

continue to investigate whether to move into the

Australian market.

I would like to thank our residents for choosing to live at

Summerset and creating our vibrant villages; our staff, in

particular our caregivers and nurses, for the hard work

they do bringing the best of life to our residents each

day; and our investors for supporting our business.



Julian Cook

Chief Executive Officer

moved further towards improving our systems. We

implemented a risk management framework across

the company; participated in two external health and

safety audits, which identified where we are making

good progress and how we can further enhance our

practices; achieved ACC accredited employer status;

employed a health and safety team member dedicated

to construction, and advanced relationships with other

companies in similar industries to progress industry

specific health and safety benchmarks. We continue to

achieve positive results with our Site Safe New Zealand

audits across our construction sites.

Bringing the Best of Life

In 2017, we also undertook a rebranding exercise. This

has resulted in an updated brand appearance, new

website and redesigned customer facing collateral

across our operations. Residents are at the heart of

what we do and we have tried to reflect this in our brand

imagery, the stories we tell in our website and collateral

and how our website functions, with a number of new

features designed to make understanding what we offer

and how to get in touch with us easier for residents

and their families. We have also been spending time

increasing our social media presence and would invite

you to visit our page on Facebook which can be found

by searching for Summerset. There are some great

stories on here about the life in our villages. We can

also be found on LinkedIn, which has a more business-

focused orientation.

As part of turning 20 years old in 2017, we have written

a book (available free by contacting our Wellington

office) which tells the story of Summerset, from John

O’Sullivan’s desire to build a place where he would be

proud to have his nana stay, through to where we are

today. Summerset was founded on John’s vision of

putting residents first, doing the right thing for people

and ensuring that we would all be proud to have our

own family in a Summerset village. As we have grown

we have found the ability to be able to articulate these

values clearly is important to staff, residents, families

and other stakeholders. To this end we have formalised

our values with our three overarching values of “strong

enough to care”, “one team” and “strive to be the best”

encapsulating the spirit of what is Summerset.

Growth and development

Auckland and Christchurch continue to be focus areas

of growth for Summerset.

In July 2017 we opened the main building of our

Ellerslie village, which is part of a $1.3 billion investment

programme in the region, including further villages in

St Johns and Parnell. The development of our Ellerslie

village represents another step forward in our Auckland

growth plans, which will strengthen our position as New

Zealand’s fastest growing retirement village and aged

care provider.

Summerset is playing a role in freeing up Auckland

property at a time when land supply in the city is under

pressure. The higher density nature of our Ellerslie

village means it is expected to free up the equivalent of

about 18 hectares of residential land in Auckland.

When complete, Summerset at Heritage Park will house

400 residents in a mix of two and three bedroom villas,

apartments, and serviced apartments, while 58 care

rooms will provide rest home and hospital-level care.

Summerset has also applied to Auckland Council for

resource consent to develop over 340 homes on 2.5

hectares on St Johns Road. Homes at the proposed

Pg 20Pg 19
Our people (Summerset’s expectation of all staff):

• Take responsibility for the health and safety of

themselves and others;

• Follow our health and safety practices and

procedures;

• Report work related injuries, near-miss situations

and/or potential hazards;

• Contribute to the continual improvement

of our practices;

• Speak out if in doubt.

At a governance level, Summerset manages health

and safety as part of the Company’s overall risk

management plan. In addition, Summerset has a rolling

three-year health and safety strategy and an annual

plan.

Health and safety achievements in 2017

Specific achievements in 2017 in the ongoing

development of the Company’s health and safety

programme include:

• A refreshed Summerset Health and Safety Policy

aimed specifically at sharing the Company’s vision

for health and safety;

• Confirmation from the 2017 all-staff survey of

positive staff perceptions of health and safety

practices and efforts to advance;

• Appointment of additional resourcing to specifically

provide health and safety expertise to the

Company’s construction sites;

• Increased reporting against all types of health and

safety incidents including near misses, hazard

observations and injuries;

• Successful achievement of ACC Accredited

Employers Programme status;

• Successful acceptance into third party claims

management programme;

• Implementation of internal health and safety audit

programmes across the Company’s operations and

construction business units;

• Increased focus on critical risks and on learnings

from incidents;

• Continued active participation in key external

networking forums, including the Business Leaders

Health & Safety Forum.

The Group’s lost time injury frequency rate (LTIFR) and

recordable injury frequency rate (RIFR) are showing a

downward trend and near miss frequency rate (NMFR)

is showing an upward trend. We believe this is a result

of the strong focus on good health and safety practices

across the business.

Key terms:

LTIFR = lost time injury frequency rate, is calculated by

multiplying the total number of LTI’s (lost time injuries)

recorded in a 12 month period by 200,000 and then

dividing by the total number of hours worked, i.e. an LTIFR

of 4.0 means that there have been four LTI’s per 200,000

hours worked on average over a 12-month period.

RIFR = recordable injury frequency rate, is calculated by

multiplying the total number of MTI’s (medical treatment

injuries) and LTI’s (lost time injuries) recorded in a

12-month period by 200,000 and then dividing by the

total number of hours worked.

Summerset believes that a fundamental part of being

able to achieve its purpose of Bringing the Best of Life

to our older generations is a safe and healthy workforce.

Summerset completed a full review of all Company

health and safety practices in 2014 in preparation for

the new Health and Safety at Work Act 2015. This led

to the creation of the health and safety system now in

place at Summerset, the implementation of a health and

safety system to report and process health and safety

incidents, and the recruitment of a dedicated health and

safety team.

Summerset has continued to advance health and safety

practices by establishing and evolving a strong National

Health and Safety Committee. As a demonstration of

the commitment to health and safety by the Executive

Team, the majority of the Executive sit as part of the

National Health and Safety Committee.

Summerset’s approach focuses on doing the right thing,

working together and continually raising the bar.

Summerset’s commitment and vision for health and

safety is confirmed in a one-page policy that can easily

be understood by all staff across the Company.

We believe (Summerset’s vision):


• It is up to every one of us;

• We can all go home safe from harm each day;

• A safe and healthy operation is an efficient operation.

We will (Summerset’s commitment):

• Actively lead safe working practices;

• Invest in the capability of our people,

systems and practices;

• Identify, eliminate and/or control things that could

hurt our people;

• Encourage and value our people’s input into

finding ways to keep us all safe;

• Seek to continually improve our health and

safety performance.

Health and Safety

Summerset’s vision is that all of our staff go home safe from harm each day.

9.0

20162017

RIFR LTIFR

Number of recordable injuries

8.0

7.0

6.0

5.0

4.0

3.0

2.0

1.0

0

RIFR and LTIFR as at 31 December

Pg 22Pg 21
Summerset supports the wider community through sponsorships of

individuals and organisations, as well as a large number of local clubs

and groups that have direct relationships with our villages. In addition at a

national level we support the following organisations:

New Zealand Dementia Co-operative (NZDC)

An organisation that works to bring together people

with expertise in dementia to further how this country

deals with the challenge of dementia.

Eureka Trust

Set up in association with Sir Paul Callaghan to

encourage and develop young leaders within the

science, technology, engineering and mathematics

subject areas. Summerset sponsors the Ageing Well

category of the Eureka Award, which looks at advances

that harness science to sustain health and wellbeing

into the later years of life. Palmerston North Girls’ High

School student Maddison McQueen-Davies received

this award in September 2017 with her proposal to fix

cartilage and help osteoarthritis sufferers through the

use of a gel currently being developed and tested in

the United States.

Wellington Free Ambulance

In 2017 we made a donation to support the important

services they provide to the Greater Wellington and

Wairarapa regions.

Orokonui Ecosanctuary

A wildlife sanctuary whose vision is for a healthy,

self-sustaining ecosystem, free of all introduced

mammals and comprising indigenous species that

are appropriate to the Orokonui forest, where people

can enjoy a peaceful encounter with nature, and

from which they may take recreation, refreshment,

new knowledge, new skills and a new commitment

to conservation. In addition to the financial support

pledged by Summerset for the next three years to

the Orokonui Ecosanctuary in 2017, the residents of

Summerset Bishopscourt in Dunedin jumped on board

to volunteer their time and energy by giving practical

help and resources.

Communit y Support

Paraparaumu resident, Maria, spending time in her garden

Pg 24Pg 23
Directors’ Profiles

Rob Campbell

(BA (Hons. 1st), MPhil (Econ))

Chair, Independent

Rob is the Chair of the Board. He

has over 30 years’ experience as a

director and investor.

He is currently the Chair of WEL

Group Ltd, Tourism Holdings

Ltd and a director of Precinct

Properties NZ Ltd and SKYCITY

Entertainment Group.

Rob is also an investor and director

of a number of substantial private

companies and is a director of, or

an advisor to, a number of private

investment funds.

Rob has been Chair of Summerset

since 2011, when he was appointed

to Summerset to lead its listing on

the NZX.

Dr Marie Bismark

( MBChB, LLB, MBHL, MPH,

MD, FAICD, FAFPHM)

Independent

Marie is Chair of Summerset’s

Clinical Governance Committee.

She holds degrees in law,

medicine, bioethics and public

health, and has completed a

Harkness Fellowship in Healthcare

Policy at Harvard University.

Marie works as a psychiatry

registrar with Melbourne Health,

and as an Associate Professor at

Melbourne University.

Her research focuses on patients’

rights, quality of care, and medical

regulation. Marie is an experienced

company director, serving on

the boards of GMHBA Health

Insurance and on the Veterans’

Health Advisory Panel.

Marie has been a director of

Summerset since 2013.

James Ogden

( B CA (Hons), FCA, CFinstD,

INFINZ (Cert))

Independent

James is the Chair of Summerset’s

Audit Committee. He is a director

of Vista Group International Limited

and Chair of the Investment

Committee of Pencarrow Private

Equity. In October 2017, James

joined MMC Limited as Chair and

Foundation Life (NZ) as a director.

James has had a career as an

investment banker, including six

years as Country Manager for

Macquarie Bank and five years as

a director of Credit Suisse First

Boston. He also worked in the

New Zealand dairy industry for

eight years in chief executive and

finance roles.

James holds a Bachelor of

Commerce and Administration

with First Class Honours and is a

Chartered Fellow of the Institute of

Directors and a Fellow of Chartered

Accountants Australia and New

Zealand (CAANZ).

James has been a director of

Summerset since 2011, when he

was appointed to Summerset prior

to its listing on the NZX.

Gráinne Troute

(GradDipBusStuds, CMInstD)

Independent

Gráinne is Chair of Summerset’s

Remuneration Committee. She is a

Chartered Member of the Institute

of Directors and is also a director

of Tourism Holdings Ltd and Evolve

Education Group Ltd. 

Gráinne is a professional director

with many years’ experience in

senior executive roles. She was

General Manager, Corporate

Services at SKYCITY Entertainment

Group and Managing Director of

McDonald’s Restaurants (NZ) Ltd.

She also held senior management

roles with Coopers and Lybrand

(now PwC) and HR Consultancy

Right Management.

Gráinne has vast expertise in

operating customer-focused

businesses in highly competitive

sectors. She has also spent many

years as a trustee and chair in the

not-for-profit sector, including

having been the Chair of

Ronald McDonald House Charities

New Zealand for five years. 

Gráinne has been a director of

Summerset since 2016.

Anne Urlwin

( B Com, FCA, CFInstD,

MAICD, ACIS, FNZIM)

Independent

Anne is the Chair of Summerset’s

Development and Construction

Committee. She is a professional

director with experience in a

diverse range of sectors, including

construction, health, infrastructure,

telecommunications and financial

services.

She is the Deputy Chair of

Southern Response Earthquake

Services Ltd, and a director

of Chorus Ltd and Steel and

Tube Holdings Ltd. Her other

directorships include City Rail

Link Ltd and ANZ Bank subsidiary

OnePath Life (NZ) Ltd.

Anne is a former Chair of national

commercial construction group

Naylor Love Enterprises Ltd and of

the New Zealand Blood Service.

Anne is a Chartered Accountant

with experience in senior finance

management roles in addition to

her governance roles. She is also

the Independent Chair of the Ngai

Tahu Te Runanga Audit and Risk

Committee.

Anne has been a director of

Summerset since 2014.

Dr Andrew Wong

(BHB, MbChB, MPH, FNZCPHM)

Independent

Andrew is registered with the

New Zealand Medical Council as a

Public Health Medicine specialist.

He is the Managing Director

of MercyAscot Hospitals and

HealthCare Holdings, having held

these positions since 2009.

He is also a director of a number

of medical organisations.

These cover a diverse range of

areas such as surgical hospitals,

day surgeries, diagnostic radiology

and cancer care.

Andrew has been a director of

Summerset since 2017.

Pg 26Pg 25
Executive Team

Profiles

Julian Cook

(FCPA, MAF, MSc, BSc, BA)

Chief Executive

Officer

Julian has overall

responsibility for

Summerset and is focused

on developing and

operating vibrant villages,

and ensuring that respect

for our customers is always

at the core of everything

we do.

Prior to becoming Chief

Executive in 2014, Julian was

Summerset’s Chief Financial

Officer from 2010 onwards.

He oversaw Summerset’s

transition to become a

publicly listed company

on the New Zealand Stock

Exchange and the Australian

Securities Exchange.

Julian is a member of the

Executive Committee for

the New Zealand Retirement

Villages Association and a

Fellow of CPA Australia.

Scott Scoullar

(CA ANZ, FCPA, BCA)

Deputy Chief

Executive Officer

and Chief Financial

Officer

Scott has overall

responsibility for the

financial management of

the Company. He also leads

the corporate services

functions at Summerset.

Before joining Summerset in

2014, Scott held CFO roles

at Housing New Zealand

and Inland Revenue, as well

as various roles at National

Bank.

A Chartered Accountant,

Scott was the recipient of

NZICA’s Public Sector CFO

of the Year award for 2011,

and received a Special

Commendation at the 2012

New Zealand CFO Summit

Awards. Scott is also a

Fellow of CPA Australia and

a CPA New Zealand Council

Board Member.

Fay French

(RNZcmpN)

General Manager

Sales

Fay leads our national sales

team and can be found at

Summerset’s Wellington

office or at one of our many

New Zealand villages.

Fay has a breadth of

experience across sales,

hospitality and the health

sector. Prior to joining

Summerset in 2015, she

held a sales leadership role

at a leading New Zealand

e-commerce platform

where she was responsible

for leading a team of

business development

managers. A registered

nurse, Fay has worked in

various nursing roles and

medical sales for Roche

Pharmaceuticals.

Paul Morris

(Dip. BS)

General Manager

Development Australia

Paul leads Summerset’s

investigation of

development opportunities

in the Australian market.

Paul has been with

Summerset since early

2000. He commenced

in the GM Development

Australia role in 2018

having previously been GM

Development New Zealand

since 2003.

Aaron Smail

(BE (Civil), BBS)

General Manager

Development

Aaron leads Summerset’s

development team in New

Zealand, which covers

identifying and purchasing

new sites, project

feasibilities, consents,

design concepts, master

planning and design

standards for villages.

Previous roles in his 25+

years of property and

development experience

include senior positions at

Todd Property Group and

Kiwi Property.

Aaron has been with

Summerset since 2015.

Dean Tallentire

(BSc (Hons), HND, RICS)

General Manager

Construction

Dean leads our design

management, building

consents, procurement,

cost management,

construction management

and administration support

teams in the construction

team.

Dean has extensive

construction and

development experience

and has led teams in

public and private sectors

within developer and main

contractor environments.

Prior to joining Summerset

in 2015, Dean held a

number of senior roles at

Fletcher Building.

Eleanor Young

(BSc (Hons))

General Manager

Operations and

Customer Experience

Eleanor oversees the

operational performance

across all Summerset

villages. Her focus on

service experience

and delivery ensures

Summerset’s residents

receive the highest quality

facilities and care.

Before joining Summerset

in 2016, Eleanor held senior

roles at Inland Revenue.

This included four years

as the Group Manager

of Customer Services,

managing over 2,000

staff across New Zealand

to deliver services to

customers.

Eleanor has a background

in human resources within

both the public and private

sector, having worked

in managerial roles for

the Ministry of Social

Development, Mighty River

Power and Air New Zealand.

Pg 28Pg 27
Five Year

Historical Summary

Operational

UNITFY2017FY2016FY2015FY2014FY2013

New sales of occupation rightsNo.382414333286228

Resales of occupation rightsNo.300244245172174

Total sales of occupation rightsNo.682658578458402

Development margin%27.3%22.2%20.0%15.7%13.2%

New retirement units deliveredNo.450409303261209

Retirement units in portfolioNo.3,2782,8282,4192,1161,855

Care beds in portfolioNo.806748616485442

Financial

UNITFY2017FY2016FY2015FY2014FY2013

Net operating cash flow$000207,7 16192,610140,268110,43388,590

Total assets$0002,216,3281,706,7731,363,5401,043,189844,932

Net assets$000 769,284545,615409,786332,270281,912

Underlying profit$00081,66356,55637,8 0 024,42022,154

Profit before income tax (IFRS)$000223,726145,63882,77553,99431,755

Profit for the period (IFRS)$000223,436145,48084,24554,17334,223

Dividend per sharecents 11.007.705.253.503.25

Basic earnings per sharecents102.2366.9338.9425.1615.99

Key operational and financial statistics for the five year period up to and including FY2017 are as follows:

Pg 30Pg 29
Financial

Statements

INCOME STATEMENT

For the year ended 31 December 2017

NOTE

2017

$000

2016

$000

Care fees and village services474,50557,76 9

Deferred management fees435,80428,036

Interest received4 184249

Total revenue0110,49386,054

Reversal of impairment on land915-

Fair value movement of investment property11217,954143,459

Total income328,462229,513

Operating expenses5(88,587)(71,087)

Depreciation and amortisation expense9,10(4,628)(3,736)

Total expenses(93,215)(74 ,823)

Operating profit before financing costs235,247154,690

Net finance costs6(11,521)(9,052)

Profit before income tax223,726145,638

Income tax (expense)/credit7(290)(158)

Profit for the period223,436145,480

Basic earnings per share (cents)19102.2366.93

Diluted earnings per share (cents)19100.4666.03

Net tangible assets per share (cents)193 47.56249.90

The accompanying notes form part of these financial statements.

Hans, Paraparaumu

Pg 32Pg 31
STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 December 2017


NOTE

2017

$000

2016

$000

Profit for the period223,436145,480

Fair value movement of interest rate swaps14(3,043)(1,769)

Tax on items of other comprehensive income7851496

Other comprehensive income which will be reclassified

subsequently to profit or loss for the period net of tax

(2 ,192) (1,273)

Revaluation of land and buildings918,934-

Tax on items of other comprehensive income7(5,036)-

Other comprehensive income which will not be reclassified

subsequently to profit or loss for the period net of tax

13,898-

Total comprehensive income for the period23 5,142144,207

The accompanying notes form part of these financial statements.

STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2017

Share

capital

$000

Hedging

reserve

$000

Revaluation

reserve

$000

Retained

earnings

$000

TOTAL

EQUITY

$000

As at 1 January 2016244,309 (2,247)11,043156,681409,786

Profit for the period - -

-

145,480145,480

Other comprehensive income

for the period

- (1,273) - - (1,273)

Total comprehensive income

for the period

-

(1,273)- 145,480144,207

Dividends paid - -

-

(13,099)(13,099)

Shares issued4,192 - - - 4,192

Employee share plan option cost529

-


- - 529

As at 31 December 2016 249,030 (3,520)11,043 289,062545,615

As at 1 January 2017 249,030 (3,520)11,043 289,062545,615

Profit for the period- - - 223,436223,436

Other comprehensive income

for the period

- (2,192)13,898-11,706

Total comprehensive income

for the period

-

(2 ,192)13,898223,43623 5,142

Dividends paid-- -(19,857)(19,857)

Shares issued 7,56 4 - - - 7,56 4

Employee share plan option cost820 - - - 820

As at 31 December 2017257,414(5,712)24,941492,641769,284

The accompanying notes form part of these financial statements.

Pg 34Pg 33

Rob Campbell

Director and Chair of the Board

James Ogden

Director and Chair

of the Audit Committee

On behalf of the Board

Authorised for issue on 22 February 2018

STATEMENT OF FINANCIAL POSITION

As at 31 December 2017

NOTE

2017

$000

2016

$000

Assets

Cash and cash equivalents 7,56 6 8,654

Trade and other receivables825,41615,369

Interest rate swaps141,193-

Property, plant and equipment9118,50689,825

Intangible assets105,5621,562

Investment property112,058,0851,591,363

Total assets2,216,3281,706,773

Liabilities

Trade and other payables1251,85834,687

Employee benefits136,7335,002

Revenue received in advance450,49329,519

Interest rate swaps147,93 44,890

Residents’ loans15966,627801,327

Interest-bearing loans and borrowings163 47,170273,976

Deferred tax liability716,22911,757

Total liabilities1,447,0441,161,158

Net assets769,284545,615

Equity

Share capital18257,414249,030

Reserves1819,2297,523

Retained earnings492,641289,062

Total equity attributable to shareholders769,284545,615

The accompanying notes form part of these financial statements.

STATEMENT OF CASH FLOWS

For the year ended 31 December 2017

2017

$000

2016

$000

Cash flows from operating activities

Receipts from residents for care fees and village services 72,424 57, 20 8

Interest received184249

Payments to suppliers and employees(80,565)(68,563)

Receipts for residents’ loans - new occupation right agreements181,574176,938

Net receipts for residents’ loans - resales of occupation right agreements34,09926,778

Net cash flow from operating activities 2 07,7 1 6 192,610

Cash flows from investing activities

Payments for investment property:

land (27,8 4 0) (18,461)

construction of new villages (202,744) (153,042)

refurbishments in established villages (3,937) (2,872)

Payments for property, plant and equipment:

construction of new care centres(10,319)(15,036)

refurbishments in established care centres (752)(467)

other(1,643)(3,938)

Purchase of intangible assets(4,457)(1,013)

Capitalised interest paid(5,802)(5,028)

Net cash flow from investing activities(2 57, 4 9 4)(199,857)

Cash flows from financing activities

Net (repayments)/proceeds from bank borrowings (26,136) 25,764

Proceeds from issue of retail bonds100,000 -

Repayment of limited recourse loans-1,520

Proceeds from issue of shares7,56 44,192

Interest paid on bank loans and retail bonds(12,881)(9,158)

Dividends paid(19,857)(13,099)

Net cash flow from financing activities48,690 9,219

Net increase in cash and cash equivalents (1,088) 1,972

Cash and cash equivalents at beginning of period8,6546,682

Cash and cash equivalents at end of period7, 5 6 68,654

The accompanying notes form part of these financial statements.

Pg 36Pg 35
RECONCILIATION OF OPERATING RESULTS

AND OPERATING CASH FLOWS

2017

$000

2016

$000

Net profit for the period223,436145,480

Adjustments for:

Depreciation and amortisation expense4,6283,736

Reversal of impairment on land(15)-

Loss/(gain) on disposal of property, plant and equipment82(37)

Fair value movement of investment property(217,954)(143,459)

Net finance costs paid11,5219,052

Deferred tax expense290158

Deferred management fee amortisation(35,804)(28,036)

Employee share plan option cost820529

(236,432)(158,057)

Movements in working capital

(Decrease)/increase in trade and other receivables (9,824) 906

Increase in employee benefits1,731688

Increase in trade and other payables8771,456

Increase in residents’ loans net of non-cash amortisation2 27,928202,137

220,712205,187

Net cash flows from operating activities2 07,7 1 6192,610

The accompanying notes form part of these financial statements.

1. Summary of accounting policies

Reporting entity

The consolidated financial statements presented for the year ended 31 December 2017 are for Summerset Group Holdings

Limited (the ‘Company’) and its subsidiaries (collectively referred to as the ‘Group’). The Group develops, owns and operates

integrated retirement villages in New Zealand, including independent living, care centres with resthome and hospital-level

care and memory care centres.

Summerset Group Holdings Limited is registered in New Zealand under the Companies Act 1993 and is a FMC Reporting

Entity for the purposes of the Financial Markets Conduct Act 2013. The reporting entity is listed on the New Zealand Stock

Exchange (NZX), being the Company’s primary exchange, and is listed on the Australian Securities Exchange (ASX) as a

foreign exempt listing.

Basis of preparation

These consolidated financial statements have been prepared in accordance with generally accepted accounting practice in

New Zealand (NZ GAAP), except for note 2: Non-GAAP underlying profit, which is presented in addition to NZ GAAP compliant

information. NZ GAAP in this instance refers to New Zealand equivalents to International Financial Reporting Standards (NZ

IFRS) as appropriate for profit-oriented entities. These financial statements also comply with International Financial Reporting

Standards.

These financial statements are expressed in New Zealand dollars, which is the Company’s and Group’s functional currency. All

financial information has been rounded to the nearest thousand, unless otherwise stated.

All amounts are shown exclusive of goods and services tax (GST) except for trade receivables and trade payables, and except

where the amount of GST incurred is not recoverable. When this occurs GST is recognised as part of the cost of the asset or

as an expense as applicable.

The measurement basis adopted in the preparation of these financial statements is historical cost with the exception of the

items noted below.

• Interest rate swaps – Note 14

• Investment property – Note 11

• Land and buildings – Note 9

• Retail bonds – Note 16

Basis of consolidation

Subsidiaries are fully consolidated at the date on which the Group obtains control, and continue to be consolidated until the

date when such control ceases. The financial statements are prepared for the same reporting period as the parent company,

Summerset Group Holdings Limited, using consistent accounting policies. All intra-group transactions and balances arising

within the Group are eliminated in full.

For the year ended 31 December 2017

Notes to the

Financial Statements

Pg 38Pg 37
Summary of accounting policies (continued)

All subsidiary companies are 100% owned and incorporated in New Zealand with a balance date of 31 December.

The subsidiaries are:

Summerset Care LimitedSummerset Villages (Lower Hutt) Limited

Summerset Holdings LimitedSummerset Villages (Manukau) Limited

Summerset LTI Trustee LimitedSummerset Villages (Napier) Limited

Summerset Management Group LimitedSummerset Villages (Nelson) Limited

Summerset Properties LimitedSummerset Villages (New Plymouth) Limited

Summerset Villages (Aotea) LimitedSummerset Villages (Palmerston North) Limited

Summerset Villages (Avonhead) LimitedSummerset Villages (Paraparaumu) Limited

Summerset Villages (Casebrook) LimitedSummerset Villages (Parnell) Limited

Summerset Villages (Dunedin) LimitedSummerset Villages (Richmond) Limited

Summerset Villages (Ellerslie) LimitedSummerset Villages (Rototuna) Limited

Summerset Villages (Hamilton) LimitedSummerset Villages (St Johns) Limited

Summerset Villages (Hastings) LimitedSummerset Villages (Taupo) Limited

Summerset Villages (Havelock North) LimitedSummerset Villages (Trentham) Limited

Summerset Villages (Hobsonville) LimitedSummerset Villages (Wanganui) Limited

Summerset Villages (Karaka) LimitedSummerset Villages (Warkworth) Limited

Summerset Villages (Katikati) LimitedSummerset Villages (Wigram) Limited

Summerset Villages (Kenepuru) LimitedWelhom Developments Limited

Summerset Villages (Levin) Limited

Accounting policies

Accounting policies that summarise the measurement basis used and are relevant to the understanding of the financial

statements are provided throughout the accompanying notes.

The accounting policies adopted have been applied consistently throughout the periods presented in these financial

statements.

The Group adopted all mandatory new and amended NZ IFRS Standards and Interpretations. These new and amended NZ IFRS

Standards and Interpretations had a disclosure impact only on these financial statements. The Group chose to early adopt NZ

IFRS 9 – Financial Instruments from 1 July 2017 prior to the issue of retail bonds by the Company in July 2017 and related hedging

transactions being entered into. Certain note disclosures in the financial statements have been updated as a result of the early

adoption. There was no material impact on transition.

There are no new standards, amendments or interpretations that have been issued and are not yet effective, that are expected

to have a significant impact on the Group.

NZ IFRS Standards and Interpretations that have recently been issued or amended but are not yet effective and have not been

adopted by the Group for the annual report period ending 31 December 2017 are outlined below:

NZ IFRS 15 – Revenue from contracts with customers

This standard will replace the current revenue recognition guidance in NZ IAS 18 – Revenue and NZ IAS 11 – Construction

contracts. This standard requires an entity to recognise revenue to depict the transfer of promised goods or services to

customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods

or services. This standard has been assessed as having no material impact for the Group due to the nature of our transactions.

Care fees and village services are consumed within the same period as they are invoiced and deferred management fee

revenue is not impacted as it is covered by NZ IFRS 16 – Leases. NZ IFRS 15 is effective 1 January 2018.

NZ IFRS 16 – Leases

This standard will replace NZ IAS 17 – Leases. NZ IFRS 16 requires a lessee to recognise a lease liability reflecting future lease

payments and a ‘right-of-use asset’ for virtually all lease contracts. The impact of this standard is not expected to be significant

for the Group as operating lease commitments are not a material amount for the Group ($12.8 million of operating lease

commitments relative to $769.3 million net assets as at 31 December 2017). The operating lease commitments disclosed will

be discounted and recorded as right-of-use assets with corresponding lease liabilities and will be adjusted for the Group’s

assessment at the inception of each lease of the likelihood of exercising any renewal options. NZ IFRS 16 is effective 1 January

2019.

Critical accounting estimates and judgements

In preparing the financial statements, management has made estimates and assumptions about the future that affect the

reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and

expenses during the period. Actual results may differ from those estimates.

Estimates and assumptions are regularly evaluated and are based on historical experience and other factors, including

expectations of future events that are believed to be reasonable under the circumstances. The principal areas of judgement in

preparing these financial statements are described in the following notes:

• Deferred management fee – Note 4

• Deferred taxation – Note 7

• Interest rate swaps – Note 14

• Revenue in advance – Note 4

• Valuation of investment property – Note 11

• Valuation of land and buildings – Note 9

• Valuation of retail bonds – Note 16

Comparative information

Comparatives have been updated to reflect revised classifications in cash flow activities. No other comparatives have been

restated in the current year.

Notes to the Financial Statements (continued)

Pg 40Pg 39
Notes to the Financial Statements (continued)

2. Non-GAAP underlying profit

REF

2017

$000

2016

$000

Profit for the period

223,436145,480

Less fair value movement of investment propertya)(217,954)(143,459)

Add/(less) impairment/(reversal of impairment) on landb)(15)-

Add realised gain on resalesc)24,93615,423

Add realised development margind)50,97038,954

Add/(less) deferred tax expense/(credit)e)290158

Underlying profit81,66356,556

Underlying profit differs from NZ IFRS profit for the period. The Directors have provided an underlying profit measure to assist

readers in determining the realised and non-realised components of fair value movement of investment property and tax

expense in the Group’s income statement. The measure is used internally in conjunction with other measures to monitor

performance and make investment decisions. Underlying profit is an industry wide measure which the Group uses consistently

across reporting periods.

This statement presented is for the Group, prepared in accordance with the Basis of preparation: underlying profit described

below.

Basis of preparation: underlying profit

Underlying profit is determined by taking profit for the period determined under NZ IFRS, adjusted for the impact of the

following:

a) Less fair value movement of investment property: reversal of investment property valuation changes recorded in NZ

IFRS profit for the period, which comprise both realised and non-realised valuation movements. This is reversed and

replaced with realised development margin and realised resale gains during the period, effectively removing the unrealised

component of the fair value movement of investment property.

b) Add/(less) impairment/(reversal of impairment) of land and buildings: remove the impact of non-cash care centre valuation

changes recorded in NZ IFRS reported profit after tax. Care centres are valued at least every three years (most recently

valued as at 31 December 2017), with fair value gains flowing through to the revaluation reserve unless the gain offsets a

previous impairment to fair value that was recorded in NZ IFRS profit for the period. Where there is any impairment of a care

centre, or reversal of a previous impairment that impacts NZ IFRS profit for the period, this is eliminated for the purposes of

determining underlying profit.

c) Add realised gain on resales: add the realised gains across all resales of occupation rights during the period. The realised

gain for each resale is determined to be the difference between the licence price for the previous occupation right for a

retirement unit and the occupation right resold for that same retirement unit during the period. Realised resale gains are

a measure of the cash generated from increases in selling prices of occupation rights to incoming residents, less cash

amounts repaid to vacated residents for the repayment of the price of their refundable occupation right purchased in an

earlier period. Realised resale gains exclude deferred management fees and refurbishment costs.

d) Add realised development margin: add realised development margin across all new sales of occupation rights during

the period, with the recognition point being the cash settlement. Realised development margin is the margin earned on

the first time sale of an occupation right following the development of a retirement unit. The margin for each new sale is

determined to be the licence price for the occupation right, less the cost of developing that retirement unit.

Components of the cost of developing retirement units include directly attributable construction costs and a proportionate

share of the following costs:

• infrastructure costs

• land cost on the basis of the purchase price of the land

• interest during the build period

• head office costs directly related to the construction of retirement units

All costs above include non-recoverable GST.

Development margin excludes the costs of developing common areas of the main building within the retirement village

(including a share of the proportionate costs listed above). This is because they are assets that support the sale of

occupation rights for not just the new sale but for all subsequent resales. It also excludes the costs of developing care

centres, which are treated as property, plant and equipment for accounting purposes. These costs are both excluded in

line with industry standard.

e) Add/(less) deferred tax expense/(credit): reversal of the impact of deferred taxation.

Underlying profit does not include any adjustments for abnormal items or fair value movements on financial instruments that

are included in NZ IFRS profit for the period.

3. Segment reporting

The Group operates in one industry, being the provision of integrated retirement villages in New Zealand. The services provided

across all of the Group’s villages are similar, as are the type of customer and the regulatory environment. On this basis, the

Group has one reportable segment, and the Group results are the same as the results of the reportable segment. All resource

allocation decisions across the Group are made to optimise the consolidated Group’s result.

The Ministry of Health is a significant customer of the Group, as the Group derives care fee revenue in respect of eligible

government subsidised aged care residents. Fees earned from the Ministry of Health for the year ended 31 December 2017

amounted to $25.0 million (2016: $20.4 million). No other customers individually contribute a significant proportion of the Group

revenue. All revenue is earned in New Zealand.

4. Revenue

Care fees and villages services income is recognised over the period in which the service is rendered.

Deferred management fees, which entitle residents to accommodation and the use of the community facilities within the

village, are recognised over the period of service, being the greater of the expected period of tenure or the contractual right to

revenue. The expected periods of tenure, being based on historical Group averages, are estimated to be seven to eight years

for villas, five years for apartments and three years for serviced apartments and memory care apartments. Where the deferred

management fees over the contractual period exceeds the amortisation of the deferred management fee based on estimated

tenure, the amount is recorded as a liability (revenue in advance). Deferred management fees are recognised on a gross basis in

the receipts for residents’ loans section of the statement of cash flows.

Interest income is recognised in the income statement as it accrues, using the effective interest method.

Pg 42Pg 41
5. Operating expenses


2017

$000

2016

$000

Employee expenses50,48740,455

Property-related expenses13,86411,607

Other operating expenses24,23619,025

Total operating expenses88,58771,087

Other operating expenses include:

Remuneration paid to auditors:

Audit and review of financial statements185193

Audit of the underlying profit disclosures4-

Market analysis advisory services provided to the Group291-

Donations25-

Rent1,029647

6. Net finance costs

Interest expense comprises interest payable on borrowings and is calculated using the effective interest rate method.

2017

$000

2016

$000

Interest on bank loans, retail bonds and related fees 14,626 11,491

Interest on interest rate swaps3,2732,312

Capitalised finance costs (6,390)(4,782)

Fair value movement of interest rate swaps designated

as fair value through profit or loss

(1,193) -

Fair value movement of retail bonds designated as fair

value through profit or loss

1,171-

Finance charges on finance leases3431

Net finance costs11,5219,052

Borrowing costs are capitalised for property, plant and equipment (Note 9) and investment property (Note 11) if they are directly

attributable to the construction or production of a qualifying asset. Capitalisation of borrowing costs commences when the

activities to prepare the asset commence and expenditures and borrowing costs are incurred. Capitalisation of borrowing

costs continues until the assets are substantially ready for their intended use.

Borrowing costs of $6.4 million (2016: $4.8 million) have been capitalised during the period of construction in the current year.

The weighted average capitalisation rate on funds borrowed is 3.57% per annum (2016: 3.58% per annum).

The retail bonds are designated in a fair value hedging relationship. Details of fair value hedging are included in note 14.

Notes to the Financial Statements (continued)

7. Income tax

Tax expense comprises current and deferred tax, calculated using the tax rate enacted or substantively enacted at balance date

and any adjustment to tax payable in respect of prior years. Tax expense is recognised in the income statement except when it

relates to items recognised directly in the statement of comprehensive income, in which case the tax expense is recognised in

the statement of comprehensive income.

Deferred tax expense is recognised in respect of temporary differences between the carrying amounts of assets and liabilities

in the financial statements and the amounts used for taxation purposes. A deferred tax asset is recognised only to the extent it

is probable it will be utilised. Temporary differences for the initial recognition of assets or liabilities that affect neither accounting

nor taxable profit, unless they arise from business combination, are not provided for.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the

Group intends to settle its current tax assets and liabilities on a net basis.

(a) Income tax recognised in the income statement

2017

$000

2016

$000

Tax expense comprises:

Deferred tax relating to the origination and reversal of temporary differences290158

Total tax expense/(credit) reported in income statement290158

The prima facie income tax expense on pre-tax accounting profit from operations reconciles to the income tax expense in the

financial statements as follows:

2017

$000


%

2016

$000


%

Profit before tax223,726145,638

Income tax using the corporate tax rate62,64328.0%40,77928.0%

Capitalised interest(1,789)(0.8%)(1,339)(0.9%)

Other non-deductible expenses2240.1%1480.1%

Non-assessable investment property revaluations (61,027)(27.3%)(40,168)(27.6%)

Non-assessable reversal of impairment(4)0.0%-0.0%

Other -0.0%4150.3%

Prior period adjustments2440.1%3230.2%

Total income tax expense/(credit)2900.1%1580.1%


(b) Amounts charged or credited to other comprehensive income

2017

$000

2016

$000

Tax expense comprises:

Net gain on revaluation of land and buildings 5,036-

Fair value movement of interest rate swaps(851)(496)

Total tax credit reported in statement of comprehensive income4,18 5(496)

Pg 4 4Pg 43
Notes to the Financial Statements (continued)

(c) Imputation credit account

There were no imputation credits received or paid during the year and the balance at 31 December 2017 is nil (2016: nil).

(d) Deferred tax

Movement in the deferred tax balance comprises:

Balance

1 Jan

2017

$000

Recognised

in income

$000

Recognised

in OCI*

$000

Balance

31 Dec

2017

$000

Property, plant and equipment 10,105 5005,03615,641

Investment property16,0973,267-19,363

Revenue in advance(8,266)(5,872)-(14,138)

Interest rate swaps(1,371)-(851)(2,222)

Income tax losses not yet utilised(3,578)2,053-(1,525)

Other items(1,230)341-(890)

Net deferred tax liability11,7572904,18416,229

Balance

1 Jan

2016

$000

Recognised

in income

$000

Recognised

in OCI*

$000

Balance

31 Dec

2016

$000

Property, plant and equipment 10,080 25 - 10,105

Investment property 12,896 3,201 - 16,097

Revenue in advance (5,681) (2,585)- (8,266)

Interest rate swaps (875)- (496) (1,371)

Income tax losses not yet utilised (3,620)42-(3,578)

Other items (705)(525)-(1,230)

Net deferred tax liability 12,095 158 (496)11,757

* Other comprehensive income

Income tax (continued)

8. Trade and other receivables

Trade and other receivables are stated at amortised cost less impairment losses. Trade receivables are not significant on an

individual basis and are recognised initially at fair value and subsequently measured at amortised cost using the effective

interest rate, less an allowance for impairment. The allowance for doubtful debts is made up of expected credit losses based

on assessment of trade receivables debt at the individual level for impairment, plus an additional allowance on the remaining

balance for potential credit losses not yet identified. The expected credit losses allowance requirement on the remaining

balance has been set at 2%. There has been no material change in the allowance for doubtful debts from prior year.

Sundry debtors include amounts owing for occupation right agreements settled but not yet paid in full at balance date.

2017

$000

2016

$000

Trade receivables 2,0592,100

Allowance for doubtful debts(59)(96)

2,0002,004

Prepayments2,0281,564

Accrued income777617

Sundry debtors20,61111,184

Total trade and other receivables 25,416 15,369

9. Property, plant and equipment

Property, plant and equipment includes care centres, both complete and under development, and corporate assets held.

All property, plant and equipment is initially recorded at cost. Cost includes expenditure that is directly attributable to the

acquisition of the asset. The cost of self-constructed assets includes material and direct labour, and any other costs directly

attributable to bringing the asset to its working condition for its intended use.

Subsequent to initial recognition, land and buildings related to care centres are carried at a revalued amount, which is

the fair value at the date of the revaluation less any subsequent accumulated depreciation on buildings and accumulated

impairment losses, if any, since the assets were last revalued. Other plant and equipment is subsequently measured at cost less

accumulated depreciation and impairment losses, if any. Where an item of plant and equipment is disposed of, the gain or loss

recognised in the income statement is calculated as the difference between the net sales price and the carrying amount

of the asset.

Fair value is determined by reference to market-based evidence, which is the amount for which the assets could be exchanged

between a knowledgeable willing buyer and a knowledgeable willing seller in an arm’s length transaction as at the valuation

date.

Any revaluation surplus is recognised in other comprehensive income unless it reverses a revaluation decrease of the same

asset previously recognised in the income statement. Any revaluation

deficit is recognised in the income statement unless

it directly offsets a previous surplus in the same asset in other comprehensive income. Any accumulated depreciation at

revaluation date is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued

amount of the asset. Upon disposal, any revaluation reserve relating to the particular asset being sold is transferred to retained

earnings. Independent valuations are performed with sufficient regularity to ensure that the carrying amount does not differ

materially from the asset’s fair value at the balance sheet date.

Note 6 provides details on capitalised borrowing costs.

Pg 46Pg 45
Depreciation is charged to the income statement on a straight-line (SL) or diminishing value (DV) basis over the estimated useful

life of each item of property, plant and equipment, with the exception of land, which is not depreciated. Depreciation methods,

useful lives and residual values are reassessed at the reporting date. Major depreciation rates are as follows:

Buildings (2% DV or SL)Furniture and fittings (8% to 40% DV or SL)

Motor vehicles (20% to 31% DV or SL)Plant and equipment (8% to 67% DV or SL)

Land

$000

Buildings

$000

Motor

vehicles

$000

Plant and

equipment

$000

Furniture

and fittings

$000

TOTAL

$000

Cost

Balance at 1 January 2016 3,080 64,316 2,7919,3405,04684,573

Additions - 12,0893212,4341,26916,113

Disposals - -(356)--(356)

Reclassification - 4,900(1,472)(4,080)(1,533)(2,185)

Balance at 31 December 2016 3,080 81,305 1,284 7,6 9 4 4,782 98,145

Additions - 10,527 2222,5302,07715,356

Disposals - (35)(211)(784)(664)(1,694)

Reclassification(250)(650)---(900)

Reversal of impairment through

profit or loss

15----15

Revaluations through other

comprehensive income

95013,544---14,494

Balance at 31 December 2017 3,795104,6911,2959,4406,195125,416

Accumulated depreciation

Balance at 1 January 2016 - 1,2281,6723,12 91,5037,532

Depreciation charge for the year - 1,5222391,0004713,232

Disposals - - (346)--(346)

Reclassification - (8) (934)(854)(302)(2,098)

Balance at 31 December 2016

-

2 ,742 6313,2751,6728,320

Depreciation charge for the year

- 1,7172191,5116614,108

Disposals - (18) (208)(698)(153)(1,077)

Reclassification - (4,441)---(4,441)

Balance at 31 December 2017

-

-6424,0882 ,1806,910

Carrying amounts

As at 31 December 2016 3,080 78,5636534,4193,11089,825

As at 31 December 20173,795104,6916535,3524,015118,506

Notes to the Financial Statements (continued)

Property, plant and equipment (continued)

Revaluations

An independent valuation to determine the fair value of all completed care centres which are classified as land and buildings

was carried out as at 31 December 2017 by CBRE Limited, an independent registered valuer. Valuations are carried out every

three years unless there are indicators of a significant change in fair value. CBRE determine the fair value of all care centre

assets using an earnings-based multiple approach. Significant assumptions used in the most recent valuation include market

value per care bed of between $68,000 and $173,000 and individual unit earning capitalisation rate of between

12.0% and 15.0%.

As the fair value of land and buildings is determined using inputs that are unobservable, the Group has categorised property,

plant and equipment as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 – Fair Value Measurement.

Sensitivity analysis to significant changes in unobservable inputs within Level 3 of the hierarchy

The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy of

the entity’s portfolios of land and buildings are the capitalisation rates applied to individual unit earnings and the market value

per care bed. A significant decrease (increase) in the capitalisation rate would result in a significantly higher (lower) fair value

measurement and a significant increase (decrease) in the market value per care bed would result in a significantly higher (lower)

fair value measurement.

Cost model

If land and buildings were measured using the cost model, the carrying amounts would be as follows:

20172016

Land

$000

Buildings

$000

TOTAL

$000

Land

$000

Buildings

$000

TOTAL

$000

Cost2,865 83,64886,513 3,115 73,15576,270

Accumulated depreciation and

impairment losses

- (11,936)(11,936) - (10,218)(10,218)

Net carrying amount2,86571,71274 ,57 73,11562,93766,052

Security

At 31 December 2017, all care centres held by retirement villages registered under the Retirement Villages Act 2003 are subject

to a registered first mortgage in favour of the Statutory Supervisor.

Pg 48Pg 47
10. Intangible assets

Intangible assets acquired by the Group are measured at cost less accumulated amortisation and accumulated impairment

losses. Amortisation is recognised in the income statement on a diminishing value or straight-line basis over the estimated

useful lives of intangible assets from the date that they are available for use. The intangible assets are software. The major

amortisation rate at 31 December 2017 is 20% straight-line.

TOTAL

$000

Cost

Balance at 1 January 2016 2,801

Additions 1,014

As at 31 December 2016 3,815

Additions 4,522

Disposals (65)

As at 31 December 20178,272

Accumulated amortisation

Balance at 1 January 2016 1,749

Amortisation charge for the year 504

As at 31 December 2016 2,253

Amortisation charge for the year 520

Disposals (63)

Balance at 31 December 2017 2,710

Carrying amounts

As at 31 December 2016 1,562

As at 31 December 2017 5,562

11. Investment property

Investment property is held to earn current and future rental income. It comprises land and buildings and associated equipment

and furnishings relating to independent living units, serviced and memory care apartments and common facilities in the

retirement village. Investment property includes buildings under development. Initial recognition of investment property is at

cost and it is subsequently measured at fair value with any change in fair value recognised in the income statement.

Land acquired with the intention of constructing investment property on it is classified as investment property from the date of

acquisition.

Rental income from investment property, being deferred management fees, is accounted for as described in Note 4.

Depreciation is not charged on investment property.

Note 6 provides details on capitalised borrowing costs


2017

$000

2016

$000

Balance at beginning of period 1,591,363 1,261,170

Additions 248,856 186,747

Disposals(88) (13)

Fair value movement:

Realised75,906 54,377

Unrealised 142,048 89,082

Total investment property 2,058,085 1,591,363

Development land measured at fair value152,750140,900

Retirement villages measured at fair value1,733,8281,328,126

Retirement villages under development measured at cost171,507122,337

Total investment property2,058,0851,591,363

Manager’s net interest1,091,458790,036

Liability for residents’ loans966,627801,327

Total investment property2,058,0851,591,363

The Group has deemed it is unable to reliably determine the fair value of non-land retirement villages under development at

31 December 2017 and therefore these are carried at cost. This equates to $171.5 million of investment property (2016: $122.3

million).

The fair value of investment property as at 31 December 2017 was determined by CBRE Limited, an independent registered

valuer. The fair value of the Group’s investment property is determined on a semi-annual basis, based on market values, being

the estimated amount for which a property could be exchanged on the date of the valuation between a willing buyer and a

willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently

and without compulsion. To assess the fair value of the Group’s interest in the village, CBRE has undertaken a cash flow analysis

to derive a net present value. There has been no change in valuation technique since the previous period.

Significant assumptions used by the valuer include a discount rate of between 13.5% and 16.0% (2016: 13.75% to 16.0%) and a

long term nominal house price inflation rate of between 0% and 3.5% (2016: 0% to 3.5%). Other assumptions used by the valuer

include the average entry age of residents and occupancy periods of retirement units.

As the fair value of investment property is determined using inputs that are unobservable, the Group has categorised

investment property as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 – Fair Value Measurement.

Sensitivity analysis to significant changes in unobservable inputs within Level 3 of the hierarchy

The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy of

the entity’s portfolios of investment property are the discount rate, the long-term nominal house price inflation rate, the average

entry age of residents and the occupancy period of retirement units. A significant decrease (increase) in the discount rate or

the occupancy period of retirement units would result in a significantly higher (lower) fair value measurement and a significant

increase (decrease) in the average entry age of residents or the long-term nominal house price inflation rate would result in a

significantly higher (lower) fair value measurement.

Notes to the Financial Statements (continued)Notes to the Financial Statements (continued)

Pg 50Pg 49
Operating expenses

Direct operating expenses arising from investment property that generated rental income during the period amounted to $26.1

million (2016: $21.9 million). There were nine retirement units excluding work in progress (2016: eight) in investment property

that did not generate rental income during the period.

Security

At 31 December 2017, all investment property relating to registered retirement villages under the Retirement Villages Act

2003 are subject to a registered first mortgage in favour of the Statutory Supervisor to secure the Group’s obligations to the

occupation right agreement holders.

12. Trade and other payables

Trade and other payables are carried at amortised cost. Due to their short-term nature they are not discounted.

2017

$000

2016

$000

Trade payables 1,752 2,966

Accruals39,62623,458

Other payables10,4808,263

Total trade and other payables51,85834,687

13. Employee benefits

A provision is made for benefits accruing to employees in respect of wages, salaries, annual leave and short-term incentives

when it is probable that settlement will be required and the amount can be estimated reliably.

2017

$000

2016

$000

Holiday pay accrual 3,899 2,781

Other employee benefits2,8342,221

Total employee benefits6,7335,002

14. Interest rate swaps

The Group uses interest rate swaps to manage its risk associated with interest rate fluctuations. Interest rate swaps are initially

recognised at fair value on the date a contract is entered into and are subsequently measured at fair value on each reporting

date. The fair values of the interest rate swaps are determined based on cash flows discounted to present value using current

market interest rates.

Cash flow hedges

The Group has entered into interest rate swaps to manage its interest rate risk in relation to the secured bank loans. These

interest rate swaps qualify for cash flow hedge accounting. When interest rate swaps meet the criteria for cash flow hedge

accounting, the effective portion of the gain or loss on the hedging instrument is recognised in other comprehensive income,

while the ineffective portion is recognised in the income statement. Amounts taken to reserves are transferred out of reserves

and included in the measurement of the hedged transaction when the forecast transaction occurs. When interest rate swaps do

not meet the criteria for cash flow hedge accounting, all movements in fair value of the hedging instrument are recognised in

the income statement.

Under the interest rate swap agreements that qualify for cash flow hedge accounting, the Group has a right to receive interest

at variable rates and to pay interest at fixed rates. At 31 December 2017, the Group had interest rate swap agreements in place

with a total notional principal amount of $319 million (2016: $251 million). Of the swaps in place, at 31 December 2017 $219

million (2016: $179 million) are being used to cover approximately 89% (2016: 65%) of the bank loans and retail bonds principal

outstanding. These agreements effectively change the Group’s interest exposure on the principal covered by the interest rate

swaps from a floating rate to fixed rates, which range between 2.78% and 4.47% (2016: 3.54% and 4.47%).

The fair value of these agreements at 31 December 2017 is a $7.9 million liability, comprised of $7.9 million of swap liabilities and

$0.0 million of swap assets (2016: liability of $4.9 million, comprised of $5.8 million of swap liabilities and $0.9 million of swap

assets). Of this, a liability of $333,000 (2016: $264,000) is estimated to be current. The agreements cover notional amounts for

a term of between one and ten years.

Fair value hedges

The Group has entered into interest rate swaps to manage its interest rate risk in relation to $100 million of retail bonds issued

by the Group in July 2017. The hedge is for the future fair value movements in the retail bonds as a result of market interest rate

movements. The Group has designated all of its $100 million retail bonds in fair value hedge relationships.

Both the hedging instrument (interest rate swap) and the hedged risk are recognised at fair value. The change in the fair value

of both items offset in the statement of comprehensive income to the extent the hedging relationship is effective. The increase

in fair value of the interest rate swaps of $1.2 million (2016: nil) has been recognised in finance costs and has been offset with a

similar fair value loss on the retail bonds to leave an ineffective amount in finance costs of $22,000 (2016: nil).

Under the interest rate swap agreements that qualify for fair value hedge accounting, the Group has a right to receive interest at

fixed rates and to pay interest at floating rates. At 31 December 2017, the Group had interest rate swap agreements in place with

a total notional principal amount of $100 million (2016: nil). Of the interest rate swaps in place, at 31 December 2017 $100 million

(2016: nil) are being used to cover 100% of the fixed interest rate retail bonds outstanding.

The notional principal amounts and the period of expiry of the interest rate swap contracts are as follows:


2017

$000

2016

$000

Less than 1 year 27,000 22,000

Between 1 and 2 years37,00027,000

Between 2 and 3 years40,00037,000

Between 3 and 4 years 25,000 40,000

Between 4 and 5 years50,00025,000

Between 5 and 6 years*110,00030,000

Between 6 and 7 years20,00010,000

Between 7 and 8 years25,00020,000

Between 8 and 9 years45,00025,000

Between 9 and 10 years40,00015,000

To t a l419,000251,000

*includes $100 million of receive fixed pay floating interest rate swaps

Notes to the Financial Statements (continued)

Investment property (continued)

Pg 52Pg 51
15. Residents’ loans

An occupation right agreement confers a right of occupancy to a villa, apartment, serviced apartment or memory care

apartment. The consideration received on the grant of an occupation right agreement is allocated to the resident’s loan in

full. Residents’ loans are amounts payable under occupation right agreements. These loans are non-interest-bearing and

are payable when both an occupation right agreement is terminated and there has been settlement of a new occupation

right agreement for the same retirement unit and the proceeds from the new settlement have been received by the Group.

Residents’ loans are initially recognised at fair value and subsequently measured at amortised cost.

The Group holds a contractual right to set-off the deferred management fee receivable on termination of an agreement against

the resident’s loan to be repaid. Residents’ loans are therefore recognised net of the deferred management fee receivable

on the balance sheet. Deferred management fees are payable by residents in consideration for the supply of accommodation

and the right to share in the use of community facilities. Deferred management fees are paid in arrears with the amount

payable calculated as a percentage of the resident’s loan amount as per the resident’s occupation right agreement. Deferred

management fee receivable is calculated and recorded based on the current tenure of the resident and the contractual right

to deferred management fee earned at balance date. Refer to Note 4 for further detail on recognition of deferred management

fee revenue.

2017

$000

2016

$000

Balance at beginning of period924,848732,578

Net receipts for residents’ loans - resales of occupation right agreements27,6 4715,332

Receipts for residents’ loans - new occupation right agreements181,574176,938

Total gross residents’ loans1,134,069924,848

Deferred management fees receivable(167,4 42)(123,521)

Total residents’ loans966,627801,327

Note 17 provides a split between current and non-current residents’ loans.

16. Interest-bearing loans and borrowings

Interest-bearing loans and borrowings include secured bank loans and unsubordinated fixed rate retail bonds.

Interest-bearing loans and borrowings are recognised initially at fair value net of directly attributable transaction costs.

Subsequent to initial recognition, the borrowings are measured at amortised cost with any difference between the initial

recognised amount and the redemption value being recognised in profit or loss over the period of the borrowing using

the effective interest rate. The retail bonds are designated in fair value hedge relationships, which means that any change in

market interest rates result in a change in the fair value adjustment on that debt. Retail bonds and bank issue expenses,

fees and other costs incurred in arranging finance are capitalised and amortised over the term of the relevant debt instrument

or debt facility.

Coupon

2017

$000

2016

$000

Repayable after 12 months

Secured bank loansFloating247,8 3 9273,976

Retail bonds4.78%100,000-

Total loans and borrowings at face value3 47, 8 3 9273,976

Issue costs for retail bonds capitalised during the period(2,007)-

Issue costs for retail bonds amortised during the period167-

Total loans and borrowings at amortised cost345,999273,976

Issue costs for retail bonds capitalised during the period1,171-

Carrying value of interest-bearing loans and borrowings3 47,170273,976

The non-cash movements included in the table above are the issue costs for retail bonds amortised during the period and the

fair value adjustment on hedged borrowings.

The weighted average interest rate for the year to 31 December 2017 was 3.57% (2016: 3.58%). This includes the impact of

interest rate swaps (see Note 14).

The secured bank loan facility at 31 December 2017 has a maximum of $500.0 million (2016: $450.0 million). Lending of $285.0

million expires in August 2020 and $215.0 million of lending expires in March 2022.

The retail bonds were issued for $100.0 million and have a maturity date of 11 July 2023. The retail bonds are listed on the NZX

Debt Market (NZDX) with the ID SUM010.

Security

The banks loans and retail bonds rank equally with the Group’s other unsubordinated obligations and are secured by the

following securities held by a security trustee:

• a first ranking registered mortgage over all land and permanent buildings owned (or leased under a registered lease) by

guaranteeing Group members that are not registered retirement villages;

• a second ranking registered mortgage over the land and permanent buildings owned (or leased under a registered lease)

by each registered retirement village that is a guaranteeing Group member (behind a first ranking registered mortgage in

favour of the Statutory Supervisor); and

• the General Security Deed, which secures all assets of the guaranteeing Group members, but in respect of which the

Statutory Supervisor has first rights to the proceeds of security enforcement against all assets of the registered retirement

villages to which the security trustee is entitled.

Notes to the Financial Statements (continued)

Pg 54Pg 53
17. Financial instruments

Exposure to credit, market and liquidity risk arises in the normal course of the Group’s business. The Board reviews and agrees

on policies for managing each of these risks as summarised below. The Group has no exposure to foreign currency or any other

substantial market price risk.

Categories of financial instruments

Financial assets

All financial assets of the Group are classified at amortised cost except for interest rate swaps which are classified as fair value

through profit and loss.

Financial liabilities

All financial liabilities except interest rate swaps and retail bonds are classified as liabilities at amortised cost. Refer to note 16 for

detail on the retail bonds.

Credit risk

Credit risk is the risk of financial loss to the Group if a resident or counterparty to a financial instrument fails to meet their

contractual obligations. The Group’s exposure to credit risk relates to receivables from residents and bank balances. The Group

manages its exposure to credit risk. The Group’s cash is held with its principal banker, with the level of exposure to credit risk

considered minimal with low levels of cash generally held. Receivables balances are monitored on an ongoing basis and funds

are placed with high-credit quality financial institutions. The level of risk associated with sundry debtors is considered minimal.

The Group does not require collateral from its debtors and the Directors consider the Group’s exposure to any concentration of

credit risk to be minimal.

The carrying amount of financial assets represents the Group’s maximum credit exposure. The status of trade receivables is as

follows:

20172016

Gross

receivable


$000

Impairment


$000

Gross

receivable


$000

Impairment


$000

Not past due1,931(29)1,797-

Past due 31 to 60 days72(2)162-

Past due 61 to 90 days27(3)47(2)

Past due more than 90 days29(25)94(94)

To t a l 2,059(59)2 ,100(96)

In summary, trade receivables are determined to be impaired as follows:

2017

$000

2016

$000

Gross trade receivables2,0592,100

Impairment(59)(96)

Net trade receivables2,0002,004

All amounts past due but not impaired have been reviewed and are considered recoverable.

Market risk

Market risk is the risk that changes in market prices such as interest rates will affect the Group’s income. The objective of market

risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return on

risk.

Interest rate risk

The Group’s exposure to interest rate risk is managed by seeking to obtain the most competitive rate of interest at all times. The

Group has entered into interest rate swap agreements in order to provide an effective cash flow hedge against the variability in

floating interest rates. The Group has also entered into other interest swap agreements to reduce interest rate repricing risk in

relation to retail bonds. See Note 14 for details of interest rate swap agreements.

To comply with the Group’s risk management policy, the hedge ratio is based on the interest rate swap notional amount to

hedge the same notional amount of bank loans or retail bonds. This results in a hedge ratio of 1:1. This is the same as used for

actual risk management purposes, and such a ratio is appropriate for purposes of hedge accounting as it does not result in an

imbalance that would create hedge ineffectiveness.

In these hedge relationships the main sources of ineffectiveness are:

• a significant change in the credit risk of either party to the hedging relationship;

• where the hedge instrument has been transacted on a date different to the rate set date of the bank loan or retail bonds,

interest rates could differ; and

• differences in repricing dates between the swaps and the borrowings.

Other than these sources, due to the alignment of the hedged risk in the hedged item and hedged instrument, hedge

ineffectiveness is not expected to arise.

At 31 December 2017 it is estimated that a general increase of one percentage point in interest rates would decrease the

Group’s profit before income tax by $3.4 million (2016: decrease by $2.6 million) and decrease total comprehensive income by

approximately $0.2 million (2016: decrease by $0.9 million).

Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group manages

liquidity by maintaining adequate reserves and undrawn banking facilities by continuously monitoring forecast and actual cash

flows and matching the maturity profiles of financial assets and liabilities. The Group manages liquidity risk on residents’ loans

and related sundry debtors through the contractual requirements of occupation rights agreements, whereby a resident’s loan is

only repaid on receipt of the loan monies from the incoming resident.

The following table sets out the contractual cash flows for all financial liabilities for the Group (including contractual interest

obligations on bank loans):

20172016

Less than

1 year


$000

Greater than

1 year

$000

Less than

1 year

$000

Greater than

1 year

$000

Financial liabilities

Trade and other payables51,858-34,687-

Residents’ loans69,229897,39853,339747,9 8 8

Interest-bearing loans and borrowings13,629388,5109,809313,209

Interest rate swaps4,85619,4003,46510,478

To t a l 139,5721,305,308101,3001,071,675

Residents’ loans are non-interest bearing and are not required to be repaid following termination of an occupation right

agreement until receipt of cash for the new resident loan from the incoming resident. The figures above have been calculated

using best estimates of resident loan repayments based on historical information. To date, cash for new residents’ loans

received has always exceeded cash to repay residents’ loans, net of deferred management fees.

Notes to the Financial Statements (continued)

Pg 56Pg 55
Fair values

The carrying amounts shown in the balance sheet approximate the fair value of the financial instruments, with the exception of

residents’ loans and retail bonds, shown below:

20172016

Carrying

amount


$000

Fair value


$000

Carrying

amount


$000

Fair value


$000

Residents’ loans (966,627)(648,195)(801,327)(510,959)

Retail bonds(99,331)(104,600)--

To t a l (1,065,958)(752,795)(801,327)(510,959)

The fair value of residents’ loans is based on the present value of projected cash flows. Future cash flows are based on the

assumption that the average tenure periods are those disclosed above and have been discounted at 14% (2016: 14%). The fair

value of residents’ loans is categorised as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 – Fair Value

Measurement.

The fair value of retail bonds is based on the price traded at on the market as at 31 December 2017. The fair value of the retail

bonds is categorised as Level 1 under the fair value hierarchy in accordance with NZ IFRS 13 – Fair Value Measurement.

The fair value of interest rate swaps are determined using inputs from third parties that are observable, either directly (i.e.

as prices) or indirectly (i.e. derived from prices). Based on this, the Company and Group has categorised these financial

instruments as Level 2 under the fair value hierarchy in accordance with NZ IFRS 13 – Fair Value Measurement.

Capital management

The Group’s capital includes share capital, reserves and retained earnings. The objective of the Group’s capital management

is to ensure a strong credit position to support business growth and maximise shareholder value. The Group is subject to

capital requirements imposed by the bank lenders (through covenants in the Syndicated Facility Agreement) and bond holders

(through covenants in the Master Trust Deed). The Group has met all of these externally imposed capital requirements for the

year ended 31 December 2017 (2016: all requirements met). The Group capital structure is managed, and adjustments are made,

with Board approval. There were no changes to objectives, policies or processes during the year ended 31 December 2017

(2016: none).

Notes to the Financial Statements (continued)

Financial instruments (continued)

18. Share capital and reserves

At 31 December 2017, there were 223,968,019 ordinary shares on issue (2016: 221,337,808). All ordinary shares are fully paid and

have no par value. All shares carry one vote per share and carry the right to dividends.

2017

$000

2016

$000

Share capital

On issue at beginning of year249,030244,309

Shares issued under the dividend reinvestment plan6,5124,159

Shares paid under employee share plans1,050-

Shares vested under employee share plans2-

Employee share plan option cost820529

Other-33

On issue at end of year257,414249,030

Share capital (in thousands of shares)

On issue at beginning of year2 17,70 9216,817

Shares issued under the dividend reinvestment plan1,281892

Shares issued under employee share plans750-

On issue at end of year219,7402 17,70 9

The total shares on issue at 31 December 2017 of 223,968,019 for the Company differs from the share capital for the Group due

to shares held in 100% owned subsidiary, Summerset LTI Trustee Limited. As at 31 December 2017, 4,227,907 shares are held

by Summerset LTI Trustee Limited for employee share plans which are eliminated on consolidation. Refer to Note 20 for further

details on employee share plans.

Revaluation reserve

The revaluation reserve is used to record the revaluation of care centre land and buildings.

Hedging reserve

The hedging reserve is used to record gains or losses on instruments used as cash flow hedges. The amounts are recognised in

profit and loss when the hedged transaction affects profit and loss.

Dividends

On 22 March 2017 a dividend of 5.1 cents per ordinary share was paid to shareholders and on 11 September 2017 a dividend of

3.9 cents per ordinary share was paid to shareholders. (2016: on 24 March 2016 a dividend of 3.4 cents per ordinary share was

paid to shareholders and on 9 September 2016 a dividend of 2.6 cents per ordinary share was paid to shareholders).

A dividend reinvestment plan applied to the dividends paid. 687,184 ordinary shares were issued in relation to the plan for the

March 2017 dividend and 593,876 ordinary shares were issued in relation to the plan for the September 2017 dividend.

(2016: 557,924 ordinary shares were issued in March 2016 and 333,618 ordinary shares were issued in September 2016).

Pg 58Pg 57
19. Earnings per share and net tangible assets

20172016

Basic earnings per share

Earnings ($000)223,436145,480

Weighted average number of ordinary shares for the purpose

of earnings per share (in thousands)

218,5552 17,3 52

Basic earnings per share (cents per share)102.2366.93

Diluted earnings per share

Earnings ($000)223,436145,480

Weighted average number of ordinary shares for the purpose

of earnings per share (in thousands)

222,407220,322

Diluted earnings per share (cents per share)100.4666.03

Number of shares (in thousands)

Weighted average number of ordinary shares for the

purpose of earnings per share (basic)

218,5552 17,3 52

Weighted average number of ordinary shares

issued under employee share plans

3,8522,970

Weighted average number of ordinary shares for

the purpose of earnings per share (diluted)

222,407220,322

At 31 December 2017, there were a total of 4,227,907 shares issued under employee share plans (Dec 2016:

3,629,248 shares).

Net tangible assets per share

Net tangible assets ($000)763,722 544,053

Shares on issue at end of period (basic and in thousands)219,7402 17,70 9

Net tangible assets per share (cents per share)347.56249.90

Net tangible assets is calculated as the total assets of the Group minus intangible assets and minus total liabilities. This measure

is provided as it is a commonly calculated figure and is useful for comparison with other entities.

20. Employee share plans

Senior employee share plan

The Group operates employee share plans for selected senior employees (“Participants”) to purchase shares in the Company.

The shares for the plans are held by a nominee as share options on behalf of Participants, until such time after the vesting of

shares that the nominee is directed by the Participant they wish to exercise the share option, or the shares are sold or cancelled

by the nominee if vesting criteria are not met. The shares carry the same rights as all other ordinary shares.

The Group has provided Participants with interest-free limited recourse loans to fund the acquisition of the shares for these

plans. These loans are held by Summerset LTI Trustee Limited and eliminate on consolidation.

The issue price of shares under the 2013 share plan is determined from the volume weighted average price on the NZX during

the ten trading days prior to issue.

2013

Share plan

(2013 issues)

2013

Share plan

(2014 issue)

2013

Share plan

(2015 issue)

2013

Share plan

(2016 issue)

2013

Share plan

(2017 issues)

Commencement date16 Dec 201316 Dec 201316 Dec 201316 Dec 201316 Dec 2013

Issue price$3.20 & $3.47$2.68$3.91$4.76$5.19 & $5.24

Expiry date of interest-free

limited recourse loans

30 Jun 201830 Jun 201930 Jun 202030 Jun 202130 Jun 2022

Years that the performance

goals relate to

2014 to 20162015 to 20172016 to 20182017 to 20192018 to 2020

% of shares vested25%76%

1

35%

1

0%0%

Vesting date of final tranche31 Dec 201631 Dec 201731 Dec 201831 Dec 201931 Dec 2020

1

Vesting date 31 December 2017, release date 26 February 2018

The performance hurdles for each grant of shares under the 2013 share plan between 2013 and 2015 to Executive Team

members (CEO and direct reports) are based on the Group’s total shareholder return relative to the performance of relevant

peers and the NZX 50.

The performance hurdles for the grant of shares under the 2013 share plan between 2016 and 2017 to Executive Team members

are based on:

• 50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget)

• 25% relative earnings (earnings per share growth of the Group compared to a defined peer group)

• 10% employee initiatives

• 10% customer initiatives

• 5% clinical strategy initiatives

While there is a requirement to remain employed by Summerset up to vesting date, there are no performance hurdles for grants

of shares to senior management team members, other than the members of the Executive Team whose performance hurdles

are described above.

590,831 shares were vested and eligible for exercise at 31 December 2017 (2016: 750,000). The exercise prices range from

$2.68 to $3.47 (2016: $1.40). An additional 657,661 shares were vested on 31 December 2017 but are not eligible for exercise until

23 February 2018.

The share plans are equity-settled schemes and are measured at fair value at the date of the grant. The fair value determined at

the grant date of the equity-settled share-based payments is expensed over the vesting period, based on the Group’s estimate

that the shares will vest. These options were valued using the Black Scholes valuation model and the option cost for the year

ending 31 December 2017 of $711,000 has been recognised in the income statement of the Company and the Group for that

period (2016: $490,000).

2017

Share plan

(2013 issues)

Share plan

(2014 issue)

Share plan

(2015 issue)

Share plan

(2016 issue)

Share plan

(2017 issues)

Shares held at year end (in thousands)2837239008681,232

Share plan shares held at year end

as a percentage of shares on issue

0.1%0.3%0.4%0.4%0.6%

Valuation assumptions

Discount to reflect shares may

not meet vesting criteria

30%30%0-30%0-15%0-15%

Volatility21-22%21%22%23%23%

Notes to the Financial Statements (continued)

Pg 60Pg 59
Notes to the Financial Statements (continued)

2016

2011

Share plan

2013

Share plan

(2013 issues)

2013

Share plan

(2014 issue)

2013

Share plan

(2015 issue)

2013

Share plan

(2016 issue)

Shares held at year end

(in thousands)

750283723900868

Share plan shares held at year end

as a percentage of shares on issue

0.3%0.1%0.3%0.4%0.4%

Valuation assumptions

Discount to reflect shares may not

meet vesting criteria

20%30%30%0-30%0-15%

Volatility20%21-22%21%22%23%

The range of exercise prices at 31 December 2017 is $2.68 to $5.24 (2016: $1.40 to $4.76).

20172016

Weighted

average

exercise

price

Number

of shares

000’s

Weighted

average

exercise

price

Number

of shares

000’s

Balance at beginning of period$3.303,518$2.893,142

Issued during the year$5.231,232$4.76868

Exercised during the year$1.40(750)--

Forfeited during the year$3.99(231)$3.26(492)

To t a l $4.273,769$3.303,518

All staff employee share plan

The Group operates an all staff employee share plan. A total of 742 employees participated in the share issue under the plan for

the year ending 31 December 2017 (2016: 626 employees). The Group contributed $779 per participating employee. A total of

117,236 Company shares were issued under the scheme at $4.9183 per share (2016: 104,252 shares at $4.6603 per share). The

shares are held by Summerset LTI Trustee Limited and vest to participating employees after a three-year period.

The cost for the year ending 31 December 2017 of $109,000 has been recognised in the income statement of the Company

and the Group for that period (2016: $39,000).

21. Related party transactions

Refer to Note 20 for employee share plan details.

Certain Group Directors have relevant interests in a number of companies that we have transactions with in the normal course

of business. A number of Directors are also non-executive Directors of other companies. Any transactions undertaken with

these entities are in the ordinary course of business.

Employee share plans (continued)

22. Key management personnel compensation

The compensation of the key management personnel of the Group is set out below:

2017

$000

2016

$000

Directors’ fees616508

Short-term employee benefits2,7332,548

Share-based payments568429

Termination payments--

To t a l3,9173,485

An additional Director was appointed to the Board in March 2017. Refer to Note 20 for employee share plan details for key

management personnel and for loans advanced to key management personnel under the terms of employee share plans.

23. Commitments and contingencies

Operating lease commitments

Non–cancellable operating lease rentals are payable as follows:

2017

$000

2016

$000

Less than 1 year1,2901,074

Between 1 and 5 years4,8386,151

More than 5 years6,6747,18 3

Total operating lease commitments12,80214,408

During the year ended 31 December 2017 $1.0 million was recognised in the income statement in respect of operating leases

(2016: $0.6 million).

Guarantees

At 31 December 2017, NZX Limited held a guarantee in respect of the Group, as required by the NZX Listing Rules, for $75,000

(2016: $75,000).

Capital commitments

At 31 December 2017, the Group had $63.9 million of capital commitments in relation to construction contracts (2016: $73.8

million).

Contingent liabilities

There were no known material contingent liabilities at 31 December 2017 (2016: nil).

24. Subsequent events

On 22 February 2018, the Directors approved a final dividend of $15.9 million, being 7.1 cents per share. The dividend record

date is 9 March 2018 with a payment date of 22 March 2018.

There have been no other events subsequent to 31 December 2017 that materially impact on the results reported .

Pg 62Pg 61
Independent auditor’s report to the Shareholders of Summerset Group

Holdings Limited

Report on the audit of the financial statements

Opinion

We have audited the consolidated financial statements of Summerset Group Holdings Limited (“the company”) and its

subsidiaries (together “the Group”) on pages 30 to 60, which comprise the statement of financial position of the Group as

at 31 December 2017, and the income statement, statement of comprehensive income, statement of changes in equity and

statement of cash flows for the year then ended of the Group, and the notes to the consolidated financial statements including

a summary of significant accounting policies.

In our opinion, the consolidated financial statements on pages 30 to 60 present fairly, in all material respects, the financial

position of the Group as at 31 December 2017 and its financial performance and cash flows for the year then ended in

accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting

Standards.

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 and the

company’s shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those

standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report.

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 we have fulfilled our other ethical

responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Ernst & Young provided aged care market analysis services to the Group and assurance services in relation to the audit of

underlying profit disclosures. We have no other relationship with, or interests in, the Group. Partners and employees of our firm

may deal with the Group on normal terms within the ordinary course of trading activities of the business of the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the

consolidated financial statements of the current year. These matters were addressed in the context of our audit of the

consolidated financial statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on

these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section

of the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures

designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit

procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the

accompanying consolidated financial statements.

Chartered accountants

Pg 64Pg 63
Valuation of Investment Properties

Why significantHow our audit addressed the key audit matter

Summerset’s retirement village assets (excluding care

facilities, but including development land) are recorded as

Investment Property and account for 93% of total assets.

Investment Properties are carried at fair value. The Group

engages an independent registered valuer to determine the

fair value of investment properties at balance date.

The valuation requires the use of judgement specific to

each of the properties. Significant input assumptions used

in the valuation are subjective and are not observable

through available market information. These assumptions

are the discount rate and the forecast long-term nominal

house price inflation. The valuation approach and significant

assumptions are described in Note 11 Investment Property to

the consolidated financial statements.

Investment properties are recorded at the value determined

by the valuer, adjusted for gross residents’ loans and deferred

management fees receivable which are recognised separately

on the statement of financial position but reflected in the cash

flow model to determine each village’s valuation.


Our work focused on understanding the overall valuation

methodology for compliance with NZ IFRS 13 Fair Value

Measurement and evaluating significant inputs. In obtaining

sufficient audit evidence, we:

• evaluated Summerset’s investment property revaluation

process including the provision of information to

the valuer and Summerset’s own internal review of

the valuation, the resulting changes in the valuation

compared to prior periods and the recognition of the

changes within the financial statements;

• assessed the competence, qualifications, independence

and objectivity of the external valuer;

• involved our real estate valuation specialists to assist us

in analysing and challenging the valuations for a sample

of villages and evaluating the underlying assumptions

across the portfolio of valuations against the market

based evidence available;

• reviewed and discussed the valuation reports with the

independent valuer;

• tested, on a sample basis, village specific information

relating to core data including sales, unsold stock and

occupancy data supplied to the external valuer by

Summerset to the underlying records held by the Group;

• assessed the significant input assumptions applied

for reasonableness compared to previous periods

assumptions, the changing state of the village sites and

other market changes;

• assessed the valuation outcomes for each property to

the rest of the portfolio and the market information made

available by the independent valuer;

• assessed the judgements made in relation to the timing

of recognition of investment property acquisitions; and

• assessed the adequacy of the related financial statement

disclosures.


Recognition and Measurement of Capital Work in Progress

Why significantHow our audit addressed the key audit matter

Summerset has a significant village development programme.

Additions to investment property during the 2017 year totalled

$249 million comprising land, materials, labour and other

directly attributable costs.

Capitalised costs are allocated to individual building units from

a cost pool. Incurred costs generally relate to a number of

units and therefore the allocation requires judgement based

on number and relative size of units. The allocation of costs

impact the future gain on sale of the units and therefore the

Our work on capitalised development costs focused on

the Group’s process for identifying and recording directly

attributable costs, including allocations of head office costs

and capitalised interest to individual stages of village related

projects. In obtaining sufficient audit evidence for each

component we:

• evaluated Summerset’s capital development processes

including the management of work in progress and

capitalisation of costs to completed property assets;

Why significantHow our audit addressed the key audit matter

underlying profit measurement. Alternative judgements could

also lead to different work in progress balances being reported

in the financial statements.

Summerset records work in progress at cost, as it has

determined it is unable to measure the fair value of

construction whilst in progress. Work in progress does not

include land, which is classified as investment property from

the time of acquisition. Work in progress representing 8%

of total assets, was included in the balance of Investment

Property as described in Note 11 Investment Property to the

consolidated financial statements.

• tested, on a sample basis, capital costs incurred including

design, physical works and capitalised interest;

• evaluated the Group’s estimate of head office costs directly

attributable to development activities;

• examined the allocation of costs from work in progress to

completed village units, care facilities and other assets; and

• evaluated the Group’s review of work in progress at balance

date for impairment indicators.

Care Facility Valuation

Why significantHow our audit addressed the key audit matter

The land and buildings associated with Summerset’s care

facilities are classified as Property, Plant & Equipment and

recorded at fair value. They make up 4.9% of total assets.

Management engages an independent registered valuer,

CBRE Limited, to determine the fair value of care facilities

every three years, or more frequently to ensure that their

carrying amount does not materially differ from fair value.

Assumptions that have a significant impact on fair value

include market value per care bed and capitalisation rates.

These assumptions are subjective.

Our work focused on understanding the overall valuation

methodology and challenging significant inputs. In obtaining

sufficient audit evidence, we:

• evaluated Summerset’s care facility revaluation process

including the provision of information to the valuer and

Summerset’s own internal review of the valuation, the

resulting changes in the valuation from the carrying value

and the recognition of the changes within the financial

statements;

• assessed the competence, qualifications, independence

and objectivity of the external valuer;

• involved our real estate valuation specialists to assist us in

analysing and challenging the valuations for a sample of

care facilities and evaluating the underlying assumptions

across the portfolio of valuations against the market based

evidence available;

• reviewed and discussed the valuation reports with the

independent valuer;

• assessed the valuation outcomes for each property as

compared to the rest of the portfolio and the market

information made available by the independent valuer;

• assessed the reasonableness of key assumptions including

capitalisation rates and market value per care bed; and

• evaluated the related financial statement disclosures.

Deferred Management Fee Revenue Recognition

Why significantHow our audit addressed the key audit matter

Deferred management fee revenue is 32% of Summerset’s

total revenue. Summerset recognises deferred management

fee revenue from residents over the longer of the expected

period of tenure or the contractual right to revenue in

accordance with the terms of the resident’s occupational

right agreement.

Our work focused on understanding the overall calculation

methodology and testing the integrity of inputs and key

assumptions to revenue recognition throughout the period.

In doing so, we:

• assessed the accuracy of the inputs to, and calculation of,

deferred management fee revenue recognised during 2017;

Pg 66Pg 65
Why significantHow our audit addressed the key audit matter

The amount of revenue recognised in each year is subject to

the Group’s judgement of each residents’ expected tenure in

the village, the terms of the occupational right agreement and

the type of unit occupied.

Deferred management fee revenue and the associated

deferred management fee receivable and revenue in advance

balances are discussed in Note 4 Revenue to the consolidated

financial statements.

• agreed the contractual terms of a sample of residents used

in the revenue recognition calculation to the occupational

right agreement;

• compared the movements year on year in revenue

recognised by village based on an expectation derived

from the nature of the population of occupational right

agreements; and

• considered the Group’s assessment of assumed tenure

against actual observed tenure.

Information other than the financial statements and auditor’s report

The directors of the company are responsible for the Annual Report, which includes information other than the consolidated

financial statements and auditor’s report.

Our opinion on the consolidated financial statements does not cover the other information and we do 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 and, in

doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our

knowledge obtained during the audit, or otherwise appears to be materially misstated.

If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

Directors’ responsibilities for the financial statements

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial

statements in accordance with New Zealand equivalents to International Financial Reporting Standards and International

Financial Reporting Standards, and for such internal control as the directors determine is necessary to enable the preparation of

financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing on behalf of the entity 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 cease operations, or have no realistic

alternative but to do so.


Auditor’s responsibilities for the audit of the financial statements

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 International

Standards on Auditing (New Zealand) 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 the auditor’s

responsibilities for the audit of the financial statements is located at the External Reporting Board’s website: https://www.xrb.

govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report.

The engagement partner on the audit resulting in this independent auditor’s report is Stuart Mutch.


Chartered Accountants

Wellington

22 February 2018

Pg 68Pg 67
Governance

Summerset is committed to following best-practice governance structures and principles and to having good governance of

the way in which the Company operates. It also takes account of the Company’s listings on both the NZX and ASX.

Summerset has adopted the principles below as an appropriate way to demonstrate its commitment to these fundamental

principles and to illustrate the transparency of the Company’s approach to corporate governance for the benefit of its

Shareholders and other stakeholders. These principles are from the NZX Corporate Governance Code (NZX Code) issued in

May 2017. Each principle of the NZX Code is provided below with explanation on how Summerset meets each principle.

As at 31 December 2017, Summerset was in full compliance with the NZX Code, with the exception of recommendations 3.6

and 4.3.

The Board has adopted formal takeover protocols that address the matters recommended in recommendation 3.6 and as at

the date of this report is in full compliance with this recommendation. As the formal adoption of takeover protocols occurred

after the Company’s balance date, it is noted the Company did not comply with recommendation 3.6 during the year ended 31

December 2017. However, the Board has experience in these matters and its Code of Ethics addresses conflicts of interest, and

the adoption of takeover protocols formalises practices that were in place during the year ended 31 December 2017.

The Company has partially complied with recommendation 4.3, as it believes its financial reporting is balanced, clear and

objective and it has also included additional non-financial reporting in its Annual Report this year. However, the Company has

not provided all of the non-financial reporting disclosures recommended in recommendation 4.3, in part because the NZX

Code was issued part way through the year ended 31 December 2017. The Company notes it is in the early stages of developing

its reporting on non-financial matters, and intends to work towards full compliance in this area over the coming financial year.

Summerset’s Board and Committee Charters, and a number of the policies and guidelines referred to in this section, are

available to view at www.summerset.co.nz/investor-centre/governance-documents/

Principle 1: Code Of Ethical Behaviour

“Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable for these

standards being followed throughout the organisation.”

Ethical standards

The Board maintains high standards of ethical conduct and expects the Company’s employees to act legally and with integrity

in a manner consistent with the policies, guiding principles and values that are in place. These include the following:

• Code of Ethics – This guide sets out the basic principles of legal and ethical conduct expected of all employees and

Directors. The Company encourages open and honest communication by staff about any current or potential problem,

complaint, suggestion, concern or question.

• Securities trading – In accordance with the Company’s Securities Trading Policy, the NZX Listing Rules, and the Financial

Markets Conduct Act 2013, Directors and employees of the Company are subject to limitations on their ability to buy or sell

Company shares.

• Diversity and inclusion – This policy outlines the Company’s guiding principles for diversity and inclusion. Refer to

Principle 2 for further details.

• Code of Conduct – This policy sets out the expected behaviours while in employment with the Company. Company

employees are expected to act honestly, conscientiously, reasonably and in good faith while at all times having regard to

their responsibilities, the interests of Summerset and the welfare of our residents and employees’ colleagues.

• Whistle blowing – This policy encourages employees to come forward if they have concerns regarding serious

wrongdoing, and ensures that employees have access to a confidential process in which they can report any issues in

relation to serious wrongdoing without fear of reprisal or victimisation.

• Conflicts of interest – This policy outlines the standards of integrity, professionalism and confidentiality to which all

employees and Directors of the Company must adhere with respect to their work and behaviour. To maintain integrity in

decision-making, each Director must advise the Board of any potential conflict of interest if such arises. If a significant

conflict of interest exists, the Director concerned will have no involvement in the decision-making process relating to the

mat ter.

• Gifts, entertainment and inducements – This policy governs the acceptance and reporting of benefits given to staff by

third parties.

• Interests Register – In accordance with the Companies Act 1993 and the Financial Markets Conduct Act 2013, the

Company maintains an Interests Register in which all relevant transactions and matters involving the Directors are recorded.

The Code of Ethics Policy can be found on the Company’s website and internal intranet, and a copy is provided to all new staff

(including contractors).

Principle 2: Board Composition and Performance

“To ensure an effective board, there should be a balance of independence, skills, knowledge, experience and perspectives.”

Role of the Board of Directors

The Board of Directors is elected by Shareholders, and has responsibility for taking appropriate steps to protect and enhance

the value of the assets of the Company in the best interests of its Shareholders. The Board has adopted a formal Board Charter

detailing its authority, responsibilities, membership and operation.

The key responsibilities of the Board include setting the overall direction and strategy of the Company, establishing appropriate

policies and monitoring performance of management. The Board appoints the Chief Executive Officer and delegates the day-

to-day operating of the business to the Chief Executive Officer. The Chief Executive Officer implements policies and strategies

set by the Board and is accountable to it. The Board also has responsibility for ensuring the Company’s financial position is

sound, financial statements comply with generally accepted accounting practice and that the Company adheres to high

standards of ethical and corporate behaviour.

A summary of the Board mandate is as follows:

• At least two, or, if there are eight or more Directors, three or one-third of the total number of Directors should be

Independent as defined in the NZX Listing Rules;

• The Chair of the Board should be a non-executive Director;

• The Chair and the Chief Executive Officer should be different people;

• Directors should possess a broad range of skills, qualifications and experience, and remain current on how best to perform

their duties as Directors;

• Information of sufficient content, quality and timeliness as the Board considers necessary shall be provided by

management to allow the Board to discharge its duties effectively;

• The effectiveness and performance of the Board and its individual members should be re-evaluated on an annual basis.

Directors receive an induction upon appointment to the Board to ensure their full knowledge of the Company and the industry

in which it operates. The Directors are expected to keep themselves abreast of changes and trends in the business and to keep

themselves up to date to ensure they best perform their duties as Directors of the Company.

All Directors have been issued letters setting out the terms and conditions of their appointment.

Delegation of authority

The Board delegates to the Chief Executive Officer responsibility for implementing the Board’s strategy and for managing the

Company’s operations. The Chief Executive Officer has Board-approved levels of authority and, in turn, sub-delegates authority

in some cases to direct reports, and has established a formal process for direct reports to sub-delegate certain authorities as

appropriate. This is documented in the Delegation and Powers Reserved to the Board Policy.

Retirement and re-election

In accordance with the Company’s Constitution and the NZX Listing Rules, one third of the Directors are required to retire by

rotation and may offer themselves for re-election by Shareholders each year. Procedures for the appointment and removal

of Directors are also governed by the Constitution. The Nomination and Remuneration Committee identifies and nominates

candidates to fill Director vacancies for Board approval.

Pg 70Pg 69
Board composition

The Company’s Constitution prescribes that the Board shall be comprised of a minimum of three Directors, with at least two

Directors ordinarily resident in New Zealand. The Board currently comprises six non-executive Independent Directors. In

determining whether a Director is Independent the Board has regard to the NZX Listing Rules.

As at 31 December 2017, the non-executive Independent Directors were Rob Campbell (Chair), Dr Andrew Wong, Anne Urlwin,

Gráinne Troute, James Ogden and Dr Marie Bismark.

More information on the Directors, including their interests, qualifications and security holdings, is provided in the Directors’

Profiles and Disclosures sections of this report.

The Board holds regular scheduled meetings. The Directors generally receive material for Board meetings five working days in

advance, except in the case of special meetings for which the time period may be shorter owing to the urgency of the matter to

be considered.

All Directors have access to the Executive Team to discuss issues or obtain information on specific areas in relation to items

to be considered at Board meetings or other areas as considered appropriate. Key Executives and managers are invited to

attend and participate in appropriate sessions at Board meetings. Directors have unrestricted access to Company records and

information.

Directors are entitled to obtain independent professional advice relating to the affairs of the Company or other responsibilities.

Prior approval of the Chair is required before seeking such advice and Directors are expected to ensure that the cost of such

advice is reasonable.

Diversity and inclusion

The Company and its Board are committed to a workplace culture that promotes and values diversity and inclusiveness. This is

outlined in the Company’s Diversity and Inclusion Policy which is available on the Company’s website.

Diversity is defined as the characteristics that make one individual different from another. Diversity encompasses gender, race,

ethnicity, disability, age, sexual orientation, physical capability, family responsibilities, education, cultural background and more.

Inclusion is defined as a sense of belonging, respecting and valuing all individuals, providing fair access to opportunity, and

removing discrimination and other barriers to involvement. The Board recognises that inclusion leads to a better experience of

work for Summerset’s employees, makes teams stronger, leads to greater creativity and performance, contributes to a more

meaningful relationship with residents, their families and stakeholders, and ultimately increases value to Shareholders.

The Board believes that diversity across the workforce makes Summerset stronger and better able to connect with, and

bring the best of life to residents on a day-to-day basis. When there is a variety of thinking styles, backgrounds, experiences,

perspectives and abilities, employees are more able to understand residents’ needs and to respond effectively to them.

Each year the Board reviews performance against agreed annual objectives.

The objectives of the policy in place during 2017 were to report on female representation at the Board, Executive and senior

leadership level, and to increase Summerset’s ability to report on a wider set of diversity metrics. The Board considers that for

the year ended 31 December 2017, the objectives of the policy have been met.

The Board reviewed the Diversity and Inclusion Policy in December 2017, and the Objectives of the current policy are to:

• Facilitate and promote equal employment opportunities at all levels, and identify and remove any barriers to equal

opportunity;

• Facilitate and promote a merit-based environment in which all employees have the opportunity to develop and perform

to their full potential;

• Reward excellence and ensure all employees are treated fairly, evaluated objectively, and have equal access to opportunities

for progression and promotion on the basis of performance.

As at 31 December 2017 (and 31 December 2016 for the prior comparative period), the mix of gender of those employed

by the Company is set out below:

Officers of the Company are the Chief Executive Officer and the Deputy Chief Executive Officer and Chief Financial Officer.

The Executive Team is defined as the Executive management team (including the Chief Executive Officer and the Deputy Chief

Executive Officer and Chief Financial Officer).

These figures include permanent full-time, permanent part-time, fixed-term and casual employees, but not independent

contractors.

Board performance

The Board undertakes an annual self-assessment of its performance and its processes and procedures.

Executive Team performance

The Board evaluates annually the performance of the Chief Executive Officer. The Chief Executive Officer reviews the

performance of direct reports and reports to the Board on those reviews. The evaluation is based on criteria that include the

performance of the business and the accomplishment of longer-term strategic objectives. It may include quantitative and

qualitative measures. During the most recent financial year, performance evaluations were conducted in accordance with this

process.

Principle 3: Board Committees

“The board should use committees where this will enhance its effectiveness in key areas, while still retaining board

responsibility.”

Board committees

The Board has four standing committees: the Audit Committee, the Nomination and Remuneration Committee, the Clinical

Governance Committee and the Development and Construction Committee. Each committee operates under a charter

approved by the Board, and any recommendations they make are recommendations to the Board. The charter for each

committee is reviewed annually. All Directors are entitled to attend committee meetings.

Audit Committee

While the ultimate responsibility to ensure the integrity of the Company’s financial reporting rests with the Board, the Company

has in place processes to ensure the accurate presentation of its financial position. These include:

• An appropriately resourced Audit Committee operating under a written charter with specific responsibilities for financial

reporting and risk management;

Gender20172016

DirectorsMale3 2

Female33

To t a l65

OfficersMale22

Female--

To t a l22

Executive TeamMale45

Female21

To t a l66

All staffMale311250

Female924792

Total staff1,2351,042

Pg 72Pg 71
• Review and consideration by the Audit Committee of the financial information and preliminary releases of results to the

market, which then makes recommendations to the Board;

• A process to ensure the independence and competence of the Company’s external auditors and a process to ensure their

compliance with the Company’s Audit Independence Policy;

• Responsibility for appointment of the external auditors residing with the Audit Committee;

• The Audit Committee monitors the strength of the internal control environment by considering the effectiveness and

adequacy of Summerset’s internal controls, reviewing the findings of the external auditors’ review of internal control over

financial reporting, and being involved in setting the scope for the internal audit programme.

One of the main purposes of the Audit Committee is to ensure the quality and independence of the external audit process. The

Audit Committee make enquiries of management and the external auditors so that it is satisfied as to the validity and accuracy

of all aspects of the Company’s financial reporting. All aspects of the external audit are reported back to the Audit Committee

and the external auditors are given the opportunity at Audit Committee meetings to meet with Directors.

The Audit Committee must be comprised of a minimum of three Directors, the majority of whom must be Independent. The

committee is chaired by an Independent chair who is not the Chair of the Board. The Committee currently comprises of James

Ogden (Chair), Anne Urlwin, Rob Campbell and Gráinne Troute.

The Audit Committee generally invites the Chief Executive Officer, Deputy Chief Executive Officer and Chief Financial Officer,

Deputy Chief Financial Officer and external auditors to attend meetings. The Committee also meets and receives regular

reports from the external auditors without management present, concerning any matters that arise in connection with the

performance of their role.

Nomination and Remuneration Committee

The role of the Nomination and Remuneration Committee is to assist the Board in establishing and reviewing remuneration

policies and practices for the Company and in reviewing Board composition. Specific objectives include:

• Assisting the Board in planning the Board’s composition;

• Evaluating the competencies required of prospective Directors (both non-executive and executive);

• Identifying those prospective Directors and establishing their degree of independence;

• Developing the succession plans for the Board, and making recommendations to the Board accordingly;

• Overseeing the process of the Board’s annual performance self-assessment and the performance of the Directors;

• Establishing remuneration policies and practices, and setting and reviewing the remuneration of the Company’s Chief

Executive Officer, Executive Team and Directors.

The Nomination and Remuneration Committee must be comprised of a minimum of three Directors, the majority of whom

must be Independent. The Committee currently comprises of Gráinne Troute (Chair), Dr Marie Bismark, James Ogden and Anne

Urlwin.

The Board’s policy is that the Board needs to have an appropriate mix of skills, experience and diversity to ensure that it is well

equipped. The Board reviews and evaluates on a regular basis the skill mix required, and identifies any existing gaps.

Clinical Governance Committee

The role of the Clinical Governance Committee is to assist the Board in ensuring a systematic approach to maintaining and

improving the quality of care provided by the Company. Specific objectives include:

• Providing assurance that appropriate clinical governance mechanisms are in place and are effective throughout the

organisation;

• Supporting the leadership role of the Chief Executive Officer in relation to issues of quality, safety and clinical risk;

• Working with management to identify priorities for improvement;

• Ensuring that the principles and standards of clinical governance are applied to the health improvement and health

protection activities of the Board;

• Ensuring that appropriate mechanisms are in place for the effective engagement of representatives of residents and clinical

staff.

The Clinical Governance Committee must be comprised of a minimum of three Directors. The Committee currently comprises

of Dr Marie Bismark (Chair), Anne Urlwin, Gráinne Troute and Dr Andrew Wong.

Development and Construction Committee

The role of the Development and Construction Committee is to assist the Board in:

• Supporting management to establish and achieve development and construction objectives within the Company’s long-

term plan;

• Supporting management to develop and implement strategies to achieve the Company’s development and construction

objectives in line with best practice;

• Helping the Company maintain appropriate risk management strategies to identify, mitigate and manage development and

construction risks;

• Maintaining a good understanding of, and confidence in, the Company’s frameworks, systems, processes and personnel

required to manage the Company’s development and construction activities effectively, including the assessment and

realisation of opportunities and the application of appropriate risk management;

• Working with management to identify areas for improvement and innovation in construction and development practices.

The Development and Construction Committee must be comprised of a minimum of three Directors. The Committee currently

comprises of Anne Urlwin (Chair), James Ogden and Rob Campbell.

Other committees

During 2017, a Due Diligence Committee of the Board was established to oversee the issue of retail bonds by the Company.

The Due Diligence Committee comprised of Rob Campbell (Chair), Anne Urlwin and James Ogden. On completion of the retail

bonds issue the Due Diligence Committee was disbanded.

Attendance at Board and committee meetings

A total of eight Board meetings, seven Audit Committee meetings, four Nomination and Remuneration Committee meetings,

three Clinical Governance Committee meetings and two Development and Construction Committee meetings were held in

2017. Director attendance at Board meetings and committee member attendance at committee meetings is shown below.

Directors that were not members of committees also attended some committee meetings as invited attendees. Their

attendance is not recorded below.

BoardAudit Committee

Nomination and

Remuneration

Committee

Clinical

Governance

Committee

Develop-

ment and

Construction

Committee

Total number of meetings held87432*

Rob Campbell

8

(Chair)

7--2

Anne Urlwin87

4**

(Chair)

3

2

(Chair)

Dr Andrew Wong7***--3-

Gráinne Troute87

4**

(Chair)

3-

James Ogden8

7

(Chair)

4-2

Dr Marie Bismark8-4

3

(Chair)

-

* The Development and Construction Committee commenced 27 April 2017. A minimum of three meetings will be held per annum per the Committee Charter.

** Gráinne Troute was appointed as the Chair of the Nomination and Remuneration Committee, effective 1 July 2017 (prior to this Anne Urlwin was the Chair

of this Committee).

*** Dr Andrew Wong was appointed to the Board on 1 March 2017.

Pg 74Pg 73
Principle 4: Reporting and Disclosure

“The board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of corporate

disclosures.”

Making timely and balanced disclosure

The Company is committed to promoting Shareholder confidence through open, timely and accurate market communication.

The Company has in place procedures designed to ensure compliance with its disclosure obligations under the NZX and ASX

Listing Rules. The Company’s Market Disclosure and Communications Policy sets out the responsibilities of the Board and

management in disclosure and communication and procedures for managing this obligation.

Copies of key governance documents, including the Code of Ethics, Securities Trading Policy and Guidelines, Board and

Committee Charters, Diversity and Inclusion Policy, Director and Executive Remuneration Policy, and Market Disclosure and

Communications Policy are all available on the Company’s website at www.summerset.co.nz/investor-centre/governance-

documents/.

Some non-financial disclosures, such as the Company’s approach to health and safety, are included within this Annual Report.

The Company recognises it is in the early stages of reporting on non-financial information, and intends to increase future

disclosure in this area.

Principle 5: Remuneration

“The remuneration of directors and executives should be transparent, fair and reasonable.”

Remuneration of Directors and the Executive Team is reviewed by the Board’s Nomination and Remuneration Committee.

Its membership and role are set out under Principle 3 above. The Committee makes recommendations to the Board on

remuneration packages, keeping in mind the requirements of the Board and Executive Remuneration Policy.

The level of remuneration paid to the Directors and the Executive Team will be determined by the Board. However, Directors’

fees must be within the limits approved by the Shareholders of the Company.

Further details on remuneration are provided in the Remuneration section of this Annual Report.

Principle 6: Risk Management

“Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The Board

should regularly verify that the issuer has appropriate processes that identify and manage potential and material risks.”

Recognising and managing risk

The Company has a risk management framework for identifying, overseeing, managing and controlling risk. The processes

involved require the maintenance of a risk register that identifies key business risks and initiatives deployed to manage and

mitigate those risks.

The Board has responsibility for the oversight of Summerset’s risk management programme. Its responsibilities in this regard are

set out in the Board Charter.

The Company’s senior management maintain a risk register and this is updated regularly.

Information on the Company’s approach to health and safety is included within this Annual Report.

Principle 7: Auditors

“The board should ensure the quality and independence of the external audit process.”

The Board’s relationship with its auditors, both external and internal, is governed by the Audit Committee Charter, Audit

Independence Policy and the Internal Audit Charter. These charters and policies set out the types of engagements that can be

performed by the external and internal auditors.

The external auditor (Ernst & Young) attends the Company’s annual shareholders’ meeting, and is available to answer questions

from Shareholders in relation to the external audit.

External audit work for the Group was tendered during 2017, with Ernst & Young remaining in this role.

KPMG was appointed in the role of internal auditor of the Company in December 2016, and its role is governed by the Internal

Audit Charter.

The primary objective of internal audit is to increase the strength of the Company’s control environment. This is guided by a

philosophy of adding value to improve the operations of the Company. It assists the Company in accomplishing its objectives

by bringing a systematic and disciplined approach to evaluating and improving the effectiveness of its governance, risk

management and internal controls.

The scope of the internal audit programme is set by the Audit Committee.

Principle 8: Shareholder Rights and Relations

“The board should respect the rights of shareholders and foster constructive relationships with shareholders that encourage

them to engage with the issuer.”

Respecting the rights of Shareholders

The Company seeks to ensure that its Shareholders understand its activities by communicating effectively with them and giving

them ready access to clear and balanced information about the Company.

To assist with this, the Company’s website is maintained with relevant information, including copies of presentations and

reports. The Company’s key corporate governance policies are also included on the website.

The Company’s major communications with Shareholders during the financial year include its annual and half-year reports and

the annual meeting of Shareholders. The annual and half-year reports are available in electronic and hard-copy format.

Shareholders have the right to vote on major decisions as required by the NZX Listing Rules.

The Notice of Meeting is sent to Shareholders and published on the Company’s website at least 28 days prior to the annual

Shareholders’ meeting each year.

Residents making the most of the village facilities

Pg 76Pg 75
Director remuneration

The Company distinguishes the structure of non-executive Directors’ remuneration from that of executive Directors.

The total amount of remuneration and other benefits received by each Director during the year ended 31 December 2017 are

provided below.

DirectorBoard fees

Audit

Committee

Clinical

Governance

Committee

Nomination

and

Remuneration

Committee

Development

and

Construction

Committee

Other

committee****

Total

remuneration

Rob Campbell

$165,000

(Chair)

$4,425$169,425

Anne Urlwin$80,000

$3,750

(Chair)*

$3,750

(Chair)**

$4,425$91,925

Dr Andrew Wong$66,667$66,667

Gráinne Troute$80,000

$3,750

(Chair)*

$83,750

James Ogden$80,000

$15,000


(Chair)

$4,425

(Chair)

$99,425

Dr Marie Bismark$80,000

$7,50 0

(Chair)

$ 87,50 0

TOTAL$551,667$15,000$ 7, 5 0 0$ 7, 5 0 0$3,750$13,275$598,692

* Gráinne Troute was appointed as the Chair of the Nomination and Remuneration Committee, effective 1 July 2017 (prior to this Anne Urlwin was the Chair of this Committee).

** The Development and Construction Committee was formed on 27 April 2017, with fees for the Chair of this Committee effective 1 July 2017.

*** Dr Andrew Wong was appointed as a Director on 1 March 2017.

**** Fees for being on the Due Diligence Committee in relation to the issue of retail bonds in July 2017.

Directors’ fees are reviewed from time to time. The maximum aggregate amount of remuneration payable by Summerset to

Directors (in their capacity as Directors) was set at $650,000 per annum in April 2017 for the non-executive Directors. This was

an increase of $50,000 from the previous amount of remuneration payable, which was set in April 2014, and follows an increase

in the number of Directors to six. Current annualised Directors’ fees are $602,500, inclusive of additional remuneration for

committee Chairs.

As at 31 December 2017, the standard Director fees per annum are as follows:

PositionFees (per annum)

Board of DirectorsChair$165,000

Member$80,000

Audit CommitteeChair$15,000

Clinical Governance Committee

Chair$7,50 0

Nomination and Remuneration CommitteeChair$7,50 0

Development and Construction Committee Chair$7,50 0

No additional fees are paid to committee members.

Directors’ fees exclude GST, where appropriate. Directors are entitled to be reimbursed for costs directly associated with

carrying out their duties, including travel costs.

Directors and Officers also have the benefit of Directors’ and Officers’ liability insurance. Cover is for damages, judgements,

fines, penalties, legal costs awarded and defence costs arising from wrongful acts committed while acting for Summerset.

There are some exclusions within the policy. The insurance cover is supplemented by the provision of Director and Officer

indemnities from the Company, but this does not extend to criminal acts.

Executive remuneration

The remuneration of members of the Executive Team (Chief Executive Officer and direct reports) is designed to promote a high-

performance culture and to align Executive reward to the development and achievement of strategies and business objectives

to create sustainable value for Shareholders.

The Board is assisted in delivering its responsibilities and objectives for Executive remuneration by the Nomination and

Remuneration Committee. The role and membership of this Committee is set out in the Statement of Corporate Governance.

Summerset’s remuneration policy for members of the Executive Team provides the opportunity for them to receive, where

performance merits, a total remuneration package in the upper quartile for equivalent market-matched roles. The Nomination

and Remuneration Committee reviews the annual performance appraisal outcomes for all Executive Team members, including

the Chief Executive Officer. The review takes into account external benchmarking to ensure competitiveness with comparable

market peers, along with consideration of an individual’s performance, skills, expertise and experience.

Total remuneration is made up of three components: fixed remuneration, short-term performance-based cash remuneration

and long-term performance-based equity remuneration.

Fixed remuneration

Fixed remuneration consists of base salary and benefits. Summerset’s policy is to pay fixed remuneration with reference to the

fixed pay market median.

Short-term incentives

Short-term incentives (STIs) are at-risk payments designed to motivate and reward for performance, typically in that financial

year. The target value of an STI payment is set annually, usually as a percentage of the executive’s base salary. For 2017, the

relevant percentages were 25% to 50%.

A proportion (80% for the Chief Executive Officer, 70% for other Executive Team members) of the STI is related to achievement

of annual performance metrics which aim to align executives to a shared set of key performance indicators (KPIs) based on

business priorities for the next 12 months. Target areas for the shared KPIs for 2017 are outlined below:

TargetWeighting

Financial: underlying EBITDA performance against budget

40%

Occupation right agreement sales results against budget

20%

Retirement unit delivery against budget

20%

Clinical and customer satisfaction

10%

Employee and health and safety initiatives

10%

There are three performance levels within each target area – gate-opener, on-target and maximum performance – with 100% of

the amount allocated to that target area being payable when the on-target level is achieved. The maximum performance levels

allow employees to be rewarded for performance above target levels. The maximum amount of an STI payment for an Executive

Team member is 112% of the STI on-target amount for that Executive Team member.

The balance of the STI is related to individual performance measures.

In the event that gate-opener underlying EBITDA performance against budget is not achieved, no STI payment will be made.

Long-term incentives

Long-term incentives (LTIs) are at-risk payments through a share plan, designed to align the reward of Executive Team members

with the enhancement of shareholder value over a multi-year period.

Under the LTI, Executive Team members are able to purchase shares in Summerset Group Holdings Limited. The shares for

the plans are held by a nominee on behalf of the Executive Team members until such time after the vesting of shares that the

nominee is directed by the Executive Team member to transfer or sell the shares, or the shares are sold or cancelled by the

nominee if vesting criteria are not met. The shares carry the same rights as all other ordinary shares.

The Group has provided Executive Team members participating in the LTI with interest-free limited recourse loans to fund the

acquisition of the shares for these plans. These loans must be repaid in full before shares are transferred to Executives from the

nominee.

Remuneration

***

Pg 78Pg 77
An LTI plan commenced on 1 November 2011, upon the Company listing on the NZX Main Board, under which grants were made

to Executive Team members. Vesting of shares was contingent on achievement of certain profitability levels in the business.

The vesting criteria were achieved and all shares vested. This plan has now closed, with final vesting occurring in December

2013. Loans for vested shares under this plan were repaid on 31 October 2017.

An updated plan commenced on 16 December 2013. Under this plan, grants are made annually, with performance measured

over two and three-year periods. The value of each grant is set at the date of the grant and currently represents 15% to 40% of

an Executive Team member’s fixed remuneration. The Nomination and Remuneration Committee takes independent advice in

determining the number of shares to issue for each grant. Vesting of shares is subject to achievement of performance hurdles,

which are assessed over two and three-year periods.

The performance hurdles for each grant under the LTI plan made between 2013 and 2015 are based on Summerset’s total

shareholder return (TSR) relative to the performance of relevant peers and the NZX 50.

The performance hurdles for the grants made in 2016 and 2017 are based on:

• 50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget);

• 25% relative earnings (earnings per share growth of the Group compared to a defined peer group);

• 10% employee initiatives;

• 10% customer initiatives;

• 5% clinical strategy initiatives.

Performance hurdles are set by the Board with the objective of aligning Executive reward to the development and achievement

of strategies and business objectives to create sustainable value for Shareholders. The Board considers that the performance

hurdles reflect the drivers of sustainable value for Shareholders.

In addition to the LTI plan in place for Executive Team members, Summerset also operates an un-hurdled LTI plan for other

senior managers.

A total of 3,173,144 shares are held by Summerset LTI Trustee Limited under the LTI Plan on behalf of the Executive Team as

at 31 December 2017. 1,889,130 of these shares are unvested. The Executive Team includes the Chief Executive Officer. The

following section provides further details of share movements under the LTI Plan for the Chief Executive Officer.

Chief Executive Officer remuneration

Remuneration for years ended 31 December 2015 to 2017

Fixed

remuneration

Pay for

performance

Total

remuneration

SalaryOther benefits

1

SubtotalSTILTISubtotal

FY2017$545,400$4,600$550,000$233,558

2

$220,000

3

$453,558$1,003,558

FY2016$445,485$4,515$450,000$235,620

4

$180,000

5

$415,620$865,620

FY2015$445,485$4,515$450,000$188,266

6

$180,000

7

$368,266$818,266

Three-year summary

Total remuneration

% STI awarded

against on-plan

performance

STI performance

period

% LTI vested

against on-plan

performance

Span of LTI

performance

periods

FY2017$1,003,558103.8%FY201690.0%

8

FY2014 – FY2016

FY2016$865,620104.7%FY20150%

9

FY2014 – FY2015

FY2015$818,26684.5%FY2014N/A

10

N/A


8

Vesting date 31 December 2016, release date 24 February 2017


9

Vesting date 31 December 2015, release date 25 February 2016


10

No shares available for vesting

The STI in the table above is based on amounts paid in the financial period. The LTI awarded in the table above refers to shares

eligible for vesting during the financial period.

Components of Chief Executive Officer remuneration


1,200,000

Fixed

Fixed Annual variable Long-term incentives

Remuneration dollars

On-planMaximum

1,000,000

800,000

600,000

400,000

200,000

0

As at 31 December 2017, the Chief Executive Officer’s fixed remuneration comprised salary and taxable benefits set at

$550,000 per annum. The annual variable element pays out at 50% of fixed remuneration for on-plan performance or 56% for

maximum performance. The LTI element is based on the value granted in the FY2017, being 40% of fixed remuneration, and will

be based on performance in FY2018 to FY2020.

Description of Chief Executive Officer remuneration for performance for the year ended 31 December 2017

PlanDescriptionPerformance measures

Percentage awarded

against on-plan

performance

STISet at 50% of fixed remuneration for FY2017 on-plan

performance, up to a maximum of 1.12 times (equal to

56% of fixed remuneration), where the highest levels of

both company and individual performance measures are

achieved.

80% based on the company target

areas (see table on page 76 for

weightings)

98.4%

20% based on individual measures 100.0%

LTIIn February 2017, vesting for 157,407 shares issued under

the LTI Scheme at $3.20 on 16 December 2013 was

assessed per the Plan Rules. The assessment period was

1 January 2014 to 31 December 2016. The vesting criteria

were partially met and 119,629 shares vested.

In February 2017, vesting for 219,512 shares issued under

the LTI Scheme at $2.68 on 15 December 2014 was

assessed per the Plan Rules. The assessment period was

1 January 2015 to 31 December 2016. The vesting criteria

were met and all shares vested.

50% measured against comparable

peer group TSR hurdle

50% measured against NZX 50 group

TSR hurdle

76.0%

50% measured against comparable

peer group TSR hurdle

50% measured against NZX 50 group

TSR hurdle

100.0%

The above STI payment will be paid in FY2018.

1

Other benefits include medical insurance and income protection insurance. The Chief Executive Officer chooses not to participate in KiwiSaver.

2

STI for FY2016 performance period (paid FY2017)

3

LTI value granted in FY2017 period (which will vest based on performance in FY2018 to FY2020)

4

STI for FY2015 performance period (paid FY2016)

5

LTI value granted in FY2016 period (which will vest based on performance in FY2017 to FY2019)

6

STI for FY2014 performance period (paid FY2015)

7

LTI value granted in FY2015 period (which will vest based on performance in FY2016 to FY2018)

Pg 80Pg 79
The method of calculating remuneration is consistent with the method applied for the previous year.

RemunerationNo. of employeesRemunerationNo. of employees

$100,000 to $109,99926$220,000 to $229,0001

$110,000 to $119,99920$230,000 to $239,9991

$120,000 to $129,99912$250,000 to $259,9991

$140,000 to $149,99911$330,000 to $339,9991

$150,000 to $159,9994$390,000 to $399,9991

$160,000 to $169,9995$400,000 to $409,9991

$170,000 to $179,9991$420,000 to $429,9991

$180,000 to $189,9993$440,000 to $449,9991

$190,000 to $199,9993$520,000 to $529,9991

$200,000 to $209,9992$600,000 to $609,9991

$210,000 to $219,9991$1,000,000 to $1,009,9991

Pay gap

The pay gap represents the number of times greater the Chief Executive Officer remuneration is to the remuneration of an

employee paid at the median of all Summerset employees. For the purposes of determining the median paid to all Summerset

employees, all permanent full-time, permanent part-time and fixed-term employees are included, with part-time employee

remuneration adjusted to a full-time equivalent amount.

At 31 December 2017, the Chief Executive Officer’s base salary of $545,400 was 12.5 times (2016: 11.6 times) that of the median

employee at $43,680 per annum. The Chief Executive Officer’s total remuneration, including STI and LTI, was $1,003,558, 21.5

times (2016: 21.7 times) the total remuneration of the median employee at $46,640.


Five year summary – total shareholder return (TSR) performance

The TSR summary above shows the performance of Summerset’s shares against the NZX50 between 31 December 2012 and 31

December 2017.

Chief Executive Officer LTI share movements for the year ended 31 December 2017

Dec 2011

issue

Dec 2013

issue

Dec 2014

issue

Dec 2015

issue

Dec 2016

issue

Dec 2017

issueTOTAL

Balance 1 January 2017464,286157,4 07403,185314,972237,0 0 5-1,576,855

Forfeited-(37,7 78)----(37,7 78)

Granted-----263,736263,736

Loan repaid and shares

transferred to Chief

Executive Officer

(464,286)-----(464,286)

Balance 31 December 2017-119,629403,185314,972237,0 0 5263,7361,338,527

Vesting statusVestedVestedVested

Partially

vested

UnvestedUnvested

Issue price$1.40$3.20$2.68$3.91$4.76$5.24

The table above includes shares issued under the LTI plan prior to 1 April 2014, when the Chief Executive Officer took up this role

(previously Chief Financial Officer).

295,748 shares were vested on 31 December 2017 (out of a potential 353,484 shares eligible to vest on that date). These vested

shares are not eligible for exercise until 26 February 2018.

Employee remuneration

The number of employees or former employees (including employees holding office as Directors of subsidiaries), who received

remuneration and other benefits valued at or exceeding $100,000 during the financial year ended 31 December 2017 is

specified in the table below.

The remuneration figures shown in the “Remuneration” column includes all monetary payments actually paid during the course

of the year ended 31 December 2017. The table also includes the grant value of shares issued to individual employees under

Summerset’s LTI Plan during the same period. The table does not include amounts paid after 31 December 2017 that relate to

the year ended 31 December 2017.

50

100

150

200

250

300

Dec-12

Jun-13

Dec-13

Jun-14

Dec-14

Jun-15

Dec-15

Jun-16

Dec-16

Jun-17

Dec-17

Index (rebased to 100)

Total shareholder return

NZX50Summerset

Pg 82Pg 81
Director changes during the year ended 31 December 2017

Dr Andrew Wong was appointed to the Board on 1 March 2017.

Directors’ interests

Directors made the following entries in the Interests Register pursuant to Section 140 of the Companies Act 1993 during the

year ended 31 December 2017:

Rob Campbell: Disclosed the following positions in respect of the following entities: SKYCITY Entertainment Group Limited

(Director), WEL Networks Limited (Chair). Disclosed he ceased to hold the following positions in respect of the following

entities: T&G Global Limited (NZ) (Director), G3 Group Limited (Chair).

Anne Urlwin: Disclosed the following positions in respect of the following entities: Chorus New Zealand Limited (Director),

City Rail Link Limited (Director). Disclosed she ceased to hold the following positions in respect of the following entities:

Naylor Love Enterprises Limited (Chair), Naylor Love Construction Limited (Director), Naylor Love Properties Limited (Director),

Naylor Love Limited (Director), Naylor Love Share Repurchase Trust (Trustee).

James Ogden: Disclosed the following positions in respect of the following entities: MMC Group Holdings Limited and

subsidiaries (Chair), Foundation Life (NZ) Limited (Director). Disclosed he ceased to hold the following positions in respect

of the following entities: Tegel Group Holdings Limited (Chair), The Warehouse Financial Services Limited (Director), The

Warehouse Group Limited (Director), Alliance Group Limited (Director).

Dr Marie Bismark: No changes disclosed.

Gráinne Troute: Disclosed the following position in respect of the following entity: Evolve Education Group Limited

(Director).

Dr Andrew Wong: Appointed as a Director in March 2017 and disclosed the following positions in respect of the following

entities: HealthCare Holdings Limited (Managing Director), Ascot Hospital and Clinics Limited (Managing Director), Integrated

Hospitals Limited (Director), Auckland Radiation Oncology Limited (Chair), Ninety Nine Investments Limited (Director), Mercy

Angiography Limited (Director), Kensington Hospital Limited (Director), QCS (Quipt Clinical Supplies) Limited (Director), New

Zealand Radiology Group Limited (Director), Laparoscopy Auckland Limited (Chair), Endoscopy Auckland Limited (Chair),

Palm Capital Limited (Director), The Mountain Road Property Company Limited (Director), MercyAscot Orthopaedics Limited

(Chair), New Zealand Medical Council (Public Health Medicine Specialist), Endoscopy Governance Group New Zealand

(Member).

Information used by Directors

There were no notices from Directors of the Company requesting to disclose or use Company information received in their

capacity as Directors that would not otherwise have been available to them.

Disclosures

Residents enjoying high tea together in Aotea

Pg 84Pg 83
Directors’ security holdings

Securities in the Company in which each Director has a relevant interest as at 31 December 2017 are specified in the table

below:

DirectorOrdinary sharesRetail bonds

Rob Campbell 57,6 93-

Anne Urlwin 20,38430,000

James Ogden 409,50415,000*

Dr Marie Bismark 15,525-

Gráinne Troute25,000-

Dr Andrew Wong10,500-

To t a l538,60645,000

* James Ogden has a non-beneficial interest in 15,000 retail bonds of which he is the registered holder in his capacity as trustee of the Wakapua Trust.

Securities dealings of Directors

During the year, Directors disclosed the following transactions in respect of Section 148(2) of the Companies Act 1993. These

transactions took place in accordance with the Company’s Securities Trading Policy.

DirectorDate of transaction

Number of

securities

acquired/

(disposed)

Consideration

Rob Campbell16 March 201710,000On-market purchase of ordinary shares at average price of $5.14

per share

22 March 2017312Issue of shares under dividend reinvestment plan at $5.16 per share

11 September 2017300Issue of shares under dividend reinvestment plan at $5.00 per share

Anne Urlwin11 March 20175,000On-market purchase of ordinary shares at average price of $5.38

22 March 2017100Issue of shares under dividend reinvestment plan at $5.16 per share

11 July 201730,000Issue of 30,000 retail bonds during initial offer period at $1.00 per

bond

11 September 2017106Issue of shares under dividend reinvestment plan at $5.00 per share

James Ogden11 July 201715,000Issue of 15,000 retail bonds during initial offer period at $1.00 per

bond

Dr Marie Bismark22 March 2017128Issue of shares under dividend reinvestment plan at $5.16 per share

11 September 2017102Issue of shares under dividend reinvestment plan at $5.00 per share

Gráinne Troute14 March 201725,000On-market acquisition of shares at average price of $5.30 per share

Dr Andrew Wong1 March 20176,400Initial disclosure of beneficial interest in 6,400 ordinary shares

2 November 20174,100On-market purchase of ordinary shares at average price of $4.89 per

share

Director appointment dates

The date of each Director’s first appointment to the position of Director is provided below. Since the date of appointment,

Directors have been re-appointed at Annual Meetings when retiring by rotation as required.

DirectorAppointment date

Rob Campbell2 September 2011

Anne Urlwin1 March 2014

James Ogden*2 September 2011

Dr Marie Bismark1 September 2013

Gráinne Troute1 September 2016

Dr Andrew Wong1 March 2017

* James Ogden was also a Director from 1 October 2007 to 26 March 2009.

Indemnity and insurance

In accordance with Section 162 of the Companies Act 1993 and the constitution of the Company, the Company has arranged

insurance for, and indemnities to, Directors and Officers of the Company, including Directors of subsidiary companies, for losses

from actions undertaken in the course of their legitimate duties or costs incurred in any proceeding.

Directors of subsidiary companies

The remuneration of employees acting as Directors of subsidiaries is disclosed in the relevant banding of remuneration set out

under the heading ‘Employee remuneration’ in the Remuneration section of the Report. Employees did not receive additional

remuneration or benefits for acting as Directors during the year.

Julian Cook, Scott Scoullar, Paul Morris and Leanne Walker are Directors of all the Company’s subsidiaries as at 31 December

2017, with the exception of Summerset LTI Trustee Limited (the Directors of which are Rob Campbell and Dr Marie Bismark). No

extra remuneration is payable to any Director of the Company for any Directorship of a subsidiary.

Pg 86Pg 85
Top 20 Shareholders as at 31 December 2017

RankRegistered ShareholderNumber of shares% of shares

1New Zealand Central Securities Depository Limited107,831,976 48.15%

2Custodial Services Limited 8,998,921 4.02%

3FNZ Custodians Limited8,057,801 3.60%

4Forsyth Barr Custodians Ltd6,142,249 2.74%

5Custodial Services Limited 6,047,736 2.70%

6Summerset LTI Trustee Limited4,227,907 1.89%

7Custodial Services Limited 3,695,070 1.65%

8Custodial Services Limited 2,715,999 1.21%

9Investment Custodial Services Limited 2,636,604 1.18%

10Custodial Services Limited 2,024,994 0.90%

11Paul Stanley Morris & Clive Stephen Morris 1,714,952 0.77%

12Custodial Services Limited1,484,379 0.66%

13BNP Paribas Nominees Pty Ltd1,389,424 0.62%

14New Zealand Depository Nominee Limited 1,383,077 0.62%

15Motutapu Investments Limited 1,339,296 0.60%

16PT Booster Investments Nominees Limited1,230,339 0.55%

17ASB Nominees1,049,913 0.47%

18Custodial Services Limited877,658 0.39%

19National Nominees Limited777,364 0.35%

20FNZ Custodians Limited635,434 0.28%

To t a l164,261,09373.34%


Shareholders held through the NZCSD as at 31 December 2017

New Zealand Central Securities Depository Limited (NZCSD) provides a custodian depository service that allows electronic

trading of securities to its members and does not have a beneficial interest in these shares. As at 31 December 2017, the ten

largest shareholdings in the Company held through NZCSD were:

RankRegistered ShareholderNumber of shares% of shares

1Tea Custodians Limited17,670,9287.89%

2HSBC Nominees (New Zealand) Limited15,333,7366.85%

3Citibank Nominees (NZ) Limited14,476,8876.46%

4JPMorgan Chase Bank12,030,4935.37%

5New Zealand Superannuation Fund Nominees Limited11,604,1405.18%

6HSBC Nominees (New Zealand) Limited11,431,6555.10%

7Cogent Nominees Limited5,720,9892.55%

8National Nominees New Zealand Limited5,524,4392.47%

9Accident Compensation Corporation5,134,0692.29%

10New Zealand Permanent Trustees Limited 1,978,305 0.88%

Spread of Shareholders as at 31 December 2017

Size of shareholding ShareholdersShares

Number%Number%

1 to 1,0001,73219.43%973,0050.43%

1,001 to 5,0004,35248.83%11,540,1145.15%

5,001 to 10,0001,59017.8 4%11,612,1425.18%

10,001 to 50,0001,09312.26%20,670,5889.23%

50,001 to 100,000780.88%5,511,8722.46%

100,001 and over680.76%173,660,29877.54%

To t a l8,913100.00%223,968,019100.00%


Substantial product holder notices received as at 31 December 2017

According to the records kept by the Company under the Financial Market Conducts Act 2013 the following were substantial

holders in the Company as at 31 December 2017. The total number of voting products on issue at 31 December 2017 was

223,968,019 ordinary shares.

ShareholderRelevant interest

% held at date

of noticeDate of notice

First NZ Capital Group Limited16,110,5187. 25%29 June 2017

Harbour Asset Management Limited13,506,5756.14%16 August 2016

Fisher Funds Management Limited11,476,8075.15%15 November 2017

New Zealand Superannuation Fund Nominees Limited11,235,8405.04%26 October 2017


Spread of bondholders as at 31 December 2017

Size of bondholdingBondholdersBonds

Number%Number%

1 to 5,000858.80%425,0000.43%

5,001 to 10,00023624.43%2,293,0002.29%

10,001 to 50,00052754.55%14,544,00014.54%

50,001 to 100,000687.04%5,867,0005.87%

100,001 and over505.18%76,871,00076.87%

To t a l966100.00%100,000,000100.00%


Waivers from the NZX Listing Rules

During the year ended 31 December 2017, the Company relied on NZX’s class waiver and ruling on NZX Debt Market Listing

Rules 3.2.1(d) and 3.2.1(e), issued on 7 April 2017.

No other waivers from the application of NZX Listing Rules have been utilised by the Company during the year ended 31

December 2017.

Pg 88Pg 87
Credit rating

The Company has no credit rating.

Auditor fees

Ernst & Young Wellington has continued to act as auditors of the company. The amount payable by Summerset and its

subsidiaries to Ernst & Young Wellington in respect of FY17 audit fees was $185,000 and $4,000 for the audit of the underlying

profit statement. Ernst & Young provided market analysis advisory services to the Group during the year, amounting to

$291,000. No other non-audit work was undertaken by Ernst & Young during the year.

Donations

In accordance with section 211(1)(h) of the Companies Act 1993, Summerset records that it donated $25,117 in FY17.

Dividend reinvestment plan

The last date of receipt for a participation election from a shareholder who wishes to participate in the dividend reinvestment

plan is 12 March 2018.


This Annual Report is authorised for and on behalf of the Board by:




Rob Campbell James Ogden

Director and Chair Director and Chair of the Audit Committee

Authorised for issue on 22 February 2018

Aotea residents taking part in an afternoon of games

Pg 90Pg 89
Company Information

Registered offices

New Zealand

Level 27, Majestic Centre,

100 Willis Street, Wellington 6011,

New Zealand

PO Box 5187,

Wellington 6140

Phone: +64 4 894 7320

Email: reception@summerset.co.nz

www.summerset.co.nz

Australia

Deutsche Bank Place,

Level 4, 126 Phillip Street,

Sydney, NSW, 2000

Australia

Auditor

Ernst & Young

Bankers

ANZ Bank New Zealand Limited

ASB Bank Limited

Bank of New Zealand Limited

Statutory Supervisor

Public Trust

Bond Supervisor

The New Zealand Guardian Trust Company Limited

Share Registrar

Link Market Services,

PO Box 91976, Auckland 1142,

New Zealand

Phone: +64 9 375 5998

Email: enquiries@linkmarketservices.co.nz

Directors

Rob Campbell

Dr Marie Bismark

James Ogden

Gráinne Troute

Anne Urlwin

Dr Andrew Wong

Company Secretary

Leanne Walker

Aotea residents working out in the village gym

Pg 71Pg 91
Directory

*Proposed villages

Dunedin

Casebrook

Paraparaumu

Levin

Palmerston North

Wanganui

New Plymouth

Richmond

Nelson

Lower Hutt

Trentham

Havelock North

Hastings

Napier

Taup o

Katikati

Manukau

St Johns

Warkworth

Hobsonville

Ellerslie

Karaka

Parnell

Hamilton

Rototuna

Completed villages

In development

Proposed villages

Aotea

Wigram

Kenepuru

Avonhead

Auckland

Summerset Falls

31 Mansel Drive, Warkworth 0910

Phone (09) 425 1200

Summerset at Monterey Park

1 Squadron Drive, Hobsonville, Auckland 0618

Phone (09) 951 8920

Summerset at Heritage Park

8 Harrison Road, Ellerslie, Auckland 1060

Phone (09) 950 7960

Summerset by the Park

7 Flat Bush School Road, Flat Bush 2019

Phone (09) 272 3950

Summerset at Karaka

49 Pararekau Road, Karaka 2580

Phone (09) 951 8900

Summerset Parnell*

23 Cheshire Street, Parnell 1052

Phone (09) 950 8212

Summerset St Johns*

188 St Johns Road, St Johns 1072

Phone (09) 950 7982

Waikato

Summerset down the Lane

206 Dixon Road, Hamilton 3206

Phone (07) 843 0157

Summerset Rototuna

Kimbrae Drive, Hamilton 3281

Phone (07) 981 7822

Summerset by the Lake

2 Wharewaka Road, Wharewaka, Taupo 3330

Phone (07) 376 9470

Bay of Plenty

Summerset by the Sea

181 Park Road, Katikati 3129

Phone (07) 985 6890

Hawke’s Bay

Summerset in the Bay

79 Merlot Drive, Greenmeadows, Napier 4112

Phone (06) 845 2840

Summerset in the Orchard

1228 Ada Street, Parkvale, Hastings 4122

Phone (06) 974 1310

Summerset in the Vines

249 Te Mata Road, Havelock North 4130

Phone (06) 877 1185

Taranaki

Summerset Mountain View

35 Fernbrook Drive, Vogeltown, New Plymouth 4310

Phone (06) 824 8900

Manawatu – Wanganui

Summerset in the River City

40 Burton Avenue, Wanganui East, Wanganui 4500

Phone (06) 343 3133

Summerset on Summerhill

180 Ruapehu Drive, Fitzherbert, Palmerston North 4410

Phone (06) 354 4964

Summerset by the Ranges

102 Liverpool Street, Levin 5510

Phone (06) 367 0337

Wellington

Summerset on the Coast

104 Realm Drive, Paraparaumu 5032

Phone (04) 298 3540

Summerset Kenepuru*

Bluff Road, Kenepuru, Porirua 5022

Phone (04) 230 6722

Summerset at Aotea

15 Aotea Drive, Aotea, Porirua 5024

Phone (04) 235 0011

Summerset at the Course

20 Racecourse Road, Trentham, Upper Hutt 5018

Phone (04) 527 2980

Summerset Lower Hutt*

Boulcott’s Farm, Military Road, Lower Hutt 5010

Phone (04) 894 7374

Nelson

Summerset in the Sun

16 Sargeson Street, Stoke, Nelson 7011

Phone (03) 538 0000

Summerset Richmond*

1 Hill Street North, Richmond, Nelson 7020

Phone (03) 744 3432

Canterbury

Summerset at Wigram

135 Awatea Road, Wigram, Christchurch 8025

Phone (03) 741 0870

Summerset Avonhead*

120 Hawthornden Road, Avonhead, Christchurch 8042

Phone (03) 357 3202

Summerset on Cavendish

147 Cavendish Road, Casebrook, Christchurch 8051

Phone (03) 741 3340

Otago

Summerset at Bishopscourt

36 Shetland Street, Wakari, Dunedin 9010

Phone (03) 950 3110

---

Summerset Group Holdings Limited
Results for announcement to the market


Reporting Period 12 months to 31 December 2017

Previous Reporting

Period

12 months to 31 December 2016


Amount (000s) Percentage change

Revenue from ordinary

activities

NZ$110,493 +28.4%

Total income from

ordinary activities

NZ$328,462 +43.1%

Profit from ordinary

activities after tax

attributable to security

holder

NZ$223,436 +53.6%

Net profit attributable to

security holders

NZ$223,436 +53.6%

Underlying profit NZ$81,663 +44.4%


Final Dividend Amount per security Imputed amount per

security

NZ 7.1 cents per share Not imputed


Record Date 9 March 2018

Dividend Payment Date 22 March 2018

Dividend Reinvestment

Plan

Applies at 2% discount


Comments:

A brief See also other attached documents (audited financial

statements and annual report, media release, results

presentation and Appendix 7).


Underlying profit differs from NZ IFRS net profit after

tax. The directors have provided an audited underlying

profit measure to assist readers in determining the

realised and non-realised components of fair value

movement of investment property and tax expense in

the group’s income statement. The measure is used

internally in conjunction with other measures to

monitor performance and make investment decisions.

Underlying profit is an industry wide measure which

the group uses consistently across reporting periods.

---

APPENDIX 7 – NZSX Listing Rules
Number of pages including this one

(Please provide any other relevant

NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10. details on additional pages)

For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.

Full name

of Issuer

Name of officer authorised to

Authority for event,

make this notice

e.g. Directors' resolution

Contact phone

Contact fax

numbernumber

Date

Nature of event

BonusIf ticked,

Rights Issue

Tick as appropriate

Issue

state whether:Taxable

/ Non TaxableConversionInterestRenouncable

Rights IssueCapitalCallDividend

If ticked, stateFull

non-renouncable

change

x

whether:

InterimYear

X

SpecialDRP Applies

x

EXISTING securities affected by this

If more than one security is affected by the event, use a separate form.

Description of theISIN

class of securities

If unknown, contact NZX

Details of securities issued pursuant to this eventIf more than one class of security is to be issued, use a separate form for each class.

Description of theISIN

class of securities

If unknown, contact NZX

Number of Securities toMinimum

Ratio, e.g

be issued following eventEntitlement

1 for 2 for

Conversion, Maturity, Call

Treatment of Fractions

Payable or Exercise Date

Tick if

provide an

pari passu

ORexplanation

Strike price per security for any issue in lieu or date

of the

Strike Price available.

ranking

Monies Associated with Event

Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.

Source of

Amount per security

Payment

(does not include any excluded income)

Excluded income per security

(only applicable to listed PIEs)

Supplementary

Amount per security

Currencydividendin dollars and cents

details -

NZSX Listing Rule 7.12.7

Total monies

TaxationAmount per Security in Dollars and cents to six decimal places

In the case of a taxable bonusResident

Imputation Credits

issue state strike priceWithholding Tax(Give details)

Foreign

FDP Credits

Withholding Tax(Give details)

Timing

(Refer Appendix 8 in the NZSX Listing Rules)

Record Date 5pmApplication Date

For calculation of entitlements -Also, Call Payable, Dividend /

Interest Payable, Exercise Date,

Conversion Date. In the case

of applications this must be the

last business day of the week.

Notice DateAllotment Date

Entitlement letters, call notices,For the issue of new securities.

conversion notices mailedMust be within 5 business days

of application closing date.

OFFICE USE ONLY

Ex Date:

Commence Quoting Rights:Security Code:

Cease Quoting Rights 5pm:

Commence Quoting New Securities:Security Code:

Cease Quoting Old Security 5pm:

9 March, 201822 March, 2018

22 March, 2018

New Zealand DollarsNil

$15,901,729

Date Payable

$2.343 cents per shareNil

$

In dollars and cents

Revenue Reserves

7.1 cents per share

Nil

Enter N/A if not

applicable

Ordinary SharesNZSUME0001S0

(04) 894 736122022018

EMAIL: announce@nzx.com

Notice of event affecting securities

Summerset Group Holdings Limited

Leanne WalkerDirectors' Resolution

---

23 February 2018




Dear Investor


Summerset Group Holdings Limited (“Summerset”) Financial Results for the Year Ended 31 December 2017


We have recently announced our financial results for the year ended 31 December 2017.


We declared a net profit after tax of $223.4 million, an increase of 54% on the same period last year. Our underlying profit was

$81.7 million, an increase of 44% on the prior year. We will pay a final dividend of 7.1 cents per share on 22 March 2018, bringing

the total dividend for 2017 to 11 cents per share. This is an increase of 3.3 cents per share on the total dividend paid for 2016.


Summerset’s profit growth has been driven by strong demand for homes, the benefits of in-house construction of new villages and

the well-run operation of existing villages. A really exciting company milestone in 2017 was celebrating the 20th anniversary of

Summerset’s first village in Wanganui. It was also great to welcome 500 new residents and 200 staff to the Summerset family.


Other key achievements included:

 Receiving the New Zealand Aged Care Association’s Best Built Environment award for the innovative Levin memory care

centre

 Achieving a village resident and care resident satisfaction result of 97%, (both up from 94% in 2016)

 Improving staff wellbeing with a raft of employee benefits, including day to day health insurance and funeral cover

 Achieving employee engagement results in Aon Hewitt’s Australia and New Zealand top quartile

 Launching a new brand and website to better reflect Summerset’s purpose of bringing the best of life to its residents

 Issuing the first retail bonds in the retirement and aged care sector



























Dividend Reinvestment Plan for Shareholders

Summerset’s dividend reinvestment plan will apply to the 22 March 2018 dividend payment, with a discount rate of 2% applied

when determining the price per share of shares issued under this plan. If you haven’t previously registered to participate and wish

to do so, you'll need to have registered your participation by 5:00pm NZT on 12 March 2018.


Annual Report 2017

Our Annual Report for the year ended 31 December 2017 is now available on the Summerset website at

http://www.summerset.co.nz/investor-centre.


New regulations that came into effect have changed the way we communicate with you about our Annual and Half Year Reports.

As a result, any previous instructions you have given us in respect of sending printed copies no longer apply.


Copies of our future Annual and Half Year Reports will still be publicly available from the same website. Copies of our past reports

are also available from the same website.


If you still wish to receive a printed or electronic copy of the most recent or future Annual and Half Year Reports, you can request

this through the Link Market Services Investor Centre at https://investorcentre.linkmarketservices.co.nz by updating your

communication preferences.


Alternatively please complete and return this form at any time to our registry, Link Market Services, either by mail to PO Box 91976,

Auckland, by fax to (09) 375 5990, or by scanning and emailing to operations@linkmarketservices.com (please use “SUM Annual

Report” as the subject of the email for easy identification).


I would like to receive a printed copy of the Annual Report for 2017 and Half Year and Annual Reports for future periods

Please mark this box with a “” if you wish to receive a printed copy


Email Communications

We would like to take this opportunity to encourage you to elect to receive your Summerset investor communications

electronically. You can do so by providing your email address details online or by completing the section below. Electronic

communications are quick, cost effective and environmentally friendly.


I wish to receive all my Summerset investor communications via email where possible

Please mark this box with a “ “ and provide an email address below if you wish to receive communications

electronically

_______________________________________________________________________________________________________


If you have any further questions, or would like to request free electronic copies of our most recent Annual and Half Year Reports

at any time, please do not hesitate to contact Link Market Services on (09) 375 5998 or operations@linkmarketservices.com.


Yours sincerely,


Julian Cook

Chief Executive Officer

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.