2017 Full Year Results
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T&G Global Limited Consolidated Financial Statements 2017
FINANCIAL STATEMENTS
DECEMBER 2017
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T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
PHIL & KIRSTY GREER
T&G GROWERS
Weighing up
the numbers
04061067
Financial SummaryIndependent
Auditor’s Report
Financial
Statements
Five Year Financial
Review
CONTENTS
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T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
Financial
Summary
WOLFGANG LOOSE
CHIEF FINANCIAL OFFICER
In 2017, T&G celebrated its
120th year by surpassing a
billion dollars of revenue for
the first time, growing its global
presence with new ventures
in the United States (US) and
the United Kingdom (UK), and
achieving a strong result in its
New Zealand Markets business.
The past year was not without its
challenges however as poor weather
conditions negatively impacted on fruit
quality and domestic and international
harvests. The lack of quality fruit combined
with increasing costs in its businesses saw
T&G’s net profit after income tax decrease
by $9.8 million from $32.4 million in 2016
to $22.6 million in 2017.
Growing a global presence
One of T&G’s strategic focuses is to grow
and strengthen key markets both locally
and overseas. During the year, T&G
acquired 39.4% of the shares in Grandview
Brokerage LLC, a US company that holds
100% of the shares in David Oppenheimer
& Company I, L.L.C. with whom T&G has
had a long association. This venture gives
T&G greater access to the US market for
T&G’s own grown and sourced pipfruit.
In 2017, T&G also consolidated
Worldwide Fruit Limited (Worldwide Fruit)
into its results for the first time. This
consolidation was made possible through
the renegotiation of the shareholders’
agreement between Worldwide Fruit’s two
50% shareholders. By working closely with
Worldwide Fruit, T&G further strengthens
its presence in the UK market.
Apart from these two significant
transactions, T&G also became the
licence holder of 16 proprietary blueberry
varieties in Australia. This investment
enables T&G to work with growers to
develop and market a range of varieties in
a category that is rapidly growing globally.
Achieving a key revenue milestone
The 2017 financial year saw revenue
increase by $234.7 million from
$871.8 million in 2016 to $1.1 billion in
2017, marking the first time T&G has
recorded a billion dollars of revenue. Most
of this revenue growth was through the
consolidation of Worldwide Fruit in the UK
contributing $212.6 million of revenue.
In addition, continued strong pricing for
T&G’s apple varieties and a good result
for the New Zealand Markets contributed
to organic revenue growth for the Pipfruit
and New Zealand Produce divisions.
This landmark revenue result for T&G did
not translate to operating profit growth as
operating costs increased by
$33.4 million from $226.8 million in 2016
to $260.2 million in 2017 and purchases,
raw materials and consumables used
increased by $203.9 million from
$630.4 million in 2016 to $834.3 million
in 2017.
The majority of the increase was again
due to the consolidation of Worldwide
Fruit. The growing maturity of T&G’s
international operations, inflationary
increases in employee wages and
salaries, and incentive payments to staff
recognising the 2016 result, have also
added to the increase in operating costs.
Operating profit was also affected
by significant weather events in New
Zealand and internationally. In the Pipfruit
division, significant unseasonal rain in
Hastings, New Zealand in the early part
of 2017 impacted on apple quality and
harvests, reducing the amount of quality
fruit available for local and international
markets.
Adverse weather conditions also impacted
on most of the International Produce
division’s product lines, with the most
affected being T&G’s key grape and
high margin cherry businesses. In Peru,
the division’s grape growing operations
were severely impacted by flooding with
extensive damage to the vines resulting in
the loss of this season’s harvest.
The New Zealand Produce division had an
excellent year and outperformed 2016 on
an operating profit level. This was possible
due to a record result in the New Zealand
Markets business which was driven by
higher fresh produce prices overall in 2017
and hence higher commissions earned by
the business.
Profit after tax for 2017 includes one-off
gains of $15.4 million and $8.2 million,
relating to the acquisition of Grandview
Brokerage LLC and first-time consolidation
of Worldwide Fruit respectively. These
gains were offset by impairments recorded
in the business.
Robust financial position
T&G continues to have a solid balance
sheet with total net assets of
$425.6 million representing a
$78.8 million increase from 2016.
$56.1 million of the increase was from
the revaluations of commercial land and
improvements, buildings, and orchard
land and improvements in line with T&G’s
accounting policy for property, plant and
equipment.
The consolidation of Worldwide Fruit and
the investment in Grandview Brokerage
LLC also contributed to the increase in net
assets compared to 2016.
2017 saw continued investment in
T&G’s local infrastructure and growing
operations as evidenced by a capital
investment programme of $20.4 million.
This included the planting of 62 hectares
of new apple orchards and 140,000 new
apple trees, ensuring a steady future
supply of key variety apples for T&G’s
export programmes.
The increase in net assets has seen net
tangible assets per share increase from
$2.62 in 2016 to $3.17 in 2017, driven
in part by a higher asset base from
asset revaluations and the first-time
consolidation of Worldwide Fruit. Earnings
per share however has declined from 25.1
cents per share in 2016 to 15.8 cents per
share in 2017 due to the difficult year
experienced by T&G.
Wolfgang Loose
Chief Financial Officer
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T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
Independent Auditor’s Report
To the Shareholders of T&G Global Limited
Opinion
Basis for opinion
Audit materiality
Key audit matters
We have audited the consolidated financial statements of T&G Global Limited and its subsidiaries (the
‘Group’), which comprise the consolidated balance sheet as at 31 December 2017, and the consolidated
income statement, statement of comprehensive income, statement of changes in equity and statement
of cash flows for the year then ended, and notes to the consolidated financial statements, including a
summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements, on pages 10 to 66, present fairly, in
all material respects, the consolidated financial position of the Group as at 31 December 2017, and its
consolidated financial performance and its consolidated cash flows for the year then ended in accordance
with New Zealand Equivalents to International Financial Reporting Standards (‘NZ IFRS’) and International
Financial Reporting Standards (‘IFRS’).
We conducted our audit in accordance with International Standards on Auditing (‘ISAs’) and International
Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities under those standards are further
described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised) Code of
Ethics for Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board and
the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants, and
we have fulfilled our other ethical responsibilities in accordance with these requirements.
Other than in our capacity as auditor including the provision of audit related services, agreed upon
procedures and review of solvency return for a captive insurance subsidiary, the provision of whistle
blower hotline services, and administration of the corporate tax payer group of which the Group is a
member, we have no relationship with or interests in the Company or any of its subsidiaries. These
services have not impaired our independence as auditor of the Company and Group.
We consider materiality primarily in terms of the magnitude of misstatement in the financial statements
of the Group that in our judgement would make it probable that the economic decisions of a reasonably
knowledgeable person would be changed or influenced (the ‘quantitative’ materiality). In addition, we
also assess whether other matters that come to our attention during the audit would in our judgement
change or influence the decisions of such a person (the ‘qualitative’ materiality). We use materiality both in
planning the scope of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined the quantitative materiality for our audit of the
Group’s financial statements as a whole to be $7.0 million (2016: $6.5 million).
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the consolidated financial statements of the current period. These matters were addressed in
the context of our audit of the consolidated financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
KEY AUDIT MATTERSHOW OUR AUDIT ADDRESSED THE KEY AUDIT MATTERS
Valuation of Biological Assets (Note 14)
The Group’s biological assets of $27.0 million (2016: $22.9
million) predominantly represent produce including apples,
blueberries, citrus fruit, kiwifruit and tomatoes growing on
bearer plants (e.g. trees and vines) at balance date.
Biological assets are measured at fair value less estimated
point-of-sale costs. This is determined by the Group using
discounted cash flow models.
The valuation of biological assets is a key audit matter due to
the subjective judgements and assumptions in the valuation
models, many of which are specific to the present location
and condition of the asset and therefore unobservable in
the market. As disclosed in Note 14 of the Group’s financial
statements, these unobservable inputs and assumptions
include the forecast production per hectare per annum by
weight, prices expected to be received per season, costs
expected to be incurred and a discount rate reflecting the risks
inherent in growing the crops.
The discount rate takes into account the risk of unknown
adverse events including natural events, the possible impact of
diseases and other adverse factors that may impact the quality,
yield or price of the crop.
We held discussions with management to understand if there
were changes in market or environmental conditions, or other
risks inherent in the current crop valuations. Our audit procedures
were focused on the higher value biological assets, or where in
our professional judgement there is a greater level of uncertainty
associated with the cash flow forecasts.
We engaged our internal valuation specialist to consider whether the
valuation methods applied were reasonable.
We compared the forecast production per hectare, forecast prices,
and forecast costs to the approved budgets for the relevant fruit
growing activities, and assessed the historical accuracy of the Group’s
forecasts.
With input from our internal valuation specialist we assessed the
discount rates assumed in the model and evaluated changes from
the prior year. We also performed sensitivity analysis to assess the
impact that a change in the discount rate has on the valuation of the
biological assets.
We checked the mechanical accuracy of the discounted cash flow
models.
Valuation of Land and Improvements and Buildings (Note
15)
Commercial and orchard land, improvements and buildings
(‘land and buildings’) of the Group amounting to $325.7
million (2016: $263.2 million) are measured at fair value less
accumulated depreciation and impairment losses at balance
date. Revaluations are performed with sufficient regularity to
ensure that the carrying amount does not differ materially from
the fair value. Land and buildings have been revalued this year
and have increased by $56.1 million.
As disclosed in Note 15, land and buildings were valued using a
combination of market comparison, income capitalisation and
depreciated replacement cost methodologies.
The valuation of land and buildings is a key audit matter
because changes to key assumptions used in the valuation
methods could have a material impact on the carrying amount
of land and buildings, with changes recognised in either other
comprehensive income or profit or loss, as appropriate.
Our procedures have focused on the appropriateness of the
valuation methodologies and the reasonableness of the underlying
inputs and assumptions.
We obtained an understanding of the Group’s process for valuing the
commercial and orchard land and buildings as at 31 December 2017.
We evaluated the independence and competence of the Group’s
external valuers engaged to perform the valuation of land and
buildings.
On a sample basis:
• We considered whether the underlying assumptions used by
the external valuers were consistent with our knowledge of the
properties in their specific locations;
• We compared sales prices for similar properties to
independently sourced information for consistency; and
• We compared capitalisation rates used to market reports to
check that those rates were within reasonable range of those
market reports.
We also performed sensitivity analysis to assess the robustness of
the methods used by the Group’s external valuers on valuation of the
land and buildings.
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T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
Other information
The directors are responsible on behalf of the Group for the other information. The other information
comprises the information in the Annual Report that accompanies the consolidated financial statements
and the audit 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.
Our responsibility is to read the other information and consider whether it is materially inconsistent with
the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated. If so, we are required to report that fact. We have nothing to report in this regard.
KEY AUDIT MATTERSHOW OUR AUDIT ADDRESSED THE KEY AUDIT MATTERS
Changes in Ownership of the Group’s American Registered
Entities (Note 19)
In the previous year, the Group held a 15% direct shareholding
interest in both David Oppenheimer & Company I, L.L.C. (‘DOC’)
and David Oppenheimer Transport Inc. (‘DOT’). Both DOC
and DOT were accounted as investments in associates in the
financial statements of the Group. On 6 April 2017, as a result
of mergers involving a subsidiary - ENZA Fresh Inc. (‘ENZA
Fresh’), the Group now has a direct shareholding of 39.4% in
Grandview Brokerage LLC (‘GB LLC’), an associated company
that wholly owns DOC and a 15% shareholding in DOT.
The changes in ownership of the Group’s investments in USA
is a key audit matter as the Group has exercised significant
judgement to determine the most appropriate accounting
treatment based on the terms of the merger agreement.
As stated in Note 19 to the financial statements, there is
currently an accounting policy choice available when there is
a contribution of a subsidiary to an associate or joint venture.
Loss of control in a subsidiary results in the recognition of a full
fair value gain on the portion retained, whereas only a partial
gain can be recognised for the portion no longer retained when
there is a non-monetary contribution to an associate.
As a result of the above transaction and the related accounting
policy choice, the Group has measured its investment in GB LLC
on the transaction date at fair value with a corresponding gain
amounting to $15.4 million recognised in profit or loss for the
year.
We obtained an in-depth understanding of the transaction by:
• Reading the relevant merger agreements;
• Meeting with the directors and management of the Group to
discuss the substance of the transaction; and
• Reading the Group’s assessment of the terms of the merger
agreements against the relevant accounting standards.
We assessed the process taken by the Group to conclude on the
chosen accounting policy based on the commercial substance of the
transaction.
We evaluated and challenged the Group’s accounting treatment of
the transaction. We considered the requirements of the applicable
accounting standards and evaluated whether the accounting policy
applied reflected the substance of the transaction.
We considered the appropriateness of the disclosures made by the
Group concerning the accounting policy choice made and the factors
leading to the choice.
Directors’ responsibilities
for the consolidated
financial statements
Auditor’s responsibilities
for the audit of the
consolidated financial
statements
Restriction on use
Andrew Dick, Partner
for Deloitte Limited
Auckland, New Zealand
28 February 2018
The directors are responsible on behalf of the Group for the preparation and fair presentation of the
consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the
directors determine is necessary to enable the preparation of consolidated financial statements that are
free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible on behalf of the Group
for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related
to going concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Group or to cease operations, or have no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs and ISAs (NZ) will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements is located
on the External Reporting Board’s website at:
http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/
This description forms part of our auditor’s report.
This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so
that we might state to the Company’s shareholders those matters we are required to state to them in
an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company’s shareholders as a body, for our audit work, for
this report, or for the opinions we have formed.
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T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
For the year ended 31 December 2017
INCOME STATEMENT
NOTES
2017
$’000
2016
$’000
Revenue51,106,466871,771
Other operating income68,79418,817
Purchases, raw materials and consumables used(834,296)(630,388)
Employee benefits expenses7(158,270)(127,840)
Depreciation and amortisation expenses7(23,379)(21,296)
Other operating expenses7(78,524)(77,660)
Operating profit20,79133,404
Net financing expenses8(11,144)(11,951)
Share of profit from joint ventures209082,865
Share of profit from associates214354,733
Other income625,28913,044
Other expenses7(13,954) -
Profit before income tax22,32542,095
Income tax benefit / (expense)9272(9,659)
Profit after income tax22,59732,436
Attributable to:
Equity holders of the Parent19,37930,478
Non-controlling interests3,2181,958
Profit for the year22,59732,436
Earnings per share
Basic and diluted earnings (in cents)2815.825.1
The accompanying notes form an integral part of these financial statements.
STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2017
NOTES
2017
$’000
2016
$’000
Profit for the year22,59732,436
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss:
Gain on revaluation of property, plant and equipment:
Held by subsidiaries of the Group55,120 -
Held by equity-accounted associate600 -
Deferred tax effect on revaluation of property, plant and equipment9(8,300) -
Deferred tax effect on sale of property, plant and equipment9 -1,286
47,4201,286
Items that may be reclassified subsequently to profit or loss:
Gain on revaluation of available-for-sale investments261,265404
Exchange differences on translation of foreign operations3,167(3,205)
Cash flow hedges:
Fair value gain, net of tax4,91310,550
Reclassification of net change in fair value to profit or loss(8,414)(7,108)
931641
Other comprehensive income for the year48,3511,927
Total comprehensive income for the year 70,94834,363
Total comprehensive income for the year is attributable to:
Equity holders of the Parent 66,66432,568
Non-controlling interests4,2841,795
70,94834,363
The accompanying notes form an integral part of these financial statements.
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T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
For the year ended 31 December 2017
STATEMENT OF CHANGES IN EQUITY
NOTES
Share
capital
$’000
Revaluation
and other
reserves
$’000
Retained
earnings
$’000
Total
$’000
Non-
controlling
interests
$’000
Total
equity
$’000
2017
Balance at 1 January 2017176,35781,28986,793344,4392,383346,822
Profit for the year - -19,37919,3793,21822,597
Other comprehensive income
Revaluation of property, plant and equipment26 -55,720 -55,720 -55,720
Deferred tax effect on revaluation of property, plant and
equipment
26 -(8,300) -(8,300) -(8,300)
Revaluation of available-for-sale investments26 -1,265 -1,265 -1,265
Exchange differences on translation of foreign operations -2,108 -2,1081,0593,167
Movement in cash flow hedge reserve26 -(3,508) -(3,508)7(3,501)
Total other comprehensive income -47,285 -47,2851,06648,351
Transactions with owners
Dividends27 - -(7,353)(7,353)(2,261)(9,614)
Purchase price adjustment to acquisition of non-
controlling interest in subsidiary
- -387387 -387
Total transactions with owners - -(6,966)(6,966)(2,261)(9,227)
Sale of shares in subsidiary19 -2159,4229,6372,74712,384
Acquisition of subsidiary18 -(25)25 -4,6664,666
Balance at 31 December 2017176,357128,764108,653413,77411,819425,593
2016
Balance at 1 January 2016170,31785,74062,193318,2502,696320,946
Profit for the year - -30,47830,4781,95832,436
Other comprehensive income / (expense)
Deferred tax effect on sale of property, plant and
equipment
26 -1,286 -1,286 -1,286
Revaluation of available-for-sale investments26 -404 -404 -404
Exchange differences on translation of foreign operations26 -(3,039) -(3,039)(166)(3,205)
Movement in cash flow hedge reserve26 -3,439 -3,43933,442
Total other comprehensive income / (expense) -2,090 -2,090(163)1,927
Transactions with owners
Dividends27 - -(7,188)(7,188)(550)(7,738)
Issued share capital276,040 - -6,040 -6,040
Acquisition of non-controlling interest in subsidiary - -(5,231)(5,231)(1,558)(6,789)
Total transactions with owners6,040 -(12,419)(6,379)(2,108)(8,487)
Transfer from asset revaluation reserve due to asset
disposal
26 -(6,541)6,541 - - -
Balance at 31 December 2016176,35781,28986,793344,4392,383346,822
The accompanying notes form an integral part of these financial statements.
BALANCE SHEET
As at 31 December 2017
NOTES
2017
$’000
2016
$’000
Current assets
Cash and cash equivalents26,40017,064
Trade and other receivables11153,729108,544
Inventories1237,53641,372
Taxation receivable6,087 -
Derivative financial instruments133,6826,681
Biological assets1427,04722,943
Total current assets254,481196,604
Non-current assets
Trade and other receivables1110,0378,903
Derivative financial instruments131,6482,826
Available-for-sale investments2,192928
Property, plant and equipment15450,981393,974
Intangible assets1637,63226,335
Investments in joint ventures204,5439,505
Investments in associates2137,20211,511
Total non-current assets544,235453,982
Total assets798,716650,586
Current liabilities
Trade and other payables22135,444101,147
Borrowings2318,4975,503
Taxation payable -679
Derivative financial instruments132,0181,582
Total current liabilities155,959108,911
Non-current liabilities
Trade and other payables221,1483,851
Borrowings23164,162144,564
Derivative financial instruments134,9764,825
Deferred tax liabilities946,87841,613
Total non-current liabilities217,164194,853
Total liabilities373,123303,764
Equity
Share capital26176,357176,357
Revaluation and other reserves26128,76481,289
Retained earnings108,65386,793
Total equity attributable to equity holders of the Parent413,774344,439
Non-controlling interests11,8192,383
Total equity425,593346,822
Total liabilities and equity798,716650,586
Prof. K.J. Lutz C.A. Campbell
Director (Chairman) Director (Chair of Finance, Risk and Investment Committee)
28 February 2018 28 February 2018
The accompanying notes form an integral part of these financial statements.
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T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
For the year ended 31 December 2017
STATEMENT OF CASH FLOWS
NOTES
2017
$’000
2016
$’000
Cash flows from operating activities
Cash was provided from:
Cash receipts from customers1,111,642889,145
Income tax refund562,111
Other527197
Cash was disbursed to:
Payments to suppliers and employees(1,080,642)(837,829)
Interest paid(8,952)(9,041)
Income taxes paid(8,909)(4,827)
Net cash inflow from operating activities1013,72239,756
Cash flows from investing activities
Cash was provided from:
Dividends received from joint ventures and associates5,1676,228
External loan repayments from suppliers, customers, joint ventures and
associates
228414
Proceeds from sale of Floramax2,280 -
Proceeds from sale of the Fruit Case Company - 15,391
Proceeds from sale of other property, plant and equipment14010,032
Acquisition of business182,094 -
Other - 260
Cash was disbursed to:
Purchase of property, plant and equipment15(20,374)(31,021)
Purchase of intangible assets16(3,284)(3,024)
Purchase of equity interest(1,045) -
Other(224) -
Net cash (outflow) from investing activities(15,018)(1,720)
Cash flows from financing activities
Cash was provided from:
Net proceeds from short-term borrowings12,100 -
Proceeds from long-term borrowings25,000 -
Cash was disbursed to:
Dividends paid to non-controlling interests27(2,261)(550)
Dividends paid to Parent's shareholders27(7,353)(1,148)
Repayment of long-term borrowings(9,812)(20,500)
Deferred consideration on purchase of non-controlling interests(3,094)(2,064)
Deferred consideration on purchase of business(500)(1,500)
Purchase of non-controlling interest in subsidiary - (4,421)
Bank facility fees and transaction fees8(3,480)(3,055)
Other(514)(449)
Net cash inflow / (outflow) from financing activities2410,086(33,687)
Net increase in cash and cash equivalents8,7904,349
Foreign currency translation adjustment546(939)
Cash and cash equivalents at the beginning of the year17,06413,654
Cash and cash equivalents at the end of the year26,40017,064
The accompanying notes form an integral part of these financial statements.
1. GENERAL INFORMATION
Reporting entity and statutory base
T&G Global Limited (the Parent) and its subsidiary companies
(the Group), are recognised as New Zealand’s leading grower,
distributor, marketer and exporter of premium fresh produce in
over 60 countries around the world. Key categories for the Group
include apples, pears, grapes, citrus (lemons, mandarins and navel
oranges), kiwifruit, asparagus, berries and tomatoes.
These consolidated financial statements presented are for the
Group which comprises the Parent and its subsidiaries, joint
ventures and associates as at 31 December 2017.
The Parent is registered in New Zealand under the Companies Act
1993 and is a FMC Reporting Entity under the Financial Market
Conducts Act 2013, and the Financial Reporting Act 2013.
The Parent is a limited liability company incorporated and
domiciled in New Zealand and is listed on the New Zealand Stock
Exchange. The address of its registered office is 1 Clemow Drive,
Mount Wellington, Auckland.
BayWa Aktiengesellschaft (the Ultimate Parent) is the ultimate
parent of the Group.
2. BASIS OF PREPARATION
These consolidated financial statements have been prepared in
accordance with New Zealand Generally Accepted Accounting
Practice (NZ GAAP). They have been prepared in accordance with
New Zealand equivalents to International Financial Reporting
Standards and other applicable New Zealand Financial Reporting
Standards as appropriate for profit-oriented entities (NZ IFRS), and
International Financial Reporting Standards (IFRS).
These consolidated financial statements are expressed in New
Zealand dollars which is the presentation currency. All financial
information has been rounded to the nearest thousand ($’000)
unless otherwise stated.
Measurement basis
The measurement basis adopted in the preparation of these
consolidated financial statements is historical cost except for
certain assets and liabilities identified in specific accounting
policies which are stated at fair value.
Basis of consolidation
In preparing these consolidated financial statements, subsidiaries
are fully consolidated from the date on which the Group gains
control until the date on which control ceases. All intercompany
transactions, balances, income and expenses between the Group’s
companies are eliminated. Accounting policies of subsidiaries, joint
ventures and associates have been aligned where necessary to
ensure consistency with policies adopted by the Group.
The Group applies the acquisition method to account for business
combinations. The consideration transferred for the acquisition of
a subsidiary is the fair value of the assets transferred, the liabilities
incurred to the former owners of the acquiree and the equity
interests issued by the Group. The consideration transferred
includes the fair value of any asset or liability resulting from a
contingent consideration arrangement.
Identifiable assets acquired, and liabilities and contingent liabilities
assumed in a business combination are measured initially at fair
values at the acquisition date. The Group recognises any non-
controlling interest in the acquiree on an acquisition-by-acquisition
basis, either at fair value or at the non-controlling interest’s
proportionate share of the recognised amounts of the acquiree’s
identifiable assets.
Acquisition related costs are expensed as incurred.
If the business combination is achieved in stages, the acquisition
date fair value of the acquirer’s previously held equity interest in
the acquiree is initially remeasured at fair value at the acquisition
date through profit or loss.
Goodwill is initially measured as the excess of the aggregate of the
consideration transferred and the amount of any non-controlling
interest and fair value of the acquirer’s previously held interest
(if any) over the net identifiable assets acquired and liabilities
assumed. If this consideration is lower than the fair value of the
net assets of the subsidiary acquired, the difference is recognised
in profit or loss.
Basis of accounting
Significant accounting policies are set out within the notes to
which those policies are applicable and are designated with a
symbol. Other significant accounting policies that are pervasive
throughout the financial statements are set out on the following
page. There have been no changes made to accounting policies
during the year.
NOTES TO THE FINANCIAL STATEMENTS
16
17
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
2. BASIS OF PREPARATION (CONTINUED)
Foreign currency translation
The assets and liabilities of the Group’s companies that do
not have New Zealand dollars as their functional currency are
translated to New Zealand dollars at foreign exchange rates
ruling at balance sheet date. The revenues and expenses of these
foreign operations are translated to New Zealand dollars at rates
approximating the foreign exchange rates ruling at the dates of
the transactions. Exchange differences arising from the translation
of foreign operations are recognised in other comprehensive
income and accumulated in the foreign currency translation
reserve.
Non-monetary assets and liabilities that are measured at historical
cost in a foreign currency are translated using the exchange rate
on the date of the transaction. Non-monetary assets and liabilities
denominated in foreign currencies that are stated at fair value are
translated to New Zealand dollars at the foreign exchange rate on
the dates that the fair value was determined.
Fair value estimation
Where fair value measurement has been applied, a symbol
designates the paragraph describing the valuation method used.
The Group uses various valuation methods to determine the fair
value of certain assets and liabilities. The inputs to the valuation
methods used to measure fair value are categorised into three
levels:
Goods and Services Tax (GST)
The income statement, statement of comprehensive income
and statement of cash flows have been presented with all items
exclusive of GST. All items in the balance sheet are stated net
of GST, except for receivables and payables, which include GST
invoiced.
Critical accounting estimates and judgments
The Group makes estimates and judgments concerning the future.
The resulting accounting estimates may, by definition, not equal
the related actual results. The estimates and judgments that have
a potential risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year
are discussed within the notes to which those judgments are
applicable and are designated with a symbol.
3. NEW ACCOUNTING STANDARDS,
AMENDMENTS AND INTERPRETATIONS
New standards, amendments and interpretations adopted in
the current year
The following amendment is mandatory for the Group’s current
accounting period.
Disclosure Initiative - Amendments to NZ IAS 7 Statement of
Cash Flows (NZ IAS 7)
Amendments to NZ IAS 7 requires disclosures that enables users
of financial statements to evaluate changes in liabilities arising
from financing activities, including both cash and non-cash
changes. The amendment is effective for periods beginning on or
after 1 January 2017 and applies prospectively. This amendment
has no impact on the financial statements, other than additional
disclosures. Refer to note 24 for further information.
New standards, amendments and interpretations not yet
adopted
New standards, amendments and interpretations have been
published that will be mandatory for the Group’s accounting
periods beginning on or after 1 January 2018. The standards that
will have an impact on the Group are discussed below. None of
these have been early adopted:
NZ IFRS 9 Financial Instruments (NZ IFRS 9)
NZ IFRS 9 addresses the classification, measurement and
derecognition of financial assets and financial liabilities, introduces
a new impairment model for financial assets, and introduces new
rules for hedge accounting. The standard is effective for periods
beginning on 1 January 2018 and replaces the guidance currently
in NZ IAS 39 Financial Instruments: Recognition and Measurement
(NZ IAS 39).
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
Level 1: Quoted prices (unadjusted) in active markets for
identical assets or liabilities.
Level 2: Inputs other than quoted prices included within
level 1 that are observable for the asset or liability, either
directly (that is, as prices) or indirectly (that is, derived from
prices).
Level 3: Inputs for the asset or liability that are not based on
observable market data (that is, unobservable inputs).
3. NEW ACCOUNTING STANDARDS,
AMENDMENTS AND INTERPRETATIONS
(CONTINUED)
New standards, amendments and interpretations not yet
adopted (continued)
NZ IFRS 9 Financial Instruments (NZ IFRS 9) (continued)
The Group has reviewed its financial assets and liabilities and is
expecting the following impacts from the adoption of the new
standard.
Classification and measurement
NZ IFRS 9 removes the existing NZ IAS 39 financial asset categories
of ‘Held to maturity’, ‘Loans and receivables’, and ‘Available for
sale’ and replaces these with new measurement categories of
‘Measured at amortised cost’ and ‘Fair value’. ‘Fair value’ can be
classified as ‘Fair value through Other Comprehensive Income’
(FVTOCI), or ‘Fair value through Profit or Loss’ (FVTPL).
The Group does not believe that the new classification and
measurement requirements of NZ IFRS 9 will have a material
impact on its balance sheet or equity.
The Group’s cash and cash equivalents, loans receivable, and
trade and other receivables are held to collect contractual cash
flows that are expected to represent solely payments of principal
and interest. On adoption of NZ IFRS 9 these financial assets
will continue to be measured at amortised cost and classified as
‘Measured at amortised cost’.
The Group has unlisted shares which it intends to hold for the
foreseeable future. Fair value movements in the shares are
currently recorded in other comprehensive income and the
unlisted shares are classified as ‘Available-for-sale’. On adoption of
NZ IFRS 9, the Group will elect to classify these shares as FVTOCI.
This will not have a significant impact on the accounting for the
unlisted shares with some changes to presentation and disclosure
in the financial statements.
There is no significant impact on the Group’s accounting for
financial liabilities as the new requirements only affect the
accounting for financial liabilities that are designated at fair value
through profit or loss, and the Group does not have any material
financial liabilities that are designated at fair value through profit
or loss.
Impairment
NZ IFRS 9 introduces a new impairment model that requires the
recognition of impairment provisions based on expected credit
losses (ECL) rather than only incurred credit losses as was the case
under NZ IAS 39.
The new impairment model applies to the Group’s financial assets
measured at amortised cost and consequently the Group will be
required to record expected credit losses, either on a 12-month
or lifetime basis, on all loans receivable and trade and other
receivables.
The Group will apply the simplified approach and record lifetime
expected losses on all trade receivables. With its loans receivable,
the Group intends on applying the general approach recognising
12-month expected credit losses as the Group expects there
will not be any significant increases in credit risk for its credit
exposures. This will be monitored on an on-going basis.
In general, the Group anticipates that the application of the new
impairment model will result in earlier recognition of credit losses,
and will increase the amount of loss allowance recognised on
applicable items.
Hedging
The Group expects that all existing hedge relationships that
are currently designated in effective hedging relationships will
continue to qualify for hedge accounting under NZ IFRS 9.
For its foreign exchange options, the Group expects to continue
designating both the intrinsic value and time value of the option
as the hedging instrument. Changes in the fair value of options
will continue to be recorded in the ‘cash flow hedge reserve’ within
equity.
For its forward exchange contracts, the Group expects to continue
designating both the spot element and the forward element of the
forward contract as the hedging instrument. Changes in the fair
value of the forward contract will continue to be recorded in the
‘cash flow hedge reserve’ within equity.
Any ineffectiveness from the hedge relationship will be recognised
in profit or loss.
Disclosure
NZ IFRS 9 also introduces expanded disclosure requirements
and changes in presentation for financial instruments. These
are expected to change the nature and extent of the Group’s
disclosures of its financial instruments particularly in the year of
adoption.
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
18
19
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
3. NEW ACCOUNTING STANDARDS,
AMENDMENTS AND INTERPRETATIONS
(CONTINUED)
New standards, amendments and interpretations not yet
adopted (continued)
NZ IFRS 15 Revenue from Contracts with Customers (NZ IFRS 15)
NZ IFRS 15 is the new standard for the recognition of revenue
effective from 1 January 2018. This new standard replaces the
guidance in NZ IAS 18 Revenue, which covers revenue from
contracts for goods and services, and NZ IAS 11 Construction
Contracts, which covers accounting for revenue earned through
construction contracts.
NZ IFRS 15 is based on the core principle that revenue is
recognised when control of goods or services transfers to a
customer, and that the amount of revenue recognised reflects
the consideration to which an entity expects to be entitled to
in exchange for those goods or services which are delivered or
performed under contracts with customers.
The Group recognises revenue from the following major sources:
• Sale of fresh fruit and vegetables to local and export markets.
• Provision of coolstore and packhouse services.
• Agency commission earnt on fresh fruit and vegetables and
processed food products.
Sale of goods and provision of services
Revenue from goods and services is currently recognised when
ownership of goods changes hands, or when services are
performed. Under NZ IFRS 15, revenue is recognised and allocated
to performance obligations as they are met.
With regards to the sale of goods and provision of services it is
expected that the timing of revenue recognition and allocation of
revenue under NZ IFRS 15 will be consistent with current practices.
No significant impacts are anticipated as there is a simultaneous
transfer of goods and services on delivery of those goods and
services.
Principal and agency arrangements
Currently the Group determines that it acts as an agent in specific
arrangements as it does not have:
• Rights to the title of goods or responsibility in respect of
goods sold.
• Credit risk in respect of the supply of the goods.
• Ability to vary the selling prices of the goods.
• Primary responsibility for providing the goods or services to
the end-customer or for fulfilling the order.
Under NZ IFRS 15, to determine if the Group is acting as a principal
or an agent the Group is required to assess whether it controls a
specified good or service before it is transferred to the customer.
This is not dissimilar to the Group’s current practice in determining
if it is acting as a principal or agent.
The Group intends to use the modified retrospective method to
transition to NZ IFRS 15. The above represents the Group’s initial
analysis on adoption of NZ IFRS 15 and it will continue to refine its
assessment.
NZ IFRS 16 Leases (NZ IFRS 16)
NZ IFRS 16 deals with the recognition, measurement, presentation
and disclosure of leases and replaces the current guidance in NZ
IAS 17 Leases (NZ IAS 17). The new standard introduces a single
model for lessees which recognises all leases on the balance sheet
through an asset representing the rights to use the leased item
during the lease term and a liability for the obligation to make
lease payments. This removes the distinction between operating
and finance leases and aims to provide users of the financial
statements relevant information to assess the effect that leases
have on the balance sheet, income statement and cash flows of
the reporting entity. Lessor accounting remains largely unchanged
from NZ IAS 17. This standard is effective for periods beginning 1
January 2019 with early adoption permitted. The Group is yet to
assess the impact of adopting NZ IFRS 16.
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
3. NEW ACCOUNTING STANDARDS,
AMENDMENTS AND INTERPRETATIONS
(CONTINUED)
New standards, amendments and interpretations not yet
adopted (continued)
Amendments to NZ IFRS 10 Consolidated Financial Statements
(NZ IFRS 10) and NZ IAS 28 Investments in Associates and Joint
Ventures (NZ IAS 28)
The amendments to NZ IFRS 10 and NZ IAS 28 deal with situations
where there is a sale or contribution of assets between an
investor and its joint venture or associate. The amendments
state that gains or losses resulting from the loss of control of a
subsidiary that does not contain a business in a transaction with
a joint venture or associate that is accounted for using the equity
method, are recognised in the income statement only to the
extent of the unrelated investors’ interests in that joint venture or
associate.
Gains and losses resulting from the remeasurement of
investments retained in any former subsidiary to fair value are
recognised in the income statement only to the extent of the
unrelated investors’ interests in the new joint venture or associate.
The effective date of the amendments has yet to be set by the
International Accounting Standards Board. In New Zealand,
an effective date for periods beginning on 1 January 2020
was determined. Early application of the amendments is
permitted. Management anticipates that the application of these
amendments may have an impact on the Group’s consolidated
financial statements in future periods should such transactions
arise.
Other standards, amendments and interpretations
There are other standards, amendments and interpretations
which have been approved but are not yet effective. The Group
expects to adopt other standards when they become mandatory.
None are expected to materially impact the Group’s financial
statements, although may result in change in disclosure.
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
20
21
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
4. SEGMENT INFORMATION
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-makers. The
chief operating decision-makers have been identified as the Chief Executive Officer and the Chief Financial Officer for the Group.
The chief operating decision-makers assess the performance of the operating segments based on operating profit, which reflects earnings
before net financing expenses, share of profit from joint ventures and associates, other income, other expenses and income tax benefit /
(expense). Inter-segment pricing is determined on an arm’s length basis. Segment results include items directly attributable to a segment
as well as those that can be allocated on a reasonable basis.
No single external customer’s revenue accounts for 10% or more of the Group’s revenue.
Operating segments
The Group comprises the following main operating segments:
Segment information provided to the chief operating decision-makers for the reportable segments is shown in the following tables:
OPERATING SEGMENTSIGNIFICANT OPERATIONS
PipfruitGrowing, packing, cool storing, sales and marketing of pipfruit worldwide.
International Produce
International trading activities other than pipfruit. Major markets are Asia, Australia and the
Pacific. Product is sourced from New Zealand, Australia, North America, South America and
Europe.
New Zealand Produce
Growing, trading and transport activities within New Zealand. This incorporates the New Zealand
wholesale markets and the tomato, kiwifruit and citrus growing operations.
Processed Foods
Processed foods includes manufacturing in New Zealand, global sales and marketing of
processed foods, and trading activities in Australia, New Zealand, Hong Kong and North America.
Other
Includes properties and corporate costs, as well as flower auction activities until the sale of the
Floramax business unit in March 2017.
Pipfruit
$’000
International
Produce
$’000
New Zealand
Produce
$’000
Processed
Foods
$’000
Other
$’000
Total
$’000
2017
Total segment revenue575,897231,754242,61574,6577881,125,711
Inter-segment revenue(672)(8,357)(10,216) - - (19,245)
Revenue from external customers575,225223,397232,39974,6577881,106,466
Purchases, raw materials and consumables used(442,792)(198,861)(124,737)(68,225)319(834,296)
Depreciation and amortisation expenses(11,877)(749)(6,341)(2,630)(1,782)(23,379)
Net other operating expenses(92,995)(23,608)(91,856)(8,917)(10,624)(228,000)
Segment operating profit / (loss)27,5611799,465(5,115)(11,299)20,791
Net financing expenses(11,144)
Share of profit from joint ventures908
Share of profit from associates435
Other income25,289
Other expenses(13,954)
Profit before income tax22,325
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
4. SEGMENT INFORMATION (CONTINUED)
The Group is domiciled in New Zealand. The total revenues from external customers in New Zealand and other regions are:
The total non-current assets other than trade and other receivables, derivative financial instruments and available-for-sale investments
located in New Zealand and other countries are:
Pipfruit
$’000
International
Produce
$’000
New Zealand
Produce
$’000
Processed
Foods
$’000
Other
$’000
Total
$’000
2016
Total segment revenue302,746250,734235,21993,5556,123888,377
Inter-segment revenue(1,428)(7,749)(7,429) - - (16,606)
Revenue from external customers301,318242,985227,79093,5556,123871,771
Purchases, raw materials and consumables used(208,077)(216,491)(120,228)(83,162)(2,430)(630,388)
Depreciation and amortisation expenses(9,764)(538)(6,405)(2,757)(1,832)(21,296)
Net other operating expenses(50,981)(23,794)(92,213)(10,652)(9,043)(186,683)
Segment operating profit / (loss)32,4962,1628,944(3,016)(7,182)33,404
Net financing expenses(11,951)
Share of profit from joint ventures2,865
Share of profit from associates4,733
Other income13,044
Profit before income tax42,095
2017
$’000
2016
$’000
New Zealand301,401278,702
Australia and Pacific Islands136,345141,592
Asia277,950296,802
Americas79,13879,005
Europe311,63275,670
Total1,106,466871,771
2017
$’000
2016
$’000
New Zealand480,086408,163
Other50,27233,162
Total530,358441,325
22
23
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
5. REVENUE
Revenue is measured at the fair value of the consideration received or receivable net of discounts, returns and GST.
Revenue comprises commission earnings and amounts received and receivable by the Group for goods and services supplied
in the ordinary course of business. Revenue from the sale of goods is recognised in the income statement when the significant
risks and rewards of ownership have been transferred to the buyer. Revenue from services rendered is recognised in the income
statement in proportion to the stage of completion of the transaction at the balance date. Revenue from royalties is recognised
on an accruals basis in accordance with the substance of the relevant agreements.
Principal and agency arrangements
The Group assesses its revenue arrangements against specific criteria to determine if it is acting as the principal or agent in a
revenue transaction.
When the Group acts in the capacity of the principal, the portion of revenue earned is recognised as gross revenue. When the
Group acts in the capacity of the agent, it recognises net commission revenue from the transaction.
The Group holds arrangements in which it acts as the principal and other arrangements in which it acts as the agent. The
following factors have been used by the Group in distinguishing whether it acts as the principal or the agent in specific
arrangements:
• Rights to the title of the goods and responsibility in respect of the goods sold.
• Credit risk in respect of the supply of the goods.
• Ability to vary the selling prices of the goods.
• Primary responsibility for providing the goods or services to the end-customer or for fulfilling the order.
2017
$’000
2016
$’000
Sale of goods985,396775,311
Commissions45,84230,498
Services68,77661,821
Royalties6,4524,141
Total1,106,466871,771
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
6. OTHER INCOME
Other operating income
Other operating income consists of the following:
Other income
Other income consists of the following non-operating activities:
7. EXPENSES
Depreciation and amortisation expenses
NOTES
2017
$’000
2016
$’000
Gain on sale of investment - 700
Net exchange gains9608,588
Net gain from changes in fair value of biological assets143,8197,352
Net gain from reversal of previous property, plant and equipment
revaluation changes through profit and loss
1,002 -
Rent2,5592,082
Other45495
Total8,79418,817
NOTES
2017
$’000
2016
$’000
Gain on acquisition of equity interest in Grandview Brokerage LLC1915,381 -
Gain on disposal of property, plant and equipment in Floramax1,702 -
Gain on revaluation of investment in Worldwide Fruit Limited188,206 -
Gain on sale of the Fruit Case Company - 11,864
Gain on sale of other property, plant and equipment - 1,180
Total25,28913,044
NOTES
2017
$’000
2016
$’000
Depreciation1521,61419,970
Amortisation161,7651,326
Total23,37921,296
24
25
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
7. EXPENSES (CONTINUED)
Other operating expenses
Other operating expenses includes the following:
NOTES
2017
$’000
2016
$’000
Directors' fees30455480
Fleet costs20,14818,316
Net impairment of trade receivables11693,454
Net loss on disposal of property, plant and equipment224159
Professional fees10,1808,306
Promotion costs7,0045,694
Rental and property related costs22,38619,497
Repairs and maintenance8,8668,676
Research and development1,9841,390
Travel and accommodation5,6334,614
Employee benefits expenses
Defined contribution plans
Obligations for contributions to defined contribution pension plans are recognised as an expense in the income statement as
incurred.
Short-term employee benefits
Employee entitlements to salaries and wages and annual leave, to be settled within twelve months of the reporting date,
represent present obligations resulting from employees’ services provided up to the reporting date, calculated at undiscounted
amounts based on remuneration rates that the Group expects to pay.
During the year, contributions of $3.8 million were made by the Group towards employees’ superannuation schemes (2016: $2.7 million).
Audit fees
Audit fees of the Group and related services from the Group’s auditors consist of the following:
2017
$’000
2016
$’000
Deloitte Limited and affiliated firms
Audit of the financial statements679644
Audit related services1631
Other services3634
Other auditors
Audit services provided314104
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
7. EXPENSES (CONTINUED)
Audit fees (continued)
Services performed by Deloitte Limited in 2017 comprise the following:
• Audit of statutory financial statements for the Group and individual subsidiary companies, including offshore subsidiaries with local
statutory audit requirements where Deloitte Limited, or a member of its network, is the auditor.
• Audit related services including procedures relating to the interim financial statements, scrutineering services at the annual
shareholders’ meeting and forensic services.
• Agreed upon procedures and review of solvency return for a captive insurance subsidiary.
• Other services including whistle blower hotline services and administration of the corporate tax payer group.
During the year, subsidiaries of the Group engaged other auditors to perform audit services and the fees paid were as follows:
Other expenses
Other expenses consists of the following non-operating activities:
2017
$’000
2016
$’000
BDO for Delica (Shanghai) Fruit Trading Company Limited97
Burgess Hodgson LLP for Worldwide Fruit Limited49 -
EY for ENZAFRUIT New Zealand (U.K.) Limited -16
HLB Mann Judd for Delica Australia Pty Limited, Delica Domestic Pty Limited and T&G
Vizzarri Farms Pty Limited
95 -
Hutchinson and Bloodgood LLP for Delica North America, Inc.12041
Moss Adams LLP for ENZAFRUIT Products Inc.4140
Total314104
NOTES
2017
$’000
2016
$’000
Impairment of inventories1,713 -
Impairment of intangible assets16890 -
Impairment of property, plant and equipment1511,351 -
Total13,954 -
26
27
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
8. NET FINANCING EXPENSES
9. TAXATION
Income tax
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the relevant taxation
authorities based on the current period’s taxable income and any adjustments in respect of previous years.
Deferred tax
Deferred tax is provided on all temporary differences at the balance date between the tax bases of assets and liabilities and their
carrying amounts for financial reporting purposes.
Income tax is recognised in the income statement apart from when it relates to items recognised directly in other comprehensive
income or equity, in which case it is recognised in other comprehensive income or equity.
(a) Taxation on profit before income tax
2017
$’000
2016
$’000
Finance expenses
Interest expense on borrowings(8,169)(8,817)
Effective interest on long-term receivables(252)(123)
Effective interest on deferred consideration(102)(155)
Interest expense on finance lease liabilities(32)(45)
Bank facility and line fees(3,480)(3,055)
Total(12,035)(12,195)
Finance income
Interest income784244
Other107 -
Total891244
Net financing expenses(11,144)(11,951)
2017
$’000
2016
$’000
Current tax (expense)(3,809)(11,339)
Deferred tax credit4,0811,680
Total272(9,659)
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
9. TAXATION (CONTINUED)
(b) Reconciliation of prima facie taxation and tax expense
The taxation expense that would arise at the standard rate of corporation tax in New Zealand is reconciled to the tax expense as follows:
(c) Deferred taxation
Balance of temporary differences
Expected settlement
2017
$’000
2016
$’000
Profit before income tax22,32542,095
Prima facie taxation at 28% (2016: 28%)(6,251)(11,787)
(Add) / deduct tax effect of:
Non-deductible items(364)(3,606)
Non-taxable items6,7856,314
Overstatement / (understatement) of prior year's provision516(766)
Imputation credit / foreign tax credits available for future periods164359
Other(578)(173)
Total272(9,659)
Property,
plant and
equipment
$’000
Intangible
assets
$’000
Biological
assets
$’000
Provisions
and accruals
$’000
Other
$’000
Total
$’000
2017
Balance as at 1 January(37,397)(995)(6,560)3,25188(41,613)
Recognised in income statement2,837(47)(1,013)(490)2,7944,081
Recognised in equity(8,300) - - - - (8,300)
Recognised on acquisition(399)(647) - - - (1,046)
Balance as at 31 December(43,259)(1,689)(7,573)2,7612,882(46,878)
2016
Balance as at 1 January(38,410)(940)(5,290)2,61914(42,007)
Recognised in income statement2,299(55)(1,270)632741,680
Recognised in equity(1,286) - - - - (1,286)
Balance as at 31 December(37,397)(995)(6,560)3,25188(41,613)
2017
$’000
2016
$’000
Deferred tax liabilities expected to be settled within 12 months(1,930)(3,221)
Deferred tax liabilities expected to be settled in more than 12 months(44,948)(38,392)
Total(46,878)(41,613)
28
29
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
9. TAXATION (CONTINUED)
(d) Imputation credits
The Group had a negative imputation credit account balance of $0.4 million as at 31 December 2017 (2016: $2.3 million negative balance)
and the Group will be making a voluntary payment before 31 March 2018 to ensure the balance is in credit at that time.
10. RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH FLOW FROM
OPERATING ACTIVITIES
NOTES
2017
$’000
2016
$’000
Profit for the year22,59732,436
Adjusted for non-cash items:
Amortisation expense161,7651,326
Depreciation expense1521,61419,970
Effective interest on deferred consideration8102155
Movement in deferred tax9(4,081)(1,680)
Movement in provision for receivables impairment11693,454
Share of profit of joint ventures20(908)(2,865)
Share of profit of associates21(435)(4,733)
Other movements2,373483
20,49916,110
Adjusted for investing and financing activities:
Bank facility and line fees83,4803,055
(Gain) on acquisition of equity interest in Grandview Brokerage LLC6(15,381) -
(Gain) on revaluation of investment in Worldwide Fruit Limited6(8,206) -
(Gain) on reversal of previous property, plant and equipment revaluation
changes through profit and loss
6(1,002) -
(Gain) on sale of investment6 - (700)
(Gain) on disposal of property, plant and equipment in Floramax6(1,702) -
(Gain) on sale of the Fruit Case Company6 - (11,864)
(Gain) / loss on sale of other property, plant and equipment224(1,021)
Impairment of intangible assets7890 -
Impairment of property, plant and equipment711,351 -
(10,346)(10,530)
Impact of changes in working capital items net of effects of non-cash
items, and investing and financing activities
(Increase) / decrease in debtors and prepayments(25,411)497
(Increase) in biological assets(4,104)(3,875)
Increase / (decrease) in creditors and provisions11,191(1,025)
Decrease in inventories6,2632,645
(Increase) / decrease in taxation receivable and increase / (decrease) in
taxation payable
(6,967)3,498
Total(19,028)1,740
Net cash inflow from operating activities13,72239,756
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
11. TRADE AND OTHER RECEIVABLES
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest
method, less any provision for doubtful debts for uncollectible amounts.
A provision for doubtful debts is established when there is objective evidence that the Group will not be able to collect all
amounts due according to the original terms of receivables.
NOTES
2017
$’000
2016
$’000
Current
Gross trade receivables132,80697,996
Less: Provision for doubtful debts(540)(4,190)
Prepayments13,7489,890
GST and other taxes4,9903,386
Receivables from joint ventures2048507
Receivables from associates211,768534
Receivables from Ultimate Parent30536181
Receivables from Ultimate Parent's associate3083 -
Other receivables290240
Total153,729108,544
Non-current
Trade receivables 7,7446,320
Prepayments1,6771,689
Receivables from associates21179252
Other receivables437642
Total10,0378,903
2017
$’000
2016
$’000
Analysis of non-impaired trade receivables
Not past due98,22276,355
Past due 1-30 days28,47116,430
Past due 31-60 days6,6104,932
Past due 61-90 days4,393792
Past due over 90 days2,3141,617
Total140,010100,126
30
31
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
11. TRADE AND OTHER RECEIVABLES (CONTINUED)
The Group has numerous credit terms for various customers. These credit terms vary depending on the services provided and the
customer relationship.
All trade receivables are individually reviewed regularly for impairment as part of normal operating procedures and provided for where
appropriate.
The Group makes advances to customers, suppliers, joint ventures and associates. All advances are within the agreed credit periods. The
Group’s policy requires security to be taken for advances to third parties. This security ranges from charges over property and assets to
personal guarantees.
12. INVENTORIES
Inventories are stated at the lower of cost (first in, first out basis) or net realisable value. Net realisable value is the estimated
selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
The cost of inventories recognised as an expense and included in ‘Purchases, raw materials and consumables used’ in the income
statement for the year ended 31 December 2017 amounted to $768.9 million (2016: $576.0 million).
2017
$’000
2016
$’000
Analysis of movements in the provision for doubtful debts
Balance at 1 January4,190736
Additions to provision for doubtful debts5563,821
Reversal of unused provision for doubtful debts(487)(241)
Receivables written off during the year as uncollectible(3,719)(126)
Balance at 31 December5404,190
2017
$’000
2016
$’000
Finished and semi-finished goods31,00332,967
Raw materials6891,122
Consumables (including packaging)5,8447,283
Total37,53641,372
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
13. DERIVATIVE FINANCIAL INSTRUMENTS
Derivative financial instruments are used to hedge exchange rate and interest rate risks. The Group does not hold or issue
derivative financial instruments for trading purposes. Derivative financial instruments are recognised at fair value. Any resulting
gains or losses are recognised in the income statement unless the derivative financial instrument has been designated into a
hedge relationship that qualifies for hedge accounting.
Cash flow hedges
Cash flow hedges are currently applied to forecast transactions that are subject to foreign currency fluctuations and future
interest cash flow on loans. The Group recognises the effective portion of changes in the fair value of derivative financial
instruments that qualify as cash flow hedges in other comprehensive income. These accumulate as a separate component of
equity in the cash flow hedge reserve.
Gains or losses relating to the ineffective portion of a cash flow hedge are recognised in the income statement. Amounts taken to
equity are transferred to the income statement when the hedged transaction affects the income statement.
2017
$’000
2016
$’000
Current assets
Cash flow hedges
Forward foreign exchange contracts2,5212,911
Foreign currency options1,0563,741
Fair value through profit or loss
Forward foreign exchange contracts10529
Total3,6826,681
Non-current assets
Cash flow hedges
Forward foreign exchange contracts1,2931,696
Foreign currency options297614
Interest rate swaps58516
Total1,6482,826
Current liabilities
Cash flow hedges
Forward foreign exchange contracts1,2561,224
Foreign currency options466248
Interest rate swaps25359
Fair value through profit or loss
Forward foreign exchange contracts4351
Total2,0181,582
32
33
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
13. DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)
14. BIOLOGICAL ASSETS
Biological assets consist of unharvested fruit growing on bearer plants, and are stated at fair value based on their present
location and condition less estimated point-of-sale costs. Any gain or loss from changes in the fair value of biological assets is
recognised in the income statement.
Point-of-sale costs include all other costs that would be necessary to sell the assets.
The fair value of the Group’s apples, blueberries, citrus fruit, kiwifruit and tomatoes is determined by management using a
discounted cash flow approach.
Costs are based on current average costs and referenced back to industry standard costs. The costs are variable depending on
the location, planting and the variety of the biological asset. A suitable discount rate has been determined in order to calculate
the present value of those cash flows. The fair value of biological assets at or before the point of harvest is based on the value of
the estimated market price of the estimated volumes produced, net of harvesting and growing costs. Changes in the estimates
and assumptions supporting the valuations could have a material impact on the carrying value of biological assets and reported
profit.
The following significant assumptions and considerations have been taken into account in determining the fair value of the
Group’s biological assets:
• Forecasts for the following year based on management’s view of projected cash flows, including sales and margins, adjusted
for inflation, location and variety of crops.
• Discount rates to adjust for risks inherent to the crop, including natural events, disease or any other adverse factors that
may impact the quality, yield or price.
• Any significant changes to management of the crop in the current and following year.
2017
$’000
2016
$’000
Non-current liabilities
Cash flow hedges
Forward foreign exchange contracts963738
Foreign currency options250312
Interest rate swaps3,7633,775
Total4,9764,825
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
14. BIOLOGICAL ASSETS (CONTINUED)
Fair value measurement
Techniques applied by the Group which are used to value biological assets are considered to be level 3 in the fair value
hierarchy. Inputs are not based on observable market data (that is, unobservable inputs). There have been no transfers between
levels during the year.
The unobservable inputs used by the Group to fair value its biological assets are detailed below:
2017
$’000
2016
$’000
Balance at 1 January22,94319,068
Capitalised costs36,57328,715
Change in fair value less costs to sell3,8197,352
Decrease due to harvest(36,288)(32,192)
Balance at 31 December 27,047 22,943
PRODUCEUNOBSERVABLE INPUTS
RANGE OF UNOBSERVABLE INPUTS
20172016
Apples
Tray carton equivalent (TCE) per hectare per annum
Export prices per export TCE
Risk-adjusted discount rate
1,800 to 6,000
$20 to $60
25%
2,500 to 4,750
$20 to $50
25%
Blueberries
Tonnes per hectare per annum
Annual gate price per kilogram (kg) per season
Risk-adjusted discount rate
6.1
$12.95 to $19.65
18%
10.9
$9.65 to $19.65
18%
Citrus
Tonnes per hectare per annum
Annual gate price per tonne per season
Risk-adjusted discount rate
16 to 35
$1,000 to $1,800
14%
23 to 40
$1,300 to $2,430
14%
Kiwifruit
Trays per hectare per annum
Annual gate price per trays per season
Risk-adjusted discount rate
8,500 to 15,000
$2.20 to $8.77
18%
8,500 to 15,000
$4.67 to $7.10
18%
Tomatoes
Tonnes per hectare per annum
Annual price per kg per season
Risk-adjusted discount rate
174 to 620
$1.21 to $17.59
25%
182 to 580
$1.73 to $17.80
25%
As the yield per hectare and gate price or export price per TCE increases, the fair value of biological assets increases. As the discount rate
used increases, the fair value of biological assets decreases.
34
35
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
14. BIOLOGICAL ASSETS (CONTINUED)
Fair value measurement (continued)
The following table details the fair values of the Group’s biological assets at 31 December:
(1)
Included in ‘Other’ are grapes and strawberries.
Risk
Being involved in agricultural activity, the Group is exposed to financial risks arising from adverse climatic or natural events. Financial risk
also arises through adverse changes in market prices or volumes harvested, and adverse movements in foreign exchange rates.
Price risk is mitigated by close monitoring of commodity prices and factors that influence those commodity prices. The Group also takes
reasonable measures to ensure that harvests are not affected by climatic and natural events, disease, or any other factors that may
negatively impact on the quality and yield of crop. Foreign currency risk is mitigated by using derivative instruments such as foreign
currency hedging contracts to hedge foreign currency exposure.
Activity on productive owned and leased land
The owned and leased land growing different types of biological assets are detailed in the table below:
2017
$’000
2016
$’000
Apples19,92617,822
Blueberries496453
Citrus2,2031,962
Kiwifruit1,9131,335
Tomatoes2,5091,065
Other
(1)
- 306
Total27,04722,943
2017
HECTARES
2016
HECTARES
Apples756721
Blueberries1111
Citrus153155
Grapes4874
Kiwifruit4642
Tomatoes2929
Other12
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
14. BIOLOGICAL ASSETS (CONTINUED)
Activity on productive owned and leased land (continued)
The production on owned and leased land by agricultural produce type for the 2016 and 2017 years is presented in the table below:
15. PROPERTY, PLANT AND EQUIPMENT
Commercial land and improvements, orchard land and improvements, and buildings are stated at their fair value less
accumulated depreciation and impairment losses. All other items of property, plant and equipment are stated at their cost less
accumulated depreciation and impairment losses.
Revaluations
The Group’s policy is to revalue commercial land and improvements, orchard land and improvements, and buildings every three
years with valuations being performed by independent registered valuers based on the price that would be received to sell
the asset in an orderly transaction between market participants under current market conditions. Valuation assessments are
performed earlier than every three years if market evidence suggests that property values have moved materially since the time
of the last valuation assessment.
All property valuers used are members of the New Zealand Institute of Valuers, with the exception of the valuers appointed in
Belgium, Peru and the United Kingdom who have the appropriate expertise as required in those jurisdictions.
The revaluations are conducted on a systematic basis across the Group so that the asset revaluations are performed with
sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair
value at balance date. Where valuations are not obtained for land and improvements, and buildings, the carrying values of these
assets are reassessed for any material change.
Any increase in value that offsets a previous decrease in value of the same asset is charged to the income statement. Any other
increase is recognised directly in other comprehensive income and accumulated in the asset revaluation reserve. Any decrease
in value that offsets a previous increase in value of the same asset is charged against the revaluation reserve. Any other decrease
in value is charged to the income statement.
20172016
PRODUCTION
UNITS
Apples1,800,2722,046,889TCE
Blueberries58,99669,454kg
Citrus3,825,9684,014,432kg
Grapes - 349,320kg
Kiwifruit340,712416,471class 1 trays
Tomatoes12,265,00012,375,159kg
Other32,87023,880kg
36
37
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
15. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Depreciation
Depreciation of property, plant and equipment, other than commercial and orchard land which is not depreciated, is calculated
on a straight-line basis so as to expense the cost of the assets, or the revalued amounts, to their expected residual values over
their useful lives as follows:
• Commercial land improvements 15 to 50 years
• Orchard land improvements 15 to 50 years
• Buildings 15 to 50 years
• Bearer plants 7 to 40 years
• Glasshouses 33 years
• Motor vehicles 5 to 7 years
• Plant and equipment and hire containers 3 to 15 years
Impairment
Items of property, plant and equipment are assessed for indicators of impairment at each reporting date. Impairment losses are
recognised in profit or loss in the period in which they arise.
Commercial
land and
improvements
$’000
Orchard
land and
improvements
$’000
Buildings
$’000
Bearer plants
$’000
Glasshouses
$’000
Motor vehicles
$’000
Plant and
equipment
and hire
containers
$’000
Work in
progress
$’000
Total
$’000
At 1 January 2016
Cost or valuation69,49155,759157,15325,18627,8456,351224,51515,825582,125
Accumulated depreciation
and impairment
(198)(455)(5,196)(2,227)(8,044)(3,956)(160,654) - (180,730)
Net carrying amounts 69,29355,304151,95722,95919,8012,39563,86115,825401,395
Year ended 31 December
2016
Opening net carrying
amounts
69,29355,304151,95722,95919,8012,39563,86115,825401,395
Additions and transfers9254785661,262453014,84712,40931,021
Depreciation(860)(413)(5,639)(1,361)(1,252)(541)(9,904) - (19,970)
Impairment through profit
or loss
- - - - - - (254) - (254)
Disposals(2,658)(528)(5,233)(824) - (14)(8,921)(136)(18,314)
Foreign exchange
movements
(12) - (18) - - (14)3610496
Closing net carrying
amounts
66,68854,841141,63322,03618,5532,35659,66528,202393,974
At 31 December 2016
Cost or valuation67,74555,697152,28125,49527,8506,626207,65128,202571,547
Accumulated depreciation(1,057)(856)(10,648)(3,459)(9,297)(4,270)(147,986) - (177,573)
Net carrying amounts 66,68854,841141,63322,03618,5532,35659,66528,202393,974
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
15. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Leased assets
‘Glasshouses’ and ‘Plant and equipment and hire containers’ asset classes include the following amounts where the Group is a lessee
under a finance lease:
The Group leases glasshouses and other sundry equipment under non-cancellable finance lease agreements. The lease terms are
between three and six years, and ownership of the assets lies with the Group.
Commercial
land and
improvements
$’000
Orchard
land and
improvements
$’000
Buildings
$’000
Bearer plants
$’000
Glasshouses
$’000
Motor vehicles
$’000
Plant and
equipment
and hire
containers
$’000
Work in
progress
$’000
Total
$’000
Year ended 31 December
2017
Opening net carrying
amounts
66,68854,841141,63322,03618,5532,35659,66528,202393,974
Additions and transfers(1,403)2,8743,4306,94749967,753(227)20,374
Additions through business
acquisition
1,725 - 8,323 - - - 2,895 - 12,943
Depreciation(925)(461)(6,160)(1,695)(1,247)(629)(10,497) - (21,614)
Impairment through profit
or loss
- - (1,870) - - (7)(9,254)(220)(11,351)
Disposals(4)(6)(473) - - (103)(291)(234)(1,111)
Revaluations12,29515,13515,999 - - - - - 43,429
Depreciation write back on
revaluations
1,72059410,379 - - - - - 12,693
Foreign exchange
movements
221341,107 - - (63)499(154)1,644
Closing net carrying
amounts
80,31773,011172,36827,28817,3102,55050,77027,367450,981
At 31 December 2017
Cost or valuation80,56473,682178,49832,65227,8547,122204,42227,367632,161
Accumulated depreciation(247)(671)(6,130)(5,364)(10,544)(4,572)(153,652) - (181,180)
Net carrying amounts 80,31773,011172,36827,28817,3102,55050,77027,367450,981
2017
$’000
2016
$’000
Cost of capitalised finance leases3,1143,114
Accumulated depreciation(2,439)(2,080)
Carrying amount6751,034
38
39
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
15. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Revaluations
The methods and valuation techniques used for assessing the current market value of commercial land and improvements,
orchard land and improvements, and buildings by external valuers are disclosed on the following pages. Changes in the
estimates and assumptions underlying the valuation approaches could have a material effect on the carrying amounts of
the properties, with changes in value reflected either in other comprehensive income or through the income statement as
appropriate in accordance with the Group’s accounting policy.
The following table presents the valuers and valuation techniques of the most recent valuation of the Group’s commercial land and
improvements, and buildings, carried out between September and November 2017.
PROPERTYVALUER
Depreciation replacement cost / discounted cash flow / income
capitalisation approach
153 Waipapa Road, KerikeriTelfer Young
29 Stuart Road, PukekoheTelfer Young
20 Mihaere Drive, Roslyn, Palmerston NorthTelfer Young
39 Dakota Crescent, Wigram, ChristchurchTelfer Young
484 Nayland Road, Stoke, NelsonTelfer Young
490 Nayland Road, Stoke, NelsonTelfer Young
220 Fryatt Street, Dunedin Central, DunedinTelfer Young
Depreciation replacement cost / discounted cash flow / income
capitalisation / market comparison approach
2-6 Monahan Road, Mt Wellington, AucklandTelfer Young
Depreciation replacement cost / income capitalisation approach
5125 Roxburgh-Ettrick Road, Ettrick, RoxburghTelfer Young
Depreciation replacement cost / market comparison approach
153 Harrisville Road, Tuakau, WaikatoTelfer Young
292 Harrisville Road, Tuakau, Waikato Telfer Young
133 Lynd Road, Ohaupo, WaipaTelfer Young
3057 Broadlands Road, Broadlands, RotoruaTelfer Young
657 Main Road, Riwaka, MotuekaTelfer Young
99 Swamp Road, Riwaka, MotuekaTelfer Young
83 Swamp Road, Riwaka, MotuekaTelfer Young
101 Motueka River West Bank Road, Brooklyn, MotuekaTelfer Young
Income capitalisation approach
241 Evenden Road, Twyford, HastingsLogan Stone
22-32 Whakatu Road, Whakatu, HastingsLogan Stone
2 Anderson Road, Whakatu, HastingsLogan Stone
Market comparison approach
37 Goodall Road, Riwaka, MotuekaTelfer Young
655 Main Road, Riwaka, MotuekaTelfer Young
3800 Sint-Truiden, BelgiumVangronsveld & Vranken
Apple Way, Pinchbeck, Spalding, United KingdomJones Lang LaSalle
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
15. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Revaluations (continued)
The following table presents the valuers and valuation techniques of the most recent valuation of the Group’s orchard land and
improvements, carried out between October and December 2017.
The principal valuation approaches used by the valuers during their valuations of commercial land and improvements, orchard land and
improvements, and buildings, and the impact of a change in a significant unobservable valuation input are described below.
PROPERTYVALUER
Depreciation replacement cost / market comparison approach
Kerikeri orchards, KerikeriLogan Stone
Apollo orchards, Heretaunga Plains, Hawke's BayLogan Stone
2 Anderson Road, Whakatu, HastingsLogan Stone
66 Trotter Road, Twyford, HastingsLogan Stone
Ormond Road, Twyford, HastingsLogan Stone
Raupare Road, Twyford, HastingsLogan Stone
Tambo Grande District, Sullana Province, Piura, PeruInvalsa
PRINCIPAL VALUATION APPROACH AND DESCRIPTION OF
APPROACH
RELATIONSHIPS OF UNOBSERVABLE INPUTS
TO FAIR VALUE
Depreciation replacement cost approach
This approach involves assessing the replacement cost of building and site
improvements, adjusting this cost for depreciation and any obsolescence
and the market value of land.
The higher the replacement cost after adjustments, the
higher the fair value.
Discounted cash flow approach
This approach is based on the future projection of rental income cash flows
discounted back to their present value, with inputs which include:
• Discount rates with a range from 8.5% to 13.5% (2016: 8.5% to 13.5%).
• Terminal yield rates with a range from 7.5% to 12.3% (2016: 8.0% to
12.5%).
• Investment horizon of 10 years (2016: 10 years).
• Rental growth estimated at between 0.1% to 9.3% per annum (2016:
0.1% to 12.0%).
The higher the discount rate, the lower the fair value.
The higher the terminal yield rate, the lower the fair value.
The longer the investment horizon, the higher the fair
value.
The higher the rental growth rate, the higher the fair
value.
Income capitalisation approach
This approach capitalises the actual contract and/or potential income at
an appropriate market derived rate of return. Capitalisation rates applied
range from 7.3% to 12.0% (2016: 7.8% to 12.5%).
The higher the capitalisation rate, the lower the fair value.
Market comparison approach
This approach analyses comparable sales evidence to a sale price per
square metre of floor area and makes adjustment to these rates to reflect
differences in the location, size and quality of the buildings, together with an
adjustment for any market movement since the sales occurred.
The higher the sale price per square metre after
adjustments, the higher the fair value.
40
41
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
15. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Land and buildings at historical cost
If land and buildings were stated on the historical cost basis, the amounts would be as follows:
Fair value measurement
Techniques applied by the Group which are used to value certain classes of property, plant and equipment are considered to
be level 3 in the fair value hierarchy. Inputs are not based on observable market data (that is, unobservable inputs). There have
been no transfers between levels during the year.
The following values represent fair value at the time of valuation, plus additions and less disposals and accumulated depreciation, since
the date of valuations. Management have assessed that these values represent fair value.
2017
$’000
2016
$’000
Commercial land and improvements
Cost 36,47036,201
Accumulated depreciation and impairment(6,220)(5,300)
Net carrying amount30,25030,901
Orchard land and improvements
Cost 74,14971,332
Accumulated depreciation and impairment(19,893)(19,484)
Net carrying amount54,25651,848
Buildings
Cost 146,643138,037
Accumulated depreciation and impairment(50,080)(44,762)
Net carrying amount96,56393,275
2017
$’000
2016
$’000
Commercial land and improvements80,31766,688
Orchard land and improvements73,01154,841
Coolstores83,93373,851
Packhouses4,2492,808
Orchard buildings6,7854,172
Processing plant6,2557,660
Commercial buildings71,14653,142
Total325,696263,162
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
16. INTANGIBLE ASSETS
Intangible assets, except for goodwill, that are acquired by the Group are stated at cost less accumulated amortisation and
impairment losses.
Software, licences and capitalised costs of developing systems are recorded as intangible assets, unless they are directly related
to a specific item of hardware and recorded as property, plant and equipment, and are amortised over a period of three to eight
years.
Acquired brands are amortised over their anticipated useful lives of 10 to 25 years where they have a finite life.
Goodwill is recorded at cost less any accumulated impairment losses. Goodwill and any other intangible assets with indefinite
useful lives are tested for impairment at each reporting date.
Goodwill
$’000
Software
$’000
Plant variety
rights
$’000
Other
intangibles
$’000
Total
$’000
At 1 January 2016
Cost15,00719,2743,7606,04644,087
Accumulated amortisation - (14,826)(3,669)(439)(18,934)
Net carrying amounts15,0074,448915,60725,153
Year ended 31 December 2016
Opening carrying amounts15,0074,448915,60725,153
Additions - 2,774166843,024
Amortisation - (1,093)(1)(232)(1,326)
Disposals - (135) - - (135)
Foreign exchange movements(149)(92) - (140)(381)
Net carrying amounts14,8585,9022565,31926,335
At 31 December 2016
Cost14,85820,8923,9265,97845,654
Accumulated amortisation - (14,990)(3,670)(659)(19,319)
Net carrying amounts14,8585,9022565,31926,335
Year ended 31 December 2017
Opening carrying amounts14,8585,9022565,31926,335
Additions - 2,2447093313,284
Additions through business acquisition5,595111 - 3,5829,288
Amortisation - (1,338)(2)(425)(1,765)
Impairment through profit or loss - (890) - - (890)
Disposals - 47 - (5)42
Foreign exchange movements6162616951,338
Net carrying amounts21,0696,1029649,49737,632
At 31 December 2017
Cost21,06922,8224,63710,63259,160
Accumulated amortisation - (16,720)(3,673)(1,135)(21,528)
Net carrying amounts21,0696,1029649,49737,632
42
43
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
16. INTANGIBLE ASSETS (CONTINUED)
Impairment tests for goodwill
The discount rate used for the purposes of goodwill impairment testing is based on a calculated weighted average cost of capital
adjusted for risks specific to the cash-generating units. The weighted average cost of capital is based on the cost of debt and cost
of equity weighted accordingly between the relative percentages of debt and equity. The cost of debt is the actual cost of debt
and the cost of equity is calculated using the capital asset pricing model.
The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These calculations
require the use of estimates as to future profitability of the relevant cash-generating units to which goodwill has been allocated
and the choice of a suitable discount rate in order to calculate the present value of those cash flows.
Goodwill held by the Group relates to acquisitions of the Status Produce Group, the Delica Group (including cash-generating units of
Delica Limited, Delica Australia Pty Limited and T&G Vizzarri Farms Pty Limited) and Worldwide Fruit. Of the Group’s goodwill balance, 38%
is allocated to the Status Produce Group (2016: 54%), 34% is allocated to the Delica Group (2016: 46%) and 28% is allocated to Worldwide
Fruit (2016: 0%).
The calculation uses cash flow projections based on budgets approved by management to December 2018, and a discount rate of
between 10.6% and 13.0% (2016: 10.3%) which approximates the Group’s weighted average cost of capital. Cash flows beyond December
2018 have been extrapolated using a steady growth rate of 2.0% (2016: 1.5%).
The calculations support the carrying amount of recorded goodwill. Management believes that any reasonable change in the key
assumptions used in the calculations would not cause the carrying amount to exceed its recoverable amount.
17. COMMITMENTS
Capital commitments
As at 31 December, the Group is committed to the following capital expenditure:
Operating leases
When the Group is the lessee
The Group leases certain property, plant and equipment. Payments made under operating leases (net of any incentives received
from the lessor) are expensed on a straight-line basis over the lease term.
When the Group is the lessor
Rental revenue (net of any incentives given to lessees) is recognised as revenue on a straight-line basis over the lease term.
Assets leased to third parties under operating leases are included in ‘Property, plant and equipment’ on the balance sheet. They
are depreciated over their expected useful lives on a basis consistent with similar property, plant and equipment.
2017
$’000
2016
$’000
Property, plant and equipment2,8765,543
Intangible assets - 7
Total2,8765,550
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
17. COMMITMENTS (CONTINUED)
Operating leases payable
Operating leases held over properties give the Group the right, in most cases, to renew the lease subject to a redetermination of the lease
rental by the lessor. There are no renewal options or options to purchase in respect of operating plant and equipment.
The following amounts have been committed to by the Group, but are not recognised in the financial statements:
Operating leases receivable
The following amounts are minimum committed lease payments receivable from tenants / sub-tenants, but are not recognised in the
financial statements:
Operating leases receivable amounts are generated from the following properties:
2017
$’000
2016
$’000
Within one year15,94014,767
One to two years12,41712,662
Two to five years24,80224,126
Later than five years25,72131,632
Total78,88083,187
2017
$’000
2016
$’000
Within one year1,5841,940
One to two years1,0601,210
Two to five years1,6952,141
Later than five years19484
Total4,3585,775
2017
$’000
2016
$’000
Commercial land and buildings
Cost or valuation at 31 December8,65413,943
Accumulated depreciation(23)(314)
Carrying amounts8,63113,629
Depreciation charged during the year227277
44
45
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
17. COMMITMENTS (CONTINUED)
Operating leases receivable (continued)
All properties, including those leased to third parties, are revalued on a cyclical basis (refer to note 15). This results in accumulated
depreciation up to the date of revaluation being reversed and subsequently the asset is depreciated on the revalued amount from the
date of revaluation.
The properties leased to third parties are still part occupied by the Group. The proportion leased externally has been estimated based on
land area occupied by third party tenants and this estimation method has been applied consistently across all leased properties.
18. BUSINESS COMBINATIONS
Worldwide Fruit Limited
Worldwide Fruit Limited (Worldwide Fruit) is a company based in Spalding, United Kingdom, that predominantly sources apples for
packaging and distribution within the United Kingdom. On 2 January 2017, the shareholders’ agreement of Worldwide Fruit was
renegotiated. ENZAFRUIT New Zealand (U.K.) Limited (ENZAFRUIT UK), a wholly owned subsidiary of the Group, is a 50% shareholder of
Worldwide Fruit and the remaining 50% is owned by Fruition PO Limited.
The renegotiated shareholders’ agreement now specifies that ENZAFRUIT UK has the right to approve Worldwide Fruit’s annual business
plan and annual budget, and the right to approve the appointment of the Chief Executive Officer. This satisfies the criteria set out in NZ
IFRS 10 Consolidated Financial Statements around achieving control over an entity. Consequently, from 2 January 2017 Worldwide Fruit was
accounted for as a subsidiary.
The carrying value of the Group’s equity interest in Worldwide Fruit immediately prior to the acquisition was $4.9 million. The fair value of
the Group’s investment of $13.1 million resulted in a gain arising from remeasurement of $8.2 million, recognised in ‘Other income’ in the
income statement. Acquisition related costs have been excluded from the consideration transferred and recognised in ‘Other operating
expenses’ in the income statement for the period ended 31 December 2017.
Non-controlling interest is recognised by the Group based on the non-controlling interest’s proportionate share of the recognised
amounts of the acquiree’s identifiable assets.
Goodwill arose upon the acquisition of Worldwide Fruit because the cost of combination included amounts relating to its future
profitability expectations, forecast revenue growth and future market development. These benefits are not recognised separately from
goodwill because they do not meet the recognition criteria for identifiable intangible assets.
Worldwide Fruit contributed $212.6 million of revenue and $1.4 million of profits to the Group for the period from 2 January 2017 to 31
December 2017.
On the following page is an analysis of the assets and liabilities acquired as at acquisition date.
2017
$’000
Current assets
Cash and cash equivalents2,094
Trade and other receivables20,837
Inventories4,321
Total current assets27,252
Non-current assets
Property, plant and equipment12,943
Intangible assets3,693
Investments in associates706
Total non-current assets17,342
Current liabilities
Trade and other payables(26,404)
Borrowings(776)
Total current liabilities(27,180)
Non-current liabilities
Borrowings(4,171)
Deferred tax liabilities(1,046)
Total non-current liabilities(5,217)
Total identifiable net assets12,197
Goodwill on acquisition5,595
Total17,792
Total consideration is comprised of:
Fair value of Group's investment13,126
Non-controlling interest's share of identifiable net assets4,666
Total17,792
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
18. BUSINESS COMBINATIONS (CONTINUED)
Worldwide Fruit Limited (continued)
46
47
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
19. CHANGES IN OWNERSHIP OF THE GROUP’S AMERICAN REGISTERED ENTITIES
Delica North America, Inc.
The Group previously wholly owned Delica North America, Inc. (Delica North America). As part of its merger agreement with Grandview
Brokerage LLC, on 6 April 2017 the Group sold 50% of its shares in Delica North America to Grandview Brokerage Limited, which holds a
majority shareholding in Grandview Brokerage LLC.
The terms of the renegotiated shareholders’ agreement of Delica North America specify that the Group has the right to appoint three of
the entity’s five directors. The Group therefore has the ability to approve the annual business plan and annual budget, as well as dictate
the direction of other fundamental business matters of the entity.
This satisfies the criteria set out in NZ IFRS 10 Consolidated Financial Statements around control over an entity and consequently, Delica
North America is still accounted for as a subsidiary by the Group. As the Group has not lost control, the sale of 50% of its shares has
been accounted for as an equity transaction with the recognition of non-controlling interests. The net impact of this transaction in equity
attributable to equity holders of the Parent is summarised as follows:
Grandview Brokerage LLC
ENZA Investments USA, Inc. (ENZA Investments), a wholly owned subsidiary of the Group, previously held a 15% direct shareholding in two
US based produce businesses, David Oppenheimer & Company I, L.L.C. and David Oppenheimer Transport Inc. (Oppy US). On 20 March
2017, ENZA Investments merged into ENZA Fresh, Inc. (ENZA Fresh), also a wholly owned subsidiary of the Group.
On 6 April 2017, the Group and Total Produce plc, through its subsidiary Grandview Brokerage LLC (GB LLC), agreed to combine their
activities related to Oppy US. As a result of the merger, the Group lost its controlling interest in ENZA Fresh and obtained a 39.39%
shareholding in GB LLC. The Group’s interests in Oppy US are now held indirectly through GB LLC.
There is currently an accounting policy choice available between NZ IFRS 10 Consolidated Financial Statements and NZ IAS 28
Investments in Associates and Joint Ventures when there is a contribution of a subsidiary to an associate or joint venture. Losing
control of a subsidiary results in the recognition of a full fair value gain on the portion retained, whereas only a partial gain can be
recognised for the portion no longer retained when there is a non-monetary contribution to an associate.
The Group has elected to recognise its investment in GB LLC at fair value, which is supported by a commercial transaction with a
third party. The difference between the fair value of the Group’s investment in GB LLC and the consideration provided to acquire
the investment (the full fair value gain) has been recognised in ‘Other income’ in the income statement.
In making this accounting policy choice, the Group considers that there has been a substantive change in the nature of its
investments in Oppy US and subsequent relationship with GB LLC. Shareholder agreements have changed the Group’s decision-
making rights in relation to its interests in Oppy US, and the Group is now only permitted to sell part or all of its interests in Oppy
US subject to agreement between the Group and GB LLC.
2017
$’000
Consideration received from Grandview Brokerage Limited12,384
Recognition of 50% non-controlling interest in Delica North America(2,747)
Net impact in equity attributable to equity holders of the Parent9,637
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
19. CHANGES IN OWNERSHIP OF THE GROUP’S AMERICAN REGISTERED ENTITIES
(CONTINUED)
Grandview Brokerage LLC (continued)
The impact of the Group disposing of its investment in ENZA Fresh and acquiring the equity interest in GB LLC is summarised as follows:
The Group has equity accounted for GB LLC in accordance with NZ IAS 28 Investments in Associates and Joint Ventures since the date of the
merger.
20. INVESTMENTS IN JOINT VENTURES
Under the equity method, an investment in a joint venture is initially recognised in the balance sheet at cost. The investment is
adjusted for the Group’s share of the profit or loss and other comprehensive income of the joint venture which is recognised
from the date that joint control begins, until the date that joint control ceases.
Investments in joint ventures are assessed for indicators of impairment at each reporting date.
Set out below are the joint ventures of the Group as at 31 December 2017. The joint ventures have share capital consisting solely of
ordinary shares, which are held directly by the Group.
The Group’s investments in joint ventures in 2017 and 2016 are:
(1)
Worldwide Fruit has a 50% direct shareholding in Growers Direct Limited. From 2 January 2017, the Group has equity accounted for this entity.
(2)
From 2 January 2017, the Group has accounted for Worldwide Fruit as a subsidiary in accordance with NZ IFRS 10 Consolidated Financial Statements. Refer to
note 18 for further information.
The balance date of all joint ventures is 31 December.
For the purposes of applying the equity method of accounting, management accounts of the companies for the period ended 31
December 2017 have been used. Differences in accounting policies between the Group and the joint ventures have been adjusted for.
2017
$’000
Disposal of carrying amount of investment in ENZA Fresh on date of merger(12,692)
Acquisition of equity investment in GB LLC at fair value28,073
Net gain recognised in the income statement15,381
NAME OF ENTITY
PLACE OF BUSINESS
AND COUNTRY OF
INCORPORATION
OWNERSHIP
INTEREST (%)
PRINCIPAL ACTIVITY
20172016
Growers Direct Limited
(1)
United Kingdom50-Pipfruit importer
Wawata General Partner LimitedNew Zealand5050Horticulture operations
Worldwide Fruit Limited
(2)
United Kingdom5050
Pipfruit importer and packing
services
48
49
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
20. INVESTMENTS IN JOINT VENTURES (CONTINUED)
None of the Group’s joint ventures as at 31 December 2017 are considered to be material to the Group during the period. In the prior
period, Worldwide Fruit was considered to be material to the Group.
The Group’s share of profit and the carrying amounts of the Group’s interest in all joint ventures are presented below:
Transactions with joint ventures of the Group
The Group has entered into the following transactions with its joint ventures during the year:
21. INVESTMENTS IN ASSOCIATES
Under the equity method, an investment in an associate is initially recognised in the balance sheet at cost. The investment is
adjusted for the Group’s share of the profit or loss and other comprehensive income of the associate which is recognised from
the date that significant influence begins, until the date that significant influence ceases.
Investments in associates are assessed for indicators of impairment at each reporting date.
Set out on the following page are the associates of the Group as at 31 December 2017. The associates have share capital consisting solely
of ordinary shares, which are held directly by the Group.
2017
$’000
2016
$’000
Group's share of profit and comprehensive income of joint ventures
Worldwide Fruit Limited - 1,968
Other908897
Total9082,865
Carrying amount of the Group's interest in joint ventures
Worldwide Fruit Limited - 4,920
Other4,5434,585
Total4,5439,505
2017
$’000
2016
$’000
Sale of produce to joint ventures1,72624,038
Purchase of produce from joint ventures(371)(296)
Services provided to joint ventures1,0401,653
Current receivables owing from joint ventures48507
Dividends from joint ventures received by the Group9503,159
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
21. INVESTMENTS IN ASSOCIATES (CONTINUED)
The Group’s investments in associates in 2017 and 2016 are:
(1)
On 6 April 2017, the Group obtained a 39.39% shareholding in GB LLC, which replaced its previous shareholdings of 15% in David Oppenheimer &
Company I, L.L.C., and 15% in David Oppenheimer Transport Inc. Refer to note 19 for further information.
(2)
Worldwide Fruit has a direct shareholding between 20% and 24% in Intelligent Fruit Vision Limited, POP Worldwide Limited and The Fruit Firm Limited. From
2 January 2017, the Group has equity accounted for these entities.
(3)
Although the Group holds less than 20% of the ownership of Mystery Creek Asparagus Limited (Mystery Creek), the Group is deemed to have significant
influence over this entity. A member of the Group’s management sits on the Board of Directors of Mystery Creek, and transactions between Mystery Creek
and the Group are significant to its operations.
(4)
During 2017, N.Z. Kumara Distributors Limited ceased trading and on 14 July 2017, the Company was liquidated with a final dividend paid to the Group.
POP Worldwide Limited has a balance date of 28 February, and Allen Blair Properties Limited, Mystery Creek Asparagus Limited and The
Fruit Firm Limited have a balance date of 31 March. These were the reporting dates established when these companies were incorporated
and it is impractical for these companies to change their balance dates. The remaining associates of the Group have a balance date of 31
December.
For the purposes of applying the equity method of accounting, management accounts of the companies for the period ended 31
December 2017 have been used. Differences in accounting policies between the Group and the associates have been adjusted for.
NAME OF ENTITY
PLACE OF BUSINESS
AND COUNTRY OF
INCORPORATION
OWNERSHIP
INTEREST (%)
PRINCIPAL ACTIVITY
20172016
Allen Blair Properties LimitedNew Zealand3333Property investment
David Oppenheimer & Company I, L.L.C.
(1)
United States of America-15Produce wholesale distributors
David Oppenheimer Transport Inc.
(1)
United States of America-15Transport
Grandview Brokerage LLC
(1)
United States of America39-Investment company
Intelligent Fruit Vision Limited
(2)
United Kingdom24-Orchard technology development
McKay Shipping LimitedNew Zealand2525Transport
Mystery Creek Asparagus Limited
(3)
New Zealand1515Horticulture operations
N.Z. Kumara Distributors Limited
(4)
New Zealand-20Horticulture operations
POP Worldwide Limited
(2)
United Kingdom24-Stonefruit importer
The Fruit Firm Limited
(2)
United Kingdom20-
Stonefruit importer and packing
services
50
51
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
21. INVESTMENTS IN ASSOCIATES (CONTINUED)
Summarised financial information for material associate
Set out below is the summarised financial information for Grandview Brokerage LLC, the associate considered to be material to the Group
for the period. In the prior period, David Oppenheimer & Company I, L.L.C was considered to be a material associate for the Group. This
entity is no longer a direct shareholding of the Group.
Grandview Brokerage LLC summarised financial information
2017
$’000
Balance sheet
Current assets113,303
Current liabilities(117,971)
Non-current assets17,436
Net assets12,768
Cash and cash equivalents1,609
Income statement
Revenue643,292
Depreciation and amortisation expenses(214)
Interest expense(675)
Income tax expense(1,382)
Profit after tax and total comprehensive income(1,992)
Group's share of carrying amount
Carrying amount from Group's share in associate5,029
Goodwill on acquisition25,796
Other adjustments(2,176)
Group's adjusted share of carrying amount in associate28,649
Group's share of profit from continuing operations
Loss from Group's share in associate(785)
Other adjustments1,361
Group's adjusted share of profit from continuing operations in associate576
Dividend received from associate -
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
21. INVESTMENTS IN ASSOCIATES (CONTINUED)
The Group’s share of profit and the carrying amounts of the Group’s interest in all associates are presented below:
Transactions with associates of the Group
The Group has entered into the following transactions with its associates during the year:
2017
$’000
2016
$’000
Group's share of profit and comprehensive income of associates
Grandview Brokerage LLC576 -
David Oppenheimer & Company I, L.L.C.1081,653
Other(249)3,080
Total4354,733
Carrying amount of the Group's interest in associates
Grandview Brokerage LLC28,649 -
David Oppenheimer & Company I, L.L.C. - 2,816
Other8,5538,695
Total37,20211,511
2017
$’000
2016
$’000
Sale of produce to associates45,65052,301
Purchase of produce from associates(20,880)(23,730)
Services provided to associates314 -
Services received from associates(2,694)(153)
Current receivables owing from associates1,768534
Non-current receivables owing from associates179252
Current payables owing to associates(8,239)(9,754)
Dividends received from associates4,2173,069
52
53
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
22. TRADE AND OTHER PAYABLES
Trade and other payables are initially recognised at fair value and then subsequently measured at amortised cost.
23. LOANS AND BORROWINGS
Borrowings are recognised initially at fair value less directly attributable transaction costs. Subsequent to initial recognition,
borrowings are stated at amortised cost using the effective interest method.
Borrowing costs are recognised in the income statement using the amortised cost method.
NOTES
2017
$’000
2016
$’000
Current
Trade payables84,10356,905
Employee entitlements14,28111,166
Accrued expenses26,53819,839
Payables to associates218,2399,754
Payables to Ultimate Parent3016 -
Payables to Ultimate Parent's subsidiary3058638
Deferred payments611 -
Deferred payments to related parties301,0703,445
Total135,444101,147
Non-current
Employee entitlements84 -
Deferred payments1,0642,828
Deferred payments to related parties30 - 1,023
Total1,1483,851
2017
$’000
2016
$’000
Current
Secured borrowings17,9645,000
Unsecured borrowings - 150
Finance lease liabilities533353
Total18,4975,503
Non-current
Secured borrowings163,778144,000
Finance lease liabilities384564
Total164,162144,564
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
23. LOANS AND BORROWINGS (CONTINUED)
Interest rates
As at 31 December 2017 the weighted average interest rate on the secured and unsecured borrowings is 3.1% (2016: 3.3%), fixed for
periods up to three months.
Security and bank facilities
As at 31 December 2017 the Group had a term debt facility from Bank of New Zealand, HSBC, Rabobank and Westpac amounting to
$200.0 million (2016: $210.0 million). The seasonal facility is renewed annually and is not drawn as at 31 December 2017. These facilities
are secured by a guarantee from the Ultimate Parent for no consideration.
The banking facilities for the 2018 year are as follows:
2017
$’000
2016
$’000
Secured and unsecured borrowings repayment schedule
Within one year17,9645,150
Between one and two years163,778 -
Between two and five years - 144,000
Total181,742149,150
Amount
$’000Expiry date
Banking facilities in New Zealand
Term debt facility190,000January 2019
Seasonal facility90,000November 2019
Money market facility40,000January 2019
Overdraft facility3,000Uncommitted
Banking facilities in the United Kingdom
Term debt facility7,851March 2019
Overdraft facility3,925Uncommitted
Banking facilities in Australia
Overdraft facility3,318Uncommitted
54
55
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
23. LOANS AND BORROWINGS (CONTINUED)
Gross finance lease liabilities – minimum lease payments
24. RECONCILIATION OF LIABILITIES ARISING FROM FINANCING ACTIVITIES
The table on the following page details changes in the Group’s liabilities from financing activities, including both cash and non-cash
changes.
Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified in the Group’s
statement of cash flows from financing activities.
2017
$’000
2016
$’000
Within one year554381
Between one and five years394581
948962
Future finance charges on finance leases(31)(45)
Present value of finance lease liabilities917917
The present value of finance lease liabilities is as follows:
Within one year533353
Between one and five years384564
Total917917
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
24. RECONCILIATION OF LIABILITIES ARISING FROM FINANCING ACTIVITIES
(CONTINUED)
(1)
Financing cash flows are made up of the net cash inflow / (outflow) from financing activities in the statement of cash flows with the exception of dividends
paid, and bank facility fees and transaction fees, which do not result in liabilities on the balance sheet.
25. CONTINGENCIES
The Group has the following guarantees:
During 2015, the Group received a statement of claim from a grower regarding materials supplied by the Group. The Group continues to
defend this claim.
Notes
Balance at 1
January 2017
$’000
Reclassifications
$’000
Non-cash
changes
$’000
Recognised on
acquistion
$’000
Non-financing
cash flows
$’000
Financing cash
flows
(1)
$’000
Balance at 31
December 2017
$’000
Current borrowings
Secured borrowings235,00086436776 - 11,28817,964
Unsecured borrowings23150 - - - (150) - -
Finance lease liabilities23353533161 - - (514)533
Total5,5031,397197776(150)10,77418,497
Non-current borrowings
Secured borrowings23144,000(864)4714,171 - 16,000163,778
Finance lease liabilities23564(533)353 - - - 384
Total144,564(1,397)8244,171 - 16,000164,162
Other current liabilities
Deferred payments22 - 557554 - - (500)611
Deferred payments to related
parties
223,4451,070(351) - - (3,094)1,070
Total3,4451,627203 - - (3,594)1,681
Other non-current liabilities
Deferred payments222,828(557)(108) - (1,099) - 1,064
Deferred payments to related
parties
221,023(1,070)47 - - - -
Total3,851(1,627)(61) - (1,099) - 1,064
Total liabilities arising from
financing activities
157,363 - 1,1634,947(1,249)23,180185,404
2017
$’000
2016
$’000
Bonds and sundry facilities8080
Guarantees of bank facilities for associated companies24,5953,236
Total24,6753,316
56
57
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
26. CAPITAL AND RESERVES
Share capital
All ordinary shares on issue are fully paid and have no par value. All ordinary shares rank equally with one vote attached to each fully paid
ordinary share. There are no other classes of shares issued and no ordinary shares were issued during the year.
Revaluation and other reserves
2017
SHARES
2016
SHARES
2017
$’000
2016
$’000
Balance at 31 December122,543,204122,543,204176,357176,357
2017
$’000
2016
$’000
Asset revaluation reserve
Balance at 1 January 83,22488,479
Gain on revaluation of property, plant and equipment55,720 -
Deferred tax effect on revaluation of property, plant and equipment(8,300) -
Transfer to retained earnings due to sale of property, plant and equipment - (6,541)
Deferred tax effect on sale of property, plant and equipment - 1,286
Movements from acquisition of subsidiary(25) -
Balance at 31 December130,61983,224
Foreign currency translation reserve
Balance at 1 January(4,790)(1,751)
Exchange differences on translation of foreign operations2,323(3,039)
Balance at 31 December(2,467)(4,790)
Cash flow hedge reserve
Balance at 1 January2,293(1,146)
Movements in fair value3,55211,861
Reclassification of net change in fair value to income statement(8,421)(7,111)
Taxation on reserve movements1,361(1,311)
Balance at 31 December(1,215)2,293
Available-for-sale investment reserve
Balance at 1 January562158
Gain on revaluation of available-for-sale investments1,265404
Balance at 31 December1,827562
Total128,76481,289
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
2 6. CAPITAL AND RESERVES (CONTINUED)
Revaluation and other reserves (continued)
Revaluation and other reserves consists of the following:
27. DIVIDENDS
On 7 April 2017, the Group declared and paid a dividend of $0.06 per share, resulting in a total cash dividend of $7.4 million (2016:
dividend declared of $0.06 per share, of which $1.15 million was paid in cash and $6.04 million was settled through new shares issued as
part of a dividend reinvestment plan).
2 8. EARNINGS PER SHARE
The earnings used to calculate basic and diluted earnings per share is net profit after tax attributable to equity holders of the Parent of
$19.4 million (2016: $30.5 million).
The weighted average number of shares used to calculate basic and diluted earnings per share is 122,543,204 shares (2016: 121,390,355
shares).
The basic and diluted earnings per share is 15.8 cents (2016: 25.1 cents).
RESERVEPARTICULARS OF RESERVE
Asset revaluation reserve
The revaluation reserve relates to commercial land and improvements,
orchard land and improvements, and buildings.
Foreign currency translation reserve
The foreign currency translation reserve comprises all foreign exchange
differences arising from the translation of the consolidated financial
statements of foreign operations into New Zealand dollars.
Cash flow hedge reserve
The cash flow hedge reserve accounts for the fair value movements of
hedging instruments designated as cash flow hedges.
Available-for-sale investment reserve
The available-for-sale investment reserve accounts for the fair value
movements of available-for-sale investments.
2017
$’000
2016
$’000
Ordinary shares
Dividend to shareholders7,3537,188
Dividends to non-controlling interests in Group subsidiaries2,261550
Total9,6147,738
58
59
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
29. FINANCIAL RISK MANAGEMENT
The Group is subject to a number of financial risks which arise as a result of its activities, including importing, exporting and domestic
trading. Treasury activities are performed by a central treasury function and the use of derivative financial instruments is governed by the
Group’s policies approved by the Board. The Group does not engage in speculative transactions.
Market risk
(i) Foreign exchange risk
The Group operates internationally and has exposure to foreign currency risk as a result of transactions denominated in foreign
currencies from normal trading activities. Major trading currencies include the Australian dollar, United States dollar, Euro, Japanese yen
and British pounds.
At year end, the Group had foreign exchange exposures relating to cash, debtors and creditors.
Foreign exchange risk is identified by detailed cash flow forecasting, in conjunction with the allocation of produce to the various markets.
The Group uses forward foreign exchange contracts and currency options to manage these exposures. As at 31 December 2017, the
Group held foreign exchange contracts and currency options with a contract value of $300.8 million (2016: $279.2 million).
Exchange rate sensitivity
Reasonable fluctuations in foreign exchange rates were determined based on a review of the last two years’ historical movements. A
movement of plus or minus 10% has therefore been applied to the exchange rates to demonstrate the sensitivity to foreign currency risk
of the Group.
The following sensitivity is based on the foreign currency risk exposures in existence at the reporting date. The impact of a plus or minus
10% foreign exchange movement on New Zealand dollars against all trading currencies, with all other variables held constant, is illustrated
below:
(ii) Interest risk
The Group is exposed to interest rate risk as it borrows funds at both fixed and floating interest rates.
Interest rate risk is identified by forecasting cash flow requirements, short-term through to long-term. Short-term seasonal funding is
provided by a syndicate of three banks. These funding arrangements are negotiated at the start of each season, on behalf of pipfruit
growers who bear the interest cost.
The Group has floating rate borrowings used to fund ongoing activities, which are repriced on roll-over dates.
As at 31 December 2017, $181.7 million of interest bearing loans are subject to interest rate repricing within the next 15 months (2016:
$149.0 million).
-10%+10%
2017
$’000
2016
$’000
2017
$’000
2016
$’000
Pre-tax (profit) / loss220(996)(180)852
Equity(6,680)(15,978)4,00312,773
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
29. FINANCIAL RISK MANAGEMENT (CONTINUED)
Market risk (continued)
(ii) Interest risk (continued)
The table below highlights the weighted average interest rate and the currency profile of interest bearing loans and borrowings:
Interest rate derivatives
The Group’s treasury policy allows up to 100% (2016: 100%) of forecasted core debt to be fixed via interest rate derivatives to protect the
Group from exposure to fluctuations in interest rates. Accordingly, the Group has entered into interest rate swap contracts under which it
is obliged to receive interest at variable rates and to pay interest at fixed rates.
Swaps currently in place cover approximately 70% (2016: 83%) of the principal outstanding. The fixed interest rates average 3.8% (2016:
3.8%). The variable rates are set at the BBR 90 day settlement rate, which at balance date was 2.0% (2016: 2.2%). The contracts require
settlement of net interest receivable or payable each 90 days as appropriate, and are settled on a net basis. As at 31 December 2017, the
Group held swaps with a contract value of $114.6 million (2016: $130.0 million).
Interest rate sensitivity
At year end, $160.0 million (2016: $144.0 million) of loans are at fixed rates for defined periods of up to three months, after which interest
rates will be reset. Additionally, the Group has overnight deposits that are subject to fluctuations of interest rates. If the Group’s year end
loan and deposit balances had remained the same throughout the year and interest rates moved by 1% then the impact would be a $1.8
million gain or loss on pre-tax profits (2016: $1.5 million).
A 1% sensitivity has been used as this is what management estimates is a likely interest rate movement for the year.
(iii) Price / commodity risk
The Group does not trade in commodity instruments and therefore is not exposed to commodity price risk.
Credit risk
In the normal course of business, the Group is exposed to counterparty credit risks. The maximum exposure to credit risk at 31 December
2017 is equal to the carrying value for cash and cash equivalents, trade and other receivables and derivative financial instruments. Credit
risk is managed by restricting the amount of cash and derivative financial instruments which can be placed with any one institution and
these institutions are all New Zealand registered banks with at least a Standard & Poor’s rating of A. The financial condition and credit
evaluation of trade and other receivables are continuously considered.
Due to the nature and dispersion of the Group’s customers and growers, the Group’s concentration of credit risk is not considered
significant.
20172016
Weighted average
interest rate
Loans and
borrowings
$’000
Weighted average
interest rate
Loans and
borrowings
$’000
Australian dollars12%238%28
British pounds3%4,8280% -
New Zealand dollars3%177,6213%149,963
United States dollars5%1874%76
Total182,659150,067
60
61
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
29. FINANCIAL RISK MANAGEMENT (CONTINUED)
Liquidity risk
The Group manages liquidity risk by continuously monitoring cash flows and forecasts, and matching maturity profiles of financial assets
and liabilities. The Group also maintains adequate headroom on its loan facilities.
Policies are established to ensure all obligations are met within a timely and cost effective manner.
The following table analyses the Group’s financial liabilities into relevant contractual maturity groupings based on the remaining period
at the reporting date to the contractual maturity date. For the purpose of this table, it is assumed that year end interest rates applicable
to the term loan will apply through to expiry of the term loan facility, even though the Group has the option to repay the loan prior to its
expiry date. For cash flow hedges, the impact on the profit and loss is expected to occur at the same time as the cash flows occur.
The amounts disclosed below are contractual undiscounted cash flows at reporting date:
Carrying
amount
$’000
Less than
six months
$’000
Between
six months
and one
year
$’000
Between
one and
two years
$’000
Between
two and
five years
$’000
Over five
years
$’000
Total
$’000
2017
Borrowings181,74220,1843,066164,472 - - 187,722
Trade and other payables (excluding
employee entitlements)
122,227121,239 - 557579 - 122,375
Derivative financial instruments -
cash flow hedges:
6,951
Inflows(3,906)(99,694)(48,146)(2,103)(100)(153,949)
Outflows4,955103,64451,2003,73958163,596
Derivative financial instruments - fair
value through profit or loss:
43
Inflows(2,958) - - - - (2,958)
Outflows3,002 - - - - 3,002
Finance lease liabilities91722932530193 - 948
Financial guarantees24,67524,675 - - - - 24,675
Total336,555167,4207,341168,3842,308(42)345,411
2016
Borrowings149,1507,3902,3904,780144,163 - 158,723
Trade and other payables (excluding
employee entitlements)
93,83289,981 - 3,385645 - 94,011
Derivative financial instruments -
cash flow hedges:
6,356
Inflows(24,551)(73,681)(66,538)(7,640)(12,365)(184,775)
Outflows25,84575,86969,29510,35712,639194,005
Derivative financial instruments - fair
value through profit or loss:
51
Inflows(1,709) - - - - (1,709)
Outflows1,762 - - - - 1,762
Finance lease liabilities917191190381200 - 962
Financial guarantees3,3163,316 - - - - 3,316
Total253,622102,2254,76811,303147,725274266,295
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
29. FINANCIAL RISK MANAGEMENT (CONTINUED)
Capital risk management
The main objective of capital risk management is to ensure that the Group operates as a going concern, meeting debts as they fall due,
maintaining the best possible capital structure and reducing the cost of capital. Group capital consists of share capital, other reserves and
retained earnings. To maintain or alter the capital structure, the Group has the ability to review the size of dividends paid to shareholders,
return capital or issue new shares, reduce or increase debt, or sell assets.
There are a number of externally imposed bank financial covenants required as part of seasonal and term debt facilities. These covenants
are calculated monthly and reported to the banks on a monthly and quarterly basis.
The key covenants are as follows:
In addition, the Group also makes the following undertakings:
• At all times, the tangible assets of the Group entities that form part of the guaranteeing group shall not be less than 90% (2016: 90%)
of the total tangible assets of the whole Group.
• At all times, the total earnings before interest and tax (EBIT as defined within the banking agreement) of the Group entities that form
part of the guaranteeing group shall not be less than 75% (2016: 80%) of the total EBIT of the Group.
The Group has complied with all financial covenants during the year.
Seasonality
Due to the seasonal nature of the business the risk profile at year end is not representative of all risks faced during the year. Seasonality
causes large fluctuations in the size of borrowings and debtors.
FINANCIAL COVENANTREQUIREMENT IMPOSED
Contingent liabilities
Contingent liabilities of the Group shall not at any time exceed 6% (2016: 5%)
of total tangible assets of the Group.
Debt to debt and equity
The debt to debt and equity percentage shall not exceed the specified
percentage as at the end of each month. This percentage ranges from 45%
to 55% (2016: 45% to 55%).
Tangible net worth
The tangible net worth of the Group shall not be less than $270.0 million
(2016: $250.0 million).
Seasonal facility stock and debtors
Seasonal facility stock and debtors of the Group shall at all times be equal to
or exceed the specified ratio as at the end of each month. This ratio ranges
from 1.1:1 to 1.25:1 (2016: 1.1:1 to 1.25:1).
Total net worth
The total net worth of the Ultimate Parent shall not at any time be less than
EUR 750 million (2016: EUR 750 million).
62
63
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
29. FINANCIAL RISK MANAGEMENT (CONTINUED)
Financial instruments by category
The classification of the Group’s financial assets and liabilities depends on the purpose for which the assets were acquired or
liabilities were incurred. Management determines the classification of its financial assets and liabilities at initial recognition and
re-evaluates this designation at every reporting date.
Financial assets classed as loans and receivables and financial liabilities classed as measured at amortised cost are carried at
amortised cost less any impairment. Loans and receivables includes cash and cash equivalents which comprises cash balances
and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are
included in current liabilities in the balance sheet and as a financial liability measured at amortised cost, unless there is a right of
offset, and included as a component of cash and cash equivalents in the statement of cash flows.
Financial assets and liabilities carried at fair value through profit or loss are initially recognised at fair value. Realised and
unrealised gains arising from changes in fair value are included in the income statement.
Financial assets and financial liabilities classed as derivatives for hedging are recognised at fair value. The Group recognises
the effective portion of changes in the fair value of derivative financial instruments that qualify as cash flow hedges in other
comprehensive income. Gains or losses relating to the ineffective portion of a cash flow hedge are recognised in the income
statement. Amounts taken to equity are transferred to the income statement when the hedged transaction affects the income
statement.
Available-for-sale financial assets are carried at fair value. Unrealised gains and losses arising from changes in fair value are
recognised in other comprehensive income, except for foreign exchange movements in monetary assets which are recognised in
the income statement. When available-for-sale financial assets are sold, the accumulated fair value adjustments are included in
the income statement as gains or losses.
Financial assets
Loans and
receivables
$’000
Fair value
through
profit or
loss
$’000
Derivatives
for hedging
$’000
Available-
for-sale
$’000
Total
$’000
2017
Cash and cash equivalents26,400 - - - 26,400
Trade and other receivables (excluding prepayments and taxes)143,351 - - - 143,351
Available-for-sale financial assets - - - 2,1922,192
Derivative financial instruments - 1055,225 - 5,330
Total169,7511055,2252,192177,273
2016
Cash and cash equivalents17,064 - - - 17,064
Trade and other receivables (excluding prepayments and taxes)102,482 - - - 102,482
Available-for-sale financial assets - - - 928928
Derivative financial instruments - 299,478 - 9,507
Total119,546299,478928129,981
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
29. FINANCIAL RISK MANAGEMENT (CONTINUED)
Financial liabilities
Fair value measurement
Techniques applied by the Group which use methods and assumptions to estimate the fair value of financial assets and liabilities
are considered to be level 2 in the fair value hierarchy. Inputs other than quoted prices included within level 1 of the fair value
hierarchy are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). There
have been no transfers between levels during the year.
The estimated fair values of all of the Group’s other financial assets and liabilities approximate their carrying values.
30. RELATED PARTY TRANSACTIONS
Transactions with the Group’s related parties comprise of sales and purchases of produce, and services, in the ordinary course of
business. Related party sales and purchases of produce are at amounts similar to those with third parties, and services provided and
received are agreed at negotiated amounts between the related parties.
Transactions with the Ultimate Parent
The Group has related party transactions with the Ultimate Parent as follows:
Measured
a t
amortised
cost
$’000
Fair value
through
profit or
loss
$’000
Derivatives
for hedging
$’000
Total
$’000
2017
Borrowings181,742 - - 181,742
Trade and other payables (excluding employee entitlements)122,227 - - 122,227
Finance lease liabilities917 - - 917
Derivative financial instruments - 436,9516,994
Total304,886436,951311,880
2016
Borrowings149,150 - - 149,150
Trade and other payables (excluding employee entitlements)93,832 - - 93,832
Finance lease liabilities917 - - 917
Derivative financial instruments - 516,3566,407
Total243,899516,356250,306
2017
$’000
2016
$’000
Services provided to the Ultimate Parent259181
Services received from the Ultimate Parent(61) -
Current receivables owing from the Ultimate Parent536181
Current payables owing to the Ultimate Parent(16) -
64
65
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
30. RELATED PARTY TRANSACTIONS (CONTINUED)
Transactions with the Ultimate Parent’s subsidiaries and associates
The Group has related party transactions with R.I. Solution GmbH, a wholly-owned subsidiary of the Ultimate Parent, and the transactions
with this subsidiary are detailed as follows:
The Group also has related party transactions with Obst vom Bodensee Vertriebsgesellschaft mbH, an associate of the Ultimate Parent,
and the transactions with this associate are detailed as follows:
Transactions with joint ventures and associates
The Group has related party transactions with its joint ventures and associates. The details of the transactions are contained in notes 20
and 21 respectively.
Transactions with directors and key management personnel
In previous years, the Group signed agreements to purchase the remaining shares in Delica Limited and Delica North America which
included deferred consideration to the entities’ former directors and management.
The Group has a $1.1 million payable due within 12 months to former directors and management of Delica North America (2016: $2.1
million due within 12 months to former directors and mangement of Delica Limited and $1.3 million due within 12 months to former
directors and management of Delica North America, and $1.0 million due in more than 12 months to former directors and management
of Delica North America).
The final deferred consideration payment owing to the former directors and management of Delica Limited was made in the current year.
Key management personnel compensation
2017
$’000
2016
$’000
Services received from the Ultimate Parent's subsidiary(553)(1,047)
Current payables owing to the Ultimate Parent's subsidiary(586)(38)
2017
$’000
2016
$’000
Sale of produce to the Ultimate Parent's associate4,4623,621
Services provided to the Ultimate Parent's associate4 -
Services received from the Ultimate Parent's associate(3,344)(1,698)
Current receivables owing from the Ultimate Parent's associate83 -
2017
$’000
2016
$’000
Short-term employee benefits3,6123,476
Long-term employee benefits236138
Termination benefits1,611 -
Directors' remuneration455480
Total5,9144,094
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
31. INVESTMENTS IN SUBSIDIARIES
Significant subsidiaries of the Group are listed below:
NAME OF ENTITY
PLACE OF BUSINESS
AND COUNTRY OF
INCORPORATION
OWNERSHIP
INTEREST (%)
PRINCIPAL ACTIVITY
20172016
Apollo Apples (2014) LimitedNew Zealand100100Horticulture operations
Berryfruit New Zealand LimitedNew Zealand100100Horticulture operations
Delica LimitedNew Zealand100100Fruit exporter
Delica Australia Pty LimitedAustralia100100Fruit exporter
Delica Domestic Pty LimitedAustralia8080
Fruit and produce wholesale
distributor
Delica North America, Inc.
(1)
United States of America50100Fruit exporter
Delica (Shanghai) Fruit Trading Company
Limited
China100100
In-market services and fruit
importer
ENZA Fresh, Inc.
(2)
United States of America - 100Pipfruit promotion
ENZA Investments USA, Inc.
(3)
United States of America - 100Investment company
ENZAFOODS New Zealand LimitedNew Zealand100100
Manufacturer of processed fruit
and vegetable products
ENZAFRUIT New Zealand (CONTINENT)Belgium100100Pipfruit marketing
ENZAFRUIT New Zealand (U.K.) Limited
(4)
United Kingdom - 100Investment company
ENZAFRUIT New Zealand International
Limited
New Zealand100100Pipfruit sales and marketing
ENZAFRUIT Peru S.A.CPeru100100Horticulture operations
ENZAFRUIT Products Inc.United States of America100100
Fruit variety development and
propagation
Fruit Distributors LimitedNew Zealand100100Investment company
Fruitmark NZ LimitedNew Zealand100100Processed foods broking
Fruitmark Pty LimitedAustralia100100Processed foods broking
Fruitmark USA Inc.United States of America100100Processed foods broking
Great Lake Tomatoes Limited
(5)
New Zealand - 100Horticulture operations
Invercargill Markets LimitedNew Zealand100100Investment company
Safer Food Technologies Limited
(6)
New Zealand - 100Investment company
Status Produce LimitedNew Zealand100100Horticulture operations
Status Produce Favona Road LimitedNew Zealand100100Leased property holding
T&G Fruitmark HK LimitedHong Kong100100Processed foods broking
T&G Insurance Limited
(7)
New Zealand100 - Captive insurance provider
T&G Japan LimitedJapan100100
In-market services and fruit
importer
T&G South East Asia LimitedThailand100100
In-market services and fruit
importer
T&G Vizzarri Farms Pty LimitedAustralia5050
Fruit and produce wholesale
distributor
Taipa Water Supply LimitedNew Zealand6565Water supply
Turners & Growers (Fiji) LimitedFiji7070Fresh produce importer
Turners & Growers Fresh LimitedNew Zealand100100
Fresh produce wholesale
distributor
Turners & Growers New Zealand LimitedNew Zealand100100Shared services provider
Turners and Growers Horticulture LimitedNew Zealand100100Horticulture operations
Worldwide Fruit Limited
(8)
United Kingdom5050
Pipfruit importer and packing
services
66
67
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
NOTES TO THE FINANCIAL STATEMENTS
(CONTINUED)
31. INVESTMENTS IN SUBSIDIARIES (CONTINUED)
(1)
On 6 April 2017, the Group sold 50% of its shares in Delica North America to Grandview Brokerage Limited, which holds a majority shareholding in GB LLC.
Refer to note 19 for further information.
(2)
On 6 April 2017, ENZA Fresh, Inc. merged into GB LLC. Refer to note 19 for further information.
(3)
On 20 March 2017, ENZA Investments USA, Inc. merged into ENZA Fresh, Inc.
(4)
On 2 October 2017, the assets of ENZAFRUIT New Zealand (U.K.) Limited were distributed to ENZAFRUIT New Zealand International Limited and the entity
was liquidated.
(5)
On 1 August 2017, Great Lake Tomatoes Limited was amalgamated into Status Produce Limited.
(6)
On 10 October 2017, Safer Foods Technologies Limited was amalgamated into Invercargill Markets Limited.
(7)
On 7 August 2017, T&G Insurance Limited was incorporated. The entity is located in Auckland, New Zealand.
(8)
From 2 January 2017, the Group has accounted for Worldwide Fruit as a subsidiary in accordance with NZ IFRS 10 Consolidated Financial Statements. Refer to
note 18 for further information.
The balance date of all subsidiaries is 31 December.
32. EVENTS OCCURING AFTER THE BALANCE DATE
Potential sale of ENZAFOODS New Zealand Limited
As at the date of these accounts being issued, the Group was in negotiations to sell the assets and business of its wholly-owned subsidiary,
ENZAFOODS New Zealand Limited. This entity forms part of the Processed Foods segment and has processing operations in Hastings,
New Zealand and Nelson, New Zealand.
Amalgamation of Apollo Apples (2014) Limited
On 1 January 2018, Apollo Apples (2014) Limited (Apollo) was amalgamated into ENZAFRUIT New Zealand International Limited
(ENZAFRUIT NZ), bringing together the horticultural operations in Apollo with the pipfruit sales and marketing activities in ENZAFRUIT NZ.
Final dividend announced
On 28 February 2018, the Board resolved to pay a final dividend to the shareholders of $0.06 per share.
There are no other events post balance date that would cause a material misstatement to the financial information presented in this
report.
FIVE YEAR FINANCIAL REVIEW
2017
$’000
2016
$’000
2015
$’000
2014
$’000
2013
$’000
Revenue
Continuing activities1,106,466871,771812,764727,022732,221
Profit
Pre-tax profit22,32542,09524,66916,84023,420
Net profit after tax22,59732,43619,45010,61417,238
Funds employed
Paid up capital176,357176,357170,317165,147165,147
Retained earnings and reserves 237,417168,082147,933110,058102,324
Non-controlling interests11,8192,3832,6961,7611,200
Non-current liabilities 217,164194,853214,855167,95199,005
Current liabilities155,959108,911118,167106,53192,140
798,716650,586653,968551,448459,816
Assets
Property, plant and equipment450,981393,974401,395338,299250,773
Other non-current assets 93,25460,00857,42634,93752,219
Current assets254,481196,604195,147178,212156,824
798,716650,586653,968551,448459,816
20172016201520142013
Statistics
Number of ordinary shares on issue122,543,204122,543,204119,803,316117,010,550117,010,550
Earnings per share - cents15.825.115.48.413.8
Net tangible assets per security$3.17$2.62$2.47$2.27$2.19
Percentage of equity holders funds to total assets 53%53%49%50%58%
Ratio of current assets to current liabilities1.631.811.651.671.70
Ratio of debt to equity
(1)
0.880.881.040.990.71
Dividends
Cents per share on paid up capital 6665 -
Total dividend paid$7,352,592$7,188,199$7,020,633$5,850,528 -
(1)
Debt includes trade payables.
68
69
T&G Global Limited Consolidated Financial Statements 2017T&G Global Limited Consolidated Financial Statements 2017
DIRECTORY
DIRECTORS
Prof. K.J.Lutz
Chairman and Non-independent Director
C.U.G. Bell
Non-independent Director
C.A. Campbell
Independent Director
A. Helber
Non-independent Director
M.W. Liu
Non-independent Director
R.T. Priske
Non-independent Director
J.S. Wilson
Independent Director
REGISTERED OFFICE
1 Clemow Drive
Mt Wellington
Auckland 1060, New Zealand
REGISTERED OFFICE CONTACT DETAILS
PO Box 290
Shortland Street
Auckland 1140, New Zealand
Telephone: (09) 573 8700
Website: www.tandg.global
Email: info@tandg.global
AUDITORS
Deloitte Limited
PRINCIPAL BANKERS
Bank of New Zealand
HSBC
Rabobank
Westpac New Zealand
PRINCIPAL SOLICITORS
Russell McVeagh
SHARE REGISTRY
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Auckland 0622, New Zealand
SHARE REGISTRY CONTACT DETAILS
Private Bag 92119
Victoria Street West
Auckland 1142, New Zealand
Investor enquiries: (09) 488 8700
Website: www.computershare.co.nz
Email: enquiry@computershare.co.nz
www.tandg.global
---
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
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:
30 March 201806 April 2018
$$0.003000$0.023333
$
NZD
$7,352,592.24
Date Payable
NEW ZEALAND DOLLARS
Enter N/A if not
applicable
NZTURE0002S5
In dollars and cents
CASH HELD
$0.060
(09) 573 8899(09) 573 478928022018
Ordinary Shares
EMAIL: announce@nzx.com
Notice of event affecting securities
T&G GLOBAL LIMITED
Doug Bygrave - Company SecretaryDirectors' Resolution
---
1
NZX Announcement
1 March 2018
T&G GLOBAL CONTINUES GROWTH PATH DESPITE CHALLENGING YEAR
T&G Global Limited (T&G) had plenty to celebrate in its 120th year despite climatic challenges which
impacted its overall business result and contributed to a reduced profit after tax of $22.6m, down 30% on
the previous year.
The Group reported over a billion dollars of revenue for the first time, due to continued growth in its core
business and aided by the consolidation of UK subsidiary Worldwide Fruit.
Continued strong pricing for T&G’s apple varieties supported revenue growth for the Pipfruit business.
Additionally, improved local trading conditions led to an improved result for the New Zealand Markets
business.
However, 2017 was overall a challenging year with poor weather conditions negatively impacting on fruit
quality and domestic and international harvests. Adverse weather conditions also impacted the
International Produce division’s product lines with the most affected being T&G’s key grape and high
margin cherry businesses. The growing maturity of T&G’s international operations, inflationary increases in
employee wages and salaries also added to an increase in operating costs.
T&G’s Chief Financial Officer, Wolfgang Loose, states “despite the difficult environmental conditions, the
business overall remains on track to achieve its long-term strategic objectives. These include further
vertical integration, additional investment in plant variety rights, produce marketing, and a continued focus
on customer value and investment in people.”
One-off gains of $23.6m, relating to the acquisition of shares in Grandview Brokerage LLC and the first-
time consolidation of Worldwide Fruit, were largely offset by asset impairments recorded in the business.
T&G continued to invest in its local infrastructure and growing operations during 2017 as evidenced by a
capital investment programme of $20.4 million. This included the planting of 62 hectares of new apple
orchards and 140,000 new apple trees, ensuring a steady future supply of key variety apples for T&G’s
export programmes.
The Group will pay a fully-imputed dividend of $0.06 per share to its shareholders in April 2018.
ENDS
For more information please contact:
Jo Jalfon, Head of Corporate Brand/Communications, T&G Global
Tel: 027 201 2645
Email: joanne.jalfon@tandg.global
www.tandg.global
---
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T&G Global Limited Annual Report 2017
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SECTION HERE
ANNUAL REPORT
DECEMBER 2017
Grow
3'2
2
3
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T&G Global Limited Annual Report 2017T&G Global Limited Annual Report 2017
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041608
2434
14
2836
Our Core
Results
Our Divisions
Our Board
Global GrowthCorporate
Governance
Financial
Summary
Growing GreenStatutory
Information
CONTENTS
8(-&
1$2'
The T&G Global (T&G) story and that of its
entities began in Auckland, New Zealand
in 1897 when English-born Edward Turner
Esquire started a fruit auction business
which went on to become the city’s
largest.
Now, we’re over 120 years fresh thanks to
consistent growing practices, committed
growers, valued customers and
SDVVLRQDWHVWDDURXQGWKHZRUOG
We are one of New Zealand’s largest
vertically integrated growing, packing,
shipping and marketing companies. We
have the people, structure and brands to
further support the global communities in
which we operate and provide a return for
all stakeholders.
Like you, we’re fresh food lovers. We’re
constantly striving for quality produce
while exploring sustainable growing
practices to maintain year-round
freshness and provide a healthier lifestyle
for everyone we share the planet with.
T&G continues to invest extensively in
new varieties, technology and innovation,
from seed to sale, while supporting our
H[LVWLQJEUDQGVWRIXOȴOFXVWRPHUGHPDQG
in the future.
NATALIE SHARPLES AND
MICHELLE SINGH
T&G MARKETERS
4
5
T&G Global Limited Annual Report 2017
|
OUR CORE RESULTSOUR CORE RESULTS
|
T&G Global Limited Annual Report 2017
Prof. Klaus Josef Lutz
Chairman
Our core
1$24+32
The Board of Directors
presents the Annual Report
for T&G Global Limited and
its subsidiary companies
(“T&G“) for the year ended 31
December 2017.
Undoubtedly, 2017 was a challenging year
with increasing disruption from severe
weather events in virtually all regions
of the world where T&G either grows
or sources its produce. This is just one
factor driving the need to adopt more
sustainable, innovative and smarter best
practice in both our own and third-party
supplier operations to ensure that grower
and customer needs can still be met even
during the more challenging seasons.
While these events negatively impacted
WKHȴQDQFLDOSHUIRUPDQFHLQLWGRHV
not alter the positive, underlying trends
for T&G. Management has continued to
diligently execute T&G’s Strategy 2022.
As a result, the foundations for long-term
sustainable growth continue to be pursued
through the investment in new plantings,
digital enablement, strengthened
operational assets and additional
H[SHUWLVHLQRXUJOREDOWHDP7KHEHQHȴWV
of this investment will become evident as
the volumes from T&G’s own and third
party licensed growers increase and our
FXVWRPHUVEHJLQWREHQHȴWIURPWKHJOREDO
insights, marketing support and account
management provided by T&G’s in-market
teams.
Serving the needs of our customers
It was a pleasure to share our 120th
anniversary celebrations with so many
of our growers and customers this year
without whom we would not be as strong
as we are today.
H[HPSOLȴHGKRZUHVLOLHQWRXUJURZHU
partners must be with increasing severity
RIȵRRGVGURXJKWKHDWZDYHVDQGIURVWV
around the world. Europe was a prime
example, with an estimated 15% of the
European apple crop lost due to severe
frosts.
In such conditions, the value of a global
QHWZRUNRIRɝFHVDQGWKHȵH[LELOLW\RI
multiple supply regions helps T&G’s
customers to continue to receive quality
fresh produce year-round. T&G recognises
the value it can create for its customers
from its global intelligence and these
insights can help meet the customers’
needs depending on varietal trends,
grower development and seasonal impacts
in one or more territories. The increasing
use of information inherent within the T&G
network may become as valuable to the
customer as the quality of the produce
delivered to the consumer.
Strengthening relationships
I am pleased to report that during 2017
T&G has continued to mature its supply
chain as it seeks to get closer to the needs
of its customers in key markets and reduce
the risk posed by disintermediation.
T&G strengthened its position in existing
important markets including the United
Kingdom and the United States through
WKHȴUVWWLPHFRQVROLGDWLRQRI:RUOGZLGH
Fruit Limited and acquiring an equity
interest in Grandview Brokerage LLC,
which owns David Oppenheimer &
Company I, L.L.C. (Oppy US), one of North
America’s leading fresh produce traders.
The United States is the second largest
consumer of fresh produce and one of the
fastest growing markets for fresh produce
after China. Oppy US and T&G’s key
produce categories are perfectly aligned
and we look forward to working closely
with Oppy US to further grow this business
DQGRHUJURZHUVXSSOLHUVDFFHVVWRERWK
US domestic and export markets.
PROF. KLAUS
JOSEF LUTZ
CHAIRMAN
Simplify and focus
T&G has continued to divest of
underperforming or non-core assets as it
focuses on growth markets and produce
categories. Earlier in the year, the non-core
EXVLQHVVRI)ORUDPD[ȵRZHUDXFWLRQZDV
sold and in October the potential sale or
closure of our processed foods business
T&G Foods (ENZAFOODS New Zealand
Limited) was announced. We hope to
conclude this process shortly.
Looking forward
Smart farming is one of the most
important developments in primary
LQGXVWU\7KHEHQHȴWVIURPJURZHU
to customer, are numerous and the
consequences reach far beyond the
industry and deep into the communities
and consumers of fresh produce.
The use of technology and information
will, among other things, improve
grower returns, reduce waste, improve
sustainable farming practices, reduce
water consumption, provide cost savings,
maximise yield and ultimately feed more
people from the same resources with less
impact on the environment.
T&G is no exception and there are many
areas where process and technology
improvements are being made to
further empower our people and enable
the sharing of knowledge across T&G
and with our growers and customers.
FirstPick™ and OrchardHand™ are two
examples of innovation that are driving the
business forward. FirstPick™, our digital
produce buying platform, continued
to grow strongly in 2017 and T&G has
already adopted its orchard application
OrchardHand™, on its own apple orchards
and has extended it to growers in New
Zealand and the United States.
T&G strengthened its commitment
to ‘Growing Green’ in 2017 through a
number of initiatives including joining New
Zealand’s Soft Plastics Recycling Initiative
which encourages consumers to return
soft plastics to supermarkets for recycling.
We also signed a new collaboration
DJUHHPHQWZLWKWKH(QHUJ\(ɝFLHQF\
and Conservation Authority (EECA) after
formalising our relationship in late 2015.
At the time we set an initial target of
reducing energy use by two GWh by 2018.
However, that target was reached after 12
months with EECA’s support.
During 2017 T&G made improvements
LQKLJKHQHUJ\DUHDVLWVRɝFHVJURZLQJ
sites and market sites across New Zealand.
T&G is intent on reducing the cost of food
production but also food wastage through
enhancements to its growing programmes
and donations to organisations such as
KiwiHarvest which redistributes excess
food to those in need.
Thank you
On behalf of the board, I would like to
thank Alastair Hulbert for his leadership
DV&KLHI([HFXWLYH2ɝFHUIURPWR
2017. During his tenure, the strategy and
YDOXHVWKDWPDQDJHPHQWDQGVWDVHWIRU
T&G has delivered the most stable and
SURȴWDEOHSHULRGLQ7 *ȇVKLVWRU\
The Board also wishes to thank Sir John
$QGHUVRQIRUKLVVLJQLȴFDQWFRQWULEXWLRQ
and leadership and wishes him all the
very best for his retirement which he
announced in December 2017. We equally
appreciate the contribution Rob Campbell
made to our Board over six years prior to
his resignation in April 2017.
Finally, thank you to the management
and employees of T&G who have worked
diligently in 2017 to support our growers,
customers and each other.
We look forward to continuing this
momentum and a positive 2018.
6
7
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T&G Global Limited Annual Report 2017
T&G GLOBAL CELEBRATED
120 YEARS FRESH IN 2017
Our Board
CAROL CAMPBELL
BCom, CA, ChMinstD
Independent Director
Director since June 2010
Board committees: Chair of the Finance,
Risk and Investment Committee, Member
of the Human Resources Committee
Carol Campbell is a chartered accountant
and a member of Chartered Accountants
Australia and New Zealand. Mrs Campbell
KDVH[WHQVLYHȴQDQFLDOH[SHULHQFHDQGD
VRXQGXQGHUVWDQGLQJRIHɝFLHQW%RDUG
governance.
She holds a number of directorships
across a broad spectrum of companies
including Kiwibank, New Zealand Post,
NZME, NPT and Fisher Listed Investment
&RPSDQLHVȂ.LQJȴVK%DUUDPXQGLDQG
Marlin Global where she is Chair of the
Audit and Risk Committee.
PROF. KLAUS JOSEF LUTZ
Chairman & Non-Independent Director
Director since April 2012
Prof. Klaus Josef Lutz has been the Chief Executive
2ɝFHURI%D\:D$NWLHQJHVHOOVFKDIW%D\:D
since July 2008. He began his career initially as a
lawyer but soon assumed managerial positions
LQDQXPEHURIGLHUHQWVHFWRUVZKLFKHQDEOHG
him to gain extensive experience, above all in the
restructuring and development of companies.
He is a member of the supervisory boards of a
number of listed and private companies including
Euro Pool System International B.V. (chairman),
5:$5DLHLVHQ:DUH$XVWULD$*8QVHU/DJHUKDXV
Warenhandelsgesellschaft m.b.H and Giesecke &
Devrient GmbH (chairman).
ΖQ3URI/XW]ZDVDSSRLQWHGDVDQ
honorary professor of Managerial Economics
of Co-operative Societies at the Technische
Universität München.
MAU WAH LIU
Non-Independent Director
Director since April 2017
0DX:DK/LXKDVPRUHWKDQ\HDUVRI
experience in the produce industry and
enterprise management. In 1998, he
founded Golden Wing Mau Enterprise
Development Co., Limited. He is
the Chairman of Golden Wing Mau
Agricultural Produce Corporation (Joy
Wing Mau Group), which he established
LQ
Mr Liu has won numerous industry
honours and awards including receiving
the China Fruit Marketing Association
Award “Person of the Year” in 2016.
ANDREAS HELBER
Non-Independent Director
Director since April 2012
Board committees: Member of the
Finance, Risk and Investment Committee
Andreas Helber has been Chief Financial
2ɝFHU&)2RI%D\:DVLQFHDQG
began his career as a business graduate
at KPMG in Munich. In 2000, Mr Helber
joined BayWa as Head of Finance. He
subsequently took over as manager of
Investor Relations and was appointed
Executive Manager in 2007 before his
current role as CFO.
Mr Helber is a member of the supervisory
boards of a number of listed and
private companies including R+V
3HQVLRQVYHUVLFKHUXQJ$*5:$5DLHLVHQ
Ware Austria AG, and Unser Lagerhaus
Warenhandelsgesellschaft m.b.H.
JOHN WILSON
B.Agr.Sc
Independent Director
Director since April 2012
Board committees: Chairman of the
Human Resources Committee, Member
of the Finance, Risk and Investment
Committee
John Wilson is currently the chairman
of dairy co-operative Fonterra. He is a
chartered member of the Institute of
Directors in New Zealand and on the
Executive Board of the New Zealand
China Council.
Mr Wilson lives on his farm near Te
Awamutu and jointly owns a dairy
farming business based near Geraldine,
South Canterbury.
CHRISTIANE BELL
Non-Independent Director
Director since February 2014
Christiane Bell is the current General
Manager Fruit at BayWa and responsible
for BayWa’s Global Produce. Ms Bell has
served as head of fruit, vegetables and
baked goods at discounters Penny and
as Sales Director Germany / Scandinavia
with Dutch company The Greenery.
Ms Bell is currently director of Obst
vom Bodensee Vertriebsgesellschaft
m.b.H. and TFC Holland B.V.
RALF TOBIAS PRISKE
Non-Independent Director
Director since December 2017
Ralf Tobias Priske started working for
BayWa in 1998 as member of the legal
department providing advice to the
various branches of the company and
had a leading role in the acquisition of
the majority of the shares of T&G by
BayWa in 2012.
)URPWRKHZRUNHGIRU
the renewable energy sector of the
BayWa Group as Deputy Legal Counsel
focusing on establishing the renewable
energy business in the USA. In July
2015, Mr Priske was appointed as
BayWa’s Company Secretary and lives in
Rosenheim near Munich, Germany.
8 OUR BOARD
|
T&G Global Limited Annual Report 2017
11
T&G Global Limited Annual Report 2017
|
GLOBAL PRESENCE
We grow, source,
market, distribute and
sell produce across
the globe.
Austria, Chile, France, Germany, Italy,
New Zealand, South Korea, Spain,
Switzerland, United Kingdom, USA
Australia, Mexico, New Zealand, Peru
Australia, Ecuador, Mexico, PeruChile, Italy, New Zealand
Australia, Chile, Mexico, Peru, USA
Ecuador
APPLES
KIWIFRUIT
BANANAS
ASPARAGUS
MANGOES
GRAPES
GLOBAL
BASKET
Australia, Canada, Chile,
New Zealand, USA
Australia, New Zealand, Peru, USAAustralia, Chile, New Zealand,
Peru, USA
Thailand
New ZealandPhilippinesAustralia, Chile, New Zealand, USAAustralia, New Zealand
POTATOESPINEAPPLESSTONE FRUITTOMATOES
CHERRIESCITRUSBERRIESDRINKING COCONUTS
10 GLOBAL PRESENCE
|
T&G Global Limited Annual Report 2017
UK
SOUTH AMERICA
NORTH AMERICA
ASIA
PACIFIC ISLANDS
AUSTRALIA
NEW ZEALAND
CONTINENTAL EUROPE
WHERE WE GROW,
EXPORT FROM OR HAVE
A PRESENCE AND SELL
TO CUSTOMERS.
+.! +
1$2$-"$
12
13
T&G Global Limited Annual Report 2017
|
OUR RESULTSOUR RESULTS
|
T&G Global Limited Annual Report 2017
2017
2016$872$33.4$32.4$347$2.62
$
20.8
MILLION
$
426
MILLION
$
3.17
$
1,106
MILLION
$
22.6
MILLION
REVENUEFINANCIAL YEARNET ASSETSOPERATING PROFITNET TANGIBLE ASSETS
PER SHARE*
PROFIT AFTER
INCOME TAX
- /2'.3
.%.411$24+32
*Total net assets less total intangible assets,
divided by number of ordinary shares.
MILLIONMILLIONMILLIONMILLION
T&G EGM New Zealand Andrew Keaney
(centre) celebrates Lotatoes™ being
named the overall winner of the Ministry
for Primary Industries’ Primary Sector
Award 2017 with T&G potato growers
Eamon Balle, Balle Brothers (left) and
Pravin Masters, Masters Produce (right).
14
15
FINANCIAL SUMMARY
|
T&G Global Limited Annual Report 2017T&G Global Limited Annual Report 2017
|
FINANCIAL SUMMARY
(- -"( +
4,, 18
WOLFGANG LOOSE
CHIEF FINANCIAL OFFICER
In 2017, T&G celebrated its
120th year by surpassing a
billion dollars of revenue for
WKHȴUVWWLPHJURZLQJLWVJOREDO
presence with new ventures
in the United States (US) and
the United Kingdom (UK), and
achieving a strong result in its
New Zealand Markets business.
The past year was not without its
challenges however as poor weather
conditions negatively impacted on fruit
quality and domestic and international
harvests. The lack of quality fruit combined
with increasing costs in its businesses saw
7 *ȇVQHWSURȴWDIWHULQFRPHWD[GHFUHDVH
E\PLOOLRQIURPPLOOLRQLQ
to $22.6 million in 2017.
Growing a global presence
One of T&G’s strategic focuses is to grow
and strengthen key markets both locally
and overseas. During the year, T&G
DFTXLUHGRIWKHVKDUHVLQ*UDQGYLHZ
Brokerage LLC, a US company that holds
100% of the shares in David Oppenheimer
& Company I, L.L.C. with whom T&G has
had a long association. This venture gives
T&G greater access to the US market for
T&G’s own grown and sourced pipfruit.
In 2017, T&G also consolidated
Worldwide Fruit Limited (Worldwide Fruit)
LQWRLWVUHVXOWVIRUWKHȴUVWWLPH7KLV
consolidation was made possible through
the renegotiation of the shareholders’
agreement between Worldwide Fruit’s two
50% shareholders. By working closely with
Worldwide Fruit, T&G further strengthens
its presence in the UK market.
$SDUWIURPWKHVHWZRVLJQLȴFDQW
transactions, T&G also became the
licence holder of 16 proprietary blueberry
varieties in Australia. This investment
enables T&G to work with growers to
develop and market a range of varieties in
a category that is rapidly growing globally.
Achieving a key revenue milestone
7KHȴQDQFLDO\HDUVDZUHYHQXH
LQFUHDVHE\PLOOLRQIURP
$871.8 million in 2016 to $1.1 billion in
PDUNLQJWKHȴUVWWLPH7 *KDV
recorded a billion dollars of revenue. Most
of this revenue growth was through the
consolidation of Worldwide Fruit in the UK
contributing $212.6 million of revenue.
In addition, continued strong pricing for
T&G’s apple varieties and a good result
for the New Zealand Markets contributed
to organic revenue growth for the Pipfruit
and New Zealand Produce divisions.
This landmark revenue result for T&G did
QRWWUDQVODWHWRRSHUDWLQJSURȴWJURZWKDV
operating costs increased by
PLOOLRQIURPPLOOLRQLQ
to $260.2 million in 2017 and purchases,
raw materials and consumables used
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PLOOLRQLQWRPLOOLRQ
in 2017.
The majority of the increase was again
due to the consolidation of Worldwide
Fruit. The growing maturity of T&G’s
LQWHUQDWLRQDORSHUDWLRQVLQȵDWLRQDU\
increases in employee wages and
VDODULHVDQGLQFHQWLYHSD\PHQWVWRVWD
recognising the 2016 result, have also
added to the increase in operating costs.
2SHUDWLQJSURȴWZDVDOVRDHFWHG
E\VLJQLȴFDQWZHDWKHUHYHQWVLQ1HZ
Zealand and internationally. In the Pipfruit
GLYLVLRQVLJQLȴFDQWXQVHDVRQDOUDLQLQ
Hastings, New Zealand in the early part
of 2017 impacted on apple quality and
harvests, reducing the amount of quality
fruit available for local and international
markets.
Adverse weather conditions also impacted
on most of the International Produce
division’s product lines, with the most
DHFWHGEHLQJ7 *ȇVNH\JUDSHDQG
high margin cherry businesses. In Peru,
the division’s grape growing operations
ZHUHVHYHUHO\LPSDFWHGE\ȵRRGLQJZLWK
extensive damage to the vines resulting in
the loss of this season’s harvest.
The New Zealand Produce division had an
excellent year and outperformed 2016 on
DQRSHUDWLQJSURȴWOHYHO7KLVZDVSRVVLEOH
due to a record result in the New Zealand
Markets business which was driven by
higher fresh produce prices overall in 2017
and hence higher commissions earned by
the business.
3URȴWDIWHUWD[IRULQFOXGHVRQHR
gains of $15.4 million and $8.2 million,
relating to the acquisition of Grandview
%URNHUDJH//&DQGȴUVWWLPHFRQVROLGDWLRQ
of Worldwide Fruit respectively. These
JDLQVZHUHRVHWE\LPSDLUPHQWVUHFRUGHG
in the business.
Robust financial position
T&G continues to have a solid balance
sheet with total net assets of
$425.6 million representing a
$78.8 million increase from 2016.
$56.1 million of the increase was from
the revaluations of commercial land and
improvements, buildings, and orchard
land and improvements in line with T&G’s
accounting policy for property, plant and
equipment.
The consolidation of Worldwide Fruit and
the investment in Grandview Brokerage
LLC also contributed to the increase in net
assets compared to 2016.
2017 saw continued investment in
T&G’s local infrastructure and growing
operations as evidenced by a capital
investment programme of $20.4 million.
This included the planting of 62 hectares
of new apple orchards and 140,000 new
apple trees, ensuring a steady future
supply of key variety apples for T&G’s
export programmes.
The increase in net assets has seen net
tangible assets per share increase from
LQWRLQGULYHQ
in part by a higher asset base from
DVVHWUHYDOXDWLRQVDQGWKHȴUVWWLPH
consolidation of Worldwide Fruit. Earnings
per share however has declined from 25.1
cents per share in 2016 to 15.8 cents per
VKDUHLQGXHWRWKHGLɝFXOW\HDU
experienced by T&G.
Wolfgang Loose
&KLHI)LQDQFLDO2ɝFHU
16
17
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T&G Global Limited Annual Report 2017T&G Global Limited Annual Report 2017
|
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Our
õ(2(.-2
Every day, T&G delivers the highest quality
fresh produce around the world. We do this by
growing and sourcing year-round, from the top
of the globe to the bottom, while staying true
to our purpose of a Passion for Freshness.
18 20 22
PipfruitInternational
Produce
New Zealand
Produce
JAMIE LAUFISO AND
WIREMU TAKEREI
T&G NZ PRODUCE
18
19
T&G Global Limited Annual Report 2017
|
PIPFRUITPIPFRUIT
|
T&G Global Limited Annual Report 2017
(/%13
O //+$2H/$ 12
T
he North American market was a
key focus for T&G’s Pipfruit (apples
and pears) division in 2017 with
greater collaboration between T&G and
Oppy’s domestic and export account
teams. The enhanced partnership is
EHQHȴWLQJJURZHUVVXSSOLHUVFXVWRPHUV
and consumers of apples in the region.
T&G increased its previous 15%
shareholding in the US produce marketing
and distribution business, David
Oppenheimer & Company I, L.L.C. (Oppy
86WKURXJKLWVDFTXLVLWLRQRIRI
Grandview Brokerage LLC, which holds
100% of Oppy US.
The two US collaborations have already
led to stronger integration between
T&G’s and Oppy US’s domestic and
H[SRUWDFFRXQWWHDPVIRUWKHEHQHȴWRI
growers, suppliers, key customers and the
consumers of fresh produce.
T&G and Grandview Brokerage Limited
(GBL), a 65% owned subsidiary of Total
Produce plc (Ireland), announced a
partnership with two US produce businesses
in March 2017 to provide their respective
grower suppliers with access to both US
domestic and international customers.
Despite strengthened ties in all
key markets, T&G’s Pipfruit division
experienced a challenging year overall
due to wet weather in the southern
KHPLVSKHUHDQGIURVWVLQ(XURSHDHFWLQJ
crop health. The division experienced one
DARREN DRURY
Executive General Manager Pipfruit
of the most challenging crops in 25 years
but achieved close to budget.
JAZZ™ and Envy™ are now top ten
premium varieties in retail in most of
T&G’s key markets including the USA,
Europe, Asia and the UK. Awareness
and value continued to rise with quality
fruit supported by extensive in-market
campaigns including a global JAZZ™
refresh.
Across Europe, demand continues to
grow for both JAZZ™ and Envy™ apples,
from growers and customers, with JAZZ™
reaching its highest sales price in 2017
since the variety was introduced in 2001.
T&G’s expansion in Asia has assisted the
business in growing its relationships and
opportunities across key markets including
China, Thailand, Vietnam and Japan.
Globally, T&G will continue to roll-out new
SODQWLQJVIURPKHFWDUHVRI-$==ȠDQG
Envy™ in 2015 to 615 hectares by 2018.
A strategic refresh through to 2025 and
upweighted marketing activity and brand
communications resourcing will ensure
continued global growth and awareness.
APPLES
T&G currently markets 10 million
crates of apples globally and is on track
to achieve our global target of 20
million cartons globally by 2020.
2020
2017
10
MILLION
20
MILLION
20
21
INTERNATIONAL PRODUCE
|
T&G Global Limited Annual Report 2017
-3$1- 3(.- +
Produce
T
&G’s International Produce division
was negatively impacted by a range
of issues during 2017 including
a delay in the harvesting of key category
table grapes in Peru due to severe weather.
The passing of King Bhumibol of Thailand
led to an extended mourning period for
Thai people and the cessation of sales
and marketing promotions. However
consumption of T&G’s key apple brands
remained steady globally.
In September, T&G announced it was
strengthening its relationship with
long-term partner, Montague, based in
Victoria, Australia. Montague is Australia’s
leading producer and distributor of stone
fruit. The two companies have enjoyed a
positive commercial relationship for 15
years with Montague managing T&G’s
JAZZ™ and Envy™ apples under license for
the Australian market. That arrangement
has now been extended through a
memorandum of understanding that
ZLOOVHH7 *EHFRPHWKHRɝFLDOH[SRUW
partner for Montague stone fruit brands –
CROC EGGS and the MONTAGUE tree.
Under the agreement, T&G is selling and
PDUNHWLQJ0RQWDJXHVWRQHIUXLWRVKRUH
ZLWKWKHVXSSRUWRILWVLQPDUNHWRɝFHV
in Asia.
The strengthened partnership is already
opening new export markets for T&G’s
growing volume of fruit across its global
network including China which Australia
gained access to for stone fruit in 2017.
The growth opportunities presented
by berries is supported by an exclusive
licensing agreement with Plant & Food
Research which gives T&G access to a
suite of 16 proprietary blueberry varieties
LQ$XVWUDOLD7KHDJUHHPHQWFRQȴUPHGLQ
September, represents one of the biggest
collections of proprietary commercial
and pre-commercial blueberry varieties
in the world.
SARAH M
C
CORMACK
Executive General Manager International
The arrangement includes varieties
developed by Plant & Food Research and
a collection of premium varieties from Fall
Creek Farm and Nursery in Oregon, USA,
for which Plant & Food Research holds the
Australian licensing rights. The agreement
allows T&G to drive further growth in
one of its key categories and key markets
through managing the supply chain from
plant propagation to plant distribution and
marketing.
The varieties T&G has licensed in Australia
DUHKLJK\LHOGLQJZLWKDJUHDWȵDYRXU
SURȴOHDQG7 *KDVUHFHLYHGVWURQJ
interest from growers wanting to plant
WKHP7KHȴUVWSODQWVDUHH[SHFWHGWREH
available in early 2018 and T&G will scale
up production for commercial plantings
from 2019. Australian fresh blueberry
production has more than tripled since
2007, when volume was 2,000 tonnes per
annum, to 7,660 in 2017.
22
23
T&G Global Limited Annual Report 2017
|
NEW ZEALAND PRODUCENEW ZEALAND PRODUCE
|
T&G Global Limited Annual Report 2017
$6$ + -#
Produce
T
&G’s New Zealand Produce
division is responsible for a range
of business units and customer
relationships. This includes growing
operations for covered crops (tomatoes,
FDSVLFXPVDQGFXFXPEHUVDQGGLYHUVLȴHG
produce (citrus, kiwifruit and berries),
managing the New Zealand markets,
overseeing imports of produce and
transport operations.
The division continues to have strong
relationships with 1,050 third-party growers
across the country who enable T&G to
provide our customers with the full range
of products and ensure continuity and
consistency of supply of quality produce.
Those relationships have been formed over
120 years and now extend to over 2,000
retail customers across New Zealand.
A strong driver of success for the division
has been the team’s focus towards placing
the customer at the heart of what we do.
This has been achieved through working
closer with our customers nationwide and
by providing an improved online ordering
experience with FirstPick™ which supports
purchases from 12 market sites across
New Zealand.
During the year T&G was nominated as
‘Supplier of the Year 2017’ by Countdown,
PDNLQJLWWRWKHȴQDOWKUHH
T&G’s focus on remaining consumer
relevant led to the hugely successful
ODXQFKRI/RWDWRHVȠ7 *ȇVȴUVWORZHU
carbohydrate and calorie potato, which
was named runner up for ‘New Product
of the Year 2017’ by Countdown and was
T&G PRODUCE SUPPLY & DISTRIBUTION
IMP O R T S &
NZ GROWERS
T&G
TRANSPORT
EXPORTS &
INTERNATIONAL
CONSUMERS
NZ RETAIL &
CONSUMERS
crowned the overall winner of the Ministry
for Primary Industries’ Primary Sector
Awards at the 2017 Food Awards – an
enormous accolade.
Other brands that performed well over
2017 include JAZZ™ and Envy™ apples,
as well as Ruby’s Jellybean™ tomatoes,
now number one fresh produce by value
in Countdown. Their sister brand Beekist
Angel showed strong growth and is the
number one in fresh produce item by
YDOXHDFURVVWKH)RRGVWXVEDQQHUV
With ethical sourcing becoming more
important to consumers and customers,
the continued success of our partnership
with All Good Fairtrade bananas remains
extremely positive.
The transport division of New Zealand
3URGXFHKDGDGLɝFXOW\HDUZLWKORZHU
volumes of produce being transported
around the country due to roading
challenges as a result of the Kaikoura
earthquake in November 2016. However,
WKHGLYLVLRQȴQLVKHGVWURQJO\1HZ
business development opportunities
were realised through diversifying
our transport capability, winning new
customers and focusing on removing
unnecessary cost in the business.
ANDREW KEANEY
Executive General Manager
New Zealand
NEW ZEALAND MARKETS
FirstPick.co.nz was developed
in-house by T&G’s IT team and
enables customers to order
fresh fruit and vegetables in
real-time from a desktop, tablet
or smartphone 24/7.
ONLINE ORDERING
PLATFORM FOR
WHOLESALE
PRODUCE SECTOR
OPERATING
7 DAYS
A WEEK
12
MARKET
SITES
Jason Creaghan Manic Photography
24
25
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2525255
SSESESEEECSEECCSTIOOOTTIOOOOON HHNNHN HHHEEERERREEEERREEEERRREERREREE
|||
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+.! +
1.63'
T&G is proud of the people that work in our business
across the globe with a shared passion for freshness. That
passion is what enables our continued growth.
Our focus is on strengthening relationships and being
adjacent to our customers to better respond to trends and
leverage key category opportunities.
2XULQWHQWLRQLVWREHWKHFXVWRPHUȇVȴUVWFKRLFHE\
understanding their needs, providing valued insights and
consistently securing the quality produce they need at the
right time and for the right price.
We want to be the benchmark for fresh produce by
adopting emerging best practice to support sustainable
growth by being an employer of choice known for
talented, hardworking employees supported by premium
produce, expert systems and processes.
26
27
T&G Global Limited Annual Report 2017
|
OUR CORE BRANDSOUR CORE BRANDS
|
T&G Global Limited Annual Report 2017
Our Core
÷1 -#2
T
&G grows, sells, and works with
passionate growers around
the world to deliver the highest
quality, trusted and safe fresh fruit and
vegetables. We love our food so we’re
constantly exploring ways to make it more
sustainable, fresh, and delicious to help
people lead a more healthy, active lifestyle.
Our core consumer brands of JAZZ™,
(QY\Ƞ3DFLȴF5RVHȠDQG%HHNLVWpDUH
now sold in over 60 countries around
the world. Each has a unique story to tell
that enables us to connect and add value
to our trade customers, growers and
consumers’ lives and businesses.
The Beekist® Story
$W%HHNLVWpRXUIULHQGO\JURZHUVDUH
supported by another team of little
helpers – in the form of humble, hard-
working bumble bees. You see, it takes
something of a small miracle to handcraft
WKHSHUIHFWȵDYRXUVRPHWRPDWR6RIW
rainwater. Gentle encouragement.
Minimal interference. And round-the-
FORFNFDUH2XUIULHQGO\EHHVȵ\IUHHO\
between all our specially selected vine
YDULHWLHVJHQWO\YLVLWLQJHDFKȵRZHUWR
ensure pollination just the way nature
intended. The result is a taste sensation
that everyday foodies with a fascination
IRUȵDYRXUORYHȂMXVWKRXUVDIWHUWKH\ȇUH
hand-picked from the vine.
The Envy™ Story: Bite and Believe
Day-after-day, whether in blazing sun,
pouring rain, biting cold or blowing wind,
our dedicated growers remain passionate
about Envy™ apples. You see, the more we
live the way we do, the more of us search
for a little parcel of purity. A perfect piece
of nature. A time when life was quieter
and maybe a little gentler. (And when an
ingredients list wasn’t 12 lines long.) Envy™
is the antidote – bite and believe! It’s an
apple grown for our busy, modern lives. A
pure and pristine apple that’s a genuine
work of orchard-growing genius. And one
you can enjoy just about anywhere. With
its extraordinary crunch and texture,
refreshingly sweet palette and beautiful
colours – it’s nature’s passport to a magical
moment of indulgent time. Brought to you
from the world’s most caring growers.
The JAZZ™ Story:
The JAZZ™ sensation
In some of the world’s most beautiful
orchards, a unique apple is proudly grown
by an enthusiastic group of passionate
growers. The result is a natural work of
art that’s both sun-kissed and carefully
nurtured. Because JAZZ™ apples are, well,
just apples. Right? Until you bite into it,
that is. For this is an apple that’s a true
taste sensation. An apple that zigs when
others zag. An apple that’s zingy, fresh,
zesty – an invigorating, always-refreshing
ȵDYRXUH[SORVLRQWKDWRQFHELWWHQLV
never forgotten. Because the thing
about traditional apples, is that they can
sometimes be a bit...traditional. (There’s
a reason they’re called Granny Smiths,
right?). But this? This little wonder is an
all-year-round, super-wholesome, one-way
WLFNHWWRUHIUHVKPHQWQLUYDQDDȵDYRXUKLW
so good that even we’re surprised it’s legal.
It’s the ultimate convenience food that feels
good, works wonders, and captures all the
best bits of nature into a single snack.
The Lotatoes™ Story
Lotatoes™ have a creamy melt in your
mouth taste, and with just 9.8 grams of
carbs per 100 grams, they contain at least
40% fewer carbs than the commonly
available Rua and Agria potato varieties.
Lotatoes™ are a versatile potato that can
be enjoyed in many ways; try them boiled,
baked or mashed. Virtually fat free, they
are best eaten with skin on for added
ȴEUH1DWXUDOO\EUHG/RWDWRHVȠDUHSURXGO\
grown for T&G by Balle Bros and Master
& Sons in two of the best growing regions
1HZ=HDODQGKDVWRRHU2KDNXQH
and Pukekohe have fertile soil and ideal
climate conditions, perfect for growing
ȵDYRXUVRPHKHDOWK\SRWDWRHV
The Pacific Rose™ Story:
Nature’s Perfect Pick-me-up
Life is rosy. Yet it can also be full of
surprises. So, just occasionally, it’s good to
know exactly what you’re getting. And with
D3DFLȴF5RVHDSSOHZHDOPRVWJXDUDQWHH
it. For starters, it looks naturally beautiful.
Its gorgeous natural blush pink colour
LVERWKXQLTXHDQGDȴQHH[DPSOHRID
sun-kissed apple that’s grown with genuine
care, and all-year-round expertise. But
the real proof is in the eating. With its
fragrant aroma, lush texture and satisfying
FUXQFK\RXUȴUVWELWHUHYHDOVDWDVWHDQG
ȴUPQHVVWKDWȇVDVGHOLJKWIXOO\MXLF\DVLWLV
enduringly comforting. It’s a natural apple
sorbet; balanced, hydrating and light. No
surprises, then, that it’s loved and admired
as the perfect pick me up – just the way
nature intended.
Engagement
T&G refreshed its website in 2017 keeping
content relevant and refreshing for
stakeholders.
www.tandg.global
$+.5$.41%#
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28
29
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T&G Global Limited Annual Report 2017T&G Global Limited Annual Report 2017
|
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9929299299929929
SECTION HHEEREE
|
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||||||||||||
SSSSSSSSSSSEECTCTCTECTTEEECTCTCTECTCTCTCTTCCIIOONIONIONOIOONOIONNIOOIOONNNNHHHHHEEEHEHEEEERRERERRE
1. -&
1-
Growing Green is T&G’s commitment to the land on which
we grow. It leads to healthier, more natural produce.
We’re committed to carving our own sustainable path
globally, be it riparian tree plantings in New Zealand, good
land practices in Europe or water conservation in Peru.
When it came to formalising our best practices, we
chose to work with independent experts Global
Reporting Initiative (GRI) who we knew would set us high
benchmarks. Those benchmarks included guidelines
and a framework like that adopted by the OECD, the UN
Environment Programme, UN Trade & Development and
many others.
From environmental issues like energy, emissions, waste,
water, biodiversity and transport to social initiatives like
health, safety, community and diversity – it’s a big part of
who we are and how we exist.
30
31
T&G Global Limited Annual Report 2017
|
SECTION HERE GROWING GREEN
|
T&G Global Limited Annual Report 2017
31
1. -&
1-
G
rowing in importance for
consumers is the knowledge
they’re buying ethically sourced
and sustainably grown produce.
Consumers also want to know where
their produce was grown and those
that produced it care not just for the
environment but the wider community it
stems from.
In 2017, T&G joined the Soft Plastics
Recycling Initiative which encourages
consumers to return soft plastics to
supermarkets for recycling. As a major
producer, T&G is continually looking for
better packaging options for its brands.
As a grower, T&G understands the
challenges growers face in producing
quality fruit and vegetables year-round.
To support growers T&G is intent on
reducing the cost of food production but
also food wastage through improvements
to growing programmes and donations to
organisations such as KiwiHarvest which
redistributes excess food to those in need.
JASON GREENE
T&G GROWER
MANAGER
SAMANTHA
WALMSLEY-BARTLETT
AND ANNA DUNNE
T&G’S SUSTAINABILITY TEAM
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TONY TEAU
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32
33
T&G Global Limited Annual Report 2017
|
GROWING GREENGROWING GREEN
|
T&G Global Limited Annual Report 2017
H2ô
-#+4-312
%3$1/+ -3(-&
(-
$1(*$1(P
ih,3'1(++$#.41
".,/ -82$$23'$5 +4$
(-3'$1.6
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24//.13Pj
Magnolia Sonneland, Pipfruit Unit
Manager, T&G.
As a grower in its own right, T&G
appreciates its biggest business partner
is the land on which it grows, hence a
commitment to treating it gently. That
means balancing what is taken out of it
with what is given back. It also means
native riparian plantings on T&G land and
initiatives centred on reducing energy
and water use. These are just a few
activities undertaken during 2017 with
2,000 native species planted on Kerikeri
and Riwaka orchards.
In 2015, T&G set an initial target of
reducing energy use by two GWh by 2018.
However, that target was reached after 12
months with EECA’s support. An energy
saving milestone was achieved in 2017
with T&G signing a new collaboration
agreement with EECA centred on energy
usage improvements.
Growing Green is T&G’s commitment
to reducing energy but also sourcing
programmes. The ongoing partnership with
All Good Fairtrade Bananas by T&G is a
living example of the business’ decision to
work with those that share similar ethics.
Diversity is integral to T&G. The make-up
RIRXUZRUNIRUFHUHȵHFWVQRWMXVWHWKQLFLW\
of a global community but also gender
with an even split of females and males
working across the business.
In 2017, T&G became a partner of Grow
New Zealand Women, a group focused
on encouraging and supporting women
working in the horticulture industry. The
EXVLQHVVDOVRGRXEOHGLWVȴQDQFLDOVXSSRUW
of the Young Horticulturalist of the Year
and the Young Grower Awards.
The growth of the horticulture industry
UHTXLUHVDQLQȵX[RISHRSOHZKLFK7 *
supports through its Grow your World with
T&G activity. It covers the attraction and
retention of people into T&G as well as
career development and support.
Working in parallel is T&G’s commitment to
Protect and Grow its people by providing
a high standard of health and well-being
practices. An education programme to
raise awareness of Protect and Grow took
place over 2017 with updated policies
and improvements in operational areas
alongside greater support for healthy
activity by T&G employees.
ETHICAL SOURCINGREPORTING AND
COMPLIANCE
ENERGY
WASTE AND
MATERIALS
BIODIVERSITY
AND WATER
EMISSIONS AND
TRANSPORT
Improved sourcing practices
Supplier assessment for labour practice
Ensure environmental compliance
Mitigate environmental grievances
Encourage environmental investment
Increasing energy efficiency
Lower emissions
Efficient transport
Support biodiversity
Better use of water
Reduce effluents and waste
Innovative use of materials
SOLOMONA TUPOU
34
35
T&G Global Limited Annual Report 2017
|
CORPORATE GOVERNANCECORPORATE GOVERNANCE
|
T&G Global Limited Annual Report 2017
CORPORATE GOVERNANCE
Role of the Board
The Board is responsible to shareholders
for the performance of the Company,
which includes setting the objectives
and the strategies for achieving those
REMHFWLYHVLGHQWLI\LQJVLJQLȴFDQWDUHDVRI
business risk and implementing policies
to deal with those risks, setting the overall
policy framework and monitoring the
continuing performance of the Company
and its management. The Board also
ensures that procedures are in place to
SURYLGHHHFWLYHLQWHUQDOȴQDQFLDOFRQWURO
Responsibility for the day-to-day
management of T&G is delegated by
WKH%RDUGWRWKH&KLHI([HFXWLYH2ɝFHU
(CEO). The Board is committed to act with
integrity and expects high standards of
EHKDYLRXUDQGDFFRXQWDELOLW\IURPDOOVWD
members.
Board membership
There are no executive directors across
the Board but a broad mix of skills and
industry experience relevant to the
guidance of the Company’s businesses.
Mrs C.A. Campbell and Mr J.S. Wilson are
independent directors for the purposes of
the NZX listing rules.
Conduct of the Board
The Board has adopted a formal Code
of Ethics which sets out the expected
standards of professional conduct of its
members.
The Board meets at regular intervals and
FRQGXFWVLWVDDLUVWRHQVXUHPDWWHUV
can be discussed openly, frankly and
FRQȴGHQWLDOO\$Q\SRWHQWLDOFRQȵLFWVRI
LQWHUHVWUHODWLQJWRGLUHFWRUVDUHLGHQWLȴHG
DQGGLVFORVHG$HFWHGGLUHFWRUVDUH
usually not permitted to vote on any
UHODWHGPDWWHUZKHUHDFRQȵLFWH[LVWV
The Board operates a code of conduct
WKDWIRUELGVGLUHFWRUVDQGRWKHUDHFWHG
parties to deal in the Company’s shares
at any time when they are in possession
of insider information and during periods
which are deemed by the Board to be
‘closed’ periods. These closed periods
customarily include the end of the six and
12 month reporting cycles, and until such
WLPHDVSURȴWDQQRXQFHPHQWVKDYHEHHQ
publicly disclosed. Closed periods include
any additional period when the Board is
engaged in matters that are likely to have
an impact on the market value of the
shares.
Board access to advice
All directors have access to the advice
and services of the Secretary to the
Board and the Board has established a
procedure whereby directors and Board
committees have the right, in connection
with their duties and responsibilities, to
seek independent professional advice at
the Company’s expense, with the prior
approval of the chairman.
Independent professional advice includes
SURIHVVLRQDOOHJDODQGȴQDQFLDODGYLFH
but excludes any advice on the personal
interests of a director. The Board regularly
invites key managers and executives to
attend and present at Board meetings,
and interaction with directors is routinely
encouraged.
Board committees
The Board has two constituted committees,
the Finance, Risk and Investment
Committee (FRIC) and the Human
Resources Committee (HRC), both of which
operate under Board approved charters.
The FRIC meets at least four times per
year and is responsible for overseeing
FRPSOLDQFHZLWKVWDWXWRU\ȴQDQFLDO
regulations and related responsibilities,
HQVXULQJWKDWHHFWLYHV\VWHPVRI
accounting and internal control are
established and maintained, overseeing
internal and external audit, and liaising
with T&G’s independent auditors.
This committee is chaired by Mrs C.A.
Campbell, and comprises Mr J.S. Wilson
and Mr A. Helber. The FRIC members
also meet separately with the auditors as
required.
The HRC is responsible for reviewing,
approving and monitoring T&G’s Health
and Safety Policy, Strategy, Annual Plan
and programme of work. This ensures
the health and safety of all those that
work for or come into contact with
T&G. Additional responsibilities include
ensuring that the remuneration strategy,
policies and practices reward fairly and
responsibly with a clear link to T&G’s
strategic objectives and corporate and
individual performance; and assisting
the Board in succession planning for the
CEO and senior management positions
ZKLFKLGHQWLȴHVDQGWDUJHWVLQGLYLGXDOVIRU
development. This Committee meets at
least four times per year and comprises
Mr J.S. Wilson (chair) and Mrs C.A.
Campbell.
The Board has not at this stage established
a Nominations Committee owing to a
belief that director appointments are of
VXFKVLJQLȴFDQFHWKDWWKH\VKRXOGEHD
direct responsibility of the full Board. This
matter is kept under review.
Interests register
The Company and each subsidiary of the
Company are required to maintain an
interests register in which particulars of
certain transactions and matters involving
the directors must be recorded. The
interests registers for the Company and its
subsidiaries are available for inspection at
LWVUHJLVWHUHGRɝFH
Details of all matters that have been
entered in the interests register of a
company by individual directors during
the year are outlined in the statutory
information section of this annual report,
and should be read in conjunction with the
LQGLYLGXDOGLUHFWRUVȇSURȴOHV
T&G management structure
T&G’s organisational structure is focused
RQLWVȴYHEXVLQHVVGLYLVLRQVEHLQJ3LSIUXLW
International Produce, New Zealand
Produce, Processed Foods and Other.
These operations are managed separately
with direct reporting to the CEO and to the
Board which exercises overall control.
Risk identification and management
T&G has adopted a system of internal
control, based on written procedures,
policies and guidelines. To reinforce this,
an internal audit function exists that
reports to the Board through the FRIC.
The Board acknowledges that it is
responsible for the overall internal
control framework. In discharging this
responsibility the Board has in place
a number of strategies designed to
safeguard T&G’s assets and interests and
to ensure the integrity of reporting.
Procedures are in place to identify areas of
VLJQLȴFDQWEXVLQHVVULVNDQGWRUHPHGLDWH
DQGHHFWLYHO\PDQDJHWKRVHULVNV$V
required, the Board obtains advice from
external advisors.
While the Board acknowledges that it
is responsible for the overall control
framework of T&G, it recognises that no
FRVWHHFWLYHLQWHUQDOFRQWUROV\VWHPZLOO
preclude all errors and irregularities.
Directors’ and Officers’ insurance
The Company has arranged directors’
DQGRɝFHUVȇOLDELOLW\LQVXUDQFHFRYHULQJ
directors acting on behalf of the Company.
Cover is for damages, judgements,
ȴQHVSHQDOWLHVOHJDOFRVWVDZDUGHGDQG
defence costs arising from wrongful acts
committed while acting for the Company.
The types of acts that are not covered
are dishonest, fraudulent and malicious
acts or omissions; wilful breach of statute,
regulations or duty to the Company;
improper use of information to the
detriment of the Company; and breach of
professional duty.
Tax strategy and governance
T&G operates within a framework
of prudent and proactive tax risk
management.
T&G’s tax strategy is focused on providing
high quality management and governance,
which results in ensuring that T&G pays
the appropriate amount of tax within each
market that it operates.
T&G implements this strategy through the
tax risk management principles within its
Risk Management Framework.
In conducting its activities in New Zealand
DQGRVKRUH7 *HQVXUHVWKDWLW
• Complies with all relevant tax legislation
in each tax jurisdiction in which it
operates.
• Meets all its tax obligations on time.
• Pays the correct amount of tax that is due.
• Obtains expert advice as required where
complex international transactions are
involved.
The statutory corporate tax rate in New
Zealand is 28% and on average over the
ȴYH\HDUSHULRGWR7 *ȇV
HHFWLYHWD[UDWHZDV7 *ȇVDYHUDJH
HHFWLYHWD[UDWHLVORZHUWKDQWKHVWDWXWRU\
corporate tax rate in New Zealand due to
WKHGLHUHQWFRUSRUDWHWD[UDWHVDSSOLFDEOH
for T&G’s subsidiaries operating in foreign
jurisdictions, and the impact of non-
deductible and non-taxable items.
THE BOARD IS THE GOVERNING BODY OF T&G GLOBAL LIMITED
(THE COMPANY) AND ITS SUBSIDIARY COMPANIES (T&G).
36 T&G Global Limited Annual Report 2017
|
STATUTORY INFORMATION
37
STATUTORY INFORMATION
|
T&G Global Limited Annual Report 2017
The current year total remuneration
spread takes into account the impact of
exchange rate movements on employees
paid in foreign currencies.
CEO remuneration
According to the NZX Corporate
*RYHUQDQFH&RGHUHFRPPHQGDWLRQ
T&G should disclose the remuneration
arrangements in place for the CEO.
Details of CEO remuneration have not
been disclosed on the basis of privacy
issues as Mr Hulbert ceased to be T&G’s
CEO during the period and thus his
consent was unable to be obtained in
relation to such disclosure. The Company
is currently in the process of appointing
a new CEO, whose consent in relation to
disclosure of remuneration arrangements
will be included as an agreed term in their
employment agreement.
Directors’ shareholdings
$VDW'HFHPEHUQRFXUUHQW
directors or parties associated with
current directors held ordinary shares
6LU-RKQ$QGHUVRQKHOG
ordinary shares).
There were no share transactions during
WKH\HDUHQGHG'HFHPEHULQ
which directors held 'relevant interests'.
Indemnification and insurance of
directors and officers
7KH&RPSDQ\LQGHPQLȴHVDOOGLUHFWRUV
named in this report, and current and
IRUPHUH[HFXWLYHRɝFHUVRI7 *DJDLQVW
all liabilities (other than to the Company
or members of T&G) which arise out of
the performance of their normal duties
DVGLUHFWRURUH[HFXWLYHRɝFHUXQOHVVWKH
liability relates to conduct involving lack of
good faith. To manage this risk, T&G has
indemnity insurance. The total cost of this
LQVXUDQFHLQFOXGLQJGLUHFWRUVDQGRɝFHUV
RIRVKRUHFRPSDQLHVGXULQJWKHb
PRQWKVZDV
Information used by directors
No member of the Board of the Company,
or any subsidiary, issued a notice
requesting to use information received in
their capacity as director which would not
otherwise have been available to them.
Interested transactions
No directors disclosed the existence of
any transactions with T&G during the 12
months in which they held an interest.
NZX waiver from listing rule 5.2.3
During the year, the Company held a
waiver from New Zealand Exchange
1=;OLVWLQJUXOH6SUHDGWKDWZDV
JUDQWHGLQ$SULO1=;OLVWLQJUXOH
SURYLGHVWKDWDQLVVXHUɒVVHFXULWLHVZLOO
generally not be considered for quotation
on the NZX unless those securities are
held by at least 500 members of the public
holding at least 25% of the number of
securities of that class issued, and those
requirements are maintained, or the NZX
LVRWKHUZLVHVDWLVȴHGWKDWWKHLVVXHUZLOO
maintain a spread of security holders
VXɝFLHQWWRHQVXUHDVXɝFLHQWO\OLTXLG
market in the class of securities.
As BayWa Aktiengesellschaft and Wo Yang
Limited are not considered members
of the public for the purpose of the
listing rules, less than 25% of the quoted
securities of T&G are held by members
of the public and therefore the Company
does not meet the requirements of listing
UXOH
The NZX granted the Company a waiver
IURPOLVWLQJUXOHXQGHUWKHIROORZLQJ
conditions:
a. The waiver, its conditions, and its
HHFWRQWKH&RPSDQ\ɒVVKDUHKROGHUV
STATUTORY INFORMATION
Auditors
Deloitte Limited has continued to act as the principal auditor of
7 *DQGKDVXQGHUWDNHQWKHDXGLWRIWKHȴQDQFLDOVWDWHPHQWVIRU
WKH\HDUHQGHG'HFHPEHU
Directors’ loans
No director is in receipt of any loans from T&G.
Directors’ remuneration
7KHIROORZLQJSHUVRQVKHOGRɝFHDVGLUHFWRUGXULQJ
the year. Remuneration paid or accrued included incentive
SD\PHQWVYHKLFOHVVXSHUDQQXDWLRQDQGRWKHUEHQHȴWVZKHUH
applicable. On top of fees, directors also receive an annual travel
allowance of $1,000.
12 months to 31 December 2017
DIRECTORS OF T&G$’000
Prof. K.J. Lutz45
C.U.G. Bell
C.A. Campbell (director fees)
C.A. Campbell (commitee chair person)10
A. Helber
M.W. Liu (appointed on 28 April 2017)24
R.T. Priske (appointed on 15 December 2017)1
J.S. Wilson
Sir John Anderson (resigned on 4 December 2017)89
R.J. Campbell (resigned on 20 April 2017)28
Directors and Officers composition
$W'HFHPEHUWKHJHQGHUFRPSRVLWLRQRI7 *ȇVGLUHFWRUV
DQGRɝFHUVZDVDVIROORZV
MALEFEMALE
Directors52
2ɝFHUV72
Employee remuneration
7 *SDLGUHPXQHUDWLRQLQFOXGLQJEHQHȴWVLQH[FHVVRIWR
employees (other than directors) during the 12 months. The salary
banding for the employees is disclosed in the following table:
12 months to 31 December 2017
NUMBER OF EMPLOYEES
$’000 NZD EQUIVALENT20172016
100-11048
110-12024
20
1720
140-1502718
150-1601110
160-1701614
170-18012
180-19097
190-20075
200-21052
210-2205
51
45
240-25011
250-260-
260-2704-
270-280-1
280-2902
22
11
21
22
1-
11
11
-1
1-
400-4102-
1-
1-
440-450-2
460-47011
490-50021
-1
1-
660-6701-
850-860-1
-1
1,090-1,1001-
Total247201
are disclosed in each annual report
for the year upon which it was relied;
and
b. 7KH&RPSDQ\QRWLȴHVWKH1=;LI
there are any material changes to its
spread.
7KHZDLYHUKDVWKHHHFWRIHQVXULQJ
security holders have a ready market to
purchase or sell securities.
Substantial shareholders
The following information is given
pursuant to Section 26 of the Security
Markets Act 1988.
The following parties are recorded by
WKH&RPSDQ\DVDW-DQXDU\
as substantial security holders in the
&RPSDQ\DQGbKDYHGHFODUHGWKHIROORZLQJ
relevant interest in voting securities under
the Securities Markets Act 1988:
BayWa Aktiengesellschaft90,671,206
Wo Yang Limited
The total number of voting securities
LVVXHGE\WKH&RPSDQ\DVDW-DQXDU\
ZDV
38
39
STATUTORY INFORMATION
|
T&G Global Limited Annual Report 2017T&G Global Limited Annual Report 2017
|
STATUTORY INFORMATION
Spread of security holders
DVDW-DQXDU\
RANGE
TOTAL
HOLDERS
% OF TOTAL
HOLDERSUNITS
% OF ISSUED
CAPITAL
1 to 4995914,7690.01%
500 - 9998562,5890.05%
1,000 - 1,999121170,6100.14%
2,000 - 4,99912220.54%
5,000 - 9,99915.65%642,205
10,000 - 49,9999215.49%1.60%
50,000 - 99,999101.68%689,7640.57%
100,000 - 499,99981.11%
500,000 - 999,99910.17%900,658
1,000,000 and above0.51%94.94%
Total594100.00%122,543,204100.00%
Domicile of shareholders
DVDW-DQXDU\
LOCATION
TOTAL
HOLDERS
% OF TOTAL
HOLDERSUNITS
New Zealand5717,278,894
Australia122.02%
Hong Kong0.51%
Germany2
United Kingdom25,247
Japan10.17%1,000
Malaysia10.17%11,716
Singapore10.17%1,000
United States of America10.17%2,750
Total594100.00%122,543,204
20 largest shareholders
DVDW-DQXDU\
NAMEUNITS
% OF ISSUED
CAPITAL
BayWa Aktiengesellschaft90,671,206
Wo Yang Limited19.99%
Bartel Holdings Limited1,172,9970.96%
National Nominees New Zealand Limited900,658
HSBC Nominees (New Zealand) Limited
R.J. Turner, C.E. Turner, Redoubt Trustees Limited & Evans Pennell Trustees Limited202,6890.17%
S.J. Turner, C.M. Turner & D.H. Turner174,5080.14%
FNZ Custodians Limited150,6700.12%
H.J. Goodwin117,9860.10%
BNZ Paribas Nominees (NZ) Limited111,4140.09%
D.W. Browne, J.F. Browne & M.R. Bangma109,7840.09%
L.R. Hotham101,4820.08%
P.J.S. Rowland0.08%
Tribal New Zealand Traders Limited79,8740.07%
M.C. Goodson, D.D. Perron, Goodson & Perron Independent Trustee Limited0.06%
L.M.Marx-Sheather, W.B. Sheather, P.V.Sheather & S.M.Palmer70,8560.06%
TEA Custodians Limited Client Property Trust Account70,0000.06%
R.M. Scott0.05%
A.E. Waite0.05%
L.S. Morales60,0000.05%
Total 20 shareholders119,186,86697.26%
40 SECTION HERE
|
T&G Global Limited Annual Report 2017
www.tandg.global
---
Part A (Rules 10.3.2 and 10.4.2)
Appendix 1 - Full Year Results
Reporting periodTwelve months to 31 December 2017
Previous reporting periodTwelve months to 31 December 2016
20172016
$'000$'000
Revenue from ordinary activities$1,106,466$871,77126.9%
Profit from ordinary activities after tax
attributable to security holders
$19,379$30,478-36.4%
Net profit attributable to security holders$19,379$30,478-36.4%
Dividend to shareholders
Amount per share
Imputed amount
per share
Final
$0.06$0.02
Dividend record date
Dividend payment date
20172016
$3.17$2.62
$0.158$0.251
Comments
Net tangible assets per share
Earnings and diluted earnings per share
Financial commentary, audited financial statements are
attached as part of this announcement.
T&G GLOBAL LIMITED AND SUBSIDIARY COMPANIES
Results for announcement to the market
Based on audited financial statements
30 March 2018
6 April 2018
Percentage
change
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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