AWF Madison Annual Report 2018
1
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Annual
Report
2018
1
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208AWF MADISON GROUP ANNUAL REPORT 2018
“My team and I are focussed on
the long term sustainable growth
of the business. We continue
to work to ensure our ongoing
relevance to candidates and
clients in a changing market.”
Simon Bennett, CEO
Revenue
Net Profit
After Tax
Operating
Cash Flow
Shareholders’
Funds
Total Assets
Total
Dividend
For The
Year
Net Bank Debt
31.03.18
Contents
$279.3
Million
$105.3
Million
$5.0
Million
$11.5
Million
16.2
Cents
per share
$36.9
Million
$ 2 9.7
Million
Up 8.9%
Down 14.0%FY2017, $7.6 million
Unchanged on
prior year
FY2017,
$32.4 million
FY2017,
$36.9 million
FY2017, $107.0
million
CHAIRMAN’S REPORT 2
CEO’S REPORT 4
GROUP MANIFESTO 6
AWF BUSINESS PLAN 8
MADISON BUSINESS PLAN 10
ABSOLUTE IT BUSINESS PLAN 12
FINANCIAL COMMENTARY 14
OUR LOCATIONS 15
BOARD OF DIRECTORS 16
CORPORATE GOVERNANCE STATEMENT 18
INDEPENDENT AUDITOR’S REPORT 22
FINANCIAL STATEMENTS 24
NOTES TO THE FINANCIAL STATEMENTS 28
SHAREHOLDERS’ STATUTORY INFORMATION 56
DIRECTORY 62
AWF MADISON GROUP ANNUAL REPORT 2018AWF MADISON GROUP ANNUAL REPORT 2018
AWF is now stable and operating well,
and the business is on track for growth
in the 2019 year.
The completion of the purchase of
Absolute IT during the year certainly
validated the decision to acquire this
well-led diverse white collar business,
and the strong team at Absolute
delivered a result that was above our
expectations. There are excellent
synergies and leverage to be achieved
between Absolute IT and Madison
Recruitment, particularly in premises,
systems and client relationships, whilst
protecting brand independence and value.
It has been a great pleasure to be able
to report the success of Madison in
delivering at all levels to the Census
project for Statistics New Zealand.
By year end, Madison was back up to
its own growth targets.
During the year we welcomed Nick
Simcock to the Board. Nick represents a
generation shift of governance. He has
vast international experience in white
collar recruitment and adds considerable
value and support to our CEO as we
navigate the changing recruitment
practice landscape.
We are a small Board and each of us
sits on all of the Committees, so the
governance is at all times inclusive.
The most impressive aspect of this is
our focus on Health & Safety.
Certainly over the last year, the Board
has noted a thriving Health & Safety
culture, evident at all levels.
Simon Hull chairs the Board Health &
Safety Committee, and within each Board
meeting, he leads a detailed discussion
wherein detailed reports are received,
and trends and benchmarks are reviewed.
Each Board member attends at least two
operational Health & Safety Committee
meetings each year.
During the year, the Group engaged
an independent review of its capital
structure and dividend policy. The Board
has considered the level of debt being
carried and, although cash flow is strong,
it is prudent to reduce debt to provide
headroom to consider other growth
opportunities as they arise. On the back
of recommendations contained in that
advice, Directors resolved to:
• Maintain a final dividend for this year
of 8.2 cents per share (16.2 cents for
the year);
• Introduce a Dividend Reinvestment
Plan (DRP) wherein Shareholders may
elect to receive up to 50% of the value
of their dividends in additional shares.
The scheme, which will apply for
this year’s final dividend, will be fully
supported by the major Shareholder,
Simon Hull. Details have been advised
separately.
As a Board, we wish to acknowledge
the wonderful commitment from our
Management Team, led by Simon Bennett.
In Simon we have a strong and focussed
leader, determined to build a better
and sustainable business, an aim we
all embrace.
It has certainly been a challenging
year for our team and we acknowledge
their focus on delivering high service
standards and profitable business with
high attention to Health & Safety.
We thank you.
Finally, I wish to acknowledge the
retirement of founding director
Ted van Arkel. From the beginning,
Ted has used his business experience
to ensure business fundamentals are
followed, understood, and managed
effectively. Simon Hull and I, particularly,
will acknowledge Ted’s contribution at
the AGM on 25 July. Thank you on behalf
of the Board and Shareholders, Ted.
For the Board,
Ross B Keenan
Chairman
AWF MADISON GROUP ANNUAL REPORT 2018AWF MADISON GROUP ANNUAL REPORT 2018CHAIRMAN’S REPORTCHAIRMAN’S REPORT
Chairman’s
Report.
Dear Shareholder,
Our financial result for the March
2018 year was undoubtedly
mixed, with a fall in net profit
contrasting with growth in overall
revenue and strong cash flows.
The very poor winter weather
during 2017, and disruption to the
approvals process for bringing
in skilled overseas workers
for the skills-short Auckland
construction sector, combined
to reduce profitability within
AWF – as we advised the market
in February.
Ross Keenan, Chairman
32
54
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Less widely understood is the
changing nature of the labour market.
Demographics, technology and
globalisation are having a significant
impact on workforce needs – both
for employers and for workers.
Pressure on retirement incomes means
an ageing population will need to work
longer than previous generations,
often part-time or on a contingent,
as-and-when-needed basis.
Declining housing affordability, and
changing employment expectations
are driving people who have
traditionally sat outside the labour
force to seek new forms of work.
In opposition, the Labour Party
devoted significant and critically
important research to this
It’s well-known
New Zealand’s
economy is being
held back by
skills shortages in
significant areas,
including Auckland
construction
and the IT sector.
Change is
inevitable.
Let’s
embrace it.
evolutionary process, establishing
the Future of Work Commission.
The Commission’s November 2016
report concluded that in the future,
many of us will work differently –
“a tsunami of change is coming.”
We agree. International experience
suggests the contingent workforce,
currently around 10% of New Zealand’s
total workforce, will at least double in
the next 10 years, creating significant
opportunities for our businesses.
However, there are many challenges
ahead in striking the right balance
between the flexibility of non-
traditional forms of working, and
fair employment conditions.
The Labour-led Government has now
started following through on the Future
of Work initiative. Some mooted changes
are positive, others considerably less so.
The Government is reviewing the Holidays
Act. As Workplace Relations & Safety
Minister Iain Lees-Galloway has noted:
“With an increasing variety of work
patterns and pay arrangements, the
legislative requirements of the Act
are proving difficult and costly for
employers to apply and employees are
not receiving their full entitlements.”
More worrying are some of the
provisions of the Employment Relations
(Triangular Employment) Amendment
Bill currently before Parliament.
The widespread view among unions is
that part-time, temporary and contract
workers should be afforded the rights
of permanent employees, and should
be able to bargain collectively. This
view is reflected in the Bill in provisions
that will, we believe, suppress, not
support, the ability of employers
and workers alike to seek innovative
employment arrangements.
New Zealand cannot benefit from the
economic efficiency and flexibility
a contingent workforce enables if
a mindset prevails that contingent
working is just a means by which
employers seek to exploit workers.
Regulation must enable innovation,
not punish it. For example, allowing
employees with multiple jobs to nominate
an agency to represent all their tax
and other legislative deductions,
where ultimate responsibility sits with
the agency, rather than numerous
‘host employer’ organisations.
Part-time and temporary work are
powerful paths into full-time employment.
In the last 12 months, a large percentage
of AWF Madison’s contingent workers
have ended their employment with
us and taken on jobs with their host
employers, and over 600 people have
received a formal training qualification.
Recruitment agencies have work to
do with government, unions and other
stakeholders to ensure we are seen
as part of the solution, not part of the
problem. If we are successful, everybody
can benefit from the opportunities
“the Gig economy” brings.
Employees can enjoy flexibility and
pathways. Employers can secure the
benefits of a flexible and scalable
channel of their workforce.
And we can help them to formalise
the provision of contingent labour,
driving closer, more collaborative
and longer-term relationships.
We are beginning to see more
focus from leading organisations
who understand the challenge and
opportunity of nurturing a contingent
workforce and want to secure a platform,
rather than ad hoc arrangements.
Overseas, this takes the form of a
Managed Service. As discussed in our
preliminary announcement for the March
2018 year, Madison recently passed a
milestone, signing a Managed Service
contract with a large government agency.
The contract is for four years, with options
to renew for a further four years.
The Managed Service model gives clients
visibility across all their contingent
workers, whether contractors, temps, or
even those on statements of work. Even
when they are not in direct employment,
clients can see where they have been
placed in the meantime. This channel is
integrated with the workforce plan and is
designed to drive sourcing and retention of
high performing workers. The visibility of
this workforce enables pay rate alignment,
cost savings and quality measurement.
For the candidates or workers, it allows
certainty for periods of work with the
client and future opportunities as
they cycle out of the assignment.
Cross training opportunities are available,
together with the ability to take longer
breaks when family or other needs
require them. The talent pools grows and
becomes more agile, while the individuals
become more valuable and higher skilled.
Given our scale and reach, AWF Madison
is in a position of strength to develop
excellent redeployment opportunities
for our candidate community across
our branch and business networks.
The development of innovative solutions
such as Managed Service has been a
driver to build our digital roadmap. And it
has highlighted the need for us to better
develop our dashboarding and automation
of process for clients and candidates.
How well we can define the role of ‘digital’
in the AWF Madison business – what
will change, and what needs to stay
the same – is very important to us. We
made big gains in the past year and have
won significant interest from clients.
For the current year we have increased
our investment in this area, and we
have significant goals for testing
new product and platforms for client
and candidate engagement.
My team and I are focussed on the long
term sustainable growth of the business.
We continue to work to ensure our ongoing
relevance to candidates and clients in a
changing market. We have specific and
measurable financial and non-financial
goals for the business in the coming year.
Our specific areas of focus
this year include:
• Creating synergies with our group
companies. Madison IT has moved
across to the Absolute IT stable and
we have co-located our Hamilton
and Christchurch white collar teams.
We will explore opportunities in
Auckland and Wellington to co-locate.
• Exploring the addition of a
complementary business to leverage
our market position and deleverage
our reliance on internal talent. The
business may be a provider of current
services that we can utilise and on-sell.
• Continuing to build alternative
solutions to the traditional recruitment
model, including Managed Service.
• Using technology to deliver in
a changing marketplace. We
will invest in our IT roadmap to
provide best in-class services to
the business, drive innovation and
assist in product development.
• Driving the best possible return
from the business with current
solutions. Evolution is continuous.
A fundamental strength and focus of
our business is “candidate centricity.”
If we are accessible and relevant to our
candidates, we will maintain the advantage
in a skill-short market and become
ever more a necessity for our clients.
Your management team has been
working extremely hard during a
notable year of laying the ground work
and strengthening our foundations
for the future. They are buoyed by
the positive outlook and committed
to the task ahead in FY2019.
CEO’S REPORTCEO’S REPORT
Simon Bennett, CEO
AWF MADISON GROUP ANNUAL REPORT 2018AWF MADISON GROUP ANNUAL REPORT 2018
What
Drives
Us.
Whether it is through building one new
relationship or tackling the challenges within
New Zealand’s labour market, our businesses
aspire to influence the growth and success of
our country. We believe it is possible to deliver
strong returns for our shareholders in a way
that also provides better outcomes for our
people, our customers and our country.
The uniqueness of our three businesses
provides distinct advantages in the channels in
which we operate. We will therefore continue
to develop these businesses individually
with strategies that cater for their particular
markets and drivers. Their goals however will
be aligned to the same group aspiration and
the following four strategic imperatives:
1
Our
People.
We will be driven
forward by capable
people who are
engaged with
our purpose and
strategic direction,
and who have the
determination
to do better.
432
We will grow
market share and
add value through
our reputation for
quality, efficiency,
relationships
and customised
solutions.
Our
Finances.
Our
Country.
Our
Customers.
We are targeting
double digit
EBITDA growth
through execution
and improvement
initiatives impacting
cost and revenue, to
create sustainable
value for our
shareholders.
We are uniquely
positioned and have
a responsibility to
provide proactive
solutions to address
structural challenges
in the employment
market.
AWF MADISON GROUP ANNUAL REPORT 2018AWF MADISON GROUP ANNUAL REPORT 2018GROUP MANIFESTOGROUP MANIFESTO
76
98
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Positioned
for the future.
AWF has a 30 year history of supplying semi-
skilled and skilled workers to the construction,
infrastructure, transport and logistics, manufacturing
and mining sectors. Every day as many as 3,500
people are deployed on client sites. Through its
network of branches, AWF provides hundreds of
enterprises throughout New Zealand with the human
capital necessary to complete major projects, meet
increased demand in goods and services, or to fill
the skills gap in their permanent workforce.
1
Our
People.
The adaptability of the AWF branch
network to deliver in the midst of
present and future employment
market challenges is paramount to
our success in delivering excellence
in customer satisfaction:
• Transforming our service
delivery model and refining role
accountabilities will provide
further learning and development
opportunities.
• Developing our employer value
proposition and employment brand
will ensure that we attract, hire
and retain people who will thrive in
this modernised operating model.
• We will engage our people with
AWF’s purpose, strategic priorities
and future state initiatives.
4
3
2
Whilst AWF’s core strength has
traditionally been in the provision
of temporary labour, we will continue
to expand our higher value business
and take steps to develop new
service offerings:
• Demand in the construction and
technical industry, particularly
from Auckland, presents significant
business opportunities.
• We will drive better utilisation
of our temporary workforce
through refining our operating
model and optimising our recently
implemented CRM.
• We have the capacity to develop
new service offerings in response
to our clients’ needs.
Our
Finances.
Our
Country.
Our
Customers.
AWF is targeting earnings
growth through a combination of
sales and margin growth as well
as operating efficiency:
• Our clients recognise our
increasing cost of delivery due to
compliance and the candidate-
short market.
• Our business mix is changing
in response to the increased
demand for semi-skilled and
skilled candidates.
• We will minimise exposure to bad
debt through risk management
and cautious trading terms.
AWF can make a meaningful
contribution to New Zealand’s
productivity by addressing the
shortage of labour:
• We will continue to leverage our
position to assist the unemployed
to become ‘work ready’.
• We will work with our key
customers to build pathways into
employment for youth.
• To meet demand in the
construction sector, we will utilise
skilled migrant labour and local
resources.
AWF BUSINESS PLANAWF BUSINESS PLAN
The 2018 financial year built upon the
prior year’s investment in technology
and our team worked hard to bed-in the
new operating methodology. Working
in a landscape of rigorous regulation
and high compliance requirements, we
continued to improve process efficiency
to counter rising costs of delivery.
AWF’s civil and construction business
was impacted by timing and difficult
winter conditions across the country,
and in Auckland the mobilisation
of the migrant workforce channel
to meet construction demand was
hampered by delayed arrivals.
We expect to recover the drop in
turnover in the 2019 and 2020 financial
years. We have a capable leadership
team who are highly focussed on their
medium term goals and are making
good progress on their strategies. Our
people are engaged with our strategic
direction and with their efforts the outlook
for the coming year is promising.
We are pleased with the quality of internal
talent appointed in the past year – the
breadth of experience and knowledge
from our recent strategic hires positions
AWF’s senior management team as
one of the most experienced in the
recruitment industry in New Zealand.
Our success in lifting the Health &
Safety culture is supported by feedback
from our workforce through a recent
survey rating AWF as 4.5 out of 5 (5
being ‘excellent’) on the care we take
regarding their safety. Together with other
candidate engagement and retention
initiatives, we have seen an increase in
the average tenure of our workforce.
In Auckland we introduced a
permanent recruitment channel
and the achievements early on
indicate good growth prospects.
We are well-positioned to capitalise on
the growing interest in Managed Service
offerings. This delivery model values the
retention of higher quality contingent
workers and allows us to work in greater
partnership with clients to forecast
demand for just-in-time delivery. This is in
line with our goal to change the business
mix away from transactional accounts
to focus on mid to large organisations
with fair margins and ongoing demand.
The significant transformation within
the business over the last three years
positions us for sustained growth.
1110
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
1
Our
People.
Assisting our recruiters with
achieving sustained success and
supporting their skills development
in a changing recruitment world is
vital to our high performance culture:
• Delivering Madison’s full service
recruitment solutions is an all-
encompassing role and as such
we will focus on developing talent
from within.
• On-the-job training will be
supplemented with a structured
learning and development
programme.
• Our internal recruitment process
is robust ensuring we attract the
best possible talent to the Madison
business.
4
3
2
In the last five years, job hunting
and talent acquisition has changed
considerably, leading to increased
delivery costs. Madison’s focus on
excellence in execution whilst having
to “do more for less” is critical to
continued customer satisfaction:
• We will monitor performance
through the recently introduced
NPS measure on our customer
feedback platform.
• Innovative pricing solutions
will be developed, and we will
strengthen our unbundled
recruitment offerings for large
corporates to supplement their
in-house capability.
• Targeting growth in retained and
project work will achieve a greater
balance with contingent work and
mitigate the higher cost of delivery.
Our
Finances.
Our
Country.
Our
Customers.
Madison will achieve earnings growth
through existing business and the
financial contribution from new
offerings such as Managed Services:
• There is considerable opportunity
to develop our revenue stream
from recruiting senior and
specialist roles.
• Our focus on retained and project
work provides increased comfort
around certainty of revenue.
• We will ensure that new projects
and service offerings will be
additive and not take away from
BAU performance.
As the world of work changes and
Post-Millennials begin entering the
workforce, Madison consultants have
a part to play in driving outcomes and
contributing thought leadership to
assist this generation:
• We will develop a programme
tailored to Post-Millennials
providing advice on the
employment market, job hunting
and employer expectations.
MADISON BUSINESS PLANMADISON BUSINESS PLAN
Delivering
tailored solutions.
Madison was established in 1998 and over the years
has become the recruitment partner to a wide variety
of organisations within the private and public sectors.
Madison’s service spans entry level and support re-
cruitment to that of professional roles and managerial
positions. Each year, hundreds of permanent positions
are filled by candidates who have been sourced and
matched to specific business requirements and organ-
isational culture fit. Every day, over 1,100 temporary
employees and independent professional contractors
work on assignment in New Zealand’s major cities.
It has been a significant year for
Madison, particularly in the second
half where we delivered our largest
volume project in our 20 year history.
The 2018 Census Project required us
to assess, deploy, manage and pay up
to 3,000 workers over a three month
window. A completely tailored solution
was necessary, drawing on significant
resources. Our capabilities were tested
and we are proud of our team’s efforts
in successfully delivering higher calibre
candidates than has historically been
recruited to carry out the work.
Another notable achievement was
the design of a Contingent Workforce
Managed Service for a government
agency undergoing significant
business transformation. We were
awarded the four year contract based
upon our innovative solution which
draws on our candidate reach and
attraction strategies, our retention
initiatives and technology platforms.
To maintain relevancy to our clients
it is necessary for us to evolve our
service offerings and be additive to
their internal capability. To do this,
our sales strategy in the coming year
is to invest more time with fewer
clients to afford us the opportunity for
closer partnerships and the design
and delivery of bespoke solutions.
This is in line with our FY19 operational
focus on quality, a founding pillar of
Madison’s ethos. It is even more vital in
the context of an increasingly complex
recruitment landscape. As process
automation and artificial intelligence
becomes commonplace in our industry,
we must utilise it as an enabler for
parts of our operation. However, we
maintain committed to delivering a
personal service with high touchpoints.
The large projects we secured provided
excellent secondment opportunities,
and upon project completion we also
retained a number of people who had
been specially hired. We will continue
to focus on the development and
retention of our people, providing
career pathways from within.
Madison’s market position is unique –
our offering is underpinned by size and
scale, however without the restraints that
some global competitors experience.
This means we can deliver tailored
solutions with greater agility. We will
play to these strengths in FY19.
1312
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
1
Our
People.
Protecting Absolute IT’s values-
based hiring and culture is the key
to retaining and developing a high
performing team:
• We will continue to build our talent
pool of like-minded individuals
using our values-based selection
processes to prepare for growth in
headcount.
• We will continue to invest in our
people’s development, pro-actively
identifying and nurturing potential.
4
3
Our
Finances.
Our
Country.
Absolute IT’s continued focus on
profitability and lean operation costs
will ensure we stay on track for
financial growth:
• Being one financial entity will allow
us access to timely and accurate
reporting for management.
• Continue to align with the Group’s
financial, governance, reporting
and compliance framework.
• Investigate additive business
streams such as Managed
Service offerings, both on an IT
and Group level.
We will work to have a bigger impact
on the growth of New Zealand’s IT
talent by using our position as the
country’s leading IT recruitment
brand:
• Using our data and market
insights, we will provide industry
thought leadership on the IT
skillsets that New Zealand-based
businesses lack.
• We will facilitate discussion on
the development of these skillsets
and investigate partnerships to
address graduate pathways into
the workforce.
2
Absolute IT has grown market share
through regional business strategies
delivered by a long-standing service
delivery team. Our reputation and
approach to doing business will
enable us to make further inroads:
• We will focus on new business in
the Hamilton and Christchurch
regions and elsewhere seek
breadth and depth within existing
clients.
• We will evaluate and reposition
our ‘payroll service’ offering, to
increase market penetration.
Our
Customers.
ABSOLUTE IT BUSINESS PLANABSOLUTE IT BUSINESS PLAN
From strength
to strength.
Founded in 2000, Absolute IT caters to the specific
recruitment needs of the ICT sector. Absolute IT’s
specialist recruiters provide permanent and
contractor staffing services New Zealand-wide from
their offices in Wellington, Auckland, Hamilton and
Christchurch. From resourcing large transformation
programmes in the public sector, to sourcing the right
fit for large corporates and attracting world class
talent for New Zealand start-ups, Absolute IT is relied
upon for its expertise and extensive network.
Our first full year of contribution to the
Group has led to the white collar segment
revenue growing 51% on the prior year.
We have retained our senior team
members and high performers. The team
has maintained its service excellence
retaining all of our key clients, while
adding new clients to the top 20.
Absolute IT’s strong performance
throughout the year is a real
testament to its leadership team
and high performance culture.
With the departure of our former
principals our goal was to protect our
key success factors and we are satisfied
that we have not only achieved this, but
also maintained our brand identity and
the integrity of the business. At the same
time we have enjoyed leveraging Group
resources with the implementation of
a new finance system, launching an
intranet and have generally valued the
opportunity to share learnings with a
wider group of industry veterans.
To leverage opportunities across
clients and create more choice for job
seekers, the Group decided to align all IT
recruitment services under Absolute IT.
On 3 April 2018 Madison’s IT clients and
recruiters were transitioned to Absolute
IT and we are pleased to already see
positive results from this initiative.
Both our Christchurch and Hamilton
teams are now co-located with
Madison and both businesses
are energised at the prospect of
working closer together in FY19.
Looking to the future we are aware
of the global trends in the IT sector –
specifically the rise in AI and robotics and
the continued digitisation of business.
At a local level we are working with clients
on transformation projects within their
business. We have also seen demand
for permanent vacancies rise – an
indication of positive economic sentiment
from our clients. Staying in touch with
market trends and our clients’ ongoing
requirements enables us to continue being
relevant to our key clients and to build
new relationships within the IT sector.
Our team is cognisant of the challenge
in the year ahead. We performed very
well last financial year and will be
focussed on optimum performance
to achieve another financial best.
14
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
15
AWF MADISON GROUP ANNUAL REPORT 2018
FINANCIAL COMMENTARY
Financial
Commentary.
Revenue
Revenue grew by $22.9 million to $279.3
million from $256.4 million, an 8.9%
increase on the prior year. Revenue sourced
from provision services to Industry was
46.7% of total revenue and has reduced
17.3% over the prior year to $130.4 million.
Revenue sourced from providing services
to Commerce of $148.9 million, up from
$98.7 million for the prior year, accounted
for 53.3% of total revenue. The growth in
Revenue was attributable to the annualised
impact of the Absolute IT acquisition with the
prior year Revenue contributing 5 months.
Net profit after tax
After-tax profit was $5.0 million, down from
$5.9 million in 2017.
Dividend
An interim dividend of 8.0 cents per share
(2017 8.0 cents per share) was paid on 27
November 2017.
A final dividend of 8.2 cents per share (2017
8.2 cents per share) will be paid on 10 July
2018, resulting in the total dividends paid for
the year being 16.2 cents per share.
Total dividend payments for the year will be
$5.3m (interim plus final), compared with
$5.3 million in the prior year.
Funding costs
Finance costs for the year were $1.3 million,
up from $1.2 million last year, as a result of
the earn-out settlement on Absolute IT.
Cash flow
Operating cash flow, at $16.2 million was up
by $4.9 million on the previous year, due in
part to the annualised impact of the Absolute
IT acquisition.
Equity
Equity attributable to equity holders of the
parent (Shareholder’s Funds) at 31 March,
2018 was $36.9 million (2017, $36.9 million).
The amortisation of Intangible Assets
(Customer Relationships and Restraint of
Trades) net of the deferred tax impact incurs
a $1.6m annual write down.
Trade and other receivables
Trade and other receivables at 31 March,
2018 were $41.8 million, compared
with $45.5 million at 31 March, 2017.
The reduction reflects the concentration
of effort to collect the higher level of
outstanding receivables at 31 March 2017.
Borrowings
The $36.0 million term debt facility with
the ASB Bank was fully drawn (up from
$33.5 million) the prior year, to finance
the Absolute IT acquisition earn-out.
Other Current Liabilities
Trade and other payables are $28.9 million
as at 31 March, 2018, up from $28.1 million
as at 31 March, 2017.
Our
Locations.
OUR LOCATIONS
AWF LOCATION
MADISON LOCATION
ABSOLUTE IT LOCATION
KEY
Kaitaia
Kerikeri
Whangarei
Auckland
Waihi
Tauranga
Rotorua
Hawkes Bay
Palmerston North
Kapiti
Petone
Wellington
Christchurch
Queenstown
Invercargill
Dunedin
New Plymouth
Hawera
Whanganui
Nelson
Blenheim
Hamilton
1716
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Ross KeenanSimon HullWynnis ArmourEduard Van ArkelJulia HoareNick Simcock
Ross joined the Board in 2004 in
the build-up to AWF’s listing and
is the group’s Chairman and a
non-executive director. He brings
to the Board a wealth of corporate
experience gained as Managing
Director of Ansett New Zealand
and later Newmans Group. Ross
held executive management
positions with Air New Zealand,
Air Pacific and Qantas from
1968 to 2000 in Fiji, Australia,
Los Angeles and London. He is
also a Director of Touchdown
Ltd, and recently retired from
the Boards of several Ngai Tahu
entities and Watercare
Services Ltd.
Simon founded the Allied Work
Force business in 1988. He
was AWF Managing Director
for 27 years and is its largest
shareholder. He has been
instrumental in growing what is
now the AWF Madison business
from a single office in Penrose
to its current market leading
position. Before founding Allied
Work Force, Simon was involved
in farming, horticulture and
small business management.
He continues to be involved in
marine-focussed businesses as
well as pursuing his onshore and
offshore yacht racing passion.
Wynnis joined the Board in
January 2015 as a non-executive
Director. After holding senior
management positions in both
the public and private sectors,
(including Adecco – one of the
largest global recruitment
firms) Wynnis co-founded the
Madison Group which was sold
to AWF in 2013. She contributes
a wealth of business experience
and commercial acumen and a
particular understanding of the
AWF, Madison and Absolute IT
businesses. Wynnis is a member
of Global Women and the Institute
of Directors and is a Director of
angel investor ArcAngels and of
Armour Consulting.
Eduard (Ted) joined the Board as a
non-executive Director in 2004 after
retiring as Managing Director of
the supermarket group Progressive
Enterprises Ltd. He previously held
senior management positions at
Woolworths NZ Ltd and Fletcher
Merchants (PlaceMakers). Ted is
currently Chairman of Restaurant
Brands Ltd. He holds directorships
in Abano Healthcare Group Ltd
and the Auckland Chamber of
Commerce. He also serves on
a number of private companies
including Philip Yates Securities Ltd,
Danske Mobler Ltd and his family-
owned company van Arkel & Co Ltd.
He is a Patron of Youthtown Inc.
Julia joined the Board as a
nonexecutive Director in 2013 after
20 years as a partner with PwC.
Julia is Deputy Chairperson of
The A2 Milk Company Ltd and of
Watercare Services Ltd, and is an
independent Director of Auckland
International Airport Ltd, Port of
Tauranga Ltd and New Zealand
Post Ltd. She is on the National
Council of The Institute of Directors,
chairs the Auckland branch of the
Institute of Directors and is on the
Advisory Panel for the External
Reporting Board.
Nick joined the Board as a non-
executive Director in January
2018 after 15 years in Managing
Director roles in New Zealand,
Australia, and Asia/Pacific with
Korn/Ferry Futurestep. Nick
brings deep industry expertise
in recruiting, outsourcing, and
talent management. Nick was the
CEO and Director of a start-up
SaaS payments business Wrap It
Up, which was sold in 2017. He
is a Trustee on the Wellington
Creative Capital Arts Trust,
and was formerly on the Otago
University Business School Board
of Advisors. Nick is a Chartered
Member of the Institute of
Directors.
Board of
Directors.
BOARD OF DIRECTORSBOARD OF DIRECTORS
1918
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
The Board of Directors of AWF
Madison Group Limited (NZX:AWF)
is responsible for the corporate
governance of the Company. The Board
has established a culture that ensures
commitment to and compliance with
good corporate governance principles,
and ethical conduct is at the heart of
the Company’s business practices.
The Company will continue to monitor
developments in corporate governance
practices and update its policies
to ensure AWF Madison maintains
appropriate standards of governance.
Corporate
Governance
Statement.
This statement sets out the corporate governance policies,
practices and processes followed by the Board throughout
the year. AWF Madison complies with the corporate
governance principles set out in the NZX Code of Corporate
Governance. The company also complies with the principles
in the Financial Markets Authority’s Corporate Governance
Principles and Guidelines.
The Board
The Board is responsible for the affairs and activities
of the Company. It establishes the Group’s objectives,
strategies for achieving these objectives, the overall policy
framework within which the business of the Group is
conducted, and monitors Management’s performance with
respect to these matters. The Board has delegated the
day-to-day management of the Group to the Chief Executive
Officer. Other delegations are covered in a Delegations Policy.
The Company’s Constitution and the Board Charter set out
the policies and guidelines for the operation of the Board.
Board Composition and Operations
As at 31 March 2018, the Board comprised six Directors.
Ross Keenan (Chairman), Eduard van Arkel, Julia Hoare
and Nick Simcock have been determined as independent
Directors as defined by NZX Listing Rule 1.6.1. Simon Hull,
and Wynnis Armour are Non-executive Directors.
The Board is elected by the shareholders of the Company.
In accordance with the Company’s constitution and the
NZX Listing Rules, one third of the Directors are required
to retire by rotation every year and may offer themselves
for re-election by shareholders.
The Board holds regularly scheduled meetings and
other meetings on an as required basis. Board papers are
circulated ahead of each meeting. The Board has access
to senior executives and external advisers to provide
further information.
Board Remuneration
Directors’ fees for the year ended 31 March 2018 totalled
$352,000. A fee of $115,000 per annum is paid to the
Chairman, $60,000 per annum to Eduard van Arkel,
Julia Hoare, Nick Simcock, Simon Hull and Wynnis Armour.
Further information is provided in the Statutory Information
section of the annual report.
The terms of any Directors’ retirement payments are as
prescribed in the Constitution and require prior approval
of shareholders in general meeting. No retirement
payments have been made to any Director.
Board Committees
The Board has five formally constituted committees of
Directors. Each Committee has a Charter or terms of
reference that establishes its purpose, structure and
responsibilities. The Committees make recommendations
to the Board and may only make decisions on matters
for which they have been given specific authority.
1. Audit, Finance and Risk Committee
The Audit, Finance and Risk Committee provides
independent review and assistance to the Board and
Chief Executive on the Company’s risk, control and
compliance framework, and its external financial
reporting and accountability responsibilities.
The Committee is comprised of a majority of independent
Directors. The members of the Committee are
Julia Hoare (Chairperson), Eduard van Arkel, Ross
Keenan, Wynnis Armour, Simon Hull and Nick Simcock.
The Committee meets at least twice per year, with
external auditors of the Company and the AWF Madison
executives responsible for internal audit management
from within the Company in attendance. The Committee
also meets with the external auditors with AWF Madison
executives absent.
CORPORATE GOVERNANCE STATEMENTCORPORATE GOVERNANCE STATEMENT
2120
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Diversity
The Company has a diversity policy in place (refer to the
website), consistent with the Directors’ belief that a diverse
workforce contributes to improved business performance,
enables innovation and enhances the Company’s relationship
with its customers.
In accordance with NZX’s Listing Rule requirements, the
gender breakdown of AWF Madison Group Limited’s Board
of Directors and Officers as at 31 March 2018 is:
Directors’ and Officers’ indemnity and insurance
The Company has insured all its Directors and Officers and
the Directors of its subsidiaries against liabilities to other
parties (except the Company or a related party of the
Company) that may arise from their position as Directors.
The insurance does not cover liabilities arising from
criminal actions.
The Company and Officers have executed Deeds of Indemnity
with Directors, indemnifying them to the extent permitted
by section 162 of the Companies Act 1993.
Risk Management
The Board is responsible for ensuring that key business
and financial risks are identified and appropriate controls
and procedures are in place to effectively manage those
risks. In managing the Company’s business risks, the Board
approves and monitors policy and process in such areas as
internal audit, treasury management, financial performance
and capital expenditure. The Board also monitors expenditure
against approved projects and approves the capital plan.
A Risk Framework is in place (refer to the website).
Principles:
• creates and protects value;
• is an integral part of all AWF Madison’s processes;
• is part of the decision-making process;
• explicitly addresses uncertainty;
• is systematic, structured and timely;
• is based on the best available information; and encourages
open communication;
• is tailored to AWF Madison;
• takes human, cultural factors and diversity into account;
• is transparent and inclusive;
• is dynamic, iterative and responsive to change; and
• facilitates continual improvement.
The Company has insurance policies in place covering most
areas of risk to its assets and business. Policies are reviewed
and renewed annually with reputable insurers.
Directors may seek their own independent professional
advice to assist with their responsibilities. During the 2018
financial year no Director sought their own independent
professional advice.
Interests Register
The Board maintains an Interests Register. In considering
matters affecting the Company, Directors are required to
disclose any actual or potential conflicts. Where a conflict
or potential conflict has been disclosed, the Director takes
no further part in receipt of information or participation in
discussions on that matter.
Disclosure/Shareholder Relations
The Company has a Continuous Disclosure Policy and
procedures in place to ensure key financial and material
information is communicated to the market in a clear and
timely manner.
Consistent with best practice and a policy of continuous
disclosure, external communications that may contain
market sensitive data are released through NZX in the first
instance. Further communication is encouraged with press
releases through mainstream media.
The Company’s website is actively used as a portal
for shareholder reports, news releases and other
communications released to shareholders and media.
The Board formally reviews its proceedings at the
conclusion of each meeting to determine whether there
may be a requirement for a disclosure announcement.
2. Remuneration Committee
The Remuneration Committee’s purpose is to establish
sound remuneration policies and practices that attract
and retain high performing Directors and senior
executives. The Committee ensures that executives and
Directors are rewarded having regard to the Company’s
long term performance. The policies adopted are intended
to align shareholder interests and employee interests by
demonstrating a clear relationship between shareholder
value and executive performance.
The members of the Committee are Wynnis Armour
(Chairperson), Simon Hull, Eduard van Arkel, Julia Hoare,
Ross Keenan and Nick Simcock.
The Committee meets at least annually to review senior
executive remuneration and incentives.
3. Nominations Committee
The Nominations Committee assists the Chairman
with an annual evaluation of the Board and Director
performance; to determine Director Independence and
to identify and recommend to the Board individuals for
nomination as members of the Board and its Committees.
All of the Board are members of this Committee.
The Committee meets at least annually.
4. Health & Safety Committee
The role of this Committee is to assist the Board to
fulfil its responsibilities and to ensure compliance with
all legislative and regulatory requirements in relation
to the health and safety practices of the Company as
those activities affect employees and contractors.
It ensures that the Committee members themselves
are aware of their own responsibilities and duties
under legislation, and the business continually strives
to achieve best business practice in relation to Health
& Safety practices.
The members of this Committee are Simon Hull
(Chairman), Wynnis Armour, Eduard van Arkel, Julia
Hoare, Ross Keenan and Nick Simcock.
The Committee members participate in meetings of
and reviews monthly reports presented by the Group
Operations Health and Safety Committee that meets
formally on a monthly (10 x per year) basis.
5. Organisation Committee
The Organisation Committee acts as a reference point
for the Chief Executive in matters around organisational
change as required from time to time. The Committee is
also responsible for assisting the Board in the application
of remuneration policies and best practice for the Board,
Chief Executive and Senior Management.
The members of the Committee are Wynnis Armour
(Chairperson), Ross Keenan, Simon Hull, Julia Hoare,
Nick Simcock and Eduard van Arkel.
Remuneration of Auditors
Details of remuneration paid to Auditors are set out in
A2 of the Financial Statements.
Non-Audit Services
The External Financial Auditors Independence Policy sets
out the Company’s position in regard to non-audit services.
Deloitte Limited are the auditors of AWF Madison Group
Limited and whilst its main role is to provide audit services
to the Company, the Company does employ their specialist
advice where appropriate. In each instance, the Board has
considered the nature of the advice sought in context of the
audit relationship. In accordance with the advice received
from the Audit, Finance and Risk Committee, the Board does
not consider these services have compromised the auditor
independence for the following reasons:
All non-audit services have been reviewed by the Audit,
Finance and Risk Committee to ensure they do not impact
the impartiality and objectivity of the auditor;
None of the services undermined the general principles
relating to auditor independence, including not reviewing
or auditing the auditor’s own work, not acting in a
management or decision-making capacity for the Company,
not acting as advocate for the Company or not jointly
sharing economic risk or rewards.
Share Trading
The Company has adopted a Securities Trading policy that
sets out the formal procedures Directors and employees are
required to follow to ensure compliance with the Financial
Markets Conduct Act 2013 (refer to the website).
CORPORATE GOVERNANCE STATEMENTCORPORATE GOVERNANCE STATEMENT
2018 2017
MALE FEMALE MALE FEMALE
NUMBER OF DIRECTORS 4* 2 3 2
PERCENTAGE OF DIRECTORS 67% 33% 60% 40%
NUMBER OF OFFICERS 5 4 4 4
PERCENTAGE OF OFFICERS 56% 44% 50% 50%
*NICK SIMCOCK WAS APPOINTED ON 1 JANUARY 2018.
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
2322
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
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.
The Annual Report is expected to be made available to us
after the date of this auditor’s report.
Our opinion on the consolidated financial statements does
not cover the other information and we will not express any
form of assurance conclusion thereon.
Our responsibility is to read the other information identified
above when it becomes available 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. If so, we are required to
report that fact.
Directors’ responsibilities for the consolidated
financial statements
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.
Auditor’s responsibilities for the audit of the
consolidated financial statements
Our objectives are to obtain reasonable assurance about
whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud
or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance
with ISAs and ISAs (NZ) will always detect a material
misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis
of these consolidated financial statements.
A further description of our responsibilities for the audit
of the consolidated financial statements is located on the
External Reporting Board’s website at:
https://www.xrb.govt.nz/standards-for-assurance-
practitioners/auditors-responsibilities/audit-report-1
This description forms part of our auditor’s report.
Restriction on use
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.
33
Directors’ responsibilities for
the consolidated financial
statements
The directors are responsible on behalf of the Group for the preparation and fair
presentation of the consolidatedfinancial statements in accordance with NZ IFRSand
IFRS, and for such internal control as the directors determine is necessary to enable the
preparation of consolidatedfinancial 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.
Auditor’s responsibilities for
the audit of the consolidated
financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated
financial statements as a whole are free from material misstatement, whether due to fraud
or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with ISAs and ISAs (NZ) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial
statements is located on the External Reporting Board’s website at:
https://www.xrb.govt.nz/standards-for -assurance-practitioners/auditors-
responsibilities/audit-report-1
This description forms part of our auditor’s report.
Restriction on useThis 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.
Andrew Dick, Partner
forDeloitte Limited
Auckland, New Zealand
25 May 2017
Andrew Dick, Partner for Deloitte Limited
Auckland, New Zealand
28 May 2018
INDEPENDENT AUDITOR’S REPORT
Opinion
We have audited the consolidated financial statements of
AWF Madison Group Limited and its subsidiaries (the ‘Group’),
which comprise the statement of financial position as at
31 March 2018, and the statement of comprehensive income,
statement of changes in equity and statement of cashflows for
the year then ended, and notes to the consolidated financial
statements, including a summary of other accounting policies.
In our opinion, the accompanying consolidated financial
statements, on pages 24 to 55, present fairly, in all material
respects, the consolidated financial position of the Group as
at 31 March 2018, and its consolidated financial performance
and 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’).
Basis for opinion
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 we have no relationship
with or interests in the Company or any of its subsidiaries.
Key audit matters
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 MatterHow our audit addressed the key audit matter
Impairment testing of goodwill and other indefinite life
intangible assets
Goodwill of $38.6m and other indefinite life intangible assets
(brand names) of $9.4m are recorded in the consolidated
financial statements at 31 March 2018 as detailed in notes B3 and
B2 respectively.
Goodwill and other indefinite life intangible assets are tested for
impairment annually or whenever there are indicators that these
assets may be impaired.
For the purpose of impairment testing, the goodwill and other
indefinite life intangible assets are allocated to cash generating
units (CGU) as set out in notes B3 and B2. The recoverable amount
of each CGU is determined through a value in use calculation which
reflects significant unobservable inputs, including the budgeted
future operating performance, discount rate and growth rate.
We identified this as a key audit matter because of the significance
of the goodwill and other indefinite life intangible assets to the
Group’s consolidated financial statements and the judgement
involved in determining the value in use of each CGU.
We have audited the Group’s value in use calculations for
each cash-generating unit (CGU). Our procedures included,
amongst others:
• Testing the value in use calculations for arithmetic accuracy;
• Comparing the forecast performance with the approved 2019
financial year budget;
• Involving our internal specialists in assessing the growth
rates and the discount rates for reasonableness in comparison
to market data;
• Assessing the historical accuracy of the Group’s previous
forecasts by comparing prior period budgets to actual
performance; and
• Performing a sensitivity analysis on the discount rates and
growth rates.
To the Shareholders of AWF Madison Group Limited
FINANCIAL STATEMENTSFINANCIAL STATEMENTS
2524
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
AWF Madison Group Limited
Statement of Comprehensive Income
For the year ended 31 March 2018
GROUP
20182017
Note$’000$’000
RevenueA1279,303256,428
Investment revenue322
Fair value gain on settlement of Absolute IT Limited earn-out paymentF7170–
Direct costs(2,187)(2,844)
Employee benefits expenseF1(253,182)(229,150)
Depreciation and amortisation expenseA2, B1, B2(3,344)(3,003)
ImpairmentB2–(443)
Other operating expenses(12,385)(10,980)
Finance costsA2(1,297)(1,193)
Acquisition related costs expense–(262)
Profit before tax
7,1108,555
Income tax expenseA3(2,062)(2,688)
Profit for the year
5,0485,867
Other comprehensive income for the year––
Total comprehensive income for the year
5,0485,867
Earnings per share
Total basic earnings per share (cents/share)C415.518.1
Total diluted earnings per share (cents/share)C415.518.0
The notes to the Group financial statements form an integral part of these financial statements
GROUP
20182017
Note$’000$’000
Assets
Non-current assets
Property, plant and equipmentB12,4983,348
Intangible assets – goodwillB338,62038,620
Intangible assets – otherB216,07918,314
Total non-current assets57,19760,282
Current assets
Cash and cash equivalentsC66,2691,225
Trade and other receivablesC741,83045,533
Total current assets48,09946,758
Total assets105,296107,040
Equity and liabilities
Non-current liabilities
Deferred tax liabilitiesA32,7483,117
BorrowingsC836,00033,500
Total non-current liabilities38,74836,617
Current liabilities
Trade and other payablesC928,86728,107
Bank overdraftC6–108
Taxation payableA36221,636
ProvisionsF2200217
Absolute IT Limited earn-out paymentF7–3,420
Total current liabilities29,68933,488
Total liabilities68,43770,105
Net assets36,85936,935
Capital and reserves
Share capitalC227,59827,624
Treasury accountC3–(319)
Group share scheme reserveF1383450
Retained earningsC18,8789,180
Total equity36,85936,935
For and on behalf of the Board who authorise the issue of the financial statements on 28 May 2018:
ROSS KEENAN, Chair JULIA HOARE, Chair, Audit and Risk Committee
The notes to the Group financial statements form an integral part of these financial statements
AWF Madison Group Limited
Statement of Financial Position
As at 31 March 2018
FINANCIAL STATEMENTSFINANCIAL STATEMENTS
2726
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
GROUP
Share
capital
Treasury
shares
Group share
scheme
reserve
Retained
earnings
Total
equity
Note$’000$’000$’000$’000$’000
2017
Balance at 1 April27,946(641)3708,59936,274
Comprehensive income
Profit for the year–––5,8675,867
Other comprehensive income –––––
Total comprehensive income
–––5,8675,867
Transactions with shareholders
Dividends paidC5–––(5,286)(5,286)
Treasury Shares expiredC3(322)322–––
Share based paymentsF1––80–80
Total transactions with shareholders
(322)32280(5,286)(5,206)
Balance at 31 March
27,624(319)4509,18036,935
2018
Balance at 1 April27,624(319)4509,18036,935
Comprehensive income
Profit for the year–––5,0485,048
Other comprehensive income –––––
Total comprehensive income
–––5,0485,048
Transactions with shareholders
Dividends paidC5–––(5,350)(5,350)
Treasury Shares cancelledC3(90)90–––
Treasury Shares convertedC2, C366229(66)–229
Treasury Share conversion and
cancellation costs
C2(2)–––(2)
Share based paymentsF1––(1)–(1)
Total transactions with shareholders
(26)319(67)(5,350)(5,124)
Balance at 31 March
27,598–3838,87836,859
The notes to the Group financial statements form an integral part of these financial statements
GROUP
20182017
Note$’000$’000
Cashflows from operating activities
Receipts from customers282,554251,434
Payments to suppliers and employees(266,336)(240,074)
Net cash generated from operations16,21811,360
Interest received322
Interest paid(1,296)(1,193)
Income taxes paid(3,445)(2,543)
Net cash from operating activitiesC611,5097,626
Cashflows from investing activities
Proceeds from disposal of property, plant and equipment155186
Purchase of property, plant and equipmentB1(482)(2,032)
Purchase of intangible assetsB2(157)(1,104)
Net cash paid on acquisition of subsidiariesF7–(9,903)
Net cash (used in)/from investing activities(484)(12,853)
Cashflows from financing activities
Proceeds from the issue of share capitalC3229–
Share issue costs(2)–
Dividends paid to share holders of the parentC5(5,350)(5,286)
Proceeds from borrowingsC82,50033,500
Repayment of borrowingsC8–(21,000)
Repayment of vendor on settlement of Absolute IT Limited
earn-out paymentF7(3,250)–
Net cash from/(used in) financing activities(5,873)7,214
Net increase/(decrease) in cash held5,1521,987
Cash and cash equivalents at start of the year1,117(870)
Net cash and cash equivalents at end of the yearC66,2691,117
The notes to the Group financial statements form an integral part of these financial statements
AWF Madison Group Limited
Statement of Cashflows
For the year ended 31 March 2018
AWF Madison Group Limited
Statement of Changes in Equity
For the year ended 31 March 2018
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
2928
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
About this report.
IN THIS SECTION
The notes to the financial statements include information
that is considered relevant and material to assist the reader
in understanding changes in AWF Madison Group Limited
(“the Group”) financial position or performance.
Information is considered relevant and material if:
• the amount is significant because of its size and nature;
• it is important for understanding the results of the Group;
• it helps explain changes in the Group’s business; or
• it relates to an aspect of the Group’s operations that is
important to future performance.
AWF Madison Group Limited is a listed company incorporated
and domiciled in New Zealand. The address of its registered
office and principal place of business is disclosed in the
directory to the annual report. The principal services of the
Group are the supply of temporary staff, contractor resource
and recruitment of permanent staff.
BASIS OF PREPARATION
These financial statements have been prepared:
• in accordance with New Zealand Generally Accepted
Accounting Practices in New Zealand (“NZ GAAP”).
They comply with New Zealand equivalents to International
Financial Reporting Standards (“NZ IFRS”), International
Financial Reporting Standards (“IFRS”) and other
applicable Financial Reporting Standards as appropriate
for profit-orientated entities;
• in accordance with the requirements of the Financial
Market Conduct Act 2013, the Companies Act 1993, and
the NZX listing rules;
• on the basis of historical cost, modified by revaluation
of certain assets and liabilities; and
• in New Zealand dollars, with values rounded to thousands
($000) unless otherwise stated.
The financial statements were authorised for issue by the
directors on 28 May 2018.
Adoption of new and revised Standards and Interpretations
New standards and amendments and interpretations to
existing standards that came into effect during the current
accounting period beginning on 1 April 2017
• Disclosure Initiative (Amendments to NZ IAS 7 Statement
of Cash Flows)
Entities are now required to explain changes in their
liabilities arising from financing activities. This includes
changes arising from cash flows (eg drawdowns and
repayments of borrowings) and non-cash changes such
as acquisitions, disposals, accretion of interest and
unrealised exchange differences.
The adoption of Amendments to NZ IAS 7 ‘Statement
of Cash Flows’’ has had a disclosure only impact on
the Group’s financial statements for the year ended
31 March 2018.
New standards and amendments and interpretations to
existing standards that are not yet effective for the current
accounting period beginning on 1 April 2017
The Group have not early adopted any new standards,
amendments and interpretations that have been issued but
are not yet effective.
The new standards, amendments and interpretations that
will have an impact on the Group are discussed below and the
Group intends to adopt these new standards, amendments
and interpretations when they become mandatory.
• NZ IFRS 9 Financial Instruments
NZ IFRS 9, ‘Financial instruments’, addresses the
classification, measurement and recognition of financial
assets and financial liabilities. It replaces the guidance
in NZ IAS 39, ‘Financial Instruments: Recognition and
Measurement’, that relates to the classification and
measurement of financial instruments. IFRS 9 retains but
simplifies the mixed measurement model and establishes
three primary measurement categories for financial assets:
amortised cost, fair value through other comprehensive
income (‘OCI’) and fair value through profit and loss. The
basis of classification depends on the entity’s business
model and the contractual cash flow characteristics of the
financial asset.
There is now a new expected credit losses impairment
model that replaces the incurred loss impairment model
used in NZ IAS 39. For financial liabilities, there were
no changes to classification and measurement, except
for the recognition of changes in own credit risk in other
comprehensive income, for liabilities designated at fair
value through profit or loss.
The effective date is annual reporting periods beginning
on or after 1 January 2018.
The indicative impacts of implementing NZ IFRS 9 are
as follows:
Classification and measurement of financial instruments:
The Group’s financial assets currently include only those
measured at amortised cost. The Group anticipates that the
classification and measurement of its financial assets will
remain unchanged under NZ IFRS 9.
Impairment model change from incurred losses to expected
credit losses:
The introduction of the expected credit losses impairment
model is expected to involve a change in the timing of when
impairment losses are recognised.
With regards to the Group’s trade receivables, the Group’s
incurred credit losses from these financial assets have
historically not been material (with the exception of
one significant debtor over the past two years which is
considered to be an isolated case). Consequently the
introduction of the expected credit losses impairment
model is not expected to have a material impact on the
Group’s financial statements, given the Group’s low
exposure to counterparty default risk as a result of the
Group’s credit risk management processes that are
in place.
The Group will adopt NZ IFRS 9 no later than the accounting
period beginning on 1 April 2018.
• NZ IFRS 15 Revenue from Contracts with Customers
NZ IFRS 15 ‘Revenue from Contracts with Customers’ will
replace NZ IAS 18 ‘Revenue’.
NZ IFRS 15 provides a five-step model to be applied
to the recognition of revenue arising from contracts
with customers:
• identify the contract with the customer;
• identify the performance obligations in the contract;
• determine the transaction price;
• allocate the transaction price to the performance
obligations in the contract; and
• recognise revenue when (or as) the entity satisfies a
performance obligation.
NZ IFRS 15 also introduces new disclosures for revenue.
Under NZ IFRS 15 the Group would recognise revenue when
(or as) it satisfies a performance obligation by transferring
a promised service to a customer (which is when the
customer obtains control of that service). A performance
obligation may be satisfied at a point in time (e.g. upon the
supply or recruitment of staff) or over time (e.g. consulting
services). For a performance obligation satisfied over time,
the Group will select an appropriate measure of progress to
determine how much revenue should be recognised as the
performance obligation is satisfied.
The effective date is annual reporting periods beginning on
or after 1 January 2018.
Currently the the Group’s revenue is earned from the
following:
• supply of temporary staff (to industry, commerce and IT);
• recruitment of contract and permanent staff (to
commerce and IT); and
• organisational development related consulting services.
The Group has undertaken a preliminary assessment on
the possible impact NZ IFRS 15 will have on the Group’s
financial statements. The preliminary analysis indicates
that the standard is unlikely to have a material impact
however further analysis is ongoing.
The Group will adopt NZ IFRS 15 no later than the
accounting period beginning on 1 April 2018.
• NZ IFRS 16 Leases
NZ IFRS 16 ‘Leases’ will replace NZ IAS 17 ‘Leases’.
NZ IFRS 16 eliminates the distinction between operating
and finance leases for lessees and will result in
lessees bringing most leases onto their Statements of
Financial Position.
The main changes affect lessee accounting only – lessor
accounting is mostly unchanged from NZ IAS 17.
NZ IFRS 16 introduces the following:
• Use of a control model for the identification of leases.
This model distinguishes between leases and service
contracts on the basis of whether there is an identified
asset controlled by the customer.
• Distinction between operating and finance leases is
removed. Assets (a right-of-use asset) and liabilities
(a lease liability reflecting future lease payments) will
now be recognised in respect of all leases, with the
exception of certain short-term leases and leases of
low value assets.
The effective date is annual reporting periods beginning
on or after 1 January 2019. Earlier application is permitted,
if NZ IFRS 15 Revenue from Contracts with Customers has
also been adopted.
The indicative impacts of implementing NZ IFRS 16 are as
follows for all leases that the Group is a party to:
Initial recognition and measurement:
• Recognition of a right of use (‘ROU’) asset. Initial
measurement of the ROU asset would include the initial
present value of the lease liability, the initial direct costs,
prepayments made to lessor, less any lease incentives
received from the lessor and restoration, removal and
dismantling costs; and
• Recognition of a lease liability, which would reflect
the initial measurement of the present value of lease
payments, including reasonably certain renewals.
Subsequent measurement:
• ROU asset: Depreciate the ROU asset based on NZ IAS
16 Property, plant and equipment.
• Lease liability: Accrete liability based on the effective
interest method, using a discount rate determined at
lease commencement (as long as a reassessment and
a change in the discount rate have not occurred) and
reduce the liability by payments made.
NZ IFRS 16 will have a material impact on the Group’s
financial statements and will be dependent on the leases
that the Group is a party to as at the beginning of the
comparative accounting period presented in the Group’s
financial statements for the year ended 31 March 2020.
The Group’s operating lease commitments as at 31 March
2018 are set out in note F4, however, measurement of
the lease liability and asset under NZ IFRS 16 is yet to be
fully assessed.
The Group will adopt NZ IFRS 16 no later than the
accounting period beginning 1 April 2019.
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
3130
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
This section explains the financial performance of the Group,
providing additional information about individual items in the
Statement of Comprehensive Income, including:
(a) accounting policies, judgments and estimates that are
relevant for understanding items recognised in revenue.
(b) analysis of the Group’s performance for the year by
reference to key areas including: performance by
segment, expenses and taxation.
A1 SEGMENT PERFORMANCE
The directors have identified the following reportable
segments:
Temporary staffing to industry
The Group operates branches under the brand names AWF
Labour, AWF Manufacturing and Logistics, AWF Trades and
Tradeforce Recruitment in major towns and cities throughout
New Zealand. These brands derive their revenues from
temporary staffing services to industry and are considered
to be one operating segment and one reportable segment for
which discrete financial information is available and whose
operating results are regularly reviewed by the Group’s chief
operating decision maker.
Temporary, contract and permanent staff services
to commerce
The Group operates branches under the brand names
Madison Recruitment, Madison Force, Interim Taskforce
and Absolute IT (from November 2016) in major cities
throughout New Zealand. These brands derive their revenues
from temporary, contract and permanent staff services
to commerce and are considered to be one operating
segment and one reportable segment for which discrete
financial information is available and whose operating
results are regularly reviewed by the Group’s chief operating
decision maker.
The Group’s reportable segments under NZ IFRS 8 Operating
Segments are therefore as follows:
• Temporary staffing services to industry
• Temporary, contract and permanent staff services
to commerce
All revenues from external customers, and non-current
assets other than financial instruments, deferred tax assets,
post-employment benefit assets, and rights arising under
insurance contracts are attributed to the Group’s country
of domicile.
A. Financial Performance
IN THIS SECTION
Segment revenueSegment profit
2018201720182017
SEGMENT REVENUE AND RESULTS$’000$’000$’000$’000
Continuing operations
Temporary staffing to industry130,416157,7144,8588,726
Temporary, contract and permanent staff
services to commerce148,88798,7145,9633,387
Total for continuing operations279,303256,42810,82112,113
Other income322
Central administration costs and directors fees(2,446)(2,367)
Finance costs(1,297)(1,193)
Profit/(loss) before tax7,1108,555
Income tax expense(2,062)(2,688)
Profit for the year5,0485,867
Revenue reported above represents revenue generated from external customers. Inter-segment sales in the year were
$568,139 (2017: $730,340) and have been eliminated from the above table. Inter-segment sales were eliminated from the
originating segment; Temporary, contract and permanent staff services to commerce. No one customer accounts for more
than 10% of the Group’s revenue (2017: none).
The accounting policies of the reportable segments are the same as the Group’s accounting policies described in this report.
Segment profit represents the profit earned by each segment without allocation of central administration costs and directors’
salaries, investment revenue, finance costs, and income tax expense. This is the same measure reported to the chief operating
decision maker for the purpose of resource allocation and assessment of segment performance.
OTHER ACCOUNTING POLICIES
Accounting policies that are relevant to an understanding
of the financial statements (other than those provided
throughout the notes to the financial statements) are
set out below:
Revenue recognition
Revenue is measured at the fair value of the consideration
received or receivable.
Rendering of services
Revenue from the provision of services is recognised when
the services are provided. Permanent placement fees are
recognised in the accounting period when a candidate
accepts an offer of employment. Temporary and contractors
placements fees are recognised when services are provided.
Dividend and interest revenue
Dividend and interest revenue is presented as investment
revenue in the statement of comprehensive income.
Dividend revenue from investments is recognised when the
shareholder’s right to receive payment has been established.
Interest revenue is accrued on a time basis using the effective
interest method.
Impairment of tangible and intangible assets
excluding goodwill
At the end of each reporting period, the Group reviews the
carrying amounts of its tangible and intangible assets to
determine whether there is any indication that those assets
have suffered an impairment loss. If any such indication
exists (and at least annually for indefinite life intangible
assets) the recoverable amount of the asset is estimated in
order to determine the extent of the impairment loss (if any).
The recoverable amount is the higher of an asset’s fair value
less costs to sell and value in use. In assessing value in use,
the estimated cash flows are discounted to their present value
using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific
to the asset for which the estimates of future cash flows have
not been adjusted.
If the recoverable amount of an asset is estimated to be less
than its carrying amount, the carrying amount of the asset
is reduced to its recoverable amount. An impairment loss
is recognised immediately in profit or loss.
Where an impairment loss subsequently reverses, the
carrying amount of the asset is increased to the revised
estimate of its recoverable amount, but the increased carrying
amount does not exceed the carrying amount that would have
been determined had no impairment loss been recognised
for the asset in prior periods. A reversal of an impairment loss
is recognised immediately in profit or loss.
Financial liabilities and equity
Financial liabilities and equity instruments issued by the
Group are classified according to the substance of the
contractual arrangements entered into and the definitions
of a financial liability and an equity instrument. An equity
instrument is any contract that evidences a residual interest
in the assets of the Group after deducting all of its liabilities.
All of the financial liabilities of the Group, which include trade
and other payables and borrowings, are classified as financial
liabilities and initially recognised at fair value less transaction
costs and subsequently at amortised cost.
Equity instruments issued by the Group are recorded at the
proceeds received, net of direct issue costs.
KEY JUDGMENTS AND SOURCES
OF ESTIMATION UNCERTAINTY
In the process of applying the Group’s accounting policies
and the application of accounting standards, the directors
are required to make a number of judgments, estimates
and assumptions about the carrying amounts of assets and
liabilities that are not readily available from other sources.
These estimates and associated assumptions are based
on historical experience and various other matters that
are considered to be appropriate under the circumstances.
Actual results may differ from these estimates.
Judgments and sources of estimation uncertainty that are
considered material to understand the performance of the
Group are found in the following notes:
Note – A1
Identification of operating segments
Note – B2
Amortisation of identifiable intangible assets
Note – B3
Testing the carrying value of goodwill
Note – F2
Rehabilitation under the ACC Partnership programme
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
3332
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
20182017
SEGMENT ASSETS$’000$’000
Temporary staffing to industry33,86537,907
Temporary, contract and permanent staff services to commerce70,46469,055
Total segment assets104,329106,962
Unallocated assets96778
Total assets105,296107,040
For the purposes of monitoring segment performance and allocating resources between segments, the chief operating decision
maker monitors the tangible, intangible and financial assets attributable to each segment. All assets are allocated to reportable
segments other than cash, cash equivalents and tax assets of the parent.
20182017
SEGMENT LIABILITIES$’000$’000
Temporary staffing to industry10,61813,032
Temporary, contract and permanent staff services to commerce19,45517,682
Total segment liabilities30,07330,714
Unallocated liabilities38,36439,391
Total liabilities68,43770,105
For the purposes of monitoring segment performance and allocating resources between segments, the chief operating decision
maker monitors the liabilities attributable to each segment. All liabilities are allocated to reportable segments other than bank
loans and tax liabilities of the parent.
The prior period segment assets, liabilities, depreciation and amortisation and net additions to non-current assets have been
restated to more accurately align the segment values and provide consistency with the current year presentation. The restatement
to segment assets and liabilities is a reallocation of $13.8m comprising certain current and non-current assets, including
deferred tax. The restatement of net additions to non-current assets is a reallocation of $1.3m.
Depreciation
and amortisationImpairmentEmployee benefits
Net additions to
non-current assets
20182017201820172018201720182017
OTHER SEGMENT INFORMATION$’000$’000$’000$’000$’000$’000$’000$’000
Temporary staffing to industry683937–443116,738139,425(1,074)1,646
Temporary, contract and permanent
staff services to commerce2,6612,066––135,39788,486(2,425)11,739
Unallocated––––1,0471,239––
Total 3,3443,003–443253,182229,150(3,499)13,385
KEY JUDGMENTS AND ESTIMATES – OPERATING SEGMENTS
(a) Goodwill has been allocated to reportable segments as described in note B3. Assets used jointly by reportable segments are
allocated on the basis of the revenues earned by individual reportable segments
(restated)
(
restated)
(
restated)
A2 EXPENSES
GROUP
20182017
Note$’000$’000
BAD AND DOUBTFUL DEBTS EXPENSE
Bad and doubtful debts expense221467
Total bad and doubtful debts expense221467
DEPRECIATION AND AMORTISATION EXPENSE
Depreciation of property, plant and equipmentB1952731
Amortisation of intangible assetsB22,3922,272
Total depreciation and amortisation expense3,3443,003
IMPAIRMENT EXPENSE
Intangible assets – Computer softwareB2–443
Total impairment expense–443
FINANCE COSTS
Interest on bank overdrafts and loans1,2971,186
Other interest expense–7
Total finance costs1,2971,193
AUDITOR’S REMUNERATION TO DELOITTE FOR:
Audit of the financial statements
Audit of the financial statements162179
Other services
Due diligence services for tax–22
Total auditor’s remuneration to Deloitte162201
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
3534
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
A3 TAXATION
Accounting Policy – current tax
1 Income tax expense represents the sum of the tax currently
payable and deferred tax.
2 Taxable profit differs from profit before tax reported in
the income statement as it excludes items of income and
expense that are taxable or deductible in other years and
also excludes items that will never be taxable or deductible.
3 Current and deferred tax are recognised as an expense
or income in profit or loss, except when they relate to
items recognised in other comprehensive income or
directly in equity, in which case the tax is also recognised
in other comprehensive income or directly in equity, or
where they arise from the initial accounting for a business
combination. In the case of a business combination,
the tax effect is taken into account in calculating goodwill
or in determining the excess of the acquirer’s interest
in the net fair value of the acquiree’s identifiable assets,
liabilities and contingent liabilities over the cost of the
business combination.
4 Income tax expense is the income assessed on taxable
profit for the year.
5 AWF Madison Group Limited’s liability for current tax
is calculated using tax rates that have been enacted at
balance date, being 28% (2017: 28%) for New Zealand.
GROUP
20182017
INCOME TAX EXPENSE$’000$’000
Current tax
In respect of current year 2,2123,651
In respect of prior year 219–
2,4313,651
Deferred tax
In respect of current year (150)(963)
In respect of prior year (219)–
(369)(963)
Total tax expense2,0622,688
Reconciliation to profit before tax
Profit before income tax7,1108,555
Income tax at applicable rates1,9912,395
Tax effect of expenses that are not deductible in determining taxable profit71293
Income tax expense2,0622,688
Effective tax rate for the year29.0%31.4%
GROUP
20182017
CURRENT TAX ASSETS AND LIABILITIES$’000$’000
Current tax liabilities
Income tax payable6221,636
Total current tax liabilities6221,636
Accounting Policy – deferred tax
1 Deferred tax is recognised on differences between the
carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the
computation of taxable profit, and is accounted for using the
balance sheet liability method. Deferred tax liabilities are
generally recognised for all taxable temporary differences
and deferred tax assets are recognised to the extent
that it is probable that taxable profits will be available
against which deductible temporary differences can be
utilised. Such assets and liabilities are not recognised if
the temporary difference arises from goodwill or from the
initial recognition (other than in a business combination)
of other assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit.
2 Deferred tax liabilities are recognised for taxable temporary
differences arising on investments in subsidiaries, except
where the Group is able to control the reversal of the
temporary difference and it is probable that the temporary
difference will not reverse in the foreseeable future.
3 The carrying amount of deferred tax assets is reviewed at
each balance sheet date and reduced to the extent that it
is no longer probable that sufficient taxable profits will be
available to allow all or part of the assets to be recovered.
4 Deferred tax is calculated at the tax rates that are expected
to apply in the period when the liability is settled or the
asset realised based on tax rates that have been enacted
or substantively enacted by the end of the reporting period.
The measurement of deferred tax liabilities and assets
reflects the tax consequences that would follow from the
manner in which the Group expects, at the reporting date,
to recover or settle the carrying amounts of its assets and
liabilities.
5 Deferred tax assets and liabilities are offset when there
is a legally enforceable right to set off current tax assets
against current tax liabilities and when they relate to
income taxes levied by the same taxation authority and the
Group intends to settle its current tax assets and liabilities
on a net basis.
DEFERRED TAX BALANCES
The following are the major deferred tax assets/(liabilities) recognised by the Group, and the movements thereon, during the
current reporting period:
GROUP
ACC
levies
Staff
expense
accrual
Bad debt
provision
ACC
rehabilitation
claims
Identifiable
intangible
assets
Total
$’000$’000$’000$’000$’000$’000
At 1 April 2016731,279215125(3,973)(2,281)
Prior period adjustment–(154)––(47)(201)
Business combination––––(1,598)(1,598)
Charge (credit to profit or loss for the year)35214111(64)667963
As at 31 March 20171081,33932661(4,951)(3,117)
Prior period adjustment(3)206(75)–91219
Charge (credit to profit or loss for the year)(68)(140)(166)(5)529150
As at 31 March 2018371,4058556(4,331)(2,748)
GROUP
20182017
IMPUTATION BALANCES$’000$’000
Imputation credits available for subsequent reporting periods based on a tax rate of 28%8,6317,376
The above amounts represent the balance of the imputation account as at the end of the reporting period, adjusted for:
• Imputation credits that will arise from the payment of the amount of the provision for income tax; and
• Imputation debits that will arise from the payment of dividends recognised as a liability at the reporting date.
The consolidated amounts include imputation credits that would be available to the parent entity if subsidiaries paid dividends.
The imputed portions of the final dividends recommended after reporting date will be imputed out of existing imputation credits
or out of imputation credits arising from the payment of income tax in the next reporting period.
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
3736
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
The following diminishing value rates are used for the depreciation of property, plant and equipment
Motor vehicles 25 to 36%
Fixtures and fittings 10 to 60%
Leasehold improvements 4 to 14%
GROUP
Motor VehiclesFixtures and
equipment
Leasehold
Improvements
Total
Note$’000$’000$’000$’000
Cost1,4332,7111,0245,168
Less accumulated depreciation(969)(1,795)(482)(3,246)
Net book value at 1 April 20164649165421,922
Additions1311,5673022,000
Business combinations–78183261
Disposals – cost(555)(144)–(699)
Depreciation expenseA2(138)(505)(88)(731)
Eliminations on disposal – depreciation478117–595
Net book value at 31 March 20173802,0299393,348
Additions51305126482
Business combinations––––
Disposals – cost(318)(416)(493)(1,227)
Depreciation expenseA2(114)(742)(96)(952)
Eliminations on disposal – depreciation260336251847
Net book value at 31 March 20182591,5127272,498
Cost1,0024,4371,3936,832
Less accumulated depreciation(743)(2,925)(666)(4,334)
Net book value at 31 March 20182591,5127272,498
B. Assets used to generate income
This section shows the assets the Group uses to generate
operating income. In this section of the notes there is
information about:
In this section there is information about:
(a) property, plant and equipment
(b) intangible assets
(c) goodwill
B1 PROPERTY, PLANT AND EQUIPMENT
Accounting policy
1 Fixtures and equipment, motor vehicles and leasehold
improvements are stated at cost less accumulated
depreciation and any accumulated impairment losses.
2 Depreciation is charged so as to write off the cost of assets,
over their estimated useful lives using the diminishing
value method.
3 The gain or loss arising on the disposal or retirement of
an item of property, plant and equipment is determined as
the difference between the sales proceeds and the carrying
amount of the asset and is recognised in profit or loss.
IN THIS SECTION
B2 INTANGIBLE ASSETS
Accounting policy
1 Intangible assets acquired in a business combination are
identified and recognised separately from goodwill where
they satisfy the definition of an intangible asset and their
fair values can be measured reliably. The cost of such
intangible assets is their fair value at the acquisition date.
2 Intangible assets acquired separately with finite useful
lives are carried at cost less accumulated amortisation
and accumulated impairment losses. Amortisation is
recognised on a straight-line basis over their estimated
useful lives. The estimated useful life and amortisation
method are reviewed at the end of each reporting period,
with the effect of any changes in estimate being
accounted for on a prospective basis.
3 Intangible assets acquired separately with indefinite
useful lives are not amortised and are reviewed for
impairment on an annual basis and whenever there is an
indication that the asset may be impaired as per NZ IAS 36
Impairment of Assets (refer also B3).
Other intangible assets (excluding goodwill) represent the value of client relationships, brand names and restraints of trade
acquired through business combinations (where the economic value can reliably be assessed) and computer software.
GROUP
Computer
Software
Customer
Relationships
Brand
Name
Restraint
of Trade
Total
Note$’000$’000$’000$’000$’000
Cost2,02510,5067,46544120,437
Less accumulated amortisation(794)(5,274)–(178)(6,246)
Net book value at 1 April 20161,2315,2327,46526314,191
Additions1,130–––1,130
Business combinations–2,8651,9808635,708
Amortisation expenseA2(480)(1,659)–(133)(2,272)
Impairment(443)–––(443)
Net book value at 31 March 20171,4386,4389,44599318,314
Additions157–––157
Business combinations–––––
Amortisation expenseA2(238)(1,937)–(217)(2,392)
Impairment–––––
Net book value at 31 March 20181,3574,5019,44577616,079
Cost2,86913,3719,4451,30426,989
Less accumulated amortisation(1,512)(8,870)–(528)(10,910)
Net book value at 31 March 20181,3574,5019,44577616,079
The amortisation expense has been included in the line item
“depreciation and amortisation expense” in the Statement of
Comprehensive Income.
Brand names of:
• $7.465 million identified and recognised from the Madison
acquisition are allocated to the Madison Group cash
generating unit; and
• $1.980 million identified and recognised from the Absolute
IT acquisition are allocated to the Absolute IT cash
generating unit.
The year ended 31 March 2017 impairment related to software
that is no longer in use by the Group. The impairment related
to the software utilised by the ‘AWF Limited’ cash generating
unit (refer to note B3) which is included in the ‘Temporary
staffing to industry’ operating segment (refer to note A1).
The recoverable amount of the software was $Nil.
KEY JUDGMENTS AND SOURCES OF ESTIMATION
UNCERTAINTY
Computer software is amortised at a rate of 14.3% to 20.0%
from the time it is brought into use.
Brand names are considered to have an indefinite life as they
have no determinable limit to the period over which the brand
is expected to generate cash flows for the Group.
The useful lives of customer relationships and restraint of
trade used in the calculation of amortisation ranges from
4 to 6 years based on directors views of the asset life.
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
3938
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
B3 GOODWILL
Accounting policy
Goodwill arising on the acquisition of a subsidiary is recognised
as an asset at the date that control is acquired (the acquisition
date). Goodwill is measured as the excess of the sum of the
consideration transferred, the amount of any non-controlling
interest in the acquiree and the fair value of the acquirer’s
previously held equity interest (if any) in the acquiree over the
fair value of the identified net assets recognised.
Goodwill is not amortised, but is reviewed for impairment at
least annually. For the purpose of impairment testing, goodwill
is allocated to each of the Group’s cash generating units
expected to benefit from the synergies of the combination.
Cash generating units to which goodwill and indefinite
life intangible assets have been allocated are tested for
impairment annually, or more frequently when there is an
indication that the unit may be impaired. The recoverable
amount is the higher of fair value less cost to sell and the value
in use. If the recoverable amount of the cash generating unit is
less than the carrying amount of the unit, the impairment loss
is allocated first to reduce the carrying amount of any goodwill
allocated to the unit and then to the other assets of the unit
pro-rata on the basis of the carrying amount of each asset
in the unit. Any impairment loss on goodwill is recognised
immediately in profit or loss and is not subsequently reversed.
GROUP
20182017
$’000$’000
Balance at 1 April38,62030,784
Business combinations–7,836
Net book value as at 31 March38,62038,620
Allocation to cash generating units
AWF – Temporary staffing to industry10,56110,561
Madison Recruitment – Temporary, contract and permanent staff services to commerce20,22320,223
Absolute IT – Temporary, contract and permanent staff services to commerce7,8367,836
Total goodwill38,62038,620
Annual test for impairment
The Group tests goodwill annually for impairment or more
frequently if there are indications that goodwill might
be impaired.
The recoverable amount of each cash-generating unit is
determined from value in use calculations which use a
discounted cash flow analysis. The key assumptions for the
value in use calculations are those regarding the discount rates,
growth rates and forecast financial performance. Management
estimates discount rates using rates that reflect current market
assumptions of the time value of money and risk specific to
the cash generating units. The growth rates are based on
management’s best estimate. Changes in selling price and
direct costs are based on past practices and expectations of
future changes in the market.
The Group prepares cash flow forecasts derived from the
most recent financial budgets approved by the Board for the
subsequent year and estimates of future cash flows based
on an estimated growth rate of 1.5% (2017: 1.5%). This rate
does not exceed the average long-term growth rate for the
relevant markets.
The discount rate used to discount the forecast cash flows is
9.85% (2017: 9.85%). The discount and growth rates have been
consistently applied to all cash generating units.
In assessing the goodwill for impairment, a sensitivity
analysis for reasonably possible changes in key assumptions
was performed.
This included:
– reducing the estimated growth rate of growth rates by 0.5%;
– reducing the terminal growth rate by 1%; and
– increasing the discount rate by 1%.
These reasonably possible changes in rates did not result in any
impairment of goodwill.
KEY JUDGEMENTS AND SOURCES OF
ESTIMATION UNCERTAINTY
(a) Determining whether goodwill is impaired requires
an estimation of the value in use of the group of cash
generating units to which goodwill has been allocated.
The value in use calculation requires the directors to
estimate the future cash flows expected to arise from those
cash-generating units and a suitable discount rate in order
to calculate present value.
(b) Determining whether goodwill is impaired requires an
appropriate discount rate to be applied to future cashflows.
An independent assessment of Group’s weighted average
cost of capital was obtained in April 2017. The economic
environment has not significantly varied during the financial
year and therefore the discount rate has been retained at
9.85% under the Classical model (2017: 9.85%). The key
inputs into the Classical model included a risk-free rate
based on 10 year New Zealand government bonds,
a market risk premium and an equity beta based on share
prices of a selection of listed recruitment companies in the
USA and Europe.
This section explains the Group’s reserves and working
capital. In this section there is information about:
(a) equity and dividends
(b) net debt; and
(c) receivables and payables
C. Managing funding
IN THIS SECTION
C1 RETAINED EARNINGS
GROUP
20182017
RETAINED EARNINGS AND DIVIDENDSNote$’000$’000
Balance at 1 April9,1808,599
Total comprehensive income for the year5,0485,867
Dividends paidC5(5,350)(5,286)
Balance at 31 March8,8789,180
C2 SHARE CAPITAL
GROUP
2018201720182017
ORDINARY SHARE CAPITALNoteNo of SharesNo of Shares$’000$’000
Issued and fully paid:
Balance at 1 April32,463,39332,463,39327,62427,946
Cancellation of Treasury SharesC3––(90)–
Expiry of Treasury Shares–––(322)
Conversion of Treasury Shares to Ordinary SharesC3, F191,800–66–
Treasury Share conversion and cancellation costsC3––(2)–
Total 32,555,19332,463,39327,59827,624
The share capital reflected in the following note represents the ordinary share capital of AWF Madison Group Limited.
All ordinary shares carry rights to dividends and distribution on wind-up.
There are a number of share options over restricted shares with similar rights:
Restricted Shares
– 70,000 restricted shares were issued during the year.
– 91,800 restricted shares were converted to ordinary shares in the year.
– 245,000 restricted shares were cancelled during the year including the 36,000 residual treasury shares.
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
4140
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
C3 TREASURY SHARES
GROUP
2018201720182017
TREASURY SHARESNoteNo of SharesNo of Shares$’000$’000
Issued and fully paid:
Balance at 1 April127,800256,200319641
Cancellation of Treasury SharesC2(36,000)–(90)–
Expiry of Treasury Shares–(128,400)–(322)
Conversion of Treasury Shares to Ordinary SharesC2, F1(91,800)–(229)–
Total –127,800–319
Treasury shares are those ordinary shares purchased by the Group in the course of establishing an Executive Share Scheme and
converted to restricted shares.
C4 EARNINGS PER SHARE
GROUP
20182017
EARNINGS PER SHARENote$’000$’000
Comprehensive income for the year net of tax5,0485,867
Number of ordinary shares:
As at 31 MarchC232,555,19332,463,393
Weighted average number of shares for basic earnings per share32,543,95632,463,393
Total basic earnings per share (cents per share)15.518.1
Weighted average number of shares for diluted earnings per share32,543,95632,629,393
Total diluted earnings per share (cents per share)15.518.0
In 2015, the Group set up a long term incentive scheme, offering the participant stock appreciation rights (SAR’s) with a
reference price of $2.28 per SAR (refer Note F1).
At 31 March 2018 the SAR’s vesting criteria was not achieved therefore they are anti-dilutive. The SAR’s could potentially dilute
earnings per share in the future.
At 31 March 2017 the SAR’s vesting criteria was achieved and therefore if the vesting date was 31 March 2017 the SAR’s would
have been dilutive. The year ended 31 March 2017 weighted average share price was $2.49 equating to 166,220 SAR diluting
share equivalents thereby diluting the earnings per share to 18.0 cents per share for the year ended 31 March 2017.
The restricted shares detailed in Note F1 could also potentially dilute earnings per share in the future, but currently are
anti-dilutive.
C5 DIVIDENDS
GROUP
20182017
Cents per shareTotalCents per shareTotal
Recognised amounts:$’000$’000
Prior year final dividend8.202,7058.002,649
Interim dividend8.002,6458.002,637
5,3505,286
Final dividend declared8.202,6998.202,705
Subsequent event
On 28 May 2018 the directors approved the payment of a fully imputed final dividend of 8.2 cents per share (total dividend
$2,698,718) to be paid on 10 July 2018 to all shareholders registered on 29 June 2018 (2017: On 25 May 2017 the directors
approved the payment of a fully imputed final dividend of 8.2 cents per share (total dividend $2,704,950) to be paid on
4 July 2017 to all shareholders registered on 27 June 2017).
Dividend Reinvestment Plan (DRP)
The board has considered the implementation of a DRP. Subject to NZX approval, the plan will be offered to NZ resident
shareholders and will apply to the final dividend.
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
4342
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
An allowance of $303,000 (2017: $897,000) has been made for estimated unrecoverable trade and other receivables.
The credit period on sale of services is between 7 and 30 days, unless otherwise agreed. No interest is charged on trade
receivables for the first 30 days from the date of invoice. Thereafter, interest can be charged at 1.5 per cent per month on the
outstanding balance.
Before accepting a new customer, the Group conducts reference checks using external sources. Customer checks and approval
of credit limits are performed independently of the sales function, and are reviewed on an ongoing basis.
Included in trade receivables are debtors with a carrying value of $1.53 million (2017: $6.07 million) which are overdue at the
reporting date. Included in other receivables are debtors with a carrying value of $0.16 million (2017: $Nil) which are overdue
at the reporting date. In determining the level of doubtful debt provision, an assessment has been made of the collectability
of this debt. The Group does not hold any collateral over these balances.
The credit quality of trade and other receivables that are neither past due nor impaired have been assessed by reference to
their aging status subsequent to reporting date, where an individual debtors have become past due subsequent to reporting
date, the Group has undertaken an assessment of of the collectability of these debts.
GROUP
20182017
TRADE AND OTHER RECEIVABLES$’000$’000
Trade receivables37,98441,098
Less: Provision for impairment of trade receivables(143)(897)
Total trade receivables37,84140,201
Other receivables4,1495,332
Less: Provision for impairment of other receivables(160)–
Total trade and other receivables41,83045,533
PROVISION FOR IMPAIRMENT OF TRADE RECEIVABLES
Balance at 1 April897589
Impairment losses recognised143699
Write-offs to bad debts during the year(820)(163)
Impairment losses reversed(77)(228)
Balance at 31 March143897
PROVISION FOR IMPAIRMENT OF OTHER RECEIVABLES
Balance at 1 April––
Impairment losses recognised160–
Balance at 31 March160–
Total provision for impairment of trade and other receivables at 31 March303897
C7 TRADE AND OTHER RECEIVABLES
Accounting policy
Trade and other receivables are measured on initial
recognition at fair value and subsequently at amortised cost
using the effective interest method. Appropriate allowances
for estimated irrecoverable amounts are recognised in
profit and loss when there is objective evidence that the
assets impaired. The allowance recognised is measured
as the difference between the asset’s carrying amount and
the present value of estimated future cash flows discounted
at the effective interest rate computed at initial recognition.
In determining the recoverability of a trade or other receivables,
the Group considers any change in the credit quality of
the receivable from the date credit was initially granted up
to the end of the reporting period, reference to past default
experience of the counterparty and an analysis of the
counterparty’s current financial position.
C6 CASH AND CASH EQUIVALENTS
Accounting policy
Cash and cash equivalents comprise of cash held by the Group
and short-term bank deposits with an original maturity of
less than three months. The carrying amount of these assets
approximates their fair value.
For the purpose of the statement of cash flows, cash and
cash equivalents include cash on hand and in banks and
investments in money market instruments, net of outstanding
bank overdrafts.
The following terms are used in the consolidated cash flow
statement:
• Operating activities are the principal revenue producing
activities of the Group and other activities that are not
investing or financing activities;
• Investing activities are the acquisition and disposal of long
term assets and other investments not included in cash
equivalents; and
• Financing activities are activities that result in changes
in the size and composition of the contributed equity and
borrowings of the entity.
GROUP
20182017
CASH AND CASH EQUIVALENTS$’000$’000
Cash at bank6,2691,225
Bank overdraft–(108)
Total cash and cash equivalents6,2691,117
Cash at bank and bank overdraft are financial instruments that are subject to offset. The Group has a legally enforceable right to
offset and an intention to settle on a net basis. Cash at bank and bank overdraft have not been offset in the presentation of the
Group’s statement of financial position, however have been offset in the presentation of total cash and cash equivalents in the
Group’s statement of cashflows and above.
GROUP
RECONCILIATION OF NET PROFIT AFTER TAX TO
CASH FLOWS FROM OPERATING ACTIVITIES
20182017
$’000$’000
Net profit after income tax5,0485,867
Adjustments for operating activities non-cash items:
Depreciation and amortisation3,3443,003
Impairment–443
Loss on disposal of property, plant and equipment224(50)
Movement in doubtful debts provision plus bad debt write off in current year221467
Movement in deferred tax(369)(872)
Equity-settled share-based payments(2)80
Fair value gain on settlement of Absolute IT Limited earn-out payment(170)–
Total non-cash items3,2483,071
Movements in working capital excluding movements relating to purchase of subsidiaries:
(Increase)/ decrease in trade and other receivables, net of bad debt expense3,277(4,380)
Increase/(decrease) in trade and other payables9662,188
Increase/(decrease) in provisions(17)(228)
Increase/(decrease) in taxation payable(1,013)1,108
Total movement in working capital3,213(1,312)
Cash flow from operating activities11,5097,626
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
4544
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
GROUP
20182017
AGING OF TRADE AND OTHER RECEIVABLES $’000$’000
AGING OF OVERDUE TRADE RECEIVABLES THAT ARE NOT IMPAIRED
30 – 60 days8802,616
60 + days5103,457
Total past due but not impaired trade receivables1,3906,073
AGING OF OVERDUE TRADE RECEIVABLES THAT ARE IMPAIRED
30 – 60 days––
60 + days143897
Total past due and impaired trade receivables143897
Total past due trade receivables1,5336,970
AGING OF OVERDUE OTHER RECEIVABLES THAT ARE NOT IMPAIRED
30 – 60 days244256
60 + days950749
Total past due but not impaired other receivables1,1941,005
AGING OF OVERDUE OTHER RECEIVABLES THAT ARE IMPAIRED
30 – 60 days––
60 + days261–
Total past due and impaired other receivables261–
Total past due and impaired other receivables1,4551,005
Information about major customers
The Group has no customers making up more than 10% of the 2018 Group revenue (2017: none).
KEY JUDGEMENTS AND ESTIMATES – RECOVERY OF OVERDUE RECEIVABLES
The Group’s management has reviewed outstanding debtors on a branch-by-branch basis and the doubtful debt provision at
reporting date represents the best estimate of amounts that will not be collected. The concentration of credit risk is limited due
to the size of the customer base. Accordingly, the directors believe that there is no further credit provision required in excess of
the provision for doubtful debts.
C8 BORROWINGS – AT AMORTISED COST
GROUP
20182017
BORROWINGS$’000$’000
Bank loans36,00033,500
Total borrowings36,00033,500
Classified as:
Current––
Non-current36,00033,500
Total bank loans36,00033,500
Summary of borrowing arrangements
The Group has a term loan facility of $36.0 million with ASB Bank Limited of which $36.0 million was drawn as at 31 March 2018
(2017: $33.5 million).
The loan facilities are secured by cross guarantee and indemnity between AWF Limited, AWF Madison Group Limited,
AWF Christchurch Limited, Madison Recruitment Limited and Madison Force Limited.
Interest is calculated on a floating rate and the annual weighted average rate is 3.48% (2017: 4.74%). The rate is reset every
three months. The loan is an interest only loan and is repayable on 2 September 2019. The balance at 31 March 2018 was
$36.0 million (2017: $33.5 million).
The Group has an overdraft facility of $12.0 million with ASB Bank Limited. The balance of the overdraft was $Nil as at
31 March 2018 (2017: $108,000) and cash at bank was $6.269 million at 31 March 2018 (2017: $1.225 million).
The table below details changes in the Group’s liabilities arising from financing activities, including both cash and non-cash
changes. Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified
in the Group’s statement of cash flows as cash flows from financing activities:
Reconciliation of liabilities arising from financing activities
GROUP
Opening balance
1 April
Financing
cash flows
(i)
Non-cash
changes
Closing balance
31 March
Note$’000$’000$’000$’000
For the year ended 31 March 2017
Borrowings
Bank loans – ANZ Bank Limited:
Commercial flexi facilityC82,500(2,500)––
Term facilityC818,500(18,500)––
Bank loans – ASB Bank Limited:
Term facilityC8–33,500–33,500
Other financial liabilitites from financing activities
Absolute IT Limited earn-out paymentF7––3,4203,420
Total21,00012,5003,42036,920
For the year ended 31 March 2018
Borrowings
Bank loans – ASB Bank Limited:
Term facilityC833,5002,500–36,000
Other financial liabilitites from financing activities
Absolute IT Limited earn-out paymentF73,420(3,250)(170)–
Total36,920(750)(170)36,000
(i) The cash flows make up the net amount of proceeds from borrowings, repayments of borrowings and repayment of other financial liabilitites in
the statement of cash flows.
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
4746
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
This section explains the financial risks the Group faces,
how these risks affects the Group’s financial position and
performance and how the Group manages these risks.
D1 FINANCIAL RISK MANAGEMENT
The Group monitors and manages the financial risks relating
to the operations of the Group. These risks include market
risks (which include interest rate risk), credit risk, liquidity
risk and capital risk management.
Currency risk
The Group does not undertake transactions in foreign
currencies and therefore has no currency risk.
Credit risk
The Group’s principal financial assets are cash and cash
equivalents, and trade and other receivables.
The credit risk on liquid funds is limited because the
counterparty is a bank with a high credit-rating assigned
by international credit-rating agencies. The maximum credit
risk on other balances is limited to their carrying values
without taking into account any collateral held.
The Group’s credit risk is primarily attributable to its trade
and other receivables. The amounts presented in the balance
sheet are net of allowances for doubtful receivables.
The Group has no significant concentration of credit risk
as its exposure is spread over a large number of customers
other than outlined in note C7.
Liquidity risk management
The Group manages liquidity risk by maintaining adequate
reserves, banking facilities and reserve borrowing facilities
by continuously monitoring forecast and actual cash flows
and matching the maturity profiles of financial assets and
financial liabilities.
Capital risk management
The Group manages its capital to ensure that the entities
in the Group will be able to continue as a going concern
while maximising the return to stakeholders through the
optimisation of the debt and equity balance. The Group’s
overall strategy remains unchanged from the prior year.
The capital structure of the Group consists of debt, which
includes the borrowings disclosed in note C8, cash and cash
equivalents (note C6) and equity attributable to equity holders
of the Group, comprising retained earnings, issued share
capital and treasury account as disclosed in notes C1, C2
and C3 respectively.
The directors review the capital structure on a periodic
basis. As part of this review the directors consider the cost
of capital and the risks associated with each class of capital.
The directors will balance the overall capital structure
through payment of dividends, new share issues, and share
buy backs as well as the issue of new debt or the redemption
of existing debt.
As referred to in Note C5 the board has been considering the
introduction of a Dividend Reinvestment Plan which is subject
to NZX approval.
D. Financial instruments used to manage risk
IN THIS SECTION
C9 TRADE AND OTHER PAYABLES
Accounting policy
Trade and other payables are initially measured at fair value,
and subsequently measured at amortised cost, using the
effective interest rate method.
Income, expenditure, assets and liabilities are recognised net
of goods and services tax (“GST”), except:
• where the amount of GST incurred is not recoverable from
the taxation authority, it is recognised as part of the cost of
acquisition of an asset or as part of an item of expense; or
• for receivables and payables which are recognised inclusive
of GST where invoiced.
Trade creditors and accruals principally comprise amounts outstanding for trade purchases and ongoing costs.
GROUP
20182017
TRADE AND OTHER PAYABLES$’000$’000
Trade payables6,7089,819
Goods and services tax (GST) payable5,0113,452
PAYE3,9932,715
Other payables and accruals13,15512,121
Total trade and other payables28,86728,107
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
4948
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
D2 FINANCIAL INSTRUMENTS
Accounting policy
Financial assets and financial liabilities are recognised on
the Group’s balance sheet when the Group becomes a party
to the contractual provisions of the instrument. All of the
financial assets of the Group, which include trade and other
receivables, other current assets (deposits), are classified as
loans and receivables at amortised cost. The Group’s trade
and other payables are classified as financial liabilities at
amortised cost except for the Absolute IT earn-out payment
which was classified as a financial liability at fair value
through profit or loss.
Fair value of financial instruments
The carrying amounts of financial instruments at balance date
approximate the fair value at that date.
Liquidity and interest rate risk management
The following tables detail the Group’s remaining contractual
maturity for its financial liabilities. The tables have been
drawn up based on the undiscounted cash flows of financial
liabilities based on the earliest date on which the Group
can be required to pay. The tables include both interest and
principal cash flows. To the extent that interest cash flows are
at floating rates, the undiscounted cash flows are derived from
interest rates at 31 March.
Weighted
average
effective
interest rate
Less than
1 month
1 – 3
months
3 – 12
months
1 – 5
years
5+
years
TOTAL
%$’000$’000$’000$’000$’000$’000
2018
Financial liabilities
Non-interest bearing-%17,8217,0184,028––28,867
Floating interest3.44%10320692936,516–37,754
17,9247,2244,95736,516–66,621
2017
Financial liabilities
Non-interest bearing-%17,8125,6788,037––31,527
Floating interest3.59%20920190335,206–36,519
18,0215,8798,94035,206–68,046
Sensitivity analysis
The sensitivity analysis has been based on the exposure to interest rates for borrowings and cash and cash equivalents at
31 March. The weighted average interest of cash and cash equivalents at balance date was 0.75% (2017: 0.75%).
A 50 point increase or decrease is used when reporting interest rate risk internally to key management personnel and
represents management’s assessment of the reasonably possible change in interest rates.
INTEREST RATE
+/ – 50 bps
20182017
$’000$’000
Impact on profit and equity180183
This section provides information to help readers understand
the Group’s structure and how it affects the financial position
and performance of the Group.
E1 SUBSIDIARIES
Accounting policies
Basis of consolidation
The Group financial statements comprise the financial
statements of the company and entities (including structured
entities) controlled by the company and its subsidiaries.
Control is achieved when the Group:
• has powers over the investee;
• is exposed, or has rights, to variable returns from its
involvement with the investee; and
• has the ability to use its powers to affect its returns
The Company reassesses whether or not it controls an
investee if facts and circumstances indicate that there are
changes to one or more of the three elements of control
listed above.
The results of subsidiaries acquired or disposed of during
the year are included in profit or loss from the effective
date of acquisition or up to the effective date of disposal,
as appropriate. Where necessary, adjustments are made
to the financial statements of subsidiaries to bring the
accounting policies used into line with those used by other
members of the Group.
All intra-group transactions, balances, income and expenses
are eliminated in full on consolidation.
E. Group structure
IN THIS SECTION
The consolidated financial statements include the financial statements of AWF Madison Group Limited and the subsidiaries
listed below. Subsidiaries are entities controlled, directly or indirectly, by AWF Madison Group Limited.
NAME OF SUBSIDIARY
Place of
incorporation
and operation
Proportion
of ownership
interest
Proportion
of voting
power held
Principal
activity
2018
AWF LimitedNew Zealand100%100%Labour hire
Allied Work Force Christchurch LimitedNew Zealand100%100%Labour hire
Madison Recruitment LimitedNew Zealand100%100%Recruitment
Madison Force LimitedNew Zealand100%100%Recruitment
Absolute IT LimitedNew Zealand100%100%Recruitment and
Payroll Services
2017
AWF LimitedNew Zealand100%100%Labour hire
Allied Work Force Christchurch LimitedNew Zealand100%100%Labour hire
Madison Recruitment LimitedNew Zealand100%100%Recruitment
Madison Force LimitedNew Zealand100%100%Recruitment
Absolute IT LimitedNew Zealand100%100%Recruitment and
Payroll Services
AWF Madison acquired the shares of Absolute IT Limited and its related companies on 1 November 2016.
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
5150
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
F. Other
IN THIS SECTION
This section includes the remaining information relating to the
Group’s financial statements that is required to comply with
financial reporting standards.
F1 EMPLOYEE BENEFITS AND SHARE BASED PAYMENTS
Accounting policies
1 Provision is made for benefits accruing to employees in
respect of wages and salaries, annual leave, long service
leave, and sick leave when it is probable that settlement
will be required and they are capable of being measured
reliably.
2 Provisions made in respect of employee benefits expected
to be settled within 12 months are measured at their
nominal values using the remuneration rate expected to
apply at the time of settlement.
3 Provisions made in respect of employee benefits which are
not expected to be settled within 12 months are measured
as the present value of the estimated future cash outflows
to be made by the Group in respect of services provided by
employees up to reporting date.
4 The Group operates an equity-settled share based incentive
scheme for senior staff and directors that is settled in
ordinary shares. The fair value of these share-based
payments is calculated on grant date using an appropriate
valuation model. The fair value is included in employee
benefits expense on a straight line basis over the vesting
period, based on the Group’s estimate of the number of
equity instruments that will eventually vest. The same
amount is credited to shareholders equity. At each balance
date, the Group re-assesses its estimates of the number
of equity instruments expected to vest. The impact of
the revision of original estimates, if any, is recognised
in employee benefits expense immediately, with a
corresponding adjustment to shareholders equity.
5 The Group operates an equity-settled stock appreciation
right scheme for its chief executive that is settled in
ordinary shares. The fair value of the stock appreciation
rights are treated as share based payments as per the
requirements of NZ IFRS 2 Share Based Payment. The
fair value of the SAR’s are calculated on grant date using
an appropriate valuation model. The fair value is included
in employee benefits expense on a straight line basis
over the vesting period. The same amount is credited to
shareholders equity.
GROUP
20182017
EMPLOYEE BENEFITS$’000$’000
Employee benefits250,096226,412
Employer contribution to Kiwisaver3,0872,658
Equity-settled share-based payments(1)80
Total employee benefits expense253,182229,150
GROUP
20182017
COMPENSATION OF KEY MANAGEMENT PERSONNEL$’000$’000
The remuneration of key management during the year was as follows:
Salaries and short-term benefits2,7742,291
Employer contribution to Kiwisaver9280
Equity-settled share-based payments8241
Total key management personnel compensation2,9482,412
The remuneration of directors and key executives is determined by the remuneration committee having regard to the
performance of individuals and market trends.
Employee and director share schemes
The Group has an ownership-based compensation scheme for
senior employees and directors of the Group. In accordance
with the provisions of the restricted share scheme, as
approved by shareholders, senior employees and directors
may, at the discretion of the Board, be granted the opportunity
of purchasing restricted shares at a price determined by the
Board under the rules of the scheme.
Invited participants purchase the shares by way of an interest
free loan from the Group. Participants may convert their
shares from the vesting date and only when they have repaid
the loan from the Group. The shares issued to participants
are held as security for the loan until such time the loan has
been repaid. Restricted shares are entitled to all the rights as
ordinary shares, including dividends and full voting rights, but
are not tradable until they are converted to ordinary shares
based on the terms of the scheme.
A total of 70,000 restricted shares were issued to senior staff
during the year under the terms of the Group share scheme
(28,000 Restricted E shares and 42,000 Restricted F shares).
At the same time an interest free loan was provided to staff to
purchase these shares pursuant to the terms of the scheme.
A total of 91,800 (91,800 Restricted A shares) were exercised
during the year.
A total of 182,000 shares expired during the year (36,000
Restricted A shares, 146,000 Restricted C shares) and a
total of 63,000 shares were forfeited during the year (63,000
Restricted D Shares). The corresponding interest free loan
provided to staff was cancelled.
At 31 March 2018, there were 356,000 (2017: 622,800) shares
held by staff members and corresponding loans to the value of
$914,820 (2017: $1,591,650).
The following share-based payment arrangements were in existence at 31 March 2018:
Number
Grant
date
Vesting
date
Expiry
date
Issue
price
Fair value at
grant date
RESTRICTED SHARE SERIES$$
Restricted D shares 156,00030/07/20141/07/20191/07/20202.570.87
Restricted E shares 2017 Grant52,00023/11/20161/07/20191/07/20202.570.59
Restricted F shares 2017 Grant78,00023/11/20161/01/20221/01/20232.570.79
Restricted E shares 2018 Grant28,0002/08/20171/07/20191/07/20202.640.53
Restricted F shares 2018 Grant42,0002/08/20171/01/20221/01/20232.640.82
Total356,000
The rules of the restricted share scheme (which for accounting purposes are treated as share options) allow participants to
hand back to the Group restricted shares issued to them at the grant date (or during the exercise period) should the market
price of the shares be below the exercise price. If the restricted shares are handed back to the Group, the loan from the Group
is cancelled. Due to the nature of the restricted share scheme, the scheme has been treated as a share option scheme under
NZ IFRS 2 Share-based Payment and a value placed on each restricted share in accordance with the standard.
Restricted shares are valued using Black-Scholes pricing model. Where relevant, the expected life used in the model has been
adjusted based on management’s best estimate for the effects of non-transferability, exercise, and behavioural considerations.
Expected volatility is based on the historical share price volatility over the expected term of the option. The valuation assumes
that senior employees and directors will exercise the options at the end of the allowed one-year loan repayment period.
During the year ended 31 March 2018, all remaining Restricted A and C shares were either exercised or expired
(described above).
INPUTS INTO THE MODEL
D SharesE Shares 2017
Grant
F Shares 2017
Grant
E Shares
2018 Grant
F Shares
2018 Grant
Grant date30/07/201423/11/201623/11/20162/08/20172/08/2017
Vesting date1/07/20191/07/20191/01/20221/07/20191/01/2022
Share price at grant date$2.45$2.55$2.55$2.70$2.70
Exercise Price$2.57$2.57$2.57$2.64$2.64
Days until vesting1,7979501,8656981,613
Expected life (years)4.902.605.101.904.40
Risk Free Rate4.0%2.4%2.4%2.2%2.5%
Annualised Volatility30.0%26.5%26.5%23.1%26.2%
Option Value0.870.590.790.530.82
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
5352
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
The weighted average fair value of the restricted shares granted under the restricted share scheme during the year was $0.70
(2017: $0.71)
The following reconciles the outstanding restricted shares granted under the restricted share scheme at the beginning and end
of the year:
GROUP
20182017
OptionWeighted average
exercise price
OptionWeighted average
exercise price
Number$Number$
Balance at 1 April622,800$2.56651,200$2.54
Granted during the year70,000$2.64165,000$2.57
Exercised during the year(91,800)$2.50–$-
Expired during the year(182,000)$2.56(128,400)$2.50
Forfeited during the year(63,000)$2.57(65,000)$2.57
Balance at 31 March356,000$2.57622,800$2.56
The number of restricted share options exercisable at 31 March 2018 is Nil (2017: 273,800).
The restricted shares outstanding at 31 March 2018 had a weighted average remaining contractual life of 1,131 days
(2017: 1,342 days).
During the year ended 31 March 2018 the share based payments expense recognised by the Group was a credit of $91,000
(2017: credit of $9,000).
The weighted average share price at the date of exercise during the year was $2.93 (2017: there were no restricted shares
exercised during the year).
Stock appreciation rights
During 2015 the Group set up a long term incentive scheme whereby the participant is offered stock appreciation rights (SAR’s).
These are to be settled in ordinary shares, subject to certain performance conditions being met as measured by the total
shareholder return (change in the market value of ordinary shares and amount of cash dividends paid) and the holder being
a current employee at the vesting date. Due to the nature of the long term incentive scheme, the scheme has been treated as
a share option scheme under NZ IFRS 2 Share-based Payment and a value placed on each SAR in accordance with the standard.
The fair value of the SAR’s were determined using an adjusted Binomial model which incorporates performance conditions
by taking into consideration the potential pay-off scenarios of the SARs.
INPUTS INTO THE MODELS.A.R.s
Grant date24/07/2015
Vesting date1/07/2020
Share price at grant date$2.34
Reference price$2.28
Days until vesting1,804
Expected life (years)4.94
Risk Free Rate3.0%
Annualised Volatility27.5%
Option Value$0.20
The expected volatility was determined by assessing the Group’s continuously compounded daily returns for the two year period
prior to the grant date.
As at 31 March 2018 there were 2,000,000 (2017: 2,000,000) SAR’s in the scheme with a value of $404,000 (2017: $404,000).
During the year ended 31 March 2018 the share based payments expense recognised by the Group was $89,000 (2017: $89,000).
If the Total Shareholder Return vesting criteria is met, the number of shares issuable is calculated using the reference price, the
volume weighted market price of shares for the 60 days prior to the vesting date and the maximum number of SAR’s available.
F2 PROVISIONS
Accounting policy
Provisions are recognised when the Group has a present
obligation as a result of a past event, and it is probable that
the Group will be required to settle that obligation, and a
reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate
of the consideration required to settle the present obligation
at the end of the reporting period taking into account the
risks and uncertainties surrounding the obligation. Where a
provision is measured using the cash flows estimated to settle
the present obligation, its carrying amount is the present
value of those cash flows.
GROUP
20182017
PROVISION FOR MEDICAL COSTS$’000$’000
Balance at 1 April217445
Payments made during the year(152)(589)
Revaluation of provision(65)146
Outstanding costs incurred in the current year200215
Balance at 31 March200217
Current200217
Non-current––
Balance at 31 March200217
KEY JUDGEMENTS AND ESTIMATES – REHABILITATION UNDER THE ACC PARTNERSHIP PROGRAMME
Provisions represent management’s best estimate of the Group’s liability for ongoing medical and rehabilitation costs for open
claims in terms of the partnership agreement with Accident Compensation Corporation, based on past experiences and the
nature of the open claims.
F3 RELATED PARTIES
Controlling entity
The SA Hull Family Trust No.2, which holds 16,782,812 shares
is the ultimate controlling entity of the Group, having a
51.55% holding.
Transactions
During the year, Group entities entered into the following
trading transactions with a related party that is not a member
of the Group:
GROUP
20182017
RELATED PARTY TRANSACTIONS$’000$’000
Hull Properties Limited – Property leases–15
Multihull Ventures Limited – Recruitment services11–
Simon Hull is a shareholder of Hull Properties Limited. The lease expired during the year ended 31 March 2017.
No amounts remain unpaid at 31 March 2018 (2017:$ Nil). Simon Hull is also a shareholder of Multihull Ventures Limited.
No amounts remain unpaid at 31 March 2018 (2017:$ Nil).
NOTES TO THE GROUP FINANCIAL STATEMENTSNOTES TO THE GROUP FINANCIAL STATEMENTS
5554
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
F4 COMMITMENTS
Accounting policy
1 Leases are classified as finance leases whenever the terms
of the lease transfer substantially all the risks and rewards
of ownership to the lessee. All other leases are classified as
operating leases.
2 Assets held under finance leases are recognised as assets
of the Group at their fair value at the inception of the lease
or, if lower, at the present value of the minimum lease
payments. The corresponding liability to the lessor is
included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance charges
and reduction of the lease obligation so as to achieve a
constant rate of interest on the remaining balance of the
liability. Finance charges are charged to profit or loss.
3 Rentals payable under operating leases are charged to
profit or loss on a straight-line basis over the term of the
relevant lease. Benefits received and receivable as an
incentive to enter into an operating lease are also spread on
a straight-line basis over the lease term.
Operating leases, measurement and recognition
Operating lease payments represent rentals payable by
the Group for its operational properties, motor vehicles
and printers.
Property leases are negotiated for an average term of nine
years and rentals are fixed for an average of three years.
Property leases contain clauses for rental increases in line
with CPI.
Motor vehicles are negotiated for a period of three to five
years and are fixed. Printers are negotiated for between
three and four years.
GROUP
20182017
OPERATING LEASES RECOGNISED AS AN EXPENSE$’000$’000
Minimum lease payments under operating leases recognised as an expense in the year3,2682,525
3,2682,525
GROUP
20182017
NON‑CANCELLABLE OPERATING LEASE COMMITMENTS$’000$’000
Less than 1 year2,8242,768
Later than 1 year and not later than 5 years inclusive6,3175,972
More than 5 years2,2772,241
Total operating lease commitments11,41810,981
GROUP
20182017
CAPITAL EXPENDITURE COMMITMENTS$’000$’000
Property, plant and equipment270–
Total capital expenditure commitments270–
F5 CONTINGENT ASSETS AND LIABILITIES
AWF Madison Group Limited has a guarantee to NZX Limited for $75,000 dated 24 May 2005.
The Group has no other contingent assets or liabilities at 31 March 2018 (2017: $Nil).
F6 EVENTS AFTER THE REPORTING DATE
No subsequent event has occurred since reporting date that would materially impact the Group’s financial statements
as at 31 March 2018.
F7 BUSINESS COMBINATION ABSOLUTE IT LIMITED EARN‑OUT PAYMENT
Accounting policy
Acquisition of businesses are accounted for using the
acquisition method.
The cost of the acquisition is measured at the aggregate of the
fair values, at the date of exchange, of assets given, liabilities
incurred or assumed, and equity instruments issued by the
Group in exchange for control of the acquiree. Acquisition
related costs are recognised in profit or loss as incurred.
Where applicable, the cost of acquisition includes any
asset or liability resulting from a contingent consideration
arrangement, measured at its acquisition date fair value.
Subsequent changes in such fair values are adjusted against
the cost of acquisition where they qualify as measurement
period adjustments. All other subsequent changes in the
fair value of contingent consideration classified as an asset
or liability are accounted for in accordance with relevant
NZ IFRSs.
The Group’s goodwill policy is set out in note B3.
The acquiree’s identifiable assets, liabilities and contingent
liabilities that meet conditions for recognition under
NZ IFRS 3 (2008) Business Combinations are recognised at
their fair value at the acquisition date, except that deferred
tax assets or liabilities or assets related to employee benefit
arrangements are recognised and measured in accordance
with NZ IAS 12 Income Taxes and NZ IAS 19 Employee
Benefits respectively.
If the initial accounting for a business combination is
incomplete by the end of the reporting period in which the
combination occurs, the Group reports provisional amounts
for the items for which the accounting is incomplete. Those
provisional amounts are adjusted during the measurement
period, or additional assets or liabilities are recognised
to reflect new information obtained about facts and
circumstances that existed as of the acquisition date that,
if known, would have affected the amounts recognised as
of that date.
The measurement period is the period from the
date of acquisition to the date the Group receives complete
information about facts and circumstances that existed
as of the acquisition date and is subject to a maximum of
one year.
Effective 1 November 2016, AWF Madison Group Limited acquired 100% of Absolute IT Limited and its related companies
(‘Absolute IT’). The consideration paid by the Group to the vendors included a contingent consideration liability (also referred
to as an ‘earn-out payment’) of $3.42 million. As at 31 March 2017, the acquisition accounting for this acquisition had been
completed and no provisional amounts were disclosed in the Group’s financial statements for the year ended 31 March 2017.
Under the contingent consideration arrangement, the Group was required to pay the vendors an additional amount up
to a maximum of $4.2 million if Absolute IT’s earnings achieved defined thresholds for the 52 weeks to 1 November 2017.
The directors estimate of the amount payable under this arrangement was $3.42 million based on 12 month forecast
Absolute IT’s gross profit and represented the estimated fair value of this obligation at acquisition date.
During the year ended 31 March 2018, Absolute IT’s earnings for the 52 weeks to 1 November 2017 were less than that
which was estimated by the directors on acquisition date, accordingly, on 1 November 2017, the Group settled the contingent
consideration liability for $3.25 million with the balance of $0.17 million being recognised as a fair value gain through profit
or loss.
SHAREHOLDERS STATUTORY INFORMATIONSHAREHOLDERS STATUTORY INFORMATION
5756
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
The Directors of AWF Madison Group Limited submit herewith the annual financial report of the company for the financial year
ended 31 March 2018. In order to comply with the Companies Act 1993, the Directors report as follows:
The names and particulars of the Directors of the company during or since the end of the financial year are:
Directors NameParticulars
Ross KeenanChairman, joined the board in 2005 in a non-executive capacity. Mr Keenan is a member of the Audit,
Finance and Risk Committee, the Health and Safety Committee, the Organisation Committee, and
the Remuneration Committee.
Simon HullDirector, and founding shareholder. Mr Hull is Chairman of the Boards’ Health and Safety Committee
and member of the Audit, Finance and Risk Committee, Chairman of the Organisation Committee
and a member of the Remuneration Committee.
Eduard van ArkelDirector, joined the board in 2005 in a non-executive capacity. Mr van Arkel is a member of the Audit,
Finance and Risk Committee, the Health and Safety Committee, the Organisation Committee, and
the Remuneration Committee.
Julia HoareDirector, joined the board in 2013 in a non-executive capacity. Ms Hoare is Chairperson of
the Audit, Finance and Risk Committee, a member of the Organisation Committee and the
Remuneration Committee.
Wynnis ArmourDirector, joined the board in 2015 in a non-executive capacity. Ms Armour was a founding
shareholder of Madison Recruitment Limited and is Chairperson of the Remuneration Committee;
and a member of the Health and Safety Committee, the Audit, Finance and Risk Committee and the
Organisation Committee.
Nicholas SimcockDirector, joined the board in January 2018 in a non-executive capacity. Mr Simcock is a member of
the Audit, Finance and Risk Committee, the Health and Safety Committee, the Organisation Committee,
and the Remuneration Committee.
Entries recorded in the Interests Register
Entries in the Interest Register made during the year and disclosed pursuant to sections 211(1)(e) and 140(1) of the Companies
Act 1993 are as follows:
(a) Directors Interests in transactions
1. The Directors had no interests in transactions in the current year.
(b) Share dealings by Directors
The following table sets out each Directors relevant interest in shares of the company as at the date of this report.
DirectorOrdinary shares
Ross B Keenan190,000
Simon Hull16,782,812
Eduard K Van Arkel77,800
Wynnis Armour252,375
Companies Act 1993 disclosures
ROSS B. KEENAN
AWF Madison Group LtdChairman
Touchdown LtdDirector
Indemnity from the Company
under the D&O Insurance policy
SIMON HULL
AWF Madison Group LtdDirector
AWF LtdDirector
AWF Christchurch LtdDirector
Hull Properties LtdDirector
Nano Imports LtdDirector
Multihull Ventures LtdDirector
Marlborough Developments Ltd (2007)Director
Indemnity from the Company
under the D&O Insurance policy
EDUARD KOERT VAN ARKEL
AWF Madison Group LtdDirector
Restaurant Brands NZ LtdChairman
Auckland Regional Chamber of CommerceDirector
Van Arkel & Co LtdDirector
Danske Mobler LtdDirector
Abano Healthcare GroupDirector
Phillip Yates Securities LtdDirector
Indemnity from the Company
under the D&O Insurance policy
JULIA HOARE
Auckland International Airport LtdDirector
AWF Madison Group LtdDirector
New Zealand Post LtdDirector
A2 Milk Company LtdDeputy Chairperson
Watercare Services LtdDeputy Chairperson
Port of Tauranga LtdDirector
External Reporting Advisory Panel
The Institute of Directors in New Zealand –
National Council
Member
Indemnity from the Company
under the D&O Insurance policy
WYNNIS ARMOUR
AWF Madison Group LtdDirector
Armour Consulting LtdDirector
ArcAngels LtdDirector
Maby LtdDirector
Common Grounds Café LtdDirector
University of Canterbury FoundationTrustee
Indemnity from the Company
under the D&O Insurance policy
NICHOLAS SIMCOCK
AWF Madison Group LtdDirector
Simcorp LtdDirector
Wrap It Up LtdDirector
Indemnity from the Company
under the D&O Insurance policy
Disclosure of interests by Directors
Where applicable, the disclosures also include directorships of subsidiaries of the relevant companies.
Changes in state of affairs
During the year there was no significant change in the state of affairs of the consolidated entity other than that referred to in the
financial statements or notes thereto.
SHAREHOLDERS STATUTORY INFORMATIONSHAREHOLDERS STATUTORY INFORMATION
5958
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Director Remuneration
The following table discloses the remuneration of the Directors of the company:
DirectorAnnualFees paid
in year
Salary
and bonus
Share-based
payments
Total
$’000$’000$’000$’000$’000
Ross B Keenan115110––110
Simon Hull6058––58
Eduard K Van Arkel6058––58
Julia Hoare6058––58
Wynnis Armour6058––58
Nicholas Simcock6010––10
415352––352
CEO Remuneration
The following discloses the remuneration arrangements in
place for CEO of the Company:
Fixed Remuneration
Over the course of the 2018 Financial year, the CEO, Simon
Bennett, earned fixed remuneration of $512,560 (2017
financial year $474,750).
Annual Performance Incentive
The annual value of the CEO’s Short Term Incentive Scheme
(STI) is set at 25% of fixed remuneration if all performance
targets are achieved. The measures used in determining
the quantum of the STI are set annually. Targets relate to
both Company financial performance (60%) and individual
leadership targets (40%).
For the 2017 financial year, the CEO earned a total STI
payment of $50,400. The STI for the 2018 financial year has
yet to be determined. Payment will be made in the 2019
financial year.
Long-Term Incentive
The CEO has access to two long-term incentive schemes:
• The Group operated equity-settled share based incentive
scheme, refer note F1 of the financial statements; and
• The CEO equity-settled stock appreciation right scheme,
refer note F1 of the financial statements.
Equity-settled share based incentive scheme
On 30 July 2014 the CEO was granted the option to acquire
60,000 Restricted C Shares at a price of $2.57 per share,
funded by an interest free loan with a vesting date of
1 January 2017.
Also on 30 July 2014 the CEO was granted the option to
acquire 90,000 Restricted D Shares at a price of $2.57 per
share, funded by an interest free loan with a vesting date
of 1 July 2019.
Equity settled stock appreciation scheme
During June 2015 the CEO was offered the opportunity to
participate in the Company Stock Appreciation Scheme.
The CEO was issued with 2 million stock appreciation rights.
The Stock appreciation rights are based on defined
performance criteria to be achieved over the 5 year period
ending 1 July 2020. The quantum of this option is capped and
is subject to achievement of defined performance criteria.
Superannuation
The CEO is eligible to contribute and receive a matching
Company contribution up to 3.0% of gross taxable earnings
(including STI). For the 2018 financial year the Company
contribution was $15,347 (2017 financial year: $15,755).
Summary of CEO remuneration20182017
Remuneration event
Base salary$512,560$474,750
Short-term incentive
Yet to be determined$50,400
Superannuation$15,347$15,755
At risk - long-term incentives:
Restricted C SharesExpired 60,000 at $2.57
Restricted D Shares90,000 at $2.57 90,000 at $2.57
Employee Remuneration
Grouped below, in accordance with section 211(1)(g) of the Companies Act 1993, are the number of employees or former
employees of the company, excluding Directors of the company, who received remuneration and other benefits in their capacity
as employees, totaling $100,000 or more, during the year:
Number of Employees
Remuneration20182017
$100,000 – 109,99986
$110,000 – 119,999109
$120,000 – 129,99988
$130,000 – 139,99932
$140,000 – 149,99941
$150,000 – 159,9995–
$160,000 – 169,99923
$170,000 – 179,99924
$180,000 – 189,999–2
$190,000 – 199,9993–
$200,000 – 209,99911
$210,000 – 219,9991–
$220,000 – 229,9991–
$230,000 – 239,99912
$240,000 – 249,99911
$250,000 – 259,9993–
$260,000 - 269,999–1
$270,000 - 279,9992–
$490,000 – 499,999–1
$510,000 – 519,9991–
Additional stock exchange information
As at 31 March 2018
Link Market Services
L11, Deloitte Centre
80 Queen St
Auckland 1010
New Zealand
PO Box 91976
Auckland, 1142
New Zealand
Ph: +64 9 375 5998
or: 0800 377 388
61
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208Ip1GLpSPMLGIFIE1ERESG.FDOWSG 1EDSO
60
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Distribution of holders of quoted shares
Size of holdingNumber of fully
paid ordinary
shareholders
PercentageNumber of
fully paid
shares
Percentage
1 – 10006811.58%37,0900.11%
1001 – 500024141.06%736,0842.26%
5001 – 1000011118.91%877,2602.69%
10001 – 5000013122.32%2,899,6958.91%
50001 – 100000172.90%1,282,3773.94%
100001 and Over193.24%26,722,68782.09%
587100.01%32,555,193100.00%
Substantial security holders
Pursuant to the Financial Markets Conduct Act 2013, the following persons have given notice that they were substantial security
holders in the company and held a “relevant interest” in the number of fully paid ordinary shares shown below:
Fully paid shares in which relevant interest is held
Substantial product holderNumberPercentageDate of notice
Simon Hull16,716,46251.00%7/04/2015
Milford Asset Management Limited1,341,0475.20%23/01/2014
Twenty largest holders of quoted equity securities
InvestorTotal UnitsPercentage
Simon Alexander Hull & David John Graeme Cox16,782,81251.55%
New Zealand Central Securities Depository Limited3,788,20011.64%
Masfen Securities Limited1,460,0514.48%
Russell John Field & Anthony James Palmer1,125,0003.46%
Peter Abe Hull & Antoinette Ngaire Edmonds & Rennie Cox Trustees No 1 Ltd 435,1961.34%
Susanne Rhoda Webster426,7501.31%
Ian Harold Holland333,8001.03%
Wynnis Ann Armour & Jocelyn Patricia Dutton252,3750.78%
Joanna Hickman & John Anthony Callaghan & Kevin James Hickman245,1700.75%
David Mitchell Odlin242,4750.74%
Philip John Talacek & Brenda Ann Talacek235,0000.72%
Simon James Bennett225,8750.69%
FNZ Custodians Limited214,4560.66%
Kevin James Hickman & Joanna Hickman 200,0000.61%
Ross Barry Keenan190,0000.58%
FNZ Custodians Limited168,4610.52%
Garrett Smythe Limited156,2500.48%
Lay Dodd Trustee Services Limited & Patricia Anne Neal121,7130.37%
Forsyth Barr Custodians L1m1ted119,1030.37%
James Michael Robert Syme100,0000.31%
6362
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT2081AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Directory
Registered Office
Level 6, 51 Shortland Street
PO Box 12832
Penrose
AUCKLAND
Ph: 09 526 8770
Directors
Ross Keenan (Chairman)
Eduard van Arkel (Independent Director)
Julia Hoare (Independent Director)
Simon Hull (Non-Executive Director)
Wynnis Armour (Non-Executive Director)
Nicholas Simcock (Independent Director)
Auditor
Deloitte Limited
Deloitte Centre
80 Queen Street
PO Box 33
Auckland
Phone: +64 9 309 4944
Fax: +64 9 309 4947
Solicitors
Russell McVeagh
Vero Centre
48 Shortland Street, PO Box 8
Auckland 1140
New Zealand
DX CX10085
Phone: +64 9 367 8000
Fax: +64 9 367 8163
Share Registry
Link Market Services
L11, Deloitte Centre
80 Queen St
Auckland 1010
New Zealand
PO Box 91976
Auckland 1142
Ph: +64 9 375 5998
or: 0800 377 388
DIRECTORY
64
1AWF 1MDISOFNGSRUF1OOR1PFGLUSGEFT208
Registered Office of
AWF Madison Group Limited
Level 6, 51 Shortland St
PO Box 12832
Penrose
Auckland
Ph: 09 526 8770
Fax: 09 579 0224
awfmadison.co.nz
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.
Other issuers discussed similar conditions around this time
Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.
- AFC — AFC Group Holdings Limited: AFC announces availability of its Annual Report2018-07-19
“AFC GROUP HOLDINGS LIMITED ANNUAL REPORT 2018 FOR THE YEAR ENDED 31 MARCH 2018 AFC GROUP HOLDINGS LIMITED ANNUAL REPORT CONTENTS FOR THE YEAR ENDED 31 MARCH 2018 Page Directors' Profiles 2 Directors' Report 3 - 4 Corporate Governance Statement5 - 6 AFC Longview Limited7 AFC…”
- AFT — AFT Pharmaceuticals Limited: Annual Report FY20182018-06-14
“Doing Annual Report 2018 This Annual Report is dated 15 June 2018. Signed on behalf of the Board of AFT Pharmaceuticals Limited by: Hartley Atkinson Chief Executive Officer David Flacks Chairman Contents 2 AFT at a Glance 4 Key Highlights 6 Chairman and CEO’s Report 10 Ful…”
- AFT — AFT Pharmaceuticals Limited: Annual Report2018-06-18
“Doing Annual Report 2018 This Annual Report is dated 15 June 2018. Signed on behalf of the Board of AFT Pharmaceuticals Limited by: Hartley Atkinson Chief Executive Officer David Flacks Chairman Contents 2 AFT at a Glance 4 Key Highlights 6 Chairman and CEO’s Report 10 Ful…”