Half Year Results
1
All amounts included are denoted in Australian dollars unless otherwise stated.
² Underlying results are non-GAAP measures that EBOS believes are appropriate to understanding its business and financial
performance and exclude one-off items. Refer to Appendix 1 for more detail of these items.
20 February 2019
MARKET RELEASE
NZX/ASX Code: EBO
EBOS reports solid first half growth in Underlying earnings
First half Highlights
Underlying EBITDA A$131.4 million (up 4.0%)
Underlying NPAT A$72.7 million (up 4.0%)
Underlying Earnings per Share growth of A47.8 cents (up 4.0%)
Interim dividend declared of NZ34.5 cents per share (up 4.5%)
Signed contract with Chemist Warehouse Group (CWG) for the exclusive wholesale distribution of
pharmaceutical products to more than 450 Chemist Warehouse and My Chemist stores in Australia
from 1 July 2019.
Opened our new world-class, highly automated pharmaceutical Distribution Centre in Brisbane
and commenced operations at our new Contract Logistics facility in Sydney.
Completed several strategic acquisitions during the period for a total investment of $92.5 million
including:
o The acquisition of all minority shares in Terry White Group (TWG).
o The acquisition of Warner & Webster, a medical & surgical supplies wholesaler servicing
Victoria and South Australia.
o The acquisition of Therapon, a Victorian based Veterinary distribution business.
o The acquisition of Quitnits, a leading, trusted head lice products business in Australia.
Group Financial Summary
Australian Dollars¹ Statutory Results
Underlying Results²
Total Revenue
$ 3.5b $ 3.5b, down 2.7%
EBITDA
$122.6m $131.4m, up 4.0%
EBIT
$107.3m $116.1m, up 5.1%
Net Profit after Tax (NPAT)
$67.0m $72.7m, up 4.0%
Earnings per Share (EPS)
44.1 cents 47.8 cents, up 4.0%
2
EBOS Group Limited (EBOS) today announced solid growth in underlying earnings for the first half of
FY19.
Chief Executive Officer, John Cullity said that the Animal Care segment had proven to be the Group’s
lead performer during the half.
“Our Animal Care segment had another strong trading period which reflects the strength of our key
brands Black Hawk and Vitapet.
“Black Hawk recorded double digit revenue growth in both Australia and New Zealand and is now well
established as one of the region’s leading premium pet food brands.
“Our Healthcare business also performed well notwithstanding the softer trading performance in our
Australian pharmacy wholesale business due to the combined impact of PBS reforms and general
market dynamics.
“These dynamics make our investment in the new Brisbane facility all the more important. This
investment will lead to further gains in productivity and position the business to benefit from the extra
volumes generated by the CWG contract, which will materially add to earnings from FY20.
“The half was also highlighted by several strategic acquisitions as we continue to build our Healthcare
and Animal Care businesses. The total value of first half investments was $92.5 million and included a
move to 100% ownership of Terry White Group (TWG) along with another three small-to-medium
sized bolt on acquisitions”, Mr Cullity said.
Segment Overview
Healthcare
Healthcare
A$
31 December
2018
Growth
Total Revenue
$3.3 billion
-3.0%
Underlying EBITDA¹
$112.7 million +3.0%
¹ Refer to Appendix 1 for details of one-off items incurred
The Healthcare segment generated a 3.0% increase in Underlying EBITDA for the period, underpinned
by solid growth from both our Australian and New Zealand business units.
In Australia, Healthcare revenue declined by $161m (-5.9%), however excluding the impact of the
reduction in hepatitis C sales and the impact of PBS price reforms, revenue growth was +3.8%.
Underlying EBITDA increased 3.0% driven by the performance of our Institutional Healthcare, Retail
Pharmacy and Contract Logistics businesses.
New Zealand Healthcare operations delivered a solid performance over the period with revenue
increasing 8.4% and underlying EBITDA increasing 2.9% with revenue growth across all NZ business
units. This was partially offset by higher labour and freight cost inflation which impacted earnings.
Revenue growth in Community Pharmacy excluding the impact of lower Hepatitis C sales and PBS
reforms was +1.8%.
3
Commenting on the regulatory environment; Mr Cullity said “We are pleased with the Australian
Government’s recent decision to maintain the Community Service Obligations (CSO) strict service
standards and reporting obligations as these were essential in providing the community with access to
medicines in accordance with the National Medicines Policy. Importantly, the updated CSO Deeds
prevent distributors from undertaking new exclusive-direct distribution arrangements and participating
in the CSO.
“However, falling medicine prices, rising operational costs across the industry and a failure to fully
resolve the issue of equal access for the distribution of PBS medicines have had an impact on our
performance”.
EBOS, together with other members of the National Pharmaceutical Services Association (NPSA),
continues to actively engage with the Federal Government and Minister for Health with respect to
addressing these matters.
EBOS maintained its position in both the Australian and New Zealand Institutional Healthcare markets,
delivering further earnings growth. The Group’s recent acquisition of Warner & Webster further
improves our position in the medical consumables market.
The Group’s Consumer Products division recorded revenue growth of 9.6%, principally driven by Red
Seal’s continued strong performance in both domestic and international markets, and sales from our
recently acquired Gran’s Remedy brand. We continued our portfolio expansion with the recent
acquisition of Quitnits, a leading and trusted head lice brand principally sold into the Australian
grocery market.
Animal Care
Animal Care
A$
31 December
2018
Growth
Total Revenue
$192.3 million
+1.4%
EBITDA
$24.3 million +9.6%
The Animal Care segment recorded very strong EBITDA growth of 9.6% for the period as the business
continues to benefit from the excellent performance of our branded products. First-half Black Hawk
sales increased 23% with strong growth achieved across both Australia and New Zealand. Black Hawk
remains one of Australia and New Zealand’s fastest growing premium pet food brands with a leading
market position in the pet specialty retail channel.
Total Animal Care revenue growth of 1.4% was impacted by a decline in our Lyppard wholesale
business as a result of one manufacturer’s decision to bypass the wholesale channel. Lyppard
strengthened its market position during the period with the acquisition of Therapon, a Victorian based
veterinary wholesale business.
4
One off Costs
The Group’s statutory results were negatively impacted by $8.8 million relating to costs associated with
M&A, rationalising warehousing facilities and employee redundancy costs, partially offset by the gain
on sale of surplus property.
Operating Cash Flow, Net Debt and Return on Capital Employed
First half operating cash flow before capital expenditure was solid at $40.3 million. The first half cash
performance reflects the seasonality of the Group’s investment in net working capital at 31 December
and a further reduction in the cash benefit of the Group’s hepatitis C business.
Capital expenditure for the period was $16.9 million and primarily comprised final payments on the
new distribution facility in Brisbane.
During the period, the Group outlaid $92.5 million on the acquisitions of TWG, Warner & Webster,
Therapon and Quitnits. As a result of these investments the Group’s Net Debt/EBITDA ratio at 31
December 2018 increased to 2.16x.
Return on Capital Employed (ROCE) of 16.1% declined marginally from June 2018 (-0.2%) due to the
higher investment in net working capital.
Interim Dividend
The Directors are pleased to announce an interim dividend of NZ34.5 cents per share. This represents
an increase of 4.5% on the prior corresponding period.
The Directors are also pleased to announce that the Dividend Reinvestment Plan (DRP) will be
reinstated for the upcoming interim dividend. Shareholders can elect to take shares in lieu of a
dividend at a discount of 2.5% to the volume weighted average price (VWAP).
The record date for the dividend will be 15 March 2019 and the dividend will be paid on 5 April 2019.
The interim dividend will again be imputed to 25% for New Zealand tax resident shareholders and will
be fully franked for Australian tax resident shareholders.
Outlook
EBOS Group has recorded a positive start for the first half of the financial year, with strong growth in
Animal care and subdued growth in Healthcare attributable to the general market environment and
the impact of PBS reforms.
On the basis of our current trading performance, we expect the Group to generate full year underlying
earnings growth in FY19 with further growth forecast into FY20 as we commence servicing the Chemist
Warehouse contract volumes.
5
For further information, please contact:
Media: Investor Relations:
New Zealand Mark Connell
Geoff Senescall, Senescall Akers Investor Relations Manager, EBOS Group Ltd
+64 21 481 234 +61 402 995 519
Australia:
James Aanensen
PRX
+61 410 518 590
Financial Results Presentation webcast link:
https://edge.media-server.com/m6/p/k9zcd52j
About EBOS Group
EBOS Group Limited NZBN 9429031998840 (NZX/ASX Code: EBO) is the largest and most diversified
Australasian marketer, wholesaler and distributor of healthcare, medical and pharmaceutical products.
It is also a leading Australasian animal care brand owner, product marketer and distributor.
6
Appendix 1 – Reconciliation of Statutory and Underlying results
A$m
EBITDANPATEBITDANPAT
Statutory result
122.667.0126.369.9
Deduct
Profit on sale of surplus property(2.9)(2.4)- -
Add back
Transition costs for major new warehouses
and Restructuring costs6.94.7- -
Transaction costs incurred on M&A4.93.3- -
Net of One-off items8.85.6- -
Underlying result
1
131.472.7126.369.9
H1 FY18H1 FY19
---
INVESTOR
PRESENTATION
INTERIM FINANCIAL RESULTS
Half Year ended 31 December 2018
20 February 2019
2
DISCLAIMER
The information in this presentation was prepared by EBOS Group Ltd with due care and attention. However, the information is supplied
in summary form and is therefore not necessarily complete, and no representation is made as to the accuracy, completeness or
reliability of the information. In addition, neither the EBOS Group nor any of its subsidiaries, directors, employees, shareholders nor any
other person shall have liability whatsoever to any person for any loss (including, without limitation, arising from any fault or negligence)
arising from this presentation or any information supplied in connection with it.
This presentation may contain forward-looking statements and projections. These reflect EBOS’ current expectations, based on what it
thinks are reasonable assumptions. EBOS gives no warranty or representation as to its future financial performance or any future matter.
Except as required by law or NZX or ASX listing rules, EBOS is not obliged to update this presentation after its release, even if things
change materially. This presentation does not constitute financial advice. Further, this presentation is not and should not be construed as
an offer to sell or a solicitation of an offer to buy EBOS Group securities and may not be relied upon in connection with any purchase of
EBOS Group securities.
This presentation contains a number of non-GAAP financial measures, including Gross Profit, Gross Operating Revenue, EBIT, EBITA,
EBITDA, Underlying EBITDA, NPAT, Underlying NPAT, Underlying Earnings per Share, Free Cash Flow, Interest cover, Net Debt and Return
on Capital Employed. Because they are not defined by GAAP or IFRS, EBOS’ calculation of these measures may differ from similarly titled
measures presented by other companies and they should not be considered in isolation from, or construed as an alternative to, other
financial measures determined in accordance with GAAP. Although EBOS believes they provide useful information in measuring the
financial performance and condition of EBOS' business, readers are cautioned not to place undue reliance on these non-GAAP financial
measures.
The information contained in this presentation should be considered in conjunction with the consolidated financial statements for the
period ended 31 December 2018.
All currency amounts are in Australian dollars unless stated otherwise.
Group Financial Results
4
H1 FY19 SUMMARY RESULTS
1
A$3.5b
Revenue
A$131.4m
Underlying EBITDA
2
A$72.7m
Underlying NPAT
2
ROCE
Underlying EPS
2
Dividends per share
16.1%
-0.2% on FY18
-0.8% on H1 FY18
47.8c (A$)
+4.0%
34.5c (NZ$)
+4.5%
-2.7%
+4.0%
+4.0%
Note 1: All currency amounts are in Australian dollars except for Dividends per share.
Note 2: Excludes one-off items for transaction costs incurred on M&A, warehouse transition and restructuring costs, net of gains on sale from
disposal of a surplus property. Refer to page 23 for further information.
5
STRATEGIC HIGHLIGHTS
Investments and New Business
Acquisitions of $92.5m made in H1 FY18
Acquisition of all the minority shares in Te r r y W h i t e
Group Ltd for $46.7m in December 2018.
Expansion of EBOS Healthcare’s Australian business
via the acquisition of Warner & Webster (“W&W”) for
$32.0m. W&W is a medical and surgical supplies
wholesaler with operations in Victoria and South
Australia.
Expansion of Animal care’s Australian vet wholesaling
business via the acquisition of Therapon for $5.7m.
Therapon is a veterinary distribution business with
operations predominantly in Melbourne.
Expansion of our Endeavour Consumer products
business via the acquisition of the Quitnits head lice
brand in December 2018.
Chemist Warehouse Group (‘CWG’) Contract Signed
Chemist Warehouse Group (‘CWG’) contract was
executed in October 2018. This five year supply
agreement will take effect from 1 July 2019, with the
potential for a further 3 year expansion.
EBOS estimates that sales to the CWG stores will
generate approximately A$1 billion in revenue in
FY20.
Infrastructure
Opening of two new major facilities in Australia
Brisbane - new highly automated wholesale
distribution centre opened October 2018.
Sydney - new 25,000m
2
Contract Logistics facility
opened June 2018.
New Brisbane wholesale distribution facility
6
H1 FY19 FINANCIAL PERFORMANCE
Revenue decrease of 2.7% was
driven by lower hepatitis C
medicine sales and the impacts
of PBS reforms in Australia
(combined impact -$251m).
Revenue excluding hepatitis C
medicine sales and the impacts
of PBS reforms grew by $153m
or 4.6%.
Underlying EBITDA increase of
$5.1m or 4.0%:
Healthcare up 3.0%.
Animal Care up 9.6%.
Net Finance costs increase of
$2.6m due to higher net debt
associated with new
acquisitions and base interest
rate increases.
Underlying NPAT and EPS
increases of 4.0%.
Note 1: Net profit after tax and non-controlling interests.
Note 2: Excludes one-off items for transaction costs incurred on M&A, warehouse transition and restructuring costs, net of gains on sale from
disposal of a surplus property. Refer to page 23 for further information.
A$m
Statutory
Underlying
2
H1 FY18Var$Var%
Revenue3,496.5 3,496.5 3,595.2 (98.7) (2.7%)
Gross Operating Revenue404.8 404.8
396.5 8.3 2.1%
EBITDA122.6 131.4 126.3
5.1 4.0%
EBIT107.3 116.1 110.5 5.6 5.1%
Net Finance Costs12.4
12.4 9.8
(2.6) (26.2%)
Profit Before Tax95.0
103.8 100.7 3.0
3.0%
Net Profit After Tax
1
67.0 72.7 69.9 2.8 4.0%
Earnings per share - cps44.1c47.8c46.0c1.8c4.0%
Net Debt552.1 552.1 407.0 145.0
Net Debt : EBITDA2.16x1.73x
H1 FY19Underlying
Healthcare Results
8
HEALTHCARE SEGMENT
Solid underlying trading performance across Australia and New Zealand
Underlying EBITDA increase of $3.3m or 3.0%:
Australia up 3.0% from growth in Retail
Pharmacy, Institutional Healthcare and
Contract Logistics, partially offset by a
subdued Wholesale Pharmacy performance.
New Zealand up 2.9% primarily driven from
strong revenue growth in our Endeavour
consumer products business, partially offset
by cost increases in labour and freight.
Revenue decrease of $101.5m or 3.0%:
Australia down 5.9% (or up 3.8% excluding
hepatitis C medicine sales and PBS price
reforms).
H1 FY19 revenue for hepatitis C revenue was
$157m lower than last year and the impact of
the Australian Government’s PBS price reforms
was $94m.
New Zealand revenue up 8.4%, with strong
growth from all business units.
Note 1: Excludes one-off items for transaction costs incurred on M&A, warehouse transition and restructuring costs, net of gains on sale from
disposal of a surplus property. Refer to page 23 for further information.
A$mH1 FY19H1 FY18Var$Var%
Revenue3,304.23,405.7(101.5)(3.0%)
Underlying EBITDA
1
112.7109.43.33.0%
Underlying EBITDA%3.41%3.21%
Australia
Revenue2,545.32,705.8(160.5)(5.9%)
Underlying EBITDA
1
91.088.42.63.0%
Underlying EBITDA%3.58%3.27%
New Zealand
Revenue758.9699.959.08.4%
Underlying EBITDA
1
21.721.00.62.9%
Underlying EBITDA%2.85%3.01%
9
COMMUNITY
PHARMACY
Total Pharmacy Revenue declined by $126m or
6.3%, attributable to lower hepatitis C medicine
sales (-$78m) and PBS reforms (-$83m).
Revenue growth (excluding hepatitis C and PBS
reforms) was 1.8%.
GOR decreased by 1.3%, primarily due to lower
hepatitis C medicine and OTC sales, PBS price
reforms and general market dynamics.
First half saw further gains in productivity and
cost saving initiatives. The new Brisbane facility
is achieving initial productivity gains in line with
internal expectations. Full operational benefits
from this site are expected from FY20.
Trading with Chemist Warehouse commences
from 1 July 2019.
New Brisbane wholesale distribution facility
A$mH1 FY19H1 FY18Var$Var%
Revenue1,892.22,018.6(126.4)(6.3%)
GOR190.6193.1(2.5)(1.3%)
GOR%10.07%9.56%
10
INSTITUTIONAL
HEALTHCARE
First half revenue and GOR growth was impacted
by reduced hepatitis C sales ($79m) and PBS
reforms ($11m), partly offset by the contribution
from Warner & Webster (‘W&W’).
Underlying revenue growth (excluding hepatitis
C and W&W) was strong at +7.2%.
Strong GOR growth achieved from Symbion
Hospitals (excluding hepatitis C), Onelink (ANZ)
and Zest.
HPS continues to perform well with solid first
half revenue growth to last year of 3.0%.
Acquired Warner & Webster, a medical and
surgical supplies wholesaler with operations in
Victoria and South Australia.
A$mH1 FY19H1 FY18Var$Var%
Revenue1,154.91,148.26.60.6%
GOR102.998.54.44.4%
GOR%8.91%8.58%
11
CONTRACT LOGISTICS
Photos of the new Sydney Contract Logistics facility.
The Group expanded its Contract Logistics
business in Australia with the opening of a new
25,000m² facility in Sydney (NSW) in June 2018.
The NZ business also expanded operations by
leasing an additional site in Auckland to
support future growth.
First half GOR growth achieved in both New
Zealand and Australia from key principals.
Both businesses are active in business
development to drive continued future growth
and profitability.
Note: GOR % not relevant as sales activity is predominantly done on consignment.
A$mH1 FY19H1 FY18Var$Var%
Revenue234.8217.017.88.2%
GOR31.229.51.75.8%
12
CONSUMER PRODUCTS
Revenue and GOR improvements are driven by
strong Red Seal sales (both domestic and
international markets) and the addition of
Gran’s Remedy.
We have increased our investment in
marketing and advertising in the first half to
drive Red Seal’s growth into the Australian
grocery channel.
The Endeavour brand portfolio has expanded
via the recent acquisition of Quitnits, the
leading brand in Australian grocery for
treatment of head lice.
A$mH1 FY19
H1 FY18Var$Var%
Revenue59.6
54.45.29.6%
GOR
23.220.42.813.5%
GOR%38.90%37.57%
Animal Care Results
14
ANIMAL CARE SEGMENT
Strong EBITDA performance reflecting continued growth in our key brands
REVENUE
MIX BY
CATEGORY
Wholesale (Lyppard)
EBOS brands (Black Hawk and Vitapet)
Other products
EBITDA increase of $2.1m or 9.6%:
Earnings improvement is primarily from
Black Hawk sales revenue growth of 23%.
Sales increase of $2.7m or 1.4%:
Total revenue growth impacted by a decline
in Lyppard sales due to one manufacturer
by-passing the wholesale channel and
supplying direct into veterinary clinics.
51%
(H1 FY18: 55%)
40%
(H1 FY18: 36%)
9%
H1 FY18
9%)
A$m
H1 FY19H1 FY18Var$Var%
Revenue192.3189.62.71.4%
EBITDA24.322.22.19.6%
EBITDA%12.65%11.70%
15
ANIMAL CARE SEGMENT
Black Hawk continues to perform strongly
Black Hawk sales grew 23% (following Australian growth of 26%
in H1 FY18 and 48% in H1 FY17). Continued growth well above
market due to:
Continued investment in marketing driving increased
brand awareness and strong retail support.
Maintaining the price value proposition against other
premium foods.
Continued strong momentum in NZ following the brands
introduction to that market in July 2017.
Acquisition of Therapon
Acquired Therapon in November 2018, a veterinary wholesale
business with operations based in Victoria which will be
integrated into Lyppard.
Group Financial Information &
Outlook
17
CASH FLOW
Operating cash flow of $40.3m reflecting seasonality and a further unwinding of the Hepatitis C
working capital benefit.
H1 FY19 Capex spend comprises primarily of the new warehouse facilities in Sydney and Brisbane.
Acquisition of $92.5m in H1 FY19 includes the Group’s acquisitions of TerryWhite Group, Warner &
Webster, Therapon and Quitnits.
Cash Flow from Operating Activities – half year
35.7
41.5
47.3
91.9
40.3
88.1
165.0
88.9
70.3
0
50
100
150
200
FY15FY16FY17FY18FY19
Cash flow from Operating activities (A$m)
H1H2
A$mH1 FY19H1 FY18Var$
EBITDA122.6 126.3 (3.7)
Net interest paid(12.4) (9.8) (2.6)
Tax paid(25.7) (28.0) 2.3
Net working capital and other movements(44.3) 3.4 (47.7)
Cash from Operating activities40.3 91.9 (51.7)
Capital expenditure (net)(16.9) (28.7) 11.8
Free Cash Flow23.3 63.2 (39.9)
Acquisition of subsidiaries and investments(92.5) (11.8) (80.7)
Dividends paid(50.1) (44.9) (5.2)
Net Cash Flow(119.3) 6.4 (125.7)
FX impact on net debt(0.3) (0.1) (0.1)
Reduction/(Increase) in Net Debt(119.6) 6.3 (125.9)
18
12.9%
14.6%
16.7%
17.1%
16.3%
13.0%
14.8%
16.7%
16.9%
16.1%
FY14FY15FY16FY17FY18H1 FY15H1 FY16H1 FY17H1 FY18H1 FY19
WORKING CAPITAL AND ROCE
Working Capital
Return on Capital Employed
2
Working capital management discipline is
a key focus of the Group and maintaining
the industry leading cash conversion cycle
of 18 days is reflective of this.
Return on Capital Employed of 16.1% at
December 2018, lower than June 2018 (-0.2%)
due to a higher investment in net working
capital.
Note 1: Cash conversion days are adjusted for the Group’s 3PL debtors and creditors arising from its hepatitis C business.
Note 2: Prior period ROCE figures have been updated from previous results presentations due to the change in presentational currency to AUD.
30 June
31 December
A$mDec 2018June 2018
Net Working Capital
Trade receivables874.4892.2
Inventory
564.6535.1
Trade payables/other(1,156.2)(1,196.4)
Total282.8230.8
Cash conversion days
1
Debtor days43 41
Inventory days34
32
Creditor days59 58
Cash conversion days18 15
19
NET DEBT, GEARING AND MATURITY PROFILE
Net Debt and Gearing
Net Debt of $552m at December 2018, an
increase of $120m from June 2018 due to
acquisitions and investments ($93m) and
dividends ($50m), partly offset by the
Operating cash flow after Capex ($23m).
Net Debt : EBITDA of 2.16x at December
2018 (1.74x at June 2018).
Debt Maturity Profile – facility limits (A$m)
At 31 December 2018, the weighted average
maturity of our combined term debt and
securitisation facilities is 2.9 years.
413
407
432
552
28.6%
28.0%
28.7%
34.4%
0%
5%
10%
15%
20%
25%
30%
35%
0
100
200
300
400
500
600
Jun-17Dec-17Jun-18Dec-18
Gearing ratio
Net debt (A$m)
Net DebtGearing ratio (Net debt)
166
-
124
50
293
400
FY19FY20FY21FY22FY23
Cash advance facilityTerm debt facilitiesSecuritisation
20
22.0
26.0
30.0
33.0
34.5
25.0
32.5
33.0
35.5
FY15FY16FY17FY18FY19
NZ$ cents per share
H1H2
EARNINGS AND DIVIDENDS PER SHARE
Underlying Earnings Per Share (A$ cents)
Underlying EPS growth of 4.0% in H1 FY19, a 9.7% CAGR from H1 FY15.
Interim dividend of 34.5 cents (imputed to 25% and franked to 100% for Australian resident
shareholders).
Dividend payout ratio of 67%.
The Group’s Dividend Reinvestment Plan (DRP) will be reinstated for the upcoming interim
dividend. Shareholders can elect to take shares in lieu of a cash dividend at a discount of 2.5% to
the volume weighted average price (VWAP).
Dividends Per Share
(NZ$ cents)
33.0
39.0
44.7
46.0
47.8
32.6
38.4
41.6
44.4
FY15FY16FY17FY18FY19
Cents per share
H1H2
21
OUTLOOK
EBOS Group has recorded a positive start for the first half of the financial year, with strong
growth in Animal Care and subdued growth in Healthcare attributable to the general market
environment and the impact of PBS reforms.
On the basis of our current trading performance, we expect the Group to generate full year
underlying earnings growth in FY19 with further growth forecast into FY20 as we commence
servicing the Chemist Warehouse contract volumes.
Supporting Information
23
RECONCILIATION OF STATUTORY AND
UNDERLYING RESULTS
Note 1: Underlying EBITDA and Underlying Net Profit After Tax (attributable to the owners of the company) are both Non-GAAP measures which
adjust for the effects of one-off items.
A$m
EBITDA
NPATEBITDA
NPAT
Statutory result
122.667.0126.3
69.9
Deduct
Profit on sale of surplus property
(2.9)(2.4)-
-
Add back
Transition costs for major new warehouses
and Restructuring costs6.94.7
-
-
Transaction costs incurred on M&A4.9
3.3-
-
Net of One-off items8.85.6
- -
Underlying result
1
131.472.7126.3
69.9
H1 FY18
H1 FY19
24
Health Care
Animal Care
Pharmacy
(Wholesale and retail)
Institutional Healthcare
Contract Logistics
Consumer Products
SEGMENT EARNINGS AND GOR MIX
EBITDA by segment
Gross Operating Revenue (GOR) FY18
6%
14%
14%
25%
8%
FY18 GOR Mix
47%
86%
A$m
H1 FY19H1 FY18Var$Var%
Underlying EBITDA
Healthcare112.7109.43.33.0%
Animal Care24.322.22.19.6%
Corporate(5.6)(5.3)(0.3)(5.6%)
Group131.4126.35.14.0%
Statutory EBITDA
Healthcare104.3109.4(5.1)(4.7%)
Animal Care24.322.22.19.6%
Corporate(6.0)(5.3)(0.7)(13.3%)
Group122.6126.3(3.7)(2.9%)
One-off items
Healthcare(8.4)- (8.4)
Animal Care- - -
Corporate(0.4)- (0.4)
Group(8.8)- (8.8)
25
EBOS STRATEGIC APPROACH
Investing for Growth
Our Healthcare and Animal Care strategic focus is centred on
We focus on delivering profitable growth and superior returns
Leading Market
Positions
Disciplined Capital
Management
Two types of investments:
Acquisitions: we have a
successful track record of deal
execution.
EBOS has completed over 20
deals since 2000.
Internal Capex: investment to
lift productivity, manage costs
and deliver better customer
service.
Cash generation to drive
scope for further
investment which allows
for dividends to be paid in
the range of 60-70% of
Net Profit After Tax.
Acquisitions and new
business focus on
supporting the Group’s
return on capital
employed.
We aim to have positions of
scale in the markets we
operate in and maximise
opportunities across our wide
range of businesses wherever
possible.
26
GLOSSARY OF TERMS AND MEASURES
Term Definition
Actual results Results translated into Australian dollars at the applicable actual monthly exchange rates ruling in each period.
Debtor days Trade debtors at the end of period divided by Revenue for the period, multiplied by number of days in the period.
Inventory days Inventory at the end of period divided by Cost of Sales for the period, multiplied by number of days in the period.
Creditor days Trade creditors at the end of period divided by Cost of Sales for the period, multiplied by number of days in the period.
Constant
FX/currency
Calculated by translating the prior period results into Australian dollars at the actual monthly exchange rates applicable in the
current period.
Revenue Revenue from the sale of goods and the rendering of services.
Gross Operating
Revenue (GOR)
Revenue less cost of sales and the write-down of inventory.
EBIT Earnings before interest and tax.
EBITDA Earnings before interest, tax, depreciation and amortisation.
Underlying EBITDA Earnings before interest, tax, depreciation, amortisation and before one-off items.
NPAT Net Profit After Tax attributable to the owners of the company.
Underlying NPAT Net Profit After Tax attributable to the owners of the company and before one-off items.
One-off items The net of material transaction costs incurred on acquisitions, transition costs for major new warehouses, restructuring costs
and a gain on sale of surplus property.
Free Cash Flow Cash from operations less capital expenditure net of proceeds from disposals.
Earnings per share
(EPS)
Net Profit after tax divided by the weighted average number of shares on issue during the period in accordance with IAS 33
‘Earnings per share’.
Underlying EPS NPAT excluding one-off items, divided by the weighted average number of shares on issue during the period.
Net Debt : EBITDA Ratio of net debt at period end to the last 12 months EBITDA, adjusting for pre acquisition earnings of acquisitions for the period
and excluding one-off items.
Return on Capital
Employed (ROCE)
Measured as underlying earnings before interest, tax and amortisation of finite life intangibles for 12 months divided by closing
capital employed (including a pro-rata adjustment for entities acquired and excluding amounts for significant capital projects
yet to complete and strategic investments).
Except where noted, common terms and measures used in this document are based upon the following definitions:
www.ebosgroup.com
---
EBOS GROUP LIMITED
INTERIM REPORT
FOR THE SIX MONTHS ENDED
31 DECEMBER 2018
EBOS GROUP LIMITED
INTERIM REPORT 2019
CONTENTS Page
Summary of Consolidated Financial Highlights 1
Shareholder Calendar 1
Auditor’s Independent Review Report 2
Condensed Consolidated Income Statement 3
Condensed Consolidated Statement of Comprehensive Income 4
Condensed Consolidated Statement of Changes in Equity 5
Condensed Consolidated Balance Sheet 7
Condensed Consolidated Cash Flow Statement 8
Notes to the Condensed Consolidated Interim Financial Statements 9
Directory 19
1
EBOS GROUP LIMITED
INTERIM REPORT 2019
SUMMARY OF CONSOLIDATED FINANCIAL HIGHLIGHTS
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Revenue 3,496,498 3,595,243 6,986,731
Profit before net finance costs, tax expense, depreciation and
amortisation (EBITDA)
122,566
126,288
250,052
Earnings before interest and tax expense (EBIT) 107,318 110,529 218,153
Profit before income tax expense 94,962 100,741 197,282
Profit for the period 67,238 70,609 139,269
Profit for the period attributable to owners of the Company 67,045 69,891 137,274
Equity attributable to owners of the Company 1,053,285 1,026,420 1,051,492
Earnings per share 44.1c 46.0c 90.4c
Interim dividend per share (New Zealand dollars) 34.5c 33.0c 33.0c
SHAREHOLDER CALENDAR
Interim dividend record date 15 March 2019
Interim dividend payable 5 April 2019
Release of 2019 full year results 22 August 2019
Annual General Meeting 15 October 2019
2
INDEPENDENT REVIEW REPORT TO THE SHAREHOLDERS OF EBOS GROUP LIMITED
We have reviewed the condensed consolidated interim financial statements of EBOS Group Limited and its subsidiaries (‘the Group’) which
comprise the condensed consolidated balance sheet as at 31 December 2018, and condensed consolidated income statement, condensed
consolidated statement of comprehensive income, condensed consolidated statement of changes in equity and condensed consolidated
cash flow statement for the six months ended on that date, and a summary of significant accounting policies and other explanatory
information on pages 9 to 18.
This report is made solely to the Group’s shareholders, as a body. Our review has been undertaken so that we might state to the Group’s
shareholders those matters we are required to state to them in a review report and for no other purpose. To the fullest extent permitted
by law, we do not accept or assume responsibility to anyone other than the Group’s shareholders as a body, for our engagement, for this
report, or for the opinions we have formed.
Board of Directors’ Responsibilities
The Board of Directors are responsible for the preparation and fair presentation of the condensed consolidated interim financial
statements, in accordance with NZ IAS 34 Interim Financial Reporting and IAS 34 Interim Financial Reporting and for such internal control
as the Board of Directors determine is necessary to enable the preparation and fair presentation of the condensed consolidated interim
financial statements that are free from material misstatement, whether due to fraud or error.
Our Responsibilities
Our responsibility is to express a conclusion on the condensed consolidated interim financial statements based on our review. We
conducted our review in accordance with NZ SRE 2410 Review of Financial Statements Performed by the Independent Auditor of the Entity
(‘NZ SRE 2410’). NZ SRE 2410 requires us to conclude whether anything has come to our attention that causes us to believe that the
condensed consolidated interim financial statements, taken as a whole, are not prepared, in all material respects, in accordance with NZ
IAS 34 Interim Financial Reporting and IAS 34 Interim Financial Reporting. As the auditor of EBOS Group Limited, NZ SRE 2410 requires that
we comply with the ethical requirements relevant to the audit of the annual financial statements.
A review of the condensed consolidated interim financial statements in accordance with NZ SRE 2410 is a limited assurance engagement.
The auditor performs procedures, primarily consisting of making enquiries, primarily of persons responsible for financial and accounting
matters, and applying analytical and other review procedures.
The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International
Standards on Auditing (New Zealand). Accordingly we do not express an audit opinion on those financial statements.
Other than in our capacity as auditor we have no relationship with or interests in the Company or its subsidiaries.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated interim financial
statements of the Group do not present fairly, in all material respects, the financial position of the Group as at 31 December 2018 and its
financial performance and cash flows for the six months ended on that date in accordance with NZ IAS 34 Interim Financial Reporting and
IAS 34 Interim Financial Reporting.
Chartered Accountants
19 February 2019
Christchurch, New Zealand
3
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED INCOME STATEMENT
For the six months ended 31 December 2018
Notes
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Revenue
2(a) 3,496,498 3,595,243 6,986,731
Income from associates
1,814 1,912 4,140
Profit before depreciation, amortisation, net finance
costs and income tax expense
122,566
126,288
250,052
Depreciation
2(b) (7,490) (8,124) (16,210)
Amortisation of finite life intangibles
2(b) (7,758) (7,635) (15,689)
Profit before net finance costs and income tax expense
107,318 110,529 218,153
Finance income
942 945 1,631
Finance costs
(13,298) (10,733) (22,502)
Profit before income tax expense
94,962 100,741 197,282
Income tax expense
(27,724) (30,132) (58,013)
Profit for the period
67,238 70,609 139,269
Profit for the period attributable to:
Owners of the Company
67,045 69,891 137,274
Non-controlling interests
193 718 1,995
67,238 70,609 139,269
Earnings per share
Basic (cents per share)
44.1 46.0 90.4
Diluted (cents per share)
44.1 46.0 90.4
4
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 31 December 2018
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Profit for the period
67,238 70,609 139,269
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Cash flow hedge (losses)/gains
(2,158) 882 2,060
Related income tax
714 (251) (588)
Movement on equity instruments fair valued through other
comprehensive income
(2,593) (1,610) (1,424)
Movement in foreign currency translation reserve
10,517 (11,437) (9,297)
Total comprehensive income net of tax
73,718 58,193 130,020
Total comprehensive income for the period is attributable to:
Owners of the Company
73,525 57,475 128,025
Non-controlling interests
193 718 1,995
73,718 58,193 130,020
5
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 31 December 2018
Notes
Share
capital
A$’000
Share
based
payments
reserve
A$’000
Foreign
currency
translation
reserve
A$’000
Retained
earnings
A$’000
Cash flow
hedge
reserve
A$’000
Equity
instruments fair
valued through
other
comprehensive
income reserve
A$’000
Non-
controlling
interests
A$’000
Total
A$’000
Six months ended
31 December 2017 (unaudited):
Opening balance 763,636 466 (13,508) 264,239 (30) - 19,357 1,034,160
Profit for the period - - - 69,891 - - 718 70,609
Other comprehensive income for
the period, net of tax
-
- (11,437) - 631
(1,610) - (12,416)
Dividends 4 - - - (46,185) - - - (46,185)
Share based payments - 327 - - - - - 327
Balance at 31 December 2017 763,636 793 (24,945) 287,945 601 (1,610) 20,075 1,046,495
Year ended
30 June 2018 (unaudited):
Opening balance 763,636 466 (13,508) 264,239 (30) - 19,357 1,034,160
Profit for the year - - - 137,274 - - 1,995 139,269
Other comprehensive income for
the year, net of tax
-
- (9,297) - 1,472
(1,424)
- (9,249)
Dividends 4 - - - (93,014) - - - (93,014)
Share based payments - 1,678 - - - - - 1,678
Balance at 30 June 2018 763,636 2,144 (22,805) 308,499 1,442 (1,424) 21,352 1,072,844
6
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Continued)
For the six months ended 31 December 2018
Notes
Share
capital
A$’000
Share
based
payments
reserve
A$’000
Foreign
currency
translation
reserve
A$’000
Retained
earnings
A$’000
Cash flow
hedge
reserve
A$’000
Equity
instruments fair
valued through
other
comprehensive
income reserve
A$’000
Non-
controlling
interests
A$’000
Total
A$’000
Six months ended
31 December 2018 (unaudited):
Opening balance 763,636 2,144 (22,805) 308,499 1,442 (1,424) 21,352 1,072,844
Profit for the period - - - 67,045 - - 193 67,238
Other comprehensive income for
the period, net of tax
-
- 10,517 - (1,444)
(2,593) - 6,480
Dividends 4 - - - (49,386) - - - (49,386)
Arising on acquisition of
remaining non-controlling
interest 9 -
-
- - -
-
(46,678) (46,678)
Share based payments - 882 - - - - - 882
Transfer of non-controlling
interest -
-
- (23,228) -
-
23,228 -
Balance at 31 December 2018 763,636 3,026 (12,288) 302,930 (2) (4,017) (1,905) 1,051,380
7
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED BALANCE SHEET
As at 31 December 2018
Notes
31 Dec 18
A$’000
(Unaudited)
31 Dec 17
A$’000
(Unaudited)
30 Jun 18
A$’000
(Unaudited)
Current assets
Cash and cash equivalents
152,144
129,934
149,869
Trade and other receivables 910,318 958,354 916,861
Prepayments 9,532 8,584 9,041
Inventories 564,602 565,147 535,082
Current tax refundable
1,229
3,607
59
Other financial assets – derivatives
8
807
230
1,306
Total current assets 1,638,632 1,665,856 1,612,218
Non-current assets
Property, plant and equipment 120,934 109,446 112,166
Capital work in progress 54,452 41,137 58,329
Prepayments 68 3 -
Deferred tax assets
46,398
43,749
48,682
Goodwill
945,698
878,377
893,796
Indefinite life intangibles 123,382 117,561 121,717
Finite life intangibles 51,923 65,086 58,877
Investment in associates 38,979 34,754 37,009
Other financial assets
6,747
9,681
9,269
Total non-current assets 1,388,581 1,299,794 1,339,845
Total assets 3,027,213 2,965,650 2,952,063
Current liabilities
Trade and other payables 1,145,003 1,259,055 1,170,128
Bank loans
7
213,762 208,591 147,149
Current tax payable
14,995 19,338 11,431
Employee benefits 35,890 36,385 40,724
Other financial liabilities – derivatives 8 3,639 2,058 1,980
Total current liabilities
1,413,289 1,525,427 1,371,412
Non-current liabilities
Bank loans 7 490,370 328,258 435,121
Trade and other payables
14,406 11,944 13,484
Deferred tax liabilities
51,276 47,806 53,258
Employee benefits 6,492 5,720 5,944
Total non-current liabilities 562,544 393,728 507,807
Total liabilities
1,975,833 1,919,155 1,879,219
Net assets 1,051,380 1,046,495 1,072,844
Equity
Share capital 3 763,636 763,636 763,636
Share based payments reserve 3,026 793 2,144
Foreign currency translation reserve (12,288) (24,945) (22,805)
Retained earnings
302,930 287,945 308,499
Cash flow hedge reserve (2) 601 1,442
Equity instruments fair valued through OCI (4,017) (1,610) (1,424)
Equity attributable to owners of the company 1,053,285 1,026,420 1,051,492
Non-controlling interests (1,905) 20,075 21,352
Total equity 1,051,380 1,046,495 1,072,844
8
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
For the six months ended 31 December 2018
Notes
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Cash flows from operating activities
Receipts from customers
3,556,358 3,654,783 7,055,426
Interest received
942 945 1,631
Dividends received from associates
959 645 859
Payments to suppliers and employees
(3,479,059) (3,525,717) (6,813,234)
Taxes paid
(25,647) (28,007) (60,044)
Interest paid
(13,298) (10,733) (22,502)
Net cash inflow from operating activities
5 40,255 91,916 162,136
Cash flows from investing activities
Sale of property, plant & equipment
98 78 155
Purchase of property, plant & equipment
(11,189) (8,658) (15,838)
Payments for capital work in progress
(5,013) (19,549) (39,750)
Payments for intangible assets
(795) (568) (2,492)
Acquisition of subsidiaries
(92,389) (1,304) (21,207)
Investment in other financial assets
(110) (10,535) (9,717)
Net cash (outflow) from investing activities
(109,398) (40,536) (88,849)
Cash flows from financing activities
Proceeds from borrowings
128,361 - 27,077
Repayment of borrowings
(9,169) (26,791) (9,003)
Dividends paid to equity holders of parent
4 (50,138) (44,947) (91,993)
Net cash inflow/(outflow) from financing activities
69,054 (71,738) (73,919)
Net (decrease) in cash held
(89) (20,358) (632)
Effect of exchange rate fluctuations on cash held during
the period
2,364
(3,910)
(3,701)
Net cash and cash equivalents at beginning of period
149,869 154,202 154,202
Net cash and cash equivalents at end of period
152,144 129,934 149,869
9
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the six months ended 31 December 2018
1. FINANCIAL STATEMENTS
These unaudited condensed consolidated interim financial statements have been prepared in accordance with Generally Accepted
Accounting Practice (“GAAP”). They comply with the New Zealand Equivalent to International Accounting Standard 34 (NZ IAS 34)
“Interim Financial Reporting” and International Accounting Standard IAS 34, as applicable for profit orientated entities. These
financial statements should be read in conjunction with the financial statements and related notes included in the Group’s Annual
Report for the year ended 30 June 2018. The numbers presented for 30 June 2018 have been audited in New Zealand dollars
however no audit opinion on the Australian dollar presentation for this period has yet been issued, this will occur when the 30 June
2019 financial statements are audited. Hence these numbers have been referred to as ‘unaudited’ in these financial statements.
Apart from the changes noted below, the accounting policies adopted are consistent with those of the previous year.
Presentation currency – change in accounting policy:
The Group’s revenues, profits and cash flows are primarily generated in Australian Dollars (AUD) and are expected to remain
principally denominated in AUD in the future. Effective from 1 July 2017 the Group changed the currency in which it presents its
financial statements from New Zealand Dollars (NZD) to AUD in order to better reflect the underlying performance of the Group. A
change in presentation currency is a change in accounting policy which is accounted for retrospectively.
Statutory financial information included in the Group’s interim financial statements for the six months ended 31 December 2017
and year ended 30 June 2018, previously reported in NZD, has been restated into AUD using the procedures outlined below:
• Assets and liabilities denominated in currencies other than AUD were translated into AUD at the closing rates of exchange on the
last day of the relevant accounting period;
• Revenues and expenses in currencies other than AUD were translated into AUD at the transaction date rate;
• Share capital and reserves were translated at the historic rates prevailing at the transaction dates; and
• In each case, the rates of exchange were consistent with those used by the Group in the relevant accounting period.
In undertaking the translation of financial statements into an Australian dollar presentation currency it was determined that
goodwill associated with the Symbion acquisition in Australia in 2013, previously denominated in New Zealand dollars, should be
denominated in Australian dollars as it aligns with the functional currency of the underlying operations of the acquired entity.
Comparative periods have been also adjusted to allow comparability between periods. This adjustment (1 July 2017: $61.6m, 31
December 2017: $39.0m and 30 June 2018: $43.6m) impacted the balance sheet only, with decreases to goodwill and equity
balances, with no impact on the income statement or cash flow statement in the comparative periods.
The Directors have not included the original amounts and the adjustment as we consider this would not be meaningful to users of
the financial statements as these financial statements are now presented in Australian dollars.
NZ IFRS 9 (2014) Financial Instruments:
Application of NZ IFRS 9 (2014) Financial Instruments, which became effective for the Group on 1 July 2018, requires an expected
credit loss model, as opposed to an incurred credit loss model under NZ IAS 39. The expected credit loss model requires an entity to
account for expected credit losses and changes in those expected credit losses at each reporting date to reflect changes in credit
risk since initial recognition. It is no longer necessary for a credit event to have occurred before credit losses are recognised.
Under NZ IFRS 9 (2014), greater flexibility has been introduced to the types of transactions eligible for hedge accounting, specifically
broadening the types of instruments that qualify as hedging instruments and the types of risk components of non-financial items
that are eligible for hedge accounting. In addition, the effectiveness test has been overhauled and replaced with the principle of an
“economic relationship”. Retrospective assessment of hedge effectiveness is also no longer required.
Impairment - Financial assets measured at amortised cost being cash and cash equivalents and trade receivables are subject to the
impairment provisions of NZ IFRS 9 (2014).
The Group applies the simplified approach to recognise lifetime expected credit losses for financial assets as required or permitted
by NZ IFRS 9 (2014). In general, the application of the expected credit loss model of NZ IFRS 9 (2014) results in earlier recognition of
credit losses and increases the amount of loss allowance recognised for those items.
Hedge Accounting - As the new hedge accounting requirements align more closely with the Group’s risk management policies, with
generally more qualifying hedging instruments and hedged items, an assessment of the Group’s current hedging relationships
indicated that they qualified as continuing hedging relationships upon application of NZ IFRS 9 (2014). Similar to the Group’s current
hedge accounting policy, the directors do not intend to exclude the forward element of foreign currency forward contracts from
designated hedging relationships.
No material impact on these financial statements has been recognised as a result of adopting this standard, other than the Group’s
equity investment in MedAdvisor Pty Ltd has been designated by the Directors as an equity instrument to be fair valued through
Other Comprehensive Income (OCI) as allowable under the standard, for both the current and comparable periods presented.
10
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the six months ended 31 December 2018
1. FINANCIAL STATEMENTS (Continued)
NZ IFRS 15 Revenue from Contracts with Customers:
NZ IFRS 15 Revenue from Contracts with Customers also became effective for the Group on 1 July 2018.
Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf
of third parties. The Group recognises revenue when it transfers control of a product or service to a customer. The Group has
applied the modified approach on transitioning to NZ IFRS 15 and has applied the standard on initial application being 1 July 2018.
No material impact on these financial statements has been recognised as a result of adopting this standard.
The information is presented in thousands of Australian dollars unless otherwise stated.
2. PROFIT FROM OPERATIONS
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
(a)
Revenue
Community Pharmacy
1,892,192 2,018,612 3,871,426
Institutional Healthcare
1,154,850 1,148,205 2,239,592
Contract Logistics services
234,779
217,016
454,210
Consumer Products
59,618
54,396
108,616
Interdivisional eliminations
(37,247) (32,545) (65,272)
Healthcare
3,304,192 3,405,684 6,608,572
Animal care
192,306
189,559
378,159
3,496,498 3,595,243 6,986,731
Community Pharmacy
Revenue is derived from the supply of human healthcare products to pharmacies in Australia and New Zealand. Following
delivery, the customer obtains control as it has full discretion over the manner of distribution and price to sell the goods, has the
primary responsibility when on selling the goods and bears the risks of loss in relation to the goods. A receivable is recognised by
the Group when it loses control which is when the goods are delivered to the customer as this represents the point in time at
which the right to consideration becomes unconditional, as only the passage of time is required before payment is made.
Institutional Healthcare
Revenue is derived from the supply of human healthcare products to public and private hospitals, medical centres, GP clinics and
aged care facilities in Australia and New Zealand. Following delivery, the customer obtains control as it has full discretion over
the manner of distribution and price to sell the goods, has the primary responsibility when on selling the goods and bears the
risks of loss in relation to the goods. A receivable is recognised by the Group when it loses control which is when the goods are
delivered to the customer as this represents the point in time at which the right to consideration becomes unconditional, as only
the passage of time is required before payment is made.
Contract Logistics
Sales: Sales consist of the sale of human healthcare products to a wide range of healthcare customers (wholesalers, pharmacies
and medical centres). A receivable is recognised by the Group when it loses control which is when the goods are confirmed to
be on sold by the customer as this represents the point in time at which the right to consideration becomes unconditional, as
only the passage of time is required before payment is made.
Service fees: Revenue is derived from the provision of logistical services for a fee to overseas based healthcare manufacturers
for their operating activities in Australia and New Zealand. The performance obligation is satisfied either at a point in time or
over time, as applicable, at which point the right to consideration becomes unconditional, as only the passage of time is required
before payment is made.
11
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
2. PROFIT FROM OPERATIONS (Continued)
Consumer Products
Revenue is derived from the supply of EBOS’ own branded human healthcare products, such as Red Seal, Faulding, Natures Kiss,
Quicknits and Floradix, to pharmacies and supermarkets in Australia and New Zealand and overseas distributors for export
markets. Following delivery, the customer obtains control as it has full discretion over the manner of distribution and price to sell
the goods, has the primary responsibility when on selling the goods and bears the risks of loss in relation to the goods. A
receivable is recognised by the Group when it loses control which is when the goods are delivered to the customer as this
represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is required
before payment is made.
Animal care
Revenue is derived from the supply of Animal care products to pet retail and vet clinics across Australia and New Zealand.
Following delivery, the customer obtains control as it has full discretion over the manner of distribution and price to sell the
goods, has the primary responsibility when on selling the goods and bears the risks of loss in relation to the goods. A receivable is
recognised by the Group when it loses control which is when the goods are delivered to the customer as this represents the point
in time at which the right to consideration becomes unconditional, as only the passage of time is required before payment is
made.
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
(b)
Profit before income tax expense
Profit before income tax has been arrived at
after charging the following expenses by
nature:
One-off items (1)
(8,820) - -
Cost of sales
(3,090,157) (3,198,066) (6,196,382)
Write-down of inventory
(1,512) (645) (3,711)
Impairment on trade & other receivables
671
(523)
(1,753)
Depreciation of property, plant & equipment
(7,490)
(8,124)
(16,210)
Amortisation of finite life intangibles
(7,758) (7,635) (15,689)
Operating lease rental expenses
(21,513) (19,059) (39,685)
Donations
(15) (22) (243)
Employee benefit expense
(139,397)
(136,737)
(272,771)
Defined contribution plan expense
(8,026) (7,434) (14,967)
Other expenses
(106,977) (108,381) (211,307)
Total expenses
(3,390,994) (3,486,626) (6,772,718)
(1) One-off items comprise of merger and acquisition, warehouse transition and restructuring costs incurred, $11.7m, net of a
gain on sale of excess land held, $2.9m, during the period.
12
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
3. SHARE CAPITAL
Six months
31 Dec 18
Six months
31 Dec 17
Year ended
30 Jun 18
No.
’000
A$’000
(Unaudited)
No.
’000
A$’000
(Unaudited)
No.
’000
A$’000
(Unaudited)
Fully paid ordinary
shares
Balance at beginning
of period
152,539 763,636 151,914 763,636 151,914 763,636
Shares issued –
September 2017
- - 625 - 625 -
152,539
763,636
152,539
763,636
152,539
763,636
4. DIVIDENDS
AUD
Six months
31 Dec 18
AUD
Six months
31 Dec 17
AUD
Year ended
30 Jun 18
Cents per
share
A$’000
(Unaudited)
Cents per
share
A$’000
(Unaudited)
Cents per
share
A$’000
(Unaudited)
Recognised amounts
Fully paid ordinary shares
Final – prior year
32.4 49,386 30.3 46,185 30.3 46,185
Interim – current year
- - - - 30.7 46,829
32.4 49,386 30.3 46,185 61.0 93,014
Unrecognised amounts
Final dividend
- - - - 32.6 49,711
Interim dividend
32.8 50,100 30.0 45,787 - -
32.8 50,100 30.0 45,787 32.6 49,711
Dividends are approved by the Board in New Zealand dollars. Dividends recognised in the Statement of Changes in Equity are
converted from New Zealand dollars to Australian Dollars at the exchange rate applicable on the date the dividend was approved.
Unrecognised dividends are converted at the exchange rate applicable on the reporting date. The Board approved an interim
dividend of 34.5 New Zealand cents per share on 19 February 2019. The record date for the dividend is 15 March 2019 and the
dividend will be paid on 5 April 2019.
The following table shows dividends approved in New Zealand dollars:
NZD
NZD
NZD
Cents per
share
Cents per
share
Cents per
share
Recognised amounts
Fully paid ordinary shares
Final – prior year
35.5 33.0 33.0
Interim – current year
- - 33.0
35.5 33.0 66.0
Unrecognised amounts
Final dividend
- - 35.5
Interim dividend
34.5 33.0 -
34.5 33.0 35.5
New Zealand dollar dividends paid to equity holders of the parent are translated into Australian dollars and disclosed in the cash
flow statement at the foreign currency exchange rate applicable on the date they are paid.
13
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
5. NOTES TO THE CASH FLOW STATEMENT
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Reconciliation of profit for the period with cash
flows from operating activities
Profit for the period
67,238 70,609 139,269
Add/(less) non-cash items:
Depreciation of property, plant and equipment
7,490
8,124
16,210
Amortisation of finite life intangibles
7,758
7,635
15,689
(Gain)/loss on sale of property, plant & equipment
(2,856) (14) 15
Income from associates
(1,814) (1,912) (4,140)
Expense recognised in respect of share based
payments
585 327 772
Deferred tax
955 (149) 908
12,118
14,011
29,454
Movements in working capital:
Trade and other receivables
6,543 32,235 73,728
Prepayments
(559) (1,130) (1,590)
Inventories
(29,520) (21,288) 8,777
Current tax refundable/(payable)
2,394 2,380 (1,979)
Trade and other payables
(24,192) (4,699) (92,073)
Provision for employee benefits
(4,286) (2,312) 2,251
Foreign currency translation of opening working
capital balances
555 2,783 1,663
(49,065) 7,969 (9,223)
Working capital items relating to investing activities
4,152 (673) 1,652
Working capital items acquired on acquisition
5,812 - 984
Net cash inflow from operating activities
40,255 91,916 162,136
14
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
6. SEGMENT INFORMATION
(a) Products and services from which reportable segments derive their revenues
The Group’s reportable segments under NZ IFRS 8 are as follows:
Healthcare: Incorporates the sale of human healthcare products to Consumer Pharmacy, Institutional Healthcare, Contract
Logistics and Consumer Products customers.
Animal care: Incorporates the sale of animal care products in a range of sectors, own brands, retail and wholesale activities.
Corporate: Includes net financing costs and central administration expenses that have not been allocated to either the
healthcare or animal care segments.
(b) Segment revenues and results
The following is an analysis of the Group’s revenue and results by reportable segment:
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Revenue from external customers
Healthcare
3,304,192 3,405,684 6,608,572
Animal care
192,306 189,559 378,159
3,496,498 3,595,243 6,986,731
Segment result (EBITDA)
Healthcare (1)
104,270 109,419 216,579
Animal care
24,319 22,183 45,655
Corporate (1)
(6,023) (5,314) (12,182)
122,566 126,288 250,052
Segment expenses
Healthcare:
Depreciation of property, plant and equipment
(7,111) (7,652) (15,326)
Amortisation of finite life intangibles
(6,679) (6,428) (13,273)
Income tax expense
(26,541) (28,834) (55,163)
(40,331) (42,914) (83,762)
Animal care:
Depreciation of property, plant and equipment
(379) (472) (884)
Amortisation of finite life intangibles
(1,079) (1,207) (2,416)
Income tax expense
(6,408) (5,735) (11,870)
(7,866) (7,414) (15,170)
Corporate:
Net finance costs
(12,356) (9,788) (20,871)
Income tax credit
5,225 4,437 9,020
(7,131) (5,351) (11,851)
Profit for the period
Healthcare (1)
63,939 66,505 132,817
Animal care
16,453 14,769 30,485
Corporate (1)
(13,154) (10,665) (24,033)
67,238 70,609 139,269
‘
(1) Includes one-off (net) costs of $8.8m for the six months to 31 December 2018, the after tax impact of these costs was
$6.2m for the period (December 2017: nil, June 2018: nil).
15
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
6. SEGMENT INFORMATION (Continued)
The accounting policies of the reportable segments are consistent with the Group’s accounting policies. Segment result
represents profit before depreciation, amortisation, net finance costs and tax. This is the measure reported to the chief
operating decision maker for the purposes of resource allocation and assessment of segment performance.
(c) Segment assets
The following balance sheet and cash flow items are not allocated to operating segments as they are not reported to the
chief operating decision maker at a segment level:
- Assets
- Liabilities
- Capital expenditure
(d) Revenues from major products and services
The Group’s major products and services are transacted the same as its reportable segments i.e. healthcare, animal care and
corporate.
(e) Geographical information
The Group operates in two principal geographical areas; New Zealand (country of domicile) and Australia.
The Group’s revenue from external customers by geographical location (of the reportable segment) and information about its
segment assets (non-current assets excluding investments in associates and deferred tax assets) are detailed below:
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Revenue from external customers
New Zealand
784,418 722,118 1,458,141
Australia
2,712,080 2,873,125 5,528,590
3,496,498 3,595,243 6,986,731
Non-current assets
New Zealand
290,966 264,292 280,746
Australia
1,012,238 956,999 973,408
1,303,204 1,221,291 1,254,154
(f) Information about major customers
No revenues from transactions with a single customer amount to 10% or more of the Group’s revenues (December 2017: Nil,
June 2018: Nil).
7. BANK FACILITY AND BORROWINGS
The Group fully complies with and operates within the financial covenants under the arrangements with its bankers. At 31
December 2018 the Group had unutilised term and working capital facilities of $143.6m (December 2017: $12.1m, June 2018:
$121.6m).
The Group also has a trade debtor securitisation facility of which $186.2m was unutilised at 31 December 2018 (December 2017:
$294.1m, June 2017: $252.8m).
16
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
7. BANK FACILITY AND BORROWINGS (Continued)
As at 31 December 2018, the maturity profile of the Group’s term debt and securitisation facilities was:
Facility Amount Maturity
Term debt and working capital facilities $190.4m 1-2 years
Term debt facilities $150.6m 2-3 years
Term debt facilities $293.0m 4-5 years
Securitisation facility $400.0m 2-3 years
8. FINANCIAL INSTRUMENTS
The Group enters into foreign currency forward exchange contracts to hedge trading transactions, including anticipated
transactions, denominated in foreign currencies and uses interest rate swaps to manage cash flow interest rate risk.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured to their fair value. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is
designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the
nature of the hedge relationship. The Group designates certain derivatives as cashflow hedges of highly probable forecast
transactions.
Fair value of derivative financial instruments
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Other financial assets – derivatives:
Foreign currency forward exchange contracts
807 199 1,289
Interest rate swaps
- 31 17
807 230 1,306
Other financial liabilities – derivatives:
Foreign currency forward exchange contracts
(182) (175) -
Interest rate swaps
(3,457) (1,883) (1,980)
(3,639) (2,058) (1,980)
The Group has categorised these derivatives, both financial assets and financial liabilities, as Level 2 under the fair value
hierarchy contained within NZ IFRS 13.
The fair value of foreign currency forward exchange contracts is determined using a discounted cashflow valuation. Key inputs
include observable forward exchange rates, at the measurement date, with the resulting value discounted back to present
values.
Interest rate swaps are valued using a discounted cashflow valuation. Key inputs for the valuation of interest rate swaps are the
estimated future cash flows based on observable yield curves at the end of the reporting period, discounted at a rate that
reflects the credit risk of the various counterparties.
There have been no changes in valuation techniques used for either foreign currency forward exchange contracts or interest rate
swaps during the current reporting period.
On 24 October 2017, the group acquired a 14.1% equity interest in MedAdvisor Ltd (ASX:MDR) for $11.2m. This investment has
been classified as an equity instrument fair valued through Other Comprehensive Income and has been valued using level 1
under the fair value hierarchy, therefore using the listed share price to determine fair value at the reporting date. This
investment was previously classified as an Available for Sale financial instrument in accordance with NZ IAS 39.
There were no transfers between fair value hierarchy levels during either the current or prior periods.
17
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
9. ACQUISITION INFORMATION
The following material acquisition of subsidiaries took place during the period.
On 31 August 2018 the Group acquired the 100% equity interest in Warner & Webster Pty Limited (‘WW’). Details of the
acquisition are as follows:
Assets and liabilities acquired:
Carrying Value
A$’000
(Unaudited)
Fair value
adjustment
A$’000
(Unaudited)
Fair value on
acquisition
A$’000
(Unaudited)
Current assets
Cash and cash equivalents
1,588 - 1,588
Trade and other receivables
5,807 (200)
1
5,607
Prepayments
144 (50)
2
94
Inventories
2,992 (500)
3
2,492
Non-current assets
Property, plant and equipment
347 - 347
Deferred tax assets
- 493
4
493
Current liabilities
Trade and other payables
(5,685) (673)
5
(6,358)
Current tax payable
(43) - (43)
Employee benefits
(537) (51)
6
(588)
Non-current liabilities
Employee benefits
(235) (167)
6
(402)
Net assets acquired
4,378 (1,148) 3,230
Goodwill on acquisition
30,373
Total consideration 33,603
Less cash and cash equivalents acquired (1,588)
Net cash outflow from acquisition 32,015
1. To recognise the fair value of trade and other receivables on acquisition.
2. To recognise the fair value of prepayments on acquisition.
3. To recognise the fair value of inventories on acquisition.
4. To recognise deferred tax assets on acquisition.
5. To recognise the fair value of trade and other payables on acquisition.
6. To recognise the fair value of employee benefits on acquisition.
Due to the timing of the acquisition the above figures have not yet been finalised and are currently considered provisional.
18
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
9. ACQUISITION OF SUBSIDIARIES (Continued)
Goodwill arising on acquisition
Goodwill arose on the acquisition of WW because the cost of acquisition included a control premium paid. In addition, goodwill
resulted from the consideration paid for the benefit of future expected cash flows above the current fair value of the assets
acquired and the expected synergies and future market benefits expected to be obtained. These benefits are not recognised
separately from goodwill as the expected future economic benefits arising cannot be reliably measured and they do not meet the
definition of identifiable intangible assets.
WW was acquired as it is a profitable Australian healthcare distribution business which the Group believes fits strategically with
its Australian healthcare business assets.
Impact of the acquisition on the results of the Group for the period ended 31 December 2018
WW contributed $642,000 to the Group profit for the period. Group revenue for the period includes $14,314,000 in respect of
WW. Had the WW acquisition been effective at 1 July 2018 the revenue of the Group from continuing operations would have
been $3,504,576,000 and the profit for the period would have been $67,436,000.
During the period the Group also acquired the remaining equity interest in Terry White Chemmart Pty Ltd (TWC) for $46.7m. As
the Group held a greater than 50% equity share in TWC it was already considered to be a subsidiary of the Group.
10. EVENTS AFTER BALANCE DATE
Subsequent to 31 December 2018, the Board approved an interim dividend to shareholders. For further details please refer to
Note 4.
19
EBOS GROUP LIMITED
DIRECTORY
CORPORATE HEAD OFFICE AUSTRALIA HEAD OFFICE
108 Wrights Road Level 7, 737 Bourke Street
PO Box 411 Docklands
Christchurch 8024 Melbourne 3008
New Zealand Australia
Telephone +64 3 338 0999 Telephone +61 3 9918 5555
E-mail: ebos@ebosgroup.com
Internet: www.ebosgroup.com
DIRECTORS
Mark Waller Chairman
Elizabeth Coutts Independent Director
Stuart McGregor
Sarah Ottrey Independent Director
Peter Williams
SHARE REGISTER
Computershare Investor Services Ltd Computershare Investor Services Pty Ltd
Private Bag 92119 GPO Box 3329
Auckland 1142 Melbourne, Victoria 3001
New Zealand Australia
Telephone: +64 9 488 8777 Telephone: 1800 501 366
Managing Your Shareholding Online:
To change your address, update your payment instructions and to view your
investment portfolio including transactions, please visit:
www.investorcentre.com/nz
General enquiries can be directed to:
enquiry@computershare.co.nz
Private Bag 92119, Auckland 1142, New Zealand or GPO Box 3329, Melbourne, Victoria 3001, Australia
Telephone (NZ) +64 9 488 8777 or (Aust) 1800 501 366
Facsimile (NZ) +64 9 488 8787 or (Aust) +61 3 9473 2500
Please assist our registrar by quoting your CSN or shareholder number.
---
1
EBOS GROUP LIMITED
Appendix 4D
Interim Report for the Six Month Ended 31 December 2018
RESULTS FOR ANNOUNCEMENT TO THE MARKET
The following information is presented in accordance with ASX listing rule 4.2A.3 and should be read in
conjunction with the attached unaudited EBOS Group Limited interim report for the six months ended
31 December 2018.
1. Details of the reporting period and the previous corresponding period
Current period - the half year ended 31 December 2018
Previous corresponding period - the half year ended 31 December 2017
This report and the attached condensed consolidated interim unaudited financial statements are
presented in Australian dollars, being the Group’s presentation currency.
2. Group financial results – Half year summary
Group results
(AUD$000’s)
31 December
2018
AUD$000
(Unaudited)
31 December
2017
AUD$000
(Unaudited)
Change
%
Revenue 3,496,498 3,595,243 (2.7%)
EBITDA 122,566 126,288 (2.9%)
Depreciation and amortisation 15,248 15,759 (3.2%)
Earnings before interest and tax (EBIT) 107,318 110,529 (2.9%)
Net profit after tax (NPAT) 67,238 70,609 (4.8%)
Net Profit after tax (NPAT) attributable to the
owners of the Company
67,045
69,891
(4.1%)
Basic EPS – (cps) 44.1 46.0 (4.1%)
Net tangible asset backing per ordinary
share – ($)
($0.76)
($0.38)
Underlying EBITDA
(refer reconciliation below)
131,386 126,288 4.0%
Underlying Net profit after
tax (NPAT) attributable to the
owners of the Company
(refer reconciliation below)
72,664
69,891
4.0%
Underlying EPS – (cps)
47.8
46.0
4.0%
2
Dividends
Amount per
security
NZ Cents Per
Share
Franked
amount per
security to
30% tax rate
Interim dividend
Interim dividend – previous corresponding period
34.5c
33.0c
100%
100%
Key dates for the 2019 Interim Dividend:
Ex-dividend date: 14 March 2019
Record date: 15 March 2019 (5:00pm NZ Time)
Dividend payment date: 5 April 2019
Other comments:
The interim dividend will be imputed to 25% for New Zealand resident shareholders, and a
supplementary dividend paid to eligible non-resident shareholders.
Reconciliation of Reported vs Underlying Earnings
31
December
2018
AUD$000
(Unaudited)
31
December
2017
AUD$000
(Unaudited)
Change
%
Reported EBITDA 122,566 126,288 (2.9%)
Add back one-off costs incurred during the period
1
8,820 -
Underlying EBITDA 131,386 126,288 4.0%
Net Profit after tax (NPAT) attributable to the owners
of the Company
67,045
69,891
(4.1%)
Add back one-off costs incurred during the period
1
(net
of tax and after non-controlling interests)
5,619
-
Underlying Net Profit after tax (NPAT) attributable to
the owners of the Company
72,664
69,891
4.0%
Underlying EBITDA and Underlying Net Profit after tax attributable to the owners of the Company are
both non-GAAP measures which adjust for the effects of one-off items.
(1) One-off items comprise: M&A costs, warehouse transition and restructuring costs incurred, net of
a gain on sale of excess land held during the period.
For supplementary comments on the Group’s financial results refer to the Results Presentation and
Media Release issued 20 February 2019.
3. Entities acquired
On 31 August 2018, the Group acquired a 100% equity interest in Warner & Webster Pty Limited.
Included in the Group profit from ordinary activities after tax for the period was $642,000 attributable
to this acquisition. For further details refer to note 9 of the attached interim report.
There were no other material acquisitions during the six months ended 31 December 2018.
There were no disposals or loss of control over any entities during the six months ended 31 December
2018.
3
4. Dividends paid and declared
Amount Amount Total
Per Share Per Share Amount Date Paid/
(NZ cents) (AU cents) ($) (Payable)
_________________ _____________________ ________________________ ________________________
Dividends paid attributable
to the year ended 30 June 2018
2018 interim dividend 33.0 cents 30.7 cents $46,829,000 6 April 2018
2018 final dividend 35.5 cents 32.4 cents $49,386,000 12 October 2018
________________________________________________________________________________________________________
Dividends declared in respect
of the year ending 30 June 2019
2019 interim dividend 34.5 cents 32.8 cents $50,100,000 5 April 2019
_______________________________________________________________________________________________________
Dividends are approved by the Board in New Zealand dollars. Dividends recognised in the Statement
of Changes in Equity are converted from New Zealand dollars to Australian Dollars at the exchange
rate applicable on the date the dividend was approved. Unrecognised dividends are converted at the
exchange rate applicable on the reporting date.
5. Dividend Reinvestment Plan
The Company's dividend reinvestment plan ('DRP') will be operable for this dividend. The EBOS Board
has approved a discount of 2.5% to the Volume Weighted Average Sales Price ('VWAP') for the shares
to be issued under the DRP for the 2019 interim dividend.
Other key dates for the 2019 interim dividend:
- DRP participation election date: 18 March 2019
- DRP pricing period (calculation of VWAP): 18 March 2019 to 22 March 2019 (both inclusive)
A copy of the DRP plan document is available on the Company's website www.ebosgroup.com.
6. Associates and Joint Ventures
The Group equity accounted the following associate entities at 31 December 2018:
Name of business Proportion of shares and voting rights
_________________________________________________________________________ _________________________________________________________________
Animates NZ Holdings Limited 50%
Good Price Pharmacy Management Pty Limited 25.8%
Good Price Pharmacy Franchise Pty Limited 25.8%
Income from the individual Associates has not been separately disclosed as it is considered
immaterial. Total Income from Investments in Associates for the half year ended 31 December 2018
was $1,814,000 (2017: $1,912,000).
4
7. Foreign Entities
The condensed consolidated interim unaudited financial statements are presented in Australian
dollars and comply with International Financial Reporting Standards (“IFRS”).
8. Independent Audit Review
The condensed consolidated interim financial statements have been reviewed by an independent
Auditor, and the Auditor has given an unmodified review opinion.
EBOS GROUP LIMITED
INTERIM REPORT
FOR THE SIX MONTHS ENDED
31 DECEMBER 2018
EBOS GROUP LIMITED
INTERIM REPORT 2019
CONTENTS Page
Summary of Consolidated Financial Highlights 1
Shareholder Calendar 1
Auditor’s Independent Review Report 2
Condensed Consolidated Income Statement 3
Condensed Consolidated Statement of Comprehensive Income 4
Condensed Consolidated Statement of Changes in Equity 5
Condensed Consolidated Balance Sheet 7
Condensed Consolidated Cash Flow Statement 8
Notes to the Condensed Consolidated Interim Financial Statements 9
Directory 19
1
EBOS GROUP LIMITED
INTERIM REPORT 2019
SUMMARY OF CONSOLIDATED FINANCIAL HIGHLIGHTS
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Revenue 3,496,498 3,595,243 6,986,731
Profit before net finance costs, tax expense, depreciation and
amortisation (EBITDA)
122,566
126,288
250,052
Earnings before interest and tax expense (EBIT) 107,318 110,529 218,153
Profit before income tax expense 94,962 100,741 197,282
Profit for the period 67,238 70,609 139,269
Profit for the period attributable to owners of the Company 67,045 69,891 137,274
Equity attributable to owners of the Company 1,053,285 1,026,420 1,051,492
Earnings per share 44.1c 46.0c 90.4c
Interim dividend per share (New Zealand dollars) 34.5c 33.0c 33.0c
SHAREHOLDER CALENDAR
Interim dividend record date 15 March 2019
Interim dividend payable 5 April 2019
Release of 2019 full year results 22 August 2019
Annual General Meeting 15 October 2019
2
INDEPENDENT REVIEW REPORT TO THE SHAREHOLDERS OF EBOS GROUP LIMITED
We have reviewed the condensed consolidated interim financial statements of EBOS Group Limited and its subsidiaries (‘the Group’) which
comprise the condensed consolidated balance sheet as at 31 December 2018, and condensed consolidated income statement, condensed
consolidated statement of comprehensive income, condensed consolidated statement of changes in equity and condensed consolidated
cash flow statement for the six months ended on that date, and a summary of significant accounting policies and other explanatory
information on pages 9 to 18.
This report is made solely to the Group’s shareholders, as a body. Our review has been undertaken so that we might state to the Group’s
shareholders those matters we are required to state to them in a review report and for no other purpose. To the fullest extent permitted
by law, we do not accept or assume responsibility to anyone other than the Group’s shareholders as a body, for our engagement, for this
report, or for the opinions we have formed.
Board of Directors’ Responsibilities
The Board of Directors are responsible for the preparation and fair presentation of the condensed consolidated interim financial
statements, in accordance with NZ IAS 34 Interim Financial Reporting and IAS 34 Interim Financial Reporting and for such internal control
as the Board of Directors determine is necessary to enable the preparation and fair presentation of the condensed consolidated interim
financial statements that are free from material misstatement, whether due to fraud or error.
Our Responsibilities
Our responsibility is to express a conclusion on the condensed consolidated interim financial statements based on our review. We
conducted our review in accordance with NZ SRE 2410 Review of Financial Statements Performed by the Independent Auditor of the Entity
(‘NZ SRE 2410’). NZ SRE 2410 requires us to conclude whether anything has come to our attention that causes us to believe that the
condensed consolidated interim financial statements, taken as a whole, are not prepared, in all material respects, in accordance with NZ
IAS 34 Interim Financial Reporting and IAS 34 Interim Financial Reporting. As the auditor of EBOS Group Limited, NZ SRE 2410 requires that
we comply with the ethical requirements relevant to the audit of the annual financial statements.
A review of the condensed consolidated interim financial statements in accordance with NZ SRE 2410 is a limited assurance engagement.
The auditor performs procedures, primarily consisting of making enquiries, primarily of persons responsible for financial and accounting
matters, and applying analytical and other review procedures.
The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International
Standards on Auditing (New Zealand). Accordingly we do not express an audit opinion on those financial statements.
Other than in our capacity as auditor we have no relationship with or interests in the Company or its subsidiaries.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated interim financial
statements of the Group do not present fairly, in all material respects, the financial position of the Group as at 31 December 2018 and its
financial performance and cash flows for the six months ended on that date in accordance with NZ IAS 34 Interim Financial Reporting and
IAS 34 Interim Financial Reporting.
Chartered Accountants
19 February 2019
Christchurch, New Zealand
3
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED INCOME STATEMENT
For the six months ended 31 December 2018
Notes
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Revenue
2(a) 3,496,498 3,595,243 6,986,731
Income from associates
1,814 1,912 4,140
Profit before depreciation, amortisation, net finance
costs and income tax expense
122,566
126,288
250,052
Depreciation
2(b) (7,490) (8,124) (16,210)
Amortisation of finite life intangibles
2(b) (7,758) (7,635) (15,689)
Profit before net finance costs and income tax expense
107,318 110,529 218,153
Finance income
942 945 1,631
Finance costs
(13,298) (10,733) (22,502)
Profit before income tax expense
94,962 100,741 197,282
Income tax expense
(27,724) (30,132) (58,013)
Profit for the period
67,238 70,609 139,269
Profit for the period attributable to:
Owners of the Company
67,045 69,891 137,274
Non-controlling interests
193 718 1,995
67,238 70,609 139,269
Earnings per share
Basic (cents per share)
44.1 46.0 90.4
Diluted (cents per share)
44.1 46.0 90.4
4
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 31 December 2018
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Profit for the period
67,238 70,609 139,269
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Cash flow hedge (losses)/gains
(2,158) 882 2,060
Related income tax
714 (251) (588)
Movement on equity instruments fair valued through other
comprehensive income
(2,593) (1,610) (1,424)
Movement in foreign currency translation reserve
10,517 (11,437) (9,297)
Total comprehensive income net of tax
73,718 58,193 130,020
Total comprehensive income for the period is attributable to:
Owners of the Company
73,525 57,475 128,025
Non-controlling interests
193 718 1,995
73,718 58,193 130,020
5
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 31 December 2018
Notes
Share
capital
A$’000
Share
based
payments
reserve
A$’000
Foreign
currency
translation
reserve
A$’000
Retained
earnings
A$’000
Cash flow
hedge
reserve
A$’000
Equity
instruments fair
valued through
other
comprehensive
income reserve
A$’000
Non-
controlling
interests
A$’000
Total
A$’000
Six months ended
31 December 2017 (unaudited):
Opening balance 763,636 466 (13,508) 264,239 (30) - 19,357 1,034,160
Profit for the period - - - 69,891 - - 718 70,609
Other comprehensive income for
the period, net of tax
-
- (11,437) - 631
(1,610) - (12,416)
Dividends 4 - - - (46,185) - - - (46,185)
Share based payments - 327 - - - - - 327
Balance at 31 December 2017 763,636 793 (24,945) 287,945 601 (1,610) 20,075 1,046,495
Year ended
30 June 2018 (unaudited):
Opening balance 763,636 466 (13,508) 264,239 (30) - 19,357 1,034,160
Profit for the year - - - 137,274 - - 1,995 139,269
Other comprehensive income for
the year, net of tax
-
- (9,297) - 1,472
(1,424)
- (9,249)
Dividends 4 - - - (93,014) - - - (93,014)
Share based payments - 1,678 - - - - - 1,678
Balance at 30 June 2018 763,636 2,144 (22,805) 308,499 1,442 (1,424) 21,352 1,072,844
6
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Continued)
For the six months ended 31 December 2018
Notes
Share
capital
A$’000
Share
based
payments
reserve
A$’000
Foreign
currency
translation
reserve
A$’000
Retained
earnings
A$’000
Cash flow
hedge
reserve
A$’000
Equity
instruments fair
valued through
other
comprehensive
income reserve
A$’000
Non-
controlling
interests
A$’000
Total
A$’000
Six months ended
31 December 2018 (unaudited):
Opening balance 763,636 2,144 (22,805) 308,499 1,442 (1,424) 21,352 1,072,844
Profit for the period - - - 67,045 - - 193 67,238
Other comprehensive income for
the period, net of tax
-
- 10,517 - (1,444)
(2,593) - 6,480
Dividends 4 - - - (49,386) - - - (49,386)
Arising on acquisition of
remaining non-controlling
interest 9 -
-
- - -
-
(46,678) (46,678)
Share based payments - 882 - - - - - 882
Transfer of non-controlling
interest -
-
- (23,228) -
-
23,228 -
Balance at 31 December 2018 763,636 3,026 (12,288) 302,930 (2) (4,017) (1,905) 1,051,380
7
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED BALANCE SHEET
As at 31 December 2018
Notes
31 Dec 18
A$’000
(Unaudited)
31 Dec 17
A$’000
(Unaudited)
30 Jun 18
A$’000
(Unaudited)
Current assets
Cash and cash equivalents
152,144
129,934
149,869
Trade and other receivables 910,318 958,354 916,861
Prepayments 9,532 8,584 9,041
Inventories 564,602 565,147 535,082
Current tax refundable
1,229
3,607
59
Other financial assets – derivatives
8
807
230
1,306
Total current assets 1,638,632 1,665,856 1,612,218
Non-current assets
Property, plant and equipment 120,934 109,446 112,166
Capital work in progress 54,452 41,137 58,329
Prepayments 68 3 -
Deferred tax assets
46,398
43,749
48,682
Goodwill
945,698
878,377
893,796
Indefinite life intangibles 123,382 117,561 121,717
Finite life intangibles 51,923 65,086 58,877
Investment in associates 38,979 34,754 37,009
Other financial assets
6,747
9,681
9,269
Total non-current assets 1,388,581 1,299,794 1,339,845
Total assets 3,027,213 2,965,650 2,952,063
Current liabilities
Trade and other payables 1,145,003 1,259,055 1,170,128
Bank loans
7
213,762 208,591 147,149
Current tax payable
14,995 19,338 11,431
Employee benefits 35,890 36,385 40,724
Other financial liabilities – derivatives 8 3,639 2,058 1,980
Total current liabilities
1,413,289 1,525,427 1,371,412
Non-current liabilities
Bank loans 7 490,370 328,258 435,121
Trade and other payables
14,406 11,944 13,484
Deferred tax liabilities
51,276 47,806 53,258
Employee benefits 6,492 5,720 5,944
Total non-current liabilities 562,544 393,728 507,807
Total liabilities
1,975,833 1,919,155 1,879,219
Net assets 1,051,380 1,046,495 1,072,844
Equity
Share capital 3 763,636 763,636 763,636
Share based payments reserve 3,026 793 2,144
Foreign currency translation reserve (12,288) (24,945) (22,805)
Retained earnings
302,930 287,945 308,499
Cash flow hedge reserve (2) 601 1,442
Equity instruments fair valued through OCI (4,017) (1,610) (1,424)
Equity attributable to owners of the company 1,053,285 1,026,420 1,051,492
Non-controlling interests (1,905) 20,075 21,352
Total equity 1,051,380 1,046,495 1,072,844
8
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
For the six months ended 31 December 2018
Notes
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Cash flows from operating activities
Receipts from customers
3,556,358 3,654,783 7,055,426
Interest received
942 945 1,631
Dividends received from associates
959 645 859
Payments to suppliers and employees
(3,479,059) (3,525,717) (6,813,234)
Taxes paid
(25,647) (28,007) (60,044)
Interest paid
(13,298) (10,733) (22,502)
Net cash inflow from operating activities
5 40,255 91,916 162,136
Cash flows from investing activities
Sale of property, plant & equipment
98 78 155
Purchase of property, plant & equipment
(11,189) (8,658) (15,838)
Payments for capital work in progress
(5,013) (19,549) (39,750)
Payments for intangible assets
(795) (568) (2,492)
Acquisition of subsidiaries
(92,389) (1,304) (21,207)
Investment in other financial assets
(110) (10,535) (9,717)
Net cash (outflow) from investing activities
(109,398) (40,536) (88,849)
Cash flows from financing activities
Proceeds from borrowings
128,361 - 27,077
Repayment of borrowings
(9,169) (26,791) (9,003)
Dividends paid to equity holders of parent
4 (50,138) (44,947) (91,993)
Net cash inflow/(outflow) from financing activities
69,054 (71,738) (73,919)
Net (decrease) in cash held
(89) (20,358) (632)
Effect of exchange rate fluctuations on cash held during
the period
2,364
(3,910)
(3,701)
Net cash and cash equivalents at beginning of period
149,869 154,202 154,202
Net cash and cash equivalents at end of period
152,144 129,934 149,869
9
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the six months ended 31 December 2018
1. FINANCIAL STATEMENTS
These unaudited condensed consolidated interim financial statements have been prepared in accordance with Generally Accepted
Accounting Practice (“GAAP”). They comply with the New Zealand Equivalent to International Accounting Standard 34 (NZ IAS 34)
“Interim Financial Reporting” and International Accounting Standard IAS 34, as applicable for profit orientated entities. These
financial statements should be read in conjunction with the financial statements and related notes included in the Group’s Annual
Report for the year ended 30 June 2018. The numbers presented for 30 June 2018 have been audited in New Zealand dollars
however no audit opinion on the Australian dollar presentation for this period has yet been issued, this will occur when the 30 June
2019 financial statements are audited. Hence these numbers have been referred to as ‘unaudited’ in these financial statements.
Apart from the changes noted below, the accounting policies adopted are consistent with those of the previous year.
Presentation currency – change in accounting policy:
The Group’s revenues, profits and cash flows are primarily generated in Australian Dollars (AUD) and are expected to remain
principally denominated in AUD in the future. Effective from 1 July 2017 the Group changed the currency in which it presents its
financial statements from New Zealand Dollars (NZD) to AUD in order to better reflect the underlying performance of the Group. A
change in presentation currency is a change in accounting policy which is accounted for retrospectively.
Statutory financial information included in the Group’s interim financial statements for the six months ended 31 December 2017
and year ended 30 June 2018, previously reported in NZD, has been restated into AUD using the procedures outlined below:
• Assets and liabilities denominated in currencies other than AUD were translated into AUD at the closing rates of exchange on the
last day of the relevant accounting period;
• Revenues and expenses in currencies other than AUD were translated into AUD at the transaction date rate;
• Share capital and reserves were translated at the historic rates prevailing at the transaction dates; and
• In each case, the rates of exchange were consistent with those used by the Group in the relevant accounting period.
In undertaking the translation of financial statements into an Australian dollar presentation currency it was determined that
goodwill associated with the Symbion acquisition in Australia in 2013, previously denominated in New Zealand dollars, should be
denominated in Australian dollars as it aligns with the functional currency of the underlying operations of the acquired entity.
Comparative periods have been also adjusted to allow comparability between periods. This adjustment (1 July 2017: $61.6m, 31
December 2017: $39.0m and 30 June 2018: $43.6m) impacted the balance sheet only, with decreases to goodwill and equity
balances, with no impact on the income statement or cash flow statement in the comparative periods.
The Directors have not included the original amounts and the adjustment as we consider this would not be meaningful to users of
the financial statements as these financial statements are now presented in Australian dollars.
NZ IFRS 9 (2014) Financial Instruments:
Application of NZ IFRS 9 (2014) Financial Instruments, which became effective for the Group on 1 July 2018, requires an expected
credit loss model, as opposed to an incurred credit loss model under NZ IAS 39. The expected credit loss model requires an entity to
account for expected credit losses and changes in those expected credit losses at each reporting date to reflect changes in credit
risk since initial recognition. It is no longer necessary for a credit event to have occurred before credit losses are recognised.
Under NZ IFRS 9 (2014), greater flexibility has been introduced to the types of transactions eligible for hedge accounting, specifically
broadening the types of instruments that qualify as hedging instruments and the types of risk components of non-financial items
that are eligible for hedge accounting. In addition, the effectiveness test has been overhauled and replaced with the principle of an
“economic relationship”. Retrospective assessment of hedge effectiveness is also no longer required.
Impairment - Financial assets measured at amortised cost being cash and cash equivalents and trade receivables are subject to the
impairment provisions of NZ IFRS 9 (2014).
The Group applies the simplified approach to recognise lifetime expected credit losses for financial assets as required or permitted
by NZ IFRS 9 (2014). In general, the application of the expected credit loss model of NZ IFRS 9 (2014) results in earlier recognition of
credit losses and increases the amount of loss allowance recognised for those items.
Hedge Accounting - As the new hedge accounting requirements align more closely with the Group’s risk management policies, with
generally more qualifying hedging instruments and hedged items, an assessment of the Group’s current hedging relationships
indicated that they qualified as continuing hedging relationships upon application of NZ IFRS 9 (2014). Similar to the Group’s current
hedge accounting policy, the directors do not intend to exclude the forward element of foreign currency forward contracts from
designated hedging relationships.
No material impact on these financial statements has been recognised as a result of adopting this standard, other than the Group’s
equity investment in MedAdvisor Pty Ltd has been designated by the Directors as an equity instrument to be fair valued through
Other Comprehensive Income (OCI) as allowable under the standard, for both the current and comparable periods presented.
10
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the six months ended 31 December 2018
1. FINANCIAL STATEMENTS (Continued)
NZ IFRS 15 Revenue from Contracts with Customers:
NZ IFRS 15 Revenue from Contracts with Customers also became effective for the Group on 1 July 2018.
Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf
of third parties. The Group recognises revenue when it transfers control of a product or service to a customer. The Group has
applied the modified approach on transitioning to NZ IFRS 15 and has applied the standard on initial application being 1 July 2018.
No material impact on these financial statements has been recognised as a result of adopting this standard.
The information is presented in thousands of Australian dollars unless otherwise stated.
2. PROFIT FROM OPERATIONS
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
(a)
Revenue
Community Pharmacy
1,892,192 2,018,612 3,871,426
Institutional Healthcare
1,154,850 1,148,205 2,239,592
Contract Logistics services
234,779
217,016
454,210
Consumer Products
59,618
54,396
108,616
Interdivisional eliminations
(37,247) (32,545) (65,272)
Healthcare
3,304,192 3,405,684 6,608,572
Animal care
192,306
189,559
378,159
3,496,498 3,595,243 6,986,731
Community Pharmacy
Revenue is derived from the supply of human healthcare products to pharmacies in Australia and New Zealand. Following
delivery, the customer obtains control as it has full discretion over the manner of distribution and price to sell the goods, has the
primary responsibility when on selling the goods and bears the risks of loss in relation to the goods. A receivable is recognised by
the Group when it loses control which is when the goods are delivered to the customer as this represents the point in time at
which the right to consideration becomes unconditional, as only the passage of time is required before payment is made.
Institutional Healthcare
Revenue is derived from the supply of human healthcare products to public and private hospitals, medical centres, GP clinics and
aged care facilities in Australia and New Zealand. Following delivery, the customer obtains control as it has full discretion over
the manner of distribution and price to sell the goods, has the primary responsibility when on selling the goods and bears the
risks of loss in relation to the goods. A receivable is recognised by the Group when it loses control which is when the goods are
delivered to the customer as this represents the point in time at which the right to consideration becomes unconditional, as only
the passage of time is required before payment is made.
Contract Logistics
Sales: Sales consist of the sale of human healthcare products to a wide range of healthcare customers (wholesalers, pharmacies
and medical centres). A receivable is recognised by the Group when it loses control which is when the goods are confirmed to
be on sold by the customer as this represents the point in time at which the right to consideration becomes unconditional, as
only the passage of time is required before payment is made.
Service fees: Revenue is derived from the provision of logistical services for a fee to overseas based healthcare manufacturers
for their operating activities in Australia and New Zealand. The performance obligation is satisfied either at a point in time or
over time, as applicable, at which point the right to consideration becomes unconditional, as only the passage of time is required
before payment is made.
11
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
2. PROFIT FROM OPERATIONS (Continued)
Consumer Products
Revenue is derived from the supply of EBOS’ own branded human healthcare products, such as Red Seal, Faulding, Natures Kiss,
Quicknits and Floradix, to pharmacies and supermarkets in Australia and New Zealand and overseas distributors for export
markets. Following delivery, the customer obtains control as it has full discretion over the manner of distribution and price to sell
the goods, has the primary responsibility when on selling the goods and bears the risks of loss in relation to the goods. A
receivable is recognised by the Group when it loses control which is when the goods are delivered to the customer as this
represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is required
before payment is made.
Animal care
Revenue is derived from the supply of Animal care products to pet retail and vet clinics across Australia and New Zealand.
Following delivery, the customer obtains control as it has full discretion over the manner of distribution and price to sell the
goods, has the primary responsibility when on selling the goods and bears the risks of loss in relation to the goods. A receivable is
recognised by the Group when it loses control which is when the goods are delivered to the customer as this represents the point
in time at which the right to consideration becomes unconditional, as only the passage of time is required before payment is
made.
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
(b)
Profit before income tax expense
Profit before income tax has been arrived at
after charging the following expenses by
nature:
One-off items (1)
(8,820) - -
Cost of sales
(3,090,157) (3,198,066) (6,196,382)
Write-down of inventory
(1,512) (645) (3,711)
Impairment on trade & other receivables
671
(523)
(1,753)
Depreciation of property, plant & equipment
(7,490)
(8,124)
(16,210)
Amortisation of finite life intangibles
(7,758) (7,635) (15,689)
Operating lease rental expenses
(21,513) (19,059) (39,685)
Donations
(15) (22) (243)
Employee benefit expense
(139,397)
(136,737)
(272,771)
Defined contribution plan expense
(8,026) (7,434) (14,967)
Other expenses
(106,977) (108,381) (211,307)
Total expenses
(3,390,994) (3,486,626) (6,772,718)
(1) One-off items comprise of merger and acquisition, warehouse transition and restructuring costs incurred, $11.7m, net of a
gain on sale of excess land held, $2.9m, during the period.
12
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
3. SHARE CAPITAL
Six months
31 Dec 18
Six months
31 Dec 17
Year ended
30 Jun 18
No.
’000
A$’000
(Unaudited)
No.
’000
A$’000
(Unaudited)
No.
’000
A$’000
(Unaudited)
Fully paid ordinary
shares
Balance at beginning
of period
152,539 763,636 151,914 763,636 151,914 763,636
Shares issued –
September 2017
- - 625 - 625 -
152,539
763,636
152,539
763,636
152,539
763,636
4. DIVIDENDS
AUD
Six months
31 Dec 18
AUD
Six months
31 Dec 17
AUD
Year ended
30 Jun 18
Cents per
share
A$’000
(Unaudited)
Cents per
share
A$’000
(Unaudited)
Cents per
share
A$’000
(Unaudited)
Recognised amounts
Fully paid ordinary shares
Final – prior year
32.4 49,386 30.3 46,185 30.3 46,185
Interim – current year
- - - - 30.7 46,829
32.4 49,386 30.3 46,185 61.0 93,014
Unrecognised amounts
Final dividend
- - - - 32.6 49,711
Interim dividend
32.8 50,100 30.0 45,787 - -
32.8 50,100 30.0 45,787 32.6 49,711
Dividends are approved by the Board in New Zealand dollars. Dividends recognised in the Statement of Changes in Equity are
converted from New Zealand dollars to Australian Dollars at the exchange rate applicable on the date the dividend was approved.
Unrecognised dividends are converted at the exchange rate applicable on the reporting date. The Board approved an interim
dividend of 34.5 New Zealand cents per share on 19 February 2019. The record date for the dividend is 15 March 2019 and the
dividend will be paid on 5 April 2019.
The following table shows dividends approved in New Zealand dollars:
NZD
NZD
NZD
Cents per
share
Cents per
share
Cents per
share
Recognised amounts
Fully paid ordinary shares
Final – prior year
35.5 33.0 33.0
Interim – current year
- - 33.0
35.5 33.0 66.0
Unrecognised amounts
Final dividend
- - 35.5
Interim dividend
34.5 33.0 -
34.5 33.0 35.5
New Zealand dollar dividends paid to equity holders of the parent are translated into Australian dollars and disclosed in the cash
flow statement at the foreign currency exchange rate applicable on the date they are paid.
13
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
5. NOTES TO THE CASH FLOW STATEMENT
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Reconciliation of profit for the period with cash
flows from operating activities
Profit for the period
67,238 70,609 139,269
Add/(less) non-cash items:
Depreciation of property, plant and equipment
7,490
8,124
16,210
Amortisation of finite life intangibles
7,758
7,635
15,689
(Gain)/loss on sale of property, plant & equipment
(2,856) (14) 15
Income from associates
(1,814) (1,912) (4,140)
Expense recognised in respect of share based
payments
585 327 772
Deferred tax
955 (149) 908
12,118
14,011
29,454
Movements in working capital:
Trade and other receivables
6,543 32,235 73,728
Prepayments
(559) (1,130) (1,590)
Inventories
(29,520) (21,288) 8,777
Current tax refundable/(payable)
2,394 2,380 (1,979)
Trade and other payables
(24,192) (4,699) (92,073)
Provision for employee benefits
(4,286) (2,312) 2,251
Foreign currency translation of opening working
capital balances
555 2,783 1,663
(49,065) 7,969 (9,223)
Working capital items relating to investing activities
4,152 (673) 1,652
Working capital items acquired on acquisition
5,812 - 984
Net cash inflow from operating activities
40,255 91,916 162,136
14
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
6. SEGMENT INFORMATION
(a) Products and services from which reportable segments derive their revenues
The Group’s reportable segments under NZ IFRS 8 are as follows:
Healthcare: Incorporates the sale of human healthcare products to Consumer Pharmacy, Institutional Healthcare, Contract
Logistics and Consumer Products customers.
Animal care: Incorporates the sale of animal care products in a range of sectors, own brands, retail and wholesale activities.
Corporate: Includes net financing costs and central administration expenses that have not been allocated to either the
healthcare or animal care segments.
(b) Segment revenues and results
The following is an analysis of the Group’s revenue and results by reportable segment:
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Revenue from external customers
Healthcare
3,304,192 3,405,684 6,608,572
Animal care
192,306 189,559 378,159
3,496,498 3,595,243 6,986,731
Segment result (EBITDA)
Healthcare (1)
104,270 109,419 216,579
Animal care
24,319 22,183 45,655
Corporate (1)
(6,023) (5,314) (12,182)
122,566 126,288 250,052
Segment expenses
Healthcare:
Depreciation of property, plant and equipment
(7,111) (7,652) (15,326)
Amortisation of finite life intangibles
(6,679) (6,428) (13,273)
Income tax expense
(26,541) (28,834) (55,163)
(40,331) (42,914) (83,762)
Animal care:
Depreciation of property, plant and equipment
(379) (472) (884)
Amortisation of finite life intangibles
(1,079) (1,207) (2,416)
Income tax expense
(6,408) (5,735) (11,870)
(7,866) (7,414) (15,170)
Corporate:
Net finance costs
(12,356) (9,788) (20,871)
Income tax credit
5,225 4,437 9,020
(7,131) (5,351) (11,851)
Profit for the period
Healthcare (1)
63,939 66,505 132,817
Animal care
16,453 14,769 30,485
Corporate (1)
(13,154) (10,665) (24,033)
67,238 70,609 139,269
‘
(1) Includes one-off (net) costs of $8.8m for the six months to 31 December 2018, the after tax impact of these costs was
$6.2m for the period (December 2017: nil, June 2018: nil).
15
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
6. SEGMENT INFORMATION (Continued)
The accounting policies of the reportable segments are consistent with the Group’s accounting policies. Segment result
represents profit before depreciation, amortisation, net finance costs and tax. This is the measure reported to the chief
operating decision maker for the purposes of resource allocation and assessment of segment performance.
(c) Segment assets
The following balance sheet and cash flow items are not allocated to operating segments as they are not reported to the
chief operating decision maker at a segment level:
- Assets
- Liabilities
- Capital expenditure
(d) Revenues from major products and services
The Group’s major products and services are transacted the same as its reportable segments i.e. healthcare, animal care and
corporate.
(e) Geographical information
The Group operates in two principal geographical areas; New Zealand (country of domicile) and Australia.
The Group’s revenue from external customers by geographical location (of the reportable segment) and information about its
segment assets (non-current assets excluding investments in associates and deferred tax assets) are detailed below:
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Revenue from external customers
New Zealand
784,418 722,118 1,458,141
Australia
2,712,080 2,873,125 5,528,590
3,496,498 3,595,243 6,986,731
Non-current assets
New Zealand
290,966 264,292 280,746
Australia
1,012,238 956,999 973,408
1,303,204 1,221,291 1,254,154
(f) Information about major customers
No revenues from transactions with a single customer amount to 10% or more of the Group’s revenues (December 2017: Nil,
June 2018: Nil).
7. BANK FACILITY AND BORROWINGS
The Group fully complies with and operates within the financial covenants under the arrangements with its bankers. At 31
December 2018 the Group had unutilised term and working capital facilities of $143.6m (December 2017: $12.1m, June 2018:
$121.6m).
The Group also has a trade debtor securitisation facility of which $186.2m was unutilised at 31 December 2018 (December 2017:
$294.1m, June 2017: $252.8m).
16
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
7. BANK FACILITY AND BORROWINGS (Continued)
As at 31 December 2018, the maturity profile of the Group’s term debt and securitisation facilities was:
Facility Amount Maturity
Term debt and working capital facilities $190.4m 1-2 years
Term debt facilities $150.6m 2-3 years
Term debt facilities $293.0m 4-5 years
Securitisation facility $400.0m 2-3 years
8. FINANCIAL INSTRUMENTS
The Group enters into foreign currency forward exchange contracts to hedge trading transactions, including anticipated
transactions, denominated in foreign currencies and uses interest rate swaps to manage cash flow interest rate risk.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured to their fair value. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is
designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the
nature of the hedge relationship. The Group designates certain derivatives as cashflow hedges of highly probable forecast
transactions.
Fair value of derivative financial instruments
Six months
31 Dec 18
A$’000
(Unaudited)
Six months
31 Dec 17
A$’000
(Unaudited)
Year ended
30 Jun 18
A$’000
(Unaudited)
Other financial assets – derivatives:
Foreign currency forward exchange contracts
807 199 1,289
Interest rate swaps
- 31 17
807 230 1,306
Other financial liabilities – derivatives:
Foreign currency forward exchange contracts
(182) (175) -
Interest rate swaps
(3,457) (1,883) (1,980)
(3,639) (2,058) (1,980)
The Group has categorised these derivatives, both financial assets and financial liabilities, as Level 2 under the fair value
hierarchy contained within NZ IFRS 13.
The fair value of foreign currency forward exchange contracts is determined using a discounted cashflow valuation. Key inputs
include observable forward exchange rates, at the measurement date, with the resulting value discounted back to present
values.
Interest rate swaps are valued using a discounted cashflow valuation. Key inputs for the valuation of interest rate swaps are the
estimated future cash flows based on observable yield curves at the end of the reporting period, discounted at a rate that
reflects the credit risk of the various counterparties.
There have been no changes in valuation techniques used for either foreign currency forward exchange contracts or interest rate
swaps during the current reporting period.
On 24 October 2017, the group acquired a 14.1% equity interest in MedAdvisor Ltd (ASX:MDR) for $11.2m. This investment has
been classified as an equity instrument fair valued through Other Comprehensive Income and has been valued using level 1
under the fair value hierarchy, therefore using the listed share price to determine fair value at the reporting date. This
investment was previously classified as an Available for Sale financial instrument in accordance with NZ IAS 39.
There were no transfers between fair value hierarchy levels during either the current or prior periods.
17
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
9. ACQUISITION INFORMATION
The following material acquisition of subsidiaries took place during the period.
On 31 August 2018 the Group acquired the 100% equity interest in Warner & Webster Pty Limited (‘WW’). Details of the
acquisition are as follows:
Assets and liabilities acquired:
Carrying Value
A$’000
(Unaudited)
Fair value
adjustment
A$’000
(Unaudited)
Fair value on
acquisition
A$’000
(Unaudited)
Current assets
Cash and cash equivalents
1,588 - 1,588
Trade and other receivables
5,807 (200)
1
5,607
Prepayments
144 (50)
2
94
Inventories
2,992 (500)
3
2,492
Non-current assets
Property, plant and equipment
347 - 347
Deferred tax assets
- 493
4
493
Current liabilities
Trade and other payables
(5,685) (673)
5
(6,358)
Current tax payable
(43) - (43)
Employee benefits
(537) (51)
6
(588)
Non-current liabilities
Employee benefits
(235) (167)
6
(402)
Net assets acquired
4,378 (1,148) 3,230
Goodwill on acquisition
30,373
Total consideration 33,603
Less cash and cash equivalents acquired (1,588)
Net cash outflow from acquisition 32,015
1. To recognise the fair value of trade and other receivables on acquisition.
2. To recognise the fair value of prepayments on acquisition.
3. To recognise the fair value of inventories on acquisition.
4. To recognise deferred tax assets on acquisition.
5. To recognise the fair value of trade and other payables on acquisition.
6. To recognise the fair value of employee benefits on acquisition.
Due to the timing of the acquisition the above figures have not yet been finalised and are currently considered provisional.
18
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2018
9. ACQUISITION OF SUBSIDIARIES (Continued)
Goodwill arising on acquisition
Goodwill arose on the acquisition of WW because the cost of acquisition included a control premium paid. In addition, goodwill
resulted from the consideration paid for the benefit of future expected cash flows above the current fair value of the assets
acquired and the expected synergies and future market benefits expected to be obtained. These benefits are not recognised
separately from goodwill as the expected future economic benefits arising cannot be reliably measured and they do not meet the
definition of identifiable intangible assets.
WW was acquired as it is a profitable Australian healthcare distribution business which the Group believes fits strategically with
its Australian healthcare business assets.
Impact of the acquisition on the results of the Group for the period ended 31 December 2018
WW contributed $642,000 to the Group profit for the period. Group revenue for the period includes $14,314,000 in respect of
WW. Had the WW acquisition been effective at 1 July 2018 the revenue of the Group from continuing operations would have
been $3,504,576,000 and the profit for the period would have been $67,436,000.
During the period the Group also acquired the remaining equity interest in Terry White Chemmart Pty Ltd (TWC) for $46.7m. As
the Group held a greater than 50% equity share in TWC it was already considered to be a subsidiary of the Group.
10. EVENTS AFTER BALANCE DATE
Subsequent to 31 December 2018, the Board approved an interim dividend to shareholders. For further details please refer to
Note 4.
19
EBOS GROUP LIMITED
DIRECTORY
CORPORATE HEAD OFFICE AUSTRALIA HEAD OFFICE
108 Wrights Road Level 7, 737 Bourke Street
PO Box 411 Docklands
Christchurch 8024 Melbourne 3008
New Zealand Australia
Telephone +64 3 338 0999 Telephone +61 3 9918 5555
E-mail: ebos@ebosgroup.com
Internet: www.ebosgroup.com
DIRECTORS
Mark Waller Chairman
Elizabeth Coutts Independent Director
Stuart McGregor
Sarah Ottrey Independent Director
Peter Williams
SHARE REGISTER
Computershare Investor Services Ltd Computershare Investor Services Pty Ltd
Private Bag 92119 GPO Box 3329
Auckland 1142 Melbourne, Victoria 3001
New Zealand Australia
Telephone: +64 9 488 8777 Telephone: 1800 501 366
Managing Your Shareholding Online:
To change your address, update your payment instructions and to view your
investment portfolio including transactions, please visit:
www.investorcentre.com/nz
General enquiries can be directed to:
enquiry@computershare.co.nz
Private Bag 92119, Auckland 1142, New Zealand or GPO Box 3329, Melbourne, Victoria 3001, Australia
Telephone (NZ) +64 9 488 8777 or (Aust) 1800 501 366
Facsimile (NZ) +64 9 488 8787 or (Aust) +61 3 9473 2500
Please assist our registrar by quoting your CSN or shareholder number.
---
Reporting period
Previous reporting period
Amount
$AUD'000
(Unaudited)
Percentage
change
3,496,498 -2.7%
122,566 -2.9%
15,248 -3.2%
107,318 -2.9%
67,045 -4.1%
67,045 -4.1%
131,386 4.0%
72,664 4.0%
44.1 -4.1%
47.8 4.0%
122,566 -2.9%
8,820
131,386 4.0%
67,045 -4.1%
5,619
72,664 4.0%
Amount perImputed amount
securityper security
34.503.35
Record date
Payment date
This YearLast Year
Net asset backing per share$6.89$6.86
Net tangible asset backing per share-$0.76-$0.38
Comments:
This report is based on the consolidated interim unaudited financial statements that have been the subject of a review
by the Group's auditor, who has issued an unmodified review opinion on the interim financial statements for the period ended
31 December 2018.
For further commentary on the Group's financial performance for the period, refer to the attached Results Presentation and
Media release. It provides further detail and explanatory commentary on the operating and financial performance of the Group for
the period ended 31 December 2018.
The Company's dividend reinvestment plan ('DRP') will be operable for this dividend. The EBOS Board has approved a
discount of 2.5% to the Volume Weighted Average Sales Price ('VWAP') for the shares to be issued under the DRP for the
2019 interim dividend.
Other key dates for the 2019 interim dividend:
DRP participation election date:18 March 2019
DRP pricing period (calculation of VWAP):18 March 2019 to 22 March 2019
(both inclusive)
A copy of the DRP plan document is available on the Company's website www.ebosgroup.com.
Appendix 1
Underlying EBITDA and Net Profit attributable to members are both non-GAAP measures representing earnings after the effects of one-
off items.
(1) One-off items comprise: M&A costs, warehouse transition and restructuring costs incurred, net of a gain on sale of excess land held
during the period.
Interim dividend (NZ cents per share)
15 March 2019
5 April 2019
EBOS GROUP LIMITED
Results for announcement to the market
6 months to 31 December 2018
6 months to 31 December 2017
Revenue from ordinary activities
Earnings before interest, tax, depreciation and amortisation (EBITDA)
Depreciation and amortisation
Earnings before interest and tax (EBIT)
Profit from ordinary activities after tax attributable to members
Net profit for the period attributable to members
Underlying Earnings before interest, tax, depreciation and amortisation (EBITDA)
Reported Net Profit attributable to members
Add back one-off costs (1) incurred during the period, net of tax and non-controlling interests
Underlying Net Profit attributable to the members of the Company
Underlying Net profit for the period attributable to members
Earnings and diluted earnings per share (cents)
Underlying Earnings and diluted earnings per share (cents)
Reconciliation of Reported vs Underlying Earnings
Underlying Earnings before interest, tax, depreciation and amortisation (EBITDA)
Reported Earnings before interest, tax, depreciation and amortisation (EBITDA)
Add back one-off costs (1) incurred during the period
---
APPENDIX 7 – NZSX Listing Rules
Number of pages including this one
(Please provide any other relevant
NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10. details on additional pages)
For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.
Full name
of Issuer
Name of officer authorised to
Authority for event,
make this notice
e.g. Directors' resolution
Contact phone
Fax
numbernumber
Date
Nature of event
BonusIf ticked,
Rights Issue
Tick as appropriate
Issue
state whether:Taxable
/ Non TaxableConversionInterestRenouncable
Rights IssueCapitalCallDividend
If ticked, stateFull
non-renouncable
change
v
whether:
Interim
v
YearSpecialDRP Applies
v
EXISTING securities affected by this
If more than one security is affected by the event, use a separate form.
Description of theISIN
class of securities
If unknown, contact NZX
Details of securities issued pursuant to this eventIf more than one class of security is to be issued, use a separate form for each class.
Description of theISIN
class of securities
If unknown, contact NZX
Number of Securities toMinimum
Ratio, e.g
be issued following eventEntitlement
1 for 2 for
Conversion, Maturity, Call
Treatment of Fractions
Payable or Exercise Date
Tick if
provide an
pari passu
ORexplanation
Strike price per security for any issue in lieu or date
of the
Strike Price available.
ranking
Monies Associated with Event
Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.
Source of
Amount per securityPayment
(does not include any excluded income)
Excluded income per security
(only applicable to listed PIEs)
SupplementaryAmount per security
Currencydividendin dollars and cents
details -
NZSX Listing Rule 7.12.7
Total monies
TaxationAmount per Security in Dollars and cents to six decimal places
In the case of a taxable bonusResident
Imputation Credits
issue state strike priceWithholding Tax(Give details)
Foreign
FWP Credits
Withholding Tax(Give details)
Timing
(Refer Appendix 8 in the NZSX Listing Rules)
Record Date 5pmApplication Date
For calculation of entitlements -Also, Call Payable, Dividend /
Interest Payable, Exercise Date,
Conversion Date. In the case
of applications this must be the
last business day of the week.
Notice DateAllotment Date
Entitlement letters, call notices,For the issue of new securities.
conversion notices mailedMust be within 5 business days
of application closing date.
OFFICE USE ONLY
Ex Date:
Commence Quoting Rights:Security Code:
Cease Quoting Rights 5pm:
Commence Quoting New Securities:Security Code:
Cease Quoting Old Security 5pm:
Janelle CainDIRECTORS RESOLUTION
EMAIL: announce@nzx.com
Notice of event affecting securities
EBOS GROUP LIMITED
19
TBA - DRP & 2.5% discount to VWAP
ORDINARY SHARES
+ 61 3 9918 5370+61 3 9918 5599192
NZEBOE0001S6
ORDINARY SHARESNZEBOE0001S6
In dollars and cents
Interim Dividend ex Retained Earnings
$0.345000
Enter N/A if not
applicable
$$0.091377$0.033542
$
New Zealand Dollars$0.015221
$52.6m
Date Payable
5 April, 2019
15 March, 20195 April, 2019
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.