Summerset Group Holdings Limited logo

Financial Results for the Year Ended 31 December 2018

Full Year Results21 February 2019SUMHealthcare

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

PO Box 5187, Wellington 6140

Phone: 04 894 7320 | Fax: 04 894 7319

Website: www.summerset.co.nz


NZX & ASX RELEASE


22 FEBRUARY 2019


21% FY18 UNDERLYING PROFIT GROWTH, TWO SITES ACQUIRED


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

tax for the year ending 31 December 2018 of NZ$214.5 million, down 11% on FY17.


Underlying profit, which excludes the impact of unrealised movements in the fair value of

investment property was NZ$98.6 million, up 21% on the same period last year. Annual growth

in underlying profit has averaged 43% in the seven years since the company listed on the NZX

in November 2011.


Summerset CEO Julian Cook said “Summerset’s performance continues to be sound with the

21% growth in underlying profit achieved in an environment where property price growth in key

markets such as Auckland has moderated compared to prior years. This reflects good progress

made throughout the business and the consistent demand for what we offer residents.”


Net profit after tax was NZ$214.5 million, down 11% on the previous year, impacted by the fair

value movement on investment property. The lower fair value movement versus the

corresponding period in 2017 largely reflects the more moderate property market in some areas

of the country.


Mr Cook said Summerset was the fastest growing retirement village operator in New Zealand.

“In 2018 we built 454 new homes, in line with our guidance of 450 retirement units. This made

Summerset the largest builder in New Zealand of retirement units in the 2018 financial year. This

has never been a goal of the company but is indicative of the strong growth in the business

since listing.”


“In 2018 we completed villages in Wigram, Trentham, Katikati and Karaka. In 2019, we will

continue construction work on our Ellerslie, Hobsonville, Rototuna, Casebrook, Richmond, and

Avonhead villages, and commence construction in both Kenepuru, Wellington and Te Awa,

Napier.”


Summerset now has 25 villages completed or in development, and a land bank of nine

properties, including two new land purchases. The new sites are in Milldale, north of Auckland

and Waikanae on the Kapiti Coast, north of Wellington.


 Underlying profit for FY18 of NZ$98.6 million, up 21% on FY17

 Net profit after tax of NZ$214.5 million, down 11% on FY17

 Total assets of NZ$2.8 billion, up 24% on FY17

 640 total sales of occupation rights, down 6% on FY17

 454 new retirement units delivered, up 1% on FY17

 Land bank total of 3,910 retirement units and 540 care beds

 Final dividend of NZ 7.2 cents per share

 Development margin of 33.2%, up from 27.3% for FY17

 New land acquired in Milldale and Waikanae


Mr Cook said the new sites are in areas with strong demographics and he expects the villages to

be popular.


Estimated

village size

(hectares)

Location Approximate

number of

homes

Approximate

investment

(NZ$ million)

Milldale 6.0 New Milldale sub-division, 7km

north-west of Silverdale

292 200

Waikanae 8.0 Park Avenue, bordering on

Waikanae Park

290 150


Summerset’s care business continued its strong performance over 2018 with occupancy at

96.5% in established care centres. Resident satisfaction was also steady at industry-leading

levels of 97% for care residents and 95% for retirement village residents. This satisfaction result

was independently reviewed by KPMG.


Mr Cook said Summerset started work this year to become New Zealand’s first retirement village

operator with Dementia Friendly Accreditation.


Summerset has partnered with Dementia New Zealand and has a three year programme to help

educate New Zealanders about dementia, and to reduce the stigma of having the degenerative

brain disease.


Mr Cook said he was also pleased with the higher retention rate for staff this year, given

traditionally high levels of turnover in the aged care industry.


“We are continuing to invest in our people and in the technology they use,” he said.


“All of our village staff are now using VCare, a resident management system on iPads. This

allows them to see vital resident information at the touch of a button, and provides much

improved data which we analyse for trends and improvements.”


Staff engagement increased again to 69% in 2018. This puts Summerset in the top quartile of

the Aon Hewitt engagement survey which includes around 700 companies in New Zealand and

Australia.


Looking ahead, Mr Cook said Summerset’s focus in 2019 will be to continue delivering high

quality retirement living around New Zealand, and to further plans to set up across the Tasman.


“We’ve continued to progress in Australia and are now seeking land opportunities. We are

mindful of the property market conditions in the wider Melbourne area, which is our main area of

interest. We will apply the appropriate safety buffers to our financial feasibilities on any sites

acquired. We believe underlying demand for quality retirement village and aged care is strong.

Any site we acquire now would not be selling retirement units until two to three years from now,

by which time property market conditions will most likely have improved,” Mr Cook said.


The board has declared an unimputed final 2018 dividend of NZ 7.2 cents per share. The record

date will be Friday 8 March 2019 and the payment date Thursday 21 March 2019. This brings

the total dividend payment for 2018 to NZ 13.2 cents per share, up 20% on 2017. The dividend

reinvestment plan will apply to the dividend, with a discount of 2% applicable to those

shareholders participating in the plan.


ENDS


For investor relations enquiries: For media enquiries:

Scott Scoullar Jenny Bridgen

Deputy CEO and CFO Communications Manager

scott.scoullar@summerset.co.nz jenny.bridgen@summerset.co.nz

04 894 7320 or 029 894 7317 04 830 1106 or 021 408 215


ABOUT SUMMERSET


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

Zealand, with 25 villages completed or in development across the country. In addition,

Summerset has nine sites for development in Parnell (Auckland), St Johns (Auckland),

Milldale (Auckland), Waikanae (Kapiti Coast), Te Awa (Napier), Pohutukawa Place (New

Plymouth), Papamoa (Tauranga), Kenepuru (Wellington) and Lower Hutt (Wellington),

bringing the total number of sites to 34.

 It provides a range of living options and care services to more than 5,000 residents.

 Silver Award winner in the Reader’s Digest Quality Service Awards 2019.

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

Hamilton, Hastings, Havelock North, Hobsonville, Karaka, Katikati, Levin, Manukau,

Napier, Nelson, New Plymouth, Palmerston North, Paraparaumu, Richmond, Rototuna,

Taupo, Trentham, Wanganui, Warkworth and Wigram.

---

Annual Report 2018

Cover: Trentham resident Gail with Duke the dog.
Inside cover: Three generations of the Holmes family, Summerset on the Course.

This document is printed on environmentally responsible paper produced using Elemental Chlorine Free

(ECF) pulp sourced from sustainable and legally harvested farmed trees, and manufactured under the strict

ISO14001 Environmental Management System.

Contents
Chair and CEO Report6

Year in Review18

Business Performance30

Our Residents39

Our People49

Our Community59

Reducing Our Impact64

Board of Directors66

Executive Leadership Team68

Financial Statements71

Governance112

Remuneration122

Disclosures130

Directory136

Company Information138

ANNUAL REPORT 2018
4

Summerset

Snapshot

More than

5,000

residents

Largest builder of

retirement village units in

FY18 in New Zealand1

Fastest growing

retirement village operator

in New Zealand

1 As per 2018 full-year financial results

More than

1,400

staff members

3,732

Retirement units in

portfolio

454

Retirement units

built in FY18

858

Care beds in

portfolio

52

New care beds

delivered in FY18

SUMMERSET SNAPSHOT
5

2 As per 2018 full-year financial results

3 Independently reviewed by KPMG

97%

Care resident

satisfaction3

5

Land purchases

95%

Village resident

satisfaction3

Land bank of

3,910

retirement units

Land bank of

540

care beds

Largest land bank of

retirement units and care

beds in New Zealand2

25

Villages completed or

under construction

9

Greenfield sites

ANNUAL REPORT 2018
6

Chair and

CEO Report

Welcome to Summerset’s annual report for the financial year

ending 31 December 2018. We are pleased to report continued sound

financial performance with an underlying profit of $98.6 million, an

increase of 21% on 2017, and a net profit after tax of $214.5m. We now

have more than 5,000 residents who call Summerset home and over

1,400 staff.

You will see some changes in our annual report

this year. Readers of our reports over the last few

years will have noted our continuing investment

in improving our resident experience, the overall

attractiveness of our staff offering, and our

desire to play a greater part in our communities.

In this year’s report we have dedicated sections,

so readers can see our progress in each of

the business and financial, resident, staff and

community realms. We have also amalgamated

the Chair and CEO letters into a single letter

focused on key themes and issues for the

business.

Business and financial performance

Financial performance for the 2018 year has been

strong with the 21% growth in underlying profit

achieved in an environment where property

price growth, in key markets such as Auckland,

has moderated compared to prior years.

This is a pleasing result and due in a large part to

the consistent demand for what we offer.

Our customers are, on average, aged around

80 on entry to a village and it is the desire for

security, care and community that drives their

decision to move into a retirement village.

We note that our net profit after tax of $214.5m

was down 11% on the previous year. This

was due to the moderating property market

which impacted the fair value movement on

investment property.

We sold 339 new occupation rights in 2018, down

slightly on the previous year, and completed 301

resales. The slight dip in new sales was largely due

CHAIR AND CEO REPORT
7

to timing, some of our larger builds were delivered

late in the year. However, we are seeing continued

good demand for our retirement units. Offsetting

this lower number of new sales were strong

development margins, with a 33.2% development

margin on new sales for 2018 compared to

27.3% in 2017. In the longer term we expect

development margins in the 20%-25% range.

Operating cash flow for 2018

totalled $217.8 million and total

assets reached $2.8 billion.

The board has declared a final dividend of 7.2

cents per share. This is a total dividend payment

for 2018 of 13.2 cents per share and represents

30% of underlying profit.

In 2018 we built 454 retirement units, in line

with our earlier guidance. This result makes

Summerset the largest builder of retirement units

in New Zealand for 2018. While this is not one of

our goals, the achievement clearly demonstrates

Summerset’s growth since its listing in 2011, when

we built 122 retirement units.

We have previously signalled that we see our build

rate increasing to an average of 600 retirement

units a year. We are on track to achieve this within

the next two to three years. We will continue to

build only when customer demand and financial

return levels are appropriate, but market demand,

viable projects, and our ability to deliver make this

increase a natural progression.

To support our building programme and meet our

target build rates, we announced the acquisition

of three sites during 2018. These were Te Awa,

Napier and sites in New Plymouth and Papamoa.

In February 2019 we announced the acquisition

of two further sites; Waikanae (on the Kapiti Coast

north of Wellington) and Milldale (near Orewa,

north of Auckland).

These sites are described in more detail further in

this report. Overall they represent a mix of urban

and attractive regional areas with good underlying

customer demand. These recent acquisitions

bring our total number of greenfield sites to 9,

on top of our 25 villages completed or under

construction.

A villa from our Ellerslie village, Summerset at Heritage Park.

ANNUAL REPORT 2018
8

As Summerset continues to grow, so will our land

banking programme. We are currently seeing a

range of attractive sites around New Zealand. We

have held back from acquiring smaller urban sites

that would require high rise buildings over the

last few years, due to having a good selection of

these projects in Auckland already (for example

Hobsonville, Ellerslie, St Johns, Parnell). The

pressurised construction market, high vendor

expectations for land prices, and flattening

residential property prices are other factors.

We continue to see good

underlying customer demand

in these areas and expect

this to only pick up over time.

Villages in these urban locations are attractive

and, at the right time, we will return to purchasing

such sites. Having a diverse portfolio in terms of

geography and construction types (ie single-level

units and high-rise urban) has been a strength of

the business. This has meant having the flexibility

to focus our landbanking and growth in the

market providing the best risk-adjusted returns.

Pleasingly we received a number of resource

consent approvals in 2018 with Te Awa (Napier),

Richmond (Nelson), Kenepuru (Wellington) and

Avonhead (Christchurch) all getting the official

go-ahead. Earthworks and civil works have

started on each of these three sites and we have

seen good early customer interest. Our consent

application for the St Johns village in Auckland

was declined. We have appealed this decision

and are engaging with parties in mediation, and

we remain confident of a positive resolution.

The land-use resource consent for our Boulcott

village in Lower Hutt has been referred to the

Environment Court on our request and this case

will be heard in 2019.

Our flagship Parnell project is progressing well. We

have appointed renowned architects Warren and

Mahoney to the project and will have concepts of

the village ready for resource consent lodgement

later this year, or early 2020. Our Parnell village will

provide all the benefits of retirement village living

while taking advantage of the city fringe location

and, its proximity to Parnell village, the Auckland

Domain, and the adjacent train station.

White Tie Catering at our Divine Café, Summerset at Heritage Park.

CHAIR AND CEO REPORT
9

We are still seeing capacity constraints for

construction in many areas of New Zealand with

Auckland being the worst affected. We do not

expect the pressure in the construction market

to reduce in 2019. There were a number of

construction-related company failures in 2018 and

while we have had very limited exposure to any

of these, we believe 2019 may bring more issues

and Summerset will continue to be vigilant in this

area. We maintain strong relationships with our

contractors at all times.

Last year we completed our second bond issue

with a seven-year senior bond. The issue attracted

strong demand which saw us take $50m in

oversubscriptions and a final issue size of $125m

and coupon of 4.20%. Our two bonds provide

us an attractive form of funding, with long tenors,

competitive pricing, and attractive terms. They

also diversify the range of funding sources.

The gearing under our banking and bond

covenants remains conservative at 32.3%. This is

considerably below the maximum level of gearing

allowable under our debt agreements of 50%.

Unlike many businesses, our debt position is not

“core” debt but effectively working capital as

it funds only development assets for the business

such as land, work in progress, and completed

retirement units. As such we are able to

reduce our debt levels quickly by altering the

pace of our development business. Given the

increased degree of uncertainty in property and

global markets generally, we plan to maintain a

relatively conservative approach to gearing. This

is designed to protect us against any unforeseen

shocks as well as provide the ability to pursue

attractive opportunities should they emerge. We

believe we are able to achieve our guidance of

building around 600 retirement units per annum

whilst maintaining this conservative approach

to gearing.

Operations and care

Our operations and care business has continued

to perform well with care centre occupancy at

96.3% for 2018.

We finished the rollout of two large IT projects

in 2018. VCare, our new resident management

system, has been introduced across all our

villages and corporate offices. It replaced our

previous internally developed system. This has

been an important project with a large dedicated

project team and significant investment. Using

VCare means our nurses and caregivers have

up-to-date health information at their fingertips,

and can record patient notes quickly and easily

for care residents.

We also completed the implementation of a new

Human Resources Information System (HRIS),

transitioning payroll for all staff onto a modern

system; thereby streamlining processes and

improving usability.

A government review of care funding is underway

currently, and results are expected for release

in 2019. Our strategy in the care business is to

focus on being a leading provider of quality

care, and investing in facilities, equipment and

people in order to do this. This position ensures

we can charge additional service fees for the

superior care and accommodation we provide.

The strategy has worked well for us and we

will continue to pursue it, given constraints on

government funding.

From a sector perspective, hearings for the

Australian Royal Commission into Aged Care and

Quality and Safety started in January and, as with

their inquiry into banking, we expect there will

be a number of negative revelations.  Everyone

has a right to safe, respectful and quality aged

care.  We will be following the inquiry very closely

and will continue to invest time into ensuring we

stay ahead of expectations and are providing

services we are proud of.

We will continue to do what

we’ve done since we started

21 years ago – consistently

lifting the quality of retirement

and aged care for older people.

ANNUAL REPORT 2018
10

Residents

Bringing the best of life to our residents is our key

focus and we measure our success through

an annual resident satisfaction survey. 2018 results

continued the trend of strong satisfaction levels

with village resident satisfaction at 95% (97% in

2017) and care resident satisfaction at 97% (the

same as in 2017). Over the last few years we have

focused on lifting property standards, resolving

issues faster, and having greater presence of head

office staff with our residents.

Food and hospitality is an essential part of village

life and we introduced new food providers across

our villages in 2018, including in-house catering

at our Levin and Paraparaumu villages. This has

seen resident satisfaction levels rise and we will

continue to work on lifting standards further in

2019 and beyond.

Summerset was a silver winner

in the Reader’s Digest annual

2019 Quality Service Awards.

We also opened our Casebrook village in

Christchurch and Rototuna village in Hamilton

in 2018 with our first residents now settled in,

and main buildings, including our new memory

care concept, planned for completion towards

the end of this year.

The Summerset brand

In 2017 we rebranded Summerset, introducing

a fresh, vibrant look and feel – with a new logo,

website, redesigned marketing materials, and an

upgraded social media presence on Facebook

and LinkedIn. Our new staff uniforms are

consistent with this branding. The last step of

this rebrand was a new television advertisement

which went to air in late 2018.

We have started tracking our brand penetration,

that is, who knows about us and what they think

about us. Our research shows that people who

know us, like us a lot, but we have the opportunity

to lift awareness in a number of areas around the

country where we are less well known.


We published four editions

of our new quarterly magazine,

Summerset Scene, in 2018,

celebrating the lives of our

amazing residents.

The magazine brings the best of our residents’

lives into print each quarter, reminding us all of

the vibrant life lived in our villages.

Our People

Our people strategy is simple – to be the

employer of choice in our sector. Skilled and

experienced staff, who are engaged in their

work, are absolutely critical to our ability to

provide the best of life for our residents. We have

invested heavily in improving what we do for staff

and how we work together. We measure staff

engagement through the Aon survey. In 2015,

our first year using the Aon survey, we had a

credible staff engagement score of 53%. This year

our engagement score was 69%. We are proud

of this result and it puts us in the top quartile of

Australasian employers, as measured against

the 700 Australian and New Zealand companies

participating in the survey.

We continued to strengthen our employment

offering throughout 2018 and benefits now

include free health insurance, funeral cover,

travel voucher prizes, discounts at a range of

Summerset suppliers, a free staff share scheme,

sick leave from the first day of employment, a

day of leave on each staff member’s birthday,

contributions to staff charity fundraising efforts,

and various types of special leave, including

domestic abuse leave.

Last year we also introduced a brand new uniform

for frontline staff from Wellington designer Lucilla

Gray. Developed to better suit the work our staff

undertake each day, it has been well received by

our people. We now have a beautiful, professional,

and tailor-made uniform with enough variation

to suit most people’s tastes. We were delighted

to unveil our new look at the 2018 New Zealand

Fashion Week with Auckland staff providing willing

and able runway models.

CHAIR AND CEO REPORT
11

We signalled in our 2018 half year report a

growing shortage of care workers, particularly

nurses. The Government is currently considering

placing nurses back onto the long-term skills

shortage list, which would encourage additional

nurses to come to this country. We believe this is a

very important step given the demands for nurses

from the growth in aged care as well as demand

from District Health Boards (DHBs).

In response to the DHB wage

settlement for nurses, we

lifted wages significantly. It is

essential we have a skilled and

stable nurse workforce.

We have made good improvements in the staff

arena in the last few years but have more to do.

Our main focus in 2019 and beyond will be staff

training and development programmes. We will

be greatly assisted in this with the appointment of

a new General Manager Human Resources, Dave

Clegg. Dave was previously General Manager

of People and Culture at leading steel solutions

supplier, Steel & Tube Holdings Limited.

Keeping our people safe is an important aspect of

our work. We have continued our good progress

in health and safety with reductions in Reportable

Injury Frequency Rates (RIFR) and Lost-Time

Injury Frequency Rates (LTIFR) for the third year

running. We introduced compulsory gloves and

glasses on all Summerset construction sites this

year, and completed a pilot of improved training

on moving residents in our care centres. In 2017

we were accepted into the ACC Accredited

Employers Programme. In 2018 we advanced to

secondary status in this programme. This allows

us to manage our own workplace injury claims

and we are now working with specialist WorkAon

to manage assistance for our staff injured at work.

Summerset’s health and safety plans also

incorporate our residents, contractors and visitors.

Everyone who lives at or visits a Summerset

village can be confident the village meets every

health and safety standard.

Summerset’s new uniforms designed by Lucilla Gray.

ANNUAL REPORT 2018
12

Summerset’s place in the community

Our villages and residents are part of a wider

community and we believe in playing a positive

role in these communities. Last year we signalled

our intention to lift our social and environmental

presence. To this end we have announced a

number of key partnerships and completed

initiatives in 2018, including:

• Taking our first steps toward reducing

greenhouse gas emissions through the

Certified Emissions Measurement and

Reduction Scheme (CEMARS)

• Partnering with Dementia New Zealand, to

provide more education on this growing

disease while reducing the stigma of having it

• Partnered with Dementia New Zealand and

The New Zealand Dementia Coopoertative

to commission Nielsen to research dementia

perceptions, awareness and understanding in

New Zealand

• Sponsoring Bowls New Zealand and New

Zealand Indoor Bowls, helping players come

together to enjoy these popular sports

• A host of community relationships, including

Wellington Free Ambulance, the Orokonui

Ecosanctuary in Dunedin, sports tournaments

and health conferences around the country,

as well as the many local fundraising events

involving our residents and staff

Expansion across the Tasman

Taking the Summerset business into Australia has

been an active consideration for us over the last

year and we are now in the process of identifying

potential sites for acquisition. We completed

a restructure of our banking facilities in 2018,

introducing the Commonwealth Bank of Australia

to the banking syndicate (also comprising

ANZ and BNZ), and subsequently have the ability

to borrow funds in Australian dollars to fund

our expansion.

Property prices in the Melbourne residential

market are softening and have fallen 8%-9% over

the 2018 calendar year. A number of factors

appear to be at play, including reduced foreign

buyer demand, tightening credit conditions,

and fewer investors buying property. However,

underlying demand for retirement village

and aged care is not property market-related

and continues to grow. Nevertheless we are

proceeding cautiously given the property market

changes and will apply appropriate safety buffers

when considering the financial returns of any sites

purchased. We believe we are well protected

as any land purchase now would see units being

sold some two to three years from now, by which

time the residential property market should

have stabilised. We also note we expect some

good land-buying opportunities to emerge

in the current market.

Looking ahead

Our business is very well positioned for the

coming years. Although we may be entering a

period of greater uncertainty, we believe

our steady investment in the business will provide

stability. These include continual improvements

in people capability, our employment offer,

systems and processes, enhanced village designs,

and a stronger brand and service offering.

We have leading resident satisfaction results,

top-quartile staff engagement, solid earnings and

cashflow growth, and a strong balance sheet.

We are in a very strong position to not only

continue our growth but to meet the increasing

demand for the quality lifestyle we offer.

We would like to thank our residents for choosing

to live at Summerset, our staff for their hard

work bringing the best of life to our residents, to

our wider stakeholders for their involvement

in the business and to you, our shareholders, for

your ongoing support.

Rob Campbell

Chair

Julian Cook

Chief Executive Officer

Our residents enjoy performing to each other accross our villages.

ANNUAL REPORT 2018
14

From humble

beginnings

John wanted to build a retirement

village that would be good enough

for his Nana.

Room designed for four people at Jubilee Hospital in Wanganui.

Similar to the room John’s grandmother was in.

Prime Minister Jenny Shipley opening the Paraparaumu village

in 2000 with John and Rose O’Sullivan.

Mary Finnerty, John’s Nana, who was the catalyst for Summerset.

John wanted to build a retirement village

that would be good enough for his Nana.

In the mid 1990s, Summerset’s founder

John O’Sullivan visited his Nana, who had

moved into a geriatric ward in Waikanae.

“She was in what was basically a dormitory

with only a plastic curtain between beds,”

John remembers. “What room she had was

so pokey you could stretch out your arms

and touch all four walls. And all the facilities

were shared – nothing was hers, nothing

was private. When I investigated the market

I found all aged care was like that.”

That was the trigger for John to build an

aged care facility that he deemed good

enough for his Nana.

Twenty-one years later,

Summerset is a listed

company with 25 villages,

9 sites for development,

more than 5,000 residents,

more than 1,400 employees

and many thousands of

shareholders.

Residents can move in with the peace

of mind that Summerset will provide them

with the continuum of care they need.

While we’ve grown a lot bigger, and

are looking to double in size over the next

five years, we still put everything to the

ultimate test – is it good enough for Nana?

FIVE YEAR HISTORICAL SUMMARY
15

Five Year

Historical Summary

Key operational and financial statistics for the five year period up

to and including FY18 are as follows:

1 Fair value movement of investment property and the investment property balance have been restated for 2017.

Refer to note 1 of the financial statements comparative information for further details.

Operational

UNITFY18FY17FY16FY15FY14

New sales of occupation rightsNo.339382414333286

Resales of occupation rightsNo.301300244245172

Total sales of occupation rightsNo.640682658578458

Development margin%33.2%27.3%22.2%20.0%15.7%

New retirement units deliveredNo.454450409303261

Retirement units in portfolioNo.3,7323,2782,8282,4192,116

Care beds in portfolioNo.858806748616485

Financial

UNITFY18FY171FY16FY15FY14

Net operating cash flow$m2 17.8207.7192.6140.3110.4

Total assets$m2,766.42,232.81,706.81,363.51,043.2

Net assets$m978.8785.8545.6409.8332.3

Underlying profit$m98.681.756.637.824.4

Profit before income tax (IFRS)$m216.2240.2145.682.854.0

Profit for the period (IFRS)$m214.5239.9145.584.254.2

Dividend per shareCents13.2011.007.705.253.50

Basic earnings per shareCents97.13109.7866.9338.9425.16

ANNUAL REPORT 2018
16

250

200

150

100

50

Strong Financial

Performance

Financial performance since listing on the NZX in 2011

Total assets

$m

$m

$m

Net operating cash flow

0

0

0

‘11‘11‘12‘12‘13‘13‘14‘14‘15‘15‘16‘16‘17‘17‘18‘18

3,000

120

2,500

100

2,000

80

1,500

60

1,000

40

500

20

Underlying profit

‘11‘12‘13‘14‘15‘16‘17‘18

250

200

150

100

50

$m

Net profit after tax

0

‘11‘12‘13‘14‘15‘16‘17‘18

STRONG FINANCIAL PERFORMANCE
17

Care beds in portfolio

Units

Beds

0

0

3,000

600

800

4,0001,000

2,500

500

3,500

700

900

2,000

400

1,500

300

1,000

200

500

100

Retirement units in portfolio

‘11

‘11

‘12

‘12

‘13

‘13

‘14

‘14

‘15

‘15

‘16

‘16

‘17

‘17

‘18

‘18

Cents per share

0

12

14

10

8

6

4

2

Dividends per share

‘11‘12‘13‘14‘15‘16‘17‘18

Net tangible assets per share

Cents per share

0

300

400

450

250

350

200

150

100

50

‘11‘12‘13‘14‘15‘16‘17‘18

ANNUAL REPORT 2018
18

Year in Review

February

August

March

September

April

First residents moved into

Summerset on Cavendish,

Casebrook

Purchased land for second

New Plymouth village

Partnership with Dementia

New Zealand launched

Summerset announced

partnership with Bowls

New Zealand

Showcased new staff uniform at

New Zealand Fashion Week

$125m retail bond issued with

$50m oversubscription,

Summerset’s second bond issue

Purchased land in Te Awa,

Napier

YEAR IN REVIEW
19

October

May

November

June

December

July

Purchased land in Papamoa,

Tauranga

New payroll system

implemented for Village and

Care staff

Additional staff benefits are

announced

Implementation of new payroll

system for Head Office staff

Completed implementation of

VCare system for resident data

Construction completed on

Karaka, Katikati and Wigram

villages

Applications opened for staff

to share in Summerset’s

success with the all staff free

share scheme

First retirement village operator

in New Zealand to obtain

CEMARS certification

Purchased land at Waikanae in

Kapiti and Milldale in Auckland

Construction completed on

Trentham village

First residents welcomed to

Summerset Rototuna, Hamilton

ANNUAL REPORT 2018
20

Portfolio Growth

21 years of consistent delivery and growth

’98’97

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

’99’00’01’02’03’04’05’06

129

90

188

63

58

124

63

126

219

407

470

528

652

732

795

921

129

80

129219407470528652732795

’07

62

983

921

* 2011 existing stock including 12 units acquired as part of the Nelson site acquisition

PORTFOLIO GROWTH
21

’08

126

1,109

983

163

80

122

160

209

261

303

1,272

1,352

1,486

1,646

1,855

2,116

2,419

2,828

’09’10’11’12’13’14’15’16’17’18

3,278

3,732

409

450

454

1,1 091,2721,364*1,4861,646

1,855

2,1162,4192,8283,278

Existing stock

New retirement units delivered

ANNUAL REPORT 2018
22

Strong Wave

of Growth

0

5,000

10,000

15,000

20,000

25,000

30,000

NZ population 75+ (left hand axis)

% of total population 75+ (right hand axis)

NZ population 75+ Per Annum Growth

New Zealand population aged 75+

Annual 75+ population growth, 2002 to 2068

(in five yearly intervals)

35,000

The New Zealand

population aged 75

and over is forecast

to more than triple in

the next 50 years.

The number of people aged

75 and over is projected to

increase from 315,000 in 2018

to 1,090,000 by 2068.

The number of people aged

85 and over is projected to

increase from 87,000 in 2018 to

400,000 in 2068.

Summerset will continue to

provide high quality retirement

living for this strong wave

of demand.

1998–2002

2003–2007

2008–2012

2013–2018

2019–2023

2024–2028

2027–2033

2032–2038

2037–2043

2042–2048

2047–2053

2052–2058

2057–2063

2058–2068

0

0

200,000

2%

400,000

4%

600,000

6%

800,000

8%

1,000,000

10%

1,200,000

12%

16%

1,400,000

14%

18%

Source: Statistics New Zealand - National Population Projections

‘97‘02‘07‘12‘18‘23‘33‘4 3‘53‘63‘28‘38‘4 8‘58‘68

STRONG WAVE OF GROWTH
23

ANNUAL REPORT 2018
24

BUSINESS HIGHLIGHTS
25

Business

Highlights

$ 2 17. 8 m

Operating cash flow

$2.8b

Total assets

33.2%

Development margin

$214.5m

Net profit after tax

$98.6m

Record underlying profit

640

Occupation right sales

Completed our Wigram,

Katikati, Karaka and

Trentham villages

Opened villages at

Casebrook in Christchurch

and Rototuna in Hamilton

ANNUAL REPORT 2018
26

Our

Villages

Dunedin

Casebrook

Paraparaumu

Levin

Palmerston North

Wanganui

New Plymouth

Richmond

Nelson

Lower Hutt

Papamoa

Havelock North

Hastings

Napier

Te Awa

Taupo

Katikati

Manukau

St Johns

Warkworth

Milldale

Hobsonville

Ellerslie

Karaka

Parnell

Hamilton

Rototuna

Completed villages

In development

Proposed villages

Aotea

Kenepuru

Wigram

Avonhead

Pohutukawa Place

Waikanae

Trentham

OUR VILLAGES
27

OUR VILLAGES

Mahjong is just one of the many games our residents enjoy playing.

ANNUAL REPORT 2018
28

FINANCIAL HIGHLIGHTS
29

Financial

Highlights

$214.5m

Net profit after tax FY18

11%

Decrease on FY17

$98.6m

Underlying profit FY18

21%

Increase on FY17

$2.8b

Total assets

24%

Increase on FY17

$ 2 17. 8 m

Operating cash flow

5%

Increase on FY17

ANNUAL REPORT 2018
30

Business

Performance

Our land bank

* New sites purchased

VillagesDesignConsentingConstructionVillage openFinal stages

Warkworth, Auckland

Hobsonville, Auckland

Ellerslie, Auckland

Rototuna, Hamilton

Casebrook, Christchurch

Richmond, Tasman

Avonhead, Christchurch

Kenepuru, Wellington

Te Awa, Napier*

St Johns, Auckland

Lower Hutt, Wellington

Parnell, Auckland

Papamoa, Tauranga*

Pohutukawa Place, New Plymouth*

Waikanae, Kapiti*

Milldale, Auckland*

BUSINESS PERFORMANCE
31

In 2018 we completed

construction on four

villages in Karaka,

Katikati, Wigram and

Trentham.

We warmly welcomed our

first residents into Hamilton’s

Rototuna and Christchurch’s

Casebrook villages. Meanwhile,

construction started at our

Richmond and Avonhead

properties with first residents

expected to move in during 2019.

Bevan and Margaret Bradding, our first residents at Rototuna village.

Rita Browne, our first Casebrook resident.

ANNUAL REPORT 2018
32

New sites acquired in 2018

The population of people aged over 75 years in New Zealand is forecast to more than triple in the

next fifty years. This statistic clearly shows why demand for quality retirement living will continue to

grow. Summerset now holds nine sites in its landbank, including the five land purchases made during

the year. We have increased the master planning capability in our development team to manage the

increasing demands of finding, securing and managing the resource consents for new pieces of land.

298 homes

Rest home and hospital level care

Memory care centre

Pohutukawa Place, New Plymouth

Summerset’s second New Plymouth property

is on an 8.1ha property in Waiwhakaiho.

New Plymouth’s over 75-year old population

is forecast to grow by around 37% over the

next decade.

Te Awa, Napier

We bought 9.0ha of land on Eriksen Road, Te

Awa for our fourth Hawke’s Bay village.

Napier City has a current over 75-year old

population of around 5,570 with a forecast

40% increase by 2028. Neighbouring Hastings

District’s over 75-year old population is

also forecast to increase strongly over the

next decade.

317 homes

Rest home and hospital level care

Memory care centre

BUSINESS PERFORMANCE
33

287 homes

Rest home and hospital level care

Papamoa, Tauranga

Summerset’s purchase of an 8.0ha property in

Papamoa Beach will become the site of

Summerset’s first Tauranga retirement village.

The village will provide much needed care

beds for Tauranga’s elderly population.

292 homes

Rest home and hospital level care

Milldale, Auckland

We purchased 6.0ha in the planned suburb of

Milldale on the Hibiscus Coast. Once complete,

the subdivision is expected to have 4,500 homes

with a town centre, schools and recreational

facilities.

Population forecasts show a 50% increase in the

number of people aged 75-years and over living

in the Hibiscus Coast area by 2028.

Waikanae, Kapiti Coast

Summerset purchased 25.5ha (estimated village

size of 8.0ha) on Park Avenue, Waikanae, for our

second Kapiti retirement village.

Forecasts show Waikanae’s over 75-year old

population will grow by around 22% over the

next decade.

290 homes

Rest home and hospital level care

Memory care centre

Memory care centre

Memory care centre

ANNUAL REPORT 2018
34

VillageDesignConsent

Richmond, Tasman

Secured FY18

Kenepuru, WellingtonSecured FY18

Avonhead, ChristchurchSecured FY18

Te Awa, NapierSecured FY18

St Johns, AucklandOngoing

Lower Hutt, WellingtonOngoing

Resource consents update

This year we were pleased

to receive resource consent

for our sites in Richmond in

Tasman, Kenepuru in Wellington,

Avonhead in Christchurch and

Te Awa in Napier.

Our consent application for the

St Johns village in Auckland

was declined by the application

hearing committee. The decision

of the hearing panel for the

application stated that the

site was ideal for a retirement

village but ultimately declined

the application as it stood. We

have appealed this decision

to the Environment Court and

are currently working through

mediation with the affected

parties and Auckland City

Council.

We hope to reach an

agreement with the

various parties and

are keen to build a

high quality village

which fits into its

surroundings well

and is an asset to this

community.

If we cannot reach an

agreement, the Environment

Court will hear our appeal later

this year.

Land use resource consent for

our Boulcott village in Lower Hutt

has, at our request, been referred

to the Environment Court. The

hearing will take place in 2019.

Artist impression of Summerset at Avonhead.

Artist impression of Summerset Richmond Ranges.

BUSINESS PERFORMANCE
35

Summerset was a founding

member of the Lifemark

organisation which aims to

ensure houses are built with

accessibility and safety in mind.

BUSINESS PERFORMANCE

35

We were the first retirement village operator

in New Zealand to become fully certified

for village accessibility at all of our villages

by Lifemark.

Designing to Lifemark standards

This year, we were the first retirement operator

in New Zealand to become fully certified for

village accessibility at all of our villages. This

certification covers the overall village precinct

and access throughout it including communal

grounds and wider facilities. The certification

signals that Summerset’s products and services

meet the needs of any New Zealand occupant,

at any age, stage, and ability – an assurance that

Summerset villages will be right for your stage of

life. This means our villages are easy to navigate

for people with mobility issues. The certification

process has taken two years and included

a robust independent audit and remedial

programme to ensure all our facilities meet the

standards. We plan to have all future villages

certified for village accessibility by Lifemark.

ANNUAL REPORT 2018
36

Our service offering

93%

97%97%97%

96%

89%

Overall our care occupancy levels were 96%

for established centres with our newly opened

centres also filling well. Industry average

occupancy stands at 89%*.

Our occupancy rates are

consistently above this which

demonstrates the quality

of the care and facilities that

we offer to people.

96%

100%

Occupancy – Existing care centres

80%

‘15‘17‘16‘18‘18

94%

98%

92%

90%

88%

86%

84%

82%

Actual DHB (as at Sept ‘18)

* According to DHB Quarterly Occupancy Statistics

1.6%

Uncontracted resales stock as a percentage

of total retirement units in portfolio

0%

1.5%

1.0%

1.4%

1.4%

1.2%

20142015201620172018

1.4%

1.2%

1.0%

0.8%

0.6%

0.4%

0.2%

In addition the demand for our retirement units

remains strong with uncontracted resale stock

steady at 1.4% of Summerset’s total retirement

units portfolio. Demand remains strong despite

flattening property markets across the country.

This reflects consistent demand

for what we offer, with the

decision to enter a village driven

by the desire for security, care

and community.

Care centres opened

In 2018 we opened our Hobsonville care centre.

This has filled quickly, reflecting the quality

of the facilities and care provided, as well as the

strong demand in the Auckland market.

Refurbishments and upgrades

In 2018 we completed a three-year programme

to upgrade leisure centres in our older villages.

Upgrades to the leisure centres included:

improvements to resident kitchen and bars, activity

spaces, presentation areas, and upgrading audio

visual equipment. As a result all villages can now

have a commercial café operation.

We continue to invest in

upgrading facilities in our

existing villages to maintain

resident experience.

Following this we commenced a cycle of

refurbishments in our older care centres (Levin,

Wanganui, Paraparaumu, Havelock North,

Palmerston North and Trentham). In 2018 we

completed the second year of a four-year

programme of care centre upgrades. We have

refreshed the aesthetics of our older care

centres and aligned them to our modern building

standards. Our sun lounges, dining rooms,

lounges, care rooms and ensuites have been given

new drapes, refreshed art work, paint and new

furniture. We are aiming to have this programme

completed in 2019.

BUSINESS PERFORMANCE
37

Emergency infrastructure improvements

In 2018 we completed an 18 month programme

to deploy mobile emergency power back-up to

our regional sites to use in the event of a power

outage. These have already come in handy during

a power outage in Taupo in November. The new

generators keep power flowing to the main

village building during an outage, maintaining

essential services for residents. All generators are

subject to a monthly testing regime and annual

certificates. From here on, all regional main

buildings will have power back-up at hand. For

urban villages, the main buildings and apartment

blocks will have generator access.

ANNUAL REPORT 2018
38

SUMMERSET ANNUAL REPORT 2018

38

Dunedin resident, Gaynor Haig, teaching piano.

OUR RESIDENTS
39

Our Residents

Resident Satisfaction Survey

Each year we run a resident

satisfaction survey to see how

we are going. This year we

were pleased to have maintained

our satisfaction levels with

care residents at 97% and

independent living residents

at 95%. Our industry-leading

satisfaction levels in 2018 were

independently reviewed

by KPMG.

“Despite these high

levels of satisfaction

it is important that

we continue to listen

to suggestions for

improvement from

those who are

satisfied, as well as

understanding

the concerns of

those who are not.”

– Julian Cook

Retirees have an abundance of choices for their retirement,

so our mission is to support residents to love the life they choose.

We evolve our offering to meet the needs of residents in their retirement

years. As their needs, wants, and dreams change, so do we.

Independent Care

Resident Satisfaction Survey 2014-2018

70%

20142015201620172018

97%

93%

95%

92%

94%94%

97%97%

97%

95%

100%

95%

90%

85%

80%

75%

ANNUAL REPORT 2018
40

Becoming a dementia friendly

organisation

Summerset recognises that

dementia is a significant and

growing health challenge

in New Zealand and around the

world. In August we launched

our dementia strategy, aiming to

make Summerset a place where

people living with dementia can

lead fulfilling and meaningful

lives. As part of our strategy we

signed up to Alzheimers New

Zealand’s Dementia Friendly

Recognition Programme.

We aim to be the

first retirement

village provider

in New Zealand to

be accredited as a

dementia friendly

organisation.

Summerset by the Ranges in

Levin was our first village

to achieve the accreditation.

A lot of what we already do is

dementia friendly, so to achieve

our accreditation, we have

improved two key aspects:

1. Provided education and

training to every employee,

including corporate office

staff, about dementia.

This especially helps our

people communicate with

people that have dementia

and learn about dementia.

2. Reducing the stigma for

residents who have

dementia. We have created

support groups within our

villages to help people be

more comfortable talking

about dementia.

Stimulating speakers for

our residents

The Summerset Connect

speaker series was a new

addition to our activity

programme in 2018. Speakers

travelled to each of our villages

and presented on a range

of topics. In 2018 we were

pleased to host:

• International speaker,

Eva Bennett, on the six

ingredients to cook up a

good life,

• Gillian Eadie from the

Memory Foundation talking

about brain health, and

• Sue Dwan for an interactive

session on getting your

affairs in order

The 2018 series concluded with

New Zealand author, entertainer

and broadcaster Peta Mathias

at Summerset at Heritage Park

in Ellerslie. The speaker series

has been a success throughout

our villages. The 2019 series will

feature brand new speakers,

talks on understanding

dementia, and a concert series

from the Dame Malvina Major

Foundation.

Locally sourced, wholesome

food is well received

Food is a very important part

of a resident’s experience

at Summerset. In 2018, we

invested in overhauling the food

service at our villages. The new

food offering is provided by

three regionally-based caterers

and an in-house team at two

sites, and focuses on locally

sourced, wholesome food

prepared onsite. The kitchen

teams are responsible for all the

food for our Divine cafés, the

‘Divine at Home’ meal service

and care centre meals.

We’ve been

delighted to see

satisfaction levels for

food increase from

91% to 93% in the

2018 resident survey.

OUR RESIDENTS
41

OUR RESIDENTS

Silver award winner in the Retirement

Village category in Reader’s Digest 2019

Quality Service Awards.

ANNUAL REPORT 2018
42

Summerset wants to make meaningful

contributions to charities our residents have

a connection with.

Fay Clayton, continues writing from her home at Summerset on the Coast.

OUR RESIDENTS
43

Our residents give back to their communities

Throughout our villages residents give back to their local communities and charities close to their

hearts. To support the amazing work they do, Summerset makes a contribution to the money they

raise. Some of the events our residents were involved with in 2018 were:

Jo Seagar cooking demonstration for

Mary Potter Hospice

Residents at Summerset at Aotea spent an

afternoon with renowned New Zealand chef

Jo Seagar. Proceeds from tickets and a

raffle sale went to the Mary Potter Hospice,

Aotea residents’ charity of choice since 2015.

SPCA day

Summerset in the Vines opened their village to

the public to fundraise for the SPCA. They had

over 120 people attend the event and check out

some of the SPCA pets available for adoption.

Hair today, gone tomorrow for cancer research

Summerset at Wigram resident Liz Johnston

shaved her hair off, for the third time in support

of the Cancer Research Trust New Zealand.

Liz was joined by Wigram Village Manager

Russell Walters, who shaved his beard off in front

of a crowd of 125 people.

ANNUAL REPORT 2018
44

SUMMERSET ON SCREEN
45

You may have noticed a new Summerset

TV commercial on your screens in 2018.

This is the final touch on

our rebranding exercise

that will continue to

grow Summerset’s brand

awareness.

Residents at our Karaka village took part

in a three-day TV shoot for the commercial

that demonstrates the rich and vibrant

lives of our residents. We hope you like it

as much as we do.

Summerset

on screen

love the life you choose

summerset.co.nz

ANNUAL REPORT 2018
46

All Summerset villages are now using

VCare as their centralised database for

resident records and care residents’ health

information. VCare is a New Zealand-

developed technology solution specifically

designed for the retirement village and

aged care sector. Summerset introduced

VCare with a pilot programme in September

2017 and rolled it out in two phases.

Summerset is the first to use VCare’s mobile

solution and the first to have caregivers

using iPads. Using VCare means our nurses

and caregivers have up-to-date health

information at their fingertips, and can

record patient notes quickly and easily for

our care residents.

Frailan Datic, a registered nurse from

Summerset by the Ranges in Levin, says,

“At first I was worried about technology

taking over the human touch, but since my

training I have a lot of positive things to say

about VCare.”

Caregivers now use iPads to enter their

notes into the VCare system. Summerset by

the Ranges caregiver Michele Hall says that

moving to iPads has helped a lot.

“You don’t have to try to understand

everyone’s handwriting, everything’s there

at your fingertips and you get notifications,”

she explains.

Staff training on VCare has been running

since August 2017, with more than 1,880

training sessions held between August 2017

and November 2018.

Resident

records

go digital

RESIDENT RECORDS GO DIGITAL
47

Aotea resident enjoying a game of Bridge.

ANNUAL REPORT 2018
48

Hobsonville resident Chrissy, with caregiver Vimlesh Kumar.

OUR PEOPLE
49

Our People

We attract and retain the best employees

Our annual staff survey, conducted by external

provider Aon, showed our staff engagement

score increased by two percentage points from

2017 to 2018. Summerset has been building on

the momentum from 2017 when there was

a 14 percentage point increase. We remain in

the top quartile for employee engagement

amongst the 700 Australian and New Zealand

organisations conducting the Aon surveys. We are

above the industry average engagement rate

of 51%. We also measure our staff response rate,

at 76% we are pleased that the majority of

our staff have responded and are optimistic

their feedback will be heard. The feedback helps

us assess our progress on improving our staff

experience and helps identify key actions for

further improvements.

Aon has been measuring staff engagement

for over 50 years, working with New Zealand

businesses for more than a decade to measure

the engagement of their people and provide a

complete picture of the work experience

and the factors that lead to higher engagement.

In New Zealand Aon also works alongside

other large employers such as Air New Zealand,

Coca-Cola Amatil, Foodstuffs and Auckland

Council.

10%

201520172018Industry

average1

80%

70%

60%

50%

40%

30%

20%

Our purpose is to bring the best of life to residents everyday. To

achieve our purpose we need a team of engaged people. This is why we

have invested in attracting and retaining the best employees.

Staff engagement survey

1 Source for industry average: Australia Aged Care Workforce Strategy Taskforce, 2018

Employee engagement is often

confused with satisfaction or

happiness. Employee engagement

is defined as “the level of an

employee’s psychological

investment in their organisation.”

Summerset scores in the

top quartile of employers when

measured on this basis.

53%

67%

69%

51%

ANNUAL REPORT 2018
50

We refreshed our LinkedIn presence to give

potential employees a better sense of what it’s like

to work for Summerset. You can follow us on

LinkedIn to stay up to date with our achievements

and career opportunities.

We recognise the hard work of our staff

We continued to strengthen our employment

offering throughout 2018 and benefits now include

(but are not limited to):

•free health insurance

•funeral cover

•travel voucher prizes

•discounts at a range of Summerset suppliers

•a free staff share scheme

•sick leave from the first day of employment

•an additional day of leave on each staff

member’s birthday

•contributions to staff charity fundraising efforts

We know that there are times when our staff may

come into difficult circumstances and require extra

support. From May 2018, Summerset staff were

able to access exceptional leave and hardship loans

to help support them through difficult times.

Staff turnover is a key measure that we track in

the business. The aged care and retirement

sector has traditionally had high staff turnover.

Over the last three years we have seen turnover

drop at Summerset, the result of a number of

factors including improved staff benefits, increased

engagement, better and more visible leadership

throughout the business and the caregiver pay

equity settlement. Our turnover is now lower than

the industry average but we still want to do much

better in this area and will report to shareholders

annually on how we progress.

Retaining talent

There has been a drop in attrition across village

roles since December 2016.

Stable and engaged staff are

key to providing great villages

and care for residents and

for a successful business.

Attracting talent

In November we launched our culture-fit

assessment, an interactive video assessment

to attract and recruit potential employees. The

screen shot below is from the filming that took

place at our Hobsonville village. The purpose

of the assessment is two-fold, to showcase

Summerset’s culture to candidates to help them

determine if Summerset is the right workplace for

them, and to provide managers with insights into

potential candidates’ values.

15%

40%

35%

30%

25%

20%

Staff attrition

201620172018

34.1%

29.2%

26.6%

26.9%

Industry

average2

2 New Zealand Aged Care Association, Aged Residential Industry Profile 2017– 18 .

OUR PEOPLE
51

Each year Summerset staff are invited to share in

the company’s success through the staff share

scheme. Staff that choose to participate in the

scheme receive an allocation of $800 per annum

of Summerset shares at no cost. In 2018 87%

of eligible staff subscribed to the scheme. The

shares are held in trust for three years before they

are transferred into the employee’s name to keep

or trade. The first shares were allocated in 2016

and will be transferred into employees’ names in

July 2019. This is one of the ways we recognise the

part staff play in the company’s success.

We invest in our people

We support our people to advance their skills and

career opportunities. We continue to partner with

CareerForce, an independent training organisation,

to help our 600+ care staff gain Level 2 and 3

qualifications in Health and Wellbeing.

We re-launched our programme for Summerset’s

overseas registered nurses to apply for funding

to gain their New Zealand nursing registration.

Fees for New Zealand registration can be as high

as $10,000. Our first recipient, a caregiver from

our Wigram village, was delighted to have the

opportunity to register as a New Zealand nurse

and use their skills again.

OUR PEOPLE

STRONG ENOUGH TO CAREONE TEAMSTRIVE TO BE THE BESTBRINGING THE BEST OF LIFE++=

Summerset is offering scholarships to nursing

students completing their final year of study

at Massey University as a way to support

those who are passionate about aged care and

primary health.

Three nursing scholarships

are offered annually, each with

a value of up to $2,000.

Investing in software and systems

Summerset is growing rapidly and we are

investing in new technology to support our

workforce. In 2018 we introduced new

Human Resources Information System (HRIS)

software, streamlining our employee payroll

and reporting.

The journey continues

Our human resources function is becoming

increasingly important as the scope of our

business and the number of staff increase. Our

main focus in 2019 and beyond will be staff

training and development programmes. We will

be greatly assisted in this with the appointment

of a new General Manager Human Resources,

Dave Clegg. Dave was previously General

Manager of People and Culture at leading steel

solutions supplier, Steel and Tube Limited.

ANNUAL REPORT 2018
52

A CUT ABOVE THE REST
53

In 2017 we started the process to design,

test, and refine a new uniform for more

than 1,000 village staff. We partnered with

Wellington-based designer Lucilla Gray

(pictured top right) and Arrow Uniforms to

deliver the uniforms. Lucilla graduated from

Massey University and showed her debut

collection at London Fashion Week. She has

since set up a small studio in Wellington,

where she focuses on high-end fashion and

bespoke garments.

We were determined that our new uniforms

should feel just right. We tested the

uniforms in our villages, with staff providing

feedback on design, wear and comfort. We

made refinements to the uniform based

on this feedback and in 2018 we launched

a fit-for-purpose uniform that is uniquely

Summerset. Each role has different style

options to give staff choices to suit their

body shape and personal preferences. The

uniforms use a Summerset signature print

featuring motifs of the ti kouka (cabbage

tree) and the harakeke (flax) flower.

“It represents the journey

through life – a fitting

theme for the business.”

– Lucilla Gray

To celebrate the launch, Summerset

showcased the garments at the 2018

New Zealand Fashion Week in a private

show. Staff modelled the uniform on

the catwalk to an audience of 150 guests,

including residents from our villages.

A cut above

the rest

ANNUAL REPORT 2018
54

Health and Safety

Summerset’s vision is that all of our staff go home safe from

harm each day.

As our staff numbers grow, our vision of ensuring

staff go home safe each day and our duty

to provide a safe workplace remains critically

important, and we continue to invest in our

processes and procedures to maintain our health

and safety ratings and accreditations.

We also want to make our villages a safe place

for our residents, their families, contractors and

communities around us. We continually take

health and safety into consideration, from the

design of the village to its daily operations.

Our health and safety committees are the

champions and role models of our health and

safety culture and we proudly display our health

and safety culture statement at every village,

office, and construction site, to remind us that it

is everyone’s responsibility.

Each year staff contribute to the

health and safety plan so we can

understand and address the

issues highlighted by our people.

2018’s themes were: leadership, people and

capability, and systems and processes. The themes

inform our initiatives and we are very pleased to

report our 2018 health and safety achievements.

Over the last three years there have been consistent

reductions in our recordable injury frequency

rate and our lost time injury frequency rate. We

calculate these rates using the industry standard of

multiplying the total number recorded in a 12 month

period by 200,000 i.e. 100 employee years and then

divide by the total number of hours worked. The

goal is to continue to see these statistics reduce

and there are a range of initiatives in play to achieve

this. Improvements will be driven by enhancing

our people’s safety culture, knowledge and

communication. Going forward we will also focus

more on the general wellness for our staff.

We already offer free health

insurance, hardship loans and free

flu vaccinations every winter.

We see opportunities to assist in areas such as

mental health, health awareness (i.e. diabetes, diet

and smoking), and bullying and workplace culture.

HEALTH AND SAFETY
55

4.61

5.62

8.41

8.0

9.0

LTIFR and RIFR

0

201620172018

7.0

6.0

5.0

4.0

3.0

2.0

1.0

RIFR LTIFR

HEALTH AND SAFETY

Health and safety achievements in 2018

• In our staff survey, 95% of respondents

agreed that employee safety is considered

important at Summerset – this was one

of the top ten most positive responses

• Advanced to secondary status in the ACC

Accredited Employers Programme

• Increased our reporting against all types

of health and safety incidents including near

misses, hazard observations, and injuries

• Introduced mandatory eye and hand

protection on all construction sites

• Increased training for health and safety

committee members

• Manual handling trial completed for villages

• Became a member of the Construction

Industry Council

• Introduced dedicated health and safety

personnel on all high rise construction sites

• Partnered with WorkAon to help rehabilitate

staff back to work after a workplace injury

Key terms:

LTIFR = lost time injury frequency rate, is calculated by multiplying

the total number of LTI’s (lost time injuries) recorded in a 12 month

period by 200,000 and then dividing by the total number of hours

worked, i.e. an LTIFR of 4.0 means that there have been four LTI’s

per 200,000 hours worked on average over a 12-month period.

RIFR = recordable injury frequency rate, is calculated by

multiplying the total number of MTI’s (medical treatment injuries)

and LTI’s (lost time injuries) recorded in a 12-month period by

200,000 and then dividing by the total number of hours worked.

2.65

1.90

1.51

ANNUAL REPORT 2018
56

A good health and safety culture relies on

people in the organisation championing

and modelling best practice. We recognise

these people each year with a health and

safety hero category at our staff recognition

awards. Recipients are selected for their

deep respect for others, team focus, and

attitude of continuous improvement.

In 2018, our heroes were Christchurch’s

Stephanie Meehan, our Casebrook Village

Manager, and Steve Trenberth, Site Manager

at Wigram and Casebrook villages (both

pictured top left with Aaron Smail, General

Manager Development).

Steve and Stephanie make health and safety

a priority in their busy roles. They operate in

an unusual work environment, where some

parts of the village are occupied while other

areas are under construction.

Stephanie says, “I work closely with the

construction project manager as there is

still a lot of construction at our village

but it is also our residents’ home. It’s a

juggling act but it can be balanced with

good communication.”

Stephanie says that at Summerset

everybody takes responsibility.

“At other organisations,

people are happy to leave

health and safety to the

committees, but our villages

know that everyone must

actively participate – we are

all responsible.”

Health and

safety heroes

at work

HEALTH AND SAFETY HEROES AT WORK
57

Stephanie identified the placement of hot

water urns in the care centre as a risk

for staff and residents. Staff were holding

up large tea pots that could spill and result

in serious burns. This led to a full review by

the national health and safety team into

the design, placement and controls on hot

water urns to reduce the risks.

Steve says he recognises health and safety

takes a lot of understanding.

“We’re all learning on a

daily basis. There is more

communication than there

has ever been, and that’s

a really good thing for this

organisation.”

Steve says, “My advice is always to look

out for the small things. Big hazards

will announce themselves but picking

up the near misses will always result

in fewer injuries.”

ANNUAL REPORT 2018
58

OUR COMMUNITY
59

Our Community

Summerset supports the wider community by sponsoring individuals,

organisations, local clubs and groups with a direct relationship with

our villages.

At a national level, Summerset

announced two significant

partnerships in 2018: Dementia

New Zealand and Bowls

New Zealand.

Summerset teams up with

Bowls New Zealand

Bowls is extremely popular

with our residents, each village

has its own bowling green and

residents hold several bowling

sessions a week, so it was only

natural for Summerset to partner

with Bowls New Zealand.

Through this collaboration we

help bring players together to

enjoy a popular sport with over

500 clubs and 35,000 registered

players in New Zealand. We are

also working with Bowls New

Zealand to achieve their vision

of New Zealand being the best

bowling country in the world.

This year we have supported

Bowls New Zealand in the

following ways:

• Promoting Bowls3Five,

a faster, modernised

version of the traditional

bowls game, screened on

SKY during October to

November 2018

• Sponsoring the Bowls

New Zealand annual

awards dinner

• Sponsoring the purchase

of tablets for each bowls

club throughout

New Zealand to capture

membership details

and visitor data

• Sponsoring the New

Zealand national bowls

tournament

Giving back to our

communities

Summerset is proud to support

a number of other organisations

across the country, including:

• Wellington Free Ambulance

• Orokonui Ecosanctuary

• The Sir Paul Callaghan

Eureka! Awards

• Age Concern New Zealand

• Alzheimers New Zealand

• New Zealand Indoor Bowls

Recognising our people’s

fundraising

Our staff often take the initiative

to do their own fundraising and

we recognised their efforts in

2018 by topping up individual

fundraising efforts with an extra

donation from Summerset.

We’ve been delighted to see

many staff take up this offer,

which is part of our staff

benefits package.

In 2018, we made donations to:

• Alzheimers Manawatu

• Cancer Research Trust

New Zealand

• CanTeen

• Cerebral Palsy Society

• Daffodil Day

• The Movember Foundation

• Nelson Tasman Hospice

• Pink Ribbon Breakfasts

• Relay for Life

• Ronald McDonald House

in Auckland, Christchurch

and Wellington

• St John New Zealand

• Wellington Free Ambulance

ANNUAL REPORT 2018
60

Dementia is a significant and

growing health challenge

in our communities and villages,

with more than 170,000

New Zealanders forecast to have

dementia by 2050.

Our aim is to raise awareness of dementia,

de-stigmatise the disease and become the

leading provider of care for people living with

dementia in New Zealand.

To achieve this aim, we launched our dementia

strategy in mid-2018, which included:

• Signing a three-year partnership with

Dementia New Zealand, a leading provider of

community dementia services

• Partnering with Dementia New Zealand and

the New Zealand Dementia Cooperative to

commission research into New Zealanders’

awareness and perceptions of dementia

• Launching the Dementia Friendly Recognition

Programme across Summerset with the aim

of accreditation by 2020. We celebrated

our first village to achieve accreditation in

November at Summerset by the Ranges

in Levin. Corporate staff are also involved,

having started basic dementia awareness

training in October

• Sponsoring and presenting at Dementia

Knowledge Exchanges for health

professionals, community service providers

and other aged-care providers

• Signing Dementia New Zealand up as a key

presenter in our Summerset Connect speaker

series across our villages

Dementia care

More than 60% of the New Zealand adult population have a

personal experience with the disease, yet nearly half the population

cannot name an organisation that supports people with dementia.

Estimated number of people in New Zealand

with dementia from 2016 to 2050

0

201620302050

125,000

175,000

100,000

150,000

75,000

50,000

25,000

Estimated number of people with dementia

DEMENTIA CARE
61

• More than 60% of New Zealanders

have a current personal experience

with dementia

• Dementia is second only to cancer

as the disease Kiwis most fear being

diagnosed with

• Fewer than 20% feel they know a lot or

great deal about dementia

• 50% of respondents say they would like

to learn more about how to better look

after people with dementia and those

caring for them

• Most Kiwis say they would be fearful of

letting their employers know that they

had been diagnosed with the disease.

This is particularly significant in the

context of our aging population and

later retirement age.

Commissioning research into dementia

Summerset is committed to increasing awareness

and reducing the stigma of dementia in

New Zealand. We partnered with Dementia

New Zealand and The New Zealand Dementia

Cooperative to commission Nielsen to survey

1,000 New Zealanders about their awareness and

perceptions of dementia.

The research shows that little is understood about

dementia yet it is deeply feared. More than half

the population have a personal experience with

the degenerative brain disease.

ANNUAL REPORT 2018
62

Despite being diagnosed with dementia

almost 15 years ago, Hamilton resident

Neil Timmo still lives an independent and

active life: he likes to go to the gym,

potter in the garden and build impressive

remote-control boats from scratch.

However, while Neil says it’s possible

to keep his mind active, it doesn’t come

without its challenges. “I have basic

routines I do, and I put everything in

certain places. I struggle to get up in the

morning because I don’t know who I

am for a moment. But I don’t worry about

it now – I make my porridge, and head

to the gym. The gym is my saviour,” says

Neil, adding that he goes every

day because working out strengthens

his concentration.

“Life doesn’t stop because

you have dementia. I accept

the fact that I have it, and

that there are limitations,

but then I get on and do

what I enjoy.”

Neil started building boats as a result

of his diagnosis, and says he has become

more hands on. “I wanted something

to do. I’d never built anything in my life

– I worked in the native timber industry

but if it couldn’t be done with an axe

or chainsaw, I couldn’t do it,” he says,

laughing.

Building

a life with

dementia

BUILDING A LIFE WITH DEMENTIA
63


His son helps him to select model boats to

build, then Neil purchases the materials and

sets to work moulding, shaping, and gluing

the structure, before wiring the electronics.

“I like making things with my

hands. It stimulates me.”

He colours the boats using paint and

an airbrush, and says every boat is different

– and is a replica of a boat still in use today.

Neil is also heavily involved with Dementia

Waikato, and attends regular workshops

and meetings – which his family drives him

to. “Family is a big thing with dementia.

I’m really lucky with mine; they look after

me.” Neil has also helped to start a monthly

club at Summerset down the Lane with

Dementia Waikato and other residents living

with dementia or supporting someone

with the disease. “Accepting dementia is a

big thing. But once I was diagnosed and got

my head around it, I was fine. It’s like having

a broken leg, only it doesn’t mend – but you

learn to do other things. I feel like I’d never

done anything before I got dementia,” says

Neil, adding that his days are now filled with

various activities and projects.

ANNUAL REPORT 2018
64

Reducing our

Impact

We took the first step on our sustainability

journey by joining CEMARS®, (Certified Emissions

Measurement and Reduction Scheme) in early

2018. We were the first retirement village operator

to be CEMARS certified through a verification

audit by Enviro-Mark Solutions in December 2018.

Our carbon emissions are measured under

three scopes:

Environmental responsibility is now fundamental to the success of

any modern business. At Summerset we want to actively manage our

environmental impact and leave a positive legacy for our descendants.

Electricity is widely used throughout our villages

for heating, cooling and lighting. We have included

resident data in our measurements for both

electricity and waste. Including them is important

to us as we are all part of the community and can

all contribute to positive change.

In November 2018, independent auditor

Enviro-Mark Solutions completed the CEMARS

verification audit of our 2017 base year and

we confirmed our targets. As part of the audit

we submitted our reduction plan for the next

five years and this was approved by Enviro-Mark

Solutions.

Our 2018 emissions data has been collected and

was audited by Enviro-Mark Solutions in January

2019. This data was certified in February 2019.

Our construction activities have been excluded

from our measured 2017 base year and 2018

emissions. In 2019 we will begin to measure the

carbon emissions of our construction business

unit and make an action plan to reduce our

emissions in this area.

As Summerset continues to grow and the number

of villages in operation increases, it means we

will continue to increase our absolute carbon

emissions. To measure the effect of our initiatives,

we will measure our reductions on an intensity

basis i.e. carbon emissions per dollar of total

revenue. This is an acceptable reduction basis

under the CEMARS programme.

• Scope 1: Direct emissions from

sources that are owned or controlled

by the organisation, for example,

air conditioning systems and petrol

and diesel to fuel our motor vehicles

and lawnmowers

• Scope 2: Indirect emissions are

those that occur as a consequence

of the activities of the organisation

but are from sources owned or

controlled by another company, for

example, emissions generated from

purchased electricity

• Scope 3: Mandatory emissions

from other indirect emissions due to

the activities of the organisation,

for example, air travel, taxis and waste

to landfill

• Scope 3 additional: Additional

emissions from other indirect emissions

such as paper use and residents

electricity

REDUCING OUR IMPACT
65

Emissions by intensity (tCO2e/$m of

total revenue)

-

50.00

60.00

40.00

30.00

20.00

10.00

2018 2017

Scope 1

Scope 2

Scope 3


Mandatory

Scope 3


Additional

Total gross

emissions

From the graph, already in 2018 we have seen

a decrease in our emissions by intensity. As we

introduce initiatives in 2019 we hope to drive

down our emissions by intensity further.

An internal Summerset ‘Green Team’ has been

formed to lead this work and they will be

announcing new initiatives in 2019, as well as

a wider sustainability framework.

Reducing our carbon

emissions is an important step

toward being socially and

environmentally responsible.

As we learn more, we will be able to take action

in a number of areas over the coming years.

We will introduce initiatives to reduce the carbon

emissions created by electricity, waste, travel,

paper and fertiliser over the next five years.

Energy – reducing our electricity and gas usage

Waste – minimising our waste to landfill

Travel – being more efficient in the way we travel

Paper – reducing our paper consumption

through paperless systems

Fertilisers – selecting fertilisers with less

greenhouse gases for our village gardens

ANNUAL REPORT 2018
66

Board of

Directors

Rob Campbell

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

Chair, Independent

Rob is the Chair of the Board. He

has over 30 years’ experience as a

director and an investor.

He is currently the Chair of

SKYCITY Entertainment Group,

WEL Group Limited, Tourism

Holdings Limited and a director of

Precinct Properties NZ Limited.

Rob is also an investor and director

of a number of substantial private

companies and is a director of, or

an advisor to, a number of private

investment funds.

Rob has been Chair of Summerset

since 2011, when he was appointed

to Summerset to lead its listing on

the NZX.

Dr Marie Bismark

( MBChB, LLB, MBHL, MPH,

MD, FAICD, FAFPHM)

Independent

Marie is the Chair of Summerset’s

Clinical Governance Committee.

She holds degrees in law,

medicine, bioethics and public

health, and has completed a

Harkness Fellowship in Healthcare

Policy at Harvard University.

Marie works as a psychiatry

registrar with Melbourne Health,

and as an Associate Professor at

Melbourne University.

Her research focuses on patients’

rights, quality of care, and medical

regulation. Marie is an experienced

company director, serving on

the board of GMHBA Health

Insurance and on the Veterans’

Health Advisory Panel.

Marie has been a director of

Summerset since 2013.

James Ogden

( BCA (Hons), FCA, CFinstD,

INFINZ (Cert))

Independent

James is the Chair of Summerset’s

Audit Committee. He is a director

of Vista Group International

Limited and Foundation Life

(NZ). James is the Chair of

the Investment Committee of

Pencarrow Private Equity and MMC

Limited.

James has had a career as an

investment banker, including six

years as Country Manager for

Macquarie Bank and five years as

a director of Credit Suisse First

Boston. He also worked in the

New Zealand dairy industry for

eight years in chief executive and

finance roles.

He holds a Bachelor of Commerce

and Administration with First Class

Honours and is a Chartered Fellow

of the Institute of Directors and a

Fellow of Chartered Accountants

Australia and New Zealand

(CAANZ).

James has been a director of

Summerset since 2011 when he

was appointed to Summerset prior

to its listing on the NZX.

BOARD OF DIRECTORS
67

Anne Urlwin

( BCom, FCA, CFInstD,

MAICD, ACIS, FNZIM)

Independent

Anne is the Chair of Summerset’s

Development and Construction

Committee. She is a professional

director with experience in

a diverse range of sectors

including construction, health,

infrastructure, financial services

and telecommunications.

She is the Deputy Chair of

Southern Response Earthquake

Services Limited, and a director

of Chorus Limited and Steel and

Tube Holdings Limited. Her other

directorships include City Rail

Link Limited, Cigna subsidiary

OnePath Life (NZ) Limited and

Tilt Renewables Limited.

Anne is a former Chair of national

commercial construction group

Naylor Love Enterprises Limited

and of the New Zealand Blood

Service.

Anne is a Chartered Accountant

with experience in senior finance

management roles in addition to

her governance roles.

Anne has been a director of

Summerset since 2014.

Dr Andrew Wong

(BHB, MbChB, MPH, FNZCPHM)

Independent

Andrew is registered with the

New Zealand Medical Council as a

Public Health Medicine specialist.

He is the Managing Director

of Mercy Ascot Hospitals and

HealthCare Holdings, having held

these positions since 2009.

He is also a director of a number

of medical organisations. These

cover a diverse range of areas

such as surgical hospitals, day

surgeries, diagnostic radiology

and cancer care.

Andrew has been a director of

Summerset since 2017.

Gráinne Troute

(GradDipBusStuds, CMInstD)

Independent

Gráinne is the Chair of Summerset’s

Nomination and Remuneration

Committee. She is a Chartered

Member of the Institute of Directors

and is also a director of Tourism

Holdings Limited, Evolve Education

Group Limited and Investore

Property Limited.

Gráinne is a professional director

with many years’ experience in

senior executive roles. She was

General Manager, Corporate

Services at SKYCITY Entertainment

Group and Managing Director

of McDonald’s Restaurants (NZ)

Limited. She also held senior

management roles with Coopers

and Lybrand (now PwC) and HR

Consultancy Right Management.

Gráinne has vast expertise in

operating customer-focused

businesses in highly competitive

sectors. She has also spent many

years as a trustee and Chair in

the not-for-profit sector, including

having been the Chair of Ronald

McDonald House Charities New

Zealand for five years.

Gráinne has been a director of

Summerset since 2016.

ANNUAL REPORT 2018
68

Julian Cook

(MAF, MSc, BSc, BA)

Chief Executive

Officer


Julian has overall

responsibility for

Summerset and is

focused on developing

and operating vibrant

villages, and ensuring

that respect for our

customers is always at

the core of everything

we do.

Prior to becoming Chief

Executive Officer in 2014,

Julian was Summerset’s

Chief Financial Officer

after joining Summerset

in 2010. He oversaw

Summerset’s transition

to become a publicly

listed company on the

New Zealand Stock

Exchange and the

Australian Securities

Exchange.

Julian is a member of the

Executive Committee

for the New Zealand

Retirement Villages

Association.

Scott Scoullar

( CA ANZ, FCPA, BCA)

Deputy Chief

Executive Officer

and Chief Financial

Officer

Scott has overall

responsibility for the

financial management

of the company. He

also leads the corporate

services functions at

Summerset.

Before joining

Summerset in 2014,

Scott held CFO roles at

Housing New Zealand

and Inland Revenue, as

well as various roles at

National Bank.

A Chartered Accountant,

Scott was the recipient

of NZICA’s Public Sector

CFO of the Year award

for 2011, and received a

Special Commendation

at the 2012 New Zealand

CFO Summit Awards.

Scott is also a Fellow of

CPA Australia and a CPA

New Zealand Council

Board Member.

Dave Clegg

(MBA)

General Manager

Human Resources


Dave is responsible for

leading Summerset’s

Human Resources

and Health and Safety

teams to build and

grow Summerset’s

people capability and

engagement.

Before joining

Summerset in 2018,

Dave was the General

Manager of People and

Culture at Steel & Tube.

Dave has over 25 years’

experience in human

resources leadership

roles in New Zealand and

overseas.

Dave holds an MBA

from Southern Cross

University in Australia.

Fay French

(RNZcmpN)

General Manager

Sales


Fay leads our national

sales team and can be

found at Summerset’s

Wellington office or at

one of our many New

Zealand villages.

Fay has a breadth of

experience across sales,

hospitality and the health

sector. Prior to joining

Summerset in 2015, she

held a sales leadership

role at a leading New

Zealand e-commerce

platform where she was

responsible for leading

a team of business

development managers.

A registered nurse, Fay

has worked in various

nursing roles and

medical sales for Roche

Pharmaceuticals.

Executive

Leadership Team

EXECUTIVE LEADERSHIP TEAM
69

Paul Morris

(Dip. BS)

General Manager

Development

Australia


Paul leads Summerset’s

investigation of

development

opportunities in the

Australian market.

Paul has been with

Summerset since early

2000. He commenced

in the GM Development

Australia role in 2018

having previously been

GM Development New

Zealand since 2003.

Aaron Smail

(BE (Civil), BBS)

General Manager

Development


Aaron leads Summerset’s

development team in

New Zealand, which

covers identifying and

purchasing new sites,

project feasibilities,

consents, design

concepts, master

planning and design

standards for villages.

Previous roles in his 25+

years of property and

development experience

include senior positions

at Todd Property Group

and Kiwi Property.

Aaron has been with

Summerset since 2015.

D e a n Ta ll e ntire

(BSc (Hons), HND, RICS)

General Manager

Construction


Dean leads our design

management, building

consents, procurement,

cost management,

construction

management and

administration

support teams in the

construction team.

Dean has extensive

construction and

development experience

and has led teams in

public and private

sectors within developer

and main contractor

environments.

Eleanor Young

(BSc (Hons))

General Manager

Operations and

Customer Experience


Eleanor oversees the

operational performance

across all Summerset

villages. Her focus on

service experience

and delivery ensures

Summerset’s residents

receive the highest quality

facilities and care.

Before joining Summerset

in 2016, Eleanor held senior

roles at Inland Revenue.

This included four years

as the Group Manager

of Customer Services,

managing over 2,000

staff across New Zealand

to deliver services to

customers.

Eleanor has a background

in human resources within

both the public and private

sector, having worked

in managerial roles for

the Ministry of Social

Development, Mighty

River Power and Air New

Zealand.

ANNUAL REPORT 2018
70

Financial Highlights

Results Highlights - Financial

FY18

FY17

Restated

1

% Change

Net profit before tax (NZ IFRS) ($000)216,173240,228-10.0%

Net profit after tax (NZ IFRS) ($000)214,503239,938-10.6%

Underlying profit ($000)98,61181,66320.8%

Total assets ($000)2,766,3672,232,83023.9%

Net tangible assets (cents per share)438.44355.0723.5%

Net operating cash flow ($000)217,803207,7164.9%

1 Fair value movement of investment property and the investment property balance have been restated for 2017. Refer to note 1 of the financial statements for further details.

Results Highlights - Operational

FY18FY17% Change

New sales of occupation rights339382-11.3%

Resales of occupation rights3013000.3%

New retirement units delivered4544500.9%

Realised development margin ($000)63,68350,97024.9%

Gross proceeds (new sales) ($000)191,963186,4283.0%

Realised gains on resales ($000)28,68524,93615.0%

Non-GAAP Underlying Profit

$000FY18

FY17

Restated

1

% Change

Profit for the period

2

214,503239,938-10.6%

Less: fair value movement of investment property

2

(209,930)(234,456)-10.5%

Less: reversal of impairment on land

2

-(15)-100.0%

Add: realised gain on resales28,68524,93615.0%

Add: realised development margin63,68350,97024.9%

Add: deferred tax expense

2

1,670290476.1%

Underlying profit98,61181,66320.8%

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 of the financial statements for further details.

2 Figure has been extracted from the financial statements

Underlying profit is a non-GAAP measure and differs from NZ IFRS profit for the period. Underlying profit does not have a standardised

meaning prescribed by GAAP and therefore may not be comparable to similar financial information presented by other entities.

The Directors have provided an underlying profit measure in addition to IFRS profit to assist readers in determining the realised and

unrealised components of fair value movement of investment property and tax expense in the Group’s income statement. The

measure is used internally in conjunction with other measures to monitor performance and make investment decisions and has

been audited by Ernst & Young. Underlying profit is a measure which the Group uses consistently across reporting periods.

Underlying profit is used to determine the dividend pay-out to shareholders.

FINANCIAL STATEMENTS
71

Financial

Statements

ANNUAL REPORT 2018
72

Income Statement

For the year ended 31 December 2018

NOTE

2018

$000

2017

Restated

$000

1

Care fees and village services491,15474,505

Deferred management fees445,63735,804

Interest received4226184

Total revenue137,017110,493

Reversal of impairment on land9-15

Fair value movement of investment property11209,930234,456

Total income346,947344,964

Operating expenses5(112,442)(88,587)

Depreciation and amortisation expense9, 10(6,685)(4,628)

Total expenses

(119,127)

(93,215)

Operating profit before financing costs227,820251,749

Net finance costs6(11,647)(11,521)

Profit before income tax216,173240,228

Income tax expense7(1,670)(290)

Profit for the period214,503239,938

Basic earnings per share (cents)1997.13109.78

Diluted earnings per share (cents)1995.42107.88

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

The accompanying notes form part of these financial statements.

FINANCIAL STATEMENTS
73

Statement of Comprehensive Income

For the year ended 31 December 2018

NOTE

2018

$000

2017

Restated

$000

1

Profit for the period214,503239,938

Fair value loss on interest rate swaps14(6,125)

(3,043)

Tax on items of other comprehensive income71,715

851

Gain on translation of foreign currency operations5-

Other comprehensive income which will be reclassified subsequently to

profit or loss for the period net of tax

(4,405)(2,192)

Revaluation of land and buildings

9-

18,934

Tax on items of other comprehensive income

7-

(5,036)

Other comprehensive income which will not be reclassified

subsequently to profit or loss for the period net of tax

-13,898

Total comprehensive income for the period

210,098251,644

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

The accompanying notes form part of these financial statements.

ANNUAL REPORT 2018
74

Statement of Changes in Equity

For the year ended 31 December 2018

SHARE

CAPITAL

$000

HEDGING

RESERVE

$000

REVALUATION

RESERVE

$000

RETAINED

EARNINGS

$000

FOREIGN

CURRENCY

TRANSLATION

RESERVE

$000

TOTAL

EQUITY

$000

As at 1 January 2017249,030(3,520)11,043289,062-545,615

Profit for the period

restated

1

---239,938-239,938

Other comprehensive

income for the period

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

Total comprehensive

income for the period

restated

-(2,192)13,898239,938-251,644

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

Shares issued7,564----7,564

Employee share plan

option cost

820----820

As at 31 December 2017

restated

1

257,414(5,712)24,941509,143-785,786

As at 1 January 2018

restated

1

257,414(5,712)24,941509,143-785,786

Profit for the period---214,503-214,503

Other comprehensive

income for the period

-(4,410)--5(4,405)

Total comprehensive

income for the period

-(4,410)-214,5035210,098

Dividends paid---(29,138)-(29,138)

Shares issued11,339----11,339

Employee share plan

option cost

714----714

As at 31 December 2018269,467(10,122)24,941694,5085978,799

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

The accompanying notes form part of these financial statements.

FINANCIAL STATEMENTS
75

Statement of Financial Position

As at 31 December 2018

NOTE

2018

$000

2017

Restated

$000

1

Assets

Cash and cash equivalents7,4827,566

Trade and other receivables829,83625,416

Interest rate swaps144,6261,193

Property, plant and equipment9132,746123,431

Intangible assets106,6285,562

Investment property112,585,0492,069,662

Total assets2,766,3672,232,830

Liabilities

Trade and other payables1287,23851,858

Employee benefits139,4526,733

Revenue received in advance471,08350,493

Interest rate swaps1414,0597,934

Residents’ loans151,136,792966,627

Interest-bearing loans and borrowings16452,760347,170

Deferred tax liability716,18416,229

Total liabilities1,787,5681,447,044

Net assets978,799785,786

Equity

Share capital18269,467257,414

Reserves1814,82419,229

Retained earnings694,508509,143

Total equity attributable to shareholders978,799785,786

1 Investment property has been restated for 2017. Refer to note 1 comparative information for further details.

The accompanying notes form part of these financial statements.

On behalf of the Board

Rob Campbell

Director and Chair of

the Board

James Ogden

Director and Chair of the

Audit Committee

Authorised for issue on 21 February 2019

ANNUAL REPORT 2018
76

Statement of Cash Flows

For the year ended 31 December 2018

2018

$000

2017

$000

Cash flows from operating activities

Receipts from residents for care fees and village services90,31372,424

Interest received226184

Payments to suppliers and employees(107,144)(80,565)

Receipts for residents’ loans - new occupation right agreements187,273181,574

Net receipts for residents' loans - resales of occupation right agreements47,13534,099

Net cash flow from operating activities217,803207,716

Cash flows to investing activities

Payments for investment property:

- land(54,699)(27,840)

- construction of new villages(203,781)(197,819)

- refurbishments in established villages(5,423)(3,937)

Payments for property, plant and equipment:

- construction of new care centres(9,960)(15,244)

- refurbishments in established care centres(1,017)(752)

- other(3,702)(1,643)

Payments for intangible assets(2,489)(4,457)

Capitalised interest paid(9,325)(5,802)

Net cash flow to investing activities(290,396)(257,494)

Cash flows from financing activities

Net repayments of bank borrowings(21,337)(26,136)

Proceeds from issue of retail bonds125,000100,000

Interest paid on bank loans and retail bonds(13,374)(12,881)

Net dividends paid(17,780)(12,293)

Net cash flow from financing activities72,50948,690

Net decrease in cash and cash equivalents(84)(1,088)

Cash and cash equivalents at beginning of period7,5668,654

Cash and cash equivalents at end of period7,4827,566

The accompanying notes form part of these financial statements.

FINANCIAL STATEMENTS
77

Reconciliation of Operating Results and Operating Cash Flows

For the year ended 31 December 2018

2018

$000

2017

Restated

$000

1

Profit for the period214,503239,938

Adjustments for:

Depreciation and amortisation expense6,6854,628

Reversal of impairment on land

-(15)

Loss on disposal of property, plant and equipment11382

Fair value movement of investment property(209,930)(234,456)

Net finance costs paid11,64711,521

Deferred tax expense1,670290

Deferred management fee amortisation(45,637)(35,804)

Employee share plan option cost714820

(234,738)(252,934)

Movements in working capital

Increase in trade and other receivables(2,390)(9,824)

Increase in employee benefits2,7081,731

Increase in trade and other payables2,007877

Increase in residents’ loans net of non-cash amortisation235,713227,928

238,038220,712

Net cash flow from operating activities217,803207,716

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

The accompanying notes form part of these financial statements.

ANNUAL REPORT 2018
78

Dunedin resident enjoys a coffee with friends in the village’s Divine café.

FINANCIAL STATEMENTS
79

Notes to the

Financial Statements

For the year ended 31 December 2

018

1. Summary of accounting policies

Reporting entity

The consolidated financial statements

presented for the year ended 31 December 2018 are for Summerset Group Holdings Limited

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

retirement villages in New Zealand, including independent living, care centres with rest home and hospital-level care and memory

care centres.

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

the purposes of the Financial Markets Conduct Act 2013. The reporting entity is listed on the New Zealand Stock Exchange (NZX),

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

Basis of preparation

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

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

NZ GAAP

in this instance refers to New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) as appropriate

for profit-oriented entities. These financial statements also comply with International Financial Reporting Standards.

These financial statements are expressed in New Zealand dollars, which is the Company’s and New Zealand subsidiaries' functional

currency. The functional currency of the Company's Australian subsidiaries is Australian dollars. All financial information has been

rounded to the nearest thousand, unless otherwise stated.

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

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

as applicable.

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

noted below.

•Interest rate swaps – Note 14

•Investment property – Note 11

•Land and buildings – Note 9

•Retail bonds – Note 16

Basis of consolidation

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

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

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

are eliminated in full.

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

ANNUAL REPORT 2018
80

Notes to the Financial Statements (continued)

The New Zealand subsidiaries are:

Summerset Care Limited

Summerset Holdings Limited

Summerset LTI Trustee Limited

Summerset Management Group Limited

Summerset Properties Limited

Summerset Retention Trustee Limited

Summerset Villages (Aotea) Limited

Summerset Villages (Avonhead) Limited

Summerset Villages (Bell Block) Limited

Summerset Villages (Casebrook) Limited

Summerset Villages (Dunedin) Limited

Summerset Villages (Ellerslie) Limited

Summerset Villages (Hamilton) Limited

Summerset Villages (Hastings) Limited

Summerset Villages (Havelock North) Limited

Summerset Villages (Hobsonville) Limited

Summerset Villages (Karaka) Limited

Summerset Villages (Katikati) Limited

Summerset Villages (Kenepuru) Limited

Summerset Villages (Levin) Limited

Summerset Villages (Lower Hutt) Limited

Summerset Villages (Manukau) Limited

Summerset Villages (Napier) Limited

Summerset Villages (Nelson) Limited

Summerset Villages (New Plymouth) Limited

Summerset Villages (Number 3

3) Limited

Summerset Villages (Palmerston North) Limited

Summerset Villages (Papamoa) Limited

Summerset Villages (Paraparaumu) Limited

Summerset Villages (Parnell) Limited

Summerset Villages (Richmond) Limited

Summerset Villages (Rototuna) Limited

Summerset Villages (St Johns) Limited

Summerset Villages (Taupo) Limited

Summerset Villages (Te Awa) Limited

Summerset Villages (Trentham) Limited

Summerset Villages (Wanganui) Limited

Summerset Villages (Warkworth) Limited

Summerset Villages (Wigram) Limited

Welhom Developments Limited

The Australian subsidiaries are:

Summerset Care (Australia) Pty Ltd

Summerset Holdings (Australia) Pty Limited

Summerset Management Group (Australia) Pty Limited

Welhom Developments (Australia) Pty Ltd

Accounting policies

Accounting

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

are provided throughout the accompanying notes.

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

except as outlined below with the adoption of NZ IFRS 15 - Revenue from contracts with customers.

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

Standards and Interpretations had a disclosure impact only on these financial statements.

NZ IFRS 15 -

Revenue from contracts with customers was effective for the Group from 1 January 2018. There was no material impact

for the Group in relation to accounting or disclosures due to the nature of the Group's transactions. Care fees and village services

are consumed within the same period as they are invoiced and deferred management fee revenue is not impacted as it is covered

currently by NZ IAS 17 - Leases and from 1 January 2019 by NZ IFRS 16 - Leases.

The Group early adopted NZ IFRS 9 –

Financial Instruments from 1 July 2017. There was no material impact on transition.

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

adopted by the Group for the annual report period ending 31 December 2018 are outlined below:

NZ IFRS 16 – Leases

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

payments and a ‘right-of-use asset’ for virtually all lease contracts. The Group has completed its evaluation of the impact of adopting

this standard and it is not expected to be significant.

Operating leases will be recognised on the balance sheet as a right-of-use asset and a corresponding lease liability, based on the

discounted value of the operating lease commitments of approximately $12.2 million as at 31 December 2018 as disclosed in note

23. The recognition exemption under NZ IFRS 16 -

Leases for short term or low value assets of less than $5,000 USD or leases

terminating within one year will be applied, and these expenses will continue to be recognised on a straight-line basis in the income

statement .

Rental and operating lease expenses previously recognised on a straight-line basis within other expenses will be recognised as

amortisation for right-of-use assets and finance costs for lease liabilities in the income statement. The impact on the income

statement for the year ended 31 December 2019 is expected to be an approximately $0.2 million increase in expenses.

Operating lease payments previously classified as cash flows from operating activities will be reclassified as cash flows from financing

activities for principal repayments of the lease liability. There will be no impact on actual cash payments.

FINANCIAL STATEMENTS
81

Occupation right agreements confer the right to occupancy of a retirement unit and are considered leases under both NZ IAS 17 -

Leases and NZ IFRS 16 - Leases. There is no change to the recognition or measurement of occupation right agreements and the

associated deferred management fee revenue. Deferred management fee revenue will continue to be recognised on a straight-line

basis in the income statement over the period of service, being the greater of the expected period of tenure or the contractual right

to revenue. Refer to Note 4 for further detail on deferred management fee revenue.

The Group will apply NZ IFRS 16 - Leases from its effective date of 1 January 2019 using the modified retrospective approach. The

modified retrospective approach under NZ IFRS 16 - Leases means that on transition the Group is not required to restate comparative

information, instead opening equity is adjusted.

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

have a significant impact on the Group.

Critical accounting estimates and judgements

In preparing the financial statements,

management has made estimates and assumptions about the future that affect the reported

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

the period. Actual results may differ from those estimates.

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

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

financial statements are described in the following notes:

•Deferred management fees – Note 4

•Deferred taxation – Note 7

•Interest rate swaps – Note 14

•Revenue in advance – Note 4

•Valuation of investment property – Note 11

•Valuation of land and buildings – Note 9

•Valuation of retail bonds – Note 16

Comparative information

Comparative information has been updated to reflect the reclassification of work in progress for care centres under development

from investment property to property, plant and equipment.

2017

Reported

$000

Reclass

$000

2017

Reclassified

$000

Statement of Financial Position

Property, plant and equipment118,5064,925123,431

Investment property2,058,085(4,925)2,053,160

Statement of Cash Flows

Construction of new investment property(202,744)4,925(197,819)

Construction of new care centres(10,319)(4,925)(15,244)

ANNUAL REPORT 2018
82

Notes to the Financial Statements (continued)

The Group has also amended the comparative value of investment property. The fair value of investment property is determined

by

an

independent registered valuer by undertaking a cash flow analysis to derive a net present value. The fair value of investment

property has been amended to adjust for assets and liabilities recognised in the statement of financial position which are also

reflected in the cash flow analysis, as required by NZIAS 40 – Investment Property. This amendment moves the adjustment to assets

and liabilities from being based on the contractual right to deferred management fees to being based on the expected period of

tenure the deferred management fees are earned over. This amendment has been made by adjusting the investment property

balance for revenue received in advance recognised on the balance sheet. Investment property work in progress has also been

amended to adjust for timing differences associated with the recognition of infrastructure costs.

As a result of these amendments there was a requirement to restate the comparative period. There was no impact on underlying

profit as a result of this restatement. No adjustment has been made to periods prior to the comparative period on the basis of

materiality.

2017

Reported

$000

Amendment

$000

2017

Restated

$000

Income Statement

Fair value movement of investment property217,95416,502234,456

Profit for the period223,43616,502239,938

Statement of Financial Position

Investment property2,053,16016,5022,069,662

Retained earnings492,64116,502509,143

No other comparative information has been restated in the current year.

2. Non-GAAP underlying profit

Ref

2018

$000

2017

Restated

$000

1

Profit for the period214,503239,938

Less fair value movement of investment propertya)(209,930)(234,456)

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

Add realised gain on resalesc)28,68524,936

Add realised development margind)63,68350,970

Add/(less) deferred tax expense/(credit)e)1,670290

Underlying profit98,61181,663

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

Underlying profit is a non-GAAP measure and differs from NZ IFRS profit for the period. Underlying profit does not have a standardised

meaning prescribed by GAAP and therefore may not be comparable to similar financial information presented by other entities.

The Directors have provided an underlying profit measure in addition to IFRS profit to assist readers in determining the realised and

unrealised components of fair value movement of investment property and tax expense in the Group’s income statement. The

measure is used internally in conjunction with other measures to monitor performance and make investment decisions. Underlying

profit is a measure which the Group uses consistently across reporting periods. Underlying profit is used to determine the dividend

pay-out to shareholders.

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

Basis of preparation: underlying profit

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

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

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

FINANCIAL STATEMENTS
83

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

of the fair value movement of investment property.

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

recorded in NZ IFRS profit for the period. Care centres are valued at least every three years (last valued as at 31 December

20

17), with fair value gains flowing through to the revaluation reserve unless the gain offsets a previous impairment to fair

value that was recorded in NZ IFRS profit for the period. Where there is any impairment of a care centre, or reversal of a

previous impairment that impacts NZ IFRS profit for the period, this is eliminated for the purposes of determining underlying

profit.

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

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

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

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

vacated residents for the repayment of the price of their refundable occupation right purchased in an earlier period. Realised

resale gains exclude deferred management fees and refurbishment costs.

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

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

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

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

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

share of the following costs:

•infrastructure costs

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

•interest during the build period

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

All costs above include non-recoverable GST.

Development margin excludes the costs of developing common areas within the retirement village (including a share of

the proportionate costs listed above). This is because these areas are assets that support the sale of occupation rights for not

just the new sale, but for all subsequent resales. It also excludes the costs of developing care centres, which are treated as

property, plant and equipment for accounting purposes.

Where costs are apportioned across more than one asset, the apportionment methodology is determined by considering

the nature of the cost.

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

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

are included in NZ IFRS profit for the period.

3. Segment reporting

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

across all of the Group’s villages are similar, as are the type of customer and the regulatory environment. The chief operating decision

makers, the Chief Executive Officer and the Board of Directors, review the operating results of the Group as a whole on a regular

basis. On this basis, the Group has one reportable segment, and the Group results are the same as the results of the reportable

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

The

Group

continues to consider expansion into Australia. To date, the expenditure incurred has been immaterial to the Group and

relates primarily to consultancy and employment costs associated with considering the expansion.

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

subsidised aged care residents. Fees earned from the Ministry of Health for the year ended 31 December 2018 amounted to

$28.8 million (2017: $25.0 million). No other customers individually contribute a significant proportion of the Group revenue. All

revenue is earned in New Zealand.

ANNUAL REPORT 2018
84

Notes to the Financial Statements (continued)

4. Revenue

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

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

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

The expected periods of tenure, being based on historical Group averages, are estimated to be seven to eight years for villas, five

years for apartments and three years for serviced apartments and memory care apartments. Where the deferred management fees

over the contractual period exceeds the amortisation of the deferred management fee based on estimated tenure, the amount is

recorded as a liability (revenue in advance). At balance date, the majority of the revenue in advance balance is non-current. Deferred

management fees are recognised on a gross basis in the receipts for residents’ loans section of the statement of cash flows.

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

5. Operating expenses

2018

$000

2017

$000

Employee expenses65,38750,487

Property-related expenses10,9679,151

Repairs and maintenance expenses4,4884,713

Other operating expenses31,60024,236

Total operating expenses112,44288,587

Other operating expenses include:

2018

$000

2017

$000

Remuneration paid to auditors:

- Audit and review of financial statements193185

- Audit of underlying profit disclosures-4

- Market analysis advisory services provided to the Group-291

Donations5025

Rent1,3111,029

Employee expenses include post-employment benefits (KiwiSaver/Superannuation) of $1.7 million (2

017: $1.4 million) .

FINANCIAL STATEMENTS
85

6. Net finance costs

2018

$000

2017

$000

Interest on bank loans, retail bonds and related fees17,91814,626

Interest on interest rate swaps2,6883,273

Capitalised finance costs(8,953)(6,390)

Fair value movement of interest rate swaps designated as fair value through

profit or loss

(3,434)(1,193)

Fair value movement of retail bonds designated as fair value through profit

or loss

3,3761,171

Other5234

Net finance costs11,64711,521

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

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

attributable

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

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

until the assets are substantially ready for their intended use.

Borrowing costs of $9.0 million (2017: $6.4 million) have been capitalised during the period of construction in the current year.

The weighted average capitalisation rate on funds borrowed representing the borrowing costs of the loans used to finance projects

is 4.17% per annum (2017: 4.10% per annum).

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

7. Income tax

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

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

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

the statement of comprehensive income.

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

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

probable it will be utilised. Temporary differences for the initial recognition of assets or liabilities that affect neither accounting nor

taxable profit, unless they arise from business combination, are not provided for.

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

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

(a) Income tax recognised in the income statement

2018

$000

2017

$000

Tax expense comprises:

Current tax expense--

Deferred tax relating to the origination and reversal of temporary differences1,670290

Total tax expense reported in income statement1,670290

ANNUAL REPORT 2018
86

Notes to the Financial Statements (continued)

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

financial statements as follows:

20182017 Restated

1

$000%$000%

Profit before income tax216,173240,228

Income tax using the corporate tax rate60,52828.0%67,26428.0%

Capitalised interest(2,007)(0.9%)(1,789)(0.7%)

Other non-deductible expenses2710.1%2240.1%

Non-assessable investment property revaluations(58,780)(27.2%)(65,649)(27.3%)

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

Other1,4310.7%-0.0%

Prior period adjustments2270.1%2440.1%

Total income tax expense/(credit)1,6700.8%2900.1%

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

Total Group tax losses available in New Zealand amounted to $109.6 million (2017: $5.4 million). There are no unrecognised tax losses

in New Zealand (2017: nil).

Australian tax losses have not been recognised in the Group in the current year .

(b) Amounts charged or credited to other comprehensive income

2018

$000

2017

$000

Tax expense comprises:

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

Fair value movement of interest rate swaps(1,715)(851)

Total tax (credit)/expense reported in statement of comprehensive

income

(1,715)4,185

(c) Imputation credit account

There were no imputation credits received or paid during the year and the balance at 31 December 2018 is nil (2017: nil).

(d) Deferred tax

Movement in the deferred tax balance comprises:

BALANCE

1 JAN 2018

$000

RECOGNISED

IN INCOME

$000

RECOGNISED

IN OCI*

$000

BALANCE

31 DEC 2

018

$000

Property, plant and equipment15,6411,421-17,062

Investment property19,3634,748-24,111

Revenue in advance(14,138)25,788-11,650

Interest rate swaps(2,222)-(1,715)(3,937)

Income tax losses not yet utilised(1,525)(30,277)-(31,802)

Other items(890)(10)-(900)

Net deferred tax liability16,2291,670(1,715)16,184

FINANCIAL STATEMENTS
87

BALANCE

1 JAN 2

017

$000

RECOGNISED

IN INCOME

$000

RECOGNISED

IN OCI*

$000

BALANCE

3

1 DEC 2

017

$000

Property, plant and equipment10,1055005,03615,641

Investment property16,0963,267-19,363

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

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

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

Other items(1,231)341-(890)

Net deferred tax liability11,7572904,18516,229

* Other comprehensive income

8. Trade and other receivables

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

basis

and

are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate, less an

allowance for impairment. The allowance for doubtful debts is made up of expected credit losses based on assessment of trade

receivables debt at the individual level for impairment, plus an additional allowance on the remaining balance for potential credit

losses not yet identified. The expected credit losses allowance requirement on the remaining balance has been set at 2%. There has

been no material change in the allowance for doubtful debts from prior year.

2018

$000

2017

$000

Trade receivables

2,6322,059

Allowance for doubtful debts

(117)(59)

Net trade receivables

2,5152,000

Prepayments

4,9542,028

Accrued income

1,011777

Sundry debtors

21,35620,611

Total trade and other receivables29,83625,416

ANNUAL REPORT 2018
88

Notes to the Financial Statements (continued)

9. Property, plant and equipment

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

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

of the asset. The cost of self-constructed care centres includes directly attributable construction costs and other costs necessary

to bring the care centres to working condition for their intended use. These other costs include professional fees and consents,

interest during the build period and head office costs directly related to the construction of the care centres. Where costs are

apportioned across more than one asset, the apportionment methodology is determined by considering the nature of the cost.

Subsequent to initial recognition, completed care centres are carried at a revalued amount, which is the fair value at the date of

the revaluation less any subsequent accumulated depreciation on care centres and accumulated impairment losses, if any, since

the assets were last revalued. Other corporate assets are subsequently measured at cost less accumulated depreciation and

impairment losses, if any. Where an item of plant and equipment is disposed of, the gain or loss recognised in the income statement

is calculated as the difference between the net sales price and the carrying amount of the asset.

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

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

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

previously recognised in the income statement. Any revaluation deficit is recognised in the income statement unless it directly

offsets a previous surplus in the same asset in other comprehensive income. Any accumulated depreciation at revaluation date is

eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. Upon

disposal, any revaluation reserve relating to the particular asset being sold is transferred to retained earnings. Independent valuations

are performed with sufficient regularity to ensure that the carrying amount does not differ materially from the asset’s fair value at

the balance sheet date.

Note 6 provides details on capitalised borrowing costs.

Depreciation is charged to the income statement on a straight-line (SL) or diminishing value (DV

) basis over the estimated useful

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

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

•Buildings (

2% DV or SL)•Furniture and

fittings (2% to 80% DV or SL)

•Motor vehicles (10% to 36% DV or SL)•Plant and equipment (2% to 80% DV or SL)

Also included in the buildings category is building fit-out with depreciation rates ranging between 3% to 4

8% DV or SL.

FINANCIAL STATEMENTS
89

LAND

$000

BUILDINGS

$000

MOTOR

VEHICLES

$000

PLANT AND

EQUIPMENT

$000

FURNITURE

AND FITTINGS

$000

TOTAL

$000

Cost

Balance at 1 January 20173,08081,3051,2847,6944,78298,145

Additions-15,4522222,5302,07720,281

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

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

Reversal of impairment

through profit or loss

15----15

Revaluations through other

comprehensive income

95013,544---14,494

Balance at 31 December

2017

3,795109,6161,2959,4406,195130,341

Additions-9,7012503,6081,12214,681

Disposals-(8)-(445)(14)(467)

Balance at 31 December

2018

3,795119,3091,54512,6037,303144,555

Accumulated depreciation

Balance at 1 January 2017-2,7426313,2751,6728,320

Depreciation charge for the

year

-1,7172191,5116614,108

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

Revaluations through other

comprehensive income

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

Balance at 31 December

2017

--6424,0882,1806,910

Depreciation charge for the

year

-2,3092151,9688135,305

Disposals-(2)-(395)(9)(406)

Balance at 31 December

2018

-2,3078575,6612,98411,809

Carrying amounts

As at 31 December 20173,795109,6166535,3524,015123,431

As at 31 December 20183,795117,0026886,9424,319132,746

Buildings includes $5.0 million of care centres under development carried at cost at 31 December 2018 (2017: $4.9 million).

Revaluations

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

carried out

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

unless there are indicators of a significant change in fair value. CBRE determine the fair value of all care centre assets using an

earnings-based multiple approach. Significant assumptions used in the most recent valuation include market value per care bed

of between $68,000 and $173,000 and individual unit earning capitalisation rate of between 12.0% and 15.0%.

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

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

ANNUAL REPORT 2018
90

Notes to the Financial Statements (continued)

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

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

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

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

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

value measurement.

Cost model

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

20182017

LAND

$000

BUILDINGS

$000

TOTAL

$000

LAND

$000

BUILDINGS

$000

TOTAL

$000

Cost2,86593,34096,2052,86583,64886,513

Accumulated

depreciation and

impairment losses

-(14,245)(14,245)-(11,936)(11,936)

Net carrying amount2,86579,09581,9602,86571,71274,577

Security

At 31 December 2018, all care centres held by retirement villages registered under the Retirement Villages Act 2003 are subject to

a registered first mortgage in favour of the Statutory Supervisor.

FINANCIAL STATEMENTS
91

10. Intangible assets

Intangible assets

acquired by the Group are measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation is recognised in the income statement on a diminishing value or straight-line basis over the estimated useful lives of

intangible assets from the date that they are available for use. The intangible assets are software. The major amortisation rate at

31 December 2018 is 20% straight-line basis.

TOTAL

$000

Cost

Balance at 1 January 20173,815

Additions4,522

Disposals(65)

As at 31 December 20178,272

Additions2,489

Disposals(957)

As at 31 December 20189,804

Accumulated amortisation

Balance at 1 January 20172,253

Amortisation charge for the year520

Disposals(63)

As at 31 December 20172,710

Amortisation charge for the year1,380

Disposals(914)

As at 31 December 20183,176

Carrying amounts

As at 31 December 20175,562

As at 31 December 20186,628

11. Investment property

Investment property is held to earn current and future rental income (deferred management fees). It comprises land and buildings

and associated equipment and furnishings relating to retirement villages and common facilities in the retirement village. Investment

property includes buildings under development, excluding care centres under development which are included in property, plant

and equipment. Initial recognition of investment property is at cost and it is subsequently measured at fair value with any change

in fair value recognised in the income statement.

The cost of retirement villages includes directly attributable construction costs and other costs necessary to bring the retirement

villages to working condition for their intended use. These other costs include professional fees and consents, interest during the

build period and head office costs directly related to the construction of the retirement villages. Where costs are apportioned across

more than one asset, the apportionment methodology is determined by considering the nature of the cost.

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

acquisition.

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

Depreciation is not charged on investment property.

Note 6 provides details on capitalised borrowing costs.

ANNUAL REPORT 2018
92

Notes to the Financial Statements (continued)

2018

$000

2017

Restated

$000

1

Balance at beginning of period2,069,6621,591,363

Additions305,492243,931

Disposals(35)(88)

Fair value movement209,930234,456

Total investment property2,585,0492,069,662

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

2018

$000

2017

Restated

$000

1

Development land measured at fair value

2

212,923152,750

Retirement villages measured at fair value2,204,3541,769,560

Retirement villages under development measured at cost167,772147,352

Total investment property2,585,0492,069,662

1 Investment property has been restated for 2017. Refer to note 1 comparative information for further details.

2 Included in development land is land acquired close to balance date and as such were excluded from the CBRE valuation of investment property. These pieces of land have

been accounted for at cost, which has been determined to be fair value due to the proximity of the transaction to balance date. At 31 December 2018 the land at cost was

$36.9 million (2017:$17.8 million).

2018

$000

2017

Restated

$000

1

Manager's net interest1,377,1741,052,542

Plus: revenue received in advance71,08350,493

Plus: liability for residents' loans1,136,792966,627

Total investment property2,585,0492,069,662

1 Investment property has been restated for 2017. Refer to note 1 comparative information for further details.

The Group is unable to reliably determine the fair value of non-land retirement villages under development at 31 December 2018

and therefore these are carried at cost. This equates to $167.8million of investment property (2017: $147.4 million).

The fair value of investment property as at 31 December 2018 was determined by CBRE Limited, an independent registered valuer.

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

amount for which a property could be exchanged on the date of the valuation between a willing buyer and a willing seller in an arm’s

length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion.

To assess the fair value of the Group’s interest in the village, CBRE has undertaken a cash flow analysis to derive a net present value.

There has been no change in valuation technique since the previous period.

As required by NZ IAS 40 -

Investment Property, the fair value as determined by the independent registered valuer is adjusted for

assets and liabilities already recognised on the balance sheet which are also reflected in the cash flow analysis.

Significant assumptions used by the valuer include a discount rate of between 13.5% and 16.5% (2017: 13.5% to 16.0%) and a long

term nominal house price inflation rate (growth rate) of between 0% and 3.5% (2017: 0% to 3.5%). Other assumptions used by the

valuer include the average entry age of residents of between 72 years and 90 years (2017: 72 years and 96 years) and the stabilised

departing occupancy periods of retirement units of between 3.7 years and 9.0 years (2017: 3.7 years and 9.1 years).

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

property as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 –

Fair Value Measurement.

FINANCIAL STATEMENTS
93

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

To assess the market value of the Group's interest in a retirement village, CBRE has undertaken a cash flow analysis to derive a net

present value.

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

has categorised investment property as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 - Fair Value

Measurement.

The sensitivities of the significant assumptions are shown in the table below:

Fair value

Discount rate

+50 bp

Discount rate

-50 bp

Growth rates

+50bp

Growth rates

-50bp

31 December 2018

Valuation ($000)2,204,354

Difference ($000)(29,680)31,590130,057(116,831)

Difference (%)

(1.3%)1.4%5.9%(5.3%)

31 December 2017

Valuation ($000)1,769,560

Difference ($000)(23,880)25,410111,482(90,248)

Difference (%)

(1.3%)1.4%6.3%(5.1%)

Other key components in determining the fair value of investment property are the average entry age of residents and the average

occupancy of retirement units. A significant decrease (increase) in the occupancy period of retirement units would result in a

significantly higher (lower) fair value measurement and a significant increase (decrease) in the average entry age of residents would

result in a significantly higher (lower) fair value measurement.

Operating expenses

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

$2

9.3 million (2017: $26.1 million). There were 75 retirement units excluding work in progress (2017: nine) in investment property that

did not generate rental income during the period.

Security

At 31 December 2018, all investment property relating to registered retirement villages under the Retirement Villages Act 2003 are

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

agreement holders.

12. Trade and other payables

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

2018

$000

2017

$000

Trade payables1,7231,752

Accruals - development of retirement units and care centres70,14437,520

Accruals - other11,3799,062

Sundry payables3,9923,524

Total trade and other payables87,23851,858

ANNUAL REPORT 2018
94

Notes to the Financial Statements (continued)

13. Employee benefits

A

provision

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

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

2018

$000

2017

$000

Leave liabilities5,0373,899

Other employee benefits4,4152,834

Total employee benefits9,4526,733

14. Interest rate swaps

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

recognised at

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

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

interest rates.

Cash flow hedges

The Group has entered into interest rate swaps to manage its interest rate risk in relation to its floating rate debt. These interest rate

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

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

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

measurement of the hedged transaction when the forecast transaction occurs. When interest rate swaps do not meet the criteria

for cash flow hedge accounting, all movements in fair value of the hedging instrument are recognised in the income statement.

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

variable rates and to pay interest at fixed rates. At 31 December 2018, the Group had interest rate swap agreements in place with

a total notional principal amount of $354 million (2017: $319 million). Of the swaps in place, at 31 December 2018 $267 million (2017:

$219 million) are being used to cover approximately 59% (2017: 63%) of the floating rate debt principal outstanding. These

agreements effectively change the Group’s interest exposure on the principal covered by the interest rate swaps from a floating

rate to fixed rates, which range between 2.78% and 4.43% (2017: 2.78% and 4.47%).

The fair value of these agreements at 31 December 2018 is a $14.1 million liability, comprised of $14.1 million of swap liabilities and

$0.0 million of swap assets (2017: liability of $7.9 million, comprised of $7.9 million of swap liabilities and $0.0 million of swap assets).

Of this, a liability of $360,000 (2017: $333,000) is estimated to be current. The agreements cover notional amounts for terms of

between one and ten years.

FINANCIAL STATEMENTS
95

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

2018

$000

2017

$000

Less than 1 year37,00027,000

Between 1 and 2 years40,00037,000

Between 2 and 3 years25,00040,000

Between 3 and 4 years70,00025,000

Between 4 and 5 years25,00050,000

Between 5 and 6 years20,00010,000

Between 6 and 7 years25,00020,000

Between 7 and 8 years52,00025,000

Between 8 and 9 years50,00045,000

Between 9 and 10 years10,00040,000

Total354,000319,000

Current267,000219,000

Forward starting87,000100,000

Total354,000319,000

Fair value hedges

The Group has entered into interest rate swaps to manage its interest rate risk in relation to its fixed rate

debt arising from the retail

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

has designated all of its $225.0 million retail bonds in fair value hedge relationships.

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

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

value of the interest rate swaps of $3.4 million (2017: $1.2 million) has been recognised in finance costs and has been offset with a

similar fair value loss on the retail bonds to leave an ineffective amount in finance costs of $57,000 (2017: $22,000).

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

fixed rates and to pay interest at floating rates. At 31 December 2018, the Group had interest rate swap agreements in place with a

total notional principal amount of $225.0 million (2017: $100.0 million). Of the interest rate swaps in place, at 31 December 2018

$225.0 million (2017: $100.0 million) are being used to cover 100% (2017: 100%) of the fixed interest rate retail bonds outstanding.

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

2018

$000

2017

$000

Between 4 and 5 years100,000-

Between 5 and 6 years-100,000

Between 6 and 7 years125,000-

Total225,000100,000

Current225,000100,000

Forward starting--

Total225,000100,000

ANNUAL REPORT 2018
96

Notes to the Financial Statements (continued)

15. Residents' loans

Residents

’ loans are amounts payable under occupation right agreements. An occupation

right agreement confers a right of

occupancy to a villa, apartment, serviced apartment or memory care apartment. The consideration received on the grant of an

occupation right agreement is allocated to the resident’s loan in full. These loans are non-interest-bearing and are payable when

both an occupation right agreement is terminated and there has been settlement of a new occupation right agreement for the same

retirement unit and the proceeds from the new settlement have been received by the Group. Residents’ loans are initially recognised

at fair value and subsequently measured at amortised cost.

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

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

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

to share in the use of community facilities. Deferred management fees are paid in arrears with the amount payable calculated as

a percentage of the resident’s loan amount as per the resident’s occupation right agreement. Deferred management fee receivable

is calculated and recorded based on the current tenure of the resident and the contractual right to deferred management fee earned

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

2018

$000

2017

$000

Balance at beginning of period1,134,069924,848

Net receipts for residents' loans - resales of occupation right agreements34,19327,647

Receipts for residents' loans - new occupation right agreements187,273181,574

Total gross residents’ loans1,355,5351,134,069

Deferred management fees receivable(218,743)(167,442)

Total residents’ loans1,136,792966,627

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

FINANCIAL STATEMENTS
97

16. Interest-bearing loans and borrowings

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

Interest-bearing loans

and borrowings are recognised initially at fair value net of directly attributable transaction costs. Subsequent

to initial recognition, the borrowings are measured at amortised cost with any difference between the initial recognised amount and

the redemption value being recognised in profit or loss over the period of the borrowing using the effective interest rate. The retail

bonds are designated in fair value hedge relationships, which means that any change in market interest rates result in a change in

the fair value adjustment on that debt. Retail bond issue expenses, fees and other costs incurred in arranging retail bond finance

are capitalised and amortised over the term of the relevant debt instrument.

Coupon

2018

$000

2017

$000

Repayable after 12 months

Secured bank loansFloating226,503247,839

Retail bond - SUM0104.78%100,000100,000

Retail bond - SUM0204.20%125,000-

Total loans and borrowings at face value451,503347,839

Issue costs for retail bonds capitalised:

Opening balance(1,840)-

Capitalised during the period(1,874)(2,007)

Amortised during the period424167

Total loans and borrowings at amortised cost448,213345,999

Fair value adjustment on hedged borrowings4,5471,171

Carrying value of interest-bearing loans and borrowings452,760347,170

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

value adjustment on hedged borrowings.

A summary of the changes in the Group's borrowings is provided below:

2018

$000

2017

$000

Borrowings at the start of the year347,170273,976

Net cash borrowed/(repaid)103,66473,863

Non-cash change in deferred financing costs(1,450)(1,840)

Non-cash change in fair value adjustment3,3761,171

Borrowings at the end of the year452,760347,170

The weighted average interest rate for the year to 31 December 2018 was 4.17% (2017: 4.10%). This includes the impact of interest

rate swaps (see Note 1

4).

The

secured bank loan facility at 31 December 2018 has a limit of NZD$500.0 million (2017: $500.0 million). Lending of $185.0 million

expires in August 2020 and $315.0 million of lending expires in March 2022.

The Group has issued two retail bonds. The first retail bond was issued for $100.0 million in July 2017 and has a maturity date of

11 July 2023. This retail bond is listed on the NZX Debt Market (NZDX) with the ID SUM010. The second retail bond was issued for

$125.0 million in September 2018 and has a maturity date of 24 September 2025. This retail bond is listed on the NZX Debt Market

(NZDX) with the ID SUM020.

ANNUAL REPORT 2018
98

Notes to the Financial Statements (continued)

Security

The

banks

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

securities held by a security trustee:

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

New Zealand-incorporated guaranteeing Group member that is not a registered retirement village under the Retirement Villages

Act 2003;

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

each New Zealand-incorporated guaranteeing Group member that is a registered retirement village under the Retirement

Villages Act 2003 (behind a first ranking registered mortgage in favour of the Statutory Supervisor);

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

Australian-incorporated guaranteeing Group member;

•a General Security Deed, which secures all assets of the New Zealand- incorporated guaranteeing Group members, but in respect

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

retirement villages to which the security trustee is entitled;

•a General Security Deed, which secures all assets of the Australian-incorporated guaranteeing Group members; and

•a Specific Security Deed in respect of each marketable security of Summerset Holdings (Australia) Pty Limited, held by

Summerset Holdings Limied.

17. Financial instruments

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

policies for managing each of these risks as summarised below.

Categories of financial instruments

Financial assets

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

through profit and loss and those assets that are designated in a hedge relationship.

Financial liabilities

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

detail on the retail bonds.

Credit risk

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

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

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

with low levels of cash generally held. Receivables balances are monitored on an ongoing basis and funds are placed with high-

credit quality financial institutions. The level of risk associated with sundry debtors is considered minimal due to the recoverability

of this balance being assessed as high. The Group does not require collateral from its debtors and the Directors consider the Group’s

exposure to any concentration of credit risk to be minimal.

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

follows:

20182017

GROSS

RECEIVABLE

$000

IMPAIRMENT

$000

GROSS

RECEIVABLE

$000

IMPAIRMENT

$000

Not past due2,460(34)1,931(29)

Past due 31 to 60 days105(21)72(2)

Past due 61 to 90 days33(21)27(3)

Past due more than 90 days34(41)29(25)

Total2,632(117)2,059(59)

FINANCIAL STATEMENTS
99

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

2018

$000

2017

$000

Gross trade receivables2,6322,059

Impairment(117)(59)

Net trade receivables2,5152,000

Market risk

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

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

Interest rate risk

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

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

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

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

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

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

management

purposes, and such a ratio is appropriate for purposes of hedge accounting as it does not result in an imbalance that

would create hedge ineffectiveness.

In these hedge relationships the main sources of ineffectiveness are:

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

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

rates could differ; and

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

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

is not expected to arise.

At 31 December 2018 it is estimated that a general increase of one percentage point in interest rates would decrease the Group’s

profit by $1.3 million (2017: decrease by $0.9 million) and increase total comprehensive income by approximately $8.7 million (2017:

increase by $8.7 million).

Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial

obligations

as they fall due. The Group manages liquidity

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

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

sundry debtors through the contractual requirements of occupation rights agreements, whereby a resident’s loan is only repaid on

receipt of the loan monies from the incoming resident.

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

obligations on bank loans):

20182017

LESS THAN

1 YEAR

$000

GREATER

THAN

1 YEAR

$000

LESS THAN

1 YEAR

$000

GREATER

THAN

1 YEAR

$000

Financial liabilities

Trade and other payables87,238-51,858-

Residents’ loans90,2131,046,57969,229897,398

Interest-bearing loans and borrowings16,667507,48011,968384,914

Interest rate swaps4,07216,0544,85619,400

Total198,1901,570,113137,9111,301,712

ANNUAL REPORT 2018
100

Notes to the Financial Statements (continued)

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

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

estimates of resident loan repayments based on historical information. To date, cash for new residents’ loans received has always

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

Foreign currency risk

Foreign currency risk is the risk that the value of the Group's assets, liabilities and financial performance will fluctuate due to changes

in foreign currency rates.

The Group is primarily exposed to currency risk through its subsidiaries in Australia.

The risk to the Group is that the value of the overseas subsidiaries' financial position and financial performance will fluctuate in

economic terms and as recorded in the Group financial statements due to changes in the foreign exchange rates. Due to limited

activity in the Australian subsidiaries in 2

0

18, the Group did not have a material exposure to foreign exchange risk.

Fair values

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

residents’ loans and retail bonds, shown below:

20182017

CARRYING

AMOUNT

$000

FAIR VALUE

$000

CARRYING

AMOUNT

$000

FAIR VALUE

$000

Residents’ loans(1,136,792)(781,659)(966,627)(648,195)

Retail bonds(226,257)(230,208)(99,331)(104,600)

Total(1,363,049)(1,011,867)(1,065,958)(752,795)

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

that the average tenure periods are those disclosed above and have been discounted at 14% (

2017: 14%). The fair value of

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

The fair value of retail bonds is based on the price traded at on the NZX market as at 31 December 2018. The fair value of the retail

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

Fair Value Measurement.

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

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

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

Capital management

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

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

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

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

31 December 2018 (2017: all requirements met). The Group capital structure is managed, and adjustments are made, with Board

approval. There were no changes to objectives, policies or processes during the year ended 31 December 2018 (2017: none).

FINANCIAL STATEMENTS
101

18. Share capital and reserves

At 31 December 20

18, there were 225,415,662 ordinary shares on issue (2017: 223,968,019). All ordinary shares are fully paid and have

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

2018

$000

2017

$000

Share capital

On issue at beginning of year257,414249,030

Shares issued under the dividend reinvestment plan9,4606,512

Shares paid under employee share plans1,8791,052

Employee share plan option cost714820

On issue at end of year269,467257,414

20182017

Share capital (in thousands of shares)

On issue at beginning of year219,740217,709

Shares issued under the dividend reinvestment plan1,3521,281

Shares issued under employee share plans642750

On issue at end of year221,734219,740

The total shares on issue at 31 December 2018 of 225,415,662 for the Company differs from the share capital for the Group due to

shares held in 100% owned subsidiary, Summerset LTI Trustee Limited. As at 31 December 20

18, 3,681,569 shares are held by

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

on employee share plans.

Revaluation reserve

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

Hedging reserve

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

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

Foreign currency translation reserve

The foreign currency translation reserve is used to record the gain on translation of foreign currency subsidiaries to the Group's

reporting currency.

Dividends

On 22 March 2018 a dividend of 7.1 cents per ordinary share was paid to shareholders and on 10 September 2018 a dividend of 6.0

cents per ordinary share was paid to shareholders. (2

017: on 22 March 2017 a dividend of 5.1 cents per ordinary share was paid to

shareholders and on 11 September 2017 a dividend of 3.9 cents per ordinary share was paid to shareholders).

A dividend reinvestment plan applied to the dividends paid. 810,284 ordinary shares were issued in relation to the plan for the March

2018 dividend and 541,363 ordinary shares were issued in relation to the plan for the September 2018 dividend. (2017: 687,184 ordinary

shares were issued in March 2017 and 593,876 ordinary shares were issued in September 2017).

ANNUAL REPORT 2018
102

Notes to the Financial Statements (continued)

19. Earnings per share and net tangible assets

Basic earnings per share

2018

2017

Restated

1

Earnings ($000)214,503239,938

Weighted average number of ordinary shares for the purpose of earnings per share (in

thousands)

220,835218,555

Basic earnings per share (cents per share)97.13109.78

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

Diluted earnings per share

2018

2017

Restated

1

Earnings ($000)214,503239,938

Weighted average number of ordinary shares for the purpose of earnings per share (in

thousands)

224,810222,407

Diluted earnings per share (cents per share)95.42107.88

1 Fair value movement of investment property has been restated for 2017. Refer to note 1 comparative information for further details.

Number of shares (in thousands)

20182017

Weighted average number of ordinary shares for the purpose of earnings per share (basic)220,835218,555

Weighted average number of ordinary shares issued under employee share plans3,9753,852

Weighted average number of ordinary shares for the purpose of earnings per share

(diluted)

224,810222,407

At 31 December 2018, there were a total of 3,681,569 shares issued under employee share plans held by Summerset LTI Trustee

Limited (Dec 2017: 4,227,907 shares).

Net tangible assets per share

2018

2017

Restated

1

Net tangible assets ($000)972,171780,224

Shares on issue at end of period (basic and in thousands)221,734219,740

Net tangible assets per share (cents per share)438.44355.07

1 Investment property has been restated for 2017. Refer to note 1 comparative information for further details.

Net tangible assets are calculated as the total assets of the Group minus intangible assets and minus total liabilities. This measure

is provided as it is commonly used for comparison between entities.

FINANCIAL STATEMENTS
103

20. Employee share plans

Senior employee share plan - share option scheme

Effective from 20

18 , the Group operates an employee share plan granting share options to selected senior employees ("Participants").

The exercise price of the granted share options is determined from the volume weighted average price on the NZX during the ten

trading days prior to the grant date.

SHARE

OPTION

PLAN

(

2

018

issue)

Commencement date10 Dec 2018

Issue price$6.34

Years that the performance goals relate to2019 to 2021

% of options vested

0%

Vesting date of final tranche

31 Dec 2021

Final exercise date of final tranche30 Jun 2023

The performance hurdles for the vesting of share options to Executive Leadership Team members are based on:

•50% absolute earnings (cumulative actual underlying net

profit after tax for the Group against budget)

•25% relative earnings (earnings per share growth of the Group compared to a defined peer group)

•10% employee initiatives

•10% customer initiatives

•5% clinical strategy initiatives

While there is a requirement to remain employed by Summerset up to vesting date, there are no performance hurdles for vesting

of share options to senior management team members, other than the members of the Executive Leadership Team whose

performance hurdles are described above.

There are no share options exercisable as at 31 December 2018. (2017: nil).

The share option scheme is an equity-settled scheme and measured at fair value at the date of the grant. The fair value determined

at the grant date of the equity-settled share-based payments is expensed over the vesting period, based on the Group’s estimate

that the share options that will vest. These share options were valued using the Black Scholes valuation model and the share option

cost will be recognised over the vesting period starting on 1 January 2019. The Group has no legal or constructive obligation to

repurchase or settle the share options in cash.

2018

SHARE

OPTION

PLAN

(2

018

issue)

Options held at year end (in thousands)1,154

Valuation assumptions

Discount to reflect options may not meet vesting criteria15%

Risk free rate of return2%

Volatility23%

ANNUAL REPORT 2018
104

Notes to the Financial Statements (continued)

2018

WEIGHTED

AVERAGE

EXERCISE

PRICE

NUMBER OF

OPTIONS

000's

Balance at beginning of period$0.00-

Granted during the year$6.341,154

Balance at end of period$6.341,154

There has only been one grant of share options to date, therefore the exercise price of all options granted as at 31 December 2018

is $6.3

4. (2017: nil).

Senior employee share plan - share and loan scheme

Up to and including 2017, the Group operated employee share plans for selected senior employees (“Participants”) to purchase

shares in the Company (the "2013 share plan"). The shares for the plans are held by a nominee as share options on behalf of

Participants, until such time after the vesting of shares that the nominee is directed by the Participant they wish to exercise the share

option, or the shares are sold or cancelled by the nominee if vesting criteria are not met. The shares carry the same rights as all other

ordinary shares.

The Group has provided Participants with interest-free limited recourse loans to fund the acquisition of the shares for these plans.

These loans are held by Summerset LTI Trustee Limited and eliminate on consolidation.

The issue price of shares under the 2013 share plan is determined from the volume weighted average price on the NZX during

the ten trading days prior to issue.

2013

SHARE PLAN

(2

014

issue)

2013

SHARE PLAN

(2

015

issue)

2013

SHARE PLAN

(2

016

issue)

2013

SHARE PLAN

(2

017

issues)

Commencement date16 Dec 201316 Dec 201316 Dec 201316 Dec 2013

Issue price$2.68$3.91$4.76$5.19 & $5.24

Expiry date of interest-free limited recourse loans30 Jun 201930 Jun 202030 Jun 202130 Jun 2022

Years that the performance goals relate to2015 to 20172016 to 20182017 to 20192018 to 2020

% of shares vested

76%73%

1

47%

1

0%

Vesting date of final tranche31 Dec 201731 Dec 201831 Dec 201931 Dec 2020

1 The final tranche of the 2015 issue and the first tranche of the 2016 issue had a vesting date of 31 December 2018, and a first release date of 26 February 2019

The performance hurdles for each grant of shares under the 2013 share plan between 2013 and 2015 to Executive Leadership Team

members are based on the Group’s total shareholder return relative to the performance of relevant peers and the NZX 50.

The performance hurdles for the grant of shares under the 2013 share plan between 2016 and 2017 to Executive Leadership Team

members are based on:

•50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget)

•25% relative earnings (earnings per share growth of the Group compared to a defined peer group)

•10% employee initiatives

•10% customer initiatives

•5% clinical strategy initiatives

While there is a requirement to remain employed by Summerset up to vesting date, there are no performance hurdles for grants

of shares to senior management team members, other than the members of the Executive Leadership Team whose performance

hurdles are described above.

610,346 shares were vested and eligible for exercise at 31 December 2018 (2017: 590,831). The exercise prices range from $2.68 to

$3.91 (2017: $2.68 to $3.47). An additional 768,981 shares were vested on 31 December 2018 but are not eligible for exercise until

26 February 2019.

FINANCIAL STATEMENTS
105

The share plans are equity-settled schemes and are measured at fair value at the date of the grant. The fair value determined at

the grant

date of the equity-settled share-based payments is expensed over the vesting period, based on the Group’s estimate that

the shares will vest. These options were valued using the Black Scholes valuation model and the option cost for the year ending

31 December 2018 of $480,000 has been recognised in the income statement of the Company and the Group for that period (2017:

$711,000).

2018

2013

SHARE PLAN

(2

013

issues)

2013

SHARE PLAN

(2

014

issues)

2013

SHARE PLAN

(2

015

issues)

2013

SHARE PLAN

(2

016

issues)

2013

SHARE PLAN

(2

017

issues)

Shares held at year end (in thousands)863298538681,232

Share plan shares held at year end as a

percentage of shares on issue

0.0%0.1%0.4%0.4%0.5%

Valuation assumptions

Discount to reflect shares may not meet

vesting criteria

30%30%0-30%0-15%0-15%

Risk free rate of return3.8-4.1%3.5-3.6%2.8%2.5%2-2.5%

Volatility21-22%21%22%23%23%

2017

2013

SHARE PLAN

(2

013

issues)

2013

SHARE PLAN

(2

014

issues)

2013

SHARE PLAN

(2

015

issues)

2013

SHARE PLAN

(2

016

issues)

2013

SHARE PLAN

(2

017

issues)

Shares held at year end (in thousands)2837239008681,232

Share plan shares held at year end as a

percentage of shares on issue

0.1%0.3%0.4%0.4%0.6%

Valuation assumptions

Discount to reflect shares may not meet

vesting criteria

30%30%0-30%0-15%0-15%

Risk free rate of return3.8-4.1%3.5-3.6%3%3%2-2.5%

Volatility21-22%21%22%23%23%

The range of exercise prices at 31 December 2018 is $2.68 to $5.24 (2017: $2.68 to $5.24).

20182017

WEIGHTED

AVERAGE

EXERCISE

PRICE

NUMBER OF

SHARES

000's

WEIGHTED

AVERAGE

EXERCISE

PRICE

NUMBER OF

SHARES

000's

Balance at beginning of period$4.273,769$3.303,518

Issued during the year$0.00-$5.231,232

Exercised during the year$3.02(638)$1.40(750)

Forfeited during the year$4.26(195)$3.99(231)

Balance at end of period$4.542,936$4.273,769

All staff employee share plan

The Group operates an all staff employee share plan. A total of 932 employees participated in the share issue under the plan for

the

year ending 31 December 2018 (2017: 742 employees). In 2018, the Group contributed $800 per participating employee (being

the total value of the shares issued). A total of 95,996 Company shares were issued under the scheme at $7.7435 per share (2017:

ANNUAL REPORT 2018
106

Notes to the Financial Statements (continued)

117,236 shares at $4.9183 per share). The shares are held by Summerset LTI Trustee Limited and vest to participating employees

after a three-year period.

The cost for the year ending 31 December 2

0

18 of $234,000 has been recognised in the income statement of the Company and

the Group for that period (2017: $109,000).

21. Related party transactions

Refer to Note 20 for employee share plan details.

There were no related party transactions for the year ended 31 December 20

18 (2017: nil).

22. Key management personnel compensation

The compensation of the key management personnel of the Group is set out below:

2018

$000

2017

$000

Directors’ fees651616

Short-term employee benefits3,1632,733

Share-based payments660568

Termination payments--

Total4,4743,917

Refer to Note 20 for employee share plan details for key management personnel and for loans advanced to key management

personnel under the terms of employee share plans.

23. Commitments and contingencies

Operating lease commitments

Non–cancellable operating lease rentals are payable as follows:

2018

$000

2017

$000

Less than 1 year1,2681,290

Between 1 and 5 years4,8984,838

More than 5 years6,0816,674

Total operating lease commitments12,24712,802

During the year ended 31 December 2018 $1.2 million was recognised in the income statement in respect of operating leases (2017:

$1.0 million).

Guarantees

At 31 December 20

18, NZX Limited held a guarantee in respect of the Group, as required by the NZX Listing Rules, for $75,000 (2017:

$75,000).

Summerset Retention Trustee Limited holds guarantees in relation to retentions on construction contracts on behalf of the Group.

At 31 December 2018 $7.5 million was held for the benefit of the retentions beneficiaries.

Capital commitments

At 31 December 20

18, the Group had $83.0 million of capital commitments in relation to construction contracts (2017: $63.9 million).

Contingent liabilities

There were no known material contingent liabilities at 31 December 2018 (2017: nil).

FINANCIAL STATEMENTS
107

24. Subsequent events

On 21

February 2019, the Directors approved a final dividend of $16.2 million, being 7.2 cents per share. The dividend record date is

8 March 2019 with a payment date of 21 March 2019.

There have been no other events subsequent to 31 December 2018 that materially impact on the results reported .

ANNUAL REPORT 2018
108

Independent auditor’s report to the Shareholders of Summerset Group

Holdings Limited

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Summerset Group Holdings Limited (“the company”) and its subsidiaries (together “the

Group”) on pages 72 to 107, which comprise the consolidated statement of financial position of the Group as at 31 December 2018,

and the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes

in equity and consolidated statement of cash flows for the year then ended of the Group, and the notes to the consolidated

financial statements including a summary of significant accounting policies.

In

our opinion, the financial statements on pages 72 to 107 present fairly, in all material respects, the consolidated financial position

of the Group as at 31 December 2018 and its consolidated financial performance and cash flows for the year then ended in

accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting

Standards.

This report is made solely to the company's shareholders, as a body. Our audit has been undertaken so that we might state to the

company's shareholders those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest

extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's

shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those

standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (revised) Code of Ethics for Assurance

Practitioners issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled our other ethical

responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Ernst & Young provided assurance services in relation to the audit of underlying profit disclosures. We have no other relationship

with, or interests in, the Group. Partners and employees of our firm may deal with the Group on normal terms within the ordinary

course of trading activities of the business of the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated

financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section of

the

audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated financial

statements.

FINANCIAL STATEMENTS
109

Property Valuation

Why significantHow our audit addressed the key audit matter

Summerset’s retirement villages and care centres have

a combined value of $2.7 billion and together make up

98% of total assets. Management engages an

independent registered valuer, CBRE Limited, to

determine the fair value of these assets.

These valuations require the exercise of judgment on

behalf of the valuer. Key amongst these judgements are:

•for retirement village assets:

•discount rate and

•forecast long-term nominal house price

inflation.

•for care centres:

•earnings per care bed and

•capitalisation rates.

The highly judgemental and subjective nature of the

valuation coupled with the significance to the financial

statements results in this being an area of audit focus.

Retirement village valuations are performed every 6

months and care centres are valued at least once every 3

years. Care centres were last valued in December 2017.

Retirement village and care centre assets are addressed

in Note 11 Investment property and Note 9 Property plant

and equipment to the consolidated financial statements

respectively.

To address the key audit matter, we:

•evaluated Summerset’s internal review of the external

valuation report;

•assessed the competence, qualifications, independence

and objectivity of the external valuer;

•involved our real estate valuation specialists to assist us

in analysing and challenging the valuations for a sample

of villages and evaluating the underlying assumptions

across the portfolio of valuations against the market

based evidence available;

•tested, on a sample basis, village specific information

relating to core data including sales, unsold stock and

occupancy data supplied to the external valuer by

Summerset

to

the underlying records held by the Group;

•assessed the significant input assumptions applied by

the valuer for reasonableness compared to previous

periods assumptions, the changing state of the village

sites and other market changes;

•examined the allocation of costs from work in progress to

completed village units, care centres and other assets;

•evaluated the Group’s review of work in progress for

impairment indicators

•reviewed management’s assessment of care centre fair

value movement since prior year; and

•assessed the adequacy of the related financial statement

disclosures, including the impact of the restatement

referred to in Note 1 of the consolidated financial

statements.

Deferred Management Fee Revenue Recognition

Why significantHow our audit addressed the key audit matter

Deferred management fee (DMF) revenue is 33% of

Summerset’s total revenue. Summerset recognises

deferred management fee revenue from residents over

the longer of the expected period of tenure or the

contractual right to revenue in accordance with the terms

of the resident’s occupational right agreement.

The amount of revenue recognised in each year is subject

to the Group’s judgement of each resident’s expected

tenure in the village as well as the terms of the

occupational right agreement and the type of unit

occupied. A change in the assumed tenure may have a

material impact on revenue recognised in the year.

Deferred management fee revenue and the associated

deferred management fee receivable and revenue in

advance balances are discussed in Note 4 Revenue to

the consolidated financial statements.

In addressing the key audit matter we focused on

understanding the overall calculation methodology and

testing the integrity of inputs and key assumptions to revenue

recognition throughout the period. In doing so, we:

•for a sample of residents, assessed the accuracy of a

sample of the inputs to, and calculation of, the deferred

management fee revenue recognised during 2018;

•agreed the contractual terms used in the revenue

recognition calculation for a sample of residents to the

occupational right agreement;

•compared the movements year on year in revenue

recognised by each village based on an expectation

derived from underlying village data; and

•compared the Group’s assessment of assumed tenure

against actual observed tenure.

ANNUAL REPORT 2018
110

Information other than the financial statements and auditor’s report

The directors of the company are responsible for the Annual Report, which includes information other than the financial statements

and auditor’s report.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance

conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider

whether the other information is materially inconsistent with the financial statements or our knowledge obtained during the audit,

or otherwise appears to be materially misstated.

If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

Directors’ responsibilities for the financial statements

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the financial statements in

accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting

Standards, and for such internal control as the directors determine is necessary to enable the preparation of financial statements

that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing on behalf of the entity the Group’s ability to continue

as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting

unless the directors either intend to liquidate the Group or cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance

is a

high level of assurance, but is not a guarantee that an audit conducted in accordance with International Standards on Auditing

(New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of

users taken on the basis of these consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located at the External Reporting

Board’s website: https://www.xrb.govt.nz/standards-for-assurancepractitioners/ auditors-responsibilities/audit-report-1/. This

description forms part of our auditor’s report.

The engagement partner on the audit resulting in this independent auditor’s report is Grant Taylor.

Ernst & Young

Chartered Accountants

Wellington

21 February 20

19

FINANCIAL STATEMENTS
111

AUDITORS’ REPORT

Hans, a Paraparaumu resident, takes to his bike .

ANNUAL REPORT 2018
112

Governance

Summerset is committed to following best-practice governance structures and principles and to having good

governance of the way in which the Company operates. It also takes account of the Company’s listings on both the

NZX and ASX.

Summerset has adopted the principles below as an appropriate way to demonstrate its commitment to these

fundamental principles and to illustrate the transparency of the Company’s approach to corporate governance for

the benefit of its Shareholders and other stakeholders. These principles are from the NZX Corporate Governance

Code issued in May 20

17 ("NZX Code"). Each principle of the NZX Code is provided below with explanation on how

Summerset meets each principle.

As at 31 December 2018, Summerset was in full compliance with the NZX Code.

On 1 January 2019, amended versions of the NZX Listing Rules (attaching an amended version of the NZX Code) ("2019

Listing Rules") took effect with a six month transition period. Issuers have until 1 July 2019 to adopt the 2019 Listing

Rules. As the Company has not yet adopted the 2019 Listing Rules, this Annual Report has been prepared on the basis

of the requirements and principles set out in the NZX Listing Rules dated 1 October 2017 ("NZX Listing Rules") and

NZX Code.

Summerset’s Board and Committee Charters, and a number of the policies and guidelines referred to in this section,

are available to view at https://www.summerset.co.nz/investor-centre/governance-documents/

Principle 1: Code of Ethical Behaviour

“Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable for these

standards being followed throughout the organisation.”

Ethical standards

The Board maintains high standards of ethical conduct and expects the Company’s employees to act legally and with

integrity in a manner consistent with the policies, guiding principles and values that are in place. These include the

following:


Code of Ethics – This guide sets out the basic principles of legal and ethical conduct expected of all employees

and Directors. The Company encourages open and honest communication by staff about any current or potential

problem, complaint, suggestion, concern or question.


Securities trading – In accordance with the Company’s Securities Trading Policy, the NZX Listing Rules, and

the Financial Markets Conduct Act 2013, Directors and employees of the Company are subject to limitations on

their ability to buy or sell Company shares.


Diversity and inclusion – This policy outlines the Company’s guiding principles for diversity and inclusion. Refer

to Principle 2 for further details.


Code of Conduct – This policy sets out the expected behaviours while in employment with the Company.

Company employees are expected to act honestly, conscientiously, reasonably and in good faith while at all times

having regard to their responsibilities, the interests of Summerset and the welfare of our residents and

employees’ colleagues.


Whistle blowing – This policy encourages employees to come forward if they have concerns regarding serious

wrongdoing, and ensures that employees have access to a confidential process in which they can report any

issues in relation to serious wrongdoing without fear of reprisal or victimisation.


Conflicts of interest – This policy outlines the standards of integrity, professionalism and confidentiality to which

all employees and Directors of the Company must adhere with respect to their work and behaviour. To maintain

integrity in decision-making, each Director must advise the Board of any potential conflict of interest if such arises.

If a significant conflict of interest exists, the Director concerned will have no involvement in the decision-making

process relating to the matter.


Gifts, entertainment and inducements – This policy governs the acceptance and reporting of benefits given to

staff by third parties.

GOVERNANCE
113


Interests Register – In accordance with the Companies Act 19

93 and the Financial Markets Conduct Act 2013,

the Company maintains an Interests Register in which all relevant transactions and matters involving the Directors

are recorded.

The Code of Ethics Policy can be found on the Company’s website and internal intranet, and a copy is provided to all

new staff (including contractors).

Principle 2: Board Composition and Performance

“To ensure an effective board, there should be a balance of independence, skills, knowledge, experience and perspectives.”

Role of the Board of Directors

The Board of Directors is elected by Shareholders, and has responsibility for taking appropriate steps to protect and

enhance the value of the assets of the Company in the best interests of its Shareholders. The Board has adopted a

formal Board Charter detailing its authority, responsibilities, membership and operation.

The key responsibilities of the Board include setting the overall direction and strategy of the Company, establishing

appropriate policies and monitoring performance of management. The Board appoints the Chief Executive Officer

and delegates the day-to-day operating of the business to the Chief Executive Officer. The Chief Executive Officer

implements policies and strategies set by the Board and is accountable to it. The Board also has responsibility for

ensuring the Company’s financial position is sound, financial statements comply with generally accepted accounting

practice and that the Company adheres to high standards of ethical and corporate behaviour.

A summary of the Board mandate is as follows:

•At least two, or, if there are eight or more Directors, three or one-third of the total number of Directors should be

Independent as defined in the NZX Listing Rules;

•The Chair of the Board should be a non-executive Director;

•The Chair and the Chief Executive Officer should be different people;

•Directors should possess a broad range of skills, qualifications and experience, and remain current on how best

to perform their duties as Directors;

•Information of sufficient content, quality and timeliness as the Board considers necessary shall be provided by

management to allow the Board to discharge its duties effectively;

•The effectiveness and performance of the Board and its individual members should be re-evaluated on an annual

basis.

Directors receive an induction upon appointment to the Board to ensure their full knowledge of the Company and

the industry in which it operates. The Directors are expected to keep themselves abreast of changes and trends in

the business and to keep themselves up to date to ensure they best perform their duties as Directors of the Company.

All Directors have been issued letters setting out the terms and conditions of their appointment.

Delegation of authority

The Board delegates to the Chief Executive Officer responsibility for implementing the Board’s strategy and for

managing the Company’s operations. The Chief Executive Officer has Board-approved levels of authority and, in turn,

sub-delegates authority in some cases to direct reports, and has established a formal process for direct reports to

sub-delegate certain authorities as appropriate. This is documented in the Delegated Authority Policy.

Before approving the Company and Groups’ financial statements a management representation letter is obtained

from the Chief Executive Officer and the Deputy Chief Executive Officer and Chief Financial Officer declaring that,

in their opinion, the financial records of the Company and Group have been properly maintained and the financial

statements comply with the appropriate accounting standards and give a true and fair view of the financial position

and performance of the Company and Group.

Retirement and re-election

In accordance with the Company’s Constitution and the NZX Listing Rules, one third of the Directors are required to

retire by rotation and may offer themselves for re-election by Shareholders each year at the Annual Shareholders’

Meeting. Procedures for the appointment and removal of Directors are also governed by the Constitution. The

Nomination and Remuneration Committee identifies and nominates candidates to fill Director vacancies for Board

ANNUAL REPORT 2018
114

approval. Information about candidates for election or re-election is included in the Notice of Meeting to assist

Shareholders in deciding whether or not to elect or re-elect the candidate.

Board composition

The Company’s Constitution prescribes that the Board shall be comprised of a minimum of three Directors, with at

least two Directors ordinarily resident in New Zealand. The Board currently comprises six non-executive Independent

Directors. In determining whether a Director is Independent, the Board has regard to the NZX Listing Rules.

The Board considers all of the current Directors to be Independent in that they are not executives of the Company

and do not have a direct or indirect interest or relationship that could reasonably influence, in a material way, their

decisions in relation to the Company.

As at 31 December

2018, the non-executive Independent Directors were Rob Campbell (Chair), Dr Andrew Wong,

Anne Urlwin, Gráinne Troute, James Ogden and Dr Marie Bismark.

The Board is comprised of Directors who have a mix of skills, knowledge, experience and diversity to adequately meet

and discharge its responsibilities and to add value to the company through efficient and effective governance

leadership. The current Directors have a varied and balanced mix of skills relevant to the Group’s operations. A

summary of the key skills and expertise held across the Board, which are considered most relevant to the Group, are:

•Health and clinical industry expertise (both in New Zealand and Australian environments) and a deep

understanding of the operational aspects of the Group;

•A high degree of property, construction and development management experience;

•Legal and regulatory oversight in various sectors;

•High degree of finance and capital markets experience;

•New Zealand and international business leadership and CEO experience;

•Expertise in the development and execution of growth strategies;

•Experience operating and governing trans-Tasman businesses;

•Financial governance and audit oversight;

•Expertise in the management of capital in high growth industries;

•Expertise in global and national economics;

•High degree of listed company governance experience;

•Expertise in sales, customer service and a strong focus on the rights of consumers;

•Sustainability in business;

•Community and iwi engagement;

•Oversight of IT and digital innovation;

•People and performance strategy and management expertise;

•Highly experienced in championing diversity in the workplace;

•Exceptional leadership and management experience.

More information on the Directors, including their interests, qualifications and security holdings, is provided in the

Directors’ Profiles and Disclosures sections of this report.

The Board holds regular scheduled meetings. The Directors generally receive material for Board meetings five working

days in advance, except in the case of special meetings for which the time period may be shorter owing to the urgency

of the matter to be considered.

The Company Secretary attends all Board meetings, and in this capacity is accountable directly to the Board, through

the Chair, on all matters to do with the proper functioning of the Board.

All Directors have access to the Executive Leadership Team to discuss issues or obtain information on specific areas

in relation to items to be considered at Board meetings or other areas as considered appropriate. Key Executives and

managers are invited to attend and participate in appropriate sessions at Board meetings. Directors have unrestricted

access to Company records and information.

Directors are entitled to obtain independent professional advice relating to the affairs of the Company or other

responsibilities. Prior approval of the Chair is required before seeking such advice and Directors are expected to

ensure that the cost of such advice is reasonable.

GOVERNANCE
115

Diversity and inclusion

The Company and its Board are committed to a workplace culture that promotes and values diversity and

inclusiveness. This is outlined in the Company’s Diversity and Inclusion Policy which is available on the Company’s

website.

Diversity is defined as the characteristics that make one individual different from another. Diversity encompasses

gender, race, ethnicity, disability, age, sexual orientation, physical capability, family responsibilities, education, cultural

background and more.

Inclusion is defined as a sense of belonging, respecting and valuing all individuals, providing fair access to opportunity,

and removing

discrimination and other barriers to involvement. The Board recognises that inclusion leads to a better

experience of work for Summerset’s employees, makes teams stronger, leads to greater creativity and performance,

contributes to a more meaningful relationship with residents, their families and stakeholders, and ultimately increases

value to Shareholders.

The Board believes that diversity across the workforce makes Summerset stronger and better able to connect with,

and bring the best of life to, residents on a day-to-day basis. When there is a variety of thinking styles, backgrounds,

experiences, perspectives and abilities, employees are more able to understand residents’ needs and to respond

effectively to them.

The Diversity and Inclusion Policy establishes the following measurable objectives for achieving diversity:

•Facilitate and promote equal employment opportunities at all levels, and identify and remove any barriers to equal

opportunity;

•Facilitate and promote a merit-based environment in which all employees have the opportunity to develop and

perform to their full potential;

•Reward excellence and ensure all employees are treated fairly, evaluated objectively, and have equal access to

opportunities for progression and promotion on the basis of performance.

Each year the Board reviews and assesses performance against these objectives. The Board considers that for the

year ended 31 December 2018, the objectives for achieving diversity have been met.

As at 31 December 2018 (and 31 December 2017 for the prior comparative period), the mix of gender of those employed

by the Company is set out below:

GENDER20182017

DirectorsMale33

Female33

Total66

OfficersMale22

Female--

Total22

Executive Leadership TeamMale64

Female22

Total86

All staffMale338311

Female1,100924

Total Staff1,4381,235

Officers of the Company are the Chief Executive Officer and the Deputy Chief Executive Officer and Chief Financial

Officer. The Executive Leadership Team is defined as the Executive management team (including the Chief Executive

Officer and the Deputy Chief Executive Officer and Chief Financial Officer).

These figures include permanent full-time, permanent part-time, fixed-term and casual employees, but not

independent contractors.

ANNUAL REPORT 2018
116

Board performance

The Board undertakes an annual self-assessment of its performance, and its processes and procedures.

Executive Leadership Team performance

The Board evaluates annually the performance of the Chief Executive Officer. The Chief Executive Officer reviews

the performance

of direct reports and reports to the Board on those reviews. The evaluation is based on criteria that

include the performance of the business and the accomplishment of longer-term strategic objectives. It may include

quantitative and qualitative measures. During the most recent financial year, performance evaluations were

conducted in accordance with this process.

Principle 3: Board Committees

“The board should use committees where this will enhance its effectiveness in key areas, while still retaining board responsibility.”

Board committees

The Board has four standing committees: the Audit Committee, the Nomination and Remuneration Committee, the

Clinical Governance Committee and the Development and Construction Committee. Each committee operates under

a charter approved by the Board, and any recommendations they make are recommendations to the Board. The

charter for each committee is reviewed annually. All Directors are entitled to attend committee meetings.

Audit Committee

While the ultimate responsibility to ensure the integrity of the Company’s financial reporting rests with the Board,

the Company has in place processes to ensure the accurate presentation of its financial position. These include:

•An appropriately resourced Audit Committee operating under a written charter with specific responsibilities for

financial reporting and risk management;

•Review and consideration by the Audit Committee of the financial information and preliminary releases of results

to the market, which then makes recommendations to the Board;

•A process to ensure the independence and competence of the Company’s external auditors and a process to

ensure their compliance with the Company’s Audit Independence Policy;

•Responsibility for appointment of the external auditors residing with the Audit Committee;

•The Audit Committee monitors the strength of the internal control environment by considering the effectiveness

and adequacy of Summerset’s internal controls, reviewing the findings of the external auditors’ review of internal

control over financial reporting, and being involved in setting the scope for the internal audit programme.

One of the main purposes of the Audit Committee is to ensure the quality and independence of the external audit

process. The Audit Committee make enquiries of management and the external auditors so that it is satisfied as to

the validity and accuracy of all aspects of the Company’s financial reporting. All aspects of the external audit are

reported back to the Audit Committee and the external auditors are given the opportunity at Audit Committee

meetings to meet with Directors.

The Audit Committee must be comprised of a minimum of three Directors, the majority of whom must be

Independent. The committee is chaired by an Independent chair who is not the Chair of the Board. The Committee

currently comprises of James Ogden (Chair), Anne Urlwin, Rob Campbell and Gráinne Troute.

The Audit Committee generally invites the Chief Executive Officer, Deputy Chief Executive Officer and Chief Financial

Officer, Deputy Chief Financial Officer and external auditors to attend meetings. The Committee also meets and

receives regular reports from the external auditors without management present, concerning any matters that arise

in connection with the performance of their role.

Nomination and Remuneration Committee

The role of the Nomination and Remuneration Committee is to assist the Board in establishing and reviewing

remuneration policies and practices for the Company and in reviewing Board composition. Specific objectives

include:

•Assisting the Board in planning the Board’s composition;

•Evaluating the competencies required of prospective Directors (both non-executive and executive);

•Identifying those prospective Directors and establishing their degree of independence;

GOVERNANCE
117

•Developing the succession plans for the Board, and making recommendations to the Board accordingly;

•Overseeing the process of the Board’s annual performance self-assessment and the performance of the Directors;

•Establishing

remuneration

policies and practices, and setting and reviewing the remuneration of the Company’s

Chief Executive Officer, Executive Leadership Team and Directors.

The Nomination and Remuneration Committee must be comprised of a minimum of three Directors, the majority of

whom must be Independent. The Committee currently comprises of Gráinne Troute (Chair), Dr Marie Bismark, James

Ogden and Anne Urlwin.

The Board’s policy is that the Board needs to have an appropriate mix of skills, experience and diversity to ensure that

it is well equipped. The Board reviews and evaluates on a regular basis the skill mix required, and identifies any existing

gaps.

Clinical Governance Committee

The role of the Clinical Governance Committee is to assist the Board in ensuring a systematic approach to maintaining

and improving the quality of care provided by the Company. Specific objectives include:

•Providing assurance that appropriate clinical governance mechanisms are in place and are effective throughout

the organisation;

•Supporting the leadership role of the Chief Executive Officer in relation to issues of quality, safety and clinical risk;

•Working with management to identify priorities for improvement;

•Ensuring that the principles and standards of clinical governance are applied to the health improvement and health

protection activities of the Board;

•Ensuring

that

appropriate mechanisms are in place for the effective engagement of representatives of residents

and clinical staff.

The Clinical Governance Committee must be comprised of a minimum of three Directors. The Committee currently

comprises of Dr Marie Bismark (Chair), Anne Urlwin, Gráinne Troute and Dr Andrew Wong.

Development and Construction Committee

The role of the Development and Construction Committee is to assist the Board in:

•Supporting management to establish and achieve development and construction objectives within the

Company’s long-term plan;

•Supporting management to develop and implement strategies to achieve the Company’s development and

construction objectives in line with best practice;

•Helping the Company maintain appropriate risk management strategies to identify, mitigate and manage

development and construction risks;

•Maintaining a good understanding of, and confidence in, the Company’s frameworks, systems, processes and

personnel required to manage the Company’s development and construction activities effectively, including

the assessment and realisation of opportunities and the application of appropriate risk management;

•Working with management to identify areas for improvement and innovation in construction and development

practices.

The Development and Construction Committee must be comprised of a minimum of three Directors. The Committee

currently comprises of Anne Urlwin (Chair), James Ogden and Rob Campbell.

Other committees

During 2

018, a Due Diligence Committee of the Board was established to oversee the issue of the SUM020 retail bond

by the Company.

The Due Diligence Committee comprised of Rob Campbell (Chair), Anne Urlwin and James Ogden. On completion

of the retail bond issue, the Due Diligence Committee was disbanded.

Attendance at Board and committee meetings

A total of seven Board meetings, six Audit Committee meetings,

five Nomination and Remuneration Committee

meetings, three Clinical Governance Committee meetings and three Development and Construction Committee

meetings were held in 2018. Director attendance at Board meetings and committee member attendance at

committee meetings is shown below.

ANNUAL REPORT 2018
118

Board

Audit

Committee

Nomination and

Remuneration

Committee

Clinical

Governance

Committee

Development

and

Construction

Committee

Total number of meetings held76633

Rob Campbell7

(Chair)

66*2*2

Anne Urlwin76633

(Chair)

Dr Andrew Wong


74*5*33*

Gráinne Troute766

(Chair)

32*

James Ogden76

(Chair)

623

Dr Marie Bismark76*63

(Chair)

2*

*

attended the meeting as a non-committee member

Principle 4: Reporting and Disclosure

“The board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of corporate

disclosures.”

Making timely and balanced disclosure

The Company is committed to promoting Shareholder confidence through open, timely and accurate market

communication. The Company has in place procedures designed to ensure compliance with its disclosure obligations

under the NZX and ASX Listing Rules. The Company’s Market Disclosure and Communications Policy sets out the

responsibilities of the Board and management in disclosure and communication, and procedures for managing this

obligation.

Copies of key governance documents, including the Code of Ethics, Securities Trading Policy and Guidelines, Board

and Committee Charters, Diversity and Inclusion Policy, Director and Executive Remuneration Policy, and Market

Disclosure and Communications Policy are all available on the Company’s website at https://www.summerset.co.nz/

investor-centre/governance-documents/.

Some non-financial disclosures, such as the Company’s approach to health and safety, are included within this Annual

Report. The Company recognises it is in the early stages of reporting on non-financial information, and intends to

increase future disclosure in this area.

Principle 5: Remuneration

“The remuneration of directors and executives should be transparent, fair and reasonable.”


Remuneration of Directors and the Executive Leadership Team is reviewed by the Board’s Nomination and

Remuneration Committee. Its membership and role are set out under Principle 3 above. The Committee makes

recommendations to the Board on remuneration packages, keeping in mind the requirements of the Board and

Executive Remuneration Policy.

The level of remuneration paid to the Directors and the Executive Leadership Team will be determined by the Board.

However, Directors’ fees must be within the limits approved by the Shareholders of the Company.

Further details on remuneration are provided in the Remuneration section of this Annual Report.

GOVERNANCE
119

Principle 6: Risk Management

“Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The Board should

regularly verify that the issuer has appropriate processes that identify and manage potential and material risks.”

Summerset has a Risk Management Policy which encompasses the governance and management of material

business risks. This policy is supplemented by a risk management framework whereby the risks faced are regularly

identified, monitored and managed. Examples of these risks include regulation, property market exposure,

construction and development activity, reputation and industry competition (including new entrants).

Summerset’s senior management are required to regularly identify the major risks affecting the business, record them

in the risk register and develop structures, practices and processes to manage and monitor these risks.

Summerset engages KPMG to carry out internal audit work on various parts of the Group’s operations and all major

risk and internal control issues are reported on at each Board meeting.

Health and safety is discussed regularly at Board meetings and specific reviews are sought as required. Monthly

reporting is prepared and used to assist in risk management, covering areas such as health and safety incidents, injury

and near miss frequency rates and actions undertaken. Further information on health and safety is covered in the

Health and Safety section of this Annual Report.

Principle 7: Auditors

“The board should ensure the quality and independence of the external audit process.”


The Board’s relationship with its auditors, both external and internal, is governed by the Audit Committee Charter,

Audit Independence Policy and the Internal Audit Charter. These charters and policies set out the types of

engagements that can be performed by the external and internal auditors.

The external auditor (Ernst & Young) attends the Company’s Annual Shareholder Meeting, and is available to answer

questions from Shareholders in relation to the external audit.

External audit work for the Group was tendered during 2017, with Ernst & Young remaining in this role.

KPMG was appointed in the role of internal auditor of the Company in December 2016, and its role is governed by

the Internal Audit Charter.

The primary objective of internal audit is to increase the strength of the Company’s control environment. This is guided

by a philosophy of adding value to improve the operations of the Company. It assists the Company in accomplishing

its objectives by bringing a systematic and disciplined approach to evaluating and improving the effectiveness of its

governance, risk management and internal controls.

The scope of the internal audit programme is set by the Audit Committee.

Principle 8: Shareholder Rights and Relations

“The board should respect the rights of shareholders and foster constructive relationships with shareholders that encourage them

to engage with the issuer.”

Respecting the rights of Shareholders

The Company seeks to ensure that its Shareholders understand its activities by communicating effectively with them

and giving them ready access to clear and balanced information about the Company.

To assist with this, the Company’s website is maintained with relevant information, including copies of presentations

and reports. The Company’s key corporate governance policies are also included on the website.

The Company’s major communications with Shareholders during the financial year include its annual and half-year

reports and the Annual Shareholder Meeting. The annual and half-year reports are available in electronic and hard-

copy format.

ANNUAL REPORT 2018
120

Communicating with Shareholders

The Company’s investor centre (on its website) sets out the Company’s Deputy Chief Executive Officer and Chief

Financial Officer’s and Company Secretary’s contact details for communications from Shareholders. The Company

responds to all Shareholder communications within a reasonable timeframe.

The Company provides options for Shareholders to receive and send communications electronically, to and from

both the Company and its share and bond registrar.

Shareholder voting rights

Shareholders have the right to vote on major decisions as required by the NZX Listing Rules. Further information on

Shareholder voting rights is set out in the Company’s Constitution.

Notice of Annual Shareholder Meeting

The Notice of Meeting is sent to Shareholders and published on the Company’s website at least 28 days prior to

the Annual Shareholder Meeting each year.

REMUNERATION
121

Manukau residents piece together a jigsaw in their village library.

ANNUAL REPORT 2018
122

Remuneration

Director remuneration

The Company distinguishes the structure of non-executive Directors’ remuneration from that of executive Directors.

The total amount of remuneration and other benefits received by each Director during the year ended 31 December

2018 is provided below.

Director

Board

Fees

1

Audit

Committee

Clinical

Governance

Committee

Nomination

and

Remuneration

Committee

Development

and

Construction

Committee

Other

committee

2

Total

remuneration

Rob Campbell$166,500

(Chair)

$5,250$171,750

Anne Urlwin$81,500$7,500

(Chair)

$5,250$94,250

Dr Andrew

Wong

$81,500$81,500

Gráinne Troute$81,500$7,500

(Chair)

$89,000

James Ogden$81,500$15,000

(Chair)

$5,250

(Chair)

$101,750

Dr Marie

Bismark

$81,500$7,500

(Chair)

$89,000

Total$574,000$15,000$7,500$7,500$7,500$15,750$627,250

1 Inclusive of additional fees of $1,500 per Director for additional duties relating to potential expansion of operations into Australia

2 Fees for being on the Due Diligence Committee in relation to the issue of retail bonds in September 2018

Directors’ fees are reviewed from time to time. The maximum aggregate amount of remuneration payable by

Summerset to Directors (in their capacity as Directors) is $650,000 per annum for the non-executive Directors.

Current annualised standard Directors’ fees are $602,500, inclusive of additional remuneration for committee Chairs.

As at 31 December 2018, the standard Director fees per annum are as follows:

Position

Fees

(per annum)

Board of DirectorsChair$165,000

Member$80,000

Audit CommitteeChair$15,000

Clinical Governance CommitteeChair$7,500

Nomination and Remuneration CommitteeChair$7,500

Development and Construction CommitteeChair$7,500

No additional fees are paid to committee members.

Directors’ fees

exclude GST, where appropriate. Directors are entitled to be reimbursed for costs directly associated

with carrying out their duties, including travel costs.

Directors and Officers also have the benefit of Directors’ and Officers’ liability insurance. Cover is for damages,

judgements, fines, penalties, legal costs awarded and defence costs arising from wrongful acts committed while

REMUNERATION
123

acting for Summerset. There are some exclusions within the policy. The insurance cover is supplemented by the

provision of Director and Officer indemnities from the Company, but this does not extend to criminal acts.

Executive remuneration

The remuneration of members of the Executive Leadership Team (Chief Executive Officer and direct reports) is

designed to promote a high-performance culture and to align Executive reward to the development and achievement

of strategies and business objectives to create sustainable value for Shareholders.

The Board is assisted in delivering its responsibilities and objectives for Executive remuneration by the Nomination

and Remuneration

Committee. The role and membership of this Committee is set out in the Statement of Corporate

Governance.

Summerset’s remuneration policy for members of the Executive Leadership Team provides the opportunity for them

to receive, where performance merits, a total remuneration package in the upper quartile for equivalent market-

matched roles. The Nomination and Remuneration Committee reviews the annual performance appraisal outcomes

for all Executive Leadership Team members, including the Chief Executive Officer. The review takes into account

external benchmarking to ensure competitiveness with comparable market peers, along with consideration of an

individual’s performance, skills, expertise and experience.

Total remuneration is made up of three components: fixed remuneration, short-term performance-based cash

remuneration and long-term performance-based equity remuneration.

Fixed remuneration

Fixed remuneration consists of base salary and benefits. Summerset’s policy is to pay fixed remuneration with

reference to the fixed pay market median.

Short-term incentives

Short-term incentives (STIs) are at-risk payments designed to motivate and reward for performance, typically in that

financial year.

The target value of an STI payment is set annually, as a percentage of the Executive Leadership Team

member’s fixed remuneration. For 2018, the relevant percentages were 25% to 50%.

A proportion (80% for the Chief Executive Officer, 30% to 60% for other Executive Leadership Team members) of

the STI is related to achievement of annual performance metrics which aim to align executives to a shared set of key

performance indicators (KPIs) based on business priorities for the next 12 months. Target areas for the shared KPIs

for 2018 are outlined below:

TargetWeighting

Financial: underlying EBITDA performance against budget40%

Occupation right agreement sales results against budget20%

Retirement unit delivery against budget20%

Clinical and customer satisfaction10%

Employee and health and safety initiatives10%

There are three performance levels within each target area - gate-opener, on-target and maximum performance -

with 100% of the amount allocated to that target area being payable when the on-target level is achieved. The

maximum performance levels allow employees to be rewarded for performance above target levels. The maximum

amount of an STI payment for an Executive Leadership Team member is 11

2% of the STI on-target amount for that

Executive Leadership Team member.

The balance of the STI is related to individual performance measures.

In the event that gate-opener underlying EBITDA performance against budget is not achieved, no STI payment will

be made.

Long-term incentives

Long-term incentives (LTIs) are at-risk payments through a share plan, designed to align the reward of Executive

Leadership Team members with the enhancement of shareholder value over a multi-year period.

ANNUAL REPORT 2018
124

2018 LTI Plan

An LTI share option plan commenced in November 2018, of which the Executive Leadership Team members are

participants. Under this plan, Executive Leadership Team members are granted share options. These share options

are exercisable in relation to shares in Summerset Group Holdings Limited.

Option grants are made annually, with the value of each grant being set at the date of each grant and determined as

a percentage of the Executive Leadership Team member’s fixed remuneration. For 2018, the relevant percentages

were 15% to 40%. Vesting of the share options is subject to achievement of performance hurdles, which are assessed

over two and three-year periods.

The performance hurdles for the option grant made in 2018 are based on:

•50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget);

•25% relative earnings (earnings per share growth of the Group compared to a defined peer group);

•10% employee and health and safety initiatives;

•10% customer initiatives;

•5% clinical strategy initiatives.

Performance hurdles are set by the Board with the objective of aligning Executive reward to the development and

achievement of strategies and business objectives to create sustainable value for Shareholders. The Board considers

that the performance hurdles reflect the drivers of sustainable value for Shareholders.

In addition to the LTI share option plan in place for Executive Leadership Team members, Summerset also operates

an un-hurdled LTI share option plan for other senior managers.

A total of 708,635 share options were granted to Executive Leadership Team members in 2018. None of these share

options are currently exercisable. The Executive Leadership Team includes the Chief Executive Officer. The section

below provides further details of share option movements under the LTI Plan for the Chief Executive Officer.

LTI Plan prior to 2018

Prior to 2018, Executive Leadership Team members were able to purchase shares in Summerset Group Holdings

Limited under an LTI share purchase plan. The shares under this plan are held by a nominee on behalf of the Executive

Leadership Team members until such time after the vesting of shares that the nominee is directed by the Executive

Leadership Team member to transfer or sell the shares, or the shares are sold or cancelled by the nominee if vesting

criteria are not met. The shares carry the same rights as all other ordinary shares.

The Group has provided Executive Leadership Team members participating in the LTI share purchase plans with

interest-free limited recourse loans to fund the acquisition of the shares for these plans. These loans must be repaid

in full before shares are transferred to Executives from the nominee.

Grants under this plan were made annually, with performance measured over two and three-year periods. The value

of each grant was set at the date of the grant and determined as a percentage of the Executive Leadership Team

member’s fixed remuneration, ranging from 15% to 40%. Vesting of shares is subject to achievement of performance

hurdles, which are assessed over two and three-year periods.

The performance hurdles for each grant under the LTI plan made between 2013 and 2015 are based on Summerset’s

total shareholder return (TSR) relative to the performance of relevant peers and the NZX 50.

The performance hurdles for the grants made in 2016 and 2017 are based on:

•50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget);

•25% relative earnings (earnings per share growth of the Group compared to a defined peer group);

•10% employee initiatives;

•10% customer initiatives;

•5% clinical strategy initiatives.

Performance hurdles are set by the Board with the objective of aligning Executive reward to the development and

achievement of strategies and business objectives to create sustainable value for Shareholders. The Board considers

that the performance hurdles reflect the drivers of sustainable value for Shareholders.

In addition to the LTI share purchase plan in place for Executive Leadership Team members, Summerset also operated

an un-hurdled LTI share purchase plan for other senior managers.

REMUNERATION
125

A total of 2,529,715 shares are held by Summerset LTI Trustee Limited under the LTI share purchase plan on behalf

of the Executive Leadership Team as at 31 December 20

18. 1,314,413 of these shares are unvested. The Executive

Leadership Team includes the Chief Executive Officer. The following section provides further details of share

movements under the LTI Plan for the Chief Executive Officer

Chief Executive Officer remuneration

Remuneration for years ended 31 December 2016 to 2018

Fixed remunerationPay for performance

Total

renumeration

Salary

Other benefits

1

SubtotalSTILTISubtotal

FY2018$547,720$2,280$550,000$271,400

2

$220,000

3

$491,400$1,041,400

FY2017$545,400$4,600$550,000$233,558

4

$220,000

5

$453,558$1,003,558

FY2016$445,485$4,515$450,000$235,620

6

$180,000

7

$415,620$865,620

1 Other benefits include medical insurance and income protection insurance. The Chief Executive Officer chooses not to participate in KiwiSaver.

2 STI for FY2017 performance period (paid FY2018)

3 LTI value granted in FY2018 period (which will vest based on performance in FY2019 to FY2021)

4 STI for FY2016 performance period (paid FY2017)

5 LTI value granted in FY2017 period (which will vest based on performance in FY2018 to FY2020)

6 STI for FY2015 performance period (paid FY2016)

7 LTI value granted in FY2016 period (which will vest based on performance in FY2017 to FY2019)

Three-year summary

Total

remuneration

% STI awarded

against on-plan

performance

STI

performance

period

% LTI vested

against on-plan

performance

Span of LTI

performance

periods

FY2018$1,041,40098.7%FY201783.7%

1

FY2015 – FY2017

FY2017$1,003,558103.8%FY201690.0%

2

FY2014 – FY2016

FY2016$865,620104.7%FY20150%

3

FY2014 – FY2015

1 Vesting date 31 December 2017, release date 26 February 2018

2 Vesting date 31 December 2016, release date 24 February 2017

3 Vesting date 31 December 2015, release date 25 February 2016

The STI in the table above is based on amounts paid in the financial period. The LTI awarded in the table above refers

to shares eligible for vesting during the financial period.

ANNUAL REPORT 2018
126

As at 31 December 2018, the Chief Executive Officer’s fixed remuneration comprised salary and taxable benefits set

at $55

0,000 per annum. The annual variable element pays out at 50% of fixed remuneration for on-plan performance

or 56% for maximum performance. The LTI element is based on the value granted in the FY2018, being 40% of fixed

remuneration, and will be based on performance in FY2019 to FY2021.

REMUNERATION
127

Description of Chief Executive Officer remuneration for performance for the year ended 31 December 2

018

PlanDescriptionPerformance measures

Percentage awarded against

on-plan performance

STISet at 50% of fixed remuneration for

FY2

018 on-plan performance, up to

a maximum of 1.12 times (equal to

56% of fixed remuneration), where

the highest levels of both company

and individual performance

measures are achieved.

80% based on the company target

areas (see table on page 123 for

weightings)

20% based on individual measures

103.5%


100.0%

LTIIn February 2018, vesting for

183,6

7

3 shares issued under the LTI

Scheme at $2.68 on 15 December

2014 was assessed per the Plan

Rules. The assessment period was

1 January 2015 to 31 December 2017.

The vesting criteria were met and all

shares vested

In February 2018, vesting for 169,811

shares issued under the LTI Scheme

at $3.91 on 14 December 2015 was

assessed per the Plan Rules. The

assessment period was 1 January

2016 to 31 December 2017. The

vesting criteria were partially met

and 112,075 shares vested.

50% measured against comparable

peer group TSR hurdle

5

0% measured against NZX 5

0

group TSR hurdle

50% measured against comparable

peer group TSR hurdle

50% measured against NZX 50

group TSR hurdle

100.0%

66.0%

The above STI payment will be paid in FY2019.

Five year summary – total shareholder return (TSR) performance

The TSR summary above shows the performance of Summerset’s shares against the NZX 50 between 31 December

20

13 and 31 December 2018.

ANNUAL REPORT 2018
128

Chief Executive Officer LTI share movements for the year ended 31 December 2

018

Dec 2013

issue

Dec 2014

issue

Dec 2015

issue

Dec 2016

issue

Dec 2017

issueTotal

Balance 1 January 2018119,629403,185314,972237,005263,7361,338,527

Forfeited--(57,736)--(57,736)

Loan repaid and shares

transferred to CEO

(119,629)(219,512)---(339,141)

Balance 31 December

2018

-

183,673257,236237,005263,736941,650

Vesting statusVestedVestedVestedPartially vestedVested

Issue price$3.20$2.68$3.91$4.76$5.24

The table above includes shares issued under the LTI plan prior to 1 April 2014, when the Chief Executive Officer took

up this role (previously Chief Financial

Officer).

267,926 shares were vested on 31 December 2018 (out of a potential 273,732 shares eligible to vest on that date).

These vested shares are not eligible for exercise until 26 February 2019.

Chief Executive Officer LTI share option movements for the year ended 31 December 2

018

Dec 2018 grant

Balance 1 January 2018-

Forfeited-

Granted224,074

Exercised-

Balance 31 December 2018224,074

Vesting statusUnvested

Exercise price$6.34

REMUNERATION
129

Employee remuneration

The number of employees or former employees (including employees holding office as Directors of subsidiaries), who

received remuneration and other benefits valued at or exceeding $100,000 during the financial year ended

31 December 20

18 is specified in the table below.

The remuneration figures shown in the “Remuneration” column includes all monetary payments actually paid during

the course of the year ended 31 December 2018. The table also includes the grant value of shares issued to individual

employees under Summerset’s LTI Plan during the same period. The table does not include amounts paid after

31 December 2018 that relate to the year ended 31 December 2018.

The method of calculating remuneration is consistent with the method applied for the previous year.

RemunerationNo. of employees

$100,000 to $109,99925

$110,000 to $119,99932

$120,000 to $129,99912

$130,000 to $139,99910

$140,000 to $149,99914

$150,000 to $159,9998

$160,000 to $169,9991

$170,000 to $179,9996

$180,000 to $189,9993

$190,000 to $199,9991

$200,000 to $209,9995

$210,000 to $219,9992

$230,000 to $239,9994

$260,000 to $269,9991

$270,000 to $279,9991

$280,000 to $289,9991

$290,000 to $299,9991

$300,000 to $309,9991

$430,000 to $439,9991

$440,000 to $449,9991

$490,000 to $499,9991

$510,000 to $519,9991

$670,000 to $679,9991

$1,040,000 to $1,049,9991

Pay gap

The pay gap represents the number of times greater the Chief Executive Officer remuneration is to the remuneration

of an employee paid at the median of all Summerset employees. For the purposes of determining the median paid

to all Summerset employees, all permanent full-time, permanent part-time and fixed-term employees are included,

with part-time employee remuneration adjusted to a full-time equivalent amount.

At 31 December 20

18, the Chief Executive Officer’s base salary of $547,720 was 11.7 times (2017:12.5 times) that of

the median employee at $46,800 per annum. The Chief Executive Officer’s total remuneration, including STI and LTI,

was $1,041,400, 21.0 times (2017: 21.5 times) the total remuneration of the median employee at $49,604.

ANNUAL REPORT 2018
130

Disclosures

Director changes during the year ended 31 December 2018

There were no director changes during the year ended 31 December 2018.

Directors’ interests

Directors made the following entries in the Interests Register pursuant to Section 140 of the Companies Act 1993

during the year ended 31 December 20

18:

Rob Campbell: Disclosed the following positions in respect of the following entities: SKYCITY Entertainment Group

Limited (remained a Director, appointed Chair). Disclosed he ceased to hold the following positions in respect of

the following entities: Trafalgar Copley Multi-Strategy Fund (Advisory Board Member), Nyima Tashi Charitable Trust

(Trustee).

Anne Urlwin: Disclosed the following position in respect of the following entity: Tilt Renewables Limited (Director).

Disclosed she ceased to hold the following position in respect of the following entity: New Zealand Hockey Federation

(Inc) (Board Member).

James Ogden: Disclosed the following position in respect of the following entity: Pencarrow V Investment Fund

Investment Committee (Member).

Dr Marie Bismark: Disclosed she ceased to hold the following position in respect of the following entity: Buddle

Findlay (Consultant).

Gráinne Troute: Disclosed the following position in respect of the following entity: Investore Property Limited

(Independent Director).

Dr Andrew Wong: Disclosed he ceased to hold the following position in respect of the following entity: Laparoscopy

Auckland Limited (Chair).

Information used by Directors

There were no notices from Directors of the Company requesting to disclose or use Company information received

in their capacity as Directors that would not otherwise have been available to them.

Directors’ security holdings

Securities in the Company in which each Director has a relevant interest as at 31 December 2018 are specified in

the table below:

DirectorOrdinary shares

SUM010

retail bonds

SUM020

retail bonds

Rob Campbell58,417--

Anne Urlwin25,63830,000-

James Ogden409,50415,000*100,000*

Dr Marie Bismark22,971--

Gráinne Troute25,000--

Dr Andrew Wong10,500--

Total552,03045,000100,000

*James Ogden has a non-beneficial interest in 15,000 SUM010 retail bonds of which he is the registered holder in his capacity as

trustee of the Wakapua Trust. Clara Ogden has a legal and beneficial interest in 100,000 SUM020 retail bonds of which James Ogden

has the power to acquire or dispose.

DISCLOSURES
131

Securities dealings of Directors

During the year, Directors disclosed the following transactions in respect of Section 14

8(2) of the Companies Act 1993.

These transactions took place in accordance with the Company’s Securities Trading Policy.

DirectorDate of transaction

Number of securities

acquired/(disposed)Consideration

Rob Campbell22 March 2018415

Issue of shares under dividend reinvestment

plan at $6.62 per share

10 September 2018309

Issue of shares under dividend reinvestment

plan at $7.5

7 per share

Anne Urlwin22 March 2018146

Issue of shares under dividend reinvestment

plan at $6.62 per share

10 September 2018108

Issue of shares under dividend reinvestment

plan at $

7.5

7 per share

30 November 20185,000

On-market acquisition of ordinary shares

at average price of $6.39 per share

James Ogden24 September 2018100,000

Issue of 100,000 SUM020 retail bonds during

initial offer period at $1.00 per bond

Dr Marie Bismark22 March 2018141

Issue of shares under dividend reinvestment

plan at $6.62 per share

10 September 2018105

Issue of shares under dividend reinvestment

plan at $7.5

7 per share

5 November 20187,200

On-market acquisition of shares at average

price of $6.83 per share

Director appointment dates

The date of each Director’s

first appointment to the position of Director is provided below. Since the date of

appointment, Directors have been re-appointed at Annual Meetings when retiring by rotation as required.

DirectorAppointment date

Rob Campbell2 September 2011

Anne Urlwin1 March 2014

James Ogden*2 September 2011

Dr Marie Bismark1 September 2013

Gráinne Troute1 September 2016

Dr Andrew Wong1 March 2017

*James Ogden was also a Director from 1 October 2007 to 26 March 2009.

Indemnity and insurance

In accordance with Section 162 of the Companies Act 1993 and the constitution of the Company, the Company has

arranged insurance

for, and indemnities to, Directors and Officers of the Company, including Directors of subsidiary

companies, for losses from actions undertaken in the course of their legitimate duties or costs incurred in any

proceeding.

ANNUAL REPORT 2018
132

Directors of subsidiary companies

The remuneration of employees acting as Directors of subsidiaries is disclosed in the relevant banding of remuneration

set out under the heading ‘Employee remuneration’ in the Remuneration section of the Report. Employees did not

receive additional remuneration or benefits for acting as Directors during the year.

Julian Cook, Scott Scoullar, Paul Morris and Leanne Walker are Directors of all the Company’s subsidiaries as at

31 December 20

18, with the exception of Summerset LTI Trustee Limited (the Directors of which are Rob Campbell

and Dr Marie Bismark). Dr Marie Bismark is also a Director of Summerset Holdings (Australia) Pty Limited and

Summerset Management Group (Australia) Pty Limited. No extra remuneration is payable to any Director of the

Company for any Directorship of a subsidiary.

Top 20 Shareholders as at 31 December 2018

RankRegistered ShareholderNumber of shares% of shares

1New Zealand Central Securities Depository Limited116,577,27951.72%

2Custodial Services Limited8,559,5593.80%

3Custodial Services Limited6,907,7283.06%

4FNZ Custodians Limited5,344,7552.37%

5Forsyth Barr Custodians Limited5,188,9242.30%

6Custodial Services Limited3,988,9611.77%

7Summerset LTI Trustee Limited3,681,5691.63%

8Custodial Services Limited2,895,3641.28%

9Investment Custodial Services Limited2,553,8221.13%

10New Zealand Depository Nominee Limited2,089,2930.93%

11Custodial Services Limited1,811,3140.80%

12Paul Stanley Morris & Clive Stephen Morris1,715,9730.76%

13Motutapu Investments Limited1,678,4370.74%

14Custodial Services Limited1,467,9460.65%

15BNP Paribas Nominees Pty Limited1,284,3800.57%

16PT Booster Investments Nominees Limited1,211,9390.54%

17ASB Nominees Limited1,049,9130.47%

18Custodial Services Limited815,8410.36%

19Citicorp Nominees Pty Limited686,1450.30%

20David Calogero Loggia514,0110.23%

Total

170,023,15375.41%

Shareholders held through the NZCSD as at 31 December 2018

New Zealand Central Securities Depository Limited (NZCSD) provides a custodian depository service that allows

electronic trading of securities to its members and does not have a beneficial interest in these shares. As at

31 December 2

0

18, the ten largest shareholdings in the Company held through NZCSD were:

DISCLOSURES
133

RankRegistered ShareholderNumber of shares% of shares

1Citibank Nominees (NZ) Limited17,914,9587.95%

2HSBC Nominees (New Zealand) Limited16,765,1037.44%

3Tea Custodians Limited15,957,5037.08%

4HSBC Nominees (New Zealand) Limited13,782,2206.11%

5JPMorgan Chase Bank12,067,0065.35%

6New Zealand Superannuation Fund Nominees Limited9,630,2884.27%

7National Nominees New Zealand Limited8,373,2803.71%

8Cogent Nominees Limited6,864,6783.05%

9Accident Compensation Corporation4,972,6142.21%

10New Zealand Permanent Trustees Limited2,166,7320.96%

Spread of Shareholders as at 31 December 2018

Size of shareholding

Shareholders

Number

Shareholders

%

Shares

Number

Shares

%

1 to 1,0002,18523.67%1,146,0720.51%

1,001 to 5,0004,37947.43%11,435,8075.07%

5,001 to 10,0001,52716.54%11,069,8354.91%

10,001 to 50,0001,00710.91%18,902,9758.39%

50,001 to 100,000710.77%4,929,1972.19%

100,001 and over630.68%177,931,77678.93%

Total

9,232100.00%225,415,662100.00%

Substantial product holder notices received as at 31 December 2018

According to the records kept by the Company under the Financial Market Conducts Act 2013 the following were

substantial holders in the Company as at 31 December 20

18. The total number of voting products on issue at

31 December 2018 was 225,415,662 ordinary shares.

ShareholderRelevant interest

% held at date

of noticeDate of notice

First NZ Capital Group Limited

1

16,110,5187.25%29 June 2017

Harbour Asset Management Limited13,506,5756.14%16 August 2016

1 This notice includes the relevant interest of First NZ Capital Securities Limited and Harbour Asset Management Limited

ANNUAL REPORT 2018
134

Spread of bondholders as at 31 December 2018

SUM010

Size of bondholding

Bondholders

Number

Bondholders

%

Bonds

Number

Bonds

%

1 to 5,000848.87%420,0000.42%

5,001 to 10,00023624.92%2,289,0002.29%

10,001 to 50,00051554.38%14,177,00014.18%

50,001 to 100,000666.97%5,636,0005.64%

100,001 and over464.86%77,478,00077.48%

Total947

100.00%100,000,000100.00%

SUM020

Size of bondholding

Bondholders

Number

Bondholders

%

Bonds

Number

Bonds

%

1 to 5,000445.20%220,0000.18%

5,001 to 10,00013315.72%1,269,0001.02%

10,001 to 50,00051360.64%14,760,00011.81%

50,001 to 100,000809.46%6,795,0005.44%

100,001 and over768.98%101,956,00081.56%

Total846

100.00%125,000,000100.00%

Waivers from the NZX Listing Rules

During the year ended 31 December 2018, the Company relied on a waiver from NZX Debt Market Listing Rules 7.11.1

in respect of SUM020, issued on 31 August 2

018.

No other waivers from the application of NZX Listing Rules have been utilised by the Company during the year ended

31 December 2018.

Credit rating

The Company has no credit rating.

Auditor fees

Ernst & Young Wellington has continued to act as auditors of the company. The amount payable by Summerset and

its subsidiaries to Ernst & Young Wellington in respect of FY1

8 audit fees was $1

92,500. No non-audit work was

undertaken by Ernst & Young during the year.

Donations

In accordance with section 211(

1)(h) of the Companies Act 1993, Summerset records that it donated $50,000 in FY18.

Dividend reinvestment plan

The last date of receipt for a participation election from a shareholder who wishes to participate in the dividend

reinvestment plan is 11 March 2

019.

DISCLOSURES
135

This Annual Report is authorised for and on behalf of the Board by:

Rob Campbell

Director and Chair of

the Board

James Ogden

Director and Chair of the

Audit Committee

Authorised for issue on 21 February 2019

ANNUAL REPORT 2018
136

Directory

Auckland

Summerset Falls

31 Mansel Drive,

Warkworth 0910

Phone (09) 425 1200

Summerset Milldale*

Argent Lane, Milldale,

Wainui 0992

Phone 0800 786 637

Summerset at Monterey Park

1 Squadron Drive, Hobsonville,

Auckland 0618

Phone (09) 951 8920

Summerset at Heritage Park

8 Harrison Road, Ellerslie,

Auckland 1060

Phone (09) 950 7960

Summerset by the Park

7 Flat Bush School Road,

Flat Bush 2019

Phone (09) 272 3950

Summerset at Karaka

49 Pararekau Road,

Karaka 2580

Phone (09) 951 8900

Summerset Parnell

23 Cheshire Street, Parnell,

Auckland 1052

Phone (09) 950 8212

Summerset St Johns

188 St Johns Road, St Johns,

Auckland 1072

Phone (09) 950 7982

Waikato

Summerset down the Lane

206 Dixon Road,

Hamilton 3206

Phone (07) 843 0157

Summerset Rototuna

39 Kimbrae Drive,

Rototuna North 3281

Phone (07) 981 7822

Summerset by the Lake

2 Wharewaka Road,

Wharewaka, Taupo 3330

Phone (07) 985 6890

Bay of Plenty

Summerset by the Sea

181 Park Road,

Katikati 3129

Phone (07) 985 6890

Summerset Papamoa*

Manawa Road

Papamoa, Tauranga

Phone (07) 542 9082

Hawke’s Bay

Summerset in the Bay

79 Merlot Drive,

Greenmeadows, Napier 4112

Phone (06) 845 2840

Summerset in the Orchard

1228 Ada Street, Parkvale,

Hastings 4122

Phone (06) 974 1310

Summerset Te Awa*

Corner Eriksen Road and

Kenny Road,

Te Awa, Napier 4110

Phone: 06 833 5852

Summerset in the Vines

249 Te Mata Road,

Havelock North 4130

Phone (06) 877 1185

Taranaki

Summerset Mountain View

35 Fernbrook Drive, Vogeltown,

New Plymouth 4310

Phone (06) 824 8900

Summerset at Pohutukawa

Place*

Pohutukawa Place

New Plymouth, 4312

Phone (06) 824 8532

DIRECTORY
137

* Proposed villages

Manawatu – Wanganui

Summerset in the River City

40 Burton Avenue, Wanganui

East, Wanganui 4500

Phone (06) 343 3133

Summerset on Summerhill

180 Ruapehu Drive, Fitzherbert,

Palmerston North 4410

Phone (06) 354 4964

Summerset by the Ranges

102 Liverpool Street,

Levin 5510

Phone (06) 367 0337

Wellington

Summerset Waikanae*

Park Avenue

Waikanae 5036

Phone (04) 293 0002

Summerset on the Coast

104 Realm Drive,

Paraparaumu 5032

Phone (04) 298 3540

Summerset on the Landing

Bluff Road, Kenepuru,

Porirua 5024

Phone (04) 230 6722

Summerset at Aotea

15 Aotea Drive, Aotea,

Porirua 5024

Phone (04) 235 0011

Summerset at the Course

20 Racecourse Road, Trentham,

Upper Hutt 5018

Phone (04) 527 2980

Summerset Lower Hutt

Boulcott’s Farm, Military Road,

Lower Hutt 5010

Phone (04) 894 7374

Nelson – Tasman

Summerset in the Sun

16 Sargeson Street, Stoke,

Nelson 7011

Phone (03) 538 0000

Summerset Richmond Ranges

1 Hill Street North, Richmond,

Tasman 7020

Phone (03) 744 3432

Canterbury

Summerset at Wigram

135 Awatea Road, Wigram,

Christchurch 8025

Phone (03) 741 0870

Summerset at Avonhead

120 Hawthornden Road,

Avonhead, Christchurch 8042

Phone (03) 357 3202

Summerset on Cavendish

147 Cavendish Road,

Casebrook, Christchurch 8051

Phone (03) 741 3340

Otago

Summerset at Bishopscourt

36 Shetland Street, Wakari,

Dunedin 9010

Phone (03) 950 3110

ANNUAL REPORT 2018
138

Registered offices

New Zealand

Level 27, Majestic Centre,

100 Willis Street, Wellington 6011,

New Zealand

PO Box 5187,

Wellington 6140

Phone: +64 4 894 7320

Email: reception@summerset.co.nz

www.summerset.co.nz

Australia

Deutsche Bank Place,

Level 4, 126 Phillip Street,

Sydney, NSW, 2000

Australia

Auditor

Ernst & Young

Bankers

ANZ Bank New Zealand Limited

Australia and New Zealand Banking Group Limited

Bank of New Zealand Limited

Commonwealth Bank of Australia

National Australia Bank Limited

Company

Information

Statutory Supervisor

Public Trust

Bond Supervisor

The New Zealand Guardian Trust

Company Limited

Share Registrar

Link Market Services,

PO Box 91976, Auckland 1142,

New Zealand

Phone: +64 9 375 5998

Email: enquiries@linkmarketservices.co.nz

Directors

Rob Campbell

Dr Marie Bismark

James Ogden

Gráinne Troute

Anne Urlwin

Dr Andrew Wong

Company Secretary

Leanne Walker

---

Full year results
presentation

Year ended 31 December 2018

Summerset Group Holdings Limited

22 February 2019

Agenda
1

2

3

5

4

FY18 result highlights

Business overview

Financial results

Final dividend

Appendix

FY18 results presentation

2

FY18 result
highlights

FY18 result highlights
Underlying profit up 21%, driven by strong development and resale margins

FY18 results presentation

4

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

statements for detail on the components of underlying profit

FY18FY17VarianceFY16

Financial (NZ$m)

Net profit before tax (IFRS)216.2240.2-10%145.6

Net profit after tax (IFRS)214.5239.9-11%145.5

Underlying profit*98.681.721%56.6

Total assets2,7662,23324%1,707

Net operating cash flow217.8207.75%192.6

Operational

New sales of occupation rights339382-11%414

Resales of occupation rights3013000%244

Total sales of occupation rights640682-6%658

New retirement units delivered4544501%409

FY18 result highlights
FY18 results presentation

5

454retirement units delivered in FY18, underlying profit of $98.6m

IFRS profit of $214.5m after tax compared to FY17 of $239.9m

Record underlying profit of $98.6m, up 21% on FY17

Delivered 454 retirement units in FY18, in line with previous guidance

Record development margin of 33.2%, up from 27.3% in FY17

Record resale gain of 23.5%, up from 21.7% in FY17

Final dividend of 7.2 cents per share declared

Total dividends for the 2018 year (interim and final) of 13.2 cents per

share, amounting to $29.7m, 30% of underlying profit

Operating cash flow of $217.8m, and gearing ratio of 31.2%

Total assets now $2.8b, up 24% on FY17 at $2.2b

Land bank of 3,910 retirement units to support a lift in average build rate

to 600 retirement units, over the next two to three years

FY18 result highlights
Record full year underlying profit result

FY18 results presentation

261

303

409

450

454

0

100

200

300

400

500

FY14FY15FY16FY17FY18

Retirement unit delivery

286

333

414

382

339

172

245

244

300

301

0

200

400

600

800

FY14FY15FY16FY17FY18

Occupation right sales

New sale of occupation rightsResales of occupation rights

$24.4m

$37.8m

$56.6m

$81.7m

$98.6m

$m

$20m

$40m

$60m

$80m

$100m

$120m

FY14FY15FY16FY17FY18

Underlying profit

$1,043m

$1,364m

$1,707m

$2,233m

$2,766m

$m

$500m

$1,000m

$1,500m

$2,000m

$2,500m

$3,000m

FY14FY15FY16FY17FY18

Total assets

6

Business
overview

Summerset snapshot
FY18 results presentation

8

Developed most retirement village units in the New Zealand industry in FY18

21 years of consistent delivery and growth

Balance sheet growth of 348% since listing on the NZX in 2011

Portfolio of 3,732 retirement units (villas, apartments, serviced apartments and

memory care apartments) and 858 care beds

More than 5,000 residents

25 villages completed or under development

Seven greenfield sites at Kenepuru, Lower Hutt, Parnell, St Johns, and recent

acquisitions in TeAwa (Napier), PohutukawaPlace (New Plymouth), and

Papamoa(Tauranga)

In addition two newly acquired sites announced today:

oMilldale – 6.0 hectare site in a new suburb on the Hibiscus Coast

oWaikanae – 25.5 hectare site close to Waikanae Beach and golf club

(estimated village size of 8.0 hectares)

Land bank of 3,910 retirement units as at 31 December 2018 or around six to

seven years of development at the expected average build rate of 600

▪Silver award winner in the Reader’s Digest Quality Service Awards 2019

Sub heading - based on deliveries of retirement units within New Zealand. Based on information from full year financial results of

Summerset and competitors

FY18 review
FY18 results presentation

9

454retirement units delivered, record underlying profit of $98.6m

Delivered new design standards, which have been used in our Casebrook and

Rototunavillages

Delivery of Ellerslie’s first apartment block, adjacent to the main building

Completed villages in Trentham, Karaka, Katikati, and Wigram

Obtained resource consents and started civil works on Avonhead and Richmond

sites. Also gained resource consent for our TeAwa village (in record time) and our

Kenepuru village

Announced five new land acquisitions in TeAwa (Napier), PohutukawaPlace (New

Plymouth), Papamoa(Tauranga), Milldale(Auckland) and Waikanae (KapitiCoast)

Delivered 454 retirement units, in line with our FY18 build rate guidance of 450

St Johns resource consent declined, have appealed and in mediation shortly

Became the first retirement village operator in New Zealand to achieve CEMARS

certification, achieved Lifemark certification throughout all villages and obtained the

Group’s first Dementia Friendly accreditation at our Levin retirement village

Following preparation and diligence work during 2018, we are now actively seeking

land in the greater Melbourne area, Australia

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

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

Summerset strategy
FY18 results presentation

10

Summerset builds, owns and operates retirement villages

Focus on continuum of care model

High quality care and facilities across all villages

Villages designed to integrate into local communities

Internal development and construction model

Nationwide brand offering

Customer centric philosophy – bringing the best of life

Currently seeking land in the greater Melbourne area, Australia

First NZ retirement group CEMARS certified
FY18 results presentation

11

Increasing focus on sustainability

Summerset has become the first retirement village operator to become CEMARS (Certified Emissions Measurement and Reduction

Scheme) certified

Provides third party certification to ensure accurate and consistent carbon measurement, reduction and neutrality claims. This will be

independently verified annually to maintain certification

A range of initiatives to reduce the intensity of our carbon emissions across the business are being introduced

Lifemark certification
FY18 results presentation

12

First retirement group to receive full Lifemark village certification

First New Zealand retirement village group to receive Lifemark

Village Certification. This certification signals to potential and

current residents that Summerset’s products and services meet

the needs of any New Zealand occupant, for age, stage and ability

– an assurance that Summerset villages will be right for your stage

of life

This certification covers the overall village precinct and access

throughout, including communal grounds and wider facilities

Performance is independently validated through a comprehensive

on-site audit process

Every new village hereafter will be independently audited by

Lifemark

Levin village Dementia Friendly accredited
FY18 results presentation

13

Further focus on continuum of care

We have increased awareness of dementia throughout Summerset

by upskilling staff at our retirement villages and head office to provide

further support to our residents

Summerset’s Levin village has achieved Dementia Friendly

accreditation from AlzheimersNZ

Aiming to have all villages certified as Dementia Friendly by 2020

Levin won the New Zealand Aged Care Association’s Best Built

Environment award for its innovative memory care centre

* Source: Alzheimers New Zealand data

62,287

102,015

170,212

Estimated number of people in New Zealand

with Dementia from 2016 to 2050 *

2016

2030

2050

Operations and staff
FY18 results presentation

14

Improvements from introduction of new systems

97% care customer satisfaction rating and 95% village customer

satisfaction rating for 2018 survey

Successfully completed the rollout of VCare resident management system

across all villages, accompanied with the introduction of iPads to provide

staff with up to date resident information. This largely removes paper

processes from care centres and provides greatly improved access and

visibility of information

Introduced a new payroll system across Summerset

Continued focus on staff with the introduction of staff hardship assistance,

staff charity fundraising and a day off on employees’ birthdays

Introduction of new uniform design across all Summerset villages

throughout the second half of the year

Refreshed food offering with regionally focused menus in our villages,

featuring locally grown food. All food is prepared on site by local chefs

FY18 development activity
FY18 results presentation

15

Delivery of 454retirement units in FY18 across nine sites

454 retirement units and 52 care beds delivered across nine villages

Delivered first apartment block in Ellerslie, adjacent to the main building

Completion of Trentham, Karaka, Katikati and Wigram villages

First residents moved into Casebrook and Rototuna villages

LocationVillasApartmentsServiced apartments

Total

retirement units

Total

care beds

Casebrook69 --69 -

Ellerslie-54 -54 -

Hobsonville2 28 37 67 52

Karaka71 --71 -

Katikati38 --38 -

Rototuna56 --56 -

Trentham--20 20 -

Warkworth31 --31 -

Wigram48 --48 -

Total315825745452

FY18 development activity
FY18 results presentation

16

Delivery of 454retirement units in FY18 across nine sites

Wigram

Casebrook

Katikati

Rototuna

Hobsonville

FY18 development activity
FY18 results presentation

17

Delivery of 454 retirement units in FY18 across nine sites

Warkworth

Warkworth

Karaka

Wigram

WarkworthHobsonville

Ellerslie

New land sites acquired
FY18 results presentation

18

Five new land sites acquired since the beginning of 2018

Milldale (Auckland)

Waikanae (KapitiCoast)Papamoa (Tauranga)

TeAwa (Napier)

PohutukawaPlace (New Plymouth)

Future development
FY18 results presentation

19

Land bank of 3,910 retirement units and 540 care beds

Land bank -as at 31 December 2018

VillageVillasApartments

Serviced & memory care

apartments

Total

retirement units

Total

care beds

Ellerslie8 142 -150 -

Hobsonville8 8 4 20 -

Milldale 99 117 76 292 43

Parnell-264 76 340 48

St Johns-236 76 312 32

Warkworth23 --23 -

Auckland138 767 232 1,137 123

Papamoa211 -76 287 43

Bay of Plenty211 -76 287 43

Rototuna132 -76 208 43

Waikato132 -76 208 43

Pohutukawa Place222 -76 298 43

Taranaki222 -76 298 43

Te Awa241 -76 317 43

Hawke's Bay241 -76 317 43

Kenepuru102 93 106 301 43

Lower Hutt42 109 66 217 30

Waikanae214 -76 290 43

Wellington144 202 172 808 116

Richmond234 -76 310 43

Nelson234 -76 310

43

Avonhead156 12 98 266 43

Casebrook191 12 76 279 43

Christchurch3472417454586

Total1,6699939583,910540

Development pipeline
FY18 results presentation

20

Development margin
FY18 results presentation

21

Record FY18 development margin of 33.2% with a realised margin of $63.7m

Record development margin of 33.2% achieved in FY18, with strong

margins across all villages that settled new retirement units within the

year

Investment in our design and construction teams to increase in-house

experience and quality has attributed to our increased development

margin, through careful cost control without reducing quality

Maintaineda consistent development margin between 1H18 and

2H18

Auckland village new sales are performing well, with a 32.5%

development margin across the Auckland portfolio

Sales of new occupation rights were split 39% in the Auckland region

villages and 61% across the rest of our developing villages

Over the medium to long term we continue to expect development

margins to be approximately 20% to 25%

$10.5m

$16.7m

$26.1m

$39.0m

$51.0m

$63.7m

13.2%

15.7%

20.0%

22.2%

27.3%

33.2%

0%

5%

10%

15%

20%

25%

30%

35%

$0m

$10m

$20m

$30m

$40m

$50m

$60m

$70m

FY13FY14FY15FY16FY17FY18

Realiseddevelopment margin

Realised development margin ($m)Development margin (%)

New sales of occupation rights
FY18 results presentation

22

Record gross proceeds of $192.0m

New sales of occupation rights of 339 in FY18, down from

382 in FY17

Despite lower new sales volumes, gross proceeds were

up 3% from FY17

Lower new sales driven by timing differences. 133

retirement units were delivered in December, with very

limited ability to settle these prior to year end

Average gross proceeds per new sale settlement of

$566k, up from $488k in FY17

New salesFY18FY17VarianceFY16

Gross proceeds ($m)192.0186.43%175.6

Villas2352350%293

Apartments1629-45%15

Serviced apartments87111-22%104

Memory care apartments17-86%2

Total occupation rights339382-11%414

209

261

303

409

450

454

228

286

333

414

382

339

0

100

200

300

400

500

0

100

200

300

400

500

FY13FY14FY15FY16FY17FY18

New sales and retirement unit delivery

Retirement unit deliveryNew sale settlements

New sales stock remains historically low on a relative basis
Contracted stock as a proportion of total new sales stock was consistent at 32% in FY18, versus 29% in FY17 with good sales still being

seen. 133 retirement unit deliveries in late December reducing the ability to settle prior to year end

Serviced and memory care apartments are selling down steadily with stock decreasing from 118 at FY17 compared to 87 at FY18. The

average

days available to settle for uncontracted villa and apartment new sales stock is 3 months and 1 month, respectively

New sales stock

New sales stockFY18FY17FY16

Contracted1015969

Uncontracted21814567

Total new sales stock319204136

Contracted452644

Uncontracted1024112

Villas1476756

Contracted3850

Uncontracted47141

Apartments85191

Contracted182825

Uncontracted699054

Serviced & memory care apartments8711879

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

Excluding stock

delivered in December

7.1%

4.1%

3.3%

2.4%

4.4%

5.8%

3.6%

0%

1%

2%

3%

4%

5%

6%

7%

8%

FY13FY14FY15FY16FY17FY18FY18

Adjusted

Available new sales stock*

FY18 results presentation

23

Record realised gain and embedded value
Record realised resale gain of 23.5%, up 9% on FY17

Resales of 301 occupation rights in FY18 (FY17 resales of 300)

Gross proceeds of $122.2m, up 6% on FY17

Embedded value of $163k per retirement unit, as at 31

December 2018, up from $152k as at 31 December 2017

Embedded resale gain of $105k per retirement unit, up from

$100k as at 31 December 2017

Resales of occupation rights

FY18 results presentation

24

ResalesFY18FY17VarianceFY16

Gross proceeds ($m)122.2114.96%83.1

Realised resale gains ($m)28.724.915%15.4

Realised resale gains (%)23.5%21.7%9%18.6%

DMF realisation ($m)15.013.88%10.3

Villas163172-5%142

Apartments48464%44

Serviced apartments87826%58

Memory care apartments3-N/A-

Total occupation rights3013000%244

174

172

245

244

300

301

18.7%

14.7%

16.0%

18.6%

21.7%

23.5%

0%

5%

10%

15%

20%

25%

0

50

100

150

200

250

300

350

FY13FY14FY15FY16FY17FY18

Realisedresale gain and volume

Total occupation rightsRealised resale gains (%)

$86m

$94m

$133m

$199m

$327m

$392m

$62m

$79m

$97m

$124m

$170m

$217m

$m

$100m

$200m

$300m

$400m

$500m

$600m

$700m

FY13FY14FY15FY16FY17FY18

Embedded value

Resales gain ($m)DMF ($m)

Resales stock levels remain low despite growing portfolio
Resales stock remains low with 58 retirement units under contract and 53 retirement units uncontracted at FY18, maintaining similar

contracted and uncontracted resales stock levels as FY17, despite the portfolio growing

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

We continue to see good demand for resale retirement units across all villages. On average only ~2 uncontracted retirement units per village

Resales stock

FY18 results presentation

25

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

Resales stockFY18FY17FY16

Contracted586356

Uncontracted534729

Total resales stock11111085

Contracted273729

Uncontracted332417

Villas606146

Contracted699

Uncontracted354

Apartments91413

Contracted251718

Uncontracted17188

Serviced & memory care apartments423526

1.3%

1.2%

1.5%

1.0%

1.4%

1.4%

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

FY13FY14FY15FY16FY17FY18

Available resales stock*

Financial results

FY18 reported profit (IFRS)
FY18 net profit after tax of $214.5m

FY18 results presentation

27

IFRS NPAT of $214.5m, down 11% relative to FY17 driven by lower

fair value movement in investment property of $209.9m – refer to

next slide for further details

Total revenue of $137.0m, up 24% relative to FY17

The increase in FY18 expenditure relative to the prior year is driven

from a mix of:

Growth in new and developing villages as care centres and

independent living units recently built fill

Costs associated with preparing for a lift in build rate to 600

retirement units per annum over the next two to three years

Project-specific costs including investigation into Australia,

staff training costs for the new VCare customer

management system, lift in quality of food offering and roll

out of new uniform design

Staff-related costs such as pay-equity and increased staff

benefits

Net finance costs of $11.6m remain consistent with FY17, up 1%

NZ$mFY18FY17 *VarianceFY16

Total revenue137.0110.524%86.1

Fair value movement of

investment property

209.9234.5-10%143.5

Total income346.9345.01%229.5

Total expenses119.193.228%74.8

Net finance costs11.611.51%9.1

Net profit before tax216.2240.2-10%145.6

Tax expense1.70.3476%0.2

Net profit after tax214.5239.9-11%145.5

* Fair value movement of investment property has been restated for 2017. Refer to note 1

comparative information in the financial statements for further details.

Fair value movement
$209.9m fair value movement of investment property

FY18 results presentation

28

Fair value movement of $209.9m, down 10% on FY17 *

Reduction on prior year primarily driven by lower level of

retirement unit pricing increase $72.9m of uplift FY18

compared to $99.7m uplift FY17

Fair value movement for FY18 comprised of:

Increase in retirement unit pricing ($72.9m): retirement

unit price inflation on existing retirement units within the

portfolio resulting in uplift in operator’s interest

New retirement units built ($130.2m): value of new

retirement units delivered in FY18

Refurbishment cost assumptions (-$7.9m): uplift in

refurbishment cost assumption used by valuer

Discount rates ($6.1m) and growth rates ($0.0m):

change in assumptions used by valuer

Other movements ($8.8m): changes in all other

valuation assumptions

Refer to the appendices (slide 46) for key assumptions

associated with the investment property valuation

$209.9m

$130.2m

$6.1m

$0.0m

$8.8m

$7.9m

$72.9m

$-

$50m

$100m

$150m

$200m

$250m

Retirement unit

pricing

New retirement

units built

Refurbishment

cost

assumptions

Discount

rate

assumptions

Growth

rate

assumptions

OtherFair value

movement

FY18

FY18 fair value movement of investment property

* Fair value movement of investment property has been restated for 2017. Refer to note 1

comparative information in the financial statements for further details.

FY18 underlying profit
Underlying profit up 21% on FY17, 43% CAGR over last seven years

FY18 results presentation

29

FY18 underlying profit of $98.6m, up 21% on FY17

Uplift in underlying profit principally driven by the maturing nature of

our operating business and strong margins on sales

Realised development margin of $63.7m achieved in FY18, up from

$51.0m in FY17, driven by a record development margin of 33.2%

on retirement units built during the year

Realised gain on resales of $28.7m achieved in FY18, increased

from $24.9m in FY17, driven by strong sales price growth across our

villages on consistent volumes

Underlying profit has seen a compounded annual growth rate

(CAGR) increase of 43% since listing on the NZX in 2011

Underlying profit is a non-GAAP measure and differs from NZ IFRS profit for the period. Underlying profit does not have a standardised meaning prescribed by GAAP and therefore may not be

comparable to similar financial information presented by other entities. The Directors have provided an underlying profit measure in addition to IFRS profit to assist readers in determining the realised

and unrealised components of fair value movement of investment property and tax expense in the Group’s income statement. The measure is used internally in conjunction with other measures to

monitor performance and make investment decisions and has been audited by Ernst & Young. Underlying profit is a measure whichthe Group uses consistently across reporting periods. Underlying

profit is used to determine the dividend pay-out to shareholders.

NZ$mFY18FY17VarianceFY16

Care fees and village

services

91.274.522%57.8

Deferred management

fees

45.635.827%28.0

Realised gain on resales28.724.915%15.4

Realised development

margin

63.751.025%39.0

Other income & interest

received

0.20.223%0.2

Total income229.4186.423%140.4

Operating expenses112.488.627%71.1

Depreciation and

amortisation

6.74.644%3.7

Net finance costs11.611.51%9.1

Total expenses130.8104.725%83.9

Underlying profit98.681.721%56.6

FY18 cash flows
Net operating business cash flows up 17%

FY18 results presentation

30

Continuing to see benefits of maturing portfolio - net operating

cash flows up 5% from $207.7m in FY17 to $217.8m in FY18.

Have seen a consistent maturing operating cash flow since listing

of 26% CAGR

Net receipts from resales has increased $13.0m on FY17 with

uplift in resale margin on consistent volumes

Gross receipts from new sales was up $5.7m on FY17 despite

lower sales volumes, 382 in FY17 compared to 339 in FY18

Investing cash flows have increased 13% on FY17 driven by land

acquisitions

Refurbishment cost increase driven by programmed upgrade of a

number of older village main centres and care centres

NZ$mFY18FY17VarianceFY16

Net operating business cash flow30.526.117%15.7

Receipts for residents' loans - new

sales

187.3181.63%176.9

Net operating cash flow217.8207.75%192.6

Purchase of land(54.7)(27.8)96%(18.5)

Construction of new IP & care

centres

(213.7)(213.1)0%(168.1)

Refurb of existing IP & care centres(6.4)(4.7)37%(3.3)

Other investing cash flows(6.2)(6.1)1%(5.0)

Capitalised interest paid(9.3)(5.8)61%(5.0)

Net investing cash flow(290.4)(257.5)13%(199.9)

Net proceeds from borrowings103.773.940%25.8

Net dividends paid(17.8)(12.3)45%(8.9)

Other financing cash flows(13.4)(12.9)4%(7.6)

Net financing cash flow72.548.749%9.2

FY18 balance sheet
Total assets of $2.8b, up 24% from $2.2b in FY17

FY18 results presentation

31

Total assets of $2.8b, up 24% on FY17

Retained earnings have increased from $509.1m as at 31

December 2017 to $694.5m as at 31 December 2018. This

continues to positively impact balance sheet strength and

company gearing ratios

Investment property valuation of $2.6b, up 25% on FY17

Other assets include land and buildings (primarily care

centres). Care centres were valued as at 31 December 2017

(three yearly cycle), with the new Hobsonville care centre

recorded at cost and tested for impairment in FY18

Intangibles of $6.6m at FY18. Principally made up of the

VCare customer management system, new payroll system,

and asset management system

Embedded value of $609.1m, $163k per retirement unit, as

at 31 December 2018:

$392.5m resale gains

$216.6m deferred management fees

NZ$mFY18FY17 *VarianceFY16

Investment property2,5852,07025%1,591

Other assets181.3163.211%115.4

Total assets2,7662,23324%1,707

Residents' loans1,137966.618%801.3

Face value of bank loans &

bonds**

451.5347.830%274.0

Other liabilities199.3132.650%85.9

Total liabilities1,7881,44724%1,161

Net assets***978.8785.825%545.6

Embedded value609.1497.123%322.6

NTA (cents per share)438.4355.123%249.9

** Facevalueofdrawnbankdebtandretailbonds. Excludescapitalisedandamortisedbondissuecosts,

andfairvaluemovementonhedgedborrowings.

***Netassetsincludessharecapital,reserves,andretainedearnings.

* Investment property has been restated for 2017. Refer to note 1 comparative information in

the financial statements for further details.

Gearing ratio
Gross debt of $451.5m* and gearing ratio of 31.2%

FY18 results presentation

32

Gross debt of $451.5m as at 31 December 2018, up $103.7m from

31 December 2017

Uplift in gross debt includes construction spend for Ellerslie

apartment block, Hobsonvillefinal apartment block, Warkworth

villas, first stages of Casebrookand Rototunaand final stages of

Trentham, Karaka, Katikatiand Wigram

Land purchases in FY18 includeTeAwa (Napier), Pohutukawa

Place (New Plymouth), Papamoa(Tauranga), Milldale(Auckland)

and Waikanae (KapitiCoast)

Bank facility of $500.0m with undrawn capacity of $273.5m at 31

December 2018

Retail bonds of $125.0m successfully raised in FY18, bringing total

bonds to $225.0m

* Netassets(throughinvestmentproperty)havebeenrestatedfor2017.Refertonote1

comparativeinformationin thefinancialstatementsforfurtherdetails.

**Facevalueofdrawnbankdebtandretailbonds. Excludescapitalisedandamortisedbond

issuecosts,andfairvaluemovementonhedgedborrowings

***Gearingratiocalculation(netdebt/ netdebtplusbookequity)differsfromtheSummerset

Group’sbankandbondLVRcovenant(TotalDebtoftheSummersetGroup/ PropertyValueof

theSummersetGroup)

NZ$mFY18FY17*ChangeFY16

Face value of bank loans

& retail bonds **

451.5347.830%274.0

Cash and cash

equivalents

(7.5)(7.6)-1%(8.7)

Net debt444.0340.330%265.3

Net assets978.8785.825%545.6

Gearing ratio (%)***31.2%30.2%3%32.7%

Bank & bond LVR (%) ***32.3%31.4%3%34.0%

$105m

$151m

$248m

$274m

$348m

$452m

26.6%

30.5%

37.1%

32.7%

30.2%

31.2%

0%

10%

20%

30%

40%

50%

$0m

$100m

$200m

$300m

$400m

$500m

$600m

FY13FY14FY15FY16FY17FY18

Gross borrowings and gearing ratio

Bank loans & retail bondsGearing ratio (%)

Project cash profits
Delivering significant positive cash flow across new villages

FY18 results presentation

33

High density metropolitan sites r

equire significant investment, but yield significant returns upon sell down of the village

Positive net cash flows from v

illage development allows us to recycle capital for new projects or repay debt

An increased land bank allows us to build on multiple sites, spreading and diversifying sales across many regions

On average it takes between four and six years from the tim

e village construction starts to the last retirement unit being delivered

*Forecast net position representscashprofits post landcost,retirement unit

developmentcosts,recreation and administrationfacilitycosts,carefacilitycosts,

management fees and interestcosts

Village

Forecast Capital

Investment ($m)

Forecast Net Cash

Position* ($m)

Ellerslie$200m +$40m +

Casebrook

$100m +$15m +

Hobsonville

Kenepuru

Richmond

Rototuna

Avonhead$100m +$5m - $15m

Casebrook

Ellerslie

Hobsonville

Kenepuru

R

ichmond

Rototuna

20192020

Summerset developments

Avonhead

201820162017

Composition of drawn debt
Strong asset backing to net debt

FY18 results presentation

34

Development projects are debt funded. Development assets

exceed the value of net debt by $118m and 27%. This has lifted

from $66.0m and 19% from December 2017

All debt is associated with development activities

Development assets could be realised to reduce debt

Total underlying assets of $562m are made up of:

Undeveloped land of $173m

Development WIP of $173m

Vacant new sale stock of $216m

* Facevalueofdrawnbankdebtandretailbonds

**DevelopmentWIPhasbeenrestatedfor2017. Refertonote1 comparativeinformationin

thefinancialstatementsforfurtherdetails

$135m

$173m

$152m**

$173m

$119m

$216m

$-

$100.0m

$200.0m

$300.0m

$400.0m

$500.0m

$600.0m

Net debt FY17Underlying assets

FY17

Net debt FY18Underlying assets

FY18

Net debt* to underlying assets - FY17 & FY18

Net DebtUndeveloped LandDevelopment WIPUnsold Stock

$444m

$562m

$406m

$340m

$118m excess assets

$66m excess assets

Final dividend

FY18 final dividend
Summerset board declares FY18 final dividend

FY18 results presentation

36

The Summerset Board has declared a final dividend of 7.2 cents per share, unimputed

This bring total dividends for the 2018 year (interim and final) to 13.2 cents per share, being approximately $29.7m, and representing 30% of

underlying profit. This total dividend payment is an increase of 21% on FY17

The dividend reinvestment plan (DRP) will apply to this dividend enabling shareholders to take shares in lieu of the cash dividend

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

Eligible investors wishing to take up the DRP must register by 5pm NZT on Monday 11th March 2019. Any applications received on or after

this time will be applied to subsequent dividends

The final dividend will be paid on Thursday 21st March 2019. The record date for final determination of entitlements to the final dividend is

Friday 8th March 2019

The dividend policy remains 30% to 50% of underlying profit for the full year period. As previously indicated, dividend payments are likely to

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

Questions?
FY18 results presentation

37

Disclaimer
FY18 results presentation

38

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

based upon current expectations and involve risks and uncertainties

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

Although management may indicate and believe the assumptions underlying the forward looking statements are reasonable, any ofthe

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

looking statements will be realised

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

omissions

This presentation does not constitute investment advice

Appendix

Demographics
FY18 results presentation

40

Population over 75 years forecast to grow 245% from 2018 to 2068

Source: Statistics New Zealand – National Population Projections

0

5,000

10,000

15,000

20,000

25,000

30,000

1997-20022002-20072007-20122016-20182018-20232023-20282028-20332033-20382038-20432043-20482048-20532053-20582058-20632063-2068

Per annum population growth 75 years and over

NZ Population 75+ Per Annum Growth

0%

2%

4%

6%

8%

10%

12%

14%

16%

18%

0

200,000

400,000

600,000

800,000

1,000,000

1,200,000

199720022007201220182023202820332038204320482053205820632068

Population growth 75 years and over

NZ population 75+ (left hand axis)

% population 75+ (right hand axis)

Summerset growth
21 years of consistent delivery and growth

FY18 results presentation

41

-

129

219

407

470

528

652

732

795

921

983

1,109

1,272

1,364

1,486

1,646

1,855

2,116

2,419

2,828

3,278

129

90

188

63

58

124

80

63

126

62

126

163

80

122

160

209

261

303

409

450

454

129

219

407

470

528

652

732

795

921

983

1,109

1,272

1,352

1,486

1,646

1,855

2,116

2,419

2,828

3,278

3,732

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

1997199819992000200120022003200420052006200720082009201020112012201320142015201620172018

Retirement units

Summerset build rate

Existing unitsNew retirement units delivered

Customer profile & occupancy
Occupancy, tenure and resident demographic statistics

FY18 results presentation

42

Occupancy within our established care centres is stable, with an average

occupancy of 96% for FY18

Average tenure on FY18 resale retirement units was 5.3 years for villas, 4.2

years for independent apartments, and 2.2 years for serviced and memory

care apartments. This is aligned with previous years resale tenure results

Average entry age on FY18 new and resale retirement units was 79, 80 and

85 years for villas, independent apartments and serviced and memory care

apartments, respectively

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

78.4

79.3

78.8

82.7

80.8

79.5

85.7

85.9

85.0

60.0

65.0

70.0

75.0

80.0

85.0

90.0

FY16FY17FY18

Average entry age of residents (years)

VillasApartmentsServiced & memory care apartments

5.3

5.0

5.3

3.1

4.6

4.2

2.4

1.7

2.2

0

1

2

3

4

5

6

7

FY16FY17FY18

Average tenure (years) on resales*

VillasApartmentsServiced & memory care apartments

97%97%

96%

0%

20%

40%

60%

80%

100%

FY16FY17FY18

Occupancy - established care centres

Portfolio as at 31 December 2018
3,732 retirement units and 858 care beds

FY18 results presentation

43

Existing portfolio - as at 31 December 2018

VillageVillasApartments

Serviced & memory care

apartments

Total

retirement units

Total

care beds

Ellerslie34 77 57 168 58

Hobsonville117 65 48 230 52

Karaka182 -59 241 50

Manukau89 67 27 183 54

Warkworth179 2 44 225 41

Auckland601 211 235 1,047 255

Hamilton183 -50 233 49

Rototuna56 --56 -

Taupo94 34 18 146 -

Waikato333 34 68 435 49

Katikati156 -20 176 49

Bay of Plenty156 -20 176 49

Hastings146 5 -151 -

Havelock North94 28 -122 45

Napier94 26 20 140 48

Hawke's Bay334 59 20 413 93

New Plymouth108 -40 148 52

Taranaki108 -40 148 52

Levin64 22 10 96 41

Palmerston North90 12 -102 44

Wanganui70 18 12 100

37

Manawatu-Wanganui224 52 22 298 122

Aotea96 33 38 167 -

Paraparaumu92 22 -114 44

Trentham231 12 40 283 44

Wellington419 67 78 564 88

Nelson214 -55 269 59

Nelson-Tasman214 -55 269 59

Casebrook69 --69 -

Wigram159 -53 212 49

Christchurch228 -53 281 49

Dunedin61 20 20 101 42

Otago61 20 20 101 42

Total2,6784436113,732858

Land bank as at 31 December 2018
Land bank of 3,910 retirement units and 540 care beds

FY18 results presentation

44

* Land bank reflects current intentions as at December 2018.

Land bank -as at 31 December 2018

VillageVillasApartments

Serviced & memory care

apartments

Total

retirement units

Total

care beds

Ellerslie8 142 -150 -

Hobsonville8 8 4 20 -

Milldale 99 117 76 292 43

Parnell-264 76 340 48

St Johns-236 76 312 32

Warkworth23 --23 -

Auckland138 767 232 1,137 123

Papamoa211 -76 287 43

Bay of Plenty211 -76 287 43

Rototuna132 -76 208 43

Waikato132 -76 208 43

Pohutukawa Place222 -76 298 43

Taranaki222 -76 298 43

Te Awa241 -76 317 43

Hawke's Bay241 -76 317 43

Kenepuru102 93 106 301 43

Lower Hutt42 109 66 217 30

Waikanae214 -76 290 43

Wellington144 202 172 808 116

Richmond234 -76 310 43

Nelson234 -76 310

43

Avonhead156 12 98 266 43

Casebrook191 12 76 279 43

Christchurch3472417454586

Total1,6699939583,910540

FY18 underlying profit reconciliation
Reconciliation of underlying profit to reported net profit after tax

FY18 results presentation

45

Underlying profit is a non-GAAP measure and differs from NZ IFRS profit for the period. Underlying profit does not have a standardised meaning prescribed by GAAP and therefore may not be

comparable to similar financial information presented by other entities. The Directors have provided an underlying profit measure in addition to IFRS profit to assist readers in determining the realised

and unrealised components of fair value movement of investment property and tax expense in the Group’s income statement. The measure is used internally in conjunction with other measures to

monitor performance and make investment decisions and has been audited by Ernst & Young. Underlying profit is a measure whichthe Group uses consistently across reporting periods. Underlying

profit is used to determine the dividend pay-out to shareholders.

NZ$mFY18FY17VarianceFY16

Reported net profit after tax214.5239.9-11%145.5

Less fair value movement of investment property(209.9)(234.5)-10%(143.5)

Add realised gain on resales28.724.915%15.4

Add realised development margin63.751.025%39.0

Add deferred tax expense1.70.3476%0.2

Underlying profit98.681.721%56.6

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

FY18 results presentation

46

* Valueofnon-landcapitalworkin progressnotrepresentedin theabovetable

Fair value movement of investment

property

Value of

investment

property*

Fair value

gain/(loss)

Key valuation assumptions

VillageLocationNZ$mNZ$mDiscount rate

Growth rate

Yr 1

Growth rate

Yr 2

Growth rate

Yr 3

Growth rate

Yr 4

Growth rate

Yr 5+

Summerset by the ParkManukau142.23.013.50%0.5%1.5%2.5%3.0%3.5%

Summerset by the LakeTaupo55.61.515.75%0.0%0.5%1.5%2.5%3.5%

Summerset in the BayNapier68.04.314.00%0.0%1.0%2.0%2.5%3.5%

Summerset in the OrchardHastings73.29.315.00%0.0%0.5%1.0%2.5%3.5%

Summerset in the VinesHavelock North58.45.314.75%0.0%1.0%2.0%2.5%3.5%

Summerset in the River CityWanganui28.32.216.00%0.5%1.0%1.5%2.0%2.5%

Summerset on SummerhillPalmerston North45.13.214.75%0.5%1.0%2.0%2.5%3.0%

Summerset by the RangesLevin26.82.515.75%0.5%1.0%1.5%2.0%3.0%

Summerset on the CoastParaparaumu50.92.014.50%0.5%1.0%2.0%2.5%3.5%

Summerset at AoteaAotea94.27.114.25%0.5%1.0%2.0%2.5%3.5%

Summerset in the SunNelson143.19.214.00%0.0%1.0%1.0%2.5%3.5%

Summerset at BishopscourtDunedin46.73.014.75%0.5%1.0%

1.5%2.5%3.0%

Summerset down the LaneHamilton127.58.514.00%0.5%1.0%2.0%2.5%3.5%

Summerset Mountain ViewNew Plymouth69.71.114.75%0.0%0.5%1.5%2.5%3.0%

Summerset FallsWarkworth159.617.914.00%0.5%1.5%2.0%3.0%3.5%

Summerset at KarakaKaraka180.025.114.25%0.5%1.0%2.0%2.5%3.5%

Summerset at WigramWigram119.720.314.50%0.0%1.5%2.0%3.0%3.5%

Summerset at the CourseTrentham153.213.714.00%0.5%1.0%2.0%2.5%3.5%

Total for completed villages1,642.4139.2

Summerset at Monterey ParkHobsonville227.915.114.00%1.0%1.0%2.0%2.5%3.5%

Summerset at Heritage ParkEllerslie164.415.015.00%1.0%1.0%2.0%2.5%3.5%

Summerset RototunaRototuna44.713.416.50%0.0%1.0%2.0%2.5%3.5%

Summerset by the SeaKatikati94.813.715.00%0.0%0.5%1.5%2.5%3.5%

Summerset on CavendishCasebrook53.113.716.50%0.0%1.0%2.0%3.0%3.5%

Summerset RichmondRichmond9.81.8n/an/an/an/an/an/a

Summerset AvonheadAvonhead12.3(0.8)n/an/an/an/a

n/an/a

Total for villages in development607.171.9

Total for proposed villages167.8(1.1)

Total for all villages2,417.3209.9

8 year metrics summary
FY18 results presentation

47

* Compoundannualgrowthrate

** UnderlyingprofitdiffersfromNZIFRSreportedprofitaftertax. ThemeasurehasbeenauditedbyErnst& Young.Refertotheappendixfora reconciliationbetweenthetwomeasures,andnote2

ofthefinancialstatementsfordetailonthecomponentsofunderlyingprofit

Underlying profit 7 year CAGR of 43%

Full Year Results

7 Year

CAGR*

FY18FY17FY16FY15FY14FY13FY12FY11

Operational

New sales of occupation rights18%339382414333286228167108

Resales of occupation rights14%301300244245172174164123

Total sales16%640682658578458402331231

New retirement units delivered21%454450409303261209160122

Retirement units in portfolio14%3,7323,2782,8282,4192,1161,8551,6461,486

Care beds in portfolio15%858806748616485442327327

Financial (NZ$m)

Total revenue ($m)22%137.0110.586.168.854.345.238.133.7

Net profit after tax ($m)75%214.5239.9145.584.254.234.214.84.3

Underlying profit** ($m)43%98.681.756.637.824.422.215.28.1

Net operating cash flow ($m)26%217.8207.7192.6140.3110.488.666.343.7

Total assets ($m)24%2,7662,2331,7071,3641,043844.9702.3616.9

Total equity ($m)23%978.8785.8545.6409.8332.3281.9248.8233.4

Interest bearing loans and

borrowings ($m)

31%452.8347.2274.0248.2150.8105.378.269.1

Cash and cash equivalents ($m)-3%7.57.68.76.74.93.02.89.0

Gearing ratio (Net D/ Net D+E)6%31.2%30.2%32.7%37.1%30.5%26.6%23.3%20.5%

EPS (cents) (IFRS profit)70%97.13109.7866.9338.9425.1615.996.962.39

NTA (cents)22%438.44355.07249.90188.52153.33131.24116.49109.33

Development margin (%)27%33.2%27.3%22.2%20.0%15.7%13.2%12.0%6.2%

---

Summerset Group Holdings Limited
Results for announcement to the market


Reporting Period 12 months to 31 December 2018

Previous Reporting Period 12 months to 31 December 2017


Amount (000s) Percentage change

Revenue from ordinary

activities

NZ$137,017 +24.0%

Total income from ordinary

activities

NZ$346,947 +0.6%

Profit from ordinary

activities after tax

attributable to security

holder

NZ$214,503 -10.6%

Net profit attributable to

security holders

NZ$214,503 -10.6%

Underlying profit NZ$98,611 +20.8%


Final Dividend Amount per security Imputed amount per

security

NZ 7.2 cents per

share

Not imputed


Record Date 8 March 2019

Dividend Payment Date 21 March 2019

Dividend Reinvestment

Plan

Applies at 2% discount


Comments: See also other attached documents (annual

report, media release, results presentation and

Appendix 7).


Underlying profit is a non-GAAP measure and

differs from NZ IFRS profit for the period.

Underlying profit does not have a standardised

meaning prescribed by GAAP and therefore may

not be comparable to similar financial information

presented by other entities. The Directors have

provided an underlying profit measure in addition

to IFRS profit to assist readers in determining the

realised and unrealised components of fair value

movement of investment property and tax

expense in the Group’s income statement. The

measure is used internally in conjunction with

other measures to monitor performance and

make investment decisions. Underlying profit is a

measure which the Group uses consistently

across reporting periods. Underlying profit is

used to determine the dividend pay-out to

shareholders.

---

APPENDIX 7 – NZSX Listing Rules
Number of pages including this one

(Please provide any other relevant

NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10. details on additional pages)

For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.

Full name

of Issuer

Name of officer authorised to

Authority for event,

make this notice

e.g. Directors' resolution

Contact phone

Contact fax

numbernumber

Date

Nature of event

BonusIf ticked,

Rights Issue

Tick as appropriate

Issue

state whether:Taxable

/ Non TaxableConversionInterestRenouncable

Rights IssueCapitalCallDividend

If ticked, stateFull

non-renouncable

change

x

whether:

InterimYear

X

SpecialDRP Applies

x

EXISTING securities affected by this

If more than one security is affected by the event, use a separate form.

Description of theISIN

class of securities

If unknown, contact NZX

Details of securities issued pursuant to this eventIf more than one class of security is to be issued, use a separate form for each class.

Description of theISIN

class of securities

If unknown, contact NZX

Number of Securities toMinimum

Ratio, e.g

be issued following eventEntitlement

1 for 2 for

Conversion, Maturity, Call

Treatment of Fractions

Payable or Exercise Date

Tick if

provide an

pari passu

ORexplanation

Strike price per security for any issue in lieu or date

of the

Strike Price available.

ranking

Monies Associated with Event

Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.

Source of

Amount per security

Payment

(does not include any excluded income)

Excluded income per security

(only applicable to listed PIEs)

Supplementary

Amount per security

Currencydividendin dollars and cents

details -

NZSX Listing Rule 7.12.7

Total monies

TaxationAmount per Security in Dollars and cents to six decimal places

In the case of a taxable bonusResident

Imputation Credits

issue state strike priceWithholding Tax(Give details)

Foreign

FDP Credits

Withholding Tax(Give details)

Timing

(Refer Appendix 8 in the NZSX Listing Rules)

Record Date 5pmApplication Date

For calculation of entitlements -Also, Call Payable, Dividend /

Interest Payable, Exercise Date,

Conversion Date. In the case

of applications this must be the

last business day of the week.

Notice DateAllotment Date

Entitlement letters, call notices,For the issue of new securities.

conversion notices mailedMust be within 5 business days

of application closing date.

OFFICE USE ONLY

Ex Date:

Commence Quoting Rights:Security Code:

Cease Quoting Rights 5pm:

Commence Quoting New Securities:Security Code:

Cease Quoting Old Security 5pm:

EMAIL: announce@nzx.com

Notice of event affecting securities

Summerset Group Holdings Limited

Leanne WalkerDirectors' Resolution

(04) 894 736121022019

Ordinary SharesNZSUME0001S0

In dollars and cents

Revenue Reserves

7.2 cents per share

Nil

Enter N/A if not

applicable

$2.38 cents per shareNil

$

New Zealand DollarsNil

$16,229,928

Date Payable

8 March, 201921 March, 2019

21 March, 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.