Financial Results for the Year Ended 31 December 2018
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.