Foley Wines Limited/Announcement
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FWL – Interim Results to 31 December 2018

Half Year Results26 February 2019FWLConsumer Staples

Half Yearly Report|December 31 2018

Contents
FOLEY WINES | HALF YEARLY REPORT

Highlights

CEO’s summary

Financial Statements

Income statement

Statement of comprehensive income

Statement of changes in equity

Statement of financial position

Statements of cash flows

Notes to the financial statements

Company directory

3

10

10

9

4

12

14

15

23

A collection of iconic wineries and
brands from New Zealand’s most

acclaimed wine regions

made by

land &

hand

Each with a unique story of New Zealand to tell, our wineries

are linked by a common unrelenting purpose; to make great

wine that people love to drink around the world

– made by land & hand.

FOLEY WINES | HALF YEARLY REPORT

1

Martinborough Vineyard
Martinborough

Te Kairanga

Martinborough

Vavasour

Awatere Valley, Marlborough

Grove Mill

Wairau Valley, Marlborough

Our wineries & distillery

Lighthouse Gin

Martinborough

Mt Difficulty

Central Otago

FOLEY WINES | HALF YEARLY REPORT

2

Bottled sales
revenue

Operating

earnings

Export cases

Half year

highlights

Continuous momentum

$21.1m

+ 13.8%

Profit for period

after tax

Operating

cash flow

Completion of Mt Difficulty purchase on

3 January 2019

Lion NZ Ltd subscribed for shares in FWL

$2.387m

+ 145.8%

210,000 dozen

+ 46.8%

$1.672m

+ 461%

$4.936m

+ 17.2%

FOLEY WINES | HALF YEARLY REPORT

3

CEO’s
summary

Operating performance

The first six months results reflect the continued progress the company

is making, both in terms of financial performance and in completing

two key strategic initiatives outlined over the last 12 to 18 months.

The completion of the Mt Difficulty purchase was extremely satisfying

against a background of significant uncertainty with the gaining of OIO

approval. However our tenacity paid off and the Government approved

the transaction in December 2018. As a consequence of this approval,

we were delighted that Lion NZ Ltd (Lion) subscribed for their

shareholding in our company.

The partnership with Lion is a critical component of our growth

strategy in New Zealand. The initial period of the partnership is 10

years which enables us to work together to formulate a long term

strategy of building our brands in New Zealand.

The financial results show an improved performance across the board.

Operating earnings (or underlying profit) is a key metric we focus on

due to the complexities around the accounting standards in terms of fair

value adjustments. We believe that focussing on operating earnings

gives our investors the best metric when comparing one year with

another.

In the first six months our operating profit of $2.387m was up 145.8%

compared with the previous year. Operating cash flow of $4.936m was

up 17.2% as a result of improved sales in the period.

Profit for the period net of tax attributable for the shareholders was

$1.672m, up 461% compared with $0.298m the previous year.

FOLEY WINES | HALF YEARLY REPORT

4

Australia
74,000 cases

+45 %

USA/Canada

75,000 cases

+65%

UK/Europe

49,000 cases

+41%

Rest of world

11,000 cases

+0%

Export

case sales

FOLEY WINES | HALF YEARLY REPORT

5

Sales
performance

Export sales growth

Our overall export cases (packaged) shipped grew by 46.8% for the

period. This compares very favourably to recently published data from

New Zealand Wine Growers indicating that packaged wine export

volumes for the industry declined by 0.5%.

It is particularly pleasing to see our relationships with trading partners

in key markets continue to gain strength. This is testament to two key

factors. First and foremost is the quality of our world-class portfolio,

which is gaining attention world-wide. Secondly, we now have the

ability to supply brands from our five wineries and distillery, across

three acclaimed regions, in one shipment. For trading partners who

increasingly want to reduce the number of suppliers they deal with,

having one point of contact for such a diverse, high quality portfolio

offers real value.

In January it was resolved to consolidate all our USA business to Foley

Family Wines Inc. (FFW USA), a business owned by Bill Foley and his

family. This represents an exciting new era for our brands with access

to over 150 sales personnel employed by the Foley Group in the USA,

plus the addition of two new dedicated personal committed to our New

Zealand portfolio. Mt Difficulty will also transition to FFW USA during

the next period. The USA represents a critical market for us and we are

very optimistic about what we can achieve with access to this

significant network.

FOLEY WINES | HALF YEARLY REPORT

6

New Zealand – in line
with expectations

59,000 dozen, -25%.

Our New Zealand performance reflected disruption as we moved the

majority of our business to Lion and is in line with expectations. In our

annual report we stated that we needed to implement a new pricing

and promotional strategy in New Zealand when Lion was appointed.

We are pleased to report that while our volume has decreased by 25%

for the first six months our margin per case from New Zealand sales is

up 100%.

We expect it will take some time to rebuild our volume to previous

levels. However, we have transitioned from a box moving mentality to

one of long-term brand building. Once we do achieve our previous

level of New Zealand sales it will materially affect our financial

performance.

Page 22 sets out the breakdown of the consideration for Mt Difficulty.

Mt Difficulty case sales for the six months ended 31 December was

41,000 at average case realisation of $150 (excluding excise tax).

Please note these case sales are not included within our financials.

At the time of due diligence it was estimated that Mt Difficulty would

generate EBITDA in the range of $5m to $6m. While some time has

elapsed since this work was completed, we do not have any reason to

think that this isn’t achievable for the year ended 30 June 2020.

Naturally exchange rates, 2019 harvest and timing of the cellar door

redevelopment are factors to be considered.

Mt Difficulty

Sales

performance

FOLEY WINES | HALF YEARLY REPORT

7

Positive outlook on vintage,
volumes and earnings.

Outlook

We are pleased to report that the wineries are empty going into harvest

with no holdover wines as a result of strong sales. This means we have

the ability to maximise the winery capacity, which will have a positive

impact on cost of goods.

Our teams in all regions are expecting high quality fruit at volumes

which will allow us to fill our wineries. While there are some reports of

concerns in the industry regarding a lack of water having a bearing on

yields, we are in a good position in terms of water management.

In terms of earnings guidance, we have already achieved 87% of the

full year underlying earnings of the previous year of $2.752m. On this

basis we are working hard to achieve approximately $5m of operating

earnings in the full year inclusive of all costs associated with the

Mt Difficulty transaction. We must be mindful that exchange rates can

have a significant affect and in particular the Australian dollar has

adversely affected profitability in recent times.

FOLEY WINES | HALF YEARLY REPORT

8

Financial statements
FOLEY WINES LIMITED | HALF YEARLY REPORT

Income
statement

For the six months ended 31 December 2018

Unaudited

6 Months

31 Dec

2018

Group

Audited

12 Months

30 Jun 2018

Group

Restated

Unaudited

6 Months

31 Dec

2017

Group

Note$’000$’000$’000

Revenue

323,15342,07820,423

Expenses

Cost of sales

(16,105)(30,622)(15,098)

Selling, marketing and promotion expenses

(2,172)(4,721)(2,317)

Administration and corporate governance expenses

(1,453)(2,491)(1,194)

Non-recurring expenses

3(563)(375)(227)

Expenses excluding interest

(20,293)(38,209)(18,836)

Profit before interest, impairment, revaluations

and income tax

2,8603,8691,587

Interest revenue

161-

Interest expense

4(519)(1,081)(550)

Net finance costs

(503)(1,080)(550)

Profit before impairment, revaluations and

income tax

2,3572,7891,037

Impairment

Impairment of trade and other receivables

---

Impairment of inventory

30(37)(66)

Profit before revaluations and income tax

2,3872,752971

Revaluation gains and losses

Unrealised gain/(loss) in fair value of financial

asset/liabilities

9201(229)(132)

Unrealised (loss)/gain on harvested grapes

-1,084-

Realised reversal of (gain)/loss on harvested grapes

(265)(812)(425)

Revaluation of property, plant & equipment

-(153)-

Profit before income tax

32,3232,642414

Income tax expense

(651)(837)(116)

Profit for the period net of tax, attributable to

Shareholders of the Parent Company

1,6721,805298

Basic Earnings per share cps (after tax)

53.103.460.57

Diluted Earnings per share cps (after tax)

52.713.000.50

FOLEY WINES LIMITED | HALF YEARLY REPORT

9

These financial statements should be read in conjunction with the Notes to the financial statements on pages 15 to 22

Statement of
comprehensive

income

Unaudited

6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

Note$’000$’000$’000

Profit for the period1,6721,805298

Other comprehensive income:

Items that will not be reclassified to profit or

loss:

Revaluation of property, plant and equipment

-3,701-

Income tax on items taken directly to or

transferred from equity

-(601)-

Other comprehensive income for the

period, net of tax

-3,100-

Total comprehensive income for the

period, net of tax

1,6724,905298

Fully Paid

Ordinary

Shares

Asset

Revaluation

Reserve

Retained

Earnings

Total

Note$’000

$’000

$’000$’000

Unaudited 6 Months 31 December 2018 Group

Equity at 1 July 2018

66,51813,33714,62794,482

Profit for the period

--1,6721,672

Other comprehensive income for the period

----

Total comprehensive income/(expense)

for the period

--1,6721,672

Distributions to owners

6--(1,590)(1,590)

Contributions by owners

720,000---

Transactions with owners during period

--(1,590)(1,590)

Added to equity during the period

--8282

Equity at 31 Dec 2018

86,51813,33714,709114,564

Dividends paid per share cps

63.0

Statement of

changes in

equity

For the six months ended 31 December 2018

For the six months ended 31 December 2018

10

These financial statements should be read in conjunction with the Notes to the financial statements on pages 15 to 22

FOLEY WINES LIMITED | HALF YEARLY REPORT

Statement of
changes in

equity (continued)

Fully Paid

Ordinary

Shares

Asset

Revaluation

Reserve

Retained

Earnings

Total

Note$’000

$’000

$’000$’000

Audited 12 Months 30 June 2018

Group

Equity at 1 July 2017

66,51810,20214,42491,144

Profit for the period

--1,8051,805

Other comprehensive income for the

period

-3,135(35)3,100

Total comprehensive income for the

year

-3,1351,7704,905

Distribution to owners

6--(1,567)(1,567)

Contributions by owners

7----

Transactions with owners during

year

--(1,567)(1,567)

Added to equity during the year

-3,1352033,338

Equity at 30 June 2018

66,51813,33714,62794,482

Dividends paid per share cps

63.0

Unaudited 6 Months 31 December

2017 Group

Equity at 1 July 2017

66,51810,20214,42491,144

Profit for the period

--298298

Other comprehensive income for the

period

----

Total comprehensive

income/(expense) for the period

--298298

Distributions to owners

6--(1,567)(1,567)

Contributions by owners

7----

Transactions with owners during

period

--(1,567)(1,567)

Added to equity during the period

--(1,269)(1,269)

Equity at 31 Dec 2017

66,51810,20213,15589,875

Dividends paid per share cps

63.0

For the six months ended 31 December 2018

11

These financial statements should be read in conjunction with the Notes to the financial statements on pages 15 to 22

FOLEY WINES LIMITED | HALF YEARLY REPORT

Statement of
financial position

Unaudited

6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

Note$’000$’000$’000

CURRENT ASSETS

Cash and cash equivalents24,4432,7681,589

Trade and other receivables8,2709,0438,335

Other financial assets111-34

Inventories23,03630,20725,105

Biological work in progress4,2208734,035

Current tax assets-67424

Prepaid expenses840468779

60,92043,42640,301

NON-CURRENT ASSETS

Property, plant and equipment74,25574,63471,047

Intangible assets13,05313,05313,053

Deferred tax assets128128112

87,43687,81584,212

TOTAL ASSETS148,356131,241124,513

For the six months ended 31 December 2018

12

These financial statements should be read in conjunction with the Notes to the financial statements on pages 15 to 22

FOLEY WINES LIMITED | HALF YEARLY REPORT

Statement of
financial position

(continued)

Unaudited

6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

Note$’000$’000$’000

CURRENT LIABILITIES

Trade and other payables2,2324,9032,793

Loans and borrowings1,0001,0021,000

Convertible notes10,90010,90010,900

Current tax liabilities294--

Other financial liabilities884-

14,43416,88914,693

NON-CURRENT LIABILITIES

Loans and borrowings7,5008,0008,500

Other financial liabilities-1435

Deferred tax liabilities11,85811,85611,410

19,35819,87019,945

TOTAL LIABILITIES33,79236,75934,638

EQUITY

Share capital786,51866,51866,518

Reserves13,33713,33710,202

Retained earnings14,70914,62713,155

TOTAL EQUITY114,56494,48289,875

TOTAL LIABILITIES AND EQUITY148,356131,241124,513

For the six months ended 31 December 2018

13

These financial statements should be read in conjunction with the Notes to the financial statements on pages 15 to 22

FOLEY WINES LIMITED | HALF YEARLY REPORT

Statement of
cash flows

Unaudited

6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

Note$’000$’000$’000

CASH FLOWS FROM OPERATING

ACTIVITIES

Cash was provided from (applied to)

Receipts from customers

24,53444,59921,851

Insurance proceeds

602994994

Interest received

161-

Payments to suppliers and employees

(19,410)(35,670)(16,951)

Interest and other costs of finance paid

(519)(1,081)(550)

Income tax paid

(287)(1,668)(1,134)

Net cash flow from operating activities

84,9367,1754,210

CASH FLOWS FROM INVESTING

ACTIVITIES

Cash was provided from (applied to)

Sale of property, plant and equipment

15175

Purchase of property, plant and equipment and

biological assets

(1,184)(2,121)(821)

Net cash flow from investing activities

(1,169)(2,104)(816)

CASH FLOW FROM FINANCING

ACTIVITIES

Cash was provided for (applied to)

Issue of equity share capital

20,000--

Dividends paid

(1,590)(1,567)(1,567)

Loans repaid

(502)(999)(501)

Net cash flow from financing activities

17,908(2,566)(2,068)

Net increase in cash held

21,6752,5051,326

Cash and cash equivalents at beginning of period

2,768263263

Cash and cash equivalents at end of period

24,4432,7681,589

Comprising: Cash and cash equivalents

24,4432,7681,589

24,4432,7681,589

For the six months ended 31 December 2018

14

These financial statements should be read in conjunction with the Notes to the financial statements on pages 15 to 22

FOLEY WINES LIMITED | HALF YEARLY REPORT

Notes to financial statements
FOLEY WINES | HALF YEARLY REPORT

Notes to the
financial statements

1. ACCOUNTING PERIOD

The unaudited financial statements presented are for Foley Wines Limited (“the Company”, “the

Parent”) and its subsidiaries (together referred to as “the Group”) and cover the six month period

to 31 December 2018. These condensed financial statements have been prepared in accordance

with NZ IAS 34 Interim Financial Statements and should be read in conjunction with Foley Family

Wines Limited’s Annual Report for the year ended 30 June 2018. The financial statements were

authorised for issue by the Directors on 27 February 2019.

2. ACCOUNTING POLICIES

Thesameaccountingpoliciesandmethodsofcomputationarefollowedintheinterimfinancial

statementsaswerefollowedin theannualfinancialstatementsfortheyearended30June2018

withtheexceptionof taxation.

Taxation

Incometaxexpensehasbeenrecordedinthesefinancialstatementsonthebasisof28%of

profit/(loss)beforeincometax. Anydeferredbenefitshavenotbeenbroughtto account. Thisis

consistentwiththeprioryear.

Therehavebeennochangesin accountingpoliciesduringtheperiod.

For the six months ended 31 December 2018

15

FOLEY WINES LIMITED | HALF YEARLY REPORT

Unaudited
6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Restated

Unaudited

6 Months

31 Dec 2017

Group

$’000$’000$’000

3. PROFIT FOR THE PERIOD

Included in profit before income tax for the period

are the following:

REVENUE:

Sales revenue – sale of goods – bottled wine21,13738,08418,574

Sales revenue - other1,4143,9941,849

Total sales revenue22,55142,07820,423

Other revenue – insurance proceeds602--

23,15342,07820,423

EXPENSES:

Depreciation1,4592,6541,420

Directors’ fees7714780

Employee benefits expense:

- Short-term employee benefits

3,0086,4212,964

Excise duty and HPA (ALAC) levy1,6063,8392,103

Fees paid to auditors (PwC):

- Audit of the financial statements (fees and

disbursements)

377136

Non-recurring expenses

-Mergers and acquisitions100375227

-Insurance claim related expenses425--

-Capital raising costs38--

Notes to the

financial statements

(continued)

For the six months ended 31 December 2018

4. INTEREST EXPENSE

Loan interest and other costs of finance paid5191,081550

16

FOLEY WINES LIMITED | HALF YEARLY REPORT

5. EARNING PER SHARE
Basic Earnings per share ($)3.103.460.57

Thecalculationis basedonNZIFRSearningsoftheGroupof$1,672,000(30Jun18$1,805,000;

31Dec17$298.000)andtheweightedaverageof 53,880,519ordinarysharesonissueduringthe

period(30Jun1852,222,534;31Dec1752,222,534).

Diluted Earnings per share ($)2.713.000.50

Thecalculationis basedonNZIFRSearningsoftheGroupof$1,672,000(30Jun18$1,805,000;

31Dec17$298.000)andtheweightedaverageof 61,743,544ordinarysharesonissueduringthe

period(30Jun1860,085,559;31Dec1760,085,559).

Theweightedaveragenumberofordinarysharesforthepurposesofdilutedearningspershare

reconcilestotheweightedaveragenumberofordinarysharesusedinthecalculationofbasic

earningspershareasfollows:

31Dec2018

Number of

shares

30Jun2018

Number of

shares

31Dec2017

Number of

shares

Weighted average number of ordinary shares (Basic) 53,880,51952,222,53452,222,534

Convertible notes outstanding at period end7,863,0257,863,0257,863,025

Weighted average number of ordinary shares

(Diluted)

61,743,54460,085,55960,085,559

Notes to the

financial statements

(continued)

For the six months ended 31 December 2018

Unaudited

6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

$’000$’000$’000

17

FOLEY WINES LIMITED | HALF YEARLY REPORT

6. DIVIDENDS PAID PER SHARE
The calculation of dividends per share in respect of the interim 2019 period is based on the final

dividend for 2018 paid in September totalling $1,590,000 (30Jun18: $1,567,000; 31Dec17:

$1,567,000).

Unaudited

6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

$’000$’000$’000

7. SHARE CAPITAL

FULLY PAID UP ORDINARY SHARES

Balance at beginning of period66,51866,51866,518

Movements in share capital20,000--

Balance at end of period86,51866,51866,518

Number of fully paid ordinary shares65,736,14852,222,53452,222,534

There were 13,513,614 shares issued during the period at $1.48 per share (30Jun18 and

31Dec17: Nil) - 765,634 on 3 July 2018 under the Share Purchase Plan and 12,747,980 on

19 December 2018 as Share Placements.

Notes to the

financial statements

(continued)

For the six months ended 31 December 2018

18

FOLEY WINES LIMITED | HALF YEARLY REPORT

Unaudited
6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

$’000$’000$’000

8. NET CASH FLOW FROM OPERATING ACTIVITIES

PROFIT AFTER INCOME TAX FOR THE PERIOD1,6721,805298

NON-CASH ITEMS:

Depreciation1,4592,6541,420

Increase/(decrease) in deferred tax2(155)15

Impairment loss/(gain) recognised on trade and other

receivables

---

Impairment loss/(gain) recognised on inventories(30)3766

Adjustments resulting from revaluation of grapes265(272)425

Loss on disposal of property, plant and equipment8914-

Loss on asset revaluations-153-

1,7852,4311,926

MOVEMENTS IN WORKING CAPITAL BALANCES:

Trade and other receivables7735211,229

Inventories6,9362,6156,991

Biological work in progress(3,347)(167)(3,329)

Prepaid expenses(372)(165)(476)

Trade and other payables(2,671)582(1,528)

Other financial assets/liabilities(201)229132

Current tax assets/liabilities361(676)(1,033)

1,4792,9391,986

NET CASH FLOW FROM OPERATING ACTIVITIES4,9367,1754,210

Notes to the

financial statements

(continued)

For the six months ended 31 December 2018

9.FINANCIAL INSTRUMENTS

Change in fair value of financial assets/liabilities consists of:

Foreign currency forward contracts191(256)(143)

Foreign currency option contracts-(6)(5)

Interest rate swaps103316

201(229)(132)

19

FOLEY WINES LIMITED | HALF YEARLY REPORT

11. RELATED PARTY TRANSACTIONS
(a)Materialtransactionswithrelatedpartiesduringtheperiodaresetoutbelow:

i.SalesweremadetoFoleyFamilyWines,Inc., a 100%ownedsubsidiaryofFoleyFamily

WinesHoldings,Inc., theultimateparentof FoleyWinesLimited. Salesfortheperiodwere

$4,615,000fortheGroup(Jun18:$5,227,000;Dec17:$2,009,000).

ii.MarketingsupportserviceswereprovidedbyFoleyFamilyWinesInc., a 100%owned

subsidiaryof FoleyFamilyWinesHoldings,Inc., theultimateparentof FoleyWinesLimited.

Marketingsupportchargesfortheperiodwere$54,000fortheGroup(Jun18:$101,000;

Dec17:$53,000).

iii.Interestwaspaid/payableto FoleyFamilyWinesHoldings,NewZealandLimitedtheparent

oftheFoleyWinesLimitedundertheconvertiblenote. Interestpaid/payablefortheperiod

was$357,000fortheGroup(Jun18:$709,000;Dec17:$357,000).

iv.Salesweremadeto EuroVintageLimited,a 50%associateoftheparentcompanyofFoley

WinesLimited(until30November2018). Salesfortheperiodwere$1,569,000forthe

Group(Jun18:$12,980,000;Dec17:$6,902,000). Managementfeesandthefundingof

promotionalactivitysuchasbonusstockrelatingto thesesalesof $55,000werechargedby

EuroVintageduringtheperiod(Jun18:$1,628,000;Dec17:$766,000).Salesfrom

EuroVintagetotheGroupduringtheperiodtotalled$5,000(Jun18:$41,000;Dec17:

$4,000).

v.Salesweremadeto,andadministrationservicesprovidedto,WharekauhauCountryEstate

Limited,a luxurylodge74.6%ownedbyBillFoley,themajorityshareholderof theultimate

parent. Salesfortheperiodtotalled$13,000fortheGroup(Jun18:$33,000;Dec17:

$16,000)

. AdministrationChargesfortheperiodtotalled$1,000fortheGroup(Jun18:

$6,000;Dec17$3,000). AccommodationandfunctionfacilitiesprovidedbyWharekauhau

to theCompanyduringtheperiodtotalled$10,000(Jun18:$35,000;Dec17:$15,000).

vi.LighthouseGinproductwaspurchasedforglobaldistributionfromLighthouseDistillery

Limited,a companyownedbyMarkTurnbull,CEOandDirectorofFoleyWinesLimited.

Purchasesduringtheperiodtotalled$288,000(Jun18:$362,000;Dec17:$134,000).

Administrationservices,rental,electricityandcontractdistillingserviceswereprovidedto

LighthouseDistilleryLimitedduringtheperiodof$28,000(Jun18:$41,000;Dec17:

$21,000).

Unaudited

6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

$$$

10. NET TANGIBLE ASSETS

Net tangible assets per share1.541.561.47

Notes to the

financial statements

(continued)

For the six months ended 31 December 2018

20

FOLEY WINES LIMITED | HALF YEARLY REPORT

Unaudited
6 Months

31 Dec 2018

Group

Audited

12 Months

30 Jun 2018

Group

Unaudited

6 Months

31 Dec 2017

Group

$’000$’000$’000

11. RELATED PARTY TRANSACTIONS (CONTINUED)

(b) Amounts owing to related parties at balance date:

Foley Family Wines Inc.362727

Foley Family Wines Holdings, New Zealand Limited –

convertible note

10,90010,90010,900

EuroVintageLimited*-97205

Wharekauhau Country Estate Limited315

Lighthouse Distillery Limited573745

(c) Amounts owing from related parties at balance date:

Foley Family Wines Inc.2,6931,707941

EuroVintageLimited*-1,0962,091

Wharekauhau Country Estate Limited-65

Lighthouse Distillery Limited83124

31 Dec

2018

31 Dec

2018

30 June

2018

30 June

2018

31 Dec

2017

31 Dec

2017

NZ $1.00 =FWL BuyFWL SellFWL BuyFWL SellFWL BuyFWL Sell

Australian dollar0.94640.95400.91600.92120.90610.9117

United States dollar0.66740.67400.67240.67750.70550.7109

Great British pound0.52550.53070.51430.51840.52440.5286

Euro0.58280.58880.58170.58640.58990.5947

12. FOREIGN CURRENCY EXCHANGE RATES

The following spot foreign exchange rates have been applied at balance date:

Notes to the

financial statements

(continued)

For the six months ended 31 December 2018

*EuroVintageLimitedceasedtobea relatedpartyon30November2018whenFoleyFamily

WinesHoldings,NewZealandLimited,parentof FoleyWinesLimited,solditsshareholdingin that

company.

21

FOLEY WINES LIMITED | HALF YEARLY REPORT

$’000
Cash1

Tradeandotherreceivables381

Inventories8,612

Biologicalworkin progress2,569

Prepayments37

Property,plantandequipment24,229

Totalassetsacquired35,829

Tradeandotherpayables(247)

Deferredtax(1,076)

Otherfinancialliabilities(5,454)

Totalliabilitiesacquired(6,777)

Netassetsacquired

29,052

Goodwillonacquisition17,627

Totalnetassetsacquired46,679

Fundedasfollows:

Liabilities– Loansandborrowings26,679

Equity– Sharecapital

20,000

Total46,679

13.SUBSEQUENTEVENTS

On 3 January 2019 the Company completed its purchase of the assets and business of Mt

Difficulty Wines.

Based on a preliminary assessment the impact of this acquisition on the balance sheet is

estimated to be as follows:

TheOtherfinancialliabilitiesconsistsoftheFairValue(NetPresentValue)oftheNetWorking

CapitalAdjustmentAmountof$404,000requiredtobepaidin February2019andtheDeferred

Considerationof $5,200,000whichis dueto bepaidon3 July2020in accordancewiththeSale

andPurchaseAgreement.

Theaboveassessmentmaychangeasnotalloftheinformationrequiredtocompletethefull

assessmentforaudithasbeenreceivedat thedateof finalisingthisReport.

Noothermaterialeventshaveoccurredsincebalancedate.

Notes to the

financial statements

(continued)

For the six months ended 31 December 2018

22

FOLEY WINES LIMITED | HALF YEARLY REPORT

Company directory
& shareholder information

FOLEY WINES LIMITED | HALF YEARLY REPORT

DIRECTORSWP Foley, II (Chairman)
AJ Anselmi

PR Brock (appointed 1 November 2018)

AM Turnbull (CEO)

HEAD OFFICE ADDRESS

13 WaihopaiValley Road, RD 6, Blenheim 7276,

Marlborough,

New Zealand

Telephone +64 3 572 8200

Facsimile +64 3 572 8211

POSTAL ADDRESSPO Box 67, Renwick 7243, Marlborough, New Zealand

EMAILinfo@foleywines.co.nz

WEBSITES

www.foleywines.co.nz

www.grovemill.co.nz

www.vavasour.com

www.tekairanga.com

www.martinborough-vineyard.co.nz

NATURE OF BUSINESSProduction and distribution of wine

Directory

23

FOLEY WINES LIMITED | HALF YEARLY REPORT

AUDITORSPricewaterhouseCoopers, Auckland
SOLICITORSBell Gully, Auckland

BANKERSBank of New Zealand, Auckland

REGISTRATION NO.307139

REGISTERED OFFICE

13 WaihopaiValley Road, RD 6 Blenheim 7276,

Marlborough, New Zealand

SHARE REGISTER

Computershare Investor Services Limited

Level 2, 159 HurstmereRoad, Takapuna, Auckland

Private Bag 92119, Auckland 1020

Telephone +64 9 488 8777

Facsimile +64 9 488 8787

General enquiries can be directed to: enquiry@computershare.co.nz

(please quote CSN or shareholder number)

Managing your shareholding online

To change your address or payment instructions or view your

investment portfolio: www.computershare.co.nz/investorcentre

SHARE TRADING

NZX Main Board

Security Code “FWL”

24

Directory

AUGUST 2019Annual Report published

NOVEMBER 2019Annual Shareholders Meeting

Shareholder

information

FOLEY WINES LIMITED | HALF YEARLY REPORT

FOLEY WINES | HALF YEARLY REPORT
Investors who wish to join the Foley Investors Wine Club,

please email info@foleywines.co.nz

---

SIX MONTHS OF DELIVERING ON PROMISES

WEDNESDAY, FEBRUARY 27 2019 – The Foley Wines Limited (FWL) Half Yearly Report to

December 31 2018, published to the New Zealand Stock Exchange today, represents another period of

significant progress.


HIGHLIGHTS


• Bottled sales revenue $21.1m 13.8%

• Operating earnings $2.387m 145.8%

• Export Cases 210,000 dozen 46.8%

• Profit for period after tax $1.672m 461%

• Operating cash flow $4.936m 17.2%

• Completion of Mt Difficulty purchase on 3 January 2019

• Lion NZ Ltd subscribed for shares in FWL


Mark Turnbull, Foley Wines CEO said, “It’s satisfying to have delivered on our promises; the

purchase of Mt Difficulty, entering into a long term strategic partnership with Lion, and moving to the

NZX main board.”


“The NZX listing enables New Zealanders to participate in our business moving forward, which has

been Bill Foley’s intention since he began investing here.”


Packaged exports were up 46.8% with strong growth in Australia, the USA & Canada, and the UK &

Europe. This compared very favourably to recently published data from New Zealand Wine Growers

indicating that packaged wine export volumes for the industry declined by 0.5%.


“It is particularly pleasing to see our relationships with trading partners in key markets continue to

gain strength. Increasingly these customers want to reduce the number of suppliers they deal with, so

having one point of contact for such a diverse, high quality portfolio across three acclaimed regions

offers real value,” said Turnbull.


“Export growth is a key criteria for gaining overseas investment approvals and clearly we’re well on

our way to delivering this objective.”


Bill Foley, Chairman of Foley Wines said, “We now have a world-class portfolio of wines from New

Zealand. Over the past 12 months my team here in the USA has made some real progress and we are

focused on taking the New Zealand brands to a new level. We are taking on two dedicated personnel

in the USA to support our New Zealand growth strategy in addition to the over 150 sales staff I have

already in the USA”.


New Zealand performance is in line with expectations as a new pricing and promotional strategy is

implemented with Lion New Zealand. While New Zealand volume has decreased by 25% for the first

six months, margin per case from New Zealand sales is up 100%.

Turnbull said, “The partnership with Lion is a critical component of our growth strategy in New
Zealand. The initial period of the partnership is 10 years which enables us to work together to

formulate a long-term strategy of building our brands in New Zealand.”


- END -




- NOTES TO EDITORS -


About Foley Wines


Foley Wines is a collection of iconic wineries and brands from New Zealand’s most acclaimed wine

regions. Each with a unique story of New Zealand to tell, our wineries are linked by a common

unrelenting purpose; to make great wine that people love to drink around the world – Made by Land

& Hand.


Foley Wines is proud custodian of Martinborough Vineyard, Te Kairanga, Grove Mill, Vavasour,

Mt Difficulty and Lighthouse Gin.

---

Appendix 1 (NZX Main Board Listing Rule 10.3.1)
Half Year Preliminary Announcement



Attachments:

Media Release

Half Yearly Report to 31 December 2018.


Foley Wines Limited (“FWL”)

Results for announcement to the market


Basis of Report Unaudited

Reporting Period 6 months to 31 December 2018

Previous Reporting Period 6 months to 31 December 2017


Amount (000s) Percentage change

Revenue from ordinary

activities

$NZ 23,153 13.4 %

Profit before revaluations

and income tax (“Operating

Earnings”)

$NZ 2,387 145.8 %

Operating profit before

interest, impairment,

revaluations, income tax and

depreciation (“Operating

EBITDA”)

$NZ 4,319 43.6 %

Reported Profit (loss) from

ordinary activities after tax

attributable to shareholders

(“Reported NPAT”)

$NZ 1,672


461.1 %


Profit/(loss) for the period net

of tax attributable to

shareholders

$NZ 1,672


461.1 %



Dividend Amount per security Imputed amount per security

Interim $NZ Nil $ Nil


Record Date N/A

Dividend Payment Date N/A


Current Reporting Period Prior Reporting Period

Net tangible assets per share $1.54 $1.47


Comments: 1. A full copy of the Half Yearly Report for the six months

ended 31 December 2018 is available on the FWL

web site, at: http://www.foleywines.co.nz.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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