Tourism Holdings Limited logo

thl annual results to 30 June 2019

Full Year Results26 August 2019THLConsumer Discretionary

Tourism Holdings Limited
Tel: +64 9 336 4299

The Beach House

Fax: +64 9 309 9269

Level 1, 83 Beach Road

www.thlonline.com

Auckland City


PO Box 4293, Shortland Street


Auckland 1140, New Zealand




Self drive

Experiences

New Zealand

Australia

USA

UK



Design &

manufacturing

New Zealand

Australia


Guided

Experiences

New Zealand



27 August 2019



MEDIA | NZX RELEASE

TOURISM HOLDINGS LIMITED (thl)

FINANCIAL RESULTS FOR THE YEAR TO 30 JUNE 2019



“Strong rentals market offset by vehicle sales market, the future remains positive.”


HIGHLIGHTS:

 NPAT of $29.8M, down 52% on the prior year, which included the one-off gain of $23.1M relating to

the formation of Togo Group (formerly branded as TH2).

 NPAT excluding non-recurring items of $27.9M, above the latest market guidance of $25-$27M, down

26% on the prior year.

 EBIT (excluding non-recurring items) of $62.1M, down 2% on the prior year.

 Total group revenue of $423M, down 1% on the prior year. Rental revenue up 9% on the prior year.

 Final dividend of 14cps (50% imputed), bringing the full year dividend to 27cps in line with the prior

year.

 Net debt of $202M, compared to $199M in the prior year.

 Commencement of thl’s journey to become a Future-Fit Business.


thl today releases its results for the full year ending 30 June 2019.

thl Chairman, Mr Rob Campbell, said, “the Board is not satisfied with the result for FY19, which is down

on the prior year. We remain very confident in the future of the business and our competitive position

within the market. We have a strong balance sheet and our global growth strategy remains in place.”

“Although it has been a difficult year in the USA, FY19 has also been a record-breaking year for a

number of businesses within thl. It is important to acknowledge the exceptional performance of these

businesses - they reflect the hard work of the crew over the last few years.”

Today thl formally launches its journey to become a Future-Fit Business (FFB). Mr Campbell, said, “thl

has the responsibility to make further gains in profit in a sustainable manner. It is, therefore, imperative

at this time that thl commences its journey to be an FFB.”

CEO, Grant Webster, said “a key highlight for the year was the New Zealand rentals and sales business,

which delivered an EBIT of $31.5M, representing 23% growth on the prior year. The Australia and

Waitomo businesses also had record EBIT results.”


“The trading conditions and thl performance within the USA market has been the greatest area of

concern in the last 12 months. This market is a key priority for us in the new financial year, and we are

well under way with the implementation of our USA review conducted earlier in 2019.”








Page 2 of 2




“We remain very committed to Togo Group – the new branding of our joint venture TH2. The

Roadtrippers business exceeded expectations and is delivering strong subscription revenue growth. The

Togo RV product is behind from a development perspective, but we are confident that the opportunity

remains substantial.”


An FY19 final dividend of 14 cps, which will be 50% imputed, maintains our full-year dividend in line

with the prior year at 27 cps. The average imputation for this year was 50%, compared to 76% in the

prior year.

The integrated report - including the financial statements, as well as a detailed investor presentation

are all available on the thl website.


ENDS


Authorised by:



Rob Campbell

Chairman, Tourism Holdings Limited


For further information contact:


Grant Webster

thl Chief Executive

Direct Dial: +64 9 336 4255

Mobile: +64 21 449 210


About thl (www.thlonline.com)


thl is a global tourism operator. We are listed on the NZX and are the largest provider of RVs for rent and sale in Australia and

New Zealand, and the second largest in North America. In the USA we own and operate the Road Bear RV Rentals & Sales brand

and El Monte RV Rentals & Sales. thl is a 50:50 partner, along with Thor Industries Inc. - the largest RV manufacturer in North

America (a NYSE listed entity), in the joint venture company Togo Group – Togo Group is a global digital platform for the RV

industry; it owns and operates several brands including Roadtrippers, Mighway and Togo RV. In the UK, thl owns 49% of Just go

Motorhomes. Within New Zealand we operate Kiwi Experience and the Discover Waitomo group, which includes Waitomo

Glowworm Caves, Ruakuri Cave, Aranui Cave and The Legendary Black Water Rafting Co. thl is a joint venture partner in Action

Manufacturing LP, New Zealand’s largest motorhome and specialist vehicle manufacturer.

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F Y 1 9
F U L L Y E A R R E S U L T S

P R E S E N T A T I O N

our

view

today

F Y 1 9

F U L L Y E A R R E S U LT S

P R E S E N TAT I O N

goes
on

forever

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Disclaimer

3

This presentation contains forward-looking statements and projections. These reflect thl’s current expectations, based on what it thinks are

reasonable assumptions. The statements are based on information available to thlat the date of this presentation and are not guarantees or

predictions of future performance. For any number of reasons, the future could be different and the assumptions on which the forward-looking

statements and projections are based could be wrong. thlgives no warranty or representation as to its future financial performance or any future

matter. Except as required by law or NZX listing rules, thlis not obliged to update this presentation after its release, even if things change

materially.

This presentation has been prepared for publication in New Zealand and may not be released or distributed in the United States.

This presentation is for information purposes only and does not constitute financial advice. It is not an offer of securities, or a proposal or

invitation to make any such offer, in the United States or any other jurisdiction, and may not be relied upon in connection withany purchase of thl

securities. thlsecurities have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the

United States, except in transactions exempt from, or not subject to, the registration of the US Securities Act and applicable US State securities

laws. Past performance information given in this presentation is given for illustrative purposes only and should not be relied upon as an indication

of future performance.

This presentation may contain a number of non-GAAP financial measures. Because they are not defined by NZ GAAP or IFRS, thl’s calculation of

these measures may differ from similarly titled measures presented by other companies and they should not be considered in isolation from, or

construed as an alternative to, other financial measures determined in accordance with NZ GAAP.

This presentation does not take into account any specific investors objectives and does not constitute financial or investment advice. Investors are

encouraged to make an independent assessment of thl. The information contained in this presentation should be read in conjunction with thl’s

latest financial statements, which are available at: www.thlonline.com.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Important notes

4

General

•All financials are in NZ dollars unless stated otherwise (throughout presentation).

•All comparisons are against prior corresponding period.

•The average NZD:AUD cross-rate (average of the 12 month rates) for FY19 was 0.9383 (FY18 -0.9420).

•The average NZD:USD cross-rate (average of the 12 month rates) for FY19 was 0.6720 (FY18 -0.7313).

•Return On Funds Employed (ROFE) is a non-GAAP measure that thluses to measure performance of business

units, and the Group, in relation to the financial resources utilised. ROFE is calculated as EBIT divided by

average monthly net funds employed. Net funds employed are measured as total assets, less non-interest

bearing liabilities and cash on hand. The calculation is done in NZ dollars.

•The balance sheet is converted at the closing rate as at 30 June 2019. The USD cross rate used was 0.6694

(FY18 -0.6741); the AUD cross rate used was 0.9561 (FY18 -0.9180) and the GBP cross rate was used was

0.5284 (FY18 -0.5158).

•The 2019 financial year includes the first full-year result for Togo Group (formerly branded as TH2), which

was formed on 1 March 2018. It also includes a one-off gain of $1.9M relating to a one-off deferred tax

benefit in the USA.

•The 2018 financial year includes one-off gains of $23.1M (net of transaction costs) relating to the

contribution of assets by thlto Togo Group upon its formation, and $1.8M relating to a one-off deferred tax

benefit in the USA.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
5

A Future-Fit Business is one which is expected to

contribute to a Future-Fit Society.A Future-Fit

Society protects the possibility that humans and

other life will flourish on Earth by being

environmentally restorative, socially just and

economically inclusive.

Our intent is to become a Future-Fit Business.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
6

Summary

•A record-breaking result from an EBIT perspective for our Rentals New Zealand, Rentals Australia and

Waitomo businesses.

•Overall FY19 ordinary net profit after tax down 26%, largely driven by investment in Togo Group.

•A strong and growing global rentals business:

•Global rental income growth of 9%.

•Cost per hire day reduced by 1%.

•The USA business was down, primarily due to vehicle sales volumes decreasing 34% on the prior year.

The USA vehicle sales market remains a primary area of focus for us in FY20. Refer to the thl USA

review presentation released on 27 May 2019.

•We have commenced our journey to become a Future-Fit Business.

•Strong balance sheet post capital raise.

•Togo Group opportunity remains substantial.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
7

INVESTMENT IN TOGO GROUP

4

$12.8M

(2018 -$2.7M)

OPERATING PROFIT BEFORE

FINANCING COSTS AND TAX (EBIT)

2

$62.1M

(2018 -$86.6M)

FINAL DIVIDEND

1

14CPS

(2018 -14CPS)

NET PROFIT AFTER TAX (NPAT)

2

$29.8M

(2018 -$62.4M)

ORDINARY NPAT

$27.9M

(2018 -$37.5M)

-1%

-28%

TOTAL FLEET

3

6,413

(2018 –5,731)

+12%

-52%

-26%

Year in review

As at 30 June 2019

1

Fully imputed in 2018; 50% in 2019.

2

EBIT and NPAT inclusive of non-recurring items.

3

Year-end fleet quantity.

4

Represents thl’s share of NPBT losses. FY18 losses are for the four-month period from 1 March 2018.

5

Net Debt includes $30M proceeds from CITIC placement received on 24 June 2019.

REVENUE

$423M

(2018 -$426M)

NET DEBT

5

$202M

(2018 -$199M)

+2%

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
•The Future-Fit Business (FFB) model measures a business from a broader perspective

than that which businesses have been measured against historically.

•As shareholders, you have every right to ask questions about how this will impact our

decision-making and business –we invite comment and feedback from you at our

upcoming Annual Meeting.

•FFB is the start of a long journey for thlto become a Future-Fit Business –a net

positive contributor to a Future-Fit Society. We cannot and will not change everything

overnight.

What is the Future-Fit

Business Model?

8

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
9

The six capitals

•We will measure ourselves against all

of the 23 Break-Even Goals with the

aim of eventually delivering to 100% in

each goal –thus being Future-Fit.

•We will also be assessing business

decisions and performance using the

six capitals framework:

•Financial.

•Manufactured.

•Intellectual.

•Human.

•Social.

•Natural.

•Reporting for the Board and

management will be assessed on a six

capitals basis –as will all new capital

spend.

A Future-Fit Society

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
23 Break-Even Goals

The minimum a company

must strive to do to contribute

enough toward an environmentally

restorative, socially just and

economically inclusive future.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Trends

11

Revenue $M

EBIT $MEBIT Margin

1

$M

EBITDA $M

Total NPAT $M

Group ROFE

1

(Average Funds)

1

EBIT margin and Group ROFE calculated on EBIT before non-recurring items

278.9

340.8

425.9

423.0

FY16FY17FY18FY19

73.6

87.5

110.9

114.7

23.1

134.0

FY16FY17FY18FY19

EBITDA before non-recurring itemsNon-recurring items

38.7

47.7

63.5

62.1

23.1

86.6

FY16FY17FY18FY19

Non-recurring itemsEBIT before non-recurring items

24.4

30.2

37.5

27.9

24.9

1.9

62.4

29.8

FY16FY17FY18FY19

Ordinary NPATNon-recurring items

13.9%

14.1%

14.9%

14.7%

FY16FY17FY18FY19

15.1%

14.3%

15.3%

12.9%

...

1.3%

15.8%

14.2%

FY16FY17FY18FY19

Group (including Togo Group)Togo Group impact

0.5%

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
12

Financial

highlights

•Revenue of $423M, a decrease of 1% on

the prior year.

•Ordinary EBIT of $62.1M, down 2% on the

prior year.

•Ordinary NPAT of $27.9M, a decrease of

26% on the prior year.

•EBIT growth for the Rentals New Zealand,

Rentals Australia and Waitomo businesses.

•Interest expense in FY19 exceeded FY18

expense by $1.8M, primarily due to higher

debt levels across most of the financial

year.

NZD $MFY19FY18VAR%

Operating revenue 423.0 425.9 (2.9) (1%)

Earnings before interest

and tax*

62.1 86.6 (24.4) (28%)

Operating profit before tax 39.9 76.2 (36.3) (48%)

Profit after tax 29.8 62.4 (32.6) (52%)

* includes non-recurring items

NZD $MFY19FY18VAR%

Ordinary NPAT 27.9 37.5 (9.7) (26%)

One-off Deferred Tax Benefit

USA

1.9 1.8 0.1 6%

One-off Transactions – 23.1 (23.1) (100%)

Profit after tax 29.8 62.4 (32.7) (52%)

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
13

Return on funds

employed

•Our business remains heavily invested in physical assets –

mainly motorhomes–across the globe. As such, the focus on

ROFE is still critical.

•ROFE across core businesses improved over the prior year,

other than in the USA business and Kiwi Experience.

•With vehicle sales down on expectations (particularly in the

USA), the business is holding more vehicles than planned and,

therefore, higher funds employed than it should have at year-

end. This is expected to be rectified during FY20.

•The Tourism Group, in particular, continues to deliver ROFE

well in excess of expectations and historical norms, reflecting

the very strong operating leverage in the business.

•A target ROFE for all fleet types remains in place at around

15%, which we consider an appropriate return compared to our

cost of capital and comparative investment opportunities. As

costs of capital change, our ROFE target may change

accordingly for future investments.

* Total ROFE calculated using EBIT before non-recurring items.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Dividend

per share 50% imputed

FY18 –14 cents (100% imputed)

Final Dividend

14 cents

FY19 Full Year Dividend

27 cents

14

per share 50%imputed

FY18 –27 cents (76% imputed)

9

10

1313

10

11

1414

FY16FY17FY18FY19

InterimFinal

•Full year dividend of 27 cps is in line with

the prior year.

•We expect to assess our dividend pay-out

for FY20 excluding our investment in Togo

Group.

•The final dividend will be eligible for the thl

Dividend Reinvestment Plan (DRP). A

discount of 2% is available to shareholders

participating in the DRP.

•Record date: 2 October 2019.

•DRP election date: 3 October 2019.

•Payment date: 11 October 2019.

•An updated DRP Offer Document has been

released on 27 August 2019. See

announcement for further information.

Earnings per Share* (cents)Dividends

21.4

25.6

30.6

22.1

20.2

1.5

50.8

23.7

FY16FY17FY18FY19

Basic trading EPSNon-recurring

* The FY18 and FY19 earnings per share calculations have been adjusted for the bonus element of the capital raise.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Capital expenditure

15

Gross Capital Expenditure ($M)Proceeds from Fleet Sales ($M)Net Capital Expenditure ($M)

Notes: Fleet purchased or sold under buyback arrangements are not treated as additions/sales of fixed assets, but are treatedasoperating leases under IFRS reporting. For the purposes of the

above, the purchases and sales values under buyback arrangements are included. The above also includes non-fleet capital expenditure, which has been categorised as core capital expenditure.

•Gross capital expenditure of

$197M, of which 42% was

expenditure on core and 58%

was on flex.

•Total fleet sales proceeds of

$121M, down 15% on prior

year.

•Fleet sales proceeds were

down $24M in the USA

business.

•Net capital expenditure of

$76M, comprising

approximately $41M in core

and $35M in flex.

126

171

201

197

FY16FY17FY18FY19

CoreFlex

81

112

143

121

FY16FY17FY18FY19

CoreFlex

46

58

58

76

FY16FY17FY18FY19

CoreFlex

Some investors may assess net CAPEX in a non-GAAP manner. The net CAPEX of $76M could be compared to the total depreciation for FY19 of

$52M, thus showing a net investment of $24M in CAPEX.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
16

Managing fleet

investment

Notes: FY20 is based on current forecasts of fleet purchases and sales. All figures above are inclusive of buyback arrangements.

•The USA sales declines occurred after FY19

purchases, creating an increase in net

capital expenditure compared to plan.

•As a result, we had no time to react within

the financial year.

•In FY20 we will significantly reduce fleet

purchases to rectify the situation.

•As a result, net capital expenditure, less

depreciation, is expected to generate the

release of in excess of $40M cash in FY20.

•Whilst delayed, these adjustments reflect

the business model flexibility.

192

195

123

-

50

100

150

200

250

FY18FY19FY20F

Fleet Purchases (NZ$M)

(8)

(27)

46

(40)

(30)

(20)

(10)


10

20

30

40

50

FY18FY19FY20F

Net Capital Expenditure less Depreciation

(NZ$M)

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
17

Balance sheet

•Net debt and Net Debt:EBITDA as at 30 June 2019 were at

similar levels to the prior year.

•Year-end net debt was lower than forecast, as we received

the funds from the $30M placement to HB Holdings (CITIC)

prior to year-end.

•Post the $50M rights issue, which completed in July 2019, our

Net Debt:EBITDA ratio is around 1.6x.

•Our view remains that a Net Debt:EBITDA ratio around 2.0x is

acceptable, however we have the capacity to exceed that for

acquisitions and growth initiatives.

Net Debt

$202M

Last year

$199M

* Net Debt:EBITDA is calculated using a 12 month EBITDA. Year-end debt used

for the calculation includes the LoC outstanding and derivatives balance.

Net Debt

Net Debt:EBITDA*

1.9x

Last year

1.9x

79

176

199

202

17

10

16

11

1.4

1.9

1.9

1.9


0.5

1.0

1.5

2.0

2.5

3.0


50

100

150

200

250

FY16FY17FY18FY19

Net debtLOCDebt: EBITDA

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Capital raise

18

•An $80M capital raise completed in July 2019.

•A $30M placement at $4.02.

•A $50M rights offer at $3.40.

•Shortfall book build clearing price of $3.88.

•HB Holdings Limited (CITIC Capital) shareholding post-capital raise has

increased to 18.26%.

•Focused on using funds effectively for acquisitions, Togo Group

investment and balance sheet strengthening.

•An increase in ordinary shares on issue of 17.8%.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Debt facilities

19

•Debt facilities are in place with thl’s

banking partners. The term of

certain tranches were extended

during FY19.

•In FY20, thlwill review borrowing

facilities, with a view of

establishing the optimal long term

funding mix and tenor.

Note 1: Includes US$ denominated commitments.

thl’sfacilities are held with the below syndicate of banks

F Y 1 9
F U L L Y E A R R E S U L T S

P R E S E N T A T I O N

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Togo RV

21

•Togo RV is the digital platform for RVers, enabling the joy and

eliminating the friction of using an RV.

•The focus for Togo RV in FY20 is on:

•Connecting the RV ecosystem OEMs, dealers, rental marketplaces and

suppliers with RV customers.

•Improving design and providing best in class content.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Togo Group

22

Rebranding of TH2 to Togo Group

•In July 2019, we rebranded TH2 as Togo

Group. The change has already assisted

in aligning internal teams and external

channels to market.

•Mighway and Roadtrippers will remain as

individual brands, given the place they

hold in their respective markets and

greater relevance to their consumer

segments.

Roadtrippers

•Roadtrippers has had a positive FY19

when comparing to our targets.

•User growth has been strong and

subscription revenue from Roadtrippers

Plus has exceeded our initial

expectations.

•Long term success will come from

ongoing development of the core

product, deeper extension into the RV

and camping category, and maintaining a

value proposition to customers.

Togo RV

•Togo RV launched on time in the USA

during FY19. Although initial feedback

and user numbers exceeded

expectations, the product did not create

the stickiness and depth of engagement

required to demand an appropriate price

subscription.

•The product roadmap has been reviewed

and Danny Hest, Togo Group CEO, has

taken responsibility for the Togo RV team

to drive success.

We remain very committed to the Togo Group. The size of the market opportunity hasn’t

changed, there has been nothing concerning from a competitor standpoint and we know we are

providing solutions that resonate with customers. The roadmap is clear; we just need to deliver.

thl’s investment in Togo Group in FY20 is expected to be approximately US$8.5M

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
23

Build/Buy, Rent, Sell Review

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
24

Build/Buy

•Globally, we purchased or produced

over 2,600 RVs in FY19, down 5% on

the prior year.

•A greater proportion of our vehicle

purchases were flex fleet, compared

to the prior year (34% in FY19 vs.

30% in FY18). Flex fleet vehicles are

intended to be removed from fleet

for sale in around 12 months.

•We continue to drive global

procurement opportunities. We are

nearing the end of a global RFP

process for chassis.

FY19

FY18

VAR%

Purchases Quantity

2,612

2,755

(5%)

Total Value (NZD $M) *

197

201

(2%)

* Gross CAPEX inclusive of other assets

FY19

FY18

VAR%

Purchases Core Quantity

1,728

1,923

(10%)

Purchases Flex Quantity

884

832

6%

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
25

Rent

•Rental market, in general terms,

remains strong.

•Increases in hire days and yield in

New Zealand and Australia reflect

good control of our rental fleet size

and pricing management.

•Operating costs continue to be a

core focus for the business and are

well under control.

•RDR in Australia is generally higher

than other geographies due to

higher kilometres travelled and

greater wear and tear due to road

conditions in Australia.

* The Real Depreciation Rate (RDR) is the measure of the difference between the purchase price and sale price of the vehicles sold in the

financial year. It allows for no gain on sale or costs associated with the sale or management of the vehicle.

NZ$

FY19FY18VARVAR%

Hire Days 1,191,359 1,132,791 58,568 5%

Total Rental Income ($M) 251 231 20 9%

Average Yield ($ per Hire Day) 210 203 7 3%

Average cost ($ per Hire Day) 163 165 (2) (1%)

Total Fleet (at year end) 6,413 5,731 682 12%

** As El Monte RV was acquired on 6 January 2017, the FY17 US RDR includes approximately 6 months of vehicle sales from El MonteRV.

Real Depreciation Rates per annum *

FY19

FY18

FY17

AU

7%

8%

9%

NZ

6%

6%

7%

US**

4%

3%

<0%

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
26

Sell

•Global sales decline of 21% by

quantity.

•Fleet sales quantity increased in New

Zealand, but decreased in Australia

and the USA over the prior year.

•US sales margins, in light of the

competitive pressures, continue to

remain down circa 20% on the prior

year.

•Within the USA business, sales volume

declined by 34%.

•Of note, wholesale shipments declined

30-40% and retail shipments declined

circa 10%, across the US market.

•As part of the Fairfax Industries

acquisition, we are opening a new RV

Super Centre on the Fairfax site in

Takanini in early September 2019.

Channels used for SaleRetailWholesale

NZ~ 80%~ 20%

AUS~ 20%~ 80%

USA - RB 0%100%

USA - EM~ 85%~ 15%

UK~ 20%~ 80%

FY19FY18VARVAR%

Total Fleet Sales Quantity 1,893 2,408 (515) (21%)

Total Fleet Sales, incl buybacks

(NZD $M)

121143(22) (15%)

Total Non-Fleet Sales (NZD $M)1520(4) (21%)

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
27

Divisional Review

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Divisional EBIT

28

$M

FY19

FY18

Var

Var %

FY19

FY18

Var

Var %

FY19

FY18

Var

Var %

thl

Rentals

New Zealand

31.5

25.7

5.8

23%

24.4

19.1

5.4

28%

7.0

6.6

0.5

7%

Australia

11.3

10.6

0.8

7%

3.1

4.5

(1.4)

(30%)

8.2

6.1

2.1

35%

USA

13.0

19.7

(6.8)

(34%)

(5.5)

0.9

(6.4)

(682%)

18.4

18.8

(0.4)

(2%)

Total Rentals

55.8

56.0

(0.2)

(0%)

22.1

24.5

(2.4)

(10%)

33.7

31.5

2.2

7%

Tourism Group

12.3

11.9

0.4

3%

7.8

7.2

0.6

9%

4.4

4.7

(0.3)

(5%)

Total operating divisions

68.1

67.9

0.2

0%

30.0

31.7

(1.7)

(6%)

38.1

36.2

2.0

5%

Group Support Services & Other

(6.0)

18.7

(24.7)

(132%)

(2.6)

21.5

(24.1)

(112%)

(3.4)

(2.8)

(0.6)

20%

Total EBIT

62.1

86.6

(24.5)

(28%)

27.4

53.2

(25.9)

(49%)

34.7

33.3

1.4

4%

EBIT before non-recurring Items

62.1

63.5

(1.4)

(2%)

27.4

30.1

(2.8)

(9%)

34.7

33.3

1.4

4%

Non-recurring items

Gain on sales / other

24.3

(24.3)

24.3

(24.3)

Transaction costs and one-offs

(1.2)

1.2

(1.2)

1.2

Total non-recurring items

23.1

(23.1)

23.1

(23.1)

Split

Australia

11.3

10.6

0.8

7%

3.1

4.5

(1.4)

(30%)

8.2

6.1

2.1

34%

USA

13.0

19.7

(6.8)

(34%)

(5.5)

0.9

(6.4)

(682%)

18.4

18.8

(0.4)

(2%)

NZ

37.8

56.3

(18.5)

(33%)

29.7

47.8

(18.1)

(38%)

8.1

8.5

(0.4)

(5%)

Total EBIT

62.1

86.6

(24.5)

(28%)

27.4

53.2

(25.9)

(49%)

34.7

33.3

1.4

4%

Split

Australia

11.3

10.6

0.8

7%

3.1

4.5

(1.4)

(30%)

8.2

6.1

2.1

34%

USA

13.0

19.7

(6.8)

(34%)

(5.5)

0.9

(6.4)

(682%)

18.4

18.8

(0.4)

(2%)

NZ

37.8

33.2

4.6

14%

29.7

24.7

5.0

20%

8.1

8.5

(0.4)

(5%)

Total EBIT before non-recurring Items

62.1

63.5

(1.4)

(2%)

27.4

30.1

(2.8)

(9%)

34.7

33.3

1.4

4%

Full Ye ar

6 M onths to June

6 M onths to De ce mbe r

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Divisional EBIT

29

Revenue

EBIT before Group

Services and Other

2019

35%

20%

35%

10%

New ZealandAustraliaUSATourism Group

2018

32%

19%

39%

10%

New ZealandAustraliaUSATourism Group

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
30

New Zealand rentals

“From success to success”

•We are very pleased with the continued progress of the New Zealand business

and have high expectations for ongoing growth.

•The EBIT performance of $31.5M was an increase of 23% ($5.8M) on the prior

year.

•The FY19 result is a record result in dollar terms as well as ROFE achievement,

with ROFE increasing to 19.8%.

•EBIT margin of 21.2% in FY19, up 2.2%on the prior year.

•Vehicle sales revenue up 8% on the prior year.

•Yields have continued to increase and the shoulder season continues to grow

in both activity and yield.

•A total of 499 vehicles sold, up 35 units on FY18, but around 100 units short of

our desired goal. The greatest shortfall in sales related to the minivan fleet.

The category is under review to ensure we have the right product and price

position to meet the markets needs.

•The outlook for FY20 remains positive, with an expectation of rental revenue

growth, some vehicle sales growth and development of ongoing efficiencies.

*Note: sale of goods does not include buyback fleet, which is included within the fleet purchase and sales

numbers.

**Note: Non-fleet vehicle sales are excluded.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
31

Australia rentals

“A resilient performer”

•The Australian market is a tough operating environment; however,

we believe that we are gaining market share and continue to achieve

strong operational efficiencies.

•The Australian EBIT result of AUD$10.6M was up $0.6M on the prior

year –an increase of 6%.

•The business has been improving year-on-year and this year

achieved ROFE of 13.9%, up on the prior year ROFE of 13.3%.

•A dealer insolvency in Queensland was the first such event in recent

history for thl. The impact of the debtor write-off and lost margin on

sale for the year was close to AUD$1M. Since the event, new dealer

relationships have been established in Queensland.

•Total vehicle sales for the year were 562, a decline of 15% on the

prior year. The decline reflected a lower core fleet sale number, a

lower number of flex fleet stock for the year, and softening

consumer confidence in Australia.

•The outlook for the business is generally positive. With broader

tourism growth slowing, we are expecting single digit rental revenue

growth and some growth in vehicle sales.

*Note: sale of goods does not include buyback fleet, which is included within the fleet purchase and sales

numbers.

**Note: Non-fleet vehicle sales are excluded.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
32

USA rentals

“Our current challenge”

•A difficult and disappointing year for the USA business with an EBIT

result of US$8.6M –down 41% on the prior year result of US$14.6M.

•The result primarily reflects vehicle sales shortfalls. Within the USA

business, vehicle sales revenue dropped to US$44.6M, a decline of

33% on the prior year.

•Total rental revenue was US$55.5M, down 2% on the prior year in USD

terms, but up 8% in NZD terms. The international rentals market has

delivered pleasing results but the domestic US market continues to be

impacted by growth in the peer-to-peer market.

•We expect the FY20 result to be lower than FY19, as we will hold

excess fleet in FY20 due to the lower vehicle sales in FY19.

•Property savings of US$500-800k and labour savings of approximately

US$1M are on track.

•Two El Monte RV branches have been announced as closing, with

significant savings in property and labour costs. These savings will

primarily benefit FY21.

•Our focus is ROFE and business model development, and ensuring

that we reallocate funds elsewhere to adapt to the current conditions.

NZD $M

FY19

FY18

VAR

VAR %

Rental income

82.9

77.1

5.8

8%

Sale of goods

66.5

90.6

(24.1)

(27%)

Costs

(136.4)

(148.0)

11.6

(8%)

EBIT

13.0

19.7

(6.8)

(34%)

USD $M

FY19

FY18

VAR

VAR %

Rental income

55.5

56.6

(1.0)

(2%)

Sale of goods

44.6

66.2

(21.6)

(33%)

Costs

(91.6)

(108.2)

16.6

(15%)

EBIT

8.6

14.6

(6.0)

(41%)

Units:

FY19

FY18

VAR

%

Fleet Sales

(869)

(1,314)

445

(34%)

Fleet Purchases

1,200

1,360

(160)

(12%)

Closing Fleet

2,440

2,109

331

16%

Full Year

Vehicle Fleet

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
33

Tourism

“Strong ROFE performance”

NZD $M

FY19

FY18

VAR

%

Revenue

41.4

41.8

(0.4)

(1%)

Costs

(29.2)

(29.9)

0.7

(2%)

EBIT

12.2

11.9

0.3

3%

Full Year

•The Waitomo business delivered another significant year of

growth driven by growth in visitor arrivals, with some softening

markets. The ROFE in the Waitomo business is now well in excess

of expectations and norm.

•The Tourism Group delivered an EBIT result of $12.2M, up by 3%

from $11.9M in the prior year. ROFE increased by nearly 7% to

approximately 56%.

•The domestic market was down on the prior year, similar to most

New Zealand tourism businesses.

•Kiwi Experience had a challenging year, with the result down on

prior year and expectations.

•Significant drops in backpacker arrivals from European markets

directly impacted revenue. However, FY19 second-half results

outperformed market with cost reductions, yield growth and new

marketing initiatives.

•Within the coming year Kiwi Experience will introduce new

product lines to broaden the customer base and will continue the

cost reduction process. Overall, expectations are for growth in

FY20.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
34

Equity Investments

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
NZD $MFY19FY18VAR%

Action Manufacturing 1.5 2.9 (1.3) (46%)

Just go 0.2 0.2 0.0 20%

Roadtrippers – (1.4) 1.4 (100%)

Togo Group (12.8) (2.7) (10.2) 380%

Total(11.0) (1.0) (10.0) 974%

Equity Investments

35

Equity investments

•These part-owned businesses are not controlled by thland are equity

accounted. The results are not reported in the Earnings Before Interest

& Tax (EBIT), and are not included in our ROFE calculations.

•Action Manufacturing (50%)

•Net profit before tax of $1.5M well down on the prior year by 46%,

largely due to costs associated with:

•the acquisition of Fairfax Industries.

•new vehicle type development (which were not capitalised).

•Expansion of Hamilton operation to a larger premises in FY19.

•Positive outlook for FY20, following a year of consolidation.

•Just go (49%)

•Net profit after tax of $243k, up 20% on the prior year.

•Expansion into Scotland.

•Increased focus on vehicle sales to drive profitability in FY20.

•Togo Group (formerly TH2) (50%)

•Togo Group performance is reviewed separately.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
36

Group support

services and other

•Group support services of $6M, up

36% on the prior year.

•Well in excess of $1M of these costs

were incurred in relation to M&A

transactions that did not proceed.

NZD $M

FY19

FY18

VAR

%

Revenue


0.8

(0.8)

(100%)

Costs

(6.0)

(5.2)

(0.8)

16%

EBIT*

(6.0)

(4.4)

(1.6)

36%

Group Support Services and Others

* EBIT before non-recurring items.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
37

Outlook

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Capital expenditure

38

•During FY19, we had capital expenditure of $197M. This was down 2% on the prior

year’s expenditure of $201M.

•Nearly all of our capital expenditure is on fleet renewal and growth.

•Fleet purchases will be reduced in FY20 as we adjust fleet, release capital and

generate a positive operating cash flow for the USA business.

•Overall gross capital expenditure in FY20 is expected to be in the range of $135M to

$145M.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
39

Outlook

•There has been little change in our expectations or view on each market since the information we

provided with the capital raise in June.

•Broader economic conditions from our perspective are uncertain, but we are yet to see those play

out in any concerning manner within our rentals businesses.

•In Rentals New Zealand, forward bookings remain up on last year and the RV sales market appears

consistent. The number of vehicles being imported into New Zealand appears to be slowing, which

we see as positive.

•In Rentals Australia, forward bookings also remain up on last year. Although the market is tough,

we are well positioned from a vehicle sales perspective and believe we are gaining market share.

•In the USA business, we continue to see slow dealer sales. We have planned for a lower demand

environment for wholesale sales in FY20 and, as previously mentioned, we expect that the USA

result in FY20 will be down on FY19 as we continue to clear excess fleet. We are in the midst of the

calendar year 2019 high-season and will provide an update on performance at the Annual Meeting.

•We will provide an update on FY20 guidance at the 2019 Annual Meeting on 23 October 2019.

•There is no change to the thldividend policy, which remains at 75% to 90% of NPAT. We expect to

assess our dividend pay-out for FY20 excluding our investment in Togo Group.*

* FY20 investment in Togo Group will be reported as NPBT losses.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
40

Supporting Analysis

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Income statement

summary

41

* The FY18 and FY19 earnings per share calculations have been adjusted for the bonus element of the capital raise.

$M

FY19

FY18

VAR

VAR %

FY19

FY18

VAR

VAR %

FY19

FY18

VAR

VAR %

Revenue from trading

292.2

273.1

19.1

7%

147.9

137.1

10.8

8%

144.3

136.0

8.3

6%

Revenue from sale of fleet

130.8

152.8

(22.0)

(14%)

67.9

79.7

(11.8)

(15%)

62.9

73.1

(10.1)

(14%)

Total revenue

423.0

425.9

(2.9)

(1%)

215.8

216.8

(1.1)

(0%)

207.3

209.1

(1.8)

(1%)

Costs

308.2

291.9

16.3

6%

161.0

138.7

22.3

16%

147.2

153.2

(6.0)

(4%)

EBITDA

114.8

134.0

(19.2)

(14%)

54.8

78.1

(23.3)

(30%)

60.0

56.0

4.1

7%

Depreciation & Amortisation

52.6

47.4

5.3

11%

27.4

24.8

2.6

10%

25.3

22.6

2.7

12%

EBIT

62.1

86.6

(24.4)

(28%)

27.4

53.3

(25.9)

(49%)

34.7

33.3

1.4

4%

Interest

(11.2)

(9.4)

(1.8)

19%

(6.0)

(5.0)

(1.1)

22%

(5.2)

(4.4)

(0.7)

17%

Share of Joint Ventures

(11.3)

(0.2)

(11.0)

4,514%

(6.4)

(1.6)

(4.8)

288%

(4.9)

1.4

(6.3)

(448%)

Share of Associates

0.2

(0.8)

1.0

(131%)

(0.1)

(0.3)

0.3

(85%)

0.3

(0.4)

0.7

(167%)

Profit before taxation

39.9

76.2

(36.3)

(48%)

14.9

46.3

(31.4)

(68%)

25.0

29.9

(4.9)

(16%)

Taxation

(10.1)

(13.8)

3.7

(27%)

(2.7)

(6.7)

4.1

(60%)

(7.5)

(7.1)

(0.4)

5%

Profit attributable to

thl

shareholders

29.8

62.4

(32.6)

(52%)

12.3

39.6

(27.3)

(69%)

17.5

22.8

(5.3)

(23%)

Basic EPS (in cents)

23.7

50.8

*

Diluted EPS

23.3

49.0

*


6 Months to December

Full Year

6 Months to June

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Revenue

42

$MFY19FY18VARVAR %FY19FY18VARVAR %FY19FY18VARVAR %

thl Rentals - Sale of Services

New Zealand97.988.59.4 11% 59.452.86.6

13%

38.535.72.7 8%

Australia70.064.95.1 8% 33.030.72.3

8%

37.034.22.8 8%

USA82.977.15.8 8% 32.529.43.0

10%

50.447.72.8 6%

250.8230.520.3 9% 124.9112.911.9

11%

125.9117.68.3 7%

thl Rentals - Sale of Goods

New Zealand50.846.84.0 8% 28.125.72.3 9% 22.721.11.6 8%

Australia13.615.4(1.8)(12%)5.07.9(2.8)(36%)8.57.51.0 14%

USA66.590.6(24.1)(27%)34.846.1(11.3)(25%)31.744.5(12.8)(29%)

130.8152.8(22.0)(14%)67.979.7(11.8)(15%)62.973.1(10.1)(14%)

Tourism Group - Sale of Services41.441.8(0.4)(1%)23.023.6(0.6)(2%)18.418.30.2 1%

Other0.00.8(0.8)(100%)0.00.6(0.6)(100%)0.00.2(0.2)(100%)

Total Revenue423.0425.9(2.9)(1%)215.8216.8(1.1)(0%)207.3209.1-1.8(1%)

Split

Australia83.580.23.3 4% 38.038.6(0.5)(1%)45.541.73.8 9%

USA149.4167.7(18.3)(11%)67.275.5(8.3)(11%)82.292.2(10.0)(11%)

NZ and other190.1177.912.2 7% 110.5102.77.88% 79.675.24.4 6%

423.0425.9(2.9)(1%)215.8216.8(1.1)(0%)207.3209.1(1.8)(1%)

Revenue Split

Sale of Services292.2273.119.1 7% 147.9137.110.8 8% 144.3136.08.3 6%

Sale of Goods130.8152.8(22.0)(14%)67.979.7(11.8)(15%)62.973.1(10.1)(14%)

423.0425.9(2.9)(1%)215.8216.8(1.1)(0%)207.3209.1(1.8)(1%)

Full Year6 Months to June6 months to December

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Divisional

summary

43

* Operating cash flow includes the sale and purchase of rental assets.

$M

REVENUEDIVISIONAL

EBIT

AVE FUNDS

EMPLOYED

OPERATING

CASHFLOW*

REVENUEDIVISIONAL

EBIT

AVE FUNDS

EMPLOYED

OPERATING

CASHFLOW*

Rentals New Zealand 148.7 31.5 159.1 14.8 135.3 25.7 143.2 1.2

Rentals Australia 83.5 11.3 81.5 2.5 80.2 10.6 79.8 8.3

Rentals USA 149.4 13.0 162.0 (14.0) 167.7 19.7 141.2 13.0

Tourism Group 41.4 12.3 22.0 10.5 41.8 11.9 24.3 10.5

Group Support Services/Other

(before non-recurring)

– (6.0) (1.3) (3.6) 0.8 (4.4) (3.5) (8.4)

Non-recurring Items – 23.1

thl 100% owned entities 423.0 62.1 423.3 10.2 425.9 86.6 385.0 24.6

Joint ventures(11.3) 52.6 (0.2) 20.9

Associates 0.2 4.2 (0.8) 8.4

Group Total 423.0 51.1 480.1 10.2 425.9 85.6 414.3 24.6

Year ending 30 June 2019Year ending 30 June 2018

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
EBIT margin

44

$M

FY19

FY18

VAR

FY19

FY18

VAR

FY19

FY18

VAR

THL Rentals

New Zealand

21.2%

19.0%

2.2%

27.9%

24.3%

3.7%

11.5%

11.6%

(0.1%)

Australia

13.6%

13.2%

0.4%

8.2%

11.7%

(3.4%)

18.0%

14.6%

3.4%

USA

8.7%

11.8%

(3.1%)

(8.1%)

1.2%

(9.3%)

22.4%

20.4%

2.0%

Total Rentals

14.6%

14.6%

0.0%

11.5%

12.7%

(1.2%)

17.8%

16.5%

1.3%

NZ Tourism

29.6%

28.5%

1.2%

34.1%

30.6%

3.5%

24.1%

25.8%

(1.6%)

EBIT margin (before non-recurring)

14.7%

14.9%

(0.2%)

12.7%

13.9%

(1.2%)

16.8%

16.0%

0.8%

Full year

6 months to June

6 months to December

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
EBITDA

45

$M

FY19

FY18

VAR

VAR %

FY19

FY18

VAR

VAR %

FY19

FY18

VAR

VAR %

EBIT

62.1

86.6

(24.5)

(28%)

27.4

53.2

(25.9)

(49%)

34.7

33.3

1.4

4%

Add back non-cash items:

Depreciation

51.5

46.0

5.5

12%

26.8

24.2

2.7

11%

24.7

21.9

2.8

13%

Amortisation

1.1

1.3

(0.2)

(17%)

0.5

0.6

(0.1)

(11%)

0.6

0.7

(0.2)

(23%)

EBITDA

114.7



134.0



(19.2)



(14%)

54.7



78.0



(23.3)



(30%)

60.0



56.0



4.1



7%

Full Year

6 M onths to June

6 M onths to December

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
As atAs at

$MJUN 19JUN 18VARDEC 18DEC 17VAR

Equity277.0 250.0 27.0 250.7 212.2 38.4

Non current liabilities239.0 238.1 0.9 247.0 194.5 52.5

Current liabilities86.5 89.9 (3.5)75.1 99.0 (23.9)

Total source of funds602.5 578.0 24.5 572.7 505.7 67.0

Intangible assets and goodwill44.2 44.6 (0.5)44.2 42.2 2.1

Investments in associates and joint ventures56.1 56.6 (0.5)56.8 10.5 46.4

Property, plant and equipment407.0 384.2 22.9 379.1 336.9 42.2

Non-current derivative financial instruments0.0 1.47 (1.5)0.7 - -

Current assets95.2 91.1 4.1 91.9 116.2 (24.2)

Total use of funds602.5 578.0 24.5 572.7 505.7 67.0

Net debt position202.2 198.5 3.7 225.6 178.4 47.1

Net tangible assets (NTA)232.8 205.4 27.5 206.4 170.1 36.3

NTA per share*$1.87$1.69$1.67$1.41

Book value of net assets per share*$2.10$2.03$2.03$1.75

Debt / debt + equity ratio (net of Intangibles)46%49%52%51%

Equity ratio (net of Intangibles)42%39%39%37%

AUD exchange rate at period end0.95610.9180 0.95200.9336

USD exchange rate at period end0.66940.6741 0.67130.7296

Balance sheet

46

* Calculated based on thlshares on issue at year-end.

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Funds employed

47

* thlaverage funds calculated over a 12 month period.

Average FundsYear end Funds

$MFY19FY18VARJUN 19JUN 18VAR

Rentals

New Zealand159.1143.211% 148.4140.16%

Australia81.579.82% 72.270.62%

USA162.0141.215% 184.3159.016%

Total Rentals402.6364.211% 404.9369.89%

Tourism Group22.024.3(9%)21.923.8(8%)

Joint Venture (excl. TH2)9.37.426% 9.97.336%

Associates4.28.4(50%)4.34.22%

Group Support Services(1.3)(3.5)(63%)(4.1)(1.4)204%

Total Net Funds Employed before Togo Group436.8400.89%436.9403.78%

Togo Group*43.313.5221% 42.345.1(6%)

Total Net Funds Employed including Togo Group480.1414.316% 479.2448.87%

F Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O NF Y 1 9 F U L L Y E A R R E S U L T S P R E S E N T A T I O N
Gain on vehicle sales

and gross profit

48

Flex fleet sales on buy-backs excluded from aboveFY19FY18

AU

307

360

NZ

10

92

317 452

Total fleet salesFY19FY18

AU562 664

NZ499 464

US869 1,314

1,930 2,442

Full Year

6 Months to June

6 Months to December

$M

FY19

FY18

VAR

VAR %

FY19

FY18

VAR

VAR %

FY19

FY18

VAR

VAR %

Proceeds from sales of motorhome fleet

109.6

128.5

(18.8)

(15%)

56.9

66.6

(9.6)

(14%)

52.7

61.9

(9.2)

(15%)

Net book value of vehicles sold (incl writeoffs)

95.6

108.1

(12.6)

(12%)

50.0

56.1

(6.2)

(11%)

45.6

52.0

(6.4)

(12%)

Gain on sales of motorhome fleet before selling costs

14.1

20.3

(6.3)

(31%)

6.9

10.4

(3.5)

(33%)

7.1

9.9

(2.8)

(28%)

Vehicle sales costs (warranty only)

1.2

1.4

(0.2)

(15%)

0.7

0.8

(0.1)

(8%)

0.5

0.6

(0.1)

(23%)

Gain on sales of motorhome fleet after selling costs

12.9

18.9

(6.1)

(32%)

6.2

9.6

(3.4)

(35%)

6.7

9.3

(2.6)

(28%)

Gross profit on non-fleet vehicles, retail and accessory sales

3.5

4.1

(0.5)

(13%)

1.7

2.1

(0.3)

(17%)

1.8

2.0

(0.2)

(10%)

Reported gross profit

16.4

23.0

(6.6)

(29%)

8.0

11.7

(3.8)

(32%)

8.5

11.3

(2.8)

(25%)

Total average gain on sale ($000) after selling costs

8.0

9.5

(1.5)

(16%)

7.2

11.8

(4.6)

(39%)

8.9

9.2

(0.2)

(2%)

Fleet motorhomes sold (incl writeoffs, excl buybacks)

AU

255



304

(49)

(16%)

108



150



(42)

(28%)

147

154



(7)

(5%)

NZ

489



372

117

31%

290



198



92

46%

199

174



25

14%

US

869



1,314

(445)

(34%)

469



626



(157)

(25%)

400

688



(288)

(42%)

Total fleet motorhomes sold (units), excl. buybacks

1,613



1,990



(377)

(19%)

867



974



(107)

(11%)

746



1,016



(270)

(27%)

---

our
view

today

INTEGRATED

ANNUAL REPORT

2019

goes
on

forever

As thl continues to expand, delivering on our global

growth strategy and forecast financial results, we are

mindful that our business processes and activities must

adapt if the business is to continue to thrive in the next

20 plus years.

In this, our inaugural integrated report (IR), we explain

why thl is committed to being a Future-Fit Business and

how we are transforming the way we do things to ensure

long term sustainable value is generated f rom the resources

we rely on.

Through balancing the expectations of today with the

needs of the future, we foresee a bright and promising

journey ahead.

Come with us.

02 The need to act

04 Future-Fit Business

06 Year in review

08 Chairman's report

1 2 CEO's report

1 8 What's a Future-Fit Business?

22 thl at a glance

24 How we create value

26 Driving results

28 - Optimising our

operational effiency

32 - Leading the way

with new ideas

36 - Enabling our people to

develop, grow and be well

40 - Respecting and embracing

our communities

46 - Protecting and enhancing

our environment

54 Governance year in review

58 Divisional reports

58 - New Zealand

59 - Australia

60 - USA

62 - Tourism

63 - Equity investments

65 Directors' statement

66 Financial statements

121 Independent auditor's report

126 Corporate governance

142 Board of Directors

143 Corporate information

The Board acknowledges its responsibility to ensure the integrity of the IR.

The Board has applied its mind to the IR and believes that it addresses all

material issues, presents fairly the integrated performance of the organisation

and its impacts in accordance with the principles set out in the International

Integrated Reporting Council (IIRC) Framework. The IR has been prepared

according to the IIRC guidelines and IR recommendations by Wymond Symes,

Consultant - Tauranga office, CATALYST® Ltd.

The IR was approved by the Board on 26 August 2019 and is signed on its behalf by:

Grant Webster – Chief Executive Officer

Rob Campbell – Chairman

Welcome to the inaugural thl integrated
report. Two years ago we produced our first

sustainability report. We set some goals

and reported on what we knew at the time

from a sustainability perspective. We now

see how little we knew, how small the steps

were that we were taking and how our

measurement criteria and methods were

only the beginning. There is little doubt that

in another two years’ time we will look back

at this first integrated report and say the

same thing again - at least we hope we do,

as we need to keep evolving our approach to

how we work and what we stand for.

Our intent is to become a Future-Fit Business

(FFB)

1

. In this report, we will explain the

Future-Fit Business methodology, the criteria

and the positive impact we expect it to have

on thl into the future.

The need to act

Setting the scene with Professor Will Steffen

Figure 1: This shows the "Hothouse Earth" trajectory figure - the

so-called 'stability landscape' - that shows the Earth 'rolling down'

towards the planetary threshold.

Figure 2: Shows the rise in atmospheric CO2 concentration f rom

1960 up to the present. It's obvious that the science-policy system

of big science reports and big international meetings has had no

discernible effect on the atmospheric CO2 trajectory.

1 accuweather.com/en/weather-news/new-data-reveals-just-how-hot-it-was-across-the-globe-in-july/70009006

2 climate.anu.edu.au/about-us/people/will-steffen

3 pnas.org/content/115/33/8252

On track to lose 2/3

chance to keep

warming below +2.0C

Lost 2/3 chance to keep

warming below +1.5C

Kyoto

Protocol

enacted

1st IPCC Report

Atmospheric C02 concentration (ppm)

3

2.5

2

1.5

1

0.5

0

450

425

400

375

350

325

300

19601970198019902000201020202030

Growth rate of C02 Concentration (ppm/year)

3rd IPCC Report5th IPCC Report

Copenhagen

climate

conference

UN Paris

climate

agreement

in force

July 2019 has gone in the books as the hottest

month ever. This follows the hottest June in 140

years

1

and is the latest in ‘hottest ever’ records.

Professor Will Steffen

2

, Emeritus Professor at the

Australian National University and Councillor at

the Climate Council of Australia, and his 15 co-

authors call it our road to “Hothouse Earth”

3

.

The two figures below together give a pretty

compelling picture of the huge risks we face and

the fact that we are nowhere near having effective

climate action yet. Climate science policy alone

has been failing, and as businesses we need to

step up.

Collective human action is required to steer the

Earth System away from a potential threshold

and stabilise it in a habitable interglacial-like state.

Such action entails stewardship of the entire Earth

System - biosphere, climate, and societies - and

could include decarbonisation of the global

economy, enhancement of biosphere carbon

sinks, behavioural changes, technological

innovations, new governance arrangements,

and transformed social values.

This is why we are ready to start our change

more aggressively and we are doing something

different with our voice. This is what you can

expect in our integrated report and our actions

going forward.

1 For more information see futurefitbusiness.org

thl Integrated Annual Report 20190203

In simple terms, we see the FFB model as
measurement of a business from a broader perspective

than that which businesses have measured themselves

against historically.

Business has for too long prioritised short term private

profits and socialised many costs.

A Future-Fit Business is one which is expected to

contribute to a Future-Fit Society. A Future-Fit Society

protects the possibility that humans and other life will

flourish on Earth by being environmentally restorative,

socially just and economically inclusive.

There are 23 Break-Even Goals; all of which we will

measure ourselves against, reporting on our progress

and ensuring that we deliver to 100% of each (in time)

- thus being Future-Fit. We see this as the minimum

that we should be doing - the base level before we start

pushing ourselves to deliver the “positive pursuits”,

which take you beyond the measurement goals and

where you can genuinely consider the business a net

positive contributor.

This is where we should be in business, this is what

we should be discussing and debating in an open

and inclusive manner.

Internally within thl, we have had those discussions at

an executive and board level. We now need to broaden

that discussion with shareholders, crew, communities,

suppliers and others who link to, and invest in, thl.

We are ready for those discussions and know that

this will be a journey - one where we learn more, enact

successful strategies and inevitably have some failures

on the way. However, we will not stop - we will become

Future-Fit.

You have every right to ask, “what does this mean in

reality, will you see profits drop, will you be able to use

this as an excuse, what will happen to dividends?”, and

many more questions. We will be able to answer some

of those - and some we will not, yet. Indeed, one of the

key points of our internal debate was whether we

should wait and establish our performance against

every goal before we publicly announced this move,

should we have a clear definition of the exact

investment required. We have chosen not to wait - to

align our people, create engagement and ensure that

the way we look at our business is through this lens.

As we gain greater definition we will, of course, share it,

along with our progress, success, failures and any

impact on the financial performance of the business.

We firmly believe we can be both sustainable and

achieve returns above the norm, we can grow revenue

and reduce our global footprint and negative impacts

on the world around us.

Connected to this approach, we are considering the

widely-used six capitals framework to assessing the

business and our performance. Again, this is a new

initiative and we are learning along the way. This

approach comes from the International Integrated

Reporting Council. There is a plethora of information

available online and we will not look to replicate that

here. What we have found is that the combination of

these structured processes has allowed us to consider

a wider array of issues and opportunities that we hadn’t

previously considered.

Indeed, in hindsight, you could consider the approach

we have taken over the last few years as haphazard, at

the least, from a sustainability perspective. We have

achieved a lot, we are doing the right thing in many

areas; however, we haven’t been structured enough,

with a clear enough end goal.

The six capitals IIRC model defines the following

capitals (in no particular order) as follows:

> Financial

> Manufactured

> Intellectual

> Human

> Social

> Natural

As we look at these capitals, we consider what inputs

and outputs we have against each capital.

We have commenced changing the way we report and

assess all these capitals internally, our board reporting

is changing, our management reporting is changing

and all our capital requests are changing to assess new

capital spend against all six capitals. This includes our

fleet assessment.

A journey

We know this is a journey, we know we can’t change

everything that we want overnight and we are very wary

of two risks with our approach.

For the sceptics - there is a risk that we are seen as “lefty

or socialist”, without due mandate. Indeed, we could be

accused of using this approach to business as an excuse

for underperformance.

To those we would say that we will never use this as an

excuse for underperformance or poor decision-making.

If we make a decision that affects one capital (financial)

in the short term, for a larger benefit to another capital

(natural), yet we know the decision will have a long term

positive impact on the financial performance of the

business, we will make that call. But again, we will

not use this as an excuse for short term negative

performance. The decisions need to be clear, linked

and purposeful.

For the climate change evangelists - there is a risk that,

because we are early in the journey, we may be accused

of empty rhetoric and greenwashing without substance

and enough action.

To those we would say – yes, this is a journey for us,

one where we are prepared to be part of the leadership

group, but we are not prepared to isolate ourselves at

the expense of the business as a whole. We need to be

brave, but take our stakeholders on a journey with us.

Just like every other commitment that we make, there

will be some areas in which we succeed and some

where we fail - and hold us to account accordingly.

We have already failed on some of our goals - we have

not been able to enact the degree of change that we

desire in other parts of the supply chain. We are learning

from that and challenging what else we can do. We are

acting now and will continue to do so.

Commitment to an appropriate return on funds

employed (ROFE)

As an organisation, the term ROFE is strongly

embedded in what we do. It is a very key metric for

the business, it has been a driver of long term business

performance and it enables us to remain confident

that we are managing shareholder funds in a manner

which ensures long term financial growth. The focus

on Future-Fit and integrated reporting will not change

our ROFE target. We remain focused on achieving a

ROFE above our cost of capital. As costs of capital

change, our ROFE target may change accordingly.

We will always have some areas that don’t provide

this return and some which exceed this return.

Those decisions to invest where we know we will not

receive an above cost of capital return are considered

on the basis that they either will in time or are critical

to the broader success of the business. The focus on

being an FFB may well challenge us with more requests

for capital or spend that has a low or sub-par ROFE.

These will need to be “pre-financial” in nature and

not an excuse for underperformance or poor

decision-making.

What does all this mean in practice?

Again, we are not fully formed in our assessment and

measurement of all 23 goals within the FFB framework.

Indeed, there are thousands of hours of work to be

done to accurately complete our assessments.

Therefore we don’t have a clear set of actions across

the business - but to understand the concept of how

it may change our thinking, we have considered some

possible examples. These are thought starters only that

we share as part of our objective of being transparent

and enabling a broader discussion.

A hypothetical case regarding

community impact

There are issues in the Queenstown community

regarding the impact of tourism and the impact of

motorhomes has been a frequently discussed topic.

Historically, we have considered education of our

customer, education of the community and

management through digital means as some key

actions. But, when considering how this looks through

the social capital lens, we can see that the inputs and

outputs are heavily weighted to the negative. We have

not considered deeply enough how we really make a

difference in that capital. One possible way would be to

consider the quantum of the input, i.e. how many

customers do we have that pick up in Queenstown and

travel into the town centre? Is that part of the impact?

The roads, the parking, the rubbish etc.? Should we be

considering Queenstown as a hub for dispersal to other

locations and actively discouraging, or even banning,

our own vehicles from the town centre? We would note

this is not a position we have taken, but an example of

how the FFB and six capitals approach to the business

enables a different lens for consideration.

In summary, we would note that this is, in an historical

context, an unusual introduction to a report to

shareholders. We don’t apologise for that and we

encourage a discussion.

The Annual Meeting this year will be our next key

communication point with shareholders. We will have

this item on the agenda for the meeting and we will be

inviting comment and feedback from you - the ultimate

owners of the company. Take the opportunity and

provide your feedback.

" A Future-Fit Business is one which is expected

to contribute to a Future-Fit Society. A Future-Fit

Society protects the possibility that humans and

other life will flourish on Earth by being

environmentally restorative, socially just and

economically inclusive."

Rob Campbell

Chairman

Grant Webster

CEO

thl Integrated Annual Report 20190405

Without a doubt, the largest issue
for the year was the significant

fall in vehicle sales within the USA

market. This had an impact on the

total FY19 result for thl and has

consequential impacts in FY20.

We have launched the thl

Connected Customer Brand

globally - our way of connecting

all our brands’ customers to

more experiences, more often.

In addition, we continue to work

with Togo Group to grow the

digital offer that we have for our

customers (renters and owners).

The New Zealand rentals

and sales business had a record

year from a financial perspective,

with our highest ever EBIT and

ROFE. In addition, we also reduced

the carbon emission footprint

within this business, alongside

the financial result.

RECORD

NEW ZEALAND

PERFORMANCE

GROWING

GLOBAL

CONNECTIVITY

CHALLENGING

USA VEHICLE

SALES

Year in review

By capital outcome

$423M

EBIT increase over FY18.

23%

Reduction in carbon

emissions against baseline

(FY17 performance).

-21%

(2018 - $426M)

REVENUE

-1

%

14CPS

(2018 - 14CPS)

FINAL DIVIDEND

1

$62.1M

(2018 - $86.6M)

OPERATING PROFIT BEFORE

FINANCE COSTS AND TAX (EBIT)

2

-28

%

6,413

(2018 - 5,731)

TOTAL FLEET

3

+

12%

$29.8M

$

12.8M

(2018 - $62.4M)

(2018 - $2.7M)

1 Fully imputed in 2018; 50% in 2019

2 EBIT and NPAT inclusive of non-recurring items

3 Year-end fleet quantity

4 Net debt includes $30M proceeds from CITIC placement received on 24 June 2019

5 Represents thl’s share of NPBT losses. FY18 includes Togo Group losses for the four month period from 1 March 2018

NET PROFIT AFTER TAX (NPAT)

2

INVESTMENT IN TOGO GROUP

5

-52

%

$27.9M

(2018 - $37.5M)

ORDINARY NPAT

-

26%

$202M

(2018 - $199M)

NET DEBT (AS AT 30 JUNE)

4

+

2%

Number of units sold

down on the prior year.

-34%

Sales revenue down on prior year

for USA vehicle sales.

-33%

Roadtrippers grew

users by over 10% in FY19.

Current number of

connected customers

that we are engaged with

globally for our rentals business.

144,000

As at 30 June 2019

HIGHLIGHT

> Ten eRVs launched in our

rental fleet in New Zealand

in December 2018 and

January 2019.

LOWLIGHT

> eRV supplier constraints.

> Slower than expected

telematics roll out.

HIGHLIGHT

> Launched thl Connected

Customer Brand.

> Live with a global member

community of around

144,000 travellers sharing

inspirational content, global

travel offers, and recognition

perks for repeat customers.

PROTECTING AND ENHANCING

OUR ENVIRONMENT

LEADING THE WAY WITH NEW

IDEAS AND TECHNOLOGIES

ENABLING OUR PEOPLE TO

DEVELOP, GROW AND BE WELL

RESPECTING AND EMBRACING

OUR COMMUNITIES

OPTIMISING OUR

OPERATIONAL EFFICIENCY

HIGHLIGHT

>

300+ crew received leadership

training and a similar amount

of specific skills training like

service IQ and back of house

training.

> Launch of GPS Navigator

enabling people

to connect globally.

LOWLIGHT

> Four notifiable incidents

and lower than expected

engagement score.

HIGHLIGHT

> Three community impact

assessments.

> Very successful crowdfunding

campaign in Australia

in partnership with

StartSomeGood, leading to two

great community-led projects.

> Launch of Tiaki Care for

New Zealand.

HIGHLIGHT

> Total thl operational emissions

down 3.2% compared to FY18.

> NZ down 21% vs baseline =

target reached five years ahead

of time!

> In a likely first for a cave

experience of its scale, the

Ruakuri Cave and Ruakuri

Visitor Centre is now entirely

off the grid and powered by

renewable energy.

LOWLIGHT

> Customer journey emissions up

in NZ and Australia compared

to baseline year.

thl Integrated Annual Report 20190607

Dear Shareholders
On behalf of the Board, I present the

accounts for the 2019 financial year.

This commentary should be read in

conjunction with the opening for our

first integrated report.

In this report we take more than just

a financial view of the performance of

the company. This letter is in sections,

which reflect a different approach to

the business. We are using the six

capitals (IIRC) approach to guide the

flow of the review.

It is imperative that as thl commences

its journey to be a Future-Fit Business

(FFB), we do not use the FFB initiative

as an excuse for underperformance. If

we score an own-goal, we need to say

so and be held to account accordingly;

if we are missing capability and don’t

address that, the same applies; if we

don’t move forward at a faster pace

than the competition, the same

applies again.

Our financial performance

The Board is not satisfied with the

result for FY19. It is down on the prior

year and has ended a long run of

growth in profitability. thl has the

opportunity and responsibility to

make further gains in profit. The ethos

is be better than the rest and ensure

growth, taking external factors into

account but not as excuses.

To ensure the right approach to

strategy and planning it is, at the

same time, also important to put the

result in context of the current market

conditions, compare it to industry

peers and historical performance.

If we don’t, we risk dismissing what

is working well and destroying the

culture which has enabled the

business to succeed in recent years.

In this regard we recognise that the

USA sales market is well down and

all competitors are affected. We have

to anticipate better and react more

decisively. We also recognise that we

have chosen to invest in Togo Group

(formerly branded as TH2) for the

future. This has short term costs

which we must control and which

will only be justified by results yet

to come. There are businesses within

thl where we had record-breaking

financial results. In those we aim

still higher.

The balance of these two positions

is well summarised in management’s

mantra for the FY20 year.

Don’t Stop.

Change.

Deliver.

Don’t stop refers to our broad

strategic direction. We are on a global

growth journey in a growing industry

segment, with an appropriate digital

development arm. It is important to

reflect and assess the strategy of the

business when the market and results

change. We have done that and

reaffirm our direction as a company.

We won’t stop progressing.

Change where required. The USA

business is the area subject to the

most significant change in the

coming year (a process that

commenced months ago). Where

we are underperforming, we must

change, with speed and accuracy.

Deliver. There are no excuses for not

enacting plans that have been agreed

and are within our area of control.

The numbers

The NPAT result of $29.8M was down

on the headline number of $62.4M

in FY18; that earlier result included

the one-off gain of $24.3M associated

with the creation of the Togo Group.

Without that one-off gain, the result

was down 26% on the prior

corresponding period (pcp).

The operating earnings before interest

and tax (EBIT) for the 100%-owned

thl businesses delivered a result of

$62.1M compared to $63.5M in FY18

excluding one-off gains. In the context

of a major downturn in the US market,

a good result.

The business remains heavily invested

in physical assets - mainly motorhomes

- across the globe. As such, the focus

on return on funds employed (ROFE)

is still critical. With vehicle sales down

on expectations, the business is

holding more vehicles than planned

and, therefore, higher funds employed

than it should have at year-end. As a

result, ROFE was 12.9% compared to

15.3% in FY18.

Vehicle sales is the key issue

impacting the business performance.

This issue is covered in some detail

throughout the report. The total sales

for the year were down 515 on the

2,408 we sold in FY18. The situation

is different in the separate markets.

today

and

tomorrow

" The Board is not satisfied with

the result for FY19. It is down

on the prior year and has

ended a long run of growth

in profitability. thl has the

opportunity and responsibility

to make further gains in profit.

The ethos is be better than

the rest and ensure growth,

taking external factors into

account but not as excuses."

"We are on a global growth journey in

a growing industry segment, with an

appropriate digital development arm."

CHAIRMAN'S REPORT

09thl Integrated Annual Report 201908

Manufacturing capital
This capital focuses on the equipment

and tools that we own and use. Within

thl, the manufacturing of motorhomes

is an obvious application; however,

we also consider our locations, other

assets and acquisitions where

physical assets are the core.

This year we commenced the first life

cycle assessment of our motorhome

assets. We have not been able to

complete the assessment as planned

in FY19, due to difficulties getting the

necessary quality of assessment data.

We have work to do with our supply

chain partners and we need to

improve the quality of information we

accumulate internally. We do know,

from the work conducted, that we are

producing a high quality product in

New Zealand and Australia. We

produce to a high commercial grade

and extend the life of the product

accordingly. We need to keep pushing

the USA suppliers, in particular, to

match these efforts.

During the year Action Manufacturing

acquired Fairfax Industries and

expanded the Hamilton operation,

taking on a new lease at adjacent

larger premises. This additional

capacity will create substantive

synergies for the total business

moving forward.

Chassis procurement moving forward

will change and we will face some

difficult issues as we determine the

right mix of requirements under a

Future-Fit Business model. We are

confident that companies like

Mercedes, with whom we have a

strong relationship, are responding to

the requirements of the automotive

industry; yet the large China-based

manufacturers producing products

such as LDV are already producing

electric vehicles at prices that others

may struggle to match. We have a

reasonable number of LDV vehicles

on fleet in New Zealand (including

10 electric vehicles) and they are

performing well.

Human and intellectual capital

Within thl there is essentially

someone working in the business

24/7, across the globe. We are a

diverse business and need to do more

to explicitly recognise that diversity.

For the first time, we have included

some more statistics on diversity

within the report and we will use this

transparency to continue to improve

our position.

Governance

The Board is a key part of the human

capital of any business. Like all other

assets it must contribute net value.

This has to be reviewed regularly. We

are proposing to make some changes

to enhance the net value added by

the Board. We currently have eight

members, which is more than we

require to be effective.

It happens that Graeme Wong -

our longest serving Board Member -

will retire at the Annual Meeting in

October. Graeme has served many

roles whilst on the thl Board, since he

joined in 2007. I would like to thank

Graeme for his contribution over

many years and look forward to

acknowledging his contribution at

the Annual Meeting. We will not

replace Graeme.

To enhance value we have adapted

the manner in which the

subcommittees operate - to create

greater engagement across the

management teams and enable

directors with specific skills to

contribute more.

At the Annual Meeting, we will also

be discussing how we may be able to

further improve the assessment and

skills of new and current directors in

the future. In short, we think there

needs to be a higher degree of

challenge and assessment of directors

in all publicly listed companies and we

are willing to take a leadership position

in this regard. I will be making some

proposals for discussion over the

coming year to give effect to this.

Our shareholders provide us with

the financial capital we require to

proceed, but can also have a place as

a human capital contribution. Our

largest shareholder, HB Holdings Ltd,

a wholly owned subsidiary of CITIC

Capital International Tourism Fund

(CITIC), have now joined the Board

and we are confident they have

networks that we can leverage and a

commitment to thl’s growth strategy.

On behalf of the Board, I would like to

thank the thl team across the globe.

As with many operational businesses,

we have challenges every day because

things just don’t always go to plan;

we are human. The response of the

thl crew to those challenges is to

be applauded.

Social and relationship capital

Social and relationship capital is

most closely related to supply chain

relationships, community acceptance,

government relations, relationships

with competitors (e.g. coming

together to develop industry

standards) and customer loyalty;

commonly described as having a

social licence to operate.

“We have an opportunity to

leverage what we do well to

ensure global growth in a

genuinely sustainable manner.”

Our customers and staff engage with

communities across the globe. That is

the nature of our business. They visit

far more locations than we have

branches and, apart from Waitomo

and Kiwi Experience, they are

essentially on their own - we have no

direct control over what they do and

when they do it. They are free and

independent customers.

We have a responsibility to understand

what impact our customers have

on the community, and in FY19 we

commenced three community

impact assessments.

From a government relations

perspective, we are still very

New Zealand-centric. We are engaged

with the government in a number

of areas and we appreciate the

opportunity to lend our experience

and resource where we can. In the

last year we were engaged in the

government working group on

responsible camping, continued

our work with NZTA on the visiting

driver project and worked with

government and industry teams on

the development of the Tiaki Promise.

The benefit of working in this manner

in New Zealand is that we are small

enough that we can gain traction

and create a model which may be

transferrable to other nations.

We have a number of examples

where we have had a small impact

on the thinking of other jurisdictions,

but it is a work in progress.

Natural capital

Historically, the key focus for

sustainability efforts has linked to

this capital. The impact of business

on the natural environment around

us is profound.

From a thl perspective we have some

clear goals to reduce carbon emissions,

as the largest single impact we see

that needs addressing with urgency.

This is where the greatest R&D effort

is being targeted. We have 10 electric

vehicles in New Zealand and other

trial product, including repowering

and new build (eRVs) from a base

“glider” chassis (a cab and chassis

supplied with no engine or drive

train). Whilst we will continue to

invest ourselves, we also need to

maintain as much pressure as we

realistically can within the supply

chain to access product which

meets our objectives. We aren’t an

automotive vehicle manufacturer.

The Waitomo team do much to

protect and improve the natural

environment in which we operate.

We have a comprehensive cave

management plan, an external cave

advisory group and we engage closely

with the owners

1

of the caves in which

we operate. During the past year, the

Waitomo team opened a new Ruakuri

visitor centre onsite at Ruakuri.

With the Holden Family, we took the

opportunity to explore solar power

for this site and cave. We understand

this is the first New Zealand visitor

attraction of this scale to be solar

powered. We have also completed

some fantastic pest eradication with

the Department of Conservation in

the Ruakuri Scenic Reserve.

The FFB framework will guide us on

the measureable actions which will

ensure we are net contributors to

the environment.

Where to next for thl?

We have an opportunity to leverage

what we do well to ensure global

growth in a genuinely sustainable

manner.

We monitor forward bookings

closely and maintain tight control

on capital spend as we monitor

vehicle sales. With the recent capital

raise we are also confident that we

can continue to look for the right

kind of acquisitions while keeping

prudent leverage.

The current core business

performance (noting the current

USA issues), investment in Togo

Group, the FFB initiative, the global

growth strategy and ongoing focus

on delivering an appropriate return

to shareholders provide us with

confidence in the future for thl.

I look forward to engaging in

conversation at the Annual Meeting

in October.

Thank you to all those who have

supported the team and business

over the last 12 months.

Rob Campbell

Chairman

1 The owners are:

Ruakuri: The Holden Family Trust

WGC: Ruapuha Uekaha Hapu Trust (RUHT) and the Department of Conservation

Aranui: The Minister of Conservation

thl Integrated Annual Report 20191011

don't stop.
change.

deliver.

" We must as a team, stay focused

on what we need to do differently.

The ongoing renewal of our

thinking and approach is the key.

It is the hallmark of thl - and we

are ready to change again as we

need to."

CEO'S REPORT

The management team within thl

would agree with the comments from

the Chairman and the Board regarding

the FY19 result. It was simply not good

enough; market conditions aside,

we did not react to the vehicle sales

market shortfalls in the USA strongly

enough, given how sustained the

downturn in dealer sales, in particular,

has been. We haven’t seen anyone

perform well in the last 12 months in

the USA RV market; however, again

that’s no excuse.

We must as a team, stay focused on

what we need to do differently, what

we do well, and what we do that we

must stop doing. The ongoing renewal

of our thinking and approach is the

key. It is a hallmark of thl - and we are

ready to change again as we need to.

Within the result there are some key

highlights for the year as well, which

we should celebrate - they reflect the

hard work of the crew over the last

few years. Of particular note, the

New Zealand rentals and sales

business had a superb result. The EBIT

of $31.5M was 23% - up on the prior

year (the FY18 result also had the

benefit of the one-off gain of the

Lions’ tour included) and the business

reduced carbon emissions by 21%

against our benchmark base year.

The Australia and Waitomo businesses

also had record EBIT results. None of

these results came from any one-off

event or record growth in tourism

arrivals - they were delivered as a

result of good marketing, customer

focus and operational cost control.

thl has, for many years, been a

business that has a high level of

activity and work rate. The past

year is no exception.

• We delivered a lot of technology

development, and will have more

in FY20. Of note, New Zealand and

Australia have a new fleet scheduling

and management system, which has

provided positive efficiencies within

both businesses.

• Customer metrics improved within

the business. We are at a point where

we need to review all the channels

from which we receive information

from customers and what we do

with that information and how we

measure our performance more

broadly than we do today.

• We have made strong progress

from a sustainability perspective.

A highlight for the year was the

opening of the new visitor office

at the Ruakuri Cave. As part of that

project, our landlords wanted to

work with us to achieve a 100% solar

powered option at the caves. We

have achieved that for the visitor

centre and the operation of the

Ruakuri Cave. The next steps in our

journey are clear within the core of

this first integrated report.

• Within our joint venture manufacturing

business, we purchased Fairfax

Industries in New Zealand - a long

established market leader in the

creation of refrigerated trailer units.

This acquisition will be very

synergistic for the core rentals,

vehicle sales and manufacturing

businesses. Look out for a new RV

Super Centre at that Takanini site

in FY20.

• Togo Group created a new

Australasian partnership, selling in

our CamperMate and other related

businesses in NZ and AU to Outdoria.

As a result, Togo Group is the largest

shareholder of Outdoria, along with

Discovery Holiday Parks, Gerry Ryan

(owner of Jayco RV manufacturing

business) and the Marketplacer

technology company.

Capital raise

This was the first capital raise of this

nature for thl. The rationale was well

covered in the documentation at the

time; however, it is worth reiterating

the key points and our views post the

conclusion of the raise.

The rationale was threefold. Firstly,

we had a desire for the FY19 and FY20

investments in Togo Group to be from

equity. Secondly we have a number of

smaller M&A opportunities that we

want to continue to explore with

flexibility. And, thirdly, we wanted to

ensure that we had a lower debt

position, given the global economic

uncertainty. As at the 30 June balance

date, net debt was lower than forecast,

as we had received the funds from the

$30M placement to CITIC. Our net

debt:EBITDA ratio post the capital raise

is around 1.9x, however it moves monthly

due to fleet purchases and sales.

We were very pleased with the

support we received for the capital

raise and, in particular, the price

achieved within the shortfall book

build (a $0.48 premium to the rights

offer price of $3.40 per share).

Institutional investor support was

strong within the raise.

"There are some key highlights for the

year - they reflect the hard work of the

crew over the last few years."

13thl Integrated Annual Report 201912

" As a company, we are very aware of
the need to use shareholders’ funds

effectively and ensure we optimise

the capital structure of the business

over the long term."

As a company, we are very aware of

the need to use shareholders’ funds

effectively and ensure we optimise

the capital structure of the business

over the long term. The net

debt:EBITDA ratio post capital raise

of around 1.6x is the lowest we have

had it for some time; that is no excuse

for us to be lazy.

We do not have a set target from

a debt perspective, as we adjust

our position based on the returns

we achieve from the various

business units, our view on risk

and growth opportunities. At this

point in time we remain consistent

in our view that anywhere around

2.0 times is acceptable, however

we have the capacity to exceed

that for acquisitions and particular

growth initiatives.

Of note our dividend policy is

unchanged.

M&A activity

This time a year ago we were very

clear to you, as shareholders, and

the market that we were focused

on growth - both organically and

through M&A activity. We prefer to

keep shareholders aligned with the

direction of the business, rather than

create surprises. In the past year we

had a number of possible transactions

that didn’t eventuate. Ultimately we

are clear that we made a choice to

not execute the transactions due to

pricing considerations. We know the

discipline that applies to ROFE for

fleet acquisitions needs to be applied

in a similar manner to acquisitions.

Likewise, with the potential sale of

some of the tourism assets, we were

clear on our price expectations and

stuck to those when the potential

acquirer changed approach at what

I would consider the last minute.

Deals falling over after significant

time and resource has been invested

are difficult. Both the Board and

management have a strong discipline

on ensuring the appropriate financial

disciplines are retained throughout

all stages of a transaction.

Today we are still looking to convert

on the pipeline of opportunities that

we have created globally. The focus

for business acquisitions is on our

existing markets, where we believe

there may be synergistic opportunities,

and new markets such as Europe and

Canada, where we know there is an

existing motorhome rental market.

Whilst we see some opportunities

within the New Zealand tourism

space, it is not an area of focus today

from an acquisition perspective.

Acquiring global attraction activities

has not been a strategic option for

some time. We are comfortable

with the current tourism portfolio;

in particular, the Waitomo businesses.

Within the information provided for

the capital raise, we also acknowledged

China as a potential market from an

RV rental perspective. We would

reinforce our position that we see

any engagement in this market, at

this point in time, would not involve

thl capital. We have remained in

discussions with CITIC on how we

may be able to assist their efforts in

this market. Whilst we see this as a

positive opportunity in the future,

it is not expected to be a meaningful

part of thl in the short term.

USA review

The trading conditions and thl

performance within the USA market

has been the greatest area of concern

for the business in the last 12 months.

The business remains a primary area

of focus as we move into FY20.

We have been detailed in our provision

of information to you, as shareholders,

regarding our plans for improvement

in the USA. We are currently on track

with the activity, which we directly

control. Fleet purchases for FY20

will be on track or lower than the

expected $23.8M we detailed in our

update. Two locations have been

publicly announced as closing and we

are in the process of reviewing further

sites, as indicated in the USA review.

Changes to teams and leadership

roles are well underway. Our focus on

growing the international customer

mix is working, with strong growth

in the 2019 calendar year high season

in particular within El Monte RV.

The results in the USA are not

acceptable today and, indeed, the

FY20 result will be down on FY19,

as we will be holding higher fleet

numbers due to the much lower sales

volumes in FY19. Accordingly, we are

reducing fleet purchases in the USA

this year by US$40M, and are expecting

to generate positive operating cash

flow of approximately US$35M. We are

focused on whatever business model

changes we may need to make.

Road Bear RV and El Monte RV

fleets are now interchangeable and

the support structures are moving

closer and closer together.

Togo Group

You will have seen in this report that

we have rebranded TH2 as Togo Group.

The change, led by our new CEO

Danny Hest (commenced January

2019), has already assisted in aligning

internal teams and external channels

to market. Within the group, the

Mighway and Roadtrippers businesses

remain as individual brands, given the

place they hold in their respective

markets and greater relevance to their

consumer segments.

Roadtrippers has had a positive

FY19 when comparing to our targets.

User growth has been strong but,

more pleasingly, the subscription

revenue generated from Roadtrippers

Plus (the consumer paid version of

Roadtrippers), has exceeded our initial

expectations. Long term success will

come from an ongoing development

of the core product offer, a strong

extension deeper in the RV or

camping category and maintaining

a value proposition to customers that

ensures ongoing use and renewal of

membership from year to year.

Roadtrippers has a large customer

base and a strong product.

Togo RV itself launched on time in

the USA during the year. The initial

feedback and user numbers exceed

expectations, however we didn’t

create the stickiness and depth of

engagement required. The product

roadmap has been reviewed and Danny

has taken this team closely under his

responsibilities to ensure success.

Overall we remain very committed to

the Togo Group. We have missed some

development targets and the Togo

product did not deliver to expectations

in phase one; however, the size of the

market opportunity hasn’t changed,

there has been nothing concerning

from a competitor standpoint and we

know we are providing solutions

which resonate with customers; to

receive the subscription fees we are

targeting, we need more functionality

live and to deliver the product more

simply. The roadmap is clear; we just

need to deliver.

FY19 financials

The NPAT of $29.8M was down

on last year on a like-for-like basis.

This was driven by the USA and is,

as mentioned, a primary focal point.

The ROFE for the group was 12.9%,

compared to 15.3% in the prior year.

Again, the USA is where the decline

was most prevalent. We expect

ROFE to improve this year, as we

have reduced the purchases of

fleet; we will be driving vehicle

sales hard and expect to generate

strong operating cash flows from

the business.

Net debt at 30 June was $202M.

This compares to the prior year end

figure of $199M; however, the $30M

of funds from the CITIC placement

had been received just before

year-end. The letter of credit facility

we have with Action Manufacturing

was $11M, compared to $16M last year,

which shows an improvement in the

level loading production capabilities

and debt facility management

within Action.

Capital expenditure

During the year we had capital

expenditure of $197M. Nearly all of

this is on fleet renewal and growth.

This is down on the prior year figure of

$201M. The disappointing element of

the year was the timing of the shortfall

in sales in the USA. The sales decline

commenced just after we had placed

our orders for the coming year and,

thus, we have been over-fleeted for a

longer period of time than we would

normally expect in such a situation.

NPAT

$29.8M

ROFE

12.9%

Net debt

$202M

thl Integrated Annual Report 20191415

It is worth noting that Road Bear RV
has achieved between 18-27% ROFE

since we purchased the business in

2010. We have been able to do that

with much lower fleet sales and peak

rental fleet than we have today and

we are confident we have a business

model that is sustainable in the long

term. We can and will deliver those

kind of results again. The El Monte RV

business needs more work and

combining the two to a greater extent

will enable the cost leverage we need

to succeed. With high season still not

complete in the USA, and the key

booking seasons not yet upon us

for Australia and New Zealand, it is

inappropriate for us to release a target

NPAT range for FY20 at this point in

time. As with prior years, we will

provide some more information at

the Annual Meeting in October.

More broadly, we are confident in

the medium and long term outlook

for the wider tourism industry and

specifically the RV industry. There

are some macro-economic signals

that suggest the short term could be

more challenging. Our position in the

rental market remains positive, as is

our outlook.

The internal activity level is very

high as we implement the FY20

plans including all the Future-Fit

Business Goals.

Summary

We remain focused on growing

globally and continuing to leverage

the resources we have to maximise

competitive advantage and scale

within our industry segment.

Had we anticipated the shortfall more

astutely, or had it commenced two

months earlier, we would have been

able to adjust within FY19.

This year we will see purchases decline

as we adjust fleet, release capital and

generate positive operating cash flow

for the business (particularly from

the USA). The expected gross capital

expenditure for the year is in the range

of $135M to $145M.

Dividends

As clearly indicated in previous public

statements, we have committed to

a 14cps final dividend for the year

(50% imputed). The total dividend

of 27cps for the year is in line with

the prior year, which was a record

pay-out for thl. We have also noted

that in FY20 we will be considering

the dividend pay-out, excluding the

investment in Togo Group. We believe

this makes sense, given the equity we

have raised for that business and the

expectation that the business will

provide significant returns in the

future; it is a deliberate investment,

not an existing business with

operating losses.

We will announce the FY20 interim

dividend in February 2020 with

our results release, as we have in

prior years.

Outlook

There has been little change in

our expectations or views on each

market since the information we

provided with the capital raise in

June. The broader economic

conditions from our perspective are

uncertain; however, we are yet to see

those play out in any concerning

manner within the rentals business.

It has been a record year in the

largest part of the business, but a

very difficult year in the USA. We will

remain focused on delivering strong

returns, growth and, importantly,

improvements in how we operate and

position ourselves within the market.

Finally, it is very important to

acknowledge all the crew within thl.

We have a tough operational business

that has had some good successes

over the past few years.

I know there are many of the team

who are disheartened by some of the

results in the last year and I applaud

the concern, but also know from the

past that the team is highly resilient

and are focused on delivering the

changes required to improve. I also

congratulate those crew who have

been part of the businesses within thl

that have had record results. Indeed,

thank you to all the team for the huge

efforts in FY19 and the preparations

for the coming year.

I look forward to the Annual Meeting

in October, where we will be able to

provide more details on what we

expect next for thl.

Grant Webster

CEO

Forward bookings for the

New Zealand and Australian

businesses remain positive compared

to the prior year. The first trading

month of FY20 has been positive

for both those businesses. The

recreational vehicle sales market

in New Zealand appears consistent,

although we are seeing a slowing in

the number of imported vehicles

into this market, which we see as

positive. Although the vehicle sales

market in Australia is tough, we are

well-positioned and believe that we

are gaining share. We hear concerns

about declines in caravan sales in

the market, which affects some of

our competitors. This is not seen as

significant for our business and likely

reflective of the broader consumer

sentiment in the market.

Within the USA we have continued

to see slow dealer sales for product.

The rationale of dealers being

overstocked should now be historical,

as we would expect dealers to have

cleared excess inventory or they

would be facing serious cash flow

issues. We are aware of some cases

where certain model types have

been difficult to sell compared

to prior years. There is, however,

a reduction in retail sales and this has

been clear in the public information

from other RV stocks listed within

the USA. The decline remains around

10-15%. What we know is that this

has created a situation where dealers

are operating much leaner inventory

levels than they have in the past and,

in some cases, they are reducing

range. We have planned for this

lower demand environment for

wholesale sales in FY20. As previously

mentioned, we expect the USA results

in FY20 to be down on FY19 as we

clear excess fleet.

Expected gross capital expenditure

in FY20

$135M -

$145M

thl Integrated Annual Report 20191617

At thl "being sustainable"
isn't just about following

a trend. It has always

been about being a

responsible operator.

The question that

we have asked

ourselves f rom the

beginning is, what

defines a responsible

tourism operator?

In 2014, when we started to weave

sustainability into our key strategies,

we asked our stakeholders what our

focus should be. Their responses fell

broadly into these focus areas:

• Climate change.

• Responsible travel including safe

driving and responsible camping.

• Embracing our communities.

• Nurturing our crew.

• Shareholder satisfaction.

We agreed, and incorporated these

into the thl sustainability framework

of Protect, Respect and Grow.

We followed best practice, involved

our stakeholders in every step of

the process through materiality

assessments (available https://2018.

thlsustainability.com/Stakeholders),

completed baseline reviews and

audits, and set ourselves targets

which were stretching and ambitious.

Whilst we were happy with the

progress, we also realised that society

and the environment needed more.

Not just iteration, but bold steps that

lead us to becoming a business that

by virtue of its operation, does good.

Through this process we discovered

the Future-Fit Business Benchmark

(futurefitbusiness.org).

Viewed through the Future-Fit

lens, our Protect, Respect and

Grow framework gets a whole

new meaning. ‘Growth’ becomes

synonymous, not just with increased

profitability, but with increasing trust,

greater equity, wellbeing and healthier

ecosystems where we operate. In this

way, the more profitable we are, the

better it is for everyone. Not only for

our shareholders, but for society as

a whole.

PastFuture

" From ending poverty and reducing inequality to

tackling climate change and working to preserve

our oceans and forests, humanity faces a number of

global challenges. Today, investors are realising that

companies have the power to address these critical

challenges, but bold action must be taken."

Hermes Investment Management Quarterly Impact Report Q4 2018

hermes-investment.com

thl

global

operations

thl

100%

Future-Fit

2019

WTTC awards

1


finalist – compared

to other tourism

businesses

Targets

against

baseline 2016

2019/2020

community

partnerships to

create shared

value

company

today

1

3

2

4

The path to Future-Fit

The thl path to Future-Fit

Assessing company

performance relative to

a past year doesn't tell

us where its going.

Progress toward short

term goals matters only

if they contribute to the

right long term aims.

For the full story we must

assess progress toward and

beyond an extra-financial

break-even point.

A focus on best practice

by sector (e.g. current

ratings) only drives a

race to be 'least bad'.

What's a Future-Fit

Business?

1 wttc.org/tourism-for-tomorrow-awards/winners-and-finalists/winners-and-finalists-2019#tourism-holdings-limited

thl Integrated Annual Report 20191819

Energy
Installing solar at our branches,

or changing power suppliers to

those with greener sourcing.

Waste

Waste audit and waste reduction

plans until all operational waste

is eliminated.

Implement circular thinking in

our product design so 100% can

be repurposed.

Water

Install watertanks, investigate

and adapt where our water comes

from and our discharge goes to.

Physical presence

Site reviews for all operations to

list and plan local communities

and natural ecosystems that are

likely to be affected by our

presence and activities.

Natural resources

Continue our Waitomo Caves

management plan and actions

to restore biodiversity.

People

Implement mechanisms to

pre-empt, identify, assess and

manage community concerns.

Example: Branch Managers attend

monthly local community meetings.

Continue to implement global

processes for physical safety in

the workplace, mental wellbeing,

physical activity, nutrition, smoking

and support for lost time.

Review the transition to FFBB

living wage per location in

preparation for a move towards

this goal.

Assessment of global employment

terms, including working hours,

holiday and parental leave.

Anti-discrimination awareness

through internal training roll out +

review of at risk groups.

Pollution

Site reviews for all workplaces

to list and plan removal of

operational emissions resulting

from substances used or created

by our operations. Example:

replace our cleaning chemicals.

Eliminate all greenhouse gases

that are produced by in-house

activities and our energy

consumption. Example: remove

diesel/oil heaters.

Redesign all our vehicles to use

electricity instead. Example: eVolve.

In depth reviews of all the products

and services we sell to ensure none

of the materials used cause harm

to people or the environment.

Example: replace all our brakepads

with low copper.

Drivers

Implementing supply chain hot spot

assessment processes safeguards

the pursuit of Future-Fitness.

Fully roll out code of ethics training

to all crew and add to yearly review.

Audit certification that right tax

is paid in the right place at the

right time.

Implement lobbying policy and

controls according to the FFBB.

Adopt a Future-Fit investment policy

and screen assets against this.

The 23 Break-Even Goals

Between May and July we have incorporated these goals as assessment

points in our new business plans. From FY20 Future-Fit Indicators will be a

consideration in our monthly reporting. Whilst we are working to prioritise

the implementation of the goals, it also means that from now on we will

consider the 23 Break-Even Goals against all new initiatives.

FY20 will be used to do a full, in depth assessment per business

unit following the scientific indicators and data measure, to give

an exact indication per goal of where we stand and how far we

have to go. Although, right now, we don't have all the data we

need to make a complete assessment, indications currently

show we are around 30-40% along on our journey.

For thl this only reinforces the need for urgent action. We have to

improve by over 60% to become Future-Fit. There is nothing as

inspiring as some real constraints and stretch goals - so we have

started our journey and are looking at what these goals could

mean for us specifically.

Measure effectiveness of

processes to address crew concerns

are actively solicited, impartially

judged and transparently addressed.

Marketing review of all product

communications against FFBB

criteria to ensure they are honest,

ethical, and promote responsible use.

Review product concerns

mechanisms per user group against

Future-Fit criteria.

Society

Company

Communities

Employees

Supply

chain

Sales

chain

Products waste

Environment

Operational

presence

Goods, services & resources

FF01 Energy is from

renewable sources

FF02 Water use is

environmentally

responsible and socially

equitable


FF03 Natural resources

are managed to respect

the welfare of ecosystems,

people, and animals

FF04 Procurement

safeguards pursuit of

Future-Fitness

FF09 Community health

is safeguarded

FF20 Business is

conducted ethically

FF21 Right taxes are paid

in the right place at the

right time

FF22 Lobbying and

influence safeguard the

pursuit of Future-Fitness

FF23 Financial assets

safeguard the pursuit

of Future-Fitness

FF15 Product

communications are

honest, ethical and

promote responsible use

FF16 Product concerns

are actively solicited,

impartially judged, and

transparently addressed


FF17 Products do not

harm people or the

environment


FF18 Products emit

no GHGs

FF19 Products can be

repurposed

FF05 Operational

emissions do not harm

people or the environment

FF06 Operations emit no

GHGs

FF07 Operational waste

is eliminated

FF08 Operations do not

encroach on ecosystems

or communities

FF10 Employee health

is safeguarded


FF11 Paid at least a

living wage

FF12 Subject to fair

employment terms

FF13 Not subject to

discrimination

FF14 Employee concerns

are actively solicited,

impartially judged, and

transparently addressed

The Future-Fit Business Benchmark is a science-based tool

that underlies this philosophy and helps us pursue the vision.

All businesses must at least Break-Even to ensure that they are

in no way slowing down society's transition to Future-Fitness.

Our progress so far

2 goals: already on course to

reaching Future-Fitness

14 goals: minor action is needed to

get on the path to Future-Fitness

4 goals: more significant action

may be required

3 goals: major action is needed,

perhaps over several years

thl's current positioning

against the 23 Future-FIt

Break-Even Goals

Every Break-Even Goal has a clear set of indicators to measure, manage, and explain

its progress. Beyond Break-Even (or cause no harm), a business should seek to be a

force for good in the world. The Benchmark provides 24 Positive Pursuit Goals as well,

which work in a similar way and act to speed up society’s transition to Future-Fitness.

thl Integrated Annual Report 20192021

thl at a glance
UK

896,853

Total customer experiences delivered in FY19

Equity Investments:

employees

~90

vehicles

~330

customer experiences

delivered

4,000

Customers reached

NB: Totals include Outdoria Group.

7.5 million+

~160

Employees

USA

employees

~400

kilometres travelled

60 million

vehicles

2,440

customer experiences

delivered

102,000

Brands:

Outdoria Group

Outdoria Group

Outdoria Group

Outdoria Group

employees

~150

kilometres travelled

74 million

vehicles

1,641

customer experiences

delivered

74,000

Australia

Brands:

employees

~900

kilometres travelled

tours taken

Equity Investments:

New Zealand

Brands:

94 million

21,455

vehicles

2,332

customer experiences

delivered

716,000

Japan

Franchise Operation

Southern Africa

Franchise Operation

Brand:

Brands:

Brands:

thl Integrated Annual Report 20192223

How we
create value

SATISFYING OUR SHAREHOLDER VALUE

We generate sustainable, profitable shareholder

value and financial stability. We provide dividends to

shareholders and target business value growth.

LEADING THE WAY WITH NEW IDEAS AND TECHNOLOGIES

IP like the eRV and new materials that we have used

to make it more lightweight. The design IP for RV and

our digital IP f rom Togo Fleet, Togo Insights, Power

BI reporting, data science, analysis and insights and

integrated strategy.

OPTIMISING OUR OPERATIONAL EFFICIENCY

We create an optimised RV-centric ecosystem including

innovation in RVs and other vehicle builds, like

ambulances. We implement, maintain and innovate

inf rastructure in and around the caves, branch locations

and the operational spaces around it. We create new

technology that improves RV experiences.

PROTECTING AND ENHANCING OUR ENVIRONMENT

Negative climate impact due to our customer journey

emissions. Impacts on landscapes and ecosystems as

operations are not neutral in regards to waste, water

use and power. Positive through beach clean-ups

with Kiwi Experience, planting trees in Waitomo and

maintaining health of glowworms in Waitomo.

ENGAGING NEW TRAVELLERS:

SEGMENT SPECIFICATION DEMAND GENERATION

CORE SYSTEM

ENHANCING THE thl STANDARD

ENHANCE TECHNOLOGIES WITH TOGO GROUP

ACCESS

RENT

P2P

BUILD/BUY

SELL

PROPRIETARY

EXPERIENCES

FINANCIAL

Our access to capital and capital expenditure.

See financial statements for more detail.

INTELLECTUAL

Our expertise in being a global RV operator, R&D,

innovation and continuous training to increase

knowledge around the globe, data science and

improved reporting, governance and policy

f rameworks, SOPs and life cycle assessment project.

MANUFACTURED

Our RV build, buses, roads and other inf rastructure

needed to create a customer journey; the buildings

we operate f rom, and the technology we build and

use to drive efficiency.

NATURAL

We rely on natural capital to create experiences that

people travel with us for. Waitomo Glowworm Caves

specifically in regards to biodiversity. We rely on

water, air and land to be able to operate.

Outcomes and impactsInputs to create valueOur business

PURPOSE OUR VALUES

Creating unforgettable holidays

Our definition

of ‘value creation’

thl is focused on establishing itself as global leader

in the RV ecosystem. Last year we introduced our

business model, ‘the sum of our parts’. This year

we put this into the six capitals context and we ask

ourselves ‘what capitals do we use to create value,

and what are the impacts of our activities on those?

How can we create value across all?’

With this updated view, we want to show the inputs

that we have taken for granted in our business

model and we aim to share how the tangible and

intangible assets help create and impact on value for

thl and the wider system in which we operate. It will

also show the current negative sides of our choices,

where we are reducing value because of the way

we operate. Our move to Future-Fit will help with

defining this and turning these impacts around.

Be the best – Be curious –

We care everyday – Do the right thing

HUMAN

Leadership development, our crew‘s time and effort;

talent acquisition, development, retention.

RESPECTING AND EMBRACING OUR COMMUNITIES

Collective agreements with organised labour, positive

and negative impact on communities and supply

chain, like other tourism businesses and overall

industry. Being part of the leadership group for the

Tiaki Promise.

SOCIAL

Our collaborative stakeholder relationships,

including industry, regulatory, Iwi, crew, community

and supply chain.

ENABLING OUR PEOPLE TO DEVELOP, GROW AND BE WELL

A highly skilled and engaged workforce, a safe working

environment. We give crew who work for us a chance to

add to their experiences and knowledge, but also take

away through stress, inflexible work hours (for a part of

our crew). We are employer of choice in Australia.

• DIRECT

• WEB AGENTS

• TRADE

thl Integrated Annual Report 20192425

Future-Fit Business success begins with
an idea. That idea gathers momentum

to become a strategic goal, which in turn

galvanises our collective will as a business.

At thl, we’ve reached that point; we’re

energised to be a force for good.

As we progress to Future-Fitness, we

must hold ourselves to account; break

down our goals into actionable steps; be

clear about what we want to achieve and

how we measure it; and then ‘do’. Only by

committing to specific, definable Future-

Fit actions can we chart our progress and

measure our success.

Here’s how that looks for us so far.

results

2726thl Integrated Annual Report 2019

We introduced the world’s first 100%
electric motorhome to our NZ fleet,

Ruakuri Caves became solar powered,

and we created a new way for our crew

to connect across the globe.

Goals (short/medium term)

The goals from FY19 that will have

an ongoing impact on operational

efficiency are:

• The implementation of telematics

in New Zealand by 2020.

• The implementation of telematics

in USA to be completed in FY20.

• 5% of vehicles in our motorhome

fleet to be low emission by 2020.

• Develop Togo Group into a globally

successful set of businesses and be the

digital platform for the RV industry.

In addition, for FY20 we have

committed to:

• Implement Togo Fleet globally in 2021.

• Maximise the Dynamics 365

functionality across the group

in 2020.

• Review motorhome build and

all other products with Future-Fit

Break-Even Goals in mind.

• Design and build our new

Queenstown site in line with

Future-Fit Break-Even Goals.

Through our commitment to Future-Fit

Business Goals, thl will continue to

innovate with products and processes

that cause no harm.

Optimal operational

efficiency is just good

business for thl - good

business creates value

and positions us to be

able to take advantage

of global opportunity,

while thinking and

acting with responsibility

and being mindful to

minimise impact on

all local environments.

We call this our

manufactured capital.

So we innovate, we think differently

and we ask, “how could this be better;

for the business, for the community

and for the planet?”.

Then we act - we build better RVs,

but we are only just starting (and

other vehicles, such as ambulances),

we improve our infrastructure and

enhance our connectivity and

connected-ness to our travellers.

So it is that this year we integrated

lightweight sustainable materials

into our campervan designs and new

scheduling technology was rolled out

across Australia and New Zealand.

By investing in our manufactured

capital we will commit positively

to achieving these Future-Fit

Business and Sustainable

Development Goals:

• FF04 Procurement safeguards

the pursuit of Future-Fitness.

• FF05 Operational emissions do not

harm people or the environment.

• FF07 Operational waste

is eliminated.

• FF17 Products do not harm

people or the environment.

• FF18 Products emit no

greenhouse gases.

• FF19 Products can be repurposed.

• FF23 Financial assets safeguard

the pursuit of Future-Fitness.

How we are performing

In FY19 we delivered the following:

• We successfully introduced 10 electric Britz eVolve

motorhomes into our fleet this summer. We now have

the critical insights we need to guide decision-making

for electric vehicle product development, operations,

retail sales and marketing. Our future fleet looks

exciting. We are just starting - there is more to do.

• We learned that our eRV ambitions are ahead of our

suppliers and we are dependent on them providing

us with the electric chassis needed to make our goals.

We added conditions in last year’s RFP, and are trying

to push ahead as fast as we can but, in the end, we

cannot do this if the RV ecosystem has not caught up.

• Togo Group has successfully implemented its first

fleet modules into our operations. The beta version

of the Togo RV Companion application was released

as planned.

• The implementation of telematics in New Zealand

is on track to be completed in 2020.

• The implementation of telematics in USA is planned

to be completed in FY21.

Drive the eRV programme

We are committed to our long term global goal of

offering zero emission experiences for our customers

whilst travelling with us. We will continue to assess

and evaluate alternatives to a fossil fuel-based fleet

to achieve this goal.

Whilst we are limited by suppliers to some degree,

we will push where we can.

Utilise technology to support growth

Technology continues to be a strong focus area for our

diverse operations, it supports our growth and helps thl

to be more efficient, enabling us to provide a seamless

and consistent customer experience. We will also

continue to utilise technology to drive down our overall

emissions, promoting more responsible and safer travel.

Optimising

our operational

efficiency

STRATEGY TOWARDS THE GOALS

CASE STUDY

Togo Group - a partnership

that advances the entire

RV industry

The hub of our technology strategy is Togo Group,

a US-based joint venture with the world’s largest RV

manufacturer, Thor Industries. The 50:50 deal was

announced in February 2018.

Togo is a platform play for a variety of digital assets from

thl and Thor. The project has more than 60 developers

on board.

Togo Group will bring the full benefit of digital

connectivity to RV owners and self-drive customers

around the world. Focused on enhancing enjoyment

and safety of RV enthusiasts, this innovative and

comprehensive platform will improve every aspect

of RV ownership.

How? This year Togo Group launched Togo, an app

designed to serve as a companion to RV owners.

Togo tracks maintenance, keeps service records, and

sends notifications when it’s time for maintenance,

among other helpful features. It has only just begun.

Additionally, it functions as an integrated link to Togo

Group’s trip planning tool, Roadtrippers, as well as

providing handy checklists for the next time a user

hits the road.

Togo was built as a companion for anyone who owns

an RV.

Our game-changing Togo Group partnership gives us

the tools to revolutionise our customers’ experience.

thl Integrated Annual Report 20192829

CASE STUDY
Welcoming

100% electric

to our RV fleet

During FY19, thl introduced 10 electric

motorhomes to the New Zealand fleet.

Called the Britz eVolve, this 2-berth

motorhome is 100% electric powered

and comes with pre-curated itineraries

and a mobile application with electric

vehicle (eRV) charging station

locations. The Britz eVolve is available

from our Mangere and Queenstown

branches.

By far the biggest concern for our

travellers with a 100% electric RV is

‘range anxiety’ - ‘Where do I charge?

How do I know I have enough range

to travel?’. These are valid concerns as

the development of charging facilities

and EV infrastructure scrambles to

keeps pace with the demand for

electric-powered road travel.

Our approach was to develop the

necessary infrastructure in partnership.

We installed 25 charging units in

North and South Island holiday

parks with Holiday Parks NZ and

ChargeMaster and established

a funding partnership with the

EECA (Energy Efficiency and

Conservation Authority).

We developed comprehensive, yet

easy-to-read guides to driving and

charging an eRV, and integrated eRV

“ New Zealand is doing really

well, every 70km on 90% of

the highway network you can

find a fast-charger. And with

this I can fully charge the car

in two hours. The first two days

of driving the Britz EV camper

have been a joy. The range of

120km is plenty to make it from

fast-charger to fast-charger,

almost every 70km there is one,

which is really good! I have not

experienced this density in any

country I've been to before.”

Wiebe Wakker – Plug Me In

Wiebe Wakker is travelling the

world by electric vehicle. His Plug

Me In quest is a purpose-driven

adventure with the aim to inspire,

educate and accelerate the

transition to a zero carbon future.

plugmeinproject.com.

charging sites into the thl version

of CamperMate, which is available

on mobile devices.

Our itineraries promote a more

localised experience and are curated

in conjunction with local communities

and tourism partners, unlocking ‘off

the beaten track’ opportunities for

customers to experience the people

and places of New Zealand.

This initiative has given us a deep

understanding of the global EV

ecosystem. It has allowed us to

develop a deliberate and thoughtful

model to assess why, how, and when

to explore future eRV opportunities

going forward.

The knowledge we’ve acquired allows

us to consider the fleet business

model, the capital requirements and

potential outcomes. We will continue

to test how we can manufacture

more efficiently, reduce costs,

waste less, and lessen our, and our

customers’, overall footprint. Whilst

we are limited by suppliers to some

degree, we will push where we can.

At the same time, we’re gaining

valuable IP.

31thl Integrated Annual Report 201930

Goals (short/medium term)

For FY19 our IP goals were:

• Launch of the thl Connected

Customer Brand.

• Launch of the updated Roadtrippers

app to customers in New Zealand

and Australia.

In addition, for FY20 we have

committed to:

• Growing our Connected Customer

Brand database to at least 200,000

subscribers.

• Elevating the Voice of Customer to

identify continuous improvement

opportunities and enhance our

online reputation.

• Launching new product and

customer experience propositions

that meet the core needs of

our customers.

• Implementation of the Future-Fit

f ramework.

As we pioneer new thinking, ideas

and technology, those initiatives will

align to our Future-Fit Goals across

the business.

Constant intellectual

property (IP) innovation

is a ‘must-do’ for a Future-

Fit tourism business.

We can’t stand still.

We’re leveraging our IP and global

reach to improve our customer

experience. How? Through greater

connectivity, integrating IP such

as Togo Fleet (formerly known as

Cosmos) - our (in development) new

all-encompassing, reservation and

management system, improving our

telematics systems and incorporating

Power BI - a dashboard/reporting tool.

We’re using our sustainability

framework, data science analysis

and insights to create a sustainable,

globally connected experience for

our customers.

Why this focus? Because as a

company we passionately believe that

there is no better way of seeing the

world than by RV. We’re experience

seekers too - we understand our

customers love flexible travel, thrive on

the unexpected, and crave authentic

moments that last for a lifetime.

So, as a Future-Fit Business, there

is an enormous opportunity for us to

develop a community of experience

seekers - people that travel by RV, love

the experience and want to plan their

next adventure. We’re doing just that

by integrating our extensive IP with

our global reach.

By investing in our intellectual

capital we will commit positively

to achieving these Future-Fit

Business and Sustainable

Development Goals:

• FF04 Procurement safeguards the

pursuit of Future-Fitness.

• FF09 Community health is safeguarded.

• FF15 Product communications

are honest, ethical, and promote

responsible use.

• FF16 Product concerns are actively

solicited, impartially judged and

transparently addressed.

• FF17 Products do not harm people or

the environment.

• FF18 Products emit no

greenhouse gases.

• FF19 Products can be repurposed.

• FF20 Business is conducted ethically.

• FF21 The right tax is paid in the right

place at the right time.

• FF22 Lobbying and corporate influence

safeguard the pursuit of Future-Fitness.

• FF23 Financial assets safeguard the

pursuit of Future-Fitness.

Leading the

way with

new ideas

How we are performing

• We’re now live with a global member community of around

144,000 travellers, sharing inspirational content, global travel

offers, and recognition perks for repeat customers.

Global member

community of around

144,000

travellers

• We are forging ahead with the Future-Fit Business Benchmark.

With the largest commercial rental fleet in the world and

operations across five continents, we have the right travel

credentials to lead the charge. We also have a deep database

of past customers with plenty of stories to share from 30 years

of travel experiences.

• We’ve launched the thl

Roadtrip application in

New Zealand and Australia,

helping our customers

understand their vehicles,

navigate routes, and

connect with local

experiences. The app has

had over 12,000 downloads

since December 2018.

‘Voice of Customer’ project

• New customer feedback touchpoints, including

refining our current feedback loops.

• Enhanced internal reporting.

• Increased representation of thl reviews on online

reputation channels, including a clear focus on

addressing any customer complaints.

Connected Customer Brand

• Continued roll out of thl branded touchpoints to

strengthen the connection between the connector

brand and the product brands within the thl family.

• Continued growth of our underlying database.

• Multiple membership initiatives.

Product and Customer Experience Propositions

• Launch of some high impact product design

enhancements on our new rental fleet, based on

customer feedback.

• Identification and enhancement of the hallmark

moments and services in our customer experience.

• Continued roll out of trip support technologies in

partnership with the Togo Group.

Future-Fit programme

Integrating Future-Fit thinking into every decision

builds IP that is critical to sustaining both business

and society, long term. In FY20 we commit to full

assessments, education of all crew and

stakeholders, and the implementation of a roadmap

towards all our Future-Fit Goals.

STRATEGY TOWARDS THE GOALS

thl Integrated Annual Report 20193233

CONNECTED
We’re bringing together every current and future

thl business as part of the world’s most advanced

RV travel system.

CUSTOMER

They are at the heart of this system, and our primary

objective is to create more lifetime RV travellers

from our community.

BRAND

We want to create an identifiable voice that

resonates with customers, crew, and across the

industry. Our Connected Customer Brand will

encourage our existing customers to travel with

thl around the world.

In bringing our Connected Customer Brand to life,

thl is becoming a truly global brand, with energy,

flexibility and depth. Epic experiences worldwide

are possible with thl.

to the thl

Connected

Customer

Brand

CASE STUDY

In October 2018 we relaunched thl

as our connecter brand for global

RV travel experiences.

The Connected Customer Brand

(CCB) links our thl rental operation

to our global IP in a way that creates

a more connected experience for our

repeat travellers.

Giving our RV assets a central role

in this connectivity sets us apart in

the minds of our repeat travellers; we

become the brand that connects the

resources of thl’s global community

directly to our customers’ personal

worldwide travel experiences and, by

doing so, improves those experiences.

thl Integrated Annual Report 20193435

to combat any potential stress-related
issues. In addition to ‘taking care of

the basics’, we offer personal growth

and leadership opportunities. Given

the nature of our business, these can

be global. We also have a healthy

focus on ensuring our team is diverse

and representative.

Goals (short/medium term)

For FY19 the goals that specifically

related to our people were:

• Zero tolerance for notifiable incidents

in our operations f rom FY18 onwards.

• By 2020, 75% of staff (or more) believe

that thl cares about the wellbeing

of its people (as assessed by our

engagement survey).

• Establish gender and cultural

diversity benchmark data by business

across all levels of the organisation:

non-manager, manager, senior

manager and executives.

• Increase the number of women

in total to get a more equal m/f

ratio especially in our businesses

that show a less than 45% women

representation overall.

• Increase our age group diversity in

line with overall demographic trends

in the different countries we operate.

In addition, for FY20 we have

committed to:

• Move towards gender equality

in all our roles, with at least a 5%

improvement each year f rom our

FY19 benchmark data.

As a growing global

organisation, our human

capital is key to being

a Future-Fit tourism

business. We operate in

more than 30 locations

throughout New Zealand,

Australia and the United

States. We also have a

joint venture, Just go, in

the UK and a sales team

in Europe.

We’re the largest commercial

motorhome rental company in the

world, and we are very proud of our

incredible crew who do an amazing

job to help holidaymakers create

unforgettable experiences.

Our crew are involved in everything

from customer service and sales,

production, engineering and

maintenance, IT, data science, and

finance and they all play a part in our

vision. They’re thl’s most valuable

asset, and at the core of our success.

So looking after our people is at the

heart of our business. Health and

safety is paramount. Our crew have

to be safe at work and their health

cannot be adversely affected by the

nature of the job they do, or the

culture of the business. So we offer

collaborative and wellbeing initiatives

By investing in our human

capital we will commit

positively to achieving these

Future-Fit Business Benchmark

(FFBB) and Sustainable

Development Goals:

• FF10 Employee health is

safeguarded.

• FF11 We pay employees at least

a living wage.

• FF12 Employees are subject to

fair employment terms.

• FF13 Employees are not subject

to discrimination.

• FF14 Employees concerns are

actively solicited, impartially judged

and transparently addressed.

• Achieving 100% compliance across

all sites, with FF10 - employee health

is safeguarded - within FY20.

We will commence all other

assessments as well, with the aim to

develop a roadmap towards those in

the medium to long term.

Enabling our

people to develop,

grow and be well


" thl’s purpose is to ‘create

unforgettable holidays’ and our

team have embraced that spirit

100%, generously sharing their

local knowledge with our guests,

giving them the insider tips to

make their journey uniquely

memorable. Our culture drives

that behaviour and we look

forward to sharing our special

spirit with new crew as our

organisation grows."

Tourism Holdings Australia, Kate Meldrum,

Australia General Manager

Looking after our human capital is a significant focus area for all our businesses, globally.

How we're delivering

3

68

%

1

Gender by country

Diversity of age

Engagement score 2019

Notifiable incidents in

New Zealand

Notifiable incident in

Australia

Remuneration

Employees by region covered by bargaining

agreements are as follows:

Any notifiable incident is one too many

and we are treating these with utmost

urgency. Through active safety

awareness initiatives and continuous

update of our practices, we’re

maintaining a zero tolerance target.

This shows that in New Zealand we have

maintained our 45% female representation,

in Australia we dropped slightly from 40% to

37% compared to last year and the US comes

in slightly under target at 37% as well.

We are currently finalising our age

benchmarks and additional age group

diversity goals.

NB: We have changed survey provider

and methodology in FY19 therefore the

score may not be directly comparable.

New ZealandAustraliaFunctionalUSA

3% lower than last year and 7%

under our target of 75%.

Female

Male

Prefer not

to disclose

Other

< 20

20 - 24

25 - 29

30 - 39

40 - 49

50 - 59

60 <

Prefer not

to disclose

Gender splits by country

and age group

300+

crew received leadership development

training, and another 200+ received

specific skill training.

10

staff moved from one country

to another (formally) around the

world to take up different

positions in different locations

short or long term.

USA

n/a

NEW ZEALAND

61%

AUSTRALIA

70%

thl Integrated Annual Report 20193637

We will assess all our sites on the following
six categories of criteria that determine the

Future-Fitness:

• Physical safety in the workplace

• Mental wellbeing

• Physical activity

• Nutrition

• No-smoking

• Support for lost time

We will amend gaps found immediately and report

back through our global health and safety committee.

We will implement a recruitment strategy that

specifically aims to close the diversity and age

gaps identified.

STRATEGY TOWARDS THE GOALS

CASE STUDY

GPS Navigator - connecting

our leaders and crew

around the world

thl is committed to global leadership development, our

dynamic two-yearly global leadership conference is one

such opportunity for ‘growing’ our leaders. In September

2018, 120 of thl’s global leadership from NZ, Australia, UK

and US participated.

The conference theme was “Plugged In” - maximising thl’s

Future-Fitness through new technology and systems. One

of the highlights was the launch of GPS Navigator to our

global leaders, allowing them to understand its potential

for thl. This was hugely successful.

What’s GPS Navigator?

Being a global organisation, we have great opportunities

to link our crew around the world - sharing inspiration,

knowledge, or just expanding individual networks across

the business.

But as a lean decentralised business, there is a risk that

knowledge and expertise in thl could be locked up in

peoples’ heads locally. GPS Navigator assists in changing

that, and allows us to unlock greater productivity and

innovation, reduce duplication and increase global

collaboration through a common system “thinking”

approach, supported by a software platform that links

people together.

" GPS Navigator allows us to unlock greater

productivity and innovation, reduce

duplication and increase global

collaboration through a common

system “thinking” approach.”

Jo Allison, COO

This allows our crew, wherever they are located, to identify

and find solutions to challenges and opportunities, and

develop a shared knowledge base from the rich

information available. That knowledge can be utilised

locally and shared globally.

We also introduced our leaders to the concept of

“Connectors” across our business - people who

understand how to navigate around the global thl

network and can encourage, coach, inspire and support

all leaders to start to utilise our global knowledge base.

The GPS Navigator system provides our business with:

• A more ‘joined-up’ way of thinking + working on

challenges and opportunities across thl.

• Easy access to helpful tools and resources.

• A simple process for capturing knowledge (searchable)

that is relevant to the business.

• Easier identification and connection with people

who have experience or knowledge that is relevant.

• A group of ‘Connectors’ who know things and can

help make connections.

UNIQUE

COMMON

C

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n

t

i

n

u

u

m


o

f


c

o

l

l

a

b

o

r

a

t

i

o

n

GPS Navigator helps us on the journey to being a Future-Fit

Business. Connecting our combined knowledge, ideas and

people creates value for thl way beyond the sum of the GPS

Navigator system component parts - and we’ve only just

started on the journey.

GPS Navigator will allow thl to tap into our global

knowledge to address the challenges and unlock the

opportunities we will face as we continue to evolve as a

sustainable global organisation.

It’s already doing so with these two initiatives:

• The thl Ignite Good Challenge - creating unforgettable

holidays for everyone - an initiative to engage with

communities or people who are not normally able

to experience a motorhome holiday due to their

circumstances. This came about through a collaboration

across teams, across countries, and Australian local

communities.

• Real time language translations - helped to provide

a Chinese language speaking application for one of

our guided tours that increased the enjoyment and

understanding of the rich history and tikanga of our

Waitomo area.

Communicate

Local action

supported by

information sharing

Cooperate

As needed - often

informal interaction

on a project

Collaborate

High level of alignment

collaborating to deliver

integrated solution

Coordinate

Systematically

work together for

better outcomes

thl Integrated Annual Report 20193839

Long term, we are committed
to the Future-Fit Business Goals

and Sustainable Development

Goals related to the communities

we operate in. These are:

Goals (short/medium term)

Positive stakeholder relationships

contribute to the success of our

business. We need to understand

what our stakeholders’ needs are

and how we can positively contribute

to them.

For FY19 our goals were:

• To complete five community impact

assessments per country by 2020.

• Incur zero inf ringement notices

for illegal f reedom camping for

thl customers by 2020.

In addition, for FY20 we have

committed to:

• Creating an RV-centric health and

safety risk database, which will be

made available to the wider industry

to help increase overall health and

safety of our customers.

• Continue to focus on the roll out

and integration of the Tiaki Promise,

focusing on increased uptake and

driving behaviour change.

• Review the Future-Fit Business

Goals and determine the roadmap

towards these.

As a global tourism

transport operator,

we have a broad

geographical footprint

that impacts on the

communities in which

we operate. These

communities are our

social and relationship

capital, and they are

integral to our operation.

Whether that’s where our crew buy

their coffee in the morning, where

our customers visit, or our large

community of up and downstream

suppliers - we simply cannot operate

without them.

Over the past few years we’ve made

a commitment through our ‘Respect’

pillar to embrace our communities;

to better understand them and to

engage with them in a more

structured way. By adopting the

Future-Fit Business Goals, we are

making an even stronger

commitment; to work towards

operating only when we’ve helped

safeguard community health.

Respecting and

embracing our

communities


• FF09 Community health is

safeguarded.

• FF16 Product concerns are actively

solicited, impartially judged and

transparently addressed.

• FF15 Product communications

are honest, ethical, and promote

responsible use.

• FF17 Products do not harm people or

the environment.

• FF20 Business is conducted ethically.

• FF22 Lobbying and corporate

influence safeguard the pursuit of

Future-Fitness.

• FF23 Financial assets safeguard the

pursuit of Future-Fitness.

• FF21 The right tax is paid in the right

place at the right time.

How we're performing

Community assessments

We’ve embarked on community impact assessments in

New Zealand and the USA. In Australia we have taken a

slightly different route, engaging with StartSomeGood.

With them we have created a crowdfunding campaign

to engage with the community. ‘Responsible travel’ is

incorporated under this capital as the key stakeholders

impacted by irresponsible travel are, first and foremost,

our communities.

NEW ZEALAND

Assessments completed: Waitomo, Queenstown

Assessments in progress: Christchurch

Assessments planned: South Auckland, Coromandel

USA

Assessments planned: Los Angeles, San Francisco

AUSTRALIA

StartSomeGood community engagement

Assessments planned: Melbourne, Cairns, Darwin,

Alice, Tasmania

Infringement notices

In New Zealand we received 147 illegal freedom

camping infringement notices. In Australia and the

USA we received zero.

Despite additional efforts to create more awareness with

our customers around responsible camping, the number

of infringement notices in New Zealand has stayed the

same. We are disappointed with this, and will continue

to focus on educating our customers. We expect the

implementation of telematics in New Zealand in FY20 to

help, although we anticipate more impact once we have

completed the implementation of the alert system, in FY21.

Implement a community advocate role

To increase our community engagement, we are

considering implementing a community advocate

role within all our branches. The community

advocate will be actively liaising with the

communities we impact upon. They will also be

first point of contact for any community concerns.

Create community partnerships

We create key partnerships with community

organisations in the countries we operate.

In FY19 we embarked on our first partnership intent

with the Sir Peter Blake Trust, ME Family Services

and the Graeme Dingle Foundation. Their purpose

is to increase our community engagement through

partnerships, creating value together, thereby

increasing our positive community impact. Please

see thlsustainability.com for more information.

Telematics implementation

We aim to have telematics, tablets and safety

alerts operational in New Zealand and Australia

by 2019 and the USA by FY21.

The results so far:

NEW ZEALAND

In progress: Hardware implementation will be

completed by December. Software for alerts will

follow and will be completed in FY20.

AUSTRALIA

Completed: New hardware to be installed in new

fleet vehicles.

USA

Planned: This will start in FY20 and be completed

by FY21.

Other

• The Tiaki Promise awareness campaign is in place

through pre-travel communications, in branch

reminders, and an on road survey.

• In Queenstown especially we have supported

the local hubs and provided our customers with

the resources they need to be more responsible

travellers.

Implement Future-Fit community and supplier

health checks

Our community impact assessment goal will be

updated with the more exacting Future-Fit Business

Goal to safeguard community health. We have

already incorporated additional questions into the

community impact assessments currently

underway and will continue to focus on this going

forward. Some of the new questions focus

specifically on the quality of our community

concern mechanisms.

To really understand our social impact we will also

apply this to our supply chain assessment, as per

the Future-Fit Business Benchmark guidelines.

STRATEGY TOWARDS THE GOALS

thl Integrated Annual Report 20194041

CASE STUDY
Responsible

camping

thl has a long history supporting

and enabling responsible camping

practices. Campers are an important

sector of the global tourism industry;

they travel extensively through the

countries we operate in, tend to stay

a long time and spend money on a

wide variety of goods and activities.

In 2007 we were a foundation member

of the New Zealand Responsible

Camping Forum, along with Tourism

Industry Aotearoa.

The forum enabled an industry-wide

approach to providing education and

information to campers to positively

influence their behaviour. Infrastructure

was improved to support better

behaviour, and an infringement regime

was introduced to control offenders.

thl is also a member of the team

that created the Tiaki Promise in

New Zealand. Launched in November

2018, the Tiaki Care for New Zealand

campaign encourages Kiwis and

international visitors alike to

experience New Zealand in a way

that keeps everyone safe, protects

our environment, respects our

culture, and protects the country

for future generations.

thl’s involvement and leadership

of responsible camping continues

to be expansive. A key focus area is

educating drivers on what is expected

of them and where they can camp

when they have a self or non-self-

contained vehicle.

thl-owned CamperMate (now part of

Outdoria) is a mobile application (that

works on and offline) to show visitors

to New Zealand the nearest location of

camping facilities, freedom camping

sites, dump stations, rubbish disposal,

parking, and other infrastructure

required to support responsible

camping and motorhoming.

Driving in another country can be

very different to driving at home.

Drivers need to allow plenty of time

to reach their destination and to

understand the new country’s road

rules and signs. thl has safe driving

questionnaires that all customers

must complete before they pick up

their motorhome and if one of our

crew feels that a customer is not

confident about driving the vehicle,

they can refuse to provide the vehicle

to a customer until a suitable driver

can be found.

thl participated in the Visiting

Drivers Project that concentrated

on improving road safety for and of

visiting drivers. A project evaluation,

carried out by independent consultants

Dovetail and Kinnect in 2019, found

that the project substantially delivered

on its outcomes:

• A successful collaboration between

government and industry.

• Evidence of local, regional and

national system changes as a result

of the project on the number of

deaths and serious injuries among

visiting drivers have remained

relatively stable despite a sustained

increase in tourism volumes.

• Key success factors were identified

as being a common sense of

purpose and shared ownership;

leadership to drive change and hold

course; clear structures, processes

and co-ordination roles; and respect

and trust, built on a willingness of

all partners to come together.

• Detailed project information is

available at saferjourneys.govt.nz/

visitingdriversproject.

CASE STUDY

Queenstown community

impact assessment results

As mentioned in our last sustainability report,

Sustainable Business Network (SBN) conducted a

Queenstown Lakes District Impact Assessment on

behalf of thl. This was completed in October 2018.

Amongst other highlights, the report noted two

activities that are currently minimising community

impact. They were:

• Advising our customers to bus to Te Anau,

instead of driving.

• Having customers sign an agreement not to drive

over the Crown Range.

The report concludes:

“Through a comprehensive desktop survey and

interviews with 31 stakeholders, this community

footprint assessment has identified the key impacts

that internal and external stakeholders perceive thl’s

businesses to have on the Queenstown Lakes District.

Over the duration of the assessment, 43 topics were

identified under the four themes of Community, People,

Economy and Place, as well as a quickly emerging fifth

theme, Social Licence. This last theme - and the topics

under it - is of extreme importance and sets the context

for any other actions by thl in the district.

The main recommendations relate to connection and

communication. thl needs to communicate to the district

the steps it is already taking to minimise the impacts of

its operations and its customers’ behaviour. It should

build its case - using both CamperMate and economic

data - for how the district is better off for its presence.

It should also build relationships with local stakeholders,

including Council, with whom it could jointly explore the

district’s infrastructure shortfall, ultimately impacting on

thl’s own customers’ experiences.

To do all this, thl needs to build a profile for itself in the

district as a responsible player attuned to the concerns

of the community and acting in its long term interests.

thl should draw on its initiatives, commitments and

advocacy at a national level to help do this, and combine

them with dedicated actions to improve the experiences

of tourism for communities in the district.”

As a result of this report, we have been reviewing

the role of a community advocate in our branches and

have taken a proactive approach to participation in

community events. We are aware that a lot more can be

done, and through our commitment to the Future-Fit

Business Goals we will continue to safeguard the health

of the communities where we operate.

“ There's a need to be educating thl's

own clients on congestion, freedom

camping, parking, waste. Also little

things, like providing a water bottle

or keep cup, to encourage positive

behavioural change.”

Community representative

“ [My advice would be to] get more of

a community focus. thl’s got a depot

here, they’ve got drivers - those guys

taking part in community events will

make an instant impact. Just doing

something and getting it across.

Anything youth is a big one.”

Business partner

“ Visual pollution: it’s sheer numbers,

and sometimes it doesn’t take much -

two or three vans - to block the view.”

Business partner and local resident

thl Integrated Annual Report 20194243

CASE STUDY
The experiences we offer can change

lives and perspectives - customers

can get off the grid, and connect

with family, friends and nature again;

our holidays are truly memorable.

So at the thl leadership conference

we wondered, ‘could we create

unforgettable holidays for people

who could not ordinarily afford them?’

We decided we could and we took up

the challenge to find organisations

through which we could reach

communities and the people who

could benefit from this idea.

That proved to be more difficult than

we had imagined. But we found

StartSomeGood, an Australian-based

cause-driven crowdfunder, which

brings together great corporations

and great people, in a shared goal

to make the world a better place.

The thl Ignite Good Challenge

initiative began, (opportunities.

startsomegood.com/ignitegood) and

through the StartSomeGood channels,

some amazing ideas rolled in.

the thl team were invited to hear each

idea via Skype and to vote for the ones

we believed were the most worthy - a

difficult job, as they were all worthy.

We supported the best three ideas

with seed funding of $5,000.

One of the thl sponsored causes is

The Rustic Bus Campaign, who were

raising money to provide holidays for

vulnerable families. They have raised

a total of $20,100.

Another was the Special Olympics

Road Trip, whose campaign reached

its critical mass of $10,000 a week after

launch. That funds the team to go to

Gippsland, Victoria, this September

and they also raised enough money

for an Outback trip next year.

The thl team continue to be actively

involved with these initiatives,

promoting it through our internal

and external network.

CASE STUDY

CamperMate progress

Since 2011 CamperMate has been actively

contributing toward a more sustainable

freedom camping industry. At its core,

CamperMate educates visitors on where

they can legally camp, as well as educating

them on responsible behaviour during

their travels. In peak summer we’re

reaching more than 50,000 visitors per day.

Last year CamperMate‘s unique platform used artificial

intelligence to determine live availability for freedom

campsites. 90% of visitors using CamperMate who saw a site

as full stayed elsewhere (or at a recommended location) from

an average of 97kms away from the site with no capacity.

When a site was shown as full, a small discount/offer shows

on the CamperMate display to incentivise our campers to stay

in a holiday park convenient to their current location.

In addition to the technology, the CamperMate team is also

actively involved in the Responsible Camping Forum, and work

with all district councils to disseminate accurate freedom

camping information to our travellers. They developed a data

reporting platform for councils to understand visitor behaviour

in their region and identify any need for further infrastructure.

The CamperMate app assesses capacity at popular

f reedom campsites, and suggests alternative options

to our travellers when those sites are full.

The StartSomeGood story

" The Special

Olympics Road

Trip campaign

reached its

critical mass of

$10,000 a week

after launch."

NB: CamperMate is now part of Outdoria.

45

thl Integrated Annual Report 201944

Protecting and
enhancing our

environment

Long term, we are committed

to the Future-Fit Business Goals

and Sustainable Development

Goals related to protecting and

enhancing our natural capital.

These are:

Goals (short/medium term)

For FY19 our goals related to the

environment were:

• To reduce our absolute carbon

footprint 20% by 2025 against

2016/17 levels for NZ and AU

operations and against 2017/18

levels for US operations and JVs.

• To have 5% low emission vehicles

in our motorhome fleet by 2020.

We set our goals in line with the Paris

agreement

1

long term objective to

keep the increase in global average

temperatures to below 2°C, above

pre-industrial levels.

We now know that globally, in order

to substantially reduce the risks and

effects of climate change, that the

absolute maximum borderline is a

1.5°C temperature increase; we will

adjust our goals accordingly.

Long term, we committed to the

Future-Fit Break-Even goal of zero

emissions. In FY20 we will complete

our assessment process, and we will

then set ourselves a hard deadline for

this goal. Currently, we are moving as

fast as we can.

This is not our only environmental

focus. We will also become more

efficient with our use of resources.

In addition, we have initiatives and

programmes in place that focus on

ecosystem restoration and educating

our customers on how to look after

the places they travel through.

We rely heavily on the

environment to deliver

rich experiences for our

customers. The truth is,

we’ve taken our natural

capital for granted for

too long and we haven’t

looked after it the way

we should.

But that’s changing - in recent years,

we’ve become much more mindful of

the negative impact our activities have

on our environment. Our long term

goal now is not only to have a ‘neutral’

impact, but to have a positive one. We

will help undo some of the damage our

activities have caused over the years.

Delivering on that means moving away

from a heavy reliance on fossil fuels -

consuming these harm the planet,

and it is not lost on us that many of

our customers travel long distances to

enjoy the experiences we offer them.

The experiences they enjoy with us

involve the combustion of more fuel.

We’re determined to reduce the

environmental impact of that. The

challenge is significant and we are

accepting it as our responsibility.

• FF01 Energy is f rom renewable sources.

• FF02 Water use is environmentally

responsible and socially equitable.

• FF03 Natural resources are managed

to respect the welfare of ecosystems,

people and animals.

• FF04 Procurement safeguards the

pursuit of future-fitness.

• FF05 Operational emissions do not

harm people or the environment.

• FF06 Operations emit no greenhouse

gases.

• FF07 Operational waste is eliminated.

• FF08 Operations do not encroach on

ecosystems or communities.

Operational emissions

Absolute footprint (tonnes CO2e)

1


Performance against the 2025 target of 20%

reduction on 2016/17 levels for NZ/AU and

against 2017/18 levels for USA and JVs.

1 Not verified

Intensity footprint (tonnes CO2e per employee)

Customer journey footprint

Our customer journey footprint accounts for fuel used by

our customers in hiring our motorhomes. As we own the

motorhomes these are a Scope 1 emission source. However,

we have reported these separately from our operational

footprint so we can manage it more effectively. From FY20

onwards we intend to include these in our full stated

organisational footprint.

Performance against the 2025 target of 20% reduction on

2016/17 levels for NZ/AU and against 2017/18 levels for USA

and JVs.

Absolute

footprint in

tonnes of CO2e

Compared

to 2017/ 18

Compared to our

NZ/AU baseline

year 2016/17

NZ2,654.4 23% 21%

AU2 ,137.4

5% 4%

US3,235.9

15%

JVs258.9

3%

– Just go25.9

22%

– Action

Manufacturing

233.0

7%

thl TOTAL8,286.6

Carbon intensity

footprint in tonnes of

CO2e per employee

Compared

to 2017/ 18

Compared to our

NZ/AU baseline

year 2016/17

NZ3.90 20% 24%

AU7.6 3

5% 31%

US8.17

17%n/a

JVs1.62

16%n/a

Customer journey

footprint in tonnes

of CO2e

Compared

to 2017/ 18

Compared to our

NZ/AU baseline

year 2016/17

NZ14,446 7% 1%

AU18,966

5% 13%

US47,736

5%n/a

We are very happy to report that we are starting to

see results of the focus in our operations on becoming

more responsible operators. Less waste, power and water

use have contributed to these reductions. However,

some of this is also due to our more accurate data that

we are gathering in collaboration with our waste and

power suppliers.

The Action Manufacturing increase, in part or wholly,

is down to the acquisition of Fairfax.

A newer, more efficient fleet make-up has reduced our

emission averages across our fleet which has resulted in

a stable footprint, despite having a growing number of

customer kilometres.

However, as the customer journey footprint is about 10x our

operational footprint, it clearly shows the need for our focus

on alternative options to our fossil fuel dependent fleet.

Combined NZ and AU

intensity emissions are down

29% on the 2016/17 base year

29%

Combined NZ and AU

operational emissions are

down 14% on the 2016/17

base year

14%

1 The FY18 footprint data through independent verification can be considered consistent with the

mandatory requirements of ISO14064-1:2006 with a 5% materiality threshold, Limited Assurance.

Please note that all FY19 footprint data will be third party verified later in the year and may change.

How we are performing

Our operational carbon footprint includes

Scope 1, 2 and 3 emission sources as follows:

Scope 1

Transport fuel used in our company cars and fuel

used in our sites (LPG, natural gas, diesel).

Scope 2

Emissions associated with purchased electricity.

Scope 3

Diesel used in leased Kiwi Experience coaches

and fuel used by staff commuting to work; air and

taxi travel; waste sent to landfill; motorhome

maintenance materials (replacement tyres and

batteries, water and wash chemicals).

thl Integrated Annual Report 20194647

In FY19 we implemented the following
initiatives:

• We started waste audits across all NZ sites. We’ve set up

recycling systems - (including organic waste collection

systems) with specific composting companies, and

are educating crew about the importance of doing this.

• We started implementing the recommendations f rom

last financial year’s power and water audits in AU and NZ

to support our operational footprint reduction. In FY19

we have self-audited our El Monte RV branches in the

USA, and are currently working through this data to plan

emission reduction initiatives.

These initiatives include:

• Upgrading all lighting to LED in Australia

and New Zealand.

• Upgrading our Auckland laundry.

• Upgrading our Auckland wash bay.

• Continue to take an industry leadership role in emissions

reduction through participation in The Climate Leaders

Coalition climateleaderscoalition.org.nz.

We have also:

• Helped implement a fully solar-powered Ruakuri

Cave operation.

• Planted 1,205 trees in the Waitomo district area.

• Reduced rat activity in the Ruakuri Scenic Reserve

from 86% to undetectable (0%) levels by employing

a focused environmental technician in partnership

with the Department of Conservation.

5% of total fleet to be low emission vehicles

by 2020.

IndicatorsFY19 resultsFY19 progress against target

Total number

of low emission

vehicles on fleet

vs total fleet

11 prototype

eRVs (10 on

fleet)

Insignificant as a number

compared to the total

fleet but significant for

the impact, opportunity

and leadership

Drive the eRV programme

(see under Manufactured Capital)

Our RV fleet causes the most significant emissions

impact of all our operations. To become a no harm

operator, we have to drive light commercial vehicle

innovation and develop additional infrastructure to

sustain this.

To do this well, we are undertaking a life cycle

assessment of our current and future RV designs.

The outcome of this will help inform our future

decisions, and help our customers and stakeholders

understand the difference this can make. Not only

will the engines in our RVs consume less fossil fuel,

but using other sustainable materials and processes

to construct our entire RV fleet will have a significant

positive impact.

Our R&D experience in the last few years has shown

us the transition to zero emissions - especially in

our supply chain, will take time. This will not stop

us from pursuing the most fuel efficient options in

the meantime.

Zero emissions operations

Transitioning our fleet to eRVs alone will not be enough

to reach carbon neutrality. We need to make our

operations carbon neutral as well. We have initiatives

in place that will support our journey to becoming a

zero emission operator. These include:

• Diverting organic waste from landfill across all our sites.

• Transitioning our company cars to EVs.

• Getting office eBikes where appropriate (Waitomo,

Head Office and RVSC in Albany currently in place).

• Promoting carpooling and public transport where

possible as better ways to commute.

• Working with our supplier to get EV coaches in the

Kiwi Experience coach fleet.

• Making all our sites as energy efficient as possible.

• Installing solar PV panels on sites where it will

be beneficial.

• Continued implementation of our power and water

audit initiatives.

STRATEGY TOWARDS THE GOALS

The demand for ecotourism and sustainable travel

has grown significantly. Offering an eRV option as an

alternative to conventional fossil fuel motorhomes is

part of thl’s response to this movement.

Instead of relying on assumptions and risk greenwashing,

we wanted real data to support authenticity and

transparency of our marketing claims. So we sent two

teams of sustainability experts from thinkstep

1

on a fact-

finding mission around the North Island of New Zealand

in two Britz motorhomes - one electric and one diesel.

They gathered data on diesel consumption and electricity

use, and also investigated all materials used to build and

maintain the motorhomes, including the battery of the eRV.

This formal comparison is called a Life Cycle Assessment

and it follows relevant international standards. It considers

all materials and emissions over the full life cycle of the

motorhomes from ‘cradle-to-grave’.

One of the results is a carbon footprint of each vehicle over

an assumed 20-year life span. The comparison will cover

not only the CO

2

emissions and the impact on climate

change, but also air pollution, water pollution and waste

along the full life cycle of both vehicles.

Even with New Zealand’s electricity mix - which is over 80%

renewable - the ‘use’ phase dominates the overall footprint

of the eRV from our initial results, with production of the

vehicle (and its batteries) sitting at around 40%. Using a

fossil fuel like diesel to power the motorhome will increase

the impact of the use phase significantly.

Overall, taking both production and use into account,

the initial results of the carbon footprint indicate that the

Britz eRV will win the race in New Zealand.

As we move into the next stage of the project, we will

also look at the effect of New Zealand’s ambition to move

to 100% renewable electricity. The full results are due out

in December.

The thinkstep team will release a video series to document

their fact-finding mission through the gorgeous

New Zealand North Island countryside.

1 thinkstep.com/Australasia

CASE STUDY

Emission-free silence versus

long-distance flexibility

An environmental comparison of an electric

and diesel motorhome

40%

in production

60%

through use

Lifetime CO2e emissions for the Britz eRV

12,905

12,905 trees will help to remove

about 1391.16 tonnes of carbon.

Total trees added to the tree

count from 'trees that count'

(treesthatcount.co.nz) since

2016 in collaboration with the

Waikato Regional Council and

local stakeholders.

thl Integrated Annual Report 20194849

In 2019, the El Monte RV team
developed a new framework to

integrate sustainability across its

business operations. Stores completed

baseline assessments to better

understand current activities and

identify potential areas for

improvement. The assessments were

a valuable learning opportunity and

helped identify the most important

areas to focus on as a business.

At the leadership conference in March,

a workshop involving 30 managers

from across the business took place to

develop a long term vision and goals.

The team considered the baseline

assessment results, critical issues

impacting sustainability and the

business in the US, and ideas and

inspiration from work other leading

businesses are doing to integrate

sustainability. Then, using this knowledge,

the team developed a vision for where

we want to be in 20 years and how we

could get there.

Antonia Nichol, Project Manager, US

Sustainability Initiatives, commented

“engaging the business leaders,

exploring ideas and working together

to develop a shared vision and goals

was really important. The team created

a fantastic vision that we want to be

leading the way to sustainable holidays,

by putting sustainability at the heart of

our company culture, customer

experience and business practices”.

The Group identified long term goals to

deliver the vision, including providing

the best motorhomes with the least

environmental impact, conducting

business practices in a sustainable,

caring and environmentally friendly way

and encouraging responsible travel that

protects the environment and respects

local communities. Antonia added,

“we are at the beginning of an exciting

journey embedding sustainability

across the business that we want to

share with our customers, partners and

the community”.

To progress the framework, each store is

developing an action plan to tackle five

focus areas; eliminating waste, saving

energy, water conservation, reducing

emissions and community contribution.

The first step was for stores to complete

an energy and water survey, the results

of which will be used to identify projects

to reduce our energy and water use and

lower emissions.

Tom Wigginton, Operations Director

said “we are focusing on finding high

impact changes and our store

managers are committed to making

this happen. We are already identifying

quick-win changes, process

improvements and new projects to

implement. An initial success was

changing our oil filter change time

period from 3,000km intervals to

5,000km, in line with OEM

recommendations, resulting in 40%

less waste and significant savings in

cost and labour”.

Tom added “we now have a clear

direction, a framework in place for

success, and momentum is building.

We are focusing on getting the

foundations right - reducing waste,

saving energy and water and lowering

emissions - while working on long term

initiatives that have potential for

large-scale impact in key areas such as

reducing emissions and water

conservation”.

A key part of delivering the framework

is a new responsible travel programme

- Travel with Heart - designed to help

our customers enjoy a more sustainable

holiday. Initially the programme will

focus on encouraging customers to help

the environment by reducing waste,

saving water, being fuel-efficient, safe

driving and promoting responsible

travel tips and itineraries.

CASE STUDY

El Monte RV putting sustainability

at the heart of the company

culture, customer experience

and business practices

“ We want to encourage RV users

to reduce their impact, help the

environment and protect the special

places they visit. So we are sharing

information, ideas, and inspiration

to help our customers have

responsible travel experiences.”

Julie Guaderrama, US Marketing Director

51thl Integrated Annual Report 201950

Planting programme
The condition of the caves at

Waitomo is partly determined by

the condition of the catchment

ecosystem around them, so

Discover Waitomo has long had a

focus on improving the waterways

upstream of Waitomo. To

continually improve ecology

quality, we increase fencing

to exclude stock, and plant

native trees.

Working closely with the Waikato

Regional Council and local

stakeholders, we actively seek out

catchment restoration projects.

This involves investing time

coordinating these groups and

directly funding the project costs,

and usually sees us plant around

3,000 native trees per year.

Ruakuri off the grid

In a likely first for a cave experience of

its scale, the Ruakuri Cave and Ruakuri

Visitor Centre is now entirely off the

grid and powered by renewable

energy. Developed in partnership with

the Ruakuri Holden Whanau Trust, the

new solar array was commissioned in

November 2018.

84 thin film photo voltaic (PV) panels

are installed on a fixed tilt ground

mounted structure and paired with

20 kWh of battery storage and an

auxiliary generator as backup. This

array had immediate effect, between

November and late March 2019 the

Discover Waitomo generator recorded

zero fuel burn.

To improve performance further, more

battery storage will be added this year.

1% of proceeds f rom our retail range are

helping fund our planting programme.

Renewable energy at work - the solar array at Ruakuri.

In the last two years our

partnership with DOC

has reduced rat activity in

the reserve from 86% to

undetectable (0%) levels.

There have been some

anecdotal reports that there

has been an increase in bird

song and the return of some

bird species that are rare to

the Waitomo region.

CASE STUDY

Discover Waitomo – kaitiaki

of the Waitomo region

One of the guiding values of Discover Waitomo is its

responsibility as kaitiaki (guardian) of the Waitomo

region. Part of that guardianship includes the protection

and enhancement of the natural environment.

In recent years our environmental programme has

expanded f rom the cave and karst landscape to include

waterways, biodiversity, emissions and energy efficiency.

This work now reaches far beyond the operating sites of

Discover Waitomo experiences and into neighbouring

land (both public and private). As a result, the

programme has formed partnerships and relationships

with a broad range of community stakeholders, f rom

landowners to local hapu.

Reducing pests

The Discover Waitomo group partners

with the Department of Conservation

(DOC) in a programme unique in

New Zealand targeted to improve

the biodiversity of the wider Waitomo

district. Discover Waitomo employs a

full-time Environmental Manager and

together with DOC we fund (50/50)

a full-time Environmental Technician,

whose role is primarily the eradication

of pest species.

One of the areas benefiting from this

is the Ruakuri Scenic Reserve, where

we have successfully reduced the

number of possums and rats. The

latter made possible by expanding

bait lines further and carrying out

extensive trapping. There will soon be

around 200 A24 traps in action (three

times the current deployment).

These traps - made by Goodnature -

are safe, easy to use, humane and

self-setting. This greatly reduces

labour input and reliance on

pesticides, and will deliver a more

sustainable long term predator

control programme.

Humane, self-setting A24 traps have been hugely successful

in reducing the rat population around Waitomo.

Recently, we’ve significantly

escalated our efforts. For the first

time, the 2019 planting programme

is centred on two private properties

downstream of the Waitomo

Glowworm Cave. We’ve boosted

funding for the programme by

partially funding it with proceeds

from our new retail product range.

These items are made to be “good

for a lifetime” and their sale is

contributing to the purchase

of trees.

This retail range has been created

with the Tiaki Promise in mind;

items are intended to be useful for

a traveller throughout their journey

in New Zealand, and to help them

reduce their waste footprint.

Discover Waitomo cafés and

restaurants are on board too, and

have begun to phase out single use

packaging; the Glowworm Cave

Café has eliminated it entirely.

The guardianship

and conservation

of everywhere we

work and play

Kaitiakitanga

53thl Integrated Annual Report 201952

Governance
year in review

The Tourism Holdings Limited Group operates under a set of

corporate governance principles designed to ensure the Company

is effectively managed. The detail of our governance structure

is explained in the corporate governance section of this report.

Here we give you a snapshot of the increased activity of our

Board in support of our strategy.

Our Board’s year

Governance

• Review and update of

Board and Committee

Charters reflective of best

corporate governance

practice and requirements

of 2019 NZX Corporate

Governance Code.

• Review of capability

matrix of the thl Board

and appointment of

Rob Hamilton as a new

director, ensuring an

availability of a wide

range of expertise across

the Board.

People, culture

and values

• Appointment of new

Chief Financial Officer,

Jennifer Bunbury, with

significant experience

in M&A, strategic

advisory assignments

and investor relations.

• Review of results of

2018 employee

engagement survey.

• Review and update of thl

Remuneration Policy and

Code of Ethics.

Financial

• Monthly review of

business financial

performance.

• Quarterly review of

forecast business

financial performance

for FY19.

• Review and approval

of individual business

performance targets

for FY20.

Strategy, risk

and sustainability

• Establishment of

Sustainability and Risk

Committee responsible for

strategic risk management,

maintenance of thl’s

sustainable business

model and engagement

in practices reflective of

thl’s role as a responsible

corporate citizen.

• Monthly review of key

operational developments

for each business.

• Regular review of health

and safety activity

and progress against

sustainability initiatives.

• Review of thl’s insurance

policies.

Risk and opportunities

Risk management has been embedded in the way we

operate from a governance perspective. With increasing

operational complexity, increasing external risks and the

growth of the business, risk management needs to be

part of everyone’s daily operation. For this reason, thl has

taken a deliberate approach to embed enterprise risk

management into the culture, to make it top of mind for

all our crew.

We use risk management to protect the Group’s

assets in a number of ways:

• Detailed enterprise risk register.

• Accurately record business policies and practices.

• Internal control system.

• Compliance with applicable laws, regulations,

standards and best practice guidelines.

Purpose

What is our strategic direction?

What risks impact our business and strategic direction?

Can we influence the likelihood of these occuring?

How do we reduce the likelihood of these risks occurring?

Strategic objectivesRisk appetite

Risk

Operational

risks

Strategic

risks

External

risks

Technology & IT

thl risk management process

Health safety & people

Market

Reputation

Regulations & legal

Finances

Environment

By understanding and documenting the risks to us

achieving our business goals, including our compliance

obligations, we can provide current and detailed risk

information to the board, enabling them to make sound

strategic decisions for sustainable future growth.

We have adapted our already successfully operating

health and safety system ecoPortal to enable our crew

to take control.

“ For a COO it is really important to

have a quick, at a glance overview

of the high risks and where we’re at

with the controls. ecoPortal makes

that part of the job really easy.”

Jo Allison, COO

Our risk strategy

Risk Governance

thl have appointed a specific enterprise risk

and sustainability committee to oversee the

effectiveness of the internal controls across

our organisation.

Risk management is led by the management

Risk Steering Committee, who meet every

two months to:

• Monitor the new and existing risk and controls.

• Reviews quality of ERM practices and

communicates results with risk owners.

• Benchmark against similar organisations.

In addition, operational monitoring takes

place through:

• Weekly business reviews.

• Monthly business process review meetings.

• Site risk audits to review awareness and controls.

A mandatory enterprise risk training module

is also being rolled out as part of our global

awareness programme “DriveTrain”.

Board subcommittees

During the year the Board has provided the

subcommittees with greater responsibility and

engagement with the broader management team,

as a mechanism to increase director/management

engagement, whilst not extending board meetings

to a point where they become less productive.

The subcommittees that we operate include:

• Audit Committee

• Remuneration and Nomination Committee

• Sustainability and Risk Committee - new committee in FY19

• Marketing and Customer Experience Committee

• Disclosure Committee (only called, as appropriate, for disclosures)

thl Integrated Annual Report 20195455

Here is a range of risks that impact thl short term and/or
long term. They are grouped by key themes and linked

back to our overall capital outcomes.

RiskDetailImpactRisk controlsLink to outcomes

Short term

Safety

Being in the travel industry, providing

transport and extended experiences rely

on customers and crew to be and feel safe.

If travel in general was no longer regarded

as safe, or our products specifically would

cause harm, we would face major impacts

on our operating model, as well as fines,

lawsuits and significant reputational

damage.

Continue to embed health and safety

culture and strong processes in all parts

of the business.

Cyber security

External malicious activity causing loss

of key systems and data breaches.

Loss of key systems causing operational

disruption. Reduction in EBIT.

Reputational impact.

Follow mandated and best practice

preparation and response plans.

Talent shortages

Changing global population and interest

in tourism causes recruitment challenges

globally affecting the ability to deliver our

experiences.

Being short staffed creates pressure for

existing staff and has a negative impact

on customer experience and revenue.

Review and innovate current crew

engagement and recruitment strategy

and improve thl employer brand.

Systems failure

One of thl’s key strengths, strong innovation

using technology, is also a key risk when

these systems or part of the execution of

these systems would fail.

Significant customer and revenue

disruption. Loss of reputation. Benefits

of projects delayed.

Well-developed operational back up,

deployment and contingency processes

and monitoring.

Disruptive competitor

behavior

Aggressive/irrational pricing behaviour, new

operators, increase in competitor capacity.

Reduction in yield or loss of market share,

revenue, EBIT and ROFE.

Monitor competitor landscape, maintain

competitive positioning and continue

to innovate.

Medium

Changes to fleet

demand

Changes in customer demand will impact

our business model as vehicle sales is an

integrated part. This can be caused by a range

of reasons including introduction of eRVs,

new entrants, quality failures, new markets

with different demands.

Can't exit fleet vehicles or margins reduce

resulting in higher real depreciation and

lower ROFE.

Stay on top of latest vehicle market trends

and review strategy to stay in line.

Medium to long term

Climate change /

Climate action

Changing climate resulting in more extreme

weather events, as well as increased

awareness from people of the impact of

travel on climate change.

Operational disruption.

Reduction in international travel leading

to loss of key markets.

Adapt business model towards zero

emissions and monitor and adapt to

climate related events.

Long term

World recession

Economic event causes a recession that

impacts all markets.

Reduction in long-haul travel. Reduction

in demand for used and new vehicles.

Monitoring of economic environment

and plan for agility.

HUMAN CAPITAL

Enabling people to develop, grow and do well

SOCIAL CAPITAL

Respecting our communities

INTELLECTUAL CAPITAL

Leading the way in innovation

HUMAN CAPITAL

Enabling people to develop, grow and do well

HUMAN CAPITAL

Enabling people to develop, grow and do well

INTELLECTUAL CAPITAL

Leading the way with new innovation

INTELLECTUAL CAPITAL

Leading the way in innovation

MANUFACTURED CAPITAL

Optimising efficiency

thl risk themes

FINANCIAL CAPITAL

Shareholder value

MANUFACTURED CAPITAL

Optimising efficiency

INTELLECTUAL CAPITAL

Leading the way in innovation

NATURAL CAPITAL

Protecting and enhancing our environment

FINANCIAL CAPITAL

Shareholder value

MANUFACTURED CAPITAL

Optimising efficiency

INTELLECTUAL CAPITAL

Leading the way with new innovation

thl Integrated Annual Report 20195657

The EBIT performance of
$31.5M was an increase of

23% ($5.8M) on the prior

year. EBIT margin was 21.2%

versus 19.0% last year, and

the ROFE was 19.8% versus

17.9% last year. A record

result in dollar terms and

ROFE achievement.

The business is performing well

and is positioned for further

growth this year.

Underlying the strong performance

in New Zealand is a rentals business

that is continuing to grow year-on-

year. Off the back of this strong

demand, yields have continued to

increase and the shoulder season

continues to grow in both activity

and yield. Rental revenue

increased by 11% for the year.

Operational delivery improved in

FY19 and we need to raise our

standards further this high season,

and have the capability to do so.

Vehicle sales overall delivered

628 units, up from 600 in the

year prior. This was around 100

units short of our desired goal.

The greatest shortfall remained

in the lower value minivan fleet,

which significantly missed

targets. This has been an issue

now throughout the year and the

various marketing efforts have

failed to yield the appropriate

results. As a result, the category

is under review to ensure we have

a product and price position that

meets the market needs. There

was also a shortfall in used sales

against our target, however

there was nothing of concern

for the future or with our product

or pricing.

Of note, based on government-

sourced data, the number of

imported motorhomes has been

declining in recent times. This

likely reflects the lower general

market demand, increased pricing

of overseas product and possibly

a reduction in rental volumes for

smaller operators who buy fleet

from the UK and Europe.

We will be opening a new site in

FY20 in Takanini. This RVSC site

will be our commercial fleet hub,

with dedicated sales personnel

focused on the minibus and

other commercial product from

Action Manufacturing.

Overall, our expectations are for

ongoing growth in vehicle sales in

New Zealand over the coming year.

The NZ business model continues

to grow and operate more

efficiently across all parts of the

business. Fleet repairs remains

a critical area for the business,

and with Takanini RVSC, we are

growing our internal workshop

capabilities and increasing our

capacity to service the private

market. Retail accessories and

service revenue increased 31%

compared to prior year, with online

sales increasing over 90%. RVSC

has reaffirmed its position as the

largest RV dealership in NZ.

The competitive landscape has

remained stable in the last 12

months, with no significant

changes to the market.

The outlook for FY20 remains

positive, with an expectation of

positive rental revenue growth,

some vehicle sales growth and

development of ongoing

efficiencies in the business.

The Australian EBIT result

of AU$10.6M was up

AU$0.6M on the prior

year - an increase of 6%,

or 7%in NZD terms.

The business has been improving

year-on-year and this year achieved

a ROFE of 13.9%. This improvement

on last year’s 13.3% is pleasing,

given the dealer bad debt issue

in Queensland.

Total rental revenue improved 7%

on the prior year. The long-haul

markets are stable and our

positioning in the domestic

market is strong. Our capability

in revenue management has

continued to evolve, which has

contributed to the result.

Total vehicle sales, including

flex-fleet, for the year were 562,

compared to 664 in the prior

period. The decline of 15% on the

prior year reflected a lower core

fleet sale number, as well as a

lower number of short term

(flex-fleet) stock for the year.

The vehicle sales result was

impacted by softening consumer

confidence since December and

the insolvency of a Queensland

dealer. Since the May 2019 federal

election, the market has stabilised

somewhat; however, there are

still market concerns over the

softening of the caravan sales

market, which affects some of

our competitors.

Divisional reports

New Zealand Rentals

f rom success to success

Australian Rentals

resilient performer

Rental revenue (NZD)

+

11

%

Vehicle sales revenue (NZD)

+

8

%

EBIT (NZD)

+

23

%

Rental revenue (AUD)

+

7

%

Vehicle sales revenue (AUD)

-

12

%

EBIT (AUD)

+

6

%

The dealer insolvency in

Queensland was the first such

event in recent history for thl on

a global basis. The impact of the

debtor write-off and the lost

margin on sale for the year was

close to AU$1M. An in depth review

was conducted of all processes

and procedures leading up to, and

including, the insolvency event.

We had strong processes in place

that prevented this fraudulent

situation from being significantly

larger and have created new

processes globally within thl to

prevent such occurrences in

the future. Unfortunately, it is

standard practice to have some

finance terms within the

automotive dealer industry

globally. Since the event, new

dealer relationships have been

established in Queensland.

Fleet operating expense cost

control is now set as a

fundamental foundation for

acceptable performance in

the Australian business.

Costs remained at or below

expectation for the year.

The outlook for the business

is generally positive with the

one-off dealer debtor issue behind

us. With broader tourism growth

slowing, we are expecting single

digit revenue growth and some

vehicle sales growth. EBIT growth

in FY20 will be softer than the

prior few years, however we

remain confident in achieving

ROFE improvements and the

future outlook for the business.

thl Integrated Annual Report 20195859

Vehicle sales
The US RV sales market is coming

off the back of the two strongest

years ever in 2018 and 2017 and,

with ten years of growth, is still

very sound. The industry has

enjoyed positive results in its

attempts to attract new, younger

markets into RVs and, while tariffs,

interest rate dynamics and over-

supply generated headwinds in

the latter part of 2018 and 2019, the

long term market climate for the

industry is expected to be positive.

Within thl our revenue for vehicle

sales dropped close to 27% in

NZD terms.

If you review the last few decades

of data, you can see these kinds of

impacts periodically; however, over

the long run, the category has

strong single digit growth.

In FY19, we have seen 30-40%

declines in shipments of new RVs

to the wholesale market and

evidence of around half that rate

of decline in the retail market.

Dealers have been heavily stocked

and competition pricing, therefore,

has been decreasing, with

discounting from retailers and

manufacturers creating margin

pressure. This has primarily had

an impact on the Road Bear RV

sales operation, which operates

exclusively in wholesale, and

has underperformed in FY19

compared to the two previous

years, when record volumes

and margins were posted. The

El Monte RV retail operation has

also been impacted by these

market conditions, but not to the

same degree.

We have been able to use the

Road Bear RV dealer networks

to sell some of the older, higher

mileage El Monte RV product,

which operates at a different price

point and is, in these times, often

more attractive to the very price

conscious consumer.

Rentals

While the international rentals

market has delivered very pleasing

results for FY19, the domestic US

market continues to be impacted

by increased competition from the

peer-to-peer market.

Total rental (services) revenue was

US$55.5M, compared to US$56.6M

in the prior period - a decrease

of 2%.

The repositioning of El Monte RV

in the international markets has

gone extremely well, with pleasing

growth in bookings from the core

European markets across each of

the last two seasons. The fleet has

been refreshed by purchases in

FY18 and FY19 and resulted in

excellent customer satisfaction

results and lowered fleet operating

costs. A tighter focus on

operational excellence has

benefited the El Monte RV brand.

The Road Bear RV brand has

delivered another strong year in

rentals bookings, with the

premium proposition continuing

to be well received in the core

European markets.

Market and capital

review delivery

The review announced in May

is well on the way to completion,

with property savings of US$500-

800k, labour savings of

approximately US$1M and

operating savings on track.

Without any doubt, it has

been a disappointing and

difficult year for the USA

business. Throughout the

year, thl has very openly

reported the issues and the

action plan for remediation.

While we expect the USA FY20

result will not recover to prior years’

levels, we are absolutely focused

on getting the USA business back

into shape. We have reviewed our

strategy and are confident in our

direction. An extensive review was

announced in May 2019 and we are

well on the way to completing

delivery already.

The EBIT result for the USA was

US$8.6M, which was down from

US$14.6M the prior year. This drop

of 41% is dramatic and primarily

reflects the vehicle sales shortfalls.

The impact hits the P&L in four

ways. Firstly, the drop in gross

margin from lower vehicle sales

volumes. Secondly, from the lower

gross margin through lower

pricing. Thirdly, from higher

operating costs, by holding more

fleet than expected. And, finally,

through higher depreciation

from the excess fleet. The impact

is profound, but is not a systemic

change to the business; we

are adjusting fleet and will

see significant benefits as the

fleet size adjusts back down

to requirements.

Two El Monte RV branches have

been announced as closing, with

significant savings in property and

labour costs. We have also made

solid progress in driving down

operating costs, while improving

execution across the rentals

operations. These savings will

primarily benefit FY21.

The FY20 capital expenditure

in the USA will be lowered by

approximately US$40M by the end

of FY20. This will result in a small

increase in fleet age (less than 0.5

years), but this will not impact on

the quality proposition for our

customers. These decisions have

been made with consideration of

the flow-on impacts into FY21

rental and sales income.

Gordon Hewston is now the

‘General Manager - USA RV

Operations’, heading up both the

El Monte RV and Road Bear RV

brands. Gordon was previously

the GM of El Monte RV and, before

that, led the NZ rentals and sales

operations. Daniel Schneider

(previously the owner of Road Bear

RV and a consultant to thl) has

taken on greater responsibilities,

with a focus on vehicle sales in the

adapted role of ‘Executive Director

USA Operations’. Both Gordon and

Daniel report directly to CEO,

Grant Webster.

Jerry Hunter, an experienced RV

sales leader, has taken on a role

spearheading our wholesale

operation and Ben Lane,

with extensive thl experience

in revenue and business

development, has been appointed

to focus on rentals revenue.

Outlook

The outlook for the USA vehicle

sales market is still concerning at

the moment, but the key within

thl is the adjustment of our

purchases down to ensure our

rental fleet and total fleet numbers

are in line with our expectations

and the ROFE goals.

We are a small player in a very

large market and are continuing

to invest in new vehicles areas and

marketing methods.

From a rentals perspective, we

have experienced ongoing growth

from the international markets

and continue to see price pressure

from the peer-to-peer market on

domestic bookings.

Summary

The USA financial results are not

acceptable and the current vehicle

sales market conditions are poor.

However, our focus at this time is

ROFE and business model

development, to ensure that we

pull funds from the market to

reallocate elsewhere and adapt to

the current conditions.

USA

our current challenge

Rental revenue (USD)

-2

%

Vehicle sales revenue (USD)

-33

%

EBIT (USD)

-41

%

thl Integrated Annual Report 20196061

Equity investments
Kiwi Experience had a challenging

year. Significant drops in

backpacker arrivals from core

European source markets had a

direct impact on revenue.

However, second-half results

outperformed the market, with

cost reductions, yield growth

and marketing initiatives having

a positive impact. Kiwi Experience

has, for a long time, had a hire-in

model for the fleet and, thus, has a

very low funds employed

requirement. The difficulties in the

market at present have been seen

before in the backpacker segment

in New Zealand throughout

different cycles. The fact that Kiwi

Experience has no requirement for

ongoing capital for fleet puts us in

a strong position to continue to

weather these conditions.

Within the coming year we will

introduce new product lines

designed to broaden the customer

base and continue the cost

reduction process, which provided

gains in the second half of FY19.

Overall, the expectations are for

growth in FY20.

associated with the acquisition of

Fairfax Industries and associated

amalgamation and restructuring

costs. Secondly, costs associated

with new vehicle type development,

which were not capitalised.

The hours on new product

development were substantially

higher than in prior years and we

will see the benefit of that in future

years, with new lower weight

materials and a more efficient

build design for our core large

motorhome fleet.

Production began on the new

Platinum product for thl Australia

and New Zealand, which lowered

productivity; however, the build

hours are expected to reduce

significantly in FY20. The product

has been very well received by the

thl rentals businesses.

The eRV product is likely a world

first and has provided significant

lessons and partnership

opportunities on a global basis.

The development of electric

motorhomes could well be a point

of competitive advantage for

Action into the future.

Sales to external customers such

as ambulances, dental health

units and parcel delivery vehicles

continued strongly in both

New Zealand and Australia.

The design capabilities within

the Action group are now well

recognised in the industry, and

the penetration into the Australian

market is pleasing.

The Fairfax acquisition will have

substantial benefits into the

future for both Action and thl.

Disappointingly, the second

half of FY19 was very slow for

this business from a sales

perspective, with a large number

of key transport operators in

New Zealand reducing orders

citing a lack of business

confidence in the coming

12 months.

The tourism group delivered

an EBIT result of $12.3M -

up from $11.9M in the prior

year. Within that, the Kiwi

Experience result was down

on the prior year and

expectations. The ROFE

was close to 56%.

The Waitomo business delivered

another significant growth year,

driven by growth in international

visitor arrivals (IVA), with some

softening markets. The ROFE of

this business is now well in excess

of expectations and historical

norms. The ROFE result reflects

the very strong operating leverage

in the business.

The domestic market was down

on the prior year, similar to most

New Zealand tourism businesses.

Other market development was

generally in line with international

visitor arrivals statistics; however,

overall we still appear to be

growing share.

Within the Waitomo business,

the conversion to retail and food

& beverage revenue continues

to grow and EBIT margins

remained high.

The outlook for Waitomo remains

positive, despite concerns within

the broader tourism industry

regarding slowing growth. With

the combination of assets we

have in the region, and marketing

relationships with Hobbiton and

Te Puia, we see some visitor

numbers growth for FY20.

There are future development

opportunities that we are still

exploring in the region, and we

have further growth options

with the Homestead business

that we purchased in FY16.

Over the last ten years

thl has found that, in the

markets we operate in,

it is sometimes appropriate

to operate a joint venture

business - always with

a partner who offers

something that we can’t

at the time, or in the long

term. We would consider

all those relationships as

positive, enduring and

strategically aligned with

the global growth

considerations for thl.

Togo Group

a postive future remains

The Togo Group direction and

performance has been covered in

other parts of this report. In short,

the investment in the business of

NZD $12.8M (thl 50% share) was

$2.1M lower than we had planned.

This was due to reduced marketing

spend and overheads, given the

Togo RV product is not currently

creating the depth of engagement

we require.

Roadtrippers outperformed

expectations and is currently on

track with FY20 revenue goals.

Togo RV needs more features and

development resource, which has

been allocated. Mighway has not

performed in the USA and we have

stopped investment there for the

interim. The New Zealand Mighway

business continues to grow.

Action Manufacturing

a difficult year, brighter FY20

The FY19 NPBT result of $1.5M (thl

50% share) was well down on last

year’s result of $2.9M - a 46%

decline. The loss in profitability was

specific in nature and broadly fell

into two categories. Firstly, costs

There is an ongoing need for fleet

renewal within the transport

industry and we have seen orders

resume in the last two months.

The outlook for Action

Manufacturing in FY20 is positive

following a year of consolidation

in FY19.

Just go

expanding

Whilst the Just go business is very

small when compared to thl as a

whole, it plays an important role in

expanding our knowledge of the

UK and European market and

providing an import vehicle option

for New Zealand rentals that

benefits both businesses.

The Just go NPAT of $246k was up

on the prior year result of $204k

and we have higher expectations

moving forward. The opening of a

branch in Scotland is a milestone

and, along with an increased focus

on vehicle sales, will drive improved

profitability for thl.

Action Manufacturing NPBT (NZD)

-46

%

Just go NPAT (NZD)

+

20

%

Togo Group NPBT (NZD)

-$12.8

M

Tourism

strong ROFE performance

thl share

Revenue (NZD)

-1

%

EBIT (NZD)

+3

%

thl Integrated Annual Report 20196263

The Directors of Tourism Holdings Limited (thl) are pleased
to present to shareholders, the Annual Financial Statements

for thl and its controlled entities (together the ‘Group’) for the

year to 30 June 2019.

The Directors are responsible for presenting financial

statements in accordance with New Zealand law and

generally accepted accounting practice, which present fairly,

in all material respects, the financial position of the Group as

at 30 June 2019 and the results of the Group’s operations and

cash flows for the year ended on that date.

The Directors consider the financial statements of the Group

have been prepared using accounting policies which have

been consistently applied and supported by reasonable

judgements and estimates and that all relevant financial

reporting and accounting standards have been followed.

The Directors believe that proper accounting records have

been kept which enable, with reasonable accuracy, the

determination of the financial position of the Group and

facilitate compliance of the financial statements with the

Financial Markets Conduct Act 2013.

The Directors consider that they have taken adequate steps

to safeguard the assets of the Group, and to prevent and

detect fraud and other irregularities.

Internal control procedures are also considered to be sufficient

to provide a reasonable assurance as to the integrity and

reliability of the financial statements.

This document constitutes the 2019 Annual Report

to Shareholders of Tourism Holdings Limited.

This Annual Report is signed on behalf of the Board by:

Rob Campbell Graeme Wong

Chairman Director

26 August 2019

Directors’

statement

65 Directors’ statement

66 Consolidated income

statement

67 Consolidated statement

of comprehensive income

68 Consolidated statement

of changes in equity

69 Consolidated statement

of financial position

70 Consolidated statement

of cash flows

71 Notes to the consolidated

financial statements

121 Independent auditor’s report

126 Corporate Governance

142 Board of directors

143 Corporate information

thl Integrated Annual Report 20196465

NOTES
2019

$000’s

2018

$000’s

Sales of services

2292,199273,087

Sales of goods

2130,805152,790

Total revenue

423,004425,877

Cost of sales

2(114,373)(129,765)

Gross profit

308,631296,112

Administration expenses

4,5

(49,469)(47,849)

Operating expenses

4,5(197,160)(186,357)

Other income/(expenses), net

314124,673

Operating profit before financing costs

62,14386,579

Finance income

68730

Finance expenses

7(11,289)(9,411)

Net finance costs

(11,202)(9,381)

Share of profit/(loss) from associates

18246(784)

Share of loss from joint ventures

17(11,294)(245)

Profit before tax

39,89376,169

Income tax expense

8(10,140)(13,815)

Profit for the year

29,75362,354

Earnings per share from profit for the year attributable to the equity holders

of the company

9

Basic earnings per share (in cents)

23.750.8

Diluted earnings per share (in cents)

23.349.0

NOTES

2019

$000’s

2018

$000’s

Profit for the year

29,75362,354

Other comprehensive income

Items that may be reclassified subsequently to profit or loss

Foreign currency translation reserve movement (net of tax)

22(2,207)11,419

Cash flow hedge reserve movement (net of tax)

31(3,645)1,825

Other comprehensive (loss)/income for year net of tax

(5,852)13,244

Total comprehensive income for year attributable to

equity holders of the company23,90175,598

The accompanying notes form part of, and should be read in conjunction with, these financial statements.The accompanying notes form part of, and should be read in conjunction with, these financial statements.

thl Integrated Annual Report 20196667

Consolidated statement of comprehensive income

For the year ended 30 June 2019

Consolidated income statement

For the year ended 30 June 2019

NOTES
SHARE

CAPITAL

$000’s

RETAINED

EARNINGS

$000’s

CASH FLOW

HEDGE

RESERVE

$000’s

OTHER

RESERVES

$000’s

TOTAL

EQUITY

$000’s

Opening balance as at 1 July 2018

180,80659,725(838)10,318250,011

Comprehensive income

Net profit for the year ended 30 June 2019

21–29,753––29,753

Other comprehensive income

Cash flow hedge reserve movement (net of tax)

31––(3,645)–(3,645)

Foreign currency translation reserve movement (net of tax)

22

–––(2,207)(2,207)

Total comprehensive income

–29,753(3,645)(2,207)23,901

Transactions with owners


Dividends on ordinary shares

10–(33,385)––(33,385)

Issue of ordinary shares (net of issue costs)

2036,122–––36,122

Transfer from employee share scheme reserve

228483–(167)–

Employee share scheme reserve

22–––368368

Total transactions with owners

36,206(33,302)–2013,105

Closing balance as at 30 June 2019

217,01256,176(4,483)8,312277,017

For the year ended 30 June 2018

NOTES

SHARE

CAPITAL

$000’s

RETAINED

EARNINGS

$000’s

CASH FLOW

HEDGE

RESERVE

$000’s

OTHER

RESERVES

$000’s

TOTAL

EQUITY

$000’s

Opening balance as at 1 July 2017

171,24126,552(2,663)(1,186)193,944

Comprehensive income

Net profit for the year ended 30 June 2018

21–62,354––62,354

Other comprehensive income

Cash flow hedge reserve movement (net of tax)

31––1,825–1,825

Foreign currency translation reserve movement (net of tax)

22–––11,41911,419

Total comprehensive income

-62,3541,82511,41975,598

Transactions with owners

Dividends on ordinary shares

10-(29,181)––(29,181)

Issue of ordinary shares

209,324–––9,324

Transfer from employee share scheme reserve

22241––(241)–

Employee share scheme reserve

22–––326326

Total transactions with owners

9,565(29,181)–85(19,531)

Closing balance as at 30 June 2018

180,80659,725(838)10,318250,011

NOTES

2019

$000’s

2018

$000’s

Assets

Non-current assets

Property, plant and equipment

12407,016384,160

Intangible assets

1644,18044,647

Derivative financial instruments

30–1,472

Investment in joint ventures

1751,10652,410

Investment in associates

184,3194,188

Advance to joint venture

17625–

Total non-current assets

507,246486,877

Current assets

Cash and cash equivalents

8,83713,534

Trade and other receivables

2628,96426,647

Inventories

1556,21949,788

Advance to joint venture

17976850

Current tax receivables

191–

Derivative financial instruments

3040291

Total current assets

95,22791,110

Total assets

602,473577,987

Equity

Share capital

20217,012180,806

Other reserves

228,31210,318

Cash flow hedge reserve

31(4,483)(838)

Retained earnings

2156,17659,725

Total equity

277,017250,011

Liabilities

Non-current liabilities

Interest-bearing loans and borrowings

23210,980212,102

Derivative financial instruments

305,7982,916

Deferred income tax liability

3522,22423,053

Total non-current liabilities

239,002238,071

Current liabilities

Interest bearing loans and borrowings

2346221

Trade and other payables

2747,48951,946

Revenue in advance

25,54424,565

Employee benefits

8,4008,409

Derivative financial instruments

30461–

Current tax liabilities

4,5144,764

Total current liabilities

86,45489,905

Total liabilities

325,456327,976

Total equity and liabilities

602,473577,987

For and on behalf of the Board who authorised the issue of the financial report on 26 August 2019.

R J Campbell G Wong

Chairman of the Board Chairman of the Audit Committee

26 August 2019 26 August 2019

The accompanying notes form part of, and should be read in conjunction with, these financial statements.

The accompanying notes form part of, and should be read in conjunction with, these financial statements.

Consolidated statement of changes in equity

For the year ended 30 June 2019

Consolidated statement of financial position

As at 30 June 2019

thl Integrated Annual Report 20196869

NOTES
2019

$000’s

2018

$000’s

Cash flows from operating activities

Receipts f rom sale of services

298,998278,145

Proceeds from sale of goods

130,805152,790

Interest received

68730

Payments to suppliers and employees

(224,119)(212,601)

Purchase of rental assets

(176,075)(178,096)

Interest paid

(11,134)(9,411)

Taxation paid

(8,361)(6,254)

Net cash flows from operating activities

3410,20124,603

Cash flows from investing activities

Sale of property, plant and equipment

1281,240

Purchase of property, plant and equipment

12(3,884)(2,618)

Advance to joint ventures

17(1,500)(819)

Receipts f rom joint ventures

17751363

Purchase of intangibles

(407)(1,985)

Dividends received f rom associate and joint ventures

–250

Investments in associates and joint ventures

17(9,589)(9,393)

Net cash flows used in investing activities

(14,621)(12,962)

Cash flows from financing activities

Net proceeds from borrowings

23(1,677)15,343

Dividends paid

10(29,429)(22,858)

Proceeds from share issue (net of issue costs)

2030,7982,805

Net cash flows used in financing activities

(308)(4,710)

Net (decrease)/increase in cash and cash equivalents

(4,728)6,931

Opening cash and cash equivalents

13,5346,117

Exchange gains on cash and cash equivalents

31486

Closing cash and cash equivalents

8,83713,534

Significant non cash transactions:

During the year ended 30 June 2018, the Group contributed certain assets and liabilities as part of its investment in Togo Group,

previously known as TH2connect LLC (TH2) (refer to note 17).

Index to Notes to the Consolidated Financial Statements

About this report 72

Section A – Financial performance 74

1 Segment note 74

2 Revenue 76

3 Other operating income/(expenses), net 77

4 Profit before tax includes the following specific expenses 78

5 Employee benefits expense 78

6 Finance income 79

7 Finance expenses 79

8 Income tax 79

9 Earnings per share 80

10 Dividends 81

11 Imputation credits 81

Section B – Assets used to generate profit 82

12 Property, plant and equipment 82

13 Capital commitments 84

14 Operating leases 85

15 Inventories 85

16 Intangible assets 86

Section C – Investments 89

17 Joint ventures 89

18 Investments in associate 94

19 Subsidiaries 94

Section D – Managing funding 95

20 Share capital 95

21 Retained earnings 96

22 Other reserves 96

23 Borrowings 97

24 Leased assets in property, plant and equipment 99

25 Other commitments 99

26 Trade and other receivables 100

27 Trade and other payables 101

28 Financial instruments 101

Section E – Managing risk 103

29 Financial risk management 103

30 Derivative financial instruments 107

31 Cash flow hedge reserve 109

Section F – Other 110

32 Related party transactions 110

33 Share-based payments 112

34 Reconciliation of profit after taxation with cash flows

from operating activities 116

35 Deferred income tax 118

36 Changes in accounting policies and disclosures 119

37 Contingencies 120

38 Events after the reporting period 120

The accompanying notes form part of, and should be read in conjunction with, these financial statements.

thl Integrated Annual Report 20197071

Notes to the consolidated financial statementsConsolidated statement of cash flows

For the year ended 30 June 2019

About this report
Basis of preparation

The primary operations of Tourism Holdings Limited (the

‘Company’ or ‘Parent’ or ‘thl ’) and its subsidiaries (together the

‘Group’) are the manufacture, rental and sale of motorhomes

and other tourism related activities. The Parent is domiciled in

New Zealand. The registered office is Level 1, 83 Beach Road,

Auckland 1010, New Zealand. Tourism Holdings Limited is a

company registered under the Companies Act 1993 and is

an FMC reporting entity under Part 7 of the Financial Markets

Conduct Act 2013.

The consolidated financial statements of the Group have

been prepared:

• in accordance with Generally Accepted Accounting Practice

(GAAP), and comply with New Zealand equivalents to

International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards (IFRS),

as applicable for a “for profit” entity;

• in accordance with the requirements of Part 7 of the

Financial Markets Conduct Act 2013 and the NZX Main

Board Listing Rules;

• under the historical cost convention, as modified by the

revaluation of certain assets and liabilities as identified in

specific accounting policies; and

• in New Zealand dollars with values rounded to thousands

($000’s) unless otherwise stated.

Although at 30 June 2019 the Group had a net current asset

position of $8,773k, throughout most months during the

financial year, the Group has net current liabilities. The net

current liability position arises mainly from the revenue in

advance liability that reflects the collection of rental income

from customers prior to the month of travel. This liability

is recognised as revenue in future months and does not

represent a future outward cash flow.

Throughout this document, accounting policies and critical

accounting estimates are identified using the following key:

Key:

= Accounting policy

= Critical accounting estimate

Critical accounting estimates and judgements

Estimates and judgements are continually 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 preparation of consolidated financial statements in

conformity with NZ IFRS requires the use of certain critical

accounting estimates. It also requires management to

exercise its judgement in the process of applying the Group’s

accounting policies. The areas involving a higher degree

of judgement or complexity, or areas where assumptions

and estimates are significant to the consolidated financial

statements, are:

• Income tax (Page 79)

• Property, plant and equipment (depreciation rates, residual

values and inventory reclassification) (Page 82)

• Impairment of non-financial assets include investments in

associate and joint ventures (Page 89), and goodwill arising

from business combinations (Page 87).

Summary of significant accounting policies

a) Consolidation

The Group consolidates its subsidiaries, as these are the

entities over which the Group has control. The Group controls

an entity when the Group is exposed to, or has rights to,

variable returns from its involvement with the entity and

has the ability to affect those returns through its power

over the entity. Subsidiaries are fully consolidated from the

date on which control is transferred to the Group. They are

deconsolidated from the date that control ceases.

Inter-company transactions, balances and unrealised gains

on transactions between Group companies are eliminated.

Unrealised losses are also eliminated but considered an

impairment indicator of the asset transferred. Accounting

policies of subsidiaries have been changed where necessary

to ensure consistency with the policies adopted by the Group.

Information on the Group’s subsidiaries can be found in note 19.

b) Foreign currency translation

Functional and presentation currency

Items included in the financial statements of each of the

Group’s entities are measured using the currency of the

primary economic environment in which the entity operates

(‘the functional currency’). The consolidated financial

statements are presented in New Zealand dollars, rounded to

the nearest thousand, which is the Company’s functional and

presentation currency.

Translation into presentation currency

The results and financial position of all the Group entities

(none of which has the currency of a hyperinflationary

economy) that have a functional currency different from the

presentation currency are translated into the presentation

currency as follows:

About this report (continued)

(i) assets and liabilities for each statement of financial

position (‘balance sheet’) presented are translated at the

closing rate at the date of that balance sheet;

(ii) income and expenses for each income statement are

translated at the average monthly exchange rates; and

(iii) all resulting exchange differences are recognised as a

separate component of equity.

Goodwill and fair value adjustments arising on the acquisition

of a foreign entity are treated as assets and liabilities of the

foreign entity and translated at the closing rate.

Transactions and balances in the functional currency

Foreign currency transactions are translated into the

functional currency using the exchange rates prevailing at

the dates of the transactions. Foreign exchange gains and

losses resulting f rom the settlement of such transactions and

from the translation at year-end exchange rates of monetary

assets and liabilities denominated in foreign currencies are

recognised in the income statement, except when deferred

in equity as qualifying cash flow hedges.

At the end of each reporting period:

(a) foreign currency monetary items are translated using

the closing rate;

(b) non-monetary items that are measured in terms of

historical cost in a foreign currency are translated using

the exchange rate at the date of the transaction; and

(c) non-monetary items that are measured at fair value in

a foreign currency are translated using the exchange rates

at the date when the fair value was measured.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20197273

Section A – Financial performance
In this section

This section explains the financial performance of thl, providing additional information about individual items in the income

statement, including segmental information, certain expenses and dividend distribution information.

1. Segment note

The operating segments of thl are reported from a geographic and service type perspective. They are made up of the following

business operations:

• New Zealand Rentals – Rental of maui, Britz and Mighty motorhomes, and the sale of motorhomes

• Tourism Group – Kiwi Experience and the Discover Waitomo Caves Group experiences

• Australia Rentals – Rental of maui, Britz and Mighty motorhomes and 4WD vehicles, and the sale of motorhomes

• United States Rentals – Rental and sale of Road Bear, Britz, Mighty and El Monte RVs

• Other – includes Group Support Services and Mighway, prior to it being contributed to Togo Group. The joint ventures and

associates are also included in this category

1. Segment note (continued)

NEW ZEALAND

2018

RENTALS

$000’s

TOURISM

GROUP

$000’s

AUSTRALIA

RENTALS

$000’s

UNITED STATES

RENTALS

$000’s

OTHER

$000’s

TOTAL

$000’s

Sales of services

88,53241,81064,87577,102768273,087

Sales of goods

46,809–15,36290,619–152,790

Revenue f rom external customers

135,34141,81080,237167,721768425,877

Depreciation

(17,018)(1,657)(14,228)(12,950)(191)(46,044)

Amortisation

(272)(665)(33)–(358)(1,328)

Other costs

(92,398)(27,580)(55,407)(135,032)18,491(291,926)

Operating profit/(loss) before interest and tax

25,65311,90810,56919,73918,71086,579

Interest income

––1051530

Interest expense

(24)–(1,239)(2,751)(5,397)(9,411)

Share of profit/(loss) from joint ventures

and associates––––(1,029)(1,029)

Operating profit/(loss) before tax

25,62911,9089,34016,99312,29976,169

Taxation

(6,963)(3,457)(2,813)(2,327)1,745(13,815)

Operating profit/(loss) – after interest and tax

18,6668,4516,52714,66614,04462,354

Capital expenditure

55,67366133,28596,141(1,065)184,695

Non-current assets

143,83125,22587,269171,06759,485486,877

Total assets

179,13827,857110,122198,03362,837577,987

Net funds employed

140,11523,78070,642158,96455,299448,800

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating

decision-maker (CODM). The CODM, who is responsible for allocating resources and assessing performance of the operating

segments, has been identified as the executive management team together with the Board of Directors, who together make

strategic decisions.

Operating profit/(loss) before interest and tax is the main financial measure used by the CODM to review the Group’s performance.

Interest income and expenditure are not included in the result for each operating segment that is reviewed by the CODM.

Inter-segment transactions such as Group Support Services recharges are entered into under normal commercial terms and

conditions that would also be available to unrelated third parties. All revenue is reported to the executive team on a basis

consistent with that used in the income statement.

Segment assets consist primarily of property, plant and equipment, intangible assets, inventories, receivables and operating

cash. The investments and derivatives designated as hedges of borrowings are allocated to “Other segment’. Net funds

employed are total assets less segment non-interest-bearing liabilities and cash on hand.

NEW ZEALAND

2019

RENTALS

$000’s

TOURISM

GROUP

$000’s

AUSTRALIA

RENTALS

$000’s

UNITED STATES

RENTALS

$000’s

OTHER

$000’s

TOTAL

$000’s

Sales of services

97,88741,43269,96982,911–292,199

Sales of goods

50,763–13,55366,489–130,805

Revenue f rom external customers

148,65041,43283,522149,400–423,004

Depreciation

(19,452)(1,521)(14,634)(15,744)(194)(51,545)

Amortisation

(87)(692)(33)(2)(283)(1,097)

Other costs – external

(97,619)(26,938)(57,536)(120,625)(5,501)(308,219)

Operating profit/(loss) before interest and tax

31,49212,28111,31913,029(5,978)62,143

Interest income

––14106387

Interest expense

(5)–(638)(3,851)(6,795)(11,289)

Share of profit/(loss) from joint ventures and

associates––––(11,048)(11,048)

Operating profit/(loss) before tax

31,48712,28110,6959,188(23,758)39,893

Taxation

(8,947)(3,595)(3,003)(517)5,922(10,140)

Operating profit/(loss) – after interest and tax

22,5408,6867,6928,671(17,836)29,753

Capital expenditure

61,52945127,41292,3861,742183,520

Non-current assets

155,11323,48787,007182,91758,722507,246

Total assets

188,52225,524106,336220,60261,489602,473

Net funds employed

148,37821,87972,205184,29152,453479,206

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20197475

2. Revenue
NZ IFRS 15 ‘Revenue from contracts with customers’

Effective 1 July 2018, the Group adopted NZ IFRS 15 ‘Revenue from Contracts with Customers’ on a modified retrospective

basis. On adoption the Group reassessed the revenue policies and concluded that in regards to the rental of motorhomes,

a lease component has been identified and accordingly this portion of revenue is recognised under NZ IAS 17 (prior to

adoption of NZ IFRS 16) as opposed to under NZ IFRS 15. This does not have any impact on revenue recognition, however

does affect the disclosure thereof. Refer to the Rental Revenue paragraph below.

Comparatives continue to be reported under NZ IAS 18 and have therefore not been restated and no adjustment was

made to the opening retained earnings amount as at 1 July 2018.

Revenue recognition processes and accounting policies have been amended to ensure that the five-step method,

as defined in NZ IFRS 15, is applied consistently to revenue recognition across the Group.

The revenue earned by the Group is derived f rom the satisfaction of one or more performance obligations, which are

satisfied at or over a similar period.

(i) Sales of services

Sales of services comprises of rental revenue and service revenue.

Rental Revenue (in accordance with NZ IAS 17)

Rental revenue is recognised in the accounting period in which the services are rendered, by reference to completion of

the specific transaction. Where the rental covers a period of more than one day, revenue is recognised on a straight-line

basis based on the number of days of the booking that have occurred by year end as a proportion of the total number

of days in the booking. The portion of the revenue that occurs after year end is shown as Revenue in Advance on the

statement of financial position.

Service Revenue

Service Revenue comprises various performance obligations (rental add-ons such as accessories and insurance),

in which satisfaction in most cases occurs evenly over the rental period and is recognised accordingly. The Group

recognises this revenue over time, as the customer simultaneously receives and consumes the benefits provided

by the entity’s performance as the entity performs.

Sales f rom tourism services are recognised when the service is rendered to the customer and are recognised in the

accounting period in which the performance obligation is satisfied, being when the customer obtains the benefit

f rom the service. It relates to the satisfaction of a number of performance obligations at a point in time; the contract

price that is determined for any single performance obligation is based with reference to the stand alone price and

no significant financing components exist, as the transaction is settled within 12 months from the transaction date.

There are no costs to obtain or fulfil the contract.

The Group prices its products/services on a fixed basis and the pricing is fixed and determinable when the duly executed

arrangement is finalised. The Group does not have a variable component to its pricing. It has also been determined that

there are no significant financing components as part of the Group’s sale of services arrangements. The Group does not

provide for returns or refunds in the contracts with its customers.

Revenue f rom these sales is recognised net of the estimated discounts or other promotions. Accumulated experience is

used to estimate and provide for the discounts, using the expected value method, and revenue is only recognised to the

extent that it is highly probable that a significant reversal will not occur.

The Group recognises the contract liability which represents the Group’s obligation to transfer goods or services to a

customer for which the Group has received consideration f rom the customer. It relates to the payments and deposits

from the customers and are disclosed as Revenue in Advance in the consolidated statement of financial position.

The opening balance of the contract liability has been fully recognised in revenue in FY19 and there is no material

revenue recognised in FY19 related to the performance obligations met in the previous periods. The average timing

of satisfaction of performance obligations in relation to the payment of the contract liability is between 1-6 months.

Based on the assessment performed by the Group, there is no material impact of the revised standard on the Group’s

revenue recognition and accordingly no transition adjustments have been made.

(ii) Sales of goods

The Group sells a range of motorhomes, accessories and other merchandise. Sales are recognised when control

of the goods has transferred, being when the goods are handed over to the customer and the customer has the

ability to direct the use of the goods. It relates to the satisfaction of a single performance obligation at a point in time;

the contract price is determined and no significant financing components exist as the transaction is settled within

12 months from the transaction date and no costs to obtain or fulfil the contract.

2. Revenue (continued)

Sales of services

Sale of services includes revenue from rental of motorhomes, Wi-Fi, accessories and additional services relating to the rental

of motorhomes and the sale of tourism experiences (Kiwi Experience and Waitomo).

2019

$000’s

2018

$000’s

Rental revenue

197,210179,757

Service revenue

94,98993,330

Total sale of services

292,199273,087

Future minimum rental revenue under non-cancellable operating leases.

2019

$000’s

2018

$000’s

Within one year

7,2447,059

Within one to two years

7–

Total

7,2517,059

Sale of goods

• Cost of goods includes the net book value of ex-rental fleet sold and the purchase price of new vehicles, trade-ins and retail

goods sold.

• Vehicle selling expenses consists primarily of amounts paid by thl to third party warranty providers, and costs incurred under

warranty claims.

2019

$000’s

2018

$000’s

Sales of goods

130,805152,790

Cost of goods

(113,176)(128,401)

Vehicle selling expenses

(1,197)(1,364)

Cost of sales

(114,373)(129,765)

Gross profit

16,43223,025

3. Other operating income/(expenses), net

2019

$000’s

2018

$000’s

Net (loss)/gain on disposals of non-fleet assets*

(2)24,657

Other non-fleet rental income

14316

Other operating income

14124,673

* In February 2018, the Group entered into agreements to contribute its investments in Roadtrippers USA and Roadtrippers Australasia, its Mighway

business, the Togo Fleet (previously known as Cosmos) rental and RV industry platform, certain other intangible assets and cash to create a joint

venture, Togo Group with Thor Industries, a motorhome manufacturer in the United States. The Group recognised a gain of $24,322k as a result of

the disposal of the above investments and assets (refer to note 17).

Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019767777

Notes to the consolidated financial statements (continued)

4. Profit before tax includes the following specific expenses
NOTES

2019

$000’s

2018

$000’s

Donations

912

Depreciation

1251,54546,044

Amortisation of intangible assets

161,0971,328

Rental and operating lease costs

12,20412,238

Raw materials and consumables

1,5321,512

Repairs and maintenance including damage repairs

27,64326,871

Internal audit fees

165153

Net foreign exchange losses/(gains)

20(103)

Audit fees – PricewaterhouseCoopers

Audit of financial statements

475425

Audit of implementation of new accounting standards

3854

Other fees – PricewaterhouseCoopers

Remuneration benchmarking

31–

Treasury services

i

1513

Agreed upon procedures

ii

199

Other services

iii

2016

Total fees paid to PricewaterhouseCoopers

598517

Notes on fees paid to auditor:

i. Treasury services includes treasury advisory services.

ii. Agreed upon procedures in relation to Waitomo lease compliance, the interim financial statements and the Annual Meeting.

iii. Other services include an assurance engagement for the interim financial statements and assistance with the compilation

of subsidiary financial statement.

During the year ended 30 June 2018, the Group incurred transaction costs of $1.2M in relation to the investment in Togo Group

(refer to note 17). These costs are included in the administration expenses in the Group’s financial statement of comprehensive

income.

5. Employee benefits expense

Employee entitlements to salaries and wages and annual leave to be settled within 12 months of the reporting

date represent present obligations resulting f rom employees’ services provided up to the reporting date. These are

calculated at undiscounted amounts based on remuneration rates that the Group expects to pay.

2019

$000’s

2018

$000’s

Wages and salaries

80,54878,317

Share-based payment costs (note 33)

368326

Other employee benefits

2,6361,946

Total employee remuneration

83,55280,589

6. Finance income

2019

$000’s

2018

$000’s

Interest income

8730

Total finance income

8730

7. Finance expenses

2019

$000’s

2018

$000’s

Interest on bank borrowings

11,2849,387

Interest on finance leases

524

Total interest expense

11,2899,411

8. Income tax

The Group is subject to income taxes in multiple jurisdictions. Significant judgement is required in determining

the worldwide provision for income taxes. There are many transactions and calculations for which the ultimate tax

determination is uncertain during the ordinary course of business. The Group recognises liabilities for anticipated tax

audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters

is different f rom the amounts that were initially recorded, such differences will impact the income tax and deferred tax

provisions in the period in which such determination is made.

Current and deferred income tax

Income tax expenses comprises current tax and deferred tax.

Current tax is the amount of income tax payable based on the taxable profit for the current year, plus any adjustments

to income tax payable in respect of prior years. Current tax is calculated using rates that have been enacted or

substantially enacted by balance date.

Deferred tax is the amount of income tax payable or recoverable in future periods in respect of temporary differences

and unused tax losses. Temporary differences are differences between the carrying amount of assets and liabilities in

the financial statements and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are recognised

to the extent that it is probable that taxable profits will be available, against which the deductible temporary

differences or tax losses can be utilised.

Deferred tax is not recognised if the temporary difference arises f rom the initial recognition of goodwill or f rom the

initial recognition of an asset and liability in a transaction that is not a business combination and, at the time of the

transaction, affects neither accounting profit nor taxable profit.

Deferred tax is recognised on taxable temporary differences arising on investments in subsidiaries and associates,

except where the company can control the reversal of the temporary difference and it is probable that the temporary

difference will not be reversed in the foreseeable future.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the

asset is realised, using tax rates that have been enacted or substantially enacted by balance date.

Current tax and deferred tax is charged or credited to the income statement, except when it relates to items charged

or credited directly to equity, in which case the tax is classified within equity.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20197879

NOTES
2019

$000’s

2018

$000’s

Current tax

13,0959,182

Deferred tax

35(2,955)4,633

Income tax expense

10,14013,815

The Group shall offset current tax assets and current tax liabilities if, and only if, the Group has a legal enforceable right to set off

the recognised amounts, and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

The tax on the profit before tax differs from the theoretical amount that would arise using the weighted average tax rate

applicable to profits of the consolidated companies as follows:

2019

$000’s

2018

$000’s

Profit before tax

39,89376,169

Tax calculated at domestic rates applicable to profits in the respective countries

11,28721,328

Non-assessable income

(1)

(63)(7,132)

Expenses not deductible for tax purposes

7841,373

Effect of lower federal tax rates in the US

(2)

–(1,759)

Prior year tax adjustment

(3)

(1,868)5

Income tax expense

10,14013,815

(1) As part of the Togo Group investment in February 2018, the Group recognised a non-assessable gain of $24,322k on the contribution

(refer to note 17).

(2) In January 2018, the federal corporate tax rate in the United States was reduced from 35% to 21%. This change resulted in a gain of USD$1.3M

as at 30 June 2018 related to the re-measurement of deferred tax assets and liabilities of the Group & US subsidiaries for the year ended

30 June 2018.

(3) The prior year tax adjustments include a one-off tax benefit in relation to an allowance under the tax code to carry back tax losses to previous

tax years. The tax years that the losses were applied to had a higher tax rate than the losses were previously valued at (refer to note 35).

As a result, the weighted average effective tax rate was 25% (2018: 18%).

9. Earnings per share

20192018

Profit attributable to the equity holders of the Parent ($000's)

29,75362,354

Weighted average number of ordinary shares on issue (000's)*

125,801122,764

Basic earnings per share (in cents)

23.750.8

8. Income tax (continued)9. Earnings per share (continued)

Diluted

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume

conversion of all dilutive potential ordinary shares arising from the employee share scheme (refer to note 33).

20192018

Weighted average number of ordinary shares on issue (000's)*

125,801122,764

Dilutive redeemable shares and options if exercised (000's)

1,9984,379

Total shares (000's)

127,799127,143

Diluted earnings per share (in cents)

23.349.0

* An additional 14,667,436 shares from the pro rata 1 for 9 rights offer (the Rights Offer) were issued in July 2019 (refer to note 20). The issue price

of $3.40 per share under the Rights Offer represented a 9.6% discount to the theoretical ex rights price on the record date. As a result, 1,404,329

shares issued as part of the Rights Offer were treated as a bonus issue which have been adjusted in the weighted average number of ordinary

shares on issue in both 2019 and 2018 in accordance with NZ IAS 33. The 2018 basic earnings per share has been restated to 50.8 (2018: 51.4), and

diluted basic earnings per share has been restated to 49.0 (2018: 49.6).

10. Dividends

The 2018 final and 2019 interim dividends paid in the year ended 30 June 2019 were $17,243k (14 cents per share) and $16,142k

(13 cents per share) respectively. The final and interim dividends paid in the year ended 30 June 2018 were $13,234k (11 cents per

share) and $15,947k (13 cents per share) respectively.

Dividend distributions to the Company’s shareholders are recognised as a liability in the Group’s financial statements

in the period in which the dividends are approved by the Company’s directors.

11. Imputation credits

2019

$000’s

2018

$000’s

The amount of imputation credits available for use in subsequent reporting periods

5,6715,096

The above amounts represent the balance of the imputation credit account as at the end of the reporting period adjusted for:

• Imputation credits that will arise from the payment of the amount of the provision for income tax;

• Imputation debits that will arise from the payment of dividends recognised as a liability at the reporting date; and

• Imputation credits that will arise from the receipt of dividends recognised as receivables at the reporting date.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20198081

In this section
This section describes the assets thl uses in the business to generate profit, including:

• Property, plant and equipment

The most significant component is the motorhome fleet. Premises, in general, are leased, however significant owned

properties are the Waitomo Caves Visitor Centre and the Waitomo Caves Homestead.

• Leased assets

The most significant leased assets relate to the premises in New Zealand, Australia and the United States.

• Inventory

The most significant inventory items are the ex-rental motorhome fleet assets that are held for sale. Other inventory items

include spare parts, living equipment used inside rental motorhomes, and retail stock.

• Intangible assets

Intangible assets include:

– goodwill arising from the purchase of the Road Bear RV, Kiwi Experience and El Monte RV businesses;

– the cost of the Waitomo Caves leases;

– software;

– brands; and

– trademarks.

12. Property, plant and equipment

Property, plant and equipment are made up of the following assets:

• Motorhomes - this comprises the rental fleet of the Rentals New Zealand, Rentals Australia and Rentals United States

businesses. Motorhomes that are held for sale are reclassified from property, plant and equipment to inventory

(as shown in the table below);

• Motor vehicles – this comprises vehicles owned by the business, including shuttles and company cars;

• Land and buildings – this comprises owned land and buildings in Waitomo;

• Other plant and equipment – this comprises office equipment, furniture, and other plant used to operate the business; and

• Capital work in progress – this represents capital purchases and projects that are not yet in service. The most significant work

in progress relates to motorhome fleet built for the next season.

Land and buildings are shown at historical cost, less subsequent accumulated depreciation for buildings. Land is

not depreciated. All other property, plant and equipment are stated at historical cost less accumulated depreciation.

Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only

when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the

item can be measured reliably. All other repairs and maintenance are charged to the income statement during the

financial period in which they are incurred.

Section B – Assets used to generate profit

12. Property, plant and equipment (continued)

The Group estimates the residual values of the fleet in order to depreciate motorhome assets using the straight-line

method. The Group has considered the appropriateness of the residual values and useful lives that have been used by

reviewing the gains/losses made on recent sales, and forecasts, of similar motorhomes. The estimated useful lives of

motorhomes on the rental fleet are 1 - 6 years. This results in annual depreciation rates as a percentage of the original

costs of between 5% and 15% for motorhomes. If the depreciation rate increase/(decrease) by 1% for motorhomes, the

depreciation expense will increase/(decrease) by approximately $4.7M for the year.

Depreciation on other assets is calculated using the straight-line method to allocate their cost amounts to their

residual values over their estimated useful lives as follows:

Buildings & leasehold improvements 7 - 40 years

Vehicles (non-fleet) 5 - 10 years

Other plant & equipment 3 - 20 years

The assets’ useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. An asset’s carrying

amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its

estimated recoverable amount (note 16).

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These are included in

the income statement.

MOTORHOMES

$000’s

MOTOR

VEHICLES

$000’s

LAND AND

BUILDINGS

$000’s

OTHER

PLANT AND

EQUIPMENT

$000’s

CAPITAL

WORK IN

PROGRESS

$000’s

TOTAL

$000’s

Year ended 30 June 2019

At 1 July 2018

362,80086615,2318,15629,007416,060

Additions and transfers from work in progress (net)

183,586406411,549(2,296)183,520

Disposals

(95,301)(9)(6)(178)–(95,494)

Exchange differences

(3,022)(2)(51)(94)6(3,163)

Depreciation charge

(46,667)(197)(1,661)(3,020)–(51,545)

Closing net book amount

401,39669814,1546,41326,717449,378

As at 30 June 2019

Cost

504,9941,83627,57821,94026,717583,065

Accumulated depreciation

(103,598)(1,138)(13,424)(15,527)–(133,687)

Net book amount

401,39669814,1546,41326,717449,378

Less reclassification of motorhomes to inventory

at balance date

Cost

56,406––––56,406

Accumulated depreciation

(14,044)––––(14,044)

Net book amount reclassified

42,362––––42,362

Closing net book amount post reclassification

359,03469814,1546,41326,717407,016

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20198283

12. Property, plant and equipment (continued)
MOTORHOMES

$000’s

MOTOR

VEHICLES

$000’s

LAND AND

BUILDINGS

$000’s

OTHER

PLANT AND

EQUIPMENT

$000’s

CAPITAL

WORK IN

PROGRESS

$000’s

TOTAL

$000’s

Year ended 30 June 2018

At 1 July 2017

311,1341,15117,0739,89922,549361,806

Additions and transfers from work in progress (net)

175,7254163671,7316,456184,695

Disposals

(104,957)(406)(863)(125)–(106,351)

Exchange differences

21,41542227268221,954

Depreciation charge

(40,517)(337)(1,573)(3,617)–(46,044)

Closing net book amount

362,80086615,2318,15629,007416,060

As at 30 June 2018

Cost

455,9941,84127,11021,74729,007535,699

Accumulated depreciation

(93,194)(975)(11,879)(13,591)–(119,639)

Net book amount

362,80086615,2318,15629,007416,060

Less reclassification of motorhomes to inventory

at balance date

Cost

42,350––––42,350

Accumulated depreciation

(10,450)––––(10,450)

Net book amount reclassified

31,900––––31,900

Closing net book amount post reclassification

330,90086615,2318,15629,007384,160

13. Capital commitments

Capital commitments relates to the build of the Group’s fleet for the following year.

Capital expenditure contracted for at balance date but not yet incurred is as follows:

2019

$000’s

2018

$000’s

Property, plant and equipment

65,38767,567

14. Operating leases

The Group predominantly leases its premises in New Zealand, Australia and the United States under operating lease

arrangements. The leases have varying terms, escalation clauses and renewal rights. The significant portion of the risks

and rewards of ownership are retained by the lessor and, therefore, they are classified as operating leases. Payments

made under operating leases (net of any incentives received f rom the lessor) are charged to the income statement on

a straight-line basis over the period of the lease.

The future aggregate minimum lease payments under non-cancellable operating leases are as follows:

2019

$000’s

2018

$000’s

Within one year

10,70211,127

One to five years

31,52138,758

Beyond five years

18,32818,384

60,55168,269

15. Inventories

Inventories are made up of the following categories:

• Raw materials – this comprises parts, factory and workshop stock;

• Motorhomes held for sale - this mainly comprises ex-rental fleet which are now on the sale yard and also includes

new fleet and trade-ins for sale;

• Finished goods - this comprises living equipment to be used in motorhomes and retail shop stock; and

• Inventory provision - a provision is created to allow for the value of inventory which is no longer useable or to recognise

the net realisable value when it is lower than cost.

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the first-in, first-out

(FIFO) method. The cost of finished goods and work in progress comprises design costs, raw materials, direct labour,

other direct costs and related production overheads (based on normal operating capacity). It excludes borrowing

costs. Net realisable value is the estimated selling price in the ordinary course of business, less applicable variable

selling expenses.

Rental assets held for sale at balance date have been reclassified as inventory.

2019

$000’s

2018

$000’s

Raw materials

5,1173,649

Motorhomes held for sale

47,17241,168

Finished goods

4,1235,085

Provision for obsolescence

(193)(114)

56,21949,788

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20198485

16. Intangible assets
Intangible assets of the Group comprise:

• Brands – the brand value acquired relates to the Road Bear RV brand of the United States’ rentals business;

• Goodwill – this relates to the Kiwi Experience, Road Bear and El Monte RV business combinations;

• Trademarks, leases and licences – thl has a licence to operate the Waitomo Glowworm Caves until 2027, and licences to

operate other caves in the Waitomo region, with licence terms expiring in 2032, 2033 and 2039; and

• Other intangibles – this relates to acquired software licences and software development costs.

Brands

The Road Bear RV brand acquired in the United States rentals business combination was valued using the relief f rom

royalty method and is recognised at fair value at the acquisition date. The brand value is included in the net assets

of the cash-generating units. The brand is deemed to have an indefinite life as the Group has determined that there

is no foreseeable limit to the period over which the brand is expected to generate net cash in-flows for the entity.

The brand is tested annually for impairment and is carried at cost less any accumulated impairment losses.

Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net

identifiable assets of the acquired subsidiary at the date of acquisition. Separately recognised goodwill is tested

annually for impairment and carried at cost less accumulated impairment losses. Impairment losses on goodwill are

not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the

entity sold.

Goodwill is considered to have an indefinite useful life. Based on an analysis of all the relevant factors, there is no

foreseeable limit to the period over which the asset is expected to generate net cash flows for the entity.

Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those

cash-generating units or groups of cash-generating units that are expected to benefit from the business combination

in which the goodwill arose. The Group allocates goodwill to each business segment in each country in which it

operates.

Trademarks, leases and licences

Trademarks, leases and licences are shown at historical cost of acquisition by the Group less amortisation.

Amortisation of trademarks, leases and licences are calculated using the straight-line method over the life of the

underlying assets.

Other intangibles

Acquired computer software licences are capitalised on the basis of the costs incurred to acquire and bring to use the

specific software. These costs are amortised over their estimated useful lives (three to five years).

Costs associated with maintaining computer software programmes are recognised as an expense, as incurred. Costs

that are directly associated with the production of identifiable and unique software products controlled by the Group,

and that will probably generate economic benefits exceeding costs beyond one year, are recognised as intangible

assets. Direct costs include the software development employee costs and an appropriate portion of relevant

overheads.

Computer software development costs are recognised as assets and are amortised over their estimated useful lives

(three to five years).

16. Intangible assets (continued)

BRAND VALUE

ACQUIRED

$000’s

GOODWILL

$000’s

TRADEMARKS,

LEASES AND

LICENSES

$000’s

OTHER

INTANGIBLES

$000’s

TOTAL

$000’s

Year ended 30 June 2019

At 1 July 2018

83534,6688,0971,04744,647

Exchange differences

6222–(5)223

Additions

–––407407

Amortisation charge

––(661)(436)(1,097)

Closing net book amount

84134,8907,4361,01344,180

As at 30 June 2019

Cost

84181,18822,87414,162119,065

Accumulated amortisation and impairment

–(46,298)(15,438)(13,149)(74,885)

Net book amount

84134,8907,4361,01344,180

Year ended 30 June 2018

At 1 July 2017

74631,3268,6621,65142,385

Exchange differences

893,342–43,435

Additions

––1379761,113

Disposal

––(71)(887)(958)

Amortisation charge

––(631)(697)(1,328)

Closing net book amount

83534,6688,0971,04744,647

As at 30 June 2018

Cost

83580,96622,87413,760118,435

Accumulated amortisation and impairment

–(46,298)(14,777)(12,713)(73,788)

Net book amount

83534,6688,0971,04744,647

Impairment of non-financial assets

The Group tests whether goodwill and brands have suffered any impairment on an annual basis, in accordance with

the accounting policy stated below. The recoverable amounts of cash-generating units have been determined based

on value-in-use calculations below. These calculations require the use of estimates.

Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment.

Assets that are subject to amortisation or depreciation are reviewed for impairment whenever events or changes in

circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the

amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher

of an asset’s fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at

the lowest levels for which there are separately identifiable cash flows (cash-generating units).

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20198687

The table below details the cash-generating units that goodwill and brands are attributable to.
RENTALS

$000’s

TOURISM GROUP

$000’s

TOTAL

$000’s

2019

New Zealand – goodwill

–3,1263,126

United States of America – goodwill

31,764–31,764

United States of America – brands

841–841

32,6053,12635,731

2018

New Zealand – goodwill

–3,1263,126

United States of America – goodwill

31,542–31,542

United States of America – brands

835–835

32,3773,12635,503

The recoverable amount of a cash-generating unit is determined on value-in-use calculations. These calculations use free

cash flow projections based on financial budgets approved by management covering a five year period plus a terminal value

calculation. These annual free cash flows are then discounted by a country specific pre-tax discount rate to arrive at a net

present value (or enterprise value) which is compared to the carrying book value. In addition, carrying values are also assessed

using alternative valuation metrics, in particular EBIT multiples for similar industry groupings.

The divisional models used by thl to generate the free cash flow projections incorporate the expected growth rates from

markets the businesses operate in, which are compared to Ministry of Business, Innovation and Employment (NZ) and United

States Department of Commerce Office of Travel and Tourism Industries’ forecasts for reasonableness. Capital expenditure

and disposal proceeds are projected forward based on current build or purchase costs, realisable sale values and expected fleet

rotation by vehicle type (for the rentals operations). Costs and revenues are inflated by an expected inflation rate of 2% unless

additional specific information is known.

Key assumptions used for value-in-use calculations:

20192018

Rentals United States of America

Revenue growth rate

1

3% p.a.6% p.a.

Operating costs growth rate

1

3% p.a.6% p.a.

Terminal growth rate

2.0%2.0%

Discount rate

2

10.6%11.4%

20192018

Tourism Group New Zealand

Revenue growth rate

1

14% p.a.5% p.a.

Operating costs growth rate

1

12% p.a.5% p.a.

Terminal growth rate

2.0%2.0%

Discount rate

2

10.6%12.2%

(1) Weighted average annual growth rates used to extrapolate cash flows. The revenue and cost growth rate used for the Tourism Group

calculation represents a recovery from the FY19 performance, back to historical levels, in the Kiwi Experience business. The terminal growth

rate used is 2%.

(2) Pre-tax discount rate applied to the pre-tax cash flow projections.

The calculated recoverable amount provides sufficient headroom over the carrying value such that it is considered that a

reasonable change in the assumptions applied will not result in an impairment of the goodwill balance.

16. Intangible assets (continued)

Section C – Investments

In this section

thl ’s investments comprise subsidiaries, associate and joint ventures. This section explains the investments held by thl,

providing additional information, including:

a) Accounting policies, judgements and estimates that are relevant for measuring the investments; and

b) Analysis of thl ’s associate and joint ventures.

thl ’s investments include a 50% interest in Action Manufacturing, a business that manufactures motorhomes for the Group’s

New Zealand and Australian business segments and other speciality vehicles for external customers; and a 50% joint venture

investment in Togo Group. Togo Group is based in the United States and provides digital services to RV owners and operators,

and operates the Mighway and Roadtrippers businesses. During the year, Togo Group sold its interest in Roadtrippers Australasia

to Outdoria, an Australia-based global online marketplace platform that advertises, markets and facilitates the sale of products,

services and events for outdoor-related activities. In exchange for the assets sold, Outdoria agreed to exchange a 35% interest

in Outdoria stock. The fair value of exchanged interests was US$1.9M. Other investment includes a 49% interest in Just go,

a motorhome rental operation in the United Kingdom.

17. Joint ventures

Interests in joint ventures are accounted for using the equity method, after initially being recognised at cost in the

consolidated balance sheet.

Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to

recognise the Group’s share of the post-acquisition profits or losses of the investee in profit or loss, and the Group’s

share of movements in other comprehensive income of the investee in other comprehensive income. Dividends

received or receivable f rom associates and joint ventures are recognised as a reduction in the carrying amount of the

investment.

When the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity,

including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has

incurred obligations or made payments on behalf of the other entity.

Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to the extent

of the Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence

of an impairment of the asset transferred. Accounting policies of equity accounted investees have been changed

where necessary to ensure consistency with the policies adopted by the Group.

After application of the equity method, including recognising joint venture’s profits / losses in accordance with the

accounting policies above, the Group determines whether there is any objective evidence that its net investment in joint

venture is impaired. The net investment in joint venture is impaired and impairment losses are incurred if, and only if,

there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of

the net investment (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows from

the net investment that can be reliably estimated. The carrying amount of the investment is tested for impairment in

accordance with NZ IAS 36 as a single asset, by comparing its recoverable amount (higher of value in use and fair value

less costs to sell) with its carrying amount.

The Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognised

f rom initial recognition of the receivables. To measure the expected credit losses, advances to joint ventures have been

grouped based on shared credit risk characteristics and the days past due. The expected loss rates are based on the

historical credit losses experienced. Where appropriate, the historical loss rates are adjusted to reflect current and

forward-looking information.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20198889

17. Joint ventures (continued)
Togo Group

In February 2018, the Group entered into agreements to contribute its investment in Roadtrippers USA and Roadtrippers

Australasia, its Mighway business, the Togo Fleet rental and RV industry platform, certain other intangible assets and cash to form

a joint venture, Togo Group, with Thor Industries, a motorhome manufacturer in the United States. Each partner owns 50% of

Togo Group. Due to the nature of the contractual rights and obligations, Togo Group is classified as a joint venture for accounting

purposes and accounted for using the equity method.

Togo Group provides digital services to RV owners and operators (Togo Fleet), and operates the Mighway and Roadtrippers

businesses.

The assets and liabilities contributed as part of the investment in Togo Group are as follows:

2018

$000’s

Property, plant and equipment

252

Intangible assets

3,040

Investments in joint ventures and associates

7,631

Total non-current assets

10,923

Cash (paid as part of the consideration)

4,051

Trade and other receivables

633

Inventories

3

Total current assets

4,687

Total assets

15,610


Foreign currency translation reserve

(89)

Total equity

(89)

Trade and other payables

542

Employee benefits

420

Total current liabilities

962

Total liabilities

962

Total equity and liabilities

873

Net assets contributed

14,737

In return for the assets and liabilities contributed, thl received its investment in Togo Group. The fair value of the intangible assets

that were contributed to Togo Group was supported by an independent third party valuation.

In accordance with IAS28, the Group has only recognised the gain on sale in relation to the portion of Togo Group that is held by

Thor Industries and does not remain under ownership of thl. Accordingly, the Group recognised a gain of $24,322k before tax and

transaction costs, in relation to the transaction.

Net cash paid in March 2018 as part of the investment in Togo Group was $4,051k. A further investment of $5,192k was made in

June 2018. This investment was made to fund a planned tax payment that arose as part of the legal restructure of Roadtrippers

Inc as part of the Togo Group transaction.

thl made further investments of $9,589k into Togo Group during the 2019 financial year.

17. Joint ventures (continued)

Analysis of Togo Group

The following amounts represent the sales and results, and assets and liabilities of 100% of Togo Group in NZD:

2019

$000’s

2018

$000’s

Revenue

6,1452,519

Expenses

(32,110)(7,957)

Loss before income tax

(25,965)(5,438)

The loss before income tax of Togo Group includes depreciation and amortisation expense of $4,498k (2018: $614k). thl ’s share

of loss before tax from Togo Group has been included in thl ’s tax calculation.

2019

$000’s

2018

$000’s

Assets

Property, plant and equipment

474315

Intangible assets

135,197134,687

Investment in Outdoria

2,588–

Outdoria loan receivable

655–

Total non-current assets

138,914135,002

Current assets

3,55513,421

142,469148,423

Liabilities

Non-current liabilities

–51

Current liabilities

4,2764,612

4,2764,663

Net assets/(liabilities)

138,193143,760

The Group's 50% share of Togo Group net assets/(liabilities)

69,09771,880

There are no contingent liabilities relating to the Group’s interest in Togo Group, and no contingent liabilities in the venture itself.

The Group’s recognised interest in Togo Group

The following table sets out the Group’s interest in Togo Group:

2019

$000’s

2018

$000’s

Fair value of investment in Togo Group initially recognised

38,97638,976

Subsequent investment in Togo Group

14,7815,192

Losses recognised against the investment balance

(15,501)(2,672)

Foreign exchange revaluation gain/(loss)

4,0533,652

Net investment recognised

42,30945,148

Advance opening balance

819–

Net cash (repayment)/advances during the period

(362)819

Advance closing balance

457819

Net interest in Togo Group

42,76645,967

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20199091

17. Joint ventures (continued)
2019

$000’s

2018

$000’s

Non-current

42,30945,148

Current

457819

42,76645,967

The cash advance from the Group is a trade account. The balance is determined on a monthly basis and is payable in the

following month. Interest is not payable on the advance.

In July 2019 the Group entered an agreement to advance loans of up to US$8.2M to Togo Group throughout FY20. The loans

to Togo Group will not be called upon by thl before 1 August 2020.

The Group’s share of losses from Togo Group for the year ended 30 June 2019 was $12,829k. A valuation of Togo Group was

undertaken during the year which supported that no impairment is required against the Group’s net interest in Togo Group.

The key assumptions used were around the revenue growth, operating expenses growth, terminal growth rate and the discount

rate. As Togo Group is currently in an expansion phase, the revenue and operating expenses are expected to grow significantly

over coming years. A terminal growth rate of 3.0% was used, and discount rate of 35.0% was used due to the current expansion

phase of the business.

Action Manufacturing LP (AMLP)

thl has a 50% joint venture partner in AMLP, a vehicle manufacturer based in New Zealand. The other 50% partner is Alpine

Bird Manufacturing Limited, which is owned by Grant Brady (refer to note 32). Due to the nature of the contractual rights and

obligations, AMLP is classified as a joint venture for accounting purposes and accounted for using the equity method.

AMLP manufactures motorhomes for the Group’s New Zealand and Australian business segments, and other speciality vehicles

for external customers.

The following amounts represent the sales and results, and assets and liabilities of 100% of AMLP:

2019

$000’s

2018

$000’s

Revenue

74,89672,475

Expenses

(71,826)(66,771)

Profit before income tax

3,0705,704

The profit before income tax of AMLP includes depreciation expense of $818k (2018: $627k) and net finance costs of $662k (2018:

$425k). thl ’s share of profit before tax from AMLP has been included in thl ’s tax calculation.

Analysis of AMLP

2019

$000’s

2018

$000’s

Assets

Non-current assets

6,0542,887

Cash and cash equivalents

4,814829

Current assets

38,99136,552

49,85940,268

Liabilities

Current liabilities

32,26525,745

Net assets/(liabilities)

17,59414,523

The Group's 50% share of AMLP net assets/(liabilities)

8,7977,262

There are no contingent liabilities relating to the Group’s interest in AMLP, and no contingent liabilities in the venture itself.

The contractual property lease commitment of AMLP is $2,624k (2018: $997k).

17. Joint ventures (continued)

The Group’s recognised interest in AMLP

The following table sets out the Group’s interest in AMLP:

2019

$000’s

2018

$000’s

Fair value of investment in AMLP initially recognised

250250

Profits recognised against the investment balance

8,7977,262

Distribution received from accumulated earnings

(250)(250)

Investment recognised

8,7977,262

Advance opening balance

31394

Net cash advances/(repayment) during the period

1,113(363)

Advance closing balance

1,14431

Net interest in AMLP

9,9417,293

2019

$000’s

2018

$000’s

Non-current

9,4227,262

Current

51931

9,9417,293

Total advance to and investment in joint ventures

2019

$000’s

2018

$000’s

Non-current

51,73152,410

Current

976850

52,70753,260

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20199293

18. Investments in associate
Associates

Associates are all entities over which the Group has significant influence, but not control, generally accompanying

a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for using the

equity method of accounting and are initially recognised at cost. The Group’s share of its associates’ post-acquisition

profits or losses is recognised in the income statement.

In March 2015, the Group acquired a shareholding of 49.0% in Skewbald Limited (trading as Just go) for GBP £1,744k. Just go is

a motorhome rental business operating in the United Kingdom. The investment has been accounted for as an investment in

associate, and the Group’s share of associates profits have been recognised with the Group’s investment.

The carrying amounts recognised in the balance sheet are as follows:

2019

$000’s

2018

$000’s

Just go

4,3194,188

Total

4,3194,188

The share of profits/(losses) recognised in the income statement are as follows:

2019

$000’s

2018

$000’s

Just go

246204

Roadtrippers USA (to 28 February 2018)

–(988)

Total

246(784)

19. Subsidiaries

The principal activities of the Parent company and trading subsidiaries are motorhome rental (Tourism Holdings Australia Pty

Limited, JJ Motorcars Inc and El Monte Rents Inc) and attractions (Waitomo Caves Limited). All subsidiaries are 100% owned and

therefore the Group is deemed to have control and have been fully consolidated from the date which control has been attained

(30 June 2018: 100%). All subsidiaries have 30 June balance dates. Material subsidiary companies included in the Group Financial

Statements at 30 June 2019 are:

NAMECOUNTRY OF INCORPORATION

Tourism Holdings Australia Pty LimitedAustralia

Waitomo Caves LimitedNew Zealand

JJ Motorcars IncUnited States of America

El Monte Rents Inc United States of America

Tourism Holdings USA IncUnited States of America

Section D – Managing funding

In this section

This section explains how thl manages its capital structure and working capital, the various funding sources and distributions

to shareholders. In this section of the notes there is information about:

a) Equity;

b) Debt;

c) Receivables and payables; and

d) Financial instruments.

20. Share capital

2019

SHARES

000’s

2018

SHARES

000’s

2019

$000’s

2018

$000’s

Ordinary shares

Opening balance

123,136120,255180,806171,241

Issue of ordinary shares – redeemable ordinary shares converted

4031,6391,0312,821

Transfer from employee share scheme reserve for redeemable shares converted

––84241

Issue of ordinary shares – in lieu of directors’ fees

3342161214

Ordinary shares to be issued – in lieu of directors’ fees accrued at 30 June

––9(34)

Ordinary shares Issued under Dividend Reinvestment Plan

1,0011,2005,1546,323

Ordinary shares Issued - placement to HB Holdings

7,463–30,000–

Less transaction cost arising on shares issued

––(233)–

Closing balance

132,036

123,136

217,012180,806

The total authorised number of ordinary shares is 132,035,883 shares (2018: 123,136,483) and these are classified as equity.

The shares have no par value. All ordinary shares are issued and fully paid. All ordinary shares rank equally with one vote

attached to each fully paid ordinary share.

There are 1,855,496 redeemable ordinary shares on issue that are convertible on a 1:1 basis to ordinary shares (2018: 2,358,828).

If these convert to ordinary shares per the terms outlined in note 33, total shares on issue will be 133,891,379 (2018: 125,495,311).

In the current year redeemable ordinary shares were converted to ordinary shares in December 2018 (33,333) and April 2019

(369,999). 100,000 redeemable ordinary shares were cancelled in January 2019. There were no issues of redeemable ordinary

shares in the current year, as the 2009 Executive Long Term Incentive Scheme was replaced with a new options scheme in

2017 (see note 33).

In the prior year redeemable ordinary shares were converted to ordinary shares in February 2018 (168,400), March 2018 (281,600)

and April 2018 (1,190,000).

Ordinary shares were issued to directors in lieu of Directors’ fees per the terms outlined in note 32. Shares were issued in October

2018 (13,615) and April 2019 (18,305). In the prior year ordinary shares were issued to directors in lieu of Directors fees in October

2017 (30,731) and April 2018 (11,274). At 30 June 2019 share capital includes an accrual for shares to be issued in lieu of Directors’

fees of $45,000 (2018: $36,000).

In the current year 590,065 ordinary shares were issued in October 2018 at an issue price of $5.283 per share and 411,397 ordinary

shares were issued in April 2019 at an issue price of $4.926 per share to shareholders who elected to participate in the Dividend

Reinvestment Plan.

thl Integrated Annual Report 2019949595

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

20. Share capital (continued)
In the prior year 715,928 ordinary shares were issued in October 2017 at an issue price of $4.806 per share and 484,007 ordinary

shares were issued in April 2018 at an issue price of $5.935 per share to shareholders who elected to participate in the Dividend

Reinvestment Plan.

In June 2019, the Group announced a placement and pro rata rights offer capital raise. The capital raise comprised an upfront

placement of $30M to HB Holdings (a wholly owned subsidiary of the CITIC Capital International Tourism Fund), issuing an

additional 7,462,686 shares at a price of $4.02 per share, which settled on 24 June 2019, followed by an approximately NZ$50

million fully underwritten pro rata 1 for 9 rights offer at $3.40 per share, which settled in July 2019 resulting in the issuance

of an additional 14,667,436 shares. Incremental directly attributable issue costs of $233k were incurred from the placement and

have been netted off against the proceeds of the capital raising at 30 June 2019. Incremental directly attributable issue costs of

$1.169M were incurred from the rights offer that was settled in July 2019.

21. Retained earnings

2019

$000’s

2018

$000’s

Balance at beginning of the year

59,72526,552

Profit for the year

29,75362,354

Dividends on ordinary shares

(33,385)(29,181)

Transfer from employee share scheme reserve

83–

56,17659,725

22. Other reserves

Foreign currency translation reserve

Exchange differences arising on the translation of foreign operations are taken to the foreign currency translation reserve.

When any net investment is disposed of, the related component of the reserve is recognised in profit and loss as part of the

gain or loss on disposal.

The closing exchange rates used to translate the balance sheet are as follows:

20192018

NZD/AUD

0.95610.9180

NZD/USD

0.66940.6741

NZD/GBP

0.52840.5158

22. Other reserves (continued)

Employee share scheme

The employee share scheme reserve is used to recognise the accumulated value of redeemable shares granted which have

been recognised in the income statement. In accordance with the Group’s accounting policy, amounts accumulated in the

executive share scheme reserve have been transferred to share capital on the exercise of the options or to retained earnings

when they have been forfeited (refer to note 33).

2019

$000’s

2018

$000’s

Foreign currency translation reserve

Balance at beginning of the year

9,756(1,663)

Currency translation differences (net of tax)

(2,207)11,419

Balance at year end

7,5499,756

Employee share scheme reserve

Balance at beginning of the year

562477

Value of employee services charged to the income statement

368326

Transfer to retained earnings

(83)–

Transfer to share capital

(84)(241)

Balance at year end

763562

Total other reserves

8,31210,318

23. Borrowings

The guaranteeing group consisting of Tourism Holdings Limited and all New Zealand, Australian and United States 100% owned

subsidiaries had, at balance date, a working capital and a multi-option facility with ANZ Bank New Zealand Limited, Australia

and New Zealand Banking Group Limited, Westpac New Zealand Limited, Westpac Banking Corporation and The Hongkong

and Shanghai Banking Corporation Limited and has provided a composite first ranking debenture over the assets and

undertakings of the Group.

The debt facility is a syndicated facility with ANZ Bank New Zealand Limited as the facility agent.

The facilities are split into term facilities and an interchangeable working capital facility. The interchangeable facility is

interchangeable between overdraft, trade finance loans and documentary letter of credit. The documentary letter of credit

facility is utilised for the purchase of fleet from Action Manufacturing LP. The renewal of certain facilities occurred in the

current financial year.

Current expiry dates are:

MATURITY OF DEBT FACILITIES

January 2020NZ$10M

May 2020NZ$10M

July 2020NZ$30M

September 2020NZ$30M

February 2021NZ$82M

June 2022NZ$70M

July 2022NZ$74M

TotalNZ$306M

The facilities cannot be called for repayment by the banks at a date earlier than the facility’s expiry date above unless an

event of default is triggered (e.g. breach of bank covenants, or failure to make a payment when due) . No such events of

default have been triggered during the current or prior period. The facilities are tested quarterly for covenant compliance.

Interest rates (excluding line fees) applicable at 30 June 2019 on the bank term loans ranged from 2.1% to 5.3% p.a.

(2018: 1.9% to 5.3% p.a.).

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20199697

23. Borrowings (continued)
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently

stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value

is recognised in the income statement over the period of the borrowings using the effective interest method.

Borrowings are classified as current liabilities, unless the Group has an unconditional right to defer settlement

of the liability for at least 12 months after the balance sheet date.

Borrowing costs are recognised as an expense in the period in which they are incurred, except for borrowing costs

directly attributable to the acquisition, construction or production of a qualifying asset, which are capitalised.

Qualifying assets are those assets that necessarily take an extended period of time (six months or more) to get

ready for their intended use.

2019

$000’s

2018

$000’s

Non-current

Bank borrowings

210,979212,056

Finance lease obligations

146

210,980212,102

Current

Finance lease obligations

46221

Total borrowings

211,026212,323

2019

$000’s

2018

$000’s

Maturity of non-current portion

Bank loans

One to two years

82,77386,472

Two to three years

55,00671,374

Three to five years

73,20054,210

210,979212,056

Finance lease obligations

One to two years

146

Two to three years

––

146

2019

$000’s

2018

$000’s

Finance lease liabilities – minimum lease payments

No later than one year

48226

Later than one year and no later than five years

–47

Minimum lease payments

48273

Future finance charges on finance leases

(1)(6)

Present value of finance lease liabilities

47267

23. Borrowings (continued)

The carrying amounts of the Group’s borrowings are denominated in the following currencies:

2019

$000’s

2018

$000’s

New Zealand dollar

46,62365,520

Australian dollar

8,57711,765

United States American dollar

152,525131,657

Pounds sterling

3,3013,381

211,026212,323

The Group has the following undrawn borrowing facilities:

2019

$000’s

2018

$000’s

Floating rate

– Expiring beyond one year

62,47825,734

The Group has sufficient working capital and undrawn financing facilities to service its operating activities and ongoing

investment in rental motorhomes. The Group has met all banking covenant requirements in the current period.

As part of its risk mitigation strategy, the Group has funded its investment El Monte Rents Inc with USD denominated debt.

The debt acts as a natural hedge of the investment and, hence, has been designated as a hedge of net investments in

foreign operations.

No borrowing costs were capitalised in 2019 (2018: nil).

24. Leased assets in property, plant and equipment

Property, plant and equipment includes the following amounts where the Group is a lessee under a finance lease.

The finance leases relate to IT assets.

2019

$000’s

2018

$000’s

Cost

1,2821,282

Accumulated depreciation

(1,282)(929)

Net book amount

–353

25. Other commitments

As at 30 June 2019 the Group has a $30m Documentary Letter of Credit facility as part of the interchangeable working capital

facility. The amount drawn at 30 June 2019 was $10,689k (2018: $15,608k).

The outstanding documents are in favour of AMLP (refer to note 17) and are due for payment within 12 months. This is

recognised within ‘trade and other payables’ (refer to note 27).

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 20199899

26. Trade and other receivables
Trade and other receivables are recognised initially at fair value plus transaction costs and subsequently measured at

amortised cost using the effective interest method, less provision for impairment. From 1 July 2018, the Group assesses

on a forward looking basis the expected credit losses associated with its trade and other receivables which are carried

at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in

credit risk.

The Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognised

f rom initial recognition of the receivables. To measure the expected credit losses, trade and other receivables have

been grouped based on shared credit risk characteristics and the days past due. The expected loss rates are based on

the historical credit losses experienced. Where appropriate, the historical loss rates are adjusted to reflect current and

forward-looking information.

The expected credit loss provision did not change f rom the provision for impairment of receivables as recognised

under NZ IAS 39.

2019

$000’s

2018

$000’s

Trade receivables

12,3429,199

Less provision for impairment of receivables

(1,007)(520)

Trade receivables - net

11,3358,679

Prepayments

4,7803,905

Other receivables

5,3566,191

Receivable under buy-back arrangement

7,4937,872

Total trade and other receivables

28,96426,647

At June 2019 trade and other receivables includes an amount of $7,493k (June 2018: $7,872k) relating to vehicles purchased

under a short term buy-back arrangement. This agreement involves purchasing vehicles to be used in the fleet for a period less

than 12 months and then sold back to the supplier. On initial recognition, thl recognised the cash paid for the vehicles, the price

expected to be received upon resale, and the balancing amount of the two is considered the lease expense. The transaction is

accounted for as an operating lease on the basis that:

• thl have an economic incentive to exercise their put option (selling the vehicles back to the supplier);

• thl have the right to use the vehicles for a fixed period at a predetermined price; and

• the vehicles do not meet the definition of property plant and equipment.

Due to low risk of the counterparties for these arrangements, the assessed expected credit losses are immaterial.

There is no concentration of credit risk with respect to trade receivables, as the Group has a large number of customers,

internationally dispersed.

The Group has recognised an increase of $487k (2018: $126k increase) in the provision for the impairment of its trade receivables

which has been included in other operating expenses. The Group has written off, to other operating expenses, $39k (2018: $255k)

of balances of receivables during the year ended 30 June 2019.

27. Trade and other payables

Trade payables

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business

from suppliers. Trade payables are classified as current liabilities if payment is due within one year or less (or in the

normal operating cycle of the business if longer). If not, they are presented as non-current liabilities.

Trade payables are recognised initially at fair value net of transaction costs and subsequently measured at amortised

cost using the effective interest method.

2019

$000’s

2018

$000’s

Trade payables

29,46736,631

Accrued expenses and other payables

18,02215,315

47,48951,946

28. Financial instruments

Classification of financial assets

On the date of initial application of NZ IFRS 9, 1 July 2018, the Group classifies its financial assets in the following

measurement categories:

• those to be measured subsequently at fair value through Other Comprehensive Income (FVOCI) or through profit

or loss, and

• those to be measured at amortised cost.

The classification depends on the business model for managing the financial assets and the contractual terms of the

cash flows.

The Group reclassifies debt investments when and only when its business model for managing those assets changes.

Measurement of financial assets

At initial recognition, the group measures a financial asset at its fair value plus, in the case of a financial asset not at

fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial

asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.

Debt instruments

Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and

the cash flow characteristics of the asset. There are three measurement categories into which the group classifies its

debt instruments:

Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely

payments of principal and interest are measured at amortised cost. Interest income from these financial assets is

included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is

recognised directly in profit or loss and presented in other gains/(losses) together with foreign exchange gains and

losses. Impairment losses are presented as separate line item in the statement of profit or loss.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019100101

FVOCI: Assets that are held for collection of contractual cash flows and for selling the financial assets, where the
assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the

carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest income and

foreign exchange gains and losses which are recognised in profit or loss. When the financial asset is derecognised, the

cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in other

gains/(losses). Interest income from these financial assets is included in finance income using the effective interest

rate method. Foreign exchange gains and losses are presented in other gains/(losses) and impairment expenses are

presented as separate line item in the statement of profit or loss.

FVPL: Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. A gain or loss on a debt

investment that is subsequently measured at FVPL is recognised in profit or loss and presented net within other gains/

(losses) in the period in which it arises.

The interest rate swaps in place as at 30 June 2019 qualified as cash flow hedges under NZ IFRS 9. The group’s risk

management strategies and hedge documentation are aligned with the requirements of NZ IFRS 9 and these

relationships are therefore treated as continuing hedges.

Impact on adoption

The Group has applied NZ IFRS 9 retrospectively but has elected not to restate comparative information. As a result,

the comparative information provided continues to be accounted for in accordance with the Group’s previous

accounting policy.

The classification and measurement of financial assets were aligned with NZ IFRS 9 but there was no impact on the

reported balances. There was no impact on the classification and measurement of financial liabilities.

The table below represents the measurement categories of the financial instruments:

20192018

FINANCIAL ASSETS

AT AMORTISED

COST

$000’s

DERIVATIVES

USED FOR

HEDGING

$000’s

TOTAL

$000’s

FINANCIAL ASSETS

AT AMORTISED

COST

$000’s

DERIVATIVES

USED FOR

HEDGING

$000’s

TOTAL

$000’s

Financial instruments by category

Assets

Advance to joint venture

1,601–1,601850–850

Cash and cash equivalents

8,837–8,83713,534–13,534

Trade and other receivables

24,184–24,18422,742–22,742

Derivative financial instruments

–4040–1,7631,763

20192018

MEASURED AT

AMORTISED COST

$000’s

DERIVATIVES

USED FOR

HEDGING

$000’s

TOTAL

$000’s

MEASURED AT

AMORTISED COST

$000’s

DERIVATIVES

USED FOR

HEDGING

$000’s

TOTAL

$000’s

Liabilities

Interest bearing loans and borrowings

211,026–211,026212,323–212,323

Derivative financial instruments

–6,2596,259–2,9162,916

Trade and other payables

45,669–45,66950,937–50,937

28. Financial instruments (continued)

Section E – Managing risk

In this section

This section explains the financial risks thl faces, how these risks affect thl’s financial position and performance, and how thl

manages these risks. In this section of the notes there is information:

a) Outlining thl ’s approach to financial risk management; and

b) Analysing financial (hedging) instruments used to manage risk.

In the normal course of business the Group is exposed to a variety of financial risks including foreign currency, interest rate,

credit and liquidity risks. To manage this risk the Group’s treasury activities are performed by a central treasury function and are

governed by Group policies approved by the Board of Directors.

The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise

potential adverse effects on the Group’s financial performance. The Group does not enter into derivative financial instruments

for trading or speculative purposes.

29. Financial risk management

Currency risk

The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily

with respect to the Australian dollar and the United States dollar. Foreign exchange risk arises when future commercial

transactions are in currencies other than functional currency.

Foreign exchange exposures on future commercial transactions incurred by operations in currencies other than their functional

currency are managed by using forward currency contracts in accordance with the Group’s treasury policy.

The Parent makes purchases in foreign currency and is exposed to foreign currency risk. This is managed by utilisation of

forward currency contracts from time to time in accordance with the Group’s treasury policy.

Exchange rate sensitivity

The following table shows the impact of a 5 cent movement up or down in the New Zealand dollar vs the Australian dollar and

United States dollar and the impact that this exchange rate change has on reported net profit after tax and equity. The table

shows the post-tax impact on reported profit and equity in relation to currency risk, as described above, and does not include

the impact of translation risk, as described in note 22. A 5 cent change is considered a reasonable possible change based on

prior year movements.

2019

$000’s

2018

$000’s

Post-tax impact on reported profit and equity of:

A 5 cent increase in the NZ dollar vs the AU dollar

3(8)

A 5 cent increase in the NZ dollar vs the US dollar

(10)29

A 5 cent decrease in the NZ dollar vs the AU dollar

(3)8

A 5 cent decrease in the NZ dollar vs the US dollar

10(29)

Interest rate risk

The Group’s interest rate risk primarily arises from long-term borrowings, cash and cash equivalents and the advance to Action

Manufacturing LP. Borrowings issued at variable rates expose the Group to cash flow interest rate risk. Borrowings issued at

fixed rates expose the Group to fair value interest rate risk.

The Group manages its cash flow interest rate risk by using floating to fixed interest rate derivative contracts. Such interest rate

derivative contracts have the economic effect of converting borrowings from floating rates to fixed rates. Generally the Group

raises long term borrowings at floating rates that are lower than those available if the Group borrowed at fixed rates directly.

Under the interest rate derivative contracts, the Group agrees with other parties to exchange, at specified intervals (mainly

quarterly), the difference between fixed contract rates and floating rate interest amounts calculated by reference to the agreed

notional principal amounts.

The Group maintains cash on overnight deposit in interest bearing bank accounts.

The following tables set out the interest rate repricing profile and current interest rate of the interest bearing financial assets

and liabilities.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019102103

29. Financial risk management (continued)
EFFECTIVE

INTEREST

RATE

FLOATING

$000’s

FIXED UP

TO 1 YEAR

$000’s

FIXED

1-2 YEARS

$000’s

FIXED

2-5 YEARS

$000’s

FIXED

>5 YEARS

$000’s

TOTAL

$000’s

As at 30 June 2019

Assets

Advance to joint venture

5.0%1,601––––1,601

Cash and cash equivalents

0.2%8,837––––8,837

10,438––––10,438

Liabilities

Bank borrowings*

5.2%1,000209,979–––210,979

Finance lease obligations

4.5%–47–––47

1,000210,026–––211,026

Interest rate derivative contracts**

3.0%–27,49120,50951,85046,029145,879

The effective interest rate of group borrowings is 5.2% including the impact of the interest rate swaps and line fees on facilities.

EFFECTIVE

INTEREST

RATE

FLOATING

$000’s

FIXED UP

TO 1 YEAR

$000’s

FIXED

1-2 YEARS

$000’s

FIXED

2-5 YEARS

$000’s

FIXED

>5 YEARS

$000’s

TOTAL

$000’s

As at 30 June 2018

Assets

Cash and cash equivalents

0.1%13,534––––13,534

13,534––––13,534

Liabilities

Bank borrowings*

4.8%2,798209,258–––212,056

Finance lease obligations

4.5%–22146––267

2,798209,47946––212,323

Interest rate derivative contracts**

2.9%–6,69227,44057,95760,085152,174

* Bank borrowing interest rates profile is shown prior to the impact of the interest rate swaps.

** Notional contract amounts and include forward starting interest rate swaps.

Interest rate sensitivity

At year-end the floating bank borrowings and cash deposits were subject to interest rate sensitivity risk. The remaining

borrowings are fixed using interest rate derivative contracts. If the Group’s floating borrowings and deposits year end balances

remained the same throughout the year and interest rates moved by 1.0% then the impact on profitability and equity is as follows:

2019

$000’s

2018

$000’s

Pre-tax impact of:

An increase in interest rates of 1.0%

(984)(876)

A decrease in interest rates of 1.0%

984876

29. Financial risk management (continued)

At year-end the value of interest rate derivative contracts used as cash flow hedges were subject to interest rate risk in relation

to the value recognised in equity. If interest rates moved by 1.0% across the yield curve then the impact on the fair value of the

swaps on equity is shown in the following table. A movement of 1.0%, or 100bps, is considered by management as a reasonable

estimate of a possible shift in interest rates for the year based on historic movements. As the interest rate swaps were effective

as at 30 June 2019, there is no impact on the income statement in relation to the valuation of the interest rate swaps.

2019

$000’s

2018

$000’s

Post tax impact on equity of a 1.0% move in interest rates

An increase in interest rates of 1.0% across the yield curve

2,9823,574

A decrease in interest rates of 1.0% across the yield curve

(3,131)(3,604)

Credit risk

The Group has a concentration of credit risk in respect of the amount outstanding from the buy-back arrangement and other

receivables. The Group has no other significant concentrations of credit risk. Policies are in place to ensure that wholesale sales

of products and other receivables arising are made to customers with an appropriate credit history. Sales to retail customers are

made in cash or via major credit cards. Derivative contract counterparties and cash on deposit are limited to high credit rated

quality financial institutions.

The Group considers its maximum exposure to credit risk as follows:

2019

$000’s

2018

$000’s

Bank balances

8,83713,534

Advance to joint ventures

1,601850

Trade receivables (net of impairment provision)

11,3358,679

Other receivables

5,3566,191

Receivable under buy-back arrangement

7,4937,872

34,62237,126

The Group has numerous credit terms for various customers. The terms vary from cash, monthly and greater depending on the

service and goods provided and the customer relationship. Collateral is not normally required. All trade receivables are individually

reviewed regularly for impairment as part of normal operating procedures and, where appropriate, a provision is made. Trade

receivables less than three months overdue are not considered impaired. Overdue amounts that have not been provided for

relate to customers that have a reliable trading credit history and no recent history of default.

NOTES

2019

$000’s

2018

$000’s

Trade receivable analysis

Debtors past due

7,7295,724

Impairment provision

(1,007)(520)

Debtors past due but not impaired

6,7225,204

Debtors current

4,6133,475

Total trade debtors

2611,3358,679

2019

$000’s

2018

$000’s

Ageing of debtors past due

1-30 days

5,9694,055

31-60 days

660832

61-90 days

37828

91+ days

1,0639

Total debtors past due

7,7295,724

There is no overdue balance in advances to joint ventures, other receiveables and receivables under buy-back arrangement as at

30 June 2019 (2018: nil).

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019104105

Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of funding

through an adequate amount of credit facilities and the ability to close out market positions. Due to the dynamic nature of the

underlying businesses, Group Treasury aims to maintain flexibility in funding by rolling the draw downs on a short term basis and

keeping credit lines available.

The table below analyses the Group’s financial liabilities into relevant maturity groupings based on the remaining period at the

reporting date to the contractual maturity date.

The amounts disclosed are the contractual undiscounted cash flows.

UP TO

1 YEAR

$000’s

BETWEEN

1-2 YEARS

$000’s

BETWEEN

2-5 YEARS

$000’s

GREATER

THAN 5

YEARS

$000’s

TOTAL

$000’s

CARRYING

VALUE

$000’s

Year ended 30 June 2019

Trade and other payables

45,669–––45,66945,669

Bank borrowings

9,63990,576134,007–234,222210,979

Finance lease obligations

47–––4747

Interest rate and foreign currency derivative contracts*

8426681,6733563,5396,259

56,19791,244135,680356283,477262,954

UP TO

1 YEAR

$000’s

BETWEEN

1-2 YEARS

$000’s

BETWEEN

2-5 YEARS

$000’s

GREATER

THAN 5

YEARS

$000’s

TOTAL

$000’s

CARRYING

VALUE

$000’s

Year ended 30 June 2018

Trade and other payables

50,937–––50,93750,937

Bank borrowings

6,89890,422128,506–225,826212,056

Finance lease obligations

22647––273267

Interest rate and foreign currency derivative contracts*

9281708051,0232,9262,916

58,98990,639129,3111,023279,962266,176

* The amounts expected to be payable on a net basis in relation to the interest rate swaps have been estimated using forward interest rates

applicable at the reporting date.

Capital risk management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order

to provide returns for shareholders and benefits for other stakeholders and maintain an optimal capital structure to reduce

the cost of capital. The Group considers capital to be share capital and interest bearing debt. To maintain or alter the capital

structure the Group has the ability to review the amount of dividends paid to shareholders, return capital to shareholders, issue

new shares, reduce or increase debt or sell assets.

There are a number of externally imposed bank covenants required as part of seasonal and term debt facilities. These covenants

are calculated monthly and reported to banks quarterly. The most significant covenants relating to capital management are

Net Interest Bearing Debt to EBITDA ratio, and an Equity to Total Assets ratio (net of intangible assets). There have been no

breaches or events of review for the current or prior period.

Seasonality

The tourism industry is subject to seasonal fluctuations with peak demand for tourism attractions and transportation over

the summer months. The operating revenue and profits of the Group’s segments are disclosed in note 1. New Zealand and

Australia’s profits are typically generated over the southern hemisphere summer months and the United States of America’s

profits are typically generated over the northern hemisphere summer months. Due to the seasonal nature of the businesses,

the risk profile at year-end is not representative of all risks faced during the year.

29. Financial risk management (continued)30. Derivative financial instruments

Derivative financial instruments and hedging activities

The Group enters into interest rate swaps and other derivatives to hedge interest rate risk.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently

remeasured at their fair value at the end of each reporting period. The method of recognising the resulting gain or loss depends

on whether the derivative is designated as a hedging instrument and, if so, the nature of the item being hedged. The Group

designates certain derivatives as hedges of a particular risk associated with a recognised asset or liability or a highly probable

forecast transaction (cash flow hedge).

The Group documents, at the inception of the transaction, the relationship between hedging instruments and hedged items, as

well as its risk management objectives and strategy for undertaking various hedge transactions. The Group also documents its

assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions

are highly effective in offsetting changes in fair value or cash flows of hedged items.

Movements on the hedging reserve in shareholders’ equity are shown in the notes. The full fair value of hedging derivatives

is classified as a non-current asset or liability if the remaining maturity of the hedged item is more than 12 months, and as a

current asset or liability if the remaining maturity of the hedged item is less than 12 months. Trading derivatives are classified as

a current asset or liability.

Cash flow hedges

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognised

in equity. The gain or loss relating to the ineffective portion is recognised immediately in the income statement. (The gain or loss

relating to the interest rate swaps are recognised in interest expenses).

Amounts accumulated in equity are recycled in the income statement in the periods when the hedged item affects profit or loss

(for instance when the forecast sale that is hedged takes place). The gain or loss relating to the effective portion of interest rate

swaps hedging variable rate borrowings is recognised in the income statement within ‘finance expenses’. The gain or loss relating

to the effective portion of forward foreign exchange contracts hedging export sales is recognised in the income statement within

‘sales’. However, when the forecast transaction that is hedged results in the recognition of a non-financial asset (for example,

inventory) or a non-financial liability, the gains and losses previously deferred in equity are transferred from equity and included in

the initial measurement of the cost of the asset or liability.

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any

cumulative gain or loss existing in equity at that time remains in equity and is recognised when the forecast transaction is

ultimately recognised in the income statement. When a forecast transaction is no longer expected to occur, the cumulative

gain or loss that was reported in equity is immediately transferred to the income statement.

2019

ASSETS

000’s

2019

LIABILITIES

000’s

2018

ASSETS

$000’s

2018

LIABILITIES

$000’s

Interest rate swaps – current portion

13148––

Foreign currency swaps – current portion

27313291–

Cash flow hedges – total current portion

40461291–

Interest rate swaps – non current portion

–5,7981,4722,916

Cash flow hedges – total non current portion

–5,7981,4722,916

Total cash flow hedges

406,2591,7632,916

The cash flow hedges are fully effective therefore the ineffective portion recognised in the income statement that arises from cash

flow hedges in 2019 amounts to nil (2018: nil).

Interest rate swaps

The notional principal amounts of the outstanding interest rate swap contracts at 30 June 2019 were $124,928k (2018: $129,807k).

At 30 June 2019, the fixed interest rates vary from 1.83% to 5.78% (2018: 1.33% to 5.78%).

The liquidity table in note 29 identifies the periods in which the cash flows are expected to occur. The periods in which the cash

flows are expected to impact the profit or loss are materially the same.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019106107

Fair values
The carrying amount of financial assets and financial liabilities recorded in the financial statements approximates their fair values:

• Derivative financial instruments are carried at fair value as discussed below.

• Receivables and payables are short term in nature and, therefore, approximate fair value.

• Interest bearing liabilities re-price at least every 90 days and, therefore, approximate fair value.

Financial instruments of the Group that are measured in the statement of financial position at fair value are classified by level

under the following fair value measurement hierarchy:

Level 1 Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly

(that is, as prices) or indirectly (that is, derived from prices).

Level 3 Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).

The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of

the lowest input to the fair value measurement. If a fair value measurement uses observable inputs that require significant

adjustment based on unobservable inputs, the measurement is a Level 3 measurement.

The Group’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as of the date of the event or

change in circumstances that caused the transfer.

As at 30 June 2019 and 30 June 2018 the Group’s only assets and liabilities measured at fair values are derivative financial

instruments which are classified within Level 2 of the fair value hierarchy.

The methods used in determining fair value are as follows:

Derivative financial instruments

The fair value of derivative financial instruments is calculated using quoted prices. Where such prices are not available,

use is made of discounted cash flow analysis using the applicable yield curve or available forward price data for the duration

of the instruments.

The following inputs are used for fair value calculations of derivatives:

• Interest rate forward price curve – Published market swap rates

• Foreign exchange forward prices – Published spot foreign exchange rates and interest rate

differentials

• Discount rate for valuing interest rate derivatives – The discount rates used to value interest rate derivatives are

published market interest rates as applicable to the remaining

life of the instrument

• Discount rate for valuing forward foreign exchange contracts – The discount rates used to value interest rate derivatives are

published market interest rates as applicable to the remaining

life of the instrument

There were no changes to these valuation techniques during the period. There were no transfers of derivative financial

instruments between levels of the fair value hierarchy during the year.

30. Derivative financial instruments (continued)

2019

$000’s

2018

$000’s

Balance at beginning of year

(838)(2,663)

Fair value (losses)/gains

(5,056)2,537

Tax on fair value gains/(losses)

1,411(712)

(4,483)(838)

The cash flow hedge reserve is used to record gains or losses on hedging instruments that are recognised directly in equity.

The hedging instruments are used to manage interest rate risk. Amounts are recognised in profit and loss when the associated

hedged transaction affects profit and loss.

31. Cash flow hedge reserve

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019108109

Section F – Other
In this section

This section includes the remaining information relating to thl’s financial statements which is required to comply with financial

reporting standards.

32. Related party transactions

Key management compensation

2019

$000’s

2018

$000’s

Salaries and other short term employee benefits

5,6745,406

Share based payments benefits

368326

Total positions included in the executive team are 14 (2018: 15).

Executive management do not receive any directors’ fees as directors of subsidiary companies.

Directors’ fees

2019

$000’s

2018

$000’s

Directors’ fees

653537

Shares issued in lieu of cash

At the 2013 Annual Meeting of shareholders, shareholder approval was obtained for thl to issue shares in whole or in part

payment of directors’ remuneration. Currently, Rob Campbell has elected to receive 50% of his director fee in shares, and

Debbie Birch, Cathy Quinn and Graeme Wong have elected to receive 33% of their director fees in shares. Shares issued in lieu

of directors’ fees are as follows:

SHARES 000’sVALUE $000’s

2019201820192018

Shares issued in lieu of cash

3242161214

Shares to be issued to directors at 30 June

––4536

Kay Howe (Non-executive Director)

Supreme Motorhome Manufacturing Limited (Supreme) is owned by entities associated with thl director Kay Howe. Supreme

has provided caravans, parts, and service work to thl.

2019

$000’s

2018

$000’s

Payments to Supreme including purchase of motorhomes and caravans

22274

Sales of motorhomes to Supreme

57–

Grant Brady (Managing Director of Action Manufacturing Limited)

Grant Brady, Managing Director of Action Manufacturing, is a minority shareholder and director of Bush Road Enterprise

Limited. thl subleases a property in Bush Road which is owned by Bush Road Enterprises Limited. The lease on this property

was renewed for a further term of six years in April 2015. The cost of the sublease and operating expenses are set out in the table

below:

2019

$000’s

2018

$000’s

Cost of sublease and operating expenses

660599

32. Related party transactions (continued)

Action Manufacturing LP

Grant Brady is a shareholder in another entity, Alpine Bird Manufacturing Limited, that owns 50% of Action Manufacturing

Limited Partnership (“AMLP”) that was set up in March 2012. AMLP manufactures the motorhomes and campervans used by

Rentals New Zealand, manufactures motorhomes and parts for Rentals Australia, and manufactures specialty vehicles for external

customers. Pricing is based on the cost of manufacture plus an agreed margin set out in the Limited Partnership Agreement.

During the year, the Group sold certain ex-rental vehicles to AMLP to repurpose and resell. AMLP also subleases part of the Bush

Road property described above.

2019

$000’s

2018

$000’s

Purchase of motorhomes by the Group from the joint venture

49,72657,105

Sales of vehicles by the Group to the joint venture

1,518716

Net interest in Action Manufacturing LP (note 17)

9,9417,293

Just go

In the year ended 30 June 2015 the Group acquired a shareholding in Just go (refer to note 18). In the year ended 30 June 2019

the Group purchased motorhomes from Just go with a value of $12,040k (June 2018: $5,743k). Furthermore, at 30 June 2019,

the Group had a commitment to purchase motorhomes from Just go with a value of $11,240k (2018: $12,805k).

Schork Family

As part of the consideration for the acquisition of El Monte Rents Inc, the Group issued 3,384,266 ordinary shares to entities

associated with the Schork family. An entity associated with the Schork family provides warranties to customers of El Monte

Rents Inc - the total amount paid by customers during 2019 was $330k (June 2018: 475k). At the time of the acquisition, the

Group entered into a number of property lease agreements with entities associated with the Schork family. The leases are in

relation to branches used by El Monte RV. The cost of the leases are set out in the table below:

2019

$000’s

2018

$000’s

Rental and operating lease costs

3,2552,896

Cathy Quinn

Cathy Quinn was appointed to the Board of Directors in September 2017. Cathy is a partner at MinterEllisonRuddWatts

(MinterEllison). MinterEllison has provided legal services to thl. The amounts paid for the legal services are set out in the

table below:

2019

$000’s

2018

$000’s

Legal services

677460

Togo Group

As part of the investment in Togo Group (refer to note 17), thl had an obligation to complete certain parts of the Togo Fleet RV

industry platform development. thl also provides finance, payroll and administrative support services to Togo Group. These have

been charged to Togo Group on a monthly basis.

2019

$000’s

2018

$000’s

Togo Fleet development costs charged by Togo Group

573632

Support services provided by thl

277130

Net interest in Togo Group (note 17)

42,76645,967

Revenue from Togo Group for providing Mighway Managed option

410–

Capex (tablets) paid by Togo Group

34–

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019110111

33. Share-based payments
Employee benefits

Share scheme

Share scheme 2009-16

From the 2009 financial year the Group has operated an equity-settled, share-based long term incentive plan for

the Chief Executive and other senior executives under which the Group receives services f rom the executives as

consideration for redeemable ordinary shares of the Group. The fair value of the employee services received in

exchange for the grant of the redeemable shares is recognised as an expense in the income statement. The total

amount expensed is determined by reference to the fair value of the redeemable shares granted.

Amounts accumulated in the employee share scheme reserve are transferred to share capital on redemption of the

redeemable shares or to retained earnings where they are forfeited. At the end of each reporting period, the Group

revises its estimates of the number of redeemable shares that are expected to vest based on the non-market vesting

conditions. It recognises the impact of the revision to original estimates, if any, in the income statement, with a

corresponding adjustment to the employee share scheme reserve.

The terms of the scheme are contained in a trust deed, with the following main terms:

1. Redeemable shares are issued and held by THL Corporate Trustee Limited on behalf of the executive.

2. Prior to April 2015 the issue price of the redeemable shares was set based on the volume weighted average price of Tourism

Holdings Limited ordinary shares over the 10 days leading up to the issue date. From April 2015 the issue price was calculated

over a 20 day period leading up to the issue date, to align with the calculation of shares issued to directors’ in lieu of directors

fees.

3. One cent is payable on acceptance of the redeemable shares.

4. The redeemable shares are able to be converted to ordinary shares at the election of the executive after a minimum of two

years at a rate of one third of the issue per year. The exercise price payable by the executive is the issue price plus a cost of

equity adjustment for two years, less dividends paid for two years.

5. The redeemable shares are entitled to dividends only to the extent that they are paid up.

6. The maximum period that the redeemable shares can be on issue is six years.

7. Valuation of the redeemable shares for accounting purposes is done by KPMG using the Binomial Option Pricing Model.

The assessed value is charged to the profit and loss over the life of the scheme/option with a corresponding credit to the

employee share scheme reserve.

33. Share-based payments (continued)

Movements in redeemable shares under the 2009 scheme have been as follows:

Year of issue20162015201420132012TOTAL

Shares issued

2,000,0001,480,0001,450,0001,850,0002,650,0009,430,000

Less: Forfeited

2012

––––100,000100,000

2013

–––200,000–200,000

2014

–––400,000333,333733,333

2015

––250,000250,000233,333733,333

2016

–250,00066,667––316,667

2019

100,000––––100,000

100,000250,000316,667850,000666,6662,183,333

Less: Converted to ordinary shares

2014

–––100,000466,667566,667

2015

––––116,667116,667

2016

––333,334466,6661,200,0002,000,000

2017

–183,467247,704233,334–664,505

2018

511,038376,667352,295200,000200,0001,640,000

2019

303,332100,000–––403,332

814,370660,134933,3331,000,0001,983,3345,391,171

Redeemable shares outstanding

1,085,630569,866200,000––1,855,496

Movements in the number of redeemable shares outstanding and their related weighted average exercise prices are as follows:

20192018

AVERAGE

EXERCISE

PRICE*

REDEEMABLE

SHARES

AVERAGE

EXERCISE

PRICE*

REDEEMABLE

SHARES

At 1 July

2.352,358,8282.123,998,828

Forfeited

2.79(100,000)––

Exercised

2.56(403,332)1.71(1,640,000)

At 30 June

2.291,855,4962.352,358,828

Convertible shares at 30 June

–1,493,619–1,142,898

403,332 redeemable shares were converted to ordinary shares in the year to June 2019 which resulted in 403,332 ordinary shares

being issued (2018: 1,640,000) at a weighted average price of $2.56 per share (2018: $1.71). 100,000 shares were forfeited as a result

of an Executive leaving the business (2018: nil).

* Exercise price is issue price, less 1 cent paid, less dividends paid for two years, plus a cost of equity adjustment for two years.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019112113

33. Share-based payments (continued)
Redeemable shares outstanding at year end have the following expiry dates and exercise prices:

EXERCISE PRICE*

2019

REDEEMABLE

SHARES

2018

REDEEMABLE

SHARES

Expiry date

March 2020

1.17200,000200,000

October 2020

1.47193,200193,200

March 2021

1.84376,666476,666

April 2022

2.791,085,6301,488,962

Redeemable shares outstanding

2.291,855,4962,358,828

Valuation of redeemable shares

374,749482,998

The value of the redeemable shares calculated using the Binomial Option Pricing Model is being amortised over the life of the

redeemable share rights. The 2019 expense of $130k (2018: $179k) will accumulate in the employee share scheme reserve.

In arriving at the value of the redeemable share rights under the Binomial Option Pricing Model the following inputs have

been used:

201620152014

Issue price

$2.57$1.41 & $1.78$1.14

Forecast dividend yield over the life of the transfer rights

6.1%8.9%6.0%

Risk free rate of interest over the exercise period of the share transfer rights

3.40%3.30%4.63%

Volatility of Tourism Holdings Limited share price returns mid point

23.0%26.0%32.5%

Cost of capital adjustment p.a.

12.30%11.50%13.20%

Note: the exercise prices above are adjusted for any dividends paid to date, but make no assumption about future dividends,

which will be deducted from the exercise price.

33. Share-based payments (continued)

Share scheme 2017

In the 2017 financial year the Group introduced an equity-settled, share-based long term incentive plan for the Chief

Executive and other senior executives under which the Group receives services f rom the executives as consideration for

Options to purchase ordinary shares of the Group. The fair value of the employee services received in exchange for the

grant of the Options is recognised as an expense in the income statement. The total amount expensed is determined

by reference to the fair value of the Options granted.

Amounts accumulated in the employee share scheme reserve are transferred to share capital on the exercise of

the Options or to retained earnings where they are forfeited. At the end of each reporting period, the Group revises

its estimates of the number of Options that are expected to vest based on the non-market vesting conditions. It

recognises the impact of the revision to original estimates, if any, in the income statement, with a corresponding

adjustment to the employee share scheme reserve.

The terms of the 2017 scheme are contained in a document entitled ‘The Rules of the Tourism Holdings Long Term Incentive

Scheme 2017’.

1. Options to purchase ordinary shares are issued to executives by the Board.

2. The option price is set based on the volume weighted average price of Tourism Holdings Limited ordinary shares over the

20 days leading up to the grant date.

3. The options can be exercised at the election of the employee after a minimum of two years from the grant date. A maximum

of one third of the options can be exercised after two years, two thirds after three years and all options can be exercised after

five years. After six years, the options lapse and there is no further right to exercise. The exercise price payable by the executive

is the option price plus a cost of equity adjustment for two years, less dividends paid for two years.

4. The participants holding options have no interest in the ordinary shares that are the subject of the options, until the options

are exercised and ordinary shares issued.

5. Valuation of the options for accounting purposes is done by KPMG using the Binomial Option Pricing Model. The assessed

value is charged to the profit and loss over the life of the scheme/option with a corresponding credit to the employee share

scheme reserve.

Movements in options granted under the 2017 scheme are as follows:

201920182017

Options granted

1,220,000980,0001,040,000

Issued price

$4.81$6.08$3.84

The exercise price will be calculated as the issue price less dividends paid for two years, plus a cost of equity adjustment for

two years.

The value of the share transfer rights is calculated using the Binomial Option Pricing Model and is being amortised over the

life of the share transfer rights. The 2019 expense of $238k (2018:$147k) will accumulate in the employee share scheme reserve.

In arriving at the value of the share transfer rights under the Binomial Option Pricing Model the following inputs have been used:

201920182017

Issue price

$4.81$6.08$3.84

Forecast dividend yield over the life of the transfer rights

5.91%3.8%5.3%

Risk free rate of interest over the exercise period of the share transfer rights

2.33%2.9%3.3%

Volatility of Tourism Holdings Limited share price returns mid point

21.0%21.0%21.0%

Cost of equity Adjustment

11.9%12.0%11.5%

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019114115

34. Reconciliation of profit after taxation with cash flows from operating activities
In accordance with NZ IAS 7 the Group classifies cash flows from the sale and purchase of rental assets as operating cash

flows. Where the timing of receipts and payments is of a short term nature, the cash flows are presented on a net basis.

NOTES

2019

$000’s

2018

$000’s

Operating profit after tax

29,75362,354

Plus/(less) non-cash items:

Depreciation

1251,54646,044

Amortisation of fixed term intangibles

161,0971,328

Amortisation of executive share scheme

33368326

Movement in deferred taxation

1,0214,928

Increase/(decrease) in provision for doubtful debts

486155

Interest

155(188)

Gain recognised in relation to the Togo Group transaction

3-(24,322)

Share of loss from joint ventures and associates

17, 1811,0481,029

Non-cash director remuneration

171180

Total non-cash items

65,89229,480

Plus/(less) items classified as investing activities:

Net (gain)/loss on sale of property,plant and equipment

32(335)

Total items classified as investing activities

2(335)

Reclassification of cash flows associated with rental assets

Net book value of rental assets sold

95,414104,065

Purchase of rental assets

(176,075)(178,096)

Total cash flows associated with rental assets

(80,661)(74,031)

Trading cash flow

14,98617,468

Plus/(less) movements in working capital:

(Decrease)/increase in trade payables excluding rental assets

(4,617)3,351

Increase/(decrease) in revenue received in advance

1,143929

Increase/(decrease) in provision for taxation

7572,632

Increase/(decrease) in employee benefits

54(327)

(Increase)/decrease in trade and other receivables

(5,878)2,946

Decrease/(increase) in inventories

3,756(2,396)

Total movements in working capital

(4,785)7,135

Net cash flows from operating activities

10,20124,603

34. Reconciliation of profit after taxation with cash flows from operating activities (continued)

Net cash/debt reconciliation

This section sets out an analysis of net debt and the movements in the net debt.

2019

$000’s

2018

$000’s

Cash and cash equivalents

8,83713,534

Total cash and cash equivalents

8,83713,534

Borrowings, short-term

(46)(221)

Borrowings, long-term

(210,980)(212,102)

Net debt

(202,189)(198,789)

Cash and cash equivalents

8,83713,534

Gross debt – variable interest rates

(1,000)(2,798)

Gross debt – fixed interest rates

(210,026)(209,525)

Net debt

(202,189)(198,789)

Cash and cash equivalents includes cash on hand, cheques, deposits held at call with financial institutions and bank overdrafts.

There is no restricted cash as at 30 June 2019 (2018: nil).

ASSETSLIABILITIES FROM FINANCING ACTIVITIES

CASH/BANK

OVERDRAFT

BORROWINGS

DUE WITHIN

ONE YEAR

BORROWINGS

DUE AFTER

ONE YEARTOTAL

Balance at 1 July 2017

6,117(494)(181,943)(176,320)

Cash flow

6,931273(15,616)(8,412)

Foreign exchange adjustment

486(14,543)(14,057)

Net debt at 30 June 2018

13,534(221)(212,102)(198,789)

Balance at 1 July 2018

13,534(221)(212,102)(198,789)

Cash flow

(4,728)1751,502(3,051)

Foreign exchange adjustment

31(380)(349)

Net debt at 30 June 2019

8,837(46)(210,980)(202,189)

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019116117

Deferred income tax assets are recognised for tax loss carry-forwards to the extent that the realisation of the related tax
benefit through the future taxable profits is probable.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets

against current liabilities and when the deferred income tax relate to the same fiscal authority.

The offset amounts are as follows:

2019

$000’s

2018

$000’s

Deferred tax (asset)/liabilities:

– Deferred tax liability to be met after more than 12 months

21,78215,384

– Deferred tax liability to be met within 12 months

5,51610,040

– Deferred tax asset to be realised after more than 12 months

(3,954)(1,382)

– Deferred tax asset to be realised within 12 months

(1,120)(989)

Net deferred tax liability

22,22423,053

The gross movement on the deferred income tax account is as follows:

2019

$000’s

2018

$000’s

Beginning of the year

23,05317,155

Income statement charge

(2,115)4,633

Prior period adjustment

(1)

(840)–

Cash refund of losses

3,487–

Tax charged to equity

(1,361)1,265

End of the year

22,22423,053

Comprised of:

Future tax benefit

(35,034)(14,058)

Deferred tax liability

57,25837,111

Net deferred tax liability

22,22423,053

The balance comprises temporary differences attributable to:

2019

$000’s

2018

$000’s

Amounts recognised in income statement

Provisions

(1,818)(1,883)

Property, plant and equipment

26,41424,081

Tax credits

(1)

(1,425)–

Amounts recognised directly in equity

Derivative financial instruments

(947)855

Net deferred tax liability

22,22423,053

(1) The prior year tax adjustment includes a one-off tax benefit in the US, in relation to an allowance under the tax code to carryback tax losses to

previous tax years. The tax years that the losses were applied to had a higher tax rate than the losses were previously valued at.

35. Deferred income tax36. Changes in accounting policies and disclosures

Issued standards and amendments effective from 1 July 2018

NZ IFRS 9 ‘Financial Instruments’ and NZ IFRS 15 ‘Revenue from contracts with customers’ are effective and have been adopted

by the Group. The impact on the financial statements are disclosed in the relevant notes to the consolidated financial statements.

New standard not yet adopted by the Group

The following accounting standard is not yet effective and has not been early adopted by the Group:

NZ IFRS 16, Leases replaces the current guidance in NZ IAS 17. Under NZ IFRS 16, a contract is, or contains, a lease if the contract

conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Under NZ IAS 17,

a lessee was required to make a distinction between a finance lease (on balance sheet) and an operating lease (off balance

sheet). NZ IFRS 16 now requires a lessee to recognise a lease liability reflecting future lease payments and a ‘right-of-use asset’

for virtually all lease contracts. Included is an optional exemption for certain short-term leases and leases of low-value assets;

however, this exemption can only be applied by lessees. The standard is effective for accounting periods beginning on or after

1 January 2019. Early adoption is permitted but only in conjunction with NZ IFRS 15, ‘Revenue from Contracts with Customers’.

The Group intends to adopt NZ IFRS 16 on its effective date.

Upon adoption, NZ IFRS 16 will have a material impact on a number of elements of the Group’s balance sheet and income

statement. There will also be an impact to both operating and financing activities within the Group cash flow statement, although

there is no impact on the net cash flows of the Group. The Group plans to apply NZ IFRS 16 initially on 1 July 2019, using the

modified retrospective approach. Certain practical expedients are expected to be applied. Management has developed a model

to calculate the quantitative impact of the current operating leases under NZ IFRS 16 as at 30 June 2019. The model requires

management to make some key judgements, including:

• the discount rate derived from the incremental borrowing rate for each relevant overseas territory when the interest rate

implicit in the lease was not readily available; and

• lease terms, including any rights of renewal expected to be exercised.

The Group has a number of operating leases, predominantly relating to the leased premises from which it operates (refer to

note 14). Based on the information currently available, the Group estimates that it will recognise right-of-use assets within a

range of approximately $74-76 million and lease liabilities within a range of approximately $84-86 million on 1 July 2019. The

difference between the future aggregated minimum lease payment amount under non-cancellable operating leases in note

14 is related to expectation of right of renewals and the incremental borrowing rate used. The cumulative effect of adopting

NZ IFRS 16 will be recognised as an adjustment to the opening balance of retained earnings at 1 July 2019, with no restatement

of comparative information. This is a non-cash adjustment and will not impact the Group’s ability to comply with its debt

covenants.

Management is in the process of assessing the deferred tax implications on the date of adoption. In addition to the above and

subject to the issuance of specific guidance from the accounting standard setters, it is expected that a deferred tax asset of

approximately $3 million will be recognised at 30 June 2020. The decrease in opening retained earnings referred to above

would consequently reduce to a range of approximately $7-9 million.

The impact on the consolidated income statement for the period ending 30 June 2020 is expected to be:

• Decrease in operating rental expenses of approximately $10-11 million;

• Increase in depreciation (relating to the right-of-use assets) of approximately $7-8 million; and

• Increase in finance costs (interest expenses) of approximately $3-4 million

The estimated potential financial adjustments above are expected to be different from the final result as new leases are entered

into, current lease payments are re-negotiated, expectation of exercising rights of lease renewals change and the incremental

borrowing rate used is updated.

In thl ’s capacity as a lessor, there will be additional disclosure requirements, but the additional disclosures will not have any

impact on the reported numbers.

Other interpretations and amendments are unlikely to have a significant impact on the Group’s financial statements and have,

therefore, not been analysed in detail.

Notes to the consolidated financial statements (continued)Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019118119

We have audited the consolidated financial statements which comprise:
• the consolidated statement of financial position as at 30 June 2019;

• the consolidated income statement for the year then ended;

• the consolidated statement of comprehensive income for the year then ended;

• the consolidated statement of changes in equity for the year then ended;

• the consolidated statement of cash flows for the year then ended; and

• the notes to the consolidated financial statements, which include a summary of significant accounting policies.

Our opinion

In our opinion, the accompanying consolidated financial statements of Tourism Holdings Limited (the Company or thl),

including its subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at 30 June

2019, its financial performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to

International Financial Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International

Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities

for the audit of the consolidated financial statements section of our report.

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

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

Practitioners (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics

Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA Code), and we have fulfilled our other

ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of treasury advisory, remuneration benchmarking, assistance

with the compilation of subsidiary financial statements, other assurance services and agreed upon procedures in relation

to interim financial statements and agreed upon procedures in relation to the annual meeting and the Waitomo lease

compliance. The provision of these other services has not impaired our independence as auditor of the Group.

Our audit approach

Overview

An audit is designed to obtain reasonable assurance whether the financial statements are free from

material misstatement.

Overall Group materiality: $1.95 million, which represents approximately 5% of profit before tax.

We chose profit before tax as the benchmark because, in our view, it is the benchmark against which the

performance of the Group is most commonly measured by users, and is a generally accepted benchmark.

We have determined that there are two key audit matters:

• Residual values and depreciation rates for motorhomes

• Investment in Togo Group Joint Venture.

Materiality

The scope of our audit was influenced by our application of materiality.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group

materiality for the consolidated financial statements as a whole as set out above. These, together with qualitative considerations,

helped us to determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect

of misstatements, both individually and in aggregate on the consolidated financial statements as a whole.

As at 30 June 2019 the Group has bank guarantees of $1,089k in place. Predominantly these are in lieu of bonds paid relating

to leased assets (2018: $1,130k).

The Group has been subject to an investigation by the Victorian State Revenue Authority. As a result, the Authority has raised

a tax demand for approximately NZ$3.8M (AU$3.6M) (including legal costs, penalties and interest). The Group would receive

a tax benefit of NZ$0.8M (AU$0.8M) if the assessment was paid in full, and therefore the net cost after tax would be NZ$3.0M

(AU$2.8M). The Group is pursuing its rights of objection and appeal and the directors believe that a favourable outcome is

probable. If unsuccessful there will also be an ongoing increase in costs for the Australian business but these will not be material

for the Group.

38. Events after the reporting period

38.1 Final Dividend – A dividend was declared after balance date at 14 cents per share payable on 11 October 2019. The dividend

reinvestment plan will be available for this dividend.

38.2 Capital Raise – In July 2019 the Group issued 14,667,436 shares in relation to the settlement of an approximately $50M fully

underwritten pro rata 1 for 9 rights offer at $3.40 per share (refer to note 20).

37. Contingencies

Independent auditor’s report

To the shareholders of Tourism Holdings Limited

Notes to the consolidated financial statements (continued)

thl Integrated Annual Report 2019120121

Audit scope
We designed our audit by assessing the risks of material misstatement in the consolidated financial statements and our

application of materiality. As in all of our audits, we also addressed the risk of management override of internal controls

including among other matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the consolidated

financial statements as a whole, taking into account the structure of the Group, the accounting processes and controls,

and the industry in which the Group operates.

We identified four subsidiaries and the Togo joint venture that, due to their financially significant contribution as well as

strategic importance to the Group’s overall results, required a full-scope audit. In addition, we also performed specific audit

procedures on certain balances and transactions of other subsidiaries. Audits of each subsidiary are performed at a materiality

level calculated with reference to a proportion of Group materiality relative to the financial significance of the business

concerned.

Our Group audit scope focused on the major operating locations. In aggregate, the locations selected contribute 98% of the

Group’s revenue and 99% of the Group’s profit before tax.

The audit work on the subsidiaries was undertaken by the Group engagement team and the audit work on the Togo joint

venture was performed by a component auditor from a PwC network firm operating under our instructions. Where the

work was performed by a component auditor, we determined the level of the Group engagement team’s involvement in

the component auditor’s work and any additional procedures to be performed by the Group engagement team in order

to provide us with the audit evidence we needed for our opinion on the financial statements as a whole.

Independent auditor’s report (continued)

To the shareholders of Tourism Holdings Limited

Independent auditor’s report (continued)

To the shareholders of Tourism Holdings Limited

thl Integrated Annual Report 2019122123

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, and we do not provide a separate

opinion on these matters.

KEY AUDIT MATTERHOW OUR AUDIT ADDRESSED THE KEY AUDIT MATTER

Residual values and depreciation rates for motorhomes

The value of the motorhomes fleet at 30 June 2019 was $359 million

(2018: $331 million), having charged $47 million (2018: $41 million)

depreciation for the year.

The gain on sale from motorhomes sold during the year was

$16 million (2018: $23 million).

thl generates both rental income from its motorhomes and revenue

from the sale of motorhomes. Accordingly, there are two significant

operating activities associated with its motorhomes and the financial

performance of each operating activity is assessed separately.

The depreciation rate applied to the motorhomes directly affects

the profit from rental and the subsequent gain on sale. The estimate,

therefore, can have a significant impact on the annual performance

results.

Management estimates the depreciation rates for motorhomes

based on the expected value decline over their useful life, on a

straight line basis. This requires management to estimate the useful

life and the residual value of the vehicle when it is expected to be

taken out of the rental fleet. The residual value is influenced by

its condition, the mileage on the motorhome and the consumer

demand within the relevant resale market. Management considers

the market conditions and the impact any changes could have on

their estimates as part of their overall fleet management program.

Management completes an annual review of the appropriateness

of the depreciation rates and the residual values by:

• comparing the actual depreciation rate to previous years’

depreciation rates, considering residual value estimates over

the life of the motorhomes and assessing the basis for any

changes; and

• comparing profit margins on the vehicle sales for the year to

the expected margin based on the estimated residual value

and to historical margins achieved.

Changes in the expected useful life or residual value will impact

the depreciation charge and will have a corresponding impact

on the results of the Group.

Refer to note 12 – Property, plant and equipment.

We performed the following audit procedures to assess

the judgements made by management:

• we obtained an understanding of the relevant

business processes;

• we reviewed management’s annual board paper on

the motorhome residual values and depreciation

rates;

• for a sample of motorhomes sold during the year

we compared the sales proceeds to the depreciated

value in the fixed asset register to recalculate the

gain or loss on sale and assess the accuracy of

management’s calculations;

• we recalculated the gain or loss on sale and assessed

how many motorhomes were sold at a loss, which

could indicate that depreciation rates are potentially

too low;

• we compared the profit margins achieved from

motorhome sales for the year to historical and

forecasted results. Where actual results deviated

from forecasted and/or historical results, we

understood the underlying reasons and considered

the potential impact on current and future

depreciation rates. This provided evidence to support

the ability of management to reliably forecast

expected useful life and residual values of the

motorhome fleet;

• we recalculated the depreciation charge for the year;

and

• we assessed whether depreciation rates applied were

consistent with the accounting policy.

Our audit procedures did not result in any adjustments.

Information other than the financial statements and auditor’s report
The Directors are responsible for the annual report. Our opinion on the consolidated financial statements does not

cover the other information included in the annual report and we do not express any form of assurance conclusion on

the other information.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and,

in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or

our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have

performed on the other information that we obtained prior to the date of this auditor’s report, 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.

Responsibilities of the Directors for the consolidated financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the consolidated financial

statements in accordance with NZ IFRS and IFRS, and for such internal control as the Directors determine is necessary to enable

the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible for assessing the Group’s ability to continue as

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

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

Auditor’s responsibilities for the audit of the consolidated financial statements

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

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

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs

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

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

of users taken on the basis of these consolidated financial statements.

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

website at:

https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might

state those matters which 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.

The engagement partner on the audit resulting in this independent auditor’s report is Lisa Crooke.

For and on behalf of:

Chartered Accountants Auckland

26 August 2019

Independent auditor’s report (continued)

To the shareholders of Tourism Holdings Limited

thl Integrated Annual Report 2019124125

Independent auditor’s report (continued)

To the shareholders of Tourism Holdings Limited

KEY AUDIT MATTERHOW OUR AUDIT ADDRESSED THE KEY AUDIT MATTER

Valuation of the investment in Togo Group joint venture

thl has a 50% interest in Togo Group (“Togo”), which is an equity

accounted joint venture with a carrying value of $43 million as

disclosed in note 17.

Togo operates as a digital service provider to travellers and

recreational vehicle (“RV”) owners and operators mainly in the

United States. These services include trip planning and booking,

remote system monitoring, roadside assistance, and peer to peer

RV campsite rental.

Togo is in its start-up phase with losses being forecasted for

the first few years of operations and resulting ongoing funding

requirements. The development and roll-out of Togo’s products to

date has progressed more slowly than expected, resulting in lower

revenue and expenses and an overall smaller loss than forecasted

in the current year. The Directors are of the view that the market

opportunity remains unchanged and therefore thl continues to

fund its share of Togo’s operations.

The Directors assessed whether or not there is an impairment in the

carrying value of the investment based on the fair value of Togo, as

calculated by Togo’s management. Togo’s management engaged

an external expert to assist them in estimating the value in use,

applying a valuation methodology based on discounted cash flows,

and compared the value in use with the carrying value.

The estimated future cash flows used in the model were based on

the budget for the next financial year and forecasted cash flows for

subsequent periods and involve subjective estimates about future

business performance. Key assumptions made included revenue and

operating expenses’ growth rates, the discount rate and the terminal

growth rate.

We considered the valuation of the investment in Togo a key audit

matter because of the uncertainty involved in the estimation

process and the significant judgements Togo’s management make

in determining the future cash flows. Changes in the assumptions

applied as part of the estimation process can lead to significant

changes in the value in use of the investment.

No impairment was identified in the carrying value of the

investment, as detailed in note 17.

We performed the following audit procedures to assess

the judgements made by the Directors:

• obtained an understanding of the relevant business

processes;

• obtained an understanding of the valuation

methodology applied and the key assumptions

made by Togo’s management in determining

the value in use of the investment in Togo as at

30 June 2019;

• agreed the key inputs in the valuation model to

Togo’s board approved budgets and tested the

model for mathematical accuracy;

• engaged our valuation expert to assess the

discount rate and terminal growth rate;

• assessed the reasonableness of projected future cash

flows, considered a range of sensitivities and tested

the impact of those changes on the valuation; and

• assessed the adequacy of disclosures in the financial

statements against the requirements of the

accounting standards.

Our audit procedures did not result in any adjustments.

PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz

Corporate governance (continued)
For the year ended 30 June 2019

thl Integrated Annual Report 2019126127

Trading is permitted outside the blackout periods, provided the restricted person confirms that they do not hold any material

information and that they are not aware of any reason that would prohibit them from trading. Any trading must be completed

within 10 trading days of approval being given. Restricted persons are defined in the policy as:

• all Directors;

• the Chief Executive Officer (CEO);

• all members of the senior management team and their direct reports;

• the administrative staff of the senior management team;

• all employees in the finance department;

• trusts and companies controlled by such persons;

• anyone notified by the CFO from time to time; and

• anyone participating in the Long Term Incentive Scheme.

The Securities Trading Policy was most recently updated on 31 May 2019 and is available at www.thlonline.com.

Principle 2 – Board composition and performance

“To ensure an effective Board, there should be a balance of independents, skills, knowledge, experience and perspectives.”

Board skills and expertise

thl ’s 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 and leadership.

The current Directors have a varied and balanced mix of skills, including extensive operational experience, knowledge of the

tourism industry, as well as extensive experience in capital markets, growth and global transactions.

Below is a summary of the key skills and expertise held by the Board, which are considered most relevant to effectively

fulfilling the Board’s current objectives:

• Corporate governance experience, including publicly listed company experience;

• Global business experience in multi-site operations;

• Tourism industry experience and a deep understanding of the operational aspects of the company;

• Experience in development and execution of growth strategies;

• Experience with digital innovation;

• Sustained positive people leadership;

• Community and Iwi engagement;

• Focus on deployment and management of capital for a strong return on funds employed;

• Capital markets and M&A transaction experience;

• Legal and regulatory expertise;

• Financial governance and audit oversight;

• Health and safety governance and management experience;

• RV rental and sales experience and expertise;

• Global tourism trade sales expertise;

Principle 1 – Ethical behaviour (continued)

Tourism Holdings Limited (‘thl’) operates under a set of corporate governance principles designed to ensure that thl is

effectively managed. The Board is committed to the continued development of thl’s corporate governance practices by

review and develop its corporate governance policies and monitor developments to keep abreast of corporate governance

best practice.

thl’s corporate governance framework includes:

• The constitution of thl, which describes the ‘rules’ under which the company operates, including issue and other share

transactions, distributions, shareholder meetings, director appointment, remuneration and powers, and the conduct of

Board and shareholder meetings.

• The Board Charter and subcommittee charters, which set out the roles and responsibilities of the Directors.

• The Code of Ethics, which outlines the standards of ethical behaviour expected of Directors, staff and contractors.

• The Market Disclosure Policy, which outlines the policy around disclosure of company information, including the

commitment to compliance with continuous disclosure requirements.

• The Securities Trading Policy, which outlines policy and guidelines around trading in thl securities by Directors,

officers and staff.

• The Diversity Policy, which outlines the commitment to diversity in Board, Executive and Staff appointments.

• The Delegated Authority Policy, which outlines the delegation of authority by the Board to management, and the

authorisation levels at which Board approval is required.

thl’s governance practices have been reviewed against the recommendations of the NZX Corporate Governance Code

2019 (‘Code’). The Board considers that the thl governance framework and practices for the year ended 30 June 2019

are in compliance with the recommendations of the Code, except as stated within this report. The information in this

Governance Report is current as at 30 June 2019 and has been approved by the thl Board.

thl’s corporate governance policies and charters are available on its website at www.thlonline.com.

Principle 1 – Ethical behaviour

“Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable

for these standards being following throughout the organisation.”

thl is committed to being a good corporate citizen. The Company expects Directors, employees and contractors to practise

high ethical standards in the performance of their duties, to comply with all applicable laws and regulations, co-operate with

all regulatory bodies and government agencies, and use Company assets and resources only for the legitimate and ethical

achievement of its objectives.

thl’s has adopted a Code of Ethics to ensure it maintains such high ethical standards and reinforces thl’s commitment to the

community. The Code of Ethics addresses the areas of ethical business practices, insider trading, conflicts of interest and use

of Company property, amongst other matters. The Code of Ethics was most recently updated on 31 May 2019 and is available

at www.thlonline.com.

Securities Trading Policy

thl has in place a formal Securities Trading Policy and guidelines which applies to all Directors, officers and employees of thl

and its subsidiaries who intend to trade in thl listed securities.

All individuals defined as “restricted persons” under that policy must notify thl of their intention to trade and obtain approval

from the Board before trading in thl’s shares. No trading in shares is permitted in ‘blackout periods’ from 1 June each year until

48 hours after the release of the full year results and from 1 December each year until 48 hours after the release of the half year

results, except in exceptional circumstances.

Corporate governance

For the year ended 30 June 2019

Corporate governance (continued)
For the year ended 30 June 2019

Corporate governance (continued)

For the year ended 30 June 2019

thl Integrated Annual Report 2019128129

Board Diversity Policy

The thl Diversity Policy endorses and supports diversity in Board, Executive and staff appointments, encompassing differences

including but not limited to gender, ethnicity, race, marital status, sexual orientation, age, employment status, religious belief,

ethical belief or political opinion. When making appointments, the Board and management is committed to considering

diversity as well as the mix of skills and experience needed to expand the perspective and capability of the Board and the

management team as a whole.

The thl Diversity Policy was most recently updated on 31 May 2019 and is available at www.thlonline.com. It requires the Board

to consider the diversity position of thl annually and whether to set any measurable objectives, which may be numerical and

non-numerical.

The Board has not yet set measurable objectives in respect of diversity, but intends to set these objectives in 2019 and to report

on thl ’s progress against those objectives in future.

The Board considers that it currently has the appropriate mix of skills, experience and diversity to fulfill its responsibilities under

the NZX Listing Rules and the thl Diversity Policy.

Principle 3 – Board committees

“The Board should use committees where this will enhance its effectiveness in key areas, while still retaining board

responsibility.”

There are five standing committees described below, each of which operates under a written charter. The performance of the

standing committees is reviewed annually against the charters.

Each Committee is authorised to deal with matters as set out in its charter or falling within its mandate. Where the Board has

delegated decision-making authority to a Committee, that Committee is entitled to make decisions on such matters, otherwise

the Committee is to submit recommendations to the Board for consideration. From time to time, the Board delegates specific

matters to the appropriate Committee in order to ensure that a detailed review and analysis is undertaken. The Committee then

reports back to the Board regarding their findings and recommendations.

The Audit Committee

The Audit Committee is comprised solely of non-executive directors of the Board, a majority of whom must be independent

directors.

The Committee meets a minimum of three times each year. The Audit Committee has oversight of, and assists the Board to

fulfil its responsibilities in the areas of financial reporting, audit functions, and risk management and control.

The Audit Committee oversees thl’s internal audit work programme based on thl’s risk management framework. An internal

audit work plan is developed each year, with internal audit assignments completed by EY, supplemented with review work

completed by the internal finance function. The business has a separate health and safety function, with regular reporting to

Board and management.

The current composition of the Audit Committee is Graeme Wong (Chairman), Debbie Birch, Rob Campbell, Cathy Quinn,

Gráinne Troute, and Rob Hamilton.

Also in attendance by invitation are Kay Howe, Grant Webster (Chief Executive Officer) and Jennifer Bunbury (Chief Financial

Officer).

Remuneration & Nomination Committee

The Remuneration & Nomination Committee is comprised of at least three non-executive directors of the Board, a majority

of whom must be independent directors.

The Committee meets a minimum of two times each year. The Remuneration & Nomination Committee supports the Board

on matters relating to human resources and remuneration. It assesses the role and responsibilities, composition, training and

membership requirements and remuneration for the Board, including recommendations for the appointment and removal

of directors.

The current composition of the Remuneration & Nomination Committee is Gráinne Troute (Chair), Rob Campbell, Kay Howe

and Graeme Wong. Also in attendance by invitation are Debbie Birch, Cathy Quinn, Rob Hamilton and Grant Webster (Chief

Executive Officer).

Principle 2 – Board composition and performance (continued)

• Treasury and funding expertise;

• Economics - global and local New Zealand expertise;

• International business leadership and CEO experience; and

• Sustainability.

Individual Director profiles are set out on page 142.

Roles and responsibilities of the Board

The Board is committed to managing thl in an ethical and professional manner, and in the best interests of the company

and its shareholders. Specific responsibilities of the Board, as set out in the Board Charter, include the following:

• Oversight of thl, including its control and accountability procedures and systems;

• Appointment, performance and removal of the Chief Executive Officer;

• Confirmation of the appointment and removal of the senior executive group (being the direct reports to the

Chief Executive Officer);

• Setting the remuneration of the Chief Executive Officer and Chief Financial Officer, approval of the remuneration

of the senior executive group, and the adoption of thl ’s remuneration policy;

• Overseeing the development, adoption and communication of the corporate strategy and objectives and oversight

of the adequacy of thl ’s resources required to achieve the strategic objectives;

• Approval of and monitoring of actual results against the annual business plan and budget (including the capital

expenditure plan);

• Review and ratification of thl ’s risk management framework, internal compliance and control, codes of conduct,

and legal compliance;

• Approval and monitoring of the progress of capital expenditures, capital management initiatives, and acquisitions

and divestments;

• Overseeing accounting and reporting systems and thl ’s compliance with its continuous disclosure obligations;

• Approval of the annual and half-year financial statements;

• Setting measurable objectives for achieving diversity with the organisation; and

• Adopting and reviewing thl ’s risk management framework.

Board performance evaluation and training

On an annual basis the Chairman conducts a review of Board performance. A review using an independent external facilitator

is conducted bi-annually. Board committees review performance against their Charters on an annual basis. The Remuneration

& Nomination Committee is responsible for ensuring Directors remain up to date with relevant training.

Director appointment

The policy for appointment and retirement of Directors is contained within thl ’s constitution and Board Charter. In accordance

with the NZX Listing Rules, directors must not hold office (without re-election) past the third Annual Meeting following their

appointment or 3 years, whichever is longer.

Kay Howe shall retire by rotation at the 2019 Annual Meeting and, being eligible, will offer herself for re-election. Additionally,

having been appointed by the Board since the 2018 Annual Meeting, each of Rob Hamilton and Guorong Qian shall retire at the

2019 Annual Meeting and, being eligible, will offer themselves for re-election. Graeme Wong will retire at the Annual Meeting in

October 2019.

Director independence

The criteria to determine whether directors are independent is set out in the Board Charter. All the Directors holding office on

30 June 2019, with the exception of Kay Howe, are considered to be independent. Directors are required to inform the Board of

any relevant information that may impact independence. The Remuneration and Nomination Committee Charter reviews the

independence of directors on behalf of the Board.


Principle 2 – Board composition and performance (continued)

Corporate governance (continued)
For the year ended 30 June 2019

Corporate governance (continued)

For the year ended 30 June 2019

thl Integrated Annual Report 2019130131

“The remuneration of directors and executives should be transparent, fair and reasonable.”

thl is committed to a fair approach to remuneration which ensures alignment between remuneration levels and business

needs. A clear set of boundaries and process to guide thl’s philosophy for remuneration has been set by the Remuneration

& Nomination Committee in the thl Remuneration Policy.

The thl Remuneration Policy was most recently reviewed by the Remuneration & Nomination Committee on 31 May 2019

and is available on thl’s website at www.thlonline.com.

Director remuneration

The fees payable to Directors is set by the Board, usually with the advice of independent consultants, in line with the thl

Remuneration Policy. Director remuneration is to be appropriate to the market and reflect the time commitment and

responsibilities of the role. As thl does not have any Executive Directors, its Director remuneration policy is applicable only

to Non-Executive Directors.

The total fee pool approved by the shareholders for Director remuneration at the 2018 Annual Meeting is $750,000. The annual

fees currently paid to Directors (from 1 November 2018 onwards) is $175,000 for the Chairperson, $87,500 for each Director, plus

$15,000 for the Chairperson of the Audit Committee and $10,000 for the Chairperson of each other Committee. Total directors’

remuneration received, or due and receivable during the year ending 30 June 2019 is set out in the director remuneration

note below.

thl also has in place a fixed share plan under which Directors may elect to receive ordinary shares in thl in lieu of their director

fees (either in whole or in part). This share plan was previously approved by thl shareholders.

CEO and Executive remuneration

Decisions concerning the remuneration of the CEO require approval from the Board, unless specifically delegated to the

Remuneration & Nomination Committee. Decisions concerning the remuneration of any other C-level positions, General

Managers or similar require approval from the Chair of the Remuneration & Nomination Committee.

thl is committed to ensuring that its Executives are fairly and equitably remunerated, and appropriately rewarded for excellent

performance and achievement. In addition, thl uses a remuneration structure to ensure that the interests of the CEO and

Executive team are aligned with the interests of shareholders.

The CEO and Executive remuneration generally consists of a fixed base salary and allowances, annual performance-based

incentives and long-term equity-based incentives. The fixed base salary of the CEO and Executive team is reviewed once every

two years and benchmarked against the median of the market.

Annual performance-based incentives are linked to financial and individual targets. For the year ending 30 June 2019, the CEO

and CFO annual incentive is based 80% on Company financial performance (Net profit after tax, and Return on funds employed),

and 20% on individual performance against specific targets. The annual incentives of other Executives are based

40% on Company financial performance and 40% on other financial targets, and 20% on individual performance against

specific targets. Other senior staff have annual incentives based 60% on financial performance and 40% on individual

performance against specific targets.

The thl long term incentive (LTI) scheme is designed to align the interests of the Executives with those of the shareholders.

Executives are rewarded for long-term increases in shareholder value. Executives are invited to participate in the long term

incentive plan by the Board on an annual basis, and participating Executives are awarded share options at the discretion of the

Board. The awarding of options is based on a percentage of fixed remuneration, based on a valuation of the options carried out

each year by KPMG. Details of the schemes and the status of options issued under the schemes is included in note 33 to the

Financial Statements.

Further detail regarding CEO remuneration for the year ended 30 June 2019 is set out in the CEO remuneration note below.

Staff remuneration

Decisions concerning remuneration of other thl staff require approval on a “one-up” basis. This means that no person may make

decisions on the remuneration of any person reporting to them without the approval of the person to whom they report.

The number of thl staff which received remuneration exceeding $100,000 in the year ending 30 June 2019 is set out in the

employee remuneration section.

Principle 5 – Remuneration

Market Disclosure Committee

The Market Disclosure Committee is comprised of the Board Chairman, the Chair of the Audit Committee and Cathy Quinn.

Also in attendance are Grant Webster (Chief Executive Officer) and Jennifer Bunbury (Chief Financial Officer). The Committee

monitors compliance with the Group’s Market Disclosure Policy which covers compliance with NZX Listing Rules, the

Companies Act 1993, the Financial Markets Conduct Act 2013 and other guidelines issued by the Financial Markets Authority and

the NZX.

The Committee meets if required outside of normal Board meetings to approve market disclosures.

Marketing & Customer Experience Committee

The Marketing & Customer Experience Committee is comprised of at least two non-executive directors of the Board. The current

composition of the Marketing & Customer Experience Committee is Kay Howe (Chair), Gráinne Troute and Rob Campbell.

The Committee supports the Board and management on strategy around brand, marketing and customer experience. The

Committee meets as required.

Sustainability & Risk Committee

The Sustainability & Risk Committee is comprised of at least two non-executive directors of the Board. The current composition

of the Sustainability & Risk Committee is Cathy Quinn (Chair), Rob Campbell, Gráinne Troute and Debbie Birch. The Committee

supports the Board and management on sustainability policies and practices and strategic risk management. The Committee

meets as required.

Takeover protocols

thl has a written protocol that describes the process to be followed in the event of a takeover offer. The protocol includes the

appointment of a subcommittee of independent directors.

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.”

The Board is committed to ensuring that shareholders and the market are provided with complete and timely information

about the activities of the business to allow proper accountability between thl, shareholders, employees and other stakeholders.

The Board has overall responsibility for ensuring the integrity of thl’s reporting and disclosure.

Continuous disclosure

thl’s obligations under the NZX Listing Rules require it to advise the market about any material events promptly and without

delay once the Company becomes aware of such information. The Board has in place a Market Disclosure Policy in order to

ensure that the Company is able to comply with its continuous disclosure obligations.

The Market Disclosure Policy contains a procedure for the escalation of potential material information to the Market Disclosure

Committee, in order to allow the Committee to determine whether the information is material and whether an announcement

is required. The Market Disclosure Policy is provided to all thl staff and is also available on www.thlonline.com. Additionally, thl

provides training regarding its continuous disclosure obligations to all staff and monitors compliance on an ongoing basis.

Financial reporting

The Audit Committee is responsible to the thl Board in relation to financial reporting. It reviews the interim and annual financial

statements and reports to the Board regarding compliance with relevant laws and recognised accounting policies. It is also

responsible for ensuring that thl retains accurate financial and accounting records, and that all financial reporting is done in an

accurate and timely manner.

Non-financial reporting

thl has adopted the internationally recognised Integrated Reporting guidelines in order to ensure its disclosure of non-financial

reporting is balanced, transparent, connected to the financial, social and environmental performance, and easily comparable to

other companies.

Principle 3 – Board committees (continued)

Corporate governance (continued)
For the year ended 30 June 2019

Corporate governance (continued)

For the year ended 30 June 2019

thl Integrated Annual Report 2019132133

“The Board should ensure the quality and independence of the external audit process.”

The Audit Committee is responsible for recommending the appointment and removal of external auditors, ensuring their

independence and regularly monitoring and reviewing both internal and external audit practices. The Committee closely

monitors thl’s relationship with the external auditor, including:

• Ensuring the rotation of the external auditor or lead partner and peer review partner at least every five years;

• Obtaining confirmation of the auditor’s independence in writing; and

• Monitoring and approving any other services provided by the external auditor to thl other than in its audit role, and

monitoring total non-audit fees.

The Audit Committee Charter sets out the types of services which the external auditor is prohibited from providing to thl

in order to ensure that their ability to provide audit services is not impaired and that they remain independent.

thl’s current external auditor is PwC New Zealand. PwC was re-appointed by shareholders at the 2018 Annual Meeting. In

accordance with thl’s Board Charter, PwC New Zealand will attend the 2019 Annual Meeting and be available to answer

questions about the conduct of its audit and the preparation and content of its audit report.

thl has an internal audit function which is based on an annual plan prepared by management, reflecting thl’s risk management

framework. The Audit Committee receives and reviews reports from the internal audit team, and is responsible for ensuring that

recommendations, actions and timelines for internal audits are agreed and undertaken with management.

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.”

Access to information

The Board aims to ensure that shareholders are able to access up-to-date information regarding thl’s business and ongoing

developments in an easy-to-access format. thl makes available on its website a description of each of its businesses, historical

interim and annual reports and other shareholder communications, and key corporate governance documents as required

by the Code.

A brief biography of each of thl’s Directors and key members of the Executive team is available on thl’s website.

Annual Meetings

The Board encourages all shareholders and stakeholders to attend its Annual Meetings. It aims for all Annual Meetings to be

attended by all Directors as well as the CEO and the CFO, and to ensure that they are available for questions from shareholders.

For shareholders that are unable to attend physically, a live-stream of the Annual Meeting is made available which includes the

ability for shareholders to submit questions online. Minutes of each Annual Meeting are subsequently made available on the

thl website.

CITIC Placement

On 24 June 2019, thl announced that it would be raising approximately $80 million via a $30 million placement to HB Holdings

(a wholly-owned subsidiary of CITIC Capital International Tourism Fund) (the Placement) and a follow-on $50 million fully

underwritten pro rata 1 for 9 rights offer, with a shortfall book build (the Rights Offer).

The Placement was non-compliant with Recommendation 8.4 of the Code, which recommends that if issuers are seeking

additional equity capital, they should offer further equity securities to existing shareholders on a pro rata basis, before further

equity securities are offered to other investors.

Principle 7 – Auditors

“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.”

thl maintains a framework for the identification, assessment, monitoring and management of material risks to thl ’s business.

The thl Board has ultimate responsibility for reviewing thl ’s risk management framework, however the ongoing oversight is

delegated to the Sustainability & Risk Committee in respect of strategic risk management, and to the Audit Committee in respect

of financial risk management. The two Committees report to the Board and to each other in respect of potential issues or risks

that require further consideration and response.

Strategic risk management

In the year ending 30 June 2019, the thl Board approved the formation of the Sustainability & Risk Committee. The objective of

the Committee is to consider, assess and respond to long-term strategic risks to thl ’s business, and to ensure that thl ’s maintains

sustainable business practices. The thl Board considers that the sustainable business practices are fundamental to ensuring that

thl can continue to deliver value to its shareholders over the long-term.

Financial risk management

The Audit Committee is responsible for ensuring that thl appropriate control and systems in place to manage any financial risks

and to protect thl ’s assets. This involves reviewing thl ’s risk management system, business policies and practices and internal

control framework.

The Committee is also responsible for ensuring that thl maintains up to date risk registers, business continuity and disaster

recovery plans, and insurance coverage which ensures that earnings are well protected from potential adverse circumstances.

thl management maintains the material risk register and reports to the Board every second month on such risks. Management

monitors risks on an ongoing basis to identify any new risks as well as any potential changes to the threat posed to thl ’s business

from previously identified risks.

Further information regarding the material risks faced by thl ’s business and how these are being managed is set out in

the notes of the financial statements.

Health and safety

The Sustainability & Risk Committee is responsible for monitoring matters relating to occupational health and safety, and

physical and mental well-being of thl staff, and report to the Board on such matters.

The Committee works with management to identify and maintain a register of workplace hazards, and to ensure that thl has in

place and appropriately documents its health and safety policies and procedures.

thl management report to the Board on any health and safety incidents, including implementation of responses to prevent

further incidents, on a monthly basis.

Principle 6 – Risk management

Corporate governance (continued)
For the year ended 30 June 2019

Corporate governance (continued)

For the year ended 30 June 2019

thl Integrated Annual Report 2019134135

(FY2019 JULY 18 – JUNE 19)

BOARD

MEETINGS

AUDIT

COMMITTEE

MEETINGS*

REMUNERATION

& NOMINATION

COMMITTEE

MEETINGS

DISCLOSURE

COMMITTEE

MEETINGS

MARKETING

& CUSTOMER

EXPERIENCE

COMMITTEE

MEETINGS

SUSTAINABILITY &

RISK COMMITTEE

MEETINGS**

Total number of

meetings held123522–

Rob Campbell

123522–

Debbie Birch

1235–1–

Kay Howe

1225–2–

Cathy Quinn

12352-–

Gráinne Troute

1035–2–

Graeme Wong

123521–

Rob Hamilton***

52––1–

* Includes Audit & Risk Committee meetings held during FY2019.

** The Sustainability & Risk Committee was formed on 31 May 2019.

*** Rob Hamilton joined the Board on 1 February 2019.

Director and Officer gender composition

20192018

MALEFEMALEMALEFEMALE

Directors

3 (43%)4 (57%) 2 (33%)4 (67%)

Officers

10 (71%)4 (29%)12 (80%)3 (20%)

Directors’ remuneration

Directors’ remuneration received, or due and receivable during the year ending 30 June 2019 is as follows:

20192018

DIRECTORS OF TOURISM HOLDINGS LIMITED

DIRECTOR’S

FEES

OTHER

REMUNERATION

DIRECTOR’S

FEES

OTHER

REMUNERATION

1

R Campbell

166,667–143,333–

D Birch

83,333–71,667–

C Domecq

1

––24,167–

K Howe

92,500–76,042–

R Hamilton

2

36,458–––

C Quinn

3

84,167–60,833–

G Troute

92,500–79,167–

G Wong

96,667–81,667–

652,292–536,876–

1 C Domecq resigned as a Director with effect from 1 November 2017.

2 R Hamilton was appointed as a Director with effect from 1 February 2019.

3 C Quinn was appointed as a Director with effect from 7 September 2017.

Each of Rob Campbell, Debbie Birch, Cathy Quinn & Graeme Wong were issued, or are to be issued, ordinary shares in thl as part

of their director remuneration. Refer to the section titled “Directors’ share dealings”.

Table of board attendances

The thl Board is of the view that the Placement was an appropriate method to raise additional equity capital in these

circumstances, on the basis that:

• there was a follow-on Rights Offer which allowed eligible shareholders to purchase additional thl ordinary shares at a price

of $3.40 per new share;

• eligible existing shareholders were provided with an opportunity to participate in the shortfall book build alongside

institutional investors, therefore allowing them to mitigate the dilutive effect of the Placement;

• the issue price of $4.02 per share under Placement represented a 15.5% premium to the issue price of $3.40 per share under

the Rights Offer.

• the majority of the $80 million of new equity capital raised was via the Rights Offer.

Board composition

thl’s constitution allows up to ten directors. As at 30 June 2019, the Board of Directors comprised seven directors, all of whom

are non-executive directors.

DIRECTORROLESDIRECTOR SINCEINDEPENDENCE

Rob CampbellChairman, Chair Market Disclosure Committee,

Member Audit Committee, Member

Remuneration & Nomination Committee,

Member Marketing & Customer Experience

Committee, Member Sustainability & Risk

Committee

May 2013Independent Director

Debbie BirchMember Audit Committee,

Member Sustainability & Risk Committee

September 2016Independent Director

Kay HoweChair Marketing & Customer Experience

Committee, Member Remuneration &

Nomination Committee

October 2012Non-independent

Director

Cathy QuinnChair Sustainability & Risk Committee,

Member Audit Committee,

Member Market Disclosure Committee

September 2017Independent Director

Gráinne TrouteChair Remuneration & Nomination Committee,

Member Audit Committee, Member Marketing

& Customer Experience Committee, Member

Sustainability & Risk Committee

February 2015Independent Director

Graeme WongChair Audit Committee, Member Market

Disclosure Committee, Member Remuneration

& Nomination Committee

November 2007Independent Director

Rob Hamilton

Member Audit Committee

February 2019Independent Director

Principle 8 – Shareholder rights and relations (continued)

Corporate governance (continued)
For the year ended 30 June 2019

Corporate governance (continued)

For the year ended 30 June 2019

thl Integrated Annual Report 2019136137

The number of employees in the Group or former employees (not including Directors) whose remuneration that was paid

in the 2019 financial year (including severance pay) was within the specified bands is as follows:

REMUNERATION

IN $000’s

NUMBER OF

EMPLOYEES

100–10915

110–1196

120–12911

130–13917

140–1493

150–1591

160–1697

170–1791

190–1991

200–2094

210–2191

220–2291

230–2393

240–2491

250–2593

260–2693

270–2791

280–2891

300–3091

330–3391

390–3991

460–4691

500–5091

540–5491

640–6491

1,220–1,2291

Total88

Substantial product holders

The following information is provided in compliance with section 293 of the Financial Markets Conduct Act 2013 and records

Substantial Product Holder notices received in the period up to 30 June 2019.

NUMBER OF ORDINARY SHARES IN WHICH

A RELEVANT INTEREST WAS HELD

HB Holdings Limited

22,310,49616.897%

Employee remuneration

Fixed remuneration

In 2019 the CEO, Grant Webster, received fixed remuneration including allowances of $578,000 (2018: $578,000).

Short term incentive

The annual short term incentive of the CEO is set at 40% of fixed remuneration and allowances if all financial performance

targets are achieved. In addition, a further incentive of up to 28% (2018: 28%) of fixed remuneration and allowances is payable for

the over-achievement of financial and broader business performance targets. In relation to the 2019 financial year, $95,000 (2018:

$393,000) is to be paid for CEO annual performance incentive. The performance incentive will be paid in the 2020 financial year.

Long term incentive

In 2019 the CEO was granted 425,000 share options under the 2017 Long Term Incentive Scheme valued at $0.398, giving a total

value of $169,150. In 2018 the CEO was granted 240,000 share options under the 2017 Long Term Incentive Scheme valued at

$0.624, giving a total value of $149,760.

Under both the 2017 and 2009 long term incentive schemes, the share rights vest from the second anniversary of the issue, with

one third vesting after the second year, one third after the third year, and the final third after the fourth year. In 2019, 233,333

redeemable ordinary shares vested under the 2009 long term incentive plan, and 80,000 options vested under the 2017 long

term incentive plan.

Superannuation

The CEO is a participant in Kiwisaver, and is eligible to receive an employer contribution of 3% of gross taxable earnings. In 2019

this contribution was $33,573 (2018: $30,099).

Total remuneration

The total remuneration of the CEO was as follows:

20192018

Base salary

$578,000$578,000

Short term incentive

$95,000$393,000

Long term incentive

$169,150$149,760

Total

$842,150$1,120.760

CEO remuneration

Corporate governance (continued)
For the year ended 30 June 2019

Corporate governance (continued)

For the year ended 30 June 2019

thl Integrated Annual Report 2019138139

SHARES BENEFICIALLY OWNED, HELD

SOLELY OR AS A JOINT HOLDER

SHARES BENEFICIALLY OWNED,

HELD BY ASSOCIATED PERSONS

(INCLUDING FAMILY INTERESTS)

AT 30 JUNE 20192019201820192018

R Campbell

––723,129675,513

D Birch

8,7283,504––

K Howe

2,666,5502,666,5503,302,3903,237,289

C Quinn

1,978–25,719–

G Troute

83,93982,204––

G Wong

163,300150,141––

2,924,4952,902,3994,051,2383,912,802

Directors’ share dealings

Details of the Directors’ acquisitions and disposals of relevant interests in the ordinary equity securities issued by the Company

are as follows:

Tutanekai Investments Limited (an entity beneficially associated with Rob Campbell), was issued with 6,880 ordinary shares

in the Company on 1 October 2018 at $5.45 per share as part of Rob Campbell’s director remuneration for the six months

ended 30 September 2018, and 8,953 ordinary shares in the Company on 1 April 2019 at $4.77 per share as part of his director

remuneration for the six months ended 31 March 2019. In addition, Tutanekai Investments Limited was issued with 16,827

ordinary shares in the Company on 11 October 2018 at $5.283 per share and 14,956 ordinary shares in the Company on 16 April

2019 at $4.926 per share as part of the Dividend Reinvestment Plan.

Debbie Birch was issued with 2,270 ordinary shares in the Company on 1 October 2018 at $5.45 per share as part of her director

remuneration for the six months ended 30 September 2018, and 2,954 ordinary shares in the Company on 1 April 2019 at $4.77

per share as part of her director remuneration for the six months ended 31 March 2019.

Gráinne Troute was issued with 1,735 ordinary shares in the Company on 16 April 2019 at $4.926 per share as part of the Dividend

Reinvestment Plan.

Graeme Wong was issued with 2,573 ordinary shares in the Company on 1 October 2018 at $5.45 per share as part of his director

remuneration for the six months ended 30 September 2018, and 3,444 ordinary shares in the Company on 1 April 2019 at $4.77

per share as part of his director remuneration for the six months ended 31 March 2019. In addition, Graeme Wong was issued

with 3,765 ordinary shares in the Company on 11 October 2018 at $5.283 per share and 3,377 ordinary shares in the Company on

16 April 2019 at $4.926 per share as part of the Dividend Reinvestment Plan.

Cathy Quinn was issued with 1,892 ordinary shares in the Company on 1 October 2018 at $5.45 per share as part of her director

remuneration for the six months ended 30 September 2018, and 2,954 ordinary shares in the Company on 1 April 2019 at $4.77

per share as part of her director remuneration for the six months ended 31 March 2019. Cathy Quinn was also issued with 46

ordinary shares in the Company on 11 October 2018 at $5.283 per share and 685 ordinary shares in the Company at $4.926 per

share on 16 April 2019 as part of the Dividend Reinvestment Plan. In addition, Cathy Quinn purchased 22,120 ordinary shares in

the Company via a non-market purchase at $4.71 per share.

Directors’ shareholdings

Spread of shareholders

The ordinary shares of Tourism Holdings Limited are listed on the NZX Main Board.

As at 30 June 2019 the total number of voting securities on issue was 132,035,883.

SIZE OF SHAREHOLDINGS

NUMBER OF

HOLDERS

NUMBER OF

SHARES HELD

% OF TOTAL

ISSUED SHARES

1 - 1,000

1,8471,079,0760.82%

1,001 - 5,000

3,81110,202,1117.73%

5,001 - 10,000

1,1868,784,7856.65%

10,001 - 50,000

81616,171,75412.25%

50,001 - 100,000

685,045,1523.82%

100,001 and over

5790,753,00568.73%

7,785132,035,883100.0%

The above shows the spread of shareholders as at 30 June 2019. The shareholding of New Zealand Central Securities Depository

Limited (NZCSD) has been reallocated to the applicable members of NZCSD.

Twenty largest shareholders

AS AT 30 JUNE 2019NUMBER OF ORDINARY SHARES

1 HSBC Nominees (New Zealand) Limited

28,093,91321.28%

2 Forsyth Barr Custodians Ltd

15,161,90111.48%

3 Custodial Services Limited

9,383,5497.11%

4 Citibank Nominees (NZ) Ltd

4,938,1413.74%

5 Accident Compensation Corporation

4,531,7353.43%

6 JPMORGAN Chase Bank

2,839,6702.15%

7 Kay Joceyln Howe

2,666,5502.02%

8 FNZ Custodians Limited

2,272,2541.72%

9 Grant Gareth Webster & Stephen David Webster

1

2,000,6671.52%

10 New Zealand Depository Nominee Limited

1,433,5981.09%

11 Dean Neil Edgerton & Nicole Tonnile Edgerton & William Desmond Edgerton

1,279,6030.97%

12 JBWERE (NZ) Nominees Limited

1,276,7990.97%

13 Glenn Laurance Howe & Tony Laurance Howe

1,224,4100.93%

14 Premiere Nominees Limited

1,185,3320.90%

15 Alpine Bird (New Zealand) Limited

1,114,7200.84%

16 Tea Custodians Limited

1,113,0560.84%

17 Moon Chul Choi & Keum Sook Choi

1,082,0000.82%

18 Ja Hong Koo & Pyung Keum Koo

950,0000.72%

19 Cogent Nominees Limited

806,8730.61%

20 Bnp Paribas Nominees NZ Limited

637,3670.48%

83,992,13863.62%

(1) Represents shares legally owned by Grant Gareth Webster and Stephen David Webster as trustees of the Denika Family Trust.

Spread of shareholders

Corporate governance (continued)
For the year ended 30 June 2019

Corporate governance (continued)

For the year ended 30 June 2019

thl Integrated Annual Report 2019140141

In addition to the share dealings described above, the following entries were made in the Directors’ interests register during

the year:

R CampbellGeneral notice of interest as a member of the “Capital Markets 2029” Steering Committee.

D BirchGeneral notice of interest as a director of NZ Venture Investment Fund Limited, director of

Raukawa ki te Tonga AHC Limited, and a member of the Sustainable Finance Forum Leaders Group.

K HoweNil.

C QuinnGeneral notice of interest as a director of Rangatira Limited.

G TrouteGeneral notice of interest as a director of Investore Property Limited.

G WongGeneral notice of interest as a director of SCP Health Limited and Healthcare Group NZ Limited.

R HamiltonGeneral notice of interest as Chief Financial Officer of SkyCity Entertainment Group Limited.

Rob Campbell is Chair of SkyCity Entertainment Group Limited, Summerset Group Holdings Limited, King Tide Asset

Management Limited, Tutanekai Investments Limited and WEL Networks Limited and is a director of Precinct Properties

New Zealand Limited, Serica Credit Fund and THL Corporate Trustee Limited.

Debbie Birch is a director of Ngati Awa Group Holdings Limited, Ruapehu Alpine Lifts Limited, NZ Venture Investment

Fund Limited, Taupo Moana Group Limited, Te Puia Tapapa GP Limited, Tuwharetoa Hau Rau GP Limited and White Island

Tours Limited.

Kay Howe is a director of Enki Enterprises Limited, Hauraki Farm Investments Limited, Koda Property Holdings Limited,

Stage Holdings Limited and THL Corporate Trustee Limited.

Cathy Quinn is a director of Fletcher Building Limited, Fletcher Building Industries Limited, Rangatira Limited and a partner

at MinterEllisonRuddWatts.

Gráinne Troute is a director of Evolve Education Group Limited, Investore Property Limited and Summerset Group Holdings

Limited.

Graeme Wong is chairman of Harbour Asset Management Limited and a director of the following companies: Aerograph

Limited, Clyde Court Limited, CMT Industries Limited, Glaisnock Limited, Henry Wong Limited, Jaguar Nominees Limited,

Kaihiku Rural Properties Limited, Mt Acernus Holdings Limited, Paretai Dairy Farm Limited, Precinct Properties New Zealand

Limited, Radius Lint Limited, Silver Earth Nominees Limited, Southern Capital Partners (NZ) Limited, Totara Island Farms

Limited and Wong & Company Supermarket Limited.

Rob Hamilton is Chief Financial Officer of SkyCity Entertainment Group Limited.

NZX Waivers

On 27 February 2017 thl obtained a waiver from NZXR from Rule 8.1.7 (which ensures that options may not be subsequently

amended by an issuer in a manner that is detrimental to the interests of the holders of the underlying Equity Securities). The

waiver was granted to the extent that the Rule would otherwise prevent the issue of options under thl ’s long term incentive

scheme for senior executives, introduced in 2017. The ruling allows for a formula to be used for the exercise price of the options,

that will result in a fluctuating exercise price.

On 22 May 2019 thl obtained a waiver from NZXR from Listing Rule 6.5.2 under the revised NZX Listing Rules. This waiver

re-documented the existing waiver received on 27 February 2017 in respect of Rule 8.1.7 under the former NZX Listing Rules.

Directors’ loans

There were no loans by the Group to Directors.

General notice of Directors’ interest

The Group has arranged insurance cover and provided deeds of indemnity for Directors’ and Officers’ liability.

Auditors

In accordance with section 207T of the Companies Act 1993, PricewaterhouseCoopers are appointed as the Group’s auditors.

Auditors’ remuneration is detailed in the notes to the financial statements.

Subsidiary companies

During the financial year ending 30 June 2019, the directors of thl ’s subsidiary companies are as follows:

THL Motorhomes LimitedGrant Webster and Mark Davis (ceased to be a director in October 2018)

THL Motorhomes UK LimitedGrant Webster and Daniel Schneider

Waitomo Caves LimitedGrant Webster and Mark Davis (ceased to be a director in October 2018)

Waitomo Caves Holdings LimitedGrant Webster and Mark Davis (ceased to be a director in October 2018)

GeoZone LimitedGrant Webster

THL Corporate Trustee LimitedRob Campbell, Kay Howe

Road Bear NZ LimitedGrant Webster, Hannes Rosskopf and Tucker Schork

Maui Rentals Pty LimitedGrant Webster, Mark Davis (ceased to be a director in October 2018), and

Catherine Meldrum

The Green Bus Company Pty

Limited

Grant Webster, Mark Davis (ceased to be a director in October 2018) and

Catherine Meldrum

THL Oz Pty LimitedGrant Webster, Mark Davis (ceased to be a director in October 2018) and

Catherine Meldrum

Tourism Holdings Rental Vehicles

Pty Limited

Grant Webster, Mark Davis (ceased to be a director in October 2018) and

Catherine Meldrum

World Travel Headquarters Pty

Limited

Grant Webster, Mark Davis (ceased to be a director in October 2018) and

Catherine Meldrum

Tourism Holdings Australia Pty

Limited

Robert Campbell, Grant Webster, Mark Davis (ceased to be a director in October 2018) and

Catherine Meldrum

THL Group (Australia) Pty LimitedGrant Webster, Mark Davis (ceased to be a director in October 2018) and

Catherine Meldrum

El Monte Rents IncGrant Webster, Hannes Rosskopf, Tucker Schork (ceased to be a director in November 2018)

and Gordon Hewston (commenced as a director in November 2018)

JJ Motorcars IncGrant Webster, Hannes Rosskopf and Tucker Schork

Tourism Holdings USA IncGrant Webster, Hannes Rosskopf (ceased to be a director in November 2018) and

Tucker Schork (ceased to be a director in November 2018)

Directors’ insurance

thl Integrated Annual Report 2019142143
Outdoria Group

Outdoria Group

Corporate information

Directors

Rob Campbell

Debbie Birch

Rob Hamilton

Kay Howe

Guorong Qian

Cathy Quinn

Gráinne Troute

Graeme Wong

Executives

Grant Webster – Chief Executive Officer

Jennifer Bunbury – Chief Financial Officer

Jo Allison – Chief Operating Officer

Registered office

Level 1

83 Beach Road

Auckland 1010

New Zealand

Share register

Tourism Holdings Limited shares are listed

on the New Zealand Stock Exchange (NZX)

Share registrar

Link Market Services Limited

PO Box 91976

Auckland

Tel: +64 9 375 5998

Email: enquiries@linkmarketservices.co.nz

Auditors

PricewaterhouseCoopers

Auckland, New Zealand

Solicitors

MinterEllisonRuddWatts

Auckland, New Zealand

Bankers

ANZ Bank New Zealand Limited

Australia and New Zealand Banking

Group Limited

Westpac New Zealand Limited

Westpac Banking Corporation

The Hongkong and Shanghai Banking

Corporation Limited

Rob Campbell - Chairman (Auckland)

Independent Director appointed in May 2013. Appointed Chairman of thl in August 2013 and Chair of Market Disclosure

Committee in April 2014. Rob has over 30 years experience in investment management and corporate governance. Currently

Chair of SkyCity Entertainment Group Limited, Summerset Group Holdings Limited (NZ) and WEL Networks, and a director of

Precinct Properties. Rob trained as an economist and has worked in a variety of capital market advisory and governance roles

over a long period.

Debbie Birch (Wellington)

Independent Director appointed in September 2016. Debbie has held various director and trustee positions for the last 8 years

and is currently Chair of Taupo Moana Investments Limited. She is a board member of Ruapehu Alpine Lifts Limited, NZ Venture

Investment Fund Limited, White Island Tours Limited, Ngati Awa Group Holdings Limited, Raukawa ki te Tonga AHC Limited,

LGNZ Independent Assessment Board, Te Pūia Tāpapa GP Limited and a Trustee of Wellington Free Ambulance and a Member

of the Sustainable Finance Forum Leaders Group. She has significant financial, commercial and strategic experience gained in

Asia, Australia and New Zealand with more than 30 years working in global capital markets.

Rob Hamilton (Auckland)

Independent Director appointed in February 2019. Rob is currently Chief Financial Officer at SkyCity Entertainment Group

Limited and also oversees SkyCity’s International Business division and ICT function. Prior to his role at SkyCity, Rob served

as a Managing Director and the Head of Investment Banking at First NZ Capital. Rob is a respected member of the finance

community, with more than 20 years’ experience in senior finance roles. Rob is also a Board of Trustees member for Auckland

Grammar School and has previously been a Board member on the New Zealand Olympic Committee.

Kay Howe (Auckland)

Non Independent Director appointed in October 2012. Appointed Chair of the Marketing and Customer Experience Committee

in December 2017. With a background in a variety of industries Kay entered into the tourism market in 1978 starting her first

motorhome rental business as a small family operation. An industry pioneer, Kay is experienced in the operational, financial,

sales and marketing of a rental motorhome business in New Zealand and has established strong industry relationships in many

European markets. Kay founded United Vehicle Rentals in 1994 which was sold to thl on the 31st October, 2012. Kay is a non

independent director under the NZX listing rules due to being a director of an entity that was a substantial security holder in thl.

Guorong Qian (CHINA)

Non-Independent Director appointed in July 2019. Guorong is currently Vice Chairman of CITIC Capital Holdings Limited,

a global investment management and advisory firm which employs over 320 staff through 7 offices in China, Japan and

the United States. Guorong has been with CITIC Capital in various roles since its founding. He previously worked in various

brokerage, asset management and investment roles.

Cathy Quinn, ONZM (Auckland)

Independent Director appointed September 2017. Appointed Chair of the Sustainability & Risk Committee in May 2019. Cathy

is currently a senior corporate partner at MinterEllisonRuddWatts; she served as the firm’s Chair for eight years and was also a

member of the Australasian MinterEllison Legal Group Executive Board for the period she chaired the firm. Cathy is a director

of Fletcher Building Limited, Fletcher Building Industries Limited and Rangatira Limited. She is also a member of the Board of

the NZ Treasury and chairs its Audit & Risk Committee. She is a former member of the NZ Securities Commission and Capital

Markets Development Taskforce. Cathy was made an Officer of the NZ Order of Merit in 2016 for services to law and women.

Gráinne Troute (Auckland)

Independent Director appointed in February 2015. Appointed Chair Remuneration & Nomination Committee in February 2015.

Gráinne is a director of NZX-listed companies Summerset Group Holdings Limited, Investore Property Limited and Evolve

Education Group. Her executive career included the roles of General Manager Corporate Services for SkyCity Entertainment

Group, Managing Director of McDonald’s Restaurants (New Zealand) Ltd, NZ Managing Director of HR consultancy Right

Management and HR lead for Coopers & Lybrand Auckland (now PwC). Gráinne also served for many years as a trustee and

chair in the not-for-profit sector, including having been Chair of Ronald McDonald House Charities NZ for five years.

Graeme Wong (Wellington)

Independent Director appointed in November 2007. Appointed Chairman of Audit Committee in February 2015. Background in

stock broking, capital markets and investment. Founded and became Executive Chairman of Southern Capital Limited which

listed on the NZX and evolved into Hirequip New Zealand Limited. The business was sold to private equity interests. Previous

directorships include New Zealand Farming Systems Uruguay Limited, Sealord Group Limited, Tasman Agriculture Limited,

Magnum Corporation Limited, and At Work Insurance; alternate director of Air New Zealand. Currently Chairman of Harbour

Asset Management Limited; Director of Areograph Limited, Precinct Properties New Zealand Limited and shareholder and

Director of Southern Capital Partners (NZ) Limited, which is active in advising and investing in cross border China transactions.

Member of the Trust Board of Samuel Marsden Collegiate School and Member of the Management Board of The Bible Society

Development (New Zealand) Incorporated.

Board of directors

thl Integrated Annual Report 2019144
Notes

INTEGRATED
ANNUAL REPORT

2019

---

Tourism Holdings Limited Results Announcement

Results for announcement to the market

Name of issuer Tourism Holdings Limited

Reporting Period 12 months to 30 June 2019

Previous Reporting Period 12 months to 30 June 2018

Currency New Zealand dollars

Amount (000s) Percentage change

Revenue from continuing

operations

$423,004 -1%

Total Revenue $423,004 -1%

Net profit/(loss) from

continuing operations

$29,753 -52%

Total net profit/(loss)

1

$29,753 -52%

Final Dividend

Amount per Quoted Equity

Security

14 cents per share

Imputed amount per Quoted

Equity Security

50% imputed

Record Date 2 October 2019

Dividend Payment Date 11 October 2019

Current period Prior comparable period

Net tangible assets per Quoted

Equity Security

$1.87 $1.69

A brief explanation of any of

the figures above necessary to

enable the figures to be

understood

The financial result for the year ended 30 June 2019 include thl’s

share of loss from Togo Group, previously known as TH2, that was

formed in February 2018.


1

The results in 2019 include a one-off tax benefit of $1.9M in the USA

in relation to an allowance under the tax code to carry back tax losses

to previous tax years. The tax years that the losses were applied to

had a higher tax rate than the losses were previously valued at. The

results in 2018 included a gain of $23.1M, net of transaction costs in

relation to assets and investments that were contributed as part of

thl’s investment into TH2, and also a one-off tax benefit of $1.8M as a

result of the change in US federal tax rates which became effective in

FY18.

Authority for this announcement

Name of person authorised to

make this announcement

Jennifer Bunbury

Contact person for this

announcement

Grant Webster

Contact phone number +64 9 336 4255

Contact email address grant.webster@thlonline.com

Date of release through MAP 27 August 2019


Audited financial statements accompany this announcement.

---

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

numbernumberDate

Nature of event

BonusIf ticked,Rights Issue

Tick as appropriateIssuestate whether:Taxable/ Non TaxableConversionInterestRenouncable

Rights IssueCapitalCallDividend

If ticked, stateFull

non-renouncable

change

y

whether:

InterimYear

y

SpecialDRP Applies

y

EXISTING securities affected by this

If more than one security is affected by the event, use a separate form.

Description of theISIN

class of securities

If unknown, contact NZX

Details of securities issued pursuant to this eventIf more than one class of security is to be issued, use a separate form for each class.

Description of theISIN

class of securities

If unknown, contact NZX

Number of Securities toMinimum

Ratio, e.g

be issued following eventEntitlement

1 for 2 for

Conversion, Maturity, Call

Treatment of Fractions

Payable or Exercise Date

Tick if

provide an

pari passu

ORexplanation

Strike price per security for any issue in lieu or date

of the

Strike Price available.

ranking

Monies Associated with Event

Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.

Source of

Amount per securityPayment

(does not include any excluded income)

Excluded income per security

(only applicable to listed PIEs)

SupplementaryAmount per security

Currencydividendin dollars and cents

details -

NZSX Listing Rule 7.12.7

Total monies

TaxationAmount per Security in Dollars and cents to six decimal places

In the case of a taxable bonusResident

Imputation Credits

issue state strike priceWithholding Tax(Give details)

Foreign

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:

2 October, 201911 October, 2019

NZD$0.012353

$20,563,197.90

Date Payable

11 October, 2019

$$0.027961$0.027222

$

In dollars and cents

Retained earnings

14 cents

Enter N/A if not

applicable

146,879,985 Ordinary sharesNZ HELE 0001S9

(09) 336 4255(09) 309 926926082019

EMAIL: announce@nzx.com

Notice of event affecting securities

1

Tourism Holdings Limited

Grant Webster, CEODirector's resolution

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.