thl annual results to 30 June 2019
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.
---
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
o
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.