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2019 Annual Report

Annual Report31 October 2019SCTIndustrials

SCOTT TECHNOLOGY LIMITED
ANNUAL REPORT 2019

01 Highlights
02 Five Year Trends

03 ANZCO Case Study

04 Scott Launch Innovation Hub

05 Chairman + Managing Director’s

Commentary

08 Operations Commentary

09 Research + Development Commentary

10 Rocklabs World Leaders for 50 Years

12 Our People

14 Peñoles Case Study

15 Corporate Governance

17 Statement of Corporate Governance

22 Directors' Interests

26 Directors' Responsibility Statement

27 Financial Report

77 Independent Auditor’s Report

80 Our Values

81 Directory

TABLE OF

CONTENTS

HIGHLIGHTS
DIVIDEND

Final dividend: 4.0 cents per share,

partially imputed.

Record date: 15 November 2019

Payment date: 26 November 2019

Dividend reinvestment plan applies

to this payment for shareholders who

have elected to receive shares in lieu

on a cash dividend.

ANNUAL MEETING

Thursday 28 November 2019

3:00pm at Scott Technology Limited

630 Kaikorai Valley Road, Dunedin.

Proxies close 3:00pm,

Tuesday, 26 November 2019

REVENUE

EXPANSION INCOMMERCIALISATIONINVESTED

in Research

& Development

ACQUISITION

An increase of 24%

on the prior year


Per share partially imputed

Charlotte, Melbourne


and Dunedin

TECHNOLOGY

$225.1 M

3 cities

first


poultry

NORMACLASS

$14 M

TOTAL ANNUAL

DIVIDEND

8 cents

ANNUAL REPORT 2019

PAGE 1

FIVE YEAR
TRENDS

Appliances

Materials

Handling &

Logistics

Industrial

Automation

Mining

Meat

Processing

27%24%

14%15%

20%

4%

SCOTT TECHNOLOGY LIMITED

PAGE 2

REVENUE BY INDUSTRY

REVENUE BY GEOGRAPHY

New ZealandAustralia

21%

Asia

5%

Americas

32%

Europe

38%

20152016201720182019

FINANCIAL$‘000s$‘000s$‘000s$‘000s$‘000s

Total revenue72,298112,044132,631181,779 225,093

Net surplus after tax6,1138,13410,26510,7728,604

Cash flow from operating activities9,98716,10813,4071,018726

Net cash/(overdraft)1,28534,24426,67012,473 (4,737)

Bank term loans17,369--7,40911,667

Total assets84,445113,811126,181194,310213,114

Shareholders' equity50,61894,60097,156105,728111,817

DIVIDENDS (CENTS PER SHARE)

Interim2.54.04.04.04.0

Final5.55.56.06.04.0

Total

8.09.510.010.010.0

EMPLOYEES (NUMBER)

New Zealand194197215249248

Australia70808495101

Asia5233273336

Americas4550447483

Europe14053327316

Total

362400423778

ANZCO
CASE STUDY

in the Scott workshop during the

build as well as being part of the

project team during installation and

commissioning.

The commissioning team spent

time in the ANZCO processing

room in order to demonstrate

how the system works and how to

optimise the process to get the best

return on ANZCO’s investment.

“The increased yield comes from

improved accuracy, which will have

a positive financial impact,” says

Darryl Tones, ANZCO General

Manager Operations.

“For instance, achieving an extra

5mm on French racks, compared to

it being on the flap, is substantial.”

ANZCO Site Engineering Manager

Hein Strydom also attributed

collaboration as the most important

aspect of this successful project,

“Successful projects are only

achieved when you have full

collaboration between supplier

and customer, working together

towards the same goal”. In this case

full collaboration was certainly

achieved, resulting in a successful

outcome for both parties.

Other factors leading to the success

of this project were the new vision

accuracy methods developed on

this project as well as the addition

of a clean in place system. ANZCO

Foods commitment throughout

the project was exceptional with

two ANZCO Foods Maintenance

Engineers spending over a month


SUCCESSFUL PROJECTS ARE ONLY ACHIEVED

WHEN YOU HAVE FULL COLLABORATION

BETWEEN SUPPLIER AND CUSTOMER, WORKING

TOGETHER TOWARDS THE SAME GOAL”.

ANZCO Site Engineering Manager Hein Strydom

Earlier this year, Scott installed

an automated lamb boning room

into ANZCO Foods Rangitikei

plant. Featuring an X-Ray machine

working in unison with automated

cutting equipment, providing highly

accurate cuts and reducing health

and safety risks by replacing five

bandsaws.

The system X-Rays every carcass,

calculating the exact cut lines for

the forequarter and middle primal

cuts, along with deboning the

middle. In order to achieve the best

possible outcome, Scott and ANZCO

Foods worked very closely together

throughout the entire project.

Project Manager Sarita Withers

said “ANZCO Foods were dedicated

to make this project a success

from the very start and developed

a strong partnership, all working

collaboratively to deliver the most

advanced X-Ray Primal and Middle

System possible”

Scott achieved this by focusing

on the quality of the build

and increasing the in-house

commissioning time in order

to reduce the overall project

lifecycle. Furthermore, the whole

team concentrated greatly on the

reliability of the machine and the

robustness of the overall system.

ANNUAL REPORT 2019

PAGE 3

SCOTT TECHNOLOGY LIMITED
PAGE 4

SCOTT

LAUNCH

INNOVATION

HUB

Scott is continually developing

new products, it’s been part of our

DNA for decades. To achieve more

and to do so faster, we’ve recently

established a 'Development &

Innovation Hub', along with some

new roles.

With the addition of Web-

Developers, Software Engineers

and 3D Visualisation Programmers

the Industrial Internet of Things

(IIOT) is a key new focus of the Hub.

Through connectivity, data analysis

and reporting, our mission is to have

smart and informative reporting

systems on Scott machines that are

easily accessible to machine owners,

operators and Service Technicians.

Our lead 2019 initiative was stand-

alone and networked connectivity

for our BladeStop saws. Our

resulting BladeStop Connect adds

another layer of oversight on our

highly regarded product, by allowing

supervisors to remotely monitor

activities on the floor.

Other exciting developments

include real-time visualisation of

our Automated Guided Vehicles and

augmented reality tools to support

machine service. Our developments

also include in-house engineering

tools and soon our global BladeStop

register will be launched internally

for improved efficiencies for our

service team.

The opportunities presented by IIOT

for us and our customers is very

exciting.

Our job is to bring new products with

desirable features to our customers

and we strive to be customer-led in

our approach.

IT’S INGRAINED IN OUR CULTURE, FINDING INTERESTING WAYS

TO APPLY TECHNOLOGY SOLUTIONS TO BUSINESS CHALLENGES –

PARTICULARLY TO HELP FAST GROWING NEW ZEALAND COMPANIES

WHOSE PRODUCTS ARE DELIVERING VALUABLE EXPORT REVENUES


FOR THE COUNTRY”

Scott CEO Chris Hopkins

CHAIRMAN
+ MANAGING

DIRECTOR'S

COMMENTARY

BUSINESS OVERVIEW

The year has been one of

consolidation and integration of

recent growth and recent acquisitions.

Total revenues were increased 24%

from the prior year, driven by the

inclusion of a full year’s result for

Alvey and Transbotics, which were

both acquired in 2018.

Scott’s overall strategy is to build

one team that delivers a seamless

service to our customers in each of

our target segments and at the same

time providing local manufacturing,

installation, service and support

on the ground in each of our

target geographies. The Board

and management have focused on

aligning cultures, business practices

and objectives. With this largely

in place, the company will focus

on steady growth and increasing

returns. 2019 has been a year of

significant investment in research

and development and improving our

business systems and processes and

the focus is now firmly on profitable,

sustainable growth. The company’s

strategy to diversify industries

and geographies and to acquire or

develop a range of our technologies

to enable us to provide true end-to-

end solutions has been delivered.

The bottom line performance for

the current year was impacted by

a number of challenging projects.

The company is pleased to report

Stuart McLauchlan

Chairman & Independent Director

that we are nearing completion of

these projects, noted in our market

updated dated 9 July, and do not

expect the projects to greatly impact

on profitability in the year ahead. A

positive outcome from these projects

is a suite of new technologies and

products which we are already taking

to market.

With recent acquisitions completed

the company is focused on delivering

improved performance.

Chris Hopkins

Managing Director


ANNUAL REPORT 2019

PAGE 5

Scott CEO Chris Hopkins

In Europe we have created a single
management team focused on

realising benefits from integrating our

German operation with operations in

other European countries acquired

through the Alvey acquisition. This

includes relocating manufacturing

from Germany to the Czech Republic

and strengthening the engineering,

robotics and sales capability in

G ermany.

A small bolt-on acquisition of

Normaclass was completed in May

2019. Normaclass’ business is focused

on delivering cost effective beef carcass

grading systems utilising sophisticated

algorithms, 3D imaging and colour

recognition software and revenues

were not significant in the four months

trading to 31 August 2019.

Sales into our Appliances, Industrial

Automation and Materials Handling

& Logistics sectors achieved double

digit growth. The acquisition of Alvey

in 2018 provided a major boost to the

Materials Handling & Logistics sector

where revenues increased 126%

with the acquisition of Transbotics

(AGV’s) driving a 52% increase

in revenues from the Industrial

Automation sector. Revenues from

the Meat Processing and Mining

sectors slowed during the year but is

expected to increase as the pipeline

of opportunities convert to orders.

In New Zealand, we have

restructured our operations team

in Auckland to focus on providing

excellence in standard products and

components for the mining industry.

Large systems will be undertaken by

our project delivery teams in other

facilities supported by our Mining

specialists. We are reviewing our

administration and sales teams across

Australia and New Zealand and

establishing a manufacturing team

dedicated to BladeStop under the

responsibility of a BladeStop Business

General Manager.

Our core values continue to underpin

everything we do and represent

what we stand for as an organisation.

These values guide our actions and

behaviours in all things ‘Scott’ – from

our recruitment process through

to our day-to-day operation. We

recognise, and reinforce, positive

achievement through Values Awards

for our team members.

HEALTH & SAFETY

Health and Safety is an important

focus for Scott and we look for

the same commitment from our

customers. Our commitment and

results are good but we strive

for even better standards with

continuous improvement of our

health and wellbeing outcomes for

all our staff and stakeholders. We

have set the same best practice

expectations across all our

operations, in all geographies. Often

these are over and above the relevant

country legislation requirements.

FINANCIAL PERFORMANCE

We are pleased to report total

revenues of $225m up 24%, on the

$182m revenues achieved in the prior

year. Revenue growth this year has

primarily come from a full 12 months

result from the two acquisitions

completed in 2018. Revenues for

Alvey totalled $62m, up from $28m

for the five months included in 2018

and Transbotics’ revenues were

$13m, up from $4m for the three

months included in 2018. Earnings

before interest tax depreciation and

amortisation (EBITDA) of $20.0m

increased 4% from $19.3m in the

prior year. EBITDA in 2019 includes

the impact of accounting changes

required by the adoption of three

new NZ International Financial

Reporting Standards (NZ IFRS). The

major impact of the adoption of new

standards arises from the revised

treatment of leases previously treated

as operating expenses which are now

recorded as a right-of-use asset and

lease liabilities on the balance sheet

with the lease expense replaced by

a depreciation and interest expense.

The net impact is an increase of

assets by $17.0m and an increase in

Liabilities of $17.4m with a $0.4m

decrease in the net surplus before tax

and an increase in EBITDA of $4.0m.

At balance date the company had

total bank debt of $16.4m against

total shareholder’s funds of $111.8m.

During the year cash was used to

SCOTT TECHNOLOGY LIMITED

PAGE 6

SCOTT’S OVERALL STRATEGY IS TO BUILD ONE TEAM THAT

DELIVERS A SEAMLESS SERVICE TO OUR CUSTOMERS IN EACH OF

OUR TARGET SEGMENTS AND AT THE SAME TIME PROVIDING LOCAL

MANUFACTURING, INSTALLATION, SERVICE AND SUPPORT ON THE

GROUND IN EACH OF OUR TARGET GEOGRAPHIES.”

Scott CEO Chris Hopkins

settle the deferred portion of the
Alvey acquisition completed in 2018

and to acquire the bolt on business

of Normaclass, which provides beef

grading technology with extensive

installations in Europe and Uruguay.

Cash was also applied to the building

extension in Dunedin which is nearing

completion. Management’s focus is

firmly on delivering the operational

benefits and efficiencies expected

from our expanded business.

DIVIDEND

The Directors have declared a final

dividend of 4.0 cents per share for

the year ended 31 August 2019,

payable on 26 November 2019.

With strong growth and an

associated increase in working

capital requirements, your Directors

have held the dividend to a 70%

payment ratio in order to fund these

requirements.

With the interim dividend of 4.0

cents per share paid in May 2019,

the total dividend for the year is 8.0

cents per share. The final dividend

will not be fully imputed due to a

greater portion of earnings being

generated offshore. The Dividend

Reinvestment Plan will apply.

OUTLOOK

We are in a good position to continue

to grow but we will be cautious in our

approach in order to protect cash

flow and grow the bottom line. The

learnings and challenges from the

past year will strengthen the business

and fine tune the skills and experience

of our people.

Our forward order book and

opportunities continue to grow at a

steady rate, despite the fact of global

economic uncertainty in our markets

slowing the conversion of enquiries to

orders. We have sufficient confidence

in our sales prospects and operational

developments to target further

growth and a lift in performance in

the year ahead.

ANNUAL REPORT 2019

PAGE 7

Scott CEO Chris Hopkins

OPERATIONS
COMMENTARY

Again our Procurement team have been

successful in leveraging our presence

in low cost countries and our mining

business is particularly benefiting from

lower input costs.

ACCESS TO OUR MARKETS

Scott is quickly transitioning from a

New Zealand centric exporter into a

global organisation. Operationally this

requires us to have capability closer to

our end customers so that we respond

to opportunity with speed, agility and

intimacy with local markets. Our new

USA Headquarters in Charlotte, the

upgrade of our Melbourne presence,

the doubling in size of our Dunedin

facility and increased capacity in Perth

are evidence of the strong progress we

are making here.

INCREASED COMPLEXITY &

OPPORTUNITY

Our new operating environment

has challenged us and we have

grown in capability. The increased

sophistication, breadth and volume

of automation solutions that we have

been exposed to this year confirms the

attractiveness of this space but also

forces operational excellence. Risk

assessment, project execution and

throughput, cash flow management,

and technology partnerships with

customers are all opportunities for

improvement and strong contributors

to enhanced results for the next period.

Richard Jenman,

Chief Operating Officer

Further, the small but strategically

important acquisition of Normaclass

located near Paris is benefiting from

incorporating technologies within the

Scott group into the scanning products

they bring to market.

Integration activity during this period

will be focused on technology transfers

to relevant facilities in the group.

This is with the goal of enabling our

customers to benefit from Alvey and

Transbotics solutions wherever they are

in the world. Our increased scale and

global presence has enabled significant

cost out activity as our Procurement

team negotiate competitive supply

agreements with global OEM’s.

LOW COST COUNTRY

The maturing and high performance of

our business in China combined with

our excellent facilities and people in

the Czech Republic has provided the

group the opportunity to leverage

lower operating costs without

compromise. Relocation of fabrication

and machining from Germany to Czech

was successfully undertaken during the

year. The opportunity to localise AGV,

Mining, Food Processing, Fabrication

and Assembly remains in the Czech

Republic.

China has excelled in engineering and

assembly of appliance and cabinet lines

for European manufacturers.

A strategy for expansion and relocation

of this business closer to customers and

employees is being implemented.

2019 has been a transformational

year for Scott and this is particularly

evident in our pursuit of operational

excellence for the group.

Through acquisitions and maturing

brand awareness we have

experienced customer diversification

and geographic expansion within our

industry verticals. This demand for

increasingly sophisticated automation

has provided Scott the opportunity to

design and supply solutions of greater

scale and scope.

To address our new opportunity we

have focused heavily on acquisition

integration, exploiting our new

opportunity in low cost operating

environments and expanding our

presence closer to end markets.

INTEGRATION

The integration of Alvey into the Scott

group has provided us critical mass

in Europe. Our existing business in

Germany is now effectively aligned

functionally with our new team.

Key value add activities such as

engineering, project management,

and fabrication and assembly are now

integrated across the region, as are our

support functions in finance, HR and

procurement.

Charlotte is now home to our US

headquarters as a result of our

Transbotics acquisition and integration.

The integration of Transbotics

has been a combined challenge of

bringing a talented team and product

technology on board as well as

capitalising on significant growth

opportunity in the USA. Recruiting for

engineering and project management

expertise in a competitive market

was challenging however it has been

encouraging to see our US capability

grow during the year.

SCOTT TECHNOLOGY LIMITED

PAGE 8

RESEARCH +
DEVELOPMENT

COMMENTARY

interface for

tracking AGV’s.

As we position ourselves globally

our investment in protecting and

defending our Intellectual Property

has markedly increased. In 2019

our patent portfolio has grown but

in addition, we’re having to actively

defend our position.

To conclude I’d like to thank the staff

that have contributed to our R&D

activities be it through commercial

projects or our development

investments and acknowledge the

on-going support provided by MLA

and the New Zealand and Australian

Governments. These contributions

underpin our leading edge business.

Barbara Webster

Director R&D/Strategy

In addition we selectively invested

through our Development Investment

(DI) process in a suite of new products

that support the breadth of offering

to our range of customers. Examples

of new products that we’ve developed

and announced include our Cobot

Welder, Compact Robot Palletiser,

Pal 4.0 palletiser, our Rotary Saw –

Poultry, XR8000 and our extended

BladeStop range.

Further, some past investments are

now finding their feet commercially.

This is led by the Boyd Elite

and followed by the likes of the

Forequarter Machine and RoboFuel.

And with recent publicity about

our 400MHz NMR machine we’re

optimistic this is on its way.

Our 2019 R&D activities have also

been typified by an ever growing “One

Team” approach. Increasingly our

development work includes specialists

from different geographies; leveraging

our strengths. In our IIOT area, a

team from NZ, Europe and the USA is

developing a new real-time machine

2019 saw increased investment

in R&D, across the Group in

excess of $14M.

The majority of this investment

is through parallel activities on

customer-led projects. The Meat

and Mining industries received

heavy support as we transferred our

knowledge from lamb processing

to new species (pork, beef and

poultry), and designed and built

fully integrated robotic mining

preparation systems (RoboPrep

Elite). Included in the outcomes are

new X-Ray meat analysis methods

having increased accuracy and the

Gryst Mill having higher capacity.

Both have patents pending. These

developments were full of challenges

that typify our market-led approach.

A key theme that we see from our

2019 projects is increased use of

robotics, machine vision and machine

learning. Together with X-Ray and

magnetics, these core competencies

are at the heart of our point of

difference.

OUR 2019 R&D ACTIVITIES HAVE ALSO

BEEN TYPIFIED BY AN EVER GROWING

“ONE TEAM” APPROACH. ”

Barbara Webster, Director R&D/Strategy

ANNUAL REPORT 2019

PAGE 9

SCOTT TECHNOLOGY LIMITED
PAGE 10

ROCKLABS

WORLD LEADERS

FOR 50 YEARS

meaning many of their customers had

to wait for their equipment – some

for up to a year. But Rocklabs decided

to keep machines in stock, as to them

all customers were equal, a value

maintained for the last 50 years.

Rocklabs crushers and pulverisers

quickly became industry favourites

and with the addition of the Boyd

crusher in the 1990’s Rocklabs

status as a world leading company

was cemented. In 50 years,

Rocklabs went from a thriving New

Zealand based company operating

on the global stage to a sought after

range of products operating under

the Scott umbrella – still world

leading, still a thriving New Zealand

based company and still operating

on the world stage.

For 50 years Rocklabs has been

a leader in sample preparation

equipment, with their reliable

products perfect for any lab -

big or small, bustling or remote.

What started out as a simple

laboratory for mineral analysis,

quickly found itself a world leading

sample preparation equipment

manufacturer and is tracking well

for another successful 50 years.

At the time of Rocklabs’ inception in

1969, sample preparation equipment

was primarily made and exported

out of Germany or the United

States. These large companies

main interest was not the smaller

laboratory based equipment,

ROCKLABS CRUSHERS AND PULVERISERS QUICKLY BECAME

INDUSTRY FAVOURITES AND WITH THE ADDITION OF THE BOYD

CRUSHER IN THE 1990’S ROCKLABS STATUS AS A WORLD LEADING

COMPANY WAS CEMENTED.”

ANNUAL REPORT 2019
PAGE 11

The past five decades have

seen significant technological

advancements and Rocklabs has

had to adapt, growing and changing

to meet their customers’ needs

in the timely and customised

nature that their reputation is built

upon. Rocklabs products have

evolved from the simple bench top

equipment of 1969 to complex end-

to-end automated systems today.

The game changing Boyd double

acting jaw crusher is featured in

many of these advanced automated

systems, however an ongoing

commitment remains for the

supply and support of stand-alone

sample preparation equipment to

commercial labs, academic institutes

and mining operators alike.

Rocklabs service has also been a

cornerstone to the success of the

last 50 years. Understanding that

a breakdown can be costly they

made sure to have spare parts in

stock ready to go at all times, with

items shipped to clients within 24

hours. This quick turn hallmark

responsiveness was just the start

for Rocklabs, with the servicing

of the machines also developing

and growing over the last 50

years. With significant growth in

geographic footprint over the past

decade, mining and laboratory

customers are now serviced utilising

a global network of regional offices,

personnel, and agents. Rocklabs

staff even still service machines

dating back to the 80’s which is

a testament to both the quality

of the product and of Rocklabs

commitment to their clients.

With such a successful 50 years

under their belt, the future for

Rocklabs looks bright. They are

predicting a move from high

volume, centralised laboratories

to distributed, smaller, site based

systems. Automation solutions

from Scott will help realise this

future, as automation is the key to

better labour productivity, smaller


modules, and unattended operation.

Rocklabs will continue to adapt and

grow, bringing new and innovative

disruptive technologies into the

future, with ongoing advances in

safety, productivity, turnaround

time and quality.

With goals to maintain their status

as world leaders, Rocklabs will

continue developing, collaborating

and adding value to their clients, as

they have done since 1969.

SCOTT TECHNOLOGY LIMITED
PAGE 12

OUR

PEOPLE

We conduct in-house training with

subject matter experts to share

knowledge within our internal

network, and utilise a number of

different forums like webinars and

lunch and learn workshops to engage

our teams.

Scott continues to have a very loyal

workforce, with low turnover. We

encourage employees to engage in

the continuous improvement process

which includes a commitment to

driving their own development. This

has enable Scott to attract and retain

a high calibre workforce.

COMMUNITY INVOLVEMENT

We also like to ‘grow our own’

by investing heavily into local

robotics programmes and education

initiatives that strengthen the

pipeline of knowledge and talent

through to the automation industry.

An example of such initiatives

is our support of ShadowTech, a

programme that provides female

INNOVATION

Throughout our long history we

have introduced many firsts to

market including vision and sensing

technology, safe meat processing and

contamination detection. We build

on this track record of innovation

by investing a significant amount

of annual revenue in research and

development. Importantly, we work

closely with our customers and

industry groups to maximise the

benefits of this investment.

TRAINING AND DEVELOPMENT

Scott’s investment in our people

includes leadership training targeted

at further developing front line

management to ensure we have the

skills required for future growth.

We utilise our relationship with

our parent company, and the global

training programmes they provide

to ensure our team gain exposure to

a variety of skills and experiences

across a range of subjects.

With almost 800 employees

based in over 12 countries and five

continents, Scott has a truly global

footprint. We celebrate a diverse

workforce with nearly 30% of our

team being non English speaking.

Recent growth through acquisitions

has further strengthened our global

presence as we have welcomed fresh

perspective and innovation into our

already strong 100+ year history.

Although geographically spread,

it is our DNA of developing better

ways to do things that connects us

and our common goal of providing

smart automation solutions for our

customers to future proof their

success.

GEOGRAPHIC

REACH

OF OUR

EMPLOYEES

ANNUAL REPORT 2019
PAGE 13


I REALLY LIKE THE FAMILY

FEEL AT SCOTT. I LIKE BEING IN

A TEAM DRIVEN ATMOSPHERE

WHERE EVERYONE HAS A

COMMON GOAL”.

Jesse Hunt – Robotic Procurement Manager, Marion OHIO

high school students the opportunity

to experience working in the

technology sector to encourage

education pathways that lead into

tech sector roles.

HEALTH & SAFETY

At Scott, we have well established

Health and Safety management

systems and processes functioning

actively in the workplace and fully

supported by senior management.

Our processes and documents are

reviewed and audited on a regular

basis as part of our continuous

improvement program Lean Six Sigma.

We take Health and Safety seriously

and have dedicated Health and Safety

Coordinators on each site, fully

supported and well informed with the

legislation and law changes.

We have an in-house competency-

based training program that utilises

both in-house expertise and external

certified trainers to ensure our staff

are safe to operate in our workshop

and on customer sites.

First and foremost our priority is

always the safety and well-being

of our employees and ensuring

everyone returns home safe at the

end of each day.

ONE SCOTT

Globally focused and locally strong,

Scott solves complex problems to

deliver competitive advantage for

our customers. We do this through

strong collaboration and partnership

between our Scott teams. It is

normal for us to design, build and

commission a project from various

Scott locations to ensure we have

the very best people and skills

available at any given time.

Wherever you go in the world you

will find Scott people and Scott

solutions making automation

better.

This year, Scott delivered one of its
largest sample preparation systems

we have built to our customer,

Peñoles. Peñoles was founded over

132 years ago and is the second

largest mining company in Mexico

and was the first Mexican producer

of gold, zinc and lead and is the

world’s leading silver producer.

This Automated Sample Preparation

and Fire Assay System consists of

four cells, a Crushing Robot Cell,

Pulverising Robot Cell, Dosing Robot

Cell and a Fire-Assay Robot Cell as

well as our ABM3000 mills.

Incorporating several key Rocklabs

products such as four Boyd Crushers,

five ABM3000 Mills, LSD dosing units

as well as robotic arms this system

is a complete sample preparation

solution offering significant

safety, productivity and quality

improvements to the end customer.

The build was completed on time,

taking around five months and

although spread over multiple

workshop locations, Juan Manuel

Cortinas from Peñoles believes the

time difference with Mexico and

Australia has not been noticeable.

Collaboration between locations

was a significant factor in making

sure the customer received their

system on time. With sales and

client support in Canada, project

management in Melbourne, and then

later Sydney, module design from

Perth and Auckland, engineering

from Sydney as well as dust and fume

from Dunedin with additional input

and expertise from all over New

Zealand and Perth, it was truly a

team effort to complete this project.

PEÑOLES

CASE STUDY

SCOTT TECHNOLOGY LIMITED

PAGE 14

IT GIVES PEACE OF MIND TO WORK

WITH SUPPLIERS OF SERIOUS AND

PROFESSIONAL SOLUTIONS SUCH AS SCOTT”

Juan Manuel Cortinas, Peñoles

CORPORATE
GOVERNANCE

Stuart McLauchlan

Chairman & Independent Director

BCom, FCA(PP), A.F.Inst.D

New Zealand, Appointed Director 2007

Stuart McLauchlan is a Senior Partner

of GS McLauchlan & Co Business

Advisors and Accountants, a prominent

businessman and company director. He

is a Director of Scenic Hotels Limited,

Dunedin Casinos Limited, Ngai Tahu

Tourism Limited, EBOS Group Limited

and several other companies.

Stuart is also Chairman of the NZ

Sports Hall of Fame, Chairman of AD

Instruments Pty Limited and Chairman

of UDC Finance Limited. He is also a

past President of the New Zealand

Institute of Directors.

Stuart is a qualified Accountant with

a Bachelor of Commerce degree from

the University of Otago, an FCA from

Chartered Accountants Australia

and New Zealand and is a Chartered

Fellow of the New Zealand Institute of

Directors.

Chris Hopkins

Managing Director

BCom, CA, C.F.Inst.D

New Zealand, Appointed Director 2001

Chris Hopkins joined the Donaghys

Group, which included Scott

Technology Ltd, in 1994 as Corporate

Services Manager. In 1996, he

assumed responsibility for finance

and administration for the company

and oversaw the transition to a

publicly listed company in 1997. He

was appointed a Director of Scott

Technology Ltd in August 2001 and

Managing Director in 2006. Chris is also

a director of Dunedin City Holdings and

well as several private companies.

John Thorman

Director

BCom, CA, M.Inst.D

New Zealand, Appointed Director 2018

John Thorman is the Managing Director

of TMF Group New Zealand and a

director of a number of other overseas

owned New Zealand businesses. John

has had a successful career with leading

global professional services firms

working in Europe and New Zealand as

well as holding the position of CFO of an

internet start-up. John has considerable

experience in assisting companies

expand into new markets, acquire and

integrate businesses and maintain

compliance globally.

Brent Eastwood

Director

Australia, Appointed Director 2016

Brent Eastwood was appointed Chief

Executive Officer of JBS Australia

in September 2012. Prior to this

he was Chief Operating Officer for

JBS Australia (Northern). Brent has

extensive international experience in

business leadership, and the sales and

marketing of animal protein. He has

worked in executive roles within JBS

USA including Head of JBS Trading

Worldwide, Vice-President Beef Sales

USA and President of JBS Carriers

USA. His prior experience in Australia

included time with JBS’ predecessor

company, Australia Meat Holdings,

as General Manager of AMH Trading

Division for five years, eight years in

meat trading with the DR Johnson

Group and three years as CEO of the

ConAgra Trade Group in Sydney. Brent

is also member of AICD, Australian

Institute of Company Directors.

Edison Alvares

Director

BA, MBA, MEcom, Completed Chicago

Booth Advanced Management Program

Australia, Appointed Director 2016

Edison Alvares has over 20 years

experience in major companies within

Brazil and on a global scale. He holds

an Economics degree and Business

Administration degree, and concluded

his Executive Master of Business

Administration (EMBA) in 2015 at

Queensland University of Technology

(QUT). His area of expertise is Finance

and Controlling. For the past nine

years Edison has led the Finance

and Administration team of JBS

Australia, from the first stages of JBS’s

ownership and expansion in 2007,

through to the consolidated business

today of over 13,000 employees and

revenue in excess of AU$7 Billion.

ANNUAL REPORT 2019

PAGE 15

Juan Manuel Cortinas, Peñoles

This table shows attendances at the Board and committee
meetings during the year ended 31 August 2019.

ATTENDANCE

Derek Charge

Director

B.Juris, LLB, LLM (Media,

Communications and IT Law)

Australia, Appointed Director March 2019

Derek Charge is an experienced

executive with a background in

textiles manufacturing, heavy

manufacturing, mining and minerals

processing, and logistics and port

operations. He has extensive

experience in establishing supply

chains and marketing throughout Asia,

particularly China and Japan.

Derek is Chief Operating Officer

of Mohawk Flooring Australasia, a

division of the world’s largest flooring

company. Prior to joining Mohawk he

held a number of executive roles with

BlueScope Steel Limited, and before

that was a partner of Australian law

firm, Sparke Helmore, specialising in

mineral resource development and

environmental planning law.

Andre Nogueira

Director

BA, MBA, MEcom, Completed Chicago

Booth Advanced Management Program

USA, Appointed Director 2016

Andre Nogueira is President and

Chief Executive Officer of JBS USA,

the North American and Australian

subsidiary of JBS SA. Andre assumed

the role of CEO on Jan. 1, 2013.

He began his career with JBS in 2007,

serving as Chief Financial Officer

through 2011. Prior to working for

JBS, Andre worked for Banco do Brasil

in corporate banking positions in the

U.S. and Brazil. Andre is currently a

Director of Pilgrim’s Pride Corporation,

Scott Technology Limited, the North

American Meat Institute (NAMI),

the NAMI Executive Committee

and Rabobank’s North American

Agribusiness Advisory Board.

John Berry

Alternate director for A Nogueira,

H B Eastwood and E Alvares

B.Bus (Government and Law), MBA, FAICD

USA, Appointed Director 2016

John Berry is a Director and Head of

Corporate and Regulatory Affairs of

JBS Australia Pty Limited. He has held

senior executive roles in the Australian

meat industry for over 18 years,

and has responsibility for industry,

government and corporate relations,

industrial relations, environmental

operations and sustainability within

the JBS Australia business.

John has been involved in the major

acquisitions JBS Australia has

undertaken over the past decade.

Along with being a Director of JBS

Australia Pty Limited, he is also

Chairman of the Australian Meat

Processor Corporation and a Fellow

of the Australian Institute of Company

Directors.

Board

Health &

Safety

Committee

Audit

Committee

Remuneration

Committee

Eligible

to AttendAttended

Eligible

to AttendAttended

Eligible

to AttendAttended

Eligible

to AttendAttended

Stuart McLauchlan66665511

Chris Hopkins666655--

Brent Eastwood66665411

Edison Alvares64645311

Andre Nogueira6-6-5-1-

John Berry (as alternate)64645111

John Thorman66665511

Derek Charge333322--

SCOTT TECHNOLOGY LIMITED

PAGE 16

ATTENDANCE
ANNUAL REPORT 2019

PAGE 17

Scott Technology Limited (Scott)

believes in the benefit of good

corporate governance and the value

it provides for our shareholders,

customers, staff and other

stakeholders.

The Company’s approach to applying

the recommendations outlined in the

NZX Corporate Governance Code (the

Code) are set out below. This section

is set out in the order of the principles

detailed in the Code and explains

how Scott is applying the Code’s

recommendations.

Scott’s policy documents referred to in

this section are at:

www.scottautomation.com/investor-

relations/governance

PRINCIPLE 1

CODE OF

ETHICAL

BEHAVIOUR

“Directors should set high

standards of ethical behaviour,

model this behaviour and hold

management accountable for

these standards being followed

throughout the organisation.”

CODE OF CONDUCT

As part of the Board’s commitment

to the highest standards of behaviour

and accountability, the Company has

adopted a Code of Conduct to guide

Directors, senior management and

employees in carrying out their duties

and responsibilities.

Scott’s Code of Conduct is the

framework of standards by which the

Directors, senior management and

employees are expected to conduct

prohibited during the following “black-

out” periods:

• 30 days prior to Scott’s half year

balance date, until the first trading

day after the half year results are

released to NZX;

• 30 days prior to Scott’s year end

balance date, until the first trading

day after the full year released to

NZX; and

• 30 days prior to release of a

prospectus for a general public

offer of the same class of restricted

securities.

The Directors’ shareholdings and all

trading of shares during the year by the

Directors is disclosed in the section of

the Annual Report headed Directors’

Interests. A Director or senior manager

is obliged to advise the NZX promptly if

they trade in the Company’s shares.

PRINCIPLE 2

BOARD

COMPOSITION &

PERFORMANCE

“To ensure an effective Board,

there should be a balance

of independence, skills,

knowledge, experience and

perspectives.”

THE BOARD OF DIRECTORS

The Directors are responsible for the

corporate governance practices of the

Company. The practices adopted by

the Board are prescribed in a Charter

that sets out the protocols for how the

Board operates.

The Charter complies with the

relevant recommendations in the NZX

Corporate Governance Code and is

reviewed annually.

The Board’s primary role is to

effectively represent and promote

the interests of shareholders with a

view to adding long-term value to the

Company’s shares.

STATEMENT

OF CORPORATE

GOVERNANCE

their professional lives. It is intended

to support decision-making that is

consistent with Scott's values, business

goals and legal and policy obligations,

rather than to prescribe an exhaustive

list of acceptable and non-acceptable

behaviour.

The Board approves the Code of

Conduct, which covers matters such as:

• Interacting with customers,

employees and suppliers.

• Accepting gifts or other benefits.

• Dealing with conflicts of interest.

• Protecting Company assets.

• Protecting Company intellectual

proper t y.

• Complying with laws and policies.

• Maintaining confidentiality.

• Reporting breaches.

New employees receive a copy of the

Code of Conduct, which is accessible to

all staff on the Scott intranet and the

Company website.

The Company has a whistleblower

and protected disclosure policy. The

purpose of the policy is to protect

an employee who wishes to raise

concerns of serious wrongdoing from

reprisals or victimisation for reporting

their concerns.

FINANCIAL PRODUCT TRADING

POLICY

Scott supports the integrity of New

Zealand’s financial markets. This

integrity is maintained, in part, through

the insider trading laws that apply in

New Zealand. Scott’s financial product

trading policy outlines how those laws

apply, as well as the rules that Scott

has put in place so that those laws are

followed.

Directors, certain employees and

their related parties, must seek

approval from the Company to trade

in the Company’s shares. Trading is

SCOTT TECHNOLOGY LIMITED
PAGE 18

The Board carries out its

responsibilities according to the

following mandate:

• The Board should consist of

a majority of Non-Executive

Directors.

• At least a third of the Directors

should be independent of

management and free from any

business or other relationship or

circumstance that could materially

interfere with the exercise of a

Director’s independent judgement.

• The Board’s Chair should be a Non-

Executive Director (and not the

Chief Executive).

• Directors should possess a broad

range of skills, qualifications and

experience and remain up to date

on how best to perform their duties

as Directors.

• Management must provide

information of sufficient content,

quality and timeliness as the Board

considers necessary to allow the

Board to effectively discharge its

duties.

• The effectiveness and performance

of the Board and its individual

members should be re-evaluated

annually.

The Board currently comprises three

Non-Executive Independent Directors

(Stuart McLauchlan (Chair), Derek

Charge and John Thorman), three

Directors representing JBS Australia

Pty Limited (Andre Nogueira, Brent

Eastwood and Edison Alvares) who are

not Independent Directors, and one

Executive Director (Chris Hopkins)

who is not an Independent Director.

John Berry is an Alternate Director

for Andre Nogueira, Brent Eastwood

and Edison Alvares and is not an

Independent Director.

More information on the Directors,

including their interests, qualifications

and shareholdings, is provided in the

Directors’ Interests section the Annual

Report and is on the Company’s website.

Day-to-day management of Scott is

delegated to the CEO and the senior

management team.

THE BOARD’S RESPONSIBILITIES

The primary responsibilities of the

Board are to:

• Ensure the Company’s goals

are clearly established and that

strategies are in place for achieving

them.

• Establish policies for strengthening

the performance of the Company

and ensure that management is

proactively seeking to build the

business.

• Monitor the performance of

management.

• Appoint the CEO and set the terms

of the CEO’s

employment agreement.

• Decide on what steps are needed

to protect the Company’s financial

position and its ability to meet its

debts and other obligations when

they fall due, and ensure that such

steps are taken.

• Ensure the Company’s financial

statements are true and fair and

conform with the law.

• Ensure the Company adheres

to high standards of ethics and

corporate behaviour.

• Ensure the Company has appropriate

risk management / regulatory

compliance policies in place.

On appointment to the Board by the

shareholders, new Directors sign a

written agreement that covers the

terms of their appointment.

Every year, the Board, including

sub-committees, critically evaluate

their own performance, and their

own processes and procedures,

including sub committees. Through

this process, the Board identifies

any training opportunities for the

individual Directors to ensure they

have relevant and up-to-date skills for

performing their role.

In line with NZX Main Board Listing

Rules, one third of the Directors must

retire by rotation each year. Scott

additionally requires all Executive

Directors (including the Managing

Director) to be included in the rotation

process. These Directors may offer

themselves for re-election.

The Governance, Remuneration and

Nominations Committee undertakes

the process for nominating and

appointing Directors on behalf of

the Board and makes appropriate

recommendations to the Board. The

Committee’s terms of reference

include the process for nominating and

appointing Directors.

INDEPENDENT PROFESSIONAL

ADVICE

With the prior approval of the

Chair, each Director has the right to

seek independent legal and other

professional advice at the Company’s

expense about any aspect of the

Company’s operations or undertakings

to assist in fulfilling their duties and

responsibilities as Directors.

DIVERSITY

The Board and management ensure

that all eligible people get an equal

opportunity to demonstrate that they

have the right skills and experience

for a role and this is the basis of our

Diversity Policy.

Scott embraces the uniqueness in all

of our people and welcomes diversity.

We encourage all of our employees

to listen to each other and to our

customers and suppliers and to work to

meet the needs of individual people.

Our approach to diversity is to

continually develop a work environment

that supports equality and inclusion,

regardless of difference.

The Board sets measurable objectives

for assessing performance against

Scott's diversity policy and will assess

progress annually. The Board will

also ensure Scott’s objectives are

appropriate for promoting diversity

and inclusion.

Through this policy, we have achieved

the following gender diversity:

• Of the five members of the senior

executive team, three are female

and two are male (2018: three

female and three male). The senior

executive team includes the CEO

and his direct reports. *

• Of the 781 Scott employees, 105 are

female and 676 are male.

STATEMENT OF

CORPORATE

GOVERNANCE

(cont.)

ANNUAL REPORT 2019
PAGE 19

The AFRC must consist of at

least three Directors who

must wherever possible be

Independent Non-Executive

Directors. The Board Chair

must also not be the Chair

of the AFRC. The Chair

of the AFRC must be an

Independent Director. The

current members are John

Thorman (Chair), Stuart

McLauchlan and Brent

Eastwood. Stuart McLauchlan

is a Fellow and John Thorman

a Member of Chartered

Accountants Australia

New Zealand.

The Committee generally invites

the CEO, Chief Financial Officer

and the external auditors to attend

AFRC meetings as appropriate. The

Committee also meets and receives

regular reports from the external

auditors without management

present, concerning any matters

which arise in connection with the

performance of their role.

HEALTH AND SAFETY COMMITTEE

The Health and Safety Committee

assists the Board in discharging its

responsibilities in overseeing and

reviewing health and safety matters

arising out of Scott’s activities and

the impact of these activities on staff,

contractors and visitors to Scott.

The Health & Safety Committee

consists of the full Board with Stuart

McLauchlan as its Chair.

The Committee recognises the critical

role health and safety forms as part of

its day-to-day operations and wants

to ensure a safety-first culture across

all business operations.

The Committee’s responsibilities

include:

• Considering and approving health

and safety strategies, policies and

procedures.

• Setting health and safety indicators

in consultation with management.

• Ensuring the Board and Directors

are properly and regularly

informed on matters relating to

health and safety governance,

performance and compliance.

• Conducting regular assessments

and audits of the risk profile and

control processes.

PRINCIPLE 3

BOARD

COMMITTEES

“The Board should use

Committees where this will

enhance its effectiveness in

key areas, while still retaining

Board responsibility.”

BOARD COMMITTEES

The Board has four standing

committees: Audit and Financial

Risk; Health and Safety; Governance,

Remuneration and Nominations; and

Treasury; A separate Independent

Directors’ Committee meets as needed.

Each Committee operates under

specific terms of reference approved

by the Board. Any recommendations

they make are recommendations to

the Board.

The terms of reference for each

Committee are reviewed annually.

AUDIT AND FINANCIAL RISK

COMMITTEE

The objective of the Audit and

Financial Risk Committee (AFRC) is

to assist the Board in discharging its

responsibilities for financial reporting

and risk and financial/secretarial

compliance.

The Committee makes

recommendations to the Board

on appointing external auditors to

ensure that they are independent and

to ensure that the Company provides

for 5-yearly rotation of the lead audit

partner.

The Committee provides a forum for

the effective communication between

the Board and external auditors. The

Committee’s responsibilities include:

• Reviewing the appointment of

the external auditor, the annual

audit plan and addressing any

recommendations from the audit.

• Reviewing any financial

information and dividend proposals

to be issued to the public.

• Ensuring that appropriate financial

systems and internal controls are

in place.

GOVERNANCE, REMUNERATION

AND NOMINATIONS COMMITTEE

The Governance, Remuneration and

Nominations Committee assists the

Board in establishing remuneration

policies and practices for the

Company in discharging the Board’s

responsibilities for remunerations.

The Committee also undertakes

the process for nominating and

appointing Directors on behalf of

the Board, and makes appropriate

recommendations to the Board.

The Committee’s terms of reference

include the process for nominating

and appointing Directors.

As at 31 August 2019 the Committee

consists of Stuart McLauchlan (Chair),

Derek Charge and John Thorman, the

Independent Directors. Committee

members must be Non-Executive

Directors.

Due to a conflict of interest in

being the majority shareholder, JBS

Australia Pty Ltd and their Board

representatives abstain from voting

on the appointment of Independent

Directors.

Management attends Committee

meetings only at the invitation of the

Committee.

SCOTT TECHNOLOGY LIMITED
PAGE 20

The Committee’s objectives are to:

• Assist the Board in establishing

remuneration policies and practices

for the Company.

• Assist in discharging the Board’s

responsibilities for reviewing

the CEO and the Directors’

remuneration.

• Advise and assist the CEO in

setting remuneration for the senior

management team.

• Regularly review and recommend

changes to the composition of the

Board and identify and recommend

individuals for nomination as

members of the Board and its

Committees.

The Directors’ and senior

management’s remuneration are set

out in the Directors’ Interests section

of the Annual Report, and in note F3 of

the Financial Statements.

TREASURY COMMITTEE

The Treasury Committee overviews

the Company’s treasury practices,

including foreign exchange cover,

short term cash investments and

borrowings. The Treasury Committee

comprises Stuart McLauchlan (Chair),

Chris Hopkins and Edison Alvares.

INDEPENDENT DIRECTORS’

COMMITTEE

The Independent Directors’ Committee

is convened as needed and consists of

Independent Non-Executive Directors

who address significant conflicts of

interest and any other matters referred

by the Board.

Scott has protocols that set out the

procedures to be followed if there is a

takeover offer. These procedures are set

out in the Takeover Response Protocols

that have been adopted by the Board.

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.”

REPORTING AND DISCLOSURE

The Board focuses on providing

accurate, adequate and timely

information both to existing

shareholders and to the market

generally. This enables all investors

to make informed decisions about the

Company.

Scott, as a company listed on the NZX

Main Board, has an obligation to comply

with the disclosure requirements under

the NZX Main Board Listing Rules. Scott

recognises that these requirements aim

to provide equal access for all investors

or potential investors to material

price-sensitive information concerning

issuers or their financial products. This,

in turn, promotes confidence in the

market.

Scott’s Continuous Disclosure Policy

outlines the obligations of Scott and

relevant Scott personnel in satisfying

the disclosure requirements. It also

covers other related matters including

external communications by Scott.

Scott publishes its key governance

and other relevant documents in the

investor centre of the Company’s

website at

www.scottautomation.com/investor-

relations/governance.

All significant announcements made

to the NZX and reports issued are also

posted on the Company’s website.

PRINCIPLE 5

REMUNERATION

“The remuneration of

Directors and Executives

should be transparent, fair and

reasonable.”

The Governance, Remuneration

and Nominations Committee makes

recommendations to the Board on

remuneration matters in keeping with

the Committee’s terms of reference.

The Committee is also responsible for

approving the remuneration of the

CEO.

The total Director remuneration pool

is approved by shareholders at the

annual meeting as required under

the NZX Main Board Listing Rules.

The Board is responsible for the

setting of individual Directors’ fees in

accordance with the permitted pool.

Details of the Directors’ remuneration

for the year are in the Directors’

Interests section of the Annual Report.

Scott has in place a remuneration

policy that outlines the key principles

that influence Scott’s remuneration

practices.

The remuneration of the CEO and

the senior management team is

determined by the significance of

their role and industry benchmarking.

The total remuneration is made up

of fixed remuneration and short-

term cash-based incentives, plus

long term incentives. The CEO

and some members of the senior

management team are members of the

senior management phantom share

scheme (see note C10 of the financial

statements).

The short-term incentives are at-risk

payments that reward performance.

They are designed to motivate

and incentivise senior staff in the

delivery of performance over a 2-year

operating cycle. The amount payable

is set annually. The payment of the

short-term incentive depends on

achieving certain results and outcomes.

Performance over the financial year is

measured against ‘stretch’ performance

targets. The performance metrics

differ with each role.

STATEMENT OF

CORPORATE

GOVERNANCE

(cont.)

ANNUAL REPORT 2019
PAGE 21

Every year, the Committee reviews the

levels and appropriateness of these

incentives and weighting.

The senior management phantom

share scheme is a long-term incentive

linked to the Company’s share price

which aligns the long-term interests

of both senior management and

shareholders, as well as acting

as a retention incentive to senior

management.

EMPLOYEES’ REMUNERATION

The Annual Report details the CEO's

remuneration and Scott employees who

have earned over $100,000 during the

year. The remuneration includes salary,

benefits, incentives, both short and long

term, and employer’s contribution to

superannuation.

PRINCIPLE 6

RISK

MANAGEMENT

“Directors should have a

sound understanding of the

material risks faced by the

issuer and how to manage

them. The Board should

regularly verify that the issuer

has appropriate processes that

identify and manage potential

and material risks.”

The Board is responsible for overseeing

the Company’s system of internal

controls to manage key risks and have

overall responsibility for managing risk.

The Company maintains a group risk

register to identify and manage risk.

Specific health and safety risk registers

for each site are separately maintained

given the significance of this area to

the business. The senior executive

team is responsible for maintaining the

risk registers.

Through the AFRC, the Board

considers the recommendations

and advice of external auditors, and

ensures that those recommendations

are investigated and, where considered

necessary, appropriate action is taken.

The Board recognises the critical role

of Cyber Security and the importance

of having appropriate systems and

processes in place to protect the

Company’s data, including financial,

employee, engineering, supplier and

customer data.

PRINCIPLE 7

AUDITORS

“The Board should ensure the

quality and independence of

the external audit process:”

The Audit and Financial Risk

Committee makes recommendations

to the Board on the appointment of

the external auditor as set out in the

terms of reference. The Committee

also monitors the independence and

effectiveness of the external auditor

and reviews and approves any non-

audit services performed by the

external auditor.

The Committee regularly meets with

the external auditor to approve the

terms of engagement, audit partner

rotation (at least every 5 years), the

audit fee, and to review and provide

feedback on the annual audit plan.

Every year, a comprehensive review and

formal assessment of the independence

and effectiveness of the external

auditor is undertaken. The assessment

uses an external auditors’ assessment

tool, which is internationally recognised

and endorsed by the Independent

Directors Council. The Committee

routinely has time with Scott’s external

auditor, Deloitte, without management

present. Deloitte attends the

Company’s Annual Meeting.

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.”

INFORMATION FOR

SHAREHOLDERS

The Company seeks to ensure that

investors understand its activities by

communicating effectively with them

and providing access to clear and

balanced information.

The Company website

www.scottautomation.com provides

an overview of the business and

information about Scott. This

information includes details of

operational sites, latest news,

investor information, key corporate

governance information and copies

of significant NZX announcements.

The website also provides profiles

of the Directors and the senior

management team.

Copies of previous annual reports,

financial statements and results

presentations are available on the

website.

Shareholders have the right to vote

on major decisions of the Company in

accordance with requirements set out

in the Companies Act 1993 and the

NZX Main Board Listing Rules.

COMMUNICATING WITH

SHAREHOLDERS

Scott’s CEO and Chief Financial Officer

develop strong relationships with the

investor community and ensure our

shareholders are kept informed.

The Company sends the notices of the

Annual Meeting to shareholders and

publishes it on the Company website

at least 20 business days before the

meeting each year.

DIRECTORS INTERESTS
SCOTT TECHNOLOGY LIMITED

PAGE 22

FOR THE YEAR ENDED

31 AUGUST 2019

DIRECTORS’ SHAREHOLDING AS AT 31 AUGUST 2019

During the year ended 31 August 2019, the total remuneration and other

benefits attributed to the Directors of the Company were as follows:

* The non-beneficially held shares that are held jointly by C C Hopkins and S J

McLauchlan are in their capacity as trustees for the Scott Technology Employee

Share Purchase Scheme. The non-beneficially held shares that are jointly attributed

to A Nogueira, H B Eastwood, E Alvares and J K Berry are in their capacity as

Directors representing JBS Australia Pty Limited.

** 5,500,000 associated persons shares are in C C Hopkins’ capacity as a Director of

Oakwood Group Limited. C C Hopkins has no beneficial ownership in Oakwood

Group Ltd.

DIRECTORS’ SHARE DEALINGS

The details of disclosures by Directors of acquisitions or disposals of shares

Directors held a relevant interest in were:

Beneficially

Owned

Held by

Associated Persons

Non-Beneficially

Held * (Jointly)

201920182019201820192018

C C Hopkins**43,98855,9645,638,2385,612,2971 7, 7 7 91 7, 7 7 9

S J McLauchlan398,360384,994--1 7, 7 7 91 7, 7 7 9

J M Thorman------

D G Charge------

A Nogueira----39,912,98238,476,592

H B Eastwood----39,912,98238,476,592

E Alvares----39,912,98238,476,592

J K Berry (alternate)----39,912,98238,476,592

Total442,3484 4 0,9585,638,2385,612,297


Number of Shares

Acquired (Disposed)Date

Consideration

Paid ($’000s)

C C Hopkins (beneficially)662*27 Nov 20182

C C Hopkins (beneficially)8,00027 Dec 201821

C C Hopkins (associated person)664*14 May 20192

C C Hopkins (associated person)2 , 551*27 Nov 20187

C C Hopkins (associated person)2,088*14 May 20195

S J McLauchlan (beneficially)7, 3 5 0 *27 Nov 201821

S J McLauchlan (beneficially)6 ,016*14 May 201915

* Share acquisitions in relation to the dividend reinvestment plan.

USE OF COMPANY INFORMATION

There were no notices from Directors regarding the use of Company information.

ANNUAL REPORT 2019
PAGE 23

DISCLOSURES OF INTEREST BY DIRECTORS

The following are general disclosures of interest given

by Directors of the company under section 140 of the

Companies Act 1993:

S J McLauchlan

Analogue Digital Instruments GroupChairman

BPAC Clinical Solutions Management LtdChairman

Compass Agribusiness Management LtdChairman

Otago Community HospiceChairman

The New Zealand Whisky Co., LtdChairman

UDC Finance LimitedChairman

University of Otago Foundation Studies LtdChairman

Woodworks Southern LtdChairman

GS McLauchlan & Co Ltd

Director/

Partner

Argosy Property LtdDirector

Cargill Hotel 2002 LtdDirector

Dunedin Casinos LtdDirector

EBOS Group LtdDirector

Ngai Tahu Tourism LtdDirector

Openwave Systems (New Zealand) LtdDirector

Scenic Hotel Group LtdDirector

Scott Technology NZ LtdDirector

Orari Street Properties LtdDirector

Rosebery Holdings LtdDirector

Scott Automation LtdDirector

Otago Southland Employers AssociationBoard Member

Scott Technology Employee Share

Purchase Scheme

Trustee

H B Eastwood

JBS Australia Pty Ltd and

Associated Companies

Chief Executive

& Director

Afoofa Development Pty Ltd

Director

Andrews Meat Industries Pty Ltd

Director

Enunga Enterprises Pty Ltd

Director

JBS Holdings Hong Kong Co Ltd

Director

Premier Beehive NZ

Director

Primo Moraitis Fresh Pty Ltd

Director

SPM Fresh 2013 Pty Ltd

Director

SPM Fresh Holdings Pty Ltd

Director

Business Council of Australia

Member

A Nogueira

JBS USAChief Executive

Cattle Production Systems IncDirector

Gold’N Plump Farms, LLCDirector

Gold’N Plump Poultry, LLCDirector

JBS Canada Partners, IncDirector

JBS Carriers, IncDirector

JBS Foods Canada, ULCDirector

JBS Finco, IncDirector

JBS Green Bay, IncDirector

JBS Live Pork, LLCDirector

JBS Packerland, IncDirector

JBS Plainwell, IncDirector

JBS Souderton, IncDirector

JBS Tolleson, IncDirector

JBS USA Finance, IncDirector

JBS USA Food CompanyDirector

JBS USA Food Company HoldingsDirector

JBS USA Leather, IncDirector

JFC LLCDirector

Miller Bros Co, IncDirector

Mopac of Virginia, IncDirector

Pilgrim’s Pride CorporationDirector

Pilgrim’s Pride, LLCDirector

Poppsa 3, LLCDirector

Poppsa 4, LLCDirector

S&C Resale CompanyDirector

Sampco, LLCDirector

Sampco Holdings, LLCDirector

Skippack Creek CorporationDirector

Swift & Company International Sales

Corporation

Director

Swift Beef CompanyDirector

Swift Brands CompanyDirector

Swift Pork CompanyDirector

JBS Food Canada ULCDirector

TO-RICOS Distribution LtdDirector

TO-RICOS LtdDirector

North American Meat InstituteDirector

Rabobank’s North American

Agribusiness Advisory Board

Member

SCOTT TECHNOLOGY LIMITED
PAGE 24

DIRECTORS

INTERESTS (cont.)

C C Hopkins

Dunedin Engineering IncChairman

Robotic Technologies LtdChairman

Dunedin City Holdings LtdDirector

Dunedin City Treasury LtdDirector

Dunedin Stadium Property LtdDirector

Oakwood Group LtdDirector

QMT General Partner LtdDirector

Rocklabs Automation Canada LtdDirector

Scott Technology S.A.Director

Scott Technology wholly owned

subsidiaries

Director

G W Batts Trustee LtdDirector

Spade Work LtdDirector

Our Planit LtdDirector

Scott Technology Employee Share

Purchase Scheme

Trustee

Penfold Transmission LtdShareholder

J M Thorman

Attenti New Zealand LtdDirector

AVC Title Queenstown LtdDirector

Haumi Company LtdDirector

Haumi Development Auckland Ltd Director

Hoffend International General Partner LtdDirector

International Paper (New Zealand) LtdDirector

Juvare Asia Pacific LtdDirector

Kiri General Partner LtdDirector

LPI Marketing LtdDirector

Ora New Zealand LtdDirector

Orbcomm New Zealand LtdDirector

SHL New Zealand LtdDirector

SmileDirectClub NZDirector

Swarm NZ LtdDirector

Thorman Holdings LtdDirector

TMF Corporate Services New Zealand LtdDirector

TMF Fiduciaries New Zealand LtdDirector

TMF General Partner LtdDirector

TMF Trustees New Zealand LtdDirector

Travel Helpline LtdDirector

Vega Industries LtdDirector

E Alvares

JBS Australia Pty Ltd & Associated

Companies

Director

Andrews Meat Industries Pty LtdDirector

JBS (Bejing) Co LtdDirector

JBS Holdings Hong Kong Co LtdDirector

Premier Beehive NZDirector

J K Berry

(alternate for A Nogueira, H B Eastwood & E Alvares)

Australian Meat Processor CorporationChairman

JBS Australia Pty Ltd & Associated

Companies

Director

Andrews Meat Industries Pty LtdDirector

Premier Beehive NZDirector

D G Charge

Charge Advisory Ltd

Director

ANNUAL REPORT 2019
PAGE 25

REMUNERATION OF DIRECTORS

During the year ended 31 August 2019, the total remuneration and other

benefits attributed to the Directors of the Company were as follows:

Directors'

Fees

Directors'

Salary

Other

Remuneration

& Benefits

(Short Term)

Other

Remuneration

& Benefits

(Long Term)

$’000s$’000s$’000s$’000s

C C Hopkins*-38816( 76)

S J McLauchlan125---

J M Thorman70---

D G Charge33---

A Nogueira**----

H B Eastwood**----

E Alvares**----

J K Berry (alternate)**----

20192018

MaleFemaleMaleFemale

Directors (excluding

alternate)

6-6-

Executive Officers2333

Senior Management103111

Total

186204

* Denotes an Executive Director who receives a salary.

** Remuneration and meeting costs of Directors representing JBS Australia Pty

Limited are paid directly by the JBS Group of Companies.

DIRECTORS’ INDEMNITY & INSURANCE

The Company has made insurance arrangements covering risks arising out of

acts or omissions of Directors and officers in their capacity as such.

GENDER COMPOSITION

The gender composition of the Directors, Officers and Senior Management of

the Company as at 31 August was:

DONATIONS

The Company made donations of $8,000 during the year (2018: $5,000).

SCOTT TECHNOLOGY LIMITED
PAGE 26

The Directors are responsible for

the preparation, in accordance

with New Zealand law and generally

accepted accounting practice, of

financial statements which present

fairly, in all material respects, the

consolidated financial position of

Scott Technology Limited and its

subsidiaries (“the Group”) as at 31

August 2019 and the results of their

operations and cash flows for the year

ended 31 August 2019.

The Directors consider that the

financial statements of the Group

have been prepared using accounting

policies appropriate to the Group’s

circumstances, consistently applied

and are supported by reasonable and

prudent judgments and estimates,

and that all applicable New Zealand

equivalents to International Financial

Reporting Standards have been

followed.

The Directors have responsibility

for ensuring that proper accounting

records have been kept which

enable them to ensure that the

financial statements comply with

the Companies Act 1993 and the

Financial Markets Conduct Act 2013.

The Directors have responsibility

for the maintenance of a system of

internal control designed to provide

reasonable assurance as to the

integrity and reliability of financial

reporting. The Directors consider

that adequate steps have been taken

to safeguard the assets of the Group

and to prevent and detect fraud and

other irregularities.

The Directors present the financial

statements of Scott Technology

Limited for the year ended 31

A u g us t 2 019.

These financial statements are dated

24 October 2019 and are signed in

accordance with a resolution of the

Directors made pursuant to section

461(1)(b) of the Financial Markets

Conduct Act 2013.

For and behalf of the Directors

Stuart McLauchlan

Chairman & Independent Director

Chris Hopkins

Managing Director


DIRECTORS’

RESPONSIBILITY

STATEMENT

Speaker, Role

ANNUAL REPORT 2019
PAGE 27

Speaker, Role

KEY

Accounting

Policy

Key judgements and

other judgements made

FINANCIAL

REPORT

INDEX TO THE

FINANCIAL

STATEMENTS

FOR THE YEAR ENDED

31 AUGUST 2019

C. Capital & Funding

50

C1.Share Capital50

C2.Earnings & Net Tangible Assets

Per Share

50

C3.Borrowings51

C4.Trade Creditors & Accruals52

C5.Leases53

C6.Derivatives55

C7.Cash Flow Hedge Reserve56

C8.Employee Benefits57

C9.Provision for Warranty57

C10.Share Based Payment

Arrangements

57

D. Risk Management58

D1.Financial Instruments58

E. Group Structure & Subsidiaries66

E1. Acquisition of Business66

E2. Subsidiaries68

E3. Investments Accounted for

Using the Equity Method

70

E4. Related Party Transactions72

F. Other Disclosures73

F1.Notes to the Consolidated Statement

of Cash Flows

73

F2.Contingent Liabilities74

F3.Key Management Personnel

Compensation

74

F4.Subsequent Events74

Additional Stock Exchange Information

75

Independent Auditor’s Report

77

Consolidated Statement of

Comprehensive Income

28

Consolidated Statement of Changes

in Equity

29

Consolidated Balance Sheet

30

Consolidated Statement of Cash Flows

31

Notes to the Consolidated Financial

Statements

32

Summary of Accounting Policies

32

A. Financial Performance

35

A1. Revenue from Contracts with

Customers and Operating Expenses

35

A2. Income Taxes40

A3. Segment Information42

B. Assets

44

B1. Trade Debtors44

B2.Inventories44

B3. Contract Assets/Liabilities44

B4. Property, Plant & Equipment45

B5. Goodwill46

B6. Intangible Assets48

B7. Research & Development Costs49

B8. Commitments for Expenditure49

SCOTT TECHNOLOGY LIMITED
PAGE 28

CONSOLIDATED

STATEMENT OF

COMPREHENSIVE

INCOME

FOR THE YEAR ENDED

31 AUGUST 2019


20192018

Note $’000s

$’000s

(restated)

RevenueA1225,093181,779

Other operating incomeA12 ,4 412,064

Share of joint ventures’ net surplusE3444510

Raw materials, consumables used & operating

expenses

(134,792)(10 9, 3 81)

Employee benefits expense( 73 ,176)(55,171)

Operating earnings before interest, tax,

depreciation and amortisation

(operating EBITDA)

20,01019, 8 01

Due diligence & acquisition costs-(496)

Earnings before interest, tax, depreciation and

amortisation (EBITDA)

A120,01019, 3 0 5

Interest revenue20369

Depreciation & amortisationB4, B6, C5(8,969)(4, 225)

Finance costs

(1 ,715)(403)

Net surplus before taxation9, 3 4 615,046

Taxation expenseA2( 742)(4 , 274)

Net surplus for the year after tax8,60410,772

Other Comprehensive Income/(Deficit)

Items that may be reclassified to profit or loss:

Cash flow hedgesC7370(370)

Translation of foreign operations765(13 4)

Total comprehensive income for the year

net of tax

9,73910,268

Net surplus for the year after tax is

attributable to:

Members of the parent entity (used in the

calculation of earnings per share)

8,69010 ,76 8

Non controlling interests(86)4

8,60410,772

Total comprehensive income is attributable to:

Members of the parent entity9, 82 510,264

Non controlling interests(86)4

9,73910,268

20192018

Note Cents Per Share

Earnings per share

(weighted average shares on issue):

BasicC211.314.3

DilutedC211.314.3

Net tangible assets per ordinary

share (at year end):

BasicC250.447. 0

DilutedC250.447. 0

ANNUAL REPORT 2019
PAGE 29

20192018

Note $’000s

$’000s

(restated)

RevenueA1225,093181,779

Other operating incomeA12 ,4 412,064

Share of joint ventures’ net surplusE3444510

Raw materials, consumables used & operating

expenses

(134,792)(10 9, 3 81)

Employee benefits expense( 73 ,176)(55,171)

Operating earnings before interest, tax,

depreciation and amortisation

(operating EBITDA)

20,01019, 8 01

Due diligence & acquisition costs-(496)

Earnings before interest, tax, depreciation and

amortisation (EBITDA)

A120,01019, 3 0 5

Interest revenue20369

Depreciation & amortisationB4, B6, C5(8,969)(4, 225)

Finance costs

(1 ,715)(403)

Net surplus before taxation9, 3 4 615,046

Taxation expenseA2( 742)(4 , 274)

Net surplus for the year after tax8,60410,772

Other Comprehensive Income/(Deficit)

Items that may be reclassified to profit or loss:

Cash flow hedgesC7370(370)

Translation of foreign operations765(13 4)

Total comprehensive income for the year

net of tax

9,73910,268

Net surplus for the year after tax is

attributable to:

Members of the parent entity (used in the

calculation of earnings per share)

8,69010 ,76 8

Non controlling interests(86)4

8,60410,772

Total comprehensive income is attributable to:

Members of the parent entity9, 82 510,264

Non controlling interests(86)4

9,73910,268

20192018

Note Cents Per Share

Earnings per share

(weighted average shares on issue):

BasicC211.314.3

DilutedC211.314.3

Net tangible assets per ordinary

share (at year end):

BasicC250.447. 0

DilutedC250.447. 0

CONSOLIDATED

STATEMENT OF

CHANGES IN

EQUITY

FOR THE YEAR ENDED

31 AUGUST 2019


Fully

Paid

Ordinary

Shares

Retained

Earnings

Foreign

Currency

Translation

Reserve

Non

Controlling

Assets

Cash

Flow

Hedge

ReserveTotal

Note $’000s$’000s$’000s

(restated)

$’000s$’000s$’000s

(restated)

Balance at 31 August 201771,31228,064(801)47-98,622

Net surplus for the year after tax- 10 ,76 8-4-10,772

Other comprehensive (deficit) for the

year net of tax (restated)

--(13 4)-(370)(504)

Dividends paid (10.0 cents per share)-( 7, 4 9 7 )---( 7, 4 9 7 )

Issue of shares under dividend reinvestment planC14,335----4,335

Balance at 31 August 2018 (restated)75,64731,335(935)51(370)105,728

Change in accounting policyA1-(450)---(450)

1 September 2018 after change in

accounting policy

75,64730,885(935)51(370)105,278

Net surplus for the year after tax-8,690-(86)-8,604

Other comprehensive income for the year

net of tax

--765-3701,135

Dividends paid (10.0 cents per share)-( 7, 6 2 6 )---( 7, 6 2 6 )

Issue of shares under dividend reinvestment planC14,426---- 4,426

Balance at 31 August 201980,07331,949(170)(35)- 111,817

NORMACLASS

ACQUISITION

Earlier in the year Scott announced

the acquisition of Normaclass.

Normaclass has a well-established

track record of profitability which

is expected to continue as its

French customers upgrade to the

newest version of the system and

equipment. Strategically, Normaclass

has long standing and extensive

relationships throughout the large

French and Uruguayan red meat

industries (France is the largest red

meat producer in Europe). These

relationships offer Scott exciting

opportunities to showcase our

wider meat automation technology,

our bandsaw safety technology

(BladeStop) and backend logistics

within these markets.

20192018
Note $’000s$’000s

(restated)

CURRENT ASSETS

Cash and cash equivalents-12,473

Trade debtorsB138,9933 7, 0 6 4

Other financial assetsC61,2071,229

Sundry debtors3,2043, 523

InventoriesB222 , 55922,825

Contract assetsB332,86324,495

Receivable from joint venturesE41, 5522,315

Plant and equipment held for sale345345

10 0,72310 4, 269

NON CURRENT ASSETS

Property, plant and equipmentB420,25916,845

Capital work in progress-254

Investment in joint venturesE31,371928

Other investments400-

Other financial assetsC69350

GoodwillB55 7,9 5156,561

Intangible assetsB615,40515,103

Right of use assetC516,996-

112 ,3919 0 , 0 41

TOTAL ASSETS213,114194,310

CURRENT LIABILITIES

Bank overdraft4,737-

Trade creditors and accrualsC431,05730,322

Lease liabilitiesC54,081187

Other financial liabilitiesC62 , 5 412,013

Contract liabilitiesB316, 52921 ,418

Employee entitlementsC8 , C1010,29811, 286

Provision for warrantyC91,5461,857

Taxation payable2182,738

Payable to joint venturesE4393673

Current portion of term loansC34, 2173,321

Deferred settlement on purchase of businessE12,3856, 275

78,00280,090

NON CURRENT LIABILITIES

Other financial liabilitiesC6969964

Employee entitlementsC8 , C109391,643

Lease liabilitiesC513 ,311159

Deferred tax liabilityA26261,638

Term loansC37, 4 5 04,088

23,2958,492

EQUITY

Share capitalC180,07375,647

Retained earnings31,94931,335

Foreign currency translation reserve(170)(935)

Cash flow hedge reserveC7-(370)

Equity attributable to equity holders

of the parent

111, 852105,677

Non controlling interests(35)51

TOTAL EQUITY111, 817105,728

TOTAL LIABILITIES & EQUITY 213,114194,310

SCOTT TECHNOLOGY LIMITED

PAGE 30

CONSOLIDATED

BALANCE

SHEET

FOR THE YEAR ENDED

31 AUGUST 2019

20192018
Note $’000s$’000s

(restated)

CURRENT ASSETS

Cash and cash equivalents-12,473

Trade debtorsB138,9933 7, 0 6 4

Other financial assetsC61,2071,229

Sundry debtors3,2043, 523

InventoriesB222 , 55922,825

Contract assetsB332,86324,495

Receivable from joint venturesE41, 5522,315

Plant and equipment held for sale345345

10 0,72310 4, 269

NON CURRENT ASSETS

Property, plant and equipmentB420,25916,845

Capital work in progress-254

Investment in joint venturesE31,371928

Other investments400-

Other financial assetsC69350

GoodwillB55 7,9 5156,561

Intangible assetsB615,40515,103

Right of use assetC516,996-

112 ,3919 0 , 0 41

TOTAL ASSETS213,114194,310

CURRENT LIABILITIES

Bank overdraft4,737-

Trade creditors and accrualsC431,05730,322

Lease liabilitiesC54,081187

Other financial liabilitiesC62 , 5 412,013

Contract liabilitiesB316, 52921 ,418

Employee entitlementsC8 , C1010,29811, 286

Provision for warrantyC91,5461,857

Taxation payable2182,738

Payable to joint venturesE4393673

Current portion of term loansC34, 2173,321

Deferred settlement on purchase of businessE12,3856, 275

78,00280,090

NON CURRENT LIABILITIES

Other financial liabilitiesC6969964

Employee entitlementsC8 , C109391,643

Lease liabilitiesC513 ,311159

Deferred tax liabilityA26261,638

Term loansC37, 4 5 04,088

23,2958,492

EQUITY

Share capitalC180,07375,647

Retained earnings31,94931,335

Foreign currency translation reserve(170)(935)

Cash flow hedge reserveC7-(370)

Equity attributable to equity holders

of the parent

111, 852105,677

Non controlling interests(35)51

TOTAL EQUITY111, 817105,728

TOTAL LIABILITIES & EQUITY 213,114194,310

20192018

Note $’000s$’000s

(restated)

CASH FLOWS FROM OPERATING ACTIVITIES

Cash was provided from/(applied to):

Receipts from operations213,712178,338

Interest received20369

Net GST refunded / (paid)109(825)

Payments to suppliers and employees(208,218)(172 , 597 )

Taxation paid(4,897)(4, 267)

Net cash inflow from operating activitiesF17261,018

CASH FLOWS FROM INVESTING ACTIVITIES

Cash was provided from / (applied to):

Purchase of property, plant, equipment and

intangible assets

(7,229)(2,434)

Sale of property, plant and equipment26621

Net advances from joint ventures479420

Purchase of businessE1(6,803)(14,479)

Purchase of investments(40 0)-

Net cash outflow from investing activities(13 , 6 87 )(16 ,472)

CASH FLOWS (TO) / FROM FINANCING ACTIVITIES

Cash was provided from / (applied to):

Repayment of borrowingsF1( 742)(257)

Dividends paid(3,20 0)(3,162)

Proceeds from borrowings5,0005,079

Lease paymentsF1(3 , 592)-

Interest paid(1 ,715)(403)

Net cash (outflow) / inflow from financing activities(4, 249)1,257

Net decrease in cash held(1 7, 2 1 0 )(14 ,197 )

Add cash and cash equivalents at start of period12,47326,670

Balance at end of period(4,737)12 ,473

Comprised of:

Cash and (bank overdraft) / bank balances(4,737)12 ,473

ANNUAL REPORT 2019

PAGE 31

CONSOLIDATED

STATEMENT OF

CASH FLOWS

FOR THE YEAR ENDED

31 AUGUST 2019

SUMMARY OF
ACCOUNTING

POLICIES

STATEMENT OF COMPLIANCE

The consolidated financial statements

presented are those of Scott

Technology Limited (“Company”) and

its subsidiaries (“Group”).

The Company is a profit oriented

entity, registered in New Zealand

under the Companies Act 1993. The

Company is an FMC reporting entity

for the purposes of the Financial

Markets Conduct Act 2013 and its

annual financial statements comply

with these Acts.

The Group’s principal activities are

the design, manufacture, sales and

servicing of automated and robotic

production lines and processes for

a wide variety of industries in New

Zealand and overseas.

The financial statements have

been prepared in accordance with

New Zealand Generally Accepted

Accounting Practice (“NZ GAAP”)

and, for the purposes of complying

with GAAP, it is a for profit entity.

They comply with New Zealand

equivalents to International Financial

Reporting Standards (“NZ IFRS”)

and other applicable financial

reporting standards as appropriate

for profit oriented entities. The

financial statements also comply with

International Financial Reporting

Standards (“IFRS”).

The financial statements were

authorised for issue by the Board of

Directors on 24 October 2019.

BASIS OF PREPARATION

The financial statements have been

prepared on the basis of historical

cost except for the revaluation of

certain financial instruments.

Cost is based on the fair value of the

consideration given in exchange for

assets.

Accounting policies are selected

and applied in a manner which

ensures that the resulting financial

information satisfies the concepts

of relevance and reliability, thereby

ensuring that the substance of the

underlying transactions or other

events is reported.

The accounting policies set out below

have been applied in preparing the

financial statements for the year

ended 31 August 2019 and the

comparative information presented

in these financial statements for the

year ended 31 August 2018.

There have been no changes in

accounting policy during the year,

except those that arose from the

adoption of new accounting standards

effective during the year.

The information is presented in

thousands of New Zealand dollars,

which is the functional currency of

the Company and the presentation

currency of the Group.

CRITICAL JUDGEMENTS,

ESTIMATES AND ASSUMPTIONS

In the application of NZ IFRS

the Directors are required to

make judgements, estimates and

assumptions about carrying values

of assets and liabilities that are not

readily apparent from other sources.

The estimates and associated

assumptions are based on historical

experience and various other factors

that are believed to be reasonable

under the circumstance, the results

of which form the basis of making the

judgements. Actual results may differ

from these estimates.

The estimates and underlying

assumptions are reviewed on

an ongoing basis. Revisions to

accounting estimates are recognised

in the period in which the estimate is

revised if the revision affects only that

period or in the period of the revision

and future periods if the revision

affects both current and future

periods. There are no significant

estimates.

Judgements made by the Directors in

the application of NZ IFRS that have

significant effects on the financial

statements and estimates with a

significant risk of material adjustments

in the next year include:

• Estimating the percentage

of completion for long term

construction contracts (note A1)

• Goodwill impairment (note B5)

• Lease model inputs including

incremental borrowing rate (IBR)

and lease renewal options (note C5)

• Valuation of intangibles recognised

on acquisition (note E1)

SIGNIFICANT ACCOUNTING

POLICIES

The principal accounting policies

applied in the preparation of the

financial report are set out within the

particular note to which they relate.

These policies have been consistently

applied unless otherwise stated.

CONSOLIDATION OF SUBSIDIARIES

The consolidated financial statements

incorporate the financial statements

of the Company and entities

controlled by the Company and its

subsidiaries. Control is achieved when

the Company:

• has power over the investee;

• is exposed, or has rights, to variable

returns from its involvement with

the investee; and

• has the ability to use its power to

affect its returns.

The Group financial statements are

prepared by combining the financial

statements of all the entities that

comprise the Group, being the

Company and its subsidiaries as

defined by NZ IFRS 10 Consolidated

Financial Statements. Consistent

accounting policies are employed in

the preparation and presentation of

the Group financial statements.

Accounting policies of subsidiaries are

consistent with the policies of the

Group.

All intra-group transactions, balances,

income and expenses are eliminated

on consolidation.

SCOTT TECHNOLOGY LIMITED

PAGE 32

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

FOR THE YEAR ENDED

31 AUGUST 2019

On acquisition, the assets, liabilities
and contingent liabilities of a

subsidiary are measured at their fair

values at the date of acquisition. Any

excess of the cost of acquisition over

the fair values of the identifiable

net assets acquired is recognised

as goodwill. Any deficiency of the

cost of acquisition below the fair

values of the identifiable net assets

acquired (i.e. discount on acquisition)

is credited to profit and loss in the

period of acquisition.

The results of subsidiaries acquired

or disposed of during the year

are included in the Consolidated

Statement of Comprehensive Income

from the effective date of acquisition

or up to the effective date of disposal,

as appropriate.

STANDARDS & INTERPRETATIONS

EFFECTIVE IN THE CURRENT

PERIOD

In the current year the Group adopted

all mandatory new and amended

standards and interpretations,

including early adopting NZ IFRS

16 Leases. The impact of NZ IFRS

9, NZ IFRS 15 and NZ IFRS 16 are

noted below. In the current year the

Group has split contract assets and

contract liabilities on the face on

the balance sheet and restated prior

year comparatives. All other new and

amended standards have not had

a material impact on the financial

statements of the Group.

NZ IFRS 9 Financial Instruments

In the current period, the Group

has applied NZ IFRS 9 Financial

Instruments and the related

consequential amendments to other

NZ IFRS standards that are effective

for an annual period that begins on or

after 1 January 2018. In accordance

with the transition provisions of NZ

IFRS 9, the Group has not restated

comparatives.

All recognised financial assets that

are within the scope of NZ IFRS 9 are

required to be measured at amortised

cost or fair value on the basis of

the entity’s business model for

managing the financial assets and the

contractual cash flow characteristics

of the financial assets.

Cash and cash equivalents and

trade debtors were previously

classified as ‘loans and receivables’

and measured at amortised cost. In

accordance with NZ IFRS 9, these are

initially recognised at fair value and

subsequently measured at amortised

cost as they are held within a business

model to collect contractual cash flows

and these cash flow consist solely of

payments of principal and interest.

They are classified as financial assets

held at amortised cost.

Derivatives are initially recognised

at fair value and are subsequently

recognised at fair value through the

profit and loss, in line with treatment

in the previous period. As the new

hedge accounting requirements align

more closely with the Group’s risk

management policies, with generally

more qualifying hedging instruments

and hedged items, an assessment of the

Group’s current hedging relationships

indicated that they qualified as

continuing hedging relationships upon

application of NZ IFRS 9. Similar to

the Group’s current hedge accounting

policy, the Directors do not intend to

exclude the forward element of foreign

currency forward contracts from

designated hedging relationships.

Adoption of NZ IFRS 9 Financial

Instruments from 1 September 2018

has not resulted in material adjustments

to the amount recognised in the

financial statements. There was no

change to the measurement basis of

the financial assets other than the

introduction of the expected credit

loss model for determining the loss

allowance on trade debtors.

In relation to the impairment of

financial assets, NZ IFRS 9 requires an

expected credit loss model as opposed

to an incurred credit loss model under

NZ IAS 39. The expected credit loss

model requires the Group to account

for expected credit losses and changes

in those expected credit losses at each

reporting date to reflect changes in

credit risk since initial recognition of

the financial assets. In other words, it is

no longer necessary for a credit event

to have occurred before credit losses

are recognised.

NZ IFRS 9 requires a simplified

approach for measuring the loss

allowance at an amount equal to lifetime

expected credit loss (ECL) for trade

debtors that do not contain a significant

financing component. The Group has

applied the simplified model.

No adjustment to the loss allowance was

recognised on application of NZ IFRS 9.

Financial liabilities, other than

derivatives, continue to be measured

at amortised cost using the effective

interest rate.

NZ IFRS 15 Revenue from contracts

with customers

In the current year, the Group has

applied NZ IFRS 15 Revenue from

contracts with customers which is

effective for periods beginning on

or after 1 January 2018. NZ IFRS

15 introduced a five step approach

to revenue recognition. Far more

prescriptive guidance has been

added to deal with specific scenarios.

Details of the new requirements as

well as their impact on the Group’s

consolidated financial statements are

described below and in Note A1.

In accordance with the transition

provisions of NZ IFRS 15 adopting

the modified retrospective approach,

the Group has not restated the

comparatives.

NZ IFRS 15 uses the terms ‘contract

asset’ and ‘contract liability’ to

describe what might more commonly

be known as ‘accrued revenue’ and

‘deferred revenue’, however the

standard does not prohibit an entity

from using alternative descriptions

in the statement of financial

position. The Group has adopted

the terminology in NZ IFRS 15 to

describe such balances.

The Group’s accounting policies for its

revenue streams are disclosed in detail

in note A1. Apart from providing more

extensive disclosure for the Group’s

revenue transactions, the application

of NZ IFRS 15 has had minimal impact

on the net financial position and/or net

financial performance of the Group.

The effect on the Group’s financial

information for adopting NZ IFRS 15 is

described in note A1.

NZ IFRS 16 Leases

General impact of application of NZ

IFRS 16 Leases

In the current period, the Group, for the

first time, has applied NZ IFRS 16 Leases

(as issued by the IASB in January 2016)

in advance of its effective date.

NZ IFRS 16 introduces new or amended

requirements with respect to lease

ANNUAL REPORT 2019

PAGE 33

accounting. It introduces significant
changes to the lessee accounting by

removing the distinction between

operating and finance lease and

requiring the recognition of a right-

of-use asset and a lease liability at

commencement for all leases, except for

short-term leases and leases of low value

assets. Details of the new requirements

and impact of the adoption of NZ IFRS

16 on the Group’s consolidated financial

statements are described in note C5.

The date of initial application of NZ IFRS

16 for the Group is 1 September 2018.

The Group has applied NZ IFRS 16

using the modified retrospective

approach, with no effect on prior

periods. The effect of this change is

discussed in note C5.

Impact of the new definition of a lease

The Group has made use of the practical

expedient available on transition to

NZ IFRS 16 not to reassess whether

a contract is or may contain a lease.

Accordingly, the definition of a lease

in accordance with IAS 17 and IFRIC

4 will continue to be applied to those

leases entered or modified before 1

September 2018.

The change in definition of a lease

mainly relates to the concept of control.

NZ IFRS 16 determines whether a

contract contains a lease on the basis

of whether the customer has the right

to control the use of an identified asset

for a period of time in exchange for

consideration.

The Group applies the definition of a

lease and related guidance set out in NZ

IFRS 16 to all lease contracts entered

into or modified on or after 1 September

2018. The first time application of NZ

IFRS 16 does not significantly change

the scope of contracts that meet the

definition of a lease for the Group

Impact on lessee accounting

NZ IFRS 16 changes how the Group

accounts for leases previously classified

as operating leases under NZ IAS 17,

which were off balance sheet. Applying

NZ IFRS 16 for all leases, except as

noted below, the Group:

• Recognises right-of-use assets and

lease liabilities in the balance sheet,

initially measured at the present

value of future lease payments;

• Recognises depreciation of right-

of-use assets and interest on

lease liabilities in the statement of

comprehensive income; and

• Separates the total amount of

cash paid into a principal portion,

presented within financing

activities, and interest, presented

within operating activities, in the

Consolidated Statement of Cash

Flows.

Under NZ IFRS 16, right-of-use assets

are tested for impairment in accordance

with NZ IAS 36 Impairment of Assets.

This replaces the previous requirement

to recognise a provision for onerous

lease contracts.

For short-term leases with a lease

term of 12 months or less, and leases

of low-value assets, such as personal

computers and office furniture,

the Group has opted to apply the

recognition exemption as allowed

under NZ IFRS 16 and recognise the

lease expense on a straight line basis.

The expense is presented within other

expenses in the Consolidated Statement

of Comprehensive Income.

The main difference between NZ IFRS

16 and NZ IAS 17 with respect to assets

formally held under a finance lease

is the measurement of residual value

guarantees provided by a lessee to a

lessor. NZ IFRS 16 requires that the

Group recognises as part of if its lease

liability only the amount expected

to be payable under a residual value

guarantee, rather than the maximum

amount guaranteed as required by

NZ IAS 17. This change did not have

a material effect on the Group’s

consolidated financial statements.

STANDARDS & INTERPRETATIONS

IN ISSUE NOT YET ADOPTED

At the date of authorisation of the

consolidated financial statements

certain new standards and

interpretations to existing standards

have been published but are not yet

effective, and have not been adopted

early by the Group.

Management anticipates that all

pronouncements will be adopted in

the first accounting period beginning

on or after the effective date of the

new standard. These standards are

not expected to have a material effect

on the Group’s consolidated financial

statements when they are adopted.

RESTATEMENTS AND

RECLASSIFICATIONS

Goodwill

An adjustment has been made in the

2019 financial year to recognise the

foreign exchange impact on goodwill

associated with entities purchased in

foreign currencies. These balances

were previously held in the functional

currency of the Group, but have been

restated to the functional currency

of the underlying operations of the

acquired entities. This adjustment only

impacted the Consolidated Balance

Sheet, with a $2.78 million increase to

goodwill and equity at 31 August 2018

and a $1.46 million increase to goodwill

and equity at 1 September 2017. There

was no impact on the Consolidated

Statement of Comprehensive Income

or the Consolidated Statement of Cash

Flows.

CONSOLIDATED STATEMENT OF

CASH FLOWS

A change has been made in the 2019

financial year to classify interest paid

in the Consolidated Statement of Cash

Flows as a financing activity rather than

as an operating activity. In the current

year the Group has adopted NZ IFRS

16. This had the impact of increasing

the interest expense of the Group, while

also disclosing the principal portion

of lease liability paid as a financing

activity in the Consolidated Statement

of Cash Flows. The Group has also

further increased its level of debt in the

current period primarily to fund recent

acquisitions. Due to these factors, the

Directors believe it is more appropriate

to disclose interest paid as a financing

activity. This adjustment has only

impacted the Consolidated Statement

of Cash Flows and note F1, Notes to

the Consolidated Statement of Cash

Flows, for the prior period. This had the

effect of increasing net cash inflow from

SCOTT TECHNOLOGY LIMITED

PAGE 34

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

operating activities by $403,000 to
$1,018,000 while decreasing the net

cash inflow from financing activity by

$403,000 to $1,257,000. There was no

impact on the Consolidated Statement

of Comprehensive Income or the

Consolidated Balance Sheet.

The Directors have not included the

original amounts and the adjustment

as we consider this would not be

meaningful to users of the financial

statements.

GOODS & SERVICES TAX & VALUE

ADDED TAX (“GST”)

All items in the Consolidated Balance

Sheet are stated exclusive of GST,

with the exception of receivables

and payables, which include GST. All

items in the Consolidated Statement

of Comprehensive Income are stated

exclusive of GST.

Cash flows are included in the

Consolidated Statement of Cash Flows

on a net basis. The GST component

of cash flows arising from investing

and financing activities which is

recoverable from, or payable to, the

taxation authority is classified as

operating cash flows.

FOREIGN CURRENCIES

The individual financial statements

of each group entity are presented in

the currency of the primary economic

environment in which the entity

operates, its functional currency. For

the purpose of the consolidated financial

statements, the results and position

of each group entity are expressed

in New Zealand dollars, which is the

functional currency of the Company

and the presentation currency for the

consolidated financial statements.

In preparing the financial statements

of each individual group entity,

transactions in currencies other

than the entity's functional currency

are recognised at the rates of

exchange prevailing at the dates of

the transactions. At the end of each

reporting period, monetary items

denominated in foreign currencies are

retranslated at the rates prevailing at

that date. Non-monetary items carried

at fair value that are denominated in

foreign currencies are retranslated at

the rates prevailing at the date when

the fair value was determined. Non-

monetary items that are measured

in terms of historical cost in a foreign

currency are not retranslated.

For the purposes of presenting these

consolidated financial statements, the

assets and liabilities of the Group's

foreign operations are translated

into New Zealand dollars using

exchange rates prevailing at the end

of each reporting period. Income

and expense items are translated at

the average exchange rates for the

period, unless exchange rates fluctuate

significantly during that period, in

which case the exchange rates at the

dates of the transactions are used.

Exchange differences arising, if any,

are recognised in other comprehensive

income and accumulated in equity, and

attributed to non-controlling interests

as appropriate.

ANNUAL REPORT 2019

PAGE 35

A1

REVENUE FROM

CONTRACTS WITH

CUSTOMERS AND

OPERATING EXPENSES

SECTION A

FINANCIAL

PERFORMANCE

(A) ACCOUNTING POLICIES AND SIGNIFICANT JUDGEMENTS

The Group derives revenue from the following sources:

• Long term contracts

• Standard equipment

• Short term projects and service work

Revenue recognition – long term contracts

The Group designs, manufactures and sells customised automation and robotic

systems for use in a wide range of industries under fixed-price contracts. The

contract period is in excess of three months and is often in excess of twelve months.

Long term contracts are specific to each customer and the Group is restricted by

these contracts to redirect the products to another customer. The Group, through

these long term contracts, has an enforceable right to payment when agreed

milestones are met for performance completed up to a point in time.




Policy

Revenue on long term

contracts is recognised over

the term of the contract period using the

input method based on percentage of

completion. At balance date an assessment

is made of the percentage of completion

based on the costs associated with the

work done to date relative to the total

forecast cost to complete. Included in

revenue is the value attributed to work

completed, which includes direct costs,

overhead and profit, where this is allowable

under the contract.

The customer is obligated to pay a fixed

amount when a contractual milestone

is met. At this time, a receivable is

recognised as the invoice is raised. If the

revenue recognised by the Group exceeds

the amounts invoiced, a contract asset

is recognised. If the amounts invoiced

exceed the revenue recognised, a contract

liability is recognised. The transaction

price is the fixed price per the contract.

The Group’s obligation to repair or replace

faulty products under the standard

warranty terms is recognised as a provision

(see Note C9).

SCOTT TECHNOLOGY LIMITED
PAGE 36


Judgement

The estimation of percentage

of completion relies on the

Directors estimating costs to complete

long term contracts. If the costs incurred

to complete the long term contracts

differ from the estimates completed by

Revenue recognition – standard equipment

The Group manufactures and sells a range of standalone automation and robotic

equipment for use in a wide range of industries, including:

• Rock crushers, pulverisers, ringmills and reference materials under the

“RobotWorx” brand for use by mining companies and laboratories

• Bandsaw safety equipment under the “BladeStop” brand, primarily for use by

meat processors

• High temperature superconductor current leads under the “HTS-110” brand

• New and refurbished industrial robots under the “RobotWorx” brand



Policy

Revenue is recognised in

full at a point in time when

control of the products has transferred,

being either when the products are

shipped to or received by the customer,

or installed at the customer’s premises,

depending on the terms of the contract.

A receivable is recognised when either a

deposit is due on receipt of a customer’s

Policy

Where the short term

project contract contains


an enforceable right to payment for

performance completed to date and there

is no alternative use, revenue for short term

projects is recognised over time on the same

basis as for long term contracts (as noted

above).

Where the short term project contract

does not contain an enforceable right to

payment for performance completed to

date or there is an alternative use for the

product produced, revenue for short term

projects is recognised in full at a point in

time when control of the products has

transferred, being either when the products

are shipped to or received by the customer,

or installed at the customer’s premises,

SECTION A

FINANCIAL

PERFORMANCE:

A1 REVENUE FROM

CONTRACTS WITH

CUSTOMERS AND

OPERATING EXPENSES

(cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

order or when the products are shipped

to the customer, as this is the point in time

that the consideration is unconditional

because only the passage of time is required

before the payment is due.

The Group’s obligation to repair or replace

faulty products under the standard

warranty terms is recognised as a

provision (see Note C9).

Revenue recognition – short term projects and service work

The Group undertakes short term projects (less than three months) for the design,

manufacture and sale of customised small scale automation and robotic systems

for use in a wide range of industries under fixed-price contracts. In some cases

the short term project contracts contain an enforceable right to payment for

performance completed to date.

The Group also earns revenue from after sales service activities associated with

the equipment manufactured and sold by the Group, including spare parts, repairs,

routine or scheduled maintenance, upgrades, remote monitoring and the operation

of a 24/7 helpline. Most of these activities are on an ad hoc, as required basis, while

some of these activities are covered by an agreement for services to be provided

over a specified period of time.


management, the Directors could be over

or under estimating the percentage of

completion on the project, and consequently

revenue and profit to date may also be over

or under estimated.


depending on the terms of the contract.

A receivable is recognised when either a

deposit is due on receipt of a customer’s

order or when the products are shipped to

the customer, as this is the point in time that

the consideration is unconditional because

only the passage of time is required before

the payment is due.

Revenue under service contracts is

recognised over time as the customer

simultaneously receives and consumes the

benefits provided the Group’s performance

as it performs the service.

The Group’s obligation to repair or replace

faulty products under the standard

warranty terms is recognised as a provision

(see Note C9).

ANNUAL REPORT 2019
PAGE 37

Disaggregation of revenue from contracts with customers

The Group derives revenue from the transfer of goods and services over time and at

a point in time in the following major geographic manufacturing regions (segments)

and revenue streams. This is consistent with the revenue information disclosed for

each reportable segment under NZ IFRS 8 Operating segments, (see note A3).

Long term

contracts

Standard

equipment

Short term

projects &

serviceworkTotal

$’000s$’000s

$’000s$’000s

Australasia manufacturing

Segment revenue54,66638,58313 , 2 51106,50 0

Inter-segment revenue(1 , 551 )(1 ,991)(198)(3 ,74 0 )

Revenue from external customers53 ,11536 , 59213,05310 2 ,76 0

Timing of revenue recognition

- At a point in time-36 , 59213,05349, 6 45

- Over time53 ,115--53 ,115

53 ,11536 , 59213,05310 2 ,76 0

Americas manufacturing

Segment revenue10,57820,9062,09133,575

Inter-segment revenue741,954272,055

Revenue from external customers10,65222,8602 ,11835,630

Timing of revenue recognition

- At a point in time-22,8602 ,11824,978

- Over time10,652--10,652

10,65222,8602 ,11835,630

Asia & Europe manufacturing

Segment revenue62,6904,31018,01885,018

Inter-segment revenue1,477371711,685

Revenue from external customers64,1674,34718,18986,703

Timing of revenue recognition

- At a point in time-4,34718,18922,536

- Over time64,167--64,167

64,1674,34718,18986,703

Total manufacturing

Segment revenue1 2 7,9 3 463,79933,360225,093

Inter-segment revenue----

Revenue from external customers1 2 7,9 3 463,79933,360225,093

Timing of revenue recognition

- At a point in time-63,79933,3609 7,1 59

- Over time1 2 7,9 3 4--1 2 7,9 3 4

1 2 7,9 3 463,79933,360225,093

Period Ended 31 August 2018

Period Ended 31 August 2019

Total

$’000s

Long term contracts104,756

Standard equipment55,4 46

Short term projects & service work21,577

181,779

SCOTT TECHNOLOGY LIMITED
PAGE 38

Revenue recognised included in the

contract liability balance at the

beginning of the period

2019

$’000s

Contracts for long term projects20,951

There was no revenue recognised from performance obligations satisfied in previous

periods on long term projects.

2019

$’000s

Aggregate amount of the transaction price allocated to long

term project contracts that are partially or fully unsatisfied as

at 31 August

78,205

NZ IAS 18

31 August

2019

Adjustment

31 August

2019

NZ IFRS 15

31 August

2019

$’000s $’000s$’000s

Revenue

223,6301,463225,093

Other income and share of

joint ventures’ net surplus

2,885-2,885

Raw materials, consumables

used & operating expenses

(206,955)(1,013)(207,968)

19, 56 045020,010

Management expects that 95% of the transaction price allocated to the

unsatisfied contracts as of 31 August 2019 will be recognised as revenue during

the next reporting period ($74 million). The remaining 5% ($4 million) will be

recognised in the 2021 financial year.

The Group adopted NZ IFRS 15 Revenue from Contracts with Customers for

the first time on 1 September 2018. The Group applied NZ IFRS 15 using the

cumulative retrospective approach with the cumulative effect of applying the

standard for the first time recognised at the initial date of application. Application

of NZ IFRS 15, which became effective on 1 September 2018, resulted in a

change in timing of revenue recognition for certain short term projects previously

recognised on a percentage of completion basis and now being recognised at a

point in time and treated as the sale of standard equipment. This has resulted in an

increase in revenue and expenses from operations, and an increase in net surplus

before taxation for the twelve months ended 31 August 2019. The adjustments to

revenue and expenses totalling a net profit increase of $450,000 were recognised

in the prior period under NZ IAS 18 and have been adjusted through opening

equity to allow the later revenue recognition in the current period to comply with

the amended accounting policy under NZ IFRS 15. The Consolidated Balance Sheet

is impacted with $450,000 moving from contract assets to inventories.

The table below shows the amount by which the Consolidated Statement of

Comprehensive Income is affected in the current reporting period by NZ IFRS

15 as compared to NZ IAS 18 and the related interpretations that were in effect

before the change.

Unsatisfied long term project contracts

The following table shows unsatisfied performance

obligations resulting from fixed price long term

project contracts.


Revenue recognised in relation to contract liabilities

The following table shows how much of the revenue recognised in the current

reporting period relates to carried forward contract liabilities and how much

relates to performance obligations that were satisfied in a prior year.

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

SECTION A

FINANCIAL

PERFORMANCE:

A1 REVENUE FROM

CONTRACTS WITH

CUSTOMERS AND

OPERATING EXPENSES

(cont.)

ANNUAL REPORT 2019
PAGE 39

(D) OTHER OPERATING INCOME

Government grants

(E) OPERATING EXPENSES




Policy

Government grants are not

recognised until there is

reasonable assurance that the Group will

comply with the conditions attaching to

them and that the grants will be received.

Government grants are recognised as

other income over the periods necessary

to match them with the costs for which

20192018

$’000s$’000s

Rental income178203

Government grants related to research

and development

2,0261,861

Gain on sale of property, plant and equipment

237-

2,4412,064

The surplus is stated after charging:

20192018

$’000s$’000s

Auditor’s remuneration- audit of financial statements

440210

- other assurance services

55

- taxation services

5555

- due diligence services

-271

The auditor of the Group is Deloitte Limited.

Due diligence services on business combinations in the prior period were

performed by a Deloitte network firm that is not involved in the Group audit.

These are included in Due Diligence & Acquisition Costs in the Consolidated

Statement of Comprehensive Income.

20192018

Note $’000s$’000s

Directors’ fees

227208

Superannuation scheme contributions

7,5434,148

Leasing and rental costs

1,5273,027

Unrealised fair value losses on foreign exchange derivativesD1

1,334271

Loss on disposal of property, plant and equipment

-21

Fair value losses on derivatives held as fair value hedgesD1

1,2161,579

Unrealised fair value losses on interest rate swap contractsD1

34643

and after crediting:

Foreign exchange gains

81,627

Fair value gains on firm commitments

1,2161,579

Gain on disposal of property, plant and equipment

106-

they are intended to compensate, on a

systematic basis. Government grants

that are receivable as compensation for

expenses or losses already incurred or for

the purpose of giving immediate financial

support to the Group with no future

related costs are recognised in profit or

loss in the period in which they become

receivable.

SCOTT TECHNOLOGY LIMITED
PAGE 40


A2

INCOME TAXES




Policy

Current tax is calculated by

reference to the amount of


Policy

Deferred tax is accounted

for using the comprehensive

income taxes payable or receivable in

respect of the taxable profit or tax loss

for the period. It is calculated using tax

balance sheet liability method in respect

of temporary differences arising from

differences between the carrying amount

of assets and liabilities in the financial

statements and the corresponding tax

base of those items.

In principle, deferred tax liabilities are

recognised for all taxable temporary

differences. Deferred tax assets

are recognised to the extent that it

is probable that sufficient taxable

amounts will be available against which

deductible temporary differences or

unused tax losses and tax offsets can be

utilised. However, deferred tax assets

and liabilities are not recognised if the

temporary differences giving rise to them

The prima facie income tax expense on pre-tax accounting profit from operations

reconciles to the income tax expense in the financial statements as follows:

Prima Facie Tax Rate

The prima facie tax rate used in the above reconciliation is the corporate tax rate

of 28% payable by New Zealand corporate entities on taxable profits under

New Zealand tax law for the 2019 income tax year.

20192018

$’000s$’000s

Net surplus before tax

9,34615,046

Income tax expense calculated at 28%

(2018: 28%)

2,6174,213

Non-deductible expenses / non-assessable income (559)426

Research & development tax credits claimed

(Australia)

(1,112)(563)

Under/(over) provision of income tax in

previous year

(204)198

Taxation expense

7424,274

Represented by:

Current tax2,3412,733

Deferred tax(1,599)1,541

7424,274

arise from the initial recognition of assets

and liabilities (other than as a result of

a business combination) which affects

neither taxable income nor accounting

profit.

Deferred tax assets and liabilities are

measured at the tax rates that are

expected to apply in the period when

the liability is settled or the asset is

realised based on tax rates that have

been enacted or substantively enacted at

reporting date. Deferred tax is charged

or credited to profit or loss, except when

it relates to items charged or credited to

other comprehensive income or directly

to equity, in which case the deferred tax

is also dealt with in other comprehensive

income or in equity.

Income Tax Recognised in Net Surplus



rates and tax laws that have been enacted

or substantively enacted by reporting date.

Current tax for current and prior periods

is recognised as a liability (or asset) to the

extent it is unpaid (or refundable).

SECTION A

FINANCIAL

PERFORMANCE

(cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 41

20192018

$’000s$’000s

Imputation credits available to shareholders1761,906


Imputation credit account balances

2019

Opening

Balance

Charged to

Income

Charged

to Other

Comprehensive

Income

Acquisition of

Subsidiary/

Business

Closing

Balance

$’000s$’000s $’000s $’000s$’000s

Gross deferred tax assets:

Trade debtors438(37)--401

Other financial assets483608(14 3)-948

Employee entitlements1,18341 --1, 224

Provisions69693--789

Ta x l o s s e s730--37

2,807735(14 3)-3,399

Gross deferred tax liabilities:

Inventories630(263)--367

Property, plant and equipment1,952(417 )--1,535

Intangible assets1,863(18 4)-4442,123

4,445(864)-4444,025

(1,638)1,599(143)(444)(626)

2018

Opening

Balance

Charged to

Income

Charged

to Other

Comprehensive

Income

Acquisition of

Subsidiary/

Business

Closing

Balance

$’000s$’000s $’000s $’000s$’000s

Gross deferred tax assets:

Trade debtors154262-22438

Other financial assets160(14)143194483

Employee entitlements1,373(201)-111,183

Provisions799(284)-181696

Ta x l o s s e s539(532)--7

3,025( 769)1434082,807

Gross deferred tax liabilities:

Inventories(206)836--630

Property, plant and equipment2,173(221)--1,952

Intangible assets89157-1 , 6171,863

2,056772-1 , 6174,445

969(1,541)143(1,209)(1,638)

SCOTT TECHNOLOGY LIMITED
PAGE 42

ManufacturingTotal

2018

AustralasiaAmericas

Asia

& EuropeUnallocatedTotal

$’000s $’000s $’000s$’000s$’000s

Revenue100,49229,14152,146-181,779

Segment profit19, 0 293 ,4591 ,745-24, 233

Due diligence & acquisition costs---(496)(496)

Depreciation and amortisation(2,633)(16 4)(941)(487)(4, 225)

Share of net surplus of joint ventures26824 02-510

Interest revenue112-356369

Central administration costs---(4,942)(4,942)

Finance costs(1)(8)(187 )(207)(403)

Net surplus before taxation16,6643,539619(5 ,7 76)15,046

Taxation expense(4 ,765)(1 , 0 49)(178)1,718(4 , 274)

Net surplus after taxation11,8992,4904 41(4,058)10,772




Policy

NZ IFRS 8 Operating Segments

requires operating segments to

be identified on the basis of internal reports

about components of the Group that are

regularly reviewed by the chief operating

decision maker (the Board) in order to

allocate resources to the segments and to

assess its performance.

The Group’s Board allocates resources

and assesses performance of the Group by

manufacturing base, therefore under NZ

IFRS 8 the Group’s reportable segments are:

• Australasia manufacturing

• Americas manufacturing

• Asia and Europe manufacturing

Australasia is reported as a single segment

due to the integrated nature of customers,

management, manufacturing, sales and

financing activities across New Zealand

and Australia.

Americas is reported as a single segment

due to the integrated nature of customers,

management, manufacturing, sales and

financing activities across North and South

America.

Asia and Europe is reported as a single

segment due to the integrated nature of

customers, management, manufacturing

and sales activities across Asia and Europe.

Segment Revenues & Results

The following is an analysis of the Group’s revenue and results by reportable

segment. For the purposes of NZ IFRS 8, allocations are based on the operating

results by segment. The Group does not allocate certain resources (such as senior

executive management time) and central administration costs by segment for

internal reporting purposes and therefore these allocations may not result in a

meaningful and comparable measure of profitability by segment.


ManufacturingUnallocatedTotal

2019

AustralasiaAmericas

Asia

& EuropeUnallocatedTotal

$’000s $’000s $’000s$’000s$’000s

Revenue102,76035,63086,703-225,093

Segment profit16,4264,9156,048-27,389

Depreciation and amortisation(3,720)(323)(4 ,416)(510 )(8,969)

Share of net surplus of joint ventures(216)60555-444

Interest revenue--101020

Central administration costs---( 7, 8 2 3 )( 7, 8 2 3 )

Finance costs(120)(147 )(631)(817)(1 ,715)

Net surplus before taxation12,3705,0501,066(9,14 0 )9, 3 4 6

Taxation expense(3,152)(959)6372,732( 742)

Net surplus after taxation9,2184,0911,703(6,408)8,604

SEGMENT INFORMATION

A3

SEGMENT INFORMATION

SECTION A

FINANCIAL

PERFORMANCE

(cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 43

ManufacturingTotal

2018

AustralasiaAmericas

Asia

& EuropeUnallocatedTotal

$’000s $’000s $’000s$’000s$’000s

Revenue100,49229,14152,146-181,779

Segment profit19, 0 293 ,4591 ,745-24, 233

Due diligence & acquisition costs---(496)(496)

Depreciation and amortisation(2,633)(16 4)(941)(487)(4, 225)

Share of net surplus of joint ventures26824 02-510

Interest revenue112-356369

Central administration costs---(4,942)(4,942)

Finance costs(1)(8)(187 )(207)(403)

Net surplus before taxation16,6643,539619(5 ,7 76)15,046

Taxation expense(4 ,765)(1 , 0 49)(178)1,718(4 , 274)

Net surplus after taxation11,8992,4904 41(4,058)10,772

ManufacturingUnallocatedTotal

2019

AustralasiaAmericas

Asia

& EuropeUnallocatedTotal

$’000s $’000s $’000s$’000s$’000s

Revenue102,76035,63086,703-225,093

Segment profit16,4264,9156,048-27,389

Depreciation and amortisation(3,720)(323)(4 ,416)(510 )(8,969)

Share of net surplus of joint ventures(216)60555-444

Interest revenue--101020

Central administration costs---( 7, 8 2 3 )( 7, 8 2 3 )

Finance costs(120)(147 )(631)(817)(1 ,715)

Net surplus before taxation12,3705,0501,066(9,14 0 )9, 3 4 6

Taxation expense(3,152)(959)6372,732( 742)

Net surplus after taxation9,2184,0911,703(6,408)8,604

Revenue reported above represents revenue generated from external

customers. Inter-segment sales, which are eliminated on consolidation, were

$3.0 million for the year ended 31 August 2019 (2018: $7.1 million).

The accounting policies of the reportable segments are the same as the Group’s

accounting policies. Segment profit represents the profit earned by each

segment without allocation of central administration costs and investment

revenue.


20192018

$’000s$’000s

Appliances

45,06941,069

Materials handling and logistics

65,54226,708

Meat processing

34,50645,032

Mining

30,32433,313

Other industrial automation (including robotics)

54,23235,657

225,093181,779


20192018

$’000s$’000s

New Zealand (country of domicile)

9,20011,840

Australia and Pacific Islands

46,63347,505

North America, including Mexico

69,16851,450

South America

2,5026,270

Asia

11,81010,609

Europe

74,92046,370

Russia and former states

6,4772,983

Africa and Middle East

4,3834,752

225,093181,779

Industry information

The Group focuses its marketing on five principal industries: appliances,

materials handling and logistics, meat processing, mining, and other industrial

automation (including robotics). The Group’s revenue from external customers

by industry is detailed below.

Geographical Information

The Group sells into eight principal geographical areas. The Group’s revenue from

external customers by geographical location (of the customer) is detailed below.

The Group holds $35.6 million of non-current assets in geographical areas

outside of New Zealand, the country of domicile (2018: $20.2 million).

Information About Major Customers

Sales to the Group’s largest single customer, who is from the Australasia

Manufacturing segment and the Appliance industry, accounted for

approximately 5.6% of total Group sales (2018: Australasia Manufacturing

segment and the Meat Industry 6.7%).

SCOTT TECHNOLOGY LIMITED
PAGE 44

SECTION B

ASSETS

B2

INVENTORIES






Policy

Trade debtors are initially

recognised at fair value and are


Policy

Inventories are valued at the

lower of cost and net realisable

subsequently measured at amortised cost

using the effective interest rate method,

less any provision for expected credit

losses. The Group applies the simplified

approach to measuring expected credit

losses which uses a lifetime expected

credit loss allowance. The measurement of

expected credit losses is a function of the

probability of default, loss given default

and the exposure of default.

value. Costs, including an appropriate

portion of fixed and variable overhead

expenses, are assigned to inventories

by the method most appropriate to the

The expected credit losses on trade

receivables are estimated using a provision

matrix by reference to past default

experience of the debtor’s current financial

position, adjusted for factors that are

specific to the conditions of the industry

in which the debtor operates and an

assessment of both the current as well as

the forecast direction of conditions at the

reporting date.

Provision for expected credit losses is

recognised in profit or loss.

particular class of inventory, with the

majority being valued on a first-in-first-

out basis. Net realisable value represents

the estimated selling price for inventories

less all estimated costs of completion and

costs necessary to make the sale.

20192018

$’000s$’000s

Trade debtors40,48737,625

Allowance for expected credit losses (note D1)(1,494)(561)

38,99337,064

20192018

$’000s$’000s

Raw materials9,3855,396

Work in progress1,409713

Finished goods11,76516,716

22,55922,825

Credit Period

The credit period on sales of goods ranges from 30 to 120 days depending on the

terms negotiated by the customer for large contracts. No interest is charged on the

trade debtors.

Write Downs

The cost of inventories recognised as an expense during the year includes $0.3 million

(2018: $0.3 million) in respect of write downs of inventory to net realisable value.

TRADE DEBTORS

INVENTORIES

B3

CONTRACT ASSETS/

LIABILITIES




Policy

Contract assets are balances

due from customers under long

term project contracts that arise when the

Group receives payments from customers’

in line with a series of performance related

milestones. The Group will previously

have recognised a contract asset for any

work performed. Any amount previously

recognised as a contract asset is reclassified

to a trade debtor at the point at which it is

invoiced to the customer.

Contract liabilities relating to long term

project contracts are balances due to

customers under long term project contracts.

These arise if a particular milestone payment

exceeds the revenue recognised to date.


CONTRACT ASSETS/LIABILITIES

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

B1

TRADE DEBTORS

ANNUAL REPORT 2019
PAGE 45

B4

PROPERTY, PLANT

& EQUIPMENT




Policy

All items of Property, Plant

and Equipment are stated

at cost less accumulated depreciation

and impairment. Cost includes

expenditure that is directly attributable

to the acquisition of the item. In the

event that settlement of all or part of a

purchase consideration is deferred, cost is

determined by discounting the amounts

payable in the future to their present

value as at the date of acquisition.

Depreciation is calculated on a straight

line basis so as to write off the net cost of

the asset over its expected useful life to its

estimated residual value. The following

estimated useful lives are used in the

calculation of depreciation:

• Buildings (40 years)

• Plant, equipment & vehicles

(1 - 13 years)

Represented by:

20192018

$’000s$’000s

Contract assets

32,86324,495

Contract liabilities

(16,529)(21,418)

16,3343,077

PROPERTY, PLANT & EQUIPMENT

Freehold

Land at

Cost

Freehold

Buildings

at Cost

Plant,

Equipment

& Vehicles

at CostTotal

$’000s

$’000s $’000s$’000s

Gross carrying amount

As at 31 August 20172,4297,06521,72831,222

Acquisitions through

business combinations

36292,7673,399

Additions-841,7231,807

Disposals--(533)(533)

As at 31 August 20182,4327,77825,68535,895

Acquisitions through

business combinations

--3939

Additions-4,6571,8666,523

Disposals--(302)(302)

As at 31 August 20192,43212,43527,28842,155

84

Accumulated depreciation & impairment

As at 31 August 2017-1,97215,00116,973

Disposals--(490)(490)

Depreciation expense-2172,3502,567

As at 31 August 2018-2,18916,86119,050

Disposals--(299)(299)

Depreciation expense-4452,7003,145

As at 31 August 2019-2,63419,26221,896

Net book value

As at 31 August 20182,4325,5898,82416,845

As at 31 August 20192,4329,8018,02620,259

Assets and liabilities related to contracts with customers

The Group becomes entitled to invoice customers for long term projects when

certain milestones are met. These milestones and revenue amounts are agreed

upfront with the customer when the contract is signed. When a particular

milestone is reached, the customer is sent an invoice and any revenue previously

recognised as a contract asset is reclassified to trade receivables at this time. If the

invoice milestone payment exceeds the revenue recognised under the percentage

of completion method, the Group will recognise a contract liability for the

difference. There is not considered to be a significant financing component in long

term projects under the percentage of completion method as the period between

the recognition of revenue and the milestone payments is always less than one year.

SCOTT TECHNOLOGY LIMITED
PAGE 46




Policy

Goodwill represents the excess

of the purchase consideration

over the fair value of the identifiable

tangible and identifiable intangible

assets, liabilities and contingent

liabilities of the subsidiary recognised

at the time of acquisition of a business

or subsidiary. Goodwill is initially

recognised as an asset at cost and is

subsequently measured at cost less any

accumulated impairment losses.

For the purpose of impairment testing,

goodwill is allocated to each of the

Group’s cash-generating units expected

to benefit from the synergies of the

combination. Cash-generating units

to which goodwill has been allocated

are tested for impairment annually,

or more frequently when there is an

indication that the unit may be impaired.

If the recoverable amount of the cash-

generating unit is less than the carrying

amount of the unit, the impairment loss

is allocated first to reduce the carrying

amount of any goodwill allocated to the

unit and then to the other assets of the

unit pro-rata on the basis of the carrying

amount of each asset in the unit. An

impairment loss recognised for goodwill is

not reversed in a subsequent period.

On disposal of a subsidiary, the

attributable amount of goodwill is

included in the determination of the profit

or loss on disposal.

GOODWILL

Gross Carrying Amount

20192018

$’000s

$’000s

(restated)

Balance at beginning of financial year

56,56131,453

Additional amounts recognised from business

combinations occurring during the period

(refer Note E1)

75823,793

Translation of goodwill amounts held in foreign currency

6321,315

Balance at end of financial year

57,95156,561

There has been no impairment recognised during the year or in prior periods.

Judgement

Determining whether

goodwill is impaired requires

an estimation of the value in use of

the cash-generating units to which

goodwill has been allocated. The value

in use calculation requires the Directors

to estimate the future cash flows,

particularly in relation to future project

wins and market conditions, expected to

arise from the cash-generating unit and a

suitable discount rate in order to calculate

present value

Allocation of Goodwill to Cash-Generating Units

The Group’s cash-generating units are:

• Australasia manufacturing

• Americas manufacturing

• Asia and Europe manufacturing

Australasia is reported as a single cash-generating unit due to the integrated

nature of customers, management, manufacturing, sales and financing

activities across New Zealand and Australia.

Americas is reported as a single cash-generating unit due to the integrated

nature of customers, management, manufacturing, sales and financing

activities across North and South America.

Asia and Europe is reported as a single cash-generating unit due to the

integrated nature of customers, management, manufacturing and sales

activities across Asia and Europe.

B5

GOODWILL

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

SECTION B

ASSETS (cont.)

ANNUAL REPORT 2019
PAGE 47

Goodwill has been allocated for impairment testing purposes to the

cash-generating units:

20192018

$’000s

$’000s

(restated)

Australasia manufacturing

24,02824,338

Americas manufacturing

15,32414,514

Asia and Europe Manufacturing

18,59917,709

Balance at end of financial year

57,95156,561

The recoverable amount of each cash-generating unit is determined based on

a value in use calculation which uses cashflow projections based on financial

budgets and forecasts covering a five-year period, and using the Group’s

approximate weighted average cost of capital as the discount rate. The discount

rate used is 10.6%.

Cashflow projections during the budget and forecast period for each

Manufacturing cash-generating unit are also based on historical gross margins

during the budget and forecast period and a constant rate of revenue and

materials price inflation during the budget period of 3% reflecting a growing

global demand for automation and robotics and consistent with past experience.

Cashflows beyond that five year period have been extrapolated using a steady 2%

p.a. growth rate. Management believes that any reasonably possible change in the

key assumptions on which the recoverable amount is based would not cause the

aggregate carrying amount to exceed the aggregate recoverable amount of each

cash-generating unit.

Image: Compact Robot Palletiser

SCOTT TECHNOLOGY LIMITED
PAGE 48




Policy

Intangible assets with

finite useful lives that are

acquired separately are carried at

cost less accumulated amortisation

and accumulated impairment losses.

Amortisation is recognised on a straight

line basis over their estimated useful lives.

Intangible assets with indefinite useful lives

that are acquired separately are carried at

cost less accumulated impairment losses.

Intangible assets that are acquired in a

business combination and recognised

separately from goodwill are initially

recognised at fair value at the acquisition

date, which is regarded as their cost.

Subsequent to initial recognition,

intangible assets acquired in a business

combination are recognised on the same

basis as intangible assets that are acquired

separately.

At each balance sheet date, the Group

reviews the carrying amounts of its

non financial tangible and intangible

assets to determine whether there is any

indication that those assets have suffered

an impairment loss. If any such indication

exists, the recoverable amount of the

asset is estimated in order to determine

the extent of the impairment loss, if

any. Goodwill is tested for impairment

annually. Where the asset does not

generate cash flows that are independent

from other assets, the Group estimates the

recoverable amount of the cash-generating

unit to which the asset belongs.

The recoverable amount is the higher of fair

value less costs to sell and value in use. In

assessing value in use, the estimated future

INTANGIBLE ASSETS


Conveyor

& Palletiser

Technology

at Cost

BladeStop

Technology

at Cost

URLs

at Cost

Non-

compete at

Cost

HTS

Technology

at Cost

Centrifuge

Technology

at Cost

Automated

Grading

Technology

at costTotal

$’000s$’000s $’000s $’000s$’000s $’000s $’000s$’000s

Gross carrying amount Amount

As at 31 August 2017-10,5681,49269271338-12,738

Acquisitions through

business combinations

4,758------4,758

Additions681---11--692

As at 31 August 20185,43910,5681,49269282338-18,188

Acquisitions through

business combinations

------1,5861,586

Additions704--2---706

As at 31 August 20196,14310,5681,492712823381,58620,480

Accumulated amortisation and impairment

As at 31 August 2017-1 , 261-211396-1,427

Amortisation expense2011,366-65926-1,658

As at 31 August 20182012,627-2719832-3,085

Amortisation expense5011,334-85826631,990

As at 31 August 20197023 ,961-3525658635,075

Net book value

As at 31 August 20185,2387,9 411,4924284306-15,103

As at 31 August 20195 ,4 416,6071,49236262801, 52315,405

cash flows are discounted to their present

value using a discount rate that reflects

current market assessments of the time

value of money and the risks specific to the

asset for which the estimates of future cash

flows have not been adjusted.

If the recoverable amount of a cash-

generating unit, (CGU), is estimated to be

less than its carrying amount, the carrying

amount of the CGU is reduced to its

recoverable amount. An impairment loss

is recognised in profit or loss immediately,

unless the asset is carried at fair value, in

which case the impairment loss is treated

as a revaluation decrease.

Where an impairment loss subsequently

reverses, the carrying amount of the CGU

is increased to the revised estimate of

its recoverable amount, but only to the

extent that the increased carrying amount

does not exceed the carrying amount

that would have been determined had

no impairment loss been recognised for

the CGU in prior years. A reversal of an

impairment loss is recognised as income

immediately unless the asset is carried at

fair value, in which case the reversal of the

impairment loss is treated as a revaluation

increase. Impairment losses in relation to

goodwill are not reversed

B6

INTANGIBLE ASSETS

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

SECTION B

ASSETS (cont.)

ANNUAL REPORT 2019
PAGE 49

Assets

Intangible assets comprise:

• Conveyor and palletiser

technology used in the materials

handling industry purchased

through the acquisition of the

Alvey business in April 2018 is

being amortised on a straight line

basis over an estimated remaining

useful life at the time of purchase

of ten years.

• BladeStop bandsaw safety

technology purchased in October

2017 which is being amortised

on a straight line basis over an

estimated remaining useful life

at the time of purchase of eight

years.

• Domain names (URLs) and a

non-compete arrangement

resulting from the purchase of the

RobotWorx business in May 2014.

• Intangible assets associated

with the RobotWorx non-

compete arrangement are being

amortised on a straight line basis

over a fifteen year period, while

intangible assets related to the

URLs are indefinite life intangibles

as the rights to the URLs are held

indefinitely and are assessed for

impairment annually.

• Intellectual property associated

with current leads and flux pumps

which were largely acquired on

the purchase of HTS-110 Limited

and are being amortised over an

estimated remaining useful life

at the time of purchase of eight

years.

• Centrifuge technology used in

the honey and fish oil industry

purchased through the acquisition

of the other joint venture

partners’ interests in Scott

Separation Technology Limited in

May 2017 and is being amortised

on a straight line basis over an

estimated remaining useful life at

the time of purchase of thirteen

years.

• Automated grading technology

used in the meat industry

purchased through the

acquisition of Normaclass in May

2019 and is being amortised

on a straight line basis over an

estimated useful life at the time

of purchase of ten years.

The amortisation expense has

been included in the line item

“depreciation and amortisation”

in the Consolidated Statement of

Comprehensive Income.


B7

RESEARCH &

DEVELOPMENT COSTS

B8

COMMITMENTS FOR

EXPENDITURE




Policy

Expenditure on research

activities is recognised as

an expense in the period in which it is

incurred.

An asset arising from development

(or from the development phase of an

internal project) is recognised if, and only

if, all of the following are demonstrated:

• The technical feasibility of completing

the asset so that it will be available for

use or sale

• The intention to complete the asset

and use or sell it

• The ability to use or sell the asset

• How the asset will generate probable

future economic benefits

• The availability of adequate technical,

financial and other resources to

complete the development and to use

or sell the asset

• The ability to measure reliably the

expenditure attributable to the asset

during the development

RESEARCH & DEVELOPMENT COSTS

COMMITMENTS FOR EXPENDITURE


20192018

$’000s$’000s

Commitments for future capital expenditure

for purchase of property, plant and equipment

-4,045

In June 2017 Scott Technology Limited announced plans to extend the

building and associated facilities at 630 Kaikorai Valley Road, Dunedin,

New Zealand with the expectation that it would nearly double the available

floor space. As at 31 August 2019 a handover of the building extension from

the contractor to the company had occurred. Formal completion is expected

by 31 October 2019.

SCOTT TECHNOLOGY LIMITED
PAGE 50




Policy

Equity instruments issued by the

Group are recorded at the proceeds

received, net of issue costs.

SHARE CAPITAL

EARNINGS & NET TANGIBLE

ASSETS PER SHARE


2019201820192018

Number Number $’000s$’000s

Fully paid ordinary

shares at beginning of

financial year

75,902,93974,680,75475,64771,312

Issue of shares under

dividend reinvestment

plan

1,641,8131,222,1854,4264,335

Balance at end of

financial year

77,544,75275,902,93980,07375,647

All shares have equal voting rights and participate equally in any dividend

distribution or any surplus on the winding up of the Group.

20192018

Cents per

share

Cents per

share

Earnings per share from continuing operations

Basic

11.314.3

Diluted

11.314.3

Non-GAAP information

20192018

Cents per

share

Cents per

share

Net tangible assets per ordinary share

50.447.0

20192018

$’000s$’000s

Net surplus for the year used in the calculation

of basic and diluted earnings per share from

continuing operations

8,69010,768

Ordinary shares at year end used in the

calculation of net tangible assets per ordinary

share (Note C1)

77,54575,903

20192018

$’000s$’000s

Weighted average number of ordinary shares

used in the calculation of basic and diluted

earnings per share from continuing operations

76,80175,394

Net tangible assets (net assets excluding

goodwill, intangible assets and deferred tax)

39,08735,702

C2

EARNINGS & NET

TANGIBLE ASSETS

PER SHARE

C1

SHARE CAPITAL

SECTION C

C A P I TA L &

FUNDING

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 51

C3

BORROWINGS




Policy

Borrowings are recorded

initially at fair value, net of

transaction costs.

Subsequent to initial recognition,

borrowings are measured at amortised

cost with any difference between the

initial recognised amount and the

redemption value being recognised in

the profit or loss over the period of the

borrowings using the effective interest

rate method.


BORROWINGS

Currency Limit Utilised Interest Rate

201920182019201820192018

Lender

Local

Currency

NZD

$’000s

NZD

$’000s

NZD

$’000s

NZD

$’000s%%

Working Capital Facilities

ANZ Bank New Zealand LtdNZD13,0005,00010,878-5.58%5.98%

BB&T Bank (USA)USD794752-5826.00%6.00%

13,7945,75210,878582

Loan Facilities

ANZ Bank New Zealand LtdUSD3 ,1763, 5243 ,1763, 5244.97% 4.82%

Equal monthly principal repayments of US$28,571 over a five year period, followed by a lump sum payment of US$714,286 in May 2023.

ANZ Bank New Zealand LtdNZD4,90 0-4,90 0-3.60%-

Equal monthly principal repayments of NZD$19,987 over a three year period, followed by a lump sum payment of NZD$4,280,450 in March 2022.

KBC Bank (Belgium)EUR2,6328782,6328782.20%2.20%

Working capital loan, maturing monthly.

KBC Bank (Belgium)EUR56248351 54831.75%1.75%

Working capital (vacation pay) loan, repayable in equal instalments over one year with a final repayment in July 2020.

KBC Bank (Belgium)EUR5262411772411.75%0.75%

Working capital (prepaid tax) loan, repayable in equal instalments over one year with a final repayment in July 2020.

Ceskoslovenska obchodni banka a.s.

(Czech Republic)

CZK-682-43-4.95%

Working capital loan, maturing monthly. Not renewed during 2019.

Participatiemaatschappij Vlaanderen

(PMV)(Belgium)

EUR-1,713-1,713-8.00%

Subordinated business development loan taken over on the acquisition of the Alvey business. Repaid in 2019.

Maarten van LeeuwenEUR-527-527-8.00%

Subordinated loan from the previous owner of the Alvey business. Repaid in 2019.

Vehicle Financing (Belgium)EUR123-17-1.57%-

Financing facilities for the purchase of vehicles.

Vehicle Financing (Czech Republic)CZK751-250-3 .93%-

Financing facilities for the purchase of plant and vehicles in Czech Republic.

12,6708,04811,6677, 4 0 9

SCOTT TECHNOLOGY LIMITED
PAGE 52

C4

TRADE CREDITORS

& ACCRUALS

The outstanding portion of the loan

facilities is disclosed in the financial

statements as:

The total amount of credit card facilities used is included in trade creditors and

accruals.

Security

The bank facilities from ANZ Bank New Zealand Limited are secured by general

security agreements over all the present and after acquired property of Scott

Technology Limited and certain subsidiaries, and therefore associated property,

plant and equipment assets are pledged as security for these facilities. The bank

facilities from ANZ Bank New Zealand Limited are also secured by mortgages over

the properties at 630 Kaikorai Valley Road, Dunedin, 10 Maces Road, Christchurch

and 1B Quadrant Drive, Lower Hutt.

The bank facilities from KBC Bank are secured by a registered pledge on the

business assets of Scott Automation NV for a total of €3.8 million and a registered

pledge on the bank guarantee line of 50% of any amount exceeding €3.5 million.

Te r m s

All trade creditors are current and paid

within the terms agreed with individual

suppliers.

20192018

$’000s$’000s

Current liability4,2173,321

Non current liability7,4504,088

11,6677,409

20192018

$’000s$’000s

Trade creditors22,42018,453

Accruals8,63711,869

31,05730,322

Limit Utilised

2019201820192018

Lender

Local

Currency

NZD

$’000s

NZD

$’000s

NZD

$’000s

NZD

$’000s

Financial Guarantee & Trade Performance Bonds

ANZ Bank New Zealand LtdVaries20,40020,4009,7627,9 3 8

KBC Bank (Belgium)EUR8,7738,7754,6084, 569

(Refer note F2, Contingent Liabilities)29,17329,17514,37012,507

Credit Card Facilities

ANZ Bank New Zealand LtdNZD750750112101

Australia and New Zealand

Banking Group Ltd

AUD320328204173

PNC Bank (USA)USD47630117997

Lowes (USA)USD8-8-

KBC Bank (Belgium)EUR9 28 9 1

1,563 1,40751 2372



Policy

Trade creditors are initially

measured at fair value and

TRADE CREDITORS & ACCRUALS

subsequently measured at amortised cost

using the effective interest rate method.

SECTION C

CAPITAL & FUNDING:

C3 BORROWINGS

(cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 53

2019

$’000s

Total cash outflow for leases3,993

Interest expense on lease liabilities518

Expense relating to short-term leases959

Expense relating to low value assets-

As at 31 August 2019, the Group is committed to $1 million for short-term leases.

The Group leases several assets including buildings, cars and machinery. The

average lease term is 3.7 years.

The Group has options to purchase certain equipment at the conclusion of

their current lease term. As management is undecided on the outcome of these

transactions, the purchase price has not been included in the lease liability

calculations.

Amounts recognised in profit and loss

C5

LEASES




Policy

The Group assess whether a

contract is or contains a lease,

at the inception of the contract. The

Group recognises a right-of-use asset and

a corresponding lease liability with respect

to all lease arrangements in which it is the

lessee, except for short-term leases, defined

as leases with a lease term of 12 months

or less, and leases of low value assets. For

these leases, the Group recognises the

lease payments as an operating expense

on a straight-line basis over the term of the

lease unless another systematic basis is

more representative of the time pattern in

which economic benefits from the leased

assets are consumed.

The lease liability is initially measured at

the present value of the lease payments

that are not paid at the commencement

date, discounted by using the rate implicit

in the lease. If the rate cannot be readily

determined, the Group uses its incremental

borrowing rate (IBR). The lease liability is

subsequently measured by increasing the

carrying amount to reflect interest on the

liability, using the effective interest method,

and by reducing the carrying amount to

reflect the lease payments made.

The right-of-use assets comprise the

initial measurement of the corresponding

lease liability, lease payments made at or

before the commencement day and any

initial direct costs. They are subsequently

measured at cost less accumulated

depreciation and impairment losses.

Right-of-use assets are depreciated over the

shorter period of lease term or useful life of

the underlying asset. The Group applies NZ

IAS 36 to determine whether a right-of-use

asset is impaired and accounts for any

identified impairment loss as described in

Intangible assets policy in note B6.

LEASES

Cost

BuildingsPlantVehiclesGroup

$’000s$’000s $’000s$’000s

Balance 31 August 2018----

Recognised on change of accounting policy11,4655092,74714,721

Additions5,156249296,109

As at 31 August 201916,6215333,67620,830

Depreciation

Balance 31 August 2018----

Depreciation expense2,4692401,1253,834

As at 31 August 20192,4692401,1253,834

As at 31 August 2018----

As at 31 August 201914,1522932,55116,996

Judgement

The estimation of the IBR

relies on the Directors

considering the credit risk of the Group. If

the credit risk faced by the Group differs

from what is estimated, the IBR may

differ, and consequently the future net

present value of the lease cash flows may

be over or understated.

The determination of lease term relies on

the Directors view of the likelihood of any

lease renewal options being renewed. If

the lease renewal options included and

then not taken up, or are not included

and are taken up, the net present value

of the lease cash flows may be over or

understated.

Right-of-use assets

SCOTT TECHNOLOGY LIMITED
PAGE 54

Lease liabilities

20192018

$’000s$’000s

Current liability

4,081187

Non current liability

13,311159

17,392346

Maturity analysis

20192018

$’000s$’000s

Not later than 1 year4,0813,535

Later than 1 year and not later than 5 years9,6365,944

Later than 5 years3,6752,405

17,39211,884

Operating lease commitments disclosed as at 31 August 201811,884

Less: short-term leases recognised on straight-line basis(959)

Less: low value leases recognised on a straight-line basis-

Add: adjustments as a result of renewal options3,991

Add: finance lease liabilities recognised as at 31 August 2018346

Impact of discounting using the weighted incremental borrowing rate(541)

Lease liabilities as at 1 September 201814,721

(i) The 2018 amount disclosed represents the finance lease liabilities as at 31 August

2018 under NZ IAS 17.

(i) The 2018 amount disclosed relates to the non-cancellable operating and finance

payments under NZ IAS 17 in 2018.

The Group does not face a significant liquidity risk with regard to its lease liabilities.

Lease liabilities are monitored within the Group’s treasury function.

Transition to NZ IFRS 16

The Group has early adopted NZ IFRS 16 on 1 September 2018 using the modified

retrospective method and as such have not restated comparatives. At transition,

lease liabilities were measured at the present value of the remaining lease payments,

discounted at the Group’s weighted average incremental borrowing rate (IBR).

The weighted average IBR applied to lease liabilities recognised is 4.42%. The IBR’s

have been calculated by using inputs such as interest yield curves (Intercontinental

Exchange SWAP Rate curve) adjusted for currency and tenor for the jurisdiction the

leases are included in, lease specific adjustments and credit risk. This curve has been

used to align the Group with the ultimate parent company’s lease calculation.

Management has reviewed applicable leases for renewal options and any options

have been assessed on a case by case basis on the likelihood of being renewed.

Right-of-use assets at the date of initial application for leases previously classified as

operating leases have been calculated as an amount equal to the lease liability, plus

any prepaid lease payments or less accrued lease payments.

Other practical expedients applied by the Group in measuring the lease liabilities

and right-of-use assets at transition are the following:

• The Group excluded initial direct costs for any existing leases;

• The Group excluded leases with a term that ended during the period;

• The Group has applied a single discount rate to leases in similar jurisdictions and

with similar lease terms.

The reconciliation between the operating lease commitments disclosed under NZ

IAS 17 in the period immediately preceding the date of application and the lease

liability at transition date is as follows:

SECTION C

CAPITAL & FUNDING:

C5 LEASES (cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

For leases that were classified as finance leases under NZ IAS 17 in the period

immediately preceding the date of application, the carrying amount of the right-to-

ANNUAL REPORT 2019
PAGE 55

Assets

20192018

$’000s$’000s

At fair value:

Foreign currency forward contracts held as

effective fair value hedges

--

Fair value hedge of open firm commitments1,2161,579

Foreign exchange derivatives--

1,2161,579

Represented by:

Current financial assets1,2071,229

Non current financial assets9350

1,2161,579

C6

DERIVATIVES




Policy

Derivatives are initially

recognised at fair value on

the date the derivative contract is entered

into and are subsequently re-measured to

their fair value at each reporting date. The

resulting gain or loss is recognised in profit or

loss unless the derivative is designated and

effective as a hedging instrument, in which

event, the timing of the recognition depends

on the nature of the hedge relationship.

The Group designates certain derivatives as

hedges of the fair value of firm commitments

(fair value hedge) or as hedges of forecast

future sales (cash flow hedge). Open

firm commitments reflect contractual

agreements to provide goods to customers

at an agreed price denominated in a foreign

currency on specified future dates.

Fair Value Hedge

Changes in fair value of derivatives that are

designated and qualify as fair value hedges

are recorded in profit and loss immediately,

DERIVATIVES

together with any changes in the fair value

of the firm commitment that is attributable

to the hedged risk.

Hedge accounting is discontinued when

the hedge instrument expires, or is sold,

terminated, exercised, or no longer qualifies

for hedge accounting. The carrying

amount of the firm commitment at that

time continues to be recognised as a firm

commitment until the forecast transaction

ultimately impacts profit or loss.

Cash Flow Hedge

The effective portion of changes in the fair

value of derivatives that are designated and

qualify as cash flow hedges are recognised

in other comprehensive income and

accumulated as a separate component of

equity in the hedging reserve. The gain or

loss relating to the ineffective portion is

recognised immediately in profit or loss, and

is included in the other expenses line.




Policy

Amounts recognised in the

hedging reserve are reclassified

from equity to profit or loss (as a

reclassification adjustment) in the periods

when the hedged item is recognised

in profit or loss, in the same line as the

recognised hedged item. However, when

the forecast transaction that is hedged

results in the recognition of a non-financial

asset or a non-financial liability, the gains

and losses previously recognised in the

hedging reserve are transferred from equity

and included in the initial measurement of

the cost of the asset or liability.

Hedge accounting is discontinued

when the Group revokes the hedging

relationship, the hedging instrument

expires or is sold, terminated, or exercised,

or no longer qualifies for hedge accounting.

Any cumulative gain or loss recognised in

the hedging reserve at that time remains in

equity and is recognised when the forecast

transaction is ultimately recognised in

profit or loss. When a forecast transaction

is no longer expected to occur, the

cumulative gain or loss that was recognised

in the hedging reserve is recognised

immediately in profit or loss.

use asset and the lease liability at the date of initial application shall be equal to the

carrying amount of the lease asset and lease liability immediately before the date

measured using NZ IAS 17.

SCOTT TECHNOLOGY LIMITED
PAGE 56

Liabilities

20192018

$’000s$’000s

At fair value:

Foreign currency forward contracts held as

effective fair value hedges

1,2161,579

Foreign exchange derivatives1,334271

Foreign currency forward contacts held as cash

flow hedges

-513

Interest rate swap contracts960614

Fair value hedge of open firm commitments--

3,5102,977

Represented by:

Current financial liabilities2,5412,013

Non current financial liabilities969964

3,5102,977




Policy

See cash flow hedge policy in note C6.

CASH FLOW HEDGE RESERVE

Foreign exchange risk


20192018

$’000s$’000s

Balance at 1 September

370-

Gain/(loss) arising on changes in fair value of

hedged instruments during the period

-370

(Gain)/loss reclassified to profit or loss –

hedged item has affected profit or loss

(370)-

(Gain)/loss reclassified to profit or loss – forecast

transaction no longer expected to occur

--

Balance at 31 August

-370

C7

CASH FLOW

HEDGE RESERVE

The cash flow hedge reserve represents the cumulative amount of gains and losses

on hedging instruments deemed effective in cash flow hedges. The cumulative

deferred gain or loss on the hedging instrument is recognised in profit or loss

only when the hedged transaction impacts the profit or loss, or is included

directly in the initial cost or other carrying amount of the hedged non-financial

items (basis adjustment).

SECTION C

CAPITAL & FUNDING:

C6 DERIVATIVES (cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 57

20192018

$’000s$’000s

Balance at beginning of financial year1,8571,300

Provisions recognised on acquisition of business-460

Additional provisions (derecognised) / recognised(311)874

Reductions arising from payments-(777)

Balance at end of financial year1,5461,857

Obligation

The provision for warranty reflects an obligation for after sales service work in

relation to completed contracts and products sold to customers. The provision

is expected to be utilised within two years of balance date, however this timing is

uncertain and dependent upon the actual level of after sales service work required.

Details of Arrangement

The Group has a long term bonus scheme for certain executives and senior

employees of the Group. In accordance with the terms of the plan, executives

and senior employees who remain in employment with the Group at the vesting

dates will be granted a cash incentive based on the movement in Scott Technology

Limited’s share price from the beginning of the scheme to the vesting date. The

fair value of the scheme is measured at year end with reference to the share price.

At balance date there is a liability of $0.2 million (2018: $2.3 million) included

in employee entitlements in the balance sheet. The impact of the movement in

the liability on profit for the year was a $0.2 million increase (2018: $0.9 million

decrease) and is included in the employee benefits expenses. No shares or share

options in Scott Technology Limited are issued under the plan.

C8

EMPLOYEE BENEFITS

C9

PROVISION FOR

WARR ANT Y

C10

SHARE BASED PAYMENT

ARRANGEMENTS








Policy

Provision is made for benefits

accruing to employees in


Policy

The provision for warranty

claims represents the present


Policy

For cash-settled share-

based payments, a liability

respect of wages and salaries, annual

leave, long service leave and sick leave

when it is probable that settlement will

be required and they are capable of being

measured reliably.

Provision made in respect of employee

benefits expected to be settled within

twelve months are measured at their

value of the Directors’ best estimate of the

future outflow of economic benefits that

will be required under the Group’s twelve

month warranty programme for certain

is recognised for the goods or services

acquired, measured initially at the fair

value of the liability. At the end of each

nominal values using the remuneration rate

expected to apply at the time of settlement.

Provisions made in respect of employee

benefits which are not expected to be

settled within twelve months are measured

at the present value of the estimated future

cash outflows to be made by the Group in

respect of services provided by employees

up to reporting date.

equipment. The estimate has been made

on the basis of historical warranty trends

and may vary as a result of new materials,

altered manufacturing processes or other

events affecting product quality.

reporting period until the liability is settled,

and at the date of settlement, the fair value

of the liability is remeasured, with any

changes in fair value recognised in profit or

loss for the year.

EMPLOYEE BENEFITS

PROVISION FOR WARRANTY

SHARE BASED PAYMENT ARRANGEMENTS

SCOTT TECHNOLOGY LIMITED
PAGE 58



Policy

The Group enters into

derivative financial

instruments to manage its

exposure to foreign exchange

rate risk.

FINANCIAL INSTRUMENTS

D1

FINANCIAL

INSTRUMENTS

FINANCIAL RISK MANAGEMENT OBJECTIVES

The Group’s finance function provides services to the business, co-ordinates access

to domestic and international financial markets and monitors and manages the

financial risks relating to the operations of the Group through internal risk reports

which analyse exposures by degree and magnitude of risks. These risks include

market risk (including currency risk and fair value interest rate risk), credit risk,

liquidity risk and cash flow interest rate risk.

The Group seeks to minimise the effects of these risks by using derivative financial

instruments to hedge these risk exposures. The use of financial derivatives is

governed by the Group’s policies approved by the Board of Directors, which

provide written principles on foreign exchange risk, interest rate risk, credit risk,

the use of financial derivatives and non-derivative financial instruments and the

investment of excess liquidity. Compliance with policies and exposure limits are

reviewed on a continuous basis. The Group does not enter into or trade financial

instruments, including derivative financial instruments, for speculative purpose.

Capital Risk Management

The Group manages its capital to ensure that entities in the Group will be able to

continue as a going concern while maximising the return to stakeholders through

the optimisation of the debt and equity balance. The Group’s overall strategy

remains unchanged from 2018.

The capital structure of the Group consists of equity attributable to equity holders

of the parent, comprising issued capital and retained earnings.

The Group has sufficient liquid assets to fund the operational assets. To the extent

that additional working capital funding is required the Group has bank facilities

available as disclosed in note C3 . Where the Group requires funding for a significant

capital acquisition, separate funding facilities are established, provided the Directors

consider that the Group has adequate equity to support these facilities.

Market Risk

The Group’s activities expose it primarily to the financial risks of changes in foreign

currency exchange rates. The Group enters into a variety of derivative financial

instruments to manage its exposure to foreign currency risk, including forward

foreign exchange contracts to hedge the exchange rate risk arising on the export of

manufactured products.

There has been no change to the Group’s exposure to market risks or the manner in

which it manages and measures the risk.

Foreign Currency Risk Management

The Group undertakes certain transactions denominated in foreign currencies,

hence exposures to exchange rate fluctuations arise. Exchange rate exposures are

managed within approved policy parameters utilising forward foreign exchange

contracts. There are no open cash flow hedges at balance date. The carrying

amounts in New Zealand Dollars of the Group’s foreign currency denominated

monetary assets and monetary liabilities at the reporting date are as follows:

Assets Liabilities


2019201820192018

$’000s$’000s $’000s$’000s

United States Dollar

20,95720,07312,07310,795

Euros

23,72216,07725,19716,198

Australian Dollar

7,5235,9088,1781,491

Japanese Yen

-6--

Great Britain Pound

27116810330

Chinese Yuan

2,6093,9301,4722,103

Canadian Dollar

489---

Czech Koruna

1375446,6221,141


55,70846,70653,64531,758

SECTION D

RISK

MANAGEMENT

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 59

Forward Foreign Exchange Contracts

It is the policy of the Group to enter into forward foreign exchange contracts to

cover specific foreign currency payments and receipts. The Group also enters into

forward foreign exchange contracts to manage the risk associated with anticipated

sales and purchase transactions. These are presented in other financial assets or

other financial liabilities in the balance sheet.

For hedges of firm commitments, as the critical terms (i.e. the notional amount, life

and underlying) of the foreign exchange forward contracts and their corresponding

hedged items are the same, the Group performs a qualitative assessment of

effectiveness and it is expected that the value of the forward contracts and the

value of the corresponding hedged items will systematically change in opposite

direction in response to movements in the underlying exchange rates.

The main source of hedge ineffectiveness in these hedging relationships is the

effect of the counterparty and the Group’s own credit risk on the fair value of

the forward contracts, which is not reflected in the fair value of the hedged

item attributable to changes in foreign exchange rates. No other sources of

ineffectiveness emerged from these hedging relationships

From time to time the Group will enter into collar options to cover forecast sales

and purchases. These are not hedge accounted.

The following table details the forward foreign currency (FC) contracts outstanding

as at reporting date:


Average

Exchange

Rate

Foreign

Currency

NZD Contract

Value

Change in

fair value

for recognising

hedge

ineffectivenessFair Value

2019201820192018201920182019201820192018

FC $’000sFC $’000s $’000s $’000s$’000s $’000s $’000s$’000s

Foreign currency forward contracts held as effective fair value hedges

Sell United States Dollars

Less than 3 months0.69430.69293,7841,3155,4501,898--(555)(80)

3 to 6 months0.68570 . 69 511,1866,0841,7308,753--(14 8)(392)

6 to 12 months0.69240.70032, 87110, 2174,14614, 59 0--(387)(725)

1 to 2 years0.67270.7010995, 2751477, 52 5--(9)(350)

7,9 4 022,89111,47332 ,76 6--(1 , 099)(1 , 5 47 )

Sell Canadian Dollars

0 to 3 months0.8810-550-624---(32)-

6 to 12 months0.8813-275-312---(15)-

825-936---(47)-

Sell Euros

3 to 6 months-0.5789-56-97---(3)

Buy Japanese Yen

3 to 6 months75.13-6,806-91---11-

Sell Australian Dollars

Less than 3 months0.92430.93431, 5236561 , 616702--(8)(14)

3 to 6 months0.94870.93335,0045255, 275562--(62)(10)

6 to 12 months0.94740.93331,0352631,092282--(11)(5)

7, 5 6 21,4447,9 8 31,546--(81)(29)

20,48334,409--(1 , 216)(1,579)

SCOTT TECHNOLOGY LIMITED
PAGE 60


Average

Exchange

Rate

Foreign

Currency

NZD

Contract

Value

Change in

fair value for

recognising

hedge

ineffectivenessFair Value

2019201820192018201920182019201820192018

FC $’000sFC $’000s $’000s $’000s$’000s $’000s $’000s$’000s

Foreign currency forward contracts held as cash flow hedges

Sell United States Dollars

Less than 3 months-0. 6919-3,000-4,336---(17 7 )

3 to 6 months-0.6888-3,000-4,356---(15 4)

6 to 12 months -0.6901-5,165-7, 4 8 5---(264)

--11,165-16,177---(595)

Sell Australian Dollars

Less than 3 months-0.8994-2,250-2,502---46

3 to 6 months-0.8994-1,750-1,946---36

4,000-4,448---82

-20,625---(513 )

Foreign exchange derivatives

Sell United States Dollars

Less than 3 months0.68120.69635,5341,5408,1242,212--(654)(105)

3 to 6 months-0.7202-1,675-2,326---(192)

5,5343,2158,1244,538--(654)(297)

Sell Euros

Less than 3 months0. 59590.58086,93 09211,629158--(521)(4)

3 to 6 months-0.5662-6,93 0-12,239---(10 6)

6,93 07, 0 2 211,62912,397--(521)(110)

Buy Euros

Less than 3 months0. 56920.58406,93 02,79312,1754,783--(24)136

Sell Canadian Dollars

Less than 3 months0.8813-460-522---(27)-

Sell Australian Dollars

Less than 3 months0.923 0-1,026-1,112---18-

33,56221,718--(1 , 20 8)(271)

SECTION D

RISK

MANAGEMENT:

D1 FINANCIAL

INSTRUMENTS

(cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019


Average Exchange

Rate

Foreign

Currency

NZD Contract

Value

Change in

fair value for

recognising hedge

ineffectivenessFair Value

2019201820192018201920182019201820192018

$’000s $’000s $’000s $’000s$’000s $’000s $’000s$’000s

Foreign currency forward contracts held as cash flow hedges

Sell United States Dollars

Less than 3 months-0. 6919-3,000-4,336---(17 7 )

3 to 6 months-0.6888-3,000-4,356---(15 4)

6 to 12 months -0.6901-5,165-7, 4 8 5---(264)

--11,165-16,177---(595)

Sell Australian Dollars

Less than 3 months-0.8994-2,250-2,502---46

3 to 6 months-0.8994-1,750-1,946---36

4,000-4,448---82

-20,625---(513 )

Foreign currency forward contracts held as cash flow hedges

Group has the right (but not the obligation) above the rate to:

Sell United States Dollars

Less than 3 months0.6500-3,000-4 , 61 5---19-

Sell United States Dollars

Less than 3 months0.6315-6,000-9, 5 01---(145)-

14,116---(126)-

ANNUAL REPORT 2019
PAGE 61


Average

Exchange

Rate

Foreign

Currency

NZD

Contract

Value

Change in

fair value for

recognising hedge

ineffectivenessFair Value

2019201820192018201920182019201820192018

FC $’000sFC $’000s $’000s $’000s$’000s $’000s $’000s$’000s

Foreign exchange collar option derivatives

Group has the right (but not the obligation) above the rate to:

Sell United States Dollars

Less than 3 months0.6500-3,000-4 , 61 5---19-

Sell United States Dollars

Less than 3 months0.6315-6,000-9, 5 01---(145)-

14,116---(126)-

The fair value of foreign exchange contracts outstanding is recognised as other

financial assets/liabilities.

Interest Rate Swap Contracts

Under interest rate swap contracts, the Group agrees to exchange the

difference between fixed and floating rate interest amounts calculated on

agreed notional principal amounts. Such contracts enable the Group to

mitigate the risk of changing interest rates on the fair value of issued fixed rate

debt and the cash flow exposures on the issued floating rate debt. The fair

value of interest rate swaps at the reporting date is determined by discounting

the future cash flows using the curves at reporting date and the credit risk

inherent in the contract, and is disclosed below. The average interest rate is

based on the outstanding balances at 31 August.

The interest rate swap contract obligation was taken over through the

acquisition of the Alvey business. The loan facility is not currently being used.

Average Contracted

Fixed Interest Rate

Notional

Principal AmountFair Value


201920182019201820192018

%% $’000s$’000s $’000s$’000s

5 years+

2.7%2.7%3,2633,376(960)(614)

The following table details the notional principal amounts and remaining terms of

interest rate swap contracts outstanding as at 31 August.

Outstanding receive floating pay fixed contracts

SCOTT TECHNOLOGY LIMITED
PAGE 62

These movements are mainly attributable to the exposure to outstanding

foreign currency bank accounts, receivables, payables and derivatives at year

end in the Group.

In management’s opinion, the sensitivity analysis is unrepresentative of the

inherent foreign exchange risk as the year end exposure does not reflect the

exposure during the year.

SECTION D

RISK

MANAGEMENT:

D1 FINANCIAL

INSTRUMENTS

(cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

10% Increase in

New Zealand Dollar

10% Decrease in

New Zealand Dollar


2019201820192018

$’000s$’000s $’000s$’000s

United States Dollar

(76)(474)76474

Euro

147(450)(147)450

Australian Dollar

177(442)(177)442

Japanese Yen

-(1)-1

Great Britain Pound

(17)(14)1714

Chinese Yuan

(114)(182)114182

Canadian Dollar

3-(3)-

Czech Koruna

64860(648)(60)

Foreign Currency Sensitivity Analysis

The Group is mainly exposed to the United States Dollar, the Euro, the Australian

Dollar and the Chinese Yuan.

The following table details the Group’s sensitivity to a 10% increase and decrease

in the New Zealand Dollar against the relevant foreign currencies. 10% represents

management’s assessment of the reasonably possible change in foreign exchange

rates. The sensitivity analysis includes only outstanding foreign currency

denominated monetary items and adjusts their translation at the period end for

a 10% change in foreign currency rates. A positive number below indicates an

increase in profit and equity where the New Zealand Dollar weakens 10% against

the relevant currency.

Credit Risk Management

In the normal course of business, the Group incurs credit risk from trade

receivables and transactions with financial institutions. The Group has a

credit policy which is used to manage this exposure to credit risk, including

requiring payment prior to shipping to high credit risk countries and customers,

the use of Export Credit Office financing facilities and customer credit

checks. The Group, as a result of the industries in which they operate, can be

exposed to significant concentrations of credit risk from trade receivables

and counterparty risk with the bank in relation to the outstanding forward

exchange contracts. They do not require any collateral or security to support

financial instruments as these represent deposits with, or loans to, banks and

other financial institutions with high credit ratings.

At year end the amount receivable from the five largest trade debtors is $10.1

million (2018: $7.9 million).

The maximum credit risk of on balance sheet financial instruments is their

carrying amount.

The carrying amount of financial assets recorded in the financial statements,

which is net of impairment losses, represents the Group’s maximum exposure

to credit risk without taking account of the value of any collateral obtained.


Average Exchange

Rate

Foreign

Currency

NZD Contract

Value

Change in

fair value for

recognising hedge

ineffectivenessFair Value

2019201820192018201920182019201820192018

$’000s $’000s $’000s $’000s$’000s $’000s $’000s$’000s

Foreign currency forward contracts held as cash flow hedges

Sell United States Dollars

Less than 3 months-0. 6919-3,000-4,336---(17 7 )

3 to 6 months-0.6888-3,000-4,356---(15 4)

6 to 12 months -0.6901-5,165-7, 4 8 5---(264)

--11,165-16,177---(595)

Sell Australian Dollars

Less than 3 months-0.8994-2,250-2,502---46

3 to 6 months-0.8994-1,750-1,946---36

4,000-4,448---82

-20,625---(513 )

Foreign currency forward contracts held as cash flow hedges

Group has the right (but not the obligation) above the rate to:

Sell United States Dollars

Less than 3 months0.6500-3,000-4 , 61 5---19-

Sell United States Dollars

Less than 3 months0.6315-6,000-9, 5 01---(145)-

14,116---(126)-

ANNUAL REPORT 2019
PAGE 63

(1) Adjustment to reflect the higher credit risk and probability of default relating to

customers individually assessed by management.

Trade debtors and contract assets are written off when there is no reasonable

expectation of recovery. Indicators that there are no reasonable expectation of

recovery include, amongst others, the failure of a debtor to engage in a repayment

plan with the Group.

The Group has applied the transition provision to not restate comparatives as the

credit loss allowance under NZ IFRS 9 did not result in a material change to the

amounts previously reported.

Provision matrix

AustralasiaAmericas

Asia &

Europe

Group


$'000s$'000s$'000s$'000s

Debtors

Current-30 days

15,7304,5929,07829,400

31-60 days

1,4818203,4185,719

61-9 0 day s

1,4841931291,806

Over 91 days

2,3041371,1213,562

Total Debtors

20,9995,74213,74640,487

Contract assets

20,77753511,55132,863

Total assets

41,8796,17425,29773,350

Allowance based on

expected credit loss

----

Expected credit

loss on individually

assessed balances

(1)

(1,393)(40)(61)(1,494)

Credit loss allowance

(1,393)(40)(61)(1,494)

Impairment of Financial Assets

In relation to the impairment of financial assets, NZ IFRS 9 requires an expected

credit loss model as opposed to an incurred credit loss model under IAS 39. The

expected credit loss model requires the Group to account for expected credit

losses and changes in those expected credit losses at each reporting date to

reflect changes in credit risk since initial recognition of the financial assets. It

is now no longer necessary for a credit event to have occurred before credit

losses are recognised.

The calculation of impairment losses impacts the way the Group calculates the bad

debts provision, now termed the allowance for expected credit loss. The Group

applies the NZ IFRS 9 simplified approach to measuring expected credit losses

which uses a lifetime expected loss allowance for trade debtors.

To measure the expected credit losses, trade debtors, other financial assets,

sundry debtors and contract assets have been grouped based on their shared

credit risk characteristics and the days past due. The contract assets relate to

unbilled work in progress and have substantially the same risk characteristics as

the trade debtors for the same type of contracts.

A provision matrix is determined based on historic credit loss rates for each

group of customers, adjusted for any material expected changes to the

customers’ future credit risk. In addition the company has increased the credit

loss allowance for anticipated losses from specific customers. On that basis, the

credit loss allowance as at 31 August was determined as follows;

SCOTT TECHNOLOGY LIMITED
PAGE 64

The Group has access to financing facilities, of which the total unused amount is

$3.9 million at the balance sheet date, (2018: $23.3 million). The Group expects

to meet its other obligations from operating cash flows and proceeds of maturing

financial assets.


Weighted

Average

Effective

Interest Rate

On

Demand

Less than

1 Year

1-2

Years

2-3

Years

3-5

Years

5+

YearsTotal

%

$’000s $’000s $’000s$’000s $’000s $’000s$’000s

2019 Financial Liabilities

Lease liabilities4.22%-4,2533,8402 , 61 23 , 59 03,83018,125

Term loans3.55%-4,3678745,1921,21847112,122

Deferred settlement on purchase of business--2,385----2,385

Payable to joint ventures--393----393

Trade creditors & accruals-31,057-----31,057

31,05711,3984,7147, 8 0 44,8084,30164,082

2018 Financial Liabilities

Finance lease liabilities3.89%-1979744232363

Term loans5.14%5913,0001,7986242 ,113-8,126

Deferred settlement on purchase of business--6, 275----6, 275

Payable to joint ventures--673----673

Trade creditors & accruals-30,322-----30,322

3 0,91310,1451,8956682,136245,759

Liquidity & Interest Rate Risk Management

Ultimate responsibility for liquidity risk management rests with the Board of

Directors, which has built an appropriate liquidity risk management framework

for the management of the Group’s short, medium and long-term funding

and liquidity management requirements. The Group manages liquidity risk

by maintaining adequate reserves, banking facilities and reserve borrowing

facilities, by continuously monitoring forecast and actual cash flows and

matching the maturity profiles of financial assets and liabilities. Included in

Note C3 are details of additional undrawn facilities that the Group has at its

disposal to further reduce liquidity risk.

There is no reasonable movement in interest rates that could have a material

impact on the financial statements.

The following table details the Group’s remaining undiscounted contractual

maturity for its non derivative financial liabilities. The tables below have been

drawn up based on the undiscounted cash flows of financial liabilities based on

the earliest date on which the Group can be required to pay.

The tables include both interest and principal cash flows.

SECTION D

RISK

MANAGEMENT:

D1 FINANCIAL

INSTRUMENTS

(cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 65

Fair Value

The fair value of financial instruments not already measured at fair value

approximates their carrying value.

Level 1Level 2Level 3Total

2018

$'000s$'000s$'000s$'000s

Financial assets at fair value through profit and loss

Fair value hedge of open firm commitments

-1,579-1,579

Financial liabilities at fair value through profit and loss

Foreign currency forward contracts held as effective

fair value hedges

-(1,579)-(1,579)

Foreign exchange derivatives

-(271)-(271)

Foreign currency forward contracts held as cash flow

hedges

-(513)-(513)

Interest rate swap contracts

-(614)-(614)

-(1,398)-(1,398)

Level 1Level 2Level 3Total

2019

$'000s$'000s$'000s$'000s

Financial assets at fair value through profit and loss

Fair value hedge of open firm commitments

-1,216-1,216

Financial liabilities at fair value through profit and loss

Foreign currency forward contracts held as effective

fair value hedges

-(1,216)-(1,216)

Foreign exchange derivatives

-(1,334)-(1,334)

Foreign currency forward contracts held as cash flow

hedges

----

Interest rate swap contracts

-(960)-(960)

-(2,294)-(2,294)

Fair Value Measurements Recognised in the Balance Sheet

The following table provides an analysis of financial instruments that are

measured subsequent to initial recognition at fair value, grouped into Levels 1 to

3 on the degree to which fair value is observable:

The fair values of financial assets and financial liabilities are determined as follows:

• Level 1 fair value measurements are those derived from quoted prices

(unadjusted) in active markets for identical assets and liabilities;

• Level 2 fair value measurements are those derived from inputs other than

quoted prices included within Level 1 that are observable for the asset or

liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and;

• Level 3 fair value measurements are those derived from valuation techniques

that include inputs for the asset or liability that are not based on observable

market data (unobservable inputs).

The fair value of forward exchange contracts and options is based on their

quoted market price, if available. If a quoted market price is not available, then

fair value is estimated by discounting the difference between the contractual

forward price and the current forward price for the residual maturity and options

of the contract using a market rate of interest.

SCOTT TECHNOLOGY LIMITED
PAGE 66

Analysis of Assets & Liabilities

Acquired and Provisional

Fair Values

Cost of Acquisition

The cost of acquisition of Normaclass was paid in a combination

of cash and a deferred settlement

Normaclass

Book

Value

Fair Value

Adjustment

Fair Value On

Acquisition

Assets & Liabilities

$'000s$'000s$'000s

Cash & bank balances

27-27

Trade & other receivables

1,197-1,197

Inventories

98-98

Plant & equipment

2-2

Intangible assets

1511,4351,586

ROU Asset

114114

Trade creditors & accruals

(121)-(121)

Lease Liability

(114)(114)

Taxation payable

(35)-(35)

Employee entitlements

(128)-(128)

Deferred Tax

-(444)(444)

Total assets & liabilities

1,1919912,182

Goodwill on acquisition

758

Cost of acquisition

2,940

Total

$’000s

Cash2,082

Deferred settlement on purchase of business

858

Net cash outflow on acquisition2,940

The deferred settlement on the Normaclass business is a profit share agreement for

a project being completed in Uruguay. The fair values on acquisition are based on the

expectation that all post-acquisition conditions and targets will be met.


20192018

$’000s$’000s

Balance at beginning of financial year6,275-

Deferred consideration on purchase of business8586,275

Payment of deferred consideration(4,748)-

Balance at end of financial year2,3856,275

Made up of:

Alvey-4,748

Transbotics1,5271,527

Normaclass858-

To t a l2,3856,275

Business Acquired

The Normaclass acquisition was by way of the purchase of the shares in the

business. The business was acquired for the purpose of expanding the Group’s

operations in key geographies and to expand and enhance the solutions that the

Group can offer to its customers.

SECTION E

GROUP

STRUCTURE &

SUBSIDIARIES

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

E1

ACQUISITION

OF BUSINESS

Deferred consideration balances have moved

by the below in the current period

Name/ Principal ActivityLocation

Date of

Acquisition

Proportion of

Shares / Assets

Acquired

Cost of

Acquisition

$’000s

Normaclass

/ Automated grading technology

Europe30 May 2019100%2,940

ANNUAL REPORT 2019
PAGE 67

Net Cash Outflow on Acquisition

The Normaclass acquisition was paid for by cash reserves of the Group. The net

cash outflow on acquisition for the Group is shown in the table below.

Impact of Acquisition on the Results of the Group

Given that Normaclass is a small company that was only held for three months by

the Group, disclosure has not been made of the full year revenue or profit as if the

acquisition had been effected at 1 September 2018 as doing so would not be a fair

representation of the performance of the combined Group on an annualised basis.

Goodwill Arising on Acquisition

The consideration paid for the acquisition of Normaclass effectively included

amounts in relation to the benefit of expected synergies, current product

development and knowhow. These benefits are not recognised separately from

goodwill as the future economic benefits arising from them cannot be readily

measured and they do not meet the definition of identifiable intangible assets. It

will not be deductible for tax purposes.

2018 Acquisitions

As disclosed in the 2018 financial statements, certain assets and liabilities acquired

in the purchase of Alvey and Transbotics were recorded on a provisional basis, due

to timing of the acquisitions relative to balance date. The assessment of the fair value

on acquisition for these entities has been completed during the year and there have

been no changes to the fair values as reported in the 2018 financial statements.

Total

$'000s

Total purchase consideration paid in cash

2,082

Overdraft/(cash at bank) acquired

(27)

Cost of acquistion

2,055

Image: Competitors in action at

RoboCup Nationals New Zealand.

SCOTT TECHNOLOGY LIMITED
PAGE 68

E2

SUBSIDIARIES

Ownership

Interest &

Voting Rights

20192018

Name of Entity

Balance

Date

Country of

Incorporation

%%

Parent Entity

Scott Technology Limited (i)31 AugustNew Zealandn /an /a

New Zealand Trading Subsidiaries

Scott Technology NZ Limited (ii)31 AugustNew Zealand100100

Scott Automation Limited (iii)31 AugustNew Zealand100100

Scott Technology USA Limited (iv)31 AugustNew Zealand100100

QMT General Partner Limited (v)31 AugustNew Zealand9393

QMT New Zealand Limited Partnership (vi)31 AugustNew Zealand9292

Scott Separation Technology (vii)31 August(**)New Zealand-100

Scott Technology Americas Limited (viii)31 AugustNew Zealand100100

Scott Technology Europe Limited (ix)31 AugustNew Zealand100100

New Zealand Non Trading Subsidiaries

Scott LED Limited31 AugustNew Zealand100100

Rocklabs Limited 31 AugustNew Zealand100100

Overseas Subsidiaries

Scott Technology Australia Pty Ltd (x)31 AugustAustralia100100

Applied Sorting Technologies Pty Ltd (xi)31 AugustAustralia100100

Scott Automation & Robotics Pty Ltd (xii)31 AugustAustralia100100

QMT Machinery Technology (Qingdao)

Co Limited (xiii)

31 December(*)China-70

Scott Systems International

Incorporated (xiv)

31 AugustUSA100100

Scott Systems (Qingdao) Co Limited (xv)31 December (*)China9595

Scott Technology GmbH (xvi)31 AugustGermany100100

Scott Technology Belgium bvba (xvii)31 AugustBelgium100100

Scott Automation NV (xviii)31 AugustBelgium100100

FLS Group bvba (xix)31 MarchBelgium100100

FLS Systems NV (xx)31 MarchBelgium100100

Alvey do Brazil Comercio de Maquinas

de Automacao (xxi)

31 December (*)Brazil100100

Scott Automation a.s. (xxii)31 August

Czech

Republic

100100

Scott Automation SAS (xxiii)31 AugustFrance100100

Scott Automation Limited (xxiv)31 August

United

Kingdom

100100

Normaclass (xxv)31 AugustFrance100-

Rivercan S.A. (xxvi)31 December (*)Uruguay100-

(*) Determined by local regulatory requirements.

(**) Amalgamated into Scott Technology Limited on 31 March 2019.

SECTION E

GROUP STRUCTURE &

SUBSIDIARIES (cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 69

New Zealand Trading Subsidiaries

i. Scott Technology Limited is the

ultimate parent entity of the

Group. It is an investment holding

company and owns all New

Zealand properties.

ii. Scott Technology NZ Limited is the

main trading company for New

Zealand operations, including

the design and manufacture of

automated and robotic systems

(under the “Scott” brand), the

service and upgrade of Scott

equipment worldwide (under

the “Scott Service International”

brand), the manufacture and sale

of automated laboratory sampling

equipment for the mining industry

(under the “Rocklabs” brand)

and development, design and

manufacture of high temperature

superconductor equipment (under

the “HTS-110” brand).

iii. Scott Automation Limited’s

principal activity is the design

and manufacture of automation

systems.

iv. Scott Technology USA Limited is

a financing subsidiary for the USA

businesses, as well as owning a

number of domain names (URLs)

associated with the RobotWorx

business.

v. QMT General Partner Limited is the

general partner for the QMT New

Zealand Limited Partnership and

directly owns 1% of QMT

New Zealand Limited Partnership.

vi. QMT New Zealand Limited

Partnership is an investment

holding entity and owns 75%

of QMT Machinery Technology

(Qingdao) Co Limited.

vii. Scott Separation Technology

Limited develops and markets

patented centrifuge technology

with particular application to

the honey and fish processing

industries. This company

was amalgamated into Scott

Technology Limited on 31 March

2 019.

viii. Scott Technology Americas Limited

is a holding company for Americas

operations.

ix. Scott Technology Europe Limited

is a holding company for European

operations.

Overseas Subsidiaries

x. Scott Technology Australia Pty

Limited is a holding company for

Australian activities.

xi. Applied Sorting Technologies Pty

Limited’s principal activity was the

manufacture and sale of x-ray and

sorting technology. These activities

are now conducted through

Scott Automation & Robotics Pty

Limited.

xii. Scott Automation & Robotics

Pty Limited is the main trading

company for Australia operations,

designing and manufacturing

automated and robotic systems.

xiii. QMT Machinery Technology

(Qingdao) Co Limited is a general

engineering business located in

Qingdao, China. The woodworking

lathes and parts business has

ceased and the automation

engineering business has been

transferred to Scott Systems

(Qingdao) Co Limited. The company

was liquidated in 2019.

xiv. Scott Systems International

Incorporated’s principal activities

are in North America for the

sale of robot systems under the

“RobotWorx” brand, the design and

manufacture of automated guided

vehicles under the “Transbotics”

brand and undertaking sales and

service for the wider Group.

x v. Scott Systems (Qingdao) Co Limited

is a general engineering business

located in Qingdao, China.

xvi. Scott Technology GmbH designs

and manufactures automation and

robotic systems and is located in

Kurnbach, Germany.

xvii. Scott Technology Belgium bvba

is a holding company for Belgium

operations.

xviii. Scott Automation NV, formerly

Alvey NV, designs and

manufactures automation and

robotic systems and is located in

Deerlijk, Belgium.

xix. FLS Group bvba is a holding

company for FL Systems and is

located in Deerlijk, Belgium.

xx. FLS Sysytems NV designs and

manufactures automation and

robotic systems and is located in

Deerlijk, Belgium.

xxi. Alvey do Brazil Comercio de

Maquinas de Automacao is a non-

trading Brazilian subsidiary.

xxii. Scott Automation a.s., formally

Alvey Manex a.s., is a production

and assembly business located in

Podivin, Czech Republic.

xxiii. Scott Automation SAS’s, formally

Alvey Samovie sasu, principal

activity is the sale and service of

automated and robotic equipment

and is based in Ploemeur and

Marseille, France.

x xiv. Scott Automation Limited’s,

formally Alvey Systems & Service

Limited, principal activity us the

sale and service of automated and

robotic equipment and is based in

Warrington and Glasgow, United

Kingdom.

x x v. Normaclass designs automated

grading systems and is based in

Ploemeur, France.

xxvi. Rivercan S.A’s main activity is to

support the roll out of automated

grading systems in South America

and is based in Montevideo,

Uruguay.

SCOTT TECHNOLOGY LIMITED
PAGE 70

E3

INVESTMENTS

ACCOUNTED FOR

USING THE EQUITY

METHOD



Policy

A joint venture is a joint

arrangement whereby the

parties that have joint control of the

arrangement have rights to the net assets

of the joint arrangement. Joint control

is the contractually agreed sharing of

control of an arrangement, which exists

only when decisions about the relevant

activities require unanimous consent of

the parties sharing control.

The results, assets and liabilities of

joint ventures are incorporated in these

consolidated financial statements using

the equity method of accounting. Under

the equity method a joint venture is

initially recognised in the consolidated

statement of financial position at cost

and adjusted thereafter to recognise the

Group’s share of the profit or loss and

other comprehensive income of the joint

venture. In assessing the Group’s share of

the profit or loss or other comprehensive

income of the joint venture, the Group’s

share of any unrealised profits or losses on

transactions between Group companies

and the joint venture is eliminated.

Dividends or distributions received

from a joint venture reduce the carrying

amount of the investment in that joint

venture in the Group financial statements.

When the Group’s share of losses of

a joint venture exceeds the Group’s

interest in that joint venture, the Group

discontinues its share of further losses.

Additional losses are recognised only to

the extent that the Group has incurred

legal or constructive obligations or made

payments on behalf of the joint venture.

An investment in a joint venture is

accounted for using the equity method

from the date on which the investee

becomes a joint venture until the date

it ceases to be a joint venture. On

acquisition of the investment in a joint

venture, any excess of the cost of the

investment over the Group’s share of the

net fair value of the identifiable assets

and liabilities of the investee is recognised

as goodwill, which is included within the

carrying value of the investment. Any

excess of the Group’s share of the net

fair value of the identifiable assets and

liabilities over the cost of the investment,

after reassessment, is recognised

immediately in profit or loss in the period

in which the investment is acquired.

INTERESTS IN JOINT VENTURES

Country of

Incorporation

Ownership

Interest

Carrying Value

2019201820192018

Name of Entity

%%$'000s$'000s

Robotic Technologies Limited (i)

New Zealand5050335552

Scott Technology Euro Limited (ii)

Ireland505013580

NS Innovations Pty Limited (iii)

Australia5050--

Scott Technology S.A. (iv)

Chile5050717

Rocklabs Automation Canada

Limited (v)

Canada5050830289

Balance at end of financial year

1,371928

i. Scott Technology Limited’s joint venture with Silver Fern Farms Limited, Robotic

Technologies Limited (RTL), was formed in October 2003 and has a balance

date of 31 August. RTL’s principal activity is the marketing and development

of (primarily) lamb meat processing equipment and the management of the

intellectual property associated with these developments. Scott Technology

Limited’s share of RTL’s net deficit was $217,000 (2018: share of net surplus

$268,000) and RTL paid a dividend to Scott Technology Limited of $Nil (2018:

$700,000).

ii. Scott Technology Euro Limited (STEL) is a European sales agency for Scott

Technology Limited and is a joint venture between Scott Technology Limited and

Industrial Process Solution of Italy. STEL was formed in 2009 and has a balance

date of 31 August. Scott Technology Limited’s share of STEL’s net surplus was

$55,000 (2018: $2,000).

SECTION E

GROUP STRUCTURE &

SUBSIDIARIES (cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 71

iii. NS Innovations Pty Limited (NSIL) is a joint venture between Scott Technology

Limited and Northern Co-Operative Meat Company Limited of Australia. NSIL was

formed in August 2009 and has a balance date of 30 June, in line with Australian

tax rules. NSIL’s principal activity was the marketing and development of (primarily)

beef meat processing equipment and the management of the intellectual property

associated with these developments. NSIL is no longer operating and is in the

process of being wound up. Scott Technology Limited’s share of NSIL’s net surplus

was $Nil (2018: $Nil).

iv. Scott Technology S.A. (STSA) is a joint venture between Scott Technology Limited

and Canadian private company STG Holdings Limited. STSA commenced trading in

June 2014 and has a balance date of 31 August. STSA is a sales agency for mining

equipment in the Americas and is based in Chile. Scott Technology Limited’s share

of STSA’s net surplus was $65,000 (2018: share of net deficit $42,000).

v. Rocklabs Automation Canada Limited (RAC) is a joint venture between Scott

Technology Limited and Canadian private company STG Holdings Limited. RAC

commenced trading in 2013 and has a balance date of 31 August. RAC is a sales

agency for mining equipment in North America. Scott Technology Limited’s share of

RAC’s net surplus was $541,000 (2018: $282,000).

20192018

$’000s$’000s

Balance at beginning of financial year9281,118

Share of net surplus444510

Share of dividends-(700)

Sale of interest in joint venture--

Balance at end of financial year1,371928

Joint Ventures

20192018

$’000s$’000s

Income6,57616,945

Expenses(5,688)(15,925)

Net surplus and total comprehensive income8881,020

Group share of net surplus444510

Joint Ventures

20192018

$’000s$’000s

Current assets4,4743,851

Non-current assets9821,964

Current liabilities(1,775)(1,601)

Non-current liabilities(1,127)(2,316)

Net assets2,5541,898

Group share of net assets1,277949

Summarised statement of

comprehensive income of joint

ventures from continuing operations:

Summarised balance sheets

of joint ventures:

Carrying value of equity

accounted investments:

RTL, STEL, NSIL, STSA and RAC do not have any contingent assets, contingent

liabilities or commitments for capital expenditure. The Group is not jointly and

severally liable for any of the joint ventures’ liabilities.

SCOTT TECHNOLOGY LIMITED
PAGE 72

E4

RELATED PARTY

TRANSACTIONS

20192018

$’000s$’000s

Project work undertaken by the Group for RTL9426,092

Administration, sales and marketing fees

charged by the Group to RTL

164234

Sales revenue received by RTL from the Group98213,616

Advance from RTL to Scott Technology(344)(585)

Interest charged by RTL to Scott Technology on

advance

10596

Administration fees charged by the Group to STEL66

Commission received by STEL from the Group211211

Advance from STEL to Scott Technology(49)(88)

Project work undertaken by the Group for SSTL--

Project work undertaken by the Group for STSA571406

Advance from Scott Technology to STSA1,1291,298

Project work undertaken by the Group for RAC1,7152,459

Advance from Scott Technology to RAC4231,017

Joint Ventures

RELATED PARTY TRANSACTIONS

Advances

Advances to/from joint ventures are unsecured, interest free and repayable on

demand.

Directors

C C Hopkins and S J McLauchlan are trustees of the Scott Technology

Employee Share Purchase Scheme. The balance of the interest free advance

owing to the scheme at 31 August 2019 was $7,110 (2018: $3,000). During the

year no shares vested with employees and no shares (2018: no shares) which

had not vested with employees were disposed of at market value. As at 31

August 2019 17,779 (2018: 17,779) shares were being held on trust which had

vested with the Trustees upon the resignation of employees during the period

of the Scheme and are available for sale. These shares have been treated as

equity under share capital.

Substantial Shareholders

C C Hopkins is a Director of Oakwood Group Limited, which owns Oakwood

Securities Limited, a substantial shareholder of Scott Technology Limited. C

C Hopkins received Directors’ fees of $21,500 from Oakwood Group Limited

during the year (2018: $21,000).

JBS Australia Pty Limited owns a 51.5% shareholding in Scott Technology

Limited. The Group has recognised sales to JBS Companies of $6.2 million

(2018: $5.6 million) and has made purchases from JBS Companies of nil (2018:

$1.8 million). As at balance date the Group had $0.5 million receivable from

JBS Companies (2018: $0.8 million).


SECTION E

GROUP STRUCTURE &

SUBSIDIARIES (cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 73

20192018

$’000s$’000s

(restated)

Net surplus for the year8,60410,772

Adjustments for non-cash items:

Depreciation and amortisation8,9694,225

Net loss/(gain) on sale of property, plant and

equipment

(237)21

Deferred tax(1,456)1,541

Share of net surplus of joint ventures and associates(444)(510)

Movement due to IFRS 15 adjustment(450)-

Add / (less) movement in working capital:

Trade debtors(1,929)(19,231)

Other financial assets – derivatives363(1,435)

Sundry debtors327(2,576)

Inventories265(6,553)

Contract work in progress(13,257)1,031

Taxation payable(2,520)(953)

Trade creditors and accruals73413,732

Other financial liabilities – derivatives1,0462,463

Employee entitlements(1,692)6,089

Provision for warranty(311)557

Interest Paid1,715403

Movements in working capital disclosed in investing/

financing activities:

Working capital relating to purchase of business

and non controlling interest

1,011(7,109)

Movement in foreign exchange translation reserve

relating to working capital

(12)(1,449)

Net cash (outflow) / inflow from operating activities7261,018


1 September

2018

Change in

accounting

policyAdditions

Net

Drawings

Net

Repayment

31 August

2019

$’000s$’000s $’000s $’000s $’000s$’000s

Bank loans7, 4 0 9--5,000( 742)11,667

Lease liabilities34614,3756,263-(3 , 592)1 7, 3 9 2

7, 7 5 514,3756,2635,000(4,334)29, 0 59


1 September

2017Additions

Net

Drawings

Net

Repayment

31 August

2018

$’000s $’000s $’000s $’000s$’000s

Bank loans-2,4985,079(16 8)7, 4 0 9

Lease liabilities56379-(89)346

562,8775,079(257)7, 7 5 5

F1

NOTES TO THE

CONSOLIDATED

STATEMENT OF CASH

FLOWS




Policy

The Statement of Cash Flows

is prepared exclusive of GST,

which is consistent with the method used

in the Statement of Comprehensive Income.

Definition of terms used in the Statement

of Cash Flows:

• Cash includes cash on hand, demand

deposits, and other short-term highly

liquid investments that are readily

convertible to a known amount of cash

and are subject to an insignificant risk of

change in value, net of bank overdrafts.

• Operating activities include all

transactions and other events that are

not investing or financing activities.

• Investing activities are those activities

relating to the acquisition and disposal

of current and non-current investments

and any other non-current assets.

• Financing activities are those activities

relating to changes in the equity and

debt capital structure of the Group and

those activities relating to the cost of

servicing the Group’s equity.

SECTION F

OTHER

DISCLOSURES

Reconciliation of Movement in Debt Facilities

SCOTT TECHNOLOGY LIMITED
PAGE 74

F2

CONTINGENT

LIABILITIES

F3

KEY MANAGEMENT

PERSONNEL

COMPENSATION

20192018

$’000s$’000s

Payment guarantees and performance bonds14,33912,432

Stock Exchange bond7575

Maximum contract penalty clause exposure6,8656,979

20192018

$’000s$’000s

Short term benefits - employees8632,156

Short term benefits – executive Director404607

Short term benefits – non-executive Directors227208

Long term benefits – employees(80)494

Long term benefits – executive Director(76)268

1,3383,733

CONTINGENT LIABILITIES

KEY MANAGEMENT PERSONNEL COMPENSATION

Payment guarantees are provided to customers in respect of advance payments

received by the Group for contract work in progress, while performance bonds are

provided to some customers for a period of up to one year from final acceptance of

the equipment.

Scott Technology Limited has a payment bond to the value of $75,000 in place with

ANZ Bank New Zealand Limited in favour of the New Zealand Stock Exchange.

The Group has exposure to penalty clauses on its projects. These clauses relate

to delivery criteria and are becoming increasingly common in international

contractual agreements. There is a clearly defined sequence of events that needs

to occur before penalty clauses are imposed.

The compensation of the Directors and

executives, being the key management

personnel of the entity, is set out below:

F4

SUBSEQUENT

EVENTS

SUBSEQUENT EVENTS

Dividend

On 24 October 2019 the Board of Directors approved a final dividend of four cents

per share with full imputation credits attached to be paid for the 2019 year (2018:

six cents per share).

SECTION F

OTHER

DISCLOSURES (cont.)

NOTES TO AND

FORMING PART

OF THE

CONSOLIDATED

FINANCIAL

STATEMENTS

(cont.)

FOR THE YEAR ENDED

31 AUGUST 2019

ANNUAL REPORT 2019
PAGE 75

SUBSTANTIAL SHAREHOLDERS

The total number of issued voting securities of the company as at 16 September

2019 was 77,544,752 ordinary shares.

Distribution of Shares by Holding Size

Twenty Largest Shareholders

as at 16 September 2019

Names of Substantial

Security Holder

Number of shares in which a

relevant interest was held

as at 16 September 2019

1JBS Australia Pty Limited39,912,982

2Oakwood Securities Limited5,500,000

# of

Shareholders% of TotalNumber% of Total

1 - 1,00079628405,4810.52

1,001 - 5,0001,144412,929,6443.78

5,001 - 10,000408152,978,8163.84

10,001 - 50,000383147,623,2489.83

50,001 - 100,0003412,310,8052.98

100,001 and over34161,296,75879.05

Total &

percentage

2,799100.0077,544,752100.00

ADDITIONAL

STOCK

EXCHANGE

INFORMATION

FOR THE YEAR ENDED

31 AUGUST 2019


Shares% of Total

1JBS Australia Pty Limited39,912,98251.47

2Oakwood Securities Limited5,500,0007.09

3

New Zealand Central Securities Depository

Limited

3,760,4804.85

4

Russell John Field & Anthony James Palmer

(JI Urquart Family A/C)

2,000,0002.58

5JB Were (NZ) Nominees Limited 1,689,2192.18

6Leveraged Equities Finance Limited1,330,2671.72

7Forsyth Barr Custodians Limited (1-33 A/C)1,207,8091.56

8Jack William Allan & Helen Lynette Allan490,0000.63

9Jarden Custodians Limited479,9820.62

10Forsyth Barr Custodians Limited414,8900.54

11Rosebery Holdings Limited398,3600.51

12Kenneth William Wigley385,7090.50

13FNZ Custodians Limited302,5850.39

14

Michael Walter Daniel, Nigel Geoffrey Burton

and Michael Murray Benjamin

300,0000.39

15Custodial Services Limited (4 A/C)291,4720.38

16Margaret Ann Ring & Melissa A Henderson270,0000.35

17Robert Wong & Cristein Joe Wong226,3100.29

18Custodial Services Limited (3 A/C)221,9020.29

29James Ferguson Ring215,0000.28

20Harry McMillan Hearsay Salmon200,0000.26

59,596,96776.88

SCOTT TECHNOLOGY LIMITED
PAGE 76

EMPLOYEE REMUNERATION

Remuneration and other benefits of $100,000 per annum or more, received or

receivable by employees in their capacity as employees were:

ADDITIONAL

STOCK

EXCHANGE

INFORMATION

(cont.)

FOR THE YEAR ENDED 31

AUGUST 2019

Salary Range

Number of

Employees

$100,000 - $110,00053

$110,001 - $120,00033

$120,001 - $130,00041

$130,001 - $140,00035

$140,001 - $150,00025

$150,001 - $160,00020

$160,001 - $170,00027

$170,001 - $180,0009

$180,001 - $190,0007

$190,001 - $200,0005

$200,001 - $210,000

4

Salary Range

Number of

Employees

$210,001 - $220,0005

$220,001 - $230,0001

$230,001 - $240,0005

$240,001 - $250,0002

$250,001 - $260,0001

$260,001 - $270,0002

$270,001 - $280,0003

$290,001 - $300,0001

$310,001 - $320,0001

$440,001 - $450,000

1

Image: Award winning

Collaborative Palletiser

TO THE
SHAREHOLDERS

OF SCOT T

TECHNOLOGY

LIMITED

Opinion

We have audited the consolidated

financial statements of Scott

Technology Limited and its subsidiaries

(the ‘Group’), which comprise the

consolidated balance sheet as at 31

August 2019, and the consolidated

statement of comprehensive income,

statement of changes in equity and

statement of cash flows for the

year then ended, and notes to the

consolidated financial statements,

including a summary of significant

accounting policies.

In our opinion, the accompanying

consolidated financial statements,

on pages 28 to 74, present fairly, in all

material respects, the consolidated

financial position of the Group as at

31 August 2019, and its consolidated

financial performance and 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 (‘ISAs’) and International

Standards on Auditing (New Zealand)

(‘ISAs (NZ)’). 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

issued by the New Zealand Auditing

and Assurance Standards Board and

the International Ethics Standards

Board for Accountants’ Code of Ethics

for Professional Accountants, and

we have fulfilled our other ethical

responsibilities in accordance with

these requirements.

Our firm carries out other assignments

for the Group in the area of taxation

advice and other assurance services.

These services have not impaired

our independence as auditor of the

Company and Group. In addition

to this, partners and employees of

our firm deal with the Company and

its subsidiaries on normal terms

within the ordinary course of trading

activities of the business of the

Company and its subsidiaries. The

firm has no other relationship with, or

interest in, the Company or any of its

subsidiaries.

Audit materiality

We consider materiality primarily

in terms of the magnitude of

misstatement in the financial

statements of the Group that in our

judgement would make it probable

that the economic decisions of a

reasonably knowledgeable person

would be changed or influenced (the

‘quantitative’ materiality). In addition,

we also assess whether other matters

that come to our attention during the

audit would in our judgement change

or influence the decisions of such a

person (the ‘qualitative’ materiality).

We use materiality both in planning

the scope of our audit work and in

evaluating the results of our work.

We determined materiality for the

Group financial statements as a whole

to be $850,000.

Key audit matters

audit matters are those matters that,

in our professional judgement, were

of most significance in our audit of the

consolidated financial statements of

the current period. 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.

ANNUAL REPORT 2019

PAGE 77

INDEPENDENT

AUDITOR’S

REPORT

SCOTT TECHNOLOGY LIMITED
PAGE 78

Key audit matter How our audit addressed the key audit matter

Recognition of Profit on

Long Term Projects

The Group’s most significant revenue

stream relates to long term projects

for customers in various industries.

Revenue and profit on long term

projects are accounted for based

on management’s estimate of the

percentage of completion of the

individual contracts as detailed in

note A1.

There is a significant level of

judgement involved in the recognition

of revenue and profit on long term

projects driven by factors which arise

throughout the life of the project

requiring estimation, and contract

conditions differing between projects.

For these reasons, we have identified

this area as a key audit matter.

Our procedures included, among others:

• Assessment of controls – Assessing the group’s processes and controls

around preparation/calculation of the percentage of completion.

• Hindsight consideration – For a sample of projects in place at the end of

the prior year, we compared the current year actual results to prior year

forecasts to assess the reliability of management estimates relating to the

cost of completion.

• Testing of revenue on long term projects – For a sample of contracts, we

performed the following procedures:

- Assessed whether the key estimates made by management reflect the

terms and conditions of the contract;

- Evaluated cost to complete forecasts by challenging management’s key

assumptions and comparing revenue recognition calculations to project

cost forecasts prepared by project managers;

- Obtained evidence of scope variations and claims and verified that these

have not been included in management’s determination of revenue

recognition until agreed with the customer; and

- Tested the costs incurred on long term projects during the year to

validate the costs and assess whether they have been applied to

contracts appropriately.

Goodwill Impairment Assessment

As at 31 August 2019, there is $58.0

million (2018: $56.6 million) of

goodwill included on the balance sheet

of the Group as detailed in note B5.

The balance is held across three cash

generating units.

NZ IAS 36: Impairment of Assets require

the Group to complete an impairment

test related to goodwill annually.

The assessment of value in use is

performed using a discounted cash

flow calculation.

This calculation is subjective, and

requires the use of judgement,

primarily in respect of:

• Forecast cash flows, particularly in

relation to future project wins and

market conditions; and

• Discount rates.

We have assessed a key audit matter in

relation to the significant judgements

and estimates required in preparing

the value in use model.

We considered whether the Group’s methodology for assessing impairment

is compliant with NZ IAS 36. We focused on testing and challenging the

suitability of the models and reasonableness of the assumptions used by the

Group in conducting their impairment reviews.

Our procedures included, among others:

• Assessment of controls – Assessing the group’s processes and controls

around the value in use calculation.

• Cash generating units (CGU) – We assessed management’s determina-

tion of cash generating units and our understanding of the Group’s busi-

ness and operating environment.

• Past performance – We assessed the reasonableness of forecast figures

by looking at historical performance against past forecasts.

• Use of specialists – We used our internal valuation experts to assist in

our evaluation of the reasonableness of the discount rates applied by the

Group through consideration of the relevant risk factors for each CGU or

impairment model, the cost of capital for the Group, and market data on

comparable businesses.

• Integrity check – We assessed the mathematical accuracy of the models.

• Sensitivity analysis –We evaluated the sensitivity analysis performed by

management to consider the extent to which a change in one or more of

the key assumptions could give rise to impairment in the goodwill.

INDEPENDENT

AUDITOR’S

REPORT

(cont.)

ANNUAL REPORT 2019
PAGE 79

INDEPENDENT

AUDITOR’S

REPORT

(cont.)

Other information

The directors are responsible on behalf

of the Group for the other information.

The other information comprises the

information in the Financial Report

that accompanies the consolidated

financial statements and the audit

report, and the Annual Report, which

will be made available to us after the

date of the audit report.

Our opinion on the consolidated

financial statements does not cover

the other information and we do

not express any form of assurance

conclusion thereon.

Our responsibility is to read the other

information and consider whether

it is materially inconsistent with the

consolidated financial statements or

our knowledge obtained in the audit

or otherwise appears to be materially

misstated. If so, we are required to

report that fact. We have nothing to

report in this regard.

When we read the Annual Report, if

we conclude that there is a material

misstatement therein, we are

required to communicate the matter

to the directors and consider further

appropriate actions.

Directors’ responsibilities for the

consolidated financial statements

The directors are responsible

on behalf of the Group 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 on behalf of the

Group 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

and ISAs (NZ) 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

consolidated financial statements is

located on 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.

Restriction on use

This report is made solely to the

Company’s shareholders, as a body.

Our audit has been undertaken so

that we might state to the Company’s

shareholders those matters we are

required to state to them in an auditor’s

report and for no other purpose. To

the fullest extent permitted by law, we

do not accept or assume responsibility

to anyone other than the Company’s

shareholders as a body, for our audit

work, for this report, or for the opinions

we have formed.

Michael Wilkes, Partner

for Deloitte Limited

Christchurch, New Zealand

24 October 2019

Build
trust and

confidence

with our internal


and external

customers, in the

way we listen, engage

and respond to their needs.

CUSTOMER

FOCUS

Add value and

understand our

customers’

perspectives and

expectations.

Innovate, be


creative and think

lean and efficient.

Be accountable

for your actions,

be positive, flexible

and open minded.

Take care of the

company and our

customers like they

were one’s own.

Act with

honour in


everything

you do.

ATTITUDE

AND

INTEGRITY

Do what

you say you will,

respect, support

others and always give

your best.

All actions and

communications

support ONE Team,

ONE Company.

TEAMS

WHO

TRUST

Empower, share

information and be

accountable.

Persist. Have

strength and act

with urgency.

Continually evaluate

and measure

progress and take

action.

Take part and share

the celebration of

change and

success

.

RESULTS

MATTER

OUR VALUES

WHO WE ARE AND

WHO WE WANT ON OUR TEAM

SCOTT TECHNOLOGY LIMITED

PAGE 80

WHO WE ARE AND
WHO WE WANT ON OUR TEAM

ANNUAL REPORT 2019

PAGE 81

PARE NT CO M PAN Y

Registered Office

Scott Technology Limited

630 Kaikorai Valley Road

Dunedin 9011

New Zealand

t +64 3 478 8110

Mailing Address

Scott Technology Limited

Private Bag 1960

Dunedin 9054

New Zealand

Website

scottautomation.com

Chairman &

Independent Director

Stuart McLauchlan

Independent Directors

John Thorman

Derek Charge

Directors Representing

JBS Australia Pty Ltd (not

Independent Directors)

Andre Nogueira

Brent Eastwood

Edison Alvares

John Berry (Alternate Director)

Managing Director/CEO

Chris Hopkins

REGIONAL CONTACTS

New Zealand

Richard Jenman

t +64 27 784 4488

r.jenman@scott.co.nz

Australia

Troy Krogh

t +61 4 0162 5447

tkrogh@scottautomation.com

China

Cathy Smart (Zhang)

t + 86 186 6168 1911

c.smart@scott.co.nz

Europe

Aaron Vanwalleghem

t +32 473 477 590

a.vanwalleghem@scottautomation.be

Americas

Tony Joyce

t +1 740 692 5086

t.joyce@scotttechnology.com

PROFESSIONAL SERVICES

Share Registry

Link Market Services Ltd

PO Box 91976

Auckland 1142

t +64 9 375 5998

f +64 3 375 5990

enquiries@linkmarketservices.co.nz

Bankers

ANZ Bank New Zealand Ltd

Solicitors

Gallaway Cook Allan

Auditor

Deloitte Limited

DIRECTORY

AUTOMATION THAT TRANSFORMS

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