2019 Annual Report
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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