T&G Global Limited/Announcement
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2019 Full Year Results

Full Year Results27 February 2020TGGConsumer Staples

28 February 2020


T&G Global builds strong foundations for future growth


T&G Global Limited’s (T&G) results for the year to 31 December 2019 demonstrate progress

on its three-year roadmap for growth, with improvements in its underlying business despite a

difficult operating environment.


• Operating profit of $16.5 million, compared to $15.6 million in 2018

• Net assets for the Group $474.4 million, compared to $413.6 million in 2018

• Revenue maintained at $1.2 billion

• Profit for the year $6.6 million, compared to $8.3 million in 2018


T&G Global Chief Executive Gareth Edgecombe says 2019 was a year of continued

transition for the Company as it creates the foundation for strong growth and improved

financial returns.


“With consumers increasingly seeking out healthier foods, the growing global population and

the premiumisation of global produce, T&G sits in a position with significant potential,” says

Mr Edgecombe.


“To unleash our full potential, our business has to evolve. In 2019, our team put in a lot of

hard work to turn around our business, and while we have some way to go until we’re

delivering to our full financial potential, it’s pleasing to see the green shoots coming through.”


“While a number of factors adversely impacted the overall financial result, the underlying

performance of the organisation is showing improvement.


“Our operating profit for the year increased to $16.5 million, compared to $15.6 million in

2018. This increase came despite incurring $7.1 million in costs relating to the reorganisation

of our business, strategic transactional activities and the Holidays Act remediation.”


Revenue was maintained at $1.2 billion, the same level as 2018, with profit for the year at

$6.6 million, compared to $8.3 million in 2018.


In many of its key export markets, including Asia, the United States, Australia, the United

Kingdom and the Pacific Islands, T&G experienced strong sales and margin growth.


“Our International Produce division had a strong close to the year, increasing revenue by

14%, to $305.1 million, largely driven by our Asian trading business boosting revenue by

$40.6 million.

“A critical aspect of realising the potential of our Apples division, is the increased focus on
premium varieties. In 2019, this saw us re-planting some orchards which, while vital for

setting us up for the future, had a cost impact. This, combined with weather challenges and

an oversupply of commodity apple varieties in the European market, impacted our Apples

revenue. Strong sales in North America and the United Kingdom partly offset this, resulting in

a 1% decline in revenue for our Apples division, to $656.9 million,” says Mr Edgecombe.


“In the United States, as a result of bolstering our sales and marketing expertise and an

integrated activation programme, we accelerated the growth of our premium apple brands,

delivering 43% growth in Envy™ sales.


“In New Zealand, favourable growing conditions throughout 2019 resulted in an abundance

of supply and this adversely affected sales values across most product groups, resulting in a

2% decline in revenue for our New Zealand Produce division, to $227.0 million.”


Mr Edgecombe said freeing up capital to reinvest in growth is central to T&G’s strategy.


“This year, we sold our Mt Wellington site in Auckland for $65.0 million. By divesting non-

core assets, we’re able to invest our cash more productively into new capabilities and future

growth opportunities.


“This sale and the uplift in the site’s value, combined with an increase in the fair value of

other T&G properties, contributed to an increase in net assets, from $413.6 million in 2018 to

$474.4 million in 2019.


“A key part of our growth strategy is our planned acquisition of the New Zealand domestic

fresh produce division of Freshmax New Zealand, which is subject to Commerce

Commission approval. It will expand and strengthen our presence in New Zealand and

deliver better services to growers and customers.


“Looking to the year ahead, we will focus on delivering improved shareholder returns by

harnessing our vertical model strengths, from genetics and growing, through to sales and

marketing, to strengthen our existing categories and develop our emerging categories of

blueberries and grapes,” says Mr Edgecombe.




For further information, please contact:

Adrienne Sharp

Head of Corporate Affairs

Ph: +64 (0)27 801 5534

adrienne.sharp@tandg.global



About T&G Global

Established more than 122 years ago, global fresh produce company T&G Global is one of New

Zealand’s largest growing, packing, shipping and marketing companies, and one of the largest New

Zealand exporters of apples to the world. Our success comes from having the best genetics,

sustainable growing practices, a robust supply chain, trusted brands and a passionate team of people

around the world. Our apples, including the premium, kiwi-bred varieties JAZZ™ and Envy™, are

grown in 14 countries and sold in more than 60 countries year-round. Our emerging global categories,

berries and grapes, are earmarked for future growth. We’re passionate about growing healthier futures

through fresh fruit and vegetables.

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Results for announcement to the market
Name of issuer T&G Global Limited and subsidiary companies

Reporting Period Twelve months to 31 December 2019

Previous Reporting Period Twelve months to 31 December 2018

Currency New Zealand Dollar

Amount (000s) Percentage change

Revenue from continuing

operations

$1,216,409 2%

Total Revenue $1,216,409 2%

Net profit/(loss) from

continuing operations

$901 -84%

Total net profit/(loss) $901 -75%

Interim/Final Dividend

Amount per Quoted Equity

Security

No dividend proposed

Imputed amount per Quoted

Equity Security

Not applicable

Record Date Not applicable

Dividend Payment Date Not applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$3.56 $3.08

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Please refer to the financial commentary and audited financial

statements as part of this announcement.

Authority for this announcement

Name of person


authorised

to make this announcement

Doug Bygrave

Contact person for this

announcement

Doug Bygrave

Contact phone number +64 9 573 8899

Contact email address Doug.Bygrave@tandg.global

Date of release through MAP


28/02/2020


Audited financial statements accompany this announcement.

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ANNUAL
REPORT

2019

2 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

CONTENTS
ABOUT THIS REPORT 4

CHAIRMAN’S REPORT 6

CEO REVIEW 8

CFO REVIEW 10

HOW WE CREATE VALUE 14

T&G’S PURPOSE, VISION AND STRATEGIC PRIORITIES 16

REALISE GLOBAL APPLE POTENTIAL 18

BUILD NEW GLOBAL CATEGORIES 20

LEVERAGE STRONG NEW ZEALAND BASE 23

SIMPLIFY OPERATING MODEL 25

BUILD CAPABILITY AND PERFORMANCE CULTURE 26

FREE UP CAPITAL FOR GROWTH 29

KAITIAKITANGA 31

BOARD OF DIRECTORS 42

CORPORATE GOVERNANCE 44

OUR BUSINESS LEADS 46

STATUTORY INFORMATION 48

AUDITOR'S REPORT 52

FINANCIAL CONTENTS 56

INCOME STATEMENT 58

STATEMENT OF COMPREHENSIVE INCOME 59

STATEMENT OF CHANGES IN EQUITY 60

BALANCE SHEET 61

STATEMENT OF CASH FLOWS 62

NOTES TO THE FINANCIAL STATEMENTS 64

FIVE YEAR FINANCIAL REVIEW 120

DIRECTORY 121

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 3

4 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
ABOUT

THIS

REPORT

BACKGROUND & METHODOLOGY

T&G Global Limited's (T&G) 2019 Annual Report marks

a significant step as the Company transitions from a

more traditional annual reporting format towards the

Integrated Reporting framework <IR>, incorporating

Environmental, Social and Governance (ESG) principles.

In late 2018, T&G published its

sustainability strategy ‘Kaitiakitanga’.

Kaitiakitanga is aligned with the

sustainability strategy and activities of


the BayWa Group, to both contribute

to Group-wide targets and maximise

sustainability synergies.

T&G annually contributes to the Global

Reporting Initiative (GRI) Reports for


parent company BayWa AG.

T&G has developed its business strategy

to respond to market issues relevant to

its internal and external stakeholders.

Kaitiakitanga sets out its sustainability

intention and goals, incorporating the

most material environmental and


social topics.

To embed its strategy and establish

targets, T&G has embarked on a mission

to introduce sustainable initiatives and

programmes through the business. It is

one of only a few New Zealand companies

committed to climate targets that follow

the science based targets initiative.

T&G has incorporated non-financial

information into this Annual Report,

referencing the Integrated Reporting <IR>

framework. The focus of the 2019 report is

to demonstrate how the Company creates

value in all areas of its business, across its

six capitals – human, intellectual, financial,

physical, natural and social, and to

demonstrate progress against its strategy.

ABOUT THE

<IR> FRAMEWORK

<IR> is an ideal framework for T&G as it

focuses on value creation for shareholders

and stakeholders. It looks to demonstrate

how an organisation utilises its six capitals

and, through integrated thinking and

process, creates value for shareholders and

stakeholders.

<IR> was developed initially for resource-

intensive businesses. It has evolved

and been adopted by a wider range of

businesses and organisations which seek

to tell a value creation and an integrated

strategy story. <IR> can be used in

conjunction with GRI principles and

indicators.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 5
T&G GLOBAL SUPPORTS THE UNITED NATIONS

(UN) SUSTAINABLE DEVELOPMENT GOALS

T&G recognises the important role businesses play in helping to achieve the

Sustainable Development Goals (SDGs). The SDG framework provides a blueprint

to achieve a better and more sustainable future for all. This report matches the

Company’s strategic goals with the relevant SDGs as shown below.

For more information on the SDGs, please visit www.un.org/sustainabledevelopment

6 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
CHAIRMAN’S

REPORT

PROF. KLAUS JOSEF LUTZ

CHAIRMAN


The 2019 financial year has

been a period of transition for the

T&G Group as it builds a strong

platform for growth.


T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 7
On behalf of the Board of Directors, I am pleased

to present the Annual Report for T&G Global

Limited and its subsidiary companies (T&G) for

the year ended 31 December 2019.

The 2019 financial year has been a period

of transition for the Group as it builds

a strong platform for growth. While a

number of factors have adversely impacted

the overall financial result, the underlying

performance of the organisation is

beginning to improve.

In New Zealand, it was a difficult apple

season with smaller fruit size and

quantities, however trading conditions

improved over the second half of the


year, particularly in the international arena.

Costs that impacted the results included

restructuring and transaction-related


costs, and the replanting of some of

our orchards.

FOUNDATIONS FOR

FUTURE GROWTH

The Board has worked closely with

management throughout the year and is

fully supportive of its strategic priorities

and continued transformation of the

business and its culture.

In 2019, good progress was made

to set T&G up for the future. This

included significant asset disposals to

free up capital for further investment,

improving operational efficiency through

restructuring, development of our in-

market sales teams, and further expansion

of our Plant Variety Rights (PVR) and

genetics business.

The Board was pleased to announce in

December the planned acquisition of the

New Zealand domestic fresh produce

division of Freshmax New Zealand Limited.

While the transaction currently remains

subject to Commerce Commission approval,

the acquisition will enhance trading

relationships and strengthen ongoing supply

across key categories in New Zealand. The

symbiotic nature of these two businesses is

expected to yield efficiency improvements in

the short to medium term.

We are continually exploring and evaluating

global opportunities for investment in

other businesses and varieties which

offer significant growth potential and

complement our existing business. T&G

has significantly reduced its debt level over

the last year, largely through divestment

of non-core assets to provide headroom to

act on potential investment opportunities.

Particularly noteworthy in this regard was

the sale of our 5.8 hectare Mt Wellington

site, announced in September. T&G is

leasing back the site for a period of up to

four years while we consider alternative

options for the future. Other disposals

during the year included our Dunedin


cool store facility and additional Northland

kiwifruit operations. The Board continues

to monitor the efficiency of capital

allocation.

HEALTH AND SAFETY

Looking after our people and ensuring

everyone gets home safely, every day,

are critical priorities. We are continually

improving our management of critical

risks and developing the right systems and

culture to ensure that safety is everyone’s

responsibility. Our behavioural safety

programme (CARE) was introduced in the

second half of the year and is designed to

deliver real behavioural change across


the Group.

LOOKING AHEAD

T&G’s business is not immune to current

heightened global economic risks,

including the impacts of Brexit, Chinese

trade negotiations, political uncertainties

and most recently the potential effect of

the coronavirus (COVID-19). Additionally,

climatic changes and the intensity of

weather events continue to test our

operations. We are confident that the

strategic and structural changes we

have implemented will ensure T&G is

well-positioned to respond and optimise

outcomes for its stakeholders.

While it has been a difficult year, I would

like to acknowledge the commitment and

hard work of the management team and

all of our people. Through their efforts in

supporting our growers and customers,

T&G is positioning itself for a sustainable

strong future.

8 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
We sit in a position with significant

potential, fuelled by consumers

increasingly seeking out healthier foods,

the growing global population, and the

premiumisation of global produce.


But we’re coming from a low base.

Over the past few years our financial

performance has been weak, with market

forces putting pressure on our operating

model and our investments for the long

term yet to see yields.

To unleash our full potential, we had to

evolve. This hasn’t been easy and some of

the decisions we’ve made have been tough,

but they were needed.

We’re now one year into our three-year

roadmap for growth, and a lot of hard work

by our people has resulted in significant

progress and many green shoots coming

through, including:

• Operating profit increasing to $16.5

million, from $15.6 million in 2018.

This increase came despite incurring

$7.1 million of costs in the current year

associated with the reorganisation of

the business, strategic transactional

initiatives, and Holidays Act remediation.

Current year operating profit also

includes a $3.9 million lower change in

the fair value of biological assets.

• Achieving strong sales and margin

growth in key export markets, including

Asia, Australia, the United States, United

Kingdom and Pacific Islands.

• Building an enviable premium position

in the United States for Envy™, with

sales revenues increasing by 43%.

• Continuing the transition to premium

apples, including the re-planting of

some orchards. While this has had a

cost impact, it’s vital for setting us up for

the future.

• Divesting low returning or non-core

assets so we can use our cash more

productively and re-invest it into

capability and infrastructure to support

our future growth. This included

the sale of our Mt Wellington site in

Auckland for $65 million, a strong result

when benchmarked against industry

standards.

• Harnessing our vertical model strengths

to develop two new categories –

blueberries and grapes. We’re one

year into this plan and expect it to take

another few years to see the value. We

see a strong future for these emerging

categories.

• Boosting our in-market sales presence

in Asia and moving us globally towards a

world-class sales model.

• Progressing towards acquiring the New

Zealand domestic fresh produce division

of Freshmax New Zealand, which will

provide us with a significant opportunity

to expand and strengthen our presence

in New Zealand.

2019 was an important year for T&G as we set a

clear direction for future growth and continued our

transformation to create the foundation to become

the world’s leading premium fresh produce company.

However, it was not without its challenges.

CEO REVIEW

BUILDING FOR THE FUTURE

GARETH EDGECOMBE

CHIEF EXECUTIVE OFFICER

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 9
• Winning the inaugural Sustainability

Award at Countdown's annual Suppliers

Awards, in New Zealand.

• Investing in leadership and building new

capabilities across our global team.

• Focussing investment in creating a


high-performance culture, as part of our

commitment to make T&G a great place


to work.

However, our 2019 annual results have

been impacted by a number of factors.

Our Apples division experienced a number

of challenges. Adverse weather conditions

in New Zealand led to reduced apple

volumes and smaller size apples. And

with an oversupply of non-PVR apples in

Europe, it made it difficult to get our apples

into the market. Likewise, New Zealand

tomatoes experienced a mild winter, price

volatility and an oversupply in the market.

This resulted in a disappointing financial

performance and will be a key area of focus

in the year ahead.

Throughout the year, we’ve worked

closely with BayWa, benefiting from the

collaboration and opportunities which our

global network provides. We look forward

to continuing this close partnership in

years to come.

LOOKING AHEAD

2020 will see us focused on delivering

on our commitments and continuing

our transformation to future-proof our

business. It will be the second year for our

new strategy, and we expect to see strong

momentum across the business. Key areas

of focus include:

• Subject to Commerce Commission

approval, bolstering our New Zealand

market proposition with the acquisition

and integration of Freshmax New

Zealand.

• Investing in new genetics and

partnerships.

• Continuing Envy’s™ growth trajectory.

• Executing our blueberry and grape

emerging category strategies.

• Capturing greater growth and value

across Asia.

• Embedding Kaitiakitanga in our

business.

T&G is an incredible business with great

potential, talented and passionate people

and growers, premium genetics and fresh

produce, and an unrivalled global reach.

We have a healthy future ahead of us.


The foundations laid in 2019 will help set us

up for the future, well positioned to deliver

increased value to our shareholders.

10 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
CFO REVIEW

BASTIAN VON STREIT

CHIEF FINANCIAL OFFICER

However, the overall profit for the year

has decreased by $1.7 million, from

$8.3 million to $6.6 million, largely due

to a number of items. These included

expenses of $7.1 million, comprising

transaction-related costs, costs relating

to the reorganisation of the business and

costs related to Holidays Act remediation.

The full benefit of the restructure will be

realised from 2020 onwards. Also, the

replanting of some of our orchards in

premium varieties caused a reduction of

the fair value of our biological assets in


the short term.

Additionally, the initial application of

the new lease standard (NZ IFRS 16) has

resulted in an increase in depreciation of

$15.9 million and interest expenses of $2.6

million, partially offset by a $15.3 million

reduction in lease and rental expenses.

INCREASING OPERATING

PERFORMANCE IN

CHALLENGING MARKETS

APPLES

The Apples business experienced another

challenging year, as late frost in the 2018

spring negatively impacted volumes and

sizes of New Zealand grown apples. The

result was also affected by an oversupply

of commodity varieties in the European

market resulting in the extended

availability of Northern Hemisphere apples,

with an associated impact on prices.

These effects were partly offset by a

strong performance of the North American

business and Worldwide Fruit in the United

Kingdom.

Overall, revenue for the Apples business

declined by 1% to $657.0 million. Operating

profit decreased from $27.7 million in 2018

to $19.7 million in 2019 as the division’s

overheads related to growing costs

remained constant despite lower volumes.

The decrease in operating profit was also

driven by a reduction of the fair value of

the biological assets due to the replanting

of some orchards.

INTERNATIONAL PRODUCE

The International Produce division saw

a 14% uplift of revenue, from last year’s

$266.8 million to $305.1 million in 2019.

This was largely driven by our Asian trading

business which increased its revenue by

$40.6 million as a result of significantly

increasing traded volumes, especially in

Thailand.

Additionally, both the Australian and

Pacific Island operations finished the

year strongly, offsetting unfavourable

trading conditions in our North and

South American business. The prior

year’s challenges for the Peruvian grape

operation were successfully addressed in

2019, with a resultant increase in harvested

and sold volumes.

As a result of increased revenue and

the delivery of cost savings from the

restructuring of our Australian operations,

the International Produce division

increased its operating profit from $3.3

million in 2018 to $8.1 million in 2019.

NEW ZEALAND PRODUCE

Revenue for the New Zealand Produce

business slightly declined by 2% to

$227.0 million. This was largely driven

by our tomatoes business which, due to

weather-related oversupply, experienced

lower pricing for a large part of the year.

Pressure on margins in the wholesale

business also presented challenges for the

New Zealand Produce business during the

year. Despite these impacts, cost savings

across the division saw operating profit

increase from $1.3 million in 2018 to


$3.6 million in 2019.

In 2019, T&G was able to maintain its revenue

at the previous year’s level of $1.2 billion, despite

challenges with its Apples and New Zealand Produce

businesses.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 11
PROCESSED FOODS AND

OTHER BUSINESSES

After selling the former ENZAFOODS

business in 2018, the company’s Processed

Foods segment solely comprises the

remaining Fruitmark business in Australia

and the United States. The segment

reported an improvement of $6.9 million


in its result, with the loss from the sale of

the ENZAFOODS business impacting last

year’s operating result.

The Other business division contains

the overhead expenses not allocated

to the company’s business divisions,

and its operating loss of $15.8 million is

comparable to the previous year.

Outside of its trading divisions, T&G saw

its share of profit from associates and joint

ventures slightly increase from $3.2 million

in 2018 to $3.3 million in 2019. Other

income decreased by $2.7 million to


$3.8 million, as the prior year result

included gains from the sale of assets,

particularly the sale of the post-harvest

facility and orchards in Kerikeri.

Due to the aforementioned adoption

of NZ IFRS 16, interest expenses on

lease arrangements of $2.6 million have

increased T&G’s financing expenses, which

were partly offset by a reduction of interest

on banking facilities due to reduced

borrowings.

T&G’s overall profit for the year decreased

by $1.7 million, from $8.3 million in 2018

to $6.6 million 2019. Earnings per share

declined from 2.9 cents per share in 2018

to 0.7 cents per share in 2019.


FINANCIAL POSITION

IMPACTED BY CAPITAL

RECYCLE

Total assets increased from $753.7 million

at the end of 2018, to $854.2 million at 31

December 2019. This was primarily driven

by the adoption of NZ IFRS 16, which added

$60.1 million of right-of-use assets to


non-current assets. Other contributing

factors included additions to our fixed

assets and intangibles, as well as the

cyclical revaluation of assets, offsetting the

effect of the sales of the Mt. Wellington site

in Auckland, the Dunedin facility and the

land in Northland. Current assets increased

by $37.9 million compared to last year as

a result of higher trade receivables, partly

offset by a reduction in the fair value of

biological assets.

Total liabilities increased by $39.7 million,

reflecting the adoption of NZ IFRS 16

with additional lease liabilities of $61.6

million. The proceeds from the sale of

the Mt. Wellington site and other smaller

properties were used to reduce long-term

borrowings by $61.2 million.

The equity of the T&G Group increased by

$60.4 million, with the gain from the sale of

the Mt. Wellington site included in retained

earnings and the revaluation gains from

the cyclical revaluation included in the

revaluation reserve.

T&G’s capital expenditure during the year

was $36.4 million, up by $7.5 million on

2018. This increase related mainly to the

significant investment in new bearer plants

as part of a focus on key categories and

securing long term supply of key apple

varieties. The increase in net assets has

seen net tangible assets per share increase

from $3.08 in 2018 to $3.56 in 2019.

12 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NORTH AMERICA

SOUTH AMERICA

EUROPE

GERMANY

UK

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We are passionate about growing healthier futures.

That’s why we insist on delivering the highest quality

fresh produce to consumers. We grow in multiple

continents across multiple time zones, sourcing the

best produce from across the world, year-round.

GROWING

HEALTHIER

FUTURES

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 13
AUSTRALIA

PACIFIC ISLANDS

NEW ZEALAND

SOUTH EAST ASIA

CHINA

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Our story began in Auckland, New Zealand, in 1897 when Edward Turner

started a fruit auction business which went on to become the city’s largest.

Today, we’re a kiwi-based company with a global footprint, and we’re still

keeping it fresh thanks to a team of dedicated growers, valued customers and

a passionate team of people around the world.

We are one of the largest growers of fresh produce in New Zealand and one

of the largest exporters of apples to the world, responsible for a third of the

country’s annual crop.

With a focus on technology and innovation, T&G continues to invest extensively

in new varieties while driving growth of our premium apple brands and forging

new global categories, including blueberries and grapes.

We’re proud to work alongside more than a thousand growers around the

globe. Like us, they love fresh food and thrive on growing world-class fruit and

vegetables that are helping to grow healthier futures.

OUR LOTATOES


HAVE

40% LOWER CARBS

THAN STANDARD POTATOES

OUR FRESH

PRODUCE IS

EATEN IN

60 COUNTRIES

ENVY


WAS VOTED

THE #1 APPLE

IN THE US

CONSUMER RESEARCH 2019

WE IMPORT

One Million

BOXES OF BANANAS

EVERY YEAR

BUMBLE BEES POLLINATE

OUR BEEKIST

®

TOMATOES

EVERYDAY

12,000

OUR CARDBOARD

PUNNETS REPLACE

5.5 Million

PUNNETS OF PLASTIC

FROM NEW ZEALAND

SUPERMARKET SHELVES

EVERY YEAR

WE EMPLOY

1,500 PEOPLE

IN 13 COUNTRIES

14 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
SOCIAL CAPITAL

T&G relies on strong and trusted

relationships with growers, distributors,

customers and external stakeholders

around the world to enable year-round

supply of key varieties into global

markets.

INTELLECTUAL CAPITAL

Intellectual property, including PVRs

and premium brands, and in-market

expertise are key to our competitive

advantage and future growth.

FINANCIAL CAPITAL

We invest financial capital across

our operations (including land,

glasshouses, orchards and post-harvest

infrastructure), support growers and

invest in genetics and facilities.

PHYSICAL CAPITAL

Tangible assets including land,

packhouses, cool stores, trucks,


post-harvest facilities, 12 market

locations, vehicles, equipment and


our in-market presence enables us

to supply key global markets.

HUMAN CAPITAL

A diverse, talented, global workforce,

with the best knowledge and insights,

ensures we have the skills to develop,

grow, pick, sell and deliver our produce

to the world’s consumers.

NATURAL CAPITAL

Natural resources are fundamental to

our business and future prosperity.

Soil, water, atmosphere, energy and

sunshine, and our precious pollinators

are utilised to grow healthy and

nutritious produce.

HOW WE CREATE VALUE

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GROWING HEALTHIER

FUTURES THROUGH

FRESH FRUIT

&

VEGETABLES

®

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 15
Growing healthier futures

LEADERSHIP

Creating a sustainable business model

creates prosperity for our growers,

employment in our communities and

year-round supply of fresh produce for

our customers.

LOYALTY

Meeting consumer and customer needs

through high quality premium produce

and brands, and the rights to unique

PVRs, drives loyalty from our customers

and consumers and enhanced returns

for our growers.

FUEL FOR GROWTH

Recycling capital is future-proofing our

business for a more sustainable future,

including improved efficiencies, stronger

yields, enhanced returns and fit-for-

purpose assets.

GLOBAL REACH

Our infrastructure gives us the scope to

drive sustainable performance across

our supply chain, and provide a secure

global network for year-round supply

of healthy produce and our premium

brands.

GREAT WORKPLACE

Creating a high performing, exciting,

global workplace that attracts the

best talent armed with the best global

knowledge, invests in its people, has

efficient processes and is a safe place

to work.

GUARDIANSHIP

Land that is healthy and continues

to support fresh produce production.

A strong focus on conserving water,

reducing our greenhouse gas emissions

and reusing resources, while providing

healthy and nutritious produce to the

world.

We grow, partner, source and supply high quality fresh produce

which is desired by consumers and customers around the world.

OUTCOMES


























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GROWING HEALTHIER

FUTURES THROUGH

FRESH FRUIT

&

VEGETABLES

OUR PURPOSE
GROWING HEALTHIER

FUTURES THROUGH

FRESH FRUIT

&

VEGETABLES

16 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

OUR STRATEGIC PRIORITIES
KAITIAKITANGA

LEVERAGE STRONG

NEW ZEALAND BASE

FREE UP CAPITAL

FOR GROWTH

BUILD CAPABILITY &

PERFORMANCE CULTURE

BUILD NEW GLOBAL

CATEGORIES

REALISE GLOBAL

APPLE POTENTIAL

SIMPLIFY OPERATING

MODEL

THE WORLD’S LEADING

PREMIUM FRESH PRODUCE

COMPANY

OUR VISION

OUR MINDSETS

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 17

18 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
With its premium Envy™ and JAZZ™ brands,

and its ability to maximise opportunities

across its global network, the future


growth potential of T&G’s apple category

is significant.

The Company has two protected premium

apple varieties which trade under the

Envy™ and JAZZ™ brands. These are

exclusively licenced by T&G and grown


by the Company or under licence by 1,100

growers across multiple continents.

In 2019, T&G distributed more than 14

million cartons of apples, including Envy™

and JAZZ™, globally. Forty two percent

of this, equating to $284 million in sales

revenue, was supplied by T&G’s New

Zealand business.

To drive increased growth and stronger

customer partnerships, this year T&G

invested in building sales and supply chain

expertise in Asia and the United States

– the key growth regions for its apples

business.

By bolstering sales and marketing expertise

in the United States, an integrated

sales and marketing programme was

implemented in the last quarter of 2019.

This accelerated the growth of T&G’s

premium brands, delivering 43% growth


in Envy™ apple sales – a significant result

in a saturated market.

REALISE

GLOBAL APPLE

POTENTIAL

T&G is one of the largest exporters of New Zealand

apples to the world, with around 95% of its crop picked

and packed for international markets.

OUR STRATEGIC PRIORITIES

JAZZ™ TIME
T&G celebrates JAZZ™ Apple Anniversary

Day in Japan annually. JAZZ™ apples

are now the number one premium

imported apple in Japan.

This year, the snack-sized JAZZ™ Snackers

were launched into Asian markets with an

integrated marketing campaign,


while an even smaller apple, JAZZ™ Juniors,

were trialled in the New Zealand market

as a healthy addition to the lunchbox.

Due to the sales success of JAZZ™ Juniors,

the apple could appear on supermarket

shelves in international markets in


the future.

GROWTH OF ENVY™

Since its introduction, Envy™ has

emerged as the apple with everything:

a large apple with beautiful skin,

sweet flavour, and bright, crisp flesh,

which remains white even after

being cut.

Today, Envy™ is seen by growers,

customers and consumers alike as

arguably the best apple in the world. In the

United States, it was the fastest growing

premium apple brand in 2019, helping

grow the overall category.

This year, as part of independent research

undertaken in the United States, the apple

was ranked No.1 for flavour, texture, aroma

and appearance, after being tested against

category stalwarts. Consumers viewed

Envy™ as ‛the ideal eating experience’.

Envy™ is grown in the United States,

United Kingdom, Europe, South Africa,

South America and South Korea, as well


as in Gisborne, Hawke’s Bay and Nelson,

in New Zealand.

This year, four million cartons of Envy™

were produced and T&G’s global

production is expected to increase to


15 million cartons by 2030.

WORLD-FIRST ROBOTIC HARVEST

In a world-first, T&G trialled a robotic

harvester for the Hawke’s Bay

apple harvest in 2019, reflecting the

Company’s commitment to innovation-

led growth.

Working with US-based technology

company Abundant Robotics, of which

BayWa is an investor, the robot was used

to pick a range of apple varieties, including

the Envy™ and JAZZ™ brands. High density

planting and specific pruning methods

were used at the orchards to make them

suitable for the technology.

Developing an automated apple

harvester requires solving a number of

complex technical issues, from visually

identifying harvestable fruit and physically

manipulating it to pick without bruising, to

safely navigating the orchard.

While it may be some years before all T&G

orchards are harvested in this way, this

first pilot with Abundant Robotics is an

exciting step forward.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 19

20 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
Commencing at the end of 2018,

development began for two new global

categories - blueberries and table grapes.

These emerging categories have a strong

future, with the strategic goal of maintaining

an advantage over global competitors and

supplying high quality, premium blueberries

and grapes 365 days of the year in key

markets around the world.

With another few years until the strategy

is fully implemented, this year production

agreements were secured with growers,

with more contracts and initiatives to be

announced in 2020.

Over the past year, the Company has also

invested in its sales team, and supply chain

and logistics within its major markets. With

additional capacity and capability, and

increased investment in marketing, T&G is

well positioned to trial new products and

extend its market and seasonal reach.

GROWING A GRAPE

BUSINESS

T&G made its move into the global grape

category under its Orchard Rd brand, with

the launch of the first grapes into South

East Asia in September 2019.

Since then, Orchard Rd grapes have

appeared in retail stores throughout South

East Asia, as well as Australia, New Zealand,

Fiji, South Korea, Japan, Taiwan and China.

As a trader, the Company has shipped

grapes to Asia for many years and is able


to take advantage of this position and

evolve into a vertical grower and marketer.

To help create a differentiated position,

new varieties are being explored,

producing grapes which grow, taste and

transport better.

Along with growers in South America and

Australia, the Company is partnering with

reputable, high-calibre growers in the

West Coast of the United States, selecting

market-leading growers who can deliver

the highest quality fruit.

BACKING BLUEBERRIES

This year, the Company made great

progress with its emerging blueberry

category, bringing together genetics,

growing, partnerships and the aggregation

of its markets and brands.

Discussions commenced with potential

grower partners in the United States,

Australia and South America, with the

view to establishing strategic sourcing

partnerships. The Company’s Orchard Rd

brand was successfully rolled out to new

markets across Asia, including Singapore

and China. And in June 2019, T&G was

one of the first companies to service the

newly opened Vietnamese market out

of the United States, with its Orchard Rd

blueberries.

The Company has continued to

commercialise its blueberry genetics as

part of its partnership with Oregon-based

Fall Creek Farm & Nursery, and Plant

& Food Research in New Zealand. This

programme is looking to provide Australian

consumers with high quality, locally-

produced blueberries at different times

of the year – thereby helping extend the

availability of blueberries in Australia.

In 2020, T&G will continue to build-

out its blueberry category with further

partnerships throughout its supply chain.

BUILD NEW

GLOBAL CATEGORIES

INTERNATIONAL

MARKETING SUCCESS

An innovative campaign for the Orchard Rd

brand was named a National Winner at the

2019 Australian Marketing Institute Awards.

Launched in 2018 in selected Australian

fruit stores, and across ALDI stores,

the Orchard Rd brand, which includes

blueberries, cherries, gold kiwifruit, citrus,

sugar plums and grapes, has had an

outstanding response from consumers.

The marketing campaign created brand

awareness, achieving outstanding sales

growth.

As part of future-proofing T&G, significant growth opportunities

have been identified by leveraging the Company’s vertical

business model into new categories.

OUR STRATEGIC PRIORITIES

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 21

22 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 23
In order to provide New Zealanders with high quality,

year-round fruit and vegetables, T&G’s New Zealand

Produce division partners with more than 700

domestic and international growers.

Favourable growing conditions throughout

2019 resulted in an abundance of supply

which adversely affected sales values

across most product groups. In the case


of tomatoes, strong volumes were available

throughout the year, resulting in high

volumes available for export markets,


but at lower prices.

Across all products market share was

maintained, with a significant increase

in volumes traded throughout the year.

However, the average price achieved per

unit on key products was around $1-$1.50

lower than the previous year.

On the other hand, the higher volumes of

produce available boosted the division’s

non-apple export businesses. Both the

Diversified Export and Pacific Island

Export business units performed above

expectations, as they benefited from

favourable exchange rates, increased

volumes of product available and high-

quality produce due to good growing

conditions.

This year T&G's Pacific Island Export

business was boosted by the opening


of the Company's third branch in Lautoka,

Fiji. This will support the growth of

T&G's business in Fiji and better service

customers.

A focus early in the year was to reorganise

management teams to provide greater

functional expertise across the New

Zealand Produce division. This resulted in

improved cost control, yields and quality

across the Company’s growing operations.

LEVERAGE

STRONG

NEW ZEALAND BASE

T&G’s recognised brands of Beekist®,

Lotatoes™ and JAZZ™ continued to perform

well, with Beekist® recognised as the

number one tomato brand in New Zealand.

The low-calorie potato brand Lotatoes™

continued to gain momentum, providing

a challenge in meeting growing consumer

demand.

A highlight of the year was winning

the inaugural Sustainability Award at

Countdown’s annual Suppliers Award.

T&G was praised for its commitment to

Kaitiakitanga. The award recognised the

Company’s efforts on recycling, sustainable

packaging, carbon reductions, reduced

waste and lower impact growing.

WITH SEASONAL

CHALLENGES COMES

OPPORTUNITY

This year, an unusual apple growing

season in New Zealand resulted in a high

proportion of small fruit. However, through

the development of JAZZ™ Juniors as an

ideal apple for lunchboxes, T&G was able to

move high volumes of the small sized fruit

and dominate the small apple category.

A successful JAZZ™ Junior market has now

been established, providing the Company

and its contract growers with an outlet

for small fruit which may have been left

unpicked in the past. Creating a higher yield

for JAZZ™ is a win-win for the environment,

consumers, growers and T&G.

ACQUISITION HELPS

JOURNEY TO BECOME

PARTNER OF CHOICE

At the end of 2019, T&G entered into

an agreement to acquire the domestic

fresh produce division of Freshmax


New Zealand.

The acquisition, which is subject to

Commerce Commission approval, is a

significant opportunity to expand and

strengthen T&G’s presence in New Zealand.

It will deliver better service to growers

and customers, provide a platform for an

enhanced supply chain, and supply the

highest quality fresh produce to customers

year-round.

OUR STRATEGIC PRIORITIES

24 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 25
SIMPLIFY

OPERATING

MODEL

T&G has made a number of acquisitions and

divestments in recent years which resulted in

inefficiencies in some parts of its business.

At the same time, as the grower base

and consumer market increases, the

Company’s historical trading model is

facing increasing pressure.

To help address this, in 2019 T&G was

reorganised to deliver efficiencies and

get closer to markets and customers.

In-market expertise was boosted, and

changes in Information Technology will

lead to more robust data and analytics to

help inform better decisions.

Project Reshape was also initiated.


By standardising and simplifying the way

the Company does business, the project

will remove complexity for growers,

customers and employees. Going forward,

continued investment in automation and

standardisation will continue.

During the year, low returning or non-core

assets were divested to free up capital

for growth. This included the sale and

subsequent leaseback of the Company’s


Mt Wellington site in Auckland.

OUR STRATEGIC PRIORITIES

26 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
In order to ready the business for future

growth, the Company needs the right

structure and leadership to move the

business forward.

During the first quarter of 2019,


T&G underwent a significant structural

change as it reset the operating model

and aligned the broader leadership teams

with the new executive team structure,

which had been set in late 2018.

The restructure removed duplication of

roles and created functional heads for

both the global and New Zealand Produce

businesses.

A key focus of the year has been

recruiting external talent to build skills

and capabilities in a number of strategic

areas: category management, sales and

operational planning (matching supply to

demand), and continuous improvement.


At the same time, the Company has

bolstered the resources and scope of

its critically important genetics and IP

management function.

In the second quarter, the Company

focused on performance and leadership

development for around 60 senior leaders

across the business.

A performance management philosophy

focusing on key performance goals was

introduced, along with a Reward and

Recognition programme to reward people

who are delivering against strategic

and cultural objectives, including the

Kaitiakitanga aspirations.

In the third quarter, T&G introduced a

targeted programme focused on building


a performance-oriented culture.

With many company-owned orchards and

glasshouses in New Zealand, T&G employs

a relatively high number of seasonal

workers who come to the country under

the Recognised Seasonal Employer (RSE)

scheme.

RSE workers are critical to the operations of

T&G and are employed throughout growing

operations in New Zealand. The Company

provides accommodation and pastoral

care for the workers and encourages their

community and cultural activities.

Many of the RSE workers are into their

eighth or ninth season with T&G. Their

earnings, along with their skills and

knowledge, are often reinvested back into

building new enterprises in their home

villages in the Pacific Islands.

BUILD CAPABILITY

AND PERFORMANCE

CULTURE

Creating a high-performance culture where everyone

is in the right role, has the right skills, and is focused

on delivering the business strategy has been a major

focus in 2019.

OUR STRATEGIC PRIORITIES

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 27
FROM A SMALL SEED

TO BIG SUCCESS

Being out of the workforce for 20 years,

Keri-ann Rapira found the thought of

getting a job after such a long time out of

work daunting. For over three years, she

has now been working at the T&G Evenden

Road orchard, after entering the Company’s

SEED programme.

SEED is a programme helping Hawke’s

Bay locals, many of them solo parents,

back into work. The joint project, with the

Ministry of Social Development, has been

running for the past eight years, helping

break the cycle of unemployment and get

locals back into work.

Another SEED member, Dani Gibson had

been raising her two children at home but

wanted to get back into work. Through

the programme, working on T&G orchards

and in a packhouse, she was given the

opportunity to work flexible hours so

she was able to drop off and pick up her

children from school. Four years later, Dani

is a Compliance Administrator for the New

Zealand growing team and loves her job.

SEED offers flexible working hours


and wrap-around support, which is key.

The programme also enables access to

a health nurse, literacy and numeracy

training, and computer skills.

Around 1,000 seasonal workers work at

T&G during peak season, with over 100

having participated in the SEED programme

over the past eight years. The remainder

are made up largely of locals and RSE

workers.

FAREWELL TO

BRUCE BEATON

Following the merger of T&G and family-

owned Apollo Apples in 2014, and after


20 years in the apple industry, Bruce

Beaton finished working with the Company

in late 2019.

Bruce made a huge contribution to the

apple industry over the past two decades.

His industry knowledge and experience,

along with the respect he commands in the

industry, has been greatly valued by T&G,

and we wish him well in the future.

T&G's Kristen Nash (left) and Maurice Windle (back right) with SEED programme participants.

28 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 29
The 5.8 hectare Mt Wellington site in

Auckland, which includes a significant

logistics centre, trading market and

corporate office, was sold to Goodman

Property in September 2019. Planning

work is underway on future property

requirements.

Other New Zealand divestments included

the sale and leaseback of a cool store in

Dunedin and land in Northland.

This divestment programme has enabled

the business to reinvest in capability and

infrastructure to support future growth

opportunities.

In 2019, T&G invested significantly in its

people. A new senior executive team was

assembled over the year to provide the

bench-strength and expertise to implement

the Company’s strategic agenda.

Significant investment into the wider

leadership group has begun, with new

high-performance frameworks providing

the business with the capabilities it needs

to excel in the future.

The Company has also invested in its

intellectual capital, securing PVRs. T&G has

rights to several premium PVRs, including

JAZZ™ and Envy™, and is continuing to

invest in new varieties - the building blocks


of future global growth.

Blueberries are an emerging global

category and a key strategic priority for

T&G. To support the significant growth

potential, the Company is looking into

strategic partnerships with plant breeders

and large-scale global growers, so it

can secure exclusive rights to the best

varieties. T&G is focused on bringing the

best blueberries to the world and creating

consumer demand through strong brands.

A number of new cultivars of blueberries,

licensed from Fall Creek Farm & Nursery in

Oregon, USA, and Plant & Food Research

in New Zealand, are part of large-scale

commercial trials in Australia. Full

production of these cultivars is expected

in 2020.

FREE UP CAPITAL

FOR GROWTH

From left to right, Moisés González (a berry fruit breeder), Peter Landon-Lane (T&G),

Janice Turner (Berry Fruit Team Leader) and David Hughes (CEO Plant & Food Research)

discussing new blueberry cultivars.

To provide necessary fuel for growth, T&G freed up

capital in 2019 by selling low returning or non-core

assets.

OUR STRATEGIC PRIORITIES

30 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 31
KAITIAKITANGA

CARBON

NEUTRAL

PROTECT &

CONSERVE

OUR HABITATS

ZERO

WASTE TO

LANDFILL

SOCIALLY

RESPONSIBLE

SOURCING

RESPONSIBLE

PACKAGING

PROTECT

& GROW

LOWER INPUT,

SMARTER

GROWING

HEALTHY

COMMUNITIES

Kaitiakitanga is an integral part of how T&G does business.

For T&G, it means treating the land, people, produce, resources

and community with the greatest of respect and care, as guardians

of their future. It was introduced as a key strategic pillar in 2018

and holds great significance for the culture at T&G.

Kaitiakitanga is guided by eight aspirations:

OUR STRATEGIC PRIORITIES

REDUCING CO
2

EMISSIONS

Removing refrigerants with high global

warming potentials (GWP) and reducing

leakage from market floors is a key

component of the Company’s emissions

reduction strategy.

In 2019, T&G achieved a 66% decrease in

CO

2

emissions from refrigerant leakage,

compared to 2017. A replacement strategy

for high GWP refrigerants has been

developed and in 2019 the Company

completed replacements at the Pukekohe

packhouse and Mt Wellington market floor.

Another initiative T&G is implementing

across its New Zealand sites is the

replacement of LPG forklifts with electric

forklifts. There are now 43 electric forklifts,

with only 14 LPG forklifts remaining on

sites where higher load capacities are

required.

The aspiration and targets follow the climate strategy developed by the BayWa Group.

The BayWa Group was guided by the Intergovernmental Panel on Climate Change (IPCC)

Special Report on 1.5°C global warming and the criteria of the Science Based Targets

Initiative of 2018.

The climate strategy comprises four climate targets which are relevant to the operations


of T&G:

CO

2

EMISSIONS

• Reduce CO

2

emissions (Scope 1 and 2

*1

) by 22%, compared to 2017, by 2025

• Carbon neutrality (Scope 1 and 2) by 2030

RENEWABLE ELECTRICITY

• Use of 100% renewable electricity by the end of 2020

ENERGY CONSUMPTION

• Reduce energy consumption by 11%, compared to 2017, by 2025

To achieve these targets, T&G is implementing a strategy focused on energy efficiency,

replacing fossil fuels with renewable energy alternatives, and ensuring electricity


is sourced from renewable energy.

*1. Under the Greenhouse Gas (GHG) Protocol of the World

Resources Institute and the World Business Council for Sustainable

Development, Scope 1 and 2 emissions are:

• Scope 1: Direct GHG emissions from sources owned or

controlled by the company. For example, emissions from

combustion of fuel in vehicles owned or controlled by the

company.

• Scope 2: Indirect GHG emissions from the generation of

purchased energy (in the form of electricity, heat or steam)


that the organisation uses.

CARBON

NEUTRAL

T&G’s Carbon Neutral aspiration aims to limit global

warming with reduction targets for CO

2

emissions

and energy consumption.

KAITIAKITANGA

32 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

REDUCE ENERGY
CONSUMPTION

Progress is being made in reducing the use

of energy across the business, from lighting

to refrigeration to glasshouse heating.

T&G invested $1.4 million in replacing


end-of-life automation equipment at its

apple packhouse operations in Whakatu

in the Hawke’s Bay, as well as investing

$480,000 in new sealing technology for

controlled atmosphere rooms in the

cool store facility. These investments are

expected to deliver an energy reduction


of up to 10% for the site.

Process changes have been made to

reduce the refrigeration load and energy

demand in the storage of late season fruit

across Hawke’s Bay sites. These changes

have delivered electricity savings of

approximately $80,000 in the last quarter

of 2019. The Company has also invested in

new rapid roller door technology to further

reduce electricity demand, minimising loss

of refrigerated air, improving temperature

maintenance, and providing greater quality

control.

FROM WASTE TO ENERGY

Every year, in excess of 327,000 tonnes

of food waste and organic products go to

landfill in New Zealand. Approximately a

third of all waste sent to landfill is organic

matter. With over 134 consented landfills

in New Zealand, this presents a sizeable

opportunity to turn it into biogas and use it

as an energy source, and at the same time

reduce carbon emissions.

To source renewable energy, T&G is

working with Ecogas LP, who are building

and operating New Zealand’s first

commercial-scale, fully-integrated, biogas-

to-energy plant, also referred to as an

anaerobic digestor facility.

The facility will take more than 50,000

tonnes of food waste and 20,000 tonnes


of commercial organic waste and convert

this into biogas and biofertiliser.

The proposed Reporoa anaerobic

digestor facility will be built on T&G

owned land, in proximity to its tomato

glasshouse operation, however accessed

independently and operated in isolation

from T&G’s current operations. T&G would

buy the renewable energy from Ecogas and

supply its own organic waste back to the

facility, both at commercial terms.

The Ecogas anaerobic digestor would

also support T&G’s sustainability and low

emissions targets, by using biogas as a

renewable energy supply for glasshouse

heating and producing CO

2

to enhance

growing conditions.

GROWING PRODUCE

IN THE FACE OF A

CHANGING CLIMATE

As the climate changes, T&G is also actively

pursuing strategies to respond to climate

change.

The increasing number of extreme weather

events in New Zealand and abroad, such

as hail and storms, are an immediate

challenge for T&G’s growing activities.

Damage from storms and flooding can

impact crop quality, power networks,

transport routes and irrigation equipment.

Sudden power outages can destroy an

entire crop through physical damage,


lack of irrigation or damage produce

in cool stores.

The strategies T&G is pursuing are:

1. Adapt and mitigate risk by investing

in infrastructure, such as protective

netting or water recycling, to increase

self-sufficiency and protect against

adverse impacts;

2. Implement innovative growing

solutions, such as breeding new

varieties to cope with hotter or


dryer conditions.

APPLES BRED FOR

HOT CLIMATES

T&G has joined Plant & Food Research, the

Institute of Agriculture and Food Research

Technology (IRTA) and Fruit Futur as the

exclusive partner for the commercialisation

of new apple cultivars, designed specifically

to tackle challenges such as sunburn,

colour and firmness, associated with a

hotter global climate.

The Hot Climate Programme (HCP) was

initiated in 2002 by Plant & Food Research

and IRTA to address challenges that were

being experienced by Spanish growers,

particularly those of the Catalan region,

with traditional apple and pear varieties.

As the global climate continues to change,

it was recognised that other apple growing

regions would begin to experience these

issues, and that varieties developed for

these niche environments would be in

increasing demand worldwide.

Several new varieties have been

identified in the HCP with potential for

commercialisation, and the programme

partners have selected T&G as the

preferred partner for managing the

commercialisation of the varieties

worldwide.

These hot climate-tolerant new varieties

will ensure that consumers continue to

enjoy crisp, tasty apples and that growers


have a promising option to keep producing

apples and make a living despite


climate change.

From left to right, Andrew Keaney (T&G) and Minister Shane Jones, announcing

Provincial Growth Funding to develop the biogas project at T&G’s Reporoa site.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 33

GROWING TOMATOES WHILE
REDUCING LANDFILL WASTE

The Company is trialling and implementing

initiatives to deliver on its target to reduce,

reuse or recycle its resources, and send

zero waste to landfill by 2025.

As New Zealand’s largest producer of

tomatoes, growing 12 million kilograms

each year, T&G is testing commercially

compostable string alternatives to find

the best solution to replace the metres of

plastic string used to keep the 12-metre

high tomato vines upright in glasshouses.

INVESTIGATING

CROP WASTE

To help achieve T&G’s zero waste goal,

the Company investigated food (crop)

waste volumes and improvement

opportunities at tomato growing and

root vegetable packing operations.

Tomato production waste (which is sent

to compost) was found to sit within the

industry standard of 2 to 5%. This waste is

derived from cropping and fruit dropping

to the ground, as well as T&G's quality

requirements. T&G is actively working to

further reduce this, including exploring

opportunities for lower grade fruit. These

actions have the additional benefit of

contributing to T&G’s carbon neutral goal.

Food waste is a very small part of T&G’s

carbon footprint.

HAWKE’S BAY PACKHOUSE

HEADS TOWARD ZERO

WASTE

Staff at T&G’s packhouses in Whakatu,

Hawke’s Bay, are on a mission to reduce

waste from their operations and implement

circular systems for resources. Within the

first month, the site reduced the use of

daily hair nets by two-thirds, increased

paper recycling, and doubled tray reuse in

the packhouse. Tray wastage has declined

from 5,000 trays to 2,355 per month.

In the staff cafeteria, utensils are

compostable, cardboard packaging has

replaced plastic, and empty milk bottles

are recycled into fence posts. Individual

rubbish bins in the offices have been

removed, and more than 3,000 plastic bin

liners used each year have been replaced

by compostable bags.

Resource waste is a growing global concern. With

a broad business spanning growing, packing and

distribution, there are multiple locations that create

food and packaging waste which can be reduced,

reused and recycled. T&G is committed to finding

sustainable solutions where it can.

ZERO

WASTE TO

LANDFILL

KAITIAKITANGA

34 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

Following a packaging audit of T&G brands,
it was found that 46% of T&G’s packs (by

SKU) are recyclable and 29% are made

from renewable resources. The Company is

actively working with customers, suppliers

and in-market teams to identify alternatives

to the non-renewable packs and implement

those across its brands.

BEING RESOURCE EFFICIENT

WITH PACKAGING

T&G supplies loose apples in wooden

bulk bins to several markets, including the

United Kingdom, however it is becoming

increasingly difficult to find second use

opportunities for wooden bins in-market.

To address this, the Company has begun

trialling collapsible plastic bins. These bins

are returned for re-use to help minimise

waste in the supply chain. T&G hopes

to extend the bin return and re-use trials

in its United States and Asian markets

in 2020.

EMBRACING LOW IMPACT

MATERIALS

JAZZ™ apple prepack Snackers (1kg) and

newly launched JAZZ™ Juniors 6 packs

have transitioned to PEFC-certified

cardboard punnets and trays.

PEFC is the Programme for the

Endorsement of Forest Certification and is

a leading global alliance of national forest

certification systems which promotes

sustainable forest management through

independent third-party certification.

T&G is transitioning all of its global grape

shipping cartons from styrofoam to fully

recyclable corrugated cardboard. Orchard

Rd started with the majority of its United

States grapes when it launched in Asia, and

this will be followed by the Australian and

South American grape seasons.

QUARTERLY PACKAGING

FORUM

T&G has established a quarterly internal

packaging forum. The forum aims to better

understand current packaging materials,

share global innovations in produce

packaging, and provide a forum to discuss

market pressures and opportunities.

CONSUMER AWARENESS

T&G was identified as a brand leader in

sustainability in the 2019 Colmar Brunton

Better Futures Report.

The report is an annual survey of attitudes

towards sustainability, and highlights

the value New Zealanders place on their

natural environment. Of the 1,000 people

surveyed, when prompted, 68% named

T&G as a brand leader in sustainability.

An example of the Company’s commitment

to sustainability was the 2018 introduction

of new cardboard punnets for its Beekist®

tomato brand, removing 5.5 million plastic

punnets from supermarket shelves - or 100

tonnes less plastic that Kiwis take home

every year.

Packaging is vital for protecting fresh produce and

keeping it safe and fresh. It is also a component of

T&G’s direct and indirect waste.

The Company aims to minimise the impact of

packaging by being resource efficient and embracing

low impact materials made from renewable and

recyclable resources.

RESPONSIBLE

PACKAGING

PERCENTAGE OF PACKS (SKUS)

THAT ARE RENEWABLE

RENEWABLE ONLY

RENEWABLE &

NON-RENEWABLE

NON-RENEWABLE ONLY

UNKNOWN

58%

29%

8%

5%

PERCENTAGE OF PACKS (SKUS)

THAT ARE RECYCLABLE

RECYCLABLE

CONDITIONALLY

RECYCLABLE*

NON-RECYCLABLE

UNKNOWN

27%

46%

20%

7%

®

*Recycling facilities exist but are not available curbside.

KAITIAKITANGA

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 35

PROMOTING THE USE OF
BENEFICIAL INSECTS

Insects, such as whitefly, are an ongoing

threat to the health of tomato plants. To

reduce whitefly populations and increase

local populations of beneficial insects

(enemies of whitefly), the Company

has planted ‘insectary’ plants, including

Buckwheat, Phacelia and Alyssum.

Insectary plants are plants with high

volumes of quality nectar or pollen which

make them highly attractive food sources

for beneficial insects. These plants are

being established on land surrounding

tomato glasshouses to attract a diversity

of beneficial insects and increase their

population, longevity and effectiveness.

Inside the glasshouses, a small innovation

is making a big difference. Yellow bug

tape has been used as a natural deterrent

directly above the crops for some time and

now additional tape is being placed at the

end of the rows of crop to target whitefly,

which has already led to a notable decrease

in populations.

T&G is committed to lower impact and smarter growing

by harnessing innovation and increasing efficiencies

with its resources. To do this, the Company is currently

focused on three key areas: promoting and increasing

the use of beneficial insects; increasing water use

efficiency; and improving soil quality and structure.

INCREASING WATER

SELF-SUFFICIENCY

A number of T&G’s glasshouses utilise

water capture systems from the roof,

coupled with water recycling systems to

minimise their demand for water.

In 2019, as part of a continued focus

on water self-sufficiency, the Ohaupo

glasshouse invested in a water reservoir

on-site. This enabled the site to minimise

water required from the local water

scheme and supported its ability to recycle

water from the glasshouse.

LOWER INPUT,

SMARTER

GROWING

Buckwheat growing at T&G's

tomato glasshouses.

KAITIAKITANGA

36 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

T&G protects its waterways by using
barriers, setbacks, buffers and riparian

planting, and protects local biodiversity

by implementing integrated pest

management, supporting pollination

services and bee-safe protocols.

INTEGRATED PEST

MANAGEMENT

Its orchards utilise Integrated Pest

Management technology. This reduces the

application of agrichemicals by spraying

only when the number of pests exceeds

prescribed thresholds, thereby minimizing

the risk of the pest adapting to the spray

and protecting local biodiversity. The

pesticides used do not harm natural

predators of the targeted pests, and

monitoring is undertaken for the presence

of pests and diseases on the crops.

In 2019, T&G made further improvements

to its approach for controlling apple leaf

curling midge, a pest to New Zealand

apples. The approach involves luring

midge directly to an insecticide by applying

pheromones at the base of each tree. If the

results from these trials are positive, the

Company hopes to further reduce usage of

agrichemical control for the pest.

To improve the utilisation of pollination

services, T&G supported Plant & Food

Research to assess the role insects

(other than managed honeybees) play

in the pollination of New Zealand apple

orchards. Pollinator diversity is known

to improve yields in many crops because

different insects can be more active when

honeybees aren’t active. Utilising T&G’s

JAZZ™ orchards in the Hawke’s Bay and

Nelson, the study found the presence of

bumble bees, other bee species, flies and

beetles. The next steps will assess their

efficiency as pollinators and determine

whether there are potential strategies

available to boost their numbers.

T&G’s business relies on healthy soil and waterways,

so protecting and giving back to the land is critical.


A key part of this is land management which supports

biodiversity. The Company’s target is to keep its water

clean and pollinators healthy.

PROTECT &

CONSERVE

OUR HABITATS

KAITIAKITANGA

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 37

Shane O'Brien (T&G) fourth from left, visiting banana growers in Ecuador.
T&G is aware that socially responsible

sourcing is an increasingly important

commercial driver for large retailers. While

price and fruit quality remain the leading

considerations for buyers, increasingly,

they look at sustainable environmental and

labour practices.

THIRD PARTY CERTIFICATION

IN SUPPLY CHAIN

Several years ago, the T&G New

Zealand apple business achieved Sedex

membership for all packers. Sedex

supports companies to improve their

responsible and sustainable business

practices, and to source responsibly.

This year, the Company has increased

the number of growers utilising Sedex to

meet customer requirements for both the

Self-Assessment Questionnaire and Farm

Sustainability Assessment compliance

under Sedex.

Over the past two years, T&G has also

ensured all apple growers have GRASP

certification. The Company proactively

works with its customers to meet their

certification requirements.


BEYOND CERTIFICATION –

ACTIVE ENGAGEMENT WITH

SUPPLIERS

In November 2019, T&G’s Head of Imports,

Shane O’Brien, visited the All Good

Organics banana growers in El Guabo,

Ecuador.

All Good Organics is a New Zealand

organisation that has been importing

sustainably grown bananas directly from

small, independent growers for nine years.

Through All Good Organics, New Zealand

consumers pay a small premium for the

bananas which is returned to the grower

communities to fund social projects.

During the trip, Shane and the All Good

Organics founders visited grower farms,

met their families and witnessed first-hand

the positive impact that the social projects

are having on the communities. The

New Zealand group visited Escuela fiscal

mixta Francia, a school that the All Good

Fairtrade Premium has supported. The

visit was marked with the opening of a new

classroom. Other key social projects visited,

included a plastic recycling centre and a

bio plant - a site that manufactures organic

pesticide made from natural resources.

Socially responsible sourcing is caring for the welfare

and safety of all workers across the supply chain. It’s

about being aware of the impact a business has on

the world beyond its own operations, and making

sure products and services are produced and sourced

ethically and sustainably throughout each level of the

supply chain.

SOCIALLY

RESPONSIBLE

SOURCING

KAITIAKITANGA

38 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

To help achieve this, in 2019 the Company
commissioned an independent WorkSafe

SafePlus review, which highlighted a range

of improvement areas with a particular

focus on the identification and mitigation

of key risks. At the same time, T&G also

internally reviewed its health and safety

performance and supporting framework.

The Company has since reset its health and

safety strategy based on these findings and

developed a roadmap for improvement.

The new strategy is focused on three key

areas: leadership, worker engagement and

risk management.

The ‛CARE’ programme, which is focused on

safety conversations, was introduced in the

second half of 2019. This is the first module

in an on-going programme to deliver

meaningful behavioural change throughout

the organisation and will be followed by

further modules in 2020, including incident

management and investigation.

This year, T&G also introduced a new

leadership development programme,

high performing culture principles and

reinstated key performance indicators.

Health and safety is a performance goal

metric for all operational leaders.

It also introduced autosense cameras to a

number of its truck fleet, helping its truck

drivers get home safely. The cameras can

sense if a driver’s eyes are off the road

for more than four seconds or closed for

more than one and a half seconds, alerting

the driver by vibrating the driver’s seat

and making an alarm-sound to regain

the driver’s attention. Following the trial,

the cameras will now be rolled out across

T&G’s entire fleet.

For T&G, safety is not a compliance and

process-driven exercise, it’s a change in

people’s behaviour to ensure that safety


is everyone’s responsibility.

1

Lost time injury frequency rate (LTIFR) = number of LTIs/number of hours worked x 200,000.

2

LTI = Lost time injury, MTI = Medical treatment injury, RWI = Restricted work injury

3

Total recordable injury frequency rate (TRIFR) = number of LTI+MTI+RWI/ number of hours worked 200,000

T&G is committed to addressing health and safety

as a critical priority. It is unwavering in its focus that

everyone gets home safely, every day.

20182019

LOST TIME INJURIES134137

LTIFR

1

6.27.2

RECORDABLE INJURIES

(LTI+MTI+RWI)

2

214190

TRIFR

3

9.89.9

PROTECT

& GROW

KAITIAKITANGA

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 39

The Company partners with a range of
community groups and programmes to

promote healthy nutrition and distribute

fresh produce to communities-in-need.

T&G is a proud supporter of the following

initiatives:

• 5+A Day, a charitable trust that runs a

nationwide education and promotional

campaign in New Zealand to encourage

more fresh fruit and vegetables as part

of a daily diet.

• Waste Not Kitchen. This Trust provides

healthy, nutritious soups for New

Zealand Women’s Refuges. T&G

contributes fresh vegetables to the

Trust’s kitchen for the soups.

• KiwiHarvest collects surplus food from

growers, retailers and wholesalers,

including T&G, and distributes it to


New Zealand families-in-need.

• Garden to Table is a charity that works

with thousands of New Zealand primary

school children, helping them discover

a love for fresh food by learning how

to grow, harvest, prepare and share

fresh, seasonal food. T&G is a national

supporting partner of Garden to Table.

The Company also supports the growing

horticulture industry and helps nurture

young talent via sponsorship of various

events and awards, such as the annual

Young Horticulturist of the Year and

Horticulture New Zealand’s Grower of the

Year awards.

SUPPORTING COMMUNITIES

T&G provides its employees with a

volunteer day per year to support their

community. In 2019, this opportunity was

supported by a number of employees who

took up the opportunity to help a cause

they’re passionate about.

FEEDING FAMILIES

T&G’s Australian team used their volunteer

day to pack food boxes for Foodbank

Australia. The charity is Australia’s largest

hunger-relief organisation, servicing over

2,600 charities and enabling them to provide

food to 710,000 people every month.

The team packed 13,862 kilograms of


food orders. That’s equivalent to

approximately 24,978 meals - or feeding


a family of four three meals a day, for over

five and a half years.

Every week, the Company provides fresh fruit and

vegetables to more than 120,000 New Zealand school

children in regions of high social and health need via

the Ministry of Health’s Fruit in Schools Programme.

That’s more than 23 million servings of fresh fruit

and vegetables every year. The weekly contribution

is part of T&G’s commitment to growing healthier

communities.

HEALTHY

COMMUNITIES

KAITIAKITANGA

40 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 41

42 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
PROF. KLAUS JOSEF LUTZ

CHAIRMAN & NON-INDEPENDENT DIRECTOR


Director since April 2012

Prof. Klaus Josef Lutz has been Chief Executive Officer of BayWa

Aktiengesellschaft (BayWa) since July 2008. He began his career

initially as a lawyer but soon assumed managerial positions in a

number of different sectors which enabled him to gain extensive

experience, above all in the restructuring and development of

companies.

He is a member of the supervisory boards of a number of listed

and private companies including Euro Pool System International

B.V. (chairman), RWA Raiffeisen Ware Austria AG, Unser Lagerhaus

Warenhandelsgesellschaft m.b.H and Giesecke & Devrient GmbH

(chairman).

In 2013, Prof. Lutz was appointed as an honorary professor of

Managerial Economics of Co-operative Societies at the Technische

Universität München.

BOARD OF

DIRECTORS

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 43
BENEDIKT MANGOLD

NON-INDEPENDENT DIRECTOR


Director since September 2019

Benedikt Mangold joined BayWa in 2011,

working initially in the Agricultural

Equipment Business Unit. In 2016, Benedikt

moved to New Zealand, working for T&G

Global Ltd as an export trader before

moving into the role as Head of Strategic

Planning and Transformation for T&G's

International Business Unit. Since returning

to BayWa in early 2019, Benedikt has been

recently appointed Head of Global Produce

at BayWa AG.

Mr Mangold is a director of Al Dahra BayWa

Agriculture LLC and Afrupro Investments

(Pty) Ltd.

CAROL CAMPBELL

INDEPENDENT DIRECTOR


Director since June 2010

Board committees: Chair of the Finance,

Risk and Investment Committee, Member

of the Human Resources Committee.

Carol Campbell is a Chartered Accountant

and Chartered Member of the Institute

of Directors. She was a partner at Ernst

& Young for over 25 years and has been

a professional Director for the last nine

years. Carol has extensive financial

experience and a sound understanding


of efficient board governance.

She is a director of NZ Post Limited,

Kiwibank Limited, Asset Plus Limited,

Chubb Insurance Limited and a number


of other private companies.

ANDREAS HELBER

NON-INDEPENDENT DIRECTOR


Director since April 2012

Board committees: Member of the Finance,

Risk and Investment Committee.

Andreas Helber has been BayWa’s Chief

Financial Officer since 2010. Mr Helber

began his career at KPMG in Munich where

he qualified as a tax consultant


and auditor.

Mr Helber is a member of the supervisory

boards of a number of private and

listed companies including R+V

Pensionversicherung AG, RWA Raiffeisen

Ware Austria AG, and Unser Lagerhaus

Warenhandelsgesellschaft m.b.H.

MAU WAH LIU

NON-INDEPENDENT DIRECTOR

Director since April 2017

Mau Wah Liu has more than 30 years of

experience in the produce industry and

enterprise management. In 1998, he

founded Golden Wing Mau Enterprise

Development Co. Ltd. He is the Chairman

of Golden Wing Mau Agricultural Produce

Corporation (Joy Wing Mau Group), which

he established in 2003.

Mr Liu has won numerous industry

honours and awards including receiving the

China Fruit Marketing Association Award –

Person of the Year in 2016.

RALF TOBIAS PRISKE

NON-INDEPENDENT DIRECTOR

Director since December 2017

Board committees: Member of the Human

Resources Committee.

Ralf Tobias Priske started working for

BayWa in 1998 as a member of the legal

department providing advice to the

various branches of the Company and

had a leading role in the acquisition of the

majority of the shares of T&G by BayWa

in 2012. From 2013 to 2015 he worked for

the renewable energy sector of the BayWa

Group as Deputy Legal Counsel focusing on

establishing the renewable energy business

in the US.

In July 2015 Mr Priske was appointed


as BayWa’s Company Secretary.

He is a director of Al Dahra BayWa

Agriculture LLC.

ROB HEWETT

INDEPENDENT DIRECTOR


Director since August 2018

Board committees: Chair of the Human

Resources Committee, Member of the

Finance, Risk and Investment Committee.

Rob Hewett is also chair of Farmlands


Co-operative Ltd, co-chair of Silver Fern

Farms Ltd and director and immediate past

chair of Silver Fern Farms Co-operative

Ltd. He is a director and chair-elect of

Pioneer Energy Ltd, a director of Southern

Generation Partnership Ltd, Pulse Energy

Ltd and the Lincoln University Council.

Mr Hewett holds a Master’s Degree in

Commerce and Marketing (Hons), a BCom

(Ag) Economics and is a chartered member

of the New Zealand Institute of Directors.

He won the 2019 Outstanding Contribution

to New Zealand Co-operatives award.

44 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
ROLE OF THE BOARD

The Board is responsible to shareholders

for the performance of the Company,

which includes setting the objectives

and the strategies for achieving those

objectives, identifying significant areas of

business risk and implementing policies

to deal with those risks, setting the overall

policy framework and monitoring the

continuing performance of the Company

and its management. The Board also

ensures that procedures are in place to

provide effective internal financial control.

Responsibility for the day-to-day

management of T&G is delegated by the

Board to the Chief Executive Officer (CEO).

The Board is committed to act with integrity

and expects high standards of behaviour

and accountability from all staff members.

BOARD MEMBERSHIP

There are no executive directors across the

Board but a broad mix of skills and industry

experience relevant to the guidance of the

Company’s businesses. Mrs C.A. Campbell

and Mr R.J. Hewett are independent

Directors for the purposes of the NZX

Listing Rules.

CONDUCT OF THE BOARD

The Board has adopted a formal Code

of Ethics which sets out the expected

standards of professional conduct of its

members.

The Board meets at regular intervals and

conducts its affairs to ensure matters

can be discussed openly, frankly and

confidentially. Any potential conflicts of

interest relating to Directors are identified

and disclosed. Affected Directors are

usually not permitted to vote on any

related matter where a conflict exists.

The Board operates a code of conduct

that forbids Directors and other affected

parties to deal in the Company’s shares

at any time when they are in possession

of insider information and during periods

which are deemed by the Board to be

‘closed’ periods. These closed periods

customarily include the end of the six and

12 month reporting cycles, and until such

time as profit announcements have been

publicly disclosed. Closed periods include

any additional period when the Board is

engaged in matters that are likely to have

an impact on the market value of the

shares.

BOARD ACCESS TO ADVICE

All Directors have access to the advice

and services of the Secretary to the

Board and the Board has established a

procedure whereby Directors and Board

Committees have the right, in connection

with their duties and responsibilities, to

seek independent professional advice at

the Company’s expense, with the prior

approval of the Chairman.

Independent professional advice includes

professional legal and financial advice,

but excludes any advice on the personal

interests of a Director. The Board regularly

invites key managers and Executives to

attend and present at Board meetings,

and interaction with Directors is routinely

encouraged.

BOARD COMMITTEES

The Board has two constituted

Committees, the Finance, Risk and

Investment Committee (FRIC) and the

Human Resources Committee (HRC), both

of which operate under Board approved

charters.

The FRIC meets at least three times per

year and is responsible for overseeing

compliance with statutory financial

regulations and related responsibilities,

ensuring that effective systems of

accounting and internal control are

established and maintained, overseeing

internal and external audit, and liaising

with T&G’s independent auditors. This

Committee is chaired by Mrs C.A. Campbell,

and comprises Mr R.J. Hewett and Mr

A. Helber. The FRIC members also meet

separately with the auditors as required.

The HRC is responsible for reviewing,

approving and monitoring T&G’s Health

and Safety Policy, Strategy, Annual Plan

and programme of work. This ensures the

health and safety of all those who work for

or come into contact with T&G. Additional

responsibilities include ensuring that

the remuneration strategy, policies and

practices reward fairly and responsibly

with a clear link to T&G’s strategic

objectives and corporate and individual

performance; and assisting the Board in

The Board is the governing body of T&G Global Limited

(the Company) and its subsidiary companies (T&G).

CORPORATE GOVERNANCE

succession planning for the CEO and senior

management positions which identifies and

targets individuals for development. This

Committee meets at least four times per

year and comprises Mr R.J. Hewett (chair),

Mrs C.A. Campbell and Mr R.T. Priske.

The Board has not at this stage established

a Nominations Committee owing to a belief

that director appointments are of such

significance that they should be a direct

responsibility of the full Board. This matter

is kept under review.

INTERESTS REGISTER

The Company and each subsidiary of the

Company are required to maintain an

interests register in which particulars of

certain transactions and matters involving

the Directors must be recorded. The

interests registers for the Company and its

subsidiaries are available for inspection at

its registered office.

Details of all matters that have been

entered in the interests register of the

Company by individual Directors during

the year are outlined in the statutory

information section of these accounts, and

should be read in conjunction with the

individual Directors’ profiles.

T&G MANAGEMENT

STRUCTURE

T&G’s organisational structure is focused

on its five business divisions being Apples,

International Produce, New Zealand

Produce, Processed Foods and Other.

These operations are managed separately

with direct reporting to the CEO and to the

Board which exercises overall control.

RISK IDENTIFICATION

AND MANAGEMENT

T&G has adopted a system of internal

control, based on written procedures,

policies and guidelines. To reinforce this, an

internal audit function exists that reports to

the Board through the FRIC.

The Board acknowledges that it is

responsible for the overall internal

control framework. In discharging this

responsibility the Board has in place

a number of strategies designed to

safeguard T&G’s assets and interests and

to ensure the integrity of reporting.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 45
Procedures are in place to identify areas of

significant business risk and to remediate

and effectively manage those risks. As

required, the Board obtains advice from

external advisors.

While the Board acknowledges that it

is responsible for the overall control

framework of T&G, it recognises that no

cost effective internal control system will

preclude all errors and irregularities.

DIRECTORS’ AND

OFFICERS’ INSURANCE

The Company has arranged directors’

and officers’ liability insurance covering

directors acting on behalf of the Company.

Cover is for damages, judgements, fines,

penalties, legal costs awarded and defence

costs arising from wrongful acts committed

while acting for the Company.

The types of acts that are not covered are

dishonest, fraudulent and malicious acts

or omissions; wilful breach of statute,

regulations or duty to the Company;

improper use of information to the

detriment of the Company; and breach of

professional duty.

TAX STRATEGY AND

GOVERNANCE

T&G operates within a framework

of prudent and proactive tax risk

management.

T&G’s tax strategy is focused on providing

high quality management and governance,

which results in ensuring that T&G pays

the appropriate amount of tax within each

market that it operates.

T&G implements this strategy through the

tax risk management principles within its

Risk Management Framework.

In conducting its activities in New Zealand

and offshore, T&G ensures that it:

• Complies with all relevant tax legislation

in each tax jurisdiction in which it

operates;

• Meets all its tax obligations on time;

• Pays the correct amount of tax that is

due;

• Obtains expert advice as required where

complex international transactions are

involved.

The statutory corporate tax rate in New

Zealand is 28% and on average over the

five-year period (2015 to 2019), T&G’s

effective tax rate was 22%. T&G’s average

effective tax rate is lower than the statutory

corporate tax rate in New Zealand due to

the different corporate tax rates applicable

for T&G’s subsidiaries operating in foreign

jurisdictions, and the impact of non-

deductible and non-taxable items.

46 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
Our

Business

Leads

PETER LANDON-LANE

DIRECTOR INNOVATION & TECHNICAL

As Director Innovation and Technical,

Peter leads T&G’s team responsible for

identifying and commercialising new plant

varieties and technologies. Peter joined

in April 2018 as Chief Operating Officer,

having previously been CEO of Plant &

Food Research for nine years. Peter has

significant international experience, having

led Fonterra businesses in Europe, Japan

and Taiwan. Earlier in his career he served

as the New Zealand Trade Commissioner in

the Philippines and in Beijing.

HEATHER KEAN

DIRECTOR PEOPLE & CULTURE

Heather joined T&G as Director People

& Culture in June 2018, with overall

responsibility for shaping the change

programme to transform T&G into a high

performance organisation. Heather also

leads the Health & Safety function at T&G.

With over thirty years of HR experience,

she deeply understands the role of

organisational culture in driving business

success. Previously, Heather was Head of

HR with Goodman Fielder NZ, and before

that Director Global HR at Fonterra. She

was a founding partner of New Zealand

recruitment agency, Pohlen Kean.

RACHEL STOTTER

DIRECTOR INTERNATIONAL SALES

As Director International Sales, Rachel

leads an international sales team who

sell apples, grapes, berries and a number

of other categories into more than 40

countries. She joined T&G in March 2019,

having previously been Head of Sales

and General Manager Dairy Category at

Goodman Fielder New Zealand. Prior to

that, Rachel held a number of sales and

transformation roles across a ten-year

period with Fonterra, including Director

New Zealand Ingredients and General

Manager Sales Excellence.

BASTIAN VON STREIT

CHIEF FINANCIAL OFFICER

Bastian joined T&G as Chief Financial

Officer from his homeland Germany in

October 2018. He leads T&G’s global

finance team across 12 countries.

Previously, he was Head of Group

Accounting at parent company BayWa AG,

and Director of Finance and Accounting

at Willy Bogner GmbH & Co KGaA in

Munich, responsible for financial and

group accounting, credit control, taxes and

treasury. Bastian is a graduate of Ludwig

Maximilians University in Munich.

GARETH EDGECOMBE

CHIEF EXECUTIVE OFFICER

Gareth joined T&G as Chief Executive

Officer in July 2018. He has extensive

experience in business turnarounds,

building high performing teams and

developing brands across the Asia Pacific

region. Prior to joining T&G he was CEO of

Comfort Group, President of the Campbell

Soup Company for the Asia Pacific region,

and President of The Coca-Cola Company’s

South Pacific business. A former general

manager of Puhoi Valley Cheese, Gareth

has also served on the board of the

Australian Food and Grocery Council.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 47
ANDREW KEANEY

MANAGING DIRECTOR NZ PRODUCE

As Managing Director New Zealand

Produce, Andrew leads a team responsible

for partnering with domestic and

international growers and customers to

provide year-round fresh, safe, sustainable

produce to New Zealand and global

consumers. Andrew joined T&G in May

2014 with extensive experience in the

industry, having previously held senior

roles with Foodstuffs New Zealand,

Freshmax and Primor Produce.

JODI REDDELL

DIRECTOR CATEGORY & MARKETING

Jodi is responsible for driving the growth

for T&G’s apple category and its premium

brands, including JAZZ™ and Envy™, along

with building new global categories in

blueberries and grapes. Prior to joining

in May 2019, Jodi was Global Senior

Marketing Director - McVities for United

Biscuits/pladis, based in London. She has

previously worked with both GSK and

Frucor Suntory as Regional Marketing

Director Asia (Beverages) and Category

Marketing Manager China and Asia Pacific

for Lucozade and Ribena.

TIM CLARKSON

DIRECTOR STRATEGY

Tim joined T&G as Director Strategy in

November 2013, with responsibility for

the Company’s group strategy, M&A

investments, divestments, joint ventures

and sustainability. He leads a team focused

on building long term growth for T&G’s

key produce categories and major trading

activities in domestic and international

markets. Previously, Tim was Executive

Director, Leader M&A with EY, and held

senior roles with KPMG, Interesource and

Kaupthing Singer & Friedlander.

MONIQUE MALLON

DIRECTOR IT

Monique joined T&G in September 2018,

and has more than 25 years’ experience in

IT and large-scale business transformation

programmes. Having spent nine years as

a senior consultant and 14 years working

in lead roles with New Zealand businesses,

Monique understands the need to deliver

value through robust technology solutions

which enable businesses to achieve their

strategic objectives.

ADRIENNE SHARP

HEAD OF CORPORATE AFFAIRS

Adrienne joined T&G in January 2020 and

has overall responsibility for protecting

and enhancing T&G’s reputation with

its stakeholders. She leads internal and

external communications, government

and industry engagement, and brand

marketing. Adrienne has previously held

senior communications roles at Fonterra,

including General Manager Innovation

Communications and General Manager

News and Content. Prior to that, she was

the Australian Managing Director for

Baldwin Boyle Group.

CRAIG BETTY

DIRECTOR OPERATIONS

Craig joined T&G as Director Operations in

October 2019. Based at its Hawke's Bay site

at Whakatu, Craig is responsible for leading

T&G’s apple business, including its growing,

packing and distribution operations. Prior

to this, he was Chief Operating Officer

for Westland Milk Products, and General

Manager Operations for Fonterra. Craig

has extensive operations and supply chain

management experience across a broad

range of industries, including agribusiness.

48 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
AUDITORS

Deloitte has continued to act as the principal auditor of T&G and

has undertaken the audit of the financial statements for the year

ended 31 December 2019.

DIRECTORS’ LOANS

No director is in receipt of any loans from T&G.

DIRECTORS’ REMUNERATION

The following persons held office as director during the year.

Remuneration paid or accrued included incentive payments,

vehicles, superannuation and other benefits, where applicable.


On top of fees, directors also receive an annual travel allowance

of $1,000.

12 MONTHS TO 31 DECEMBER 2019

DIRECTORS OF T&G$’000

Prof. K.J. Lutz45

C.A. Campbell (director fees)93

C.A. Campbell (Committee work)11

A. Helber36

R.J. Hewett (Director fees)93

R.J. Hewett (Committee work)3

M.W. Liu36

R.T. Priske36

B.J. Mangold (appointed on 6 September 2019)12

C.U.G. Bell (resigned on 31 July 2019)21

DIRECTORS AND OFFICERS COMPOSITION

At 31 December 2019 the gender composition of T&G’s directors

and officers was as follows:

MALEFEMALE

Directors61

Officers64

EMPLOYEE REMUNERATION

T&G paid remuneration including benefits in excess of $100,000 to

employees (other than directors) during the 12 months. The salary

banding for the employees is disclosed in the following table:

12 months to 31 December 2019

NUMBER OF EMPLOYEES

$’000 NZD EQUIVALENT20192018

100-1104535

110-1203334

120-1302220

130-1402221

140-1501922

150-1601728

160-170109

170-18067

180-19098

190-20086

200-21045

210-22054

220-23022

230-24045

240-25012

250-26021

260-270-3

270-2803-

280-29013

290-300-2

300-3103-

320-330-3

330-34021

340-35011

350-36012

360-370-1

370-3802-

380-390-1

400-410-3

420-4302-

440-450-1

450-4601-

460-4701-

470-4801-

480-4902-

570-580-2

1,260-1,270-1

1,300-1,3991-

Total230233

STATUTORY INFORMATION

The current year total remuneration spread takes into account

the impact of exchange rate movements on employees paid in

foreign currencies.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 49
The NZX granted the Company a waiver

from the previous listing rule 5.2.3 under

the following conditions:

• The waiver, its conditions, and its effect

on the Companyʼs shareholders are

disclosed in each annual report for the

year upon which it was relied; and

• The Company notifies the NZX if there

are any material changes to its spread.

On 19 November 2018, NZX granted a class

ruling to all issuers transitioning to the new

listing rules. Pursuant to this class ruling,

waivers granted prior to 1 January 2019 will

continue to have effect from a transitioning

issuer’s transition date to 30 June 2020, in

respect of the application of such waivers

and/or rulings to the comparable new

listing rule.

The Company was notified by NZX that new

listing rule 1.1.1(b)(ii) (being the equivalent

to the previous listing rule 5.2.3) only

applies to new issuers. Therefore, as an

existing issuer, the Company is not subject

to the quotation thresholds.

Therefore, the existing waiver will not be

re-documented and, from 30 June 2020, the

Company will not be relying on the waiver

described above.

SUBSTANTIAL

SHAREHOLDERS

The following information is given

pursuant to Section 26 of the Security

Markets Act 1988.

The following parties are recorded by

the Company as at 30 January 2020

as substantial security holders in the

Company, and have declared the following

relevant interest in voting securities under

the Securities Markets Act 1988:

BayWa Aktiengesellschaft90,671,206

Wo Yang Limited24,496,386

The total number of voting securities

issued by the Company as at 30 January

2020 was 122,543,204.

CEO REMUNERATION

The CEO remuneration consists of fixed

remuneration, short-term incentive and

long-term incentive.

Fixed remuneration

Mr Edgecombe received remuneration of

$1,327,199 during the 2019 Financial Year.

This amount includes employer kiwisaver

contributions, a vehicle allowance and

the balance of a signing bonus which was

payable at the first anniversary of his

employment. His base salary for 2019


was $884,000.

Short term incentive

Subject to the achievement of profitability

targets set by the Board at the start of each

year, Mr Edgecombe will be entitled an

annual bonus of up to 40% of base salary.

This bonus can be over and underachieved

with a maximum payment of 150%.

Long term incentive (LTI)

Mr Edgecombe will be entitled to

participate in a LTI scheme set by the

Board, based on an earnings before

interest and tax growth plan. The fulfilment

of 100% of the goals under the scheme will

entitle Mr Edgecombe to a LTI payment of

50% of his base salary.

From 2020, the LTI payment will partially

vest in year three (50%) and close out in

year five (50%). No bonus will be paid if the

achievement rate is less than 90% and the

maximum amount is capped at 150%.

DIRECTORS

SHAREHOLDINGS

As at 31 December 2019, no current

directors or parties associated with current

directors held ordinary shares (2018: nil).

There were no share transactions during

the year ended 31 December 2019 in which

directors held 'relevant interests'.

INDEMNIFICATION AND

INSURANCE OF DIRECTORS

AND OFFICERS

The Company indemnifies all Directors

named in this report, and current and

former executive officers of T&G against

all liabilities (other than to the Company

or members of T&G) which arise out of

the performance of their normal duties

as Director or executive officer, unless the

liability relates to conduct involving lack of

good faith. To manage this risk, T&G has

indemnity insurance. The total cost of this

insurance including directors and officers

of offshore companies during the 12

months was $38,500 (2018: $35,000).

INFORMATION USED

BY DIRECTORS

No member of the Board of the Company,

or any subsidiary, issued a notice

requesting to use information received in

their capacity as director which would not

otherwise have been available to them.

INTERESTED

TRANSACTIONS

No directors disclosed the existence of

any transactions with T&G during the 12

months in which they held an interest.

NZX WAIVER FROM

LISTING RULE 5.2.3

The Company was granted a waiver from

the previous NZX listing rule 5.2.3 on 23

April 2012. NZX listing rule 5.2.3 provided

that an issuerʼs securities would generally

not be considered for quotation on the

NZX unless those securities were held by

at least 500 members of the public holding

at least 25% of the number of securities of

that class issued, and those requirements

were maintained, or the NZX was otherwise

satisfied that the issuer would maintain

a spread of security holders sufficient to

ensure a sufficiently liquid market in the

class of securities.

The Company required a waiver from

the previous listing rule 5.2.3 as BayWa

Aktiengesellschaft and Wo Yang Limited are

not considered members of the public for the

purposes of the listing rules and, therefore,

less than 25% of the quoted securities of T&G

are held by members of the public.

50 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
20 LARGEST SHAREHOLDERS

as at 30 January 2020

NAMEUNITS

% OF ISSUED

CAPITAL

BayWa Aktiengesellschaft 90,671,20673.99%

Wo Yang Limited 24,496,38619.99%

National Nominees New Zealand Limited 1,232,0781.01%

Bartel Holdings Limited 1,172,9970.96%

HSBC Nominees (New Zealand) Limited 400,7330.33%

R.J. Turner, C.E. Turner, Redoubt Trustees Limited & Evans Penell Trustees Limited 202,6890.17%

FNZ Custodians Limited 127,4790.10%

BNP Paribas Nominees (NZ) Limited 125,1700.10%

H.J. Goodwin 117,9860.10%

S.J. Turner, C.M. Turner & D.H. Turner 113,6960.09%

Tribal New Zealand Traders Limited 108,3740.09%

L.R. Hotham101,4820.08%

A.E. Waite 100,8020.08%

Tribal Nominees Limited 98,5350.08%

P.J.S. Rowland93,5070.08%

Aotearoa Rental Enterprises Limited 82,5000.07%

TEA Custodians Limited Client Property Trust Account80,7370.07%

M.C. Goodson, D.D. Perron, Goodson & Perron Independent Trustee Limited 79,3390.06%

R.M. Scott 63,4940.05%

Penmaen Limited 60,0000.05%

Total119,529,19097.54%

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 51
SPREAD OF SECURITY HOLDERS

as at 30 January 2020

RANGE

TOTAL

HOLDERS

% OF TOTAL

HOLDERSUNITS

% OF ISSUED

CAPITAL

1 to 499

6311.50%15,4950.01%

500 - 999

7814.23%57,0450.05%

1,000 - 1,999

11520.99%156,5220.13%

2,000 - 4,999

10619.34%334,0390.27%

5,000 - 9,999

7714.05%528,0730.43%

10,000 - 49,999

8615.69%1,762,1461.44%

50,000 - 99,999

101.83%718,8060.59%

100,000 - 499,999

91.64%1,398,4111.14%

500,000 - 999,999

----

1,000,000 and above

40.73%117,572,66795.94%

Total

548100%122,543,204100%

DOMICILE OF SHAREHOLDERS

as at 30 January 2020

LOCATION

TOTAL

HOLDERS

% OF TOTAL

HOLDERSUNITS

New Zealand 52295.26%7,261,382

Australia 162.92%65,014

Hong Kong 30.55%24,502,941

United Kingdom20.36%5,247

Germany 20.36%90,693,154

Malaysia 10.18%11,716

United States of America

10.18%2,750

Singapore 10.18%1,000

Total

548100.00%122,543,204

52 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
INDEPENDENT

AUDITOR’S REPORT

TO THE SHAREHOLDERS OF T&G GLOBAL LIMITED

OpinionWe have audited the consolidated financial statements of T&G Global Limited and its subsidiaries (the ‘Group’),

which comprise the consolidated balance sheet as at 31 December 2019, and the consolidated income

statement, 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 58 to 119, present fairly,

in all material respects, the consolidated financial position of the Group as at 31 December 2019, and its

consolidated financial performance and its consolidated 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 opinionWe 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.

Other than in our capacity as auditor including the provision of audit related services, the provision of whistle

blower hotline services, and administration of the corporate tax payer group of which the Group is a member,

we have no relationship with or interests in the Company or any of its subsidiaries. These services have not

impaired our independence as auditor of the Company and Group.

Audit materialityWe 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.

Based on our professional judgement, we determined the quantitative materiality for our audit of the Group’s

financial statements as a whole to be $7.0 million.

Key audit mattersKey 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.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 53
Key audit mattersHow our audit addressed the key audit matters

Valuation of Biological Assets (Note 8)

The Group’s biological assets of $22.6 million (2018: $28.2 million)

predominantly represent produce such as apples, grapes, citrus

fruit and tomatoes growing on bearer plants (e.g. trees and vines)

at balance date.

Biological assets are measured at fair value less estimated point-

of-sale costs. This is determined by the Group using discounted

cash flow models.

The valuation of biological assets is a key audit matter due to the

subjective judgements and assumptions in the valuation models,

many of which are specific to the present location and condition of

the asset and therefore unobservable in the market. As disclosed

in Note 8 of the Group’s financial statements, these unobservable

inputs and assumptions include the forecast production per

hectare per annum by weight, prices expected to be received

per season, costs expected to be incurred and a discount rate

reflecting the risks inherent in growing the crops.

The discount rate takes into account the risk of unknown adverse

events including natural events, the possible impact of diseases

and other adverse factors that may impact the quality, yield or

price of the crop.

We held discussions with management to understand if there

were changes in market or environmental conditions, or

other risks inherent in the current crop valuations. Our audit

procedures were focused on the higher value biological assets,

or where in our professional judgement there is a greater level of

uncertainty associated with the cash flow forecasts.

We engaged our internal valuation specialist to consider whether

the valuation methods applied were reasonable.

We compared the forecast production per hectare, forecast

prices, and forecast costs to the approved budgets for the

relevant fruit growing activities, and assessed the historical

accuracy of the Group’s forecasts.

With input from our internal valuation specialist, we assessed

the discount rates assumed in the model and evaluated changes

from the prior year. We also performed sensitivity analysis to

assess the impact that a change in the discount rate has on the

valuation of the biological assets.

We checked the mechanical accuracy of the discounted cash flow

models.

Valuation of Land and Improvements and Buildings (Note 9)

Commercial and orchard land, improvements and buildings (‘land

and buildings’) of the Group amounting to $259.3 million (2018:

$276.9 million) are measured at fair value less accumulated

depreciation and impairment losses at balance date. Revaluations

are performed with sufficient regularity to ensure that the carrying

amount does not differ materially from the fair value. Land and

buildings have been revalued this year and have increased by

$61.8 million.

As disclosed in Note 9, land and buildings were valued using a

combination of market comparison, income capitalisation and

depreciated replacement cost methodologies.

The valuation of land and buildings is a key audit matter because

changes to key assumptions used in the valuation methods

could have a material impact on the carrying amount of land and

buildings, with changes recognised in either other comprehensive

income or profit or loss, as appropriate.

Our procedures have focused on the appropriateness of

the valuation methodologies and the reasonableness of the

underlying inputs and assumptions.

We obtained an understanding of the Group’s process for


valuing the commercial and orchard land and buildings as at

31 December 2019.

We evaluated the independence and competence of the Group’s

external valuers engaged to perform the valuation of land and

buildings.

On a sample basis:

• We considered whether the underlying assumptions used by

the external valuers were consistent with our knowledge of

the properties in their specific locations; and

• We compared capitalisation rates used to market reports to

check that those rates were within reasonable range of those

market reports.

We also performed sensitivity analysis to assess the robustness

of the methods used by the Group’s external valuers on valuation

of the land and buildings.

54 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
Key audit mattersHow our audit addressed the key audit matters

Adoption of new accounting standards – NZ IFRS 16

This is the first year of adoption for NZ IFRS 16: Leases (‘NZ IFRS

16’) which will require all operating leases to be recognised on

the balance sheet. At 1 January 2019, the Group recognised $58.5

million of right-of-use assets and lease liabilities on the balance

sheet so application of NZ IFRS 16 has had a significant impact on

the financial statements. The Group applied the standard using

the modified retrospective method of application.

The adoption of NZ IFRS 16 is a key audit matter because of

the significance of the right-of-use asset and lease liability

balances to the financial statements as a whole and the level of

judgement that was required when applying the requirements

of the standard to the Group’s contractual arrangements, these

judgements being:

• Determining whether extension or termination options are

reasonably certain to be exercised when identifying the lease

term, and

• Determining the incremental borrowing rate to be used to

discount each lease.

We reviewed the accounting papers prepared by management

and updated our understanding of the Group’s processes and

controls for leases with respect to NZ IFRS 16.

We obtained an understanding of the Group’s accounting policy

and assessed compliance with the requirements of NZ IFRS 16.

We obtained an understanding of how the required data has

been captured in the Group’s leasing software and how the

software was set up in order to calculate lease balances in

accordance with the standard.

We agreed a sample of leases to the original lease contract

terms or other supporting documentation. We recalculated

the expected right-of-use asset and lease liability for each of

those leases included in our sample to assess the accuracy of

management’s calculation as at 1 January 2019.

We tested completeness of management’s calculation by:

• Reconciling the Group’s existing lease commitments as at


31 December 2018 to management’s calculation;

• Selecting a sample of assets from outside the lease software

to trace through to management’s calculation; and

• Reviewing transaction level breakdowns of rent expense

general ledger accounts for any leases that should be

recognised on the balance sheet.

• We evaluated and challenged the assumptions used in

determining the impact of NZ IFRS 16 which included:

• Determining lease terms including extension options that are

reasonably certain to be exercised; and

• Assessing the appropriateness and consistency of the

incremental borrowing rate used.

We challenged the appropriateness of including extension

options by, for a sample of arrangements, assessing whether

the contract was enforceable and also whether the lessee would

be reasonably certain to exercise such options by corroborating

supporting information.

We performed sensitivity analyses over the incremental borrowing

rates applied by the Group to assess the impact that a change in

discount rate would have on the recorded lease liability.

We evaluated whether the financial statements include the

required disclosures regarding leases, including disclosures on

transition.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 55
Other informationThe directors are responsible on behalf of the Group for the other information. The other information

comprises the information in the Annual Report that accompanies the consolidated financial statements and

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.

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:

http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report.

Restriction on useThis 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.

Andrew Dick, Partner

for Deloitte Limited

Auckland, New Zealand

28 February 2020

56 | T&G GLOBAL LIMITED ANNUAL REPORT 2019

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 57
TABLE OF CONTENTS

INCOME STATEMENT 58

STATEMENT OF COMPREHENSIVE INCOME 59

STATEMENT OF CHANGES IN EQUITY 60

BALANCE SHEET 61

STATEMENT OF CASH FLOWS 62

NOTES TO THE FINANCIAL STATEMENTS 64

General information

1Basis of preparation

64

2New accounting standards, amendments and interpretations

65

Financial performance

3Segment information

69

4Revenue

71

5Other income

72

6Other expenses

73

7Taxation

75

Operating assets

8Biological assets

78

9Property, plant and equipment

81

10Intangible assets

87

Funding

11Leases

89

12Loans and borrowings

90

13Net financing expenses

92

14Capital and reserves

92

15Earnings per share

94

16Dividends

94

17Reconciliation of liabilities arising from financing activities

95

Working capital

18Trade and other receivables

97

19Inventories

100

20Trade and other payables

100

Group structure

21Investments in subsidiaries

101

22Investments in joint ventures

104

23Investments in associates

104

Other disclosures

24Investment property

107

25Related party transactions

108

26Financial risk management

109

27Derivative financial instruments

117

28Contingencies

118

29Commitments

118

30Events occurring after the balance date

119

58 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
FOR THE YEAR ENDED 31 DECEMBER 2019

INCOME STATEMENT

NOTES

2019

$’000

2018

$’000

Continuing operations

Revenue4

1,216,409

1,188,203

Other operating income5

14,299

14,939

Purchases, raw materials and consumables used

(931,807)

(917,417)

Employee benefits expenses6

(155,347)

(160,113)

Depreciation and amortisation expenses6

(37,753)

(23,246)

Other operating expenses6

(89,300)

(86,741)

Operating profit

16,501

15,625

Financing income13

748

841

Financing expenses13

(14,084)

(13,029)

Share of profit from joint ventures22

14

694

Share of profit from associates23

3,302

2,534

Other income5

3,830

6,577

Profit before income tax from continuing operations

10,311

13,242

Income tax expense 7

(3,700)

(2,848)

Profit after income tax from continuing operations

6,611

10,394

Discontinued operations

Loss for the year from discontinued operations, net of tax

-

(2,076)

Profit for the year

6,611

8,318

Attributable to:

Equity holders of the Parent

901

3,581

Non-controlling interests

5,710

4,737

Profit for the year

6,611

8,318

Profit attributable to equity holders of the Parent relates to:

Profit from continuing operations

901

5,657

Loss from discontinued operations

-

(2,076)

901

3,581

Earnings per share (in cents)

Basic and diluted earnings from continuing and discontinued operations15

0.7

2.9

Basic and diluted earnings from continuing operations15

0.7

4.6

The accompanying notes form an integral part of these financial statements.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 59
STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2019

NOTES

2019

$’000

2018

$’000

Profit for the year

6,611

8,318

Other comprehensive income

Items that will not be reclassified subsequently to profit or loss:

Gain on revaluation of property, plant and equipment:

Held by subsidiaries of the Group14

57,481

-

Loss on revaluation of investment in unlisted entity14

-

(177)

Deferred tax effect on revaluation of property, plant and equipment14

(10,505)

-

Deferred tax effect on sale of property, plant and equipment14

6,988

3,885

53,964

3,708

Items that may be reclassified subsequently to profit or loss:

Exchange differences on translation of foreign operations

(328)

(1,165)

Cash flow hedges:

Fair value loss, net of tax

(4,854)

(11,691)

Reclassification of net change in fair value to profit or loss

11,057

6,934

5,875(5,922)

Other comprehensive income / (expense) for the year59,839(2,214)

Total comprehensive income for the year 66,4506,104

Total comprehensive income for the year is attributable to:

Equity holders of the Parent 60,4071,495

Non-controlling interests6,0434,609

66,4506,104

The accompanying notes form an integral part of these financial statements.

60 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
STATEMENT OF CHANGES IN EQUITY

NOTES

Share

capital


$’000

Revaluation

and other

reserves


$’000

Retained

earnings


$’000

Total


$’000

Non-

controlling

interests


$’000

Total

equity


$’000

2019

Balance at 1 January 2019

176,357109,330114,612400,29913,321413,620

Profit for the year

- -9019015,7106,611

Other comprehensive income / (expense)

Revaluation of property, plant and

equipment

14

-57,481 -57,481 -57,481

Deferred tax effect on revaluation of

property, plant and equipment

14 -(10,505) -(10,505) -(10,505)

Deferred tax effect on sale of property, plant

and equipment

14 -6,988 -6,988 -6,988

Exchange differences on translation of

foreign operations

14 -(648) -(648)320(328)

Movement in cash flow hedge reserve

14 -6,190 -6,190136,203

Total other comprehensive income

-59,506 -59,50633359,839

Transactions with owners

Dividends

16 - - - -(5,667)(5,667)

Total transactions with owners

- - - -(5,667)(5,667)

Transfer from asset revaluation reserve due

to asset disposal

14 -(57,213)57,213 - - -

Balance at 31 December 2019

176,357111,623172,726460,70613,697474,403

2018

Balance at 1 January 2018

176,357128,764108,653413,77411,819425,593

Adjustment on initial application of NZ IFRS 9

- -(300)(300) -(300)

Adjusted balance at 1 January 2019

176,357128,764108,353413,47411,819425,293

Profit for the year

- -3,5813,5814,7378,318

Other comprehensive income / (expense)

Deferred tax effect on sale of property,

plant and equipment

14 -3,885 -3,885 -3,885

Revaluation of investment in unlisted entity

14 -(177) -(177) -(177)

Exchange differences on translation of

foreign operations

14 -(1,003) -(1,003)(124)(1,127)

Movement in cash flow hedge reserve

14 -(4,753) -(4,753)(4)(4,757)

Total other comprehensive expense

-(2,048) -(2,048)(128)(2,176)

Transactions with owners

Dividends

16 - -(14,708)(14,708)(3,107)(17,815)

Total transactions with owners

- -(14,708)(14,708)(3,107)(17,815)

Transfer from asset revaluation reserve due

to asset disposal

14 -(15,736)15,736 - - -

Transfer from revaluation reserve due to

sale of investment in unlisted entity

14 -(1,650)1,650 - - -

Balance at 31 December 2018

176,357109,330114,612400,29913,321413,620

The accompanying notes form an integral part of these financial statements.

FOR THE YEAR ENDED 31 DECEMBER 2019

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 61
BALANCE SHEET

NOTES

2019

$’000

2018

$’000

Current assets

Cash and cash equivalents

36,20836,778

Trade and other receivables

18188,574152,086

Inventories

1928,31624,515

Taxation receivable

11,84210,204

Derivative financial instruments

273,9291,864

Biological assets

822,63328,185

Total current assets291,502253,632

Non-current assets

Trade and other receivables

1821,5758,428

Derivative financial instruments

274,035884

Deferred tax assets

71,8042,302

Investments in unlisted entities

93106

Property, plant and equipment

9386,079396,546

Right-of-use assets

1160,066 -

Investment property

2415,00015,316

Intangible assets

1038,57636,597

Investments in joint ventures

224,0064,490

Investments in associates

2331,49635,380

Total non-current assets562,730500,049

Total assets854,232753,681

Current liabilities

Trade and other payables

20174,744133,875

Loans and borrowings

126,5574,159

Lease liabilities

1113,547 -

Taxation payable

2,0253,210

Derivative financial instruments

271,6805,963

Total current liabilities198,553147,207

Non-current liabilities

Trade and other payables

2042237

Loans and borrowings

1284,895146,100

Lease liabilities

1148,016-

Derivative financial instruments

275,6175,230

Deferred tax liabilities

742,70641,287

Total non-current liabilities181,276192,854

Total liabilities379,829340,061

Equity

Share capital

14176,357176,357

Revaluation and other reserves

14111,623109,330

Retained earnings

172,726114,612

Total equity attributable to equity holders of the Parent460,706400,299

Non-controlling interests13,69713,321

Total equity474,403413,620

Total liabilities and equity854,232753,681


Approved for and on behalf of the Board


Prof. K.J. Lutz C.A. Campbell

Director (Chairman) Director (Chair of Finance, Risk and Investment Committee)

The accompanying notes form an integral part of these financial statements.

AS AT 31 DECEMBER 2019

62 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
STATEMENT OF CASH FLOWS

NOTES

2019

$’000

2018

$’000

Cash flows from operating activities

Cash was provided from:

Cash receipts from customers1,220,1361,219,371

Other406406

Cash was disbursed to:

Payments to suppliers and employees(1,152,104)(1,164,258)

Interest paid(10,959)(9,128)

Income taxes paid(6,470)(7,142)

Net cash inflow from operating activities51,00939,249

Cash flows from investing activities

Cash was provided from:

Dividends received from joint ventures and associates7,6171,853

Sale of cool store and packhouse9,918 -

Sale of distribution centre -14,851

Sale of kiwifruit post-harvest and orchard assets9,77433,436

Sale of Mt. Wellington site65,000 -

Sale of processed foods business -4,799

Sale of shares in associate -3,350

Sale of other property, plant and equipment62104

Cash was disbursed to:

Purchase of property, plant and equipment9(36,422)(28,875)

Purchase of intangible assets10(3,106)(1,304)

Loans to suppliers, customers, associates, and joint ventures(15,657)(90)

Net cash inflow from investing activities37,18628,124

Cash flows from financing activities

Cash was provided from:

Net proceeds from short-term borrowings1,364 -

Proceeds from long-term borrowings -22,000

Loans from related parties5,000-

Cash was disbursed to:

Dividends paid to non-controlling interests16(5,667)(3,107)

Dividends paid to Parent's shareholders16 -(14,708)

Repayment of borrowings(65,094)(53,746)

Payment of lease liabilities(21,242) -

Deferred consideration on purchase of non-controlling interests -(1,060)

Deferred consideration on purchase of business -(593)

Bank facility fees and transaction fees(3,303)(3,721)

Other -(654)

Net cash outflow from financing activities17(88,942)(55,589)

Net (decrease) / increase in cash and cash equivalents(747)11,784

Foreign currency translation adjustment177(1,406)

Cash and cash equivalents at the beginning of the year36,77826,400

Cash and cash equivalents at the end of the year36,20836,778

The accompanying notes form an integral part of these financial statements.

FOR THE YEAR ENDED 31 DECEMBER 2019

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 63
STATEMENT OF CASH FLOWS (CONTINUED)

RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH FLOW FROM OPERATING ACTIVITIES

NOTES

2019

$’000

2018

$’000

Profit for the year

6,611

8,318

Adjusted for non-cash items:

Amortisation expense61,4701,481

Depreciation expense636,28322,063

Effective interest on deferred consideration13 - 16

Movement in deferred tax7(3,951)(4,008)

Movement in expected credit loss allowance18293131

Share of profit of joint ventures22(14)(694)

Share of profit of associates23(3,302)(2,534)

Other movements3,1063,629

33,885

20,084

Adjusted for investing and financing activities:

Bank facility and line fees3,3033,721

Gain on sale of kiwifruit post-harvest and orchard assets5(3,137)(4,814)

Gain on disposal of investment in associate5 - (120)

Gain on disposal of distribution centre5 - (1,643)

Gain on sale and leaseback of cool store5(693) -

Net gain from reversal of previous property, plant and equipment

revaluation changes through profit and loss

5

(4,419)

(600)

Loss on sale of other property, plant and equipment6

2,327

2,077

Fair value adjustment of investment property24316 -

Impairment of loans to associates791 -

(1,512)

(1,379)

Impact of changes in working capital items net of effects of non-cash

items, and investing and financing activities

(Increase) / decrease in debtors and prepayments(35,915)4,021

Decrease / (increase) in biological assets5,552(1,138)

Increase / (decrease) in creditors and provisions49,012(2,333)

(Increase) / decrease in inventories(3,801)12,583

(Increase) in net taxation receivable(2,823)(907)

Total12,02512,226

Net cash inflow from operating activities51,00939,249

The accompanying notes form an integral part of these financial statements.

64 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS


GENERAL INFORMATION

This section describes the principles and general accounting policies

used in the preparation of the financial statements. Accounting

policies that relate to specific line items on the income statement

and balance sheet are described in their respective notes.

1. BASIS OF PREPARATION

REPORTING ENTITY AND STATUTORY BASE

T&G Global Limited (the Parent) and its subsidiary companies (the

Group), are recognised as one of New Zealand’s leading growers,

distributors, marketers and exporters of premium fresh produce.

Key categories for the Group include apples, grapes, berries, citrus

(lemons, mandarins and navel oranges) and tomatoes.

These consolidated financial statements presented are for the

Group which comprises the Parent and its subsidiaries, joint

ventures and associates as at 31 December 2019.

The Parent is registered in New Zealand under the Companies Act

1993 and is a FMC Reporting Entity under the Financial Market

Conducts Act 2013, and the Financial Reporting Act 2013.

The Parent is a limited liability company incorporated and

domiciled in New Zealand and is listed on the New Zealand Stock

Exchange. The address of its registered office is 1 Clemow Drive,

Mount Wellington, Auckland.

BayWa Aktiengesellschaft (the Ultimate Parent) is the ultimate

parent of the Group and is based in Munich, Germany.

STATEMENT OF COMPLIANCE

These consolidated financial statements have been prepared in

accordance with New Zealand Generally Accepted Accounting

Practice (NZ GAAP). They have been prepared in accordance with

New Zealand equivalents to International Financial Reporting

Standards and other applicable New Zealand Financial Reporting

Standards as appropriate for profit-oriented entities (NZ IFRS), and

International Financial Reporting Standards (IFRS).

These consolidated financial statements are expressed in New

Zealand dollars which is the presentation currency of the Group.


All financial information has been rounded to the nearest

thousand ($’000) unless otherwise stated.

MEASUREMENT BASIS

The measurement basis adopted in the preparation of these

consolidated financial statements is historical cost except for

certain assets and liabilities, identified in specific accounting

policies, which are stated at fair value.

BASIS OF CONSOLIDATION

In preparing these consolidated financial statements, subsidiaries

are fully consolidated from the date on which the Group gains

control until the date on which control ceases. All intercompany

transactions, balances, income and expenses between the Group’s

companies are eliminated. Accounting policies of subsidiaries, joint

ventures and associates have been aligned where necessary to

ensure consistency with policies adopted by the Group.

The Group applies the acquisition method to account for business

combinations. The consideration transferred for the acquisition of

a subsidiary is the fair value of the assets transferred, the liabilities

incurred to the former owners of the acquiree and the equity

interests issued by the Group. The consideration transferred

includes the fair value of any asset or liability resulting from a

contingent consideration arrangement.

Identifiable assets acquired, and liabilities and contingent liabilities

assumed in a business combination are measured initially at fair

values at the acquisition date. The Group recognises any


non-controlling interest in the acquiree on an acquisition-by-

acquisition basis, either at fair value or at the non-controlling

interest’s proportionate share of the recognised amounts of the

acquiree’s identifiable assets.

Acquisition related costs are expensed as incurred.

If the business combination is achieved in stages, the acquisition

date fair value of the acquirer’s previously held equity interest in

the acquiree is initially remeasured at fair value at the acquisition

date through profit or loss.

Goodwill is initially measured as the excess of the aggregate of the

consideration transferred and the amount of any non-controlling

interest and fair value of the acquirer’s previously held interest

(if any) over the net identifiable assets acquired and liabilities

assumed. If this consideration is lower than the fair value of the

net assets of the subsidiary acquired, the difference is recognised

in profit or loss.

BASIS OF ACCOUNTING

Significant accounting policies are set out within the notes to which

those policies are applicable and are designated with a

symbol.

All other significant accounting policies are set out on the following

page. Other than the first time adoption of NZ IFRS 16 Leases (NZ

IFRS 16) (refer Note 2) and early adoption of the amendments to

NZ IAS 1 Presentation of Financial Statements (NZ IAS 1), there have

been no changes made to accounting policies during the year.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 65
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

1. BASIS OF PREPARATION (CONTINUED)

FOREIGN CURRENCY TRANSLATION

The assets and liabilities of the Group’s subsidiaries that do

not have New Zealand dollars as their functional currency are

translated to New Zealand dollars at foreign exchange rates

ruling at balance sheet date. The revenues and expenses of these

foreign operations are translated to New Zealand dollars at rates

approximating the foreign exchange rates ruling at the dates of the

transactions. Exchange differences arising from the translation of

foreign operations are recognised in other comprehensive income

and accumulated in the foreign currency translation reserve.

Non-monetary assets and liabilities that are measured at historical

cost in a foreign currency are translated using the exchange rate

on the date of the transaction. Non-monetary assets and liabilities

denominated in foreign currencies that are stated at fair value are

translated to New Zealand dollars at the foreign exchange rate on

the dates that the fair value was determined.

FAIR VALUE ESTIMATION

Where fair value measurement has been applied, a symbol

designates the paragraph describing the valuation method used.

The Group uses various valuation methods to determine the fair

value of certain assets and liabilities. The inputs to the valuation

methods used to measure fair value are categorised into three

levels:

• Level 1: Quoted prices (unadjusted) in active markets for

identical assets or liabilities.

• Level 2: Inputs other than quoted prices included within level

1 that are observable for the asset or liability, either directly

(that is, as prices) or indirectly (that is, derived from prices).

• Level 3: Inputs for the asset or liability that are not based on

observable market data (that is, unobservable inputs).

GOODS AND SERVICES TAX (GST)

The income statement, statement of comprehensive income

and statement of cash flows have been presented with all items

exclusive of GST. All items in the balance sheet are stated net

of GST, except for receivables and payables, which include GST

invoiced.

CRITICAL ACCOUNTING ESTIMATES AND

JUDGMENTS

The Group makes estimates and judgments concerning the future.

The resulting accounting estimates may, by definition, not equal

the related actual results. The estimates and judgments that have

a potential risk of causing a material adjustment to the carrying

amounts of assets and liabilities within the next financial year

are discussed within the notes to which those judgments are

applicable and are designated with a

symbol.

Area of estimate

and judgement

Note

Fair value of biological assetsNote 8 Biological assets

Valuation of property, plant

and equipment

Note 9 Property, plant

and equipment

Carrying value of intangible

assets

Note 10 Intangible assets

Calculation of lease liabilitiesNote 11 Leases

2. NEW ACCOUNTING STANDARDS, AMENDMENTS

AND INTERPRETATIONS

NEW STANDARDS, AMENDMENTS AND

INTERPRETATIONS ADOPTED IN THE

CURRENT YEAR

The Group adopted NZ IFRS 16 and early adopted the amendment

to NZ IAS 1 during the current reporting period. As a result of these

adoptions, the Group had to change its accounting policies and

make certain adjustments as disclosed below.

NZ IFRS 16 Leases (NZ IFRS 16)

NZ IFRS 16 is effective for annual periods beginning on or

after 1 January 2019. The standard deals with the recognition,

measurement, presentation and disclosure of leases and replaces

the guidance in NZ IAS 17 Leases (NZ IAS 17). The new standard

introduces a single model for lessees which recognises all leases

on the balance sheet through an asset representing the rights to

use the leased item during the lease term and a liability for the

obligation to make lease payments. This removes the


distinction between operating and finance leases and aims to

provide users of the financial statements relevant information to

assess the effect that leases have on the balance sheet, income

statement and cash flows of the reporting entity.

Lessor accounting remains largely unchanged from NZ IAS 17 for

the Group.

The Group reviewed leases where the Group is the lessee and

these leases primarily relate to leases for commercial properties,

glasshouses, orchard land, motor vehicles and plant and

machinery.

The Group adopted NZ IFRS 16 using the modified retrospective

approach with the right-of-use (ROU) asset being equal to the

lease liability as at commencement date for all existing leases on 1

January 2019. The Group has made use of the practical expedient

available on the transition to NZ IFRS 16 and has chosen not to

reassess whether a contract is or contains a lease. Accordingly, the

definition of a lease in accordance with NZ IAS 17 will continue to

be applied to those leases entered or modified before 1 January

2019. Comparative numbers have not been restated.

The ROU assets are subsequently depreciated using the straight-

line method over the shorter of the estimated useful lives of the

ROU assets or the remaining estimated lease term.

66 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

2. NEW ACCOUNTING STANDARDS, AMENDMENTS

AND INTERPRETATIONS (CONTINUED)

NEW STANDARDS, AMENDMENTS AND

INTERPRETATIONS ADOPTED IN THE

CURRENT YEAR (CONTINUED)

NZ IFRS 16 Leases (NZ IFRS 16) (continued)

The estimated useful lives of ROU assets are determined on the

same basis as similar owned assets within property, plant and

equipment. An additional depreciation expense of $15.9 million

has been recognised in relation to the adoption of NZ IFRS 16.

Lease liabilities are initially measured at the present value of the

unpaid lease payments at the commencement date, discounted

using a discount rate.

Lease incentives are recognised as part of the measurement of

the ROU assets and lease liabilities whereas under NZ IAS 17 they

resulted in the recognition of a lease incentive liability, amortised

as a reduction of rental expense on a straight-line basis.

Under NZ IFRS 16, ROU assets are tested for impairment in

accordance with NZ IAS 36 Impairment of Assets. This replaces the

previous requirements to recognise a provision for onerous leases.

The main difference between NZ IFRS 16 and NZ IAS 17 with

respect to assets formerly held under a finance lease is the

measurement of residual value guarantees provided by a lessee to

a lessor. NZ IFRS 16 requires the Group to recognise as part of its

lease liability 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 financial

statements.

Key judgment areas in applying the new standard are:

• The use of discount rates; and

• The assessment of whether options to extend or terminate


a lease will be exercised.

Discount rates used are the Group's incremental borrowing

rates (IBR). The Group's IBR is the average of the borrowing rates

obtained from financial institutions as if the Group had purchased

the leased asset, with the term of the borrowing similar to the

lease term. The weighted average rate applied for each leased

asset class are:

Weighted average IBR %

Commercial properties5.22%

Glasshouses5.22%

Orchard land5.22%

Motor vehicles6.01%

Plant and machinery6.18%

The assessment of whether a lease contract will be extended or

terminated at the end of the lease contract is dependent on the

asset class and type. For property leases, this will be determined by

the Group's intention to exercise a contractual right of renewal at

the end of the initial lease term. For motor vehicles, an extension

of two months has been applied to all vehicles expiring in the 2019

financial year as this is the average time taken to either return the

vehicle to the lessor, or to extend the lease contract.

The Group has applied the following practical expedients when

applying NZ IFRS 16 to leases previously classified as operating

leases under NZ IAS 17:

• The use of a single discount rate to a portfolio of leases with

similar characteristics;

• Not recognising ROU assets and liabilities for leases with less

than 12 months of the lease term remaining;

• Not recognising ROU assets and liabilities if the underlying

leased asset is considered a low-value asset; and

• Relying on initial assessments of whether a lease is considered

onerous by applying NZ IAS 37 Provisions, Contingent Liabilities and

Contingent Assets (NZ IAS 37).

For short-term leases (lease term of 12 months or less) and leases

of low-value assets, the Group has opted to recognise a lease

expense on a straight-line bases as permitted by NZ IFRS 16. This

expense is presented within other operating expenses in the

income statement.

Reconciliation of lease commitments to opening lease liability

as at 1 January 2019:

$'000

Operating lease commitments at 31 December

2018

62,917

Add: leases not contained in the lease

commitments schedule

7,863

Effect of discounting using incremental

borrowing rates at 1 January 2019

(21,364)

Finance lease liabilities recognised as at 31

December 2018

348

Recognition exemption for:

- short-term leases

(130)

- low-value leases

(291)

Extension and termination options reasonably

certain to be exercised

9,117

Lease liabilities recognised at 1 January 2019

58,460

As part of the Group's adoption of NZ IFRS 16, certain operating

lease commitments were identified that were not included as part

of the 2018 financial statements. The Group has determined the

impact of this exclusion to be not material due to the size and non-

cash nature of this item. The non-disclosure had no impacts on the

balance sheet, income statement or statement of cash flows with

the only impact being in the 2018 commitments note.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 67
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

2. NEW ACCOUNTING STANDARDS, AMENDMENTS

AND INTERPRETATIONS (CONTINUED)

NEW STANDARDS, AMENDMENTS AND

INTERPRETATIONS ADOPTED IN THE

CURRENT YEAR (CONTINUED)

NZ IFRS 16 Leases (NZ IFRS 16) (continued)

Impact on the statement of cash flows for the reporting period

31 December 2019

Under NZ IFRS 16, lessees must present:

• Short-term lease payments and payments for leases of

low-value assets as part of operating activities;

• Cash payment for the interest portion of lease liability as

operating activities; and

• Cash payments for the principal portion of lease liabilities, as

part of financing activities.

Under NZ IAS 17, all lease payments on operating leases were

presented as part of cash flows from operating activities.

Consequently, for the reporting period to 31 December 2019 the

net cash from operating activities has increased by $21.2 million

and net cash from financing activities decreased by the same

amount. Comparative numbers have not been restated.

The adoption of NZ IFRS 16 did not have an impact on net cash

flows.

The Group as a lessee

The Group assesses whether a contract is or contains a lease at

inception of the contract. The Group recognises a ROU asset and a

corresponding lease liability with respect to all lease arrangements

in which it is the lessee, except for short-term leases and leases of

low-value assets where the Group recognises the lease payments

as an other operating expense on a straight-line basis over the

term of the lease.

Lease liabilities

Lease liabilities are 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 this rate cannot

be readily determined, the Group uses its incremental borrowing

rate (IBR).

Lease payments included in the measurement of the lease liability

comprise:

• Fixed lease payments, less any lease incentives;

• Variable lease payments that depend on an index or

rate, initially measured using the index or rate at the

commencement date;

• The exercise price of purchase options, if the lessee is

reasonably certain to exercise the options; and

• Payments of penalties for terminating the lease, if the lease

term reflects the exercise of an option to terminate the lease.

Lease liabilities are presented as a separate line in the balance

sheet and are subsequently measured by increasing the carrying

amount to reflect interest on the lease (using the effective interest

method) and reducing the carrying amount to reflect the lease

payments made.

The Group remeasures the lease liability if:

• The lease term has changed or there is a change in the

assessment of exercise of a purchase option, in which case

the lease liability is remeasured by discounting the revised

lease payments using a revised discount rate;

• Lease payments changing due to changes in an index or rate,

in which case the lease liability is remeasured by discounting

the revised lease payments using the initial discount rate; or

• A lease contract is modified and the lease modification is

not accounted for as a separate lease, in which case the

lease liability is remeasured by discounting the revised lease

payments using a revised discount rate.

ROU assets

ROU assets comprise of the initial measurement of the

corresponding lease liability, lease payments made at or before

the commencement date and any initial direct costs. They are

subsequently measured at cost less accumulated depreciation and

impairment losses.

Wherever the Group incurs an obligation for costs to dismantle

and remove a leased asset, restore the site on which it is located

or restore the underlying asset to the condition required by the

terms and conditions of the lease, a provision is recognised and

measured under NZ IAS 37. The costs are included in the related

ROU asset, unless those costs are incurred to produce inventories.

ROU assets are depreciated over the shorter period of lease term

and useful life of the underlying asset. The estimated useful lives

of ROU assets are determined on the same basis as similar owned

assets within property, plant and equipment. Depreciation starts at

the commencement date of the lease.

ROU assets are presented as a separate line in the balance sheet.

The Group applies NZ IAS 36 to determine whether a ROU asset

is impaired and accounts for any identified loss under the same

policy adopted for property, plant and equipment.

Variable rents that do not depend on an index or rate are not

included in the measurement of the lease liability and ROU asset.

The related payments are recognised as an expense in the period

in which the event or condition that triggers those payments

occurs and are included in other operating expenses in the income

statement.

68 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

2. NEW ACCOUNTING STANDARDS, AMENDMENTS

AND INTERPRETATIONS (CONTINUED)

NEW STANDARDS, AMENDMENTS AND

INTERPRETATIONS ADOPTED IN THE

CURRENT YEAR (CONTINUED)

NZ IFRS 16 Leases (NZ IFRS 16) (continued)

The Group as a lessor

The Group enters into lease agreements as a lessor with respect

to some of its properties. Leases for which the Group is a lessor

are classified as finance or operating leases. Whenever the terms

of the lease transfer substantially all the risks and rewards of

ownership to the lessee, the contract is classified as a finance

lease. All other leases are classified as operating leases.

When the Group is an intermediate lessor, it accounts for the head

lease and the sublease as two separate contracts. The sublease is

classified as a finance or operating lease by reference to the ROU

asset arising from the head lease.

Rental income from operating leases is recognised on a straight-

line basis over the term of the relevant lease. Initial direct costs

incurred in negotiating and arranging an operating lease are added

to the carrying amount of the leased asset and recognised on a

straight-line basis over the lease term.

Amounts due from lessees under finance leases are recognised

as receivables at the amount of the Group’s net investment in the

leases. Finance lease income is allocated to accounting periods so

as to reflect a constant periodic rate of return on the Group’s net

investment outstanding in respect of the leases.

Amendment to NZ IAS 1 Presentation of Financial Statements

(NZ IAS 1)

NZ IAS 1 prescribes the basis for the presentation of general

purpose financial statements to ensure the comparability of

financial information. The amendments to this standard are

effective for annual periods beginning on or after 1 January

2020 with the purpose to clarify the existing NZ IAS 1 disclosure

requirements relating to materiality and structure of the notes

to the financial statements. Consequential amendments have

been made to NZ IAS 8 Accounting Policies, Changes in Accounting

Estimates and Errors, NZ IAS 10 Events after the Reporting Period and

NZ IAS 37 Provisions, Contingent Liabilities and Contingent Assets to

clarify the definition of material.

Adopting these amendments did not result in significant changes

in disclosure for the Group's financial statements.

Other standards, amendments and interpretations

There are other standards, amendments and interpretations which

have been approved but are not yet effective. The Group expects

to adopt other standards when they become mandatory. None

are expected to materially impact the Group's financial statements

although may result in changes in disclosure.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 69
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

3. SEGMENT INFORMATION

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-makers. The

chief operating decision-makers have been identified as the Chief Executive Officer, the Chief Financial Officer and the business leads of

the Group.

The chief operating decision-makers assess the performance of the operating segments based on operating profit, which reflects earnings

before financing income and expenses, share of profit from joint ventures and associates, other income, other expenses and income tax

expense. Inter-segment pricing is determined on an arm’s length basis. Segment results include items directly attributable to a segment

as well as those that can be allocated on a reasonable basis.

No single external customer’s revenue accounts for 10% or more of the Group’s revenue.

OPERATING SEGMENTS

The Group comprises the following main operating segments:

OPERATING SEGMENTSIGNIFICANT OPERATIONS

ApplesGrowing, packing, cool storing, sales and marketing of apples worldwide.

International Produce

International trading activities other than apples. Major markets are Asia, Australia and the Pacific.

Product is sourced from New Zealand, Australia, North America, South America and Europe.

New Zealand Produce

Growing, trading and transport activities within New Zealand. This incorporates the New Zealand

wholesale markets and the tomato and citrus growing operations.

Processed Foods

Includes the sale and marketing of processed foods, and trading activities in Australia and North

America.

OtherIncludes properties and corporate costs.

Segment information provided to the chief operating decision-makers for the reportable segments is shown in the following tables:


Apples

$’000

International

Produce


$’000

New

Zealand

Produce

$’000

Processed

Foods


$’000

Other

$’000

Total

$’000

2019

Total segment revenue692,487310,750233,21827,313

561,263,824

Inter-segment revenue(35,576)(5,643)(6,196) - - (47,415)

Revenue from external customers656,911305,107227,02227,313561,216,409

Purchases, raw materials and consumables used

(509,811)(270,155)(128,007)(23,826)(8)(931,807)

Depreciation and amortisation expenses

(17,843)(1,070)(16,367)(370)(2,103)(37,753)

Net other operating expenses

(109,531)(25,764)(79,062)(2,289)(13,702)(230,348)

Segment operating profit / (loss)

19,7268,1183,586828(15,757)16,501

Financing income

748

Financing expenses

(14,084)

Share of profit from joint ventures

14

Share of profit from associates

3,302

Other income

3,830

Profit before income tax from continuing

operations

10,311

FINANCIAL PERFORMANCE

This section explains the performance of the Group and details the contributions made by the Group’s operating segments. It also

describes how the Group earns its revenue and addresses other areas that impact on profitability such as other income, other

expenses, and taxation.

70 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

3. SEGMENT INFORMATION (CONTINUED)

Apples

$’000

International

Produce


$’000

New

Zealand

Produce


$’000

Processed

Foods


$’000

Other


$’000

Total


$’000

2018

Total segment revenue663,236271,032239,57427,150381,201,030

Inter-segment revenue(502)(4,254)(8,071) - - (12,827)

Revenue from external customers

662,734266,778231,50327,150381,188,203

Purchases, raw materials and consumables used(527,615)(232,826)(133,138)(23,004)(834)(917,417)

Depreciation and amortisation expenses(13,765)(586)(6,472)(774)(1,649)(23,246)

Net other operating expenses(93,641)(30,085)(90,615)(9,496)(8,078)(231,915)

Segment operating profit / (loss)27,7133,2811,278(6,124)(10,523)15,625

Financing income841

Financing expenses(13,029)

Share of profit from joint ventures694

Share of profit from associates2,534

Other income6,577

Profit before income tax from continuing

operations

13,242

Prior year comparatives have been restated to match current year presentation. This had no impact on the income statement or other

primary statements with the only impact being in the 2018 segment information note.

The Group is domiciled in New Zealand. The total revenue from external customers in New Zealand and other regions are:

2019

$’000

2018

$’000

New Zealand

245,437

276,619

Australia and Pacific Islands

118,587

117,596

Asia

386,995

316,788

Americas

84,760

92,412

Europe

380,630

384,788

Total revenue from continuing operations1,216,409

1,188,203

The total non-current assets other than trade and other receivables, derivative financial instruments, deferred tax assets and investment

in unlisted entities located in New Zealand and other countries are:

2019

$’000

2018

$’000

New Zealand

481,560

438,601

Other

53,663

49,728

Total535,223

488,329

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 71
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

Apples

$’000

International

Produce

$’000

New

Zealand

Produce

$’000

Processed

Foods

$’000

Other


$’000

Total


$’000

2019

Nature of revenue

Sale of produce

600,477303,594168,61125,493 -1,098,175

Commissions

17,66652021,6201,671 -41,477

Services

30,84099336,5691495668,607

Royalties

7,928 -222 - -8,150

Revenue from external customers

656,911305,107227,02227,313561,216,409

Timing of revenue recognition

At a point in time

Sale of produce

600,477303,594168,61125,493 -1,098,175

Commissions

17,66652021,6201,671 -41,477

Services

22,89299336,5561495660,646

Royalties

7,928 -222 - -8,150

648,963305,107227,00927,313561,208,448

Over time

Services

7,948 -13 - -7,961

7,948 -13 - -7,961

Revenue from external customers

656,911305,107227,02227,313561,216,409

The Group records revenue from the following sources:

Sale of produce

Revenue from the sale of produce is recognised either on dispatch or when the produce has reached its destination,

depending on the terms and agreements with customers and when there is supporting evidence that control and ownership

of the produce has transferred to the customer.

Commissions

The Group acts as an agent in certain revenue generating transactions where it facilitates the sale of produce into markets

and customers. Commission revenue is recognised in these instances when there is supporting evidence that control and

ownership of goods have transferred to the end-customer.

Services

The Group derives the majority of its service revenue through the provision of cool storage and packing services during the

growing and selling seasons. Revenue from the provision of services is recognised simultaneously as the services are being

performed over the length of the contract or at a point-in-time depending on the specifics of the contract.

Royalties

The Group recognises revenue from royalties when actual sales of the Group’s licenced apple varieties occur.

Principal and agency arrangements

The Group holds arrangements in which it acts as the principal and other arrangements in which it acts as the agent. The

following factors have been used by the Group in distinguishing whether it acts as the principal or the agent in specific

arrangements:

• Primary responsibility for fulfilling the promise to provide the goods or services to the end-customer.

• Inventory risk before goods are transferred to the end-customer.

• The discretion to establish the price of goods and services above.

4. REVENUE

72 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

4. REVENUE FROM CONTRACTS WITH CUSTOMERS (CONTINUED)


5. OTHER INCOME

OTHER INCOME

The Group recognised income from other operating and non-operating activities during the year.

Other operating income consists of the following:

Apples

$’000

International

Produce

$’000

New

Zealand

Produce

$’000

Processed

Foods

$’000

Other

$’000

Total

$’000

2018

Nature of revenue

Sale of produce

606,385 266,507 172,500 25,875 - 1,071,267

Commissions

15,535 (601) 23,377 1,142 - 39,453

Services

34,659 872 35,565 133 38 71,267

Royalties

6,155 - 61 - - 6,216

Revenue from external customers

662,734 266,778 231,503 27,150 38 1,188,203

Timing of revenue recognition

At a point in time

Sale of produce

606,385 266,507 172,500 25,875 - 1,071,267

Commissions

15,535 (601) 23,377 1,142 - 39,453

Services

25,927 872 35,319 133 38 62,289

Royalties

6,155 - 61 - - 6,216

654,002 266,778 231,257 27,150 38 1,179,225

Over time

Services

8,732 - 246 - - 8,978

8,732 - 246 - - 8,978

Revenue from external customers

662,734 266,778 231,503 27,150 38 1,188,203

NOTES

2019

$’000

2018

$’000

Net exchange gains

-

1,180

Change in fair value of biological assets8

6,439

10,360

Net gain from reversal of previous property, plant and equipment

revaluation changes through profit and loss

4,419

600

Rent

1,451

1,262

Rent from subleases

1,457

1,322

Other

533

215

Total

14,299

14,939

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 73
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

5. OTHER INCOME (CONTINUED)

Other income consists of the following non-operating activities:

6. OTHER EXPENSES

DEPRECIATION AND AMORTISATION EXPENSES

2019

$’000

2018

$’000

Gain on sale of kiwifruit post-harvest and orchard assets

3,137

4,814

Gain on disposal of investment in associate

-

120

Gain on disposal of distribution centre

-

1,643

Gain on sale and leaseback of cool stores

693

-

Total

3,830

6,577

NOTES

2019


$’000

2018


$’000

Continuing operations

Depreciation of property, plant and equipment9

20,409

21,765

Depreciation of right-of-use assets11

15,874

-

Amortisation10

1,470

1,481

37,753

23,246

Discontinued operations

Depreciation of property, plant and equipment9

-

298

-

298

Total

37,753

23,544

74 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
6. OTHER EXPENSES (CONTINUED)

OTHER OPERATING EXPENSES

Other operating expenses includes the following:

NOTES

2019

$’000

2018

$’000

Directors' fees25

386

387

Fleet costs

11,515

20,548

Net exchange losses

7,657

-

Net loss on disposal of property, plant and equipment

2,327

2,077

Professional fees

13,196

11,578

Promotion costs

9,437

8,194

Rental and property related costs

13,592

21,233

Repairs and maintenance

9,405

9,798

Research and development

1,624

1,373

Travel and accommodation

4,747

4,981

Net exchange losses do not include a net realised foreign exchange gain of $12.8m (2018: $4.6m) recognised as part of revenue and

purchases, raw materials and consumables used. The total impact of exchange differences in the current financial year was a net gain


of $5.1m (2018: $5.8m)

EMPLOYEE BENEFITS EXPENSES

Defined contribution plans

Obligations for contributions to defined contribution pension plans are recognised as an expense in the income statement

as incurred.

Short-term employee benefits

Employee entitlements to salaries and wages and annual leave, to be settled within twelve months of the reporting date,

represent present obligations resulting from employees’ services provided up to the reporting date, calculated at

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

During the year, contributions of $3.9 million were made by the Group towards employees’ superannuation schemes (2018: $4.0 million).

AUDIT FEES

Audit fees of the Group and related services from the Group’s auditors consist of the following:

2019

$’000

2018


$’000

Deloitte Limited and affiliated firms

Audit of the financial statements

676

597

Audit related services

9

9

Other services

39

40

Other auditors

Audit services provided

412

309

Other services

100

98

NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 75
6. OTHER EXPENSES (CONTINUED)

AUDIT FEES (CONTINUED)

Services performed by Deloitte Limited in 2019 comprise the following:

• Audit of statutory financial statements for the Group and individual subsidiary companies, including offshore subsidiaries with local

statutory audit requirements where Deloitte Limited, or a member of its network, is the auditor.

• Audit related services including procedures relating to the interim financial statements.

• Review of solvency return for a captive insurance subsidiary.

• Other services including whistleblower hotline services and administration of the corporate tax payer group.

During the year, subsidiaries of the Group engaged other auditors to perform audit services and the fees paid were as follows:

2019

$’000

2018


$’000

BDO for Delica (Shanghai) Fruit Trading Company Limited13

11

Burgess Hodgson LLP for Worldwide Fruit Limited89

75

HLB Mann Judd for Delica Australia Pty Limited, Delica Domestic Pty Limited and T&G

Vizzarri Farms Pty Limited

61

74

Hutchinson and Bloodgood LLP for Delica North America, Inc.137

95

Moss Adams LLP for ENZAFRUIT Products Inc.86

54

JPAC for T&G South East Asia Limited26

-

Total

412

309

7. TAXATION

NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

Income tax

Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the relevant taxation

authorities based on the current period’s taxable income and any adjustments in respect of previous years.

Deferred tax

Deferred tax is provided on all temporary differences at the reporting date between the tax bases of assets and liabilities and

their carrying amounts for financial reporting purposes.

Income tax is recognised in the income statement apart from when it relates to items recognised directly in other

comprehensive income or equity, in which case it is recognised in other comprehensive income or equity.

76 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

7. TAXATION (CONTINUED)

(A) TAXATION ON PROFIT BEFORE INCOME TAX

2019

$’000

2018

$’000

Current tax expense

(7,651)

(6,856)

Deferred tax credit

3,951

4,008

Total

(3,700)

(2,848)

(B) RECONCILIATION OF PRIMA FACIE TAXATION AND TAX EXPENSE

The taxation expense that would arise at the standard rate of corporation tax in New Zealand is reconciled to the tax expense as follows:

2019

$’000

2018


$’000

Profit before income tax

10,311

13,242

Prima facie taxation at 28% (2018: 28%)

(2,887)

(3,708)

(Add) / deduct tax effect of:

Non-deductible items

(2,812)

(1,339)

Effect of tax rates in foreign jurisdictions

883

540

Tax on share of profit from joint ventures and associates

683

2,719

Recognition of losses previously not recognised

203

142

Deferred tax assets not recognised

(861)

(17)

Non-taxable items

2,217

966

Adjustments in respect of prior periods

(48)

(1,565)

Unutilised foreign tax credits not available for future periods

(1,078)

-

Other

-

(586)

Total

(3,700)

(2,848)

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 77
7. TAXATION (CONTINUED)

(C) DEFERRED TAXATION

Balance of temporary differences

Property,

plant and

equipment

$’000

Intangible

assets

$’000

Biological

assets

$’000

Provisions

and

accruals

$’000

Unrelieved

trading

losses

$’000

Other

$’000

Total

$’000

2018

Balance as at 1 January(43,502)(1,689)(7,573)2,7612422,883(46,878)

Recognised in income statement(4,916)(12)(319)(1,396)10,3123394,008

Recognised in equity3,885 - - - - - 3,885

Balance as at 31 December(44,533)(1,701)(7,892)1,36510,5543,222(38,985)

2019

Balance as at 1 January(44,533)(1,701)(7,892)1,36510,5543,222(38,985)

Prior year adjustments recognised in

the income statement

4,434(341)(393)482870(3,859)1,193

Recognised in income statement1,597391,605957(1,422)(18)2,758

Recognised in equity(3,517) - - 84(2,501)58(5,876)

Foreign exchange movements(13)(12) - (3)3518

Balance as at 31 December(42,032)(2,015)(6,680)2,8857,536(596)(40,902)

Net deferred tax balance of $40.9 million (2018: $39.0 million) is represented by deferred tax assets of $1.8 million (2018: $2.3 million) and

deferred tax liabilities of $42.7 million (2018: $41.3 million).

Expected settlement

2019

$’000

2018

$’000

Deferred tax assets expected to be settled within 12 months3,7413,801

Deferred tax liabilities expected to be settled in more than 12 months(44,643)(42,786)

Total(40,902)(38,985)

(D) IMPUTATION CREDITS

The Group had a negative imputation credit account balance of $0.6 million as at 31 December 2019 (2018: $5.6 million negative balance)

and the Group will be making a voluntary payment before 31 March 2020 to ensure the balance is in credit at that time.

NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

78 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
OPERATING ASSETS

This section describes the assets used to operate the business and generate revenue for the Group. Operating assets include biological

assets, property, plant and equipment, and intangible assets.

NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

8. BIOLOGICAL ASSETS

Biological assets consists of unharvested fruit growing on bearer plants, and are stated at fair value based on their present

location and condition less estimated point-of-sale costs. Any gain or loss from changes in the fair value of biological assets is

recognised in the income statement.

Point-of-sale costs include all other costs that would be necessary to sell the assets.

The fair value of the Group’s apples, grapes, berries, citrus fruit and tomatoes are determined by management using a

discounted cash flow approach.

Costs are based on current average costs and referenced back to industry standard costs. The costs are variable depending on

the location, planting and the variety of the biological asset. A suitable discount rate has been determined in order to calculate

the present value of those cash flows. The fair value of biological assets at or before the point of harvest is based on the value of

the estimated market price of the estimated volumes produced, net of harvesting and growing costs. Changes in the estimates

and assumptions supporting the valuations could have a material impact on the carrying value of biological assets and reported

profit.

The following significant assumptions and considerations have been taken into account in determining the fair value of the

Group’s biological assets:

• Forecasts for the following year based on management’s view of projected cash flows, including sales and margins,

adjusted for inflation, location and variety of crops.

• The Group has unhedged projected cash flows from sales in foreign currencies. These have been translated to the Group’s

functional currency at average exchange rates sourced from financial institutions based on forecasted sales profiles.

• Discount rates to adjust for risks inherent to the crop, including natural events, disease or any other adverse factors that

may impact the quality, yield or price.

• Any significant changes to management of the crop in the current and following year.

Valuation process

Fair value assessments of the Group’s biological assets are undertaken internally. Discussions of valuation processes and results

of the assessments are held between the Chief Financial Officer and business division finance managers at least once every six

months in line with the Group’s reporting requirements.

The main level 3 inputs used by the Group are derived and evaluated as follows:

• Production yields, including tray carton equivalents per hectare and tonnes per hectare, are determined based on historical

production trends for each orchard and forecasted expected yields based on the underlying age and health of the

orchards.

• Annual gate prices represent management’s assessment of expected future returns for the biological assets based on

historical trends, current market pricing, and known market factors at reporting date.

• Discount rates are determined by reference to historical trends and loss events, and an assessment of the time value of

money and any risks specific for the current crop being valued.

The fair value of biological assets and the level 3 inputs to the fair value model are analysed at the end of each reporting period as

part of the half-yearly discussion held with the Chief Financial Officer.

As part of the analysis the level 3 inputs are reviewed and assessed for reasonableness with reference to current market

conditions. The calculated fair value of biological assets is also reviewed to determine if it is a fair reflection of management’s

expected returns for each crop type.

The cash outflows used in the fair value calculation include notional cash flows for land and bearer plants owned by the Group.

They are based on market rent payable for orchards of similar size.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 79
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

8. BIOLOGICAL ASSETS (CONTINUED)

Apples

$’000

Tomatoes

$’000

Citrus

$’000

Grapes

$’000

Other

$’000

Total

$’000

2018

Balance at 1 January

19,926 2,509 2,203 - 2,409 27,047

Capitalised costs

30,737 1,817 8,011 1,792 4,270 46,627

Change in fair value less costs to sell

6,137 4,014 468 - (259) 10,360

Decrease due to harvest

(32,927)(6,160)(8,949)(1,792)(6,021)(55,849)

Balance at 31 December 23,873 2,180 1,733 - 399 28,185

2019

Balance at 1 January23,873 2,180 1,733 - 399 28,185

Capitalised costs 28,505 1,655 5,661 7,313 902 44,036

Change in fair value less costs to sell 3,196 3,555 (59) - (253) 6,439

Decrease due to harvest(37,214)(5,536)(5,358)(6,702)(1,217)(56,027)

Balance at 31 December

18,360 1,854 1,977 611 (169) 22,633

In the prior year, kiwifruit and blueberries have been classified in the 'Other' category. In the current year, the 'Other' category only

represents blueberries.

80 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
8. BIOLOGICAL ASSETS (CONTINUED)

FAIR VALUE MEASUREMENT

Techniques applied by the Group which are used to value biological assets are considered to be level 3 in the fair value

hierarchy. Inputs are not based on observable market data (that is, unobservable inputs). There have been no transfers between

levels during the year.


The unobservable inputs used by the Group to fair value its biological assets are detailed below:

PRODUCE

UNOBSERVABLE INPUTS

RANGE OF UNOBSERVABLE INPUTS

20192018

Apples

Tray carton equivalent (TCE) per hectare per annum

Weighted average TCE per hectare per annum

Export prices per export TCE

Weighted average export prices per export TCE per annum

Risk-adjusted discount rate

1,400 to 6,500

3,366

$10 to $70

$35.19

25%

1,400 to 6,500

3,652

$10 to $65

$29.22

25%

Tomatoes

Tonnes per hectare per annum

Weighted average tonnes per hectare per annum

Annual price per kilogram (kg) per season

Weighted average price per kg per season

Risk-adjusted discount rate

171 to 628

431

$1.49 to $18.78

$3.60

25%

180 to 605

420

$1.43 to $18.28

$4.10

25%

Citrus

Tonnes per hectare per annum

Weighted average tonnes per hectare per annum

Annual gate price per tonne per season

Weighted average gate price per tonne per season

Risk-adjusted discount rate

29

29

$950 to $2,670

$1,888

14%

29

29

$950 to $2,670

$2,070

14%

Blueberries

Tonnes per hectare per annum

Weighted average tonnes per hectare per annum

Annual gate price per kg per season

Weighted average gate price per kg per season

Risk-adjusted discount rate

6.5

6.5

$8.50 to $16.92

$16.50

18%

6.5

6.5

$8.50 to $28.00

$19.21

18%

As the yield per hectare and gate price or export price per TCE increases, the fair value of biological assets increases. As the discount rate

used increases, the fair value of biological assets decreases.

NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 81
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

8. BIOLOGICAL ASSETS (CONTINUED)

RISK

Being involved in agricultural activity, the Group is exposed to financial risks arising from adverse climatic or natural events. Financial

risk also arises through adverse changes in market prices or volumes harvested, and adverse movements in foreign exchange rates.

Price risk is mitigated by close monitoring of commodity prices and factors that influence those commodity prices. The Group also

takes reasonable measures to ensure that harvests are not affected by climatic and natural events, disease, or any other factors that

may negatively impact on the quality and yield of crop. Foreign currency risk is mitigated by using derivative instruments such as

foreign currency hedging contracts to hedge foreign currency exposure.

ACTIVITY ON PRODUCTIVE OWNED AND LEASED LAND

The productive owned and leased land growing different types of biological assets and by agricultural produce types are detailed in the

table below:

HECTARES

PRODUCTION UNITS

2019201820192018Unit Measure

Apples

779

710

1,622,308

1,610,435TCE

Tomatoes

28

28

12,248,314

11,899,015kg

Citrus

101

133

2,644,000

3,975,307kg

Grapes

130

74

270,414

99,000kg

Blueberries

11

11

73,182

50,839kg

Kiwifruit

-

46

-

682,168class 1 trays

Other

-

1

-

20,833kg


9. PROPERTY, PLANT AND EQUIPMENT

Commercial land and improvements, orchard land and improvements, and buildings are stated at their fair value less

accumulated depreciation and impairment losses. All other items of property, plant and equipment are stated at their cost

less accumulated depreciation and impairment losses.

Revaluations

The Group’s policy is to revalue commercial land and improvements, orchard land and improvements, and buildings every

three years with valuations being performed by independent registered valuers based on the price that would be received to

sell the asset in an orderly transaction between market participants under current market conditions. Valuation assessments

are performed earlier than every three years if market evidence suggests that property values have moved materially since

the time of the last valuation assessment.

All property valuers used are members of the New Zealand Institute of Valuers, with the exception of the valuers appointed

in Belgium, Peru and the United Kingdom who have the appropriate expertise as required in those jurisdictions.

The revaluations are conducted on a systematic basis across the Group so that the asset revaluations are performed with

sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined

using fair value at balance date. Where valuations are not obtained for land and improvements, and buildings, the carrying

values of these assets are reassessed for any material change.

Any increase in value that offsets a previous decrease in value of the same asset is charged to the income statement.


Any other increase is recognised directly in other comprehensive income and accumulated in the asset revaluation reserve.

Any decrease in value that offsets a previous increase in value of the same asset is charged against the revaluation reserve.

Any other decrease in value is charged to the income statement.

82 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

9. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Depreciation

Depreciation of property, plant and equipment, other than commercial and orchard land which is not depreciated, is calculated

on a straight-line basis so as to expense the cost of the assets, or the revalued amounts, to their expected residual values over

their useful lives as follows:

• Commercial land improvements 15 to 50 years

• Orchard land improvements 15 to 50 years

• Buildings 15 to 50 years

• Bearer plants 7 to 40 years

• Glasshouses 33 years

• Motor vehicles 5 to 7 years

• Plant and equipment and hire containers 3 to 15 years

Impairment

Items of property, plant and equipment are assessed for indicators of impairment at each reporting date. Impairment losses are

recognised in profit or loss in the period in which they arise.

Commercial

land and

improvements

$’000

Orchard

land and

improvements

$’000

Buildings

$’000

Bearer

plants

$’000

Glasshouses

$’000

Motor

vehicles

$’000

Plant and

equipment

and hire

containers

$’000

Work in

progress

$’000

Total

$’000

At 1 January 2018

Cost or valuation

80,56473,682178,49832,65227,8547,122204,42227,367632,161

Accumulated depreciation

and impairment

(247)(671)(6,130)(5,364)(10,544)(4,572)(153,652) - (181,180)

Net carrying amounts

80,31773,011172,36827,28817,3102,55050,77027,367450,981

Year ended 31 December

2018

Opening net carrying

amounts

80,31773,011172,36827,28817,3102,55050,77027,367450,981

Additions and transfers

4711,3241,1863,648 - 3774,42617,44328,875

Reclassifications

971191,992715 - 633,170(6,156) -

Transferred to prepayments

- - - - - - - (4,584)(4,584)

Transferred to investment

property

(6,037) - (9,279) - - - - - (15,316)

Depreciation

(1,647)(691)(6,217)(1,662)(1,244)(591)(10,011) - (22,063)

Disposals

(5,495)(8,826)(15,294)(2,207) - (108)(3,700)(5,526)(41,156)

Reversal of impairment

- 600 - - - - - - 600

Depreciation write back on

revaluations

- - (10) - - - - - (10)

Foreign exchange

movements

(83)23(1,027)(280) - (45)424207(781)

Closing net carrying

amounts

67,62365,560143,71927,50216,0662,24645,07928,751396,546

At 31 December 2018

Cost or valuation

69,39166,999156,56534,15127,8546,613153,03128,751543,355

Accumulated depreciation

(1,768)(1,439)(12,846)(6,649)(11,788)(4,367)(107,952) - (146,809)

Net carrying amounts

67,62365,560143,71927,50216,0662,24645,07928,751396,546

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 83
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

9. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Commercial

land and

improvements

$’000

Orchard

land and

improvements

$’000

Buildings

$’000

Bearer

plants

$’000

Glasshouses

$’000

Motor

vehicles

$’000

Plant and

equipment

and hire

containers

$’000

Work in

progress

$’000

Total

$’000

At 1 January 2019

Cost or valuation

69,39166,999156,56534,15127,8546,613153,03128,751543,355

Accumulated

depreciation and

impairment

(1,768)(1,439)(12,846)(6,649)(11,788)(4,367)(107,952) - (146,809)

Net carrying amounts

67,62365,560143,71927,50216,0662,24645,07928,751396,546

Year ended 31

December 2019

Opening net carrying

amounts

67,62365,560143,71927,50216,0662,24645,07928,751396,546

Additions and transfers

5021408355,253614324,25424,94536,422

Reclassifications

596 - 1,483170 - - 4,273(6,522) -

Depreciation

(1,376)(669)(5,915)(1,597)(1,105)(595)(9,152) - (20,409)

Disposals

(41,259)(3,901)(29,925)(2,484) - (124)(3,349)(7,380)(88,422)

Revaluations

18,50318,50211,913 - - - - 24649,164

Depreciation write back

on revaluations

2,3938259,369 - - - - - 12,587

Foreign exchange

movements

6435250(376) - 3860120191

Closing net carrying

amounts

47,04680,492131,72928,46815,0221,99741,16540,160386,079

At 31 December 2019

Cost or valuation

47,39481,705140,88336,54727,9156,487140,57640,160521,667

Accumulated

depreciation

(348)(1,213)(9,154)(8,079)(12,893)(4,490)(99,411) - (135,588)

Net carrying amounts

47,04680,492131,72928,46815,0221,99741,16540,160386,079

REVALUATIONS

The methods and valuation techniques used for assessing the current market value of commercial land and improvements,

orchard land and improvements, and buildings by external valuers are disclosed on the following page. Changes in the estimates

and assumptions underlying the valuation approaches could have a material effect on the carrying amounts of the properties,

with changes in value reflected either in other comprehensive income or through the income statement as appropriate in

accordance with the Group’s accounting policy.

The following table presents the valuers and valuation techniques of the most recent valuation of the Group’s commercial land and

improvements, and buildings, carried out between September and November 2019. Overall uplift from the revaluation of property

amount to $42.5 million.

PROPERTYVALUER

Depreciation replacement cost / discounted cash flow / income capitalisation approach

29 Stuart Road, PukekoheTelfer Young

20 Mihaere Drive, Roslyn, Palmerston NorthTelfer Young

484 Nayland Road, Stoke, NelsonTelfer Young

84 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

9. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

REVALUATIONS (CONTINUED)

PROPERTYVALUER

Depreciation replacement cost / income capitalisation approach

5125 Roxburgh-Ettrick Road, Ettrick, RoxburghTelfer Young

Depreciation replacement cost / market comparison approach

153 Harrisville Road, Tuakau, WaikatoTelfer Young

292 Harrisville Road, Tuakau, Waikato Telfer Young

133 Lynd Road, Ohaupo, WaipaTelfer Young

3057 Broadlands Road, Broadlands, RotoruaTelfer Young

Income capitalisation approach

241 Evenden Road, Twyford, HastingsLogan Stone

22-32 Whakatu Road, Whakatu, HastingsLogan Stone

2 Anderson Road, Whakatu, HastingsLogan Stone

Market comparison approach

37 Goodall Road, Riwaka, MotuekaTelfer Young

655 Main Road, Riwaka, MotuekaTelfer Young

3800 Sint-Truiden, BelgiumVangronsveld & Vranken

Apple Way, Pinchbeck, Spalding, United KingdomJones Lang LaSalle

The following table presents the valuers and valuation techniques of the most recent valuation of the Group’s orchard land and

improvements, carried out between October and December 2019. Overall uplift from the revaluation of orchards amount to $19.3 million.

PROPERTYVALUER

Depreciation replacement cost / market comparison approach

Kerikeri orchards, KerikeriLogan Stone

Apollo orchards, Heretaunga Plains, Hawke's BayLogan Stone

2 Anderson Road, WhakatuLogan Stone

66 Trotter Road, Twyford, HastingsLogan Stone

Ormond Road, Twyford, HastingsLogan Stone

Raupare Road, Twyford, HastingsLogan Stone

Tambo Grande District, Sullana Province, Piura, PeruInvalsa

657 Main Road, Riwaka, MotuekaLogan Stone

99 Swamp Road, Riwaka, MotuekaLogan Stone

83 Swamp Road, Riwaka, MotuekaLogan Stone

101 Motueka River West Bank Road, Brooklyn, MotuekaLogan Stone

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 85
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

9. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

REVALUATIONS (CONTINUED)


The principal valuation approaches used by the valuers during their valuations of commercial land and improvements, orchard land

and improvements, and buildings, and the impact of a change in a significant unobservable valuation input are described below.

PRINCIPAL VALUATION APPROACH AND DESCRIPTION OF

APPROACH

RELATIONSHIPS OF UNOBSERVABLE INPUTS

TO FAIR VALUE

Depreciation replacement cost approach

This approach involves assessing the replacement cost of building

and site improvements, adjusting this cost for depreciation and any

obsolescence and the market value of land.

The higher the replacement cost after adjustments, the

higher the fair value.

Discounted cash flow approach

This approach is based on the future projection of rental income cash

flows discounted back to their present value, with inputs which include:

• Discount rates with a range from 8.5% to 13.5% The higher the discount rate, the lower the fair value.

• Terminal yield rates with a range from 6.75% to 12.3%The higher the terminal yield rate, the lower the fair value.

• Investment horizon of 10 yearsThe longer the investment horizon, the higher the fair

value.

• Rental growth estimated at between 0.1% to 9.3% per annum.The higher the rental growth rate, the higher the fair value.

Income capitalisation approach

This approach capitalises the actual contract and / or potential income at

an appropriate market derived rate of return. Capitalisation rates applied

range from 7.3% to 9.5%.

The higher the capitalisation rate, the lower the fair value.

Market comparison approach

This approach analyses comparable sales evidence to a sale price per

square metre of floor area and makes adjustment to these rates to reflect

differences in the location, size and quality of the buildings, together with

an adjustment for any market movement since the sales occurred.

The higher the sale price per square metre after

adjustments, the higher the fair value.

86 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

9. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

LAND AND BUILDINGS AT HISTORICAL COST

If land and buildings were carried under the cost model, their carrying amounts would be as follows:

2019

$’000

2018

$’000

Commercial land and improvements

Cost 20,995

27,761

Accumulated depreciation and impairment(6,541)

(7,716)

Net carrying amount

14,454

20,045

Orchard land and improvements

Cost 63,068

65,648

Accumulated depreciation and impairment(20,368)

(20,296)

Net carrying amount

42,700

45,352

Buildings

Cost 111,421

134,638

Accumulated depreciation and impairment(38,071)

(48,909)

Net carrying amount

73,350

85,729

FAIR VALUE MEASUREMENT

Techniques applied by the Group which are used to value certain classes of property, plant and equipment are considered to

be level 3 in the fair value hierarchy. Inputs are not based on observable market data (that is, unobservable inputs). There have

been no transfers between levels during the year.

The following values represent fair value at the time of valuation, plus additions and less disposals and accumulated depreciation,


since the date of valuations. Management have assessed that these values represent fair value.

2019

$’000

2018

$’000

Commercial land and improvements

47,046

67,623

Orchard land and improvements

80,492

65,560

Buildings

131,729

143,719

Total

259,267

276,902

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 87
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

10. INTANGIBLE ASSETS

Intangible assets, except for goodwill acquired by the Group, are stated at cost less accumulated amortisation and impairment

losses.

Software, licences and capitalised costs of developing systems are recorded as intangible assets, unless they are directly related

to a specific item of hardware and recorded as property, plant and equipment, and are amortised over a period of three to eight

years.

Acquired brands are amortised over their anticipated useful lives of 10 to 25 years where they have a finite life.

Goodwill is recorded at cost less any accumulated impairment losses. Goodwill and any other intangible assets with indefinite

useful lives are tested for impairment at each balance date.

Goodwill

$’000

Software


$’000

Plant variety

rights


$’000

Other

intangibles


$’000

Total


$’000

At 1 January 2018

Cost21,06922,8224,63710,63259,160

Accumulated amortisation - (16,720)(3,673)(1,135)(21,528)

Net carrying amounts21,0696,1029649,49737,632

Year ended 31 December 2018

Opening carrying amounts21,0696,1029649,49737,632

Additions - 1,2883131,304

Amortisation - (1,031)(5)(445)(1,481)

Disposals - (237)(5)(16)(258)

Foreign exchange movements(253)(10)2(339)(600)

Net carrying amounts20,8166,1129598,71036,597

At 31 December 2018

Cost20,81622,6014,63710,06758,121

Accumulated amortisation - (16,489)(3,678)(1,357)(21,524)

Net carrying amounts20,8166,1129598,71036,597

Year ended 31 December 2019

Opening carrying amounts

20,8166,1129598,71036,597

Additions

- 3,0132913,106

Amortisation

- (1,051)(6)(413)(1,470)

Disposals

- (50) - (5)(55)

Foreign exchange movements3247 - 67398

Net carrying amounts21,1408,0319558,45038,576

At 31 December 2019

Cost21,14025,5714,6389,63060,979

Accumulated amortisation - (17,540)(3,683)(1,180)(22,403)

Net carrying amounts21,1408,0319558,45038,576

88 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

10. INTANGIBLE ASSETS (CONTINUED)

IMPAIRMENT TESTS FOR GOODWILL

The discount rate used for the purposes of goodwill impairment testing is based on a calculated weighted average cost of capital

adjusted for risks specific to the cash-generating units. The weighted average cost of capital is based on the cost of debt and cost

of equity weighted accordingly between the relative percentages of debt and equity. The cost of debt is the actual cost of debt

and the cost of equity is calculated using the capital asset pricing model.

Goodwill held by the Group relates to acquisitions of Status Produce Limited, the Delica Group (including cash-generating units of Delica

Limited, Delica Australia Pty Limited and T&G Vizzarri Farms Pty Limited) and Worldwide Fruit Limited.

GOODWILL

2019

$’000

2018


$’000

Delica Limited2,104 2,104

Delica Australia Pty Limited3,223 3,247

Status Produce Limited7,989 7,989

T&G Vizzarri Farms Pty Limited1,576 1,587

Worldwide Fruit Limited6,248 5,889

Total21,140 20,816

The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These calculations

require the use of estimates as to future profitability of the relevant cash-generating units to which goodwill has been allocated

and the choice of a suitable discount rate in order to calculate the present value of those cash flows.

The key assumptions used for the value-in-use calculations are as follows:

EBIT growth rateDiscount rateTerminal growth rate

201920182019201820192018

Cash-generating units

Delica Limited

2.00%

2.00%

11.00%

10.60%

2.00%

2.00%

Delica Australia Pty Limited

2.00%

2.00%

11.00%

10.60%

2.00%

2.00%

Status Produce Limited

2.00%

2.00%

11.00%

10.60%

2.00%

2.00%

T&G Vizzarri Farms Pty Limited

2.00%

2.00%

11.00%

10.60%

2.00%

2.00%

Worldwide Fruit Limited

2.00%

2.00%

13.00%

13.00%

2.00%

2.00%

The calculations support the carrying amount of recorded goodwill. Management believes that any reasonable change in the key

assumptions used in the calculations would not cause the carrying amount to exceed its recoverable amount.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 89
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

FUNDING

This section focuses on how the Group funds its operations and manages its capital structure.

11. LEASES

The Group as a lessee

The Group leases certain property, plant and equipment. 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 and leases of low-

value assets where the Group recognises the lease payments as an other operating expense on a straight-line basis over the

term of the lease.

RIGHT-OF-USE ASSETS

Orchard

land

$'000

Property

$'000

Glasshouses

$'000

Motor

vehicles

$'000

Plant and

equipment

$'000

Total

$'000

As at 1 January 2019

15,976 22,448 3,507 14,923 1,60658,460

Additions

1,033 9,022 1,071 7,107 2,22720,460

Terminations (net)(89)(2,618)(2)(326) - (3,035)

Depreciation expense

(1,975)(4,525)(914)(7,896)(564)(15,874)

Foreign exchange movements

- 13 - 301255

As at 31 December 2019

14,94524,3403,66213,8383,28160,066

LEASE LIABILITIES - MATURITY ANALYSIS

2019

$’000

Lease liabilities under NZ IFRS 16

Less than one year

13,547

Between one and five years

28,463

More than five years

19,553

Total lease payable

61,563

Current

13,547

Non-current

48,016

The Group leases various property, plant and equipment under non-cancellable leases expiring within three months to 26 years. The

leases have varying terms and have no option to purchase in respect of the leased operating plant and equipment in the financial year

ended 31 December 2019.

90 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

11. LEASES (CONTINUED)

SALE AND LEASEBACK

As part of the Group's strategy to redirect capital to support the future growth of the business, the Group sold the Mt Wellington site

on 2-6 Monahan Road, Auckland on 26 September 2019 to Goodman Property Trust, and 220 Fryatt Street, Dunedin on 2 December

2019 to Port Otago Limited.

The Mt Wellington site with warehouses and offices has an initial lease term of two years with two further renewals of one year each.

The Group has recognised a right-of-use asset from its leaseback of the Mt Wellington site based on a two year lease term, as initial

assessments are that the site will be occupied for two years. The Fryatt Street site with cool stores has an initial lease term of three

years with two further renewals of one year each. The Group has recognised a right-of-use asset from its leaseback of the Fryatt Street

site based on a three year lease term, as initial assessments are that the site will be occupied for three years.

Total right-of-use asset additions recognised in the current year for the two properties amount to $8.4 million. The sale and leaseback

transactions contain fixed rent review clauses in the event that the Group exercises its option to renew.

Proceeds from the sale of the site and associated lease payments are included in the statement of cash flows. Refer to Note 5 for gains

arising from sale and leaseback transactions.

AMOUNT RECOGNISED IN THE INCOME STATEMENT

Notes

2019

$’000

Expenses

Depreciation of right-of-use assets615,874

Interest on lease liabilities3,190

Short-term leases

4,067

Leases of low-value assets

592


The total cash outflow for leases in 2019 was $21.2 million (2018: $16.6 million).

12. LOANS AND BORROWINGS

Borrowings are recognised initially at fair value less directly attributable transaction costs. Subsequent to initial recognition,

borrowings are stated at amortised cost using the effective interest method.

2019

$’000

2018

$’000

Current

Secured borrowings 1,364 3,865

Lease liabilities -

(1)

294

(2)

Loans from related party5,193 -

Total 6,557 4,159

Non-current

Secured borrowings 84,895 146,046

Lease liabilities -

(1)

54

(2)

Total 84,895 146,100


Loans from related party relates to a loan from the Ultimate Parent of the Group. The loan is repayable on demand with interest charged

at a rate of 6.25% per annum.


(1)

Refer to Note 11 for current year lease liabilities recognised under NZ IFRS 16 Leases

(2)

Lease liabilities previously recognised under NZ IAS 17 Leases

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 91
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

12. LOANS AND BORROWINGS (CONTINUED)

INTEREST RATES

As at 31 December 2019 the weighted average interest rate on the secured and unsecured borrowings is 2.8% (2018: 3.3%), fixed for

periods up to three months.

SECURITY AND BANK FACILITIES

As at 31 December 2019 the Group had a term debt facility from the Bank of New Zealand, HSBC, Rabobank and Westpac amounting

to $160.0 million (2018: $180.0 million), subject to certain cancellation obligations in respect on proceeds from recent asset sales. A

revised $140.0 million term debt facility was executed in February 2020 with the same banks. The seasonal facility is renewed annually

and is not drawn as at 31 December 2019. These facilities are secured by a guarantee from the Ultimate Parent for no consideration.

The banking facilities for the 2020 year are as follows:

2019

$’000

2018

$’000

Secured and unsecured borrowings repayment schedule

Within one year

6,557

3,865

Between one and two years

84,895

-

Between two and five years

-

146,046

Total

91,452

149,911

Amount

$’000Expiry date

Banking facilities in New Zealand

Term debt facility

140,000

27 Feb 2023

Seasonal facility

80,000

30 Nov 2020

Money market facility

40,000

27 Feb 2023

Overdraft facility

3,000

Uncommitted

Banking facilities in the United Kingdom

Term debt facility

3,791

01 Mar 2022

Overdraft facility

3,939

01 Apr 2020

Banking facilities in Australia

Overdraft facility

3,230

Uncommitted

Related party facilities

Term debt facility

5,300

Uncommitted

92 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

13. NET FINANCING EXPENSES

2019

$’000

2018

$’000

Finance income

Interest income748719

Other - 122

Total748841

Finance expenses

Interest expense on borrowings(10,950)(12,342)

Effective interest on long-term receivables(117)(206)

Effective interest on deferred consideration - (16)

Interest expense on lease liabilities(3,190)(22)

(1)

Capitalised interest581-

Bank fees(408)(443)

Total(14,084)(13,029)

Net financing expenses(13,336)(12,188)


(1)

Lease liabilities previously recognised under NZ IAS 17 Leases

14. CAPITAL AND RESERVES

SHARE CAPITAL

2019

Shares

2018

Shares

2019

$’000

2018

$’000

Balance at 31 December122,543,204122,543,204176,357176,357

All ordinary shares on issue are fully paid and have no par value. All ordinary shares rank equally with one vote attached to each fully paid

ordinary share. There are no other classes of shares issued and no ordinary shares were issued during the year.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 93
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

14. CAPITAL AND RESERVES (CONTINUED)

REVALUATION AND OTHER RESERVES

2019

$’000

2018

$’000

Asset revaluation reserve

Balance at 1 January

118,768

130,619

Gain on revaluation of property, plant and equipment

57,481

-

Deferred tax effect on revaluation of property, plant and equipment

(10,505)

-

Transfer to retained earnings due to sale of property, plant and equipment

(57,213)

(15,736)

Deferred tax effect on sale of property, plant and equipment

6,988

3,885

Balance at 31 December

115,519

118,768

Foreign currency translation reserve

Balance at 1 January(3,470)(2,467)

Exchange differences on translation of foreign operations(648)(1,003)

Balance at 31 December(4,118)(3,470)

Cash flow hedge reserve

Balance at 1 January

(5,968)

(1,215)

Movements in fair value

(2,492)

(13,634)

Reclassification of net change in fair value to income statement

11,044

6,938

Taxation on reserve movements

(2,362)

1,943

Balance at 31 December

222

(5,968)

Investment in unlisted entities revaluation reserve

Balance at 1 January

-

1,827

Loss on revaluation of investment in unlisted entities

-

(177)

Sale of investment in unlisted entity

-

(1,650)

Balance at 31 December

-

-

Total

111,623

109,330

94 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
14. CAPITAL AND RESERVES (CONTINUED)

RESERVEPARTICULARS OF RESERVE

Asset revaluation reserve

The revaluation reserve accounts for the fair value movements of

commercial land and improvements, orchard land and improvements,

and buildings.

Foreign currency translation reserve

The foreign currency translation reserve comprises all foreign

exchange differences arising from the translation of the consolidated

financial statements of foreign operations into New Zealand dollars.

Cash flow hedge reserve

The cash flow hedge reserve accounts for the fair value movements of

hedging instruments designated as cash flow hedges.

Investment in unlisted entities revaluation reserve

The investment in unlisted entities revaluation reserve accounts for

the fair value movements of such investments during the year.

15. EARNINGS PER SHARE

2019

Cents

2018


Cents

Ordinary shares

From continuing operations 0.74.6

From discontinued operation -(1.7)

Total basic and diluted earnings per share0.72.9

The earnings used to calculate basic and diluted earnings per share is net profit after tax attributable to equity holders of the Parent of $0.9

million (2018: $3.6 million).

The weighted average number of shares used to calculate basic and diluted earnings per share is 122,543,204 shares (2018: 122,543,204

shares).


16. DIVIDENDS

2019

$’000

2018

$’000

2019


Cents per

share

2018


Cents per

share

Ordinary shares

Final dividend for prior year - 7,353 - 6

Interim dividend - 7,355 - 6

Dividends to non-controlling interests in Group subsidiaries5,6673,107 - -

Total5,66717,815

NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 95
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

17. RECONCILIATION OF LIABILITIES ARISING FROM FINANCING ACTIVITIES

The tables on the following pages details changes in the Group’s liabilities from financing activities, including both cash and non-cash

changes.

Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified in the Group’s

statement of cash flows from financing activities.

Notes

Balance at

1 January

2018

$’000

Reclassifications

$’000

Non-cash

changes

$’000

Recognised

on

acquisition

$’000

Non-

financing

cash flows

$’000

Financing

cash flows

(1)


$’000

Balance at

31 December

2018

$’000

Current borrowings

Secured borrowings1217,9643,001 - - - (17,100)3,865

Lease liabilities (NZ IAS 17)12533415 - - - (654)294

Total18,4973,416 - - - (17,754)4,159

Non-current borrowings

Secured borrowings12163,778(3,086) - - - (14,646)146,046

Lease liabilities (NZ IAS 17)12384(330) - - - - 54

Total164,162(3,416) - - - (14,646)146,100

Other current liabilities

Deferred payments20611(116)98 - - (593) -

Deferred payments to

related parties

201,070420(10) - - (1,060)420

Total1,68130488 - - (1,653)420

Other non-current

liabilities

Deferred payments201,064(438)(626) - - - -

Deferred payments to

related parties

20 - 134 - - - - 134

Total1,064(304)(626) - - - 134

Total liabilities arising

from financing activities

185,404 - (538) - - (34,053)150,813

(1)

Financing cash flows are made up of the net cash inflow / (outflow) from financing activities in the statement of cash flows with the

exception of dividends paid, bank facility fees and transaction fees, which do not result in liabilities on the balance sheet.

96 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

17. RECONCILIATION OF LIABILITIES ARISING FROM FINANCING ACTIVITIES (CONTINUED)

Notes

Balance at

1 January

2019

$’000

Reclassifications

$’000

Non-cash

changes

$’000

Recognised

on

acquisition

$’000

Non-

financing

cash flows

$’000

Financing

cash flows

(1)


$’000

Balance at

31 December

2019

$’000

Current borrowings

Secured borrowings123,865(3,865)- - - 1,3641,364

Loans from related parties12-

-193--5,0005,193

Lease liabilities11294 - 34,495

(2)

- - (21,242)13,547

Total4,159(3,865)34,688 - - (14,878)20,104

Non-current borrowings

Secured borrowings12146,0463,86578 - - (65,094)84,895

Lease liabilities1154 - 47,962

(2)

- - - 48,016

Total146,1003,86548,040 - - (65,094)132,911

Other current liabilities

Deferred payments20 - (10)10 - - - -

Deferred payments to

related parties

20420144(420) - - - 144

Total420134(410) - - - 144

Other non-current liabilities

Deferred payments20 - - - - - - -

Deferred payments to

related parties

20134(134) - - - - -

Total134(134) - - - - -

Total liabilities arising

from financing activities

150,813 - 82,318 - - (79,972)153,159

(1)

Financing cash flows are made up of the net cash inflow / (outflow) from financing activities in the statement of cash flows with the

exception of dividends paid, bank facility fees and transaction fees, which do not result in liabilities on the balance sheet.

(2)

Non-cash changes relate to NZ IFRS 16 Leases.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 97
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

WORKING CAPITAL

This section reviews the level of working capital the Group generates through its operating activities. The working capital items described

below include trade and other receivables, inventories, and trade and other payables.

18. TRADE AND OTHER RECEIVABLES

Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest

method, less any expected credit loss allowance.

The following categories of trade and other receivables are subject to the expected credit loss model:

• Trade receivables

• Loan receivables

• Related party receivables

• Receivables from joint ventures and associates

• Receivables from the Ultimate Parent and associates of the Ultimate Parent

The Group applies the simplified approach to measuring expected credit losses which uses a lifetime expected credit loss

allowance for all the above receivables as they all display the same risk profile. Related party receivables are mainly trade in

nature and are on terms consistent with external customers.

The measurement of expected credit losses is a function of the probability of default, loss given default and the estimated

exposure at default. The Group considers an event of default as occurring when information obtained (internally and

externally) indicates a debtor (this includes trade receivables, loan receivables, and receivables from related parties) is unlikely

to pay its creditors including the Group. The assessment of the probability of default and loss given default is based on

historical data adjusted by forward looking information relating to the debtor and general economic conditions of the debtors.

As for the estimated exposure at default, this is represented by the assets’ gross carrying amount at the reporting date.

NOTES

2019


$’000

2018


$’000

Current

Gross trade receivables144,800

121,130

Less: expected credit loss allowance(997)

(772)

Prepayments14,063

13,978

GST and other taxes8,452

5,518

Receivables from joint ventures

22

288

171

Receivables from associates

23

1,448

1,948

Receivables from related parties

25

16,635

7,900

Receivables from Ultimate Parent

25

654

455

Other receivables3,231

1,758

Total

188,574

152,086

98 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

18. TRADE AND OTHER RECEIVABLES (CONTINUED)

NOTES

2019

$’000

2018

$’000

Non-current

Trade receivables 6,7797,501

Prepayments600485

Receivables from associates23150150

Other receivables14,046292

Total21,5758,428

Total trade and other receivables210,149160,514

Included in non-current ‘other receivables’ is a loan receivable from a growing partner of $13.7m (2018: $nil). The loan is expected to fund

joint activities in new growing ventures between the Group and the growing partner. Repayment of the loan is expected annually over 5

years with interest charged at rates between 5.7% to 6.3% per annum.

Analysis of receivables

Gross receivablesImpaired receivables

2019

$’000

2018

$’000

2019

$’000

2018

$’000

Not past due146,464109,868 - -

Past due 1-30 days40,64642,833 - -

Past due 31-60 days14,2965,1651 -

Past due 61-90 days2,828738214

Past due over 90 days6,9122,682975768

Total211,146161,286997772

Although the Group has a number of receivables aged more than 30 days past due, the risk of financial loss is mitigated as the Group has

a policy of only dealing with creditworthy customers. Credit worthiness and customer limits are determined by reference to credit ratings

and country ratings provided by the Group’s credit insurer. The Group’s exposure and the credit ratings of its customers are continuously

monitored.

All trade and other receivables are individually reviewed regularly for impairment as part of normal operating procedures and provided

for where appropriate.

2019

$’000

2018

$’000

Analysis of movements in the expected credit loss allowance

Balance at 1 January772540

Expected credit loss on adoption of NZ IFRS 9 - 300

Net remeasurement of expected credit loss allowance156131

Change in expected credit loss allowance due to new trade and other receivables137 -

Amount written off during the year (68)(199)

Balance at 31 December997772

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 99
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

18. TRADE AND OTHER RECEIVABLES (CONTINUED)

The Group has numerous credit terms for various customers. These credit terms vary depending on the services provided and the

customer relationship. A receivable is considered impaired if there has been any indications of significant financial difficulties for the

customer or default or late payments more than 90 days overdue unless there are prior arrangements.

The Group makes advances to customers, suppliers, joint ventures and associates. All advances are within the agreed credit periods.


The Group’s policy requires security to be taken for advances to third parties. This security ranges from charges over property and assets

to personal guarantees. The Group does not hold any collateral over these balances.

Included in the expected credit loss allowance are individually impaired receivables amounting to $0.54 million (2018: $0.47 million) for

certain balances being past due. The remaining loss allowance balance represents the expected amount of default from customers as well

as advances made to customers, suppliers, joint ventures and associates over their lifetime based on historical trends of defaults from

customers.

The following table details the risk profile of amounts due from customers based on the Group’s provision matrix. As the Group’s

historical credit loss experience does not shows significantly different loss patterns for different customer segments, the expected credit

loss allowance based on past due status is not further distinguished between the Group’s different customer base.

Trade receivables - days past due

Not past due

$'000

Past due

1-30 days

$'000

Past due

31-60 days

$'000

Past due

61-90 days

$'000

Past due

over 90 days

$'000

Total

$'000

At 31 December 2019

Expected credit loss rate0.00%0.00%0.01%1.24%10.48%2.35%

Loss given default rate60%60%60%60%60%60%

Estimated total gross carrying

amount at default

146,464 40,646 14,296 2,828 6,912 211,146

Lifetime ECL - - 1 21 434 456

At 31 December 2018

Expected credit loss rate0.00%0.00%0.01%0.90%18.38%3.86%

Loss given default rate60%60%60%60%60%60%

Estimated total gross carrying

amount at default

109,868 42,833 5,165 738 2,682 161,286

Lifetime ECL - - - 4 296 300

100 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

19. INVENTORIES

Inventories are stated at the lower of cost (first in, first out basis) or net realisable value. Net realisable value is the estimated

selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

2019

$’000

2018

$’000

Finished and semi-finished goods22,65718,752

Raw materials -290

Consumables (including packaging)5,6595,473

Balance at 31 December28,31624,515

The cost of inventories recognised as an expense and included in ‘Purchases, raw materials and consumables used’ in the income

statement for the year ended 31 December 2019 amounted to $847.3 million (2018 : $831.0 million).

20. TRADE AND OTHER PAYABLES

Trade and other payables are initially recognised at fair value and then subsequently measured at amortised cost.

NOTES

2019

$’000

2018

$’000

Current

Trade payables103,89588,605

Employee entitlements11,73611,553

Accrued expenses37,05325,311

Payables to associates2319,4477,907

Payables to related party251,938 -

Payables to Ultimate Parent's subsidiary2553179

Deferred payments to related parties25144420

Total174,744133,875

Non-current

Employee entitlements42103

Deferred payments to related parties25 - 134

Total42237

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 101
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

GROUP STRUCTURE

This section provides information on the Group’s structure and the subsidiaries, joint ventures, and associates included in the consolidated

financial statements.

21. INVESTMENTS IN SUBSIDIARIES

Significant subsidiaries of the Group are listed below:

NAME OF ENTITY

PLACE OF BUSINESS

AND COUNTRY OF

INCORPORATION

OWNERSHIP

INTEREST (%)

PRINCIPAL ACTIVITY

20192018

Delica LimitedNew Zealand100100Fruit exporter

Delica Australia Pty LimitedAustralia100100Fruit exporter

Delica Domestic Pty LimitedAustralia8080Fruit and produce wholesale distributor

Delica North America, Inc.United States of America5050Fruit exporter

Delica (Shanghai) Fruit Trading Company

Limited

China100100In-market services and fruit importer

ENZAFRUIT New Zealand (CONTINENT)Belgium100100Apple marketing

ENZAFRUIT New Zealand International

Limited

New Zealand100100Apple sales, marketing and growing

ENZAFRUIT Peru S.A.CPeru100100Horticulture operations

ENZAFRUIT Products Inc.United States of America100100Fruit variety development and propagation

Fruit Distributors LimitedNew Zealand100100Investment company

Fruitmark Pty LimitedAustralia100100Processed foods broking

Fruitmark USA Inc.United States of America100100Processed foods broking

Status Produce Limited

(1)

New Zealand-100Horticulture operations

Status Produce Favona Road LimitedNew Zealand100100Leased property holding

T&G Fruitmark HK LimitedHong Kong100100Processed foods broking

T&G Insurance LimitedNew Zealand100100Captive insurance provider

T&G Japan LimitedJapan100100In-market services and fruit importer

T&G Processed Foods LimitedNew Zealand100100Processed foods sales and marketing

T&G South East Asia LimitedThailand100100In-market services and fruit importer

T&G Vizzarri Farms Pty LimitedAustralia5050Fruit and produce wholesale distributor

Taipa Water Supply LimitedNew Zealand6565Water supply

Turners & Growers (Fiji) LimitedFiji7070Fresh produce importer

Turners & Growers Fresh LimitedNew Zealand100100

Fresh produce wholesale distributor and

horticulture operations

Turners & Growers New Zealand LimitedNew Zealand100100Shared services provider

Turners and Growers Horticulture Limited

(2)

New Zealand-100Horticulture operations

Worldwide Fruit LimitedUnited Kingdom5050Apple importer and packing services

The balance date of all subsidiaries is 31 December.

(1)

On 1 September 2019, Status Produce Limited was amalgamated into Turners & Growers Fresh Limited.

(2)

On 1 May 2019, Turners and Growers Horticulture Limited was amalgamated into Turners & Growers Fresh Limited.

102 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

21. INVESTMENTS IN SUBSIDIARIES (CONTINUED)

DETAILS OF NON-WHOLLY OWNED SUBSIDIARIES THAT HAVE MATERIAL

NON-CONTROLLING INTERESTS

The table below shows details of non-wholly owned subsidiaries of the Group that have material non-controlling interests:

NAME OF ENTITY

PLACE OF BUSINESS AND

COUNTRY OF

INCORPORATION

OWNERSHIP INTEREST HELD

BY NON-CONTROLLING

INTERESTS

20192018

Delica North America, Inc.United States of America50%50%

Worldwide Fruit LimitedUnited Kingdom50%50%

NAME OF ENTITY

PROFIT ALLOCATED TO

NON-CONTROLLING

INTERESTS

ACCUMULATED

NON-CONTROLLING

INTERESTS

2019

$’000

2018

$’000

2019

$’000

2018

$’000

Delica North America, Inc.1,5991,1784,3223,993

Worldwide Fruit Limited2,5322,1426,9506,788

Individually immaterial subsidiaries with non-controlling interests1,5791,4172,4252,540

5,7104,73713,69713,321


Summarised financial information in respect of each of the Group’s subsidiaries that have material non-controlling interests is set out

below. The summarised financial information represents amounts before intragroup eliminations.

DELICA NORTH AMERICA, INC.

The terms of the shareholders’ agreement of Delica North America, Inc. specify that the Group has the right to appoint three of the

entity’s five directors. The Group therefore has the ability to approve the annual business plan and annual budget, as well as dictate the

direction of other fundamental business matters of the entity.

This satisfies the criteria set out in NZ IFRS 10 Consolidated Financial Statements around achieving control over an entity and consequently,

Delica North America, Inc. is accounted for as a subsidiary by the Group.

2019

$’000

2018

$’000

Balance sheet

Current assets51,209

31,494

Non-current assets130

151

Current liabilities(43,451)

(24,435)

Non-current liabilities(73)

(47)

Equity attributable to owners of the Company(3,493)

(3,170)

Non-controlling interests(4,322)

(3,993)

Income statement

Revenue

127,827

113,673

Expenses

(124,629)

(111,317)

Profit for the year

3,198

2,356

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 103
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

21. INVESTMENTS IN SUBSIDIARIES (CONTINUED)

DELICA NORTH AMERICA, INC. (CONTINUED)

2019

$’000

2018

$’000

Income statement (continued)

Profit attributable to owners of the Company1,5991,178

Profit attributable to non-controlling interests1,5991,178

Profit for the year3,1982,356

Dividends paid to non-controlling interests1,2401,170

Cashflows

Net cash inflow from operating activities8,0532,374

Net cash outflow from investing activities(2,557)(1,015)

Net cash outflow from financing activities(140)(70)

Total net cash inflow5,3561,289

WORLDWIDE FRUIT LIMITED

The shareholders’ agreement specifies that the Group has the right to approve Worldwide Fruit Limited’s annual business plan and annual

budget, and the right to approve the appointment of the Chief Executive Officer.

This satisfies the criteria set out in NZ IFRS 10 Consolidated Financial Statements around achieving control over an entity and consequently,

Worldwide Fruit Limited is accounted for as a subsidiary by the Group.

2019

$’000

2018

$’000

Balance sheet

Current assets38,26535,921

Non-current assets17,03515,615

Current liabilities(36,216)(35,371)

Non-current liabilities(3,063)(951)

Equity attributable to owners of the company(9,070)(8,426)

Non-controlling interests(6,951)(6,788)

Income statement

Revenue267,468258,406

Expenses(262,404)(254,122)

Profit for the year5,0644,284

Profit attributable to owners of the Company2,5322,142

Profit attributable to non-controlling interests2,5322,142

Profit for the year5,0644,284

Dividends paid to non-controlling interests2,486594

Cashflows

Net cash inflow from operating activities7,4757,204

Net cash outflow from investing activities(2,549)(1,783)

Net cash outflow from financing activities(4,012)(3,170)

Total net cash inflow 9142,251

104 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

22. INVESTMENTS IN JOINT VENTURES

Under the equity method, an investment in a joint venture is initially recognised in the balance sheet at cost. The investment is

adjusted for the Group’s share of the profit or loss and other comprehensive income of the joint venture which is recognised

from the date that joint control begins, until the date that joint control ceases.

Investments in joint ventures are assessed for indicators of impairment at each reporting date.

Set out below are the joint ventures of the Group as at 31 December 2019. The joint ventures have share capital consisting solely of

ordinary shares, which are held directly by the Group.

The Group’s investments in joint ventures in 2019 and 2018 are:

NAME OF ENTITY

PLACE OF BUSINESS

AND COUNTRY OF

INCORPORATION

OWNERSHIP

INTEREST (%)

PRINCIPAL ACTIVITY

20192018

Growers Direct LimitedUnited Kingdom5050Apples importer

Wawata General Partner LimitedNew Zealand5050Horticulture operations

The balance date of all joint ventures is 31 December.

For the purposes of applying the equity method of accounting, management accounts of the companies for the period ended 31

December 2019 have been used. Differences in accounting policies between the Group and the joint ventures have been adjusted for.

None of the Group’s joint ventures as at 31 December 2019 are considered to be material to the Group during the period.

The Group’s share of profit and the carrying amounts of the Group’s interest in all joint ventures are presented below:

2019

$’000

2018

$’000

Group's share of profit and comprehensive income of joint ventures14694

Carrying amount of the Group's interest in joint ventures4,0064,490

TRANSACTIONS WITH JOINT VENTURES OF THE GROUP

The Group has entered into the following transactions with its joint ventures during the year:

2019

$’000

2018

$’000

Sale of produce to joint ventures2,5551,844

Purchase of produce from joint ventures - (63)

Services provided to joint ventures7661,277

Services received from joint ventures(9) -

Current receivables owing from joint ventures288171

Dividends from joint ventures received by the Group500750


23. INVESTMENTS IN ASSOCIATES

Under the equity method, an investment in an associate is initially recognised in the balance sheet at cost. The investment is

adjusted for the Group’s share of the profit or loss and other comprehensive income of the associate which is recognised from

the date that significant influence begins, until the date that significant influence ceases.

Investments in associates are assessed for indicators of impairment at each reporting date.

Set out on the following pages are the associates of the Group as at 31 December 2019. The associates have share capital consisting

solely of ordinary shares, which are held directly by the Group.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 105
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

23. INVESTMENTS IN ASSOCIATES (CONTINUED)

The Group’s investments in associates in 2019 and 2018 are:

NAME OF ENTITY

PLACE OF BUSINESS

AND COUNTRY OF

INCORPORATION

OWNERSHIP

INTEREST (%)

PRINCIPAL ACTIVITY

20192018

Allen Blair Properties LimitedNew Zealand

3333

Property investment

Grandview Brokerage LLCUnited States of America

3939

Investment company

Intelligent Fruit Vision LimitedUnited Kingdom

2424

Orchard technology development

Mystery Creek Asparagus Limited

(1)

New Zealand

1515

Horticulture operations

POP Worldwide LimitedUnited Kingdom

2424

Stonefruit importer

The Fruit Firm LimitedUnited Kingdom

2020

Stonefruit importer and packing

services

(1)

Although the Group holds less than 20% of the ownership of Mystery Creek Asparagus Limited (Mystery Creek), the Group is deemed to have significant

influence over this entity. A member of the Group’s management sits on the Board of Directors of Mystery Creek, and transactions between Mystery Creek

and the Group are significant to its operations.

POP Worldwide Limited has a balance date of 28 February, and Allen Blair Properties Limited, Mystery Creek Asparagus Limited and

The Fruit Firm Limited have a balance date of 31 March. These were the balance dates established when the companies were

incorporated and it is impractical for the companies to change their balance dates. The remaining associates of the Group have a balance

date of 31 December.

For the purposes of applying the equity method of accounting, management accounts of the companies for the period ended


31 December 2019 have been used. Differences in accounting policies between the Group and its associates have been adjusted for.

SUMMARISED FINANCIAL INFORMATION FOR MATERIAL ASSOCIATE

Set out below is the summarised financial information for Grandview Brokerage LLC, the associate considered to be material to the Group

for the period.

GRANDVIEW BROKERAGE LLC

2019

$’000

2018


$’000

Balance sheet

Current assets

121,110

127,205

Non-current assets

21,284

15,673

Current liabilities

(113,681)

(114,121)

Non-current liabilities

(14,620)

(13,513)

The above amounts of assets includes the following:

Cash and cash equivalents

1,673

2,790

Income statement

Revenue

945,878

861,121

Depreciation and amortisation expenses

(862)

(258)

Interest expense

(1,243)

(1,238)

Income tax expense

(1,334)

(1,557)

Profit after tax and total comprehensive income

3,168

4,236

106 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

23. INVESTMENTS IN ASSOCIATES (CONTINUED)

GRANDVIEW BROKERAGE LLC (CONTINUED)

2019

$’000

2018

$’000

Group's share of carrying amount

Carrying amount from Group's share in associate5,5516,005

Goodwill on acquisition26,69226,767

Other adjustments(2,366)(3,090)

Group's adjusted share of carrying amount in associate29,87729,682

Group's share of profit from continuing operations

Gain from Group's share in associate1,2481,700

Other adjustments799368

Group's adjusted share of profit from continuing operations in associate2,0472,068

Dividend received from associate1,8501,036

The Group’s share of profit and the carrying amounts of the Group’s interest in all associates are presented below:

2019

$’000

2018

$’000

Group's share of profit and comprehensive income of associates

Grandview Brokerage LLC2,0472,068

Other1,255466

Total3,3022,534

Carrying amount of the Group's interest in associates

Grandview Brokerage LLC29,87729,682

Other1,6195,698

Total31,49635,380


TRANSACTIONS WITH ASSOCIATES OF THE GROUP

The Group has entered into the following transactions with its associates during the year:

2019

$’000

2018


$’000

Sale of produce to associates35,68643,930

Purchase of produce from associates(23)(181)

Services provided to associates - 291

Services received from associates(1,420)(2,613)

Current receivables owing from associates1,4481,948

Non-current receivables owing from associates150150

Current payables owing to associates(19,447)(7,907)

Dividends received from associates7,1171,103


Dividends received from associates includes $5.3m (2018: $0.06m) received from Allen Blair Properties Limited (Allen Blair Properties).

During the current financial year, Allen Blair Properties sold investment property it was holding and the dividend partially represents

a capital redistribution to shareholders as Allen Blair Properties is wound up. A final dividend in respect of the capital redistribution is

expected in the next financial year.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 107
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

OTHER DISCLOSURES

This section presents disclosures required to provide readers with an understanding of the Group’s activities during the financial year.

24. INVESTMENT PROPERTY

Investment properties are properties held either to earn rental income, for capital appreciation or for both.

Investment properties are measured at fair value as determined by property valuers who are members of the New Zealand

Institute of Valuers. Revaluations are conducted annually.

The fair value is determined based on quoted market prices and is the estimated amount for which a property could be

exchanged on the date of valuation between a willing buyer and a willing seller in an arm’s length transaction after proper

marketing wherein the parties have each acted knowledgeably, prudently and without compulsion.

Transfers are made to investment properties when there is a change in use of the property. This may be evidenced by ending

owner occupation, commencement of an operating lease to another party or commencement of construction or development

for future use as investment property.

Investment properties are derecognised when they have been disposed of. Any gains arising from a change in fair value are

recognised in the income statement as part of other operating income. Any losses arising from a change in fair value are

recognised in the income statement as part of other operating expenses.

Investment property comprises of the commercial property on 490 Nayland Road in Nelson which was previously an owner occupied

property. This property is now leased to external parties for the operation of a food ingredients and juicing business. Subsequent

renewals are negotiated with lessees. No contingent rents are charged.

2019

$’000

2018

$'000

At fair value

Balance at 1 January

15,316

-

Transfers from property, plant and equipment

-

15,316

Net loss from fair value adjustment

(316)

-

Balance at 31 December

15,000

15,316

VALUATION APPROACH

The carrying amount of investment property is the fair value of the property as determined by a registered independent appraiser having

an appropriate recognised professional qualification and recent experience in the location and category of the property being valued.

The property was valued by Telfer Young in the current year in November 2019. The property was valued at the average of the

depreciation replacement cost, discounted cash flow and income capitalisation methods. Refer to Note 9 for details of the methods of

valuation and key assumptions used.

The property is leased out under an operating lease. Rental income earned by the Group from its investment property amounted to


$0.3 million (2018: $0.1 million).

108 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

25. RELATED PARTY TRANSACTIONS

Transactions with the Group’s related parties comprise of sales and purchases of produce and services provided and received in the

ordinary course of business. Related party sales and purchases of produce are at amounts similar to those with third parties, and services

provided and received are agreed at negotiated amounts between the related parties.

TRANSACTIONS WITH JOINT VENTURES AND ASSOCIATES

The Group has related party transactions with its joint ventures and associates. The details of the transactions are contained in Notes 22

and 23 respectively.

TRANSACTIONS WITH THE ULTIMATE PARENT

The Group has related party transactions with the Ultimate Parent as follows:

2019

$’000

2018


$’000

Purchase of produce from Ultimate Parent(87) -

Services provided to the Ultimate Parent199183

Interest on loan charged by the Ultimate Parent(193) -

Services received from the Ultimate Parent(279)(123)

Current receivables owing from the Ultimate Parent654455

Undrawn term debt facility from the Ultimate Parent3005,300

Drawn term debt facility from the Ultimate Parent(5,000)-

TRANSACTIONS WITH THE ULTIMATE PARENT’S SUBSIDIARIES AND ASSOCIATES

The Group has related party transactions with R.I. Solution GmbH and BayWa Obst GmbH & Co. KG, a wholly-owned subsidiary of the

Ultimate Parent, and the transactions with these subsidiaries are detailed as follows:

2019

$’000

2018


$’000

Sale of produce to the Ultimate Parent's subsidiary4 -

Purchase of produce from the Ultimate Parent's subsidiary(80) -

Services received from the Ultimate Parent's subsidiary(1,540)(963)

Current payables owing to the Ultimate Parent's subsidiary(531)(79)

The Group also has related party transactions with Obst vom Bodensee Vertriebsgesellschaft mbH, an associate of the Ultimate Parent,

and the transactions with this associate are detailed as follows:

2019

$’000

2018

$’000

Sale of produce to the Ultimate Parent's associate5824,767

Services provided to the Ultimate Parent's associate - 1

Services received from the Ultimate Parent's associate(622)(2,242)

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 109
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

25. RELATED PARTY TRANSACTIONS (CONTINUED)

TRANSACTIONS WITH RELATED PARTIES


The Group has related party transactions with M&G Vizzarri Farms and David Oppenheimer & Company I, L.L.C and the transactions

with the related parties are detailed as follows:

2019

$’000

2018


$’000

Sale of produce to related parties931 -

Purchase of produce from related parties32,256 36,868

Services provided to related parties8 17

Services received from related parties - 228

Current receivables owing from related parties16,635 7,900

Current payables owing to related parties1,938-


All related party amounts outstanding are unsecured and will be settled in cash. No expense has been recognised in the current or

prior years for expected credit losses in respect of the amounts owed by related parties.

KEY MANAGEMENT PERSONNEL COMPENSATION

2019

$’000

2018


$’000

Short-term employee benefits4,9973,767

Long-term employee benefits-220

Termination benefits386186

Directors' remuneration386387

Total5,7694,560

At 31 December 2019, the Group had outstanding deferred payments to key management personnel of $0.1 million (2018: $0.5

million).

26. FINANCIAL RISK MANAGEMENT

The Group is subject to a number of financial risks which arise as a result of its activities, including importing, exporting and domestic

trading. Treasury activities are performed by a central treasury function and the use of derivative financial instruments is governed by

the Group’s policies approved by the Board. The Group does not engage in speculative transactions.

MARKET RISK

(i) Foreign exchange risk

The Group operates internationally and has exposure to foreign currency risk as a result of transactions denominated in foreign

currencies from normal trading activities. Major trading currencies include the Australian dollar, United States dollar, Euro, Japanese

yen and Great British pounds.

The Group’s foreign currency risk management policies are designed to protect the Group from exchange rate volatilities as they relate

to future foreign currency payments or foreign currency receipts, and the protection of profit margins at the time foreign currency

exposures are created or recognised.

To manage foreign currency risk, the Group utilises hedging instruments in the form of spot foreign exchange contracts, forward

foreign exchange contracts, and currency options. Any other financial instrument must be specifically approved by the Finance, Risk,

and Investment Committee on a case-by-case basis. Contracts are entered into within parameters determined by the Group’s Treasury

Policy and contracts generally do not exceed two years.

110 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

26. FINANCIAL RISK MANAGEMENT (CONTINUED)

MARKET RISK (CONTINUED)

(i) Foreign exchange risk (continued)

For hedges of highly probable forecast sales and purchases, as the critical terms of the hedge contracts and the corresponding hedged

items are the same the Group performs a qualitative assessment of hedge effectiveness. It is expected that the value of the contract and

the value of the corresponding hedged item will change in opposite directions in response to movements in underlying exchange rates.

The main source of hedge ineffectiveness in the Group’s hedging relationships are in the timing of cashflows, and differences in the timing

of implementation of hedge contracts.

The Group uses forward foreign exchange contracts and currency options to manage these exposures with the main exposure relating

to its Apples export business. As at 31 December 2019, the Group held foreign exchange contracts and currency options with a contract

value of $311.0 million (restated 2018: $307.0 million). The prior year comparative has been restated to take into account mechanical

inaccuracies in the previous calculation. This had no impact on the balance sheet, income statement, or other primary statements with

the only impact being in the 2018 financial risk management note.

The below tables highlight the foreign exchange cover in place, average exchange rate, notional foreign currency and New Zealand dollar

value of the contracts as at 31 December:

% of Forecast Exposure

20202021

ActualPolicyActualPolicy

USD62.67%31%-75%32.73%25%-50%

GBP67.01%31%-75%35.25%25%-50%

EUR62.62%31%-75%40.09%25%-50%

JPY49.15%31%-75%26.88%25%-50%

Average exchange rates

Notional value:

Foreign currency

Notional value:

Local currency

201920182019

$’000

2018

$’000

2019

$’000

2018

$’000

USD 0.66 0.70 142,908 145,454 215,309 216,481

GBP 0.51 0.51 14,650 16,100 28,853 30,576

EUR 0.56 0.59 29,950 29,673 47,999 50,658

JPY 69.71 75.26 554,244 910,349 7,951 12,365

Exchange rate sensitivity

Reasonable fluctuations in foreign exchange rates were determined based on a review of the last two years’ historical movements. A

movement of plus or minus 10% has therefore been applied to the exchange rates to demonstrate the sensitivity to foreign currency risk

of the Group.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 111
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

26. FINANCIAL RISK MANAGEMENT (CONTINUED)

MARKET RISK (CONTINUED)

Exchange rate sensitivity (continued)

The following sensitivity is based on the foreign currency risk exposures in existence at the balance date. The impact of a plus or

minus 10% foreign exchange movement on New Zealand dollars against all trading currencies, with all other variables held constant, is

illustrated below:

-10%+10%

2019


$’000

2018


$’000

2019


$’000

2018


$’000

Pre-tax (profit) / loss(720)(809)590662

Equity(29,788)(28,145)24,82622,993


(ii) Interest risk

The Group is exposed to interest rate risk as it borrows funds at both fixed and floating interest rates.

Interest rate risk is identified by forecasting cash flow requirements, short-term through to long-term. Short-term seasonal funding is

provided by a syndicate of four banks. These funding arrangements are negotiated at the start of each season, on behalf of growers who

bear the interest cost.

The Group has floating rate borrowings used to fund ongoing activities which are repriced on roll-over dates.

As at 31 December 2019, $83.1 million of interest bearing loans are subject to interest rate repricing within the next 15 months (2018:

$146.0 million).

The table below highlights the weighted average interest rate and the currency profile of interest bearing loans and borrowings:

20192018

Weighted average

interest rate

Loans and

borrowings


$’000

Weighted average

interest rate

Loans and

borrowings

$’000

Australian dollars- - 15%15

British pounds3%3,1593%3,948

New Zealand dollars3%88,2933%146,189

United States dollars- - 6%107

Total91,452150,259

Interest rate derivatives

The Group’s treasury policy allows up to 100% (2018: 100%) of forecasted core debt to be fixed via interest rate derivatives to protect the

Group from exposure to fluctuations in interest rates. Accordingly, the Group has entered into interest rate swap contracts under which it

is obliged to receive interest at variable rates and to pay interest at fixed rates.

Swaps currently in place cover approximately 75% (2018: 89%) of the forecasted core debt. The fixed interest rates average 3.6% (2018:

3.6%). The variable rates are set at the bank bill rate 90 day settlement rate, which at balance date was 1.1% (2018: 2.0%). The contracts

require settlement of net interest receivable or payable each 90 days as appropriate, and are settled on a net basis. As at 31 December

2019, the Group held swaps with a contract value of $105.0 million (2018: $133.9 million).

112 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

26. FINANCIAL RISK MANAGEMENT (CONTINUED)

MARKET RISK (CONTINUED)

Interest rate derivatives (continued)

Hedge effectiveness is tested by matching critical terms for prospective testing and cumulative dollar offset for retrospective tests. The

potential sources of hedge ineffectiveness are timing of cashflows, and differences in timing of implementation of the hedge contract.

Interest rate sensitivity

At 31 December 2019, $83.1 million (2018: $146.0 million) of loans are at fixed rates for defined periods of up to three months, after which

interest rates will be reset. Additionally, the Group has overnight deposits that are subject to fluctuations of interest rates. If the Group’s

loan and deposit balances at 31 December had remained the same throughout the year and interest rates moved by 1% then the impact

would be a $0.8 million gain or loss on pre-tax profits (2018: $1.5 million gain or loss on pre-tax profits).

A 1% sensitivity has been used as this is what management estimates is a likely range within which interest rate moved for the year.

(iii) Price / commodity risk

The Group does not trade in commodity instruments and therefore is not exposed to commodity price risk.

CREDIT RISK

In the normal course of business, the Group is exposed to counterparty credit risks. The maximum exposure to credit risk at 31 December

2019 is equal to the carrying value for cash and cash equivalents, trade and other receivables, derivative financial instruments and a

guarantee claimable of $25.8 million in the event the guarantee in Note 28 is called. Credit risk is managed by restricting the amount

of cash and derivative financial instruments which can be placed with any one institution and these institutions are all New Zealand

registered banks with at least a Standard & Poor’s rating of A. The financial condition and credit evaluation of trade and loan receivables,

receivables from joint ventures, associates and related parties are continuously considered.

Due to the nature and dispersion of the Group’s customers and growers, the Group’s concentration of credit risk is not considered

significant.

LIQUIDITY RISK

The Group manages liquidity risk by continuously monitoring cash flows and forecasts and matching maturity profiles of financial assets

and liabilities. The Group also maintains adequate headroom on its loan facilities.

Policies are established to ensure all obligations are met within a timely and cost effective manner.

The following table analyses the Group’s financial liabilities into relevant contractual maturity groupings based on the remaining period at

the balance date to the contractual maturity date. For the purpose of this table, it is assumed that year end interest rates applicable to the

term loan will apply through to expiry of the term loan facility, even though the Group has the option to repay the loan prior to its expiry

date. For cash flow hedges, the impact on the profit and loss is expected to occur at the same time as the cash flows occur.

The amounts disclosed for financial guarantees are the maximum amounts the Group could be forced to settle under the arrangement

for the full guaranteed amount if that amount is claimed by the counterparty to the guarantee.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 113
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

26. FINANCIAL RISK MANAGEMENT (CONTINUED)

LIQUIDITY RISK (CONTINUED)

The amounts disclosed below are contractual undiscounted cash flows at balance date:

Carrying

amount

$’000

Less than

six months


$’000

Between

six months

and one

year

$’000

Between

one and

two years


$’000

Between

two and

five years


$’000

Over five

years


$’000

Total


$’000

2019

Borrowings

91,4526,2831,084 89,636 - - 97,003

Trade and other payables

(excluding employee entitlements)

163,008163,008 - - - - 163,008

Derivative financial instruments -

cash flow hedges:

7,261 - - - - - -

Inflows

- (17,012)(54,287)(8,030) - - (79,329)

Outflows

- 18,40556,3549,9612,744 - 87,464

Derivative financial instruments -

fair value through profit or loss:

36 - - - - - -

Inflows

- (2,924) - - - - (2,924)

Outflows

- 2,968 - - - - 2,968

Lease liabilities

61,5638,5088,47214,93220,62026,45478,986

Financial guarantees

25,80325,803 - - - - 25,803

Total349,123205,03911,623106,49923,36426,454372,979

Carrying

amount

$’000

Less than

six months

$’000

Between

six months

and one

year

$’000

Between

one and

two years

$’000

Between

two and

five years

$’000

Over five

years

$’000

Total


$’000

2018

Borrowings

149,9116,3052,4404,880143,560 - 157,185

Trade and other payables

(excluding employee entitlements)

122,456122,322 - 134 - - 122,456

Derivative financial instruments -

cash flow hedges:

11,085

Inflows

(19,449)(144,009)(51,254)(3,567) - (218,279)

Outflows

21,344149,62453,5406,135 - 230,643

Derivative financial instruments -

fair value through profit or loss:

108

Inflows

(3,451) - - - - (3,451)

Outflows

3,559 - - - - 3,559

Lease liabilities (NZ IAS 17)

34823018220320 - 635

Financial guarantees

25,87625,876 - - - - 25,876

Total309,784156,7368,2377,503146,148 - 318,624

114 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

26. FINANCIAL RISK MANAGEMENT (CONTINUED)

CAPITAL RISK MANAGEMENT

The main objective of capital risk management is to ensure the Group operates as a going concern, meeting debts as they fall due,

maintaining the best possible capital structure and reducing the cost of capital. Group capital consists of share capital, other reserves and

retained earnings. To maintain or alter the capital structure the Group has the ability to review the size of dividends paid to shareholders,

return capital or issue new shares, reduce or increase debt, or sell assets.

There are a number of externally imposed bank financial covenants required as part of seasonal and term debt facilities. These covenants

are calculated monthly and reported to the banks on a monthly and quarterly basis.

The key covenants are as follows:

FINANCIAL COVENANTREQUIREMENT IMPOSED

Contingent liabilities

Contingent liabilities of the Group shall not at any time exceed 6% (2018:

6%) of total tangible assets of the Group.

Debt to debt and equity

The debt to debt and equity percentage shall not exceed the specified

percentage as at the end of each month. This percentage ranges from 45%

to 55% (2018: 45% to 55%).

Tangible net worth

The tangible net worth of the Group shall not be less than $270 million

(2018: $270.0 million).

Seasonal facility stock and debtors

Seasonal facility stock and debtors of the Group shall at all times be equal

to or exceed the specified ratio as at the end of each month. This ratio

ranges from 1.1:1 to 1.25:1 (2018: 1.1:1 to 1.25:1).

Total net worth of the Ultimate Parent

The total net worth of the Ultimate Parent shall not at any time be less than

EUR 750 million (2018: EUR 750 million).

In addition, the Group also makes the following undertakings:

• At all times, the tangible assets of the Group entities that form part of the guaranteeing group shall not be less than 90% (2018: 90%)

of the total tangible assets of the whole Group.

• At all times, the total earnings before interest and tax (EBIT as defined within the banking agreement) of the Group entities that form

part of the guaranteeing group shall not be less than 75% for the year of the total EBIT of the Group (2018: not less than 75% for the

period up to November and not less than 80% for the month of December).

The Group has complied with all financial covenants during the year.

SEASONALITY

Due to the seasonal nature of the business the risk profile at 31 December is not representative of all risks faced during the year.

Seasonality causes large fluctuations in the size of borrowings and debtors.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 115
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

26. FINANCIAL RISK MANAGEMENT (CONTINUED)

FINANCIAL INSTRUMENTS BY CATEGORY

The classification of the Group’s financial assets and liabilities depends on the purpose for which the assets were acquired or

liabilities were incurred. Management determines the classification of its financial assets and liabilities at initial recognition and

re-evaluates this designation at every balance date.

Financial assets and financial liabilities classed as measured at amortised cost are carried at amortised cost less any impairment.

Financial assets measured at amortised costs includes cash and cash equivalents which comprises cash balances and call

deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are

included in current liabilities in the balance sheet and as a financial liability measured at amortised cost, unless there is a right


of offset, and included as a component of cash and cash equivalents in the statement of cash flows.

Financial assets and liabilities carried at fair value through profit or loss are initially recognised at fair value. Realised and

unrealised gains arising from changes in fair value are included in the income statement.

Financial assets and financial liabilities classed as derivatives for hedging are recognised at fair value. The Group recognises

the effective portion of changes in the fair value of derivative financial instruments that qualify as cash flow hedges in other

comprehensive income. Gains or losses relating to the ineffective portion of a cash flow hedge are recognised in the income

statement. Amounts taken to equity are transferred to the income statement when the hedged transaction affects the income

statement.

Investments in unlisted entities are carried at fair value and classified as fair value through other comprehensive income as they

are not held for trading. Unrealised gains and losses arising from changes in fair value are recognised in other comprehensive

income, except for dividends from those investments which are recognised in profit or loss. When investments in unlisted

entities are sold, the accumulated fair value adjustments are recycled directly through retained earnings.

Financial assets

Measured

at

amortised

cost


$’000

Fair value

through

profit or loss

(mandatory)


$’000

Derivatives

for hedging


$’000

Equity

instruments

designated

at fair value

through OCI


$’000

Total

$’000

2019

Cash and cash equivalents

36,208 - - - 36,208

Trade and other receivables (excluding prepayments and taxes)

187,034 - - - 187,034

Investment in unlisted entities

- - - 9393

Derivative financial instruments

- 6357,329 - 7,964

Total223,2426357,32993231,299

2018

Cash and cash equivalents

36,778 - - - 36,778

Trade and other receivables (excluding prepayments and taxes)

140,533 - - - 140,533

Investment in unlisted entities

- - - 106106

Derivative financial instruments

- 692,679 - 2,748

Total177,311692,679106180,165

116 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

26. FINANCIAL RISK MANAGEMENT (CONTINUED)

Financial liabilities

Measured at

amortised cost


$’000

Fair value

through profit


or loss

(held for trading)


$’000

Derivatives for

hedging

$’000

Total

$’000

2019

Borrowings

91,452 - - 91,452

Trade and other payables (excluding employee entitlements)

163,008 - - 163,008

Lease liabilities

61,563 - - 61,563

Derivative financial instruments

- 367,2617,297

Total316,023367,261323,320

2018

Borrowings149,925 - - 149,925

Trade and other payables (excluding employee entitlements

and taxes)

122,456 - - 122,456

Finance lease liabilities348 - - 348

Derivative financial instruments - 10811,08511,193

Total272,72910811,085283,922

FAIR VALUE MEASUREMENT

Techniques applied by the Group which use methods and assumptions to estimate the fair value of financial assets and

liabilities are considered to be level 2 in the fair value hierarchy.

The fair value of derivative instruments designated in a hedging relationship is determined using the following valuation

techniques:

• Foreign currency forward exchange contracts have been fair valued using quoted forward exchange rates and discounted

using yield curves from quoted interest rates that match the maturity dates of the contracts.

• Foreign currency option contracts have been fair valued using observable option volatilities, and quoted forward exchange

and interest rates that match the maturity dates of the contracts.

• Interest rate swaps are fair valued by discounting the future interest and principal cash flows using current market interest

rates that match the maturity dates of the contracts. These valuation techniques maximise the use of observable market

data where it is available and rely as little as possible on entity-specific estimates.

Inputs other than quoted prices included within level 1 of the fair value hierarchy are observable for the asset or liability,

either directly (that is, as prices) or indirectly (that is, derived from prices). There have been no transfers between levels

during the year.

The estimated fair values of all of the Group’s other financial assets and liabilities approximate their carrying values.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 117
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

27. DERIVATIVE FINANCIAL INSTRUMENTS

Derivative financial instruments are used to hedge exchange rate and interest rate risks. The Group does not hold or

issue derivative financial instruments for trading purposes. Derivative financial instruments are recognised at fair value.

Any resulting gains or losses are recognised in the income statement unless the derivative financial instrument has been

designated into a hedge relationship that qualifies for hedge accounting.

Cash flow hedges

Cash flow hedges are currently applied to forecast transactions that are subject to foreign currency fluctuations and future

interest cash flow on loans. The Group recognises the effective portion of changes in the fair value of derivative financial

instruments that qualify as cash flow hedges in other comprehensive income. These accumulate as a separate component of

equity in the cash flow hedge reserve.

Gains or losses relating to the ineffective portion of a cash flow hedge are recognised in the income statement in other

operating expenses. Amounts taken to equity are transferred to the income statement when the hedged transaction affects

the income statement in revenue and cost of goods sold.

2019

$’000

2018


$’000

Current assets

Cash flow hedges

Forward foreign exchange contracts2,6801,461

Foreign currency options614334

Fair value through profit or loss (held for trading)

Forward foreign exchange contracts63569

Total3,9291,864

Non-current assets

Cash flow hedges

Forward foreign exchange contracts3,441720

Foreign currency options594164

Total4,035884

Current liabilities

Cash flow hedges

Forward foreign exchange contracts1,2745,177

Foreign currency options183262

Interest rate swaps187416

Fair value through profit or loss (held for trading)

Forward foreign exchange contracts36108

Total1,6805,963

Non-current liabilities

Cash flow hedges

Forward foreign exchange contracts119930

Foreign currency options24 -

Interest rate swaps5,4744,300

Total5,6175,230

118 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
28. CONTINGENCIES

The Group has the following guarantees:

2019

$’000

2018


$’000

Bonds and sundry facilities7575

Guarantees of bank facilities for associated companies25,72825,801

Total25,80325,876

29. COMMITMENTS

CAPITAL COMMITMENTS

As at 31 December, the Group is committed to the following capital expenditure:

2019

$’000

2018

$’000

Property, plant and equipment12,2747,166

Intangible assets3003

Total12,5747,169

NON-CANCELLABLE OPERATING LEASES RECEIVABLE

The Group as a lessor

Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is

classified as a finance lease. All other leases are classified as operating leases.

Rental income (net of any incentives given to lessees) is recognised on a straight-line basis over the term of the relevant lease.

All properties leased to third parties under operating leases are included in ‘Property, plant and equipment’ on the balance

sheet. They are depreciated over their expected useful lives on a basis consistent with similar property, plant and equipment.

Amounts due from lessees under finance leases are recognised as receivables at the amount of the Group's net investment

in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the

Group's net investment outstanding in respect of the leases.


Future minimum rentals receivable under non-cancellable operating leases as at 31 December are as follows:

2019

$’000

2018

$’000

Within one year1,5731,959

One to two years9051,409

Two to five years7301,541

Total3,2084,909

NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 119
NOTES TO THE FINANCIAL STATEMENTS

(CONTINUED)

30. EVENTS OCCURING AFTER THE BALANCE DATE

On 17 December 2019 the Group entered into an agreement to acquire Freshmax NZ Limited, a New Zealand domestic fresh produce

business, for $30.0m on a debt-free and cash-free basis.

The agreement is subject to a number of conditions including review by the Commerce Commission.

Subject to these conditions being satisfied, the transaction will settle in the upcoming financial year.

120 | T&G GLOBAL LIMITED ANNUAL REPORT 2019
FIVE YEAR FINANCIAL REVIEW

20192018201720162015

Statistics

Number of ordinary shares on issue

122,543,204

122,543,204122,543,204122,543,204119,803,316

Earnings per share - cents

0.7

4.630.225.115.4

Net tangible assets per security

$3.56

$3.08$3.17$2.62$2.47

Percentage of equity holders funds to total assets

56%

55%53%53%49%

Ratio of current assets to current liabilities

1.47

1.741.631.811.65

Ratio of debt to equity

(1)

0.80

0.810.880.881.04

Dividends

Cents per share on paid up capital

-

12

(2)

666

Total dividend paid

-

$14,707,592$7,352,592$7,188,1997,020,633

2019

$’000

2018

$’000

2017

$’000

2016

$’000

2015

$’000

Revenue

Continuing activities

1,216,409

1,188,2031,068,145871,771812,764

Profit

Pre-tax profit

10,311

13,24241,95442,09524,669

Net profit after tax

6,611

10,39440,24632,43619,450

Funds employed

Paid up capital

176,357

176,357176,357176,357170,317

Retained earnings and reserves

284,349

223,942237,417168,082147,933

Non-controlling interests

13,697

13,32111,8192,3832,696

Non-current liabilities

181,276

192,854217,164194,853214,855

Current liabilities

198,553

147,207155,959108,911118,167

854,232

753,681798,716650,586653,968

Assets

Property, plant and equipment

386,079

396,546450,981393,974401,395

Other non-current assets

176,651

103,50393,25460,00857,426

Current assets

291,502

253,632254,481196,604195,147

854,232

753,681798,716650,586653,968

(1)

Debt includes trade payables.

(2)

An interim dividend and final dividend were paid out at 6 cents each in 2018.

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 121

DIRECTORY

DIRECTORS

Prof. K.J.Lutz

Chairman and Non-independent Director

B.J. Mangold

Non-independent Director

C.A. Campbell

Independent Director

A. Helber

Non-independent Director

R.J. Hewett

Independent Director

M.W. Liu

Non-independent Director

R.T. Priske

Non-independent Director

REGISTERED OFFICE

1 Clemow Drive

Mt Wellington, Auckland 1060

New Zealand

REGISTERED OFFICE CONTACT DETAILS

PO Box 290

Shortland Street

Auckland 1140, New Zealand

Telephone: (09) 573 8700

Website: www.tandg.global

Email: info@tandg.global

AUDITORS

Deloitte Limited

PRINCIPAL BANKERS

Bank of New Zealand

HSBC

Rabobank

Westpac New Zealand

PRINCIPAL SOLICITORS

Russell McVeagh

SHARE REGISTRY

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna, Auckland 0622

New Zealand

SHARE REGISTRY CONTACT DETAILS

Private Bag 92119

Victoria Street West

Auckland 1142, New Zealand

Investor enquiries: (09) 488 8700

Website: www.computershare.co.nz

Email: enquiry@computershare.co.nz

T&G GLOBAL LIMITED ANNUAL REPORT 2019 | 123
Printed on Recycled paper produced of 100% recovered fibre.

GROWING HEALTHIER
FUTURES

THROUGH

FRESH FRUIT

&

VEGETABLES

1 CLEMOW DR, MT WELLINGTON, AUCKLAND 1060

TEL: +64 9 573 8700

INFO@TANDG.GLOBAL

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

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