Kingfish 2020 Annual Report
ANNUAL REPORT
2020
31 MARCH
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ANNUAL REPORT
2020
CALENDAR
Annual Shareholders’ Meeting
Ellerslie Event Centre, Auckland
20 AUGUST 2020, 10:30AM
Next Dividend Payable
SEPTEMBER 2020
Interim Period End
30 SEPTEMBER 2020
03About Kingfish
06Directors’ Overview
10Manager’s Report
18The STEEPP Process
20Kingfish Portfolio Stocks
28Board of Directors
29Corporate Governance Statement
35Directors’ Statement of Responsibility
36Financial Statements Contents
54Independent Auditor’s Report
58Shareholder Information
60Statutory Information
63Directory
CONTENTS
Alistair Ryan
Chair
Carmel Fisher
Director
This report is dated 3 July 2020 and is
signed on behalf of the Board of Kingfish
Limited by Alistair Ryan, Chair, and
Carmel Fisher, Director.
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ANNUAL REPORT
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ABOUT KINGFISH
Kingfish Limited (“Kingfish” or “the Company”) is a listed investment
company that invests in quality, growing New Zealand companies. The
Kingfish portfolio is managed by Fisher Funds Management Limited
(“Fisher Funds” or “the Manager”), a specialist investment manager
with a track record of successfully investing in growth company shares.
Kingfish listed on NZX Main Board on 31 March 2004 and may invest
in companies that are listed on a New Zealand stock exchange or
unlisted companies.
INVESTMENT OBJECTIVES
The key investment objectives of Kingfish are to:
» achieve a high real rate of return, comprising both income and capital
growth, within risk parameters acceptable to the directors; and
»provide access to a diversified portfolio of New Zealand quality
growth stocks through a single tax efficient investment vehicle.
INVESTMENT APPROACH
The investment philosophy of Kingfish is summarised by the following
broad principles:
» invest as a medium to long-term investor exiting only on the basis of
a fundamental change in the original investment case;
»invest in companies that have a proven track record of growing
profitability; and
» construct a diversified portfolio of investments based on our
‘STEEPP’ investment criteria (see pages 18 and 19).
$
1.7m
Net profit
7. 2
%
Total shareholder return
2.9
%
Gross performance return
$
1.39
NAV per share
$
1.29
Share price
0.4
%
Adjusted NAV return
DIVIDENDS PAID
DIVIDENDS PAID DURING THE YEAR ENDED 31 MARCH 2020 (CENTS PER SHARE)
Total dividends of 12.63 cps were paid during the financial year (2019: 11.76 cps)
27 June
2019
3.07
cps
26 September
2019
3.23
cps
19 December
2019
3.09
cps
27 March
2020
3.24
cps
FOR THE 12 MONTHS ENDED 31 MARCH 2020
AT A GLANCE
AS AT 31 MARCH 2020
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The a2 Milk
Company
17
%
Fisher & Paykel
Healthcare
19
%
Infratil
10
%
Mainfreight
16
%
Summerset
6
%
AS AT 31 MARCH 2020
LARGEST INVESTMENTS
AS AT 31 MARCH 2020
SECTOR SPLIT
Healthcare 30%
Industrials 29%
Consumer Staples
2
0%
Utilities
1
2%
Information Technology 4%
The Kingfish portfolio also holds some cash.
These are the largest five percentage holdings in the Kingfish portfolio. The full Kingfish portfolio and percentage
holding data as at 31 March 2020 can be found on page 17.
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"The COVID-19
pandemic materially
impacted the Kingfish
FY20 result ..."
DIRECTORS’ OVERVIEW
Alistair Ryan
Chair
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The COVID-19 pandemic materially impacted
the Kingfish FY20 result as the New Zealand
sharemarket reacted to an increasingly
uncertain economic environment from mid-
February onwards.
The Kingfish portfolio is built on strong fundamentals
and proved relatively robust but was not immune to the
significant disruption to equities markets. The strong
portfolio gains that had accrued up to the end of
January were all but eliminated by financial year end,
only two months later.
It was encouraging to see global markets, including New
Zealand, recover some of the lost ground during April
and May 2020, with the Kingfish portfolio benefiting
from this partial market recovery. However, markets
(and economies) around the world remain volatile and
highly uncertain and can be expected to struggle in the
period ahead to retrieve the lost ground consequent to
the pandemic. While the future remains uncertain, history
suggests there will ultimately be a recovery beyond
previous levels. To what extent and over what period of
time is impossible to predict in the current circumstances;
however, the Kingfish portfolio provides a good spread
of quality New Zealand businesses that are continuously
monitored and closely analysed by an experienced and
capable portfolio team.
During the COVID-19 crisis, the board has maintained
close contact with the Kingfish portfolio team led by
Sam Dickie and with Fisher Funds’ Chief Investment
Officer Frank Jasper, and we are satisfied that the
STEEPP process and the rigour and analytical discipline
that goes with that has helped buffer the portfolio from
some of the more extreme market movements of recent
times. Your portfolio team has had regular contact with
the Kingfish investee companies prior to and throughout
the lockdown period and this will continue. Discussions
have centred on balance sheet strength, liquidity and
availability of capital, underlying strength of earnings
and the calibre of key management - factors that the
STEEPP process focuses on and which have held the
portfolio in good stead over the years.
Alongside monitoring the resilience of portfolio
companies in these unprecedented conditions, the
Kingfish portfolio team has focused on opportunities
to increase holdings in quality companies and to
identify new portfolio stocks. Every crisis represents an
opportunity for agile investors and your portfolio team
has been well-placed to capitalise on market weakness
and heightened volatility. Kingfish has been able to
strengthen its positions in certain key holdings during
the last two months.
The philosophy of Kingfish is to be highly invested in
equities and not to hold significant cash at bank. We
assume investors have chosen to invest in Kingfish in
order to be invested in the New Zealand sharemarket
and will make their own individual decisions about the
make up of their own investment portfolios.
At the end of January, Kingfish was on track for a
record year with Net Profit for the 10 months at $62m,
Adjusted NAV up 18% and Gross NAV up 22%. Two
months later, Net Profit was down to $1.7m, Adjusted
NAV was down to +0.4%
1
and Gross NAV +2.9%
2
,
compared to the S&P NZX50G index which had
slipped marginally into negative territory at -0.5% for
the year to March 2020. The strength of the first 10
months of FY20 meant that Kingfish was able to survive
the difficult months of February and March to end the
year in positive territory, albeit by a small margin. Total
Shareholder Return (TSR), measured by the change
in share price, less dividends paid, and adjusted
for warrants, was +7.2%
3
, inevitably down from the
+13.5% achieved last year.
The significant losses of the February/March two month
period appear to have been materially recovered by
the NZX during the subsequent months but it remains
to be seen where and when the market will settle into
a more normalised trading pattern. The variable results
for the five months February-June 2020 demonstrate
the potential short-term volatility of equities markets in
uncertain times and investors will need to wait and see
how the New Zealand sharemarket will perform during
the period ahead.
The key components of the full-year result were gains
on investments of $1.6m, dividend and interest income
of $6.1m less operating expenses and tax of $6.0m.
Operating expenses were $3.2m lower than the
corresponding period. This was mainly due to the fact
that the prior year included a performance fee paid to
the Manager of $4.3m.
Shareholders may observe that the Fisher Funds
management fee for FY20 (at $4.7m) was high in
comparison to previous years when results were more
favourable to shareholders. This apparent anomaly
1
The adjusted net asset value return is the underlying performance of the investment portfolio adjusted for dividends (and other
capital management initiatives) and after expenses, fees and tax.
2
The gross performance return is the portfolio performance before expenses, fees and tax. It is an appropriate return measure for
assessing the Manager's performance against an index or benchmark.
3
The total shareholder return – the return combines the share price performance, the warrant price performance, the net value
of converting any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the
company’s dividend reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant
expiry date.
4
Participation forms for the Dividend Reinvestment Plan (DRP) can be obtained by contacting either Kingfish or Computershare
Investor Services Limited.
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FIGURE 1: FIVE-YEAR PERFORMANCE SUMMARY
Corporate Performance
For the year ended 31 March20202019201820172016
5 years
(annualised)
Total Shareholder Return7. 2 %13.5%12.0%8.1%3.3%8.8%
Adjusted NAV Return0.4%1 7. 6 %14.7%10.6%13.0%11.1%
Dividend Return9. 4%9.0 %8.7%8.5%7. 7 %
Net Profit $1.7m$ 4 7.1 m$36.3m$22.4m$22.5m
Basic Earnings per Share0.75cps24.24cps19. 62c p s14.50 cps16.71cps
As at 31 March20202019201820172016
NAV (as per financial statements)$1.39$1.57$1.4 5$1.40$1.37
Adjusted NAV
¹
$4.80$4.78$4.07$3.54$3.20
Share price$1.29$1.35$1.31$1.29$1.31
Warrant price$0.03$0.06-$0.05-
Share price discount to NAV
²
6.7%13.1% 9. 7 % 7.0% 4.4%
DIRECTORS’ OVERVIEW CONTINUED
Alistair Ryan / Chair
Kingfish Limited
3 July 2020
is due to the monthly fee calculation, with the strong
results for the first 10 months of the financial year offset
by negative results for the last two months. Despite the
weaker overall result, the fulcrum management fee did
not activate, with the base fee of 1.25% applying for the
full year. The Performance Fee accrued at end of January
2020 was fully eliminated by year end, resetting to zero.
Kingfish issued 61 million new warrants on 9 March
2020 at an exercise price of $1.64, which will be
reduced by the value of the four quarterly distributions
made during the next 12 month period, prior to
exercise date of 12 March 2021.
The Kingfish board has confirmed the second of those
quarterly dividends, to be paid on 26 June 2020,
at 3.06 cents per share and the continuation of the
Dividend Reinvestment Plan
4
for those shareholders
who elect to participate therein.
The share buyback programme was activated from time
to time during the course of the FY20 financial year
when the discount between NAV and share price was
at least 8% and in compliance with other parameters of
the buyback policy, with 473k shares being purchased
at an average price of $1.44 per share.
The Annual Shareholders’ Meeting will be held slightly
later this year, on 20 August 2020 (at 10:30am at the
Ellerslie Event Centre), due to the allowance made by
the FMA for less stringent reporting time-frames (to
ensure quality of reporting can be maintained) in this
Covid-impacted year.
Andy Coupe, director since 2013 and chair of the
Kingfish Investment Committee, retires by 3-year
rotation at this year’s annual meeting and will stand for
re-election. The board fully endorses Andy’s re-election.
The board has resolved that Carmel Fisher, retired from
Fisher Funds since July 2017, is an independent director
(previously non-independent). All four of the current
board are therefore independent.
Your board and your portfolio management team
have been actively monitoring this volatile period for
the New Zealand sharemarket and will continue to
do so. Kingfish is a significant NZX company with net
assets of $345m as at 31 March 2020. The Company
has high liquidity and access to cash and intends to
maintain its quarterly distribution policy at least into the
foreseeable future.
We understand that shareholders are pleased to
receive the Company’s regular communications, regular
quarterly (tax-effective) dividends, regular warrants
programmes and strong share price performance
over recent years. The future is more uncertain than
it has been for some time but Kingfish is, we believe,
well-placed to trade effectively through the inevitable
uncertainties that lie ahead.
We look forward to meeting many of you again at this
year’s annual meeting in August.
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Non-GAAP Financial Information
Kingfish uses non-GAAP measures, including adjusted net asset value, gross performance return and total shareholder return. The
rationale for using such non-GAAP measures is as follows:
»adjusted net asset value – the underlying value of the investment portfolio adjusted for capital allocation decisions after
expenses, fees and tax,
»adjusted NAV return – the net return to an investor after expenses, fees and tax,
»gross performance return – the Manager’s portfolio performance in terms of stock selection before expenses, fees and tax, and
» total shareholder return – the return combines the share price performance, the warrant price performance, the net value of
converting any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the
company’s dividend reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant
expiry date.
All references to adjusted net asset value, gross performance return and total shareholder return in this Annual Report are to
such non-GAAP measures. The calculations applied to non-GAAP measures are described in the Kingfish Non-GAAP Financial
Information Policy. A copy of the policy is available at http://www.kingfish.co.nz/about-kingfish/kingfish-policies/
FIGURE 2: TOTAL SHAREHOLDER RETURN
Share Price/Total Shareholder Return
Total Shareholder ReturnShare Price
$
6.00
$
5.00
$
4.00
$
3.00
$
2.00
$
1.00
$
0.00
Mar
2016
Mar
2019
Mar
2020
Mar
2004
Mar
2005
Mar
2006
Mar
2007
Mar
2008
Mar
2009
Mar
2010
Mar
2 011
Mar
2012
Mar
2013
Mar
2014
Mar
2015
Mar
2017
Mar
2018
Manager Performance
For the year ended 31 March20202019201820172016
5 years
(annualised)
Gross Portfolio Performance (before
expenses, fees and tax)2.9%21.2%16.5%13.3%15.7%13.8%
S & P/N Z X 5 0 G(0.5%)18.3%15.6%6.6%15.7%10.9%
Performance fee hurdle / Benchmark Rate
³
8.6%9.0 %9.0 %9. 3%10.2%
NB: All returns have been reviewed by an independent actuary.
1
Kingfish’s adjusted NAV historical information has been restated as a result of correcting the warrant dilution component of the
calculation.
2
Share price discount to NAV (including warrant price on a pro-rated basis).
3
The performance fee hurdle is the Benchmark Rate (NZ 90 Day Bank Bill Index +7%).
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Sam Dickie
Senior Portfolio Manager
"The combination of
our existing tried and
true process, plus the
enhancements during
the crisis, allowed us to
outperform the NZSE50
in the bull market prior to
COVID-19, during the worst
of the market fall in March
and then in the sharp
rebound since that date."
MANAGER’S REPORT
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COVID-19 – an unprecedented and uncertain time
2020 will go down in history as the year the world
came to a standstill because of COVID-19. This is an
ongoing human and economic crisis in most countries.
Fortunately, the health impact in New Zealand was more
limited than was the case in many other countries. But
the economic uncertainty and volatility that has emerged
in recent months look set to remain well into the 2021
financial year.
The first 10 months of the Kingfish financial year saw
strong performance, with the NZSE50G rising 23%
until 20 February 2020. After that, global stock markets
recorded their fastest 10%, 20% and 30% falls......ever.
By late March, five things that global stock markets were
looking for were in place:
» E
arly signs of flattening of the curve of COVID-19
new infection
»E
xtremely large global monetary response from
central banks
»Extremely large fiscal response from Governments
»A
ttractive valuations
»V
ery poor sentiment (a good contrarian signal)
Starting 23 March 2020, global stock markets staged
their fastest 30% bounce......ever.
While this kind of volatility can make your head spin,
we need to stay calm. Investors get rewarded with a
higher return for stomaching this kind of volatility. As an
active manager, we can pivot to capitalise on attractive
opportunities that the market throws our way during these
ongoing periods of volatility and economic uncertainty.
The Kingfish portfolio outperformed the New Zealand
market in both bull and bear market conditions during
the financial year.
OUR INVESTMENT PROCESS
Despite our constant striving to hone and improve our
process, it has not changed much over the last year or
two. We think it is repeatable and scalable. However, we
made some enhancements during the COVID-19 crisis.
The critical elements of our investment process have not
changed
A moat is an attribute of a business that makes it
very hard to compete with. Being able to retain your
customers in the face of competition is a very good
attribute to have. A genuine moat is wide and ideally
grows over time. Companies with wide and widening
moats are typically long-term winners in the market.
Companies that struggle to keep their customers and
have no moat, or a narrow moat, often struggle to
generate long-term returns to shareholders.
We continue to strive to think like business owners
rather than the average financial analyst. Such analysts
update their Fisher & Paykel company model and meet
management every six months or so with a focus primarily
on the most recently released set of results. We think there
is more value in talking to their competitors and their
customers. We will spend only limited time in our frequent
meetings with management talking about historical
financial results and the rest of the meeting talking about
the three to five-year outlook. This enables us to see
opportunities that the average financial analyst does not
see. For example, last year, the market was fixated on
the upcoming poor flu season which could negatively
impact the company’s hospital division’s results and the
dearth of new Obstructive Sleep Apnea (OSA) masks.
Our contrarian view was simple – the flu cycle varies year
to year, so any weakness associated with this is a buying
opportunity. And 50 years of R&D do not disappear
overnight – the company will come out with more world
beating OSA masks. We bought the stock in May 2019
while most others were selling. Since then, the company’s
share price has gained almost 100%.
We continue to build every day our open and honest
culture where everyone can freely admit we simply do
not know all the answers to the hardest questions. As
legendary investor Peter Lynch said, “my own portfolio
constantly reminds me that the so-called smart money is
exceedingly dumb about 40% of the time”. Mr Market
teaches us the hard way how to remain humble every
day! We still analyse all our decision making not in
the context of share price moves but via thesis maps
and catalyst tracking and we consider all our decision
making in four quadrants:
We analyse our decision making via four quadrants
Good process,
Bad outcome
Thoroughly revisit
position,
potential chance
to add more
Good process,
Good outcome
Repeat and
embed
Bad process,
Bad outcome
We strive not to
end up here!
Bad process,
Good outcome
Reduce or exit
position and
redeploy cash
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MANAGER’S REPORT CONTINUED
Our style is still the same, underpinned by the STEEPP
process. We still maintain our high-quality gate and
we are focused on high quality management teams,
especially those we consider “intelligent fanatics”. We
continue to unashamedly run a high conviction, highly
concentrated portfolio. And we continue to invest
in companies with long runways for growth, almost
irrespective of the economic backdrop.
We enhanced our process to help navigate the rapidly
changing environment
To work effectively at pace in an environment where there
was significant new information coming out every day,
we looked at every company through the same lens and
segmented the portfolio into risk buckets. The Kingfish
team, and many of the broader Fisher Funds investment
team, managed portfolios through the Global Financial
Crisis (the GFC). So, we thrived at the higher pace the
COVID-19 crisis required. We had literally hundreds
of calls with our companies, their customers, their
competitors, their suppliers and other stakeholders in the
This amount of information looked at through exactly
the same lens of the four questions, coupled with clear
segmentation of the portfolio into risk buckets, allowed
us to be nimble and to capitalise on the fast moving
opportunities in front of us during the COVID-19 crisis.
We owned less of buckets 3 and 4 and more of
buckets 1 and 2 into the teeth of the crisis. For instance,
we maintained a small position in Auckland Airport
right until the share price fully captured all the obvious
risks. We had cut our weighting in Summerset in late
January and we ran our very large positions in Fisher
& Paykel Healthcare and a2 Milk right into the trough
of the crisis on 23 March. We then pivoted by trimming
10 weeks since we became concerned about COVID-19.
When you are gathering that volume of information, it is
critical you look at every company through the same lens
to draw the best insights.
We asked every management team the same four
questions:
» How are you ensuring the safety of your people?
»What is your liquidity situation or your balance
sheet position?
»What is a bear, base and bull outcome for revenues
and profits during the crisis and out the other side?
»Critically, especially for us long-term investors, how
are you going to come out the other side of this as a
better company and thrive in a post-COVID world?
That allowed us to rapidly segment the portfolio into
four buckets. I want to stress that this pyramid reflects
the impact of this unique situation and is not how we
view our companies under normal circumstances.
We categorised the portfolio companies into four risk buckets under COVID-19
some of our positions in buckets 1 and 2 and buying
positions in buckets 3 and 4. We trimmed Fisher &
Paykel Healthcare, Meridian and some a2 Milk near
the apex of the crisis and switched that into Auckland
Airport and Vista, especially via their equity issuance.
We were also adding to our heavily oversold positions
in Summerset and Mainfreight.
The combination of our existing tried and true process,
plus the enhancements during the crisis, allowed us
to outperform the NZSE50 in the bull market prior to
COVID-19, during the worst of the market fall in March
and then in the sharp rebound since that date.
Bucket 1
Bucket 2
Bucket 3
Bucket 4
Companies that should trade very well through
the COVID-19 crisis
Typically more defensive earnings streams (e.g.
purely essential services)
More economically sensitive earnings streams
but impacted by COVID-19
Caught in the eye of the storm
Also (outside our portfolio):
• Retail • Airlines
• Hospitality • Tourism
• Entertainment
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Our process and style have weathered a variety of market conditions well
First 3 quartersMarch quarterFY20SubsequentTotal
From31- M a r-1931- D e c -1931-Mar-1931-Mar-2031-Mar-19
To31- D e c -1931-Mar-2031-Mar-2015-May-2015-M ay-20
Kingfish*20.4%-14.5%2.9%12. 7 %16.0%
NZSE50G16.7%-14.8%-0.5%9. 5 %9.0%
Outperformance3.7%0.2%3.4%3.2%7. 0 %
*Figures represent gross performance return by the Manager
KEY DEVELOPMENTS WITHIN THE
KINGFISH PORTFOLIO
There has always been significant “noise” around a2
Milk
– often misplaced in our view. In the last year or so,
the market has been worried about regulatory risk, CEO
changes and the firm’s heavy investment in its brand,
among other things. But the company outperformed a
very strong NZ share market in the 2019 calendar year
and then outperformed during the March 2020 quarter.
When stocks react sharply to unexpected news, as
a2 Milk did when management significantly stepped
up investment in the brand, human nature means
market participants suffer the full range of emotions.
To ensure our investment decisions are not impacted
by these human emotions, we take a step back and
ask ourselves: has the big picture thesis changed?
We pay attention to any change in the breadth of the
firm’s moat, those attributes that protect a company
from competition and any change in our view on
management. Do customers still love the product?
Has the medium-term earnings power of the company
changed? One key metric we refer to in China is a2’s
infant formula market share. Over calendar 2019 this
increased from 5.4% to 6.6%. Revenue growth in liquid
milk in the US more than doubled over that period. The
targeted investment a2 is undertaking in both China
and the US will widen a2 Milk’s moat. If the company
had not materially stepped up its investment, it could
have harvested more profit in the next one to two
years than it is now going to. However, with the step
up in investment it is likely to harvest materially more
profit in years 3-10 than it could have otherwise. That
is classic long-term thinking and is a classic Fisher
Funds company. We took advantage of the short-term
weakness following the September 2019 investor day
and bought more shares in a2 Milk.
During COVID-19, the company has fared well, taking
market share as mothers have shored up their infant
formula supplies. E-commerce is likely to be a key
driver of sales in a post-COVID world (not just for a2
Milk but for many companies in many industries) and
a2 is a market leader in this channel.
Think back to that 3rd question we asked our
companies during the COVID-19 crisis: “What is a
bear, base and bull outcome for revenues and profits
during the crisis and out the other side?” Auckland
Airport effectively avoided answering that tricky
question, but they did raise enough equity capital to
take any balance sheet funding stress off the table right
through until December 2021. The larger than expected
$1.2 billion equity raising can sustain the balance sheet
even if the current extremely low level of passengers
moving through the airport continues through 2021.
That is not their base case, but we applauded the
prudent approach. Auckland Airport is a long duration,
near monopoly asset, and was priced near our long-
term bear case valuation. So, we added to the position
including in the capital raising at a discounted price.
People will travel again.
During our visit to the US last year, we met with Fisher &
Paykel Healthcare’s key US executives and competitors
ResMed and Vapotherm. We spent time with doctors
and experts in respiratory disease/illness and attended
a Sleep Conference that showcased Fisher & Paykel
Healthcare’s and key competitors' sleep apnoea masks.
Meeting Justin Callaghan, the head of Fisher & Paykel’s
US operation, reminded us of how critical it is to have
experience in an industry that thinks of product cycles
in decades, not quarters or years. Justin has been with
Fisher & Paykel for more than 25 years and discussing
the huge total addressable market opportunity for
the fast-growing nasal high flow products and the
competitive environment renewed our confidence that
the key US business is in good hands. The US market
is by far the largest healthcare market in the world and
accounts for almost 50% of the company’s revenue. The
nasal high flow products that we discussed with Justin
now make up approximately 30% of group revenue and
are growing almost three times as fast as the overall
group. Given the huge body of clinical papers published
on nasal high flow and Fisher & Paykel’s brand Optiflow
(150-200 papers per annum for the past couple of
years vs less than 25 per annum 5 years ago), it is not
surprising that Optiflow is now used in most hospitals in
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MANAGER’S REPORT CONTINUED
the US. The huge opportunity that remains is adoption
rates in those hospitals. Fisher & Paykel treats around
three to four million patients annually with Optiflow and
we think the total addressable market here is 40-50
million patient set-ups globally per annum. It is worth
remembering that while Fisher & Paykel Healthcare’s
Obstructive Sleep Apnea (OSA) masks treat only one
condition, Optiflow can treat a multitude of respiratory
illnesses — chronic obstructive pulmonary disease,
chronic bronchitis, emphysema and pneumonia, to name
a few. While we were aware of the benefits of Optiflow,
it was useful to have these validated by the pulmonary
care doctors we spoke with. They reinforced the benefits,
including a major improvement in patient comfort over
competitor products, the ability to be easily set up by
respiratory therapists who are the most common users,
and importantly that it is much less expensive than
normal non-invasive ventilation.
Our analytical process during the last quarter has been
quite different for Fisher & Paykel Healthcare. COVID-19
is a respiratory illness and Fisher & Paykel Healthcare
are respiratory and humidification experts. The
company is ramping production in its hospital division
as rapidly as possible to treat COVID-19 patients with
both its invasive ventilation and market-leading high
flow oxygen devices and consumables. Most of our
analysis has centred around sizing the amount of extra
volume the company will sell in this crisis and over the
next 1-2 years. We have learned that it pays to have
flex capacity on hand as a manufacturer – Fisher &
Paykel Healthcare has been able to ramp up 30% extra
hospital product capacity within two weeks.
Freightways continues to hold a strong position in
express parcel delivery in New Zealand and had been
structurally improving its profitability in the growing
“Business to Consumer” (B2C) segment. It supported its
essential service customers during COVID-19 Alert Level
4, including delivering groceries for its key customer
Countdown. However, after an in-depth review of the
position in 2019, we concluded that the moats of some
of the peripheral group businesses were narrower
than we had originally thought and so we re-sized the
position accordingly.
We increased our large position in infrastructure
manager Infratil over the course of the year. With
its portfolio reorganisation largely complete, the
company is now well-positioned in high-growth
sectors while remaining diversified by sector and
geography. In particular, the company is now geared
strongly towards growth in data usage and data
security through its investments in CDC data centres
and Vodafone. This continues to pay off as CDC
has continued to grow very strongly. Infratil has also
sensibly bet on renewable electricity through its
investments in Tilt Renewables and Longroad Energy.
The bulk of Infratil’s portfolio is well-positioned to
endure COVID-19, namely data and communications
investments Canberra Data Centres and Vodafone
NZ, plus electricity investments Trustpower and Tilt.
Although Wellington Airport is operating well below
capacity, this only comprises 10% to 15% of Infratil’s
net asset value.
We visited Mainfreight’s Los Angeles operation during
the financial year and met with key US executives.
Mainfreight’s US operations are now more than a
quarter of total group revenues and the division is
growing significantly faster than the overall group. In
the context of a huge market, Mainfreight is tiny and
is small even relative to its competitors in what is a
very fragmented market. Mainfreight’s US transport
operations are less than one twentieth of the size of
the number one market share player in the US and the
number one player only has around 10% market share!
At an individual customer level, multi industrial giant GE
spends a massive $1 billion on freight every year with
Mainfreight winning a tiny sliver of that business. This is
a huge opportunity to grow. After a few false starts over
the past decade, we believe that Mainfreight now has
the people, the infrastructure and the culture in place to
continue this superior growth rate. We were especially
impressed with the focus on a high performing sales
culture across all divisions of the business. We continue
to think that the company has a long runway for growth
outside of New Zealand and are backing management
to successfully grow the business in Europe and the US
and still think this is underappreciated by the market.
Mainfreight’s aim is to pull through COVID-19 without
letting go of its most valuable assets: its people. The
company is seeing its team members reciprocate its
loyalty to them
– they are proud to be providing an
essential service to keep New Zealand and the globe
functioning during the crisis. Despite being impacted
from lockdowns across its business, the company has
seen resilience in warehousing, some insulation of
transport volume from its focus on "everyday freight
that lets a city breathe" and has also pivoted to take
new opportunities in charter air freight.
We reduced our position in Meridian over the fiscal
year. The company was trading on a particularly
expensive valuation in late 2019 and risks were not
being sensibly priced. This reflected the “hunt for yield”
as New Zealand interest rates dropped to historic lows.
The shares fell sharply when Rio Tinto announced it
was reviewing its majority ownership of the Tiwai Point
aluminium smelter, which consumes approximately 13%
of New Zealand's electricity. We trimmed the position
again in early 2020 as the shares reached new highs,
seemingly pricing no risk of an adverse outcome with
the smelter, despite the review being ongoing.
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Pushpay has performed well, upgrading earnings
mid-March. After balance date (in May), the company
gave very strong profit guidance for the year ahead.
This has been a classic example of what we call
“operating leverage” – companies with scalable
businesses that can grow revenues while holding costs
broadly flat can see their profits grow at astonishing
rates. Pushpay has seen an acceleration in the use of
its digital applications at its customers’ churches in the
US. Its product is tailor-made to suit a situation such
as COVID-19 where congregations cannot physically
gather and sermons must be delivered over the internet.
We ran stress tests on our retirement operators Ryman
and Summerset during COVID-19, testing liquidity, cash
flow and balance sheet strength. Both have hundreds of
millions of headroom on their debt facilities and have
no meaningful expiries for over two years. Both can
withstand large falls in new sales and resales without
breaching covenants. Long wait lists and residents often
having medical events that necessitate moving into
a village or into care mitigates the risk that sales are
weak for an extended period. This is a time when both
operators will provide assurance and comfort for their
residents and further build their brand strength.
When you have been developing high-quality
retirement villages successfully for as long as Ryman
and Summerset have, you are going to develop a huge
amount of in-house expertise. The expertise to secure a
large parcel of bare land in a high-quality location and
shepherd it through the difficult process of consenting
and turn out consistently high-quality apartments and
integrated care facilities has created wide moats
around these companies. And then to have the ability
to replicate that process dozens of times in both NZ
and Australia means the moats continue to widen.
Ryman hosted an investor day in Melbourne during
the year which we attended. Awareness of Ryman in
Melbourne is strengthening, resulting in strong demand
for its product. The company is well positioned versus
its Australian counterparts that do not cater to the
increasing demand for a continuum of care model
–
independent retirement living all the way through to
acute aged care and dementia care.
We added to Vista during the year. Unfortunately, the
position has significantly detracted from our performance
this year. Off the back of a strong 2018 result, the
company confidently projected another year of roughly
20% revenue growth. This led to exuberant expectations
from new investors, especially in relation to the dynamic
Movio business. This drove the share price to a high
valuation. On reflection, we should have reduced the
position at that point as the company had a mixed track
record of achieving guidance. The subsequent reset was
a painful example of how a growth company can be
punished when expectations are not met.
In 2020, the company was hit hard by COVID-19 as
cinemas globally shut and entered survival mode.
Many simply paused paying their fees to Vista to
conserve cash. This put the company’s liquidity position
under stress, despite the company having cash on
its balance sheet and undrawn debt facilities. We
participated in the company’s equity raising at $1.05,
which ensures Vista has sufficient liquidity for an
extended period. COVID-19 aside, Vista has continued
to grow its market share to 50% for its core cinema
product globally outside of China. It is multiple times
the size of its next biggest global competitor. The
company will return to growth when cinemas inevitably
re-open and COVID-19 has represented a buying
opportunity at a depressed valuation. While it is easy
to become despondent about recent poor share price
performance and the pain we have worn, we think
the company is making long-term decisions that will
continue to grow its moat and over time this will lead to
a stronger, larger business.
PORTFOLIO CHANGES
Active management means relentless and continuous
improvement
Active management has enhanced returns significantly
for clients since Kingfish’s inception. Total gross
performance return for Kingfish has been around
800% since inception in 2004. That compares to the
NZSE50G that has generated around 300% gross
performance return. We think active management is
going to be even more important in the next decade.
Interest rates are low. Global economic growth has
been anaemic. Valuations are not cheap. These point
to lower future market returns. In our view, this means
that the return from active management goes from
being the cream on the cake to be the whole cake.
With that view, we are more focused than ever on
generating attractive active returns.
Portfolio changes since 31 March 2019
I wrote in last year’s annual report that “we will never
be afraid to change our minds”. This year, we changed
our mind and exited our small remaining position in
Fletcher Building.
At the time of investment in April 2018, we identified
five positive changes. Firstly, we were expecting the
company to enter an earnings upgrade cycle from
refocusing and rationalising the Australian business,
which had not been managed well previously and
was performing below its potential. Secondly, we
were expecting the momentum in the New Zealand
building cycle to continue because of the significant
housing deficit. Thirdly, the business was becoming
a simplified story around its core New Zealand and
Australian businesses, most of which had solid moats
and had performed well historically (think the likes
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MANAGER’S REPORT CONTINUED
of Placemakers, Golden Bay Cement and Winstone
Wallboards). Fourthly, the company was divesting the
global Formica business, which did not suit a business
that was otherwise focused in New Zealand and
Australia. Lastly, we thought that the equity raising would
improve what was an overleveraged balance sheet.
These positive catalysts played out largely as we
expected. The major shortcoming of our investment
thesis was that a sharp Australian housing downcycle
impacted that business and severely reduced earnings,
which hurt the Australian division and made any upside
from its reorganisation more long dated and uncertain.
The key thing we were reminded of was to be wary
of cyclical risks. Cyclical companies carry additional
risks because an unexpected or pronounced shift in the
cycle can trump other parts of the investment thesis. We
reduced the position size progressively and ultimately
exited the position.
Portfolio company returns - year to 31 March 2020
Total Shareholder Return
We exited our small remaining position in Restaurant
Brands during the financial year. We had earlier sold
most of our holding into the partial takeover offer
alongside management and the board.
We are constantly honing and trying to improve our
process. A key part of that is not only tracking our
returns and our returns vs the NZSE50 but also tracking
the profitability of our decision making. The active
management changes during the 2020 financial year
added almost 1- 2 percentage points of performance to
the Kingfish portfolio return.
Fisher & Paykel Healthcare
A2 Milk
Port of Taurange
Pushpay Holdings
Meridian Energy
Infratil
Mainfreight
Ryman Healthcare
Delegat
Summerset
Freightways
Auckland Airport
Vista
-80% -60% -40% -20% 0% 20% 40% 60% 80% 100%
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PORTFOLIO HOLDINGS SUMMARY
AS AT 31 MARCH 2020
Listed Companies% Holding
Auckland International Airport5.0%
Delegat Group2.9%
Fisher & Paykel Healthcare18.6%
Freightways3.9%
Infratil10.1%
Mainfreight15.7%
Meridian Energy2.3%
Port of Tauranga3.9%
Pushpay Holdings1.7%
Ryman Healthcare5.2%
Summerset5.7%
The a2 Milk Company 16.6%
Vista Group2.3%
Equity Total93.9%
New Zealand dollar cash6.1%
TOTAL100.0%
Sam Dickie / Senior Portfolio Manager
Fisher Funds Management Limited
3 July 2020
OUTLOOK
The pace of the March 2020 sell-off in global equity
markets and the subsequent rally was breath-taking.
There remains extreme economic uncertainty brought
about by the COVID-19 crisis and we should brace for
more volatility ahead.
We continue to favour quality companies with long
runways for growth irrespective of the short-term
economic backdrop. Our largest positions have
exceptionally long runways for growth through
continuing to take market share and benefiting from
long-term structural growth tailwinds. This should help
us endure the inevitable economic slowdown brought
about by COVID-19.
That coupled with our existing process and continuous
process enhancement stands the Kingfish portfolio in
solid stead for the year ahead and beyond.
Economists expect a sharp fall in GDP growth in the
current year
8.0%
6.0%
4.0%
2.0%
0.0%
-2.0%
-4.0%
-6.0%
-8.0%
Global GDP GrowthNZ Real GDP Growth
2017 2018 20192020 2021
Source: IMF
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STRENGTH OF
THE BUSINESS
What is the company’s
competitive advantage? Is it
sustainable? Is the company a
market leader? Does it have
a dominant position? A strong
business is one that can maintain
its profit margins by employing a
unique strategy.
TRACK
RECORD
How has the company performed
in the past? Has the company
performed under the same
management team? Has it grown
organically or by acquisition? How
did the company react during a
downturn? Fisher Funds prefers to
buy established companies that
have executed well in the past.
EARNINGS
HISTORY
How fast has the company been
able to grow its earnings in the
past? How consistent has earnings
growth been? Fisher Funds prefers
to buy companies that exhibit
secular growth characteristics
where they have proven the ability
to provide a high or improving
return on invested capital.
THE STEEPP PROCESS
Fisher Funds employs a process that it calls STEEPP to analyse existing and potential portfolio
companies. This analysis gives each company a score against a number of criteria that Fisher Funds
believes need to be present in a successful portfolio company. All companies are then ranked
according to their STEEPP score to broadly determine their portfolio weighting (or indeed whether
they make the grade to be a portfolio company in the first place).
The STEEPP criteria are as follows:
STE
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EARNINGS
GROWTH FORECAST
What is the company’s earnings
growth forecast over the next
three to five years? What is the
probability of achieving the
forecast? What do we expect the
company’s earnings potential to
be? Fisher Funds notices that too
many analysts focus on short-term
earnings. As long-term growth
investors, Fisher Funds thinks about
where the company’s earnings
could be in three to five years.
PEOPLE/
MANAGEMENT
Who are the management team
and how long have they been in
their roles? Who are the directors,
what is their history with the
company, and what do they bring
to the board? What is the depth of
management in the organisation
and is there a succession plan for
the key executive roles? Do the
management team own shares
in the business and how are
they rewarded? Has the board
and management exhibited
good corporate behaviour in the
areas of environmental, social
and governance considerations?
For Fisher Funds, the quality of
the company management and
its corporate governance is of
paramount importance.
PRICE/
VALUATI O N
How much of the future earnings
growth is already reflected in
the share price? Where does the
current share price sit in relation
to our worst to best case valuation
range? A company will generate
a higher score where the market
price currently reflects little of that
company’s upside potential.
EPP
Applying this STEEPP analysis, Fisher Funds constructed a portfolio for
Kingfish which comprised 13 securities at the end of March 2020.
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Total shareholder return sourced from Bloomberg and excludes imputation credits.
THE KINGFISH PORTFOLIO STOCKS
The following is a brief
introduction to each of your
portfolio companies, with a
description of why Fisher Funds
believes they deserve a position
in the Kingfish portfolio. Total
shareholder return is for the year
to 31 March 2020 and is based
on the closing price for each
company plus any dividends
received. For companies that are
new to the portfolio in the year,
total shareholder return is from
the first purchase date to
31 March 2020.
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WHAT DOES IT DO?
Auckland International Airport (AIA)
owns and operates New Zealand’s major
gateway as well as 1500 hectares of land
surrounding the airport. AIA operates
under a ‘dual till’ regulatory regime,
meaning that the company’s aeronautical
operations are subject to rate of return
regulation, whereas the other non-
aeronautical operations are unregulated.
Over 50% of AIA’s revenue is derived
from non-aeronautical operations, such as
retail, parking, hotel accommodation and
property rental.
WHY DO WE OWN IT?
AIA is well-positioned to benefit from
New Zealand’s positive long-term tourism
outlook. With aspirations for 40 million
total passengers per annum by 2044,
combined with a strengthening consumer
business and leveraging its land bank,
AIA’s non-aeronautical operations are
expected to continue to deliver attractive
returns on invested capital into the future.
WHAT DOES IT DO?
Delegat Group produces and distributes
super-premium wine internationally under
the Oyster Bay and Barossa Valley Estate
brands. Oyster Bay is the number one
selling New Zealand wine brand in the
UK, Australia and Canada, and is growing
quickly in the US.
WHY DO WE OWN IT?
Delegat continues to grow its profits
annually despite currency fluctuations.
The company has invested for growth
by expanding its winery capacity and
increasing vineyard plantings to meet its
goal of achieving high single digit growth in
case sales in the short-term. The majority of
the growth is likely to be driven by the still
relatively immature US market.
- 38
%
Total Shareholder Return
-15
%
Total Shareholder Return
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WHAT DOES IT DO?
Fisher & Paykel Healthcare is a leading
designer, manufacturer and distributor of
innovative medical devices for patients who
require acute respiratory and obstructive
sleep apnoea care. Over 95% of its
products are sold outside New Zealand
from dedicated manufacturing facilities in
Auckland and Mexico.
WHY DO WE OWN IT?
We are attracted to the latent demand for
Fisher & Paykel Healthcare’s innovative care
products as the worldwide population ages
and the incidence of chronic respiratory
diseases and obesity rises. Through its
own research and development, Fisher
& Paykel Healthcare has continued to
develop products that significantly expand
its potential patient base, while maintaining
high returns on invested capital.
+ 96
%
Total Shareholder Return
WHAT DOES IT DO?
Freightways operates a range of
nationwide express delivery operations
with brands including NZ Couriers,
Post Haste and Big Chill. The company
has also developed an information
management business on both sides of
the Tasman encompassing document
storage, data services and secure
destruction services.
WHY DO WE OWN IT?
Freightways is one of two dominant
players in the New Zealand courier
market and its information management
business has a trans-Tasman footprint.
The company has an impressive track
record of stable organic growth and
value-accretive acquisitions that leverage
off its existing infrastructure. Earnings
have been resilient in times of recession,
and are growing at least as strongly as
the domestic economy in more buoyant
times.
- 31
%
Total Shareholder Return
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WHAT DOES IT DO?
Mainfreight is a global supply chain
logistics company. It is a specialist freight
forwarder and distributor, with interests
spanning managed warehousing,
transportation of hazardous substances,
international air and sea freight, and
domestic transport. Its operations span
New Zealand, Australia, the Americas,
Europe and Asia.
WHY DO WE OWN IT?
Mainfreight is a very well-run company
with a special company culture that has
delivered strong performance over time.
It continues to open new trade lanes
as it spreads its logistics footprint ever
wider. Growth should come organically
as it works towards its goal of becoming
a global logistics provider.
-2
%
Total Shareholder Return
WHAT DOES IT DO?
Infratil invests in a diverse range of
infrastructure businesses, with a portfolio
focused on data and communications
and renewable electricity, with smaller
exposures to airports and aged care. It is
externally managed by an experienced
management team.
WHY DO WE OWN IT?
We are attracted to Infratil’s portfolio of
infrastructure assets that are not easily
replicable and its track record since listing
has been strong.
-2
%
Total Shareholder Return
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WHAT DOES IT DO?
Meridian Energy is New Zealand’s
largest electricity generator, producing
approximately 30% of the country’s
electricity in an average year, sourced
100% from renewable hydro and
wind resources. The company also
has a dominant retail business in New
Zealand, operating under the Meridian
and Powershop brands, and is well
positioned to double the size of its
Australian retail base.
WHY DO WE OWN IT?
Meridian is a well-run company, with a
portfolio of long-dated quality renewable
generation assets which provide Meridian
with the advantage of being amongst the
lowest cost marginal electricity producers.
Meridian is favourably positioned over
the long term to benefit from key sector
event risks and is generating increasing
free-cashflows given its decreasing capital
expenditure requirements.
+1
%
Total Shareholder Return
WHAT DOES IT DO?
Port of Tauranga is the natural gateway
to and from international markets
for many of New Zealand’s major
businesses. It is in close proximity to
many important exporters in the forestry,
dairy, meat and fruit industries. Its
investment in port facilities in Timaru and
an inland port near Christchurch opens
up the South Island for exports to be
hubbed out of Tauranga.
WHY DO WE OWN IT?
Port of Tauranga continues to grow
in importance as a leading shipping
port in New Zealand for both exports
and imports. It has many natural
advantages, including excellent access
for road and rail, large land holdings
and, more recently, a deep harbour for
bigger ships to call. It has an important
strategic 10-year agreement with Kotahi
which underwrites its investment in
Primeport Timaru and its Metroport near
Christchurch.
+15
%
Total Shareholder Return
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WHAT DOES IT DO?
Ryman Healthcare was formed in 1984 to
develop, construct and operate retirement
villages in New Zealand. It now has a
portfolio of retirement villages around New
Zealand and is now replicating its model in
Victoria, Australia. Ryman Healthcare is the
largest owner and developer of retirement
villages in New Zealand.
WHY DO WE OWN IT?
Ryman Healthcare has stuck to its winning
formula since inception. Industry dynamics
are attractive, and Ryman Healthcare
continues to lift its build rate of units and
beds to meet latent demand from an ageing
population. Victoria has a similar ageing
demographic to that in New Zealand
but Ryman’s continuum of care offering is
more unique there compared to existing
product, so this market represents an area
of considerable future growth.
-14
%
Total Shareholder Return
WHAT DOES IT DO?
Pushpay is a leading mobile payments and
engagement provider to the US faith sector,
with a growing customer base focused on
medium and large churches in the US. It also
has a church management software business,
Church Community Builder. Together these
enable churches to manage and interact
seamlessly with their congregation in an
effective and modern way.
WHY DO WE OWN IT?
Pushpay provides the best in class product
and service. Its combination of ongoing
product development and leading customer
service gives us comfort that Pushpay will
retain this edge over weaker competitors.
Pushpay’s addressable market is very large
(cUS$90bn) and digital giving remains
under-penetrated but growing.
+6
%
Total Shareholder Return
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WHAT DOES IT DO?
Summerset is an integrated retirement
village builder, owner and operator. The
company has retirement villages spread
around New Zealand and is a leading
developer of retirement villages in New
Zealand with a significant land bank. It
has recently acquired sites in Australia
and is also looking to grow there.
WHY DO WE OWN IT?
Summerset successfully operates a
continuum of care model with aged care
integrated into its villages. It has delivered
on growing its portfolio at attractive
development margins. This indicates that
it is executing its business model well, and
has a large land bank to continue the roll-
out of its sought-after villages.
-16
%
Total Shareholder Return
WHAT DOES IT DO?
The a2 Milk Company sells ‘a2’-branded
fresh milk and infant milk formula
internationally. As the name suggests,
its products contain only A2 beta-casein
protein, on the basis that it is more
comfortably digested than normal milk
(which contains a mix of both A1 and A2
proteins). In recent years, the company has
grown sales and market share rapidly in
Australia and China and is currently also
focused on its growing business in the US.
WHY DO WE OWN IT?
The a2 Milk Company has a small but fast
growing share of the very lucrative Chinese
infant formula market. Management have
capably executed on its growth plans
to date and we expect its market share
to continue growing across a range of
distribution channels. In addition, there
is potential for further upside from new
products and geographies.
+20
%
Total Shareholder Return
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WHAT DOES IT DO?
Vista Group is an innovative and
profitable IT company primarily providing
sophisticated software to cinema
exhibitors. It has over 40% worldwide
market share with clients in around
100 countries. Its integrated software
systems allow cinema exhibitors to run
wide-ranging functions such as ticketing,
food and beverage sales, staff and film
scheduling, loyalty schemes, digital
signage as well as external customer
interfaces like websites, mobile apps and
call centres. Vista Group also has a range
of smaller group businesses that leverage
its depth of data and cinema industry
intellectual property.
WHY DO WE OWN IT?
We are attracted to Vista Group’s profitable
core business which provides sophisticated
software to cinema operators of all sizes.
We believe that this business still has many
years of growth ahead of it, particularly in
less developed countries. Additionally, the
company’s data analytics business (Movio)
and other early stage businesses have
exciting long-term growth prospects.
- 76
%
Total Shareholder Return
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Pictured left to right: Alistair Ryan, Carmel Fisher, Andy Coupe, and Carol Campbell.
Alistair Ryan MComm (Hons), CA
Chair of the Board
Chair of Remuneration and Nominations Committee
Independent Director
Alistair Ryan is an experienced company director
and corporate executive with extensive corporate
and finance sector experience in the listed company
sector in New Zealand and Australia. He is a director
of Barramundi, Marlin Global, Metlifecare and
Kiwibank, and a member of the FMA’s Audit Oversight
Committee. Alistair had a 16-year career with SKYCITY
Entertainment Group Limited (from pre-opening and
pre-listing in 1996 through 2012). Alistair was a
member of the senior executive team and also served
as a director of various SKYCITY subsidiary and
associated companies. Prior to SKYCITY, Alistair was a
Corporate Services Partner with Ernst & Young, based
in Auckland. He is a fellow of Chartered Accountants
Australia and New Zealand. Alistair’s principal place
of residence is Auckland.
Alistair was first appointed to the Kingfish board on 10
February 2012.
Andy Coupe LLB
Chair of Investment Committee
Independent Director
Andy Coupe has extensive commercial and capital
markets experience having worked in a number of
sectors within the financial markets for over 30 years,
principally with international investment bank UBS. His
senior roles principally encompassed large equity capital
market and takeover transactions. Andy is a director of
Barramundi, Marlin Global, Briscoe Group and Gentrack
Group. He is also Chair of the New Zealand Takeovers
Panel and Chair of Television New Zealand. Andy’s
principal place of residence is Tamahere, Hamilton.
Andy was first appointed to the Kingfish board on 1
M arc h 2013.
Carol Campbell BCom, CA, CMInstD
Chair of Audit and Risk Committee
Independent Director
Carol Campbell is a chartered accountant and
a member of Chartered Accountants Australia
and New Zealand. Carol has extensive financial
experience and a sound understanding of efficient
board governance. Carol holds a number of
directorships across a broad spectrum of companies
including T&G Global, New Zealand Post, NZME
and Kiwibank. Carol is also a director of Barramundi
and Marlin Global. Carol was a director of The
Business Advisory Group, a chartered accountancy
practice, for 11 years and prior to that a partner at
Ernst & Young for over 25 years. Carol’s principal
place of residence is Auckland.
Carol was first appointed to the Kingfish board on 5
J un e 2012.
Carmel Fisher CNZM, BCA, INFINZ (Fellow)
Independent Director
Carmel Fisher established Fisher Funds Management
Limited in 1998. Carmel’s interest and involvement in the
New Zealand share market spans over 30 years and
she is widely recognised as one of New Zealand's most
experienced investment professionals. Carmel was an
investment analyst and portfolio manager for several
stockbroking and institutional firms before launching
Fisher Funds as a boutique fund manager. She was
managing director of Fisher Funds for 20 years before
retiring and selling the company in 2017. Carmel is also
a director of Barramundi and Marlin Global. Carmel’s
principal place of residence is Auckland.
Carmel was made a Companion of the New Zealand
Order of Merit in the 2019 New Years honours for her
services to the New Zealand finance industry.
Carmel was first appointed to the Kingfish board on 30
January 2004.
BOARD OF DIRECTORS
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FOR THE YEAR ENDED 31 MARCH 2020
CORPORATE GOVERNANCE
STATEMENT
Kingfish’s board recognises the importance of good
corporate governance and is committed to ensuring
that the Company meets best practice governance
principles to the extent that it is appropriate for the
nature of the Kingfish operations. Strong corporate
governance practices encourage the creation of
value for Kingfish shareholders, while ensuring the
highest standards of ethical conduct and providing
accountability and control systems commensurate with
the risks involved.
The board is responsible for establishing and
implementing the Company’s corporate governance
frameworks, and is committed to fulfilling this role in
accordance with best practice having appropriate
regard to applicable laws, the NZX Corporate
Governance Code (“NZX Code”) and the Financial
Markets Authority Corporate Governance in New
Zealand - Principles and Guidelines. The board oversees
the management of Kingfish, with the day-to-day
portfolio and administrative management responsibilities
of Kingfish being delegated to Fisher Funds
Management Limited (“Fisher Funds” or “the Manager”).
As at 31 March 2020, Kingfish was in compliance
with the NZX Code, with the exception of
recommendations 4.31 and 5.32 for the reasons
explained under the relevant principles.
The corporate governance policies and procedures, and
board and committee charters, are regularly reviewed
by the board against the corporate governance
standards set by NZX, any regulatory changes and
developments in corporate governance practices.
The Kingfish constitution and each of the charters,
codes and policies referred to in this section are
available on the Kingfish website (www.kingfish.co.nz )
under the “About Kingfish” “Policies” section.
Principle 1 – Code of ethical behaviour
Directors should set high standards of ethical
behaviour, model this behaviour and hold
management accountable for these standards being
followed throughout the organisation.
CODE OF ETHICS & STANDARDS OF
PROFESSIONAL CONDUCT
Kingfish’s Code of Ethics & Standards of Professional
Conduct details the ethical and professional
behavioural standards required of the directors
and those employees of the Manager who work on
Kingfish matters.
The Code of Ethics & Standards of Professional Conduct
covers a wide range of areas including standards of
behaviour, conflicts of interest, proper use of Company
information and assets, compliance with laws and
policies, reporting concerns and receiving gifts.
Any person who becomes aware of a breach or
suspected breach of the Code of Ethics & Standards of
Professional Conduct is required to report it immediately
in accordance with the procedure set out in the Code of
Ethics & Standards of Professional Conduct.
Training on the Code of Ethics & Standards of
Professional Conduct is included as part of the
induction process for new directors and relevant
employees of the Manager.
The Code of Ethics & Standards of Professional Conduct
is also available on the Kingfish website for directors
and staff to access at any time.
SECURITIES TRADING POLICY
Kingfish’s Securities Trading Policy details the
restrictions on persons nominated by Kingfish (including
its directors and employees of the Manager who work
on Kingfish matters) (“Nominated Persons”) on trading
in Kingfish shares and other securities.
Nominated Persons, with the permission of the board
of Kingfish, may trade in Kingfish shares only during
the trading window commencing immediately after
Kingfish’s weekly disclosure of its net asset value to the
New Zealand Stock Exchange (“NZX”) and ending at
the close of trading two days following the net asset
value disclosure.
Nominated Persons may not trade in Kingfish shares
when they have price sensitive information that is not
publicly available.
The Securities Trading Policy is available on the
Kingfish website.
CONFLICTS OF INTEREST POLICY
The Conflicts of Interest Policy outlines the board’s
policy on conflicts of interest. The policy details the
process to be adopted for identifying conflicts of
interests and managing any such conflicts.
Principle 2 – Board composition and performance
To ensure an effective board, there should be
a balance of independence, skills, knowledge,
experience and perspectives.
1
Kingfish does not have a formal environmental, social and governance (ESG) framework. However, the Manager has a formal
ESG framework which governs its stock selection, which the board is fully supportive of and committed to.
2
There is no CEO remuneration disclosure as Kingfish delegates its management personnel requirements to Fisher Funds pursuant
to an Administration Services Agreement.
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BOARD CHARTER
Kingfish’s board operates under a written charter which
defines the respective functions and responsibilities of the
board, focusing on the values, principles and practices
that provide the corporate governance framework.
The board has overall responsibility for all decision
making within Kingfish. The board is responsible for
the direction and control of Kingfish and is accountable
to shareholders and others for Kingfish’s performance
and its compliance with the appropriate laws and
standards. The board has delegated the day-to-day
management of Kingfish to the Manager.
The board uses committees to address certain matters
that require detailed consideration. The board retains
ultimate responsibility for the function of its committees
and determines their responsibilities. The board is
assisted in meeting its responsibilities by receiving
reports and plans from the Manager and through its
annual work programme.
Directors have access to key employees of the
Manager who are connected to the activities of
Kingfish and can request any information they consider
necessary for informed decision making.
The board charter is available on the Kingfish website.
NOMINATION AND APPOINTMENT OF
DIRECTORS
In accordance with Kingfish’s constitution and NZX
Listing Rules, a director must not hold office without
re-election past the third annual meeting following his
or her appointment or three years (whichever is the
longer). A director appointed by the board must not
hold office (without re-election) past the next annual
meeting following his or her appointment. Procedures
for the appointment and removal of directors are
contained in Kingfish’s constitution and the board
charter. The Remuneration and Nominations Committee
is responsible for identifying and nominating candidates
to fill director vacancies for board approval.
WRITTEN AGREEMENT
Kingfish provides a letter of appointment to each
newly appointed director setting out the terms of their
appointment which they are required to sign. The letter
includes information regarding the board’s responsibilities,
expectations of directors and independence, expected
time commitments, indemnity and insurance provisions,
declaration of interests and confidentiality. New directors
are required to formally consent to act as a director.
DIRECTOR INFORMATION AND INDEPENDENCE
The board comprises four directors with diverse
backgrounds, skills, knowledge, experience and
perspectives. Information about each director
including a profile of experience, length of service and
attendance at board meetings is available on page 28
of this Annual Report and also on the Kingfish website.
The board takes into account guidance provided under
the NZX Listing Rules and the factors specified in the
NZX Corporate Governance Code in determining the
CORPORATE GOVERNANCE STATEMENT CONTINUED
independence of directors. Director independence is
considered annually. Directors have undertaken to inform
the board as soon as practicable if they think their status
as an independent director has or may have changed.
As at 31 March 2020, the board considers that
Alistair Ryan (Chair), Carol Campbell and Andy
Coupe are independent directors and therefore a
majority of the board are independent directors.
At the time of signing the 31 March 2020 financial
statements, the board considers that Carmel Fisher is
now an independent director by virtue of the fact that
it has been circa three years since Carmel previously
held roles within Fisher Funds.
Information in respect of directors’ ownership interests
is available on page 60.
DIVERSITY
Kingfish has a formal Diversity Policy. The board
views diversity as including but not being limited
to, skills, qualifications, experience, gender, race,
age, ethnicity and cultural background. The board
recognises that having a diverse board will enhance
effectiveness in key areas.
All appointments to the board are based on merit,
and include consideration of the board’s diversity
needs, including gender diversity. Under the Diversity
Policy, the principal measurable diversity objective is to
embed gender diversity as an active consideration in
all succession planning for board positions. During the
year, there were no appointments to the board.
The board’s gender composition was as follows:
NumberProportion
2020FemaleMaleFemaleMale
Directors2250%50%
NumberProportion
2019FemaleMaleFemaleMale
Directors2250%50%
The board believes that Kingfish has achieved the
objectives set out in its Diversity Policy for the year
ended 31 March 2020.
DIRECTOR TRAINING
All directors are responsible for ensuring they remain
current in understanding their duties as directors. To
ensure ongoing education, directors are regularly
informed of developments that affect the Company’s
industry and business environment.
ASSESSMENT OF DIRECTOR PERFORMANCE
The Remuneration and Nominations Committee
conducts a formal review of director, committee and
board performance annually. Appropriate strategies
for improvement are recommended to the board as
and when required. The Chair of the board also has
discussions with directors on individual performance.
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INDEPENDENT CHAIR AND SEPARATION OF THE
CHAIR AND CHIEF EXECUTIVE
The Chair of the board is an independent director.
Kingfish delegates its management personnel
requirements to Fisher Funds pursuant to an
Administration Services Agreement. The Chair of the
board is a different person to the Chief Executive of
Fisher Funds.
Principle 3 – Board committees
The board should use committees where this will
enhance its effectiveness in key areas, while still
retaining board responsibility.
The board has three standing committees: the
Audit and Risk Committee, the Remuneration and
Nominations Committee and the Investment Committee.
Each committee operates under a charter approved
by the board. The charter of each committee is
reviewed annually.
DIRECTOR MEETING ATTENDANCE
A total of eight board meetings, two Audit and
Risk Committee meetings, one Remuneration and
Nominations Committee meeting and two Investment
Committee meetings were held in the 2020 financial
year. Director attendance at board meetings and
committee member attendance at committee meetings
is shown below.
DirectorBoard
Audit and
Risk
Committee
Remuneration
and
Nominations
Committee
Investment
Committee
Carol
Campbell
8/82/21/12/2
Andy
Coupe
8/82/21/12/2
Carmel
Fisher*
8/82/21/12/2
Alistair
Ryan
8/82/21/12/2
* Carmel Fisher was an attendee at the Audit and Risk
Committee meetings but was not at the time a member of the
Audit and Risk Committee.
AUDIT AND RISK COMMITTEE
The Audit and Risk Committee Charter sets out the
objectives of the Audit and Risk Committee which
are to provide assistance to the board in fulfilling its
responsibilities in relation to the Company’s financial
reporting, internal controls structure, risk management
systems and the external audit function. The Audit and
Risk Committee charter is available on the Kingfish
website.
The Audit and Risk Committee focuses on audit
and risk management and specifically addresses
responsibilities relative to financial reporting and
regulatory compliance.
The Audit and Risk Committee is accountable for
ensuring the performance and independence of the
external auditor, including that the external auditor or
lead audit partner is changed at least every five years.
The Audit and Risk Committee also reviews the
appropriateness of any non-audit services and
recommends to the board which services, other
than the statutory audit, may be provided by
PricewaterhouseCoopers as auditor.
The auditor has a clear line of direct communication
at any time with either the Chair of the Audit and Risk
Committee or the Chair of the board, both of whom are
independent directors. During the year, the Audit and
Risk Committee held private sessions with the auditor.
The Audit and Risk Committee currently comprises all of
the directors and is chaired by Carol Campbell.
The Audit and Risk Committee may invite the Corporate
Manager and/or other employees of the Manager and
such other persons including the external auditor to
attend meetings as it considers necessary to provide
appropriate information and explanations.
REMUNERATION AND NOMINATIONS
COMMITTEE
The Remuneration and Nominations Committee
Charter sets out the objectives of the Remuneration
and Nominations Committee, which are to set and
review the level of directors’ remuneration, ensure
a formal rigorous and transparent procedure for
the appointment of new directors to the board
and evaluate the balance of skills, knowledge and
experience on the board. The Remuneration and
Nominations Committee also assesses the performance
of directors, the board and board sub-committees.
The Remuneration and Nominations Committee
currently comprises all of the directors and is chaired
by Alistair Ryan.
The Remuneration and Nominations Committee
may invite the Corporate Manager and/or other
employees of the Manager and such other persons
including the external auditor to attend meetings
as it considers necessary to provide appropriate
information and explanations.
The Remuneration and Nominations Committee
charter is available on the Kingfish website.
INVESTMENT COMMITTEE
The Investment Committee Charter sets out the objective
of the Investment Committee, which is to oversee the
investment management of Kingfish to ensure the
portfolio is managed in accordance with the investment
mandate and with the long-term performance
objectives of Kingfish. The Investment Committee
Charter is available on the Kingfish website.
The Investment Committee currently comprises all of the
directors and is chaired by Andy Coupe.
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TAKEOVER RESPONSE PROTOCOLS
The board has adopted a formal Takeover Response
Protocol as an internal framework that sets out the process
to be followed if there is a takeover offer for Kingfish.
Principle 4 – Reporting and disclosure
The board should demand integrity in financial and
non-financial reporting, and in the timeliness and
balance of corporate disclosures.
CONTINUOUS DISCLOSURE
Kingfish is committed to promoting investor confidence
by providing complete and equal access to information
in accordance with the NZX Listing Rules. Kingfish
has a Continuous Disclosure Policy designed to ensure
this occurs and a copy of the policy is available on
the Kingfish website. The Corporate Manager is
responsible for ensuring compliance with the NZX
continuous disclosure requirements and overseeing and
coordinating disclosure to the exchange.
CHARTERS AND POLICIES
Kingfish’s key corporate governance documents,
including its Code of Ethics and Standards of
Professional Conduct, board and committee charters
and other policies, are available on Kingfish’s website
under the “About Kingfish” “Policies” section.
FINANCIAL REPORTING
Kingfish believes its financial reporting is balanced,
clear and objective. Kingfish is committed to ensuring
integrity and timeliness in its financial and non-financial
reporting, ensuring the market and shareholders are
provided with an objective view on the performance of
the Company.
The Audit and Risk Committee oversees the quality
and integrity of external financial reporting including
the accuracy, completeness and timeliness of financial
statements. The Audit and Risk Committee reviews
half-yearly and annual financial statements and
makes recommendations to the board concerning
accounting policies, areas of judgement, compliance
with accounting standards, stock exchange and legal
requirements and the results of the external audit.
As at 31 March 2020, Kingfish does not have a formal
environmental, social and governance (ESG) framework.
Kingfish considers that, given the nature of its operations
(as an investment company), it is not appropriate to
maintain an ESG framework due to the lack of available
metrics relevant to its business against which it could
report on such matters. Kingfish will continue to assess
the relevance of adopting an ESG framework. However,
the Manager has a formal ESG framework which
governs its stock selection, which the board is fully
supportive of and committed to.
Principle 5 – Remuneration
The remuneration of directors and executives should
be transparent, fair and reasonable.
DIRECTORS’ REMUNERATION
The Director Remuneration Policy sets out the structure
of the remuneration to directors, the review process
and reporting requirements. The Director Remuneration
Policy is available on the Kingfish website.
Directors’ fees are determined by the board on
the recommendation of the Remuneration and
Nominations Committee within the aggregate
amount approved by shareholders. The current
directors’ fee pool limit of $157,500 (plus GST if any)
was approved by shareholder resolution at the 2018
Annual Shareholders’ Meeting.
Each year the Remuneration and Nominations
Committee reviews the level of directors’ fees. The
Remuneration and Nominations Committee considers
the skills, performance, experience and level of
responsibility of directors when undertaking the
review, and is authorised to obtain independent
advice on market conditions.
The following table sets out the remuneration
received by each director from Kingfish for the year
ended 31 March 2020.
Directors’ remuneration* for the 12 months ended
31 March 2020
A B Ryan (Chair)$50,000
(1)
C A Campbell$ 3 7, 5 0 0
(2)
R A Coupe$ 3 7, 5 0 0
(3)
C M Fisher$32,500
(4)
*excludes GST
(1)
$4,979 of this amount was applied to the purchase of
3,387 shares under the Kingfish share purchase plan.
(Alistair Ryan holds in excess of the 50,000 share threshold
set out in the director share purchase plan but has elected
to continue in the plan).
(2)
Included in this total amount is $5,000 that Carol Campbell
receives as Chair of Audit and Risk Committee. $3,734 of
this amount was applied to the purchase of 2,540 shares
under the Kingfish share purchase plan.
(3)
Included in this total amount is $5,000 that Andy Coupe
receives as Chair of Investment Committee. $3,734 of this
amount was applied to the purchase of 2,540 shares under
the Kingfish share purchase plan.
(4)
Carmel Fisher is a substantial Kingfish shareholder and has
holdings in excess of the 50,000 threshold set out in the
director share purchase plan. (Details of director holdings can
be found in the Statutory Information section on page 60).
Details of remuneration paid to directors are also
disclosed in note 10 to the financial statements for the
financial year ended 31 March 2020. The directors’
fees disclosed in the financial statements include a
portion of non-recoverable GST expensed by Kingfish.
CORPORATE GOVERNANCE STATEMENT CONTINUEDCORPORATE GOVERNANCE STATEMENT CONTINUED
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DIRECTORS’ SHAREHOLDING - SHARE PURCHASE
PLAN
A Share Purchase Plan was introduced by the board in
2012 which requires each director to allocate 10% of
their annual director’s fee to the purchase (on market)
of Kingfish shares. Once an individual director’s
shareholding reaches 50,000 shares, the director can
select whether to continue with the plan. The intention
of the Share Purchase Plan is to further align the
interests of directors with those of shareholders.
CORPORATE MANAGEMENT REMUNERATION
Kingfish delegates its management personnel
requirements to Fisher Funds pursuant to an
Administration Services Agreement. For this reason,
Kingfish does not have a Chief Executive Officer and
it does not consider it appropriate to make disclosures
about remuneration for the Manager’s personnel. The
fees paid to Fisher Funds for administration services are
set out in note 10 to Kingfish’s financial statements for
the year ended 31 March 2020.
Principle 6 – Risk management
Directors should have a sound understanding of
the material risks faced by the issuer and how to
manage them. The board should regularly verify that
the issuer has appropriate processes that identify
and manage potential and material risks.
RISK MANAGEMENT FRAMEWORK
The board has overall responsibility for Kingfish’s system
of risk management and internal control. Kingfish has
in place policies and procedures to identify areas of
significant business risk and implements procedures to
manage those risks effectively.
Key risk management tools used by Kingfish include
the Audit and Risk Committee function, outsourcing of
certain functions to service providers, internal controls,
financial and compliance reporting procedures and
processes and business continuity planning. Kingfish also
maintains insurance policies that it considers adequate
to meet its insurable risks.
The board is actively involved in tracking the
development of existing risks and the emergence of new
risks to Kingfish’s business. The Audit and Risk Committee
and board receive regular reports on the operation of
risk management policies and procedures. Significant
risks are discussed at each board meeting, and/or as
required.
In addition to Kingfish’s policies and procedures in
place to manage business risks, Fisher Funds has its own
comprehensive risk management policy. The board is
informed of any changes to Fisher Funds’ policy.
The spread of COVID-19 has severely impacted
economies around the globe. In many countries,
businesses have been forced to cease or limit operations
for long or indefinite periods of time. Global stock
markets have experienced great volatility and a
significant weakening.
The board of Kingfish has, since the initial period of
share market volatility (from March and through April
2020), held special additional meetings with the
Manager to ensure that appropriate risk management
processes and procedures, including the rigorous
application of the STEEPP process, were being adhered
to. The application of the STEEPP process ensures stock
selection, de-selection and the in-depth testing of the
stock assessment processes. These additional meetings
have enabled the board to monitor and closely oversee
the portfolio management process undertaken by the
Manager as part of their mandated approach.
During the period of rapid volatility in the New Zealand
equity market, Kingfish increased its usual weekly NAV
reporting from once per week on Thursdays, to twice
per week, with the NAVs published on both Mondays
and Thursdays. This continued through the NZ lockdown
period with Kingfish reverting to once per week NAV
reporting from the week commencing 18 May 2020.
The duration and impact of the COVID-19 pandemic, as
well as the effectiveness of government and central bank
responses, remains unclear at this time. It is not possible
to reliably estimate the duration and severity of these
consequences, as well as their impact on the financial
position and results of Kingfish for future periods.
The preparation of the Kingfish Limited financial
statements has not required the addition of any new
judgements or estimate.
HEALTH AND SAFETY
The Manager operates under a Health and Safety
Policy. Under this policy, Fisher Funds assumes
responsibility for the health and safety of its employees.
Principle 7 – Auditors
The board should ensure the quality and
independence of the external audit process.
Kingfish’s Audit and Risk Committee makes
recommendations to the board on the appointment
of the external auditor. The Audit and Risk Committee
monitors the independence and effectiveness of the
external auditor and approves and reviews any non-
audit services performed by the external auditor. An
External Auditor Independence Policy which documents
the framework of Kingfish’s relationship with its external
auditor was adopted in May 2018. This policy includes
procedures:
a.
t
o sustain communication with Kingfish’s external
auditor;
b.
to ensure that the ability of the external auditor to
carry out its statutory audit role is not impaired, or
could reasonably be perceived to be impaired;
c.
t
o address what, if any, services (whether by type
or level) other than their statutory audit roles may be
provided by the auditor to Kingfish; and
d.
t
o provide for the monitoring and approval by the
Kingfish Audit and Risk Committee of any service
provided by the external auditor to the issuer other
than in their statutory audit role.
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ANNUAL REPORT
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The Audit and Risk Committee meets with the external
auditor, without management present, to approve their
terms of engagement, audit partner rotation (at least
every five years) and audit fee, and to review and
provide feedback in respect of the annual audit plan.
The Audit and Risk Committee holds private sessions
with the external auditor.
Kingfish’s current external auditor,
PricewaterhouseCoopers (“PwC”), was appointed
by shareholders at the 2007 annual meeting in
accordance with the provisions of the Companies Act
1993. PwC is automatically reappointed as auditor
under Part 11, Section 207T of the Companies Act.
The Audit and Risk Committee has assessed PwC to be
independent and confirmed that the non-audit services
provided in relation to confirming the amounts used in
the performance fee calculation has not compromised
PwC’s independence. Written confirmation of PwC’s
independence has been obtained by the board.
PwC, as external auditor of the 2020 financial statements,
will attend this year’s annual meeting and will be
available to answer questions about the conduct of the
audit, preparation and content of the auditor’s report,
accounting policies adopted by Kingfish and their
independence in relation to the conduct of the audit.
Kingfish does not have an internal audit function;
however, the Company regularly reviews all areas of
risk management and focuses on all operating and
compliance risk obligations. Kingfish delegates day-to-
day management responsibilities to Fisher Funds and the
Corporate Manager is responsible for operational and
compliance risks across Kingfish’s business.
Principle 8 – Shareholder rights and relations
The board should respect the rights of shareholders
and foster constructive relationships with
shareholders that encourage them to engage with
the issuer.
INFORMATION FOR SHAREHOLDERS
The board recognises the importance of providing
shareholders comprehensive, timely and equal access
to information about its activities. The board aims to
ensure that shareholders have available to them all
information necessary to assess Kingfish’s performance.
Kingfish’s website, www.kingfish.co.nz, provides
information to shareholders and investors about
the Company. Kingfish’s ‘Investor Centre’ part of its
website contains a range of information, including
periodic and continuous disclosures to the NZX, half
year and annual reports and content related to the
Annual Shareholders’ Meeting. The website also
contains information about Kingfish’s directors, copies
of key corporate governance documents and general
Company information.
The board recognises that other stakeholders may
have an interest in Kingfish’s activities. While there are
no specific stakeholders’ interests that are currently
identifiable, Kingfish will continue to review policies in
consideration of future interests.
COMMUNICATING WITH SHAREHOLDERS
Kingfish communicates regularly with its shareholders
through its monthly and quarterly updates. The
Company receives questions from shareholders from
time to time, and has processes in place to ensure
shareholder communications are responded to within
a reasonable timeframe. The Company’s website
sets out Kingfish’s appropriate contact details for
communications from shareholders. Kingfish also
provides options for shareholders to receive and send
communications by post or electronically.
SHAREHOLDER VOTING RIGHTS
When required by the Companies Act 1993, Kingfish’s
Constitution and the NZX Listing Rules, Kingfish will
refer decisions to shareholders for approval. Kingfish’s
policy is to conduct voting at its shareholder meetings
by way of poll and on the basis of one share, one vote.
NOTICE OF ANNUAL MEETING
The 2020 Kingfish Notice of Annual Meeting will be
sent to shareholders at least 20 working days prior to the
meeting and will be published on the Company’s website.
This year’s meeting will be held at 10.30am on 20
August 2020, at the Ellerslie Event Centre in Auckland.
Full participation of shareholders is encouraged at the
annual meeting and shareholders are encouraged to
submit questions in writing prior to the meeting.
MANAGEMENT AGREEMENT RENEWAL
The Management Agreement between Kingfish and
Fisher Funds is subject to renewal every five years.
The Management Agreement is next subject to
renewal in 2024.
NZX WAIVERS
Kingfish outsources all investment management
functions and administration services to Fisher
Funds under the Management Agreement entered
into when Kingfish first listed. The Management
Agreement has been amended to reflect the evolving
relationship between Kingfish and Fisher Funds, with
such amendments being largely administrative. Since
December 2014, administration services previously
provided for in the Management Agreement have
been recorded in a separate Administration Services
Agreement. The rationale for this change was to create
efficiencies for Kingfish across staff utilisation and
costs. There was no substantive change to the nature or
scope of services or the actual costs payable.
Kingfish was granted a waiver by NZX Regulation
on 30 May 2017 from (pre 1 January 2019)
NZX Listing Rule 9.2.1 so that it is not required to
obtain shareholder approval for the entry into the
Administration Services Agreement and specific
amendments to the Management Agreement. The
waiver is provided on the conditions specified in
paragraph 2 of the waiver decision, which is available
on Kingfish’s website: www.kingfish.co.nz/investor-
centre/market-announcements/.
CORPORATE GOVERNANCE STATEMENT CONTINUED
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FOR THE YEAR ENDED 31 MARCH 2020
We present the financial statements for Kingfish Limited for the year ended 31 March 2020.
We have ensured that the financial statements for Kingfish Limited present fairly the financial position of the
Company as at 31 March 2020 and its financial performance and cash flows for the year ended on that date.
We have ensured that the accounting policies used by the Company comply with generally accepted
accounting practice in New Zealand and believe that proper accounting records have been kept. We have
ensured compliance of the financial statements with the Financial Markets Conduct Act 2013.
We also consider that adequate controls are in place to safeguard the Company’s assets and to prevent and
detect fraud and other irregularities.
The Kingfish board authorised these financial statements for issue on 22 June 2020.
Alistair Ryan Carmel Fisher
Carol Campbell
A
ndy Coupe
DIRECTORS’ STATEMENT
OF RESPONSIBILITY
CORPORATE GOVERNANCE STATEMENT CONTINUED
CAPITAL RAISINGS
Kingfish Warrant Issue (KFLWE)
On 12 July 2019, Kingfish warrant holders had the
option to convert their warrants into ordinary Kingfish
shares at an exercise price of $1.25 per warrant. On
the same day, Kingfish shares were trading on-market
at $1.45, a 16% premium to the exercise price.
Warrant holders took advantage of this discount,
with 41,889,557 warrants out of a possible
48,368,533 warrants (87%) being converted into
Kingfish ordinary shares.
The new shares were allotted to warrant holders on
18 July 2019. All new shares have the same rights as
current Kingfish shares, including participating in the
Company’s quarterly dividend policy.
The remaining 6,487,976 warrants which were not
exercised lapsed, and all rights in regards to them
expired.
The additional funds were invested during July 2019
in Kingfish’s investment portfolio of stocks, in similar
proportions to the existing portfolio.
Kingfish Warrant Issue (KFLWF)
On 9 March 2020, Kingfish issued 61,578,083
warrants to shareholders based on a record date of
6 March 2020. Kingfish shareholders were issued
one warrant for every four shares held. Each warrant
gives shareholders the right, but not the obligation, to
subscribe for one additional ordinary share in Kingfish
on the 12 March 2021 exercise date.
The exercise price will be $1.64 less any dividends
declared during the period up to the exercise date.
The final exercise price will be calculated and advised
to warrant holders at least six weeks before the
exercise date.
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FINANCIAL
STATEMENTS CONTENTS
36
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ANNUAL REPORT
2018
37Statement of Comprehensive Income
38Statement of Changes in Equity
39Statement of Financial Position
40Statement of Cash Flows
41Notes to the Financial Statements
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ANNUAL REPORT
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Notes
2020
$000
2019
$000
Interest income 292 279
Dividend income 5,834 6,545
Net changes in fair value of investments 2 1, 575 49, 4 8 8
Other income 28 0
Total net income 7, 7 2 9 5 6, 312
Operating expenses3 5,957 9,170
Operating profit before tax 1,772 4 7, 1 4 2
Total tax expense4 30 79
Net operating profit after tax attributable to shareholders 1, 74 2 47,063
Total comprehensive income after tax attributable to shareholders 1, 74 2 47,063
Basic earnings per share6 0.75c 24.24c
Diluted earnings per share6 0.75c 23.81c
The accompanying notes form an integral part of these financial statements.
FOR THE YEAR ENDED 31 MARCH 2020
STATEMENT OF COMPREHENSIVE INCOME
KINGFISH LIMITED
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Attributable to shareholders of the company
Notes
Share
Capital
$000
Performance
Fee Reserve
$000
Retained
Earnings
$000
Total
Equity
$000
Balance at 31 March 2018 2 05,123 1,118 70,035 2 76,2 76
Comprehensive income
Net operating profit after tax 0 0 4 7, 0 6 3 4 7, 0 6 3
Other comprehensive income 0 0 0 0
Total comprehensive income for the year ended 31 March 2019 0 0 47,063 47,063
Transactions with owners
Dividends paid5 0 0 (22,816) (22,816)
Share buybacks5 (546) 0 0 (546)
Shares issued from treasury stock under dividend
reinvestment plan5 462 0 0 462
New shares issued under dividend reinvestment plan5 8,16 5 0 0 8,16 5
Prior year Manager's performance fee settled with ordinary
shares 1,0 89 (1,0 96) 0 (7)
Prior year Manager's performance fee settled with
treasury stock 22 (22) 0 0
Manager's performance fee to be settled with ordinary
shares 0 2,043 0 2,043
Warrant issue costs (19) 0 0 (19)
Total transactions with owners for
the year ended 31 March 2019 9,17 3 925 (22,816) (12, 718)
Balance at 31 March 2019 214,296 2,043 94,282 310,621
Comprehensive income
Net operating profit after tax 0 0 1, 74 2 1, 74 2
Other comprehensive income 0 0 0 0
Total comprehensive income for the year ended 31 March 2020 0 0 1, 74 2 1, 74 2
Transactions with owners
Dividends paid5 0 0 ( 2 9, 4 74 ) ( 2 9, 4 74 )
Share buybacks5 (681) 0 0 (681)
Shares issued from treasury stock under dividend
reinvestment plan5 600 0 0 600
New shares issued under dividend reinvestment plan5 10,358 0 0 10,358
Shares issued for warrants exercised5 52,247 0 0 52,247
Prior year Manager's performance fee settled with
ordinary shares 1,898 (1,9 07 ) 0 (9)
Prior year Manager's performance fee settled with treasury
stock 136 (136) 0 0
Total transactions with owners for the year ended 31 March 2020 64,558 (2,043) ( 2 9, 4 74 ) 33,041
Balance at 31 March 2020 278,854 0 66,550 345,404
The accompanying notes form an integral part of these financial statements.
FOR THE YEAR ENDED 31 MARCH 2020
STATEMENT OF CHANGES IN EQUITY
KINGFISH LIMITED
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Notes
2020
$000
2019
$000
SHAREHOLDERS' EQUITY 345,404 310,621
Represented by:
ASSETS
Current Assets
Cash and cash equivalents 9 18,493 19, 2 74
Trade and other receivables 7 2,387 12,810
Investments at fair value through profit or loss 2 324,953 281, 547
Total Current Assets 345,833 313,631
TOTAL ASSETS 345,833 313,631
LIABILITIES
Current Liabilities
Trade and other payables 8 429 3,010
Total Current Liabilities 429 3,010
TOTAL LIABILITIES 429 3,010
NET ASSETS 345,404 310,621
These financial statements have been authorised for issue for and on behalf of the Board by:
A B Ryan / Chair
C A Campbell / Chair of the Audit and Risk Committee
22 June 2020 22 June 2020
The accompanying notes form an integral part of these financial statements.
AS AT 31 MARCH 2020
STATEMENT OF FINANCIAL POSITION
KINGFISH LIMITED
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2020
FOR THE YEAR ENDED 31 MARCH 2020
Notes
2020
$000
2020
$000
Operating Activities
Sale of investments 9 7, 9 6 3 92,589
Interest received 292 280
Dividends received 6,296 6,636
Other income received 27 3,10 9
Purchase of investments (13 0,18 6) ( 73,14 0 )
Operating expenses ( 8,191) (6,147 )
Taxes paid (30) (69)
Net cash (outflows)/inflows from operating activities9 (33,829) 23,258
Financing Activities
Proceeds from warrants exercised 52,247 0
Share buybacks (683) (544)
Warrant issue costs 0 (19)
Dividends paid (net of dividends reinvested) (18,516) (14,189)
Net cash inflows/(outflows) from financing activities 33,048 (14,752)
Net (decrease)/increase in cash and cash equivalents held (781) 8,506
Cash and cash equivalents at beginning of the year 19, 2 74 10, 768
Cash and cash equivalents at end of the year9 18, 493 19, 2 74
The accompanying notes form an integral part of these financial statements.
STATEMENT OF CASH FLOWS
KINGFISH LIMITED
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FOR THE YEAR ENDED 31 MARCH 2020
NOTES TO THE FINANCIAL STATEMENTS
KINGFISH LIMITED
NOTE 1 BASIS OF ACCOUNTING
Reporting Entity
Kingfish Limited ("Kingfish" or "the Company") is listed on the NZX Main Board, is registered in New
Zealand under the Companies Act 1993 and is an FMC Reporting Entity under the Financial Markets
Conduct Act 2013.
The Company’s registered office is Level 1, 67-73 Hurstmere Road, Takapuna, Auckland.
Basis of Preparation
These financial statements have been prepared in accordance with the requirements of Part 7 of
the Financial Markets Conduct Act 2013, the NZX Main Board listing rules and New Zealand
Generally Accepted Accounting Practice (NZ GAAP). They comply with New Zealand equivalents to
International Financial Reporting Standards (NZ IFRS) as appropriate for profit-oriented entities, and
International Financial Reporting Standards (IFRS).
The financial statements have been prepared on the historical cost basis, as modified by the fair
valuation of certain assets as identified in specific accounting policies and in the accompanying notes.
The functional and reporting currency used to prepare the financial statements is New Zealand
dollars, rounded to the nearest one thousand dollars.
The financial statements include GST where it is charged by other parties as it cannot be reclaimed.
The impact of COVID-19 was assessed during the preparation of these financial statements and
whether there were any indicators affecting the Company's ability to operate as a going concern. No
indicators were identified, and the Company remains a going concern.
Accounting Policies
Accounting policies that summarise the recognition and measurement basis used and are relevant
to an understanding of the financial statements, are provided throughout the notes to the financial
statements and are designated by a
symbol.
The accounting policies adopted have been consistently applied to all years presented, unless
otherwise stated.
There are no new accounting standards, amendments to standards and interpretations that have a
material impact on these financial statements. The same applies for any new standards, amendments
to standards and interpretations that have been issued but are not yet effective.
Critical Judgements, Estimates and Assumptions
The preparation of financial statements requires the directors to make judgements, estimates and
assumptions that affect the application of policies and reported amounts of assets and liabilities,
income and expenses. Judgements are designated by a
j
symbol in the notes to the financial
statement. There were no material estimates or assumptions required in the preparation of these
financial statements.
Authorisation of Financial Statements
The Kingfish Board of Directors authorised these financial statements for issue on 22 June 2020.
No party may change these financial statements after their issue.
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NOTE 2 INVESTMENTS
j
Given that the investment portfolio is managed, and performance is evaluated, on a fair value
basis in accordance with a documented investment strategy, Kingfish has classified all its
investments at fair value through profit or loss.
Investments are initially recognised at fair value and are subsequently revalued to reflect changes
in fair value. Net changes in the fair value of investments are recognised in the Statement of
Comprehensive Income.
Financial assets at fair value through profit or loss comprise of New Zealand listed equity
investment assets.
All purchases and sales of investments are recognised at trade date, which is the date the
Company commits to purchase or sell the investment and transaction costs are expensed as
incurred. When an investment is sold, any gain or loss arising on the sale is included in the
Statement of Comprehensive Income. Realised gains or losses are calculated as the difference
between the sale proceeds and the carrying amount of the item.
The fair value of listed equity investments traded in active markets are based on last sale prices
at balance date, except where the last sale price falls outside the bid-ask spread for a particular
investment, in which case the bid price will be used to value the investment. The decline in equity
markets as a result of the COVID-19 adversely impacted the closing value of investments as at 31
March 2020. Trading was not suspended as at year-end for any of the investments held by the
Company.
Dividend income from investments is recognised in the Statement of Comprehensive Income when
the Company's right to receive payments is established (ex-dividend date).
Investments recognised at fair value are categorised according to a fair value hierarchy that shows
the extent of judgement used in determining their fair value. Where unadjusted quoted prices are
used, the investments are categorised as Level 1. When inputs derived from quoted prices are
used, the investments are categorised as Level 2. If inputs are not based on observable market
data, they are categorised as Level 3.
j
All listed equity investments held by Kingfish are categorised as Level 1. There have been no
transfers between levels of the fair value hierarchy during the year (31 March 2019: none).
There were no financial instruments classified as Level 2 or 3 at 31 March 2020 (31 March
2019: none).
There have been no changes to the fair value hierarchy classification of investments as a result of
COV I D -19.
FOR THE YEAR ENDED 31 MARCH 2020
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 3 OPERATING EXPENSES
2020
$000
2019
$000
Management fees (note 10) 4,671 3,657
Performance fees (note 10) 0 4,322
Administration services (note 10) 159 159
Directors' fees (note 10) 174 168
Custody, accounting and brokerage 612 548
Investor relations and communications 136 128
NZX fees 55 62
Professional fees 50 40
Fees paid to the auditor:
Statutory audit and review of financial statements 40 39
Non assurance services
1
0 2
Other operating expenses 60 45
Total operating expenses 5,957 9,17 0
1
Non-assurance services in the prior period relate to the audit of the prior period performance fee.
NOTE 4 TA X ATION
Kingfish is a Portfolio Investment Entity ("PIE") for tax purposes.
Taxation expense comprises both current and deferred tax. Current tax is the expected tax
payable on the taxable income for the year, using tax rates enacted or substantively enacted at
balance date, and any adjustment to tax payable in respect of previous years. Current tax for
current and prior periods is recognised as a liability or asset to the extent that it is unpaid (or
refundable). Deferred tax (if any) is recognised as the difference between the carrying amounts
of assets and liabilities in the financial statements and the amounts used for taxation purposes. A
deferred tax asset is only recognised to the extent it is probable it will be utilised.
j
A deferred tax asset of $8,813,609 at 31 March 2020 (2019: $7,780,623) has not been
recognised as the tax structure of the Company is unlikely to lead to the utilisation of a deferred
tax asset. This unrecognised deferred tax asset is reviewed annually.
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NOTE 4 TAXATION CONTINUED
Taxation expense is determined as follows:
2020
$000
2019
$000
Operating profit before tax 1,772 4 7, 1 4 2
Non-taxable realised gain on investments (33,427) (24,910)
Non-taxable unrealised loss/(gain) on investments 31,879 (24,556)
Imputation credits 1,696 2,133
Non-deductible expenditure 554 490
Taxable income 2, 4 74 299
Tax at 28% 693 84
Imputation credits (1,696) (2,133)
Deferred tax not recognised 1,033 2,085
Forfeit of foreign tax credits 0 43
Total tax expense 30 79
Taxation expense comprises:
Current tax 30 79
30 79
Current tax balance
Opening balance 0 10
Current tax expense (30) (79)
Tax paid 30 69
Current tax receivable 0 0
Imputation credits
The imputation credits available for subsequent reporting periods total $237,774 (2019: $501,366).
This amount represents the balance of the imputation credit account at the end of the reporting
period, adjusted for imputation credits that will arise from the receipt of dividends recognised as a
receivable at 31 March 2020.
NOTE 5 SHAREHOLDERS' EQUITY
Share Capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new
shares and warrants are shown in equity as a deduction.
When shares are acquired by the Company, the amount of consideration paid is recognised
directly in equity. Acquired shares are classified as treasury stock and presented as a deduction
from share capital. When treasury stock is subsequently sold or reissued, the cost of treasury
stock is reversed and the realised gain or loss on sale or reissue, net of any directly attributable
incremental transaction costs, is recognised within share capital.
FOR THE YEAR ENDED 31 MARCH 2020
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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Kingfish has 248,587,907 fully paid ordinary shares on issue (2019: 197,889,673). All ordinary
shares are classified as equity, rank equally and have no par value. All shares carry an entitlement
to dividends and one vote is attached to each fully paid ordinary share.
Buybacks
Kingfish maintains an ongoing share buyback programme. For the year ended 31 March 2020,
Kingfish acquired 472,965 shares valued at $680,614 (2019: 395,172 shares, $545,832) under the
programme which allows up to 5% of the ordinary shares on issue (as at the date 12 months prior to
the acquisition) to be acquired. Shares acquired under the buyback programme are held as treasury
stock and subsequently reissued to shareholders under the dividend reinvestment plan. There were
no shares held as treasury stock at balance date (31 March 2019: 46,377 shares held as treasury
stock).
Warrants
61,578,083 new Kingfish warrants were allotted on 9 March 2020, and quoted on the NZX Main
Board on 10 March 2020. One new warrant was issued to all eligible shareholders for every four
shares held on record date (6 March 2020). The warrants are exercisable at $1.64 per warrant,
adjusted down for dividends declared during the period up to the exercise date of 12 March 2021.
Warrant holders can elect to exercise some or all of their warrants on the exercise date. The net cost
of issuing the warrants is deducted from share capital.
On 12 July 2019, 41,889,557 warrants valued at $52,361,927, less issue costs of $115,176 (net
$52,246,751), were exercised at $1.25 per warrant and the remaining 6,478,976 warrants lapsed.
Dividends
Dividend distributions to the Company's shareholders are recognised as a liability in the financial
statements in the period in which the dividends are declared by the Kingfish board.
Kingfish has a distribution policy where 2% of average NAV is distributed each quarter. Dividends
paid during the year comprised:
2020
$000
Cents per
share
2019
$000
Cents per
share
27 Jun 2019 6 ,114 3.0729 Jun 2018 5,542 2.89
26 S ep 2019 7,827 3.2328 Sep 2018 5,798 3.00
19 De c 2019 7, 5 5 3 3.0921 Dec 2018 5,919 3.04
27 Mar 2020 7,980 3.2428 M ar 2019 5,557 2.83
2 9, 4 74 12.6 3 22,816 11. 76
Dividend Reinvestment Plan
Kingfish has a dividend reinvestment plan which provides ordinary shareholders with the option to
reinvest all or part of any cash dividends in fully paid ordinary shares at a 3% discount to the five-
day volume weighted average share price from the date the shares trade ex-entitlement. During the
year ended 31 March 2020, 7,872,492 ordinary shares totalling $10,957,572 (2019: 6,509,043
ordinary shares totalling $8,627,664) were issued in relation to the plan for the quarterly dividends
paid. To participate in the dividend reinvestment plan, a completed participation notice must be
received by Kingfish before the next dividend record date.
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NOTE 6 EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the
Company by the weighted average number of ordinary shares on issue during the year. Diluted
earnings per share assumes conversion of all dilutive potential ordinary shares in determining the
denominator. Potential ordinary shares include outstanding warrants.
Basic earnings per share
2020
$000
2019
$000
Profit attributable to owners of the Company 1, 74 2 4 7, 0 6 3
Weighted average number of ordinary shares on issue net of
treasury stock ('000) 231,182 194,119
Basic earnings per share 0.75c 24.24c
Diluted earnings per share
2020
$000
2019
$000
Profit attributable to owners of the Company 1, 74 2 4 7, 0 6 3
Weighted average number of ordinary shares on issue net of
treasury stock ('000) 231,182 194,119
Diluted effect of warrants ('000) 1, 796 2,162
Ordinary shares to be issued under performance fee arrangement ('000) 0 1, 4 0 9
232,978 1 9 7, 6 9 0
Diluted earnings per share 0.75c 23.81c
FOR THE YEAR ENDED 31 MARCH 2020
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 7 TRADE AND OTHER RECEIVABLES
Trade and other receivables are classified as financial assets at amortised cost and are initially
recognised at fair value, and subsequently measured at amortised cost less any provision for
impairment. Receivables are assessed on a case-by-case basis for impairment.
j
The trade and other receivables' carrying values are a reasonable approximation of fair value.
2020
$000
2019
$000
Dividends receivable 529 991
Unsettled investment sales
1
1,837 11, 7 7 8
Other receivables 21 41
Total trade and other receivables 2,387 12, 810
1
On 6 March 2019, Kingfish accepted an unconditional and irrevocable takeover offer for the
Restaurant Brand shares subject to a scaled back acceptance ratio. This was settled on 2 April
2019.
NOTE 8 TRADE AND OTHER PAYABLES
Trade and other payables are classified as other financial liabilities and are initially recognised at
fair value, and subsequently measured at amortised cost.
j
The trade and other payables' carrying values are a reasonable approximation of fair value.
2020
$000
2019
$000
Related party payable (note 10) 388 2,620
Unsettled investment purchases 0 334
Other payables and accruals 41 56
Total trade and other payables 429 3,010
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NOTE 9 CASH AND CASH FLOW RECONCILIATION
Cash and Cash Equivalents
Cash and cash equivalents are classified as financial assets at amortised cost and comprise cash
on deposit at banks and short-term money market deposits.
2020
$000
2019
$000
Cash - New Zealand 18,493 19, 2 74
Cash and Cash Equivalents 18, 493 19, 2 74
Reconciliation of Net Operating Profit after Tax to Net Cash Flows
from Operating Activities
Net operating profit after tax 1, 74 2 47,063
Items not involving cash flows
Unrealised losses/(gains) on revaluation of investments 31,879 (24,556)
31, 879 (24,556)
Impact of changes in working capital items
Decrease in fees and other payables (2, 581) (204)
Decrease/(increase) in interest, dividends and other receivables 10,423 (8,493)
Change in current tax 0 10
7, 8 4 2 (8,687)
Items relating to investments
Amount paid for purchases of investments (13 0,18 6) ( 73,14 0 )
Amount received from sales of investments 9 7, 9 6 3 92,589
Realised gains on investments (33,454) (24,932)
Decrease in unsettled purchases of investments 334 1,20 8
(Decrease)/increase in unsettled sales of investments ( 9,941) 11, 6 7 9
(75,284) 7, 4 0 4
Other
Performance fee to be settled by issue of shares 0 2,043
Increase in share buybacks payable 2 (2)
Expenses in relation to prior year's performance fee settled by issue of
shares (10) (7)
(8) 2,034
Net cash (outflows)/inflows from operating activities (33,829)23,258
FOR THE YEAR ENDED 31 MARCH 2020
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 10 RELATED PARTY INFORMATION
Parties are considered to be related if one party has the ability to control or exercise significant
influence over the other party in making financial or operational decisions.
Transactions with related parties
The Manager of Kingfish is Fisher Funds Management Limited ("Fisher Funds" or "the Manager").
Fisher Funds is a related party by virtue of the Management Agreement. In return for the
performance of its duties as Manager, Fishers Funds is paid the following fees:
(i) Management fee: 1.25% (plus GST) per annum of the gross asset value, calculated weekly
and payable monthly in arrears. The fee reduces if the Manager underperforms, thereby aligning
the Manager's interests with those of the Kingfish shareholders. For every 1% underperformance
(relative to the change in the NZ 90 Day Bank Bill Index) the management fee percentage is
reduced by 0.1%, subject to a minimum 0.75% per annum management fee.
(ii) Performance fee: Fisher Funds may earn an annual performance fee of 10% plus GST (31 March
2019: 15% plus GST) of excess returns over and above the performance fee hurdle return (being
the change in the NZ 90 Day Bank Bill Index plus 7%) subject to achieving the High Water Mark
("HWM"). From 1 April 2019 the total performance fee amount is subject to a cap of 1.25% of the
net asset value and is no longer partially settled by equity share payment, but settled fully in cash.
The HWM is the dollar amount by which the net asset value per share exceeds the highest net asset
value per share (after adjustment for capital changes and distributions) at the end of any previous
calculation period in which a performance fee was payable, multiplied by the number of shares at
the end of the period.
In accordance with the terms of the Management Agreement, when a performance fee is earned, it
is paid within 60 days of the balance date.
Performance fees paid to the Manager are recognised as an expense in the Statement of
Comprehensive Income and are treated in line with a typical operating expense.
For the year ended 31 March 2020, the Manager did not achieve a return in excess of the
performance fee hurdle return and the HWM (2019: $29,492,561). Accordingly, the Company has
not expensed a performance fee (2019: $4,321,567).
(iii) Administration fee: Fisher Funds provides corporate administration services and a monthly fee is
charged.
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NOTE 10 RELATED PARTY INFORMATION CONTINUED
Fees earned, accrued and payable:
2020
$000
2019
$000
Fees earned by and accrued to the Manager
for the year ending 31 March
Management fees 4,671 3,657
Performance fees 0 4,322
Administration services 159 159
Total fees earned by and accrued to the Manager 4,830 8,13 8
Fees payable to the Manager at 31 March
Management fees 375 329
Performance fees payable in cash 0 2,278
Administration services 13 13
Total amount payable to the Manager 388 2,620
Investments by the Manager
The Manager held shares in the Company until August 2019 when its holding was sold (31 March
2019: 1.81% of the total shares on issue). Dividends were also paid to the Manager as a result of its
shareholding.
Investment transactions with related parties
Off-market transactions between Kingfish and other funds managed by Fisher Funds take place for
the purposes of rebalancing portfolios without incurring brokerage costs. These transactions are
conducted after the market has closed at last sale price (on an arm’s length basis). Purchases for the
year ended 31 March 2020 totalled $1,816,526 (2019: $3,527,455) and sales totalled $767,561
(2019: $4 53,396).
Directors
The directors of Kingfish are the only key management personnel and they are paid a fee for
their services. The directors' fee pool is $157,500 (plus GST if any) per annum (31 March 2019:
$157,500). The amount paid to directors, inclusive of GST for three directors, is disclosed in note 3
under directors' fees (all directors earn a director's fee).
The directors or their associates also held shares in the Company at 31 March 2020 which total
4.51% of total shares on issue (31 March 2019: 2.52%) and warrants totalling 4.55% of warrants
on issue (31 March 2019: 2.58%). Dividends were also received by the directors as a result of their
shareholding.
FOR THE YEAR ENDED 31 MARCH 2020
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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NOTE 11 FINANCIAL RISK MANAGEMENT
The Company is subject to a number of financial risks which arise as a result of its investment
activities, including market risk, credit risk and liquidity risk.
Market Risk
All equity investments present a risk of loss of capital, often due to factors beyond the Company's
control such as competition, regulatory changes, commodity price changes and changes in general
economic climates domestically and internationally. The Manager moderates this risk through
careful stock selection, diversification and daily monitoring of the market positions. For corporate
governance purposes there is also regular reporting to the Board of Directors. In addition, the
Manager has to meet the criteria of authorised investments within the prudential limits defined in the
Management Agreement.
The maximum market risk resulting from financial instruments is determined as their fair value.
Price Risk
Price risk is the risk of gains or losses from changes in the market price of investments. The Company
is exposed to the risk of fluctuations in the underlying value of its listed portfolio companies. The
following companies individually comprise more than 10% of Kingfish’s total assets at 31 March
2020, and therefore fluctuations in the value of these portfolio companies will have a greater impact
on the overall investments balance.
2020 2019
Fisher and Paykel Healthcare Corporation Limited19%15%
The A2 Milk Company Limited17%15%
Mainfreight Limited16%12%
Infratil Limited10%6%
Interest Rate Risk
Interest rate risk is the risk of movements in local interest rates. The Company is exposed to the risk
of gains or losses or changes in interest income from movements in local interest rates. There is no
hedge against the risk of movements in interest rates.
The Company may use short-term fixed rate borrowings to fund investment opportunities. There were
no borrowings at 31 March 2020 (2019: nil).
Currency Risk
Currency risk is the risk that the fair value or future cash flows of an investment will fluctuate because
of changes in foreign exchange rates. The Company generally holds assets denominated in New
Zealand dollars and is therefore not directly exposed to currency risk. The portfolio companies that
Kingfish invests in may be affected by currency risk that may impact on the market value of the
underlying portfolio company.
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NOTE 11 FINANCIAL RISK MANAGEMENT CONTINUED
Sensitivity Analysis
The table below summarises the impact on net operating profit after tax and shareholders' equity to
reasonably possible changes in the carrying value of financial instruments to market risk exposure at
31 March as follows:
2020
$000
2019
$000
Price risk
1
Investments at fair value
through profit or loss
(listed) Carrying value 324,953 281, 547
Impact of a 20% change in market prices: +/- 64,991
Impact of a 10% change in market prices: +/- 28,155
Interest rate risk
2
Cash and cash
equivalents Carrying value 18,493 19, 2 74
Impact of a 1% change in interest rates: +/- 185 193
1
T he impact of COVID-19 caused the Company to review the adequacy of the market price risk sensitivity analysis.
A variable of 20% (2019: 10%) is considered appropriate for market price risk sensitivity based on the impact of
COVID-19, as well as based on historical price movements.
2
Current market circumstances caused the Company to review the adequacy of the interest rate risk sensitivity. The 1%
variable used in the previous period is considered to continue to be appropriate to illustrate the impact of COVID-19,
as well as a reasonable possible movement based on historic trends. The percentage movement for the interest rate
sensitivity relates to an absolute change in the interest rate rather than a percentage change in interest rate.
Credit Risk
Credit risk is the risk that a counterparty will default on its contractual obligations resulting in financial
loss to the Company. In the normal course of its business, the Company is exposed to credit risk from
transactions with its counterparties.
Listed securities are held by an independent custodian, Trustees Executors Limited. All transactions
in listed securities are paid for on delivery according to standard settlement instructions. Dividends
receivable are due from listed New Zealand companies and are normally settled within a month after
the Ex-Dividend date.
The Company measures credit risk and expected credit losses using probability of default, exposure
at default and loss given default. Management considers both historical analysis and forward looking
information in determining any expected credit loss. At balance date, cash at bank was held with
counterparties with a credit rating of S&P A-1+ or equivalent. In April 2020 the credit rating of the
bank was reduced to S&P AA-. Trade and other receivables are normally settled within three business
days. Management considers the probability of default to be close to zero as the counterparties have a
strong capacity to meet their contractual obligations in the near term. As a result, no loss allowance has
been recognised based on 12 month expected credit losses as any such impairment would be wholly
insignificant to the Company.
The maximum credit risk of financial assets is deemed to be their carrying amount as reported in the
Statement of Financial Position.
Other than cash at bank, short term unsettled trades and dividends receivable, there are no significant
concentrations of credit risk. The Company does not expect non-performance by counterparties,
therefore no collateral or security is required.
FOR THE YEAR ENDED 31 MARCH 2020
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
KINGFISH LIMITED
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Liquidity Risk
Liquidity risk is the risk that the assets held by the Company cannot readily be converted to cash in
order to meet the Company's financial obligations as they fall due. The Company endeavours to
invest the proceeds from the issue of shares in appropriate investments while maintaining sufficient
liquidity (through daily cash monitoring) to meet working capital and investment requirements.
Liquidity to fund investment requirements can be augmented through the procurement of a debt
facility from a registered bank to a maximum value of 20% of the gross asset value of the Company.
There were no such debt facilities at 31 March 2020 (2019: nil).
There have been no subsequent events to suggest any issues with satisfying working capital and
investment requirements and COVID-19 has not impacted the liquidity risk profile.
Capital Risk Management
The Company’s objective is to prudently manage shareholder capital (share capital, reserves,
retained earnings and borrowings (if any)).
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends
paid to shareholders, return capital to shareholders, undertake share buybacks, issue new shares
and make borrowings in the short term.
The Company was not subject to any externally imposed capital requirements during the year.
Since announcing a long-term distribution policy in June 2009, the Company continues to pay 2% of
average net asset value each quarter.
NOTE 12 NET ASSET VALUE
The audited net asset value of Kingfish as at 31 March 2020 was $1.39 per share (2019: $1.57)
calculated as the net assets of $345,403,828 divided by the number of shares on issue of
248,587,907 (2019: net assets of $310,621,130 and shares on issue of 197,889,673).
NOTE 13 COMMITMENTS AND CONTINGENT LIABILITIES
There were no unrecognised contractual commitments or contingent liabilities as at 31 March 2020
(2019: nil).
NOTE 14 FINANCIAL REPORTING BY SEGMENTS
The Company operates in the New Zealand investment industry.
The Company is managed as a whole and is considered to have a single operating segment. There
is no further division of the Company or internal segment reporting used by the Directors when
making strategic, investment or resource allocation decisions.
There has been no change to the operating segments during the year.
NOTE 15 SUBSEQUENT EVENTS
The Board declared a dividend of 3.06 cents per share on 18 May 2020. The record date for this
dividend is 11 June 2020 with a payment date of 26 June 2020.
There were no other events which require adjustment to or disclosure in these financial statements.
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PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand
T: +64 (9) 355 8000, F: +64 (9) 355 8001, www.pwc.com/nz
Independent auditor’s report
To the shareholders of Kingfish Limited
We have audited the financial statements which comprise:
● the statement of financial position as at 31 March 2020;
● the statement of comprehensive income for the year then ended;
● the statement of changes in equity for the year then ended;
● the statement of cash flows for the year then ended; and
● the notes to the financial statements, which include significant accounting policies.
Our opinion
In our opinion, the accompanying financial statements of Kingfish Limited (the Company) present
fairly, in all material respects, the financial position of the Company as at 31 March 2020, its financial
performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to
International Financial Reporting Standards (NZ IFRS) and International Financial Reporting
Standards (IFRS).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the 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 Company in accordance with Professional and Ethical Standard 1 (Revised)
Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance
Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for
Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Other than in our capacity as auditor we have no relationship with, or interests in, the Company.
Key audit matter
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. Given the nature of the Company, we have one
key audit matter: Valuation and existence of investments at fair value through profit or loss. The
matter was addressed in the context of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on the matter.
PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz
Independent auditor’s report
To the shareholders of Kingfish Limited
Kingfish Limited’s financial statements comprise:
• the statement of financial position as at 31 March 2019;
• the statement of comprehensive income for the year then ended;
• the statement of changes in equity for the year then ended;
• the statement of cash flows for the year then ended; and
• the notes to the financial statements which include significant accounting policies.
Our opinion
In our opinion, the financial statements of Kingfish Limited (the Company), present fairly, in all
material respects, the financial position of the Company as at 31 March 2019, its financial performance
and its cash flows for the year then ended in accordance with New Zealand Equivalents to
International Financial Reporting Standards (NZ IFRS) and International Financial Reporting
Standards (IFRS).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand)
(ISAs NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards
are further described in the Auditor’s responsibilities for the audit of the 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 Company in accordance with Professional and Ethical Standard 1 (Revised)
Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance
Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for
Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Our firm carries out an additional service for the Company in the area of agreed upon procedures in
relation to the performance fee calculation. The provision of this service has not impaired our
independence.
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PwC 2
Key audit matter How our audit addressed the key audit
matter
Valuation and existence of investments at fair
value through profit or loss
Investments at fair value through profit or loss
(the investments) are valued at $325 million
and represent 94% of total assets.
Further disclosures on the investments are
included at note 2 to the financial statements.
This was an area of focus for our audit and an
area where a significant proportion of audit
effort was directed.
As at 31 March 2020, all investments were in
companies that were listed on the NZX Main
Board and were actively traded with readily
available, quoted market prices.
Management assessed the impact of COVID-19
on the Company’s financial statements
including investments at fair value through
profit or loss and included additional
disclosures in relation to the fair value of
investments and market price risk sensitivity.
All investments are held by Trustees Executors
Limited (the Custodian) on behalf of the
Company. Trustees Executors Limited also
provides administration services for the
Company.
Our audit procedures included updating our
understanding of the business processes
employed by the Company for accounting
for, and valuing, its investment portfolio.
We obtained confirmation from the
Custodian that the Company was the
recorded owner of all the recorded
investments.
We obtained copies of and assessed Trustees
Executors Limited’s Internal Controls
Reports for Custody, Investment Accounting
and Registry services for the period from 1
April 2019 to 31 March 2020.
We agreed the price for all investments held
at 31 March 2020 to independent third-party
pricing sources.
We have considered the impact of COVID-19
on the valuation of investments at fair value
through profit or loss, including the
disclosures provided in note 2.
No matters arose from the procedures
performed.
Our audit approach
Overview
An audit is designed to obtain reasonable assurance whether the financial
statements are free from material misstatement.
Overall materiality: $1,700,000, which represents approximately 0.5% of
the net assets. We used this benchmark because, in our view, the objective
of the Company is to provide investors with a total return on its assets,
taking account of both capital and income returns.
We agreed with the Audit and Risk Committee that we would report to them
misstatements identified during our audit above $150,000, as well as
misstatements below that amount that, in our view, warranted reporting for
qualitative reasons.
As mentioned earlier, we have determined that there is one key audit
matter: Valuation and existence of investments at fair value through profit
or loss.
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PwC 3
Materiality
The scope of our audit was influenced by our application of materiality.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall materiality for the financial statements as a whole as set out above. These,
together with qualitative considerations, helped us to determine the scope of our audit, the nature,
timing and extent of our audit procedures and to evaluate the effect of misstatements, both
individually and in aggregate, on the financial statements as a whole.
Audit scope
We designed our audit by assessing the risks of material misstatement in the financial statements and
our application of materiality. As in all of our audits, we also addressed the risk of management
override of internal controls including among other matters, consideration of whether there was
evidence of bias that represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the financial statements as a whole, taking into account the structure of the Company, the
type of investments held by the Company, the use of the third-party service providers, the related
accounting processes and controls, and the industry in which the Company operates.
The Directors are responsible for the governance and the control activities of the Company. The
Directors have delegated certain responsibilities to Fisher Funds Management Limited (the
Investment Manager) and Trustees Executors Limited (the Administrator and the Custodian).
In establishing our overall audit approach, we assessed the risk of material misstatement, taking into
account the nature, likelihood and potential magnitude of any misstatement. As part of our risk
assessment, we considered the Company’s interaction with the Investment Manager and the
Administrator and the control environment in place at the Administrator and the Custodian.
Information other than the financial statements and auditor’s report
The Directors are responsible for the annual report. Our opinion on the financial statements does not
cover the other information included in the annual report and we do not and will not express any form
of assurance conclusion on the other information.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially
misstated. If, based on the work we have performed on the other information that we obtained prior to
the date of this auditor’s report, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard, except that
not all other information was available to us at the date of our signing.
Responsibilities of the Directors for the financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of
the 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 financial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Company’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 Company or to
cease operations, or have no realistic alternative but to do so.
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PwC 4
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole,
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located at the
External Reporting Board’s website at:
https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-2/
This description forms part of our auditor’s report.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been
undertaken so that we might state those matters which we are required to state to them in an auditor’s
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our
audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Philip Taylor.
For and on behalf of:
Chartered Accountants Auckland
22 June 2020
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SHAREHOLDER INFORMATION
SPREAD OF SHAREHOLDERS AS AT 21 MAY 2020
Holding Range# of Shareholders# of Shares% of total
1 to 999344162,1530.07
1,000 to 4,9999842,625,0251.06
5,000 to 9,9998465 , 9 2 7, 3 2 82.38
10,000 to 49,9992,3355 4,10 4,16 621. 76
50,000 to 99,99958640,434,28016.27
100,000 to 499,99942179,509,57231.98
500,000 +5065,825,38326.48
TOTAL5,566248,587,907100%
20 LARGEST SHAREHOLDERS AS AT 21 MAY 2020
# of Shares% of Total
ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>11 , 0 8 7, 7 5 74.46
CUSTODIAL SERVICES LIMITED <A/C 6>3,544,0601.43
CUSTODIAL SERVICES LIMITED <A/C 4>3,296,6831.33
STEPHEN JAMES THORNTON + BERNARDINA ALEIDA MARIA
SCHOLTEN + MACALISTER MAZENGARB TRUST COMPANY LIMITED
<THE THORNTON-SCHOLTEN FAMILY A>3 , 2 6 7, 6 4 41.31
ALOK DHIR2,926,5461.18
DAVID HUGH BROWN + SUSANNA LLEWELLYN BROWN2,863,0001.15
FNZ CUSTODIANS LIMITED2,733,5651.10
FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>1, 783,1710.72
ENE TRUSTEES LIMITED1, 7 76,24 50.71
INVESTMENT CUSTODIAL SERVICES LIMITED <A/C C>1,565,5770.63
MURRAY JOHN LOMBARD ALDRIDGE + LESLEY ANN ALDRIDGE +
ALDRIDGE TRUSTEE 2019 LIMITED <ALDRIDGE FAMILY A/C>1, 524,1620.61
SEATON STUART JAMES BENNY1,338,86 00.54
LLOYD JAMES CHRISTIE1,311,88 00.53
PAMELA JEAN GILLIES1,223,0000.49
CUSTODIAL SERVICES LIMITED <A/C 3>1,203,3060.48
ALBERT JOHN HARWOOD + MARLENE MARY HARWOOD1,200,5000.48
CUSTODIAL SERVICES LIMITED <A/C 2>1,051,8700.42
LEVERAGED EQUITIES FINANCE LIMITED1,038,9210.42
NEIL BARRY ROBERTS1,023,2900. 41
DAVID ROBERT APPLEBY + PRUDENCE JANE COTTER <DAVID APPLEBY
INVESTMENT A/C>1,000,0000.40
TOTAL4 6, 76 0,03718.80
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SPREAD OF WARRANT HOLDERS AS AT 21 MAY 2020
Holding Range# of Warrant Holders# of warrants% of Total
1 to 9991,0734 61,9 970.75
1,000 to 4,9992,0495, 32 4 ,1748.65
5,000 to 9,9999536, 7 71, 48211. 0 0
10,000 to 49,9991,0 482 1 , 2 5 7, 4 4 334.51
50,000 to 99,9991298,708,27214.14
100,000 to 499,9997011,949,49419. 41
500,000 +77,1 0 5 , 2 2 111. 5 4
TOTAL5,32961,578,083100%
20 LARGEST WARRANT HOLDERS AS AT 21 MAY 2020
# of Warrants% of Total
ASB NOMINEES LIMITED <ACCOUNT 340941 - ML>2, 7 71,94 04.50
CUSTODIAL SERVICES LIMITED <A/C 6>886,0151.4 4
STEPHEN JAMES THORNTON & BERNARDINA ALEIDA MARIA
SCHOLTEN & MACALISTER MAZENGARB TRUST COMPANY LIMITED
<THE THORNTON-SCHOLTEN FAMILY A/C>7 9 7, 3 8 51.29
CUSTODIAL SERVICES LIMITED <A/C 4>735,5541.19
DAVID HUGH BROWN & SUSANNA LLEWELLYN BROWN700,0001.14
FNZ CUSTODIANS LIMITED6 69, 2611.09
ANTHONY FRANCIS O'DONNELL & EVONNE RUBY O'DONNELL545,0660.89
HSBC NOMINEES (NEW ZEALAND) LIMITED - NZCSD <HKBN90>490,9360.80
FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>456,6050 . 74
INVESTMENT CUSTODIAL SERVICES LIMITED <A/C C>392,0160.64
DAVID ROBERT APPLEBY & PRUDENCE JANE COTTER <DAVID APPLEBY
INVESTMENT A/C>375,0000.61
MURRAY JOHN LOMBARD ALDRIDGE & LESLEY ANN ALDRIDGE &
ALDRIDGE TRUSTEE 2019 LIMITED <ALDRIDGE FAMILY A/C>371,9330.60
LLOYD JAMES CHRISTIE3 2 7, 9 7 00.53
SEATON STUART JAMES BENNY326,7150.53
PAMELA JEAN GILLIES305,7500.50
CUSTODIAL SERVICES LIMITED <A/C 2>268,0140.44
CUSTODIAL SERVICES LIMITED <A/C 3>262,2 760.43
ASB NOMINEES LIMITED <146873 A/C>254,8820. 41
COLIN DAVID CRAIG BENNETT222,8550.36
DAVID JOHN GORDON221,6890.36
TOTAL11, 3 81, 8 6218.49
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STATUTORY INFORMATION
DIRECTORS’ RELEVANT INTERESTS IN EQUITY SECURITIES AT 31 MARCH 2020
Interests Register
Kingfish is required to maintain an interests register in which the particulars of certain transactions and matters
involving the directors must be recorded. The interests register for Kingfish is available for inspection at its
registered office. Particulars of entries in the interests register as at 31 March 2020 are as follows:
Ordinary SharesWarrants
Held
Directly
Held by
Associated Persons
Held
Directly
Held by
Associated Persons
A B Ryan
(1)
54,82813,380
C M Fisher
(2)
11 , 0 8 7, 7 5 71, 7 71,94 0
C A Campbell
(3)
36,3848,878
R A Coupe
(4)
33,5958,198
(1)
A B Ryan received 3,387 shares in the year ended 31 March 2020, purchased on market as per the terms of
the share purchase plan (issue price $1.47). A B Ryan and associated parties received 4,418 shares in the year
ended 31 March 2020, issued under the dividend reinvestment plan (average issue price $1.40). A B Ryan
exercised 9,071 warrants in the year ended 31 March 2020).
(2)
Associated persons of C M Fisher purchased 4,960,219 shares off market in the year ended 31 March 2020.
Associated persons of C M Fisher exercised 1,225,508 warrants in the year ended 31 March 2020.
(2)
C A Campbell received 2,540 shares in the year ended 31 March 2020, purchased on market as per the terms
of the share purchase plan (issue price $1.47). C A Campbell received 2,985 shares in the year ended 31 March
2020, issued under the dividend reinvestment plan (average issue price $1.40). C A Campbell exercised 5,853
warrants in the year ended 31 March 2020.
(3)
R A Coupe received 2,540 shares in the year ended 31 March 2020, purchased on market as per the terms
of the share purchase plan (issue price $1.47). R A Coupe received 2,756 shares in the year ended 31 March
2020, issued under the dividend reinvestment plan (average issue price $1.40). R A Coupe exercised 5,367
warrants in the year ended 31 March 2020.
DIRECTORS HOLDING OFFICE
Kingfish’s directors as at 31 March 2020 were:
»A B Ryan (Chair)
»C M Fisher
»C A Campbell
»R A Coupe
During the year, there were no appointments to the board.
In accordance with the Kingfish constitution and the NZX listing Rules, at the 2019 Annual Shareholders’ Meeting,
Alistair Ryan and Carmel Fisher retired by rotation and being eligible were re elected. Andy Coupe retires by
rotation at the 2020 Annual Shareholders’ Meeting and being eligible, offers himself for re-election.
DIRECTORS’ INDEMNITY AND INSURANCE
Kingfish has arranged Directors’ and Officers’ liability insurance covering directors acting on behalf of Kingfish.
Cover is for damages, judgements, fines, penalties, legal costs awarded and defence costs arising from wrongful
acts committed while acting for Kingfish. The types of acts that are not covered include dishonest, fraudulent,
malicious acts or omissions and wilful breach of statute or regulations.
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Kingfish has granted an indemnity in favour of all current and future directors of the Company in accordance with
its constitution.
EMPLOYEE REMUNERATION
Kingfish does not have any employees. Corporate management services are provided to Kingfish by Fisher Funds
Management Limited.
DIRECTORS’ RELEVANT INTERESTS
The following are relevant interests of Kingfish’s Directors as at 31 March 2020:
A B RyanBarramundi LimitedChair
Marlin Global LimitedChair
Metlifecare LimitedDirector
Kiwibank LimitedDirector
FMA Audit Oversight CommitteeMember
C M Fisher Barramundi LimitedDirector
Marlin Global LimitedDirector
New Zealand Trade & EnterpriseDirector
C A CampbellBarramundi LimitedDirector
Marlin Global LimitedDirector
T&G Global LimitedDirector
Hick Bros Holdings Limited & subsidiary companies Director
Woodford Properties LimitedDirector
alphaXRT LimitedDirector
New Zealand Post LimitedDirector
Key Assets FoundationTrustee
Key Assets NZ LimitedDirector
Kiwibank LimitedDirector
Asset Plus LimitedDirector
NZME LimitedDirector
Nica Consulting LimitedDirector
Cord Bank LimitedDirector
T&G Insurance LimitedDirector
Bankside Chambers LimitedDirector
Chubb Insurance New Zealand LimitedDirector
R A CoupeBarramundi LimitedDirector
Marlin Global LimitedDirector
New Zealand Takeovers PanelChair
Coupe Consulting LimitedDirector
Gentrack Group LimitedDirector
Briscoe Group Limited Director
Television New Zealand LimitedChair
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AUDITOR’S REMUNERATION
During the 31 March 2020 year, the following amounts were paid/payable to the auditor, PricewaterhouseCoopers
New Zealand.
$000
Statutory audit and review of financial statements40
Other assurance services0
Non assurance services0
PricewaterhouseCoopers New Zealand is a registered audit firm and its audit partners are licensed auditors under
the Auditor Regulation Act 2011.
DONATIONS
Kingfish did not make any donations during the year ended 31 March 2020.
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REGISTERED OFFICE
Kingfish Limited
Level 1
67 – 73 Hurstmere Road
Takapuna
Auckland 0622
DIRECTORS
Independent Directors
Alistair Ryan (Chair)
Carol Campbell
Andy Coupe
Carmel Fisher
CORPORATE
MANAGEMENT TEAM
Wayne Burns
Beverley Sutton
MANAGER
Fisher Funds Management Limited
Level 1
67 – 73 Hurstmere Road
Takapuna
Auckland 0622
SHARE REGISTRAR
Computershare Investor
Services Limited
Level 2
159 Hurstmere Road
Takapuna
Auckland 0622
Private Bag 92119
Auckland 1142
Phone: +64 9 488 8777
Email: enquiry@computershare.co.nz
FOR MORE INFORMATION
For enquiries about transactions, changes of address and dividend payments, contact the share registrar above.
Alternatively, to change your address, update your payment instructions and to view your investment portfolio
including transactions online, please visit: www.investorcentre.com/NZ
FOR ENQUIRIES ABOUT KINGFISH CONTACT
Kingfish Limited, Level 1, 67 – 73 Hurstmere Road, Takapuna, Auckland 0622
Private Bag 93502, Takapuna, Auckland 0740
Phone: +64 9 489 7094 | Fax: +64 9 489 7139 | Email: enquire@kingfish.co.nz
The information contained in this annual report is provided for information purposes only and does not constitute an offer,
invitation, basis for a contract, financial advice, other advice or recommendation to conclude any transaction for the purchase
or sale of any security, loan or other instrument. In particular, the information contained in this annual report is not financial
advice for the purposes of the Financial Advisers Act 2008 and should not be relied upon when making an investment decision.
Professional financial advice from an authorised financial adviser should be taken before making an investment.
AUDITOR
PricewaterhouseCoopers
New Zealand
Level 8
188 Quay Street
Auckland 1010
SOLICITOR
Bell Gully
Level 21
48 Shortland Street
Auckland 1010
BANKER
ANZ Bank New Zealand Limited
23-29 Albert Street
Auckland 1010
NATURE OF BUSINESS
The principal activity of Kingfish
is investment in quality, growing
New Zealand companies.
DIRECTORY
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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.