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Skellerup FY20 NPAT equals prior year record result

Full Year Results20 August 2020SKLIndustrials

SKELLERUP ANNUAL REPORT 2020
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ANNUAL REPORT 2020

Contents
Business Review

Highlights 2020 3

Chair’s Review 4

CEO’s Review 6

Financial Commentary 10

Our Business Strengths 14

What we do – Industrial 16

What we do – Agri 18

Our Brands 20

Strategic Acquisitions 22

Customer Driven Product

Development 24

Our People 26

Environment 29

Board of Directors 30

Corporate Governance 32

Independent Auditor’s Report 40

Directors’ Responsibility

Statement 43

Income Statement 44

Statement of

Comprehensive Income 45

Balance Sheet 46

Statement of Changes in Equity 47

Cash Flow Statement 48

Notes to the Financial Statements 49

Financial Statements

Directors’ Disclosures,

Remuneration and Shareholding 79

Corporate Directory 83

Shareholder Information

Highlights 2020
Revenue

$

251.4m

Increased by $5.6m

2%

FY20FY18FY19

NPAT

$

2 9.1m

In line with PCP

FY20FY18FY19

Decreased by $0.1c

Earnings per share

14.9c

1%

FY20FY18FY19

Dividend

$

13.0

cps

FY20FY18FY19

Increased by $19.1m

Operating

cash flow

$

48.0m

66%

Increased by 2

Global team

798

0.3%

No change


SKELLERUP ANNUAL REPORT 2020

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Chair’s

Review

FY20 has seen the resilience

of our business model and

strategy tested. Unprecedented

events like COVID-19 provide

a real-time stress test.

The durability of our business supplying

many essential products for customers

across the world, resulted in an audited net

profit after tax (NPAT) of $29.1 million, in

line with the record result achieved in the

prior year. Operating cash flow of $48.0

million was a record, 66 per cent above

the prior year. This cash flow has funded

shareholder dividends, capital expenditure,

the acquisition of Silclear (in November

2019) and a reduction in net debt to $28.5

million at the end of FY20. With net debt just

10 per cent of our total assets, our balance

sheet is in a very strong position to support

continued prudent growth in the business.

Reflecting on the recent disruption we have

all faced and the impact this may continue

to have, it is the strength of our business,

and the adaptability and commitment of our

leaders, that has allowed us to continue to

meet the needs of customers and deliver a

very good result for our shareholders.

Shareholders will understand that with

the advent of COVID-19 a safe working

environment for our staff across the world

was our immediate priority. Our businesses

in China and Italy were the first to be

impacted. Our teams were quick to learn

from each other and adapt to new ways of

working. This collaboration and agility ensured

we could continue to operate effectively,

minimise the disruption to our customers and

minimise the impact for shareholders.

The quality of our customer base, combined

with the essential nature of many of our

products for the food, water, infrastructure

and healthcare sectors, enabled us to sustain

activities and provide continuity for our team

across the world. We continued to work

throughout the lockdown periods of many

geographies to ensure global markets could

obtain the essential goods and services our

products underpin, including water, milk and

milk products, critical medical devices and

safety equipment.

We maintain a disciplined focus on capital

allocation to ensure we fund future growth

projects with excellent commercial

prospects. We were pleased to acquire the

Silclear business in November 2019 and will

continue to look for acquisition opportunities

that open new markets or products with

the potential to deliver profitable growth.

We take a prudent approach and carefully

assess acquisitions to ensure they fit with

our organic growth strategy and then

work quickly to acquire and realise the

opportunities they present.

Our Board have continued to stay close to

our team, business partners and customers,

working relentlessly to ensure thorough

oversight, visibility and strong governance.

The skills, experience and commitment of our

Board have enabled us to respond decisively

to the market disruption and volatility that

all businesses have faced within the current

environment. Our Directors have a wealth of

commercial and governance experience well

matched to our business needs across the

diverse geographic and market segments in

which we operate. During FY20, we appointed

an external adviser to assist with the

identification of a potential additional director


SKELLERUP ANNUAL REPORT 2020

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to provide Board succession and continuity.

The process was then delayed due to potential

appointees being unable to undertake due

diligence due to COVID-19 restrictions, but the

process has now resumed.

Board meetings took on a new virtual

approach that allowed us to connect frequently

and align with the rapidly evolving changes

happening around the globe. In recent years

our Board members visited many of our sites,

both in New Zealand and abroad. We gained a

good understanding of the local environments

we are operating in as we made changes to

protect our people, partners and customers.

It is our intention to continue these visits, once

it becomes safe to undertake travel again.

As a result of Skellerup’s resilience, robust

earnings, excellent cash flow and low debt,

the Directors are pleased to announce a

final dividend imputed to 50 per cent of 7.5

cents per share (cps), bringing the total

FY20 dividend payout to 13.0 cps. The final

dividend, imputation rate and total pay-out

are unchanged on the prior year. The final

dividend will be paid on 16 October 2020

with a record date of 2 October 2020.

I am proud of our team’s achievements

around the world and on behalf of the

Board thank them for their contribution to

delivering another successful result. We

have uncertain global conditions ahead

however Skellerup is in robust shape and

well placed to invest and grow sustainable

earnings and shareholder returns.

Elizabeth (Liz) Coutts

Chair and Director

It is the strength of

our business, and

the adaptability and

commitment of our leaders,

that has allowed us to

continue to meet the needs

of customers and deliver

a very good result for

our shareholders.


SKELLERUP ANNUAL REPORT 2020

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CEO’s

Review

In a challenging environment,

Skellerup has continued

to perform well and has

delivered a strong result.

Prior to the COVID-19 outbreak, Skellerup

was on track to achieve another record

result. Our FY20 net profit after tax (NPAT)

of $29.1 million is in line with last year’s

record result. This outcome proves the

strength of our strategy and business plans.

Our people were able to respond quickly

to the shocks and issues that impacted our

supply chains and customers. This has

meant we have minimised the impact of

the ongoing disruption on our business.

Our team – fast and decisive action

in a rapidly changing environment

As an international business, Skellerup’s

response to the COVID-19 pandemic began

first in China in January 2020 and quickly

reached all operations. Our leaders and

teams were fast to react, implementing new

ways of working including maintaining

safe physical distancing. We prioritised

the health and safety of our people while

changing our operational layouts and shift

patterns. While this impacted capacity and

increased costs initially, we are now close

to previous productivity levels. Many of the

changes implemented remain as the new

norm for how we work going forward.

Most of our operations were able to continue

functioning during the lockdown periods,

as we supplied essential components and

products and supported customers who

were also deemed essential. While we

experienced varying degrees of disruption

depending on the product and location,

our team were able to overcome these

challenges. Our leaders across the business

are used to responding to market issues and

shocks. They identified the supply chain

risks early and acted swiftly. I thank all of

our team for their resilience, adaptability

and commitment during this difficult period.

Technical customer solutions

Skellerup is a technical solutions company.

Our focus is on staying close to our

customers. This means understanding

their challenges so that we can respond with

new approaches and innovative products

that make a difference. A large part of

our customer base is Original Equipment

Manufacturers (OEM). We design and

develop essential components and products

that form part of a customer’s final product.

Our components may only comprise

one part of the final product, but they are

usually critical to its overall function and

performance. We have remained close to our

customers throughout the global disruptions,

implementing new processes to ensure we

continue to meet changing needs.


SKELLERUP ANNUAL REPORT 2020

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We succeed when our customers succeed.

We work with customers to identify

their underlying requirements for new

products. We then rapidly develop and

deliver prototype samples. Providing these

prototypes within a very short timeframe

enables quick modifications and confirmation

of ‘proof of concept’. Our solutions must

not only meet the requirements of our

customers but also often comply with food

and water safety regulations, which differ

in each market. We are known for our in-

depth knowledge of materials and tooling.

Our customers commit by funding part of

the development costs and we commit to

delivering the final product quickly.

This customer-centric approach, together

with our world-leading expertise, lowers

the risks associated with new product

development and ensures our research

and development costs are well controlled.

Agri Division

The strength and resilience of our Agri

business is seen in the record result,

delivering Earnings Before Interest and Tax

(EBIT) of $25.4 million. Growth in sales of

essential dairy rubberware products into the

USA and a strong contribution from Silclear,

our silicone rubber products business

acquired on 1 November 2019 were the key

contributors to the excellent FY20 result.

Skellerup is the second-largest

manufacturer of dairy rubberware in

the world. While our biggest growth

opportunities come from international

markets, New Zealand remains a key

market. Our products are essential to the

continued global supply of milk and milk

products, playing a vital role in protecting

milk quality and animal health. This was

and is evident throughout the unfolding

COVID-19 disruption.

Demand remained strong throughout the

various lockdown periods, and our facilities

in New Zealand and the United Kingdom

have continued to deliver food-grade

consumable products to our customers

globally. At our largest facility, in Christchurch,

New Zealand, we overcame the equivalent

of at least two weeks’ lost production as well

as facing additional operating and staffing

costs. We have now implemented a number

of important changes and have improved

productivity, now operating at about 90 per

cent of our previous maximum capacity.

We are very pleased with the agility and

resilience of our team.

We have remained close

to our customers

throughout the global

disruption, implementing

new processes to ensure

we continue to connect

and understand their

changing needs.


SKELLERUP ANNUAL REPORT 2020

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Industrial Division

Results from our Industrial business

varied as a result of the diverse range of

customers and applications served and how

they were impacted by COVID-19. EBIT

of $20.9 million was delivered for FY20.

With minor exceptions, our businesses

have continued to operate throughout the

varying COVID-19 lockdowns across the

world, reflecting the essential nature of

many of our products. However, demand for

infrastructure and oil and gas applications

did reduce pushing EBIT below the record

result of the prior year. Despite this, we are

in a secure position for continued growth.

Our result was impacted by the gradual

implementation and continuation of

lockdowns in some countries. This caused

a reduction in demand in late March

and April, particularly for products we

sell into applications such as water and

wastewater infrastructure and for the

vacuum pump systems associated with

oil and gas exploration and production.

In New Zealand, the lockdown conditions

meant that some of our businesses could

only operate at a limited level, supplying

just those products deemed essential.

Partially countering this, international

demand for our high-performance marine

foam continued to grow and demand for our

roofing and mining products particularly

in Australia was solid. As the year closed,

we have seen a rebound in overall demand

levels as restrictions have eased and

activity has increased across the world.

Measuring our impact on the

environment

Skellerup is committed to operating

as effectively as possible, ensuring we

use our resources wisely. Looking after

the environment in which we operate is

inextricably linked to generating sustainable

earnings growth for shareholders and

opportunities for our people. Over the past

few years, we have highlighted some of our

achievements in our annual reports and we

share some more of these with you this year

on page 29. We have also invested time to

better measure our carbon emissions for

each of our facilities. With this baseline in

place we will establish programmes and

measures to drive improvements over the

coming years. We look forward to reporting

on these measures in the future.


SKELLERUP ANNUAL REPORT 2020

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People and outlook

Finally, I would like to thank the Board

of Directors and the whole Skellerup team for

their resilience, dedication and hard work in

what has undoubtedly been a challenging year

for all. Your contribution has been invaluable.

It has been a year where the strength of our

strategy has been confirmed. We are pleased

with the path the Skellerup business is on and

will continue to deliver sustainable returns

now and in the years ahead.


David Mair

Chief Executive Officer

and Director

I thank our team for their

resilience, adaptability and

commitment to maintaining

safe operations while also

meeting rapidly changing

customer demands.


SKELLERUP ANNUAL REPORT 2020

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Financial

Commentary

We are committed to

delivering sustainable

financial returns for our

shareholders, providing

opportunities and growth for

our employees, and assurance

for our customers that we

will continue to provide them

with the essential engineered

solutions they need now

and in the future.

FY20 Group Earnings & Dividends

For the year ended 30 June 2020 (FY20),

Skellerup recorded net profit after tax

(NPAT) of $29.1 million, achieved a record

operating cash flow of $48.0 million, and

declared a gross dividend pay-out of 13

cents per share.

The NPAT achieved is in line with the record

result achieved in the prior comparative

period (pcp). Operating cash flow improved

by 66 per cent on pcp due to working capital

gains. The gross dividend pay-out declared

is unchanged on pcp and represents a gross

yield

1

of 6.1 per cent for shareholders.

Skellerup adopted IFRS-16: Leases in

FY20. This required Skellerup to recognise

right of use assets and an associated lease

liability for certain operating leases. These

are predominantly for properties that

Skellerup’s businesses occupy and operate

from around the world.

The initial right of use asset and associated

liability recognised on 1 July 2019 was $18.5

million. In FY20 amortisation and impairment

of these right of use assets was $5.2 million

and financing costs associated with the lease

payments were $0.9 million. Actual lease

payments were $5.6 million. The net impact

of IFRS-16 was to reduce FY20 NPAT by $0.4

million on a comparable basis with pcp.

Measuring Performance

To enable directors and management

to lead and measure performance, we

segment our financial results into two

divisions – Agri and Industrial.

Agri Division

The record Agri Division result was the

highlight of FY20. Growth in sales of

essential dairy consumables to customers

in international markets, particularly the

United States of America (USA) and the

contribution of our newly acquired silicone

rubber business (Silclear) boosted Agri

Division revenue by 5 per cent. Despite

incurring additional costs to manage

activities in response to COVID-19, gross

margin as a percentage of sales was

up slightly and indirect costs were well

contained (up 7 per cent on pcp and on a

like with like basis excluding Silclear up

2 per cent). As a result, earnings before

interest and tax (EBIT) increased by 11

per cent to a record $25.4 million.

The USA has been our fastest growing

market in recent years, and this continued

in FY20, with increased sales of dairy


1

Gross yield is determined by comparing the F Y20 dividends paid and declared totalling 13 cents per share to the closing share price on 30 June 2020.


SKELLERUP ANNUAL REPORT 2020

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consumables and specialist rubber

footwear boosting its share of Agri Division

revenue to 30 per cent. New Zealand

remains the largest market generating 41

per cent of Agri Division revenue from sales

of dairy consumables and rubber footwear

and despite the disruption of COVID-19,

sales were flat compared to the pcp.

The overall Agri Division result demonstrates

the importance of Skellerup products to the

global dairy industry and the dairy products

the industry delivers to the world.

Industrial Division

The Industrial Division supplies a range of

often critical components for predominantly

Original Equipment Manufacturers (OEMs)

for diverse uses including potable water,

health, medical, sporting and roofing

applications. The Industrial Division is

focused on international markets. The USA

is the largest market providing 33 per cent

of FY20 Industrial Division revenue, closely

followed by Australia with 28 per cent.

The NZ market generated 12 per cent of

Industrial Division revenue in FY20.

The largest application for the Industrial

Division continues to be potable and

waste water. Our products must meet

demanding performance and material

certification requirements to ensure the

safe transportation of fresh and waste

water. Revenue was steady until COVID-19

lockdowns unsurprisingly slowed demand

in the final quarter of FY20. Sales growth

was achieved in sporting and leisure,

health/medical, electrical and roof sealing

applications. Robust demand for U-Dek

marine decking, a high specification closed-

cell foam used on the floors of leisure

boats was a key driver as were product

extensions in our DEKS range of roof sealing

solutions and a full year contribution from

Nexus (acquired in April 2019). Sales of our

products used in automotive applications and

the oil and gas industry were down in FY20

with COVID-19 exacerbating a slowdown we

were already experiencing.

The overall impact on the Industrial

Division was neutral, with revenue flat to

pcp despite the full year contribution of

Nexus. Gross margin as a percentage of

sales was flat. Indirect costs were up 9 per

cent due to the Nexus acquisition but on a

like with like basis excluding Nexus, they

were down 1 per cent on pcp. Additional

costs of $0.8 million were incurred to

increase provisioning for doubtful debts

and for a vacated lease. Wage subsidy and

job keeper payments related to COVID-19

were $0.9 million. The net effect delivered

an Industrial Division EBIT of $20.9 million,

down 9 per cent on the record result

achieved in the pcp.


SKELLERUP ANNUAL REPORT 2020

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Five Year Financial Review

The table below shows the financial results and position of the Skellerup Group for each

of the last five years. Over this five-year period, revenue has grown by 19 per cent and

NPAT by 42 per cent. The sustained earnings growth has enabled an increase in the gross

dividend pay-out over the same period of 44 per cent. Skellerup’s strong operating cash

flow means despite the growth in dividends and acquiring Silclear, Nexus and taking a

stake in Sim Lim, net debt of $28.5 million is just 10 per cent of our total assets compared

with 12 per cent at the end of FY16.

Period Ending30/06/202030/06/201930/06/201829/06/201729/06/2016

Total Revenue251,389245,792240,408210,322211,415

EBIT42,48641,79839,78132,82429,365

Finance Costs2,5821,7851,8631,414411

Share of net profit of associates(73)23---

Profit before Tax39,83140,03637,91831,41028,954

Ta x10,76710,97310,6419,3008,429

Net Profit After Tax29,06429,06327,27722,11020,525

EPS (c)14.915.014.111.510.7

Dividend (c)13.013.011.09.59.0

Operating Cash Flow48,00628,92028,34521,22930,939

Cash Reserves (Net Debt)(28,513)(36,576)(30,719)(35,755)(26,903)

Total Assets283,642257,059252,025237,932228,004

Total Liabilities99,07978,66779,73978,68572,149

Net Assets184,563178,392172,286159,247155,855


SKELLERUP ANNUAL REPORT 2020

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SKELLERUP ANNUAL REPORT 2020

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Our Business

Strengths

14

2.

We focus on critical components

that are an essential part of a

more complex system

Our products are usually only a small

part of the total solution, but they are

critical. OEM customers prefer the

trusted Skellerup brand.

We build strong and deep

customer relationships

We work closely with customers,

particularly with OEMs, to be part of

their product innovation teams.

1.

3.

We apply our intellectual

know-how to new applications

Using relevant material expertise and

design methodologies, we rapidly

innovate, creating prototypes that enable

quick customer decision-making while

ensuring scalable production.

4.

We have a diverse and highly

experienced technical team

We are proud to have a diverse,

experienced, vibrant and international

team delivering product solutions for

customers in over 80 countries.

7.

We have world-class

manufacturing and distribution

We are renowned for our

world-class manufacturing and

distribution facilities and partners

in New Zealand, Australia, China,

Vietnam, UK, Italy and the US.

6.

We are utilising our natural

resources efficiently and

effectively

We are focused on reducing

our impact on the environment

through optimising our resources

and reducing waste.

5.

We have delivered strong

economic performance year

on year

We have a strong balance sheet,

low debt and a very good dividend

yield. We can maintain and grow

the business with relatively low

levels of capital expenditure.


SKELLERUP ANNUAL REPORT 2020

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SKELLERUP ANNUAL REPORT 2020

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Specialised

Solutions across Agri &

Industrial applications

Agriculture

Potable & Waste Water

(incl Plumbing)

Roofing & Construction

Electrical & Appliances

Sport & Leisure

Automotive &

Machinery

Exploration & Mining

Health & Medical

Other

Revenue by

Application

FY20

New Zealand

Australia

US

Other

Asia

Europe

UK & Ireland

Strong

Global Delivery

Geographical

Revenue FY20


SKELLERUP ANNUAL REPORT 2020

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Industrial

What we do

U-Dek Foam

Pipe-sealing

Gasket

S h o w e r

Valve Seal

We deliver critical components

and products used in a broad

range of systems.


17

Orthotic

Ski-boot LinerIce Maker Seat

Tap (Faucet)

Base Seal

Gas-valve

Diaphragm

Water Level

Sensor


Milking

Liner

Silicone

Tubing

The Red Band

Gumboot

SKELLERUP ANNUAL REPORT 2020

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We produce essential dairy

consumables and rubber footwear.

Agri

What we do


Fire Fighter

Extreme Gumboot

19

Master Blaster

Nozzle

Ambic JetStream

Teat Spray System


Our Brands

Quality industrial

co-moulded rubber

products for a broad range

of markets from major

automotive to end-user

industrial customers.

Engineered plastics and

rubber rings, joiners and

mouldings for the automotive,

industrial, water pipe, valve

and medical industries.

High-precision rubber and

plastic components for the

automotive, flow control,

appliance and industrial

markets.

Sealing and waterproofing

products for roofing,

plumbing and civil/

underground applications.

Cross-linked foam for

a range of applications

including marine, footwear

and leisure products.

Vacuum pump systems and

components used in truck

systems to extract liquid

waste and to transport

water for the oil and gas

extraction industry.

High-performance foam and

soft materials for healthcare,

electronics, construction and

comfort applications.

Live Wall System for

installation in new and

existing chutes to enhance

mine productivity.

Keeping potable water separate from grey water for

industrial applications. Leveraging our innovative

intellectual property across adjacent sectors.

Industrial

Division

Developing highly

specialised liquid silicone

rubber (LSR) componentry

for high-precision medical

and consumer products.

SKELLERUP ANNUAL REPORT 2020

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Our Brands

Design and manufacture

of food-grade dairy

rubberware including

liners and tubing.

Food-grade dairy liners

and tubing.

Distributor of premium

milk liners, tubing and

accessories.

Manufacture of on-farm,

in-line milk filters.

Premium food-grade

square liners for maximum

milking efficiency.

Specialist in the

development, production

and distribution of dairy

hygiene and livestock health

management products.

A true New Zealand icon

tried and tested for over

60 years.

RED BAND

Specialist footwear for the

farming, fire, forestry and

electricity markets.

World-leading essential dairy consumables,

safeguarding milk quality, animal health and welfare.

Delivering specialist footwear for the farming, fire,

forestry and electricity markets.

Agri

Division

Silicone tubing and fittings,

primarily for the dairy and

medical industry.

SKELLERUP ANNUAL REPORT 2020

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Sustainable

earnings growth

through strategic

acquisitions

The quality of Silclear’s

product, performance and

team of 16 employees

based in Hampshire in

the UK was demonstrated

in April 2020 when they

were awarded the Queen’s

Award for Enterprise –

International Trade, the

UK’s highest accolade for

business success.

Expanding our solutions for the global

dairy industry.

Business acquisitions are an important part of our strategy,

complementing our organic growth plans. A successful

acquisition provides a fast and reliable path for delivering

new or improved solutions for customers as well as new

opportunities for our employees, and ultimately contributes

to higher shareholder returns.

A considered approach to acquisitions

Achieving a successful acquisition is not straightforward,

and something we do not leave to chance. We take a prudent

approach, applying a robust process focused on three core

considerations:

• Will the acquisition target strengthen the quality

of solutions we can offer to our customers and in our

target markets?

• Does the acquisition target have robust technology and

skilled people?

• Can we acquire the acquisition target at a value we

believe to be fair, and are we confident we can make

the necessary changes to deliver the improvements

and growth required?

Silclear– a market leader with strong growth

opportunities

On 1 November 2019, we were delighted to acquire Silclear

Limited, strengthening our range of essential consumable

products for the global dairy industry.


SKELLERUP ANNUAL REPORT 2020

2323

Silclear designs and manufactures innovative silicone

rubber products and is well known for its food-grade

tubing, diaphragms, valves and liners. We see the strong

growth opportunity for silicone tubing in the dairy market

due to the superior durability, stability and performance the

material offers compared other tubing alternatives available

in the market.

Our analysis of a number of international silicone tubing

suppliers identified Silclear as the leader, providing us with

opportunities to strengthen our customer offering in the

global dairy market.

Delivering ahead of expectations

Silclear has been part of the Skellerup group for only eight

months yet is performing ahead of expectations. We have

product trials in progress with Skellerup Agri OEM customers

that we expect will deliver growth for FY21 and beyond.

We are confident we have a excellent team and, like many others

across the Skellerup Group their resilience and performance

proved this in dealing with the impacts of COVID-19.

In April, we were awarded the Queen’s Award for Enterprise

– International Trade. The award recognises the hard work,

commitment and contribution of everyone who has been part

of our team, particularly over recent years. In the current

environment, it is also a reminder of the progress we have

made and the opportunity we have to continue to develop and

deliver outstanding products to our customers, to ensure their

businesses continue to thrive.

Silclear Limited, Managing Director, Ian Bradbury


SKELLERUP ANNUAL REPORT 2020

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Customer-driven

product

development

A key part of our business is providing

customers with essential engineered

products. Our focus is to work with our

customers, and often their customers as

well, to understand specific problems

and issues they face.

This approach means our product development is grounded

in a customer need in an established market. With a clear

definition of the issue we are working to solve, we can pull

together a development team which spans the specific skill

sets and experience required.

Proven expertise across four essential elements:

1. A deep understanding of material science, including

polymers (rubber and plastics) and metals

2. Knowledge and experience to turn those materials into

a specific product

3. Meeting exacting independent standards, such as food safety

and potable water standards across multiple jurisdictions

4. Product design that can be scaled for manufacturing

and assembly in a cost effective way.

Turning our expertise into a competitive advantage

These projects are technically challenging and require

specialist expertise across a range of skill sets. Skellerup is

renowned for the quality and expertise of our team across

each stage of the process. This provides us with our first

competitive advantage.

The second comes from our speed and precision.

We rapidly create product prototypes, working closely with

our customers to ensure decisions are made quickly at each

stage. Our prototypes meet the required internal and external

standards the first time around. Our intellectual property is

focused more on clever solutions across each stage of the

process rather than on securing patents and trademarks.

This customer-driven product development approach is used

for both the creation of our own branded products and those

for our Original Equipment Manufacturer (OEM) partners.


SKELLERUP ANNUAL REPORT 2020

2525

Customer-driven

product

development

Customer commitment to our R&D

Critical to our process is strong customer commitment.

Before we allocate our valuable resources we know we have

an established customer and market. Our customers provide

a financial contribution to the development and also ensure

they have an internal champion who can make decisions

throughout the process. This removes much of our research

and development risk.

Measuring success

The success of our approach is measured in three ways:

• Retention of existing customers with new products. At the

end of FY20, 17 of our top 20 customers when measured by

revenue were also in our top 20 in FY16. This demonstrates

the enduring relationships we have and our track record of

delivering excellent products which meet customer need.

• Winning new customers. To balance our strong customer

retention we also look to win new relationships. Three

of our top 20 customers have been won in the last four

years. Our reputation is strong and many of our current

opportunities have come through recommendations from

personnel who have moved from existing customers.

• Sustainable growth in revenue and earnings. Over the

past three years, Skellerup has delivered average revenue

growth on over 6 per cent per annum and average

earnings growth of more than 10 per cent per annum.

Our approach in action

A global leader in the supply of skin health and hygiene

solutions approached us to solve a problem they had with

failing rubber diaphragms in a pump system. They came

to us as one of the customer’s engineers who had worked

successfully alongside Skellerup at a previous company.

Our team were able to diagnose the failure of several rubber

parts, resolving a long-standing issue for the customer,

designing and delivering a prototype solution that proved

successful. In a period of 45 days we completed the compound

development and the customer tested and validated the

samples we delivered.

This success resulted in an expanded project to address issues

the customer was having with other components in the pump.

We have now designed and manufactured a fully assembled

pump incorporating seven separate engineered rubber and

plastic components. Our solution has both resolved a problem

with a failing part and removed complexity for the customer by

delivering a total solution. Within the next two years we expect

this customer will become one of our largest customers.

Our product

development is grounded

in a customer need in an

established market


SKELLERUP ANNUAL REPORT 2020

26

A strength of Skellerup is

the diverse experience and

talent across our global

operations. We are a team of

800 technicians, chemists,

engineers, marketers, process

workers, and other support

staff on the ground in the UK,

Europe, the Americas, Asia,

Australia and New Zealand.

Responding to COVID-19 with

global collaboration

Our response to COVID-19 demonstrated

the commitment of our people, their ability

to collaborate effectively, and to leverage

our international presence. We were able to

quickly adopt and adapt proven practices

around the world. Our China and Italian

businesses were the first to face the effects

of COVID-19 and were fast to establish new

operational processes to ensure the safety

of our people, partners and customers.

The learnings and decisions made in these

jurisdictions helped shape the subsequent

approach in our other locations.

Experience, education and

new energy

Our leaders and teams’ industry experience

is invaluable to both Skellerup and our

customers. This deep knowledge ensures

we understand our customers problems

and can design and manufacture solutions

that work. Sustaining and enhancing this

capability is critical to our future success.

Continuous education and the injection

of new people into our teams brings new

thinking and innovative solutions.

In FY20, as in past years, we supported a

number of our people with further learning

and development. The programmes provide

them with skills and knowledge to become

better leaders and contributors to our

business now and in the future.

We ensure our team are supported to have

rewarding careers at Skellerup. We value a

mix of long serving and new talent to ensure

diversity of experience and thought. This year

we farewelled to some long serving team

members, with John Craig and Cushla Smith

retiring after more than 40 years with us. We

want to thank them for their hard work and

dedication over such a significant period.

Experienced,

talented and

resilient

global team


SKELLERUP ANNUAL REPORT 2020

27

1

The TIR (Total Injury Rate) is the total number of Serious Harm Injuries, Lost Time Injuries and Medically Treated Injuries multiplied by

2,000 (the estimated annual hours worked by an individual), divided by the actual hours worked and expressed as a percentage.

The TIR represents the percentage likelihood of being injured. Zero TIR is the benchmark that we are striving to achieve.

We have welcomed some notable new

leaders in FY20. In September 2019,

Hayley Gourley joined Skellerup to head

our Agri Division, bringing substantial

practical and economic industry

experience to the Group. In November

2019, Ian Bradbury and his team of 16

joined the Group when we acquired

Silclear. We are delighted to have a well-

lead team with proven capability to supply

innovative silicone rubber products to

key customers in the Agri industry.

Committed to health and safety

We are committed to providing a healthy

and safe environment for our people.

Our leaders continue to embrace this

commitment and lead by example. Our

ultimate target will always be zero harm.

FY20 provided some additional challenges

as a result of COVID-19 that demanded

significant changes in operational layout

and shift patterns particularly for our

manufacturing sites.

We were quick to implement these

changes to ensure our teams and our

service providers could operate safely as

we continued to manufacture products for

the essential service industries we supply.

Our success in executing these changes

while improving our health and safety

performance is testament to our leaders

and teams.

For FY20 we did not suffer any serious

harm injuries and our TIR

1

of 1.33 was a

significant improvement on the 1.47 we

recorded in FY19. In June 2020 our largest

facility at Wigram, Christchurch was

assessed by a routine WorkSafe inspection.

WorkSafe reported that they considered

the site to be exemplary and no corrective

actions or improvement suggestions were

issues. This is the standard we have and will

continue to set at Skellerup.


SKELLERUP ANNUAL REPORT 2020

28

The culture of sustained

innovation to drive growth

continues in Skellerup

today all over the world.


SKELLERUP ANNUAL REPORT 2020

29

Environment

Skellerup’s origins date

back to 1910 when George

Skellerup opened his first

retail store in Christchurch

from which he sold products

including rubber goods

for the dairy industry in

New Zealand.

The culture of sustained innovation to drive

growth continues in Skellerup today all over

the world. As highlighted throughout this

report our future success will come from

innovative solutions that solve customer

problems. Innovation and improvement are

also key to how we operate our facilities

across the world. Part of this is a focus on

using resources as efficiently as possible and

minimising waste. By implementing actions

and changes to improve efficiency, use and

consume only the resources necessary, and

reduce waste, we will continue to create a

platform where Skellerup can to succeed,

generate opportunities for our people, and

benefits for our shareholders.

Over the past few years, we have made a

number of substantial improvements to not

only reduce our environmental impact and

improve Health & Safety concerns, but also

reduce costs including:

• Process improvements at our manufacturing

facilities across the world resulting in a

substantial reduction in rejected product

and waste. At our largest and newest

facility in Wigram, Christchurch we have

delivered consecutive improvements since

its opening in November 2016 to deliver a

cumulative gain of more than 60 per cent.

• Product tooling improvements to reduce

material waste and reduce energy used

(relative to each product produced).

At our engineering plastic development

and manufacturing facility in Auckland,

we reduced waste by 90 per cent on an

engineered plastic seal used by one of the

world-leading tap hardware companies.

• Packaging improvements to eliminate the

use of single-use plastic material. At our

Wigram facility, we have eliminated the

use of over 300,000 plastic bags per year.

• Investing in a reticulation system at our

largest site Wigram to recycle water used

in the manufacturing process reducing

consumption by over 90 per cent.

• Replacing our coal-fired boiler with a

natural gas boiler at our facility in Jiangsu,

China, generating a reduction in annual

CO2 emissions of greater than 35 per

cent and reducing sulphur dioxide and

nitrogen oxide emissions.

Over the past six months, we have

invested time measuring our scope 1

and 2 greenhouse gas (GHG) emissions

generated from the consumption of

electricity, natural gas and diesel.

• 40 per cent of our GHG emissions are

generated from our Wigram facility,

so our priorities are primarily focused

on this site. We have several initiatives

underway including reducing the

nominated maximum electrical capacity

of the facility, changes in settings to our

water reticulation system, replacing

lighting with more energy efficient LED

systems (providing better lighting for our

workers) and reviewing the efficiency of

key items of plant and equipment. We are

targeting a reduction of 5 per cent over

the next 12 months.

• Around 10 per cent of our GHG emissions

across our global facilities are generated

from the use of diesel. We are reviewing

the options to convert the plant and

vehicles reliant on this fuel to natural gas

or elec t r ic it y.

SKELLERUP ANNUAL REPORT 2020

SKELLERUP ANNUAL REPORT 2020

30

Board of Directors

Elizabeth (Liz) Coutts (ONZM, BMS, FCA, CFIOD)

Independent Chair

Elizabeth was appointed Chair in January 2017. Liz has held an extensive range of governance roles in both

the private and public sector for more than 20 years, including being a past President of the Institute of

Directors, member of the Monetary Policy Committee of the Reserve Bank of New Zealand and the Financial

Reporting Standards Board of the Institute of Chartered Accountants in New Zealand. Her contribution to

governance was acknowledged with her appointment to the New Zealand Order of Merit (ONZM) in 2016.

She is the Chair of Ports of Auckland, Oceania Healthcare Limited and EBOS Group Limited and member of

the Marsh New Zealand Advisory Board. Liz joined the Board in May 2002 and is a member of the Audit and

Risk Management, Remuneration and Nomination Committees. www.Iizcoutts.co.nz

David Cushing (BCOM, ACA)

Independent Director

David was appointed to the Skellerup Holdings Board in August 2017. David Cushing is a former investment

banker with over 20 years’ experience as a director of listed companies. David has expertise across a broad

range of industries having previously been a director of horticultural business Fruitfed Supplies Limited, Williams

& Kettle Limited, Tourism Holdings Limited, Acurity Health Group Limited and property company NPT Limited.

David is currently Executive Chairman of Rural Equities Limited and Managing Director of private investment

company H&G Limited. He is also a director of Red Steel Limited and a director of PGG Wrightson Limited.

David is a member of the Audit & Risk Management and Remuneration Committees, Nomination Committee.

John Strowger LLB (HONS)

Independent Director

John was appointed to the Skellerup Holdings Board in March 2015. John is a leading commercial lawyer

who specialises in corporate, contract and securities law and mergers & acquisitions. He was named NZ

Deal Maker of the Year at the 2019, 2017 and 2015 Australasian Law Awards. A partner at Chapman Tripp,

John co-heads that firm’s China desk, which coordinates the work it does pertaining to investment and trade

between China and New Zealand. John is Chair of the Health and Safety Committee and a member of the

Audit and Risk Management Committee.

David Mair (BE, MBA)

Executive Director

David was appointed to the Board in November 2006, and as CEO in August 2011. David’s background in

new product development and new market development provides an excellent fit with the growth plans

for Skellerup. David also has wide-ranging international operational experience proving invaluable to the

Company’s global manufacturing and distribution base. David has previously been an Executive Director

of Interlock Group; Vice President of Asia Pacific Operations and an Operations Council Member of ASSA

ABLOY (Sweden). He is currently a Director of Forte Funds Management Limited.

Alan Isaac (CNZM, BCA, FCA)

Independent Director

Alan was appointed to the Skellerup Holdings Board in August 2016. Alan has considerable experience

governing and leading businesses and sporting organisations. Notably, Alan was Chairman of KPMG NZ

for 10 years until 2006, is a past Chairman of Cricket NZ and past President of the International Cricket

Council. Alan is currently Chairman of the New Zealand Community Trust. He is also a director of Oceania

Healthcare Limited and Scales Corporation Limited. In June 2019, Alan was appointed as President of

Institute of Directors. Alan is Chair of the Audit and Risk Management Committee and also a member of the

Remuneration Committee, and Nomination Committee.

SKELLERUP ANNUAL REPORT 2020
31


SKELLERUP ANNUAL REPORT 2020

Skellerup’s Skills Matrix


Manufacturing &

Supply Chain

i. Experience as a leader

or advisor for a business

with substantial

manufacturing capability

ii. Experience as a leader

or advisor dealing with

international contract

manufacturers and

contracts

iii. Experience as a leader

in international logistics

and supply chain

iv. Understanding of

contractual arrangements

with large OEM

customers (protection of

IP, counterparty style and

approach, risk)


Technology

i. Understanding of

the opportunity

and risks provided

by technological

development and

disruption, and

development and

protection of IP


International

i. Experience as a leader

or advisor for a business

with a substantial

presence in global

markets including

understanding commodity

and financial markets

ii. Experience as a leader

or advisor for a business

with a substantial OEM

customer base

iii. Experience as a leader

or advisor for a business

with a strong range of

branded products


Growth

i. A track record of

developing and

implementing a

successful and

sustainable strategy

of growth in business


Agriculture

i. Experience and

understanding of

the dynamics of the

international and

domestic agriculture

(in particular dairy)

market


Infrastructure

i. Experience and

understanding of

customers, products

and risks associated

with infrastructure

for potable water,

construction, automotive

and general applications


Governance

i. Commitment to the

highest standard of

governance

ii. Prior Board experience

(ideally NZX50

or equivalent) or

experience as Executive

or advisor to Board for

at least 5 years

iii. Ability to assess

effectiveness of senior

management


Finance & Accounting

i. Senior Executive or

Board experience in

international finance,

accounting, reporting,

controls and taxation


Risk Management

i. Experience in

developing or

overseeing an

appropriate risk

framework and culture

ii. Experience in

evaluating and

managing financial and

non-financial risks


Capital Markets

i. Experience with equity

and debt markets and

capital structuring

ii. Experience with

mergers, acquisitions

and dispositions and

investment analysis

iii. Experience and

understanding of

dealing with investors

and the investment

community


Regulatory

i. Understanding of the

regulatory environment

of Skellerup’s business


Human Resources

i. Experience in leading

teams and with best-

practice development,

performance and

remuneration structures

for international

business


Health & Safety

i. Understanding of health

and safety requirements

and management for a

global business

1. Core

2. Markets & Customers

3/5

1. Core2. Markets & Customers

3.

Manufacturing,

Supply Chain

& Technology

3. Manufacturing, Supply Chain & Technology


Finance & Accounting



Regulatory



Agriculture



Infrastructure



Manufacturing & Supply Chain



Governance



Risk Management



Capital Markets



Health & Safety



Growth



Human Resources



International



Technology


5/55/55/55/55/55/5

3/53/5

4/54/5

4/5

4/5


SKELLERUP ANNUAL REPORT 2020

32

Corporate

Governance

This section of the Annual Report outlines our corporate

governance structures and processes, and how they have

been applied during the year.

Skellerup’s Board and management are committed to achieving high standards of corporate

governance. We believe this is central to the effective management of the business and to

maintaining the confidence of our shareholders. The Board and management are focused on

ensuring the long-term success of the Company and are committed to building long-term

shareholder value.

The Board regularly reviews and assesses Skellerup’s governance policies, procedures

and practices to ensure they are appropriate and effective. Skellerup reports against the

recommendations of the NZX Corporate Governance Code (NZX Code) as required by the

NZX Listing Rules.

Our approach for the financial year ended 30 June 2020 is detailed below.

Principle 1 – Code of Ethical Behaviour

Skellerup complies with the recommendations of Principle 1.

Skellerup Directors set high standards of ethical behaviour and require members of the

management team to conduct themselves similarly; they hold management accountable for

delivering these standards throughout the organisation.

Skellerup’s Code of Ethics provides a framework of minimum standards of ethical behaviour

according to which Directors, management and all employees of the Company are expected

to conduct themselves. The Code of Ethics outlines the Company’s expectations for all

Company personnel and includes consideration of conflicts of interest, conduct, legislative

compliance, confidentiality and the use of the Company’s assets and information.

Skellerup communicates its Code of Ethics to Directors and employees, explaining the

Code’s purpose and the mechanism for reporting any unethical behaviour. The CEO

reviews this Code with all Group and Business Managers annually. The Managers in turn

are required to review with staff and confirm that they have done so to the Chief Executive

Officer (CEO). Skellerup has not received any reports of serious instances of unethical

behaviour during the year.

Skellerup is committed to ensuring its Directors and employees understand its policy

on and rules for dealing in Skellerup ordinary shares or any other derivatives thereof.

Skellerup’s Financial Products Trading Policy notes that insider trading is always prohibited

and provides examples of material information to assist Directors and employees with

compliance. It imposes further restrictions on Directors and senior management and permits

trading only in prescribed trading windows or with consent.


SKELLERUP ANNUAL REPORT 2020

33

Principle 2 – Board Composition and Performance

Skellerup complies with the recommendations of Principle 2.

The members of Skellerup’s Board collectively provide the broad range of strategic,

business, commercial and financial skills and knowledge, and the independence and

experience required to lead and govern the Company effectively.

The Board regularly reviews its performance and composition to ensure it has the range of

capabilities required. During FY20 Skellerup’s Board appointed an external adviser to assist

with the identification of a potential additional director to provide succession and continuity

for the Group. A shortlist of candidates was presented to Skellerup’s Board; however,

progress was delayed for some time due to potential appointees being unable to undertake

due diligence due to COVID-19 restrictions. The process has now resumed.

Currently, the Board comprises four non-executive, independent Directors and one executive

Director. The independence of Directors is reconsidered at least annually. Skellerup’s Board

most recently reviewed each director’s independence status at its Board Meeting on 24

June 2020. Having regard to the NZX Listing Rules and the NZX Code, all four non-executive

directors have been determined to be independent. See pages 30 and 31 for more information

on the tenure, skills and experience of Skellerup’s current Board. The independent status of

each Director is noted also on page 30.

Board procedures ensure that all Directors have the information needed to contribute

to informed discussion and decisions on a consistent basis and to carry out their duties

effectively. Senior managers make direct presentations to the Board as required to give

the Directors an understanding of management strategies, priorities, style and capabilities.

Directors also visit Skellerup’s facilities throughout the world as part of their ongoing

engagement to ensure they are familiar with all aspects of the Company. Training is made

available to Directors and in the last financial year Directors participated in training on a

wide range of topics.

Skellerup has a written Diversity Policy in place. Diversity in Skellerup includes (but is not

limited to) gender, race, ethnicity and cultural background, disability and physical capability,

age, sexual orientation, and religious or political belief. A gender composition table of the

Skellerup Directors, officers and management is included on page 81. Skellerup maintains a

merit-based environment which provides equal opportunity for development and recognition

based on performance and a flexible and inclusive work environment that values differences

that create value. Skellerup remunerates equivalent roles in an equitable manner.

Skellerup’s Diversity Policy requires measurable objectives to be set by the Board and

reviewed annually. For FY20 Skellerup set measurable objectives and made progress

against them as follows:


SKELLERUP ANNUAL REPORT 2020

34

1. No discrimination

Skellerup aims to operate an inclusive workplace where employees are not discriminated

against on the grounds of gender, gender identity, sexual orientation, colour, race/ethnicity/

cultural background, disability, age, religious beliefs. In FY20 Skellerup adopted a target of

zero complaints/findings of harassment, discrimination or victimisation. No such incidents

were reported in FY20.

2. Flexible workplace environment

Skellerup aims to provide a workplace that accommodates flexible working arrangements as

a means to encourage diversity of its workforce. In FY20 the Company undertook to review the

flexible workplace environment arrangements currently provided and identify any improvements

required. That review identified that current flexible workplace arrangements are working well

and continue to be implemented throughout the Group where suitable to meet the needs of the

business and the circumstances of employees. The review led to a formal Working from Home

Policy being adopted in April 2020, coinciding with the period when restrictions on movement

were imposed as a result of the COVID-19 pandemic.

3. Pay equity

Skellerup is committed to ensuring all of its employees are paid equitably. In August 2019

as part of Skellerup’s annual salary review management undertook to ensure all roles are

clearly defined, and based the review on relevant skills, experience, responsibility, effort and

performance independent of the person in the role. No issues arose from this review.

Principle 3 – Board Committees

Skellerup complies with the recommendations of Principle 3.

The Board has appointed four Board Committees to assist in carrying out its responsibilities

effectively, each of which operates under a written charter. The Board regularly reviews the

performance of each standing Committee against its specific written charter. The delegated

responsibilities, powers and authorities of these Committees are described below.

1. Audit and Risk Management Committee

This Committee currently comprises four non-executive, independent Directors, one

of whom is appointed as Chair. The CEO and the Chief Financial Officer (CFO) attend as

ex-officio members at the invitation of the Committee; the external auditors attend by

invitation of the Chair.

This Committee meets a minimum of four times each year. Its responsibilities are to:

• Ensure that the Company has adequate risk management controls in place

• Advise the Board on accounting policies, practices and disclosure

• Review the scope and outcome of the external audit

• Review the annual and half-yearly statements prior to approval by the Board.

The Audit and Risk Management Committee reports the proceedings of each of its meetings

to the full Board.


SKELLERUP ANNUAL REPORT 2020

35

The current composition of the Committee is Alan Isaac (Chair), Elizabeth Coutts,

John Strowger and David Cushing.

2. Health and Safety Committee

This Committee comprises four non-executive, independent Directors, one of whom is

appointed as Chair, plus the Executive Director. The CFO also attends meetings as an

ex-officio member.

This Committee meets a minimum of three times each year. Its responsibilities are to:

• Provide leadership and policy for Health and Safety (H&S) management within the

Skellerup Group

• Advise the Board on H&S strategy and policy and specify targets to track performance

• Review management systems to ensure that they are appropriate to manage hazards and

risks of the business

• Monitor and review performance by specifying and receiving timely reports on incidents,

investigations and resultant actions and with the assistance of internal and external audits.

The H&S Committee reports proceedings of each of its meetings to the full Board.

The current composition of the Committee is John Strowger (Chair), Elizabeth Coutts,

Alan Isaac, David Cushing and David Mair.

3. Remuneration Committee

This Committee comprises three non-executive, independent Directors, one of whom is

appointed as Chair. It meets as required to:

• Review the remuneration packages of the CEO and senior managers

• Make recommendations to shareholders in relation to non-executive Directors’ fee pools.

Remuneration packages are reviewed annually. Independent external surveys are used

as a basis for establishing competitive packages. Management only attend Remuneration

Committee meetings at the invitation of the Committee.

The current composition of the Remuneration Committee is Elizabeth Coutts (Chair),

Alan Isaac and David Cushing.

4. Board Nomination Committee

This Committee comprises three non-executive Directors, one of whom is appointed as Chair.

It meets as required to recommend new appointments to the Board.

Board composition is regularly reviewed by the full Board and the Committee to ensure the

collective skillset is appropriate for the Group and to provide continuity and succession.

The current composition of the Board Nomination Committee is Elizabeth Coutts (Chair),

Alan Isaac and David Cushing.


SKELLERUP ANNUAL REPORT 2020

36

Skellerup has a formal Takeover Response Policy in place. The purpose of the Policy is to ensure

that Skellerup is well prepared for an approach and, therefore, it will be better able to control

the takeover response process and respond to any approach in a professional, timely and

coordinated manner and in the best interests of Skellerup and its shareholders.

Principle 4 – Reporting and Disclosure

Skellerup complies with the recommendations of Principle 4.

The Board demands integrity in financial reporting and in the timeliness and balance of

information disclosed.

The financial progress of Skellerup’s two divisions is reported separately to the Board each month

to enable divisional financial performance to be reviewed in the context of the Company’s strategies

and objectives. Monthly reporting also provides information on H&S, key opportunities, personnel,

customers and risks facing the business, and the steps being taken to optimise outcomes.

The Audit and Risk Management Committee oversees the quality and integrity of external

financial reporting, including the accuracy, completeness and timeliness of financial statements.

The Company seeks to provide clear, concise financial statements and recognises the value of

providing shareholders with financial and non-financial information including environmental,

economic and social sustainability risk management as reported in this Annual Report.

Management accountability for the integrity of the Company’s financial reporting is reinforced in

writing by certification of the CEO and CFO that the financial statements fairly present the financial

results and position of the Company.

The Company has a written Continuous Disclosure Policy and clear processes in place to ensure

compliance with the continuous disclosure requirements that come with being a listed company.

Skellerup’s Code of Ethics, Board and Committee Charters, Continuous Disclosure Policy and other

key governance documents are published on its website at www.skellerupholdings.com.

Principle 5 – Remuneration

Skellerup complies with the recommendations of Principle 5.

The remuneration of Directors and executives is transparent, fair and reasonable.

The Board’s Remuneration Committee is responsible for reviewing remuneration packages of

the CEO and senior managers and making recommendations to shareholders in relation to non-

executive Directors’ remuneration.

Board and Committee Attendance 1 July 2019 to 30 June 2020

DirectorBoardAudit & RiskHealth & SafetyRemunerationNomination

Liz Coutts11 of 115 of 53 of 32 of 22 of 2

Alan Isaac11 of 115 of 53 of 32 of 22 of 2

John Strowger10 of 114 of 53 of 3N/AN/A

David Cushing10 of 115 of 52 of 32 of 22 of 2

David Mair11 of 115 of 5*3 of 3N/AN/A

* David Mair attends Audit and Risk Management Committee meetings ex-officio at the invitation of the Committee.


SKELLERUP ANNUAL REPORT 2020

37

The current approved pool of remuneration available for the payment of non-executive

Directors is $550,000. This was approved by shareholders at the Annual Meeting on 26

October 2016. Non-executive Directors are paid a fixed cash fee. Non-executive Directors are

not part of any share scheme. In the year ended 30 June 2020, total fees paid to non-executive

Directors amounted to $460,000. Details of Director remuneration are shown on page 79.

Senior executives’ remuneration comprises a combination of fixed and at-risk components.

Payment of the at-risk component is linked to exceeding previous best annual financial

performance in the areas of the business for which each executive is responsible or, in some

circumstances, the achievement of specific projects. Total remuneration paid to the CEO in the

year ended 30 June 2020 and in the prior years, together with a description of the long-term

share-based incentive scheme in place for the CEO, is detailed on page 80.

Skellerup has a written Remuneration Policy in place for the remuneration of Directors,

officers and senior managers. This Policy outlines the remuneration principles that apply to

Directors, officers and senior managers of Skellerup to ensure that remuneration practices

are fair and appropriate for the organisation, and there is a clear link between remuneration

and performance. The guiding principles of this Policy are that the remuneration of Directors,

officers and managers will be transparent, fair and reasonable to meet the needs of the

business and shareholders.

Principle 6 – Risk Management

Skellerup complies with the recommendations of Principle 6.

Each Director has a sound understanding of the key risks faced by Skellerup.

The Board, advised by the Audit and Risk Management Committee, reviews the Company’s

Risk Management Report prepared by the CEO and management team on a semi-annual

basis and specific items are monitored on a monthly basis. The Risk Management Report

identifies key risks and strategies to manage these risks. The Board ensures that adequate

external insurance cover is in place appropriate to the Company’s size and risk profile.

The Audit and Risk Management Committee monitors the Company’s system of internal

financial control with the aid of reviews and reports prepared by external providers

and periodic certification by the CEO and CFO. This system includes clearly defined

policies controlling treasury operations and capital expenditure authorisation. The CFO

is responsible for ensuring that all operations within the Company adhere to the Board-

approved financial control policies.

The H&S Committee leads and monitors H&S management within the Skellerup Group.

The Company operates a comprehensive H&S framework across all of its businesses to

identify and address workplace hazards and to monitor and review compliance with H&S

policies and procedures. Board review of H&S is a priority and is facilitated by both the

activities of the H&S Committee and the receipt and review of H&S reports at each Board

meeting. Details of Skellerup’s key H&S risks and its performance for the year ended 30

June 2020 are included on page 27.


SKELLERUP ANNUAL REPORT 2020

38

Principle 7 – Auditors

Skellerup complies with the recommendations of Principle 7.

The Board ensures the quality and independence of the external audit process, which culminates in

the audit report issued in relation to the annual financial statements.

The Board has an established framework for Skellerup’s relationship with its auditors and to ensure

independence of the Company’s external auditor is maintained, a written Audit Independence

Policy has been implemented. The Policy sets out guidelines to be followed to ensure that related

assurance and other services provided by Skellerup’s auditors are not perceived as conflicting with

the independent role of the auditor. The Audit and Risk Management Committee approves any non-

audit services that are provided by the external auditor. The Audit and Risk Management Committee

meets regularly with the external auditors and management.

Skellerup’s external auditor is Ernst & Young (EY) and was reappointed by shareholders at the 2019

Annual Meeting in accordance with the Companies Act 1993. The audit partner responsible for the

Skellerup audit was appointed during the year ended 30 June 2018.

Skellerup maintains an internal audit function with the assistance of PwC. Skellerup reviews the

residual risks from its semi-annual Risk Management Report to determine priorities for consideration

for internal audit review with the assistance of PwC.

The significant issues and judgements considered by the Audit and Risk Management Committee

are disclosed in Note f on page 50 of the financial statements.

Principle 8 – Shareholder Rights & Relations

Skellerup complies with the recommendations of Principle 8.

The Board aims to ensure that shareholders are kept informed of developments affecting the

Company and encourages shareholders to engage with the Company. Information is communicated

to shareholders through the annual and interim reports, and periodic and continuous disclosure to

the NZX, and at Annual Meetings.

The Board encourages shareholders to attend and participate fully at Annual Meetings to ensure

they exercise the opportunity to ask questions about the Company and its performance.

The Company also maintains information for shareholders on its website (www.skellerupholdings.

com). This includes a description of Skellerup’s business and structure, copies of key corporate

governance documents and all information released to the NZX.

The Board respects the interests of all stakeholders in the Company. Skellerup strives to manage

its business in a manner that delivers long-term shareholder value by delivering consistent

quality solutions for customers, a work environment that is safe and delivers development

opportunities for its employees and meets or exceeds the compliance requirements in the

environments in which the Company operates.


39

Consolidated

Financial Statements

for the year ended 30 June 2020

A member firm of Ernst & Young Global Limited




Independent auditor’s report to the Shareholders of Skellerup Holdings Limited

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Skellerup Holdings Limited (“the company”) and its

subsidiaries (together “the group”) on pages 44 to 78, which comprise the consolidated balance sheet of

the group as at 30 June 2020, and consolidated income statement, consolidated statement of

comprehensive income, consolidated statement of changes in equity and consolidated cash flow

statement for the year then ended of the group, and the consolidated notes to the financial statements

including a summary of significant accounting policies.

In our opinion, the consolidated financial statements on pages 44 to 78 present fairly, in all material

respects, the consolidated financial position of the group as at 30 June 2020 and its consolidated

financial performance and cash flows for the year then ended in accordance with New Zealand equivalents

to International Financial Reporting Standards and International Financial Reporting Standards.

This report is made solely to the company's shareholders, as a body. Our audit has been undertaken so

that we might state to the company's shareholders those matters we are required to state to them in an

auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or

assume responsibility to anyone other than the company and the company's shareholders, as a body, for

our audit work, for this report, or for the opinions we have formed.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). 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 are independent of the group in accordance with Professional and Ethical Standard 1 International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

Zealand) issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled our

other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

Other than in our capacity as auditor we have no relationship with, or interest in, the company or any of

its subsidiaries. Partners and employees of our firm may deal with the group on normal terms within the

ordinary course of trading activities of the business of the group. We have no other relationship with, or

interest in, the group.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our

audit of the consolidated financial statements of the current year. These matters were addressed in the

context of our audit of the consolidated financial statements as a whole, and in forming our opinion

thereon, but we do not provide a separate opinion on these matters. For each matter below, our

description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial

statements section of the audit report, including in relation to these matters. Accordingly, our audit

included the performance of procedures designed to respond to our assessment of the risks of material

A member firm of Ernst & Young Global Limited





Independent auditor’s report to the Shareholders of Skellerup Holdings Limited

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Skellerup Holdings Limited (“the company”) and its

subsidiaries (together “the group”) on pages 44 to 78, which comprise the consolidated balance sheet of

the group as at 30 June 2020, and consolidated income statement, consolidated statement of

comprehensive income, consolidated statement of changes in equity and consolidated cash flow

statement for the year then ended of the group, and the consolidated notes to the financial statements

including a summary of significant accounting policies.

In our opinion, the consolidated financial statements on pages 44 to 78 present fairly, in all material

respects, the consolidated financial position of the group as at 30 June 2020 and its consolidated

financial performance and cash flows for the year then ended in accordance with New Zealand equivalents

to International Financial Reporting Standards and International Financial Reporting Standards.

This report is made solely to the company's shareholders, as a body. Our audit has been undertaken so

that we might state to the company's shareholders those matters we are required to state to them in an

auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or

assume responsibility to anyone other than the company and the company's shareholders, as a body, for

our audit work, for this report, or for the opinions we have formed.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). 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 are independent of the group in accordance with Professional and Ethical Standard 1 International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

Zealand) issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled our

other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

Other than in our capacity as auditor we have no relationship with, or interest in, the company or any of

its subsidiaries. Partners and employees of our firm may deal with the group on normal terms within the

ordinary course of trading activities of the business of the group. We have no other relationship with, or

interest in, the group.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our

audit of the consolidated financial statements of the current year. These matters were addressed in the

context of our audit of the consolidated financial statements as a whole, and in forming our opinion

thereon, but we do not provide a separate opinion on these matters. For each matter below, our

description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial

statements section of the audit report, including in relation to these matters. Accordingly, our audit

included the performance of procedures designed to respond to our assessment of the risks of material

40

A member firm of Ernst & Young Global Limited




misstatement of the financial statements. The results of our audit procedures, including the procedures

performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated financial statements.

Scoping of the audit

Why significant How our audit addressed the key audit matter

Skellerup is a global business with over

75% of the group’s revenue generated in

countries other than New Zealand.


A significant area of focus when

conducting the audit was assessing that

sufficient audit evidence was obtained in

differing geographic locations and

businesses to enable us to reach our

opinion on the consolidated financial

statements as a whole. This was both with

respect to the determination and

allocation of materiality as well as the

determination of the nature and extent of

procedures to be performed at each

location.

The global economy and thus Skellerup

have been impacted by the COVID-19

global pandemic. We

requested audit

teams in all significant locations (“the

component teams) to consider impacts on

financial reporting associated with the

COVID-19 outbreak and report their

findings to us.

As the coordinating primary team (“group audit team”), EY New

Zealand assigned a scope to each component team in all

significant locations. Consideration was given to the nature, size

and risks associated with each of the g

roup’s significant

businesses.


As a result of this assessment, each business was allocated a

scope and materiality reflecting the business profile.


The group audit team communicated to the component audit

teams the significant risk areas to be considered and the

information to be reported back to the group audit team. The

component and group teams then determined the extent and

nature of audit procedures to be performed in accordance with

International Standards on Auditing (New Zealand).


In order to obtain sufficient coverage of g

roup balances, a

number of smaller business units were subjected to analytical

procedures by the Group audit team.


All component teams were required to provide written

confirmation to the group audit team explaining the work

performed, the results of that work as well as key documents

supporting any significant findings or observations.


The group audit team held several discussions with Skellerup

management and component teams in all locations (New

Zealand, Australia, Italy, USA, UK and China). During these

discussions, the work performed by each team was assessed,

and the key judgements were discussed, as were the findings

relevant to the group audit.


In addition, we made enquiries of component teams in respect

to financial reporting matters that may have been affected by

COVID-19. These included the adequa

cy of the provision for

expected credit losses, government subsidies as well as any

additional financial reporting risks identified because of the

pandemic and the audit

procedures performed to address these.


We reported to the Audit Committee:

i) The results of audit procedures and testing performed by both

the group and components teams; and

ii) Any misstatements identified that warrant reporting based on

quantitative or qualitative grounds.

A member firm of Ernst & Young Global Limited





Independent auditor’s report to the Shareholders of Skellerup Holdings Limited

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Skellerup Holdings Limited (“the company”) and its

subsidiaries (together “the group”) on pages 44 to 78, which comprise the consolidated balance sheet of

the group as at 30 June 2020, and consolidated income statement, consolidated statement of

comprehensive income, consolidated statement of changes in equity and consolidated cash flow

statement for the year then ended of the group, and the consolidated notes to the financial statements

including a summary of significant accounting policies.

In our opinion, the consolidated financial statements on pages 44 to 78 present fairly, in all material

respects, the consolidated financial position of the group as at 30 June 2020 and its consolidated

financial performance and cash flows for the year then ended in accordance with New Zealand equivalents

to International Financial Reporting Standards and International Financial Reporting Standards.

This report is made solely to the company's shareholders, as a body. Our audit has been undertaken so

that we might state to the company's shareholders those matters we are required to state to them in an

auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or

assume responsibility to anyone other than the company and the company's shareholders, as a body, for

our audit work, for this report, or for the opinions we have formed.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). 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 are independent of the group in accordance with Professional and Ethical Standard 1 International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

Zealand) issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled our

other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

Other than in our capacity as auditor we have no relationship with, or interest in, the company or any of

its subsidiaries. Partners and employees of our firm may deal with the group on normal terms within the

ordinary course of trading activities of the business of the group. We have no other relationship with, or

interest in, the group.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our

audit of the consolidated financial statements of the current year. These matters were addressed in the

context of our audit of the consolidated financial statements as a whole, and in forming our opinion

thereon, but we do not provide a separate opinion on these matters. For each matter below, our

description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial

statements section of the audit report, including in relation to these matters. Accordingly, our audit

included the performance of procedures designed to respond to our assessment of the risks of material

41

A member firm of Ernst & Young Global Limited




Information other than the financial statements and auditor’s report

The directors of the company are responsible for the Annual Report, which includes information other

than the consolidated financial statements and auditor’s report.

Our opinion on the consolidated financial statements does not cover the other information and we do not

express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the

other information and, in doing so, consider whether the other information is materially inconsistent with

the consolidated financial statements or our knowledge obtained during the audit, or otherwise appears

to be materially misstated.

If, based upon the work we have performed, 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.

Directors’ responsibilities for the financial statements

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the

consolidated financial statements in accordance with New Zealand equivalents to International Financial

Reporting Standards and International Financial Reporting Standards, and for such internal control as the

di rectors 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 consolidated financial statements, the directors are responsible for assessing on behalf

of the entity the group’s ability to continue as a going concern, disclosing, as applicable, matters related

to going concern and using the going concern basis of accounting unless the directors either intend to

liquidate the group or cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements

as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee

that an audit conducted in accordance with International Standards on Auditing (New Zealand) will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the consolidated financial statements

is located at the External Reporting Board’s website: https://www.xrb.govt.nz/standards-for-assurance-

practitioners/auditors-responsibilities/audit-report-1/. This description forms part of our auditor’s

report.

The engagement partner on the audit resulting in this independent auditor’s report is Simon O’Connor.




Chartered Accountants

Auckland

21 August 2020

A member firm of Ernst & Young Global Limited





Independent auditor’s report to the Shareholders of Skellerup Holdings Limited

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Skellerup Holdings Limited (“the company”) and its

subsidiaries (together “the group”) on pages 44 to 78, which comprise the consolidated balance sheet of

the group as at 30 June 2020, and consolidated income statement, consolidated statement of

comprehensive income, consolidated statement of changes in equity and consolidated cash flow

statement for the year then ended of the group, and the consolidated notes to the financial statements

including a summary of significant accounting policies.

In our opinion, the consolidated financial statements on pages 44 to 78 present fairly, in all material

respects, the consolidated financial position of the group as at 30 June 2020 and its consolidated

financial performance and cash flows for the year then ended in accordance with New Zealand equivalents

to International Financial Reporting Standards and International Financial Reporting Standards.

This report is made solely to the company's shareholders, as a body. Our audit has been undertaken so

that we might state to the company's shareholders those matters we are required to state to them in an

auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or

assume responsibility to anyone other than the company and the company's shareholders, as a body, for

our audit work, for this report, or for the opinions we have formed.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). 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 are independent of the group in accordance with Professional and Ethical Standard 1 International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

Zealand) issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled our

other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

Other than in our capacity as auditor we have no relationship with, or interest in, the company or any of

its subsidiaries. Partners and employees of our firm may deal with the group on normal terms within the

ordinary course of trading activities of the business of the group. We have no other relationship with, or

interest in, the group.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our

audit of the consolidated financial statements of the current year. These matters were addressed in the

context of our audit of the consolidated financial statements as a whole, and in forming our opinion

thereon, but we do not provide a separate opinion on these matters. For each matter below, our

description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial

statements section of the audit report, including in relation to these matters. Accordingly, our audit

included the performance of procedures designed to respond to our assessment of the risks of material

42

Directors’
Responsibility

Statement

for the year ended 30 June 2020

The Directors are pleased to present the Group

financial statements of Skellerup Holdings Limited for

the year ended 30 June 2020.

The Group financial statements are dated 21 August

2020 and are signed in accordance with a resolution

of the Directors made pursuant to section 211 of the

Companies Act 1993.

For and on behalf of the Directors

The Directors are responsible for the preparation,

in accordance with New Zealand law and generally

accepted accounting practice, of financial statements,

which give a true and fair view of the financial position

of the Skellerup Holdings Limited Group as at 30 June

2020, and the results of their operations and cash flows

for the year ended 30 June 2020.

The Directors consider that the financial statements

of the Group have been prepared using accounting

policies appropriate to the Group’s circumstances,

consistently applied and supported by reasonable

judgements and estimates, and that all applicable

New Zealand Equivalents to International Financial

Reporting Standards have been followed.

The Directors have responsibility for ensuring that proper

accounting records have been kept which enable, with

reasonable accuracy, the determination of the financial

position of the Group and enable them to ensure that the

financial statements comply with the Financial Reporting

Act 1993.

The Directors have responsibility for the maintenance of a

system of internal control designed to provide reasonable

assurance as to the integrity and reliability of financial

reporting. The Directors consider that adequate steps have

been taken to safeguard the assets of the Group and to

prevent and detect fraud and other irregularities.

EM Coutts


Independent Chair

AR Isaac

Independent Director

43

Income Statement
for the year ended 30 June 2020


Note

2020

$000

2019

$000

Revenue2251,389 245,792

Cost of sales(155,115)(152,917)

Gross profit96,274 92,875

Other income42,491 381

Distribution expenses(14,038)(12,862)

Marketing expenses(20,622)(21,073)

Administration expenses(21,619)(17,523)

Profit for the year before tax, finance costs and share of

profit of associates

42,486 41,798

Finance costs16(2,582)(1,785)

Share of net profit of associates accounted for using the equity method(73)23

Profit for the year before tax39,831 40,036

Income tax expense5(10,767)(10,973)

Net after-tax profit for the year, attributable to owners of the Parent29,064 29,063

Earnings per share

Basic earnings per share (cents)1914.92 14.96

Diluted earnings per share (cents)1914.80 14.80

The above Income Statement should be read in conjunction with the accompanying notes.

SKELLERUP ANNUAL REPORT 2020

44

Statement of Comprehensive Income
for the year ended 30 June 2020


Note

2020

$000

2019

$000

Net profit after tax for the year29,06429,063

Other comprehensive income

Items that may be reclassified subsequently to profit or loss

Net gains/(losses) on cash flow hedges1761735

Income tax related to gains/(losses) on cash flow hedges5(17)(206)

Foreign exchange movements on translation of overseas subsidiaries172,265(1,749)

Income tax related to gains/(losses) on foreign exchange movements of loans

with overseas subsidiaries5(109)37

Other comprehensive income net of tax2,200 (1,183)

Total comprehensive income for the year attributable to equity holders

of the Parent

31,26427,880

The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

45

Balance Sheet
as at 30 June 2020


Note

2020

$000

2019

$000

Current assets

Cash and cash equivalents613,6179,639

Trade and other receivables and prepayments746,40550,759

Inventories852,09848,339

Income tax receivable741,465

Derivative financial assets22378310

Total current assets112,572 110,512

Non-current assets

Property, plant and equipment987,84691,296

Right-of-use assets921,811-

Deferred tax assets53,1252,822

Goodwill1054,90849,476

Intangible assets101,2171,057

Investment in associate1,7251,723

Derivative financial assets22438173

Total non-current assets171,070 146,547

Total assets283,642 257,059

Current liabilities

Trade and other payables1124,80622,995

Provisions124,8114,840

Income tax payable1,119960

Interest-bearing loans and borrowings13830-

Lease liabilities - short term144,544-

Derivative financial liabilities22440118

Total current liabilities36,550 28,913

Non-current liabilities

Provisions121,2831,406

Interest-bearing loans and borrowings1341,30046,215

Deferred tax liabilities52,0421,950

Lease liabilities - long term1417,772-

Derivative financial liabilities22132183

Total non-current liabilities62,529 49,754

Total liabilities99,079 78,667

Net assets184,563 178,392

Equity

Equity attributable to equity holders of the Parent

Share capital1572,17372,173

Reserves17(7,065)(9,490)

Retained earnings20119,455115,709

Total equity184,563 178,392

The above Balance Sheet should be read in conjunction with the accompanying notes.

SKELLERUP ANNUAL REPORT 2020

46

Statement of Changes in Equity
for the year ended 30 June 2020

Fully Paid

Ordinary

Shares

Cash Flow

Hedge

Reserve

Foreign

Currency

Translation

Reserve

Employee

Share Plan

Reserve

Retained

Earnings

Total

Note$000$000$000$000$000$000

Balance 1 July 201869,732(397)(8,059)471110,539172,286

Net profit after tax for the year ending

30 June 2019

----29,06329,063

Other comprehensive income-529(1,712)--(1,183)

Total comprehensive income for the year-529(1,712)-29,06327,880

Share incentive scheme2,441--(322)4512,570

Dividends----(24,344)(24,344)

Balance 30 June 201972,173132(9,771)149115,709178,392

Net profit after tax for the year ending

30 June 2020

----29,06429,064

Other comprehensive income17-442,156--2,200

Total comprehensive income for the year-442,156-29,06431,264

Share incentive scheme18---225-225

Dividends20----(25,318)(25,318)

Balance 30 June 202072,173176(7,615)374119,455184,563

The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.

47

Cash Flow Statement
for the year ended 30 June 2020


Note

2020

$000

2019

$000

Cash flows from operating activities

Receipts from customers258,378244,265

Interest received2614

Dividends received21

Payments to suppliers and employees(198,310)(203,880)

Income tax refund/(paid)(9,508)(9,695)

Interest and bank fees paid(1,644)(1,785)

Interest on right-of-use asset leases(938)-

Net cash flows from/(used in) operating activities48,006 28,920

Cash flows from investing activities

Proceeds from sale of property, plant and equipment441184

Payments for property, plant and equipment(3,944)(4,450)

Payments for intangible assets (439)(143)

Acquisition of a business, net of cash acquired(6,204)(6,663)

Payment for investment in associates -(1,674)

Net cash flows from/(used in) investing activities(10,146)(12,746)

Cash flows from financing activities

Proceeds from/(repayments for) loans and advances(4,082)5,823

Proceeds from issue of shares-2,422

Repayments of lease liabilities(4,671)-

Dividends paid to equity holders of Parent(25,318)(24,344)

Net cash flows from/(used in) financing activities(34,071)(16,099)

Net increase/(decrease) in cash and cash equivalents3,78975

Cash and cash equivalents at the beginning of the year9,6399,681

Effect of exchange rate fluctuations189(117)

Cash and cash equivalents at the end of the year613,617 9,639

The above Cash Flow Statement should be read in conjunction with the accompanying notes.

Reconciliation of net profit after tax to net cash flow from operations

2020

$000

2019

$000

Net profit after tax29,06429,063

Adjustments for:

Depreciation - property, plant and equipment7,2726,961

Depreciation and impairment - right-of-use assets5,228-

Amortisation267171

Loss on sale of property, plant and equipment2216

Impairment of property, plant and equipment67-

Foreign currency movements on translating foreign assets and liabilities508546

Bad debts written off28351

Increase in doubtful debts provided for195-

Share of profit in associates(73)23

Net movement in working capital5,173(7,911)

Net cash inflow from operating activities48,006 28,920

SKELLERUP ANNUAL REPORT 2020

48

Notes to the Financial Statements
Reporting Entity

Skellerup Holdings Limited (‘the Company’) is a limited liability company incorporated and domiciled in New Zealand. It is

registered under the Companies Act 1993 with its registered office at Level 3, 205 Great South Road, Greenlane, Auckland.

The Company is a Reporting Entity in terms of the Financial Markets Conduct Act 2013 and is listed on the New Zealand

Exchange (NZX Main Board) with the ticker SKL. These financial statements were authorised for issue in accordance with a

resolution of the directors on 21 August 2020.

(a) Nature of operations

The Skellerup Group of companies is a global solutions provider of technical polymer and elastomer products for a variety

of specialist industrial and agricultural applications. Skellerup’s operations are split into two units: the Agri Division, a world

leading provider of food grade dairy rubberware, filters, and animal health products to the global dairy industry; and the

Industrial Division, a global specialist for technically demanding products used in water, roofing, automotive, extraction,

appliance and health applications.

(b) Basis of preparation

These financial statements of the Group, a profit-oriented business, are for the year ended 30 June 2020.

(c) Statement of compliance

The consolidated financial statements for the year ended 30 June 2020 have been prepared in accordance with New Zealand

Generally Accepted Accounting Practices (NZ GAAP) and the requirements of the Financial Markets Conduct Act 2013. For

the purpose of complying with NZ GAAP, the Group is a for-profit entity. The financial statements comply with New Zealand

equivalents to International Financial Reporting Standards (NZ IFRS). The financial statements also comply with International

Financial Reporting Standards (‘IFRS’). The financial statements are presented in New Zealand dollars (NZD) and all values are

rounded to the nearest thousand dollars ($000).

The accounting principles recognised as appropriate for the measuring and reporting of profit and loss and financial position on

a historical-cost basis have been applied, except for derivative financial instruments, which have been measured at fair value.

The preparation of financial statements in accordance with NZ IFRS requires management to make judgements, estimates and

assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Actual

results may differ from these estimates. Critical accounting judgements, estimates and assumptions are detailed in Note (f).

(d) Basis of consolidation

The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at 30 June 2020.

Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has

the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the

Group has:

• Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee);

• Exposure, or rights, to variable returns from its involvement with the investee; and

• The ability to use its power over the investee to affect its returns.

Business combinations are accounted for using the acquisition method. The consideration transferred in a business combination

is measured at fair value. Fair value is calculated as the sum of: the acquisition-date fair values of the assets transferred by

the Group; the liabilities incurred by the Group to former owners; the equity issued by the Group; and the amount of any

non-controlling interest in the acquiree. For each business combination, the Group measures the non-controlling interest in

the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related

costs are expensed as incurred.

In preparing the consolidated financial statements, all inter-company balances, income and expense transactions, and profit

and losses resulting from intra-Group activities, have been eliminated.

(e) Foreign currency translation

Functional and presentation currency

Items included in the financial statements of each entity in the Group are measured using the currency that best reflects

the economic substance of the underlying events and circumstances relevant to that entity (the ‘functional currency’). The

consolidated financial statements are presented in New Zealand dollars (the ‘presentation currency’), which is the functional

currency of the Parent.

49

Transactions and balances
Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary

assets and liabilities denominated in foreign currencies at the balance sheet date are translated to New Zealand dollars at the

foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in the income

statement, except when deferred in OCI as qualifying cash flow hedges.

Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the

exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated

at fair value are translated to New Zealand dollars at foreign exchange rates ruling at the dates the fair value was determined.

Group companies

The assets and liabilities of all Group companies that have a functional currency that differs from the presentation currency,

including goodwill and fair value adjustments arising on consolidation, are translated to New Zealand dollars at foreign

exchange rates ruling at the balance sheet date. The revenues and expenses of these foreign operations are translated to

New Zealand dollars at rates approximating the foreign exchange rates ruling at the dates of the transactions. Exchange

differences arising from the translation of foreign operations are recognised in the foreign currency translation reserve. On any

disposal of a foreign operation, the component of OCI relating to that particular foreign operation is reclassified to profit or loss.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the

foreign entity and are translated at the foreign exchange rates ruling at the balance sheet date.

(f) Significant accounting judgements and assumptions

In the process of applying the Group’s accounting policies, a number of judgements have been made and estimates of future

events applied. Judgements and estimates which are material to the financial statements are found in the following notes.

• Note 10 Impairment of goodwill page 61

• Note 9 Estimation of useful lives of assets page 59

• Note 8 Inventory obsolescence page 58

• Note 5 Recovery of deferred tax asset page 55

(g) COVID-19 Pandemic

On 11 March 2020 the World Health Organisation (WHO) declared a global pandemic as a result of the outbreak and spread

of COVID-19. The Group has business operations located across the world. Our operations faced varying levels of disruption

before and following the WHO declaration. Most of the Group’s businesses produce products deemed essential so continued

to operate under adjusted protocols. Additional costs were incurred in making these adjustments and ensuring the safety of

our employees. The impact of these costs is included within the financial results reported. The Group claimed wage and job

retention subsidies where eligible for schemes offered in the countries where the Group operates. Details of these subsidy

payments are disclosed in note 4 of these financial statements. COVID-19 has not had any material impact on the measurement

of Group assets including goodwill and provisions including expected credit losses.

SKELLERUP ANNUAL REPORT 2020

50

1. Segment Information
An operating segment is a distinguishable component of the entity which is reported as an organisational unit, engages in

business activities, earns revenue and incurs expenses, and whose operating results are reviewed regularly by the chief

operating decision-maker to allocate resources and assess performance.

The Group’s operating segments are Agri, Industrial and Corporate, being the divisions reported to the executive management

and Board of Directors to assess performance of the Group and allocate resources. The principal measure of performance for each

segment is EBIT (earnings before interest and tax). As a result, finance costs and taxation have not been allocated to each segment.

Agri Division

The Agri Division manufactures and distributes dairy rubberware which includes milking liners, tubing, filters and feeding teats,

together with other related agricultural products and dairy vacuum pumps to global agricultural markets.

Industrial Division

The Industrial Division manufactures and distributes technical polymer products across a number of industrial markets,

including construction, infrastructure, automotive, mining and general industrial, together with industrial vacuum pump systems

for a variety of industrial applications worldwide.

Corporate Division

The Corporate Division includes the Parent company and other central administration expenses that have not been allocated

to the Agri and Industrial Divisions.

(a) Business segment analysis

For the year ended 30 June 2020

Agri

$000

Industrial

$000

Corporate

$000

Eliminations

$000

Total

$000

Revenue93,609157,932-(152)251,389

Segment EBIT25,40520,862(3,783)242,486

Profit before tax, finance costs and share

of profit of associate

42,486

Finance costs(2,582)

Share of net profit of associates(73)

Profit for the year before tax39,831

Income tax expense(10,767)

Net after-tax profit29,064

Assets and liabilities

Segment assets127,056136,23120,355-283,642

Segment liabilities16,06935,99047,020-99,079

Net assets110,987100,241(26,665)-184,563

Other segment information

Capital expenditure6,7072,74012-9,459

Cash flow

Segment EBIT25,40520,862(3,783)242,486

Adjustments for:

- Depreciation and amortisation4,9537,703111-12,767

- Non-cash items--1,002-1,002

Movement in working capital(884)4,4371,622(2)5,173

Segment cash flow29,47433,002(1,048)-61,428

Finance and tax cash expense(11,152)

Movement in finance and tax accrual(2,270)

Net cash flow from operating activities48,006

Notes to the Financial Statements

For the year ended 30 June 2020

51

1. Segment Information (continued)
For the year ended 30 June 2019

Agri

$000

Industrial

$000

Corporate

$000

Eliminations

$000

Total

$000

Revenue88,750157,188-(146)245,792

Segment EBIT22,79222,876(3,870)-41,798

Profit before tax and finance costs41,798

Finance costs(1,785)

Share of net profit of associates23

Profit for the year before tax40,036

Income tax expense(10,973)

Net after-tax profit29,063

Assets and liabilities

Segment assets112,784122,93021,345-257,059

Segment liabilities9,63118,69450,342-78,667

Net assets103,153104,236(28,997)-178,392

Other segment information

Capital expenditure1,9268,33664-10,326

Cash flow

Segment EBIT22,79222,876(3,870)-41,798

Adjustments for:

- Depreciation and amortisation4,1192,94766-7,132

- Non-cash items--636-636

Movement in working capital104(7,959)(56)-(7,911)

Segment cash flow27,01517,864(3,224)-41,655

Finance and tax cash expense(11,480)

Movement in finance and tax accrual(1,255)

Net cash flow from operating activities28,920

Major customers

The Agri and Industrial Divisions generate revenue from a large number of customers.

For the Agri Division, the three largest customers account for 36.6% (2019: 36.0%) of the Agri Division revenue.

For the Industrial Division, the three largest customers account for 9.9% (2019: 9.3%) of the Industrial Division revenue.


SKELLERUP ANNUAL REPORT 2020

52

2. Operating Revenue
The Group is in the business of providing technical polymer and elastomer products. Revenue from contracts with

customers is recognised when control of the goods or services are transferred to the customer at an amount that ref lects

the consideration to which the Group expects to be entitled in exchange for those goods and services. The Group has

concluded that it is the principal in its revenue arrangements, because it controls the goods and services before transferring

them to the customer.

NZ IFRS 15 – Revenue from contracts with customers

Skellerup implemented NZ IFRS 15 for the first time in 2018 using the full retrospective method of adoption.

The Agri and Industrial segments have similar performance obligations. The performance obligation is satisfied upon delivery

of product and payment is generally due within 30 to 120 days of delivery. Some contracts provide customers with volume

rebates which give rise to variable consideration and are accounted for accordingly. There are no maintenance or service

contracts with customers.

1. Segment Information (continued)

(b) Geographical revenue

Revenue from external customers by geographical locations is detailed below. Revenue is attributed to each geographical

location based on the location of the customers. Differences in foreign currency translation rates can impact comparisons

between years.

2020

$000

2019

$000

New Zealand55,98050,776

Australia48,05449,151

North America81,11178,278

Europe32,32033,994

United Kingdom and Ireland12,69113,917

Asia20,34116,614

Other8923,062

Total revenue251,389245,792

(c) Assets by geographical location

The non-current segment assets are scheduled by the geographical location in which the asset is held. The non-current assets,

which include property, plant and equipment, right of use assets, goodwill and intangible assets for each geographical location,

are as follows:

2020

$000

2019

$000

New Zealand110,658105,535

Australia11,8028,504

Europe13,92610,123

United Kingdom and Ireland17,7878,489

Asia7,0237,635

North America4,5861,543

Non-current assets by geographical location165,782141,829

53

4. Other income
2020

$000

2019

$000

Interest income2614

Government grants received87432

Realised and unrealised foreign currency gains/(losses)685 (170)

Other sundry income906505

Total other income2,491381

Government grants have been received by some entities in the Group under wage subsidy and job retention support schemes

offered by some countries in response to COVID-19.

3. Expenditure included in Net Profit for the Year

Net profit for the year has been arrived at after charging the items noted below. Where the GST/VAT incurred on a purchase

of goods and services is not recoverable from the taxation authority, the GST/VAT is recognised as part of the expense item

as applicable.


Note

2020

$000

2019

$000

Employee benefits expense

Wages and salaries (including annual leave, long-service leave,

CEO share scheme and sick leave)

52,10447,743

Termination benefits3196

Defined contribution expense2,4662,725

Total employee benefit expense54,60150,564

Depreciation, amortisation and impairment expense

Depreciation of property, plant and equipment97,2726,961

Depreciation and impairment of right of use assets95,228-

Amortisation of intangible assets10267171

Total depreciation and amortisation expense12,7677,132

Total (gain)/loss on disposal of property, plant and equipment2216

Total product development costs3,8633,986

Operating lease and rental costs4634,884

Remuneration of auditors

Audit of the financial statements by Parent company auditors499461

Other auditors’ fees for the audit of the financial statements in foreign jurisdictions9383

Taxation services provided by Parent company auditors-13

Total remuneration of auditors592557

SKELLERUP ANNUAL REPORT 2020

54

5. Taxation
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from,

or paid to, the taxation authorities based on the current period’s taxable income. The tax rates and tax laws used to compute the

amount are those that are enacted or substantively enacted by the balance sheet date.

Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets and

liabilities and their carrying amounts for financial reporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences except:

• For a deferred income tax liability arising from the initial recognition of goodwill; or

• Where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a

business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and

unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary

differences, and the carry-forward of unused tax assets and unused tax losses can be utilised. The carrying amount of deferred

income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient

taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

(a) Income statement

2020

$000

2019

$000

Current income tax

Current income tax charge/(credit)10,948 10,450

Prior-year adjustments8 (74)

Deferred income tax

Temporary difference reversal/(origination)(147)468

Prior-year adjustments(32) 127

Effect of movements in tax rates(10)2

Income tax expense as per income statement10,76710,973

(b) Amounts charged/(credited) to other comprehensive income


Note

2020

$000

2019

$000

Current income tax

Fair value of derivative financial instruments1717206

Translation of foreign operations17109(37)

Total income tax expense/(credit) relating to other comprehensive income126169

55

5. Taxation (continued)
(c) Reconciliation


2020

$000

2019

$000

Total profit before tax as reported39,831 40,036

Tax percentage at Parent company rate28%28%

Tax at Parent company rate11,153 11,210

Non-deductible expenses/(non-assessable income)27377

Tax effects of non-New Zealand profits(625)(369)

Adjustments for prior years(24)53

Effect of movements in tax rates(10)2

Income tax as per income statement10,76710,973

(d) Deferred tax assets and liabilities


2020

$000

2019

$000

Deferred tax asset3,125 2,822

Deferred tax liability(2,042)(1,950)

Net tax asset1,083872

The movement in the net deferred tax assets and liabilities is provided below:

2020

Opening

Balance

$000

Charged to

Income

$000

Charged to Other

Comprehensive

Income

$000

Foreign

Currency

Movements

$000

Closing

Balance

$000

Property, plant and equipment(2,044)(212)-(26)(2,282)

Provisions and accruals2,926475-333,434

Financial derivatives(52)-(17)-(69)

Other42(44)-2-

Net tax asset872219(17)91,083

2019

Opening

Balance

$000

Charged to

Income

$000

Charged to Other

Comprehensive

Income

$000

Foreign

Currency

Movements

$000

Closing

Balance

$000

Property, plant and equipment(1,588)(441)-(15)(2,044)

Provisions and accruals3,161(198)-(37)2,926

Financial derivatives154-(206)-(52)

Other-42--42

Net tax asset1,727(597)(206)(52)872

(e) Imputation credit account


Note

2020

$000

2019

$000

Balance at the beginning of the year41 12

Attached to dividends paid20(4,795)(4,773)

Income tax paid in New Zealand4,901 4,802

Total imputation credits14741

SKELLERUP ANNUAL REPORT 2020

56

7. Trade and Other Receivables and Prepayments
Trade receivables represent the Group’s right to an amount of consideration that is unconditional. Trade receivables are

recognised and measured at the transaction price determined under NZ IFRS 15. The Group recognises an allowance for

expected credit losses where there is an increase in credit risk subsequent to initial recognition.

2020

$000

2019

$000

Trade receivables42,51046,872

Less allowance for expected credit losses (725)(548)

41,78546,324

GST/VAT receivable311285

Other4,3094,150

Total trade and other receivables and prepayments46,40550,759

The average credit period for the sale of goods is 56 days (2019: 63 days). The Group offers credit terms ranging from 30 to 120

days to those customers for whom the Group has been able to validate acceptable credit quality. The credit terms and limits are

reviewed monthly. No interest is charged on the trade receivables.

An impairment analysis is performed at each reporting date using a provision matrix to measure expected credit losses. The

matrix uses a probability weighted outcome that takes into account the age of receivables, past events and current conditions.

Trade receivables are written off if considered uncollectable.

Of the trade receivables balance at the end of the year, $9.82 million (2019: $7.99 million) representing 23.5% (2019: 17.2%) of

the trade receivables are due from the Group’s three largest customers. The balances due from these customers are current and

are considered to be a low credit risk to the Group.

Ageing of past due but not impaired trade receivables

2020

$000

2019

$000

One to 30 days9,25711,447

31 to 60 days187782

61 days plus9251,828

Total past due trade receivables10,36914,057

Movement in the allowance for doubtful debts:

Balance at the beginning of the year548347

Impaired losses recognised258 229

Amounts written off as uncollectable(92)(5)

Impairment losses reversed-(15)

Net foreign currency exchange differences11(8)

Balance at the end of the year725548

6. Cash and Cash Equivalents

Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term deposits with an original

maturity of three months or less.

For the purposes of the cash flow statement, cash and cash equivalents consist of cash and cash equivalents as defined above,

net of outstanding bank overdrafts. Cash flows are included in the cash flow statement on a gross basis and the GST/VAT

component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation

authority, is classified as operating cash flows.

In New Zealand, some Group companies operate bank accounts in overdraft. Under the Group, bank facility overdrafts have

a legal right of set-off against bank accounts in funds. Therefore, only the net in funds position has been disclosed.

Cash and cash equivalents at the end of the year as shown in the cash flow statement can be reconciled to the related

items in the balance sheet.

All cash is available and under the control of the Group and there are no restrictions relating to the use of the cash

balances disclosed.

57

8. Inventories
The Group applies an inventory valuation policy of valuing at the lower of original cost or net realisable value. Where inventory

is written down below cost, estimates are made of the realisable value less cost to sell to determine the net realisable value.

Costs incurred in bringing each product to its present location and conditions are accounted for as follows:

• Raw materials as the purchase cost on a first-in, first-out basis;

• Finished goods and work-in-progress as the cost of direct materials and labour and a proportion of manufacturing overheads

based on normal operating capacity but excluding borrowing costs.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion

and the estimated costs necessary to make the sale.


2020

$000

2019

$000

Raw materials10,6438,909

Work-in-progress2,8522,642

Finished goods38,60336,788

Total inventories52,09848,339

The value of inventories is net of $2,695,266 (2019: $2,540,737) in respect of write-downs across all categories of inventory to

net realisable value. All inventory write-down movements are included in the cost of sales.

SKELLERUP ANNUAL REPORT 2020

58

9. Property, Plant and Equipment
All classes of property, plant and equipment are recorded initially at cost, including costs directly attributable to bringing the

asset to working condition and ready for its intended use. Subsequently, property, plant and equipment is measured at cost less

accumulated depreciation and accumulated impairment. Depreciation of property, plant and equipment, other than freehold

land, which is carried at cost, is calculated on a straight-line basis over the estimated useful life of the asset as follows:

Buildings: 40 years

Plant and equipment: Two to 30 years

Furniture, fittings and other: Five to 10 years

Right of use assets: One to 11 years

The estimation of the useful lives of assets has been based on historical experience, manufacturers’ warranties and

management’s judgement on the performance of the asset. Adjustments to useful lives are made when considered necessary.

The depreciation charges are disclosed below. At each reporting date, the Group assesses whether or not there is any

indication that an asset may be impaired. Where an indicator of impairment exists, the Group makes a formal estimate of the

recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired

and is written down to its recoverable amount.

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected

to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the difference

between the net disposal proceeds and the carrying amount of the item) is included in the income statement in the year in

which the item is derecognised.

Right-of-use assets comprise property, motor vehicles

& plant and represents the Group’s right to use those underlying assets

as a lessee under lease agreements.

Note

Freehold

Land

$000

Freehold

Buildings

$000

Plant and

Equipment

$000

Furniture,

Fittings

and Other

$000

Right of

use assets

$000

Total

$000

Cost

Balance 1 July 20187,08434,523108,1917,636-157,434

Additions-(40)4,618746-5,324

Disposals--(950)(290)-(1,240)

Net foreign currency exchange differences--(1,128)(77)-(1,205)

Balance 30 June 20197,08434,483110,7318,015-160,313

Initial recognition----18,49118,491

Additions--3,3337278,60812,668

Disposals--(1,599)(383)-(1,982)

Net foreign currency exchange differences--1,055 111 (61)1,105

Balance 30 June 20207,08434,483113,5208,47027,038190,595

Accumulated depreciation and impairment

Balance 1 July 2018-1,51756,8925,659-64,068

Depreciation expense3-9115,452598-6,961

Disposals--(757)(283)-(1,040)

Net foreign currency exchange differences--(899)(73)-(972)

Balance 30 June 2019-2,42860,6885,901-69,017

Depreciation expense3-

9115,6357274,972 12,245

Disposals--(1,168)(351)-(1,519)

Impairment--67 -255322

Net foreign currency exchange differences--790 83 -873

Balance 30 June 2020-3,33966,0126,3605,22780,938

Carrying value

As at 30 June 20197,08432,05550,0432,114-91,296

As at 30 June 20207,08431,14447,5082,11021,811109,657

Plant and equipment and freehold buildings include work in progress of $1,069,000 (2019: $1,389,000).

Capital expenditure commitments are $767,000 (2019: $830,000).

59

10. Intangible Assets
The Group’s intangible assets consist mainly of goodwill, software costs and customer relationships.



Note

Goodwill


$000

Software


$000

Customer

Relationships

$000

Total


$000

Cost

Balance 1 July 201845,9669,225-55,191

Additions4,1941436324,969

Disposals-(20)-(20)

Net foreign currency exchange differences(684)(29)-(713)

Balance 30 June 201949,4769,31963259,427

Additions4,907493-5,400

Disposals-(26)-(26)

Net foreign currency exchange differences525(329)-196

Balance 30 June 202054,9089,45763264,997

Accumulated amortisation

Balance 1 July 2018-8,769-8,769

Disposals-(20)-(20)

Amortisation expense3-171-171

Net foreign currency exchange differences-(26)-(26)

Balance 30 June 2019-8,894-8,894

Disposals-(328)-(328)

Amortisation expense3-17790267

Net foreign currency exchange differences39-39

Balance 30 June 2020-8,782908,872

Carrying value of goodwill and intangible assets

As at 30 June 201949,47642563250,533

As at 30 June 202054,90867554256,125

Goodwill

Goodwill acquired in a business combination is measured initially at cost, being the excess of the consideration transferred over

the fair value of the Group’s net identifiable assets acquired and liabilities assumed. If this consideration transferred is lower

than the fair value of the net identifiable assets of the subsidiary acquired, the difference is recognised in the income statement.

Separately recognised goodwill is tested annually for impairment and carried at cost less any accumulated impairment losses.

Impairment losses on goodwill are not reversed.

The Group determines whether or not goodwill associated with items with indefinite useful lives is impaired at least on an

annual basis. This requires certain assumptions being made in determining the recoverable amount of the cash-generating

units, using a value-in-use discounted cash flow methodology, to which the goodwill has been allocated. The assumptions

used in determining the recoverable amount and the carrying amount of goodwill are detailed below.

SKELLERUP ANNUAL REPORT 2020

60

10. Intangible Assets (continued)
Software

Identifiable intangible assets, which are acquired separately or in a business combination, are capitalised at cost at the date of

acquisition and stated at cost less any accumulated amortisation and impairment losses. Subsequent expenditure on intangible

assets is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other

expenditure is expensed as incurred. Software costs are recorded as intangible assets and amortised over a period of 10 years.

Research and development costs

Research costs are expensed as incurred. Development expenditure incurred on an individual project is carried forward when

its future recoverability can be regarded reasonably as assured. Following the initial recognition of the development expenditure,

the cost model is applied requiring the asset to be carried at cost less any accumulated amortisation and accumulated

impairment losses.

Any expenditure carried forward is amortised over the period of expected future sales from the related project.

The amortisation period and amortisation method for development costs are reviewed at each financial year-end. If the

useful life or method of consumption is different from that of the previous assessment, changes are made accordingly.

Impairment tests for goodwill

(i) Description of cash-generating units

Goodwill acquired through business combinations has been allocated to the business units acquired, with the exception

of the purchase of Silclear Limited and Nexus Performance Foams Limited, which have their own cash generating units (CGUs).

In some circumstances business units are combined into a larger CGU for the purposes of testing to determine fairly the

recoverable amount against the value in use.

The goodwill allocated to each cash-generating unit is shown in the table below. The changes in goodwill recorded are

attributable to exchange rate movements on the translation of the goodwill balances denominated in foreign currencies and the

acquisition of Silclear Limited. The net present value of future estimated cash flows exceeds the recoverable amount of goodwill

allocated to each cash-generating unit based on a value-in-use calculation. A pre-tax discount rate of 11.35% (2019: 11.12%) has

been applied to discount future estimated cash flows to their present value.

Cash-generating unit

2020

$000

2019

$000

Gulf33,93133,600

Ambic7,6457,530

Deks3,8013,721

Stevens431431

Nexus4,1634,194

Silclear4,937-

Total goodwill54,90849,476

(ii) Assumptions used to determine the recoverable amount

The estimated future cash flows generated have been determined from the business plans and detailed budgets prepared by

management as part of the annual business planning that is reviewed and approved by the Board of Directors. Such forecasts

analyse and quantify a range of growth objectives which form the basis for determining the business growth and direction over

the next three years.

For periods beyond 2020, the Group anticipates that business results will continue to improve due to new product developments,

the benefits of established customer relationships and expansion into new and existing niche markets. The estimated cash flow

in perpetuity is based upon the forecast year five cash flows and then an estimate of sustainable growth beyond this time period

of 1.5% per annum.

61

11. Trade and Other Payables
Trade and other payables are carried at amortised cost and, due to their short-term nature, are not discounted. They represent

liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid, and arise when

the Group becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are

unsecured and paid usually within 30 to 60 days of recognition.

2020

$000

2019

$000

Trade payables12,63513,256

Employee entitlements2,7152,124

Sundry payables and accruals8,0456,651

GST payable1,411964

Total trade and other payables24,80622,995

The average credit period on purchases of all goods and services represents an average of 31 days credit

(2019: 34 days credit). The Group has financial risk management policies in place to ensure that all payables are met within

acceptable terms and conditions of purchase.

10. Intangible Assets (continued)

Key assumptions used in the value-in-use calculations are as follows:

Revenue assumptions

Revenue has been forecast to increase in a range of 0% to 17% per annum on a weighted average basis over the following five-

year period in line with the Group’s strategic business plans to develop and introduce new products, in addition to continuing to

support and grow the Group’s existing global customer relationships.

Discount rate assumptions

The discount rate is intended to reflect the time value of money and the risks specific to each cash-generating unit achieving its

forecast cash flows. In determining the appropriate discount rate, regard has been given to the weighted average cost of capital

of the Group, which has been updated as at 30 June 2020, to reflect the current market interest rates and the additional cost of

capital applicable in the current risk environment.

Commodity cost pricing assumptions

With the base raw material component being synthetic and natural rubbers sourced from Asia, the pricing of these raw

materials can fluctuate: many of the synthetics are by-products of the petrochemical industry, and natural rubbers are influenced

by global supply and demand influences. Pricing assumptions have been made in the Group forecasts that any cost increases

driven by commodity price changes will be passed through to customers.

Market share assumptions

In preparing forecasts, the Group’s business plans show no loss of market share. The Group’s strategy is to continue to expand

in global markets, especially in North America and Europe. This is the case particularly for the Gulf cash-generating unit, which

has dedicated manufacturing and distribution capabilities established in these markets.

Growth rate assumptions

The growth rates have been based on business plan assumptions applied in the preparation of the annual budgets for the new

financial year and the following two years, with assumed lower growth rates in years four and five and in perpetuity. This process

is based on key strategies that have been quantified at a product and customer level, reviewed by senior management and

signed off by the Board of Directors.

(iii) Sensitivity to assumption changes

Estimates made of future cash flows are based on current market conditions. With trading across a number of different products

covering a wide industry base, and through a number of international markets, the risk of significant change to cash flow

projections is mitigated. Any change in future cash flow projections, which is influenced by price changes, foreign currency

movements and competitor activities, is expected to have only minimal impact and is unlikely to cause an impairment risk to

the goodwill allocated to the various cash-generating units, particularly with the estimated net present value of each cash-

generating unit tested well above the carrying value of assets, including goodwill.

SKELLERUP ANNUAL REPORT 2020

62

12. Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event. It is

probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable

estimate can be made of the amount of the obligation.

Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the

reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to

any provision is presented in the income statement net of any reimbursement. Provisions are measured at the present value of

management’s best estimates of the expenditure required to settle the present obligation at the balance date.

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a

pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the

liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.


2020

$000

2019

$000

Provisions

Employee entitlements5,7595,538

Warranties335708

Total provisions6,0946,246

Current4,8114,840

Non-current1,2831,406

Total provisions6,0946,246

Warranties


2020

$000

2019

$000

Balance at the beginning of the year7081,346

Additional provisions recognised143298

Reductions arising from payments/sacrifices of economic benefits(454)(656)

Reductions arising from remeasurement or settlement without cost(66)(259)

Net foreign currency exchange differences4(21)

Balance at the end of the year335708

Employee entitlements

(i) Wages, salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be

settled within 12 months of the reporting date are recognised in respect of employees’ services up to the reporting date. They

are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are

recognised when the leave is taken and are measured at the rates paid or payable.

(ii) Long-service leave

The liability for long-service leave is recognised and measured at the present value of expected future payments to be made

in respect of services provided by employees up to the reporting date using a probability calculation of the employee reaching

the future service milestones. Consideration is given to expected future wage and salary levels, experience of employee

departures and periods of service. Expected future payments are discounted using market yields at the reporting date with

terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.

63

13. Interest-bearing Loans and Borrowings
All loans and borrowings are recognised initially at the fair value of the consideration received less directly attributable

transaction costs. After initial recognition, interest-bearing loans and borrowings are measured subsequently at amortised cost

using the effective interest method. Borrowings are classified as current liabilities unless the Group has an unconditional right

to defer settlement of the liability for at least 12 months after the reporting date.


2020

$000

2019

$000

Secured at amortised cost

Balance at the beginning of the year46,21540,400

Drawdowns36,05132,450

Repayments(40,133)(26,627)

Net foreign currency exchange differences(3)(8)

Balance at the end of the year42,13046,215

Effective interest rate2.14%3.43%

The carrying amounts disclosed above approximate fair value. Bank loans are provided under a $70 million multi-currency

facility agreement with ANZ Bank New Zealand Limited (ANZ Bank) which has an expiry date of 31 August 2023.

Derivative financial instruments are used by the Group in the normal course of business in order to hedge exposure

to f luctuations in interest and foreign exchange rates. The carrying amount of tangible assets of the Charging Group

(which excludes Skellerup Rubber Products Jiangsu Limited and other smaller entities in the Group) totalling $189 million

is pledged as security to ANZ Bank to secure the above term loans.

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset (i.e. an asset which

necessarily takes a substantial period of time to prepare for its intended use or sale) are capitalised as part of the cost of that

asset. All other borrowing costs are expensed in the period in which they occur.

12. Provisions (continued)

(iii) Defined contribution scheme

The Group contributes to post-employment schemes for its employees. Under these schemes, the benefits received by the

employee are determined by the amount of the contribution paid by the Group, together with any investment returns and, hence, the

actuarial and investment risk is borne entirely by the employee. Therefore, because the Group’s obligations are determined by the

amount paid during each period, no actuarial assumptions are required to measure the obligation or the expense.

Warranties

In determining the level of provision required for warranties, the Group has made judgements in respect of the expected

performance of products and the costs of rectifying any products that do not meet the customers’ quality standards. The provision for

warranty claims represents the present value of the Directors’ best judgement or estimate of the future outflow of economic benefits

that will be required under the Group’s various product warranty programmes.

The estimate has been made on the basis of the expected performance of products, historical warranty trends, the costs of rectifying

any products that do not meet the customers’ quality standards and insurance arrangements the Group has in place. The actual cost

may vary as a result of new materials, altered manufacturing processes or other events affecting product quality.

SKELLERUP ANNUAL REPORT 2020

64

15. Contributed Equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown

in equity as a deduction, net of tax, from the proceeds.

Number

of shares

Value

$000

Balance 1 July 2018192,805,80769,732

Balance 30 June 2019 194,753,340 72,173

Balance 30 June 2020 194,753,340 72,173

All shares are fully paid and have no par value. Each ordinary share confers on the holder one vote at any shareholder meeting

of the Company and carries the right to dividends.

The Directors’ objective is to ensure the entity continues as a going concern, as well as to maintain optimal returns to

shareholders and benefits for other stakeholders. The Directors aim to provide a capital structure which:

• Provides an efficient and cost-effective source of funds;

• Is balanced with external debt to provide a secure structure to support the short and long-term funding of the Group; and

• Ensures that the ratio of funds sourced from shareholders and external debt is maintained proportionately at a level which

does not create a credit and liquidity risk to the Group.

The Company is listed on the New Zealand Exchange and is, therefore, subject to continuous disclosure obligations to inform

shareholders and the market of any matters which affect the capital of the Company. This includes changes to the capital structure,

new share issues, dividend payments and any other significant matter which affects the creditworthiness or liquidity of the Group.

The Group is not subject to any externally imposed capital requirements.

14. Lease Liabilities

The Group adopted NZ IFRS 16 for the reporting period ended 30 June 2020.

The adoption of IFRS 16 results in leases being recognised on the balance sheet. Lease payments are now recorded as a

repayment of the lease obligation and interest expense instead of as an operating expense in the income statement. Lease

assets are depreciated on a straight-line basis over the current lease term. The Group has recognised lease assets and lease

liabilities at the present value of future lease payments for existing lease terms and all lease renewal options that are reasonably

certain to be exercised. Certain low value assets were excluded. The costs of these low value leases continue to be recognised

as an expense in the Income Statement. The lease liabilities disclosed do not include future cash flows for leases where the

Group does not intend to exercise its rights to extend existing leases nor the future cash flows following the dates at which

Skellerup intends to exercise termination options. The weighted average incremental borrowing rate applied to lease liabilities

recognised in the statement of financial position on transition at 1 July 2019 was 4.44%.

IFRS 16 have been applied retrospectively with the cumulative effect of applying the Standard recognised at initial application

on 1 July 2019. Prior year comparative figures have not been restated.


2020

$000

2019

$000

As at 1 July 2019--

Initial recognition18,491-

Additions/Terminations8,551-

Accretion of interest938-

Payments(5,609)-

Net foreign currency exchange differences(55)-

As at 30 June 202022,316-

The lease liabilities as at 1 July 2019 can be reconciled to the operating lease commitments as of 30 June 2019, as shown in the

table below.


$000

Operating lease commitments as at 30 June 201920,928

Weighted average incremental borrowing rate as at 1 July 20194.44%

Discounted operating lease commitments recorded as lease liabilities as at 1 July 201918,491

65

17. Reserves
2020

$000

2019

$000

Reserve balances

Cash flow hedge reserve176132

Foreign currency translation reserve(7,615)(9,771)

Employee share plan reserve374149

Total reserves(7,065)(9,490)

The cash flow hedge reserve is intended to recognise the fair value movements of the effective derivatives held to hedge

interest rate and foreign currency risk. A summary of movements is shown in the table below.


Note

2020

$000

2019

$000

Cash flow hedge reserve

Balance at the beginning of the year132(397)

Gain/(loss) recognised on cash flow hedges:

- Foreign exchange contracts130813

- Interest rate swaps(69)(78)

- Income tax related to gains / (losses) recognised in other comprehensive income5(17)(206)

Movement for the year44529

Balance at the end of the year176132

Exchange differences relating to the translation of values from the functional currencies of the Group’s foreign subsidiaries

into New Zealand dollars are brought to account by entries made directly to the foreign currency translation reserve.

A summary of movements is shown in the table below.


Note

2020

$000

2019

$000

Foreign currency translation reserve

Balance at the beginning of the year(9,771)(8,059)

Gain/(loss) recognition:

- Foreign exchange movements on translation of foreign operations2,265(1,749)

- Income tax related to gains/(losses) recognised in other comprehensive income5(109)37

Movement for the year2,156(1,712)

Balance at the end of the year(7,615)(9,771)

The employee share plan reserve is used to record the value of share-based payments provided to employees, including key

management personnel, as part of their remuneration. A summary of movements is shown in the table below.


Note

2020

$000

2019

$000

Employee share plan reserve

Balance at the beginning of the year149471

Shares redeemed during the year-(471)

Expense recognised/(redeemable shares paid) for the year18225149

Balance at the end of the year374149

16. Finance Costs

2020

$000

2019

$000

Interest on bank overdrafts and borrowings1,2001,352

Bank facility fees444433

Interest on capitalised leases938-

Total finance costs in Income Statement2,5821,785

SKELLERUP ANNUAL REPORT 2020

66

19. Earnings per Share
Earnings per share is calculated as net profit attributable to members of the Parent, adjusted to exclude any costs of servicing

equity (other than dividends), divided by the weighted average number of ordinary shares.

2020

Cents

per share

2019

Cents

per share

Basic earnings per share14.9214.96

Diluted earnings per share14.8014.80

The earnings and weighted average number of ordinary shares used in the calculation of earnings per share are as follows:

2020

$000

2019

$000

Earnings used in the calculation of earnings per share29,06429,063

Weighted average number of ordinary shares for

- Basic earnings per share194,753,340 194,289,134

- Diluted earnings per share196,353,340 196,353,340

18. Share-based Incentive Scheme

Skellerup Group operates a long-term incentive scheme for the benefit of senior executives. The scheme permits the Board to

grant options to acquire fully paid shares in the Company. The options are able to be exercised by the recipients subject to their

continued employment in a future period as determined by the Board of Skellerup.

On 26 October 2018 the Board awarded 1,600,000 options, issued at an exercise price of NZ$2.12, being the weighted average

price of Skellerup’s shares in the prior twenty-day trading period. Option holders will be able to exercise the options in the

period beginning on 1 September 2020 and ending on 1 November 2020. Upon exercise, option holders will be issued one

ordinary share in Skellerup per option exercised or alternatively the option holder may elect to be issued the number of shares

as is equal to the difference between the market value of Skellerup’s ordinary shares and the exercise price. The options have

been fair valued using the Black-Scholes formula. The fair value has been determined as NZ$411,000. The expense recognised

in the current period for the Chief Executive Officer and Chief Financial Officer’s Incentive Scheme is NZ$225,000.

67

21. Financial Risk Management Objectives and Policies
The Group’s principal financial instruments comprise receivables, payables, bank loans and overdrafts, cash and derivatives.

Because of these financial instruments, the principal financial risks to the Group are movements in foreign currency and interest

rates. Credit risk and liquidity risk are considered also to be risk areas and are, therefore, closely managed.

The Board reviews and agrees upon policies for managing financial risk. The Group enters into derivative transactions,

principally forward foreign currency contracts and interest rate swaps. The purpose is to manage the currency and interest rate

risks arising from the Group’s operations and its sources of finance.

Credit risk is managed through regular review of aged analysis of receivable ledgers. The credit risk exposures are the

receivables recorded in Note 7. Liquidity risk is monitored through the review of future rolling cash flow forecasts. These cash

flow forecasts are updated on a weekly basis with particular emphasis placed on the prospective four-week period. These

forecasts are monitored constantly against limitations of the entire debt facility.

Risk exposures and responses

(i) Interest rate risk

The Group’s exposure to market interest rates relates primarily to the Group’s long-term debt obligations.

The Group’s policy is to monitor its interest rate exposure and to hedge the volatility arising from interest rate changes by

entering into interest rate swap contracts that cover a minimum of 25% and a maximum of 75% of the core debt. Core debt

is defined as debt in excess of $15 million that is not expected to be repaid from available cash flows within an 18-month

time horizon.

The level of debt is disclosed in Note 13. A reasonably expected movement in the interest rate would not have a material impact

on profit or equity. At balance date, the Group had the following mix of financial assets and liabilities exposed to interest rate

risk. Details of financial instruments in place to manage this risk are disclosed in Note 21.

2020

$000

2019

$000

Financial assets

Cash and cash equivalents13,6179,639

Financial liabilities

Bank loans42,13046,215

Net exposure(28,513)(36,576)

20. Retained Earnings

2020

$000

2019

$000

Balance at the beginning of the year115,709110,539

Net profit for the year29,06429,063

Share incentive scheme-451

Payment of dividends(25,318)(24,344)

Balance at the end of the year119,455115,709

During the reporting period a dividend of 7.5 cents per share (imputed 50%) was paid on 17 October 2019 and 5.5 cents per

share (imputed 50%) on 19 March 2020. The imputation tax credits totalled $4,794,626 (2019: $4,772,620).

SKELLERUP ANNUAL REPORT 2020

68

21. Financial Risk Management Objectives and Policies (continued)
(ii) Foreign currency risk

The Group imports raw materials and finished goods and exports finished goods to a number of foreign customers. The main

foreign currencies traded are US dollars (USD), Australian dollars (AUD), British pounds (GBP) and Euro (EUR).

The Group seeks to cover up to 100% of the net foreign currency cash flow forecast, for the next 12-month period, with foreign

currency contracts. Where the foreign currency cash flows can be forecasted reliably beyond the future 12-month period, such

cash flows may also be covered by foreign currency contracts of up to 50% of the forecast cash flows.

The Group also has translational currency exposures. Such exposures arise from subsidiary operating entities that transact in

currencies other than the Group’s functional currency. Currently, the Group does not hedge these exposures.

Foreign currency net monetary assets

The Group has the following net monetary assets in foreign currency values which are in different currencies from the

subsidiary’s base currency and will revalue either through the income statement or the statement

of comprehensive income:

Cash and Cash

Equivalents

$000

Receivables


$000

Payables


$000

Net Monetary

Assets

$000

30 June 2020

USD1,4204,8022,0724,150

AUD3931,3762601,509

GBP974732568

EUR4671,7164061,777

30 June 2019

USD1,2894,4551,8523,892

AUD1132,143632,193

GBP150512-662

EUR3631,3632531,473

The foreign currency denominated values as shown in the table above converted to New Zealand dollars as follows:

2020

$000

2019

$000

Financial assets

Cash and cash equivalents3,6113,405

Trade and other receivables14,77812,645

18,38916,050

Financial liabilities

Trade and other payables5,2363,382

Net exposure13,15312,668

69

21. Financial Risk Management Objectives and Policies (continued)
Foreign currency sensitivity

Net Profit after TaxNet Equity

Higher/(Lower)

2020

$000

2019

$000

2020

$000

2019

$000

Foreign currency rates

Increase +10%(872)(836)(9,483)(8,994)

Decrease -5%5054845,4905,207

Significant assumptions used in the foreign currency exposure sensitivity analysis are as follows:

(a) The range of possible foreign exchange rate movements was determined by a review of the last two years’ historical

movements and economists’ views of future movements.

(b) The Group’s trend of trading in foreign currency values is not expected to change materially over future periods.

(c) The Group’s net exposure to foreign currency at balance date is representative of past periods and is expected

to remain relatively consistent for the future 12-month period.

(d) The price sensitivity of derivatives has been based on a reasonably possible movement of the spot rate applied

at balance date.

(e) The effect on other comprehensive income results from foreign currency revaluations through the cash flow hedge

reserve and the foreign currency translation reserve.

(f) The sensitivity analysis does not include financial instruments that are non-monetary items as these are

not considered to give rise to a currency risk.

(iii) Credit risk

All customers who trade with any Group subsidiary on credit terms are subject to credit verification procedures including an

assessment of their independent credit rating and financial position. Risk limits are set for individual customers according to the

risk profile of each and, where it is considered appropriate, registrations are made to record a secured interest in the products

supplied. Receivable balances are monitored on an ongoing basis with appropriate provisions held for doubtful debts.

(iv) Liquidity risk

The Group monitors its future cash inflows and outflows through rolling cash flow forecasts. At balance date, the liquidity risk is

considered to be low with the bank facility not fully drawn, compliance with bank covenants, and forecast cash flows reporting

positive operating cash generation for the Group over the next financial year. The following maturity analysis shows the profile

of future payment commitments of the Group. With the available bank facility and the ability for the business to generate future

positive operating cash inflows, the obligation to meet the forward commitments is considered to be a low risk.

SKELLERUP ANNUAL REPORT 2020

70

21. Financial Risk Management Objectives and Policies (continued)
Maturity analysis of financial assets and liabilities

The following table represents both the expected and contractual maturity and cash flows of receipts and payments.


Balance 30 June 2020

Zero to Six

Months

$000

Seven to 12

Months

$000

One to Five

Years

$000

More than

Five Years

$000

Total

$000

Financial assets

Cash and cash equivalents13,617---13,617

Trade and other receivables and prepayments44,9624839501046,405

Derivatives378-438-816

58,9574831,3881060,838

Financial liabilities

Trade and other payables24,63768101-24,806

Lease liabilities2,1682,37612,7924,98022,316

Interest-bearing loans830-41,300-42,130

Derivatives440-132-572

28,0752,44454,3254,98089,824

Net total30,882(1,961)(52,937)(4,970)(28,986)

Balance 30 June 2019

Zero to Six

Months

$000

Seven to 12

Months

$000

One to Five

Years

$000

More than

Five Years

$000

Total

$000

Financial assets

Cash and cash equivalents9,639---9,639

Trade and other receivables and prepayments50,0815041641050,759

Derivatives310-173-483

60,0305043371060,881

Financial liabilities

Trade and other payables22,8289671-22,995

Interest-bearing loans--46,215-46,215

Derivatives118-183

-301

22,9469646,469-69,511

Net total37,084408(46,132)10(8,630)

Fair value

The financial instruments that have been fair valued by the Group are detailed in Note 21 and have a fair value of $244,000

(2019: $182,000).

Under NZ IFRS, there are three methods available for estimating the fair value of financial instruments. These are:

Level 1 – the fair value is calculated using quoted prices in active markets.

Level 2 – the fair value is estimated using inputs other than quoted prices included in Level 1 that are observable for the

assets or liabilities, either directly (as prices) or indirectly (derived from prices).

Level 3 – the fair value is estimated using inputs for the asset or liability that are not based on observable market data.

In determining the fair value of all derivatives, the Group has applied the Level 2 method of calculating fair value by using

estimated inputs, other than quoted prices, that are observable for assets and liabilities, either directly (as prices) or indirectly

(derived from prices).

71

22. Financial Instruments
Financial assets and liabilities in the scope of NZ IFRS 9 Financial Instruments are classified as either financial assets and

liabilities at fair value through profit or loss, debt instruments at amortised cost, derivatives designated as hedging instruments,

or interest bearing loans. When financial assets and liabilities are recognised initially, they are measured at fair value, plus, in

the case of investments not at fair value through profit or loss, directly attributable transaction costs. The Group determines the

classification of its financial assets and liabilities after initial recognition and, when allowed and appropriate, re-evaluates this

designation at each financial year-end.

Recognition and derecognition

All regular purchases and sales of financial assets are recognised on the trade date: i.e. the date that the Group commits to

purchase the asset. Regular purchases or sales are purchases or sales of financial assets under contracts that require delivery

of the assets within the period established generally by regulation or convention in the market place. Financial assets are

derecognised when the Group no longer controls the contractual rights that comprise the financial instrument, which is normally

the case when the instrument is sold, or all the cash flows attributable to the instrument are passed through to an independent

third party. Gains and losses on financial assets are exclusive of interest and dividends, which are recognised separately.

(i) Financial assets and liabilities at fair value through profit or loss

Financial assets classified as held for trading are included in the category ‘financial assets at fair value through profit and

loss’. Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term with

the intention of making a profit. Derivatives are classified also as held for trading unless they are designated as effective

hedging instruments.

Detail of the Group’s financial assets and liabilities are shown below. Significant accounting policies and methods adopted,

including the criteria for recognition, the basis of measurement and the basis in which income and expenses are recognised,

in respect of each class of financial asset, financial liability and equity instrument, are disclosed in the preceding notes.

Financial Assets

Cash and Bank

Balances

$000

Trade and Other

Receivables

$000

Derivatives


$000

Total Financial

Assets

$000

Balance 30 June 2020

Fair value through profit and loss13,617--13,617

Debt instruments at amortised cost-46,405-46,405

Derivatives designated as hedging instruments--816816

Total financial assets13,61746,40581660,838

Balance 30 June 2019

Fair value through profit and loss9,639--9,639

Debt instruments at amortised cost-50,759-50,759

Derivatives designated as hedging instruments--483483

Total financial assets9,63950,75948360,881

SKELLERUP ANNUAL REPORT 2020

72

22. Financial Instruments (continued)
Financial Liabilities

Trade and

Other Payables

$000

Derivatives


$000

Lease Liabilities


$000

Borrowings


$000

Total Financial

Liabilities

$000

Balance 30 June 2020

Derivatives designated

as hedging instruments


-


572


-


-


572

Other financial liabilities

at amortised cost


24,806


-


22,316


-


47,122

Interest bearing loans---42,13042,130

Total financial liabilities24,80657222,31642,13089,824

Balance 30 June 2019

Derivatives designated

as hedging instruments


-


301


-


-


301

Other financial liabilities

at amortised cost


22,995


-


-


-


22,995

Interest bearing loans---46,21546,215

Total financial liabilities22,995301-46,21569,511

Where the financial assets and financial liabilities are shown at amortised cost, their cost approximates fair value. The Group

uses derivative financial instruments such as forward currency contracts and interest rate swaps to hedge its risks associated

with foreign currency and interest rate fluctuations. Such derivative financial instruments are recognised initially at fair value on

the date on which a derivative contract is entered into and are remeasured subsequently to fair value. Derivatives are carried as

assets when their fair value is positive and as liabilities when their fair value is negative.

Any gains or losses arising from changes in the fair value of derivatives, except for those that qualify as cash flow hedges, are

taken directly to profit or loss for the year. The fair values of forward currency contracts are calculated by reference to current

forward exchange rates for contracts with similar maturity profiles. The fair values of interest rate swap contracts are determined

by reference to market values for similar instruments.

For the purposes of hedge accounting, hedges are classified as:

• Fair value hedges when they hedge the exposure to changes in the fair value of a recognised asset or liability; or

• Cash flow hedges when they hedge the exposure to variability in cash flows that is attributable either to a particular risk

associated with a recognised asset or liability or to a forecast transaction.

At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which the

Group wishes to apply hedge accounting, and the risk management objectives and strategies for undertaking the hedge.

The documentation includes identification of the hedging instrument, the hedged item or transaction, the nature of the risk

being hedged and how the entity will assess the hedging instrument’s effectiveness in offsetting the exposure to changes in

the hedged item’s fair values or cash flows attributable to the hedged risk. Such hedges are expected to be highly effective in

achieving offsetting changes in fair values or cash flows and are assessed on an ongoing basis to determine that they actually

have been highly effective throughout the financial reporting periods for which they were designated.

73

22. Financial Instruments (continued)
Hedges that meet the strict criteria for hedge accounting are accounted for as follows:

(ii) Cash flow hedges

Cash flow hedges are hedges of the Group’s exposure to variability in cash flows, which is attributable to a particular risk associated

with a recognised asset or liability or a highly probable forecast transaction and that could affect profit or loss. The effective portion

of the gain or loss on the hedging instrument is recognised directly in the statement of comprehensive income, while the ineffective

portion is recognised in the income statement.

Amounts taken to the statement of comprehensive income are transferred out of the statement of comprehensive income and

included in the measurement of the hedged transaction (sales or inventory purchases) when the forecast transaction occurs. If the

forecast transaction is no longer expected to occur, amounts previously recognised in the statement of comprehensive income are

transferred to the income statement.

If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover, or, if its designation as a hedge

is revoked, amounts previously recognised in the statement of comprehensive income remain in the statement of comprehensive

income until the forecast transaction occurs. If the related transaction is not expected to occur, the amount is recognised in the

income statement.

Derivative financial instruments

Details of the derivatives held and their fair values at balance date were as follows:

2020

$000

2019

$000

Current assets

Forward currency contracts - cash flow hedge378310

Current assets378310

Non-current assets

Forward currency contracts - cash flow hedge438173

Non-current assets438173

Total assets816483

Current liabilities

Forward currency contracts - cash flow hedge26367

Interest rate swaps - cash flow hedge17751

Current liabilities440118

Non-current liabilities

Forward currency contracts - cash flow hedge1913

Interest rate swaps - cash flow hedge113170

Non-current liabilities132183

Total liabilities572301

Net assets/(liabilities)244182

SKELLERUP ANNUAL REPORT 2020

74

22. Financial Instruments (continued)
Foreign exchange contracts

The Group imports a large proportion of its raw materials and finished goods, and has export sales to a number of customers.

As a result, the Group has both inward and outward foreign currency cash flows. Both the inward cash flows and the outward

cash flows are tested and hedged against highly probable forecasted sales and purchases. The main currency exposures are in

US dollars, Euro dollars, Australian dollars and British pounds. At balance date, details of outstanding foreign currency contracts

are as follows:

Notional AmountAverage Exchange Rates

2020

$000

2019

$000

20202019

Buy NZD/Sell EUR

Maturing 2020: two to 27 months (2019: two to 22 months)9,1846,8260.55530.5603

Buy NZD/Sell GBP

Maturing 2020: one to 21 months (2019: one to 22 months)6,4154,9280.49880.5073

Buy NZD/Sell USD

Maturing 2020: one to 27 months (2019: one to 19 months)10,9315,3100.63120.6780

Buy NZD/Sell AUD

Maturing 2020: one to 12 months (2019: three to seven months)7,4849780.93540.9200

Buy CNY/Sell AUD

Maturing 2020: one to 12 months (2019: three to seven months)5,6067680.20790.2072

The forward currency contracts are considered to be highly effective hedges as they are matched against forecast inventory

purchases and export sales, and any gain or loss on the contracts attributable to the hedge risk is taken directly to other

comprehensive income.

Amounts are transferred out of other comprehensive income and included in the measurement of the hedged transaction (sales

or purchases) when the forecast transaction occurs. Movements in the cash flow hedge reserve are recorded in the Statement

of Comprehensive Income.

Interest rate swap agreements

The Group seeks to fix a minimum of 25% and a maximum of 75% of its interest rate risk where debt exceeds $15 million.

At 30 June 2020 the Group had $5 million fixed at a rate of 2.68% plus bank margin expiring 21 February 2021, $5 million fixed

at a rate of 1.99% plus bank margin expiring 21 April 2021 and $5 million fixed at a rate of 1.34% plus bank margin expiring

26 June 2022.

The interest swap agreements are considered to be highly effective hedges as they are matched against forecast interest

payments and any gain or loss on the contracts attributable to the hedge risk is taken directly to other comprehensive income.

Amounts are transferred out of other comprehensive income and included in the measurement of the hedged transaction

when the forecast interest payment is made. Movements in the cash flow hedge reserve are recorded in the Statement of

Comprehensive Income.

Credit risk

Credit risk arises from potential failure of counterparties to meet their obligations at the maturity dates of contracts. Because the

counterparty of the above financial derivatives is the ANZ Bank New Zealand Ltd, there is minimal credit risk.

75

23. Business Acquisition
On 1 November 2019, Skellerup acquired all of shares in UK based Silclear Limited (“Silclear”) for cash consideration of

$6,423,000. Silclear designs and manufactures silicone products for international customers in the dairy and medical industries

using food grade materials for maximum strength, tear resistance and optical clarity. The fair values of the identifiable assets

and liabilities as at the date of acquisition were:

2020

$000

Assets

Cash and cash equivalents 219

Trade and other receivables and prepayments 892

Inventories 1,145

Property, plant and equipment 116

Total assets 2,372

Liabilities

Trade and other payables 442

Provisions 30

Income tax payable 317

Deferred tax liability 10

Total liabilities 799

Total identifiable net assets at value 1,573

Goodwill arising on acquisition (note 10) 4,850

Purchase consideration transferred 6,423

The fair value of trade receivables is equivalent to the gross amount and it is expected that the full contractual amount will be

collected.

The goodwill of $4,850,000 comprises the value of expected synergies and benefits arising from the acquisition.

From the date of acquisition Silclear has contributed $3,411,655 of revenue and $922,194 of profit before tax to the Group.

SKELLERUP ANNUAL REPORT 2020

76

24. Related Parties
The consolidated financial statements incorporate the following significant companies:

(a) Subsidiary companies

Name of EntityPrincipal Activities

Country of

Incorporation

Holding

Balance Date

20202019

Skellerup Industries LimitedManufacturing and SalesNew Zealand100%100%30 June

Skellerup Growth LimitedPropertyNew Zealand100%100%30 June

Ambic Equipment LimitedManufacturing and SalesUK100%100%30 June

Conewango Products CorporationDistributionUSA100%100%30 June

Deks Industries Pty LimitedManufacturing and SalesAustralia100%100%30 June

Deks North America LimitedDistributionUSA100%100%30 June

Gulf Rubber Australia Pty LimitedManufacturing and SalesAustralia100%100%30 June

Gulf US IncorporatedDistributionUSA100%100%30 June

Masport IncorporatedManufacturing and SalesUSA100%100%30 June

Nexus Performance Foams LimitedManufacturing and SalesNew Zealand100%100%30 June

Silclear Limited Manufacturing and SalesUK100%-30 June

Skellerup Rubber Products

Jiangsu Limited

Manufacturing and SalesChina100%100%31 December

Skellerup Rubber Services LimitedManufacturing and SalesNew Zealand100%100%30 June

Tumedei SpAManufacturing and SalesItaly100%100%30 June

Ultralon Foam International LimitedManufacturing and SalesNew Zealand100%100%30 June

(b) Associate Investment

As these are consolidated financial statements, transactions between related parties within the Group have been eliminated.

Consequently, only those transactions between the Skellerup Group and Sim Lim Technic LLC (Sim Lim) have been

disclosed below. Skellerup holds a 35% interest in Sim Lim. Skellerup’s interest is accounted for using the equity method

in the consolidated financial statements.

Sales to

related party

$000

Purchases from

related Party

$000

Amounts owed

by related party

$000

Amounts owed to

related party

$000

Sim Lim 202033165367

Sim Lim 201925649325617

(c) Compensation of Directors and key management

The remuneration of Directors and senior management personnel during the year was as follows:

2020

$000

2019

$000

Short-term benefits

Directors' fees460453

Senior management's salaries and incentives1,6542,362

Contribution to defined contribution scheme for senior management personnel1956

Long-term benefits

Share-based incentive scheme expensed/(redeemable shares paid) during the year225149

Mr John Strowger is a Director of Skellerup and a partner of Chapman Tripp, the Group’s legal advisors. Chapman Tripp has

charged fees during the year amounting to $170.971 (2019: $207,100). The fees were charged on normal terms and conditions

and exclude GST. There was $6,532 (2019: $8,955) outstanding (excluding GST) at balance date relating to these transactions.

77

25. Contingent Liabilities
2020

$000

2019

$000

Bank guarantee provided to the New Zealand Exchange7575

The Group receives claims from time to time in relation to products supplied. Where the Group expects to incur a cost to replace

or repair the product supplied and can reliably measure that cost, that cost is recognised. The Group has general liability and

professional indemnity insurance in the event that there are warranty claims.

26. Significant Events after Balance Date

The Directors agreed to pay a final dividend, imputed to 50%, of 7.5 cents per share on 16 October 2020, to shareholders on the

register at 5.00pm on 2 October 2020. This dividend is not recorded in the financial statements.

There are no other events subsequent to balance date that require additional disclosure.

27. New Accounting Standards, Amendments, Interpretations and IFRIC Interpretations

Other than as disclosed in notes 9 and 14, there is no new Accounting standard, amendment or interpretation, which has been

issued and is effective, that has a significant impact on the Group.

SKELLERUP ANNUAL REPORT 2020

78

Directors holding office during the year and their shareholdings
Directors held interests in the following shares in the Company as at 30 June 2020.


Held with Non-beneficial InterestHeld by Associated Persons

Liz Coutts(Independent)-920,000

David Cushing

(Independent)

-9,866,169

Alan Isaac(Independent)-50,000

David Mair(Chief Executive)-5,475,039

John Strowger(Independent)-118,320

Directors’ Interests

Pursuant to section 140(2) of the Companies Act 1993 and section 299 of the Financial Markets Conduct Act 2013, the Directors

named below have made a general disclosure of interest during the period 01 July 2019 to 09 August 2020 by a general notice

disclosed to the Board and entered in the Company’s Interest Register.

Liz Coutts

• Appointed Chair of EBOS Limited 15 October 2019.

David Cushing

• Resigned as Director of Webster Limited 13 February 2020.

Alan Isaac

• Interest in 50,000 shares held by Alan Isaac, Andrew Dinsdale and Alasdair McBeth following the purchase of 10,000 shares on

18 October 2019.

Director, CEO and Employee Remuneration

Director Remuneration

The total remuneration to non-executive Directors is $550,000 as approved by the shareholders at the Annual Meeting on

25 October 2017. Director remuneration for FY20 is shown in the table below.


NoteBoard ChairBoard DirectorAudit & Risk ChairTotal

Liz Coutts87,00087,000174,000

David Cushing 87,00087,000

Alan Isaac87,00025,000112,000

John Strowger87,00087,000

David Mair1----

Total87,000348,00025,000460,000

Note:

1. David Mair is an Executive Director. He is remunerated for his role as CEO and does not receive any director remuneration.

Directors’ Disclosures, Remuneration and Shareholding

79

CEO Remuneration
CEO remuneration is made of three components: Fixed remuneration, short-term performance incentive (STI) and long-term

performance incentive (LTI). The STI and LTI are at risk because the outcome is determined by performance against financial

objectives. The table below shows CEO remuneration in FY20 and FY19.


$000SalaryKiwisaverKiwisaverSTILTISubtotalTotal

David Mair FY20690-690-141141831

David Mair FY196502067010193194864

The STI is an at-risk payment designed to motivate and reward for financial performance that exceeds the previous best

achieved by Skellerup under the incumbent CEO management. The financial measure used for determining this performance

is earnings before interest and tax (EBIT). The STI is set so that the CEO receives 5% of EBIT in excess of the previous best EBIT

achieved by Skellerup under his management. No STI was payable for FY20.

The LTI is a share option scheme. Under the scheme David Mair was granted 1,000,000 options on 26 October 2018, at an

exercise price of $2.12 per share. The exercise price was the weighted average share price on the 20 day trading period

preceding issuance. The options are able to be exercised in the period 1 September 2020 to 1 November 2020. The options

have been valued using the Black Scholes formula.

CEO Remuneration: Five Year Summary

$000SalaryKiwisaverSTITotalLTI VestingLTI Span

David Mair FY20690--690-2018-2020

David Mair FY19 65020101801-2018-2020

David Mair FY18 60018347965-2011-2018

David Mair FY176001831649-2011-2018

David Mair FY1660018-61850%2011-2016

Fixed RemunerationPerformance Based Remuneration

SKELLERUP ANNUAL REPORT 2020

80

Employee Remuneration
The Group paid remuneration in excess of $100,000 including benefits to 128 employees (not including non-executive directors)

during the FY20 year in the following bands.

Remuneration

range $000

Number of

employees

Remuneration

range $000

Number of

employees

100-11019250-2602

110-12016260-2702

120-1309270-2802

130-14011280-2903

140-15012290-3002

150-16010300-3101

160-1704310-3202

170-1802320-3301

180-1905360-3701

190-2004370-3801

200-2105460-4701

210-2203500-5101

220-2303640-6501

230-2403790-8001

240-2501

Gender and Diversity as at 30 June 2020

DirectorsOfficersManagement

202020192020201920202019

Male44222924

Female110089

Total55223733

Distribution of Ordinary Shares and Shareholders as at 10 August 2020

Size of shareholding% of

shareholders

Number

of shares

%

of shares

1 - 999285142,3810.07

1,000 - 9,9993,13513,889,1757.13

10,000 - 49,9991,98738,895,85919.97

50,000 - 99,99923015,060,6797.73

100,000 - 499,99914623,971,05412.31

500,000 - 999,999148,861,4514.55

1,000,000 Over2593,932,74148.23

Rounding0.01%

Total5,822194,753,340100.00%

81

Substantial Product Holders
Pursuant to the Financial Markets Conduct Act 2013, the following parties had given notice as at 10 August 2020 that they were

substantial product holders in the Company and held a relevant interest in the number of ordinary shares shown below:

Number of shares %

Sir Selwyn Cushing (21 August 2018)12,523,8266.50

H&G Limited (21 August 2018)10,866,1695.64

Forsyth Barr Investment Management (26 June 2020)9,785,7825.03

Twenty Largest Shareholders as at 10 August 2020

Number of shares%

1Forsyth Barr Custodians Limited 16,034,0148.23

2H & G Limited9,866,1695.07

3Accident Compensation Corporation 9,789,8825.03

4FNZ Custodians Limited7,866,7394.04

5Citibank Nominees (New Zealand) Limited 6,128,1343.15

6David William Mair + John Gordon Phipps 5,475,0392.81

7Custodial Services Limited 3,874,9511.99

8BNP Paribas Nominees (NZ) Limited 3,855,1891.98

9Custodial Services Limited 3,469,8221.78

10Investment Custodial Services Limited 2,988,8021.53

11HSBC Nominees A/C NZ Superannuation Fund Nominees Limited 2,765,1061.42

12New Zealand Depository Nominee Limited 2,663,3951.37

13Public Trust Forte Nominees Limited 2,522,3281.30

14HSBC Nominees (New Zealand) Limited 1,887,5870.97

15Leveraged Equities Finance Limited 1,764,5150.91

16Custodial Services Limited 1,643,7170.84

17Seajay Securities Limited1,457,6420.75

18Custodial Services Limited 1,453,3650.75

19PT (Booster Investments) Nominees Limited1,439,7830.74

20FNZ Custodians Limited 1,349,5870.69

SKELLERUP ANNUAL REPORT 2020

82

Corporate Directory
Directors

EM Coutts, ONZM, BMS, FCA, CFloD

Chair

BD Cushing, BCom, ACA

AR Isaac, CNZM, BCA, FCA

DW Mair, BE, MBA

WJ Strowger, LLB (Hons)

Officers

DW Mair, BE, MBA

Chief Executive Officer

GR Leaming, BCom, CA

Chief Financial Officer

Registered Office

L3, 205 Great South Road

Greenlane

Auckland 1051

New Zealand

PO Box 74526

Greenlane

Auckland 1546

New Zealand

Email: ea@skellerupgroup.com

Telephone: +64 9 523 8240

Website: www.skellerupholdings.com

Legal Advisors

Chapman Tripp

23 – 29 Albert Street

Auckland 1010

New Zealand

Bankers

ANZ Bank New Zealand Limited

23 – 29 Albert Street

Auckland 1010

New Zealand

Auditors

Ernst & Young

2 Takutai Square

Britomart

Auckland 1010

New Zealand

Share Registrar

Computershare Investor Services Limited

Private Bag 92119

Auckland 1142

New Zealand

159 Hurstmere Road

Takapuna

Auckland 0622

New Zealand

Managing your shareholding

Online

To change your address, update your payment instructions and

to view your investment portfolio including transactions, please visit:

www.computershare.co.nz/investorcentre

General enquiries

Email: enquiry@computershare.co.nz

Telephone: +64 9 488 8777

Facsimile: +64 9 488 8787

Please assist our registrar by quoting your Common Shareholder Number (CSN).

83


Skellerup Holdings Limited

L3, 205 Great South Road

Greenlane, Auckland 1051, New Zealand

PO Box 74526, Greenlane

Auckland 1546, New Zealand

E ea@skellerupgroup.com

T +64 9 523 8240

W www.skellerupholdings.com

---

21 August 2020
Skellerup FY20 NPAT equals prior year record result

Skellerup today announced audited net profit after tax of $29.1 million for the year ended 30 June

2020.

Highlights for the year ending 30 June 2020

• Resilience and skill of our people to sustain business operations in a challenging

environment.

• Revenue of $251.4 million, up 2% on pcp.

• Earnings before interest and tax (EBIT) of $42.5 million, up 2% on pcp.

o Agri Division EBIT of $25.4 million, up 11% on pcp.

o Industrial Division EBIT of $20.9 million, down 9% on pcp.

• Net profit after tax (NPAT) of $29.1 million, in line with pcp.

• Operating cash flow of $48.0 million up 66% on pcp.

• Final dividend of 7.5 cps (50% imputed) bringing the total dividend to 13.0 cps (50%

imputed) for the full year, in line with pcp.

Skellerup financial results overall are in line with the prior corresponding period (pcp) record result

despite the impact of Covid-19 restrictions on both the supply chain and markets globally. The

performance reflects the resilience and robustness of the business and highlights the benefit of

providing essential products, particularly in the Agri Division, to international markets.

Agri Division EBIT was a record $25.4 million. CEO David Mair said the result underscored the

importance of the essential dairy consumables products that Skellerup design, manufacture and sell

globally.

“The strength and resilience of our Agri business is seen in the record result. We increased sales of

essential rubberware products into the USA, achieved operational gains despite the impact of

COVID-19 restrictions at our key Wigram facility and had a strong contribution from Silclear, our

silicone rubber products business acquired on 01 November 2020.”

Industrial Division EBIT was $20.9 million, down 10% on the record result achieved in the pcp. Mair

said results varied across the Division reflecting the diversity of customers and applications served.

“With minor exceptions, our businesses have continued to operate throughout the varying COVID-19

lockdowns across the world, reflecting the critical nature of many of our products. However,

demand was adversely affected for some of our products used in infrastructure and oil and gas

applications. Despite this, we are in a secure position for continued growth, with a strategy focused

on specialist products across infrastructure, roofing, flow control, healthcare, medical and marine

applications.”

Chair Liz Coutts noted that FY20 had seen the resilience of Skellerup’s business model and strategy

well and truly tested.












“Reflecting on the recent disruption we have all faced and the impact this may continue to have, it is

the strength of our business, and the adaptability and commitment of our leaders and our teams,

that has allowed us to continue to meet the needs of customers and deliver a very good result for

our shareholders”

Coutts advised that a final dividend of 7.5 cents per share (imputed 50%) would be paid to

shareholders on 16 October 2020 with record date of 02 October 2020. This payment will bring the

total dividend pay-out for the financial year ended 30 June 2020 to 13.0 cents per share (also

imputed 50%), in line with pcp.

“We are pleased to maintain our dividend and reward shareholders in Skellerup. Over the past 9

years the pay-out has more than doubled. This demonstrates Skellerup’s strong earnings and cash

flow and the Board’s practice of paying out a consistently high proportion of earnings,” Coutts said.

Coutts said trading had started solidly in FY21 and she looked forward to updating shareholders

further at the Annual Meeting on 29 October 2020.


For further information please contact:

David Mair Graham Leaming

Chief Executive Officer Chief Financial Officer

021 708 021 021 271 9206

---

Skellerup Holdings Limited
Results announcement

(for Equity Security issuer/Equity and Debt Security issuer)

Updated as at 17 October 2019



Results for announcement to the market

Name of issuer Skellerup Holdings Limited

Reporting Period Year ended 30 June 2020

Previous Reporting Period Year ended 30 June 2019

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$251,389 2%

Total Revenue $251,389 2%

Net profit/(loss) from

continuing operations

$29,064 0%

Total net profit/(loss) $29,064 0%

Interim/Final Dividend

Amount per Quoted Equity

Security

$ 0.07500

Imputed amount per Quoted

Equity Security

$0.014586

Record Date 02/10/2020

Dividend Payment Date 16/10/2020

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$0.6527 $0.6511

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood


Authority for this announcement

Name of person


authorised

to make this announcement

Graham Leaming

Contact person for this

announcement

Graham Leaming

Contact phone number 021 271 9206

Contact email address graham.leaming@skellerupgroup.com

Date of release through MAP


21 August 2020


Audited financial statements accompany this announcement.

---

1
F Y 2 0 R E S U LT S

21 August 2020

David Mair, CEO & Executive Director

Graham Leaming, CFO

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
NPAT of $29.1 million

•Equal to record result achieved in pcp.

•Resilient, talented and focused global team.

Record Agri Division EBIT of $25.4 million

•Growth in sales of dairy rubberware to international customers.

•Operational gains at Wigram (and other facilities).

•Contribution from Silclear acquisition (November 2019) ahead of expectation.

Industrial Division EBIT of $20.9 million

•Growth in sales into roofing & construction and sport & leisure applications.

•Lower sales into automotive and oil and gas applications exacerbated by COVID-19.

Record operating cash flow of $48.0 million

•Up $19.2 million or 66% on pcp.

•Lower receivables and non-recurrence of prior year reduction in payables.

•NZ IFRS-16 impact increased operating cash flow by $4.7 million over pcp.

•Funded acquisition of Silclear, capex, dividends and reduction in debt.

Final dividend pay-out of 7.5 cents per share

•Brings full year pay out to 13.0 cents per share in line with pcp.

Robust Balance Sheet

•Net debt down to $28.5 million.

Skellerup Key Points FY20

0

5

10

15

20

25

30

35

FY16FY17FY18FY19FY20

NPAT (million)

Net Profit after Tax

0

10

20

30

40

50

FY16FY17FY18FY19FY20

EBIT (millions)

EBIT by Segment

*

IndustrialAgri

* Excludes Corporate

1

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
Skellerup Financial Highlights FY20

NZ$ MillionFY17FY18FY19FY20

Revenue210.3240.4245.8251.4

EBITDA40.447.248.955.2

Depreciation (PP&E) and Amortisation (Intangibles)(7.8)(7.4)(7.1)(7.5)

Depreciation (ROU Assets)---(5.2)

EBIT32.839.841.842.5

Finance costs (Debt)(1.4)(1.9)(1.8)(1.7)

Finance costs (Lease Liabilities related to ROU Assets)---(0.9)

Tax expense(9.3)(10.6)(11.0)(10.8)

NPAT22.127.329.129.1

Earnings cents per share11.4714.1514.9614.92

Dividend cents per share9.511.013.013.0

Operating cash flow21.228.328.948.0

Cash net of debt(35.8)(30.7)(36.6)(28.5)

Capital &intangible expenditure12.65.44.64.5

Acquisition & Investment--7.46.2

•Revenue up $5.6 million and

2% on pcp.

•EBIT up $0.7 million and

2% on pcp.

•NPAT in line with record result

achieved in pcp.

•NZ IFRS-16 impact ($0.4 million).

•Dividend of 13.0 cents per share,

inline with pcp.

•Operating cashflow up $19.1 million

and 66% on pcp, funded:

•Silclear acquisition of

$6.2 million.

•Capex (net of disposals)

of $4.0 million.

•Dividends of $25.3 million.

•Right of use asset lease liability

payments of $4.7 million.

•Debt reduction of $8.1 million.

2

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
20

22

24

26

28

30

32

34

NPAT FY19 to FY20 ($Million)

•Silclear and Nexus acquisitions

performing well.

•Good growth in Dairy in

international markets.

•Roofing and Construction

earnings growth.

•Oil and gas decline and FY

impact of US tariffs.

•Automotive decline

(but not a focus).

•Infrastructure spend somewhat

subdued in the US.

Skellerup NPAT FY19 to FY20

3

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
Skellerup FY20 Agri Division

Revenue up 5% and EBIT up 11% against pcp

International Dairy sales growth

•Sales into US market up reflecting the strength of our

development and delivery.

•Operational process and efficiency gains (process, operating

levels, mechanisation, inventory) at Wigram continue.

•Silclear acquisition performed ahead of expectations. Growth

opportunities being pursued.

Footwear sales solid

•NZ sales up slightly on pcp despite the impact of COVID-19.

•US sales up helped by increased sales into specialist electrical

applications.

•European sales reduced due to reduced firefighting boot sales.

•Operational performance continues to be good.

AGRI REVENUE BY REGION

NZ$ MillionFY17FY18FY19FY20

Revenue79.289.088.893.6

EBIT19.822.822.825.4

EBIT %24.925.625.727.1

4

6
What we do Agri

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
Skellerup FY20 Industrial Division

NZ$ MillionFY17FY18FY19FY20

Revenue131.2151.5157.1157.9

EBIT17.120.822.920.9

EBIT %13.113.714.613.2

Revenue flat, EBIT down 9% against pcp

Vacuum Systems sales and margin down

•US sales impacted by reduced oil and gas activity and US tariffs.

Sales into automotive applications down

•Reduced automotive coupling sales at lower margin –Australian market

now nil and European sales down.

Potable Water and Waste Water

•Sales were impacted by COVID-19 as infrastructure work was suspended

and delayed.

Growth from high performance foam applications

•Ultralon U-Dek sales up significantly in the US.

Growth from DEKS roof and sealing products

•New products and improved execution in Australian market in particular.

0

10

20

30

40

50

60

70

80

90

100

110

120

130

140

150

160

FY18FY19FY20

Industrial Revenue (millions)

Industrial Revenue Categorisation

Health & Medical

General

Electrical & Appliances

Sport and Leisure

Extraction & Processing

Automotive &

Machinery

Roofing & Construction

Potable & Waste Water

6

8
What we do Industrial

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
1.We build strong and deep customer relationships.

2.We focus on critical components that are essential elements of a more complex system.

3.We apply our intellectual know-how to new applications.

4.We have a diverse and highly experienced technical team.

5.We continue to have a steady stream of new product opportunities which will drive revenue and earnings growth.

6.We will continue to seek acquisitions that align with our strategy.

Global Business, Critical Components

8

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
Skellerup People & Environment

COVID-19 Response

•Proud of the committed, collaborative and adaptive contribution of our leaders and teams.

Committed to a Healthy and Safe workplace

•Leadership.

•Nil serious harm injuries in FY20.

•Further reduction in total injury rate (TIR) to 1.33.

Experience & Development

•Deep industry and technical knowledge.

•New leaders for the Agri Division and Silclear.

•Continuing education.

Reducing Waste

•Process improvements at our facilities to reduce production rejects –Wigram improved over 60% in 4 year period.

•Machinery and tool design to reduce material and energy waste.

•Packaging improvements to reduce single use plastic material.

•Process design and investment to change energy fuel and reduce water usage.

Measuring GHG

•Baseline established, improvements identified for future reporting of progress.

9

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
Skellerup FY20

NZ$ MillionFY17FY18FY19FY20

Agri EBIT19.822.822.825.4

Industrial EBIT17.120.822.920.9

Corporate EBIT(4.1)(3.9)(3.9)(3.8)

EBIT32.839.841.842.5

Finance costs(1.4)(1.9)(1.8)(2.6)

Share of net loss of associate--0.0(0.1)

Tax expense(9.3)(10.6)(11.0)(10.8)

NPAT22.127.329.129.1

Reconciliation of Segment EBIT to Group NPAT

10

F Y 2 0 R E S U L T S2 1 A U G U S T 2 0 2 0
This presentation contains not only a review of operations, but also some forward looking statements about

Skellerup Holdings Limited and the environment in which the company operates. Because these statements are

forward looking, Skellerup Holdings Limited's actual results could differ materially.

Although management and directors may indicate and believe that the assumptions underlying the forward

looking statements are reasonable, any of the assumptions could prove inaccurate or incorrect and, therefore,

there can be no assurance that the results contemplated in the forward looking statements will be realised.

Please read this presentation in the wider context of material previously published by Skellerup Holdings Limited.

Skellerup Disclaimer

11

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Skellerup Holdings Limited
Distribution Notice


Updated as at 18 December 2019




Please note: all cash amounts in this form should be provided to 8 decimal places


Section 1: Issuer information

Name of issuer Skellerup Holdings Limited

Financial product name/description Ordinary Shares

NZX ticker code SKL

ISIN (If unknown, check on NZX

website)

NZSKXE0001S8

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies

Record date Close of trading on 02/10/2020

Ex-Date (one business day before the

Record Date)

01/10/2020

Payment date (and allotment date for

DRP)

16/10/2020

Total monies associated with the

distribution

1


$14,606,501

Source of distribution (for example,

retained earnings)

Retained Earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.08958333

Gross taxable amount

3

$0.08958333

Total cash distribution

4

$0.07500000

Excluded amount (applicable to listed

PIEs)

N/A

Supplementary distribution amount $0.00661765

Section 3: Imputation credits and Resident Withholding Tax

5


Is the distribution imputed Fully imputed

Partial imputation X

No imputation


1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This should include any excluded amounts, where applicable to listed PIEs.

5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is

fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute

advice as to whether or not RWT needs to be withheld.

If fully or partially imputed, please
state imputation rate as % applied

6


14%

Imputation tax credits per financial

product

$0.01458333

Resident Withholding Tax per

financial product

$0.01497917

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

N/A

Start date and end date for

determining market price for DRP


Date strike price to be announced (if

not available at this time)


Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)


DRP strike price per financial product

$

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms


Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Graham Leaming

Contact person for this

announcement

Graham Leaming

Contact phone number 021 271 9206

Contact email address Graham.leaming@skellerupgroup.com

Date of release through MAP


21 August 2020






6

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

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.