Comvita transformation driving earnings improvements
24 August 2020
Comvita transformation driving earnings improvements
Headlines
Reported EBITDA $4.2M turnaround of the first half loss of ($8.8M)
Second half EBITDA of $13M
Underlying full year EBITDA* of $19.1M
Reported NPAT ($9.7M) with ($9.3M) impact of one off non-operating items
Record revenue of $196M +14.5% versus FY19
Net debt reduced to $15.5M versus $89M FY19
China and North America (focus growth markets) deliver very strong double-digit top and bottom line
performance
Transformation of organisation structure complete with costs accounted for in FY20
$15M transformation programme on track
Comvita (NZX:CVT) today released its full year audited results for the year ending 30 June 2020, reporting a full
year EBITDA profit of $4.2M turning around a first half loss of ($8.8M). The second half EBITDA of $13M was
particularly encouraging with strong performance delivered in its focus growth markets of China and North
America.
Reported NPAT showed a loss of ($9.7M) as Comvita continued its strategy to simplify and focus the business.
This review has now concluded and as such, in this period there was a one-off ($9.3M) impact of non-operating
items.
When allowing for the negative impact of one-off non-operating items and one-off costs underlying EBITDA
increased by $19.1M, an improvement of $19.1M year on year, with 3.8%, like for like revenue growth (despite
a $11M negative Covid-19 headwind in Australia and New Zealand), a 1170 basis point improvement in gross
margin (12ppts) and a $1.9M reduction in operating expense. Second half underlying EBITDA performance was
particularly strong at $18.4M.
Revenue increased to a record $196M improved by 14.5% on the PCP** with the newly integrated China market
recording revenue growth (like for like) of 10.9% and an improvement in net contribution of 60% despite
increasing marketing investment by $1.9M. Similarly, Comvita recorded very strong growth in North America
with revenue growth of 66% and net contribution growth of 196% again despite increasing long term marketing
investment.
In order to increase organisational resilience and strengthen its balance sheet, Comvita completed a $50M gross
capital raise in June 2020 with strong support from both retail and institutional investors. Net debt finished the
year at $15.5M as a result of the capital raise and due to good internal management of cashflows and working
capital (inventory reduced by $19.5M versus June 2019).
Brett Hewlett Chair commented “I am greatly encouraged by the turnaround we are seeing in our performance.
We have made significant changes to the business to set ourselves up for long term profitable growth and have
seen this start to materialise in bottom line improvements in the second half. As I stated at our Annual
Shareholder Meeting in October, the Board and management team are totally focused on delivering the
long term potential that we know Comvita offers. David and his new leadership team have worked tirelessly to
reset and transform the business and are now totally focused on delivering a rebound in FY21 while setting us
up for longer term success.”
Group CEO David Banfield added, “I am so proud of the way the team has responded to the many changes and
challenges that have presented themselves since I started back in January. The whole team stepped up when
Comvita needed them and helped to deliver the strong second half performance that we release today. Our
Apiary, Olive, manufacturing, logistics and quality teams excelled when many of us were working from home,
delivering record productivity and quality and our in-market teams kept supplying our loyal consumers around
the world. In addition, with organisational changes throughout the company I can only marvel at the way
individual people whose roles were affected reacted. Having made these tough decisions, it’s now our role to
deliver strong performance in FY21 and beyond.”
$15M transformation plan on track
Comvita announced its $15M transformation plan to the market in February and is pleased to report very strong
progress so far delivering a 11.7ppts improvement in gross margin versus FY19 and a 6ppts improvement since
December. Comvita expects to see a further improvement of 150basis points in gross margin by the end of FY21
as productivity improvements continue. In addition, Comvita has reduced underlying fixed costs by $1.9M as at
the end of FY20 and expects an additional $2.5M benefit in FY21.
Building a Better Business
– Stabilise results, transform the organisation and deliver long term resilience and growth
During the capital raise Comvita shared its three-part plan to stabilise results, transform the organisation and
build long term resilience and growth. Good progress has been delivered on these goals in the second half and
we are pleased to provide an update.
Stabilise results
During FY20 Comvita faced material challenges to its performance in New Zealand and Australia as a result of its
airport, retail and daigou business being disrupted by Covid-19, this created an $11M impact on revenue and
associated margin in AU/NZ in the second half (included in these results). Extra effort and long-term emphasis
are now being placed to ensure Comvita’s world leading honey (Mānuka and others) are available for
consumption by discerning consumers in its home markets with the aim of being number one or two brand in
New Zealand.
Comvita delivered double digit growth in Japan, Korea, South East Asia, CBEC and EMEA in addition to the strong
performance delivered in North America and China. Margin performance was particularly encouraging with
Comvita delivering its highest % gross margin in over six years. Comvita also commenced the work to reduce its
SKU count by 30% (200 products) again helping to free up cash and paydown debt. Comvita continued to focus
on getting fundamentals right with extra emphasis on demand planning and working capital management,
net debt finished the year at $15.5M a reduction of $73.5M year on year with inventory reduced from $132M to
$113M as these process improvements delivered. Longer term Comvita has an inventory target of $70M as it
moves towards its zero long term debt target. In H2 FY20 Comvita reported six consecutive profitable months.
Transformed organisation
Comvita completed its organisation changes by 30 June, removing management layers, simplifying structures
and increasing speed of decision making and action throughout the organisation while delivering a significant
reduction in headcount (90 positions). Significant work was completed to clarify roles and responsibilities
between Markets and Paengaroa (Market Support Centre), removing back office duplication throughout the
organisation without impacting customer facing roles. In addition, Comvita completed its new leadership team
structure with only one role left to fill. Finally, Comvita developed its new honey harvest model reducing risk in
FY21, ensuring break even in the event of a poor harvest but still able to generate upside benefits in good
harvest periods.
Comvita also completed its strategic review of joint ventures and partnerships outside core operations. This
strategy to simplify the business and write down underperforming or overvalued assets resulted in a write down
of $9.3M within these results.
Long term resilience and growth
Comvita designated its China and US markets as its focus growth markets for the next five years and has seen
excellent performance in each. In China (excluding Hong Kong) Comvita delivered 10.9% top line growth and
was again number one brand in the crucial 11/11, 12/12 and 618 periods. Comvita continued its focus on
long term growth by investing an extra $1.9M in marketing over this period. Despite this increased marketing
investment Comvita generated good operating leverage and delivered a 60% increase in net contribution.
Comvita also performed strongly in North America with revenue growth of 66% and bottom line growth of 196%
with online sales growing by 44%. Distribution was increased by 1000 stores in FY20 as new national
distribution came online. In addition, we have agreed a further extension with 1500+ new distribution points
with one major outlet commencing in Q1 FY21. Marketing investment was increased again as we focused on
delivering sell through and long term growth in North America.
A key part of building long term resilience and growth was the recapitalisation of the business and agreement of
new terms with our banking partner Westpac, both of which were completed in June 2020. The raise was
strongly supported by existing shareholders and institutions. The proceeds raised were used to pay down debt
and ensure that the business sole focus is on delivery of results through FY21 and beyond.
Finally, a considerable amount of work was completed on the Comvita five-year plan with an emphasis on
profitable growth and delivering a clear path to the 2025 target of 20% EBITDA as a key foundation for Building a
Better Business at Comvita.
David Banfield Group CEO added “The new leadership team and I are totally focused on delivering a rebound in
performance in FY21 and to creating the foundations for longer term success. There is much we still need to do
to realise the true potential of Comvita, but we are absolutely committed to pay back the support shown by the
extended Comvita whānau and our shareholders. We look forward to updating shareholders of further progress
at our Annual Shareholder Meeting on the 22 October 2020.
David Banfield Brett Hewlett
On behalf of the Board of Directors
For further information
Comvita CEO, David Banfield, 021 041 5630
Background information
About Comvita (www.comvita.co.nz)
Comvita (NZX:CVT) was founded in 1974 and is the pioneer and global market leader of the Mānuka honey category.
Comvita is committed to the long term development of Mānuka and Bee products backed by unrivalled scientific
knowhow. Comvita recently announced its sponsorship of the NZ pavilion at the World Expo in Dubai focusing on
Kaitiakitanga (guardianship and protection of the planet).
*EBITDA: earnings before interest, tax, depreciation and amortisation and EBITDA operating is adjusted for non-operating items. EBITDA and NPAT,
operating and underlying are non-GAAP measures. We monitor these as a key performance indicator and believe it assists investors in assessing the
performance of the core operations of our business.
**Previous corresponding period
---
FINANCIAL
STATEMENTS
2020
FOR THE YEAR ENDED 30 JUNE 2020
COMVITA LIMITED
Comvita Financial Statements 2020Comvita Financial Statements 2020 - P1
2
3
4
5
6
7
8
43
47
53
CONTENTS
DIRECTORS’ DECLARATION
CONSOLIDATED INCOME STATEMENT
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
AUDIT REPORT
STATUTORY INFORMATION
COMPANY DIRECTORY
Comvita Financial Statements 2020 - P2Comvita Financial Statements 2020- P3
DIRECTORS’ DECL A R ATIONCONSOLIDATED
INCOME STATEMENT
Brett Hewlett Luke Bunt
24 August 2020 24 August 2020
For the year ended
In thousands of New Zealand dollars
30 June 2020
30 June 2019
Note
Revenue6195,912
171,104
Cost of sales(99,969)
(107,343)
Gross profit95,943
63,761
Other income7 2,209
6,583
Selling and marketing expenses (60,403)
(43,726)
Administrative expenses10 (24,395)
(19,739)
Distribution expenses(10,301)
(8,394)
Research and development expenses(1,299)
(1,689)
Operating profit/(loss) before financing costs 1,754
(3,204)
Finance income8307
524
Finance expenses8(6,217)
(6,667)
Net finance costs(5,910)
(6,143)
Share of (loss)/profit of equity accounted investees17b(174)
448
Impairment of equity accounted investees17c(5,928)
(2,401)
Impairment of goodwill14-
(19,825)
Loss before income tax (10,258)
(31,125)
Income tax benefit11557
3,408
Loss for the year (9,701)
(27,717)
Earnings per share
Basic earnings per share (NZ cents)25(19.10)(61.05)
Diluted earnings per share (NZ cents)25(19.10)(61.05)
The notes on pages 8 to 42 are an integral part of these financial statements
In the opinion of the directors of Comvita Limited, the financial statements and the notes, on pages 3 to 42:
• comply with New Zealand generally accepted accounting practice and fairly reflect the financial position of the
Group as at 30 June 2020 and the results of their operations and cash flows for the year ended on that date
• have been prepared using appropriate accounting policies, which unless otherwise stated have been consistently
applied, and supported by reasonable judgements and estimates
The directors believe that proper accounting records have been kept which enable, with reasonable accuracy, the
determination of the financial position of the Group and facilitate compliance of the financial statements with the
Financial Reporting Act 2013 and the Financial Markets Conduct Act 2013.
The directors consider that they have taken adequate steps to safeguard the assets of the Group, and to prevent
and detect fraud and other irregularities. Internal control procedures are also considered to be sufficient to provide
reasonable assurance as to the integrity and reliability of the financial statements.
The directors are pleased to present the financial report, incorporating the financial statements of Comvita Limited
for the year ended 30 June 2020.
For and on behalf of the Board of Directors:
Comvita Financial Statements 2020 - P4Comvita Financial Statements 2020- P5
For the year ended 30 June 2020
In thousands of New Zealand dollars
Share
capital
Foreign
currency
translation
reserve
Hedging
reserve
Fair value
reserve
Retained
earningsTotal
Balance at 30 June 2018137,744(1,659)(2,348)-55,955189,692
Total comprehensive income for the year-
(Loss) for the year----(27,717)(27,717)
Other comprehensive income (net of tax):-
Foreign investor tax credits received----1010
Foreign currency translation differences for equity accounted
investees
-(853)---(853)
Foreign currency translation differences for foreign operations-(1,955)---(1,955)
Effective portion of changes in fair value of cash flow hedges--625--625
Total other comprehensive income-(2,808)625-10(2,173)
Total comprehensive income for the year-(2,808)625- (27,707)(29,890)
Transactions with owners, recorded directly in equity
Share based payment (Note 9)----678678
Issue of ordinary shares
- investment in Comvita China12,312----12,312
- executive share scheme530----530
- employee share purchase scheme77----77
Issue of treasury stock – investment in Apiter580---305885
Issue of treasury stock – supplier share scheme2---(13) (11)
Dividend paid----(918)(918)
Total transactions with owners13,501---5213,553
Balance at 30 June 2019151,245(4,467)(1,723)-28,300173,355
Total comprehensive income for the year
(Loss) for the year----(9,701)(9,701)
Other comprehensive income (net of tax):
Foreign currency translation differences for equity accounted
investees (Note 17b)
-(467)---(467)
Foreign currency translation differences for foreign operations- 1,125--- 1,125
Financial asset – fair value movement---(2,640)-(2,640)
Effective portion of changes in fair value of cash flow hedges--1,196--1,196
Total other comprehensive income-6581,196(2,640)-(786)
Total comprehensive income for the year-6581,196(2,640)(9,701)(10,487)
Transactions with owners, recorded directly in equity
Capital Raising – rights offer
50,000----50,000
Issue expenses related to capital raising
(1,950)----(1,950)
Share based payment (Note 9)
----329329
Issue of treasury stock
-
-
Supplier share scheme502---(43)459
- Issued to CEO (Note 30)
915---(265)650
Acquisition of treasury stock
(572)----(572)
Redemption of ordinary shares related to share schemes
(36)----(36)
Total transactions with owners48,859---2148,880
Balance at 30 June 2020200,104(3,809)(527)(2,640)18,620211,748
The notes on pages 8 to 42 are an integral part of these financial statements
CONSOLIDATED STATEMENT
OF COMPREHENSI V E INCOME
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
The notes on pages 8 to 42 are an integral part of these financial statements
For the year ended
In thousands of New Zealand dollars
30 June 2020
30 June 2019
Note
Loss for the year (9,701)
(27,717)
Items that are or may be reclassified subsequently to the income statement
Foreign currency translation differences for foreign operations 1,431
(2,504)
Foreign currency translation differences for equity accounted investees(467)
(853)
Effective portion of changes in fair value of cash flow hedges 1,658
868
Fair value movement – financial asset(2,640)
-
Foreign investor tax credits received-
10
Income tax on these items 11(768)
306
Income and expense recognised directly in other comprehensive income(786)
(2,173)
Total comprehensive income for the year(10,487)
(29,890)
Comvita Financial Statements 2020 - P6Comvita Financial Statements 2020- P7
As at 30 June
20202019
In thousands of New Zealand dollars
Note
Assets
Property, plant and equipment
13
56,82956,921
Intangible assets and goodwill
14
39,46741,082
Right of use assets
15
11,447-
Biological assets
16
3,7954,048
Investment in equity accounted investees
17
6,2619,755
Other investments
17
82,648
Deferred tax asset128,0436,757
Total non-current assets125,850121,211
Inventory
19
112,679132,192
Trade receivables
20
17,72630,878
Sundry receivables
21
12,34916,289
Cash and cash equivalents16,68010,314
Derivatives
18
-192
Tax receivable366553
Assets held for sale137731,414
Total current assets160,573191,832
Total assets286,423313,043
Equity
Issued capital200,104151,245
Retained earnings18,62028,300
Reserves
(6,976)
(6,190)
Total equity24211,748173,355
Liabilities
Loans and borrowings
26
32,20099,250
Employee benefits
22
414446
Lease liability 7,891-
Deferred tax liability
12
2,1943,321
Total non-current liabilities42,699103,017
Trade and other payables
23
22,70729,471
Lease liability3,744-
Employee benefits
22
3,6534,041
Tax payable1,158739
Derivatives
18
7142,420
Total current liabilities31,97636,671
Total liabilities74,675 139,688
Total equity and liabilities286,423313,043
For the year ended 30 June
In thousands of New Zealand dollars
20202019
Note
Receipts from customers207,143191,331
Payments to suppliers and employees(161,394)(163,963)
Interest received344
Interest paid(4,421)(4,782)
Taxation paid(2,065)(1,504)
Net cash flows from operating activities2739,29721,086
Investment in equity accounted investees-(6,512)
(Consideration paid)/cash acquired from business combination(4,505)5,456
Prepayments and loans to equity accounted investees(1,621)(1,307)
Interest from equity accounted investees-268
Receipt of dividend from equity accounted investee-519
Interest from related parties3636
Payment for the purchase of property, plant and equipment(5,206)(16,125)
Receipt for the disposal of property, plant and equipment2,336336
Payment for the purchase of biological assets-148
Receipt from sale of intangibles2622
Payment for the purchase of intangibles(496)(545)
Payment for derivative settlement(263)-
Net cash flows from investing activities(9,693)(17,704)
Proceeds from the issue of share capital 47,641607
Repayment of lease liabilities(3,862)-
(Repayment)/proceeds from loans and borrowings(67,050)2,550
Payment of dividends-(918)
Net cash flows from financing activities(23,271)2,239
Net increase in cash and cash equivalents6,3335,621
Cash and cash equivalents at the beginning of the year10,3144,947
Effect of exchange rate fluctuations on cash held33(254)
Cash and cash equivalents at the end of the year16,68010,314
Represented as:
Cash and cash equivalents2616,68010,314
Total16,68010,314
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
CONSOLIDATED STATEMENT
OF CASH FLOWS
The notes on pages 8 to 42 are an integral part of these financial statementsThe notes on pages 8 to 42 are an integral part of these financial statements
Comvita Financial Statements 2020 - P8Comvita Financial Statements 2020- P9
1. REPORTING ENTITY
Comvita Limited (the “Company”) is a Company domiciled in New
Zealand, and registered under the Companies Act 1993 and listed
on the New Zealand Stock Exchange (“NZX”). The Company is an
issuer in terms of the Financial Reporting Act 2013 and Financial
Markets Conduct Act 2013. The financial statements of the Group
for the year ended 30 June 2020 comprise the Company and its
subsidiaries (together referred to as the “Group”) and the Group’s
interest in equity accounted investees.
The principal activity of the Group is that of manufacturing and
marketing quality natural health products, apiary ownership and
management.
2. BASIS OF PREPARATION
(a) Statement of compliance
The Company is a FMC reporting entity for the purposes of the
Financial Reporting Act 2013 and under part 7 of the Financial
Markets Conduct Act 2013. These Financial Statements comply
with these Acts and have been prepared in accordance with the
New Zealand Equivalents to International Financial Reporting
Standards and International Financial Reporting Standards as
appropriate for profit-oriented entities.
The financial statements were approved by the Board of Directors
on 24 August 2020.
(b) Basis of measurement
The financial statements have been prepared on the historical
cost basis except for derivative financial instruments, financial
instruments designated as fair value through other comprehensive
income, biological assets and leases which are measured at fair
value.
The methods used to measure fair values are discussed further in
the respective notes.
(c) Functional and presentation currency
These financial statements are presented in New Zealand dollars
($), which is the Company’s functional currency. Amounts have
been rounded to the nearest thousand.
(d) Accounting estimates and judgements
The preparation of the financial statements requires management
to make judgements, estimates and assumptions that affect the
application of accounting policies and the reported amounts of
assets, liabilities, income and expenses. Actual results may differ
from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the
period in which the estimate is revised and in any future periods
affected. In particular, information about significant areas
of estimation uncertainty and critical judgements in applying
accounting policies that have the most significant effect on the
amount recognised in the financial statements are set out below:
(i) Measurement of recoverability of cash generating units
Impairment reviews are performed by management annually
to assess the carrying value of cash generating units containing
goodwill. The recoverable amounts of cash-generating units
have been determined based on value-in-use calculations. These
calculations require the use of estimates. Refer to Note 14.
(ii) Intangible assets
The estimation of useful lives of intangible assets such as
distribution networks have been based on historical experience.
The useful lives are reviewed at least once per year and
adjustments to useful lives are made when considered necessary.
(iii) Valuation of equity accounted investees
An assessment of the carrying value of investments in equity
accounted investees is performed at least annually and considers
objective evidence for impairment on each investment, taking into
account observable data on the investment, the status or context
of markets, its own view of fair value, and its long term investment
intentions. The assessment also requires judgements about the
expected future performance and cash flows of the investment.
(v) Deferred consideration on business combinations
The valuation of the deferred consideration on the Group’s
business combinations are based on the post-acquisition
performance of the business and the amounts payable shall be
remeasured at their fair value resulting from events or factors that
emerge after the acquisition date, with any resulting gain or loss
recognized in the income statement. Refer note 17.
(vi) Leases
Comvita assesses at lease commencement whether it is
reasonably certain to exercise extension options where included
in the contract, and where it is reasonably certain, the extension
period has been included in the lease liability calculation.
The Group calculates its incremental borrowing rate with reference
to the external borrowing facilities available to the Group. The
incremental borrowing rate is used to measure lease liabilities.
(vii) Recoverability of Deferred Tax Assets
The utilisation of tax loss carry-forwards is dependent on expected
future taxable profits in excess of the profits from the reversal
of existing taxable temporary differences. This recognition is
based on current budgets and financial forecasts completed by
management.
(viii) Valuation of biological assets
The fair value of biological assets is assessed on an annual basis
which involves reviewing the number of operational hives in use as
well as ensuring the value per hive is in line with guidance provided
by the Ministry of Primary Industries, refer note 16.
3. SIGNIFICANT ACCOUNTING
POLICIES
(a) Basis of consolidation
(i) Business combinations
Business combinations are accounted for using the acquisition
method as at the acquisition date, which is the date on which
control is transferred to the Group.
(ii) Subsidiaries
Subsidiaries are entities controlled by the Group. Control exists
when the Group has the power to govern the financial and
operating policies of an entity so as to obtain benefits from
its activities. In assessing control, potential voting rights that
presently are exercisable are taken into account. The financial
statements of subsidiaries are included in the consolidated
financial statements from the date that control commences until
the date that control ceases.
3. SIGNIFICANT ACCOUNTING
POLICIES
(iii) Investments in equity accounted investees
Associates and Joint Ventures are those entities in which
the Group has significant influence, but not control, over the
financial and operating policies. Associates and Joint Ventures
are accounted for using the equity method (equity accounted
investees). The consolidated financial statements include the
Group’s share of the income and expenses of equity accounted
investees, after adjustments to align the accounting policies with
those of the Group, from the date that significant influence or
joint control commences until the date that significant influence
or joint control ceases.
(b) Foreign currency
(i) Foreign currency transactions
Transactions in foreign currencies are translated to the
respective functional currencies of Group entities at exchange
rates at the dates of the transactions. Monetary assets and
liabilities denominated in foreign currencies at the reporting date
are translated to the functional currency at the exchange rate at
that date.
(ii) Foreign operations
The assets and liabilities of foreign operations with currencies
different to the Company including goodwill and fair value
adjustments arising on acquisition, are translated to New
Zealand dollars at exchange rates at the reporting date. The
income and expenses of such foreign operations are translated
to New Zealand dollars at exchange rates at the dates of the
transactions. Foreign currency differences are recognised in the
foreign currency translation reserve (FCTR).
(c) Financial assets and financial liabilities
(i) Classification
The Group classifies its financial assets in the following
measurement categories:
• those to be measured subsequently at fair value (either
through other comprehensive income, or through profit or
loss), and
• those to be measured at amortised cost.
(ii) Measurement
At initial recognition, the Company measures a financial asset at
its fair value plus, in the case of a financial asset not at fair value
through profit or loss (FVPL), transaction costs that are directly
attributable to the acquisition of the financial asset. Transaction
costs of financial assets carried at FVPL are expensed in profit
or loss.
Financial assets with embedded derivatives are considered in
their entirety when determining whether their cash flows are
solely payment of principal and interes
t.
Debt instruments
Subsequent measurement of debt instruments depends on the
group’s business model for managing the asset and the cash
flow characteristics of the asset. There are three measurement
categories into which the group classifies its debt instruments:
• Amortised cost: Assets that are held for collection of
contractual cash flows where those cash flows represent
solely payments of principal and interest are measured at
amortised cost. Interest income from these financial assets
is included in finance income using the effective interest
rate method. Any gain or loss arising on derecognition is
recognised directly in profit or loss and presented in other
gains/(losses) together with foreign exchange gains and
losses. Impairment losses are presented as separate line
item in the income statement.
• FVOCI: Assets that are held for collection of contractual
cash flows and for selling the financial assets, where the
assets’ cash flows represent solely payments of principal
and interest, are measured at FVOCI. Movements in the
carrying amount are taken through OCI, except for the
recognition of impairment gains or losses, interest income
and foreign exchange gains and losses which are recognised
in profit or loss. When the financial asset is derecognised,
the cumulative gain or loss previously recognised in OCI is
reclassified from equity to profit or loss and recognised in
other gains/(losses). Interest income from these financial
assets is included in finance income using the effective
interest rate method. Foreign exchange gains and losses
are presented in other gains/(losses) and impairment
expenses are presented as a separate line item in the
income statement.
• Fair Value through Profit or Loss (FVPL): Assets that do
not meet the criteria for amortised cost or FVOCI are
measured at FVPL. A gain or loss on a debt investment that
is subsequently measured at FVPL is recognised in profit
or loss and presented net within other gains/(losses) in the
period in which it arises.
Equity instruments
The Group subsequently measures all equity investments at fair
value. Where the group’s management has elected to present
fair value gains and losses on equity investments in OCI, there
is no subsequent reclassification of fair value gains and losses
to profit or loss following the derecognition of the investment.
Dividends from such investments continue to be recognised in
profit or loss as other income when the group’s right to receive
payments is established.
Changes in the fair value of financial assets at FVPL are
recognised in other gains/(losses) in the income statement as
applicable. Impairment losses (and reversal of impairment losses)
on equity investments measured at FVOCI are not reported
separately from other changes in fair value.
Accounting for finance income and expense is discussed in Note
3(m).
(d) Financial instruments
(i) Non-derivative financial instruments
Non-derivative financial instruments comprise investments in
equity securities, trade and other receivables, cash and cash
equivalents, loans and borrowings, and trade and other payables.
Non-derivative financial instruments are recognised initially
at fair value plus, for instruments not at FVPL, any directly
attributable transaction costs.
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P10Comvita Financial Statements 2020- P11
3. SIGNIFICANT ACCOUNTING
POLICIES
A financial instrument is recognised if the Group becomes a party
to the contractual provisions of the instrument. Financial assets
are derecognised if the Group’s contractual rights to the cash
flows from the financial assets expire or if the Group transfers
the financial asset to another party without retaining control
or substantially all risks and rewards of the asset. Regular way
purchases and sales of financial assets are accounted for at trade
date, i.e., the date that the Group commits itself to purchase or
sell the asset. Financial liabilities are derecognised if the Group’s
obligations specified in the contract expire or are discharged or
cancelled.
Cash and cash equivalents comprise cash balances and demand
deposits. Bank overdrafts that are repayable on demand and form
an integral part of the Group’s cash management are included as
a component of cash and cash equivalents for the purpose of the
statement of cash flows.
Accounting for finance income and expense is discussed in Note
3(m).
Instruments at fair value through the income statement
An instrument is classified as at FVPL if it is held for trading or is
designated as such upon initial recognition. Financial instruments
are designated at FVPL if the Group manages such investments
and makes purchase and sale decisions based on their fair value.
Upon initial recognition, attributable transaction costs are
recognised in the income statement when incurred. Subsequent to
initial recognition, financial instruments are measured at fair value,
and changes therein are recognised in the income statement.
(ii) Derivative financial instruments
The Group uses derivative financial instruments to hedge its
exposure to foreign exchange and interest rate risks arising from
operational, financing and investment activities. In accordance
with its treasury policy, the Group does not hold or issue derivative
financial instruments for trading purposes. However, derivatives
that do not qualify for hedge accounting are accounted for as
financial instruments designated at FVPL.
Derivative financial instruments are recognised initially at fair
value and transaction costs are expensed immediately. Subsequent
to initial recognition, derivative financial instruments are stated
at fair value. The gain or loss on remeasurement to fair value
is recognised immediately in the income statement. However,
where derivatives qualify for hedge accounting, recognition of
any resultant gain or loss depends on the nature of the hedging
relationship .
Cash flow hedges
Changes in the fair value of the derivative hedging instrument
designated as a cash flow hedge are recognised in other
comprehensive income and presented in equity in the hedging
reserve to the extent that the hedge is effective. To the extent
that the hedge is ineffective, changes in fair value are recognised in
the income statement.
If the hedging instrument no longer meets the criteria for hedge
accounting, expires or is sold, terminated or exercised, then hedge
accounting is discontinued prospectively. The cumulative gain or
loss previously recognised in equity remains there until the forecast
transaction occurs. The amount recognised in equity is transferred
to the income statement in the same period that the hedged item
affects the income statement.
(e) Share capital
(i) Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly
attributable to the issue of ordinary shares and share entitlements
are recognised as a deduction from equity.
(ii) Repurchase of share capital
When share capital recognised as equity is repurchased, the
amount of the consideration paid, including directly attributable
costs, is recognised as a deduction from equity. Repurchased
shares are classified as treasury shares and are presented as a
deduction from total equity.
(f) Property, plant and equipment
(i) Recognition and measurement
IItems of property, plant and equipment are measured at cost less
accumulated depreciation and impairment losses.
Cost includes expenditures that are directly attributable to the
acquisition of the asset. The cost of self-constructed assets
includes the cost of materials and direct labour, any other costs
directly attributable to bringing the asset to a working condition
for its intended use, and the costs of dismantling and removing the
items and restoring the site on which they are located. Purchased
software that is integral to the functionality of the related
equipment is capitalised as part of that equipment.
When parts of an item of property, plant and equipment have
different useful lives, they are accounted for as separate items
(major components) of property, plant and equipment.
(ii) Subsequent costs
The cost of replacing part of an item of property, plant and
equipment is recognised in the carrying amount of the item if it is
probable that the future economic benefits embodied within the
part will flow to the Group and its cost can be measured reliably.
The costs of the day-to-day servicing of property, plant and
equipment are recognised in the income statement as incurred.
(iii) Depreciation
Depreciation is recognised in the income statement on a straight-
line basis over the estimated useful lives of each part of an item of
property, plant and equipment. Land is not depreciated.
The estimated useful lives for the current and comparative periods
are as follows:
• Buildings up to 50 years
• Plant and machinery 2 - 20 years
• Vehicles 4 -10 years
• Office equipment, furniture and fittings 2 -10 years
• Bearer plants 100 years
Depreciation methods, useful lives and residual values are
reassessed at the reporting date.
3. SIGNIFICANT ACCOUNTING
POLICIES
(g) Biological assets
Biological assets are measured at fair value less point-of-sale costs,
with any change therein recognised in the income statement. Point-
of-sale costs include all costs that would be necessary to sell the
assets. Agricultural produce from biological assets is transferred to
inventory at fair value, by reference to market prices for honey, less
estimated point-of-sale costs at the date of harvest.
(h) Intangible assets and goodwill
(i) Goodwill
Goodwill that arises on the acquisition of subsidiaries and other
business combinations is presented within intangible assets.
Goodwill is measured at cost less accumulated impairment losses.
(ii) Research and development
Expenditure on research activities, undertaken with the prospect of
gaining new scientific or technical knowledge and understanding, is
recognised in the income statement when incurred.
Development activities involve a plan or design for the production
of new or substantially improved products and processes.
Development expenditure is capitalised only if development costs
can be measured reliably, the product or process is technically and
commercially feasible, future economic benefits are probable, and
the Group intends to and has sufficient resources to complete
development and to use or sell the asset. The expenditure
capitalised includes the cost of materials, direct labour and
overhead costs that are directly attributable to preparing the asset
for its intended use. Other development expenditure is recognised
in the income statement when incurred. Capitalised development
expenditure is measured at cost less accumulated amortisation
and accumulated impairment losses.
(iii) Subsequent expenditure
Subsequent expenditure is capitalised only when it increases the
future economic benefits embodied in the specific asset to which
it relates. All other expenditure, including expenditure on internally
generated goodwill and brands, is recognised in the income
statement when incurred.
(iv) Amortisation
Amortisation is recognised in the income statement on a straight-
line basis over the estimated useful lives of intangible assets, other
than goodwill, from the date that they are available for use. The
estimated useful lives for the current and comparative periods are
as follows:
• Intellectual property and other intangible assets 3 – 20 years
• Capitalised development costs 2 – 5 years
• Software 3 – 10 years
(i) Inventories
Inventories are measured at the lower of cost and net realisable
value. The cost of inventories is based on the weighted average
principle, and includes expenditure incurred in acquiring the
inventories and bringing them to their existing location and
condition. In the case of manufactured inventories and work
in progress, cost includes an appropriate share of production
overheads based on normal operating capacity. Net realisable value
is the estimated selling price in the ordinary course of business, less
the estimated costs of completion and selling expenses.
The cost of items transferred from biological assets is their fair
value less point-of-sale costs at the date of transfer.
(j) Impairment
The Group’s assets are reviewed at each reporting date to
determine whether there is any objective evidence of impairment.
An impairment loss is recognised whenever the carrying amount
of an asset exceeds its recoverable amount. Impairment losses
directly reduce the carrying amounts of assets and are recognised
in the income statement.
(i) Impairment of receivables
The group assesses on a forward-looking basis the expected credit
losses associated with its debt instruments carried at amortised
cost and FVOCI. The impairment methodology applied depends on
whether there has been a significant increase in credit risk.
For trade receivables, the company applies the simplified approach
permitted by IFRS 9, which requires expected lifetime losses to be
recognised from initial recognition of the receivables.
The recoverable amount of the Group’s investments in receivables
carried at amortised cost is calculated as the present value of
estimated future cash flows. Impairment losses on an individual
basis are determined by an evaluation of the exposures on an
instrument by instrument basis. All individual instruments that are
considered significant are subject to this approach.
(ii) Non-financial assets
An impairment loss is recognised if the carrying amount of an
asset or its cash-generating unit exceeds its recoverable amount.
A cash-generating unit is the smallest identifiable asset group
that generates cash flows that are largely independent from
other assets and groups. Impairment losses are recognised in the
income statement. Impairment losses recognised in respect of
cash-generating units are allocated first to reduce the carrying
amount of any goodwill allocated to the units and then to reduce
the carrying amount of the other assets in the unit (group of units)
on a pro rata basis. When an event occurring after the impairment
was recognised causes the amount of the impairment to decrease,
the decrease in impairment loss is reversed through the income
statement.
The recoverable amount of an asset or cash-generating unit is
the greater of its value in use and its fair value less costs to sell.
In assessing value in use, the estimated future cash flows are
discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money
and the risks specific to the asset.
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P12Comvita Financial Statements 2020- P13
3. SIGNIFICANT ACCOUNTING
POLICIES
(k) Employee benefits
Share-based payment transactions
The grant date fair value of entitlements granted to employees
is recognised as an employee expense, with a corresponding
increase in equity, over the period in which the employees
become unconditionally entitled to the entitlements. The amount
recognised as an expense is adjusted to reflect the actual number
of share entitlements that vest.
(l) Revenue
Revenue from the sale of goods is measured at the fair value of the
consideration received or receivable, net of returns and allowances,
trade discounts and volume rebates. Revenue is recognised at the
point of time performance obligations are satisfied by transferring
control of goods to the customer. For wholesale sales, control
passes to the customer in accordance with the individual terms
of the contract of sale – for domestic sales this is ordinarily
on delivery to the customer’s premises and acceptance by the
customer and for export sales, this is ordinarily on delivery to the
port of origin. For in-store sales, control passes to the customer
at point of sale. For online sales, the order along with delivery to
the customer are considered to comprise a single performance
obligation, therefore control is considered to pass to the customer
on delivery of the goods.
(m) Finance income and expenses
Finance income comprises interest income on funds invested,
foreign exchange gains, dividend income and gains on the disposal
of FVOCI financial assets that are recognised in the income
statement. Interest income is recognised as it accrues, using the
effective interest method. Dividend income is recognised on the
date that the Group’s right to receive payment is established,
which in the case of quoted securities is the ex-dividend date.
Finance expenses comprise interest expense on borrowings,
foreign exchange losses, unwinding of the discount on provisions,
impairment losses recognised on financial assets (except for trade
receivables) and losses on the disposal of FVOCI financial assets
that are recognised in the income statement. All borrowing costs
are recognised in the income statement using the effective interest
method.
(n) Income tax expense
Income tax expense comprises current and deferred tax. Income
tax expense is recognised in the income statement except to the
extent that it relates to items recognised in other comprehensive
income, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for
the period, using tax rates enacted or substantively enacted at the
reporting date, and any adjustment to tax payable in respect of
previous periods.
Deferred tax is recognised in respect of temporary differences
between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for taxation
purposes. Deferred tax is not recognised for the following
temporary differences: the initial recognition of goodwill, the
initial recognition of assets or liabilities in a transaction that is
not a business combination and that affects neither accounting
nor taxable profit, and differences relating to investments in
subsidiaries to the extent that they probably will not reverse in the
foreseeable future. Deferred tax is measured at the tax rates that
are expected to be applied to the temporary differences when they
reverse, based on the laws that have been enacted or substantively
enacted by the reporting date. A deferred tax asset is recognised
to the extent that it is probable that future taxable profits will
be available against which temporary differences can be utilised.
Deferred tax assets are reviewed at each reporting date and are
reduced to the extent that it is no longer probable that the related
tax benefit will be realised. Additional income taxes that arise
from the distribution of dividends are recognised at the same time
as the liability to pay the related dividend is recognised.
(o) Earnings per share
The Group presents basic and diluted earnings per share (EPS)
data for its ordinary shares. Basic EPS is calculated by dividing the
profit or loss attributable to ordinary shareholders of the Company
by the weighted average number of ordinary shares outstanding
during the period. Diluted EPS is determined by adjusting the profit
or loss attributable to ordinary shareholders and the weighted
average number of ordinary shares outstanding for the effects
of all dilutive potential ordinary shares, which comprise share
entitlements granted to employees.
(p) Segments
Segment results that are reported to the CEO include costs
directly attributable to a segment as well as those that can be
allocated on a reasonable basis. Unallocated items comprise
mainly head office expenses.
(q) New and amended standards adopted by the
group
Except as described below, the accounting policies applied in these
consolidated financial statements are the same as those applied
in the Group’s consolidated financial statements as at and for the
year ended 30 June 2019.
NZ IFRS 16 Leases
Effective for Group reporting period beginning on: 1 July 2019
NZ IFRS 16 replaces NZ IAS 17 Leases and removes the
classification of leases as either operating leases or finance leases
– for the lessee – effectively treating all leases as finance leases.
This has resulted in the Group recognising right of use assets and
related lease liabilities in the statement of financial position. Lease
payments previously recorded as operating lease expenses in’the
income statement are now split between interest expense and
repayment of financial lease liabilities. Amortisation of right of use
assets is recognised on a straight line basis over the lease term in
the income statement.
The Group transitioned to NZ IFRS 16 with a date of initial
application of 1 July using the modified retrospective approach and
has not restated comparative amounts for the period prior to first
adoption. The Group has utilised practical expedients permitted
by NZ IFRS 16 in respect of short-term and low value leases where
appropriate.
3. SIGNIFICANT ACCOUNTING
POLICIES
The Group has also elected not to reassess whether an existing
contract contains a lease at the date of initial application. The
lease liability was measured at the present value of the minimum
lease payments, discounted at the incremental borrowing rate
applicable to that lease (or portfolio of leases) at 1 July 2019. In
line with the modified retrospective approach, the associated right
of use assets were measured at the amount equal to the lease
liability relating to that lease at 1 July 2019, with no overall change
in net assets.
Consolidated statement of financial position effect
The impact of adoption of NZ IFRS 16 in the Statement of Financial
Position is summarised in the table below:
In thousands of New Zealand dollars
20202019
Right of use assets11,44712,300
Lease liabilities 11,63512,300
Change in net assets(188)-
When compared to the accounting policies applied in the prior
comparative period, the adoption of NZ IFRS 16 on the Group’s
Consolidated Statement of Comprehensive Income for the year
ended 30 June 2020 is summarised below.
Consolidated statement of
comprehensive income effect
In thousands of New Zealand dollars
2020
Other operating expenses(4,096)
Depreciation3,675
Interest expense421
(r) Covid-19 considerations
Comvita is classified as an ‘Essential’ business by the New Zealand
Government, therefore having no impact on the manufacturing
process of the Group. For the year ended 30 June 2020 the Group
has not been significantly impacted by COVID-19. There has been
a strong demand in sales, in particular in online channels across
all markets. An assessment over the carrying value of assets
and liabilities has been performed and the Group has recognised
provisions where necessary relating to the impact of COVID-19.
The Group continues to operate as a going concern and Senior
Management continue to closely monitor the situation.
4. SEGMENT REPORTING
A review of operating segments has been completed in the current
year and this has resulted in a change to reported segments.
Previously reported segment information has been restated in line
with the operating segments described below.
Segment information is presented in the financial statements
in respect of the Group’s contribution segments which are the
primary basis of decision making. The contribution segment
reporting format reflects the Group’s management and internal
reporting structure.
Performance is measured based on contribution which is a
measure of profitability that the segment contributes to
the Group. Contribution is used to measure performance as
management believes that such information is most relevant in
evaluating the results of certain segments. Inter-segment pricing is
determined on an arms-length basis.
Each segment sells Comvita’s range of products. Comvita’s range
of products primarily include products with apiary and other
natural ingredients.
The Company is organised primarily by geographic location of its
subsidiaries.
The Group has five reportable segments as described
below:
Greater China This segment reports both revenue and related
costs of the China and Hong Kong markets. This
includes sales to our China Joint Venture and our
share of the China Joint Venture’s profits up to
31 May 2019. From that date, Comvita China was
consolidated, refer note 5.
ANZ Australia and New Zealand (ANZ) segment
captures both revenue and related costs for the
ANZ market.
Rest of Asia This segment captures both revenue and related
costs of all of our Asian operations and customers
excluding Greater China.
North America This segment captures both revenue and related
costs for sales to customers in North America.
EMEA The Europe, Middle East and Africa (EMEA)
segment captures both revenue and related costs
for the EMEA markets.
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P14Comvita Financial Statements 2020- P15
5. BUSINESS COMBINATIONS – COMVITA CHINA
Effective 31 May 2019 the Company owned 100% of Comvita Food (China) Limited and Comvita China Limited, collectively referred
to as Comvita China. In the 30 June 2019 financial statements, it was noted that the identification of the fair value of assets and
liabilities acquired was incomplete. A Distribution Network intangible asset has now been recognised effective 31 May 2019 for NZD
$9,870,000 reducing goodwill on acquisition at 31 May 2019 to $17,794,000, comparatives have been updated to reflect this change.
The Comvita China Goodwill has been allocated to the Greater China CGU – refer to note 4 for details. The distribution network
created a deferred tax liability. 2019 deferred tax and intangible assets balances have been restated.
6. REVENUE
In thousands of New Zealand dollars
20202019
30 June30 June
Sales195,280159,975
Equity accounted investee sales elimination movement-9,328
Other 6321,801
Total revenue 195,912171,104
7. OTHER INCOME
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Change in fair value of contingent consideration *1,039497
Government grants5351,023
Gain on disposal of PP&E243-
Gain on deemed sale of 51% of Comvita China-4,055
Comvita China JV – 49% of earnings before consolidation-587
Gain on discontinuing equity accounting - SeaDragon-113
Other 392308
Total other income2,2096,583
* On acquisition of the Apiter S.A. investment the Company recognised a potential liability of USD$1,115,000 (NZD $1,651,000) if
certain earnout conditions are met. At 30 June 2020 two earnouts have been reversed through the income statement as they have not
met the earnout conditions. It is still probable that the last earnout will be met, a liability of USD $115,000 (NZD: $179,000) continues
to be recognised at 30 June 2020, refer note 23.
4. SEGMENT REPORTING (CONTINUED)
For the year ended 30 June
In thousands of New Zealand dollars
Greater ChinaANZRest of AsiaNorth AmericaEMEA
Total
reportable
segments
Other
segmentsTotal
2020201920202019202020192020201920202019202020192020201920202019
Contribution segments
Revenue
79,02251,44252,80269,56220,53316,72222,13713,3616,9166,211181,410157,29814,50213,806195,912171,104
Contribution
11,1545,08316,26523,1514,1992,2344,3921,484(511)(463)35,499 31,4892,2801,50837,77932,997
Non attributable
(other corporate expenses)
(38,234)(42,784)
Other income (Note 7) - 587
2,2096,583
Financial income and expenses
(Note 8)
(5,910)(6,143)
Share of (loss)/profit of equity
accounted investees (Note 17) - 2,087
(174)(1,639)(174)448
Impairment of goodwill (Note 14)
- (15,607) - (2,027) -(2,191)- (19,825)
Impairment of equity accounted
investees (Note 17)
(5,928)(2,401)(5,928)(2,401)
Net (loss) before tax
(10,258)(31,125)
Geographical segments
30 June 202030 June 2019
In thousands of New Zealand dollars
Revenue
Non-current
assets
Revenue
Non-current
assets
Greater China
84,33641,06626,9048,552
ANZ
44,274 83,48367,93110,207
Rest of Asia
25,51064346,23025,425
North America
30,84054423,3458
EMEA
6,781866,17716
Other Countries
4,17128517-
Total195,912125,850171,104100,719
Total reportable segment assets
As at 30 June
In thousands of New Zealand dollars
2020
2019
Total assets for reportable segments128,266128,162
Other investments82,648
Investment in equity accounted investees6,2619,755
Other unallocated assets 151,888172,478
Consolidated total assets286,423313,043
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P16Comvita Financial Statements 2020- P17
8. FINANCIAL INCOME AND EXPENSES
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Interest income298522
Dividend income92
Finance income307524
Interest expense on financial liabilities measured at amortised cost(4,421)(4,782)
Net foreign exchange loss(1,340)(894)
Net loss in fair value of derivatives designated at fair value through the income statement:
- Interest rate swaps(264)-
- SeaDragon options and convertible loan notes(192)(991)
Finance expense(6,217) (6,667)
Net finance costs (5,910)(6,143)
9. PERSONNEL EXPENSES
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Wages and salaries43,13539,004
KiwiSaver – employer contribution558561
Movement in long-service leave provision (33)58
Equity settled share based payment transactions329678
Total personnel expenses43,98940,301
10. EXPENSES
Administrative expenses
The following items of expenditure are included in administrative expenses:
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Auditors’ remuneration:
To KPMG for audit services (ii)360341
To KPMG for audit related service7-
To KPMG for tax services (iii)11259
To Mercer & Hole (UK auditors)3312
Personnel expenses (i)6,3477,244
Depreciation (i)578775
Depreciation-leased assets (i)627-
Amortisation (i) 1,8311,185
Insurance (i)284280
Doubtful debts expense984219
Bad debts written off (iv)1,85223
Restructure costs1,768884
Change in fair value of biological assets389652
Directors’ fees (v)550514
Directors – other costs 1736
Other legal & professional expenses309557
Loss on disposal of property, plant & equipment-93
Loss on disposal of intangible assets99
Donations635
(i) Only the portion of this expense which is included in administrative expenses
(ii) Audit services include fee for annual audit of the financial statements of the group and its foreign subsidiaries based in China, Hong Kong and
Australia, and the review of the interim financial statements
(iii) Tax services is for tax compliance and advisory work
(iv) $1,673,000 of this balance relates to the wind-up of the Kaimanawa Joint Venture, see note 17c
(v) Refer to Statutory Information
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P18Comvita Financial Statements 2020- P19
11. INCOME TAX EXPENSE IN THE INCOME STATEMENT
In thousands of New Zealand dollars
Note2020
30 June
2019
30 June
Current tax expense
Current period2,382435
Adjustment for prior periods(60)325
Total current income tax expense 2,322760
Deferred tax expense
Origination and reversal of temporary differences12(2,879)(4,168)
Total deferred income tax (benefit)(2,879)(4,168)
Total income tax (benefit)(557)(3,408)
Reconciliation of effective tax expense
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Loss for the period(9,701)(27,717)
Total income tax (benefit)(557)(3,408)
(Loss) excluding income tax (10,258) (31,125)
Income tax using the Company’s domestic tax rate of 28% (2019: 28%)(2,872)(8,715)
Effect of different tax rates in foreign jurisdictions (354)(115)
Non-deductible expenses3,1187,795
Non-assessable income (714)(1,698)
Income tax relating to equity accounted associates-(682)
Research and development tax credits-(59)
Under provided in prior periods26566
Total income tax (benefit)(557)(3,408)
11. INCOME TAX EXPENSE IN THE INCOME STATEMENT (CONTINUED)
Income tax recognised directly in other comprehensive income
In thousands of New Zealand dollars
Note2020
30 June
2019
30 June
Derivatives12465243
Other items303(549)
Total income tax recognised directly in other comprehensive income768(306)
Imputation credit account
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Imputation credits available for use in subsequent reporting periods8,7678,900
12. DEFERRED TAX ASSETS AND LIABILITIES
Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:
In thousands of New Zealand
dollars
AssetsLiabilitiesNet
202020192020201920202019
Property, plant & equipment--(831)(1,042)(831)(1,042)
Intangible assets--(2,194)(2,405)(2,194)(2,405)
Biological assets--(50)(397)(50)(397)
Inventories2,9733,519-(916)2,9732,603
Derivatives199664--199664
Investments10594--10594
Other items1,283 802--1,283802
Tax loss carry-forwards 4,3642,868--4,3642,868
Non-refundable tax credits
carried forward
-249---249
Tax assets/(liabilities)8,9248,196(3,075)(4,760) 5,8493,436
Set-off of tax(881)(1,439)8811,439--
Net tax assets/(liabilities)8,0436,757(2,194)(3,321)5,8493,436
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P20Comvita Financial Statements 2020- P21
13. PROPERTY, PLANT & EQUIPMENT
In thousands of New Zealand dollars
LandBuildingsOwned
plant &
machinery
VehiclesBearer
plants
Office
equipment,
furniture &
fittings
Capital
WIP
Total
Cost
Balance at 30 June 201810,32017,13326,5122,2325,6265,8693,17270,864
Additions/Transfers2,22510,4012,299259414677(550)15,725
Disposals-(121)(371)(121)-(636)-(1,249)
Business combinations-27251--42-320
Reclassification to assets held for sale(731)(791)(32)--(3)-(1,557)
Effect of movements in exchange rates(87)(48)(106)(6)(221)13(16)(471)
Balance at 30 June 201911,72726,60128,5532,3645,8195,9622,60683,632
Additions/Transfers2208041,034159-1,2762,1325,625
Disposals(120)(447)(778)(173)- (843)-(2,361)
Reclassification to assets held for sale*(420)(328)(388)----(1,136)
Effect of movements in exchange rates48286031311361407
Balance at 30 June 202011,45526,65828,481 2,3535,9506,5314,73986,167
Depreciation
Balance at 30 June 2018- (5,687)(11,946)(1,548)(318)(3,857)- (23,356)
Depreciation -(1,044)(2,214)(204)(66)(1,028)-(4,556)
Disposals-17220104-634-975
Reclassification to assets held for sale-11031--2-143
Effect of movements in exchange rates-1851613(5)-83
Balance at 30 June 2019- (6,586)(13,858)(1,642)(371)(4,254)- (26,711)
Depreciation -(1,098)(2,123)(203)(67)(1,025)-(4,516)
Disposals-254 682162-584-1,682
Reclassification to assets held for sale*-57306----363
Effect of movements in exchange rates-(11)(34)(3)(9)(99)-(156)
Balance at 30 June 2020-(7,384) (15,027)(1,686)(447)(4,794)- (29,338)
Carrying amount
At 30 June 201810,32011,44614,5666845,3082,0123,17247,508
At 30 June 201911,72720,01514,6957225,4481,7082,60656,921
At 30 June 2020 11,45519,27413,4546675,5031,737 4,73956,829
Depreciation charge in the income statement
Depreciation is allocated to cost of sales, selling and marketing expenses, distribution expenses, research and development expenses and
administrative expenses.
* Assets held for sale
As at 30 June 2020, management committed to a plan to sell a site in Nelson, New Zealand. The site had a net book value of $773,000
immediately before the initial classification to being held for sale. There were no impairment losses incurred as part of this initial classification.
The site and plant and equipment are being actively marketed for sale.
12. DEFERRED TAX ASSETS AND LIABILITIES (CONTINUED)
Movement in temporary differences during the year
2020
In thousands of New Zealand dollars
Balance
1 July 2019
Recognised in the
income statement
Recognised in other
comprehensive income
Balance
30 June 2020
Property, plant & equipment(1,042)211-(831)
Intangible assets(2,405)211-(2,194)
Biological assets(397)347-(50)
Inventories2,603370-2,973
Derivatives664-(466)198
Investments9411-105
Other items802482-1,284
Tax loss carry-forwards2,868 1,496-4,364
Tax credit carry-forwards249(249)--
Total3,4362,879(466) 5,849
Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following items:
In thousands of New Zealand dollars
20202019
Tax loss carry-forwards1,4531,445
Intangible assets914893
Total2,3672,338
The tax loss carry-forwards do not expire under current tax legislation.
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P22Comvita Financial Statements 2020- P23
14. INTANGIBLE ASSETS AND GOODWILL
In thousands of New Zealand dollars
NoteGoodwillBrands, patents,
trademarks and
other
SoftwareTotal
Cost
Balance at 30 June 201828,4766,1589,92844,562
Additions
-201341542
Additions - Business combinations5
19,7489,6193729,404
Impairment
(19,825)-- (19,825)
Disposals
-(50)(272)(322)
Effect of movements in exchange rates
(559)(22)(7)(588)
Balance at 30 June 2019
27,84015,90610,02753,773
Additions
-205285490
Disposals
--(538)(538)
Effect of movements in exchange rates
(104)1451960
Balance at 30 June 2020
27,73616,256 9,793 53,785
Amortisation
Balance at 30 June 2018-
(4,044)(7,121)(11,165)
Amortisation -
(189)(1,676) (1,865)
Disposals-
40269309
Effect of movements in exchange rates-
23730
Balance at 30 June 2019-
(4,170)(8,521)(12,691)
Amortisation -(1,286)(836)(2,122)
Disposals-
-502502
Effect of movements in exchange rates-
4(11)(7)
Balance at 30 June 2020-
(5,452)(8,866)(14,318)
Carrying Amount
At 30 June 201828,4762,1142,80733,397
At 30 June 201927,84011,7361,50641,082
At 30 June 202027,73610,80492739,467
Amortisation charge in the income statement
Amortisation is allocated to cost of sales, selling and marketing expenses, distribution expenses, research and development expenses
and administrative expenses.
14. INTANGIBLE ASSETS AND GOODWILL (CONTINUED)
Impairment testing for cash-generating units containing goodwill (CGU)
For the purpose of impairment testing, goodwill is allocated to the Group’s CGUs which represent the lowest level within the Group at
which the goodwill is monitored for internal management purposes.
The aggregate carrying amounts of goodwill allocated to each CGU are as follows:
In thousands of New Zealand dollars
Segment
(Note 4)
2020
30 June
2019
30 June
Greater ChinaGreater China25,90226,006
Apiaries 1,7661,766
Other6868
Total goodwill27,73627,840
During the year the operating segments of the business were reviewed and Hong Kong and China have been combined into a new segment
called ‘Greater China’. Refer to Note 4 for details.
Greater China CGU:
Value in use was determined by discounting the future cash flows generated from the continuing use of the unit and were based on the
following key assumptions:
2020
30 June
Anticipated annual revenue growth included in the cash flow projections for the combined CGU’s
(normalised) for the years 2021 to 2025
1.5% to 8%
Post tax discount rate 12.5%
Discount rate based on the average weighted cost of capital which was based on debt leveraging of:20%
-at a cost of debt rate of:12.3%
Terminal growth rate applied beyond June 20252.0%
Cash flows were projected on actual operating results, the 30 June 2021 budget and business plan.
Sensitivity to changes in assumptions
In thousands of New Zealand dollars
2020
30 June
The recoverable amount of the CGU exceeds its carrying amount by 53,100
If projected Earnings before Interest and Tax (EBIT) is reduced by 10% year on year, it changes the
amount the recoverable amount exceeds its carrying amount to
41,900
The post tax discount rate for the recoverable amount to equal carrying amount is calculated at22.1%
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P24Comvita Financial Statements 2020- P25
14. INTANGIBLE ASSETS AND GOODWILL (CONTINUED)
Apiaries:
Value in use was determined by discounting the future cash flows generated from the continuing use of the unit and
were based on the following key assumptions:
2020
30 June
Anticipated annual revenue growth included in the cash flow projections for the combined CGU’s (normalised) for
the years 2021 to 2030
(16.6)% to 24.7%
Post tax discount rate
10.0%
Discount rate based on the average weighted cost of capital which was based on debt leveraging of::
20%
-at a cost of debt rate of:4.4%
Terminal growth rate applied beyond June 2030
1.5%
Cash flows were projected on actual operating results, the 30 June 2021 budget and business plan.
Sensitivity to changes in assumptions:
In thousands of New Zealand dollars
2020
30 June
The recoverable amount of the CGU exceeds its carrying amount by
13,300
If projected Earnings before Interest and Tax (EBIT) is reduced by 10% year on year, it changes the amount the
recoverable amount exceeds its carrying amount to
9,000
The post tax discount rate for the recoverable amount to equal carrying amount is calculated at13%
The percentage movement in yields for each Manuka Honey grade range (with the resulting difference being added
to non-manuka) for the recoverable amount to equal the carrying amount
9%
The increase in forecast hive costs required for the recoverable amount to equal the carrying amount
1.6%
15. LEASES
The Group leases warehouses, retail stores, administration premises, vehicles and land used for hive placements.
Right of use assets
2020BuildingsVehiclesPlantationsTotal
In thousands of New Zealand dollars
Adoption of NZ IFRS 167,1361,6813,48312,300
Additions3,30182-3,383
Disposals(149)--(149)
Depreciation(2,971)(670)(178)(3,819)
Remeasurements(413)--(413)
Effect of movement in exchange rates1405-145
Balance at the end of the year7,0441,0983,30511,447
Amounts recognised in the statement of comprehensive income
Total
Interest on lease liabilities421
Variable lease payments not included in the measurement of lease liabilities4,101
Expenses relating to short-term leases33
Expenses relating to leases of low-value assets, excluding short-term leases of low-value assets38
Lease liabilities
The weighted average incremental borrowing cost applied to lease liabilities at 1 July 2019 was 5.3%. Total cash outflow
for leases for the year ended 30 June 2020 was $4.1 million.
Maturity analysis - contractual undiscounted cash flow
Non-cancellable lease rentals ae payable as follows:
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Less than 1 year
4,8205,515
Between one and five years4,6055,055
Greater than five years
1,81719
Total11,24210,589
Capital commitments
The total capital commitment is $3.1 million (2019: $4.5 million over 3 years) and will be paid over the next 2 years.
The capital commitment relates to plantation costs.
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P26Comvita Financial Statements 2020- P27
16. BIOLOGICAL ASSETS
Total
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Bees3,3703,542
Olive Leaf425506
Total biological assets3,7954,048
Bees
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Balance at beginning of the year3,5423,641
Acquisition665532
Sales-(142)
Fair value increase161-
Net movement in operational hives(998)(489)
Balance at the end of the year3,3703,542
Number of operational hives
Balance at beginning of the year22,62827,379
Acquisition5,000(1,070)
Net movement in operational hives(7,503)(3,681)
Balance at the end of the year20,12522,628
The Group is exposed to a number of risks related to owning bees, primarily the risk of damage from climatic changes and diseases.
The Group has processes in place aimed at monitoring and mitigating those risks, through hiring of experienced bee keepers, the intensive
maintenance of bee hives and disease prevention programmes.
Fair value hierarchy
The Group’s bees are level 3 on the fair value hierarchy, being calculations for which inputs are not based on observable market data
(unobservable inputs).
As the bee hives are continually regenerating the fair value assigned to a hive is on a $ per kg basis, plus queen and brood. The value
attributed to these quantities has been sourced from the Ministry of Primary Industries. The value per hive is $141 (2019: $133).
17. INVESTMENTS
In thousands of New Zealand dollars
Note2020
30 June
2019
30 June
Equity accounted investees17a6,2619,755
Investment in listed shares-822
Convertible loan note -1,818
Investment in unlisted shares88
Total investments6,26912,403
Equity Accounted Investees (EAI)
(a) Investments in Equity Accounted Investees comprises:
Country of
Incorporation
Ownership
Interest Held
Balance
Date
Principal
Activity
Makino Station Limited
New Zealand50%30 JuneApiary and land ownership
Gan Supply JV Limited *
New Zealand33%30 JuneApiary
Putake Group Holdings Limited
New Zealand50%30 June Apiary
Manuka Research Partnership Limited
New Zealand31.77%30 June Research and development
Medibee Pty Limited **
Australia50%30 June Apiary
Apiter S.A
Uruguay20%31 July
Manufacturing, selling and
distribution
Kaimanawa Honey Limited Partnership
New Zealand50%30 June
Ceased operating 10
November 2019
* On 30 September 2019 Nga Pi Honey Limited changed its name to Gan Supply JV Limited and Gan Enterprises Limited changed its
name to Nga Pi Honey Limited.
** Medibee Apiaries has a funding arrangement with HSBC and Comvita has signed a several guarantee for its share of the facility,
which is AUD $5,500,000.
(b) Carrying value of Investments in Equity Accounted Investees
In thousands of New Zealand dollars
Note20202019
Balance at 1 July 9,75530,621
Acquisitions – Apiter S.A.
-9,048
Dividend
-(519)
Impairment
17c(2,543)(2,401)
Share of (loss)/profit
(174)448
Profit elimination
-1,623
Transfer share of (profit)/loss to receivable
(310)62
Foreign exchange movements recognised in
other income
(467)(1,707)
Derecognition of EAI - China
-(26,711)
Derecognition of EAI - SeaDragon
-(709)
Balance at 30 June
6,2619,755
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P28Comvita Financial Statements 2020- P29
17. INVESTMENTS (CONTINUED)
(c) Impairment of Investments in Equity Accounted investees
An impairment Expense of $5,928,000 has been recognised as an expense in profit and loss as at 30 June 2020 (2019: $2,401,000).
The impairment expense is made of the following amounts:
Apiter S.A.
The impairment expense of $1,300,000 (2019: nil) has been recognised against the the Apiter S.A investment due to a delay in
projected sales growth.
Putake Group
An impairment expense of $1,243,000 (2019: $2,300,000) has been recognised against the Putake Group investment and $1,075,000
against the shareholder loan, refer to note 17d.
This investment has been impaired as it is in the process of winding up.
A provision of $675,000 has also been recognised at 30 June 2020 against the related loan to Casa Base Trustees, refer to note 17e.
Medibee
The loan to Medibee has been impaired, refer note 17d, with an impairment expense of $2,310,000 recognised in the income statement
due to the impact of the Australian bush fires on the honey crop.
Kaimanawa
The Kaimanawa shareholder loan of $1,673,000 was written off when the Joint Venture ceased. Refer note 17d.
(d) Loans to Equity Accounted Investees
In thousands of New Zealand dollars
Note2020
30 June
Loan receivable
2019
30 June
Loan receivable
2020
12 months
Interest income
2020
30 June
Interest Receivable
Makino
4,0073,815192192
Medibee 17c
-2,469--
Kaimanawa17c
-1,133--
Putake17c
-875--
Apiter S.A
6005752123
Gan Supply JV
212252--
Total
4,8199,119213215
All loans to equity accounted investees are repayable on demand.
Makino
Interest is accrued on the balance of loan at the a rate of 6.36% p.a. (2019: 6.36%).
Apiter S.A.
The loan is denominated in USD. Interest is accrued on the balance of the loan at a rate of 3.5% p.a. (2019: 3.5%).
Gan Supply JV
The loan is non-interest bearing.
17. INVESTMENTS (CONTINUED)
(e) Loans to Related Parties
In thousands of New Zealand dollars
Note2020
30 June
Loan receivable
2019
30 June
Loan receivable
2020
12 months
Interest income
2020
30 June
Interest receivable
Nga Pi Honey Ltd (Gan Supply JV)
56756736-
Casa Base Trustees (Putake)17c
-63936-
Total
5671,20672-
Nga Pi Honey Ltd
Interest is accrued on the balance of the loan at a rate of 6.36% p.a. (2019: 6.36%), the loan is repayable on demand.
(f) Transactions with Equity Accounted Investees
In thousands of New Zealand dollars
Sale of goods and servicesPurchases of goods and services
(including prepayments)
Transaction valueBalance due fromTransaction valueBalance owing to
2020
Kaimanawa616
-19-
Makino 92
-174-
Gan Supply JV 80
31,870-
Putake60
-18-
Medibee-
---
Apiter S.A19
232,598418
2019
Comvita China*12,560
---
Kaimanawa2,013
4432,551-
Makino 210
-674338
Gan Supply JV 28
16572-
Putake27
-35134
Medibee-
-553-
SeaDragon 39
---
Apiter S.A13
-3,464-
* Transactions included for the period while the investment was still recognised as an EAI.
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P30Comvita Financial Statements 2020- P31
18. DERIVATIVES
The table below analyses financial instruments carried at fair value, by valuation method. They are all level 2 on the fair value hierarchy, as
they include inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e., as prices)
or indirectly (i.e. derived from prices). There have been no transfers between levels in either direction during the period.
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Derivatives – SeaDragon-192
Total assets-192
Derivatives – liabilities (hedging instrument)(714)(2,420)
Total liabilities(714)(2,420)
Derivatives – assets and liabilities (hedged) and designated at fair value through the income statement
The Group’s Level 2 fair values for simple over-the-counter derivative financial instruments are based on broker quotes. Those quotes
are tested for reasonableness by discounting expected future cash flows using market interest rate for a similar instrument at the
measurement date. Fair values reflect the credit risk of the instrument and include adjustments to take account of the credit risk of the
Group entity and counterparty when appropriate.
19. INVENTORY
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Raw materials79,92583,996
Work in progress8421,854
Finished goods36,69948,202
Provision (3,787)(1,860)
Total inventory112,679132,192
Inventory disposed of during the year ended 30 June 2020 has been recognised within cost of goods sold - $827,000 (2019: $1,716,000).
20. TRADE RECEIVABLES
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Trade receivables 17,72630,878
Total trade receivables17,72630,878
The status of trade receivables at the reporting date is as follows:
In thousands of New Zealand dollars
Gross receivable
2020
Impairment
2020
Gross receivable
2019
Impairment
2019
Not past due11,388(162)23,521-
Past due 0-30 days2,296(69) 5,279-
Past due 31-60 days3,269(254)807(4)
Past due 61-365 days1,319(87)1,460(237)
Past due > 365 days59(33)105(53)
Total18,331(605)31,172(294)
The Company has not renegotiated the terms of any financial assets which would result in the carrying amount no longer being past due or
avoid a possible past due status.
20. TRADE RECEIVABLES (CONTINUED)
Credit risk
The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk for trade
receivables at the reporting date by geographic region was:
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Australia2,0855,073
China7,2886,002
New Zealand5,32210,361
United States3926,269
United Kingdom5291,262
Hong Kong733991
Other regions1,377920
Total17,72630,878
21. SUNDRY RECEIVABLES
In thousands of New Zealand dollars
Note2020
30 June
2019
30 June
Loans to equity accounted investees17d4,8199,119
Loan receivable – related parties1,0171,206
Prepayments 5,3073,393
Other receivables 1,2062,571
Total sundry receivables12,34916,289
22. EMPLOYEE BENEFITS
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Annual leave1,5981,693
Performance accrual 1,7961,976
Accrued wages and salaries259372
Total current employee benefits3,6534,041
Long service leave (non-current)414446
Total employee benefits4,0674,487
23. TRADE AND OTHER PAYABLES
In thousands of New Zealand dollars
Note2020
30 June
2019
30 June
Trade creditors10,44914,113
Accruals12,0209,597
Business combination consideration payable-4,506
Contingent consideration – equity accounted investees71791,167
Due to directors5988
Total trade and other payables 22,707 29,471
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P32Comvita Financial Statements 2020- P33
24. CAPITAL AND RESERVES
Ordinary and partly paid redeemable share capital
In thousands of shares
2020
30 June
2019
30 June
Note
On issue at beginning of the year49,55545,163
Capital raise – Placement and Rights offer20,000-
Share issue - CEO308-
Supplier Partnership Group Share Scheme13426
Acquisition of treasury stock(217)-
Share issue – Comvita China acquisition-4,050
Share issue – Apiter acquisition-155
Issued to members of executive share scheme-144
Issued to employee share purchase scheme-17
Ordinary shares on issue at end of the year69,78049,555
Closing partly paid shares281,2282,028
Total shares including part paid at end of the year71,00851,583
Treasury Stock
In thousands of shares
2020
30 June
2019
30 June
Treasury stock at beginning of the year227408
Acquired on market217-
Issued – CEO(308)(155)
Supplier Partnership Group Share Scheme(134)(26)
Total treasury stock at end of the year2227
Ordinary shares
All ordinary shares issued are fully paid and have no par value. The holders of ordinary shares are entitled to receive dividends as declared
from time to time and are entitled to one vote per share at meetings of the Company. All shares rank equally with regard to the Company’s
residual assets.
Translation reserve
The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign
operations.
Hedging reserve
The hedging reserve comprises the cumulative change in the fair value of cash flow hedging instruments related to hedged transactions
that have not yet occurred.
Fair value reserve
The fair value reserve comprises the cumulative change in the fair value of Financial Assets designated as Fair Value through Other
Comprehensive Income.
24. CAPITAL AND RESERVES (CONTINUED)
Capital management
The Group’s capital includes share capital, reserves and retained earnings. The Board’s policy is to maintain a strong capital base so as to
maintain investor, creditor and market confidence and to sustain future development of the business. The Board of Directors monitors the
geographic spread of shareholders, as well as the return on capital.
Public share offerings and private offerings are made, where applicable. This and acquisitions are key to ensuring the future development
of the business.
The Board has an employee share purchase scheme and an executive employee share scheme to ensure the employees hold an investment
in the Group. The Board has also implemented a Supplier Group Share Scheme to assist in security of raw material honey supply.
Other than the banking requirements, neither the Company nor any of its subsidiaries are subject to externally imposed capital
requirements.
25 . EARNINGS PER SHARE
Basic earnings per share - weighted average number of ordinary shares
In thousands of shares
2020
30 June
2019
30 June
Issued ordinary shares at beginning of year49,55545,164
Effect of shares issued during the year1,2311,138
Weighted average number of ordinary shares at the end of the year50,78646,302
Basic earnings per share (NZ cents)(19.10)(61.05)
Diluted earnings per share - weighted average number of ordinary shares
(diluted)
In thousands of shares
Weighted average number of ordinary shares (basic)50,78646,302
Effect of share entitlements issued -30
Weighted average number of diluted shares at end of the year50,78646,332
Diluted earnings per share (NZ cents)(19.10) (61.05)
26. LOANS AND BORROWINGS
This note provides information about the contractual terms of the Group’s interest-bearing loans and borrowings.
Terms and debt repayment schedule
In thousands of New Zealand dollars
Facility
Local
Currency
CurrencyNominal
Interest rate
MaturityCarrying
Amount
Carrying
Amount
20202019
Secured bank loan – Westpac NZ20,000NZD3.25%July 202220,00044,000
Multi option credit line – Westpac NZ60,000NZD2.05% & 2.25%July 202212,20055,250
Total borrowings80,00032,20099,250
Less current portion of borrowings--
Borrowings – Non current32,20099,250
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P34Comvita Financial Statements 2020- P35
26. LOANS AND BORROWINGS (CONTINUED)
Covenants and security
The Group was in compliance with all banking covenants during the year and as at 30 June 2020. All debt with Westpac New Zealand
Limited is secured by way of registered first and exclusive Composite Debentures and a General Security Agreement, cross collateralised,
over all the assets, undertakings and uncalled capital of all Charging Group companies and an interlocking supported guarantee between
all Charging Group companies.
“Charging Group” - Comvita Limited, Comvita New Zealand Limited, Comvita Holdings Pty Limited, Comvita Australia Pty Limited,
Comvita Holdings UK Limited and Comvita UK Limited.
Net debt
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Cash16,68010,314
Less Debt – Non-Current(32,200)(99,250)
Net Debt(15,520) (88,936)
Interest rate risk
At reporting date the interest rate profile of the Group’s interest-bearing financial instruments is the balances of the loans above. The
Group has a policy of ensuring that its exposure to interest rates for borrowings is managed. Interest rate swaps have been entered into to
achieve an appropriate mix of fixed and floating rate exposure with the Group’s policy.
Sensitivity analysis
In managing interest rate risks the Group aims to reduce the impact of short-term fluctuations on the Group’s earnings. Over the longer-
term, however, permanent changes in interest rates will have an impact on profit. At 30 June 2020 it is estimated that a general increase
of one percentage point in interest rates would decrease the Group’s profit before income tax by approximately $598,000
(30 June 2019: $718,000).
Other Facilities
Overdraft schedule
In thousands of New Zealand dollars
Facility Local
Currency
CurrencyInterest rate
2020
Interest rate
2019
Overdraft facility NZD – Westpac NZ750NZD7.25%8.35%
Overdraft facility GBP – Westpac NZ1,650GBP7.25%8.35%
Overdraft facility YEN – Westpac NZ500JPY7.25%8.35%
The balance drawn on each of these at 30 June 2020 is nil (2019: nil).
27. RECONCILIATION OF THE PROFIT FOR THE PERIOD WITH THE NET CASH FROM
OPERATING ACTIVITIES
In thousands of New Zealand dollars
Note
2020
30 June
2019
30 June
(Loss)/Profit for the period(9,701)(27,717)
Adjustments for:
Depreciation13/158,7484,556
Amortisation 142,1221,865
(Gain) on disposal of property, plant & equipment(233)(62)
Share based payments9329678
Supplier share scheme – inventory purchase459-
Fair value loss in biological assets 10389652
Net loss on fair value of derivatives 8 456991
Wind-up of equity accounted investee1,070-
Interest income from investing activities(264)(518)
Gain on deemed sale of 51% of Comvita China 7-(4,055)
Equity accounted investees – profit elimination movement17b-(1,623)
Share of loss/(profit) equity accounted investees17b174(448)
Impairment – goodwill 14-19,825
Impairment – equity accounted associates17c5,9282,401
Change in fair value of contingent consideration-(484)
Other -(123)
Profit adjusted for non-cash items9,477 (4,062)
Change in trade payables relating to investing activities(209)(5,243)
Changes in sundry receivables related to shares-(11)
Movement in working capital items:
Change in inventories19,513(15,700)
Change in trade receivables13,15224,935
Change in sundry debtors and prepayments1283,926
Change in trade and other payables(2,258)6,533
Change in employee benefits(420)33
Change in tax payable606(806)
Change in deferred tax (2,413) (2,850)
Change in working capital items from foreign currency translation reserve1,084(1,156)
Other movements:
Change related to business combination -15,086
Movement of deferred tax in equity(768)306
Prepayment to equity accounted investee1,435-
Foreign investor tax credits-10
Foreign currency reserve(30)85
Net cash from operating activities39,29721,086
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P36Comvita Financial Statements 2020- P37
28. EMPLOYEE SHARE SCHEMES
(a) Executive share scheme
Comvita Limited has an Executive Employee Share Scheme called the Comvita Limited Partly Paid Share Scheme (“The Scheme”). The
Scheme is designed to provide key employees with an opportunity to benefit from share price growth. A summary of the key points of the
Scheme are as follows:
• Comvita will periodically offer the rights to acquire a certain number of ordinary shares to key employees. The issue price of the shares
will be at fair value.
• When the offer is accepted Comvita will issue the shares to the Scheme Trustee (Comvita Share Scheme Trustee Limited, which is a
subsidiary Company) who will hold the shares on the employees behalf.
• The employee will pay 1 cent for each share at issue date. The partly paid shares will carry entitlements to voting rights, dividend
rights and rights to share in surplus assets of Comvita to the extent that they are paid up.
• The release of shares are subject to a share price hurdle threshold being met as described in the Scheme and certain vesting
conditions, primarily ongoing service to the Group, and insider trading legislation and other applicable laws.
• On transfer the employee has to pay up the balance of the released shares. If the share price hurdle applicable to any shares is not
met on or before each of their respective anniversary dates, the employee will not be able to pay up the balance of the released shares
and they will receive back the initial payment for those shares not released and the associated shares are forfeited.
Entitlements on issue at
In thousands
30 June 202030 June 2019
Number of
entitlements
Weighted
average
exercise price
Number of
entitlements
Weighted
average
exercise price
Entitlements outstanding at beginning of year2,0287.592,0577.67
Entitlements granted during the year--5786.33
Entitlements forfeited during the year(800)8.52(463)7.44
Entitlements converted to ordinary shares
(Note 24)
--(144)3.67
Entitlements outstanding at end of year1,2287.052,0287.59
There are 40 (2019: 53) employees in the scheme. The number of entitlements at 30 June 2020 is 1.7% (30 June 2019: 3.9%) of total
shares.
Fair Value of Share rights granted
The Group’s share based payments are level 2 on the fair value hierarchy, involving a combination of quoted (the Company’s share price)
and unquoted prices. The fair value of services received in return for share entitlements granted to employees is measured by reference to
the fair value of shares. The estimate of the fair value of the services received is measured based on a Monte Carlo simulation model.
Measurement inputs include share price on measurement date, exercise price of the instrument, expected volatility (based on weighted
average historic volatility adjusted for changes expected due to publicly available information), weighted average expected life of the
instruments (based on historical experience and general option holder behaviour), expected dividends, and the risk-free interest rate
(based on government bonds). Service and non-market performance conditions attached to the transactions are not taken into account in
determining fair value.
28. EMPLOYEE SHARE SCHEMES (CONTINUED)
(a) Executive share scheme (continued)
Fair value of share entitlements and assumptions
Issue Date 30-Sep-1630-Jun-178-Oct-18
Entitlements issued (number)801,250582,500577,500
Entitlements on hand (at 30 June 2020)255,625447,500525,000
Fair value at measurement date$1.26$1.59$1.08
Share price at grant date$11.30$5.80$6.00
Grant date30-Sep-1630-Jun-178-Oct-18
Exercise price$11.08$5.60$6.33
Expected price volatility23.7%52.6%34.2%
Share life (weighted average life of each
tranche)
2-4 years2-4 years2-4 years
Expected dividend yield2.73%3.26%1.02%
Risk-free interest rate 1.87%1.81%1.88%
Forecast share hurdles at 30 June 2020*$14.74 - $16.16$7.34 – $7.98$7.60 - $8.71
The expected volatility is based on analysing the historic volatility (calculated based on the weighted average remaining life of the share
entitlements), adjusted for any expected changes to future volatility due to publicly available information. Share entitlements are granted
under a service condition. Such conditions are not taken into account in the grant date fair value measurement of the services received. The
grants in relation to key management personnel also contain a market condition relating to a share price hurdle. This condition has been
taken into account in the grant date fair value measurement of the services received.
* The forecast share price hurdle calculation can change based on the WACC percentage used and future dividends paid.
There are no entitlements exercisable at the end of the year.
(b) Staff share scheme
Employees who have served continuously with the Company for a period of at least 12 months, are given the opportunity to subscribe for
ordinary shares in the Company from time to time. An interest free loan is advanced by the Company not exceeding $2,340, repayable over
three years.
20202019
Employees in the scheme4475
Number of shares held25,18430,911
% of share capital0.03%0.06%
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P38Comvita Financial Statements 2020- P39
29. FINANCIAL INSTRUMENTS
Overview
Exposure to credit, liquidity and market risks arises in the normal course of the Company’s business.
This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes for
measuring and managing risk and the Group’s management of capital. Further quantitative disclosures are included throughout these
financial statements.
The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework.
The Audit and Risk Committee is designated to develop and monitor the Group’s risk management policies. The committee reports
regularly to the Board of Directors on its activities.
The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits
and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect
changes in market conditions and the Group’s activities. The Group through its training and management standards and processes
aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual
obligations, and arises principally from the Group’s receivables from customers. As the counterparty of financial instruments is
Westpac New Zealand Limited, it is considered there is minimal credit risk.
The majority of revenue is generated from retailers and consumers and there is no geographical concentration of credit risk. In order to
determine which customers are classified as having payment difficulties, the Group applies a mix of duration and frequency of default.
Trade receivables aging are monitored on a monthly basis and the Company does not require collateral in respect of trade and other
receivables, however Personal Guarantees are obtained where the Company considers it is appropriate.
The Board has approved a credit policy under which new customers are analysed individually for credit worthiness before the Group’s
standard payment terms and conditions are offered. The Group’s review includes reviewing references. Customers that fail to meet
the Group’s benchmark creditworthiness may transact with the Group only on a prepayment basis.
Where possible, our interest in goods sold are subject to retention of title clauses and a security interest is registered on the Personal
Property Securities Register (PPSR), so that in the event of non-payment the Group may have a secured claim.
The Group’s policy is to provide financial guarantees only to subsidiaries and equity accounted investees.
Liquidity risk
Liquidity risk represents the Group’s ability to meet its financial obligations as they fall due. The Group’s approach to managing
liquidity is to ensure that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to the Group’s reputation.
Due to the seasonal nature of raw materials supply the Group has credit lines in place to cover timing differences to offset the
mismatch of receipts and payments. The borrowings are by way of overdraft and committed credit facilities.
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the
Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and
control market risk exposures within acceptable parameters while optimising return on risk. The Group buys and sells derivatives, and
also incurs financial liabilities in order to manage market risks. All transactions are carried out within the Treasury Policy guidelines set
by the Board of Directors. Generally the Group seeks to apply hedge accounting in order to manage volatility in the income statement..
Currency risk
The Group is exposed to currency risk on sales that are denominated in a currency other than its functional currency, the New Zealand
Dollar. The currencies in which transactions are primarily denominated are United States Dollars, Japanese Yen, Australian Dollars,
Hong Kong Dollars, British Pounds and Chinese Yuan.
The Group hedges are based on net foreign currency receipts. At any point in time the Group hedges between 40% to 100% of its
estimated foreign currency exposure in respect of net cash receipts expected to be received over the following 12 months. The Group
uses a mixture of forward exchange contracts, collars and options to hedge its currency risk, most with a maturity of less than one year
from the reporting date. When necessary, forward exchange contracts are rolled over at maturity.
29. FINANCIAL INSTRUMENTS (CONTINUED)
Liquidity risk
The following table sets out the contractual maturities of financial liabilities including interest payments and derivatives:
In thousands of New Zealand dollars
Stmt of
financial
position
Contractual
cash flows
6 months
or less
6-12
months
1-2 years2-5 years5-10 years
2020
Non-derivative financial liabilities
Secured bank loans (32,200)(33,206)(14,502)(8,379)(10,325)--
Trade and other payables(22,707)(22,707)(22,707)----
Total non-derivative liabilities(54,907)(55,913)(37,209)(8,379)(10,325)--
Derivatives
Inflow-32,75719,19413,4864334-
Outflow(714)(33,465)(18,949)(13,375)(616)(525)-
Total(714)(708)245111(573)(491)-
2019
Secured bank loans (99,250)(105,227)(1,695)(1,695)(101,837)--
Trade and other payables(29,471)(29,471)(29,471)----
Total non-derivative liabilities(128,721)(134,698)(31,166)(1,695)(101,837)--
Derivatives
Inflow-27,02917,6818,547367433-
Outflow(2,420)(29,329)(18,336)(8,914)(939)(1,141)-
Total(2,420)(2,300)(655)(367)(572)(708)-
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P40Comvita Financial Statements 2020- P41
29. FINANCIAL INSTRUMENTS (CONTINUED)
Currency risk
In thousands of New Zealand dollars
Group
2020
RMBAUDGBPHKDUSDOther
Trade receivables7,2881,8603837331,5861,589
Trade and other payables (1,293) (2,602)(438)(1,024)(1,993)(1,006)
Gross statement of financial position exposure5,995(742)(55)(291)(407)583
Forward exchange contracts (local currency)40,0006,75075012,0006,500126,000
2019
RMBAUDGBPHKDUSDOther
Trade receivables6,0025,0731,2629916,269920
Trade and other payables(2,050)(1,530)(570)(815)(1,630)(513)
Gross statement of financial position exposure3,9523,5436921764,639407
Forward exchange contracts (local currency)-2,8201,31729,2507,359-
Sensitivity analysis
A 20 percent strengthening and 20% weakening of the NZD against the following currencies at 30 June would have changed the asset
or liability values in the statement of financial position at 30 June through a change in equity and the income statement by the amounts
shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis for 2020 assumes a
20 percent (30 June 2019: 20 percent) strengthening and weakening of the NZD.
2020202020192019
EquityIncome statementEquityIncome statement
+20%-20%+20%-20%+20%-20%+20%-20%
AUD1,204(1,807)--491(737)--
GBP241(361)--461(692)--
USD1,679(2,519)--1,806(2,706)--
HKD399(598)--921(1,380)--
CNH1,436(2,146)------
JPY303(456)--581(874)--
Classification and Fair Values
The carrying amount of all assets and liabilities reflects the fair value. They are classified as follows:
ClassificationAsset or liability
Amortised costTrade and other receivables, cash and cash equivalents, trade and other
payables, loans and borrowings
Fair value through profit and or lossDerivatives
Fair value through OCIOther investments
30. RELATED PARTIES
Transactions with key management personnel
The key management personnel consists of the Leadership team of Comvita.
Key management and director compensation comprised:
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Director fees550514
Short term employee benefits2,2272,663
KiwiSaver employer contribution6948
Share based payments 84349
Total2,9303,574
On the 13 March 2020, the Company issued 307,488 ordinary shares from treasury stock to CEO David Banfield. The subscription price
for the shares was satisfied partly through the provision of a $450,000 interest free loan, with the remainder settled by David Banfield in
cash. The acquisition of shares by David Banfield was at market value, calculated as the volume weighted average of prices at which CVT
shares traded over the prior 10 trading days.
At 30 June 2020 Directors and other key management personnel of the Company control 3.72% (2019: 4.84%) of the voting shares of the
Company.
Other transactions with key management personnel
Other related party transactions
In thousands of New Zealand dollars
2020
30 June
2019
30 June
Consulting fees
- Brett Hewlett 8212
- Luke Bunt31-
- Neil Craig 5-
Craigs Investments
- Custodial and secretarial fees2248
- Capital raise underwriting fee800-
Total94060
No amounts are payable as at 30 June 2020 for the transactions listed in the table above (2019: nil).
Consulting fees were paid to Directors acting in an Executive Director capacity in respect of the Strategic Review and in relation to Due
Diligence Committee duties for the Capital Raise
Craigs Investment Partners Limited are considered to be a related party as Neil Craig was Chairman of both entities for a portion of the
financial year. Craigs Investment Partners Limited manage the Comvita share purchase program (START Scheme), provided secretarial
services and underwriting services related to Comvita’s capital raise.
NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS
Comvita Financial Statements 2020 - P42Comvita Financial Statements 2020- P43
30. RELATED PARTIES (CONTINUED)
Subsidiaries
Country of
Incorporation
Ownership
Interest Held
Balance
Date
Principal Activity
Comvita New Zealand LimitedNew Zealand100%30 June
Manufacturing and marketing
Medibee LimitedNew Zealand100%30 JuneNot trading
Comvita Taiwan LimitedNew Zealand100%30 JuneNot trading
Bee & Herbal New Zealand LimitedNew Zealand100%30 JuneIP ownership
Apimed Medical Honey LimitedNew Zealand100%30 JuneIP ownership
Comvita Landowner Share Scheme Trustee
Limited
New Zealand100%30 JuneApicultural land owner share
scheme
Kiwi Bee Medical Limited * New Zealand100%30 JuneApiary and medical honey
extraction
Jonno Developments Limited *New Zealand100%30 JuneResearch and development
Kyoto Forests of New Zealand LimitedNew Zealand100% 30 JuneNot trading
Comvita Share Scheme Trustee LimitedNew ZealandManagement
control
30 JuneExecutive employee share
scheme
Comvita USA, Inc USA100%30 JuneSelling and distribution
Comvita Japan Company LimitedJapan100%30 JuneSelling and distribution
Comvita Korea Co Limited Korea100%30 JuneSelling and distribution
Comvita Food (China) LimitedChina100%31 DecemberSelling and distribution
Comvita China LimitedHong Kong100%30 JuneSelling and distribution
Comvita Holdings HK LimitedHong Kong100%30 JuneHolding Company
Greenlife (New Zealand) Product Limited Hong Kong100%30 JuneNot trading
Comvita HK LimitedHong Kong100%30 JuneSelling and distribution
Comvita Holdings Pty LimitedAustralia100%30 JuneHolding Company
Comvita Australia Pty Limited Australia100%30 JuneManufacturing, selling &
distribution
Olive Leaf Australia Pty LimitedAustralia100% 30 JuneNot trading
Olive Products Australia Pty Limited Australia100%30 JuneProperty ownership
Comvita IP Pty LimitedAustralia100%30 JuneIP ownership
Comvita Health Pty LimitedAustralia100%30 JuneNot trading
Medihoney Pty LimitedAustralia100%30 JuneNot trading
Medihoney (Europe) LimitedUnited Kingdom100%30 JuneNot trading
Comvita Holdings UK LimitedUnited Kingdom100%30 JuneHolding Company
Comvita UK LimitedUnited Kingdom100%30 JuneSelling and distribution
New Zealand Natural Foods LimitedUnited Kingdom100%30 JuneNot trading
* Kiwibee Medical Limited and Jonno Developments Limited amalgamated into Comvita New Zealand Limited effective 1 July 2020.
NOTES TO THE FINANCIAL STATEMENTS
Independent Auditor’s
Report
To the Shareholders of Comvita Limited
Report on the audit of the consolidated financial statements
Opinion
In our opinion, the accompanying consolidated financial
statements of Comvita Limited (the ’C ompany’) and its
subsidiaries (the 'Group') on pages 3 to 42:
i. Present fairly in all material respects the Group’s
financial position as at 30 June 2020 and its financial
performance and cash flows for the year ended on
that date; and
ii. Comply with New Zealand Equivalents to
International Financial Reporting Standards and
International Financial Reporting Standards.
We have audited the accompanying consolidated
financial statements which comprise:
— The consolidated statement of financial position as
at 30 June 2020;
— The consolidated income statement, statements of
comprehensive income, changes in equity and cash
flows for the year then ended; and
— Notes, including a summary of significant
accounting policies and other explanatory
information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (‘ISAs (NZ)’) . We believe
that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics for
Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics
Standards Board for Accountants’ Code of Ethics for Professional Accountants (‘IESBA Code’), and we have fulfilled our
other ethical responsibilities in accordance with these requirements and the IESBA Code.
Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the consolidated
financial statements section of our report.
Our firm has also provided other services to the Group in relation to taxation services. Subject to certain restrictions,
partners and employees of our firm may also deal with the Group on normal terms within the ordinary course of trading
activities of the business of the Group. These matters have not impaired our independence as auditor of the Group. The
firm has no other relationship with, or interest in, the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
consolidated financial statements in the current period. We summarise below those matters and our key audit procedures
to address those matters in order that the Shareholders as a body may better understand the process by which we arrived
at our audit opinion. Our procedures were undertaken in the context of and solely for the purpose of our statutory audit
opinion on the consolidated financial statements as a whole and we do not express discrete opinions on separate elements
of the consolidated financial statements.
Comvita Financial Statements 2020 - P44Comvita Financial Statements 2020- P45
The key audit matter How the matter was addressed in our audit
Business Combination – Comvita China
Refer to Note 5 to the Financial Statements.
During the prior year the Group acquired Comvita
Food (China) Limited and Comvita China Limited
(collectively referred to as “Comvita China”). The
finalisation of the purchase price allocation
component of the business combination was
completed during the current financial year.
Accounting for business combinations requires
management to make judgements in order to:
— Identify all assets acquired and liabilities
assumed; and
— Estimate the fair value of the identified
assets and liabilities.
Determining the fair value of identifiable assets
and liabilities assumed may require management
to estimate cash flow forecasts, discount rates
and other unobservable assumptions.
Our audit procedures included the following, amongst others:
— We reviewed the sale and purchase agreements underpinning
the acquisition;
— We reviewed and challenged management’s assessment of the
identifiable assets acquired and liabilities assumed, including
exploring the possibility that further unidentified assets or
liabilities could exist;
— We obtained an understanding of the approach to the valuation
of each identifiable asset and liability, employed by
managements external expert;
— We utilised KPMG specialists to review management’s valuation
of identifiable assets and liabilities; and
— We assessed disclosures of the transactions in the financial
statements against applicable accounting standards.
There were no material findings in respect of the purchase price
allocation or the related disclosure.
Other information
The Directors, on behalf of the Group, are responsible for the other information included in the entity’s financial
statements and Annual Report. Other information includes the Directors’ Declaration, Statutory Information and Company
Directory and the other information included in the Annual Report. Our opinion on the consolidated financial statements
does not cover any 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 in the audit or otherwise appears materially misstated. If, based on 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 received the Directors’ Declaration, Statutory Information and Company Directory and have nothing to
report in regards to it. The Annual Report is expected to be made available to us after the date of this Independent
Auditor's Report and we will report the matters identified, if any, to those charged with governance.
Use of this independent auditor’s report
This independent auditor’s report is made solely to the Shareholders as a body. Our audit work has been undertaken so
that we might state to the Shareholders those matters we are required to state to them in the independent 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 Shareholders as a body for our audit work, this independent auditor’s report, or any of the opinions
we have formed.
The key audit matter How the matter was addressed in our audit
Impairment of Non-Current Assets
Refer to the impairment expense recognised in
the Income Statement on Page 3, the Statement
of Financial Position on Page 5 and Note 3(j).
The Group has $125m of non-current assets. In
light of performance in the current year and the
Group’s net assets exceeding market
capitalisation at 30 June 2020, the consideration
of impairment of non-current assets is considered
to be a key audit matter. This is due to the
significance of the assets and the range of
judgemental assumptions about future
performance.
In the current year the Group has identified the
following cash generating units (CGU’s):
— Greater China;
— Apiaries; and
— Other.
The Group utilises value in use models to
determine the recoverable amount of the Group’s
CGU’s, which is then compared to the CGU’s net
assets. In relation to these models, particular
attention was required of:
— The strategic direction of the Group;
— The future cash flows, including the impacts
of Covid-19 (if any);
— UMF Honey quality and annual yield (KGs)
per Hives;
— Terminal growth rates; and
— The discount rate applied to those cash
flows.
Our audit procedures included the following, amongst others:
— We assessed the Group’s determination of CGU’s based on our
understanding of the nature of the Group, their operations and
the internal reporting of the business;
— We assessed the value in use models (VIU) for each CGU
considering the methodology adopted in the discounted cash
flow valuation models against the requirements of the
applicable financial reporting standards;
— We considered the consistency of assumptions in individual VIU
models with the overall Group 5 year strategic plan to ensure
appropriate and consistent cash flows reported. We analysed
the future cash flow forecasts used and determined whether
they are reasonable based on the implementation of the
strategic plan and historical achievements;
— We utilised valuation specialists to challenge key judgements,
which included the weighted average cost of capital applied and
terminal growth rates, through comparison to market data and
industry research;
— We performed sensitivity analysis on key cash flow forecast
assumptions, UMF quality, annual honey yields, WACC and
terminal growth, to understand the impact of reasonable
possible changes in key assumptions in various scenarios;
— We performed testing to compare the calculated recoverable
values to the associated carrying amounts, and assessed
whether any impairment expense is to be recognised;
— We examined conceptually and in detail why net assets
exceeded market capitalisation as at 30 June 2020; and
— We considered and reviewed appropriateness, sufficiency and
clarity of required disclosures included in the Group financial
statements.
The procedures performed did not identify any material adjustments
to the impairment expense recognised or the related disclosure.
Comvita Financial Statements 2020 - P46Comvita Financial Statements 2020- P47
Principal activity
The principal activity of the Company is that of manufacturing and marketing quality natural health products.
Dividend
No dividends have been declared or paid for the year ended 30 June 2020.
Directors’ remuneration for the year ended 30 June 2020
In thousands of New Zealand dollars
FeeOtherTotal
B Hewlett
10182183
N. J Craig (ceased 30 June 2020)
93598
L.N.E Bunt
8231113
S.J Kennedy
77-77
P Reid
63-63
B Major (appointed 1 September 2019)
52-52
C Dayong (appointed 17 October 2019)
46-46
Z Guangping (appointed 17 October 2019)*
22-22
M.J Denyer (Retired 16 August 2019)
14-14
Total
550118668
*Z Guangping was granted a leave of absence in accordance with the constitution for the period 1 February to 30 June 2020.
INTERESTS REGISTER
Directors have disclosed the following directorships held by them excluding family companies and companies with no association to their
appointment as director of the Company or any companies in the Group:
N.J Craig
Chairman - Craigs Investment Partners
Director - Comvita Limited
Chairman - Pohutukawa Private Equity Limited
Director – Comvita New Zealand Limited
Director – New Zealand Cricket
Director - Hendry Nominees Limited
Director – AGInvest Holdings Limited
Director – Deutsche Craigs Limited
Member - Oriens Capital Investment Committee
B. Major
Chairman – Gibb Holdings (Nelson) Ltd
Chairman - High Value Nutrition National Science Challenge
Chairman - Go Global Avocado Primary Growth Partnership
Deputy Chairman – Hautupua General Partner Ltd
Deputy Chairman – Miro Trading General Partner Ltd
Managing Director – Sinotearoa Ltd
Director – Comvita Limited
Director – BioVittoria Ltd
Director – BioVittoria Investments Ltd
Member – Oriens Capital Investment Committee
P.R.T Reid
Chairman - Figured Limited
Chairman – Volpara Health Technologies Limited
Director – Comvita Limited
Director – The Equanut Company Limited
Director – Christchurch International Airport Limited
Director - Pukeko Pictures GP Limited (ceased 31 March 2020)
S.J Kennedy
Director - Comvita Limited
Director – SJK Consulting Limited
Director – Lifestream International Limited
Director – Lanaco Limited
Director – Middlemore Foundation Limited
Director – Calocurb Ltd
Director – New Zealand Rural Land Co
L.N.E Bunt
Director – Comvita Limited
Chairman - Heat Treatments Ltd
B.D Hewlett
Chairman – Priority One Inc.
Chairman – Bluelab Corporation Limited
Chairman – Comvita Limited
Director – Quayside Holdings Limited
Z. Guangping
Director – Comvita Limited
C. Dayong
Director – Comvita Limited
Director - China Resources Ng Fung Limited
Director - China Resources Retail (Group) Company Limited
Director - Pacific Coffee (Holdings) Limited
Director - China Resources Snow Breweries Limited
Director - CRE Alliance Fund Management Company Limited
STATUTORY INFORM ATION
Responsibilities of the Directors for the consolidated financial statements
The Directors, on behalf of the Group, are responsible for:
— The preparation and fair presentation of the consolidated financial statements in accordance with generally accepted
accounting practice in New Zealand (being New Zealand Equivalents to International Financial Reporting Standards)
and International Financial Reporting Standards;
— Implementing necessary internal control to enable the preparation of a consolidated set of financial statements that is
fairly presented and free from material misstatement, whether due to fraud or error; and
— Assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless they either intend to liquidate or to cease operations,
or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objective is:
— 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 independent auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs
NZ will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial
statements.
A further description of our responsibilities for the audit of these consolidated financial statements is located at the
External Reporting Board (XRB) website at:
http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/
This description forms part of our independent auditor’s report.
The engagement partner on the audit resulting in this independent auditor's report is Trevor Newland.
For and on behalf of
KPMG
Tauranga
24 August 2020
Comvita Financial Statements 2020 - P48Comvita Financial Statements 2020- P49
DIRECTORS OF GROUP COMPANIES OTHER THAN SHOWN ABOVE
CompaniesDirectors
Apimed Medical Honey LimitedD Banfield*
Bee & Herbal New Zealand LimitedD Banfield *
Comvita Australia Pty LimitedB Hewlett M Tobin
Comvita China LimitedM SaddG Zhu
Comvita Food (China) LimitedD Banfield*A ChenG Zhu
Comvita Health Pty LimitedB HewlettM Tobin
Comvita HK LimitedD Banfield*
Comvita Holdings HK LimitedD Banfield*
Comvita Holdings Pty LimitedB HewlettM Tobin
Comvita Holdings UK LimitedB Hewlett
Comvita IP Pty LimitedB HewlettM Tobin
Comvita Japan K. K.D Banfield*R Shida*
Comvita Korea Co LimitedJ KeastJ Park*
Comvita Landowner Share Scheme Trustee LimitedD Banfield*
Comvita New Zealand LimitedN J CraigB D Hewlett
Comvita Share Scheme Trustee LimitedS KennedyL Bunt
Comvita Taiwan Limited D Banfield*
Comvita UK LimitedB Hewlett
Comvita USA, IncD Banfield*A Barr*
Green Life (New Zealand) Product LimitedD Banfield*
Jonno Developments LimitedD Banfield*
Kiwi Bee Medical Limited A J Bougen C T Baskin*
Kyoto Forests of New Zealand LimitedD Banfield*
Medibee LimitedD Banfield*
Medihoney Europe LtdB Hewlett
Medihoney Pty LtdB HewlettM Tobin
New Zealand Natural Foods LimitedB Hewlett
Olive Leaf Australia Pty LimitedB HewlettM Tobin
Olive Products Australia Pty LimitedB HewlettM Tobin
* denotes an executive of a Group Company
** Kiwibee Medical Limited and Jonno Developments Limited amalgamated into Comvita New Zealand Limited effective 1 July 2020
DIRECTORS OF GROUP COMPANIES (CONTINUED)
Share Dealings of Directors - beneficial
Director
Number of
Shares Sold
Value of
Shares Sold
Number of Shares
Purchased
Value of Shares
Purchased
N.J Craig--395,940997,197
S.J Kennedy(61)(181)7,09018,778
L.N.E Bunt-- 20,000 47,027
P.R.T Reid --11,51728,793
B. Major--24,40268,071
B.D Hewlett (152)(440)13,30032,900
Directors Shareholding
Directors, or entities associated with directors, held the following shareholding in Comvita Limited at 30 June 2020:
DirectorOpening BalanceShares Sold/
Transferred
Shares Purchased/
Transferred
Closing Balance
N.J Craig
Beneficial
Custodial Services Limited (A/C 4)500,000-171,875671,875
Eaglesham Trust420,000-171,250591,250
Sheryl Denise Tebbutt75,000-25,780 100,780
Anna Beth Craig25,000-8,59333,593
Custodial Start Scheme11,098-18,383 29,481
Craigs KiwiSaver Scheme Account177-59236
Non-beneficial170,000-78,078248,078
Total1,201,275-474,0181,675,293
S.J Kennedy
Beneficial
S.J Kennedy8,865-4,00012,865
Custodial start scheme7,088(61)3,09010,117
Total15,953(61)7,09022,982
L.N.E Bunt
L.N.E Bunt and G.E Bunt15,000-11,51026,510
The Bunt Family Trust35,000-8,49043,490
Total50,000-20,00070,000
P.R.T Reid
Beneficial
Craigs KiwiSaver Scheme Account47,797-11,51759,314
Total47,797-11,51759,314
B. Major
Beneficial
Ms S A Parkinson & Mr R M Major3,550-24,40227,952
Total3,550-24,40227,952
STATUTORY INFORM ATIONSTATUTORY INFORM ATION
Comvita Financial Statements 2020 - P50Comvita Financial Statements 2020- P51
Directors Indemnity and Insurance
The Company has insured all its Directors and the Directors of its wholly owned subsidiaries against liabilities to other parties (except
the Company or a related party of the Company) that may arise from their positions as Directors. The insurance does not cover liabilities
arising from criminal actions. The Company has not been required to indemnify its Directors for any liabilities during the year.
DirectorOpening BalanceShares Sold/
Transferred
Shares Purchased/
Transferred
Closing Balance
B.D Hewlett
Beneficial
Brett Donald Hewlett60,490-4,80065,290
YRW Trustees 2005 Limited310,889-8,500319,389
Brett Donald Hewlett – Start
Scheme
13,439(152)-13,287
Total384,818(152)13,300397,966
Beneficial 1,533,393(213)472,4292,005,429
Non-beneficial170,000-78,078248,078
Total1,703,393 (213)550,3272,253,507
DIRECTORS OF GROUP COMPANIES (CONTINUED)
Employees’ remuneration
During the 12-month period to 30 June 2020 the following numbers of employees received remuneration of at least $100,000.
Number of employees
$100,000 to $110,00013
$110,000 to $120,00010
$120,000 to $130,00013
$130,000 to $140,0004
$140,000 to $150,0005
$150,000 to $160,0006
$160,000 to $170,0006
$170,000 to $180,0005
$180,000 to $190,0002
$190,000 to $200,0003
$230,000 to $240,0003
$250,000 to $260,0001
$260,000 to $270,0001
$290,000 to $300,0001
$310,000 to $320,0001
$320,000 to $330,0001
$330,000 to $340,0001
$340,000 to $350,0001
$350,000 to $360,0001
$370,000 to $380,0001
$380,000 to $390,0001
$410,000 to $420,0001
Note: these bands are New Zealand dollar equivalents and reflect the impact of fluctuations in the foreign exchange rates for remuneration
of overseas based employees. The figures include bonus provisions made during the year which may have not been paid at period end. It
does not include any remuneration or benefit relating to the Executive Share Scheme.
Donations
During the period the Group made cash donations of $6,000 (2019: $22,000). The Company also made donations of products to
charitable organisations.
STATUTORY INFORM ATIONSTATUTORY INFORM ATION
Comvita Financial Statements 2020 - P52
DIRECTORS
Comvita Board Of Directors
Neil John Craig
(ceased 30 June 2020)
Lucas (Luke) Nicholas Elias Bunt
Sarah Jane Kennedy
Paul Robert Thomas Reid
Brett Donald Hewlett
Robert Malcolm Major
(appointed 1 September 2019)
Guangping Zhu
(appointed 17 October 2019)
Dayong Cheng
(appointed 17 October 2019)
REGISTERED OFFICE
Comvita Limited
23 Wilson Road South, Paengaroa
Private Bag 1, Te Puke 3153
Bay of Plenty, New Zealand
Phone +64 7 533 1426
Fax +64 7 533 1118
Freephone 0800 504 959
Email investor-relations@comvita.com
www.comvita.com
BANKERS
Westpac Banking Corporation
Level 8
16 Takutai Square
PO Box 934
Auckland 1140
AUDITORS
KPMG Tauranga
Level 2
247 Cameron Road
PO Box 110
Tauranga 3140
SOLICITORS
Sharp Tudhope
Level 4
152 Devonport Road
Private Bag TG12020
Tauranga 3110
SHARE REGISTRY
Link Market Services Limited
PO Box 91976
Auckland 1142
Analysis of shareholder by size as at 1 August 2020
Category
No of shareholdersShares heldPercentage of
shareholders
Percentage of
shares
Up to 1,000 shares 1,228 607,54135.63%0.87%
1,001 – 5,000 shares1,407 3,509,15240.82%5.03%
5,001 – 10,000 shares3832,751,75411.11%3.94%
10,001 – 100,000 shares3829,635,63311.08%13.81%
100,001 shares or more4753,275,8721.36%76.35%
Total3,447* 69,779,952 100.0%100.0%
*This number does not include a number of shareholders within Custodial and Nominee companies
Top 20 shareholders as at 1 August 2020
ShareholderShares heldPercentage of
shares
Li Wang8,552,73612.26%
National Nominees New Zealand Limited4,585,4286.57%
China Resources Ng Fung Limited4,582,0006.57%
Kauri NZ Investments Limited3,558,0775.10%
Alan John Bougen & Lynda Ann Bougen & Graeme William Elvin2,397,5503.44%
Custodial Services Limited - Account 32,266,8503.25%
Accident Compensation Corporation1,907,6412.73%
Custodial Services Limited - Account 41,804,2562.59%
Junxian Li1,738,6572.49%
Bnp Paribas Nominees NZ Limited1,532,1172.20%
Forsyth Barr Custodians Limited1,421,9342.04%
Li Sun1,410,0002.02%
Robert Bertram Tait & Jane Gibbons Tait & Ian James Craig1,327,0531.90%
Pt Booster Investments Nominees Limited1,007,2551.44%
Maori Investments Limited1,000,0001.43%
JBWERE (Nz) Nominees Limited986,5061.41%
FNZ Custodians Limited899,9781.29%
Citibank Nominees (Nz) Ltd787,8761.13%
Kevin Glen Douglas & Michelle Mckenney Douglas753,6551.08%
Masfen Securities Limited734,0101.05%
Other26,526,373
38.01%
Total Ordinary Shares**69,779,952100.00%
** does not include 1,228,125 partly paid redeemable share entitlements as detailed in Note 28 to the annual accounts
Substantial security holders as at 1 August 2020
ShareholderShares heldPercentage of
shares
Li Wang
8,552,73612.26%
China Resources Ng Fung Limited
4,582,0006.57%
Milford Asset Management Limited
4,448,0426.37%
Kauri NZ Investments Limited
3,558,0775.10%
DIRECTORYSHAREHOLDER ANALYSIS
NORTH AMERICA
Comvita USA Inc.
Comvita USA Inc.,
506 Chapala Street
Santa Barbara, CA 93101 | USA
Phone +1 855 449 2201
usacustomerservice@comvita.com
UNITED KINGDOM
Comvita UK Limited
2nd Floor, 47a High Street
Maidenhead, SL61JT
United Kingdom
Phone +44 1628 779 460
info@comvita.co.uk
JAPAN
Comvita Japan Company Limited
Sangenjaya Horisho Bld 4F
1-12-39 Taishido, Setagaya-Ku
Tokyo 154-0004 | Japan
Phone +81 3 6805 4780
info@comvita-jpn.com
KOREA
Comvita Korea Co Limited
18F Gwanghwamun Building,
149 Sejong-daero, Jongno-gu,
Seoul(03186), Korea
Phone +82 2 2631 0041
service.korea@comvita.com
AUSTRALIA
Comvita Australia Pty Limited
10 Edmondstone Street
South Brisbane
Queensland 4101 | Australia
Phone +61 7 3845 1400
Freephone 1800 466 392
Customer Service 1300 653 436
info@comvita.com.au
CHINA
Comvita Food (China) Limited
2501 - 2502 No. 7018 Sunhope E-Metro
Caitan Road
Futian District
Shenzhen | China
Phone +86 755 8366 1958
comvita@comvita.com.cn
HONG KONG
Comvita Hong Kong Limited
Room 1320 – 1322 Leighton Centre
77 Leighton Road
Causeway Bay
Hong Kong
Phone +852 2562 2335
cs@comvita.com.hk
Comvita Financial Statements 2020- P54
---
B u i l d i n g a B e t t e r B u s i n e s s
F U L L Y E A RR E S U L T F Y 2 0 | 2 4 A U G U S T 2 0 2 0
Presented by: David Banfield, CEO | Adrian Barr, Acting CFO
1
ThispresentationisgivenonbehalfofComvitaLimited.
Informationinthispresentation:
•Shouldbereadinconjunctionwith,andissubjectto,ComvitaAnnualReports,InterimReportsandmarket
releasesonNZX;
•IsfromtheAuditedAnnualresultsfortheyearended30thJune2020;
•Includesnon-GAAPfinancialmeasuressuchasUnderlyingEBITDAandOperatingNetProfitaftertax.These
measuresdonothaveastandardisedmeaningprescribedbyGAAPandthereforemaynotbecomparableto
similarfinancialinformationpresentedbyotherentities.Theyshouldnotbeusedinsubstitutionfor,or
isolationof,Comvita'sauditedfinancialstatements.Wemonitorthesenon-GAAPmeasuresaskey
performanceindicatorsandwebelieveitassistsinvestorsinassessingtheperformanceofthecore
operationsofourbusiness.
•Maycontainprojectionsorforward-lookingstatementsaboutComvita.Suchforward-lookingstatementsare
basedoncurrentexpectationsandinvolverisksanduncertainties.Comvita’sactualresultsorperformance
maydiffermateriallyfromthesestatements;
•Includesstatementsrelatingtopastperformance,whichshouldnotberegardedasareliableindicatorof
futureperformance;
•Isforgeneralinformationpurposesonly,anddoesnotconstituteinvestmentadvice;and
•Iscurrentatthedateofthispresentation,unlessotherwisestated.
Whileallreasonablecarehasbeentakenincompilingthispresentation,Comvitaacceptsnoresponsibilityforany
errorsoromissions.
AllcurrencyamountsareinNewZealanddollars,unlessotherwisestated.
I M P O R T A N T N O T I C E
2
A G E N D A
•Covid-19 impact on business FY20
•Full Year Results FY20
•Cashflow, Inventory and Net Debt
•Honey Harvest FY20
•Market Segment Performance
•Non-Operating Impacts Review
•Building a Better Business
•Q&A
I M P A C T O F C O R O N A V I R U S O N P E R F O R M A N C E
Summary
•Positive trading during the Covid-19 period as consumers look to purchase natural health products
Positive impacts
•China, Asia, CBEC, North America and EMEA revenue growth year on year = $20M
•Double digit growth North America, China, CBEC, Japan, Korea, SEA and EMEA
•Temporary Covid-19 impact retail in China -$3.4M in H2 offset by strong online growth
•Retail in China has now normalised
•North America
•Strong digital performance improvement +45%
•Strong retail sales +88%
•Positive Covid-19 stock fill $2.6M
Negative impacts
•AU/NZ and Hong Kong revenue decline = $12M
•Business materially impacted by loss of footfall in tourism, retail and daigou channels
•Mānuka honey sales impacted by daigou and tourism
•H2 revenue impact AU/NZ $11m
•HK predominantly retail business impacted by civil unrest and loss of tourism expected to continue -$3M ($1M
Covid-19)
•Propolis and Fresh Picked Olive Leaf™performed well
General conditions
•Good inventory levels in-market. Boosting local inventory to meet ongoing anticipated inflated demand
4
B U I L D I N G A B E T T E R B U S I N E S S
Turnaround and
transformation on track as
Comvita delivers strong second
half performance
5
F U L L Y E A R
R E S U L T S
F Y 2 0
6
•Revenue growth 14.5%
•Strong top and bottom line growth in focus growth markets
•China +11% sales, +60% contribution
•North America +66% sales, +196% contribution
•Full year EBITDA $4.2M
•Year-end underlying EBITDA*+$19.1M
•H2 +$18.4M
•NPAT ($9.7M)
•Impact of one offnon-operating items ($9.3M)
•Year-end Net Debt $15.5M versus $93M in December
•$50M capital raise completed in June
•$27.5m cash generated to pay down debt
•No dividend payable in FY20
•Significant simplification of total organisation
•Organisationrestructure complete (costs in FY20)
•Headcount reduction from 630 to 540
•Reduction of risk
•Capital structure reset
•Low risk honey harvest model implemented
•New bank facilities agreed to June 2022
*Underlying EBITDA is a non-GAAP measure. We monitor this as a key performance indicator and believe it assists
investors in assessing the performance of the core operations of our business.
7
H E A D L I N E S
*Underlying EBITDA is a non-GAAP measure. We monitor this as a key
performance indicator and believe it assists investors in assessing the
performance of the core operations of our business.
H E A D L I N E S
H1H2Full Year
•EBITDA$(8.8)M$13.0M$4.2M
•Underlying EBITDA* $0.6M$18.4M$19.1M
•Revenue $94M$102M$196M
•Net Debt (OB $88.9M)+$4.2M-$77.6M$15.5M
•China and North America strong growth (like for like)
•China market contribution margin +60%
•US contribution margin +196%
•$15m business transformation plan on target
•Business simplification plan on track
•Team restructure complete (excluding China)
•Leadership team in place
8
*Underlying EBITDA is a non-GAAP measure. We monitor this as a key performance indicator and believe it assists
investors in assessing the performance of the core operations of our business.
Y E A R I N R E V I E W
*Underlying EBITDA is a non-GAAP measures. We monitor this as a key performance indicator and
believe it assists investors in assessing the performance of the core operations of our business.
30 June 2020
$'000
30 June 2019
$'000
Revenue195,912171,104
Gross Profit95,94363,761
Gross Margin49.0%37.3%
Operating Expenses96,39873,548
Operating Expenses excl China72,03471,423
Underlying EBITDA*19,0860
Net Loss after tax(9,701)(27,717)
Net Debt15,52088,936
Operating Cashflow39,29721,086
Inventory112,679132,192
9
EBITDA: earnings before interest, tax, depreciation and amortisation and EBITDA operating is adjusted for non-operating items. EBITDA and NPAT, operating and
underlying are non-GAAP measures. We monitor these as a key performance indicators and believe it assists investors in assessingthe performance of the core
operations of our business.
U N D E R L Y I N G R E S U L T R E C O N C I L I A T I O N
H1
NPAT
$’000
H1
EBITDA
$’000
H2
NPAT
$’000
H2
EBITDA
$’000
FY20
NPAT
$’000
FY20
EBITDA
$’000
Per financial statements(12,970)(8,829)3,26913,008(9,701)4,179
Add back non-operating items:
Comvita China-release ofinventory fair value2,6743,5671023192,7763,886
Equity accounted investments:
-release of deferred consideration--(1,039)(1,039)(1,039)(1,039)
-impairment and provision against related loan2,3102,3104,2934,2936,6036,603
-wind-up and loan write-off669669(101)-568669
Fair valuemovements-SeaDragon1541543838192192
Fair value movements –biological assets5272206317258389
Other(20)(20)--(20)(20)
Total adjustments5,8396,7523,4993,9289,33810,680
Operating result(7,131)(2,077)6,76816,936(363)14,859
One off costs incurred:
Inventory write downs1,3001,806--1,3001,806
Nelson site Closure360500--360500
Restructuring related costs7009701,0931,5111,7932,481
Other increases(395)(560)--(395)(560)
Total adjustments1,9652,7161,0931,5113,0584,227
Underlying result(5,166)6397,86118,4472,69519,086
10
C A S H F L O W,
I N V E N T O R Y
& N E T D E B T
11
C A S H F L O W
Cash flow movements30 June 202030 June 2019Movement
Operating cash inflow39,29721,08618,211
Investing activities(9,693)(17,704)8,011
Financing activities(23,271)2,239(25,510)
Cash and cash equivalents16,68010,3146,366
•Significant improvement in operating cash
inflow
•Investing cashflow is lower than prior period
from focused capital expenditure
•Financing activities -repayment of bank debt in
excess of capital raise proceeds by $19M due to
strong operating cashflow and focus on working
capital improvements
12
I N V E N T O R Y & N E T D E B T
•Inventory reduced by $20M vs 30 June 2019
•Finished goods reduction across all major markets
•Net debt decrease of $73M vs 30 June 2019 due to
successful capital raise $50M and working capital
improvements $23M
•Banking facility extended to July 2022
Key Balance Sheet Ratiosas at30 June 2020
$'000
30 June 2019
$'000
Total assets286,423313,043
Total inventory112,679132,192
Trade receivables17,72630,878
Working capital128,597155,161
Net debt15,52088,936
Total equity211,748173,355
Net debt to equity ratio7%51%
Weighted average shares on
issue50,78646,302
13
H O N E Y
H A R V E S T F Y 2 0
N E W B U S I N E S S
M O D E L F Y 2 1
14
Very strong harvest
•Record crop c 700 tonnes
•Record quality of yield
•+150%increase in >UMF 10+
•Site performance improvements
•Breeder queens improving hive yield
•Reduction in sites with high fixed cost load
•Benefit to FY20 result $2.2m (GP)
•Further $4M benefit flow into FY22/3
H O N E Y H A R V E S T F Y 2 0
15
16
New harvest model FY21 reduces risk
•All sites carefully selected on three criteria
•Yield
•Quality of yield
•Servicingcost per hive/site
New model impact on performance
•Equivalent harvest yield to FY20 delivers > 40-50% improvement in
margin contribution c680-720 tonnes
•10% reduction in yield delivers same GP as FY20 –c600 tonnes
•Breakeven –poor harvest (average. of last two poor harvest) 410
tonnes
N E W H A R V E S T M O D E L F Y 2 1
17
Improved cultivars support performance
Cultivar improvement programme since 2006
•Infield trials since 2011
•18 trial sites across the country
•Increased flower abundance and extended flowering time
•Increased nectar quantity and quality
•~ 80% increase in DHA activity
Good hive health drives yields
•Starts with strong queens
•Comvita Queenbreeding unit established to improve yields and
varroa resistance
•"Closed population" breeder queens selected for these traits
•Capacity topopulate all Comvita hives with improved queens
T H E S C I E N C E O F
O P T I M I S I N G H A R V E S T
Y I E L D S
Time is of the essence
•Detailed evaluation proves the benefit
of optimised timing ofhives placement
•Maximise target crop and avoid dilution
•Comvita drone capability to
optimise timing
•Positive impact on crop value
T H E S C I E N C E O F O P T I M I S I N G H A R V E S T Y I E L D S
23/10
20/11
08/12
18/12
18
M A R K E T
S E G M E N T
P E R F O R M A N C E
19
NORTH AMERICA
$
22.1m
(2019 : $13.4m)
Other sales of $14.5m (2019: $13.8m).
R E V E N U E F O R T H E Y E A R E N D I N G 3 0 J U N E 2 0 2 0
EMEA***
$
6.9m
(2019 : $6.2m)
REST OF ASIA
$
20.5m
(2019 : $16.7m)
Greater CHINA*
AUSTRALIA
/ NZ (ANZ) & CBEC**
$
52.8m
(2019 :$69.6m)
20
* China sales include Hong Kong.To enable comparison, the 2019 sales includes the in-market sales of the China Joint Venture (JV) which were not included in Comvita group revenue
** Cross Border E-commerce
*** Europe, Middle East and Africa
$
79.0m
(2019 : $76.5m)
+66%
+11%
CHINA*
$
57.6m
(201951.9M)
+11%
+23%
-24%
+3%
20
Other contribution of $2.3m (2019: $1.5m).
21
* China sales include Hong Kong.To enable comparison, the 2019 sales includes the in-market sales of the China Joint Venture (JV) which were not included in Comvita group revenue
** Cross Border E-commerce
*** Europe, Middle East and Africa
-10%
N E T C O N T R I B U T I O N F O R T H E Y E A R E N D I N G 3 0 J U N E
NORTH AMERICA
$
4.4m
(2019 : $1.5m)
+196%
Greater CHINA*
$
11.2m
(2019 : $7.9m)
CHINA*
$
9.2m
(20196M)
+41%
REST OF ASIA
$
4.2m
(2019 : $2.2m)
+88%
AUSTRALIA
/ NZ (ANZ) & CBEC**
$
16.3m
(2019 :$23.1m)
-30%
EMEA***
$
511k
(2019 : $463k)
+60%
21
22
N O R T H A M E R I C A
Revenue +66% with good performance across major customers
•Retail + 88%
•Digital + 44%
•New distribution achieved in 2600 stores
•1000 in FY20
•1600 for FY21
•Covid-19 increased stock holding benefit in FY20 c$2.6M
•One off stock fill benefit of $0.5M (new listings)
•Winner of various consumer awards
Contribution margin +196% or $2.9M
•Strong operating leverage
•Strong growth in online channels supporting margin accretion
•Total opexinvestment +35%
•Net contribution to 20% reflecting operating leverage
Variance
Fav/(Unfav)
Variance %
NZD ($’000)
June 2020June 2019
Sales22,13713,3618,77666%
Net Contribution4,3921,4842,908196%
Net Contribution %20%11%9%
Net Contribution is a non-GAAP measure. We monitor this as a key performance indicator and
believe it assists investors in assessing the performance of the core operations of our business.
23
C H I N A ( L I K E-F O R-L I K E )
First full twelve-month period of China integration
Positive impact of fully integrated business
•Like-for-like revenue in China +11%
•$1.9M incremental investment in marketing activity vs FY19
•Number one brand in China 11/11, 12/12 and 6/18
•China net contribution +60%
•Net contribution increase to 17% of sales
Variance
Fav/(Unfav)
Variance %
NZD ($’000)
June 2020June 2019
Sales57,63251,9475,68511%
Net Contribution9,2365,9883,59860%
Net Contribution %17%12%5%
Net Contribution is a non-GAAP measure. We monitor this as a key performance indicator and believe it assists
investors in assessing the performance of the core operations of our business.
24
G R E A T E R C H I N A *
( L I K E-F O R-L I K E P E R F O R M A N C E )
•Total revenue plus 54% due to consolidation of China JV
•Net contribution +119% due to consolidation of China subsidiary
•Like for like revenue +3.3%
•Like for like net contribution +41%
•Hong Kong revenue negatively impacted by unrest and Covid-19
•Hong Kong revenue -12.8%
•Hong Kong contribution +17.2%
•Closure of 7 unprofitable stores out of 31
Variance
Fav/(Unfav)
Variance %
NZD ($’000)
June 2020June 2019
Sales79,02276,4852,5373%
Net Contribution11,1547,9153,23941%
Net Contribution %14%10%4%
25
R E S T O F A S I A
Revenue +23%
•Strong double-digit revenue growth across all markets
•Brand investment + 15%
Contribution +89% due to operating leverage
•Strong gross margins
•Discontinuation of dilutive GP categories
•Net contribution increase to 20% (+7PPTS) highlights
operating leverage
Variance
Fav/(Unfav)
Variance %
NZD ($’000)
June 2020June 2019
Sales20,53316,7223,81123%
Net Contribution4,1992,2341,96588%
Net Contribution %20%13%7%
26
A N Z
Total revenue –($16.8M) versus PCP*
•H1 impact of MPI definition change and major customer one-off
purchase in PCP was expected to flow through to full year ($5.5M)
•H2 Covid-19 impact of$11M
•Closure of retail
•Daigounot operating effectively impacting customer stock holding
•Footfall reduced through airports
Net contribution -30% or -$6.9M versus PCP
•-$1.6M from H1 impacts
•-$5.3M from Covid-19 impacts
Variance
Fav/(Unfav)
Variance %
NZD ($’000)
June 2020June 2019
Sales52,80269,562(16,760)-24%
Net Contribution16,26523,151(6,886)-30%
Net Contribution %31%33%-2%
*prior corresponding period
27
E U R O P E , M I D D L E E A S T
A N D A F R I C A ( E M E A )
•Revenue +11% vs PCP
•Digital sales +33%
•New customer strong growth +28% to 10% of total
•Contribution reduced by $48K versus PCP -still unprofitable
•Normalised GP +1100 bps (reported result impacted by legacy stock
clearance) -$700K impact
•$300K airfreight impact in due to internal process error
Variance
Fav/(Unfav)
Variance %
NZD ($’000)
June 2020June 2019
Sales6,9166,21170511%
Net Contribution(511)(463)(48)-10%
Net Contribution %-7%-7%0%
N O N-O P E R AT I N G
I M PA C T S
R E V I E W C O M P L E T E D
28
29
•Queen rearing and extraction business, JV since July 2016
•No strategic value to Comvita
•No trade buyer despite prolonged attempts
•Putake in process of winding up through selling assets
•Write down of investment $3M in FY20
•Residual carrying value $0
P U T A K E
30
K A I M A N A W A
•Joint venture beekeeping operation
•Write down of investment $669Kin FY20
•Residual carrying value $0
31
M E D I B E E A P I A R I E S
A U S T R A L I A
•Joint venture with Capilano Australia founded in May 2016
•Australian bushfires wiped out FY20 crop
•Limited Comvita strategic value -exploring options to exit
•New business model executed to pay down bank facility
•Impairment recognised against shareholder loan FY20 $2.3M
•Carrying value $0
32
S E A D R A G O N
•Market leading supplier of Omega fish oils
•17% shareholder
•Limited strategic value given Comvita renewed focus on Mānuka &
Bee products
•De-listed from NZX
•Write down of carrying value FY20 $2.6M through reserves in equity
•Fair value P&L impact $192K
•Residual value $0
33
A P I T E R
•Long term strategic partnerfor high quality bulk propolis and specialist
product supply
•Good growth achieved in FY20 13%
•Pharma Export (SA) 125% growth PCP
•South America Distribution partner for Comvita Mānuka
•Write down of carrying value to reflect medium term performance
•FY20 impact $1.3M
•Residual carrying value $5.3M
34
F A I R V A L U E A D J U S T M E N T
C O M V I T A C H I N A
•Inventory value adjustment at 100% acquisition May 19
•Fair Value Adjustment recognised in COG’s $3.9M
•One-off impact
•Fully absorbed in FY20
B U I L D I N G A
B E T T E R B U S I N E S S
T R A N S F O R M A T I O N P L A N
35
36
= Long term profitable growth
Right Products
Subsidiaries
Right Markets
Route to Market
Vertical Integration
IMPROVED QUALITY
Transformation / Risk
reduction
$ investment in brand, IP
and science
Consumer
A R O T A H I –O U R F O C U S F Y 2 1
Three Point Plan
37
•Stabilise performance
•Transform the organisation
•Build long term resilience
and growth
37
FY21
Stabilise
Performance
38
39
S TA B I L I S E P E R F O R M A N C E
•Winning in New Zealand and Australia
•NZ is our home market and we must win at home.
•Build distribution and brand loyalty. NZ as a test market
•Lift digital engagement, revenue and advocacy
•Getting fundamentals right
•Focus on Mānuka and Propolisproducts
•Long term investment model OLE
•Joined up business planning based on sell out
•Demand S&OP
•Cashflow
•Inventory
•Relentless simplification and focus on core
•30% SKU reduction target FY21-SKU count reduced to 446
•Rationalising operating businesses 33% reduction
•Reviewing underperforming and non-core assets –complete
39
Transform the
Organisation
40
41
T R A N S F O R M E D O R G A N I S AT I O N
Consumer centric organisation Results
•Focus on consumer understanding and brand loyalty
•Penetration and frequency of use178,000 new users
•Lifetime loyaltyWeibo followers +277%
•Clear roles defined for in-market sales & marketing and ✓
support centre functions
•Increased emphasis on digital transformation Digital sales +35%
New harvest model in FY21
•Designed to breakeven in a poor Mānuka honey harvest but increase upside ✓
from good harvests
•Significantly reduce risk of future poor harvest seasons✓
•Continue to leverage our plantation and Mānuka IP✓
Agile and focusedteam
•Leadership structureNew flat structure in place
•Science at the heartCSO appointed
•Consumer and customer focused✓
•Transformation is our new norm In progress
3 year $15m transformation plan on trackAction
•500+ bps (5 ppts) improvement in gross margin150 BPS in FY21
•Underlying fixed cost reduction of $5.0m $2M in FY21
•Generating long term operating leverage and enabling investment into China
and North America growth marketsInvestment +$6M
•Revenue required to achieve break-even NPAT reduced from $16.2m to $13.5m Complete
per month
Re-define and re-connect with our cause to release organisationalenergy
•Develop and empower the team connected to our causeFY21
•Net positive carbon 2030405K KWH
•Increased focused on safety wellbeing and EVPLTIFR FY21 -20%
Simplified structure
•Flatter structure, for betteraccountability and insight to action✓
•Clear roles and responsibilities✓
•New remuneration structure to be in place FY21 linking rewards and performance✓
42
T R A N S F O R M E D O R G A N I S AT I O N
42
43
43
•Clearer role of Markets and Paengaroa teams, and how they
work together
•Customer facing roles unaffected
•Centralisation to NZ and China
•Agile organisation, expected to act
•New talent in China
•Leadership structure revised for better focus, accountability
and delivery
C O M PA N Y R E S T R U C T U R E
C O M P L E T E
44
L E A D E R S H I P S T R U C T U R E I M P L E M E N T E D
Group CEO
David
Banfield
Chief Customer
Officer,
Saada McNamee
Chief Operating
Officer Supply,
Colin Baskin
Chief Purpose &
Transformation
Officer,
Holly Brown
Chief Business
Development
Officer,
Adrian Barr
Chief Science
Officer,
Dr. Jackie Evans
Chief Financial
Officer,
Nigel
Greenwood
Chief Supply
Chain Officer,
Tracy Brown
GM North
America
Corey Blick
-USA
-Canada
Regional CEO,
Asia
Andy Chen
-Greater China
-Japan
-Korea
-SEA
GM ANZ,
Peter Hardy
-Australia
-New Zealand
GM EMEA
Andy Tarnai
-Europe
-Middle East
-Africa
Long Term Resilience and Growth
Building resilience to weather
unexpected events
45
45
46
LO N G T E R M R E S I L I E N C E A N D
G R O W T H
Aligned 5-year strategic plan to deliver long term equitable growth
•Above average returns vs NZX 50
•New business model focusing on Brand investment and returns (BVP)
•Virtuous reward cycles based on results to recognise team as we grow
•Mānuka category 9.4% CAGR revenue growth to 2025
1
•20 % EBITDA target 2025
•Build confidence with shareholders through open communication and delivery of
results
•Focused growth in North America and China
•Total Addressable Market of US$1.78Bn
1
•Marketing investment to drive penetration, consumption and brand loyalty
•Digital first strategy
•Building Torontos
•Extending the Toronto model to one major city in China and one in the US
•Optimise distribution, marketing activation and digital communication to drive
household penetration with new users and consumption from existing users
•Run activity over 4-8 months with revenue per capita providing the benchmark for
progressive roll out to the next group of cities and larger geographies
1.Source: Kantar World Panel and Statista
S I Z E O F P R I Z E –C H I N A
•Total addressable market US$1.2 bn
•Imported honey 12.5% of total
•Double digit CAGR forecasted
•Mānuka / imported forecast to over index
•Key attribute –trust and heritage
Comvita in China
•Comvita is the market leader in China
•Significant brand equity
•Experienced team in-market
•Focus on delivering model city performance in China -$500m
•Modelling market potential on a per capita basis
•Full integration of former JV completed
•Investment in brand and team capability
47
48
S I Z E O F P R I Z E –N O R T H A M E R I C A
•Total addressable market US$340m
•Current imported honey market circa 30% -US$102m
•High single figure CAGR expected over the next five years
•Strong adoption by millennials and rapidly expanding availability through
online and mass retail
Comvita in North America
•Encouraging performance across major customers
•Black Friday results show the potential to significantly grow overall business
•New distribution agreements in place
•Disruptive market leading D2C
•Geographical balance to group (Asia / North America)
49
•Strong second half performance demonstrates turnaround and
transformation are on track
•FY20 underlying EBITDA $19.1M
•Focused growth markets showing double digit top and bottom line growth
•Covid-19 has been a net positive as consumers chose high quality, natural
health products
•Structure and joint venture review completed with costs in FY20 result
•Comvita is now leaner with a simplified and affordable customer focused
structure
•We are in a significantly stronger financial position (H2 growth, working
capital and debt reduction)
•New strategy and five-year plan agreed as we move towards our FY25 target
of 20% EBITDA
49
S U M M A R Y
50
•Targeting mid single digit revenue growth in FY21 (20% EBITDA benefit)
•Targeting 150 BPS improvement in GP
•Underlying fixed cost reduction of $4M before transformation costs of
$1.5M
•Material increase in marketing investment in North America and China
c$6M
•Building a Better Business
50
B u i l d i n g a B e t t e r B u s i n e s s
F Y 2 1 TA R G E T S
T H A N K
Y O U
51
Q U E S T I O N S
A N D
A N S W E R S
52
---
Template
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 Comvita Limited
Reporting Period 12 months to 30 June 2020
Previous Reporting Period 12 months to 30 June 2019
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$195,912 14.5%
Total Revenue $195,912 14.5%
Net profit/(loss) from
continuing operations
$(9,701) 65.0%
Total net profit/(loss) $(9,701) 65.0%
Interim/Final Dividend
Amount per Quoted Equity
Security
The Board of Directors do not propose to pay a final dividend.
Imputed amount per Quoted
Equity Security
Not Applicable
Record Date Not Applicable
Dividend Payment Date Not Applicable
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security
$2.39 $2.60
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
Please refer to profit announcement and attachments for
commentary.
Authority for this announcement
Name of person
authorised
to make this announcement
David Banfield, CEO
Contact person for this
announcement
David Banfield, CEO
Contact phone number +64 21 041 5630
Contact email address david.banfield@comvita.com
Date of release through MAP
24 August 2020
Audited financial statements and the investor presentation accompany this announcement.
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.