Michael Hill International Limited logo

Annual Report to Shareholders

Annual Report16 September 2020MHJConsumer Discretionary

ANNUAL REPORT 2020

b
DISCLAIMER: Certain statements in this report

constitute forward-looking statements. Forward-

looking statements are statements (other than

statements of historical fact) relating to future

events and the anticipated or planned financial and

operational performance of Michael Hill International

Limited and its related bodies corporate (the Group).

The words “targets,” “believes,” “expects,” “aims,”

“intends,” “plans,” “seeks,” “will,” “may,” “might,”

“anticipates,” “would,” “could,” “should,” “continues,”

“estimates” or similar expressions or the negatives

thereof, identify certain of these forward-looking

statements. Other forward-looking statements can

be identified in the context in which the statements

are made. Forward-looking statements include,

among other things, statements addressing matters

such as the Group’s future results of operations;

financial condition; working capital, cash flows and

capital expenditures; and business strategy, plans and

objectives for future operations and events, including

those relating to ongoing operational and strategic

reviews, expansion into new markets, future product

launches, points of sale and production facilities.

Although the Group believes that the expectations

reflected in these forward-looking statements

are reasonable, such forward-looking statements

involve known and unknown risks, uncertainties

and other important factors that could cause the

Group’s actual results, performance, operations or

achievements or industry results, to differ materially

from any future results, performance, operations or

achievements expressed or implied by such forward-

looking statements.

Such risks, uncertainties and other important

factors include, among others: global and local

economic conditions; changes in market trends

and end-consumer preferences; fluctuations in the

prices of raw materials, currency exchange rates,

and interest rates; the Group’s plans or objectives for

future operations or products, including the ability to

introduce new jewellery and non-jewellery products;

the ability to expand in existing and new markets and

risks associated with doing business globally and,

in particular, in emerging markets; competition from

local, national and international companies in the

markets in which the Group operates; the protection

and strengthening of the Group’s intellectual property

rights, including patents and trademarks; the future

adequacy of the Group’s current warehousing, logistics

and information technology operations; changes in

laws and regulations or any interpretation thereof,

applicable to the Group’s business; increases to the

Group’s effective tax rate or other harm to the Group’s

business as a result of governmental review of the

Group’s transfer pricing policies, conflicting taxation

claims or changes in tax laws; and other factors

referenced to in this presentation.

Should one or more of these risks or uncertainties

materialise, or should any underlying assumptions

prove to be incorrect, the Company’s actual financial

condition, cash flows or results of operations

could differ materially from that described herein

as anticipated, believed, estimated or expected.

Accordingly, you are cautioned not to place undue

reliance on any forward-looking statements,

particularly in light of the current economic climate

and the significant volatility, uncertainty and disruption

caused by the COVID-19 pandemic.

The Group does not intend, and do not assume any

obligation, to update any forward-looking statements

contained herein, except as may be required by law.

All subsequent written and oral forward-looking

statements attributable to us or to persons acting

on the Group’s behalf are expressly qualified in their

entirety by the cautionary statements referred to

above and contained elsewhere in this announcement.

TERMINOLOGY: In this report, unless otherwise

specified or appropriate in the context, the term

"Company" refers to Michael Hill International

Limited, and the terms "Group" or "Michael Hill" refer

to the Company and its subsidiaries (as appropriate).

1
What’s inside

3 COMPANY PROFILE

An introduction to the

Company and our vision

5 CHAIR & CEO REVIEW

Emma Hill & Daniel Bracken

review the Group’s overall

performance for the year

11 KEY FACTS

Key results and data for

the year

The Directors are pleased to present the

annual report of Michael Hill International

Limited and its subsidiaries for the year

ended 28 June 2020

14 TREND STATEMENT

A table of our historical

performance over the past

five years

17 SUSTAINABILITY

22 OUR EXECUTIVE TEAM

25 DIRECTORS' REPORT

A review of the year’s

operations and the plans and

priorities for the future

37 REMUNERATION REPORT

Remuneration of Directors and

key executives

46 AUDITOR’S DECLARATION

47 FINANCIAL STATEMENTS

98 AUDITOR’S REPORT

102 ADDITIONAL INFORMATION

104 CORPORATE DIRECTORY

FRONT COVER: MODEL WEARS

EVERMORE BRIDAL SET

OPPOSITE PAGE: MODEL WEARS

EVERMORE ENGAGEMENT RING

2
Our vision:

to be the most

loved jewellery

destination

3
Company profile

The first Michael Hill store opened in 1979 when Sir

Michael Hill and his wife, Lady Christine Hill, launched their

unique retail jewellery formula in the New Zealand town

of Whangarei, some 160 kilometres north of Auckland.

With dramatically different store designs, a product range

devoted exclusively to accessible jewellery and the clever

use of high impact advertising, Michael Hill rapidly gained

popularity and rose to national prominence.

Successful listing on the New Zealand Stock

Exchange in 1987 saw the Group expand across the

Tasman to Australia. After 15 years of sustained growth

in both countries, Michael Hill embraced the opportunity

to expand to North America in 2002, opening its first

stores in Vancouver, Canada. The Group's Canadian retail

presence continues to evolve as does its innovative online

presence in all markets in which it operates.

In 2016 Michael Hill moved its primary stock

exchange to the Australian Securities Exchange and

continues to maintain a secondary listing on the New

Zealand Stock Exchange (ASX/NZX: MHJ).

As of 28 June 2020, the Group proudly operates

155 stores in Australia, 49 in New Zealand and 86

stores in Canada. Around the world, the Group employs

approximately 2,300 permanent employees across retail

sales, manufacturing and administration roles.

From 1979 until now and into the future, one constant

underpins all that we do: we’re for love. Michael Hill

remains committed to creating quality jewellery for our

customers to cherish for a lifetime.

Information on our corporate governance policies

and practices, including our Corporate Governance

Statement, is available on our Investor Relations Centre

website at investor.michaelhill.com

Michael Hill is an international

multi-channel retail jewellery chain

with a vision to be the most loved

jewellery destination by creating

fine jewellery accessible to all.

As of 28 June 2020, it operates

290 stores and digital platforms

across Australia, New Zealand

and Canada.

THIS PAGE AND OPPOSITE PAGE: JEWELLERY

FROM OUR MARK HILL COLLECTION

4
We started the year celebrating our

40th birthday and our journey from

a traditional retailer to a modern,

differentiated omni-channel

jewellery brand...

5
VALUES, CULTURE, DIVERSITY AND INCLUSION

Strong, values-led leadership in times of uncertainty is

paramount. I am proud of the determination, resilience

and agility our leadership team demonstrated throughout

the year. Our values; We care, We create outstanding

experiences, We are professional, and We are inclusive

and diverse were reflected and entrenched in the

approach taken by the leadership team when dealing

with the crisis. These attributes and values are engrained

in all levels of our business. As we navigate the rapidly

changing environment, our commitment to creating a

diverse and inclusive organisation will strengthen our

company. We are striving to create a culture where every

team member can thrive and feel valued, so they can

bring their whole self to work. This year we established

the diversity and inclusion council with stakeholders

from all levels and geographies of the business meeting

monthly to identify barriers to inclusion and opportunity

for improvement. While there is much more to do, we are

proud of our female representation at 85% throughout

the company. The majority of our customers are women,

likewise women form the majority of our team. 40% of

board, 50% of the executive and 52% of senior leadership

are female. Recognising diversity is not just about gender,

we will increasingly seek to reflect the communities we

serve across all attributes of diversity.

As highlighted last year, given culture has always

been important to us, we were very disappointed to

discover the misapplication in Australia of the General

Retail Industry Award. The company has largely

remediated existing team member payments. However,

during the COVID-19 closure period, the remediation

program for former teams was paused, noting that

interest will be paid on all amounts owing until this

program of work is completed.

BUILDING ON OUR

STRONG HERITAGE DURING

UNCERTAIN TIMES

The 2020 financial year has been

extraordinary. We started the year

celebrating our 40th birthday

and our journey from a traditional

retailer to a modern, differentiated

omni-channel jewellery brand. We

shared memories from the early days, the many challenges

overcome, and how the brand’s deep heritage remains

relevant in our business today. On a personal level, I’m very

proud of the company’s evolution, the strength that has

been built, and the direction it is headed in.

This past year has also been extremely challenging

and uncertain. Initially, bushfires, drought and floods

affected our Australian communities. This was followed

by the COVID-19 pandemic, one of the greatest health

threats of a generation, which profoundly impacts the

global economy, and continues to have a devastating

impact on many people’s lives. COVID-19 resulted in an

unprecedented temporary closure of our entire store

network severely impacting our operations, sales and profit.

While the effect of the pandemic on our business

is material, throughout the crisis we are adapting

and embracing learnings to remain strong and well

positioned to support our colleagues, customers and

the communities we serve. Across our network, we have

implemented robust protocols to keep our people and

customers safe. Managed retail entry, health screens,

personal protection, and intensified daily cleaning, along

with staged shifts in our support centre, and working

from home, were quickly mobilised. While conditions

may be unusual, and varied across geographies, we are

functioning smoothly.

As the crisis unfolded we accelerated a range of

digital engagement platforms, such as virtual selling,

enabling our customers to connect with our brand and

sales professionals even when they can’t visit us in

person. Jewellery is a considered purchase; our highly

trained sales professionals helping our customers

has always been central to our business model. The

virtualisation of our one to one selling model is a great

example of our continued quest to meet changing

customer needs. We are emerging from the crisis

a stronger, leaner, more relevant business.

Dear Shareholders,

6
We continue to improve the strategic foundations of

the business: this year we successfully embedded the

new retail operating model, launched our new loyalty

program, trialled laboratory-created diamonds, and

implemented a raft of digital developments.

7
RHYTHM OF THE BUSINESS

GAINING TRACTION

As I reflect on the 2020 financial

year, it was certainly a year of

two halves. Following on from

the positive sales momentum

achieved across FY19, the business

delivered consecutive quarters of

sales growth in all markets to finish

the first half with +6.3% comparative sales. As we entered

the second half, we started to see the benefits from our

disciplined “rhythm of the business” approach coupled

with our strategies gaining traction, as the business shifted

its focus to a balance of both sales and margin.

The business has continued to leverage the brand’s

deep heritage as we celebrated our 40th birthday

in August. The roll-out of various digital capabilities

accelerated our journey of evolving into a modern,

differentiated, omni-channel jewellery brand. I’m proud of

how our teams have embraced and truly cemented the

retail fundamentals into the company culture.

Prior to the COVID-19 store closures at the end of

March, the business was successfully delivering both

sales and margin growth, and was tracking to achieve

increased year-on-year EBIT.

Undoubtedly, the 2020 financial year will always

be remembered for the COVID-19 global pandemic.

The impact of COVID-19 was beyond anything we have

ever experienced. The global economic and health

consequences are having a profound and far reaching

impact. As the pandemic advanced, given selling

jewellery is an intimate close quarter process, we had no

choice but to temporarily close all our stores to keep our

people and customers safe. The closures lasted between

five and thirteen weeks, depending on region and

country. Similar to many speciality retailers our business

was severely impacted, resulting in an estimated revenue

loss of at least $80m for FY20Q4.

From May 2020, our store network progressively

reopened with the establishment of best-in-class health

and safety protocols to protect our people and customers.

I am particularly proud of all our people. Never before

have we asked so much from them. Despite incredible

uncertainly, for themselves and their families, they responded

with resilience, determination and professionalism.

FY20 STRATEGY EXECUTION

Throughout the year, the company has maintained a laser

sharp focus on delivering new initiatives to modernise

Michael Hill. We successfully embedded the new retail

operating model, launched our new loyalty program,

trialled laboratory-created diamonds, along with a raft

of digital developments as we continued to improve the

strategic foundations of the business.

CEO’s message

OUR BOARD

Michael Hill has an outstanding and highly engaged

board of directors. I would like to personally thank the

directors for their commitment, and wise counsel during

the year. We normally meet monthly, however in the midst

of the crisis the board met up twice weekly to support,

govern and offer guidance to the Executive team.

As a cycle of board renewal, we are pleased to

welcome Jacquie Naylor as a Non-Executive Director.

Jacquie has over thirty years’ experience in retail, fashion,

and eCommerce. Her deep understanding of driving

retail performance, organisational change, and strategy

development will be a valuable and complimentary

addition to the Board.

Janine Allis will step down from the Board at the

2020 Annual General Meeting. Janine’s entrepreneurial

flare and commercial acumen has brought valuable

insights and judgement to Michael Hill. We are thankful

for the contribution and counsel she has provided.

DIVIDENDS

Given the uncertain economic environment, and our

desire to maintain a resilient balance sheet to withstand

stress, the Board has decided to not declare an end of

year dividend and to defer the payment of the interim

dividend. Our goal is to restore a regular pattern of

dividend payments as performance improves and

earnings stabilise.

On behalf of the Board, I would like to thank our

people, customers and shareholders for their ongoing

support, unwavering loyalty, and commitment to Michael

Hill. Furthermore, I would like to make particular mention

of our CEO Daniel Bracken and the Executive team, who

demonstrated outstanding leadership and dedication

throughout these unprecedented times.

Stay safe,


Emma Hill

Chair

8
The progress we have made during

FY20 across costs, loyalty, digital

and retail fundamentals has Michael

Hill well positioned to navigate both

the opportunities, and the potential

market disruptions ahead.

9
UNWAVERING FOCUS ON COSTS

Our continued focus on costs resonated across the

business as the reality of COVID-19 store closures

impacted the entire business. As a direct consequence,

we implemented a number of measures to preserve cash,

negotiated deferred vendor payment terms, tax payment

deferrals and rental abatements. The business cancelled

all discretionary spend, paused most of our planned

capital expenditure and operated with a leaner global

support office.

A number of initiatives had already been delivered

prior to COVID-19, such as a reinvigorated retail structure,

consolidation of our repair network in all countries, and

improved terms with some of our credit providers.

LAUNCH OF OUR LOYALTY PROGRAM –

BRILLIANCE BY MICHAEL HILL

Pleasingly, our long-awaited loyalty program was

soft-launched digitally late last year, and only eight

months later it has already more than 200,000 members.

This gives us the ability to capture customer data for

future engagement. As a result of the successful member

pricing aspect of the program, we are experiencing

higher transaction values and improved gross margins.

DIGITAL EXPLOSION

The Company experienced a surge in sales from our

digital business, resulting in record digital sales of $24.7m

which represented a milestone 5% of total sales, up from

2.8% of total sales in FY19.

As our customers turned to online shopping

channels due to COVID-19 store closures, we launched

several digital initiatives capitalising on the increased

website traffic. These involved an enhanced website

with improved customer experience, checkout process

and navigation functions; direct selling through social

media and digital catalogues; and a number of virtual

applications added into our ecosystem, including a virtual

selling platform, virtual appointments and virtual try ons.

RETAIL FUNDAMENTALS

We have made great progress in how we are organised

and operate our retail business.

During the year, we trialled our new store incentive

scheme. Those trials demonstrated increased

performance across many aspects of our business, most

notably higher margins. I’m pleased to say that the new

scheme has now been rolled across all stores in the

network, and is delivering very strong results.

The new Retail Operating Model is firmly embedded in

the business, and we have significantly ramped up our focus

on in-store execution and visual merchandising standards.

I’m incredibility proud of the strategic

progress we have made during FY20 across

costs, loyalty, digital and retail fundamentals,

which I believe have Michael Hill well

positioned to navigate both the opportunities,

and the potential market disruptions ahead.

OUTLOOK FOR FY21 -

EMPHASIS ON GROWTH AND MARGIN

In FY21, the company will continue to strengthen the retail

fundamentals of the business, focus on providing a true

omni-channel customer experience, and rapidly progress

the key initiatives set out in the Directors’ report, with an

emphasis on growth in sales and margin.

I’m excited that as part of our digital-first initiative,

in August 2020, we launched our new pure play digital

brand – Medley. This offers us a real opportunity

to expand into the high margin demi-fine category,

attracting a new customer demographic in an agile and

capital light manner.

There is no doubt that the economic uncertainty of

the global pandemic will continue to have some impact

on FY21 performance, given the volatility in consumer

confidence, the economic reliance on government

stimulus packages, and the ongoing potential of store

closures. Having said this, the business has started FY21

positively in all markets, with continued gross margin

improvements, as our strategic initiatives steadily gather

momentum. We believe Michael Hill is a resilient business

with best in-class health and safety protocols and is

well positioned for growth and margin opportunities to

strengthen our business, across product, digital and

omni-channel offerings.

After what can only be described as a historic and

challenging year, I would like to personally thank our loyal

customers, our dedicated team members, the Executive

team and Board members for their resilience and

unwavering support.

Daniel Bracken

Chief Executive Officer

THIS PAGE AND OPPOSITE PAGE:

PENDANTS FROM OUR INFINITAS COLLECTION

10
10

The surge in the Company’s online

business resulted in record digital

sales of $24.7m for the full year

(up 54.7% on FY19)

11
Year ended 28 June 2020 2020 2019

KE Y R ATI O S

Return on average shareholders’ funds 1.9% 9.4%

Gross margin 60.6% 62.0%

Interest expense cover (times) 1.5 8.6

Equity ratio (total equity / total assets) 30.7% 46.6%

Gearing Ratio (net debt / total equity) -0.3% 23.5%

Working capital ratio

(current assets / trade payables) 3.0 : 1 5.0 : 1

Current ratio

(current assets / current liabilities)* 1.4 : 1 2.1 : 1

EARNINGS PER SHARE

Basic earnings per share au0.79¢ au4.26¢

Diluted earnings per share au0.79¢ au4.25¢

DISTRIBUTION TO SHAREHOLDERS

Dividends - including final dividend

Per ordinary share au1.5¢ au4.0¢

Times covered by net profit after tax 0.53 0.85

SHARE PRICE

30 June au$0.32 au$0.54

ADJUSTED SAME STORE SALES*

Michael Hill adjusted same store sales*

movement (in local currency)

Australia 0.1% -5.7%

New Zealand 2.4% -4.5%

Canada 2.3% -1.7%

Group same store sales movement 2.7% -3.3%

NUMBER OF STORES

Australia 155 167

New Zealand 49 52

Canada 86 86

Michael Hill stores 290 305

Emma & Roe stores - 1

Total stores 290 306

* EBIT, Underlying trading EBIT and Adjusted Same Store Sales are

Non-IFRS information and are unaudited. Please refer to page 31 for

an explanation of Non-IFRS information and a reconciliation of EBIT

and Underlying trading EBIT.

Key Facts

Year ended 28 June 2020 2020 2019 % Change

au$000 unless stated

TRADING RESULTS

From continuing operations

Group revenue 492,060 569,500 (13.6%)

Gross margin 298,204 353,032 (15.5%)

Earnings before interest and tax* 14,079 21,115 (33.3%)

Underlying trading earnings

before interest and tax* 25,686 34,608 (25.8%)

Net profit before tax 4,485 18,811 (76.2%)

Net profit after tax 3,059 16,498 (81.5%)

Group trading results

Profit for the year 3,059 16,498 (81.5%)

Net cash inflow

from operating activities 83,699 38,969 114.8%

FINANCIAL POSITION AT YEAR END

Contributed equity

387,769,105 ordinary shares 11,016 10,984 0.3%

Total equity 153,806 176,752 (13.0%)

Total assets 501,618 379,193 32.3%

Net debt/(cash) (523) 24,781 (102.1%)

Capital expenditure 17,353 16,134 7.6%

1212
GROUP REVENUE

DOWN 14%

AU$ MILLIONS /

FINANCIAL YEAR

1718192016

522.2

551.1

575.5

569.5

4 9 2 .1

ORDINARY DIVIDEND

AU CENTS PER SHARE /

FINANCIAL YEAR

1718192016

5.05.0

5.0

4.0

1.5

13
Performance

Highlights

KEY FINANCIAL RESULTS


Statutory net profit after tax

of $3.1m


Statutory earnings before

interest and tax of $14.1m


Group operating revenues

of $492.1m


Underlying trading earnings

before interest and tax* of

$25.7m


Group adjusted same store

sales* $469.3m, up 2.7%


Gross margin 60.6%


Inventory reduced to $178.7m


Equity ratio 30.7%

OPERATIONAL PERFORMANCE


Digital sales increased by

54.7% to $24.7m


Digital sales represent

5.0% of total sales


Branded Collection sales

represented 37.3% of total sales


Delivery of cloud enabled ERP

platform in June 2020


Decisive cash preservation

and cost management

throughout the year


Loyalty program Brilliance by

Michael Hill launched with over

200,000 members to date


Stores temporarily closed due

to COVID-19 for a period of

five to thirteen weeks


One new store opened and

seventeen underperforming

stores were closed

* EBIT, Underlying trading EBIT and Adjusted

Same Store Sales are Non-IFRS information

and are unaudited. Please refer to page 31

for an explanation of Non-IFRS information

and a reconciliation of EBIT and Underlying

trading EBIT.

13

1718192016

EARNINGS BEFORE

INTEREST, TAXATION,

DEPRECIATION AND

AMORTISATION

(EBITDA) UP 72%

AU$ MILLIONS / FINANCIAL YEAR

FY2020 RESULT INCLUDES THE

ADOPTION OF AASB16 LEASES

67. 2

75.5

64.5

40.5

69.7

GEARING RATIO

-0.3%

% / FINANCIAL YEAR

17181916

18.0

20.6

2 7.7

23.5

-0.3

REVENUE BY COUNTRY

FINANCIAL YEAR

AUSTRALIA 54%

NEW ZEALAND

21%

CANADA 25%

DIGITAL SALES

UP 55%

AU$ MILLIONS /

FINANCIAL YEAR

1718192016

4 .1

6.9

1 1 .1

16.0

24.7

BRANDED

COLLECTIONS

UP 13%

% OF TOTAL SALES /

FINANCIAL YEAR

1718192016

13.0

14.2

18.0

32.5

37. 3

STORES BY COUNTRY

FINANCIAL YEAR

AUSTRALIA 53%

NEW ZEALAND

17%

CANADA 30%

14
FINANCIAL PERFORMANCE 2020 2019 2018 2017 2016^

FROM CONTINUING OPERATIONS


$000 $000 $000 $000 $000

Group revenue 492,060 569,500 575,539 551,099 522,214

Earnings before interest, tax, depreciation

and amortisation (EBITDA)* 69,690 40,481 64,481 75,482 67,212

Depreciation and amortisation 55,611 19,366 18,694 17,427 16,796

Earnings before interest and tax (EBIT)* 14,079 21,115 45,787 58,055 50,416

Net interest paid 9,594 2,304 2,680 3,149 5,508

Net profit before tax (NPBT) 4,485 18,811 43,107 54,906 44,908

Income tax 1,426 2,313 11,342 13,768 21,384

Net profit after tax (NPAT) 3,059 16,498 31,765 41,138 23,524

Net operating cash flow 83,699 38,969 54,893 39,752 47,794

Ordinary dividends paid 5,817 19,365 19,371 19,264 17,490

FINANCIAL POSITION 2020 2019 2018 2017 2016^



$000 $000 $000 $000 $000

Cash 11,204 7,923 7,220 5,676 8,853

Inventories 178,742 179,503 192,074 203,853 199,961

Other current assets 31,007 35,878 29,314 29,052 31,298

Total current assets 220,953 223,304 228,608 238,581 240,112

Other non-current assets 57,857 72,742 72,219 83,864 74,450

Deferred tax assets 74,468 67,708 68,022 62,712 67,610

Total tangible assets 353,278 363,754 368,849 385,157 382,172

Right of use asset 123,911 - - - -

Intangible assets 24,429 15,439 12,626 8,784 5,561

Total assets 501,618 379,193 381,475 393,941 387,733

Total current liabilities 159,405 105,130 108,710 95,716 112,772

Non-current borrowings 10,681 32,704 35,213 45,034 40,887

Lease liabilities 115,848 - - - -

Other long term liabilities 61,878 64,607 62,627 62,252 55,923

Total liabilities 347,812 202,441 206,550 203,002 209,582

Net assets 153,806 176,752 174,925 190,939 178,151

Reserves and retained profits* 142,790 165,768 164,659 180,924 174,384

Paid up capital 11,016 10,984 10,266 10,015 3,767

Total shareholder equity 153,806 176,752 174,925 190,939 178,151

Per ordinary share

Basic earnings per share 0.79¢ 4.26¢ 8.20¢ 10.66¢ 6.14¢

Diluted earnings per share 0.79¢ 4.25¢ 8.19¢ 10.66¢ 6.11¢

Dividends declared per share - Interim au1.5¢ au2.5¢ au2.5¢ au2.5¢ nz2.5¢

- Final - au1.5¢ au2.5¢ au2.5¢ au2.5¢

Net tangible asset backing $0.33 $0.42 $0.42 $0.47 $0.45

^ Please note that several key measures in the 2015-16 financial year were materially affected by the separate booking of the IR tax

settlement and the income tax consolidation cost base adjustments as a consequence of the ASX listing.

* EBIT and EBITDA are Non-IFRS information and are unaudited. Please refer to page 31 for an explanation of Non-IFRS information

and a reconciliation of EBIT.

Trend Statement

15
ANALYTICAL INFORMATION 2020 2019 2018 2017 2016^

EBITDA

*

to sales 14.2% 7.1% 11.2% 13.7% 12.9%

EBIT

*

to sales 2.9% 3.7% 8.0% 10.5% 9.7%

Net profit after tax to sales 0.6% 2.9% 5.5% 7.5% 4.5%

EBIT

*

to total assets 2.8% 5.6% 12.0% 14.7% 13.0%

Return on average shareholders funds 1.9% 9.4% 17.4% 20.9% 12.9%

Return on average total assets 0.7% 4.3% 8.2% 10.5% 6.3%

Working capital ratio 3.0 : 1 5.0 : 1 4.6 : 1 4.9 : 1 5.2 : 1

Current ratio 1.4 : 1 2.1 : 1 2.1 : 1 2 .5 : 1 2.1 : 1

EBIT

*

interest expense cover 1.5 8.6 17.0 18.3 8.3

Effective tax rate 31.8% 12.3% 26.3% 25.1% 47.6%

Gearing

Net borrowings to equity -0.3% 23.5% 27.7% 20.6% 18.0%

Equity ratio 30.7% 46.6% 45.9% 48.5% 45.9%

Other

Shares issued at year end excl Treasury 387,769,105 387,750,000 387,438,513 387,438,513 383,138,513

Treasury stock at year end - - - 14,677 14,677

Exchange rate for translating:

New Zealand results 1.04 1.06 1.09 1.07 1.07

Canadian results 0.90 0.95 0.98 0.97 0.97

United States results - - 0.78 0.83 0.83

Number of Michael Hill stores

Australia 155 167 171 166 168

New Zealand 49 52 52 52 52

Canada 86 86 83 76 67

USA - - - 9 10

Total number of Michael Hill stores 290 305 306 303 297

^ Please note that several key measures in the 2015-16 financial year were materially affected by the separate booking of the IR tax

settlement and the income tax consolidation cost base adjustments as a consequence of the ASX listing.

* EBIT and EBITDA are Non-IFRS information and are unaudited. Please refer to page 31 for an explanation of Non-IFRS information

and a reconciliation of EBIT.

TOTAL MICHAEL HILL STORES 290

1987 - 2020

16
We care.

We create outstanding experiences.

We are professional.

We are inclusive and diverse.

17
FY20 has fundamentally tested our

notion of sustainability. The incredible

challenges that this year has presented

have been all encompassing. From

the bushfires that devastated so many

Australian communities throughout

late 2019 and into 2020, to the global

COVID-19 pandemic that continues to

dictate many of our daily interactions, we

have all been impacted.

Regardless of size, businesses

across the globe have had their very

ability to survive called into question as

immediate and sweeping events have

impacted their communities, customers,

teams and supply chains. Michael Hill

has been no exception to this, and we

have embraced the agility required to

adapt to these events while remaining

true to the values which serve as the

very foundation of our business.

At Michael Hill, we want each of

our team members to feel they are

a valued part of our family. We want

our customers to have confidence

that their jewellery has been ethically

sourced and produced, and that we

will continue to strive for innovation in

our products and the ways we offer

them. We want our investors to know

that we are willing and able to adapt

to the rising and increasingly complex

challenges facing people, communities

and the planet. Accordingly, our

sustainability strategy is driven by the

three areas identified as most material

by our key stakeholders during a

materiality assessment we conducted

based on the Global Reporting Initiative

Standards for sustainability reporting.

Key stakeholders consulted included:

trade partners, customers, internal

team members (from Board through

to team member), academics and

industry bodies.

PEOPLE: BUILDING TALENT AND TEAMS

Our people and our teams lie at the

very heart of our brand. With the

challenges that FY20 presented, so

too came valuable opportunities and

lessons in teamwork and responsive-

ness. Our leaders navigated new ways

to maintain team connections and

culture while working remotely and

delivering outcomes in challenging and

constantly changing environments.

Supporting this, our operational teams

were rapidly developing processes and

facilities to allow our teams to feel safe

at work, ranging from the deployment

of respirator masks to vulnerable team

members in the Australian bushfires, to

implementing safe operating protocols

(for both team members and customers)

following the COVID-19 pandemic.

FY20 saw the launch of several new

programs and initiatives to measure and

improve team member experiences,

strengthen internal capabilities, and

attract new talent. Early in the year

we conducted our first Great Place

to Work (GPTW) survey to measure

team member experience across the

key areas of: Trust, Engagement and

Collaboration. Just over half of our

global team responded to the survey

and overall, we scored 71% on the

GPTW measurement scale. We have

developed a clear plan of action to lift

this score to 75% and to increase team

member participation in the survey.

We aim for Michael Hill to provide

exceptional experiences for all and

to be a loved employer. Our People

Promise is ‘Enabling you to realise your

potential’. It’s what sets us apart as an

employer to ensure we attract, develop

and retain the right talent our business

needs to succeed.

For us, being a loved employer

is about making that connection,

it’s about living our values, it’s about

joining brilliance together. The Michael

Hill Leadership Promise is ‘As leaders,

we will create a high-performance,

high-trust culture that is open, honest

and committed to excellence’. We

have commenced embedding our

Leadership Promise, a statement with

corresponding actions that show to

our team members how we commit

Sustainability

TOTAL EMPLOYEES

BY REGION

AU

NZ

CA

TOTAL EMPLOYEES

BY AGE

EDUCATION, TRAINING

AND PROGRESSION

Employees that received regular performance

and career development review during the year

30–50

~90%

<30

>50

TOTAL EMPLOYEES

BY GENDER

Our Team

AS AT 28 JUNE 2020

ENGAGEMENT RING

FROM OUR SOLITAIRE

BY MICHAEL HILL

COLLECTION

18
It's our people

who make our

company!

19
to interacting with them, into our culture. Respect,

understanding, development, feedback, informing and

empowering are all key elements of this promise.

In September 2019 we formally launched our

Values, as outlined in the FY19 Annual Report. These

values work cohesively with our People and Leadership

Promises to form a clear framework for further building

the Michael Hill culture.

Our focus this year has been to understand our

employer value proposition touchpoints and to reinforce

and embed our People and Leadership Promises

into our employment lifecycle to further enhance our

team member experience. Additionally, we equipped

our team leaders with a clearly defined process for

reviewing talent and planning succession; a critical step

in building a high performing business for the future.

Pleasingly, FY20 also saw significant progress in the

rectification of the historic underpayment to our retail

workers identified in July 2019. While the discovery of this

underpayment was deeply disappointing, we are proud

of the commitment shown by our leadership team to

remediate this. In early 2020, underpayments to impacted

current team members were made. Our remediation work

to rectify our former team members continues.

Diversity also remained a focal point, with the

establishment of the Michael Hill Diversity and Inclusion

(D&I) Council to support the business to bring the

D&I strategy to life. Council members represent all

geographic and operational areas of the business and

span all levels of seniority. The Council meets monthly

to identify barriers to inclusion and opportunities for

improvement. Additionally, they support the execution of

D&I initiatives throughout the year across all countries.

In terms of gender diversity, at the conclusion of

FY20 85% of our total team mix was female (FY19: 84%).

Women in leadership positions (defined as executive

team, regional and store management, and support

centre senior leadership) was 52% (FY19: 48%). Female

representation on our executive team was 50% (FY19:

50%) and remained steady at 40% of the Michael Hill

Board of Directors (FY19: 40%).

We continue to communicate the availability of a

hotline available for team members to report instances

of discrimination or harassment. This supports the

Whistleblowing Policy endorsed by the Board.

Our health, safety and wellbeing initiatives gained

momentum during the year. We launched our strategy

roadmap to 2023, with a focus on five priorities: Risk

Management, Systems and Compliance, Culture and

Capabilities, Innovation and Enhanced Wellbeing.

The health, safety and wellbeing of our customers

and teams became a critical area of focus during the

COVID-19 pandemic. We were the first major Australian

retailer to take action in terms of closing stores and

while simultaneously increasing our online capabilities,

allowing us to redeploy some of our retail team

members to supporting those new digital initiatives.

As many of our team members across all areas of the

business were stood down, we accessed available

government wage subsidies in all three countries.

Additionally, we rapidly transitioned to flexible working

arrangements as many of our working team members

took on additional family responsibilities such as home

schooling. As our retail business resumed trading, we

took (and continue to take) a consultative response to

restarting stores and transitioning team members back

to our support office, whilst keeping team member and

customer safety as the first priority.

Finally, in terms of safety performance FY20 saw a

Lost Time Injury Frequency Rate (LTIFR) of 3.46 against

a target of 7.01 and industry average rate of 6.0. This was

a very pleasing improvement on our FY19 LTIFR of 7.65,

however, we acknowledge that this improvement may

be partially due to the COVID-19 shutdown period. FY21

will see a continued focus on improving the functionality

and effectiveness of our Safety Management Systems,

reporting processes and analytics.

RINGS FROM OUR

PRELUDE COLLECTION

20
PRODUCT: ETHICAL SOURCING

FY20 saw continued focus on ethical sourcing, a core

and non-negotiable principle of our business. Our

responsible sourcing program is supported by our

Conflict Free Diamonds and Sourcing Policy, as well as

our Code of Business Ethics and Code of Conduct for

Suppliers, a copy of which is available on our Investor

Relations Centre website.

As an international multi-channel jewellery retailer,

we recognise the inherent supply chain risk exposures

that come from operating within the global mining

and extractives industry. Notably, in March 2020, we

launched our online supply chain transparency platform

enabling us to better assess our supply chain for risks of

unacceptable practices. This new platform supports our

analysis of risks within our supply chain such as unethical

sourcing from conflict affected areas, corruption, and

modern slavery, and extends on our existing measures to

ensure responsible sourcing, including sound supplier due

diligence and contractual requirements.

The launch of this platform incorporated sixty-five

of our finished jewellery, component, raw material and

packaging suppliers representing approximately 60% of

company spend. The COVID-19 pandemic has impacted

the broader implementation of the platform, however,

we will continue improving our supply chain risk

management framework as we look to further increase

supply chain transparency through FY21.

The launch of the supply chain platform

complemented additional work performed in

preparation for our first Modern Slavery Statement.

Michael Hill is committed to the ethical use of human

resources in the supply chain and while no instances

of modern slavery have ever been identified in our

business, we continue to strengthen our supply

chain controls. Our first Modern Slavery Statement

will be publicly available in 2021 on the Australian

Government’s Online Register and our Investor Relations

Centre at investor.michaelhill.com

INNOVATION

Product and service innovation is a key element of our

sustainable business model. In August 2019, we became

the first major Australian jeweller to offer a range of

laboratory-created diamonds. Our expansion into this

range, which is available throughout our global operations,

was designed to offer a quality alternative to mined

diamonds with competitive pricing and clear provenance.

In October 2019, we launched our new loyalty

program, Brilliance by Michael Hill, which offers

members access to exclusive promotions, product

education insights, VIP sale events and new range

product previews. Brilliance by Michael Hill provides

another avenue to build meaningful connections with

our customers and ensure our business evolves to

meet their needs. As at 28 June 2020, there were

144,086 members of the Brilliance family. Since then,

membership has grown to over 200,000.

Additionally, our Brisbane based manufacturing team

continued to design and manufacture unique Branded

Collections which continue to be popular with our

customers. Our in-house manufacturing capability also

enables the creation of bespoke pieces for our customers.

The evolution of COVID-19 also provided us with

opportunities for innovation in the ways in which we

reach and connect with our customers. We launched

an online virtual direct selling platform, enabling group

or one-on-one product viewing, styling and purchasing.

We launched new digital applications to support

increased customer engagement and developed the

functionality to allow customers to shop directly from

digital online catalogues. These developments enabled

us to continue to serve our customers without an

operational network of physical stores and have proven

fundamental in sustaining

our business through this

challenging period.

21
PLANET: SUPPORTING THE PLANET AND THE

COMMUNITIES IN WHICH WE OPERATE

With the challenges that FY20 brought, our business

has made every effort to extend its support to the

communities in which we operate.

At our global conference in September 2019, we

partnered with SolarBuddy to donate over three hundred

solar lights to children living in energy poverty. This

program is designed to enable children to continue their

studies after dusk and improve education outcomes.

In December 2019, we sponsored the World’s

Big Sleep Out event in Brisbane, a global initiative to

raise funds for homeless and displaced people. Our

Group Executive team joined a number of support

centre team members, in sleeping overnight at the

‘Gabba’ (a major sporting stadium) in Brisbane, for the

cause. In total, Michael Hill contributed over $40,000

to Mercy Community Services through sponsorship

and fundraising efforts, making us one of the top three

fundraisers across Australia – achieving second place

in the categories ‘Highest Team Fundraisers’ and

‘Individual Fundraiser’ (our CEO Daniel Bracken). By

sponsoring the event, Michael Hill made a significant

contribution to addressing the issue of homelessness in

our local community, with all fundraising going towards

food and accommodation for vulnerable individuals and

families in need.

The Australian bushfires in the summer of 2019

saw eleven stores close at various times, and many of

our team members needing to evacuate their homes.

Michael Hill contributed $100,000 to the Australian

Red Cross Disaster Relief and Recovery Fund, helping

support Australians affected by the bushfires to rebuild

and recover. Additionally, several individual stores

donated funds to their local community organisations

and many individual team members made voluntary

donations to the NSW Rural Fire Service and The

Australian Koala Foundation through our payroll system,

in support of the courageous work and much-needed

environmental recovery efforts of those organisations.

This year our proud partnership with the Michael

Hill International Violin Competition continued,

celebrating and supporting New Zealand’s cultural

offerings and showcasing the artistic talents of the

world’s finest young violinists.

During the COVID-19 pandemic, we were the first

major Australian retailer to take action in terms of

closing stores and standing down teams, simultaneously

increasing our online capabilities to continue to support

our vendors. We also focused efforts on supporting

local industry, purchasing all hand sanitiser needed

to stock Australian and New Zealand stores from the

Brisbane Distillery.

This year also saw us introduce product packaging

made primarily from recycled materials. Additionally, our

gift bags are now recyclable. Our manufacturing centre

continued their processes to recover and recycle scrap

gold and lemel generated from their manufacture and

repair operations, while our corporate offices made use

of waste separation facilities to maximise recycling and

diversion from landfill.

We have not identified any non-compliance with

environmental laws and regulations in any of our operations.

THE FUTURE OF SUSTAINABILITY AT MICHAEL HILL

We remain in the early stages of our sustainability journey.

FY20 has seen an increased focus on sustainability at a

Board level, the development of a broad sustainability

strategy and a concerted effort from our entire team

to align our operations with this strategy. These efforts

were validated in March 2020, when we undertook an

interim audit of our Responsible Jewellery Council Code

of Practices (RJC COP) certification. The RJC COP covers

Human Rights, Labour Rights, Health and Safety, Product

Integrity and many other key topics and is aligned with

the OECD Due Diligence Guidance and the UN Guiding

Principles of Business and Human Rights. Through the

implementation of the RJC COP, Michael Hill contributes

towards the United Nations 2030 agenda and the 17

Sustainable Development Goals. The interim audit saw all

previously identified non conformances closed out, with

no additional non-conformances identified. Accordingly,

Michael Hill International has retained its RJC certification,

with our next comprehensive audit due in 2022.

This year has seen us gain momentum in

demonstrating our commitment to sustainability and

providing a benchmark for future performance, however

we recognise that there are opportunities for improvement.

Our immediate challenge is to embed and ingrain our sus-

tainability values more deeply into the way we do business.

This will be our focus over the coming year.

22
Our Executive Team

Daniel Bracken

Chief Executive Officer

Daniel has more than 25

years experience managing

some of the world’s most

iconic brands. He has an

extensive background in

retailing, fashion, and brand

development in Australia and

international markets, as a

Chief Executive Officer and

in senior executive positions

across strategy, marketing,

merchandise, product design

and digital and customer

engagement strategies.

Prior to joining Michael

Hill as CEO in November 2018,

Daniel was CEO at Specialty

Fashion Group and previously

held positions as the Group

Andrew Lowe

Chief Financial Officer

and Company Secretary

Andrew joined Michael Hill

in December 2017 as Chief

Financial Officer, and later

assumed the role of Company

Secretary. He holds a Bachelor of

Commerce, a Bachelor of Laws

(Hons) and a Masters of Applied

Finance, and is a qualified

Chartered Accountant and a

Chartered Taxation Adviser of

the Taxation Institute of Australia.

Andrew has extensive

experience in finance and

leadership roles across a range

of listed corporate groups

with Australian and offshore

operations. This includes as Head

of Tax, Shared Services and

Finance Partnering at Australia’s

largest rail-based freight operator

and ASX100 firm, Aurizon.

Previously, he was Deputy CFO

and Head of Tax at Cleanaway

Waste Management, and spent

a decade with global mining

company, Anglo American.

Vice President, Strategy for

Burberry London, as Deputy

CEO and Chief Merchandise &

Customer Officer of Myer, and

as CEO of The Apparel Group.

During his time at

Speciality Fashion Group,

Daniel led the company’s

corporate restructure and the

successful divestment of a

number of brands, returning

the company to profitability.

At Myer, he oversaw

merchandise buying, design,

sourcing, and manufacturing,

and led the Myer brand and

customer experience strategy.

During his tenure, the Apparel

Group owned leading fashion

brands Sportscraft, Saba,

Willow, and JAG.

His international

experience includes more

than 15 years at Burberry

London in the United

Kingdom, where he was a key

member of the leadership

team involved in their

turnaround into an iconic

global brand. He performed

a range of roles at Burberry

including Vice President –

Strategy (Group), Head of

Merchandising & Production

(Ready to Wear), and

Commercial & Operations

Director (Menswear).

FROM LEFT:

MATT KEAYS, VANESSA BRENNAN,

DANIEL BRACKEN, ANDREW LOWE,

ANDREA SLINGSBY,

JOANNE MATTHEWS

23
Vanessa Brennan

Chief Brand & Strategy Officer

Vanessa joined Michael Hill

in January 2018 in the newly

created position of Chief Brand

& Customer Officer, to lead the

commercial growth strategy for

the business across customer,

product, brand marketing

and eCommerce. She is a

recognised leader in strategic

brand, customer and digital

strategy, and is renowned as

a transformative specialist in

building brands with expertise

covering the end-to-end

spectrum of customer, brand

and marketing communications.

Vanessa has more than

20 years’ experience gained in

Australia, Europe, Latin America

and Asia, where she has been

a key advisor to a number of

global and domestic commercial

and government organisations,

including as a Partner at PWC

and Managing Director of

Clemenger BBDO.

Andrea Slingsby

Chief Operating Officer

Andrea has more than 25

years corporate experience

working in high-growth service

sectors, and has held various

Board, Managing Director,

Chief Executive Officer, senior

management and corporate

advisory roles for a broad range

of Australian private and public

companies. She has outstanding

Australian and international

experience, and is an Alumni of

Harvard Business School.

Prior to joining Michael Hill

in 2019, Andrea held a number

of senior roles across 14 years

working for Flight Centre,

including President & CEO

for North America. She also

worked as a corporate advisor

to Michael Hill in late 2018 on

the company’s HR strategy

and operational execution,

prior to her appointment to

the company’s Executive

Management Team.

Andrea’s background

working for many fast-growing

companies, as well as her

unique experience in business

model improvement and

operational excellence, is

fundamental to Michael Hill

as it realises its strategy to

be a globally relevant and

modern retailer in the premium

jewellery category.

Matt Keays

Chief Information Officer

Matt joined Michael Hill in

June 2015, bringing with

him extensive international

IT experience in the retail

space. Prior to joining the

company, Matt led the global

IT strategy for Forever New

as their General Manager

Information Technology, and

prior to that worked as Chief

Information Officer for Super

Amart where his final project

was successfully leading a

full-scale disaster recovery

process after the Queensland

floods in 2011. He also worked

for leading national footwear

and apparel company,

Colorado Group after enjoying

his long retail apprenticeship

with 11 years at Country Road,

where he worked initially as

a Finance Accountant, and

also gained solid shop floor

experience during his tenure.

Matt has strong technical

skills and a track record of

developing an effective team

focused on business alignment.

Matt’s career has seen him lead

significant technology and in-

frastructure programs, covering

Microsoft Dynamics, Infor,

Oracle and JDE. He has helped

all retail businesses implement

and embrace data warehousing

with his first Microsoft based

implementation as far back as

2004. The Michael Hill advanced

data warehouse went live in

2016 and his team continually

evolve our data platforms to

align with the strategic shifts

across the business.

Joanne Matthews

Chief People Officer

Joanne joined Michael Hill in

January 2019 with extensive

experience in change leadership,

and talent management and

development. This experience

was gained across 14 years in

senior human resource leadership

roles, including as Divisional

Human Resources Manager

(Leisure) for Super Retail Group.

Joanne has also worked as

the Executive General Manager,

Human Resources for MAX

Solutions Pty Ltd, a national

organisation that delivers health,

training and humanitarian

solutions for Federal and State

Governments, and prior to this

she worked in retail operations

with Woolworths.

With a workforce of more

than 3000 people in nearly 300

stores across Australia, New

Zealand and Canada, Joanne’s

experience will help to support

the company’s core priority of

attracting, developing, rewarding

and retaining top quality people

at Michael Hill.

Joanne holds a MBA and

Bachelor of Business in Human

Resources and Marketing.

RINGS FROM THE FENIX CREATED DIAMONDS

FOR MICHAEL HILL COLLECTION

Adjusted same store sales* were up
2.7% for the full year to $469.3m, as the

Company focused on enhancing the

retail fundamentals and implemented

the new retail operating model.

MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT 25
Directors' Report

The Directors present their report on the consolidated

entity (referred to hereafter as the ‘Group’) consisting

of Michael Hill International Limited ACN 610 937 598

(‘Michael Hill International’ or the ‘Company’) and all

controlled subsidiaries for the year ended 28 June 2020.

Principal activities

The Group operates predominately in the retail sale of

jewellery and related services sector in Australia, New

Zealand and Canada.

There were no significant changes in the nature of

the Group’s activities during the year.

Dividends

Dividends paid to members during the financial year

were as follows:

2020 2019

$000 $000

Final ordinary dividend for the year

ended 30 June 2019 of au1.5¢

(2019: au2.5 cents) per fully paid

share paid on 27 September 2019

(2019: 28 September 2018) 5,817 9,679

Interim ordinary dividend for the year

ended 28 June 2020 of au1.5¢

(2019: au2.5¢) per fully paid share

deferred for payment

(2019: 29 March 2019)^ 5,816 9,686

No final dividend has been declared

by the Directors for the year ended

28 June 2020 (2019: au1.5¢). - 5,816

^ Interim dividend for the year ended 28 June 2020 of

au1.5¢ was declared. Subsequent to the shares trading

ex-dividend, but prior to payment date, the interim

dividend payment was deferred to 30 September 2021.

Likely developments and

expected results of operations

Information on likely developments in the Group’s

operations and the expected results of operations have

been included in the Operational Review and Outlook

sections of this report.

Review of operations

In Australian dollars, the Group has reported operating

revenue of $492.1m (2019: $569.5m) for the 2020 financial

year, producing a net profit after tax (NPAT) of $3.1m

(2019: $16.5m). The Group reported an earnings before

interest and tax (EBIT) of $14.1m (2019: $21.1m) for the

2020 financial year. Underlying EBIT adjusted for non-cash

items and AASB 16 Leases (Underlying Trading EBIT)* for

the Group was $25.7m (2019: $34.6m) for the year.

OPERATIONAL REVIEW

The Group achieved the following key outcomes for the

2020 financial year:

Key Financial Results

• Statutory net profit after tax of $3.1m (FY19: $16.5m),

noting new AASB 16 Leases applies for FY20 only.

• Earnings before interest and tax (EBIT)* of $14.1m

(FY19: $21.1m).

• Underlying trading EBIT* adjusted for non-cash items

and AASB 16 Leases of $25.7m (FY19: $34.6m).

• Group operating revenues of $492.1m (FY19: $569.5m),

largely attributable to COVID-19 store closures.

• Group adjusted same store sales* were up 2.7% at

$469.3m (FY19: $457.1m).

• Group gross margin 60.6% (FY19: 62.0%),

predominantly impacted by foreign exchange.

• Controlled inventory management, resulting in stock

holdings of $178.7m (FY19: $179.5m).

• Strong working capital management.

• No final dividend declared. Interim dividend payment

of au1.5¢ per share deferred to 30 September 2021.

Operational Performance

• Digital sales increased by 54.7% to a record $24.7m

(FY19: $16.0m), representing 5.0% of total sales

(FY19: 2.8%).

• Branded collection sales represented 37.3% of total

sales for the full year (FY19: 32.5%).

• Delivery of cloud enabled ERP platform in June 2020,

to optimise inventory allocation and store profiling.

• Decisive cash preservation and cost management

throughout the year.

• Loyalty program Brilliance by Michael Hill launched

online and in-store during the year, with over 200,000

members to date.

• Stores were temporarily closed due to COVID-19 for a

period of five to thirteen weeks, opening progressively

in accordance with Government health guidelines.

• One new store opened and seventeen under-performing

stores were closed during the year, giving a network

total of 290 stores across all markets (FY19: 306).

* EBIT, Underlying trading EBIT and Adjusted Same Store

Sales are Non-IFRS information and are unaudited. Please

refer to page 31 for an explanation of Non-IFRS information

and a reconciliation of EBIT and Underlying EBIT.

The Group reported statutory earnings before interest
and tax (EBIT) of $14.1m for the year ended 28 June 2020

(FY19: $21.1m). Underlying EBIT adjusted for non-cash

items and AASB 16 Leases for the year decreased to

$25.7m (FY19: $34.6m).

Prior to COVID-19, the Company had been gaining

positive momentum with increasing same store sales

growth and margin improvement. Adjusted same store

sales* were up 2.7% for the full year to $469.3m (FY19:

$457.1m), as the Company focused on enhancing the

retail fundamentals and implemented the new retail

operating model. This was particularly evident in the first

half, when same store sales returned to positive growth

with an increase of 6.3%.

The second half erosion of EBIT was a result of the

temporary closure of all stores for a period between five

to thirteen weeks, due to the COVID-19 pandemic. The

Company reduced the financial impact by implementing a

lean operating model, ceasing all discretionary spend, and

seeking rent abatements from landlords. In addition, wage

subsidies were received in each market which partially

offset the employee benefits paid out during this period.

The surge in the Company’s online business resulted

in record digital sales of $24.7m for the full year (up

54.7% on FY19). The online business delivered some

of the highest weeks in the Company’s history during

the COVID-19 period as customers embraced online

purchasing whilst stores were closed. Digital sales

now represent 5.0% of total sales. During the year, the

Company accelerated the delivery of a number of digital

first initiatives including enhanced website and user

experience, direct selling from social media platforms

and digital catalogues, virtual selling, along with the

successful launch of our loyalty program (Brilliance

by Michael Hill) which has now reached over 200,000

members globally.

A continued focus on re-imagining our Branded

Collections saw them represent 37.3% of total product

sales for the year (FY19: 32.5%). A key milestone was

reached with the delivery and go-live of the cloud

enabled ERP platform. This platform will optimise

inventory management, enhance store profiling and

stock allocation, and facilitate multiple initiatives to

deliver a true omni-channel customer experience.

During the second half of the year (COVID-19

lockdown period), the Company took decisive action

to preserve cash, reduce expenditure, and actively

monitor inventory. Cash management initiatives included

the cancellation or deferral of capital expenditure,

renegotiation of vendor payment terms, engaging with

landlords to obtain rental assistance packages including

deferrals, and a reduction in the cost of doing business

through leaner labour models.

Furthermore, during the COVID-19 temporary store

closure period, the Company worked closely with its

long standing lending partner ANZ. Given a nil net

debt position at year end, the existing $70m facility

limit is considered appropriate to meet the Company’s

inventory and working capital requirements.

Sales from the Group’s Professional Care Plan (PCP)

declined to $24.0m (FY19: $28.5m) with an amount of

$27.5m (FY19: $32.9m) recognised as revenue for the

full year. At 28 June 2020, a deferred amount of $73.8m

remained on the balance sheet (FY19: $77.8m).

The Company opened one new store and closed

seventeen under-performing stores, resulting in 290

stores at year end.

Segment results

The operational segments below reflect the

performance of the Group's retail operations in each

geographic segment. The segments include trading

activity from our online channels presence and our

Canadian in-house credit function. The segments

exclude revenue and expenses that do not relate directly

to the relevant retail segments, and are treated as

unallocated. These predominately relate to corporate

costs and Australian based support costs,

but also include the manufacturing

activities, warehouse and distribution,

interest and company tax. The results

below are expressed in local currency.

26 MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT

MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT 27
Michael Hill Australia

OPERATING RESULTS (AU $000) 2020 2019 2018 2017 2016

Revenue from continuing operations 266,610 313,587 325,709 321,981 309,457

Gross margin 161,030 194,052 206,303 201,707 194,152

Gross margin as a % of revenue 60.4% 61.9% 63.3% 62.6% 62.7%

EBIT 27,410 32,917 48,621 51,688 49,975

As a % of revenue 10.3% 10.5% 14.9% 16.1% 16.1%

Number of stores 155 168 171 166 168

In Australia, adjusted same store sales* marginally improved by 0.1%, and all stores revenue declined by 15.0% to $266.6m

(FY19: $313.6m) for the year. Gross margin for the year was 60.4% (FY19: 61.9%), largely due to FX impacts on cost of

goods. While the majority of the revenue decline is attributable to the COVID-19 temporary store closure period, a portion

is also due to the closure of thirteen underperforming stores during the year. Due to COVID-19 health restrictions, all

stores in Australia were closed on 24 March 2020 and progressively reopened from May 2020, and as such, stores were

closed for a period of between five and ten weeks.

Thirteen underperforming stores permanently closed during the period, resulting in 155 stores trading at 28 June 2020.

Michael Hill New Zealand

OPERATING RESULTS (NZ $000) 2020 2019 2018 2017 2016

Revenue 106,696 120,064 125,239 121,970 122,903

Gross margin 63,641 73,011 77,673 75,204 75,895

Gross margin as a % of revenue 59.6% 60.8% 62.0% 61.7% 61.8%

EBIT 21,067 24,125 27,800 27,836 27,136

As a % of revenue 19.7% 20.1% 22.2% 22.8% 22.1%

Number of stores 49 52 52 52 52

FX rate for profit translation 1.05 1.06 1.09 1.06 1.09

In New Zealand, adjusted same store sales* increased by 2.4% to NZ$103.9m (FY19: NZ$101.4m) and all store revenue

declined by 11.1% to NZ$106.7m (FY19: NZ$120.1m) for the year. Gross margin for the year was 59.6% (FY19: 60.8%). The

decline in revenue was attributable to the COVID-19 temporary store closure period. The New Zealand Government

mandated store closures from 24 March 2020, with stores reopening on either 16 May 2020 or 23 May 2020. Stores were

closed for a period of eight to nine weeks.

Three underperforming stores permanently closed during the period, resulting in 49 stores trading at 28 June 2020.

Michael Hill Canada

OPERATING RESULTS (CA $000) 2020 2019 2018 2017 2016

Revenue 110,799 133,146 130,762 112,721 95,423

Gross margin 63,991 80,726 81,576 69,078 59,252

Gross margin as a % of revenue 57.8% 60.6% 62.4% 61.3% 62.1%

EBIT (2,412) 9,797 14,605 12,386 8,929

As a % of revenue (2.2)% 7.4% 11.2% 11.0% 9.4%

Number of stores 86 86 83 76 67

FX rate for profit translation 0.90 0.95 0.98 1.00 0.97

In Canada, adjusted same store sales* increased by 2.3% to CA$102.8m (FY19: CA$100.5m) and all store revenue

declined by 16.8% to CA$110.8m (FY19: CA$133.1m) for the year. Gross margin declined to 57.8% (FY19: 60.6%), largely

due to FX impacts. The decline in revenue was largely attributable to the COVID-19 temporary store closure period. All

stores in Canada were temporarily closed on 20 March 2020 and progressively reopened across the provinces from

June 2020, and as such stores were closed for a period of between ten and thirteen weeks. One store was opened in

Canada at McArthur Glen, British Columbia.

One underperforming store permanently closed during the period. There were 70 of the 86 stores trading at 28 June 2020.

* Adjusted Same Store Sales is Non-IFRS information and is unaudited. Please refer to Non-IFRS information on page 31

for an explanation of Non-IFRS information.

28 MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT
Our strong retail fundamentals

embedded within a disciplined

framework provide a true

omni-channel customer

experience and maximise

growth opportunities...

MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT 29
Key initiatives for

FY21 - emphasis on

growth and margin

Strong retail fundamentals embedded

within a disciplined framework providing a

robust platform to enable a true omni-channel customer

experience and maximise growth opportunities:

1 OMNI-CHANNEL - leveraging the recent investment

in our new ERP platform, the business will embark on

multiple digital and physical initiatives to meet the

demands of a modern-day customer, including "click

and collect/reserve", "ship from store", as well as "drop

ship" and marketplace opportunities.

2 DIGITAL FIRST - building on the successes of FY20

including positive launches of virtual try-on and

virtual selling, further enhancements will be delivered

across loyalty, new sales platforms and customer

communication channels. August 2020 launch of a

pure play digital brand - medleyjewellery.com.au - an

aspirational and attainable on-trend jewellery offering.

3 RETAIL FUNDAMENTALS - continue to deliver

improved gross profit and sales performance by

embedding multiple initiatives and reinvigorating

the retail store culture and customer experience.

Additionally, an increased focus on space planning to

optimise store productivity and efficiencies.

4 CANADIAN OPPORTUNITIES - maintaining focus

on increased productivity targets while delivering

a new supply chain solution, exploring new growth

channels, and maximising commercial opportunities

of the in-house credit program including a potential

divestment of the credit book.

5 PRODUCT EVOLUTION - undertake range and

assortment rationalisation strategy aligned to

refreshed product newness calendar and higher

inventory turns. A focus on optimising margin through

product mix and continuing to enhance higher margin

product offerings (eg. laboratory-created diamonds)

and branded collections.

6 COST CONSCIOUS CULTURE - embedding an

absolute focus on cost disciplines, inventory and capital

management across all aspects of the Company.

THIS PAGE AND OPPOSITE PAGE: JEWELLERY

FROM OUR EVERLIGHT COLLECTION

Cash, cash flow and

dividends

Net operating cash inflows were $80.9m compared to

$39.0m the previous year. Due to the adoption of AASB

16 Leases, $32.7m was classified as principal portion of

lease payments within cash flow from financing activities

for FY2020, previously rent payments that were reported

in cash flows from operating activities.

Despite the impact to profit over FY2020, $13.2m

related to non-cash impairments (refer to page 31 of

the Directors' Report). Through further disciplined

inventory and working capital management, the Group's

debt levels reduced. The Group remains in a resilient

financial position with $0.5m in net cash (FY19: net debt

of $24.8m) to continue to invest in improvements to its

systems, infrastructure, and capabilities. At balance date,

$13.1m of rental costs were accrued.

Dividends

On 23 March 2020, the Company announced that

its FY20 interim dividend had been deferred until 30

September 2020 and was subject to review again

before that date. Given the impact of COVID-19 and the

uncertain economic environment, in order to protect the

Company's balance sheet and liquidity in the interests

of shareholders, the Board has decided to further

defer payment of the FY20 interim dividend until 30

September 2021. The Board will continue to monitor

economic conditions and the Company's performance

and may revisit and change the date for payment of

the FY20 interim dividend if considered necessary or

desirable in the circumstances. The Board has also

decided not to declare a final dividend for FY20. The

Company’s objective is to restore a regular pattern

of dividend payments as performance improves and

earnings stabilise. Decisions on future dividends will

continue to be made in line with the Company's financial

framework and dividend policy.

30 MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT
STRATEGIES AND MITIGATION

The Group has a crisis management framework and

nominated crisis management team in place. Internal

resources are designated to identify and coordinate

responses to factors affecting the ongoing operations

of the Group. This framework was utilised to manage

events including bushfires and COVID-19 this year.

The Group is exploring and investing in better in-market

strategies as well as revamping its ranging and

increasing emphasis on sourcing and mix of product.

As part of the COVID-19 pandemic the Group has

executed business continuity plans as well as invested in

increased IT disaster recovery initiatives. Both business

continuity and disaster recovery processes will continue

to evolve to meet the needs of the business. External

consultants continue to be used to help with penetration

testing and to provide other technical assessments.

We are committed to improving and differentiating the

brand from our existing competitors to create a point of

difference and increase market share. This in itself helps

mitigate the risk of other competitors entering our key

markets and taking material market share.

The Company invests, via an in-house legal team who

are focused on compliance, in our three markets and by

utilising external legal firms for specialised legal advice

when required.

The Group continues to have an intense focus on digital

channels and initiatives to meet consumer demand.

Following the completion of our ERP upgrade, planning is

now underway for further omni-channel enhancements.

Risk management

The Board believe that a strong Corporate Governance framework will underpin the

Group’s growth and success. The Company regularly reviews its risk management

framework and has identified the following at risk areas and mitigating strategies:

RISK

External factors are not

appropriately recognised or

responded to appropriately

Disruption to supply chain and

inefficiencies in replenishment

strategies

Inadequate business continuity

program and/or disaster

recovery strategies

Risk of a disruptor or new

competition entering our

markets

Breach of regulation or law

in one of our jurisdictions in

an increasingly complex legal

compliance environment

Inability to adjust to the rapidly

changing consumer segment

and retail environment

Environmental regulation

The Group has determined that no particular or significant environmental regulations

apply to it.

THIS PAGE AND OPPOSITE PAGE: JEWELLERY

FROM OUR SOUTHERN STAR COLLECTION

MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT 31
Non-IFRS Financial Information

This report contains certain non-IFRS financial measures of historical financial

performance. Non-IFRS financial measures are financial measures other than those

defined or specified under all relevant accounting standards. The measures therefore

may not be directly comparable with other companies' measures. Many of the measures

used are common practice in the industry in which the Group operates. Non-IFRS

financial information should be considered in addition to, and is not intended to be a

substitute for, or more important than, IFRS measures. The presentation of non-IFRS

measures is in line with Regulatory Guide 230 issued by Australian Securities and

Investments Commission (ASIC) to promote full and clear disclosure for investors and

other users of financial information, and minimise the possibility of those users being

misled by such information.

The measures are used by management and Directors for the purpose of assessing

the financial performance of the Group and individual segments. The Directors also

believe that these non-IFRS measures assist in providing additional meaningful

information on the drivers of the business, performance and trends, as well as the

position of the Group. Non-IFRS financial measures are also used to enhance the

comparability of information between reporting periods by adjusting for non-recurring

or controllable factors which affect IFRS measures, to aid the user in understanding the

Group's performance. Consequently, non-IFRS measures are used by the Directors and

management for performance analysis, planning, reporting and incentive setting. These

measures are not subject to audit.

The non-IFRS measures used in describing the business performance include:

• Adjusted same store sales reflect sales through store and online channels on

a comparable trading day basis

• Earnings before interest, tax, depreciation and amortisation (EBITDA)

• Earnings before interest and tax (EBIT)

• Underlying EBIT and Underlying Trading EBIT

• Significant item

CALCULATION OF UNDERLYING EBIT AND UNDERLYING TRADING EBIT

Underlying EBIT and Underlying Trading EBIT has been calculated as follows:

2020 2019

$000 $000

Statutory EBIT 14,079 21,115

Add back costs relating to:

Employee restructure costs 2,170 1,987

Direct, incremental costs relating to COVID-19 1,755 -

Emma & Roe closure costs - 258

CEO transition costs - 758

Remediation of employee benefits - 4,536

Impairment of aged inventory - 5,954

Underlying EBIT 18,004 34,608

Non-cash items included above

in underlying EBIT:

Impairment of stores and fixed assets 6,796 -

Impairment of inventory 6,437 -

Underlying EBIT adjusted for non-cash items 31,237 34,608

Less: Impact of AASB 16 Leases (5,551) -

Underlying trading EBIT 25,686 34,608

32 MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT
Information on Directors

Emma Jane Hill (Chair)

B.COM, M.B.A.

Emma was appointed a Director of the

Company on 9 June 2016.

Emma has over 30 years’ experience with

subsidiaries of the Company commencing on

the shop floor in Whangarei, New Zealand.

She held a number of management positions

in the Australian company before successfully

leading the expansion of the Group into

Canada as Retail General Manager in 2002.

In 2011 Emma was appointed as Deputy

Chair of the listed New Zealand entity and was

appointed by the Board as Executive Chair of

that company in December 2015. Emma holds

a Bachelor of Commerce degree and an MBA

from Bond University.

OTHER CURRENT DIRECTORSHIPS

OF LISTED ENTITIES

none

FORMER DIRECTORSHIPS IN LAST 3 YEARS

OF LISTED ENTITIES

none

RESPONSIBILITIES

Chair

Non-Executive Director

Member People Development and

Remuneration Committee

INTERESTS IN SHARES AND OPTIONS

167,487,526 Ordinary Shares

Sir Richard Michael Hill

K.N.Z.M.

Sir Michael was appointed a Director of the

Company on 9 June 2016.

Sir Michael is the founder of Michael Hill

Jeweller and was appointed as a Director of

Michael Hill New Zealand Limited on 30 March

1990. He had 23 years of jewellery retailing

experience before establishing Michael Hill in

1979, which then listed on the New Zealand

Stock Exchange in 1987. Sir Michael’s visionary

leadership has been the foundation for the

Company’s successful international expansion.

In 2008 he was recognised as Ernst & Young’s

‘Entrepreneur of the Year’ and in 2011 was

appointed a Knight Companion of the New

Zealand Order of Merit for services to business

and the arts.

Sir Michael was appointed Founder

President of the New Zealand listed entity in

2015 in recognition of his special connection

with Michael Hill for over 35 years.

Sir Michael led the Group as Chairman from

1987 until December 2015.

OTHER CURRENT DIRECTORSHIPS

OF LISTED ENTITIES

none

FORMER DIRECTORSHIPS IN LAST 3 YEARS

OF LISTED ENTITIES

none

RESPONSIBILITIES

Non-Executive Director

INTERESTS IN SHARES AND OPTIONS

148,330,600 Ordinary Shares

Gary Warwick Smith

B.COM, F.C.A., F.A.I.C.D.

Gary was appointed a director of the Company

upon incorporation on 24 February 2016.

Gary has had extensive directorship

experience. He is currently Chairman and

member of the Audit and Remuneration

committees of Flight Centre Travel Group

Limited, one of Australia’s largest 100 public

companies which operates in 23 countries and

is one of the world’s largest retail and corporate

travel providers. He is also a director of National

Roads and Motorists Association Limited (the

NRMA), Australia’s largest member-based

organisation with over 2.6 million members

offering a variety of member services and

operating a range of diverse businesses,

where he is also a member of the Audit and

Risk Management committee as well as the

Finance and Investment committee. This follows

an extensive executive career in tourism and

hospitality development and management.

Gary is Fellow of The Institute of Chartered

Accountants and a Fellow of the Australian

Institute of Company Directors.

OTHER CURRENT DIRECTORSHIPS

OF LISTED ENTITIES

Flight Centre Travel Group Limited

FORMER DIRECTORSHIPS IN LAST 3 YEARS

OF LISTED ENTITIES

none

RESPONSIBILITIES

Non-Executive and Independent Director

Chair Audit and Risk Management Committee

Member People Development and

Remuneration Committee

INTERESTS IN SHARES AND OPTIONS

80,000 Ordinary Shares

FROM LEFT:

JANINE ALLIS, GARY SMITH,

EMMA HILL, SIR MICHAEL HILL

AND ROBERT FYFE

This section contains information on the

Directors of Michael Hill International Limited

in office during the financial year and until the

date of this report.

MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT 33
Robert Ian Fyfe

B.ENG, F.E.N.Z

Rob was appointed a Director of the Company

on 9 June 2016.

Rob served as CEO of Air New Zealand

between 2005 and 2012, a period that saw a

resurgence in Air New Zealand to become one

of the most recognised and awarded airlines in

the world and one of the best performers in a

tough industry.

Prior to Air New Zealand, Rob had gained

extensive general management experience

in various retail businesses operating in New

Zealand, Australia and Great Britain.

OTHER CURRENT DIRECTORSHIPS OF

LISTED ENTITIES

Air Canada

OTHER CURRENT DIRECTORSHIPS

OF LISTED ENTITIES

none

RESPONSIBILITIES

Non-Executive and Independent Director

Chair People Development and Remuneration

Committee

Member Audit and Risk Management Committee

INTERESTS IN SHARES AND OPTIONS

2,693,640 Ordinary Shares

Janine Suzanne Allis

Janine was appointed a Director of the

Company on 9 June 2016.

Janine is the Founder and Executive

Director of Retail Zoo Pty Ltd which currently

owns three brands - Boost Juice, Salsa’s Fresh

Mex Grill and Cibo. The Retail Zoo network has

over 500 stores in 13 countries.

Janine’s strong retail experience was

obtained by creating Boost Juice Bars and

turning it into an iconic Australian brand with

over 95% awareness rate in the Australian

market. Drive and passion have translated into

over $2 billion in global sales from inception

and has earned Janine many accolades,

including Telstra Businesswoman of the

Year, Amex Franchisor of the Year and ARA

Retailer of the Year. She was inducted into the

Australian Business Women Hall of Fame as

well as BRW listing Janine in the top 15 people

who have changed the way we do business in

the last 20 years.

OTHER CURRENT DIRECTORSHIPS

OF LISTED ENTITIES

none

FORMER DIRECTORSHIPS IN LAST 3 YEARS

OF LISTED ENTITIES

none

RESPONSIBILITIES

Non-Executive and Independent Director

Member Audit and Risk Management Committee

INTERESTS IN SHARES AND OPTIONS

651,745 Ordinary Shares

Jacqueline Elizabeth Naylor

Jacqueline was appointed a Director of the

Company on 15 July 2020.

Jacqueline is a highly regarded Australian retail

leader with over thirty years’ executive and board

experience in retail, fashion and eCommerce.

She is currently an independent non-executive

director of Myer and Cambridge Clothing and

was previously a director of PAS Group, Macpac

and the Virgin Australia Melbourne Fashion

Festival. This follows an extensive career as a

retail executive (and later an Executive Director)

at the Just Group, where Jacqueline oversaw

merchandising, marketing and brand strategies

across a portfolio of 800 stores.

OTHER CURRENT DIRECTORSHIPS

OF LISTED ENTITIES

Myer Holdings Limited

FORMER DIRECTORSHIPS IN LAST 3 YEARS

OF LISTED ENTITIES

none

RESPONSIBILITIES

Non-Executive and Independent Director

INTERESTS IN SHARES AND OPTIONS

160,000 Ordinary Shares

PENDANTS AND RING FROM OUR SPIRITS BAY

COLLECTION, DESIGNED BY CHRISTINE HILL

34 MICHAEL HILL INTERNATIONAL LIMITED 2020 FINANCIAL STATEMENTS
Our purpose:

"We're for love"

in all its forms...

MICHAEL HILL INTERNATIONAL LIMITED DIRECTORS' REPORT 35
Company secretaries

The Company has appointed two company

secretaries, Andrew Lowe and Emily Bird.

Andrew Lowe, who is also the Chief Financial

Officer of the Group, was appointed to the position

of Company Secretary on 1 March 2019, having

held that position previously (15 December 2017

to 22 January 2018). Andrew holds a Bachelor

of Commerce, a Bachelor of Laws (Hons) and

a Masters of Applied Finance, and is a qualified

Chartered Accountant and a Chartered Taxation

Adviser of the Taxation Institute of Australia.

Andrew has extensive experience in finance and

leadership roles across a range of listed corporate

groups with Australian and offshore operations.

Emily Bird, who is also the General Counsel

of the Group, was appointed to the position of

Company Secretary on 31 July 2020. Emily joined

Michael Hill in September 2019 as Senior Legal

Counsel, and was appointed General Counsel

& Company Secretary in July 2020. She holds a

Bachelor of Laws, Bachelor of Arts (Psychology),

Graduate Diploma in Legal Practice and Graduate

Diploma in Applied Corporate Governance and Risk.

Emily has broad legal experience with in-house

roles at Lactalis Australia (formerly Parmalat

Australia), Virgin Blue (now Virgin Australia) and

a secondment at Tarong Energy (now Stanwell

Corporation), having started her legal career at

top-tier firm Clayton Utz.

Prior to Emily’s appointment, Richard Amos

was Company Secretary from 25 February 2020

to 31 July 2020.

CHRISTINE HILL IS THE DESIGN TALENT BEHIND SEVERAL ICONIC

MICHAEL HILL COLLECTIONS, INCLUDING 'KNOTS'

Meetings of Directors

The numbers of meetings of the Company's Board of Directors and of each

Board committee held during the year ended 28 June 2020, and the numbers

of meetings attended by each Director were:


Full meetings


Meetings of committees


of Directors

Audit and Risk People Development

Management and Remuneration

Meetings Meetings Meetings Meetings Meetings Meetings

attended held* attended held* attended held*

E J Hill 16 16 - - 5 5

Sir R M Hill 16 16 - - - -

G W Smith 16 16 4 4 5 5

R I Fyfe 15 16 4 4 5 5

J S Allis 16 16 4 4 - -

* Number of meetings held during the time the Director held office or was a

member of the committee during the year.

Committee membership

As at the date of this report, Michael Hill International Limited has an Audit and

Risk Management Committee and a People Development and Remuneration

Committee.

Audit and Risk People Development and

Management Committee and Remuneration Committee

Gary Smith

c

Robert Fyfe

c

Janine Allis Emma Hill

Robert Fyfe Gary Smith

c

designates chair of the committee.

THIS PAGE AND OPPOSITE PAGE: EARRINGS AND PENDANTS

FROM OUR KNOTS COLLECTION, DESIGNED BY CHRISTINE HILL

36 MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT
Our remuneration objectives are

to attract, motivate and retain executive talent;

reward the achievement of strategic objectives;

and alignment to shareholder value creation.

MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT 37
Audited

Remuneration Report

The Directors present the 2020 Michael Hill International

Limited remuneration report, outlining key aspects of our

remuneration policy and framework, and remuneration

awarded during the 2020 financial year. The information

provided in this remuneration report has been audited as

required by section 308(3C) of the Corporations Act 2001.

Remuneration framework

REMUNERATION POLICY AND LINK TO PERFORMANCE

Our People Development and Remuneration Committee

(the Committee) is a Committee of the Board and is

made up of two independent non-executive Directors

and the Chair of the Board of Directors. The Committee

reviews and determines our remuneration policy and

structure annually to ensure it remains aligned to

business needs and meets the Group's remuneration

principles. The Committee obtains independent

advice every three years on the appropriateness of

remuneration practices of the Group given trends in

comparative companies both locally and internationally,

and the objectives of the Group’s remuneration strategy.

It is primarily responsible for making recommendations

to the Board on:

• the over-arching executive remuneration framework

• operation of the incentive plans which apply to senior

executives, including key performance indicators and

performance hurdles

• remuneration levels of executives, and

• non-executive Director fees.

The Committee is responsible for assessing performance

against key performance indicators ('KPIs') and

determining the short-term incentive ('STI') and

long-term incentive ('LTI') to be paid. In the event of

serious misconduct or a material misstatement in the

Company’s financial statements, the Committee can

cancel or defer performance-based remuneration.

The Committee’s objective is to ensure that

remuneration policies and structures are fair and

competitive and aligned with the long-term interests of

the Company. The role of the Committee is set out in more

detail in the Corporate Governance Statement, available

on the Company's Investor Relations Centre website at

investor.michaelhill.com

REMUNERATION OBJECTIVES

The following objectives inform the determination of

remuneration related decisions:

• Attract, motivate and retain executive talent

• Reward the achievement of strategic objectives

• Alignment to shareholder value creation.

KEY MANAGEMENT PERSONNEL

Key management personnel ('KMP'), including Directors

of the Company and other executives, have authority and

responsibility for planning, directing and controlling the

activities of the Group.

For the 2020 financial year, it was determined that

the KMPs of Michael Hill International were:

• Chief Executive Officer (CEO) - Daniel Bracken

• Chief Financial Officer (CFO) - Andrew Lowe

• Chief Operating Officer (COO) - Andrea Slingsby

Vanessa Brennan (Chief Brand & Strategy Officer)

became a KMP on 11 August 2020.

BRIDAL SETS FROM OUR

EVERMORE COLLECTION

38 MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT
EXECUTIVE REMUNERATION FRAMEWORK

The executive remuneration structure has three components: Total Fixed Remuneration (TFR), STI and LTI.

Compensation levels are reviewed annually by the Committee through a process that considers individual, segment and

overall performance of the Group. In addition, external consultants provide analysis and advice every three years to ensure

the Directors’ and senior executives’ compensation is competitive in the market place. A senior executive’s compensation is

also reviewed on promotion. Further details in relation to the review process including the most recent review, please refer

to the Services from remuneration consultants section below.

Remuneration levels are reviewed annually by the Committee through a process that considers individual, segment and

overall performance of the Group.

During the 2019-2020 financial year, the performance linked components of compensation for KMP comprised

approximately 11.1% of total payments to senior executives (FY19: 10.5%).

TEMPORARY SUSPENSION OF STI AND LTI AWARDS FOR SENIOR EXECUTIVES INCLUDING KMP

The Company was significantly impacted by the COVID-19 global pandemic, resulting in the closure of the entire store

network for a period during March to June 2020, and standing down a large portion of our team members during that

time. In response to those market conditions, the STI and LTI incentive programs for all senior executives, including KMP,

were suspended from 1 April 2020 for the financial year. Senior executives including KMPs had already been awarded

an STI payment in relation to the first half of the financial year in February 2020 prior to the COVID-19 related impacts

being experienced by the Company and will receive the resulting LTI award in relation to that first half; however they will

not receive any STI or LTI award for the second half of the financial year. The STI and LTI framework described below is

expected to recommence for the 2021 financial year but this will remain subject to Committee and Board determination.

TFR

TFR is set based on relevant

market relativities, reflecting

responsibilities, performance,

qualifications, experience and

geographic location

Base salary plus any fixed

elements including superan-

nuation and leave entitlements

TFR will generally be positioned

at the median compared to

relevant market based data.

Expertise and performance in

the role are also considerations


Determination

Delivery

Strategic intent

STI

On target performance is

determined as a percentage of

TFR and paid as cash

70% is directly aligned to

achieving a Group EBIT target

and other related items. 30%

is based on achievement of

individual performance and

development plans

Performance incentive is

directed to achieving Board

approved targets, reflective of

market circumstances

LT I

An issue of share rights is

made to participants of the

scheme, the quantum being a

% of the STI earned

Alignment of executive

incentives with the long term

performance is achieved by

way of a deferred remuneration

component

LTI is intended to reward

executive KMP for sustainable

long-term growth aligned to

shareholders' interests

CEO

70% of TFR

50% of STI earned

Short term incentive

potential value

Long term incentive

potential value

The weighting and potential of STI and LTI for KMP is:

CFO

50% of TFR

30% of STI earned

COO

50% of TFR

30% of STI earned

Other KMP

50% of TFR

30% of TFR

MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT 39
TEMPORARY REDUCTION OF BASE SALARY FOR

SENIOR EXECUTIVES INCLUDING KMP

In addition to the temporary suspension of STI and LTI

awards described above, each senior executive of the

Company, including KMPs, voluntarily reduced their salaries

by 20% for the period inclusive of April to June 2020.

SHORT-TERM INCENTIVE SCHEME

The short term incentive scheme is detailed in

Performance and Development Plans ('PDPs') that are

agreed at the start of the reporting period. The KPIs are

in the form of a balanced scorecard, where performance

against key deliverables across financial, strategy, business

improvement, customer and people areas are measured.

The scheme is supported by an ongoing

performance management system, along with integrated

reporting for visibility and transparency of progress by

each senior executive. The framework aligns the senior

executive KPIs to delivery of the strategic plan, divisional

business plans along with critical operational measures

and leadership measures of each role. Performance

against KPIs is formally measured on a biannual basis and

informally in regular meetings. The 70% STI component

is paid on an annual basis if the Group financial

performance target and performance hurdle/s are met.

The 30% STI for the individual KPI component is paid

biannually post the performance review. The Committee

review the PDPs of each Senior Executive to determine

achievement, entitlement and eligibility for payment.

The policy and framework cascades from the CEO

to Senior Executives and further down through the levels

of management. This aims to ensure key aspects of the

Group’s strategic plan, divisional business plans, along

with critical drivers of business outcomes are clearly

identified at each level of leadership. This includes

personal development plans and leadership performance.

LONG-TERM INCENTIVE SCHEME

The Company introduced a deferred compensation

plan ('LTI') involving the grant of share rights to eligible

participants in the 2015-16 financial year. This was

approved by shareholders at the Company’s Annual

General Meeting held on 31 October 2016 and

subsequently on 24 October 2019. Prior to that, options

were issued under the Executive Incentive Plan (made

in accordance with thresholds set in plans approved by

shareholders). The ability to exercise the options and share

rights is conditional on continuing employment with the

Group. No options were issued during the reporting period.

Options previously issued are detailed in this report.

Under the LTI plan, an executive may be granted

share rights by the Company. Each share right represents

a right to receive one ordinary share in the Company,

subject to the terms and conditions of the rules of

the plan. An allocation of share rights is made to each

eligible participant on an annual basis to a value of 30%

of the STI payment earned, except for KMPs whose

relevant percentage rate of the STI payment earned is

greater as detailed earlier in this report. The share rights

progressively vest over a 3, 4 and 5-year period from

the date of issue and are only retained on exiting the

business in the event that the participant is deemed a

'Good Leaver' pursuant to the LTI plan rules. No exercise

price is payable upon the exercise of any share right.

Feature

Opportunity/ 30% of respective STI which is issued

Allocation to the executive (or a different percentage

rate for KMP as detailed earlier in this

report) by way of share rights which are

granted. Each share right represents a

right to acquire one ordinary share in the

Company.

Tranches Year 3 - provided participant remains

employed with the Company, 25% will

vest Year 4 - provided participant remains

employed with the Company, 25% will

vest Year 5 - provided participant remains

employed with the Company, 50% will vest.

Exercise Once the rights have vested, Participants

can exercise them. They can be exercised

by completing and returning to the

Company an Exercise Notice.

Expiry Rights will expire on the date 15 years from

the grant date.

RINGS FROM OUR

WHITEFIRE COLLECTION

40 MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT
We remain

committed to

creating quality

jewellery for our

customers to

cherish.

CONSEQUENCES OF PERFORMANCE ON SHAREHOLDER WEALTH
In considering the Group’s performance and benefits for shareholder wealth, the Committee have regard to the following

indices in respect of the current financial year and the previous four financial years.

2020 2019 2018 2017 2016

$000 $000 $000 $000 $000

NPAT 3,059 16,498 1,557 29,654 16,771

NPAT from continuing operations 3,059 16,498 31,765 41,138 23,524

EBIT* 14,079 21,115 8,854 43,840 43,050

EBIT from continuing operations* 14,079 21,115 45,787 58,055 50,416

Underlying EBIT* 18,004 34,608 40,106 48,117 47,058

Dividends payments^ 5,817 19,365 19,371 19,264 17,490

Share price at year end (2016: nz$) $0.32 $0.54 $0.97 $1.11 $1.14

Return on shareholders equity 1.9% 9.4% 17.4% 20.9% 12.9%

Return on average total assets 0.7 % 4.3% 8.2% 10.5% 6.3%

* EBIT and Underlying EBIT are Non-IFRS information and are unaudited. Please refer to page 31 for an explanation of

Non-IFRS information and a reconciliation of EBIT and Underlying EBIT.

^ The 2020 dividend payment relates to the FY19 final dividend.

EBIT is considered the primary financial performance target in setting the STI. Profit amounts for 2016 to 2020 have

been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards

and other authoritative pronouncements of the Australian Accounting Standards Board. This also complies with IFRS as

issued by the International Accounting Standards Board.

The overall level of remuneration takes into consideration the performance of the Group over a number of years.

OTHER BENEFITS

Key management personnel do not receive additional benefits, such as non-cash benefits, other than statutory

superannuation, as part of the terms and conditions of their appointment.

LOANS TO KEY MANAGEMENT PERSONNEL

The Company does not provide loans to any KMP or to other senior executives.

SERVICE CONTRACTS

It is the Group's policy that service contracts for KMP are unlimited in term but capable of termination on three months'

notice (six months in the case of the CEO) and that the Group retains the right to terminate the contract immediately,

by making payment equal to three months' pay in lieu of notice (or six months’ in the case of the CEO). KMP are also

entitled to receive on termination of employment their statutory entitlements of accrued annual and long service leave,

together with any superannuation benefits.

The service contracts with all KMP (including the CEO) outline the components of remuneration but does not

prescribe how remuneration levels are modified year to year. The Committee reviews remuneration levels each year to

take into consideration cost-of-living changes, any change in the scope of the role performed by the senior executive

and any changes required to meet the principles of the remuneration policy.

SERVICES FROM REMUNERATION CONSULTANTS

The Committee engaged a remuneration consultant during the 2016 financial year to review the amount and

elements of KMP remuneration and provide recommendations in relation thereto.

During the 2019 financial year, there was an internal review completed and the Committee were satisfied with

the results of this review. The Company did not engage a remuneration consultant during the 2020 financial year.

MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT 41

THIS AND OPPOSITE PAGE: JEWELLERY FROM OUR

WILLOWS COLLECTION, DESIGNED BY CHRISTINE HILL

42 MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT
Share-

Post- based

Short-term Long-term employment payments

Salary & STI cash Non-monetary Total Long service Superannuation Termination Options Total Proportion Value of

fees bonus benefits leave benefits benefits and share remuneration options as

(relocation) rights performance proportion of

related remuneration

Non-executive Directors $ $ $ $ $ $ $ $ $ % %

Emma Jane Hill

2020 170,849 - - 170,849 - - - - 170,849 - -

2019 197,047 - - 197,047 - - - - 197,047 - -

Sir Richard Michael Hill

2020 97,989 - - 97,989 - - - - 97,989 - -

2019 98,523 - - 98,523 - - - - 98,523 - -

Gary Warwick Smith

2020 104,327 - - 104,327 - 9,911 - - 114,238 - -

2019 117,628 - - 117,628 - 11,175 - - 128,803 - -

Robert Ian Fyfe

2020 105,545 - - 105,545 - - - - 105,545 - -

2019 118,878 - - 118,878 - - - - 118,878 - -

Janine Suzanne Allis

2020 78,594 - - 78,594 - 7,467 - - 86,061 - -

2019 89,799 - - 89,799 - 8,533 - - 98,332 - -

Total Director

remuneration

2020 557,304 - - 557,304 - 17,378 - - 574,682 - -

2019 621,875 - - 621,875 - 19,708 - - 641,583 - -

DIRECTOR AND KMP REMUNERATION

Details of the nature and amount of each major element of remuneration of each Director of the Company, and other key management

personnel of the consolidated entity are:

NON-EXECUTIVE DIRECTORS

Total compensation for all non-executive Directors, last voted upon by shareholders on 29 June 2016, is not to exceed $840,000 per

annum and is set based on advice from external advisors with reference to fees paid to other non-executive Directors of comparable

companies. Directors’ base fees for the 2019-20 year were $100,419 per annum. Where a Director serves as Chair on the People

Development and Remuneration Committee they are entitled to an additional payment of $20,747 per annum. Where a Director serves

as Chair on the Audit and Risk Committee they are entitled to an additional payment of $31,120 per annum. It is the Company’s policy

to increase directors’ fees annually at the commencement of each financial year of the Company, in accordance with the consumer

price index. All non-executive Directors enter into a service agreement with the Company in the form of a letter of appointment. The

letter summarises the board policies and terms, including remuneration, relevant to the office of Director.

The Board Chair receives up to twice the base fee. Non-executive Directors do not receive performance-related compensation.

Directors’ fees cover all main board activities and membership of committees.

Non-executive directors are not provided with retirement benefits apart from statutory superannuation.

TEMPORARY REDUCTION IN REMUNERATION FOR NON-EXECUTIVE DIRECTORS

In response to the COVID-19 global pandemic market conditions impacting the Company in the 2020 financial year, all non-executive

director fees were reduced by 50% for the period from 1 April 2020 to 30 June 2020.

MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT 43
Share-

Post- based

Short-term Long-term employment payments

Salary & STI cash Non-monetary Total Long service Superannuation Termination Options Total Proportion Value of

fees bonus benefits leave benefits benefits and share remuneration options as

(relocation) rights performance proportion of

related remuneration

Non-executive Directors $ $ $ $ $ $ $ $ $ % %

Daniel Bracken, CEO

2020 905,142 134,092 - 1,039,234 10,980 25,481 - 15,324 1,091,019 12.29 1.40

2019 594,726 69,300 19,970 683,996 9,327 15,385 - - 708,708 9.78 -

Phil Taylor, CEO

(ceased 21 Sept 2018)

2019 192,680 58,508 - 251,188 8,830 6,731 - 71,794 338,543 17.28 21.21

Andrew Lowe, CFO

2020 429,075 40,021 - 469,096 3,790 25,481 - 9,728 508,095 7.88 1.91

2019 403,807 42,273 - 446,080 8,107 24,355 - 5,067 483,609 8.74 1.05

Andrea Slingsby, COO

2020 456,372 32,681 - 489,053 5,862 25,481 - 2,688 523,084 6.25 0.51

2019 217,708 25,900 - 243,608 3,597 11,538 - - 258,743 10.01 -

Vanessa Brennan, CB&CO

(ceased 9 Jan 2019)

2019 236,298 37,014 - 273,312 3,637 12,981 - 3,963 293,893 12.59 1.35

Matt Keays, CIO

(ceased 9 Jan 2019)

2019 174,788 13,372 - 188,160 3,128 12,981 - 8,154 212,423 6.30 3.84

Galina Hirtzel, GESC

(ceased 6 Aug 2018)

2019 30,160 2,982 - 33,142 445 2,885 - 1,908 38,380 7.77 4.97

Stewart Silk, GEHR

(ceased 3 Sept 2018)

2019 44,962 - - 44,962 625 4,327 - 2,714 52,628 - 5.16

Total KMP

remuneration

2020 1,790,589 206,794 - 1,997,383 20,632 76,443 - 27,740 2,122,198 9.74 1.31

2019 1,895,129 249,349 19,970 2,164,4 48 37,696 91,183 - 93,600 2,386,927 10.45 3.92

Total Director and

KMP remuneration

2020 2,347,893 206,794 - 2,554,687 20,632 93,821 - 27,740 2,696,880 7.67 1.03

2019 2,517,004 249,349 19,970 2,786,323 37,696 110,891 - 93,600 3,028,510 8.23 3.09

ANALYSIS OF BONUSES INCLUDED IN REMUNERATION

Details of the short-term incentive cash bonuses awarded as remuneration to each KMP are detailed below.

Target bonus Included in Amounts

available remuneration forfeited

KMP $ $ $

Daniel Bracken 438,984 134,092 304,892

Andrew Lowe 148,460 40,021 108,439

Andrea Slingsby 164,970 32,681 132,289

44 MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT
Additional statutory information

EQUITY INSTRUMENTS

All options or rights refer to options or rights over ordinary shares of Michael Hill International Limited, which are exercisable

on a one-for-one basis under the Executive Incentive Plan.

OPTIONS AND RIGHTS OVER EQUITY INSTRUMENTS ISSUED AS COMPENSATION

MODIFICATION OF TERMS OF EQUITY-SETTLED SHARE-BASED PAYMENT TRANSACTIONS

No terms of equity-settled share-based payment transactions (including options and rights granted as compensation to

a key management person) have been altered or modified by the issuing entity during the reporting period or the prior

period. The exercise price of any future option grants will be set by using the same method, with reference to the Australian

Securities Exchange ('ASX'). Upon exercise of any option previously granted with a NZ$ exercise price, the $ exercise price

will be converted to AU$ with reference to the Reserve Bank of Australian foreign exchange rate on that date.

UNISSUED SHARES

As at the date of this report, there were 1,400,000 unissued ordinary shares under options. Option holders do not have

any right, by virtue of the option, to participate in any share issue of the Company or any related body corporate.

ANALYSIS OF OPTIONS AND RIGHTS OVER EQUITY INSTRUMENTS GRANTED AS COMPENSATION

No options were granted to KMPs as compensation for the financial year.

SHARE RIGHTS

The number of share rights issued to KMP and senior executives during the last financial year was 286,294 share rights.

Of these, share rights issued to KMP are set out below.

Number of Fair value

share rights issued per share right

KMP $

Daniel Bracken 110,018 0.57

Andrew Lowe 33,463 0.57

Andrea Slingsby 19,301 0.57

RECONCILIATION OF OPTIONS AND SHARE RIGHTS HELD BY KMP

No options are held by KMP.

This table below details share rights that were issued, vested and forfeited during the year for each KMP.


Balance Issued Vested Forfeited Balance at

at start of during end of year

the year the year (unvested)

Number Number Number Number Number

Daniel Bracken - 110,018 - - 110,018

Andrew Lowe 17,298 33,463 - - 50,761

Andrea Slingsby - 19,301 - - 19,301

Total 17,298 162,782 - - 180,080

Share rights relating to the current reporting period are anticipated to be granted in late 2020. The number of shares

will depend on the Michael Hill International Limited’s share price over the five days prior to the grant date.

MICHAEL HILL INTERNATIONAL LIMITED REMUNERATION REPORT 45
VOTING OF SHAREHOLDERS AT LAST YEAR'S

ANNUAL GENERAL MEETING

The Company received 99.2% of “For” votes on its

remuneration report for the 2019 financial year. The

Company did not receive any specific feedback at the

AGM or throughout the year on its remuneration practices.

INSURANCE OF OFFICERS AND INDEMNITIES

The Company’s Constitution provides that it may

indemnify any person who is, or has been, an officer

of the Group, including the Directors, the Secretaries

and other officers, against liabilities incurred whilst

acting as such officers to the extent permitted by law.

The Company has entered into a Deed of Indemnity,

Insurance and Access with each of the Company’s

Directors, Company Secretary and certain other officers.

No Director or officer of the Company has received

benefits under an indemnity from the Company during or

since the end of the year.

The Company has paid a premium for insurance for

officers of the Group. This insurance is against a liability

for costs and expenses incurred by officers in defending

civil or criminal proceedings involving them as such

officers, with some exceptions. The contract of insurance

prohibits disclosure of the nature of the liability insured

against and the amount of the premium paid.

NON-AUDIT SERVICES

The following non-audit services were provided by the

entity's auditor, Ernst & Young Australia. The Directors

are satisfied that the provision of non-audit services is

compatible with the general standard of independence for

auditors imposed by the Corporations Act 2001. The nature

and scope of each type of non-audit service provided

means that auditor independence was not compromised.

Ernst & Young Australia received or are due to

receive the following amounts for the provision of

non-audit services:

2020 2019

Ernst & Young firm: $ $

Advisory fees 10,050 127,512

Total remuneration

for non-audit services 10,050 127,512

AUDITOR'S INDEPENDENCE DECLARATION

A copy of the auditor's independence declaration as

required under section 307C of the Corporations Act

2001 is set out on page 46.

ROUNDING OF AMOUNTS

The Company is of a kind referred to in ASIC Legislative

Instrument 2016/191, relating to the 'rounding off'

of amounts in the Directors' report. Amounts in the

Directors' report have been rounded off in accordance

with the instrument to the nearest thousand dollars, or in

certain cases, to the nearest dollar.

This report is made on 18 August 2020 in accordance

with a resolution of Directors as required by section 298 of

the Corporations Act 2001.

E. J. Hill, Chair

Brisbane

18 August 2020

BRIDAL SET FROM OUR

EVERMORE COLLECTION

46
Ernst & Young

111 Eagle Street

Brisbane QLD 4000 Australia

GPO Box 7878 Brisbane QLD 4001

T +61 7 3011 3333

F +61 7 3011 3100

ey.com/au

As lead auditor for the audit of the financial report of Michael Hill International Limited

for the financial year ended 28 June 2020, I declare to the best of my knowledge and

belief, there have been:

a) no contraventions of the auditor independence requirements of the Corporations

Act 2001 in relation to the audit; and

b) no contraventions of any applicable code of professional conduct in relation to

the audit.

This declaration is in respect of Michael Hill International Limited and the entities it

controlled during the financial year.

Ernst & Young Alison de Groot

Partner

18 August 2020

Auditor’s Independence Declaration

to the Directors of

Michael Hill International Limited

THIS PAGE:

BRIDAL SETS FROM OUR

EVERMORE COLLECTION

OPPOSITE PAGE:

MODEL WEARS EARRINGS

FROM OUR MARK HILL

COLLECTION

Financial
Statements

ABN 25 610 937 598

The Directors present the

consolidated financial statements

of Michael Hill International Limited

for the year ended 28 June 2020

48 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

49 CONSOLIDATED STATEMENT OF FINANCIAL POSITION

50 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

51 CONSOLIDATED CASH FLOW STATEMENT

52 NOTES TO THE FINANCIAL STATEMENTS

97 DIRECTORS' DECLARATION

98 AUDITOR'S REPORT

102 ASX LISTING – ADDITIONAL INFORMATION

47

48 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
NOTES 2020 2019

$000 $000

Revenue from contracts with customers 5 492,060 569,500

Other income 6(a) 20,574 1,555

Cost of goods sold (193,855) (216,468)

Employee benefits expense 6(b) (149,173) (163,177)

Occupancy costs (14,390) (60,587)

Marketing expenses (28,918) (33,732)

Selling expenses (18,701) (24,636)

Impairment of property, plant and equipment 9(b) (6,473) (289)

Impairment of other assets (1,582) (1,823)

Depreciation and amortisation expense 6(b) (55,611) (19,366)

Loss on disposal of property, plant and equipment (499) (619)

Other expenses (29,349) (29,083)

Finance costs 6(b) (9,598) (2,464)

Profit before income tax 4,485 18,811

Income tax expense 7 (1,426) (2,313)

Profit for the year 3,059 16,498

Other comprehensive income

Items that may be reclassified subsequently to profit or loss:

Gains/(losses) on cash flow hedges 11(b) 434 (323)

Currency translation differences arising during the year 11(b) (1,716) 4,911

Other comprehensive income for the year, net of tax (1,282) 4,588

Total comprehensive income for the year 1,777 21,086

Total comprehensive income for the year is attributable to:

Owners of Michael Hill International Limited 1,777 21,086

Earnings per share for profit attributable to the

ordinary equity holders of the Company:

Basic earnings per share 21 0.79¢ 4.26¢

Diluted earnings per share 21 0.79¢ 4.25¢

The above consolidated statement of comprehensive income should be read in conjunction with the

accompanying notes.

Consolidated statement of

comprehensive income

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 49
Consolidated statement of

financial position

NOTES 2020 2019

ASSETS $000 $000

Current assets

Cash and cash equivalents 8(a) 11,204 7,923

Trade and other receivables 8(b) 25,006 29,656

Contract assets 5(b) 625 701

Right of return assets 5(b) 108 291

Inventories 9(a) 178,742 179,503

Current tax receivables 9(e) 3,165 2,295

Other current assets 2,103 2,935

Total current assets 220,953 223,304

Non-current assets

Trade and other receivables 8(b) 10,727 6,985

Property, plant and equipment 9(b) 45,405 63,213

Right-of-use assets 10(a) 123,911 -

Deferred tax assets 9(d) 74,468 67,708

Intangible assets 9(c) 24,429 15,439

Contract assets 5(b) 1,048 1,438

Other non-current assets 677 1,106

Total non-current assets 280,665 155,889

Total assets 501,618 379,193

LIABILITIES

Current liabilities

Trade and other payables 8(d) 64,472 44,548

Contract liabilities 5(b) 25,974 26,054

Derivative financial instruments 8(f) 34 468

Current tax liabilities 9(f) 1,445 1,367

Provisions 9(g) 24,949 31,441

Deferred revenue 9(h) 367 1,252

Lease liabilities 10(b) 42,164 -

Total current liabilities 159,405 105,130

Non-current liabilities

Contract liabilities 5(b) 53,539 55,813

Borrowings 8(e) 10,681 32,704

Provisions 9(g) 8,339 6,947

Deferred revenue 9(h) - 1,847

Lease liabilities 10(b) 115,848 -

Total non-current liabilities 188,407 97,311

Total liabilities 347,812 202,441

Net assets 153,806 176,752

EQUITY

Contributed equity 11(a) 11,016 10,984

Reserves 11(b) 4,420 5,805

Retained profits 11(b) 138,370 159,963

Total equity 153,806 176,752

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

50 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Notes Contributed Share Foreign Cash flow Retained Total

equity based currency hedge profits equity

Attributable to owners of

payments translation reserve

Michael Hill International Limited reserve reserve

$000 $000 $000 $000 $000 $000

Balance at 1 July 2018 10,266 1,369 605 (145) 162,830 174,925

Profit for the year - - - - 16,498 16,498

Currency translation differences - - 4,911 - - 4,911

Currency forward contracts 8(f) - - - (390) - (390)

Interest rate swaps 8(f) - - - 67 - 67

Total comprehensive income for the year - - 4,911 (323) 16,498 21,086

Transactions with members

in their capacity as owners:

Dividends paid 14(b)(i) - - - - (19,365) (19,365)

Option expense through share based

payments reserve 19(c) - 11 - - - 11

Issue of share capital on

vesting of share rights 490 (490) - - - -

Transfer option reserve to retained

earnings on forfeiture of options 11(a) 228 (228) - - - -

Share rights expense through

share based payments reserve 19(c) - 95 - - - 95

718 (612) - - (19,365) (19,259)

Balance at 30 June 2019 10,984 757 5,516 (468) 159,963 176,752

Adjustment on adoption of

AASB 16 (net of tax) 2(x) - - (43) - (13,019) (13,062)

Restated total equity

at the beginning of the financial year 10,984 757 5,473 (468) 146,944 163,690

Profit for the year - - - - 3,059 3,059

Currency translation differences - - (1,716) - - (1,716)

Currency forward contracts 8(f) - - - 145 - 145

Interest rate swaps 8(f) - - - 289 - 289

Total comprehensive income for the year - - (1,716) 434 3,059 1,777

Transactions with members

in their capacity as owners:

Dividends paid/provided 14(b)(i) - - - - (11,633) (11,633)

Issue of share capital on

vesting of share rights 11(a) 32 (32) - - - -

Transfer option reserve to retained

earnings on forfeiture of options 11(b) - (166) - - - (166)

Share rights expense through

share based payments reserve 19(c) - 166 - - - 166

Share rights forfeited 11(b) - (28) - - - (28)

32 (60) - - (11,633) (11,661)

Balance at 28 June 2020 11,016 697 3,757 (34) 138,370 153,806

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

Consolidated statement of changes in equity

50 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 51
NOTES 2020 2019

$000 $000

Cash flows from operating activities

Receipts from customers (inclusive of GST and sales taxes) 547,258 618,416

Payments to suppliers and employees

(inclusive of GST and sales taxes) (451,577) (536,855)

95,681 81,561

Interest received 4 160

Other revenue 13,193 1,303

Interest paid (2,261) (2,474)

Income tax paid (3,974) (5,245)

Net GST and sales taxes paid (18,944) (36,336)

Net cash inflow from operating activities 12(a) 83,699 38,969

Cash flows from investing activities

Proceeds from sale of property, plant and equipment 146 432

Payments for property, plant and equipment 9(b) (6,112) (10,753)

Payments for intangible assets 9(c) (11,241) (5,381)

Net cash (outflow) from investing activities (17,207) (15,702)

Cash flows from financing activities

Proceeds from borrowings 70,500 128,800

Repayment of borrowings (92,300) (132,000)

Principal portion of lease payments (35,520) -

Dividends paid to Company's shareholders 14(b) (5,817) (19,365)

Net cash (outflow) from financing activities (63,137) (22,565)

Net increase in cash and cash equivalents 3,355 702

Cash and cash equivalents at the beginning of the financial year 7,923 7,220

Effects of exchange rate changes on cash and cash equivalents (74) 1

Cash and cash equivalents at the end of the financial year 8(a) 11,204 7,923

The above consolidated cash flow statement should be read in conjunction with the accompanying notes.

Consolidated cash flow statement

52 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 2 Summary of significant

accounting policies

(a) BASIS OF PREPARATION

The financial report is a general purpose financial

report, which has been prepared in accordance

with the requirements of the Corporations Act

2001, Australian Accounting Standards and other

authoritative pronouncements of the Australian

Accounting Standards Board.

The financial report is presented in Australian

dollars and all values are rounded to the nearest

thousand ($'000), except when otherwise indicated.

The financial statements have been prepared on

a historical cost basis, except for derivative financial

instruments that have been measured at fair value. The

consolidated financial statements provide comparative

information in respect of the previous period.

For the financial year the Group adopted a

weekly 'retail calendar' closing each Sunday. This

resulted in a change in reporting dates with a 52

week period ending on 28 June 2020.

Compliance with IFRS

The consolidated financial statements of the Group

comply with International Financial Reporting

Standards (IFRS) as issued by the International

Accounting Standards Board (IASB).

(b) PRINCIPLES OF CONSOLIDATION AND

EQUITY ACCOUNTING

Subsidiaries

Subsidiaries are all entities (including special purpose)

over which the Group has control. Control is achieved

when the Group is exposed, or has rights, to variable

returns from its involvement with the investee and has

the ability to affect those returns through its power to

direct the activities of the investee. Subsidiaries are

fully consolidated from the date on which control is

transferred to the Group. They are deconsolidated

from the date that control ceases.

The acquisition method of accounting is used

to account for the acquisition of subsidiaries by the

Group. The cost of an acquisition is measured as

the fair value of the assets given, equity instruments

issued and liabilities incurred or assumed at the

date of exchange. Identifiable assets acquired and

liabilities and contingent liabilities assumed in a

business combination are measured initially at their

fair values at the acquisition date, irrespective of the

extent of any non-controlling interest. The excess

of the cost of acquisition over the fair value of the

Group's share of the identifiable net assets acquired

is recorded as goodwill. If the cost of acquisition

is less than the fair value of the net assets of the

subsidiary acquired, the difference is recognised

directly in the statement of comprehensive income.

Investments in subsidiaries are accounted for at cost

Notes to the financial statements

Note 1 Corporate information

The consolidated financial statements of Michael Hill

International Limited and its subsidiaries (collectively, the

Group) for the year ended 28 June 2020 were authorised

for issue in accordance with a resolution of the Directors

on 18 August 2020. Michael Hill International Limited

(the Company or Parent) is a for profit company limited

by shares incorporated in Australia. The Company is

listed on the Australian Securities Exchange ('ASX') as its

primary listing, and maintains a secondary listing on the

New Zealand Stock Exchange ('NZX').

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 53
On consolidation, exchange differences arising from

the translation of any net investment in foreign entities,

and of borrowings and other financial instruments

designated as hedges of such investments, are

recognised in other comprehensive income.

(e) CURRENT VERSUS NON-CURRENT CLASSIFICATION

The Group presents assets and liabilities in the

statement of financial position based on current/

non-current classification.

An asset is current when it is:

• Expected to be realised or intended to be sold or

consumed in the normal operating cycle;

• Held primarily for the purpose of trading;

• Expected to be realised within twelve months after

the reporting period; or

• Cash or cash equivalent unless restricted from

being exchanged or used to settle a liability for at

least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

• It is expected to be settled in the normal operating

cycle;

• It is held primarily for the purpose of trading;

• It is due to be settled within twelve months after

the reporting period; or

• There is no unconditional right to defer the

settlement of the liability for at least twelve months

after the reporting period.

The Group classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as

non-current assets and liabilities.

(f) INTEREST INCOME

Interest income is recognised using the effective

interest method.

(g) TA X E S

Current income tax

The income tax expense or credit for the year

is the tax payable on the current year's taxable

income based on the applicable income tax rate for

each jurisdiction adjusted by changes in deferred

tax assets and liabilities attributable to temporary

differences and to unused tax losses.

The current income tax charge is calculated on

the basis of the tax laws enacted or substantively

enacted at the end of the reporting year in the

countries where the Group operates and generates

taxable income. Management periodically evaluates

positions taken in tax returns with respect to situations

in which applicable tax regulation is subject to inter-

pretation. It establishes provisions where appropriate

on the basis of amounts expected to be paid to the

tax authorities.

Current tax is recognised in profit or loss, except

to the extent that it relates to items recognised

in other comprehensive income or directly in

equity. In this case, the tax is also recognised in

other comprehensive income or directly in equity,

respectively.

in the individual financial statements of Michael Hill

International Limited. Refer to Note 15.

Intercompany transactions, balances and

unrealised gains on transactions between Group

companies are eliminated on consolidation. Unrealised

losses are also eliminated unless the transaction

provides evidence of the impairment of the transferred

asset. Accounting policies of subsidiaries have been

changed where necessary to ensure consistency with

the policies adopted by the Group.

(c) SEGMENT REPORTING

Operating segments are reported in a manner

consistent with the internal reporting provided to

the chief operating decision makers. The chief

operating decision makers, who are responsible for

allocating resources and assessing performance of

the operating segments, have been identified as the

Executive Management team.

(d) FOREIGN CURRENCY TRANSLATION

(i) Functional and presentation currency

Items included in the financial statements of each of

the Group's entities are measured using the currency

of the primary economic environment in which the

entity operates ('the functional currency'). The Group

financial statements are presented in Australian

dollars, which is the Group's presentation currency.

(ii) Transactions and balances

Foreign currency transactions are translated

into the functional currency using the exchange

rates prevailing at the dates of the transactions.

Foreign exchange gains and losses resulting from

the settlement of such transactions and from the

translation at year-end of monetary assets and

liabilities denominated in foreign currencies are

recognised in the income statement, except when

deferred in equity as qualifying cash flow hedges and

qualifying net investment hedges or are attributable

to part of the net investment in a foreign operation.

(iii) Group companies

The results and financial position of all the Group

entities (none of which have the currency of a

hyperinflationary economy) that have a functional

currency different from the presentation currency are

translated into the presentation currency as follows:

• assets and liabilities for each balance sheet

presented are translated at the closing rate at the

date of the statement of financial position;

• income and expenses for each statement of

profit or loss and statement of comprehensive

income are translated at average exchange rates,

unless this is not a reasonable approximation

of the cumulative effect of the rates prevailing

on the transaction dates, in which case income

and expenses are translated at the dates of the

transactions; and

• all resulting exchange differences are recognised

in other comprehensive income.

54 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
• When receivables and payables are stated with the

amount of GST included.

The net amount of GST recoverable from, or

payable to, the taxation authority is included as

part of receivables or payables in the statement of

financial position. Commitments and contingencies

are disclosed net of the amount of GST recoverable

from, or payable to, the taxation authority.

Cash flows are included in the statement of cash

flows on a gross basis and the GST components

of cash flows arising from investing or financing

activities which are recoverable from, or payable to,

the taxation authority, are presented as operating

cash flows.

(i) IMPAIRMENT OF ASSETS

At each annual reporting date (or more frequently

if events or changes in circumstances indicate

that they might be impaired), the Group assesses

whether there is any indication that an asset may

be impaired. Where such an indication is identified,

the Group estimates the recoverable amount of the

asset and recognises an impairment loss where the

recoverable amount is less than the carrying amount.

The recoverable amount is the higher of an asset's

fair value less costs to sell and value-in-use.

In addition, at least annually, intangible assets

with indefinite useful lives are tested for impairment

by comparing their estimated recoverable amounts

with their carrying amounts. Where the recoverable

amount exceeds the carrying amount of an asset, an

impairment loss is recognised. Right-of-use assets

are also incorporated into the calculation. Subsequent

to an impairment occurring, if the recoverable

amount from assets exceeds the carrying value, the

impairment loss is reversed to the extent that it has

been recognised.

The pre-tax discount rates used in determining

the recoverable amount ranged between 9.4% and

12.8%, depending on the geographical segment of

the assets.

(j) CASH AND CASH EQUIVALENTS

Cash and cash equivalents includes cash on hand,

deposits held at call with financial institutions, other

short-term, highly liquid investments with original

maturities of three months or less that are readily

convertible to known amounts of cash and which

are subject to an insignificant risk of changes in

value, and bank overdrafts. Bank overdrafts are

shown within borrowings in current liabilities in the

statement of financial position when utilised.

(k) INVENTORIES

Raw materials and finished goods are stated at

the lower of cost and net realisable value. Cost

comprises direct materials, direct labour and an

appropriate proportion of variable and fixed overhead

expenditure, the latter being allocated on the basis of

normal operating capacity. Costs are assigned to

individual items of inventory on the basis of weighted

Notes to the financial statements cont.

Note 2 Summary of significant

accounting policies continued

Deferred income tax

Deferred income tax is provided in full, using the

liability method, on temporary differences between

the tax bases of assets and liabilities and their carrying

amounts in the consolidated financial statements.

Deferred tax assets are recognised for deductible

temporary differences and unused tax losses only if it

is probable that future taxable amounts will be available

to utilise those temporary differences and losses.

Deferred tax liabilities and assets are not

recognised for temporary differences between the

carrying amount and tax bases of investments in

controlled entities where the Parent Entity is able to

control the timing of the reversal of the temporary

differences and it is probable that the differences will

not reverse in the foreseeable future.

Deferred tax is recognised in profit or loss, except

to the extent that it relates to items recognised in other

comprehensive income or directly in equity. In this

case, the tax is also recognised in other comprehensive

income or directly in equity, respectively.

Deferred tax assets and liabilities are offset where

there is a legally enforceable right to offset current

tax assets and liabilities and where the deferred tax

balances relate to the same taxation authority. Current

tax assets and tax liabilities are offset where the entity

has a legally enforceable right to offset and intends

either to settle on a net basis, or to realise the asset

and settle the liability simultaneously.

Tax consolidation group

Michael Hill International Limited and its wholly-owned

Australian controlled entities form a tax consolidation

group. As a consequence, one income tax return is

completed for the Australian tax group and is treated

for income tax purposes as one taxpayer.

The tax balances have been attributed for

reporting purposes to each of the entities on the

basis of their individual results. Amounts of tax due

to and receivable from the Australian Taxation Office

are made by Michael Hill International Limited as

nominated member of the Australian tax consolidated

group. The current tax balance for the Australian tax

group has been allocated between the members

based on each entity’s current tax movement for the

period. Where tax losses are incurred by Australian

tax group members, these are offset within the group.

(h) GOODS AND SERVICES TAX (GST)

Revenues, expenses and assets are recognised net

of the amount of GST, except:

• When the GST incurred on a sale or purchase of

assets or services is not payable to or recoverable

from the taxation authority, in which case the

GST is recognised as part of the revenue or the

expense item or as part of the cost of acquisition

of the asset, as applicable; or

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 55
• The contractual terms of the financial asset give

rise on specified dates to cash flows that are solely

payments of principal and interest on the principal

amount outstanding.

Financial assets at amortised cost are subsequently

measured using the Effective Interest Rate (EIR)

method and are subject to impairment. Gains and

losses are recognised in profit or loss when the asset

is derecognised, modified or impaired.

The Group’s financial assets at amortised cost

include trade receivables included under current and

non-current financial assets.

Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss

include financial assets held for trading, financial

assets designated upon initial recognition at fair value

through profit or loss, or financial assets mandatorily

required to be measured at fair value. Financial

assets are classified as held for trading if they are

acquired for the purpose of selling or repurchasing

in the near term. Derivatives, including separated

embedded derivatives, are also classified as held

for trading unless they are designated as effective

hedging instruments. Financial assets with cash flows

that are not solely payments of principal and interest

are classified and measured at fair value through

profit or loss, irrespective of the business model.

Notwithstanding the criteria for debt instruments

to be classified at amortised cost or at fair value

through OCI, as described above, debt instruments

may be designated at fair value through profit or

loss on initial recognition if doing so eliminates, or

significantly reduces, an accounting mismatch.

Financial assets at fair value through profit or

loss are carried in the statement of financial position

at fair value with net changes in fair value recognised

in the statement of profit or loss.

This category includes derivative instruments

which the Group had not irrevocably elected to

classify at fair value through OCI.

Derecognition

A financial asset (or, where applicable, a part of a

financial asset or part of a group of similar financial

assets) is primarily derecognised (i.e. removed from

the Group’s consolidated statement of financial

position) when:

• The rights to receive cash flows from the asset

have expired; or

• The Group has transferred its rights to receive

cash flows from the asset or has assumed an

obligation to pay the received cash flows in full

without material delay to a third party under a ‘pass-

through’ arrangement; and either (a) the Group has

transferred substantially all the risks and rewards of

the asset, or (b) the Group has neither transferred

nor retained substantially all the risks and rewards of

the asset, but has transferred control of the asset.

average costs. Net realisable value is the estimated

selling price in the ordinary course of business less

the estimated costs of completion and the estimated

costs necessary to make the sale. Management

review stock holdings based on recoverability at a

product level and impair as appropriate.

(l) FINANCIAL INSTRUMENTS - INITIAL RECOGNITION

AND SUBSEQUENT MEASUREMENT

A financial instrument is any contract that gives

rise to a financial asset of one entity and a financial

liability or equity instrument of another entity.

(i) Financial assets

Initial recognition and measurement

Financial assets are classified, at initial recognition,

as subsequently measured at amortised cost, fair

value through Other Comprehensive Income (OCI),

and fair value through profit or loss.

The classification of financial assets at initial

recognition depends on the financial asset’s

contractual cash flow characteristics and the

Group’s business model for managing them. With

the exception of trade receivables that do not

contain a significant financing component, the Group

initially measures a financial asset at its fair value

plus, in the case of a financial asset not at fair

value through profit or loss, transaction costs. Trade

receivables that do not contain a significant financing

component are measured at the transaction price

determined under AASB 15. Refer to the accounting

policies in section 5(c).

In order for a financial asset to be classified and

measured at amortised cost or fair value through

OCI, it needs to give rise to cash flows that are

‘Solely Payments of Principal and Interest (SPPI)’ on

the principal amount outstanding. This assessment

is referred to as the SPPI test and is performed at an

instrument level.

The Group’s business model for managing

financial assets refers to how it manages its financial

assets in order to generate cash flows. The business

model determines whether cash flows will result from

collecting contractual cash flows, selling the financial

assets, or both.

Subsequent measurement

Whilst there are four categories, two are relevant in

the current reporting period for the Group, being:

• Financial assets at amortised cost (debt instruments)

• Financial assets at fair value through profit or loss

Financial assets at amortised cost

(debt instruments)

This category is the most relevant to the Group. The

Group measures financial assets at amortised cost if

both of the following conditions are met:

• The financial asset is held within a business model

with the objective to hold financial assets in order

to collect contractual cash flows; and

Note 2 Summary of

significant accounting

policies continued

56 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
All financial liabilities are recognised initially at fair

value and, in the case of loans and borrowings and

payables, net of directly attributable transaction costs.

The Group’s financial liabilities include trade and

other payables, loans and borrowings including bank

overdrafts, and derivative financial instruments.

Subsequent measurement

The measurement of financial liabilities depends on

their classification, as described below.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or

loss include financial liabilities held for trading and

financial liabilities designated upon initial recognition

as at fair value through profit or loss.

Financial liabilities are classified as held for

trading if they are incurred for the purpose of

repurchasing in the near term. This category also

includes derivative financial instruments entered into

by the Group that are not designated as hedging

instruments in hedge relationships as defined by

AASB 9. Separated embedded derivatives are

also classified as held for trading unless they are

designated as effective hedging instruments.

Gains or losses on liabilities held for trading are

recognised in the statement of profit or loss.

Financial liabilities designated upon initial

recognition at fair value through profit or loss are

designated at the initial date of recognition, and only

if the criteria in AASB 9 are satisfied. The Group has

not designated any financial liability as at fair value

through profit or loss.

Loans and borrowings at amortised cost

This is the category most relevant to the Group.

After initial recognition, interest-bearing loans and

borrowings are subsequently measured at amortised

cost using the Effective Interest Rate (EIR) method.

Gains and losses are recognised in profit or loss

when the liabilities are derecognised as well as

through the EIR amortisation process.

Amortised cost is calculated by taking into

account any discount or premium on acquisition and

fees or costs that are an integral part of the EIR. The

EIR amortisation is included as finance costs in the

statement of profit or loss.

This category generally applies to interest-bear-

ing loans and borrowings. For more information, refer

to Note 8.

Derecognition

A financial liability is derecognised when the obligation

under the liability is discharged or cancelled or

expires. When an existing financial liability is replaced

by another from the same lender on substantially

different terms, or the terms of an existing liability

are substantially modified, such an exchange or

modification is treated as the derecognition of the

original liability and the recognition of a new liability.

The difference in the respective carrying amounts is

recognised in the statement of profit or loss.

Notes to the financial statements cont.

Note 2 Summary of significant

accounting policies continued

When the Group has transferred its rights to receive

cash flows from an asset or has entered into a

pass-through arrangement, it evaluates if, and to

what extent, it has retained the risks and rewards

of ownership. When it has neither transferred nor

retained substantially all of the risks and rewards

of the asset, nor transferred control of the asset,

the Group continues to recognise the transferred

asset to the extent of its continuing involvement. In

that case, the Group also recognises an associated

liability. The transferred asset and the associated

liability are measured on a basis that reflects the

rights and obligations that the Group has retained.

Continuing involvement that takes the form of a

guarantee over the transferred asset is measured at

the lower of the original carrying amount of the asset

and the maximum amount of consideration that the

Group could be required to repay.

Impairment of financial assets

Further disclosures relating to impairment of financial

assets are also provided in the following notes:

• Changes in accounting policies and disclosures:

Note 2(x)

• Trade receivables including contract assets: Note 8

The Group recognises an allowance for Expected

Credit Losses (ECLs) for all debt instruments not held

at fair value through profit or loss. ECLs are based on

the difference between the contractual cash flows due

in accordance with the contract and all the cash flows

that the Group expects to receive, discounted at an

approximation of the original effective interest rate.

For trade receivables and contract assets, the

Group applies a simplified approach in calculating

ECLs. Therefore, the Group does not track changes

in credit risk, but instead recognises a loss allowance

based on lifetime ECLs at each reporting date.

The Group has established a provision matrix that

is based on its historical credit loss experience,

adjusted for forward-looking factors specific to the

debtors and the economic environment.

The Group considers a financial asset in default

when contractual payments are past due. However,

in certain cases, the Group may also consider a

financial asset to be in default when internal or

external information indicates that the Group is

unlikely to receive the outstanding contractual

amounts in full before taking into account any credit

enhancements held by the Group. A financial asset is

written off when there is no reasonable expectation

of recovering the contractual cash flows.

(ii) Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition,

as financial liabilities at fair value through profit or

loss, loans and borrowings, payables, or as derivatives

designated as hedging instruments in an effective

hedge, as appropriate.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 57
Fair value hedge

The change in the fair value of a hedging instrument

is recognised in the statement of profit or loss

as other expense. The change in the fair value of

the hedged item attributable to the risk hedged is

recorded as part of the carrying value of the hedged

item and is also recognised in the statement of profit

or loss as other expense.

If the hedged item is derecognised, the unamortised

fair value is recognised immediately in profit or loss.

When an unrecognised firm commitment is

designated as a hedged item, the subsequent cumulative

change in the fair value of the firm commitment

attributable to the hedged risk is recognised as an

asset or liability with a corresponding gain or loss

recognised in profit or loss.

Cash flow hedge

The effective portion of the gain or loss on the

hedging instrument is recognised in OCI in the cash

flow hedge reserve, while any ineffective portion is

recognised immediately in the statement of profit or

loss. The cash flow hedge reserve is adjusted to the

lower of the cumulative gain or loss on the hedging

instrument and the cumulative change in fair value of

the hedged item.

The Group uses forward currency contracts as

hedges of its exposure to foreign currency risk in

forecast transactions and firm commitments, as well

as interest rate swaps for its exposure to volatility

in interest rates. The ineffective portion relating to

foreign currency contracts is recognised as other

expense and the ineffective portion relating to interest

rate swaps is recognised in other operating income or

expenses. Refer to Note 13 for more details.

When forward contracts are used to hedge

forecast transactions, the group designates the

change in fair value of the forward contract related to

the spot component as the hedging instrument. Gains

or losses relating to the effective portion of the change

in the spot component of the forward contracts are

recognised in the cash flow hedge reserve within

equity. The change in the forward element of the

contract that relates to the hedged item (‘aligned

forward element’) is recognised within OCI in the cash

flow hedge reserve within equity. In some cases, the

entity may designate the full change in fair value of

the forward contract (including forward points) as the

hedging instrument. In such cases, the gains or losses

relating to the effective portion of the change in fair

value of the entire forward contract are recognised in

the cash flow hedge reserve within equity.

The amounts accumulated in OCI are accounted

for, depending on the nature of the underlying hedged

transaction. If the hedged transaction subsequently

results in the recognition of a non-financial item,

the amount accumulated in equity is removed from

the separate component of equity and included

(iii) Offsetting of financial instruments

Financial assets and financial liabilities are offset

and the net amount is reported in the consolidated

statement of financial position if there is a currently

enforceable legal right to offset the recognised

amounts and there is an intention to settle on a net

basis, to realise the assets and settle the liabilities

simultaneously.

(m) DERIVATIVES AND HEDGING ACTIVITIES

Initial recognition and subsequent measurement

The Group uses derivative financial instruments,

such as forward currency contracts and interest

rate swaps, to hedge its foreign currency risks

and interest rate risks, respectively. Such derivative

financial instruments are initially recognised at fair

value on the date on which a derivative contract is

entered into and are subsequently remeasured at fair

value. Derivatives are carried as financial assets when

the fair value is positive and as financial liabilities

when the fair value is negative.

For the purpose of hedge accounting, hedges

are classified as:

• Fair value hedges when hedging the exposure to

changes in the fair value of a recognised asset or

liability or an unrecognised firm commitment.

• Cash flow hedges when hedging the exposure to

variability in cash flows that is either attributable to

a particular risk associated with a recognised asset

or liability or a highly probable forecast transaction

or the foreign currency risk in an unrecognised firm

commitment.

• Hedges of a net investment in a foreign operation.

At the inception of a hedge relationship, the Group

formally designates and documents the hedge

relationship to which it wishes to apply hedge

accounting and the risk management objective and

strategy for undertaking the hedge.

The documentation includes identification of the

hedging instrument, the hedged item, the nature of

the risk being hedged and how the Group will assess

whether the hedging relationship meets the hedge

effectiveness requirements (including the analysis of

sources of hedge ineffectiveness and how the hedge

ratio is determined). A hedging relationship qualifies

for hedge accounting if it meets all of the following

effectiveness requirements:

• There is ‘an economic relationship’ between the

hedged item and the hedging instrument.

• The effect of credit risk does not ‘dominate the

value changes’ that result from that economic

relationship.

• The hedge ratio of the hedging relationship is

the same as that resulting from the quantity of

the hedged item that the Group actually hedges

and the quantity of the hedging instrument that

the Group actually uses to hedge that quantity of

hedged item.

Hedges that meet all the qualifying criteria for hedge

accounting are accounted for, as described below.

58 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
(o) LEASES

The Group assesses at contract inception whether

a contract is, or contains, a lease. That is, if the

contract conveys the right to control the use of an

identified asset for a period of time in exchange for

consideration.

Group as a lessee

The Group applies a single recognition and measurement

approach for all leases, except for short-term leases

and leases of low-value assets which are recognised in

the profit or loss. The Group recognises lease liabilities

to make lease payments and right-of-use assets

representing the right to use the underlying assets.

(i) Right-of-use assets

The Group recognises right-of-use assets at the

commencement date of the lease (i.e., the date the

underlying asset is available for use). Right-of-use

assets are measured at cost, less any accumulated

depreciation and impairment losses, and adjusted

for any remeasurement of lease liabilities. The

cost of right-of-use assets includes the amount

of lease liabilities recognised, initial direct costs

incurred, and lease payments made at or before

the commencement date less any lease incentives

received. Right-of-use assets are depreciated on a

straight-line basis over the lease term.

The right-of-use assets are also subject to

impairment. Refer to the accounting policies in Note 2(i).

If ownership of the leased asset transfers to

the Group at the end of the lease term or the

cost reflects the exercise of a purchase option,

depreciation is calculated using the estimated useful

life of the asset.

(ii) Lease liabilities

At commencement date of the lease, the Group

recognises lease liabilities measured at the present

value of lease payments to be made over the lease

term. The lease payments include fixed payments

(including in-substance fixed payments) less any

lease incentives receivable, variable lease payments

that depend on an index or a rate, and amounts

expected to be paid under residual value guarantees.

The lease payments also include the exercise price

of a purchase option reasonably certain to be

exercised by the Group and payments of penalties

for terminating the lease, if the lease term reflects the

Group exercising the option to terminate. Variable

lease payments that do not depend on an index

or a rate are recognised as expenses (unless they

are incurred to produce inventories) in the period

in which the event or condition that triggers the

payment occurs.

In calculating the present value of lease

payments, the Group uses its incremental borrowing

rate at the lease commencement date because

the interest rate implicit in the lease is not readily

Notes to the financial statements cont.

Note 2 Summary of significant

accounting policies continued

in the initial cost or other carrying amount of the

hedged asset or liability. This is not a reclassification

adjustment and will not be recognised in OCI for the

period. This also applies where the hedged forecast

transaction of a non-financial asset or non-financial

liability subsequently becomes a firm commitment

for which fair value hedge accounting is applied.

For any other cash flow hedges, the amount

accumulated in OCI is reclassified to profit or loss as

a reclassification adjustment in the same period or

periods during which the hedged cash flows affect

profit or loss.

If cash flow hedge accounting is discontinued,

the amount that has been accumulated in OCI must

remain in accumulated OCI if the hedged future

cash flows are still expected to occur. Otherwise,

the amount will be immediately reclassified to profit

or loss as a reclassification adjustment. After dis-

continuation, once the hedged cash flow occurs,

any amount remaining in accumulated OCI must

be accounted for depending on the nature of the

underlying transaction as described above.

(n) PROPERTY, PLANT AND EQUIPMENT

All property, plant and equipment is stated at

historical cost less depreciation and impairment.

Historical cost includes expenditure that is directly

attributable to the acquisition of the items.

Subsequent costs are included in the asset's

carrying amount or recognised as a separate asset,

as appropriate, only when it is probable that future

economic benefits associated with the item will

flow to the Group and the cost of the item can

be measured reliably. The carrying amount of any

component accounted for as a separate asset is

derecognised when replaced. All other repairs and

maintenance are charged to profit or loss during the

reporting year in which they are incurred.

Depreciation on other assets is calculated using

the straight line method to allocate their cost or

revalued amounts, net of their residual values, over

their estimated useful lives (see Note 9(b)).

The assets' residual values and useful lives are

reviewed, and adjusted if appropriate, at the end of

each reporting year.

An asset's carrying amount is written down

immediately to its recoverable amount if the asset's

carrying amount is greater than its estimated

recoverable amount (Note 2(i)).

Gains and losses on disposals are determined

by comparing proceeds with carrying amount. These

are included in profit or loss. When revalued assets

are sold, it is Group policy to transfer any amounts

included in other reserves in respect of those assets

to retained earnings.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 59
Costs associated with developing or maintaining

software programmes are recognised as an expense

as incurred. Development costs that are directly

attributable to the design and testing of identifiable

and unique software products controlled by the

Group are recognised as intangible assets when the

following criteria are met:

• it is technically feasible to complete the software

so that it will be available for use

• management intends to complete the software

and use or sell it

• there is an ability to use or sell the software

• it can be demonstrated how the software will

generate probable future economic benefits

• adequate technical, financial and other resources

to complete the development and to use or sell the

software are available, and

• the expenditure attributable to the software during

its development can be reliably measured.

Directly attributable costs that are capitalised as

part of the software include employee costs and an

appropriate portion of relevant overheads.

Capitalised development costs are recorded as

intangible assets and amortised from the point at

which the asset is ready for use.

Computer software development costs recognised

as assets are amortised over their estimated useful

lives (not exceeding ten years).

(q) GOVERNMENT GRANTS

Where government grants have been approved or

received, the Group releases to 'Other income' as

any prerequisite to the grant is met. This includes

recognition and timing of expenses as required.

During the year, the Group received grants in relation

to wage subsidies in all three regions. These grants

were recognised as income upon recognition of the

corresponding employee benefit expense.

(r) PROVISIONS

Provisions are recognised when the Group has a

present legal or constructive obligation as a result

of past events, it is probable that an outflow of

resources will be required to settle the obligation and

the amount can be reliably estimated.

Where there are a number of similar obligations,

the likelihood that an outflow will be required in

settlement is determined by considering the class of

obligations as a whole. A provision is recognised even

if the likelihood of an outflow with respect to any one

item included in the same class of obligations may

be small.

Present obligations arising from onerous contracts

are required to be recognised and measured as a

provision. An onerous contract is considered to exist

where the unavoidable cost of meeting the obligations

under the contract exceed the economic benefits

expected to be received from the contract.

determinable. After the commencement date, the

amount of lease liabilities is increased to reflect

the accretion of interest and reduced for the lease

payments made. In addition, the carrying amount of

lease liabilities is remeasured if there is a modification,

a change in the lease term, a change in the lease

payment (e.g., changes to future payments resulting

from a change in an index or rate used to determine

such lease payments) or a change in the assessment

of an option to purchase the underlying asset.

The Group's lease liabilities are included at

Note 10(b).

(iii) Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition

exemption to its short-term leases of machinery and

equipment (i.e., those leases that have a lease term

of 12 months or less from the commencement date

and do not contain a purchase option). It also applies

the lease of low-value assets recognition exemption

to leases of office equipment that are considered to

be low value. Lease payments on short-term leases

and leases of low-value assets are recognised as

expense on a straight-line basis over the lease term.

The Group adopted AASB 16 using the modified

retrospective method of adoption from 1 July 2019.

As a result, the results for the comparative period

have been prepared on the basis of AASB 117 Leases.

Leases of property, plant and equipment where

the Group, as lessee, has substantially all the risks

and rewards of ownership are classified as finance

leases. Finance leases are capitalised at the lease's

inception at the fair value of the leased property

or, if lower, the present value of the minimum lease

payments. The corresponding rental obligations, net

of finance charges, are included in other short-term

and long-term payables. Each lease payment is

allocated between the liability and finance cost.

The finance cost is charged to the consolidated

statement of comprehensive income over the lease

period so as to produce a constant periodic rate

of interest on the remaining balance of the liability

for each year. The property, plant and equipment

acquired under finance leases is depreciated over

the asset's useful life or over the shorter of the

asset's useful life and the lease term.

Leases in which a significant portion of the risks

and rewards of ownership are not transferred to the

Group as lessee are classified as operating leases.

Payments made under operating leases (net of any

incentives received from the lessor) are charged to

profit or loss on a straight-line basis over the year of

the lease.

(p) INTANGIBLE ASSETS

Software

Acquired computer software licences are capitalised

on the basis of the costs incurred to acquire and

bring to use the specific software. These costs are

amortised over their estimated useful lives (three to

five years).

60 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
The fair value was measured at grant date and

is recognised over the period during which the

employees become unconditionally entitled to the

options. The fair value at grant date for options

issued during prior financial years was independently

determined using a Binomial option pricing model,

which is an iterative model for options that can

be exercised at times prior to expiry. The model

takes into account the grant date, exercise price,

the vesting and performance criteria, the impact of

dilution, the non-tradeable nature of the option, the

share price at grant date and expected price volatility

of the underlying share, the expected dividend yield

and the risk-free interest rate for the term of the

option. It also assumes the options will be exercised

at the mid-point of the exercise period. No options

were granted during the 2020 financial year.

The fair value of options granted is recognised as

an employee benefits expense with a corresponding

increase in equity. The total amount to be expensed

is determined by reference to the fair value of the

options granted:

• including any market performance conditions (eg

the entity’s share price);

• excluding the impact of any service and non-market

performance vesting conditions (eg profitability,

sales growth targets and remaining an employee

of the entity over a specified period), and

• including the impact of any non-vesting conditions

(eg the requirement for employees to save or

holdings shares for a specific period of time).

The total expense is recognised over the vesting

period, which is the period over which all of the

specified vesting conditions are to be satisfied. At

the end of each year, the entity revises its estimates

of the number of options that are expected to

vest based on the non-market vesting and service

conditions. It recognises the impact of the revision

to original estimates, if any, in profit or loss, with a

corresponding adjustment to equity.

Upon the exercise of options, the balance of

the share-based payments reserve relating to those

options is transferred to share capital.

Share rights

Share rights are granted to eligible senior executives

in accordance with the Company's deferred

compensation plan ('LTI'). The fair value of rights

granted is recognised as an employee benefit

expense with a corresponding increase in equity.

The fair value was measured at grant date and

is recognised over the period during which the

employees become unconditionally entitled to the

rights. The valuation methodology to calculate fair

value is detailed in Note 19(b).

Notes to the financial statements cont.

Note 2 Summary of significant

accounting policies continued

Provisions are measured at the present value

of management's best estimate of the expenditure

required to settle the present obligation at the end

of the reporting year. The discount rate used to

determine the present value is a pre-tax rate that

reflects current market assessments of the time

value of money and the risks specific to the liability.

The increase in the provision due to the passage of

time is recognised as interest expense.

(s) EMPLOYEE BENEFITS

(i) Short-term obligations

Liabilities for wages and salaries, including

non-monetary benefits and accumulating sick leave

that are expected to be settled wholly within 12

months after the end of the year in which the

employees render the related service are recognised

in respect of employees’ services up to the end of

the reporting year and are measured at the amounts

expected to be paid when the liabilities are settled.

Provisions for employee benefits are measured

at the present value of management’s best estimate

of the expenditure required to settle the present

obligation at the reporting date.

(ii) Other long-term employee benefit obligations

The liabilities for long service leave and annual leave

that are not expected to be settled wholly within

12 months after the end of the year in which the

employees render the related service are measured

as the present value of expected future payments

to be made in respect of services provided by

employees up to the end of the reporting year using

the projected unit credit method. Consideration is

given to expected future wage and salary levels,

experience of employee departures and periods of

service. Expected future payments are discounted

using the Milliman G100 discount rates at the end

of the reporting period. Remeasurements as a result

of experience adjustments and changes in actuarial

assumptions are recognised in profit or loss.

The obligations are presented as current

liabilities in the statement of financial position if

the entity does not have an unconditional right to

defer settlement for at least twelve months after

the reporting year, regardless of when the actual

settlement is expected to occur.

(iii) Share-based payments

Employee options

Options have previously been issued to Executives

of Michael Hill International Limited in accordance

with the Company's constitution. The Board of

Directors passed resolutions approving the issue of

the options. The fair value of options granted was

recognised as an employee benefit expense with a

corresponding increase in equity.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 61
The total expense is recognised over the vesting

period, which is the period over which all of the

specified vesting conditions are to be satisfied. At

the end of each year, the entity revises its estimates

of the number of share rights that are expected to

vest based on the non-market vesting and service

conditions. It recognises the impact of the revision

to original estimates, if any, in profit or loss, with a

corresponding adjustment to equity.

Upon the exercise of the share rights, the balance

of the share-based payments reserve relating to

those rights is transferred to share capital.

(iv) Profit-sharing and bonus plans

The Group recognises a liability and an expense for

bonuses and profit-sharing based on a formula that

takes into consideration the profit attributable to the

Company's shareholders after certain adjustments.

The Group recognises a provision where contractually

obliged or where there is a past practice that has

created a constructive obligation.

(v) Retirement benefit obligations

All Australian and Canadian employees of the Group

are entitled to benefits from the Group's superan-

nuation plan on retirement, disability or death or can

direct the group to make contributions to a defined

contribution plan of their choice. The Group’s super-

annuation plan has a defined benefit section which

receives fixed contributions from Group companies

and the Group's legal or constructive obligation is

limited to these contributions.

(t) CONTRIBUTED EQUITY

Ordinary shares are classified as equity.

Incremental costs directly attributable to the

issue of new shares or options are shown in equity as

a deduction, net of tax, from the proceeds.

Where any group company purchases the

Company's equity instruments, for example as the

result of a share buy-back or a share-based payment

plan, the consideration paid, including any directly

attributable incremental costs (net of income taxes)

is deducted from equity attributable to the owners of

Michael Hill International Limited as treasury shares

until the shares are cancelled or reissued. Where

such ordinary shares are subsequently reissued, any

consideration received, net of any directly attributable

incremental transaction costs and the related income

tax effects, is included in equity attributable to the

owners of Michael Hill International Limited.

(u) DIVIDENDS

Provision is made for the amount of any dividend

declared, being appropriately authorised and no

longer at the discretion of the entity, on or before the

end of the reporting year but not distributed at the

end of the reporting year.

(v) EARNINGS PER SHARE

(i) Basic earnings per share

Basic earnings per share is calculated by dividing:

• the profit attributable to owners of the Company,

excluding any costs of servicing equity other than

ordinary shares,

• by the weighted average number of ordinary shares

outstanding during the financial year, adjusted for

bonus elements in ordinary shares issued during

the year and excluding treasury shares (Note 21(d)).

(ii) Diluted earnings per share

Diluted earnings per share adjusts the figures used

in the determination of basic earnings per share to

take into account:

• the after-income tax effect of interest and other

financing costs associated with dilutive potential

ordinary shares, and

• the weighted average number of additional

ordinary shares that would have been outstanding

assuming the conversion of all dilutive potential

ordinary shares.

(w) ROUNDING OF AMOUNTS

The Company is of a kind referred to in ASIC

Legislative Instrument 2016/191, relating to the

'rounding off' of amounts in the financial statements.

Amounts in the financial statements have been

rounded off in accordance with the instrument to

the nearest thousand dollars, or in certain cases, the

nearest dollar.

(x) CHANGES IN ACCOUNTING POLICIES AND

DISCLOSURES

The Group applied AASB 16 Leases for the first time.

The nature and effect of the changes as a result of

adoption of these new accounting standards are

described below.

Several other amendments and interpretations

apply for the first time in 2020, but do not have an

impact on the consolidated financial statements of

the Group. The Group has not early adopted any

standards, interpretations or amendments that have

been issued but are not yet effective.

AASB 16 Leases

The Group adopted AASB 16 using the modified

retrospective method of adoption with the date of

initial application of 1 July 2019. Under this method, the

standard is applied retrospectively with the cumulative

effect of initially applying the standard recognised at the

date of initial application. The Group elected to use the

transition practical expedient to not reassess whether a

contract is, or contains a lease at 1 July 2019. Instead,

the Group applied the standard only to contracts that

were previously identified as leases applying AASB 117

and IFRIC 4 at the date of initial application.

62 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
• The net effect of these adjustments had been

adjusted to retained earnings ($13,019).

Upon adoption of AASB 16, the Group applied a

single recognition and measurement approach for

all leases except for short-term leases and leases

of low-value assets. The standard provided specific

transition requirements and practical expedients,

which have been applied by the Group.

Leases previously classified as finance leases

The Group did not change the initial carrying amounts

of recognised assets and liabilities at the date of initial

application for leases previously classified as finance

leases (i.e., the right-of-use assets and lease liabilities

equal the lease asses and liabilities recognised under

AASB 17). The requirements of AASB 16 were applied

to these leases from 1 July 2019.

Leases previously accounted for as

operating leases

The Group recognised right-of-use assets and lease

liabilities for those leases previously classified as

operating leases, except for short-term leases and

leases of low-value assets. The right-of-use assets

for most leases were recognised based on the

carrying amount as if the standard had always

been applied, apart from the use of incremental

borrowing rate at the date of initial application. In

some leases, the right-of-use assets were recognised

based on the amount equal to the lease liabilities,

adjusted for any related prepaid and accrued lease

payments previously recognised. Lease liabilities

were recognised based on the present value of

the remaining lease payments, discounted using

the incremental borrowing rate at the date of initial

application.

The Group also applied the available practical

expedients wherein it:

• Used a single discount rate to a portfolio of leases

with reasonably similar characteristics

• Relied on its assessment of whether leases are

onerous immediately before the date of initial

application

• Applied the short-term leases exemptions to

leases with lease term that ends within 12 months

of the date of initial application

• Excluded the initial direct costs from the

measurement of the right-of-use asset at the date

of initial application

• Used hindsight in determining the lease term

where the contract contained options to extend or

terminate the lease.

Notes to the financial statements cont.

Note 2 Summary of significant

accounting policies continued

AASB 16 Leases addresses the recognition and

measurement of assets and liabilities for all leases

with a term of more than 12 months, unless they are of

low value. It also contains the disclosure requirements

for lessees and lessors. AASB 16 supersedes:

a) AASB 117 Leases;

b) Interpretation 4 Determining whether an

Arrangement contains a Lease;

c) SIC-15 Operating Leases - Incentives; and

d) SIC-27 Evaluating the Substance of Transactions

involving the Legal Form of a Lease.

The effect of adoption of AASB 16 on the statement

of financial position increase/(decrease) as at 1 July

2019:

$000

Assets

Right-of-use assets 144,326

Property, plant and equipment (3,060)

Trade and other receivables 963

Deferred tax assets 5,375

Total assets 147,604

Liabilities

Trade and other payables 25

Deferred revenue (2,810)

Lease liability 168,054

Provisions (4,603)

Total liabilities 160,666

Equity

Foreign currency translation (43)

Retained earnings (13,019)

Total equity (13,062)

• Right-of-use assets of $144,326 were recognised

and presented separately in the statement of

financial position.

• Property, plant and equipment reduced by $3,060

in relation to fit out contributions received from

landlords previously recognised as deferred

revenue and recalculation of the make good asset.

• Deferred tax assets increased by $5,375 due to the

deferred tax impact of the changes in assets and

liabilities.

• Lease liabilities of $168,054 were recognised, with

$34,017 as a current liability and $134,037 as a

non-current liability.

• Deferred revenue of $2,810 relating to lease incentive

revenue was derecognised.

• Provisions of $4,603 related to straight line leasing

adjustments for previous operating leases were

derecognised.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 63
COVID-19 related rent concessions

The Group has adopted the practical expedient for

rent concessions negotiated as a consequence of

COVID-19. This allows the company to elect not to

account for changes in lease payments as a lease

modification where a change in lease payments to

the revised consideration are substantially the same

or less than the consideration for the lease preceding

the change, the reductions only affects payments

which fall due before 30 June 2021 and there has

been no substantive change in terms and conditions.

Where the practical expedient has been applied, rent

concessions are accounted for as a reduction in the

right-of-use asset.

The lease liabilities as at 1 July 2019 can be

reconciled to the operating lease commitments as of

30 June 2019, as follows:

$000

Operating lease commitments

disclosed as at 30 June 2019 155,070

Discounted using the group’s

incremental borrowing rate

applicable to leases 121,642

Add: payments in optional renewal

periods not included in lease

commitments as at 30 June 2019 46,412

Lease liability recognised

as at 1 July 2019 168,054

IFRIC Interpretation 23 Uncertainty over Income

Tax Treatment

The Interpretation addresses the accounting for

income taxes when tax treatments involve uncertainty

that affects the application of AASB 12 Income Taxes.

It does not apply to taxes or levies outside the

scope of AASB 12, nor does it specifically include

requirements relating to interest and penalties

associated with uncertain tax treatments. The

Interpretation specifically addresses the following:

• Whether an entity considers uncertain tax

treatments separately.

• The assumptions an entity makes about the

examination of tax treatments by taxation authorities.

• How an entity determines taxable profit (tax loss),

tax bases, unused tax losses, unused tax credits and

tax rates.

• How an entity considers changes in facts and

circumstances.

The Group determines whether to consider each

uncertain tax treatment separately or together with

one or more other uncertain tax treatments and uses

the approach that better predicts the resolution of

the uncertainty. The Group determined, based on

its current tax position that it is probable that its tax

treatments will be accepted by the taxation authorities.

The Interpretation did not have an impact on the

consolidated financial statements of the Group.

64 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Notes to the financial statements cont.

Note 3 Significant estimates,

judgements and errors

(a) SIGNIFICANT ESTIMATES AND JUDGEMENTS

The preparation of financial statements requires the

use of accounting estimates which, by definition, will

seldom equal the actual results. Management also

needs to exercise judgement in applying the Group’s

accounting policies. Estimates and judgements are

continually evaluated and are based on historical

experience and other factors, including expectations

of future events that are believed to be reasonable

under the circumstances. The estimates and

assumptions that have a significant risk of causing

a material adjustment to the carrying amounts of

assets and liabilities within the next financial year are

addressed below.

Impact of COVID-19

During the second half of the financial year, the

Group was impacted by COVID-19. All bricks-and-

mortar stores were temporarily closed in order to

maintain the safety of our staff and customers or

in response to government regulation. The Group

also took the opportunity to assess how the stores

would reopen. Safety initiatives were subsequently

implemented and stores commenced reopening

about five weeks after the initial temporary closures.

The uncertainty surrounding the trading

environment for the Group has impacted

management's approach of forecasting, modelling

cash flows and supporting the recoverability of the

Group's assets (see Note 2(i)). Further additional

sensitivities were overlayed into provisions, such

as Expected Credit Losses (ECL) on the Group's

receivables (see Note 2(l)) and impairment

assessment property, plant and equipment and right

of use assets (see Note 9(b)(i). Partially offsetting the

closure of stores and subsequent loss of revenue, the

Group received certain government grants (see Note

2(q)) and rental assistance from landlords with further

rental negotiations continuing into FY21.

The Group continues to monitor the situation

throughout the geographies in which it operates.

Uncertainty remains as to the future impact of a

'second-wave' and the ability to operate bricks-and-

mortar stores during this period. The Group continues

to adhere to provincial and federal government

guidance in relation to any future impacts which

would temporarily close stores.

Share-based payment transactions

The Group measures the cost of equity-settled

transactions with employees by reference to the

fair value of the equity instruments at the date at

which they are granted. The fair value is determined

with the assistance of an external valuer using the

Black Scholes model. The related assumptions are

detailed in Note 19. The accounting estimates and

assumptions relating to equity-settled share-based

payments would have no impact on the carrying

amounts of assets and liabilities within the next

annual reporting period but may impact expenses

and equity.

Make good provisions

A provision has been made for the present value of

anticipated costs of future restoration of leased store

and office premises. The provision includes future

cost estimates associated with dismantling and

closure of stores and offices. The calculation of this

provision requires assumptions such as discount rates,

lease exit dates and lease terms. These uncertainties

may result in future actual expenditure differing

from the amounts currently provided. The provision

recognised is periodically reviewed and updated

based on the facts and circumstances available at the

time. Changes for the estimated future costs for sites

are recognised in the statement of financial position

by adjusting both the expense or asset (if applicable)

and provision. The related carrying amounts are

disclosed in Note 9(g) Provisions.

Lease term of contracts with renewable options

The Group determines the lease term to be the

non-cancellable term of the lease, together with

any periods covered by an option to extend the

lease if it is reasonably certain that the option will

be exercised. In assessing the likelihood of a lease

option being exercised, the Group considers the

costs of termination, the extent of any leasehold

improvements, the strategic importance of the lease

location and the current market rent for the stores.

Holdover leases

At any given point in time, there will be a number

of property leases in holdover. These leases are

accounted for under AASB 16 Leases when it is

reasonably certain that the lease will be renewed or

a new lease signed, and the terms and conditions of

the lease are mutually agreed with the lessor.

Estimation of useful lives of assets

The estimation of the useful lives of assets has

been based on historical experience, lease terms

(for display assets) and policies (for motor vehicles).

In addition, the condition of the assets is assessed

at least once per year and considered against the

remaining useful life. Adjustments to useful lives are

made when considered necessary.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 65
Revenue recognition

Professional care plan (PCP) revenue is recognised

as sales revenue in the statement of comprehensive

income. Management judgement is required to

determine the amount of service revenue that can

be recognised based on the usage pattern of PCPs

and general information obtained on the operation

of service plans in other markets. Those direct and

incremental bonuses associated with the sale of

these plans are deferred and amortised in proportion

to the revenue recognised. Management reviews

trends in current and estimated future services

provided under the plan to assess whether changes

are required to the revenue and cost recognition

rates used. The accounting policies and significant

judgements are disclosed in Note 5c(iii) Revenue.

Taxation and recovery of deferred tax assets

The Group is subject to income taxes in Australia

and jurisdictions where it has foreign operations.

Significant judgement is required in determining

the worldwide provision for income taxes. There are

many transactions and calculations for which the

ultimate tax determination is uncertain during the

ordinary course of business.

Deferred tax assets are recognised for deductible

temporary differences as management considers

that it is probable that future taxable profits will

be available to utilise those temporary differences.

Management judgement is required to determine the

amount of deferred tax assets that can be recognised.

Impairment of non-financial assets

The Group assesses impairment of all assets at each

reporting date by evaluating conditions specific to

the Group and to the particular asset that may lead

to impairment. These include store performance,

product and manufacturing performance, technology

and economic environments and future product

expectations. If an impairment trigger exists the

recoverable amount of the asset is determined.

Employee benefits

Provisions for employee benefits are measured at the

present value of management’s best estimate of the

expenditure required to settle the present obligation

at the reporting date.

Provision for expected credit losses of trade

receivables

The Group uses a provision matrix to calculate ECLs for

trade receivables and contract assets. The provision

rates are based on days past due for groupings of

various customer segments that have similar loss

patterns (i.e., by geography and customer rating).

The provision matrix is initially based on the

Group’s historical observed default rates. The Group

will calibrate the matrix to adjust the historical credit

loss experience with forward-looking information. For

instance, if forecast economic conditions (i.e., gross

domestic product) are expected to deteriorate over

the next year. At every reporting date, the historical

observed default rates are updated and changes in

the forward-looking estimates are analysed.

The assessment of the correlation between

historical observed default rates, forecast economic

conditions and ECLs is a significant estimate.

The amount of ECLs is sensitive to changes in

circumstances and of forecast economic conditions.

The Group’s historical credit loss experience and

forecast of economic conditions may also not be

representative of customer’s actual default in the

future. The information about the ECLs on the

Group’s trade receivables is disclosed in Note 8(b).

Additional information

This section provides additional information about those

individual line items in the financial statements that the

Directors consider most relevant in the context of the

operations of the entity, including:

(a) accounting policies that are relevant for an

understanding of the items recognised in the

financial statements.

(b) analysis and sub-totals, including segment information

(c) information about estimates and judgements made

in relation to particular items.

Note 4 Segment information page 66

Note 5 Revenue page 68

Note 6 Other income and expense items page 70

Note 7 Income tax expense page 70

Note 8 Financial assets and

financial liabilities page 72

Note 9 Non-financial assets and liabilities page 75

Note 11 Equity page 80

Note 12 Cash flow information page 81

66 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
(b) SEGMENT RESULTS New Corporate MH

Australia Zealand Canada and other Proforma Adjustment^ Group

$000 $000 $000 $000 $000 $000 $000

Segment information 2020

Operating revenue 266,610 101,276 123,038 1,136 492,060 - 492,060

Gross profit 161,030 60,412 71,075 5,687 298,204 - 298,204

Gross profit % 60.4% 59.7% 57.8% 60.6% 60.6%

EBITDA* 35,102 22,554 3,471 (33,971) 27,156 42,534 69,690

Depreciation and amortisation (7,692) (2,550) (6,031) (2,355) (18,628) (36,983) (55,611)

Segment EBIT* 27,410 20,004 (2,560) (36,326) 8,528 5,551 14,079

EBIT as a % of revenue 10.3% 19.8% (2.1)% 1.7% 2.9%

Interest income - - - 4 4 - 4

Finance costs 145 16 - (2,131) (1,970) (7,628) (9,598)

Net profit before tax 27,555 20,020 (2,560) (38,453) 6,562 (2,077) 4,485

Income tax expense (1,426)

Net profit after tax 27,555 20,020 (2,560) (38,453) 6,562 (2,077) 3,059

Note 4 Segment information

(a) DESCRIPTION OF SEGMENTS AND PRINCIPAL ACTIVITIES

Management have determined the operating segments based on the reports reviewed by the Board

and Executive Management team that are used to make strategic decisions. The Board and Executive

Management team consider, organise and manage the business primarily from a geographic perspective,

being the country of origin where the sale and service was performed.

The operating segments exclude the adjustments required under AASB 16 Leases and therefore

operating lease expenses are included at a segment level.

The amounts provided to the Board and Executive Management team in respect of total assets and

liabilities are measured in a manner consistent with the financial statements. These reports do not allocate

total assets or total liabilities based on the operations of each segment or by geographical location.

The Group's operations are in three geographical segments: Australia, New Zealand and Canada.

The Corporate and other segment includes revenue and expenses that do not relate directly to the

relevant Michael Hill retail segments. These predominately relate to corporate costs and Australian based

support costs, but also include manufacturing activities, warehouse and distribution, interest and company

tax. Inter-segment pricing is at arm's length or market value.

Types of products and services

Michael Hill International Limited and its controlled entities operate predominately in the sale of jewellery

and related services. As indicated above, the Group is organised and managed globally by geographic areas.

Major customers

Michael Hill International Limited and its controlled entities sell goods and provide services to a number of

customers from which revenue is derived. There is no single customer from which the Group derives more

than 10% of total consolidated revenue.

Accounting policies and inter-segment transactions

The accounting policies used by the Group in reporting segments internally are the same as those contained

in Note 2 to the accounts and in the prior period.

The Group report regional segments as set out in the table below. These results are prepared on a pre-AASB

16 Leases basis. An adjustment column representing the Group's entries due to AASB 16 Leases has been

included for the purposes of comparability.

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 67
New Corporate

Australia Zealand Canada and other Group

$000 $000 $000 $000 $000

Segment information 2019

Operating revenue 313,587 112,964 140,402 2,547 569,500

Gross profit 194,052 68,655 85,131 5,194 353,032

Gross profit % 61.9% 60.8% 61.0% 62.0%

EBITDA* 41,421 25,159 16,001 (42,100) 40,481

Depreciation and Amortisation (8,504) (2,446) (5,759) (2,657) (19,366)

Segment EBIT* 32,917 22,713 10,242 (44,757) 21,115

EBIT as a % of revenue 10.5% 20.1% 7.0% 3.7 %

Interest income - 1 - 159 160

Finance costs 42 (5) - (2,501) (2,464)

Net profit before tax 32,959 22,709 10,242 (47,099) 18,811

Income tax expense (2,313)

Net profit after tax 32,959 22,709 10,242 (47,099) 16,498

* EBIT and EBITDA are Non-IFRS information and are unaudited. Please refer to page 31 for an explanation of

Non-IFRS information and a reconciliation of EBIT from continuing operations and Normalised EBIT.

^ This represents the impact of AASB 16 Leases on the Group.

The totals for the year ended 28 June 2020 include the impacts of AASB 16 Leases and cannot be compared directly

to the totals for the year ended 30 June 2019.

68 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
2020 2019

Note 5 Revenue

$000 $000

From continuing operations:

Sales revenue

Revenue from sale of goods and repair services 460,393 533,282

Revenue from professional care plans 27,478 32,923

Interest and other revenue from in-house customer finance program 3,958 3,293

Lifetime Diamond Warranty 231 2

492,060 569,500

(a) DISAGGREGATION OF REVENUE FROM CONTRACTS WITH CUSTOMERS

The Group derives revenue from the transfer of goods and services over time and at a point in time in the

following major product lines and geographical regions:

Corporate

Australia New Zealand Canada and other Total

$000 $000 $000 $000 $000

2020

Timing of revenue recognition

At a point in time 249,852 95,770 114,145 626 460,393

Over time 16,758 5,506 8,893 510 31,667

266,610 101,276 123,038 1,136 492,060

2019

Timing of revenue recognition

At a point in time 295,480 107,064 130,132 606 533,282

Over time 18,107 5,900 10,270 1,941 36,218

313,587 112,964 140,402 2,547 569,500


NOTES 2020 2019

(b) ASSETS AND LIABILITIES RELATED TO $000 $000

CONTRACTS WITH CUSTOMERS

Right of return assets 5(b)(i) 108 291

Deferred expenditure 5(b)(ii) 1,673 2,139

Total contract assets 1,781 2,430

Deferred service revenue 5(c)(i) 73,856 77,803

Deferred interest free revenue 5(c)(iv) 2,918 2,247

Rights of return liabilities 5(c)(v) 250 682

Lifetime Diamond Warranty 5(c)(vi) 2,489 1,135

Total contract liabilities 79,513 81,867

(i) Revenue recognised in relation to contract liabilities

The following table shows how much of the revenue recognised in the current reporting year relates to carried-

forward contract liabilities and how much relates to performance obligations that were satisfied in a prior year:

2020 2019

$000 $000

Revenue recognised that was included in the contract liability

balance at the beginning of the year 22,300 26,229

Revenue recognised from performance obligations

satisfied in previous years - 1,7 70

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 69
(ii) Right of return assets

The following table shows contract assets recorded under our change of mind returns policy.

2020 2019

$000 $000

Carrying amount at the start of the year 291 424

Additional amounts recognised 114 270

Amounts incurred and charged (291) (424)

Exchange differences (6) 21

Closing right of return asset 108 291

(iii) Assets recognised from costs to fulfil a contract

Direct and incremental bonuses associated with the sale of PCPs are deferred and amortised in proportion to

the PCP revenue recognised. Management reviews trends in current and estimated future services provided

under the plan to assess whether changes are required to the cost recognition rates used. This is presented

within other assets in the consolidated statement of financial position. For further information on the basis of

calculation refer to Note 5c(iii).

2020 2019

$000 $000

Carrying amount at the start of the year 2,139 2,494

Additional amounts recognised 435 588

Amounts incurred and charged (834) (986)

Exchange differences (67) 43

Total deferred expenditure 1,673 2,139

(c) ACCOUNTING POLICIES AND SIGNIFICANT JUDGEMENTS

(i) Sale of goods

Sales of goods are recognised when a Group entity delivers a product to the customer. Retail sales are usually

by cash, payment plan or credit card. The recorded revenue is the gross amount of sale (excluding taxes),

including any fees payable for the transaction.

(ii) Repair services

Sales of services for repair work performed is recognised in the accounting period in which the services are performed.

(iii) Deferred service revenue

The Group offers a PCP product which is considered deferred revenue until such time that service has been

provided. A PCP is a plan under which the Group offers future services to customers based on the type of plan

purchased. The Group subsequently recognises the income in revenue in the statement of comprehensive

income once these services are performed. An estimate based on expected services under the plans is

used as a basis to establish the amount of service revenue to recognise in the consolidated statement of

comprehensive income. During the financial year ended 28 June 2020, the Group did not recognise revenue

for PCP services in Canada from 2 March 2020 to 28 June 2020 due to the inability to service customers from

closure of stores. An amount of $1.8m would have otherwise been attributed to this period.

(iv) Deferred interest free revenue

Deferred interest free revenue is recognised on the in-house customer finance program when consideration

is deferred. It is calculated as the difference between the nominal cash and cash equivalents received from

customers and the discounted cashflows, on both interest and non-interest bearing products. Interest

revenue is brought to account over the term of the finance agreement, and the rate used for non-interest

bearing products is in line with current, comparable market rates.

(v) Rights of return assets and liabilities

Rights of return recognises the estimated returned sales under the Group's return policy, being 30 day change of

mind in Australia and New Zealand and 60 day change of mind in Canada. Management estimates the returned

sales based on historical sale return information and any recent trends that may suggest future claims could differ

from historical amounts. For sales that are expected to be returned, the Group recognises a right of return liability.

The associated inventory value for sales that are expected to be returned is recognised as a right of return asset.

(vi) Lifetime Diamond Warranty

LTDW is a warranty provided to customers with the purchase of jewellery items set with a diamond (excluding

watches). This has been deemed a service-type warranty and is calculated with reference to the estimated

value of service provided to customers and the stand-alone value of customers obtaining the service

independently. Income in relation to the LTDW is recognised in line with the estimated pattern of customers

utilising this service-type warranty.

70 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
NOTES 2020 2019

Note 6 Other income and expense items

$000 $000

(a) OTHER INCOME

Insurance recoveries 11 7

Net foreign exchange gains 2,382 92

Government grants 17,678 -

Other items 503 1,456

20,574 1,555

NOTES 2020 2019


$000 $000

(b) BREAKDOWN OF EXPENSES BY NATURE

Depreciation and amortisation

Depreciation on property, plant and equipment 9(b) 15,484 16,932

Depreciation on right-of-use assets 37,876 -

Total depreciation 53,360 16,932

Total amortisation 9(c) 2,251 2,434

Total depreciation and amortisation 55,611 19,366

Finance costs

Interest on lease liabilities 7,628 -

Bank and interest charges 2,198 2,472

Interest on make good provision 9(g) (228) (8)

Total finance costs 9,598 2,464

Employee benefits expense

Employee wages 134,377 142,463

Employee wage on costs and post-retirement benefits 14,796 16,295

Provision for employee remediation - 4,419

Total employee benefits expense 149,173 163,177

NOTES 2020 2019

Note 7 Income tax expense

$000 $000

(a) INCOME TAX EXPENSE

Current tax

Current tax on profits for the year 2,488 5,265

Unrecognised tax losses utilised during the year - (468)

Adjustments for current tax of prior periods 650 (3,363)

Foreign income tax offsets not recognised - 154

Total current tax expense 3,138 1,588

Deferred income tax

(Increase) / Decrease in deferred tax assets 9(d) (957) 356

Adjustments for deferred tax of prior periods (755) 369

Total deferred tax expense/(benefit) (1,712) 725

Income tax expense 1,426 2,313

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 71
(b) NUMERICAL RECONCILIATION OF INCOME TAX

EXPENSE TO PRIMA FACIE TAX PAYABLE 2020 2019

$000 $000

Profit from continuing operations before income tax expense 4,486 18,811

Tax at the Australian tax rate of 30.0% (2019: 30.0%) 1,346 5,643

Tax effect of amounts which are not deductible (taxable)

in calculating taxable income:

Non deductible expenditure 279 269

Non-assessable intragroup markups - 4

Sundry items (211) 68

1,414 5,984

Difference in overseas tax rates 208 (338)

Adjustments for current tax of prior periods 650 (3,363)

Adjustments for deferred tax of prior periods (755) 369

Utilisation of tax losses not recognised (91) -

Unrecognised tax losses utilised during the year - (468)

Foreign income tax offset not recognised - 154

Change in tax rate on deferred tax balance - (25)

Income tax expense 1,426 2,313

Income tax expense is attributable to:

Profit from continuing operations 1,426 2,313

2020 2019

(c) TAX LOSSES $000 $000

Unused United States tax losses for which

no deferred tax asset has been recognised 35,745 33,647

Potential tax benefit @ 25.0% 8,936 10,094

Unused New Zealand tax losses for which

no deferred tax asset has been recognised 2,651 2,708

Potential tax benefit @ 28.0% 742 758

The unused tax losses incurred in the United States and New Zealand are available indefinitely for offsetting

against future taxable profits of the countries in which the losses arose. Deferred tax assets have not been

recognised in respect of these losses as it is unknown when the New Zealand losses may be used to offset

taxable profits and the United States losses are not expected to be used.

72 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
NOTES 2020 2019

$000 $000

Financial assets

Cash and cash equivalents 8(a) 11,204 7,923

Trade receivables 8(b) 35,733 36,641

46,937 44,564

Total current financial assets 36,210 37,579

Total non-current financial assets 10,727 6,985

46,937 44,564

Financial liabilities at amortised cost

Trade and other payables 8(d) 64,472 44,548

Borrowings 8(e) 10,681 32,704

Lease liabilities 10(b) 158,012 -

Derivative financial instruments used for hedging 13(a) 34 468

233,199 77,720

Total current financial liabilities 106,670 45,016

Total non-current financial liabilities 126,529 32,704

233,199 77,720

The Group’s exposure to various risks associated with the financial instruments is discussed in Note 13. The

maximum exposure to credit risk at the end of the reporting year is the carrying amount of each class of

financial assets mentioned above.

Derivatives not designated as hedging instruments reflect the change in fair value of those foreign exchange

forward contracts that are not designated in hedge relationships, but are, nevertheless, intended to reduce

the level of foreign currency risk for expected sales and purchases.

Derivatives designated as hedging instruments reflect the change in fair value of foreign exchange forward

contracts, designated as cash flow hedges to hedge highly probable forecast purchases in US dollars (USD).

Debt instruments at amortised cost include trade receivables, trade payables and borrowings.

2020 2019

(a) CASH AND CASH EQUIVALENTS $000 $000

Current assets

Cash at bank and on hand 11,204 7,923

Interest rates for the bank accounts have been between 0.00% and 0.75% during the year (2019: between

0.00%and 1.15%).

2020 2019

(b) TRADE & OTHER RECEIVABLES Notes Current Non- Total Current Non- Total

current current

$000 $000 $000 $000 $000 $000

Trade receivables 3,432 - 3,432 4,822 - 4,822

Provision for expected credit loss (340) - (340) (409) - (409)

13(c)(ii) 3,092 - 3,092 4,413 - 4,413

In-house customer finance 14,576 11,021 25,597 20,145 7,337 27,482

Provision for expected credit loss (1,143) (294) (1,437) (928) (352) (1,280)

13(c)(i) 13,433 10,727 24,160 19,217 6,985 26,202

Sundry debtors 8,481 - 8,481 6,026 - 6,026

25,006 10,727 35,733 29,656 6,985 36,641

Further information relating to loans to related parties and key management personnel is set out in Note 18.

Notes to the financial statements cont.

Note 8 Financial assets and financial liabilities

The Group holds the following financial instruments:

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 73
(i) Trade receivables

Trade receivables from sales made to customers through third party credit providers are non-interest bearing

and are generally on 0-30 day terms.

(ii) In-house customer finance

In October 2012, Michael Hill launched an in-house customer finance program in the Canadian and United

States markets. The terms available to customers range from an interest bearing revolving line of credit through

to interest free terms of between 6 and 40 months, although 12 to 18 months is the typical financing period.

The receivables from the in-house customer finance program are comprised of a large number of

transactions with no one customer representing a significant balance. The finance portfolio consists of

contracts of similar characteristics that are evaluated collectively for impairment. See Note 2(l)(i) for the

accounting policy regarding the provision for expected credit losses.

Sundry debtors

Sundry debtors relates to supplier credits, security deposits and other sundry receivables.

Effective interest rates

Other than in-house customer finance, all receivables are non-interest bearing. The majority of in-house

customer finance receivables are also non-interest bearing. In-house customer finance receivables are

recognised net of significant financing components.

(iii) Impairment and risk exposure

Information about the impairment of trade receivables and the Group’s exposure to credit risk and foreign

currency risk can be found in Note 13(b) and 13(c).

Only trade receivables and in-house customer finance contain impaired assets. The remaining classes

within trade and other receivables do not contain impaired assets and are not past due. Based on the credit

history of these other classes, it is expected that these amounts will be received when due.

(c) CHANGES IN LIABILITIES ARISING FROM FINANCING ACTIVITIES 2020 2019

$000 $000

Non-current interest-bearing loans and liabilities

Carrying amount at start of year 32,704 35,213

Outwards cash flows (92,300) (132,000)

Inwards cash flows 70,500 128,800

Foreign exchange movements (223) 691

Carrying amount at end of year 10,681 32,704

(d) TRADE AND OTHER PAYABLES 2020 2019

$000 $000

Current liabilities

Trade payables 28,982 22,592

Annual leave liability 7,7 5 8 8,480

Accrued expenses 1,131 3,102

Other payables 26,601 10,374

64,472 44,548

Trade payables and other payables are unsecured and are usually paid within 45 days of recognition.

The carrying amounts of trade and other payables are considered to be the same as their fair values, due to

their short-term nature.

2020 2019

(e) BORROWINGS Current Non- Total Current Non- Total

current current

$000 $000 $000 $000 $000 $000

Bank loans - 10,681 10,681 - 32,704 32,704

Total secured borrowings - 10,681 10,681 - 32,704 32,704

74 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 8 Financial assets and financial liabilities continued

The Group’s objectives when managing capital are to ensure sufficient liquidity to support its financial

obligations and execute the Group's operational and strategic plans. The Group continually assesses its

capital structure and makes adjustments to it with reference to changes in economic conditions and risk

characteristics associated with its underlying assets. The agreement with ANZ on 26 June 2018 was updated

to provide a $70,000,000 multi option borrowing facility in line with the business requirements of the Group.

At balance date, $46,248,000 was available (2019: $70,000,000), and of that, $10,681,000 was utilised (2019:

$32,704,000).

The Group also has access to various uncommitted credit facility lines serving working capital needs that,

at balance date, totalled $1,935,000 (2019: $1,955,000). No amounts were drawn under these credit facility

lines as at balance date.

(f) RECOGNISED FAIR VALUE MEASUREMENTS

Fair value hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial

instruments that are recognised and measured at fair value in the financial statements. To provide an indication

about the reliability of the inputs used in determining fair value, the Group has classified its financial instruments

into the three levels prescribed under the accounting standards. An explanation of each level follows underneath

the table.

Recurring fair value measurements

Notes Level 1 Level 2 Level 3 Total

at 28 June 2020 $000 $000 $000 $000

Financial liabilities

Derivatives used for hedging

- Interest rate swaps 13(a) - 34 - 34

Total financial liabilities - 34 - 34

Recurring fair value measurements

at 30 June 2019

Financial liabilities

Derivatives used for hedging

- Foreign exchange contracts 13(a) - 145 - 145

- Interest rate swaps 13(a) - 323 - 323

Total financial liabilities - 468 - 468

There were no transfers between levels during the year.

The Group’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end

of the reporting period.

Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives,

and trading and available-for-sale securities) is based on quoted market prices at the end of the

reporting period. The quoted market price used for financial assets held by the Group is the current

bid price. These instruments are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-

counter derivatives) is determined using valuation techniques which maximise the use of observable

market data and rely as little as possible on entity-specific estimates. If all significant inputs required

to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is

included in level 3. This is the case for unlisted equity securities.

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 75
Note 9 Non-financial assets and liabilities

This note provides information about the Group's non-financial assets and liabilities, including:

(a) INVENTORIES 2020 2019

$000 $000

Raw materials 6,313 6,732

Finished goods 174,758 176,670

Packaging and other consumables 3,335 2,033

Provision for impairment (5,664) (5,932)

178,742 179,503

All inventories are held at the lower of cost or net realisable value.

(b) PROPERTY, PLANT & EQUIPMENT


Plant and Fixtures and Motor Leasehold Display Total

equipment fittings vehicles improvements materials

$000 $000 $000 $000 $000 $000

At 1 July 2018

Cost or fair value 38,744 34,667 569 81,642 13,958 169,580

Accumulated depreciation (25,851) (23,100) (316) (46,423) (7,224) (102,914)

Net book amount 12,893 11,567 253 35,219 6,734 66,666

Year ended 30 June 2019

Opening net book amount 12,893 11,567 253 35,219 6,734 66,666

Exchange differences 284 256 5 1,373 214 2,132

Additions 2,618 1,695 - 4,952 1,488 10,753

Additions - make good - - - 1,794 - 1,794

Disposals (762) (24) (59) (20) (46) (911)

Transfers 13 - - (13) - -

Depreciation charge (3,929) (3,500) (110) (7,429) (1,964) (16,932)

Impairment loss (i) (211) (12) - (64) (2) (289)

Closing net book amount 10,906 9,982 89 35,812 6,424 63,213

At 30 June 2019

Cost or fair value 32,867 33,153 366 85,774 15,449 167,609

Accumulated depreciation (21,961) (23,171) (277) (49,962) (9,025) (104,396)

Net book amount 10,906 9,982 89 35,812 6,424 63,213

Year ended 28 June 2020

Opening net book amount 10,906 9,982 89 35,812 6,424 63,213

Adjustment for change in

accounting policy - - - (2,653) - (2,653)

Exchange differences (48) (52) - (265) 19 (346)

Additions 1,852 1,819 - 1,376 1,065 6,112

Additions - make good - - - 1,757 - 1,757

Disposals (190) (119) (38) (240) (131) (718)

Transfers 90 253 - (346) - (3)

Depreciation charge (3,617) (3,373) (35) (6,540) (1,919) (15,484)

Impairment loss (i) (738) (404) - (2,016) (3,315) (6,473)

Closing net book amount 8,255 8,106 16 26,885 2,143 45,405

At 28 June 2020

Cost 32,831 34,431 47 78,164 15,197 160,670

Accumulated depreciation

and impairment (24,576) (26,325) (31) (51,279) (13,054) (115,265)

Net book amount 8,255 8,106 16 26,885 2,143 45,405

76 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 9 Non-financial assets and liabilities continued

(i) Impairment loss

As per the Group's accounting policies, the Group impairs assets where the recoverable amount is less than

the carrying amount. This also includes assets held at stores facing closure. Any assets held at an impaired

store that are able to redeployed throughout the Group are not impaired.

Impairment indicators were identified due to the impact of COVID-19 which resulted in temporary

store closures and reduction in sales. The Group treats each store as a separate cash-generating unit for

impairment testing of property, plant and equipment and right of use assets. Key assumptions used in

calculating the Value in Use for impairment assessment purposes factor in any immediately visible impact on

store sales and performance from COVID-19 as disclosed in Note 3(a).

(ii) Depreciation methods and useful lives

Depreciation is calculated using the straight-line method to allocate the cost or revalued amounts of the

assets, net of their residual values, over their estimated useful lives or, in the case of leasehold improvements

and certain leased plant and equipment, the shorter lease term as follows:

• Plant and equipment 5 - 6 years

• Motor vehicles 3 - 5 years

• Fixtures and fittings 6 - 10 years

• Leasehold improvements 6 - 10 years

• Display material 6 - 10 years


Patents, Computer Total

trademarks and software

(c) INTANGIBLE ASSETS other rights

$000 $000 $000

At 1 July 2018

Cost 79 28,941 29,020

Accumulated amortisation - (16,394) (16,394)

Net book amount 79 12,547 12,626

Year ended 30 June 2019

Opening net book amount 79 12,547 12,626

Exchange differences - 6 6

Additions - 5,381 5,381

Disposals - (140) (140)

Amortisation charge - (2,434) (2,434)

Closing net book amount 79 15,360 15,439

At 30 June 2019

Cost 79 30,852 30,931

Accumulated amortisation - (15,492) (15,492)

Net book amount 79 15,360 15,439

Year ended 28 June 2020

Opening net book amount 79 15,360 15,439

Additions - 11,241 11,241

Category transfers - 3 3

Impairment charge - (3) (3)

Amortisation charge - (2,251) (2,251)

Closing net book amount 79 24,350 24,429

At 28 June 2020

Cost 79 39,383 39,462

Accumulated amortisation - (15,033) (15,033)

Net book amount 79 24,350 24,429

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 77
(d) DEFERRED TAX BALANCES 2020 2019

$000 $000

Deferred tax assets

The balance comprises temporary differences attributable to:

Doubtful debts 485 450

Fixed assets and intangibles 8,190 5,655

Intangible assets from intellectual property transfer 22,723 24,593

Deferred expenditure (478) (601)

Prepayments (19) (21)

Deferred service revenue 235 4,223

Unearned income - 1,738

Leases 7,487 -

Provisions 20,757 16,926

Unrealised foreign exchange losses (317) (156)

Sundry items (511) 989

Inventories 15,916 13,912

Net deferred tax assets 74,468 67,708

Expected settlement:

Deferred tax assets expected to be recovered within 12 months 39,585 31,180

Deferred tax assets expected to be recovered after more than 12 months 34,883 36,528

74,468 67,708

Movements:

Opening balance at 1 July 67,708 68,022

Credited / (charged) to the income statement 957 (356)

Adjustment on adoption of AASB 16 5,375 -

Prior year adjustment 755 (369)

Foreign exchange differences (327) 411

Closing balance at 30 June 74,468 67,708

(e) CURRENT TAX RECEIVABLES 2020 2019

$000 $000

Current tax receivables 3,165 2,295

(f) CURRENT TAX LIABILITIES

Current tax liabilities 1,445 1,367


2020 2019

(g) PROVISIONS Non- Non-

Current current Total Current current Total

$000 $000 $000 $000 $000 $000

Employee benefits (i) 20,599 1,776 22,375 28,140 2,069 30,209

Assurance-type warranties (i) 1,405 - 1,405 1,674 - 1,674

Make good provision (i) 260 6,563 6,823 133 4,878 5,011

Restructuring costs (i) 2,325 - 2,325 1,014 - 1,014

Diamond warranty (i) 360 - 360 480 - 480

24,949 8,339 33,288 31,441 6,947 38,388

78 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 9 Non-financial assets and liabilities continued

(i) Information about individual provisions and significant estimates

Employee benefits

Employee benefits includes provision for long service leave, revaluation of employee benefits in New Zealand and

the provision for remediation. Provisions are measured at the present value of management's best estimate of the

expenditure required to settle the present obligation at the end of the reporting year.

The liability for long service leave is measured as the present value of expected future payments to be made

in respect of services provided by employees up to the reporting date using the projected unit credit method.

Consideration is given to expected future wage and salary levels, experience of employee departures and periods

of service. Expected future payments are discounted using market yields at the reporting date on corporate bonds

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

Assurance-type warranties

Provision is made for the estimated sale returns for the Group's return policies, being 12 month guarantee on the

quality of workmanship and the 3 year watch guarantee. In addition, all Michael Hill watches sold before 30 June

2018 included a lifetime battery replacement guarantee. Management estimates the provision based on historical

sale return information and any recent trends that may suggest future claims could differ from historical amounts.

Make good provision

The Group has an obligation to restore certain leasehold sites to their original condition upon store closure

or relocation. This provision represents the present value of the expected future make good commitment.

Amounts charged to the provision represent both the cost of make good costs incurred and the costs

incurred which mitigate the final liability prior to the closure or relocation.

Restructuring

A provision has been raised for the estimated staffing exit costs from business structure changes.

Restructuring provisions are recognised only when the Group has a constructive obligation, which is when:

• there is a detailed formal plan that identifies the business or part of the business concerned, the location

and number of employees affected, the detailed estimate of the associated costs, and the timeline; and

• the employees affected have been notified of the plan’s main features.

Diamond warranty

Provision is made for the estimated costs for the Group's diamond warranty offered with the purchase of

selected diamond jewellery lines. Management estimates the provision based on costs incurred in recent

years and will review the adequacy of the provision each reporting date as more data becomes available.

(ii) Movements in provisions

Movements in each class of provision during the financial year are set out below:

Employee Restructuring Returns Make good Diamond

benefits obligations provision provision warranty Total

$000 $000 $000 $000 $000 $000

Carrying amount at start of year 30,209 1,014 1,674 5,011 480 38,388

Additional provisions recognised 1,940 1,995 1,405 2,280 - 7,620

Amounts incurred and charged (9,773) (682) (1,663) (441) (120) (12,679)

Exchange differences (1) (2) (11) (27) - (41)

Carrying amount at end of year 22,375 2,325 1,405 6,823 360 33,288


2020 2019

(h) DEFERRED REVENUE Non- Non-

Current current Total Current current Total

$000 $000 $000 $000 $000 $000

Lease incentive income - - - 962 1,847 2,809

Sundry deferred revenue 367 - 367 290 - 290

367 - 367 1,252 1,847 3,099

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 79
Note 10 Leases

This note provides information for leases where the Group is a lessee.

(a) RIGHT-OF-USE ASSETS 2020

$000

Right-of-use assets

Right-of-use assets 162,380

Less: Accumulated impairment (815)

Less: Accumulated depreciation (37,654)

123,911

Reconciliation of right-of-use assets

Opening right-of-use asset on adoption of AASB 16 on 1 July 2019 142,833

Additional right-of-use assets relating to leases

entered into during the year 21,702

Lease modifications agreed during the year (126)

Depreciation (37,876)

Reduction in right-of-use assets as a consequence

of COVID-19 on rent concessions (2,033)

Impairment of right-of-use assets (815)

Foreign currency translation 226

Balance at 28 June 2020 123,911

(b) LEASE LIABILITIES 2020

$000

Lease liabilities

Current 42,164

Non-current 115,848

158,012

Reconciliation of lease liabilities

Opening lease liabilities recognised on adoption

of AASB 16 on 1 July 2019 166,322

Additional leases entered into during the year 21,671

Lease modifications during the year 14

Reduction in right-of-use assets as a consequence

of COVID-19 on rent concessions (2,033)

Interest accrued 7,628

Lease repayments (35,520)

Foreign currency translation (70)

Balance at 28 June 2020 158,012

The incremental borrowing rate used in determining the lease liability ranged between 1.85% and 6.95%.

(c) IMPAIRMENT LOSS

As per the Group's accounting policies, the Group impairs assets where the recoverable amount is less than

the carrying amount.

80 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 11 Contributed equity

2020 2019 2020 2019


Shares Shares $000 $000

(a) SHARE CAPITAL

Ordinary shares - fully paid 387,769,105 387,750,000 11,016 10,984

Total share capital 387,769,105 387,750,000 11,016 10,984

(i) Movements in ordinary shares: Notes No. of shares $000

Opening balance 1 July 2018 387,4 38,513 10,266

Options forfeited 11(a)(ii) - 228

Rights converted 11(a)(iii) 311,487 490

Balance 30 June 2019 387,750,000 10,984

Rights converted 11(a)(iii) 19,105 32

Balance 28 June 2020 387,769,105 11,016

(ii) Ordinary shares

Ordinary shares entitle the holder to participate in dividends, and to share in the proceeds of winding up the

Company in proportion to the number of and amounts paid on the shares held.

On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled

to one vote, and on a poll each share is entitled to one vote.

(iii) Options

Information relating to the Michael Hill International Employee Option Plan, including details of options issued,

exercised and lapsed during the financial year and options outstanding at the end of the financial year, is set

out in Note 19(a).

(iv) Rights issue

Information relating to share rights issued under the Company's deferred compensation plan, including details

of rights issued, exercised and lapsed during the financial year and rights outstanding at the end of the

financial year, is set out in Note 19(b).

(b) RESERVES AND RETAINED PROFITS

Nature and purpose of other reserves

Cash flow hedges

The hedging reserve is used to record gains or losses on derivatives that are designated and qualify as cash

flow hedges and that are recognised in other comprehensive income, as described in Note 2(m). Amounts are

reclassified to profit or loss when the associated hedged transaction affects profit or loss.

Share-based payments

The share-based payments reserve is used to recognise the value of equity-settled share-based payments

provided to employees, including key management personnel, as part of their remunerations. Refer to Note

19 for further details of these plans.

Foreign currency translation

Exchange differences arising on translation of the foreign controlled entity are recognised in other

comprehensive income as described in Note 2(d) and accumulated in a separate reserve within equity. The

cumulative amount is reclassified to profit or loss when the net investment is disposed of.

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 81
NOTES 2020 2019

Note 12 Cash flow information

$000 $000

Reconciliation of profit after income tax to

net cash inflow from operating activities

Profit for the year 3,059 16,498

Adjustment for:

Depreciation of property, plant and equipment 6(b) 15,484 16,932

Depreciation of right-of-use asset 37,876 -

Amortisation 6(b) 2,251 2,434

Impairment - property, plant and equipment 6,473 289

Impairment - other assets 1,579 1,823

Impairment - intangibles 3 -

Non-cash employee benefits expense - share-based payments (25) 106

Make good interest (228) (8)

Net loss on sale of non-current assets 442 619

Net exchange differences 1,143 (9)

Change in operating assets and liabilities:

(Increase) / decrease in trade and other receivables 1,490 (8,419)

(Increase) / decrease in inventories (206) 12,102

(Increase) / decrease in deferred tax assets (1,430) 227

(Increase) / decrease in other non current assets 2,324 (309)

(Increase) / decrease in other current assets 89 896

(Decrease) / increase in trade and other payables 12,987 (485)

(Decrease) / increase in current tax liabilities 8,509 (3,517)

(Decrease) / increase in provisions (6,121) (110)

(Decrease) / increase in deferred revenue (2,000) (100)

Net cash inflow from operating activities 83,699 38,969

RISK

This section of the notes discusses the Group’s exposure to various

risks and shows how these could affect the Group’s financial position

and performance.

Note 13 Financial risk management page 82

Note 14 Capital management page 87

82 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 13 Financial risk management

The Group's activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk

and price risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpre-

dictability of financial markets and seeks to minimise potential adverse effects on the financial performance of

the Group. The Group uses derivative financial instruments such as foreign exchange contracts and interest rate

swaps to hedge certain risk exposures. Derivatives are exclusively used for hedging purposes, i.e. not as trading

or other speculative instruments. The Group uses different methods to measure different types of risk to which it

is exposed. These methods include sensitivity analysis in the case of interest rate and foreign exchange risks and

aging analysis for credit risk.

Risk

Market risk - foreign

exchange

Market risk - interest rate

Credit risk

Liquidity risk

Exposure arising from

Future commercial transactions

Recognised financial assets and

liabilities not denominated in AUD

Long-term borrowings at variable rates

Cash and cash equivalents and

trade receivables

Borrowings and other liabilities

Measurement

Cash flow

forecasting

Sensitivity analysis

Sensitivity analysis

Aging analysis

Rolling cash flow

forecasts

Management

Forward foreign

exchange contracts

Interest rate swaps

Diversification of bank

deposits, credit limits

and letters of credit

Availability of

committed credit lines

and borrowing facilities

The Group's overall risk management program includes a focus on financial risk including the unpredictability of

financial markets and foreign exchange risk.

The policies are implemented by the central finance function that undertakes regular reviews to enable

prompt identification of financial risks so that appropriate actions may be taken.

(a) DERIVATIVES

The Group is exposed to certain risks relating to its ongoing business operations. The primary risks managed

using derivative instruments are foreign currency risk and interest rate risk.

The Group’s risk management strategy and how it is applied to manage risk are explained below.

(i) Classification of derivatives

Derivatives are only used for economic hedging purposes and not as speculative investments. However, where

derivatives do not meet the hedge accounting criteria, they are classified as ‘held for trading’ for accounting

purposes and are accounted for at fair value through profit or loss. They are presented as current assets or

liabilities to the extent they are expected to be settled within 12 months after the end of the reporting year.

The Group’s accounting policy for its cash flow hedges is set out in Note 2(m). Further information about

the derivatives used by the Group is provided in Note 13(b) below.

Derivatives not designated as hedging instruments

The Group uses foreign currency-denominated borrowings and foreign exchange forward contracts to

manage some of its transaction exposures. The foreign exchange forward contracts are not designated as

cash flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying

transactions, generally from one to six months.

(ii) Fair value measurements

For information about the methods and assumptions used in determining the fair value of derivatives please

refer to Note 8(f).

(iii) Hedging reserves

The Group’s hedging reserves are disclosed in the statement of changes in equity.

There were no reclassifications from the cash flow hedge reserve to profit or loss during the year in

relation to the foreign currency forwards and options.

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 83
(iv) Amounts recognised in profit or loss

In addition to the amounts disclosed in the reconciliation of hedging reserves above, the following amounts

were recognised in profit or loss in relation to derivatives:

2020 2019


$000 $000

Net foreign exchange gain/(loss) included in other gains/(losses) 69 92

Hedge ineffectiveness

Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic

prospective effectiveness assessments to ensure that an economic relationship exists between the hedged

item and hedging instrument.

For hedges of interest rate risk, the Group enters into hedge relationships where the critical terms of

the hedging instrument match exactly with the terms of the hedged item. The Group therefore performs a

qualitative assessment of effectiveness. If changes in circumstances affect the terms of the hedged item

such that the critical terms no longer match exactly with the critical terms of the hedging instrument, the

Group uses the hypothetical derivative method to assess effectiveness. It may occur due to:

• the credit value/debit value adjustment on the interest rate swaps which is not matched by the loan, and

• differences in critical terms between the interest rate swaps and loans.

There was no recognised ineffectiveness during 2020 or 2019 in relation to the interest rate swaps.

(b) MARKET RISK

(i) Foreign exchange risk

Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities that are

denominated in a currency that is not the entity’s functional currency and net investments in foreign operations.

The Group operates internationally and is exposed to foreign exchange risk arising from various currency

exposures. Where it considers appropriate, the Group enters into forward foreign exchange contracts to buy

specified amounts of various foreign currencies in the future at a pre-determined exchange rate.

Exposure

The Group's exposure to foreign currency risk at the end of the reporting year, expressed in transactional currency,

was as follows:

28 June 2020 30 June 2019

USD NZD CAD USD NZD CAD

$000 $000 $000 $000 $000 $000

Cash and cash equivalents 36 64 43 16 33 28

Trade receivables 500 - - 1,590 2 -

Trade payables 7,539 - 2 1,567 - 113

Forward exchange contracts:

Buy foreign currency (cash flow hedges) - - - 12,000 - -

Sensitivity

The Group's principal foreign currency exposures arise from trade payables and receivables outstanding at

year end.

Most trade payables are repaid within 45 days so there is minimal equity impact arising from foreign

currency exposures. The below calculations are the impact on the Mark to Market (MTM) for the Foreign

Exchange Contracts (FEC) hedged. These are not designated as cash flow hedges, therefore the impact

will be on pre-tax profit.

Impact on pre-tax profit Impact on other

components of equity

2020 2019 2020 2019

$000 $000 $000 $000

US$ Trade payables

us$ exchange rate - increase 10%* 1,680 - - 1,697

us$ exchange rate - decrease 10%* (2,205) - - (1,752)

84 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
(ii) Cash flow and fair value interest rate risk

The Group's main interest rate risk arises from long-term borrowings and cash. Borrowings issued at variable

rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to

fair value interest rate risk. Group policy is to maintain fixed interest cover of between 50% and 100% of core

debt up to 12 months, between 50% and 75% of core debt between 1 and 3 years, and between 25% and

50% of core debt between 3 and 5 years.

To manage variable interest rate borrowings risk, the Group enters into interest rate swaps in which the

Group agrees to exchange, at specified intervals, the difference between fixed and variable rate interest

amounts calculated by reference to an agreed-upon notional principal amount.

The interest rate derivatives require settlement of net interest receivable or payable each 30 days and

are settled on a net basis.

The exposure of the Group’s borrowings to interest rate changes and the contractual re-pricing dates of

the borrowings at the end of the reporting year are as follows:

2020 2019

% of total % of total

$000 loans $000 loans

Variable rate borrowings 10,681 100.0% 32,704 100.0%

An analysis by maturities is provided in Note 13(d) below. The percentage of total loans shows the proportion

of loans that are currently at variable rates in relation to the total amount of borrowings.

Instruments used by the group

Swaps in place cover approximately 46.8% (2019: 76.4%) of the variable rate principal outstanding.

As at the end of the reporting year, the Group had the following variable rate borrowings and interest rate

swap contracts outstanding:

28 June 2020 30 June 2019

Weighted Balance Weighted Balance

average average

interest rate interest rate

% $000 % $000

Bank overdrafts and bank loans 1.88% 10,681 2.54% 32,704

Interest rate swaps (notional principal amount) 4.63% 5,000 3.91% 25,000

Net exposure to cash flow interest rate risk 5,681 7,704

An analysis by maturities is provided in note 13(d) below. The percentage of total loans shows the proportion

of loans that are currently at variable rates in relation to the total amount of borrowings.

Amounts recognised in profit or loss and other comprehensive income

The cash flow hedges were assessed to be highly effective. Fair value adjustments are included in Derivative

financial instruments.

Sensitivity

Profit or loss is sensitive to higher/lower interest income from cash and cash equivalents as a result of changes

in interest rates. Other components of equity change as a result of an increase/decrease in the fair value of the

cash flow hedges of borrowings. All other non-derivative financial liabilities have a contractual maturity of less

than 6 months.

Impact on post-tax profit Impact on other

components of equity

2020 2019 2020 2019

$000 $000 $000 $000

Interest rates - increase by 100 basis points (100 bps)* (107) (109) (15) (2)

Interest rates - decrease by 100 basis points (100 bps)* 107 109 (36) 2

* Holding all other variables constant, this represents the impact of the interest rate swaps held at the end of

the reporting period and variable borrowings if the interest rate was to increase or decrease by 10%.

Notes to the financial statements cont.

Note 13 Financial risk management continued

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 85
(c) CREDIT RISK

Credit risk is managed on a Group basis and refers to the risk of a counterparty failing to discharge an obligation.

In the normal course of business, the Group incurs credit risk from trade receivables and transactions with

financial institutions. The Group places its cash and short term deposits with only high credit quality financial

institutions. Sales to retail customers are required to be settled via cash, major credit cards or passed onto

various credit providers in each country.

(i) Credit quality and impaired in-house customer finance

In-house customer finance was established in Canada in October 2012. Customer credit risk is managed

subject to the Group's established policy, procedures and control relating to customer credit risk management.

Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit

limits are defined in accordance with this assessment.

An impairment analysis is performed at each reporting date. The maximum exposure to credit risk is the

carrying value of in-house customer finance program as disclosed in note 8(b)(ii). The Group does not hold

collateral as security. The Group evaluates the concentration of risk with respect to trade receivables as low.

2020 2019

The credit quality and ageing of these receivables is as follows:

$000 $000

Performing:

Current, aged 0 - 30 days 24,651 26,511

Past due, aged 31 - 90 days 491 508

Non performing:

Past due, aged more than 90 days 455 463

25,597 27,482

Movements in the provision for in-house customer finance

receivables impairment loss were as follows: 2020 2019


$000 $000

Opening balance 1,280 1,430

Amounts written off (2,093) (2,263)

Additional provisions recognised 2,270 2,028

Exchange differences (20) 85

1,437 1,280

(ii) Impaired trade receivables

The ageing of these receivables is as follows: 2020 2019


$000 $000

0 - 30 days 3,027 3,677

31 - 60 days 199 574

61 - 90 days (2) 171

91 + days 208 400

3,432 4,822

The amount written off during the period amounted to $193,000 (2019: $615,000).

Movements in the provision for impairment of trade receivables

that are assessed for impairment collectively are as follows: 2020 2019


$000 $000

At 1 July 409 819

Amounts written off (193) (615)

Additional provisions recognised 125 201

Exchange differences (1) 4

At 28 June 340 409

86 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
(d) LIQUIDITY RISK

The Group maintains prudent liquidity risk management with sufficient cash and marketable securities and

the availability of funding through an adequate amount of committed credit facilities.

(i) Financing arrangements

The Group’s objectives when managing capital are to ensure sufficient liquidity to support its financial

obligations and execute the Group's operational and strategic plans. The Group continually assesses its capital

structure and makes adjustments to it with reference to changes in economic conditions and risk characteris-

tics associated with its underlying assets. The agreement with ANZ on 26 June 2018 was updated to provide a

$70,000,000 multi option borrowing facility in line with the business requirements of the Group and the facility

limit available was reduced in line with rents unpaid. At balance date, $46,248,000 was available. The Group

had access to the following undrawn borrowing facilities at the end of the reporting year:

2020 2019


$000 $000

Floating rate

Expiring beyond one year (bank overdrafts) 1,935 1,955

Expiring beyond one year (bank loans) 46,248 32,704

48,183 34,659

(ii) Maturities of financial liabilities

The tables below analyse the Group's financial liabilities into relevant maturity groupings based on their

contractual maturities for:

• all non-derivative financial liabilities, and

• net and gross settled derivative financial instruments for which the contractual maturities are essential for

an understanding of the timing of the cash flows.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12

months equal their carrying balances as the impact of discounting is not significant. For interest rate swaps

the cash flows have been estimated using forward interest rates applicable at the end of the reporting year.


Less than


6 - 12 Between Between Over Total

Contractual maturities


6 months


months 1 and 2 2 and 5 5 years contractual

of financial liabilities years years cash flows

$000 $000 $000 $000 $000 $000

At 28 June 2020

Non-derivatives

Lease liabilities 10,065 1,168 9,954 59,411 77,414 158,012

Trade payables 64,964 - - - - 64,964

Borrowings - - 10,681 - - 10,681

Total non-derivatives 75,029 1,168 20,635 59,411 77,414 233,657

Derivatives

Gross settled (forward foreign

exchange contracts) 69 - - - - 69

Net settled (interest rate swaps) 34 - - - - 34

103 - - - - 103

At 30 June 2019

Non-derivatives

Trade payables 44,548 - - - - 44,548

Borrowings - - 32,704 - - 32,704

Total non-derivatives 44,548 - 32,704 - - 77,252

Derivatives

Gross settled (forward foreign

exchange contracts) 145 - - - - 145

Net settled (interest rate swaps) 52 158 113 - - 323

197 158 113 - - 468

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 87

2020 2019

$000 $000


5,817 9,679


5,816 9,686

11,633 19,365



- 5,816

Note 14 Capital management

(a) RISK MANAGEMENT

The Group's objectives when managing capital are to:

• safeguard its ability to continue as a going concern, so that it can continue to provide returns for shareholders

and benefits for other stakeholders, and

• maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to

shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

There are a number of external bank covenants in place relating to debt facilities. These covenants are

calculated and reported to the bank quarterly. The principal covenants relating to capital management are

the EBIT fixed cover charge ratio, consolidated debt to EBITDA, consolidated debt to capitalisation, and

consolidated debt to inventory. There have been no breaches of these covenants and the Group continues

to collaborate with the external financing partners as required.

(b) DIVIDENDS

(i) Ordinary shares

Final dividend for the year ended 30 June 2019 of 1.5¢ (2018: 2.5¢)

fully paid share paid on 27 September 2019 (2019: 28 September 2018).

Interim dividend for the year ended 28 June 2020 of 1.5¢ (2019: 2.5¢)

deferred for payment (2019: 27 March 2019)*.

* Interim dividend for the year ended 28 June 2020 of 1.5¢ was declared. Subsequent to the shares trading

ex dividend, but prior to payment date, the interim dividend payment was deferred to 30 September 2021.

(ii) Dividends not recognised at the end of the reporting period

No final dividend has been declared by the Directors for the year ended

28 June 2020 (2019: au1.5¢).

* This will be declared as conduit foreign income, therefore Australian withholding tax will not be deducted

from the dividend payment for foreign (non-Australian tax resident) shareholders.

(iii) Franking and imputation credits 2020 2019



$000 $000

Franking credits available for subsequent reporting periods based on

a tax rate of 30.0% (2019: 30.0%) 2,174 1,487

Imputation credits (NZ$) available for subsequent reporting periods

based on the New Zealand tax rate of 28.0% (2019: 28.0%) 18,474 17,885

The dividend paid during the current financial period and corresponding previous financial period were fully

imputed and not franked.

The above franking credit amounts represent the balance of the franking account as at the end of the

financial year, adjusted for franking credits that will arise from the payment and refund of income tax payable.

The above imputation credit amounts represent the balance of the imputation account as at the end of the

financial year, adjusted for imputation credits that will arise from the payment and refund of income tax payable.

The declared interim dividend, which has been deferred, was unfranked and therefore will not reduce the

franking account.

The impact on the imputation credit account of the interim dividend declared but deferred is estimated to

be a reduction in the imputation credit account of nz$2,418,000 (2019: nz$2,381,000). The amount of imputation

credits is dependant on the NZD exchange rate at the time of the dividend.

88 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 15 Interests in other entities

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in

accordance with the accounting policy described in Note 2(b):

Country of Ownership interest

Name of entity Incorporation held by the group

2020 % 2019 %

Michael Hill Jeweller (Australia) Pty Limited Australia 100 100

Michael Hill Wholesale Pty Limited Australia 100 100

Michael Hill Manufacturing Pty Limited Australia 100 100

Michael Hill Franchise Pty Limited Australia 100 100

Michael Hill Franchise Services Pty Limited Australia 100 100

Michael Hill Finance (Limited Partnership) Australia 100 100

Michael Hill Group Services Pty Limited Australia 100 100

Michael Hill Charms Pty Limited Australia 100 100

Michael Hill Online Pty Limited Australia 100 100

Emma & Roe Pty Limited Australia 100 100

Medley Jewellery Pty Ltd (formally Emma & Roe Online Pty Ltd) Australia 100 100

Durante Holdings Pty Limited Australia 100 100

Michael Hill New Zealand Limited New Zealand 100 100

Michael Hill Jeweller Limited New Zealand 100 100

Michael Hill Finance (NZ) Limited New Zealand 100 100

Michael Hill Franchise Holdings Limited New Zealand 100 100

MHJ (US) Limited New Zealand 100 100

Emma & Roe NZ Limited New Zealand 100 100

Michael Hill Online Holdings Limited New Zealand 100 100

Michael Hill Jeweller (Canada) Limited Canada 100 100

Michael Hill LLC United States 100 100

Note 16 Contingent liabilities and contingent assets

(a) CONTINGENT LIABILITIES

The Group had contingent liabilities in respect of guarantees to bankers and other financial institutions in

respect of the New Zealand stock exchange at 28 June 2020 of $33,000 (30 June 2019: $137,000).

From time to time, Companies within the Group are party to various legal actions as well as inquiries from

regulators and government bodies that have arisen in the normal course of business. The Directors have given

consideration to such matters which are or may be subject to claims or litigation at year end and are of the

opinion that that any liabilities arising over and above already provided in the financial statements from such

action would not have a material effect on the Group's financial performance.

The Group is not aware of any significant events occurring subsequent to balance date that have not

been disclosed.

(b) CONTINGENT ASSETS

The Group has no material contingent assets existing as at balance date.

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 89
Note 17 Events occurring after the reporting period

No other matters or circumstances have occurred subsequent to year end that has significantly affected, or may

significantly affect, the operations of the Group, the results of those operations or the state of affairs of the Group

or economic entity in subsequent financial years.

Note 18 Related party transactions

(a) SUBSIDIARIES

The ultimate parent and controlling entity of the Group is Michael Hill International Limited. Interests in subsidiaries

are set out in Note 15.

(b) KEY MANAGEMENT PERSONNEL COMPENSATION 2020 2019

$ $

Short-term employee benefits 1,997,383 2,164,448

Long-term benefits 20,632 37,696

Post-employment benefits 76,443 91,183

Share-based payments 27,740 93,600

2,122,198 2,386,927

Detailed remuneration disclosures are provided in the remuneration report on pages 37 to 45.

(c) TRANSACTIONS WITH OTHER RELATED PARTIES

The following transactions occurred with related parties:

2020 2019

$ $

Sales and purchases of goods and services

Services rendered for graphic design of the annual report

by a related party of board members 13,945 13,225

All transactions with related parties were in the normal course of business and provided on commercial terms.

Further details regarding the Consulting Agreement with a Director is included within the Director's Report

Service contracts.

90 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 19 Share-based payments

(a) EMPLOYEE OPTION PLAN

Options are granted from time to time at the discretion of Directors to senior executives within the

Group. Motions to issue options to related parties of Michael Hill International Limited are subject to the

approval of shareholders at the Annual General Meeting in accordance with the Company's constitution.

Options are granted under the plan for no consideration. Options are granted for a ten year period

and are exercisable at any time during the final five years.

Options granted under the plan carry no dividend or voting rights. When exercisable, each option

is convertible into one ordinary share.

The exercise price of the options previously granted was set at 30% above the weighted average price

at which the Company's shares were traded on the New Zealand Stock Exchange for the calendar month

following the announcement by the Group to the New Zealand Stock Exchange of its annual results.

The exercise price of any future option grants will be set using the same method, with reference to

the Australian Securities Exchange.

Set out below are summaries of options granted under the plan:

2020 2019

Average Number of Average Number of

exercise price options exercise price options

per share per share option

As at 1 July NZD options 1.58 1,900,000 1.56 3,400,000

Forfeited during the year 1.60 (800,000) 1.53 (1,500,000)

As at 28 June NZD options 1.56 1,100,000 1.58 1,900,000

As at 1 July AUD options 1.56 600,000 1.78 400,000

Granted during the year - - 1.11 200,000

Forfeited during the year 1.56 (300,000) - -

As at 28 June AUD options 1.56 300,000 1.56 600,000

Share options outstanding at the end of the year have the following expiry dates and exercise prices:

Grant date Expiry date Exercise price Share options Share options

28 June 2020 30 June 2019

22 September 2009 30 September 2019 nz$0.94 - 100,000

17 September 2010 30 September 2020 nz$0.88 100,000 100,000

16 November 2011 30 September 2021 nz$1.16 100,000 100,000

19 September 2012 30 September 2022 nz$1.41 100,000 100,000

18 September 2013 30 September 2023 nz$1.82 100,000 100,000

29 November 2013 30 September 2023 nz$1.82 500,000 1,000,000

10 November 2014 30 September 2024 nz$1.63 100,000 200,000

5 October 2017 30 September 2027 au$1.44 100,000 200,000

22 September 2016 30 September 2026 au$2.12 100,000 200,000

22 January 2016 30 September 2025 nz$1.14 100,000 200,000

22 September 2018 30 September 2028 au$1.11 100,000 200,000

Total 1,400,000 2,500,000

The weighted average remaining contractual life of share options outstanding at the end of the period was

3.9 years (2019: 5.1 years).

The range of exercise prices for options outstanding at the end of the year was nz$0.88 - nz$1.82 and

au$1.11 - au$2.12. Refer to the table above for detailed information on each issue.

The exercise price will be converted to Australian dollars using the Reserve Bank of Australia exchange

rate on the day the option is exercised.

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 91
Fair value of options granted

The fair value at grant date for the options issued during the 2020 financial year were independently determined

using a Binomial option pricing model, which is an iterative model for options that can be exercised at times prior to

expiry. The model takes into account the grant date, exercise price, the expected life, the expiry date, the share

price at grant date, expected price volatility of the underlying share, the expected dividend yield and the risk-free

interest rate for the term of the option. The expected life assumes the option is exercised at the mid-point of the

exercise period, and reflects the ability to exercise early and the non-transferability of the option.

The expected price volatility is based on the historic volatility (based on the remaining life of the options),

adjusted for any expected changes to future volatility due to publicly available information.

No options were granted during the year ended 28 June 2020 (2019: 200,000).

(b) SHARE RIGHTS

The Company introduced a deferred compensation plan ("LTI") involving the granting of share rights to eligible

participants in 2016 and was approved by shareholders at the Company’s Annual General Meeting held on

31 October 2016.

Under the plan, a senior executive may be granted share rights by the Company. Each share right

represents a right to receive one ordinary share in the Company, subject to the terms and conditions of the

rules of the plan. An allocation of share rights is made to each eligible participant on an annual basis to a

value of 30% of the STI payment earned in the preceding year. The share rights progressively vest over a 3,

4 and 5 year period from the date of issue and are only retained on exiting the business in the event that the

participant is deemed a 'Good Leaver' pursuant to the LTI plan rules.

During the year, the Board agreed to grant 286,294 share rights to eligible participants of the deferred

compensation plan.

All share rights were issued on the basis that they are divided into three tranches and vest over 3, 4 and

5 years, respectively.

2020 average 2020 2019 average 2019

exercise price per Number of exercise price per Number of

share right $ rights share right $ rights

Outstanding as at 1 July 0.54 521,609 1.30 919,102

Granted 0.57 286,294 0.54 224,670

Vested 1.66 (19,105) 1.57 (311,487)

Forfeited - - 1.05 (310,676)

Outstanding at 28 June 0.81 788,798 0.54 521,609

In prior financial years, the number of share rights in each tranche is based on the prescribed dollar value for

each tranche divided by the volume weighted average share price ('VWAP') of Michael Hill International shares

over 5 trading days following the Michael Hill International shares trading on an ex-dividend basis.

Share rights issued during the 2020 financial year used the Black-Scholes model to determine the fair

value of share rights using the following inputs as at 28 June 2020:

2020 2019

27 Feb 2020 9 May 2019

Number of rights 286,294 224,670

Share price $0.68 $0.67

Annualised volatility 40% 40%

Expected dividend yield 6.50% 6.50%

Risk free rate 0.75% 1.50%

Fair value of share right $0.57 $0.54

(c) EXPENSES ARISING FROM SHARE-BASED PAYMENT TRANSACTIONS

2020 2019


$000 $000

Options issued under employee option plan - 11

Share rights issued under LTI plan 166 95

166 106

92 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 20 Remuneration of auditors

During the year the following fees were paid or payable for services provided by the auditor of the parent entity,

Michael Hill International Limited, its related practices and non-related audit firms:

2020 2019

Ernst & Young $ $

(i) Audit and other assurance services:

Audit and review of financial statements 535,506 477,223

(ii) Other services:

Advisory fees 10,050 127,512

Total remuneration of Ernst & Young Australia 545,556 604,735

Total auditors' remuneration 545,556 604,735

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 93
Note 21 Earnings per share 2020 2019

(a) BASIC EARNINGS PER SHARE

Earnings per share for profit attributable to

the ordinary equity holders of the Company 0.79¢ 4.26¢

(b) DILUTED EARNINGS PER SHARE

Diluted earnings per share for profit attributable to

the ordinary equity holders of the Company 0.79¢ 4.25¢

(c) RECONCILIATION OF EARNINGS USED 2020 2019


IN CALCULATING EARNINGS PER SHARE

$000 $000

Basic earnings per share

Profit attributable to the ordinary equity holders of the

Company used in calculating basic earnings per share 3,059 16,498

Diluted earnings per share

Profit from continuing operations attributable to

the ordinary equity holders of the Company 3,059 16,498

(d) WEIGHTED AVERAGE NUMBER OF SHARES

2020 2019

USED AS THE DENOMINATOR Number Number

Weighted average number of ordinary shares used as

the denominator in calculating basic earnings per share 387,766,481 387,483,743

Adjustments for calculation of diluted earnings per share:

Share rights 574,013 854,613

Weighted average number of ordinary and potential ordinary shares

used as the denominator in calculating diluted earnings per share 388,340,494 388,338,356

(e)

INFORMATION CONCERNING THE CLASSIFICATION OF SECURITIES

Options and share rights

Options and share rights granted to employees under the Michael Hill International Limited Employee Option

Plan are considered to be potential ordinary shares and have been included in the determination of diluted

earnings per share to the extent to which they are dilutive. The options and share rights have not been

included in the determination of basic earnings per share. Details are set out in Note 19(a).

94 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 22 Parent entity financial information

(a)

SUMMARY FINANCIAL INFORMATION

The individual financial statements for Michael Hill International Limited (the parent) show the following

aggregate amounts:

2020 2019


$000 $000

Balance sheet

Current assets 1,495 41,146

Non-current assets 464,727 338,180

Total assets 466,222 379,326

Current liabilities 6,153 243

Total liabilities 6,153 243

Shareholders' equity

Issued capital 291,158 291,126

Reserves - Acquisition reserve 40,907 40,907

- Option and share rights reserve 697 757

Retained earnings 127,307 46,293

460,069 379,083

Profit or loss for the year 92,647 43,578

Total comprehensive income 92,647 43,578

(b)

GUARANTEES ENTERED INTO BY THE PARENT ENTITY

The Parent has issued the following guarantees in relation to the debts of its subsidiaries:

• Pursuant to Class Order 2016/785, Michael Hill International Limited and the subsidiaries listed below

entered into a deed of cross guarantee on 30 June 2016. The effect of the deed is that Michael Hill

International Limited has guaranteed to pay any deficiency in the event of winding up of any controlled entity

or if they do not meet their obligations under the terms of overdrafts, loans, leases or other liabilities subject

to the guarantee. The controlled entities have also given a similar guarantee in the event that Michael Hill

International Limited is wound up or if it does not meet its obligations under the terms of overdrafts, loans,

leases or other liabilities subject to the guarantee.

• The subsidiaries subject to the deed are: Durante Holdings Pty Ltd, Michael Hill Group Services Pty Ltd,

Michael Hill Jeweller (Australia) Pty Ltd, Michael Hill Manufacturing Pty Ltd, Michael Hill Wholesale Pty Ltd,

Michael Hill Franchise Services Pty Ltd, Michael Hill Franchise Pty Ltd, Michael Hill New Zealand Ltd, Michael

Hill Jeweller Ltd, Michael Hill Franchise Holdings Ltd, Michael Hill Finance (NZ) Ltd, Michael Hill Online Pty Ltd,

Michael Hill Charms Pty Ltd, Emma & Roe Pty Ltd, Medley Jewellery Pty Ltd, Michael Hill Online Holdings Ltd

and Emma & Roe NZ Ltd.

(c)

CONTINGENT LIABILITIES OF THE PARENT ENTITY

The Parent entity had contingent liabilities in respect of guarantees to bankers and other financial institutions

in respect of overdraft facilities at 28 June 2020 of $33,000 (2019: $72,000).

Note 23 Deed of cross guarantee

Pursuant to ASIC Class Order 2016/785, the Australian wholly-owned subsidiaries listed below are relieved from

the Corporations Act 2001 requirements for preparation, audit and lodgement of financial reports and directors'

report in Australia.

The subsidiaries subject to the deed are: Durante Holdings Pty Ltd, Michael Hill Group Services Pty Ltd, Michael

Hill Jeweller (Australia) Pty Ltd, Michael Hill Manufacturing Pty Ltd, Michael Hill Wholesale Pty Ltd, Michael Hill

Franchise Services Pty Ltd, Michael Hill Franchise Pty Ltd, Michael Hill New Zealand Ltd, Michael Hill Jeweller Ltd,

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 95
Michael Hill Franchise Holdings Ltd, Michael Hill Finance (NZ) Ltd, Michael Hill Online Pty Ltd, Michael Hill Charms

Pty Ltd, Emma & Roe Pty Ltd, Medley Jewellery Pty Ltd, Michael Hill Online Holdings Ltd and Emma & Roe NZ Ltd.

The Class Order requires the Parent Company and each of the subsidiaries to enter into a Deed of Cross

Guarantee. The effect of the deed is that the Company guarantees each creditor payment in full of any debt in the

event of winding up of any of the subsidiaries under certain provisions of the Corporations Act 2001. If a winding up

occurs under other provisions of the Corporations Act 2001, the Company will only be liable in the event that after

six months any creditor has not been paid in full. The subsidiaries have also given similar guarantees in the event

that the Company is wound up.

The above companies represent a Closed Group for the purposes of the Class Order and, as there are no other

parties to the Deed of Cross Guarantee that are controlled by Michael Hill International Limited, they also represent

the Extended Closed Group.

(a)

CONSOLIDATED STATEMENT OF PROFIT OR LOSS, STATEMENT OF COMPREHENSIVE INCOME AND

SUMMARY OF MOVEMENTS IN CONSOLIDATED RETAINED EARNINGS

Set out below is a consolidated statement of profit or loss, a consolidated statement of comprehensive

income and a summary of movements in consolidated retained earnings for the year ended 28 June 2020 of

the closed group consisting of Michael Hill International Limited and the entities noted above.

Consolidated statement of profit or loss

2020 2019

$000 $000

Revenue from sales of goods and services 370,986 430,052

Sales to Group companies not in Closed Group 30,941 48,004

Other income 15,703 988

Cost of goods sold (175,412) (206,255)

Employee benefits expense (117,063) (125,720)

Occupancy costs (9,193) (45,645)

Marketing expenses (20,684) (24,133)

Selling expenses (15,223) (21,333)

Depreciation and amortisation expense (40,988) (13,714)

Loss in disposal of property, plant and equipment (454) (498)

Other expenses (17,588) (15,468)

Finance costs (6,949) (2,574)

Profit before income tax 14,076 23,704

Income tax expense (3,801) (4,203)

Profit for the year 10,275 19,501

Other comprehensive income

Items that may be reclassified to profit or loss

Exchange differences on translation of foreign operations (23,808) 11,336

Other comprehensive income for the period, net of tax (23,808) 11,336

Total comprehensive income for the year (13,533) 30,837

Statement of changes in equity

Equity at the beginning of the financial year 474,874 463,296

Change in accounting policy – adoption of AASB 16 (23,574) -

Total comprehensive income / (loss) (13,533) 30,837

Share rights through share based payments reserve - 95

Option expense through share based payment reserve (28) 11

Dividends paid (11,633) (19,365)

Total equity at the end of the financial year 426,106 474,874

96 MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020
Note 23 Deed of cross guarantee continued

(b)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Set out below is a consolidated statement of financial position as at 28 June 2020 of the Closed Group consisting

of Michael Hill International Limited and the entities noted above.

2020 2019

$000 $000

Current assets

Cash and cash equivalents 6,915 3,704

Trade receivables 8,953 9,004

Inventories 144,719 137,750

Current tax receivables - (358)

Loans to related parties 231,628 244,716

Other current assets 1,980 2,904

Total current assets 394,195 397,720

Non-current assets

Property, plant and equipment 26,004 34,617

Right-of-use assets 81,372 -

Investments in subsidiaries 87,834 87,834

Other non-current assets 1,465 2,062

Intangible assets 24,419 15,386

Deferred tax assets 64,952 55,713

Total non-current assets 286,046 195,612

Total assets 680,241 593,332

Current liabilities

Trade and other payables 56,575 20,488

Lease liabilities 23,732 -

Current tax liabilities 8,260 -

Deferred revenue 17,456 19,597

Provisions 24,505 25,824

Total current liabilities 130,528 65,909

Non-current liabilities

Lease liabilities 73,776 -

Provisions 8,339 6,947

Deferred revenue 41,492 45,602

Total non-current liabilities 123,607 52,549

Total liabilities 254,135 118,458

Net assets 426,106 474,874

Equity

Contributed equity 310,006 309,975

Reserves (24,633) (750)

Retained profits 140,733 165,649

Total equity 426,106 474,874

Notes to the financial statements cont.

MICHAEL HILL INTERNATIONAL LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 JUNE 2020 97
Directors' declaration

In the Directors' opinion:

(a) there are reasonable grounds to believe that the Company will be able

to pay its debts as and when they become due and payable;

(b) the financial statements and notes of the Group for the financial year

ended 28 June 2020, are in accordance with the Corporations Act 2001,

including:

(i) complying with Accounting Standards, the Corporations Regulations

2001 and other mandatory professional reporting requirements,

and

(ii) giving a true and fair view of the consolidated entity’s financial

position as at 28 June 2020 and of its performance for the financial

year ended on that date;

(c) as at the date of this declaration, there are reasonable grounds to

believe that the members of the extended closed group identified in

Note 24 will be able to meet any obligations or liabilities to which they

are, or may become, subject to by virtue of the deed of cross guarantee

described in Note 23.

Note 2(a) confirms that the financial statements also comply with International

Financial Reporting Standards as issued by the International Accounting

Standards Board.

The directors have been given the declarations by the chief executive

officer and chief financial officer required by section 295A of the Corporations

Act 2001.

This declaration is made in accordance with a resolution of the directors.

E.J. Hill, Chair

Brisbane, 18 August 2020

98 MICHAEL HILL INTERNATIONAL LIMITED AUDITOR'S REPORT
Independent Auditor's Report

to the Members of Michael Hill International Limited

Report on the Audit of the Financial Report

OPINION

We have audited the financial report of Michael Hill International Limited (the Company) and its subsidiaries (collectively the

Group), which comprises the consolidated statement of financial position as at 28 June 2020, the consolidated statement of

comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then

ended, notes to the financial statements, including a summary of significant accounting policies, and the directors declaration.

In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:

a) giving a true and fair view of the consolidated financial position of the Group as at 28 June 2020 and of its consolidated

financial performance for the year ended on that date; and

b) complying with Australian Accounting Standards and the Corporations Regulations 2001.

BASIS FOR OPINION

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further

described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the

Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements

of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including

Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our

other ethical responsibilities in accordance with the Code.

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

KEY AUDIT MATTERS

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

of the current year. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our

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

audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the Financial Report section

of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed

to respond to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures,

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

financial report.

Ernst & Young

111 Eagle Street

Brisbane QLD 4000 Australia

GPO Box 7878 Brisbane QLD 4001

T +61 7 3011 3333

F +61 7 3011 3100

ey.com/au

MICHAEL HILL INTERNATIONAL LIMITED AUDITOR'S REPORT 99
Why significant

The existence of inventories was a key audit matter

due to the size of the recorded asset (28 June 2020:

$178,472,000) which represents 36% (2019: 47%) of the

Group’s total assets, the nature of the inventory and its

location.

Inventories are primarily kept in the Group’s retail

stores situated in three countries and the distribution

centre and manufacturing warehouse. Inventories

comprise a significant number of physically small but

high value items. Moreover, a significant portion of

stock was returned to the distribution centre due to the

temporary store closures due to COVID-19 and then

returned to stores once they re-opened.

The Group accounts for inventories in accordance

with the policy disclosed in Note 2(k) and further

disclosure is included in Note 9(a) of the financial report.

How our audit addressed the key audit matter

Our audit procedures included the following:

Retail Stores and Manufacturing

• Assessed the effectiveness of controls relevant to the conduct of physical

stocktaking for a sample of the Group’s retail stores and the manufacturing

warehouse to assess whether inventories had been appropriately counted at

each location and whether movements in to and out of each location prior to

and subsequent to the counts had been appropriately recorded.

• We reviewed the summary of stock variances and results prepared by Internal

audit across the sample of stores and considered the impact of their findings in

our audit approach.

• Selected samples of stock receipts prior to and after the stock count including

transfers to stores, to assess whether these were appropriately recorded in the

correct period.

Distribution Centre

• We performed sample counts of the Distribution Centre at year-end to assess

the existence of stock and corroborate the findings of the Group’s full stock count.

• Selected samples of stock receipts prior to and after the stock count including

transfers to stores, to assess whether these were appropriately recorded in the

correct period.

• Tested a sample of transfers back to the stores in Canada as a result of the

temporary store closures during the period. We subsequently attended a number

of stores in Canada to physically observe transferred product had been received.

• We performed inventory analysis for the stores and tested any unusual fluctuations,

outside of our set expectations of the year-end balance, compared to the stock

take. We also compared the movement in stock balances at a country level from

the stock take date to year-end.

• We reviewed the implementation of the new Enterprise Resource Planning

Inventory system from June 2020 and assessed the proper cut-over of stock

balances to the new system.

EXISTENCE OF INVENTORY

Why significant

The 28 June 2020 financial year was the first year of

adoption of Australian Accounting Standard AASB

16 – Leases. The Group has entered into a significant

volume of leases by number and value through its store

network and head office as a lessee.

Given the financial significance to the Group

of its leasing arrangements, the complexity and

judgements involved in the application of AASB 16,

the transition requirements of the standard and the

subsequent amendment to consider the impact on rent

concessions due to COVID-19, this was considered to

be a key audit matter.

In addition, the complexity in the modelling of the

accounting for the leases, including the calculation of the

incremental borrowing rate and the judgement involved

in the treatment of renewal options is significant.

Upon transition, a lease liability of $168.0 million,

right of use asset of $144.3 million including the deferred

tax effect and a restatement to opening retained

earnings of $13.0 million was recorded on the statement

of financial position as outlined in Note 2(x).

ADOPTION OF AUSTRALIAN ACCOUNTING STANDARD AASB 16 – LEASES

How our audit addressed the key audit matter

Our audit procedures assessed the existence, completeness and valuation of AASB

16 lease balances and the related financial report disclosures. These procedures

included the following:

• Assessed the appropriateness of the accounting policies, transition and new

disclosures as set out in Notes 2(o) and 2(x) for compliance with the requirements

of AASB 16 including the adoption of any practical expedients selected by the

Group as part of the transition process.

• Assessed the integrity of the Group’s AASB 16 lease calculation model used,

including the mathematical accuracy of the underlying calculation formulas of

the accounting module utilised by the Group.

• For a sample of leases, we agreed the key inputs in the lease accounting module

to the relevant terms of the underlying signed lease agreements.

• We considered the Group’s assumptions in relation to the treatment of lease

renewal options.

• Assessed completeness of the leases included in transition including the recon-

ciliation of the operating lease commitments disclosure in the prior year financial

report to the transition disclosures and new leases entered during the year.

• Assessed the internal borrowing rate used to discount future lease payments

to present value for reasonableness by performing sensitivities using published

interest rates and terms of the Group’s existing debt facilities.

• Tested a sample of rent concessions agreed to contracts and other supporting

documentation.

100 MICHAEL HILL INTERNATIONAL LIMITED AUDITOR'S REPORT
Why significant

During the second half of the financial year, the Group was impacted

by COVID-19. All bricks-and-mortar stores were temporarily closed in

order to maintain the safety of the Group’s staff and customers and

as also required by local Government regulations.

The cashflow forecasts are used in the Group’s impairment review

of its cash generating units (CGUS) and used to prepare forecast

debt covenant calculations to assess associated compliance. The

Group’s cash flow forecasts involve a number of assumptions and

uncertainty around the short and medium term impact of COVID-19

to the Group. Sensitivity to changes in key assumptions could affect

the Group’s assessment of the recoverable amount of its CGUs at

balance date or forecast debt covenant compliance. Accordingly,

this was considered a key audit matter.

The significant judgement and estimates associated with the

Group’s measurement of its forecast cash flows are disclosed in Note

3(a) of the financial report.

CASHFLOW FORECASTS AND THE IMPACT OF COVID-19

How our audit addressed the key audit matter

Our audit procedures included the following:

• Assessed the cash flow forecasts approved by the Board taking

into account our knowledge of the business and relevant external

information as at 28 June 2020.

• Considered the reasonableness of the assumptions used in the

cash flow forecasts based on historical results, growth rates and a

range of possible scenarios resulting from the ongoing uncertainty

associated with COVID-19.

• Assessed the Group’s sensitivity analysis on its CGUs in three main

areas being the cash flows, discount rate and terminal growth rate

assumptions.

• In conjunction with our Valuation Specialists, we assessed the ap-

propriateness of the discount rate applied to the cash flows of

each CGU to assess whether the rate reflects the risks, including

COVID-19 risks, associated with the respective cash flow forecasts

for impairment testing.

• Assessed the Group’s sensitivity analysis on forecast debt

covenant compliance at the future reporting points to the external

financier for a period of 12 months from signing the financial

statements and the related appropriateness of management’s

consideration on the going concern assumption.

• Assessed the appropriateness of the disclosures around

significant judgments and estimates as required by the relevant

Accounting Standards.

Why significant

The recognition of professional care plan (PCP) revenue was considered

a key audit matter due to the significant degree of estimation involved

in determining the appropriate revenue recognition pattern for both the

lifetime and 3 year plans offered to the Group’s customers.

The estimation is based on a combination of comparative market

data and an analysis of services (through historical repairs data) made

under these plans since inception in October 2010. The estimation is

reviewed by the Group at least on an annual basis.

As disclosed in Note 3(a) of the financial report, the Group’s

performance obligation for its PCPs are satisfied over time. In measuring

the progress toward complete satisfaction of the performance

obligation, the Group uses customer usage history and industry

information. As such, the determination of the pattern of revenue

recognition is judgmental.

The pattern of recognising revenue, is disclosed in Note 5(c)(iii)

of the financial report and is based on an input method to measure

progress towards complete satisfaction of the service, because

the customer simultaneously receives and consumes the benefits

provided by the Group. As circumstances change over time, the

Group updates its measure of progress to reflect any changes in

the outcome of the performance obligation. In accordance with

Australian Accounting Standards such changes are reflected in the

current year results.

This change in estimate has been disclosed in Note 5(c)(iii) to the

financial report.

PROFESSIONAL CARE PLAN (PCP) REVENUE RECOGNITION

How our audit addressed the key audit matter

Our audit procedures included the following:

• Considered the Group’s PCP revenue recognition accounting

policies and assessed compliance with the requirements of

Australian Accounting Standards.

• Assessed the effectiveness of controls relating to PCP revenue

recognition.

• Assessed the appropriateness of the balance of the PCP revenue

recognised during the year and the closing deferred PCP contract

liability at year end based on the usage pattern.

• Assessed the Group’s calculation supporting the change in

estimate relating to revenue recognition, which included agreeing

assumptions to samples of the underlying PCP repairs usage data.

• Considered the changes in the PCP revenue recognition as a result

of the temporary store closures during the COVID-19 lockdowns.

MICHAEL HILL INTERNATIONAL LIMITED AUDITOR'S REPORT 101
INFORMATION OTHER THAN THE FINANCIAL REPORT

AND AUDITOR’S REPORT THEREON

The directors are responsible for the other information. The other

information comprises the information included in the Group’s 2020

Annual Report, other than the financial report and our auditor’s report

thereon. We obtained the Directors’ Report that is to be included in

the Annual Report, prior to the date of this auditor’s report, and we

expect to obtain the remaining sections of the Annual Report after

the date of this auditor’s report.

Our opinion on the financial report does not cover the other

information and accordingly we do not express any form of assurance

conclusion thereon, with the exception of the Remuneration Report

and our related assurance opinion.

In connection with our audit of the financial report, our respon-

sibility is to read the other information and, in doing so, consider

whether the other information is materially inconsistent with the

financial report or our knowledge obtained in the audit or otherwise

appears to be materially misstated.

If, based on the work we have performed on the other information

obtained prior to the date of this auditor’s report, we conclude that

there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

RESPONSIBILITIES OF THE DIRECTORS FOR

THE FINANCIAL REPORT

The directors of the Company are responsible for the preparation of

the financial report that gives a true and fair view in accordance with

Australian Accounting Standards and the Corporations Act 2001 and for

such internal control as the directors determine is necessary to enable

the preparation of the financial report that gives a true and fair view and

is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible

for assessing the Group’s ability to continue as a going concern,

disclosing, as applicable, matters relating to going concern and using

the going concern basis of accounting unless the directors either

intend to liquidate the Group or to cease operations, or have no

realistic alternative but to do so.

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT

OF THE FINANCIAL REPORT

Our objectives are to obtain reasonable assurance about whether the

financial report as a whole is free from material misstatement, whether

due to fraud or error, and to issue an auditor’s report that includes our

opinion. Reasonable assurance is a high level of assurance, but is not

a guarantee that an audit conducted in accordance with the Australian

Auditing Standards will always detect a material misstatement when it

exists. Misstatements can arise from fraud or error and are considered

material if, individually or in the aggregate, they could reasonably be

expected to influence the economic decisions of users taken on the

basis of this financial report.

As part of an audit in accordance with the Australian Auditing

Standards, we exercise professional judgment and maintain

professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the

financial report, whether due to fraud or error, design and perform

audit procedures responsive to those risks, and obtain audit

evidence that is sufficient and appropriate to provide a basis for

our opinion. The risk of not detecting a material misstatement

resulting from fraud is higher than for one resulting from error, as

fraud may involve collusion, forgery, intentional omissions, misrep-

resentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit

in order to design audit procedures that are appropriate in the

circumstances, but not for the purpose of expressing an opinion

on the effectiveness of the Group’s internal control.

• Evaluate the appropriateness of accounting policies used and the

reasonableness of accounting estimates and related disclosures

made by the directors.

• Conclude on the appropriateness of the directors’ use of the

going concern basis of accounting and, based on the audit

evidence obtained, whether a material uncertainty exists related

to events or conditions that may cast significant doubt on the

Group’s ability to continue as a going concern. If we conclude that

a material uncertainty exists, we are required to draw attention in

our auditor’s report to the related disclosures in the financial report

or, if such disclosures are inadequate, to modify our opinion. Our

conclusions are based on the audit evidence obtained up to the

date of our auditor’s report. However, future events or conditions

may cause the Group to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the

financial report, including the disclosures, and whether the

financial report represents the underlying transactions and events

in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the

financial information of the entities or business activities within

the Group to express an opinion on the financial report. We are

responsible for the direction, supervision and performance of the

Group audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among other matters,

the planned scope and timing of the audit and significant audit

findings, including any significant deficiencies in internal control that

we identify during our audit.

We also provide the directors with a statement that we have

complied with relevant ethical requirements regarding independence,

and to communicate with them all relationships and other matters that

may reasonably be thought to bear on our independence, and where

applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated to the directors, we determine

those matters that were of most significance in the audit of the

financial report of the current year and are therefore the key audit

matters. We describe these matters in our auditor’s report unless law

or regulation precludes public disclosure about the matter or when, in

extremely rare circumstances, we determine that a matter should not

be communicated in our report because the adverse consequences

of doing so would reasonably be expected to outweigh the public

interest benefits of such communication.

REPORT ON THE AUDIT OF THE REMUNERATION REPORT

Opinion on the Remuneration Report

We have audited the Remuneration Report included in the directors'

report for the year ended 28 June 2020.

In our opinion, the Remuneration Report of Michael Hill International

Limited for the year ended 28 June 2020 complies with section 300A

of the Corporations Act 2001.

Responsibilities

The directors of the Company are responsible for the preparation and

presentation of the Remuneration Report in accordance with section

300A of the Corporations Act 2001. Our responsibility is to express an

opinion on the Remuneration Report, based on our audit conducted

in accordance with Australian Auditing Standards.

Ernst & Young Alison de Groot, Partner

Brisbane

18 August 2020

Michael Hill has one class of shares on issue (being ordinary shares). The Company’s shares are listed on the
Australian Securities Exchange and the New Zealand Stock Exchange.

Number

Issued capital 387,843,007

Number of shareholders 4,664

Minimum Parcel Price $0.360

Holders with less than a marketable parcel 693

Twenty largest shareholders

Fully Paid % of Fully Paid

Ordinary Shares Ordinary Shares

Hoglett Hamlett Limited* 148,330,600 38.25

J P Morgan Nominees Australia Pty Limited 27,738,925 7.15

New Zealand Central Securities Depository Ltd 25,999,936 6.70

HSBC Custody Nominees (Australia) Limited 20,759,965 5.35

Mole Hill Limited* 19,156,926 4.94

Squeakidin Limited* 19,156,926 4.94

Forsyth Barr Custodians Limited 4,135,720 1.07

Citicorp Nominees Pty Limited 3,064,265 0.79

New Zealand Depository Nominee Limited 3,053,562 0.79

FNZ Custodians Limited 2,942,501 0.76

BNP Paribas Nominees Pty Ltd 2,407,060 0.62

Vanward Investments Limited 2,298,056 0.59

BNP Paribas Noms Pty Ltd 1,835,927 0.47

Custodial Services Limited 1,746,928 0.45

BNP Paribas Nominees Pty Ltd 1,719,535 0.44

BNP Paribas Nominees (NZ) Ltd 1,578,009 0.41

DDS Trustee Services Limited 1,570,353 0.40

Mr Philip Roy Taylor 1,500,000 0.39

ASB Nominees Limited 1,418,884 0.37

Ronoc Holdings Limited 1,000,000 0.26

Total 291,414,078 75.14

Total remaining holders balance 96,428,929 24.86

* Denotes entities in which a member or members of the Hill family have an ownership interest.

Distribution Of Security Holders

Number of No. of holders

fully paid of fully paid

ordinary shares ordinary shares

1 - 1,000 600 375,846

1,001 - 5,000 1,483 4,508,062

5,001 - 10,000 919 7,548,131

10,001 - 100,000 1,488 46,115,242

Over 100,000 174 329,295,726

To t a l 4,664 387,843,007

Additional Information as at 4 September 2020

102

Unmarketable parcels
Minimum Holders Units

parcel size

Minimum $500.00 parcel at $0.360 per unit 1,389 693 490,595

Substantial holders

As at 4 September 2020, there are five substantial shareholders that Michael Hill is aware of:

Latest notice date Shares

Hoglett Hamlett Limited and others* 13 October 2016 148,330,600

Mark Simon Hill 13 October 2016 167,487,526

Emma Jane Hill 13 October 2016 167,487,526

Accident Compensation Corporation 2 April 2020 28,717,313

Spheria Asset Management Pty Ltd 21 August 2020 28,915,143

* Includes: Hoglett Hamlett Limited (New Zealand incorporated company with company number 5994887), Sir

Richard Michael Hill, Lady Ann Christine Hill and Veritas Hill Limited (New Zealand incorporated company with

company number 2303840).

The above table sets out the number of securities held by substantial shareholders in Michael Hill as disclosed

in their last substantial shareholder’s notice. Those shareholders may have acquired or disposed of securities

in Michael Hill since the date of that notice. A substantial shareholder is only required to disclose acquisition or

disposals where there has been a movement of at least 1% in their shareholding.

Share Options and Rights

Michael Hill has unlisted share options and rights on issue. As at 4 September 2020, there were 11 holders of share

options and rights.

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BACK COVER: MODEL WEARS ITEMS FROM

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SPIRITS BAY AND KNOTS COLLECTIONS

WERE DESIGNED BY CHRISTINE HILL

Corporate directory

DIRECTORS

E.J. Hill BCom, MBA (Chair)

Sir R.M. Hill KNZM

G.W. Smith BComm, FCA, FAICD

R.I. Fyfe BEng, FENZ

J.S. Allis

J.E. Naylor

COMPANY SECRETARY

A. Lowe

BCom, LLB (Hons), MAppFin, CA, CTA

E. Bird LLB (Hons), BA (Psych),

GradDipLegalPrac, GradDipAppCorpGov

PRINCIPAL REGISTERED

OFFICE IN AUSTRALIA

Metroplex on Gateway

7 Smallwood Place

Murarrie, QLD 4172

Telephone +61 7 3114 3500

Fax +61 7 3399 0222

SHARE REGISTRAR

Computershare Investor

Services Pty Ltd

Level 1 , 200 Mary Street

Brisbane QLD 4000

1300 552 270

(within Australia)

+61 3 9415 4000

(outside Australia)

AUDITOR

Ernst & Young

Level 51

111 Eagle Street

Brisbane, QLD 4000

SOLICITOR

Allens

Level 26

480 Queen Street

Brisbane QLD 4000

BANKERS

Australia and New Zealand

Banking Group Limited

ANZ Banking Group

(New Zealand) Limited

Bank of Montreal

Bank of America N.A.

WEBSITES

michaelhill.com.au

michaelhill.co.nz

michaelhill.ca

michaelhill.com

medleyjewellery.com.au

investor.michaelhill.com

EMAIL

inquiry@michaelhill.com.au

c

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.