Fonterra Shareholders' Fund logo

Fonterra announces its Annual Results and dividend

Full Year Results17 September 2020FSFConsumer Staples

Fonterra Co-operative Group Limited


Fonterra Co-operative Group Page 1


Results for Announcement to the Market

Results for announcement to the market

Name of issuer

Fonterra Co-operative Group Limited

Reporting Period 12 months to 31 July 2020

Previous Reporting Period 12 months to 31 July 2019

Currency NZD


Amount (m’s) Percentage change

Revenue from continuing operations $20,282 5%

Total Revenue $20,975 5%

Net profit/(loss) from continuing operations $803 N/A

Total net profit/(loss) $659 N/A

Interim/Final Dividend

Amount per Quoted Equity Security 5 cents per share

Imputed amount per Quoted Equity Security Not Applicable

Record Date 25 September 2020

Dividend Payment Date 15 October 2020

Current period Prior comparable period

Net tangible assets per Quoted Equity

Security

$2.77 $2.01

A brief explanation of any of the figures

above necessary to enable the figures to be

understood

Please refer to the annual financial statements for further

explanation. Net profit/(loss) has moved from a loss in the

previous reporting period of $(122 million), therefore the

percentage change is not meaningful.

Authority for this announcement

Name of person authorised to make this

announcement

Anya Wicks

Contact person for this announcement Anya Wicks

Contact phone number (09) 374 9341

Contact email address anya.wicks@fonterra.com

Date of release through MAP 18/09/2020

Audited financial statements accompany this announcement.

---

18 September 2020

Fonterra announces its Annual Results and dividend


Annual Results Summary

• Final cash payout for 2019/20 season: $7.19 per kgMS

o Final 2019/20 Farmgate Milk Price: $7.14 per kgMS

o 2019/20 dividend: 5 cents per share

• Reported Profit After Tax: $659 million, up $1.3 billion

• Normalised Profit After Tax

1

: $382 million, up $118 million

• Total Group Earnings Before Interest and Tax (EBIT): $1.1 billion, up $1.2 billion

• Total Group normalised EBIT: $879 million, up $67 million

• Total Group normalised gross profit: $3.2 billion, up $200 million

• Total Group normalised operating expenses: $2.3 billion, down $14 million

• Free cash flow: $1.8 billion, up $733 million

• Net debt

2

: $4.7 billion, down $1.1 billion

• Debt to EBITDA ratio: 3.4x improved from 4.4x

• Full year normalised earnings per share: 24 cents

• 2020/21 forecast Farmgate Milk Price range: $5.90 - $6.90 per kgMS. Mid-point of $6.40 per kgMS

• 2020/21 forecast earnings: 20 – 35 cents per share


Fonterra Co-operative Group Limited today announced its annual results, final Farmgate Milk Price of

$7.14 per kgMS and a dividend of 5 cents per share for the 2019/20 season, bringing the final cash

payout for farmers to $7.19 per kgMS.


Fonterra CEO Miles Hurrell says 2019/20 was a good year for the Co-op, with profit up, debt down and a

strong milk price.


“We increased our profit after tax by more than $1 billion, reduced our debt by more than $1 billion and

this has put us in a position to start paying dividends again,” he says.



1

Attributable to Fonterra’s equity holders and includes Continuing and Discontinued Operations.


2

Debt means Economic net interest bearing debt. This measure of debt includes the capitalised amount of operating

leases following changes to accounting standards, and transitioning to this new accounting standard added $581

million to our measurement of debt. However, this was partially offset by the transfer from borrowings to liabilities of

disposal groups held for sale of $266 million of net debt for DPA Brazil and China Farms, as a result of being classified

as Discontinued Operations.

Fonterra Co-operative Group
Page 2


“I’m proud of how farmers and employees have come together to deliver these strong results in a

challenging environment. They have had to juggle the extra demands and stress of COVID-19 and have

gone above and beyond. I would like to thank them for their hard work and support.


“This time last year we were announcing our new strategy and customer-led operating model. We were

clear that to build a sustainable future we needed to focus on three interconnected goals – Healthy

People, a Healthy Environment and a Healthy Business.


“We went on to deliver a strong performance for the first half. However, what none of us could have ever

predicted was what then played out – a world facing COVID-19. The flow-on effects of the pandemic did

impact our performance in the second half, particularly in our Consumer and Foodservice businesses.


“2019/20 proved to be a year of two halves, but we delivered on all four of our priorities:

• We’ve supported regional New Zealand, contributing around $11 billion into New Zealand’s rural

economies through the milk price, and we’ve rethought our approach to community support, with

the aim of helping out more where it’s needed the most – such as, growing the KickStart Breakfast

programme alongside Sanitarium and the New Zealand Ministry of Social Development and

partnering with the New Zealand Food Network to help get dairy nutrition to those that need it the

most.

• We’ve built a great team through a focus on our culture, and we’ve seen that in action in how

we’ve responded to COVID-19.

• We’ve continued to reduce our environmental footprint, including hitting our 2020 target to

reduce energy intensity across our New Zealand manufacturing sites by 20%, from a 2003

baseline – cumulatively, that’s enough energy saved to power all the households in New Zealand

for 1.5 years.

• We’ve achieved our key financial targets with normalised earnings of 24 cents per share, a

Total Group normalised gross profit of $3.2 billion, a $181 million reduction in capital expenditure

and a $1.1 billion reduction in debt so the ratio of Debt to EBITDA has now improved to be 3.4

times our earnings, down from 4.4 times.


“The work we’ve done to strengthen our balance sheet has allowed us to focus on managing COVID-19.

So far, demand for dairy has proved resilient and our diverse customer base and ability to change our

product mix and move products between markets has meant we can continue to drive value.


“We’re at our best when we’re clear on what we need to do, why and how, and the whole Co-op is

focused on it. When I look back on last year, it’s great to see how this clarity has helped us respond to

challenges, adapt and deliver results.”


Business Performance


Total Group normalised EBIT was significantly up on last year from a loss of $17 million to earnings of

$1.1 billion. This includes gains from asset sales, and impairments and costs relating to the strategic

review.


Once these are taken out, the Total Group normalised EBIT, which the Co-operative uses to show its

underlying business performance, was also up from $812 million to $879 million, despite the financial

impact of COVID-19 in many of its markets.


Mr Hurrell says the main drivers of the underlying business performance was a strong normalised gross

profit in the Ingredients business and, although there was the disruption from COVID-19, the strong sales

and gross margins from the Greater China Foodservice business in the first half of the year.


Ingredients’ normalised EBIT improved from $790 million last year to $827 million this year, with

normalised gross profit up $165 million to $1.6 billion.

Fonterra Co-operative Group
Page 3


Mr Hurrell says that at the Co-op’s interim results, the normalised gross profit in Ingredients was relatively

steady.


“As we moved through the second half, we saw restaurants, cafes and bakeries close and intermittent

spikes in supermarket sales, creating uncertainty across the global dairy market. This uncertainty resulted

in softening milk prices, which helped improve the gross margin and gross profit in Ingredients.”


Greater China Foodservice’s normalised EBIT increased from $114 million last year to $169 million this

year.


Mr Hurrell says the business achieved strong year-on-year sales growth in the first half of the year but

was then hit hard by COVID-19 when many food outlets were closed. Normalised gross profit started to

quickly rebound in the third quarter – although he also points out it is still not at 100%.


“We have seen significant growth across the Anchor Food Professional product range in China. We have

entered 50 new cities across China, taking our total to 350, and our products are now not only being used

in Western style restaurants and bakeries but also those serving local cuisine.


“However, as per our guidance in our third quarter business update, our Foodservice businesses across

Asia, Oceania and Latin America were impacted by COVID-19 in the fourth quarter. All three markets

reported losses in the second half.


“Despite this, normalised EBIT for Foodservice overall was up 14% on last year to $209 million, which is a

result of the strong performance by the Greater China business in the first half.


The Consumer business’ normalised EBIT reduced to $149 million from $227 million, mainly as a result of

impairments of $57 million relating to the Chesdale™ brand and New Zealand Consumer business’

goodwill.


Normalised EBIT, excluding these impairments, of the Consumer businesses in Oceania and Asia

improved, despite COVID-19. However, due to civil unrest and market disruptions in Hong Kong and

Chile, the normalised EBIT, after excluding these impairments, of the Consumer business declined 10%.


Mr Hurrell says our Australian Consumer business performed strongly with sales continuing to increase

thanks to its popular beverage, spreads and cheese products.


“Our New Zealand Consumer business focused on improving customer service and keeping supermarket

shelves well stocked, particularly as New Zealanders were stock piling through COVID-19.


“Despite the better performance this year, due to the economic outlook post-COVID-19, our New Zealand

Consumer business’s future cashflow projections are lower than we estimated last year and, as a result,

we have decided to write down its goodwill by $21 million. It now has a total value in our accounts of $699

million.”


Mr Hurrell says, in addition to the improved earnings performance, Fonterra has followed through on its

commitment to financial discipline and this has increased the financial strength of the Co-op.


“Our cash flow has improved and our debt has reduced by 19% or $1.1 billion compared to last year.

Increased earnings, reduced capex, as well as the sale of DFE Pharma and foodspring® for cash

proceeds of $623 million in the first half of the year, have all contributed to this improvement.”


Dividend and Farmgate Milk Price for 2019/20


Fonterra announced a dividend for the 2020 Financial Year of 5 cents per share and final Farmgate Milk

Price for the 2019/20 season of $7.14 per kgMS.

Fonterra Co-operative Group
Page 4


Fonterra Chairman John Monaghan says for a 100% share backed farm, this gave them a final cash

payout of $7.19 per kgMS.


“This year marks a return to paying dividends, a position we expect to maintain in the future, assuming

normal operating conditions.


“At 5 cents per share, the dividend is at the lower end of the 5-7 cent range calculated under the Board’s

dividend policy guidelines.


“In the context of so much uncertainty, as COVID-19 continues to impact our key markets and customer

confidence, distributing a 5-cent dividend is a prudent decision and one that balances our aims of further

reducing debt and distributing earnings.”


Outlook


Fonterra has announced a 2020/21 earnings guidance range of 20-35 cents per share and has also

reaffirmed its 2020/21 forecast Farmgate Milk Price range of $5.90-$6.90 per kgMS.


Mr Monaghan says the impact of COVID-19 is still playing out globally.


“From a Milk Price perspective, the supply and demand picture remains finely balanced and for that

reason we are maintaining our previous forecast range for this season.


“In terms of our earnings, we are forecasting a full year normalised earnings per share range of 20-35

cents per share.


“There continues to be significant uncertainties – including how the global recession and new waves of

COVID-19 will impact demand globally, and what will happen to the price relativities between the products

that determine our Milk Price and the rest of our product range.


“As a result of these uncertainties and given that financial year has just begun, we are giving a forecast

earnings range wider than we usually would.


“We will be monitoring the situation throughout the season and as the year progresses, we would expect

the earnings range to narrow.


“The best way of coping with uncertainty is to stay on strategy and focus on what is within our control –

delivering for our farmers, unit holders and customers, and maintaining our financial discipline.


“We need to stay agile and draw on our strengths across the supply chain to manage and adapt to the

changing global situation.”



Non-GAAP financial information


Fonterra uses several non-GAAP measures when discussing financial performance. These measures include normalised

segment earnings, normalised EBIT, EBIT, normalised earnings per share, normalisation adjustments and payout. This reporting

period Fonterra has introduced Total group earnings before tax and Total group normalised earnings before interest and tax non-

GAAP performance measures that present the combined financial performance of the group’s continuing and discontinued

operations.


These are non-GAAP financial measures and are not defined by NZ IFRS. Management believes that these measures provide

useful information as they provide valuable insight on the underlying performance of the business. They are used internally to

evaluate the underlying performance of business units and to analyse trends.


These measures are not uniformly defined or utilised by all companies. Accordingly, these measures may not be comparable with

similarly titled measures used by other companies. Non-GAAP financial measures should not be viewed in isolation nor

Fonterra Co-operative Group
Page 5


considered as a substitute for measures reported in accordance with NZ IFRS. These non-GAAP measures are not subject to

audit unless they are included in Fonterra’s annual financial statements.


Definitions of the non-GAAP measures used by Fonterra, and reconciliations of the NZ IFRS measures to the non-GAAP

measures can be found on pages 45 and 46 and pages 149 to 151 of Fonterra’s Annual Report 2020 that is available on

Fonterra’s website.



-ENDS-


For further information contact:


Fonterra Communications

24-hour media line

Phone: +64 21 507 072

---

ANNUAL
REPORT

2020

T
his year we’ve been given a

reminder of where our strength

lies. It’s in our people being Good

Together and delivering on our purpose,

values and strategy.

We’re a New Zealand co-operative

made up of everyday good people and we’re

at our best when we unite and go all in for

a common purpose.

By focusing on three interconnected goals

– Healthy People, a Healthy Environment

and a Healthy Business – we are able to create

goodness for generations for our farmer

owners, employees, unit holders, customers,

consumers and communities.

Two simple words

that bring together

our purpose, values

and strategy.

Healthy Business
We know the long-term sustainability of our business

is more than just numbers.

Our farmer owners care for the land and their animals.

And they are committed to farming in a way that regenerates

their farms and environment for future generations.

Healthy Environment

Healthy People

People are at the heart of

our co-operative.


What makes for Healthy People? Farmers getting the support

they need to look after their families, their animals and their

land. Employees having the opportunity to do fulfilling work

in a safe and healthy workplace. Customers and consumers

getting safe, nutritious and innovative products. And local

communities receiving support from us where we can,

especially in times of need.

It comes from successfully bringing our people together to do their best work, looking

after our customers and caring for the environment and local communities. It also comes

from challenging ourselves to innovate and do better – pushing ourselves to stay one step

ahead so we unlock greater value for farmer owners, unit holders and customers.

How our people are managing Covid-19 has proven once more that good things come

from being Good Together.

What else has driven our Healthy Business this year? Our relentless focus on doing what

we said we will – delivering on our four priorities for the 2020 financial year: to build

a great team, support regional New Zealand, hit our financial targets and improve our

environmental footprint.

KerKerryry,OOOxOxOxOxOxOOforforforrrd Nd Nd Nd Nd Ndortortortortth Ch Ch Ch Ch Cantantantantanerberberuryryu

JamJamJamJamJamJJJieie-Lee&& &&& &Ta yTa yloror, CCCCC, raawwffoforforfd Sd Stt

BenBBBeBenBenBeBBBB& && & &BBelelellBlelBelelBlellaa-ala-la-lalalaaRosRossRoRooRosRosRoee, e,AuAuAucklaklaandndn

In New Zealand we have a highly-efficient, pasture-based farming system and because

of this we have one of the lowest on-farm carbon footprints in the world – approximately

one-third of the global average. But we are not stopping there.

In collaboration with others, we are working on innovative solutions to improve water

quality and reduce our carbon footprint even further – like the work we’re doing with the

Department of Conservation to find solutions to protect New Zealand’s waterways, the

actions the Co-op is taking to address climate change and reduce emissions on-site and

on-farm, as well as our efforts to reduce waste across the business.

32

OUR THREE GOALS 2
LETTER FROM THE CHAIR6

Q&A WITH OUR CHIEF EXECUTIVE OFFICER10

A STRONG TEAM RESPONDING TO COVID-1914

OUR YEAR IN REVIEW 16

HEALTHY ENVIRONMENT18

HEALTHY PEOPLE 24

THE CO-OPERATIVE DIFFERENCE32

HEALTHY BUSINESS 40

ANNUAL FINANCIAL RESULTS72

DIRECTORS’ STATEMENT75

FINANCIAL STATEMENTS76

BASIS OF PREPARATION82

NOTES TO THE FINANCIAL STATEMENTS83

INDEPENDENT AUDITOR’S REPORT144

NON-GAAP MEASURES149

GLOSSARY151

S TATUTORY INFOR M ATION152

CORPORATE GOVERNANCE164

BOARD OF DIRECTORS176

MANAGEMENT TEAM178

DIRECTORY181

Fonterra uses several non-GAAP measures when discussing financial

performance. These measures include normalised segment earnings,

normalised EBIT, EBIT, normalisation adjustments and payout. These are

non-GAAP financial measures and are not defined by NZ IFRS. Management

believes that these measures provide useful information as they provide

valuable insight on the underlying performance of the business. They are

used internally to evaluate the underlying performance of business units

and to analyse trends. These measures are not uniformly defined or utilised

by all companies. Accordingly, these measures may not be comparable with

similarly titled measures used by other companies. Non-GAAP financial

measures should not be viewed in isolation nor considered as a substitute for

measures reported in accordance with NZ IFRS. These non-GAAP measures

are not subject to audit unless they are included in Fonterra’s annual financial

statements. Please refer to page 149 for the reconciliation of the NZ IFRS

measures to the non-GAAP measures and page 151 for definitions of the non-

GAAP measures used by Fonterra.

54

Delivering on our
commitments

With that scale comes a greater exposure

to world events. This year, like most others,

our Co-op has had to manage geo-political

events, civil unrest and other non-Covid-19

disruptions in our key markets. Our consumer

businesses in Hong Kong and Chile, for

example, continue to be hit hard by long-

running civil unrest.

Within that context, I’m pleased to

report that the Board has delivered on its

four priorities for the year: delivering the Milk

Price, a return to respectable earnings, the

continued implementation of our strategy, and

governance succession and development.

A RETURN TO

RESPECTABLE EARNINGS

We are not immune to Covid-19, but this year’s

results show the diversity of our earnings,

which has helped us to manage the impact of

the global pandemic.

Consumers have continued to seek out

products backed by our New Zealand milk

and the Ingredients business underpinned

our performance again this year. When

foodservice demand dropped away as a result

of global lockdowns and social distancing

rules, our Consumer business was able to pick

up some of the slack.

Ingredients’ normalised EBIT improved to

$827 million, up 5% on last year. Normalised

gross margins for New Zealand Ingredients

was up to 9.3%. This result benefited from

favourable price relativities between the

products that determine our Milk Price, and

the rest of our product range.

Our Foodservice performance was strong

in Greater China where we had a good start to

the year and the full-year impact of Covid-19

was less than anticipated. Greater China

Foodservice’s normalised EBIT increased to

$169 million, up 49% on last year.

This growth was balanced out by our

Foodservice operations in the rest of Asia,

Latin America and Oceania, which bore the

brunt of Covid-19.

Results in our Consumer business were

also a mixed bag. Hong Kong continued to

suffer from ongoing civil unrest, but our

earnings performance in Oceania and Asia

improved despite the disruption of Covid-19,

after excluding FY20 impairments and

earnings from FY19 divested businesses.

DELIVERING A DIVIDEND

This year marks a return to paying dividends,

a position we expect to maintain in the future,

assuming normal operating conditions.

At 5 cents per share, the dividend is at

the lower end of the 5-7 cent range calculated

under the Board’s dividend policy guidelines.

Under those guidelines, we expect

the dividend payment to be 40-60% of

reported Net Profit After Tax and take into

consideration our current and future Debt

positions. Any abnormal gains, such as a gain

on sale of an asset, are considered separately.

In the context of so much uncertainty, as

Covid-19 continues to impact our key markets

and customer confidence, distributing a 5-cent

dividend is a prudent decision and one that

balances our aims of further reducing Debt

and distributing earnings.

O

ur 2019/20 result is headlined by

a return to sustainable earnings,

with the Co-op posting total

normalised earnings of $398 million,

up $123 million on last year.

With these improved earnings and a

stronger balance sheet comes a return to

paying a dividend, which was one of the four

Board priorities this year.

This year’s dividend payment of 5 cents

per share and final Farmgate Milk Price of

$7.14 per kgMS means the total payout for

a fully share-backed farmer was $7.19 per

kgMS, the fourth highest for the Co-op.

These results show that the core of

our strategy will deliver – even amid a

global pandemic.

Cultural change has been a focus for our

Co-op’s leadership over the past two years.

We can see that improvement reflected in

the numbers, particularly our overall Debt

1


which reduced by $1.1 billion in a single

year. In the past 2 years, we have reduced

overall Debt by $1.5 billion.

Across the Co-op, our people have been

calm and considered when responding to

the new challenges that Covid-19 creates on

a daily basis. We have stayed focused on our

core business and delivered what we said

we would, rather than let Covid-19 be an

excuse to veer away from strategy.

Our international scale is one of the

Co-op’s key strengths. Our people have

worked hard to leverage that scale, shifting

our New Zealand milk into the products

and places where we can earn the highest

possible value under the circumstances.


Our international scale is one of the

Co-op’s key strengths. Our people

have worked hard to leverage that

scale, shifting our New Zealand milk

into the products and places where

we can earn the highest possible

value under the circumstances.

JOHN MONAGHAN

CHAIR

1 Economic net interest-bearing debt.

Fonterra Annual Report 2020

76

Letter from the Chair

Share price up 1.6% year/year*
$

3.82

**

*For the period 31 July 2020

**Fonterra Co-operative Group

Limited (FCG) share price as at 31 July 2020

CONTINUING THE

IMPLEMENTATION OF

OUR STRATEGY

The Board continues to refresh the

Co-op’s risk appetite statement alongside

refinements to our strategy and with a view to

sustainable growth.

We have developed a more conservative

approach to risk across the business, be it

our balance sheet, investment decisions and

general business operations.

It is a critical piece of work that gives us a

much clearer view of the risk adjusted return,

particularly for offshore investments, before

we make our investment decisions.

We have also continued to review

our asset base in line with our strategy.

Within the financial year we completed

the earlier announced sales of DFE Pharma

and foodspring® with cash proceeds of

$623 million.

Despite its improved earnings

performance this year, we have looked at

the future cash flow projections for our

New Zealand Consumer business and made the

call to write down that business by $21 million.

Our Fonterra-owned China farms made

a modest EBIT of $11 million this year, but

we have also written down those assets,

along with our joint venture farm. Continued

geo-political tensions in Latin America have

impacted our DPA Brazil business and as a

result, that asset has been impaired.

The total impact of write downs in the

financial year was $289 million.

We measure the success of our strategy

in three buckets: healthy people, healthy

environment and a healthy business.

We have made good progress in all three

areas, including a 20% reduction in energy

intensity from our 2003 baseline at our

New Zealand manufacturing sites. There is

more work to be done in all three areas if we

are to meet our long-term commitments.

STABLE GOVERNANCE

SUCCESSION AND

DEVELOPMENT

In June, the Board selected Peter McBride as

our Chairman-elect as part of our commitment

to planned governance succession. The early

announcement was designed to provide Miles

and his leadership team with the stability and

confidence to push on with embedding our

strategy and cultural change. Since June, Peter

and I have worked together closely to ensure

there is no disruption to the Co-op when he

takes over the reins at the Annual Meeting

in November.

Holly Kramer joined our Board in April

as an independent director. Holly fills the

position left by Simon Israel who retired

in November 2019. Farmers will be asked

to ratify Holly’s appointment at the 2020

Annual Meeting.

DELIVERING FOR FUTURE

GENERATIONS – THE OUTLOOK

FOR THE 2021 FINANCIAL YEAR

AND BEYOND

Looking to the 2021 financial year, there is a

high level of uncertainty as to how the global

recession and new waves of Covid-19 will

impact demand globally. It is something the

Co-op will be monitoring closely throughout

the season.

The best way of coping with uncertainty is

to stay on strategy and focus on what is within

our control – our financial discipline and cost

of quality for example.

We need to stay agile and draw on our

strengths across the supply chain to manage

and adapt to the changing global situation.

From a Milk Price perspective, the supply

and demand picture remains finely balanced

and for that reason we are maintaining our

forecast Farmgate Milk Price range of $5.90 -

$6.90 for the 2020/21 season.

In terms of our earnings, we are

forecasting a full year normalised earnings

per share range of 20-35 cents per share. This

earnings range assumes a number of factors

working in our favour, including that there

is no heightened disruption from Covid-19

over what we currently face, and an improved

trading performance driven out of Asia and

Greater China.

Further out, the future of our Co-op

is exciting.

We were match fit when Covid-19

struck, with a new strategy, structure, and

culture. That has us well positioned to come

out the other side where there will be new

opportunities for us.

We’re in the business of food, and it’s an

exciting industry to be a part of. Food trends

are constantly changing, there’s a lot of energy

around new product development, and there’s

new and emerging markets in most parts of

the world.

The provenance and quality behind

New Zealand dairy will remain sought after

internationally. People will always pay for

quality, and we produce what I believe is the

best milk in the world.

Finally, on a personal note, I’d like to thank

the 10,000 farming families that jointly own

our Co-op for their loyalty and support. It

has been a privilege to be part of this Co-op’s

leadership, and its Chairman for the past

two years.

As a Fonterra governor I’m retiring out to

the back paddock, but I remain an active and

proud farmer-owner of this great Co-op.

7ÃWRXWÃWRX

<RX0H8VWRJHWKHU

JOHN MONAGHAN

CHAIR

Farmgate Milk Price

for the 2019/20 season

$

7. 14

per

kgMS

Dividend

5

cents

per share

New Zealand milk collections

for the 2019/20 season

1,517

million

kgMS

Fonterra Annual Report 2020

98

Letter from the Chair

How is the Co-op handling Covid-19?
,WɆVDWRXJKHQYLURQPHQWIRUHYHU\PDUNHW

LQGXVWU\DQGEXVLQHVVULJKWQRZ:HɆYHDOOIHOW

WKHLPSDFWRI&RYLG)RUWKHJOREDOGDLU\

PDUNHW&RYLGKDVEURXJKWLQFUHDVHGYRODWLOLW\

DQGXQFHUWDLQW\%XWGHVSLWHWKLV)RQWHUUDKDV

SHUIRUPHGZHOODQGGHOLYHUHGERWKDVWURQJPLON

SULFHDQGJRRGHDUQLQJV

7KHZRUNGRQHRYHUWKHODVWPRQWKV

WRVWUHQJWKHQRXUEDODQFHVKHHWLVDOORZLQJXV

WRIRFXVRQPDQDJLQJWKH&RYLGVLWXDWLRQ

:HɆUHGUDZLQJRQRXUJOREDOVXSSO\FKDLQWR

PLQLPLVHGLVUXSWLRQVIRURXUFXVWRPHUVDQGZHɆUH

XVLQJRXUGLYHUVHSURGXFWDQGFXVWRPHUEDVH

WRGLUHFWPLONLQWRWKRVHSURGXFWVDQGPDUNHWV

ZKHUHWKHUHLVWKHKLJKHVWGHPDQGDQGWKHPRVW

YDOXHFDQEHDFKLHYHG

:KHQ,ORRNEDFNRQODVW\HDULWɆVJUHDWWR

VHHKRZZHOOZHFDQSHUIRUPZKHQRXUSXUSRVH

VWUDWHJ\DQGYDOXHVDUHDOODOLJQHG:HɆUHDWRXU

EHVWZKHQZHɆUHFOHDURQZKDWZHQHHGWRGRDQG

WKHZKROH&RRSLVIRFXVHGRQLWDQG,ZDQWWR

WKDQN)RQWHUUDIDUPHUVDQGHPSOR\HHVIRUWKHLU

VXSSRUWDQGWKHKDUGZRUNWKH\GLGLQ

How have farmers and employees

come through a tough year?

:KLOHWKHPLONSULFHZDVVWURQJLQ

IDUPLQJFRQGLWLRQVZHUHSUHWW\WRXJKIRUPDQ\

IDUPHUV7KHUHZHUHGURXJKWVDQGIORRGVEXW

IDUPLQJIDPLOLHVGLGZKDWWKH\GRZHOODQG

ORRNHGDIWHUWKHLUFRZVODQGDQGEXVLQHVVHVDQG

NHSWWKHPLONIORZLQJ

,QWKHEXVLQHVVZHLPSOHPHQWHGDQHZ

FXVWRPHUOHGRSHUDWLQJPRGHO,WPHDQWDORW

RIFKDQJHIRURXUHPSOR\HHVDVZHUHRUJDQLVHG

WHDPVDQGWKHZD\ZHZRUNɂEXWLWZDV

QHFHVVDU\EHFDXVHRXUIXWXUHLVDERXWJURZLQJ

WKHYDOXHRI1HZ=HDODQGPLONDQGWKDWPHDQV

XQGHUVWDQGLQJRXUFXVWRPHUVPXFKPRUHWKDQ

ZHKDYHLQWKHSDVW:HQHHGWRPDNHVXUH

RXUSURGXFWVDUHJRLQJWRWKHFXVWRPHUVZKR

YDOXHRXU1HZ=HDODQGPLONLQQRYDWLRQDQG

VXVWDLQDELOLW\WKHPRVWɂDQGRXUQHZVWUXFWXUH

DQGJUHDWHUIRFXVRQRXUPDUNHWVKHOSVZLWKWKDW

&RYLGKDVDOVRSXWDORWRISUHVVXUH

RQERWKIDUPHUVDQGHPSOR\HHV/LNHVRPDQ\

RWKHUVDURXQGWKHZRUOGWKH\ɆYHKDGWRMXJJOH

WKHVWUHVVXQFHUWDLQW\DQGWKHH[WUDGHPDQGVRI

OLYLQJWKURXJKWKH&RYLGSDQGHPLF%XWRXU

HPSOR\HHVKDYHDOVRIRFXVHGRQɅ*RRG7RJHWKHUɆ

ɂWZRVLPSOHZRUGVWKDWGHVFULEHKRZZHDUH

ZKHQZHEULQJWRJHWKHURXUSXUSRVHVWUDWHJ\

DQGYDOXHVRULQRWKHUZRUGVLWɆVDERXWKDYLQJ

FODULW\DERXWZKDWZHQHHGWRGRZK\DQGKRZ

7KDWFODULW\KDVHPSRZHUHGRXUWHDPVWRJHWRQ

DQGPDNHWKHULJKWFDOOVWRGHOLYHUUHVXOWVDVZHOO

DVPDQDJLQJDQGDGDSWLQJWR&RYLG7KH\ɆYH

DOVRVKRZQWKDWWKH\JHQXLQHO\FDUHDERXWHDFK

RWKHUDQGZDQWWRPDNHDGLIIHUHQFHIRURXU

IDUPHURZQHUVXQLWKROGHUVFXVWRPHUVDQG

ORFDOFRPPXQLWLHV

Has the Co-op hit its

performance targets?

,ɆPSOHDVHGWRVD\ZHKDYH:HɆYHGHOLYHUHG

RQDOOIRXURIRXUSULRULWLHVKLWRXUILQDQFLDO

WDUJHWVUHGXFHRXUHQYLURQPHQWDOIRRWSULQW

EXLOGDJUHDWWHDPDQGVXSSRUWUHJLRQDO

1HZ=HDODQG:HLQFUHDVHGRXU3URILWDIWHU

WD[E\PRUHWKDQELOOLRQUHGXFHGRXU'HEW

E\PRUHWKDQELOOLRQDQGRXU)UHH&DVK)ORZ





ZDVDOPRVWELOOLRQ'RLQJWKLVDWWKHVDPH

WLPHDVUHVSRQGLQJWR&RYLGGHPRQVWUDWHV

WKHUHVLOLHQFHRIRXUEXVLQHVVDQGVWUHQJWKRI

EHLQJDFRRSHUDWLYH

Q&A with our

Chief Executive

Officer

Miles Hurrell answers key questions on the Co-op’s performance,

the year ahead and the task of responding to Covid-19.

What are the main reasons for the

lift in the Co-op’s financial performance?

2XU7RWDO*URXSQRUPDOLVHG(%,7ZKLFKZHXVH

WRVKRZRXUXQGHUO\LQJEXVLQHVVSHUIRUPDQFH

ZDVXSPLOOLRQWRPLOOLRQ7KLVZDV

GULYHQE\DVWURQJQRUPDOLVHGJURVVSURILWLQWKH

,QJUHGLHQWVEXVLQHVVDQGVWURQJVDOHVDQGJURVV

PDUJLQVIURPWKH*UHDWHU&KLQD)RRGVHUYLFH

EXVLQHVVLQWKHILUVWKDOI

,QJUHGLHQWVɆQRUPDOLVHGJURVVSURILWZDVXS

PLOOLRQWRELOOLRQ$WKDOI\HDUWKHJURVV

SURILWZDVUHODWLYHO\VWHDG\EXWWKHQLPSURYHG

GXULQJWKHVHFRQGKDOIDVPLONSULFHVVRIWHQHG

,WZDVDFRPELQDWLRQRIIDFWRUVɂLQFOXGLQJ

UHVWDXUDQWVEHLQJFORVHGLQWHUPLWWHQWVSLNHVLQ

VXSHUPDUNHWVDOHVDQG(8DQG86*RYHUQPHQWVɆ

VXSSRUWPHDVXUHVIRUIDUPHUVɂWKDWFDPH

WRJHWKHUWRFUHDWHXQFHUWDLQW\LQWKHJOREDOGDLU\

PDUNHWDQGFDXVHGSULFHVWRVRIWHQVOLJKWO\7KLV

PHDQWWKDWZKLOHGDLU\GHPDQGSURYHGUHVLOLHQW

EX\HUVZHUHDOLWWOHPRUHFDXWLRXVWKDQXVXDO

*UHDWHU&KLQD)RRGVHUYLFHɆVQRUPDOLVHG

(%,7LQFUHDVHGIURPPLOOLRQODVW\HDUWR

PLOOLRQWKLV\HDU:HKDGVWURQJVDOHV

JURZWKDFURVVRXU$QFKRU)RRG3URIHVVLRQDOV

70



SURGXFWUDQJHLQWKHILUVWKDOIRIWKH\HDU:H

HQWHUHGQHZFLWLHVDFURVV&KLQDWDNLQJRXU

WRWDOWRDQGJURVVPDUJLQVLQFUHDVHGIURP

WR%XWZHWKHQIHOWWKHLPSDFW

RI&RYLGDVUHVWDXUDQWVFORVHG*URVVSURILW

VWDUWHGWRTXLFNO\UHERXQGLQWKHWKLUGTXDUWHUɂ

DOWKRXJKLWLVVWLOOQRWDW

7KHIDFWWKDWZHKDYHEUHDGWKDQGFRXOG

OHDQRQWKHVHWZREXVLQHVVHVLQZDV

LPSRUWDQWEHFDXVHDVZHIRUHFDVWHGRXU

)RRGVHUYLFHEXVLQHVVHVDFURVVRXURWKHUPDUNHWV

ZHUHLPSDFWHGE\&RYLGLQWKHIRXUWKTXDUWHU

DQGLQIDFWWKH\KDYHDOOUHSRUWHGORVVHVIRUWKH

VHFRQGKDOI


It’s a tough environment for every

market, industry and business

right now. We’ve all felt the impact

of Covid-19. For the global dairy

market Covid-19 has brought

increased volatility and uncertainty.

But despite this, Fonterra has

performed well and delivered both a

strong milk price and good earnings.

MILES HURRELL

CHIEF EXECUTIVE OFFICER

1 Free Cash Flow is the cash flow that is available to pay interest, dividends and Debt. It is calculated as

net cash flows from operating activities plus net cashflows from investing activities.

Fonterra Annual Report 2020

1110

Q&A with our Chief Executive Officer

,QDGGLWLRQRXU&RQVXPHUEXVLQHVVɆ
QRUPDOLVHG(%,7KDGWRDEVRUEDQXPEHURI

QRQFDVKLWHPVOLNHWKHJRRGZLOOLPSDLUPHQWV

RQWKH1HZ=HDODQG&RQVXPHUEXVLQHVVDQGWKH

&KHVGDOHEUDQG%XWRYHUDOO,ZDVSOHDVHGZLWK

&RQVXPHUɆVSHUIRUPDQFHDVWKH\ZHUHIDFHGZLWK

QRWRQO\&RYLGEXWDOVRPDUNHWGLVUXSWLRQV

IURPFLYLOXQUHVWLQYDULRXVSDUWVRIWKHZRUOG

,WɆVZRUWKQRWLQJWKDWLISHRSOHDUHLQWHUHVWHG

LQVHHLQJKRZHDFKRIWKHUHJLRQVZLWKLQRXUQHZ

FXVWRPHUOHGRSHUDWLQJPRGHOKDYHSHUIRUPHG

\RXFDQVHHWKLVRQSDJH:HPDGHWKHFDOOWR

FRPPXQLFDWHRXUSHUIRUPDQFHXVLQJRXU

SUHYLRXVRSHUDWLQJPRGHOEHFDXVHLWDOORZHGXVWR

JLYHDJRRGFRPSDULVRQZLWKODVW\HDU

Are you comfortable with the Co-op’s

Debt levels?

,ɆPSOHDVHGZLWKWKHGLVFLSOLQHWKDWFRQWLQXHVWR

EHVKRZQDQGWKHSURJUHVVZHɆUHPDNLQJZLWKRXU

'HEWOHYHOZKLFKKDVUHGXFHGE\ELOOLRQRU

FRPSDUHGWRODVW\HDU2XU'HEWWR(%,7'$

UDWLRRIWLPHVLVLQOLQHZLWKRXUWKUHH

\HDUWDUJHWUDQJHRIWRWLPHVDQGLVD

VLJQLILFDQWUHGXFWLRQIURPWLPHVODVW\HDU

:HKDYHDFKLHYHGWKLVE\IROORZLQJWKURXJK

RQRXUFRPPLWPHQWWRVWURQJILQDQFLDOGLVFLSOLQH

:HKDYHLQFUHDVHGHDUQLQJVUHGXFHGFDSLWDO

H[SHQGLWXUHLPSURYHGFDVKIORZDQGEHQHILWHG

IURPWKHVDOHRI')(3KDUPDDQGIRRGVSULQJ

®



ZLWKFDVKSURFHHGVRIPLOOLRQ7RJHWKHU

WKHVHDOOFRQWULEXWHGWRWKHVLJQLILFDQWUHGXFWLRQ

LQ)RQWHUUDɆV'HEW

How has the Co-op contributed

to New Zealand?

:HɆUHVWDUWLQJWRVHHWKHHFRQRPLFLPSDFW

RI&RYLGLQ1HZ=HDODQGDQGWKH&RRSLV

ZHOODZDUHRIWKHGLIIHUHQFHZHFDQPDNHIRU

1HZ=HDODQGZKHQZHJHWLWULJKW2QHRIWKH

ELJJHVWZD\VZHFRQWULEXWHWRWKHHFRQRP\LV

WKURXJKPLONSULFHSD\PHQWVɂWKDWɆVXVZRUNLQJ

KDUGHYHU\GD\WRJHWWKHEHVWSULFHIRURXUIDUPHU

RZQHUVɆPLON,WPDNHVPHIHHOJRRGWREHSDUWRI

D&RRSWKDWLQWKH\HDUFRQWULEXWHG

DURXQGELOOLRQWR1HZ=HDODQGɆVUXUDO

HFRQRPLHV

2XUSHRSOHDOVRJRWVWXFNLQDQGKHOSHG

ORFDOFRPPXQLWLHVPDQDJH&RYLG)RU

H[DPSOHZHPDGHDQDGGLWLRQDOWZRPLOOLRQ

OLWUHVRIHWKDQRODYDLODEOHWRKHOSZLWKWKH

LQLWLDOKDQGVDQLWLVHUVKRUWDJHLQ1HZ=HDODQG

DQGZHUHGLUHFWHG$QFKRUPLONIURPRXULQ

VFKRROQXWULWLRQSURJUDPPHLQWRFRPPXQLWLHV

WKURXJKRXW1HZ=HDODQGDVVFKRROVZHUHFORVHG

GXULQJ$OHUW/HYHOORFNGRZQ:HɆYHDOVR

DFFHOHUDWHGSD\PHQWVIRUVPDOOWRPHGLXPVL]HG

EXVLQHVVHVKHUHLQ1HZ=HDODQGVRWKH\ɆUHSDLG

ZLWKLQGD\VIURPXVUHFHLYLQJWKHLULQYRLFH

EHFDXVHZHNQRZWKLVZLOOKHOSWKHLUFDVKIORZ

Profit After Tax

$

659m

Up $1.3 billion

Debt down

$

1.1 billion

Total Group Normalised EBIT

$

879m

Up $67 million

Free Cash Flow

$

1.8 billion

Up $733 million

What has Fonterra done to reduce

its impact on the environment?

:HFDUHIRUWKHHQYLURQPHQWDQGUHFRJQLVHLW

LVFULWLFDOWRDVXVWDLQDEOHIXWXUHIRUWKH&RRS

DQG1HZ=HDODQG7KDWɆVZK\WKLV\HDUHYHQ

ZLWKDOOWKHGLVWUDFWLRQWKDWFRPHVZLWKDJOREDO

SDQGHPLFZHKDYHFRQWLQXHGWRUHGXFHRXU

HQYLURQPHQWDOIRRWSULQW

• +LWWLQJRXUWDUJHWWRUHGXFHHQHUJ\

LQWHQVLW\DWRXUPDQXIDFWXULQJVLWHVE\





ɂFXPXODWLYHO\WKDWɆVHQRXJKHQHUJ\VDYHGWR

SRZHUDOOWKHKRXVHKROGVLQ1HZ=HDODQGIRU

\HDUV

• 6XSSRUWLQJRYHUIDUPHUVZLWKSXWWLQJ

)DUP(QYLURQPHQW3ODQV )(3V LQSODFHZKLFK

PHDQVRIRXUVXSSO\LQJIDUPVQRZKDYH

DQ)(3

• &RPSOHWLQJIDUPVSHFLILFJUHHQKRXVHJDV

HPLVVLRQUHSRUWVIRUDOORXUIDUPHURZQHUV

VRWKH\ZLOOKDYHWKHGDWDWRPDNHLQIRUPHG

GHFLVLRQVIRUWKHLUIDUPV

%XWRXUPRVWLPSDFWIXOFKDQJHLQZDV

PDNLQJWKHFDOOWRVZLWFKIURPFRDOWRZRRG

SHOOHWVDWRXU7H$ZDPXWXPDQXIDFWXULQJVLWH

,ɆPSOHDVHGWKDWGHVSLWHORJLVWLFDOGHOD\VGXHWR

&RYLGWKHVLWHLVQRZXVLQJZRRGSHOOHWVDQG

WKLVZLOOVHHXVUHGXFHRXUQDWLRQDOFRDOXVDJHE\

DOPRVWDVDUHVXOW

What are your priorities for 2020/21?

:HKDYHWKUHHSULRULWLHVɂRXU&RRSHUDWLYH

3HUIRUPDQFHDQG&RPPXQLW\

Ʌ&RRSHUDWLYHɆLVDOODERXWEHLQJKHUHIRU

IDUPHUVDQGHPSOR\HHVɂWKDWPHDQVKDYLQJD

FRPSHWLWLYHPLONSULFHVXSSRUWLQJIDUPHUVWR

KDYHVXVWDLQDEOHEXVLQHVVHVWKURXJKRXU&R

RSHUDWLYH'LIIHUHQFHSURJUDPPHDQGHPSRZHULQJ

HPSOR\HHVSXOOWRJHWKHUDQGPDNHLWKDSSHQ

Ʌ3HUIRUPDQFHɆLVDERXWGHOLYHULQJRQ

RXUILQDQFLDOFRPPLWPHQWVɂLQSDUWLFXODU

FRQWLQXLQJWRGULYHHDUQLQJVUHGXFH'HEWDQG

LPSURYHUHWXUQRQFDSLWDO

$QGɅ&RPPXQLW\ɆLVDERXWGRLQJZKDWɆV

ULJKWIRURXUFXVWRPHUVFRPPXQLWLHVDQGWKH

HQYLURQPHQW7KDWPHDQVH[FHHGLQJFXVWRPHU

H[SHFWDWLRQVPDNLQJRXUORZFDUERQIRRWSULQW

PRGHODSRZHUIXOSRLQWRIGLIIHUHQWLDWLRQDQG

VKDULQJRXUGDLU\SURGXFWVZLWKWKRVHWKDWQHHG

WKHPWKHPRVW

*RRG7RJHWKHUKDVSXWXVLQJRRGVWHDG

GXULQJ,ɆYHQHYHUVHHQRXU&RRSVR

XQLWHGɂZHɆYHJRWKHDUWZHɆYHJRWIRFXVDQG

ZHɆYHJRWPRPHQWXP,ɆPORRNLQJIRUZDUGWR

ZRUNLQJZLWKIDUPHUVDQGHPSOR\HHVWRPDNH

DGLIIHUHQFHIRUFXVWRPHUVFRPPXQLWLHVDQG

1HZ=HDODQGLQ


The Co-op is well aware

of the difference we can

make for New Zealand

when we get it right. One

of the biggest ways we

contribute to the economy

is through milk price

payments – that’s us

working hard every day to

get the best price for our

farmers’ milk. It makes me

feel good to be part of a

Co-op, that in the 2019/20

year, contributed around

$11 billion to New Zealand’s

rural economies.

2 Off a 2003 baseline.

Fonterra Annual Report 2020

1312

Q&A with our Chief Executive Officer

T
he impact of Covid-19 has been felt in

every region and market we operate

in, and as a result the global dairy

market has been volatile and the outlook

continues to be uncertain.

Despite the challenges, farmers and

employees have come together as one team to

keep our business running and supply chains

operating. Farmers have relied on us to pick

up and process their milk, and our customers

have counted on us to deliver.

The work done over the last year to

strengthen our balance sheet, and the Co-op’s

ability to respond quickly, has helped us focus

on the Covid-19 situation.

2XUVFDOHFRPPLWWHGSHRSOHUHOLDEOH

JOREDOVXSSO\FKDLQDQGDELOLW\WRFKDQJH

RXUSURGXFWPL[DQGPRYHSURGXFWV

EHWZHHQPDUNHWVPHDQWZHFRXOG

FRQWLQXHWRGULYHYDOXHGHVSLWHWKH

GLVUXSWLRQDQGXQFHUWDLQW\RI&RYLG

In February, our Foodservice business in

China was hardest hit, as restaurants, cafes

and bakeries closed due to lockdown. Once

restrictions eased, and cities opened up again,

demand in the sector came back reasonably

quickly as our Foodservice customers looked

to make up for lost sales volumes, although it

is still not at 100%.

Having people on the ground in China was a

huge benefit for us as we were able to get early,

first-hand insights into what was happening.

Our teams were flexible and adaptable and

were prepared to try new ways of doing things.

For example, our teams weren’t able

to visit customers during lockdown so they

quickly set up virtual training sessions and

livestreams. Our Anchor Food Professionals

TM


chefs demonstrated to customers and

consumers how to cook recipes with our

butter and cheese. Almost three million

viewers tuned in – many of these were new

business leads. Normally these sorts of

sessions take a while to create, set up and

execute but our team turned them around in

a matter of days. And all while juggling the

stress and extra pressures of a lockdown.

When one of our medical nutrition

customers put in an urgent request for

more hydrolysate, a fast absorbing whey

protein used to provide nutrition for patients,

including those suffering from Covid-19

in the US, our teams quickly rallied to find

a way to extend production by one month

to fill the request.

But acting quickly to keep our business

going was not the only focus for our teams.

They also took the initiative to help local

communities as much as they could.

With hand sanitiser in short supply in

New Zealand, our Co-op redirected two

million litres of ethanol for use in sanitiser

production by working with our customer,

Gull, as well as increasing production.

We also recognised we could help

our small and medium sized vendors in

New Zealand with cash flow, and have

accelerated payments to eligible vendors so

A strong team

responding to

Covid-19

As an essential business, our

teams have drawn on all their

strengths to keep the Co-op

going. We’re incredibly proud of

how our people around the world

have pulled together to support

each other and ensure our

operations are continuing to run.

It showed us what being Good

Together is all about.

they’re paid within 10 days of invoice, instead

of the standard 20th of the month term.

In Thailand, with department stores closed

and sales of Anlene MovMax impacted, our

local team saw an opportunity to donate

Anlene MovMax UHT products to healthcare

professionals who needed support.

And in New Zealand, with schools closed

around the country, our teams moved quickly,

partnering with various charitable groups to

redirect nearly one million serves of Anchor

milk from our in-school programmes to

communities who needed it.

Covid-19 has

shown the

character of

our people and

resilience of

our business.

Meeleissssaa

Syed

BhaBhavisvisha ha & N& Netaeta

To nTo neeee

Maria &&& Shilpaa

GGreGg

15

A strong team responding to Covid-19

Fonterra Annual Report 2020

14

JAN 2020
• We announce our

Te Awamutu site

will be coal free

next season

• We complete

the sale of our

50% share of

DFE Pharma and

foodspring® with

cash proceeds of

$623 million

• We extend MyMilk

to the North

Island, making it

easier for farmers

to join and grow in

the Co-op

• Our business in

China impacted by

Covid-19 outbreak

FEB 2020

• New Zealand

faces significant

weather

disruption with

floods in the South

Island and drought

conditions in the

North – our Co-op

offers support

MAY 2020

• 2019/2020

forecast Farmgate

Milk Price

narrowed to $7.10 -

$7.30 per kgMS

• 2020/21 opening

season forecast

Farmgate Milk

Price announced

at $5.40 - $6.90

per kgMS

APR 2020

• Fraser Whineray

starts in role as

Chief Operating

Officer

e

0 -

JUN 2020

• We announce

a Co-operative

Difference Payment

of up to 10 cents

per kgMS for

farms that meet

sustainability and

value targets

• We accelerate

payments for

eligible small to

medium-sized

New Zealand

businesses so

they’re paid within

10 days from the

receipt of invoice

• Peter McBride

selected as

Chairman-elect

NOV 2019

• Our reformulated

Fresh ‘n Fruity

yoghurt, with 40%

less added sugar,

hits supermarket

shelves in

New Zealand

• Celebrate 10

years of KickStart

Breakfast



OCT 2019

• Celebrate five year

anniversary of

Farm Source

• 2019/20 forecast

Farmgate Milk

Price range

revised up to

$6.55 - $7.55

per kgMS

MAY 2019

• 2019/20 season

opens with a

forecast Farmgate

Milk Price of $6.25 -

$7.25 per kgMS

AUG 2019

• We announce

our intention to sell

a portion of our

stake in Beingmate,

which we view

as a financial

investment only

• We announce the

decision not to pay

a dividend due to

significant

write-downs

ent

n

JUL 2020

• We launch

Simply Milk

New Zealand’s

first carbonzero

milk in partnership

with Foodstuffs

North Island

• 2019/20 forecast

Farmgate Milk

Price revised down

to $7.10 - $7.20

per kgMS

• 2020/21 forecast

Farmgate Milk

Price revised up to

$5.90 - $6.90

per kgMS

Our year

in review

Looking back at some of the big moments across our business over the last year.

h

ht

p


MAR 2020

• After completing

strategic reviews

of China Farms

and DPA Brazil,

we announce that

sales processes for

both assets are well

under way

• New Zealand

goes into Covid-19

Alert Level 4

lockdown. Our

Co-op continues

to operate as an

essential business

• Chairman John

Monaghan confirms

he will retire at the

Annual Meeting

in November









• Carly Robinson

appointed as

Director, Office

of the CEO





%

DEC 2019

• Teh-han Chow

is appointed as

our interim CEO

Greater China

• We are awarded

the Rainbow Tick

for commitment

to diversity in the

workplace

• We purchase

minority interest

in Prolesur, taking

our ownership of

the Chilean milk

processor from

86.2% to 99.9%

• 2019/20 forecast

Farmgate Milk Price

revised up to $7.00 -

$7.60 per kgMS



e

5 -

ell

e,

y

SEP 2019

• WE OUTLINE

OUR NEW

STRATEGY AND

MOVE TO A

CUSTOMER-LED

OPERATING

MODEL

• We announce

the closure of our

Te Roto site to

consolidate our

specialty cheese

making facilities at

our Eltham Bridge

Street site

• We announce that

six New Zealand

manufacturing

sites in water

constrained

regions will reduce

their water use by

30% by 2030

Fonterra Annual Report 2020

1716

Our year in review

K
DRUDWHZKHQXDNDRUDWHWÃQJDWD

When the land is well, the people

will thriYH

It is the land that protects and sustains us. The

land gives us our unique dairy goodness that

we share with people around the world.

By looking after land, water and animals,

and using resources wisely, we are finding a

path to regenerate the environment. It’s all

part of our transition to a more sustainable

way of dairying.

We are working together to achieve a healthy

environment for farming and society.

* Compared to last year

Greenhouse Gas Emissions (GHG)*

1.9

%

Reduction in GHG emissions

from our global manufacturing sites.


Water Use*

6.4

%

Reduction in water use at our manufacturing

sites in water-constrained regions.

Solid Waste*

970 tonnes

Reduction in solid waste to landfill

from our global operations.

Fonterra Annual Report 2020

1918

Healthy Environment


The individual greenhouse

gas reports will provide

farmers with insight and

understanding about

what is happening on

farm. It will help farmers

identify any strengths and

weaknesses and allow

them to prioritise their

next improvement steps.

ANDREW KEMPSON

ENVIRONMENT

PROGRAMME LEAD

Switching to renewable energy

We are also moving to energy sources which

produce less GHG emissions and reducing our

reliance on fossil fuels such as coal. We are

taking a staged approach to renewable energy

and this year we took a significant step with

the conversion of our Te Awamutu site from

coal to wood pellets.

In New Zealand, wood biomass is a by-

product of forest harvesting and processing,

making it a good low-carbon alternative

to coal.

It’s estimated that once fully operational,

this change at our Te Awamutu site will reduce

our GHG emissions by around 84,000 tonnes

per year, equivalent to taking around 32,000

cars off New Zealand roads and taking a

big step towards our target of 30% reduction

by 2030.

Helping farmers reduce on-farm

emissions

New Zealand farmers are already some of

the most carbon-efficient in the world, so

making significant further improvements

isn’t easy. The agriculture sector will need

a comprehensive package of activities to

address the challenge, and some are not yet

technically or commercially viable.

For now, the main improvements our

farmers can deliver will continue to come from

adopting good management practices on-farm

such as being efficient with feed and fertiliser,

having the right number of cows for the

specific area of land, reducing cow replacement

rates and ensuring good animal health.

To support our farmers, we have been

collaborating on the development of farm-

specific greenhouse gas reporting. Following

a successful pilot, we are now finalising the

reports, which will be sent to farmers by

October 2020.

HOW WE ARE TRANSITIONING

TO LOW-CARBON

Improving energy efficiency

We’ve delivered on our target to improve

energy efficiency in our New Zealand

manufacturing sites from our 2003 baseline

by 20%. Improving energy efficiency in our

manufacturing operations remains a top

priority. Not only does it directly reduce our

greenhouse gas (GHG) emissions, it makes

commercial sense and it helps with our

transition to lower carbon fuels.

Hitting our 2020 energy efficiency target

is a significant milestone – cumulatively, since

2003, that’s enough energy saved to power all

the households in New Zealand for 1.5 years.

HOW FONTERRA IS MAKING THIS HAPPEN

,PSURYLQJWKHKHDOWKDQGELRGLYHUVLW\RIRXUODQGDQGZDWHUZD\Vby having a

regenerative mindset, reducing the impacts of farming and manufacturing, and working in

partnership with others.

/HDGLQJWKHWUDQVLWLRQWRDORZFDUERQIXWXUH by investing in innovation and infrastructure

to reduce greenhouse gas (GHG) emissions from our supply chain.

0HHWLQJJURZLQJQXWULWLRQDOQHHGVthrough improvements in productivity and minimising

waste from farm to consumer.

FY20 DELIVERY – KEY ITEMS:

34% of our farms in New Zealand now have Farm Environment Plans

Switching from coal to wood pellets at our Te Awamutu site

Finalising farm-specific greenhouse gas reports

KEY GLOBAL TARGETS:

Reduce greenhouse gas emissions by 30% by 2030

Reduce water use at sites in water constrained regions by 30% by 2030

Zero solid waste to landfill by 2025

Caring for the land today, so the land cares for us tomorrow

7LDNLQDWHZKHQXDLWÕQHLUÃKHLRUDQJDWDQJDWDPďQJÃUÃHKHNHPDLQHL

GOAL ACHIEVED

THE UN SUSTAINABLE DEVELOPMENT GOALS

WE ARE CONTRIBUTING TO


Achieving our energy efficiency goal has involved hundreds

of projects and a daily focus from hundreds of staff over

the years. Projects have ranged from changing how we run

equipment, retro-fitting heat recovery systems, through to

building new efficient factories.

LINDA THOMPSON

SUSTAINABLE ENERGY & UTILITY MANAGER

Fonterra Annual Report 2020

2120

Healthy Environment

REDUCING OUR
ENVIRONMENTAL FOOTPRINT

Prioritising on-farm improvements with

Farm Environment Plans

Helping farmers establish a Farm Environment

Plan (FEP) and build on their good farming

practices is how we can make the biggest

difference on-farm in areas such as water

quality, soil health and biodiversity. Each FEP

is unique and includes a detailed map of the

farm, identifying areas of existing strengths

and also improvement areas for action.

One of our Sustainable Dairying Advisors

visits the farm and works with the farmer, to

consider things such as the risk of nutrient

or soil loss into waterways, maintaining

soil structure, protecting biodiversity and,

where applicable, the efficient management

of irrigation systems. 34% of our farms in

New Zealand now have an FEP. Our aim

is for every New Zealand farm to have

an FEP by 2025.

Collaborating on catchments

Protecting and regenerating the

environment in our local communities is not

something we can do on our own. It takes a

collaborative effort.

Living Water is our 10-year partnership

with the New Zealand Department of

Conservation that brings together farmers,

scientists, councils, communities and Mana

Whenua to identify game-changing and

scalable solutions that will enable farming and

freshwater ecosystems to thrive side-by-side.

It is focused on five key catchments, which all

have ecological significance, as well as being in

important dairying regions.

An example of the work we’re doing is in

the Waituna catchment where we have been

investigating applying fertiliser in a targeted

way. Fine particle application is a method

of applying less fertiliser which potentially

reduces its impact on freshwater and saves

farmers money. This year we commissioned

AgResearch to complete a review of data from

250 field trials around New Zealand. Their

analysis found the results were promising and

worth pursuing further. We are now looking

at the next steps that would be required

to make this approach more widely available

to farmers.

Beyond the five Living Water catchments

we’ve been working with iwi and local

stakeholders across New Zealand. For

example, recognising the important role

wetlands can play in improving water quality,

we have worked with the Waikato and Hawke’s

Bay Regional Councils and Landcare Trust to

assess feasibility, and demonstrate and help

landowners to reinstate wetlands.

Improving water efficiency

Water is a precious resource and we’re

committed to using it wisely.

Aligned with best-practice thinking,

our water efficiency target prioritises

improvements where water is potentially

constrained. This year we reduced water use

at our sites in water-constrained regions by

6.4%, which is a 3.1% reduction against our

2018 baseline and a significant step towards

our target of a 30% reduction by 2030.

Our Stanhope site in Australia delivered

most of the improvement, installing

new treatment infrastructure which has

significantly reduced the water it uses.

Responsible use of water is important

for all our manufacturing sites, even where

there is water abundance and overall across all

sites our water use was down by 3.7% on the

last financial year. That’s almost two billion

litres of water saved, which is equivalent to

more than 750 Olympic-sized swimming pools.

Reducing waste to landfill

We aspire to play our part in achieving ‘zero

waste’ and last year we set a new target for our

direct operations of sending zero solid waste

to landfill by 2025. With a collective effort

around the world, this year we have achieved a

reduction of 970 tonnes.

At our Takanini site, working with

Adhesifs, we have eliminated 33 tonnes of

solid waste. The backings from the labels we

use on large volume products are now turned

into tissue paper.

In Indonesia, we worked with our waste

contractor to change processes and the team

now segregates all paper, plastic and food

waste on site, achieving a 98% reduction

(194 tonnes) for the year.

Mike, KawKawwwwaaaaaaStrtrtrSeamammmm, L,L, L, L,,imimemememessstototonnenene nene e eDDowDoDowDDDowDDns,nns,s,WWWWaWaaikakakakaikaiktotoot

of supplying farms in New Zealand

now have a Farm Environment Plan,

up 23% from the start of the year

34

%

Fonterra Annual Report 2020

2322

Healthy Environment

AntAntntthhonhhhy JJyohnohn & Luauannna,naReReReReRReppppororpoaoa
W

HDUHZRUNLQJWRJHWKHUWRFDUH

IRUSHRSOHDQGPDNHDSRVLWLYH

FRPPXQLW\LPSDFW

That means looking after our team’s safety

and wellbeing, providing employees with

motivating work opportunities and playing a

role in supporting local communities.

It’s also about helping people live

healthier lives through the goodness of dairy.

The nutrients in dairy play an important

role in growing and maintaining healthy bones,

immunity, the functioning of your nervous

system and so much more.

There’s also power in some of

the individual components of milk in

helping manage and recover from injuries

and illnesses.

We often talk about the untapped

potential of milk because our scientists are

finding new benefits from dairy all the time –

we’ve only scratched the surface.

What is the most important thing in the world?

It is people, it is people, it is people.

+HDKDWHPHDQXLRWHDR"

+HWÃQJDWDKHWÃQJDWDKHWÃQJDWD

Healthy People

24

25

Fonterra Annual Report 2020

Lisa & Gordon, Darfield
WORKING WITH FARMERS

Farm Source

TM

, the Co-op’s farmer-facing

team, marked their fifth year of working to

help make farming easier by lowering on-

farm costs, providing on-farm support and

advice, and giving back to communities. Since

Farm Source

TM

began, we’ve returned more

than $160 million in Farm Source

TM

dollars,

discounts and deals to farmers.

When Southland faced the worst floods

in 30 years, teams across the Co-op came

together to help farmers and the local

community. Initially, teams worked alongside

emergency services, and then Fonterra’s

Farm Source

TM

team and the Edendale site’s

Emergency Response Team went out on

farm to help clear debris, repair fences and

get farms up and running again.

CARING FOR CONSUMERS

We’ve reduced the amount of added sugar by

40% in Fresh ‘n Fruity yoghurt and 30% in our

Anchor CalciYum. This is another step towards

our goal of having 100% of our everyday and

advanced products meet our independently-

endorsed nutritional guidelines by 2025.

HOW FONTERRA IS MAKING THIS HAPPEN

3URYLGHSRVLWLYHHPSOR\PHQWIRURXUSHRSOHby promoting a safe and healthy working

environment and developing a diverse, skilled and agile workforce.

$GGUHVVSXEOLFKHDOWKFKDOOHQJHVby improving the nutritional profile of our products and

promoting healthy diets.

,PSURYHWKHKHDOWKRIRXUFRPPXQLWLHVby doing business in the right way, sharing what

we do best and playing our part to build resilient, sustainable communities.

FY20 DELIVERY – KEY ITEMS

Create a culture that empowers our people

Shift to customer-led operating model

Support communities through nutritional programmes

KEY GLOBAL TARGETS

World-class injury prevention

World-class engagement

2022: 50% female representation in senior leadership

2025: 100% product portfolio meeting endorsed nutrition guidelines

GOAL ACHIEVED


We know when we embrace

different perspectives, we’re

more innovative, make

better decisions and improve

performance. There’s also

a growing body of research

indicating that diverse and

inclusive teams outperform

their peers.

HAYLEE PUTARANUI,

HEAD OF DIVERSITY

AND INCLUSION

Caring for people is at the core of our Co-operative.

CARING FOR OUR PEOPLE

We want all Fonterra people to go home from work safely every day. Unfortunately, this year our

injury frequency rate has risen to 5.8, up from 4.9 last year. The number of serious harm injuries

has significantly reduced, down 44% on last year. Overall, since 2010, our injury frequency rate

has reduced 68%. Any work-related injury is one too many for us. As a result, we continue to look

at ways to improve how we keep our people safe.

,QGLFDWRU7DUJHW3HUIRUPDQFH

FY18FY19FY20

Work-related fatalities

(attributable to Fonterra –

staff, contractors, on-site

public)

Zero harm010

Total recordable injury

frequency rate (TRIFR per

million work hours)

World class for

our industry

group (<5)

6.14.95.8

Number of serious harm

injuries

Zero harm141810

During Covid-19, the Co-op moved quickly to keep employees safe, cancelling all face-to-

face meetings and domestic and international travel prior to New Zealand going into Alert Level

4 lockdown. As countries went into lockdown, strict social distancing and Personal Protection

Equipment (PPE) guidelines were put in place globally to protect our essential workers and we had

a dedicated IT team working around the clock to keep our systems running as all other employees

worked from home. The Co-op has continued to keep health and safety measures in place and will

continue to do so until we are confident employees won’t be at risk.

Diversity in the work place is important to Fonterra, which is

why we’re proud to have been awarded the Rainbow Tick this year.

CARING FOR COMMUNITIES

We celebrated 10 years of providing valuable nutrition to Kiwi kids through KickStart Breakfast.

In partnership with the Ministry of Social Development and Santarium, over 1,000 schools are

involved and more than 30,000 children attend a KickStart Breakfast Club every school day.

When schools closed after New Zealand went into Covid-19 lockdown, we switched our

focus and redirected nearly one million serves of Anchor milk from our Fonterra Milk for Schools

programme to those in the community most in need.

less added sugar

30

%

40

%

KidKididds esenjonying g KKggickickStaStatatatataaartrtrtttrt rrBreBakfastt

THE UN SUSTAINABLE DEVELOPMENT GOALS

WE ARE CONTRIBUTING TO

Fonterra Annual Report 2020

2726

Healthy People

DELIVERING MORE THAN MILK
When New Zealand’s Northland community

was struggling with drought earlier this

year, our Northland team stepped in to

lend a hand.

Water deliveries were built into milk

collection schedules so our tanker drivers

could drop off water on their way up to

collect milk from farms in the Far North.

Our teams in Northland worked with the

local regional council to help deliver water

to the towns of Kaikohe, Kaitaia, Rawene

and Dargaville, delivering more than

200,000 litres of water.

But the work didn’t stop there. Our

Co-op’s Waitoa tanker team also got a call

up from Civil Defence when the township of

Waihi, in New Zealand’s Hauraki District, ran

dry after a burst water main – the team was

more than happy to lend a hand.


While our priority is and always will be collecting farmers’

milk, it’s really important that we step up and help

communities in their time of need wherever possible.

BARRY MCCOLL,

GM NATIONAL TRANSPORT AND LOGISTICS

SHIFTING TO A CUSTOMER-

LED OPERATING MODEL AND

BUILDING A GREAT TEAM

This financial year has been all about

delivering on our new strategy, and one of

the first things we did was shift to a new

customer-led operating model and focus on

building a great team.

We made this change because our future

is no longer about volume. Instead, it’s about

prioritising New Zealand’s unique milk and

growing its value, which means we need to

understand our customers in ways we haven’t

in the past.

We now have three customer-facing

businesses: Asia Pacific (APAC), Greater

China, and Africa, Middle East, Europe, North

Asia, Americas (AMENA). Having teams on

the ground gives us early insights into what’s

happening in market, and during Covid-19 this

was invaluable. Our teams were able to work

closely with customers to understand how

Covid-19 was impacting their businesses, and

in turn, what we could do to support them.

In addition to having the right

organisational structure to deliver on our

strategy, we recognised our teams needed

to be 100% clear on what was expected

of them. That’s why we introduced Good

Together – two simple words that remind us

that every day we have to be contributing to

our purpose, living our values and delivering

on our strategy. During Covid-19, the power

of Good Together really shone through

as our teams pulled together to keep the

business running, care for each other and help

local communities.

200,000

litres of water delivered to help with

Northland drought

VicVicVicVicVicVicVittttortia & CCCCollollollleageageageageageageageageaguuue,uuue,u Aucklklandnd

KevKevKevKevKevKevevin,n,n,n,nin,nnin,nn,in,nTeTeTeTeTeTTeTTTeRaRaRaRaRaRaRaRaRpapapapapappapapapa

Fonterra Annual Report 2020

2928

Healthy People

New Zealand Dairy Industry Awards
Fonterra Responsible Dairying Award

New Zealand Dairy Industry Awards

23 of the 33 regional titles were won by

Fonterra farmers, with three national titles

going to Fonterra farmers.

Nick and Nicky Dawson

Hawke’s Bay farmers Nick and Nicky Dawson

won the 2020 Fonterra Responsible Dairying

Award, receiving the John Wilson Memorial

Trophy. The award recognises dairy farmers

who demonstrate leadership in their approach

to sustainability and who are respected by

their fellow farmers and their community for

their attitude and role in sustainable dairying.

Officer of the New Zealand Order of Merit

Tony Wilding

South Waikato farming stalwart Tony Wilding was

recognised for his services to the dairy industry

and the community. Tony has made a significant

contribution to conservation and agricultural

education, and was a driving force behind fairer

sharemilking arrangements.

Member of the New Zealand Order of Merit

Dr Jeremy Hill

Chief Science and Technology Officer Dr Jeremy Hill

was recognised for his services to the dairy industry

and scientific research. Jeremy has worked for

Fonterra and its predecessors for over 30 years, and

is internationally recognised for his dairy research,

having published more than 100 works.

Fonterra Dairy Woman of the Year

Ash-Leigh Campbell

Ash-Leigh Campbell was named 2020 Fonterra Dairy

Woman of the Year. The 28-year-old Farm Manager

KDVEHHQZRUNLQJIRU1JÃL7DKXɆV6RXWK,VODQGIDUPLQJ

operation for more than three years. She is also Chair of

the New Zealand Young Farmers Board and a previous

$KXZKHQXD<RXQJ0ÃRUL)DUPHU$ZDUGILQDOLVW

Officer of the New Zealand Order of Merit

Dr Harvey Indyk

Senior Research Scientist Dr Harvey Indyk was

recognised for his services to analytical research and

the dairy industry, having developed techniques which

allow scientists to accurately measure the levels of

vitamins in milk.

New Zealand Champion of Cheese

Sam Pokaitara (right)

Lichfield’s Brine Salt Cheese Process Project Manager

took out this year’s supreme award after receiving the

highest aggregate score across the three cheeses he

entered for judging. Sam says the secret to making

the best cheese is top quality milk and experienced

operators who know what they’re doing.

'DLU\0DQDJHURIWKH<HDU –

Bay of Plenty’s Andre Meier,

Farm Manager on Ao Marama

Farms 250ha Te Puke property,

milking 800 cows.

6KDUH)DUPHUVRIWKH<HDU –

Waikato’s Sarah and Aidan

Stevenson, 50/50 sharemilking for

Sue Williams on her 100ha, 330-

cow Ngarua property since 2013.

'DLU\7UDLQHHRIWKH<HDU –

Waikato’s Grace Gibberd,

Farm Assistant on the DairyNZ

115ha property at Newstead,

milking 360 cows.

© – Stuff

This year, farmers and employees have done us proud, taking home several

national and regional titles, while three were recognised in the Queen’s

New Year and Birthday Honours list.

Farmer and

employee spotlight

Fonterra Annual Report 2020

3130

Healthy People

T
he Co-operative Difference is part

of our Co-op’s strategy to add

more value to New Zealand milk

and respond to increasing demand from

customers here and around the world for

sustainably produced dairy.

It supports farmers to produce high-

quality, sustainable milk by making it easier

for farmers to understand what is expected

today and what they need to prepare for in

the future. It also celebrates those who go

the extra mile to make our Co-operative

more sustainable.

)URP-XQHIDUPVPHHWLQJRQ

IDUPVXVWDLQDELOLW\DQGYDOXHWDUJHWV

ZLOOEHHOLJLEOHIRUDQHZ&RRSHUDWLYH

'LIIHUHQFH3D\PHQWRIXSWRFHQWV

SHUNJRIPLONVROLGV

HOW THE CO-OPERATIVE

DIFFERENCE HELPS

• Brings together existing on-farm

requirements and makes them

easier to understand.

• Ensures standards are clear, making it

easier for farmers to create the highest-

quality milk.

• Recognises farmers who go beyond these

standards to produce the highest quality

milk, care for their animals, protect the

environment, support their people and

community, and engage in our Co-op.

• Keeps farmers informed and up-to-date

about future changes so they can prepare

for them.

• Saves time by streamlining reporting

and auditing, minimising duplication and

helping our Co-op protect its market

position, strengthen its sustainability

claims and drive demand for products

that customers value most.

• Supports farms wanting to

improve by providing tailored,

industry-leading support.

Milk

5,029

FARMERS HELPED CREATE

goodness for generations by delivering

Grade Free milk with an average Fat

Evaluation Index of A or better and an average

somatic cell count of 150,000 or less for at

least 3 months of the season.

Co-operative &

Prosperity

4,144

*

FARMERS

recognised as actively engaged members of

the Co-operative contributing to the long-

term value of New Zealand.

Animals

4,571

*

ANIMAL HEALTH PLANS

helping farmers to care for

their cows. These are developed

alongside vets and are reviewed

at least every year.

People &

Community

6,332

*

HEALTH & SAFETY PLANS

keeping hardworking and passionate

people safe and well on farm.

Environment

6,551

**

FARM ENVIRONMENT PLANS

helping farmers care for the land and

waterways by reducing greenhouse gas

emissions, recycling waste and making the

most of the precious resources we use to

create nutritious milk.

Progress this year

The Co-operative Difference pulls together the best of what we do into five key focus areas.

843

Te Puku

“THE MID POINT”

SIX MONTHS

FARMERS

ACHIEVED LEVEL 2

949

Te Tihi

“THE SUMMIT OF THE MOUNTAIN”

FOR THE ENTIRE SEASON

ACHIEVED

LEVEL 3

893

Te Pūtake

“THE START OF THE JOURNEY”

THREE MONTHS

FAR MS

ACHIEVED LEVEL 1

Working together for a strong and sustainable Co-op.

ScoScoooScoScScoScotttt,tttttttttttt,t,tttKKeKeKKKKeKKerryrryrryyrrryrr& & &RRodRodRoRRoodnnnneyneyeeyneyneyyyyyyCC, CCCC, C,C, C, C, ,aaantnntaaerberbrbbbberbrburyuryuryuryuryuryuryyury

IN ORDER TO PRODUCE SAFE,

SUSTAINABLE DAIRY PRODUCTS

THERE ARE SOME THINGS THAT

WE CAN NEVER AFFORD TO

COMPROMISE ON.

That's why we'll always:

• Meet the requirements of our regulators

• Comply with all market access

requirements overseas

• Produce safe, high-quality milk

• Look after our people, animals and

the environment.

We call this "Our Core"

Once the Core foundations are met, our

farmers can grow further through three levels

of achievement. To make it simple, we use

the analogy of a journey up the mountain

to reach greater things. Each level brings

additional recognition.

* This data is self-reported by farmers and is then verified by Fonterra’s independent on-farm auditors. The auditing process is currently underway.

** Includes farms with FEPs in the pipeline.

Fonterra Annual Report 2020

3332

The Co-operative Difference

REWARDING SUSTAINABLE,
HIGH VALUE MILK

Farmers producing sustainable, high-quality

milk will be eligible for a new payment.

From June 2021, we’re introducing a

Co-operative Difference Payment of up to

10 cents per kilogram of milk solids (kgMS)

if the farm meets the Co-op’s on-farm

sustainability and value targets.

It’s part of our Co-op’s strategy to add

value to New Zealand milk and respond to

increasing demand from customers here

and around the world for sustainably-

produced dairy.

The more a farmer achieves in

The Co-operative Difference programme,

the higher the payment will be.

ONE-THIRD OF FARMS

NOW HAVE FARM

ENVIRONMENT PLANS

A key part of The Co-operative Difference

is our offering of tailored Farm Environment

Plans (FEPs) to our farmers.

These plans, delivered by our Sustainable

Dairying Advisors at no additional cost,

assess the environmental effects and

risks associated with farming activities

and provide tailored actions to help farms

meet their regional requirements and

sustainability goals.

As of 31 July, 34% of our farms have an

FEP – up from 23% last year. We want every

farm to have an FEP before 2025.


It’s great to see these farmers

recognised and rewarded for

their efforts to produce and

deliver a product that Fonterra

can capture the highest value

from. Through The Co-

operative Difference, we

can get better, together.

TERENCE BROCX,

NORTHLAND DAIRY FARMER

FOCUS ON MILK QUALITY

The headline in one of the national

newspapers said it all, ‘Top cow care equals

top milk quality’.

They were talking about the Bell family

from Te Aroha, whose achievements of low

somatic cell count and grade-free milk is the

stuff of Fonterra legend. How do they do it?

They love their cows.

Glenys and Graham Bell and their family

have won national awards for their dedication

and determination – but it hasn’t come easy.

“It’s about observation. Everyone’s watching

out for a problem.”

And that means lots of testing, lots of

care, lots of attention... and making sure the

cows are well-loved. In fact, every cow on their

farm has a name, and they’re able to trace

entire family trees in the herd.

Now their daughter Tania is share

milking on another farm, so they’ve got some

competition for the top spot as she was

number two last year! Proof, if it was ever

needed, that our Co-op farmers really are

best of breed.


They can see that you

need to put everything

into looking after the cows

because that’s what gets

results – low somatic cell

counts, good cow health

and good calving rates.

GLENYS BELL, TE AROHA

DAIRY FARMER

Our

Focus

The

Co-operative

Difference

Glenys & Graham, Te Aroha

MILK

CO-OP & PROSPERITY

ANIMALS

ENVIRONMENT

PEOPLE & COMMUNITY

Fonterra Annual Report 2020

35

The Co-operative Difference

34

TE TIHI
Farming entities that

achieved The Co-operative

Difference Te Tihi (Level 3)

41 Degree South Limited

46 South Limited

5 M Trust

69 on Bedford Partnership

96 South Limited

99 South Limited

A & A Renes Limited

A & C Allado Dairies Limited

A & C Hodges Family Trust

A & H Ahlers Limited

A & K Storey Limited

A & L Ag Enterprises Limited

A & M Wainman

A & R Marshall

A B & K J Zwagerman

A C Schouten Farms Limited

A D Harrison

A D Harrison Family Trust

A G & T A Rigter

A G L & L M Smith

A G L & L M Smith Family Trust

A H & A C Webster

A H Baxter Limited

A I & J G Sanford

A J & K L Murdoch

A L & M B Jumawid Partnership

A M & H E Kusabs

A M Bond & Estate of R G Bond

A R Hawkins & T M Finch

A R Maxwell Limited

A R Wards

A T & J L Hughes Trust

A W & M White

A.F.B Group Limited

Aaron and Marcia Flay

Partnership

Abacus Dairy Limited

Abbey Farm Partnership

Abbott Trusts Partnership

ABH Trust

AC & KM Ruddenklau

Acacia Farms Limited

AD & HA Foote

ADDR Limmited

AFT Group

Aghern Holdings Limited

Agincourt Farms Limited

Agribaird Limited

AGVenture Farms Limited

Ahipene Farming Ltd

Airlie Lodge (Walton) Ltd

AK Dean Ltd

ALD Dairy Ltd

Alderbrook Farms Limited

Alesh & Sandhiya Devi

Alexandra Farms Ltd

Aljo Farm Ltd

Alley Farms Ltd

Allison Family Farms Ltd

Allout Investments Ltd

Alpine Farms Ltd

Alston Property Group Ltd

Altitude Farms Limited

Alton Pastures Limited

Altra Partnership

Altura Dairy

AM Farming

Amber Creek Limited

Amber Park Family Trust

Ambleside Dairy Farm Ltd

AMF Trust

Amlee Farming Partnership

Andrew Marshall Family Trust

Anglesea Consulting Ltd.

ANLM Limited

Annandale Farming Limited

Annaross Family Trust No 2

Antrim Farming Limited

Anvo Ag Limited

AP & TM Davis

T/A Bushvalley Farm

AP Cowley & D K Riley

AQA Agriculture

Aramaunga Farms Ltd

Ararata Holdings Ltd

Aratika Holdings Limited

Ardendale Farm Trust

Ardmore Dairies Ltd

Ardmore Farm Trust

Ardoyne Farm Dairies Ltd

Armour Dairying Ltd

Arnold Dairy Farming Limited

Ashdale Enterprises Ltd

Ashers Farm Ltd

Ashgrove Dairy Farms Limited

Askin Plains Dairy

Atlas Farms Ltd

Auchtercairn Farm Limited

AUI Farms

Avondale Dairies Ltd

Awaiti Trust

Awapuketea Farming

Company Limited

B & C Anderton Limited

B & D Dodunski

B & L Bailey Ltd

B & S Mathys Partnership

B A Virbickas & L M Presow

B C & H J McLellan

B D & B A Mora

B F & S J Gordon

B G & M C Litchfield

B H & L J Bourne

B H Redgate & S M Thomas

B J & D A Verryt Family Trust

B J & J Abernethy Partnership

B J & P Brisco

B J & R A Lawn

B J & T G Fernyhough

B J Laing

B K Came & K M Came

Family Trust

B L & D J Haylock

B L & Estate R J Mohring

B M & B C & JH Geddes

B M & J A Ahlers

B M & J L Chick Family Trust

B M Thompson

B N & P A Jones

B R & S C Lee

B S & B K Young

B S & S M Winter

B W & C A McNeil

BAA Family Trust

Baggott Farming Limited

Balcombe Investments

Baldrick Farms Ltd

Ball Patch Ltd

Ballindalloch Farm Ltd

Balrath Partnership

Bandara & Pavi

BAN-OIR Ltd

Barcia Dairies Ltd

Barker Farms Limited

Barmac Dairies Ltd

Barnsdale Farms 2014 Limited

Barridge Farms

BASE Pair Dairy

Bashford-Nicholls

Chartiable Trust

Baylins Trust

Beckett Family Trust

Bel Group Limited - Cloverlea

BEL Group Ltd - Kowhai Terrace

Belrari Farm Ltd

Ben Callum Dairies Limited

Benjamin Burmeister Trust

Berry Dairy Farming Limited

Berwick Holdings Ltd

Beyond The Gate Limited

Bibberne Farms Ltd

Bill Bella Ltd

Bill Hedley Limited

Birch-holme Holdings Ltd

BJ & DM Ahlers

BJ & TM Verryt Ltd

BJ Caird Ltd

BL & TL Davie Farming

Black & White Cow

Company Limited

Blom Family Farm Limited

BM & GI Watson Ltd

BM Farms Ltd

Bobcat Trust

Borst Holdings Ltd

Boswell Dairy Ltd

Bouton Farming Ltd

Bowman Farm Limited

Bradley Gore Trust

Braemer Dairies

Brats Farms Ltd

Brent Wallace Ltd

Brentworth Dairy Farm Limited

Broadford Dairies Limited

Broadview Farms (2018) Ltd

Brooksdale Dairy Ltd

Brookside Holdings Limited

Broughshane Farm Limited

Brown Kiwi Farms Limited

Brownsville Farms Ltd

Brunswick Downs

(2014) Limited

Buckley Farm Limited

Budnutkins Family Trust

Buhler Paton Partnership

Bullot Family Trust

Burgham Partnership

Burke Farming

Development Ltd

Burnside Farms Ltd

Burtlea Limited

Burton Farm Trust

Bushmills Trust

Butler Family Trust

BW Dairy Ltd

C & A Dairies Limited

C & D Padrutt Trust

C & J Rowe Ltd

C & M Tippett

C & S Guyton Farms Ltd

C & T Dovey

C A Mansell & Son Ltd

C A Rowe

C and J Piggott Ltd

C B & M F Dempsey

Trust Partnership

C D Jacobsen

C D Will & A E Hunter

C F & M T Muller

C G & R A MacFarlane

C G Bailey

C H Land Limited

C J & C J McKenzie Ltd

C J & L M Houghton Ltd

C L J & R M Vollebregt

C L N Limited

C N R Farming Ltd

C R & D E Cloke

C R & J J Dixon

C R & K L Ruiterman

C T & K M L Chase

C T & W L Harper

C W & J Redshaw

C W & L A Peckham

C W & M Y Matthews

Family Trust

C.A & A.C Dairies Ltd

Cairndale Dairy Limited

Cambridge Dairies Limited

Carpe Diem Dairies Limited

Caskey Farms

Catalina Farms

Causeway Trust

Ceylandia Dairies Limited

Chardan Farms Ltd

Chatton Lea Holdings Ltd

Cherrylane Jerseys Limited

Chikasa Trust

Christensen Farms Ltd

Ciel Trust

Circle K Farms Limited

Clapcott Farms Ltd

Claremont Trusts Partnership

Clarks Potteries Ltd

Clausen Contracting Ltd

Clausen Farms Ltd

Clearwell Limited

Cleaver Farms Limited

Cliff Donald

Climie Road Farms Ltd

Clover Sun Limited

Cloverdene Dairy Ltd

CM Farming Ltd

CMC 2000 Ltd

CME Farming Ltd

Cochar Dairies Limited

Cody Cowley Ltd

Collis Farms Ltd

Confederate Farm Ltd

Contract STEL

Cookson Trust Farms Ltd

Copeland Farming 2012 Ltd

Copeman Family Trust

Cornerstone East Limited

Cotlands Ltd

Cotter Farming Ltd

Coull Farms Ltd

Cowley Ltd

Craig Group Limited

Craigower Farms Ltd

Cravan Farms Limited

Crayfish Trust

Creekside Pastures Ltd

Cressey Dairies Ltd

Crockers Ranch Ltd

Crown Ridge Partnership

Crowsnest Farming Limited

CW Taunt & HM Baldock

D & D M Coupe Trust

D & E Beckett Limited

D & E J Pringle

D & K & M Kavanagh

D & K Miles Limited

D & M Earl Ltd

D & R Van Straalen Family Trust

D & S Farms

D A & S M Crawford

D B & T A Wyber

D B H Farming 2012 Limited

D Baeyertz 2013 Ltd

D C & V F Frew

D D & D M Galletly

D E & A M Jacobsen

D G Harker Family Trust &

W A Harker Family Trust

D H & A J Speirs Family Trust

D H J & J J Hughes

D J & F J Lynch Ltd

D J & G M Hooper

D J & S A McMillin

D J Noble & K M Jones

D L & P Wilson

D L & S M Cochrane Ltd

D Lindsay & D Manu

D P & C M Flood

D P & C M Flood Family Trust

D P & T G Schumacher

D P & T M Stephens

D R & E M Henman

D R & J E Gilchrist

D R & L A Marshall Ltd

D R & L M Locke Ltd

D R & N R Ellis

D R & S K McKay

D W & P A Wood

D White

D&D Bosch Ltd

Dacrow Ltd

DAGCO Limited

Dairy Farms Partnership

DairyPlus Limited

Dairytrac Trust

Dajo Trust

Daker Ridge Trusts No.1 & No.2

Danatava Holdings Ltd

Dandarrigan Trusts Partnership

Daniel Cullen Family Trust

Daniel Symons

Daradowns Holdings Ltd

Darnnco Agri Limited

David & Angela Kennedy

David & Corina Youle Trust

David Leng

Davis 5 Limited

Dawn Dairies Ltd

Daybreak Farms Limited

DB & MJ Kalma Ltd

DB & N Young

DC & KR Fraser Partnership

DDB Dairy Enterprises Limited

Dean Semmens Ltd

Dekker Farms Ltd

Delarbe Farm Ltd

Delca Faith Dairy Limited

Denis J Crookenden &

Bronwyn F Bax

Dennis & Donna Gill

Family Trust

Dennley Farms Ltd

Derrys Farm Limited

Derryvale Ltd

Des Landes Dairies Ltd

Dingle Trust Partnership

Dinnae Ken Ltd

DNA Contracting Partnership

DNR Farms

Donagh Farm Trust

Drakes Hill Farming Ltd

Drysdale Dairies Ltd

Dungarvan Farms Limited

Dunmilkin Ltd

Dunrobin Farm Partnership

DW & JM Harris Partnership

Dyfed Farming Ltd

E A & J A Rolfe

E B & J L Day

E F & J A Allcock

E G & N H Scott

E Hut & A Jongmans

E J & K J Field Trust

E J Ritchie

E L & D J Brook

E S & J M Rattray

E S Dairy 2008 Ltd

E.K. & M.J. Chisnall Ltd

Eastwick Farm Limited

Edale Farms Ltd

Eiffelton Contractors Ltd

Eiffelton Dairy Ltd

Ellis-Lea Farms (2000) Ltd

Emerald Dairy Farm Ltd

Est. M Q J Van Bysterveldt

Estate Charles Bailey

Estate D E G Swadling

Estate of K Sminia

Estate of N R Dilks

Esternwest Farms Limited

Eudunda Dairy Ltd

Evans & Co Ashburton Limited

Evans Partners Ltd

Eyre View Dairies Ltd

Eyrewell Dairy Ltd

F & P Dawson Limited

F A & D N Ahlers

F G White & Estate of

MM White

F J & E A O’Connor

F J Mullan & J A Mullan

Family Trust

F Stevens & S McCoy

Fairfax Stonehouse Farm Ltd

Fairhaven Farms Ltd

FAM Limited

Far South Farms Ltd

Fareway Holdings Ltd

Farmbuild Milk Company Ltd

Farmer Fred Ltd

Farming Tee Jay Ltd

Farnley Tyas (2018) Limited

Fast Track Dairies Ltd

Felgate Farm Limited

Ferguson Family Trust

Fernglade Farm Ltd

Fernhill Farms Koru Ltd

Firdale Farms Limited

Flag Farms Ltd

Flaxmill Dairy Ltd

Flaxwood South

Fleming Family Trust

Flett Pastures Limited

Fonic Farms Limited

Fonterra -Te Rapa Farm

Fonterra -Tui Farm

Foster Dairying Limited

Four Seasons Contracting

Four Seasons Farming Limited

Fowler Family Prosperity Trust

Freely Farms Ltd

Frisia Farm Trust

Fuller Dairy Limited

Funny Farm Waikato Limited

Fyvie Meadows Limited

G & A Parker

G & C Came Ltd

G & K Kingston Family Trust

G & P Russenberger

G & S Carran Family Trust

G A & J A Wright

G A & J M Hall Ltd

G A & K T Lynch

G A & V M Weir

G A W & M C Van Rossum

G B & D G Hodges Trust

G C & A M Williamson

G Cronin & G M Impey Limited

G D & P M Jackson

G E & V E Cooper

G E Sutherland Trust

G I Norgate

G K & D J Landon Family Trust

G K S Cows Ltd

G L & G D Love

G L & G F Bell

G M & A J Gower

G M & B M Gillard

G M & D L Yates

G R & B L Irwin

G R & D M Edge

G R & I Griffiths

G S & L J Rowe

G T Came Family Trust

G V & H P Wall Family Trust

Galloway Enterprises Ltd

GAPA Ltd

Garn Farms Ltd

Garstein Ltd

GC & JO Appleby Ltd

Gen Set Ltd

George Finch (Farmers) Ltd

George Scurr & Co Limited

GG Partnership

Gibson Pastoral Ltd

Giggs Farming Limited

Gill Farms Limited

Given Farming Limited

GJ & SP Carran Ltd

GJ Buhler Farms Trust

GJ Toner & Stacey Coward

GKS Farms Limited

GKW Farms Ltd

GL & SM Martin Ltd

Glasgarton Farm Ltd

Glen Eden Otago Ltd

Glen Rata Farm Partnership

Glendine Ltd

Glenmarie Dairies Ltd

Glenmore Farm

Glennevis Dairies Ltd

Glenrowan Trust

Glenspec Holdings Ltd

GM & AM Woolley

Golden Mile Farms Ltd

Gopperth Family Trust

Gordon Dale Farms (2006) Ltd

Goreland Partnership

Goud Milk Limited

Graceland Farm

Grant Allen Ltd

Grant Gargan Trust

Grantlea Dairy Ltd

Grassmere Dairy Farm Ltd

Grat Farms Ltd

Green Light Farming Limited

Green Pastures Dairy Ltd

Green Sky Dairies Limited

Greenbank Pastoral Ltd

Greenwell Farms Ltd

Greg Cowley Ltd

Greg Low Limited

Groundwater Holdings Ltd

H & C Underwood

H & K Farms Ltd

H & M by de Ley

H L & J E Wallace

H Q Partnership

H S Hancock

Hahn Trading Limited

Hall’s Enterprises Limited

Hamill Family Trust

Hamilton & Keene

Sharemilking Ltd

Hamkee Dairies Limited

Hammens Limited

Hammond Limited

Hancock Farms Ltd

Hanging Rock Dairies Ltd

Hanson & Barnes Partnership

Harakeke Dairy Ltd Partnership

Hard Road Dairies

Hardwick-Smith Partners

Harrick Limited

Hartland Pastoral Limited

Hastings Farms Ltd

Hastings Group Ltd

Haurere Farms Ltd

Hawkes Pastoral Ltd

HBG Agri Ltd

Heartland Holdings (2008) Ltd

Hejlea Dairies Ltd

Henmar Trust

HG & RE McFarlane

Hikuai Pastures

Hillbrook Dairies Limited

Hillcrest Culverden Farming

Limited

Hillpark Dairy

Hillview Trust

Hinemoa Dairying Ltd

HLM Partnership

HMW Farms Limited

Hoe-o-Tainui Farms Ltd

Hollands Farm Limited

Hoogeveen Farms Ltd

Hopcroft Farms Ltd

Horomanga Holdings Ltd

Horseclose Dairies Limited

Howell Farming Limited

HS & KM MacPhail

Huia Trust

Huirangi Valley Farms Limited

Huntersview Farm Ltd

Huntly Road Dairies Ltd

Hurunui Ltd Partnership

HWH Farming Ltd

Hwitan Tune Holdings Ltd

I & M Selak Ltd

I & T Megaw Partnership

I D & S D Read

I H & D J Bryant

I J Connor

I R & V E Wilcox

I T & M G Semmens

I W & K D Shearer Family Trust

Ian & Joyce Noble Limited

Ihenga Holdings

IM & RV Glenn Ltd

Incline Farm Ltd

Ingram Farming (2003) Limited

Instone Trust Partnership

Intensive Agriculture Ltd

Irving Family Trust

Ivy Plains Ltd

J & C Anderson

J & C Dairies Limited

J & C Paterson Trust

J & D Cullen Partnership

J & H Schuurmans

J & J Anderson Family

Trust Partnership

J & LM Van Burgsteden

J & P S Malcolm

J A & A A Patino

J A & N J Anderson Partnership

T/A Jonik Farming

J B & K A Lord

J B & L M Suisted Limited

J B Fleming Family Trust

J Buckley & D VanDenBeuken

T/A Jaydee Partnership

J C & C A Rossiter

J C & P A Low Ltd

J C & V G Wells

J Duncan Farming Ltd

J E & A E Watson

J E & D M Cooper

J E & S G Pike Family Trust

J H & R Cotman

J Haultain &

K McCartin Partnership

J L & L A G Adam

J L Hooper & A L Robertson

J L Murray & Sons Ltd

J L Vollebregt Limited

J M & K L Sneddon Partnership

J M & M R Foster

J M Mellow

J McKay & A Brown

J W & A M Steeghs

J W & M J Osborne

J W J & M K King

Jabulaan Limited

Jacob Abbott

James Brown

James Lyttle

Jamze Trust

Jascas Trust

Jaska Farm Trust

Jaunay Farms Ltd

JAVAN Cream Company Ltd

JB Mucca Farms Ltd

JBT Farming Limited

JCDAF Dairy Farms Ltd

JE & KL Gilbert

Jeremy Swain

Jetstream Farms Ltd

Jeyes Farming NZ Ltd

JL & NA Wolff Partnership

JM Cross & LA Hazelton

JM McLaughlin & JM

McLaughlin Family

Trust Par tner

Joel & Jessica Brown

John Armstrong Family Trust

John Finlayson Ltd

Johnston Family Trust

Jojax Ltd

JOLO Grace Ltd

LEGEND

Farming entities that

achieved Grade Free for at

least the last 10 seasons

Kemra Farm Ltd

B L & Estate R J Mohring

K J & H Chalmers Ltd

Clutha Lea Ltd

F A & R C M Smits Ltd

C M & K M O’Donoghue

B M & B C & JH Geddes

Ashgrove Dairy Farms Limited

Waicola Holdings Ltd

A Holten & N Brown

Owhango Farms Limited

Serendipity Trust

R S & R D Gordon

J E & D M Cooper

Marua Partnership

Sim Family Farms Ltd

Sim Brothers Ltd

D C & V F Frew

J L & M A Cooke

L J & L M Still

W J & J G Pile Family Trust

Schorn Trust

G E & V E Cooper

C & H Mabey

C J & K L Ladd

F B Bonenkamp &

J B Cunningham

Black & White Cow

Company Limited

Riverside Farms

(Taranaki) Limited

Shawlink Ltd

Miroc Limited

Caskey Farms

Fowler Family Prosperity Trust

R & P Woods Farms Ltd

Golden Mile Farms Ltd

Honour Roll for On-farm Excellence

Thank you to all our farmers who have worked hard in the 2019/20 season to provide safe, high-quality milk. In addition to the honour

role, we acknowledge the efforts of all our farmers for their commitment to on-farm excellence and producing the best possible milk.

Fonterra Annual Report 2020

3736

The Co-operative Difference

Jomar Farm Ltd
JP & AL Bourke Partnership

JR & L M Stevenson Ltd

Junior Turnbull Trust

Jusswodeva Limited

Just Holding Ltd

JW Pouls Limited

K & A Wilson Limited

K & LG Pickett Limited

K B Olesen & R J Stephens

K C & L M Berry

K D & T M Yates

K E & V J Bond

K G Reeve

K J & H Chalmers Ltd

K J & L F Christensen

K J Coe

K J Thompson & M Sataka

K R Vollebregt

K W & D M Blackstock

K W & D R Lowe Family Trust

K&M C Farms Limited

Kahika Farming Limited

Kaimai Dairy Ltd

Kaimara Trust No 3 & 4

Kaipara View Farming Limited

Kaiper Partnership

Kaitake Farms Trust

Kaiuma Reach Ltd

Kaiwhio Dairies

Limited Partnership

Kakariki Valley Trust

Kanuka Syndicate Ltd

Kanuka Terrace Limited

Kathdan Trust Limited

Kauri Karaka Ltd

Kauri Moor Farms Limited

KC Cows Ltd

Keelinn Farms Limited

Kellydale Partnership

Kemra Farm Ltd

Kendre Farms Ltd

Kereru Trust T/A Kereru Dairies

Keritapu Farm Ltd

Kerr Road Dairies Limited

Kerr Road Dairies Ltd

Keswick Farm Dairies Limited

Kevin & Rhonda Belling Trust

Kevin Fleming Ltd

Kiekie Farms Ltd

Kilkenny Farm Ltd

Kilvarock Farming Company Ltd

Kingsden Dairies Ltd

Kingsway Farms Limited

Kinkora Farm Ltd

Kintore Farm Ltd

Kiwi X Farmers Ltd

KiwiDutch Dairies Ltd

KJ&HL Uhlenberg(Waitui)

Fam Tr. P’Ship

KM & BM Muller

Knightlands Ltd

Knockinnon Farm Trust

Kohi Partnership

Kohique Farms Limited

Kokako Road Ltd

Kokoamo Farms Limited

Koning Limited

Konini Family Trust

Koroa Group Ltd

Kowalski Farms Ltd

Kowhai Bush Family Trust

Kowhai Farms Partnership

Kraakman Farms Ltd

Kreignook Trust

KTAC Farms Limited

Kuranui Farm Limited

Kywaybre Farms Ltd

L & A Verstappen

L & P Dairies Ltd

L & P Smets

L 2 B Lands Trust

L A Ruthe

L D & R M Barry

L J & S L Wallace

L J Bleakley

L J Hodges

L P & C L McClintock Limited

L S & K A Phipps

Lakeflats Limited

Lakeside Ayrshires Ltd

Landcorp Farming Ltd

Lanseair Limited

Lavender Dairies limited

Lavic Partnership

Law Family Farms Ltd

Le Emari Trust - Morven

Leningrad Farm Ltd

Lesdale Friesians Ltd

Letham Farms Ltd

Levett Farming Limited

Lillburn Valley Dairies Ltd

Lincoln University

Liquid Au Limited

Lismore Dairy Limited

Living Waters Dairy Ltd

Lizlyn Dairies Ltd

LJB Contracting Ltd

Lobblinn Farms Ltd

Lochlea Partnership

Lockerbie Farms 2001 Ltd

Lockinge Farms Ltd

Longacre Properties Limited

Lonmeck Dairy Limited

Looman Dairies Ltd

Loves Cows Limited

LP & CL McClintock Ltd

LR and SJ Hammond Limited

Lynbrook Farm Ltd

Lynburn Dairy Ltd

Lynwood Dairies Limited

M & A Hinricks

M & A Schrader Family Trust

M & C Brophy Family Trust

M & C Mogg Ltd

M & J Courage

M & J Cudmore Limited

M & L Wood Partnership

M & M Kidd Partnership

M & S Noord Contracting Ltd

M A & J F Doherty

M A & S M Zillwood

M A Watt Family Trust

M C & M Davey

M Carlson & Co Limited

M D & K L Deane

M D Hammond

M E G & D A Polyblank

Family Trust

M G & A K Earl Partnership

M G & S A Hughes

M G and B J Deane Limited

M Gloyn

M H & D E Nater

M H Pastoral Limited

M I & P M Stevenson Family

Trusts P/ship

M J & C Blagrove Ltd

M J & D R McFetridge

M J & M J Manley

M J & M Scarlett

M J & T M Davies

M J & T M Lord

M J & T R Schumacher

M K Gummer Farm Partnership

M M & L Baxter

M M Brophy Family Trust

M N & D Brown

M Nesbit & A Absalom

M P & V M J Joyce Trusts P/Ship

M R & F L Hines

M R & K J Luke Ltd

M R & W Rowe

M R Bennett

M S & H Hammond

M S & P M Davey

M T & A J O’Connor

M T & K J Taylor

Maandonks Farm Limited

Maandonks Pastoral

Mac Chap No.3 Limited

Macken Farm Ltd

Maco Dairying Ltd

Maerewhenua Investments

Limited

Mahoe Trust

MAK Dairies Ltd

Maka Ltd

Maken Milk Ltd

Makowhai Trust

Manchester Dairy Limited

Mangahuia Farms (Hawera)

Mangaone Farms

Mangatoki Partnership

Mangawhiri Farms Ltd

Manuka Downs Farm Limited

Manuka Ridge Limited

Marchant Farms Trust

Mark & Nerida Dodge Ltd

Marua Partnership

Marusden Limited

Massey University Farms

Matai Trust

Matakuri Ltd

Matham Family Farm Ltd

Mathieson@Rongomai Limited

Matoka Farms Ltd

Matricksen Ag Holdings Ltd

Mavora Farms Ltd

Maxlands Farms Limited

Maybrooke Limited

MB O’Hearn Limited

MC Holland Farming Ltd

McCarty Farms Ltd

McCheesey Farming Limited

McClelland Dairies Ltd

McDonald Farming Limited

McGee Partnership

McHardy Farms Ltd

McKay Creek Farms Limited

McLachlan Farms Ltd

McLean Farms Limited

McLeod Farms Ltd

McMillan Finnigan Partnership

McNab Farms Limited

Meadowbank Farm 2017 Ltd

Mejeri Farms Ltd

Melrose Dairy Ltd

MERJ Investments Ltd

Merrybent Ltd

Merryfield Dairy Ltd

MESK Farming Partnership

Michael Clark Ltd

Mid Island Farms Ltd

Midfield Farm Ltd

Milk Power Ltd

Milkoad Limited

Milkwell Ltd

Millar Farm Ltd

Milldale Farm No 2 Limited

Mills Farms Ltd

Millydale Pastures Ltd

Minus 1 Ltd

Minus 1 Trust

Miroc Limited

Mitchells Milky Way Limited

MJ & CD Beattie

MJ & KL Family Trust

Molehill Farm Ltd

Moneymore Dairies Ltd

Monte Vista Farms

Montland Limited

Moo2U Ltd

Mooi Dairies Ltd

Moolah (2014) Limited

Moorbyvale Farm Ltd

Morana Farms Ltd

Morelands Pastoral Ltd

Morris Ag Ltd

Morrison Farms Limited

Morrow Holdings 2018 Limited

Mosa Farming Ltd

Motu Lodge Stud Ltd

Mount View Trust

MR & TJ Frost Ltd

Mt Winchmore Farm Limited

Mu Kau Ltd

Muir Dairies Limited

Mulbuk Farm Limited

Mullerwhero Farming Ltd

Mullford Trust Partnership

Murdock Investments Ltd

Murphy Farms Limited

Murrayfield Dairy Limited

Mutu Trust

MW & KA Olsen

N A & J J Higgins

N C & J A Kelly

N C & N Ruygrok

N D & A J Rout

N G & B D Simmons

N J & C T Kane

N J & M Bleakley

N J & W A Vollebregt

N J N Ormsby & T J Connellan

N K & A M Fox

N P Tull & N A Shelley

N R & A H Berry

N R & L A Fox

Nadash Partners

Newton Farms Limited

Ngahape Valley Farm Ltd

Nicholls Family Trust

Nicholson O’Rourke Ltd

Nithesdale Ltd

Nomad Services Ltd

NP Van Straalen Family

Trusts Partnership

NR Ensor Limited

NS Farms Limited

NT Lee & A Spethmann

NYMIC Dairies Limited

NZSF Canterbury Farms

Limited - The Forks

Oak Valley Farm

Oaks Dairy Limited

Oasis Farm Ltd

Oberwil Farms Ltd

O’Connor Rural Limted

Ohoka Meadows Limited

Ohtawa Farms Ltd

Oliver K Limited

Onstream Dairies Ltd

Oporo Farms Ltd

Orchard East Limited

Orini Downs Station Limited

Orongo Meadows Ltd

Orton Downs Farm Partnership

Orwell Dairies Limited

Otaitai Dairys Trust

OTO Trust

Our Dairy Farm Limited

Owhango Farms Limited

Oxford Farming Limited

P & A Farming Ltd

P & C Farming Ltd

P & J Dickson

P & J Jamieson Family Trusts

P & S Bryan Limited

P A & J E Taylor

P A Hoogeveen

P B & E J Chick

P C & R A Grey

P D & S S Sharpe

P D & S Wykes Family Trust

P F & H S Sturt

P G & D M Dombroski

P G & M A Cashmere

P H & C K Partnership

P H J & M A Brown

P H S & P C Byford

P Hall & C M Duignan-Hall

P J & R E Roberts Family Trusts

P J & T L Walsh Family Trusts

P Jones Family Trust

P L & R E Berryman

P N & D L Waite Family Trust

P R & R F Mossman

P S & B K Rai

P S & H J Wilson

P T & R D Williams Family Trust

P T & V M Youngman

P V & P G Mullin Trust

P V & V L Risi

P W & N J Bavin

Pacey Farming Ltd

Paengaroa North B10A Trust

Pahau Dairy Ltd

Pahtuna Farms Ltd

Palmdale Farms Ltd

Papawai Dairies Ltd

Paramount Dairies Limited

Parkhill Farms Ltd

Pastoral Holdings Ltd

Paterson AG Services Ltd

Paton Trading Company Ltd

Patterson Farming Limited

Paul Clausen Limited

Peel View Ltd

Pekanga o te awa Farms Ltd

Penrith Trust

Peter Reeve

Peter Templeton

Petfield Farming Ltd

Pheasantridge Ltd

Phimister Farming Limited

Piako (Middle Farm) Limited

Pikowai Transport Ltd

Pinefields Ltd

Pineridge Partnership

Piriaka Farms Ltd - M & C Ferris

Pirie Farms Limited

Piriti Dairies Limited

PJ Hilhorst Ltd

PJ Mayall Limited

PKW Farms LP

Placement Services Limited

Platinum Dairies Ltd

Platinum Farming Ltd

PN & DA Botica Limited

Poc Ar Buille Limited

Pohuenui River Limited

Poldrissick Farms Ltd

Port Molyneux Dairies Limited

Praire Farm Ltd

Price Trusts Partnership

Prima Farms Ltd

Progressive Dairies Ltd

Puketi Farming Enterprises Ltd

Purdy Farm Ltd

Pynewood Farm Ltd

Quatre Farming Company Ltd

R & A Tait T/A Black

Cow Dairies

R & L Dunn Partnership

R & L J Simms

R & S Singh

R A & J L Hamilton

R B & S M Grant

Farming Limited

R B Duncan

R B Gooding Investments Ltd

R C & K M Ormsby

R F & C L Lansdaal Ltd

R F & D M Sowerby

R G King Ltd

R J & C A Stevenson

R J & J R Thomas

R J & V M Bourke Trusts

R J & Y L Le Fleming

R L & F M Hurley

R L & H J Colson Trust

R M & S A Grayling

R M O’Sullivan & P J Jones

R N & D P Bridgeman

R P & M G Frank

R P Hunter &

S G Wallace Partnership

R S & R D Gordon

R V & M M Martelli

R W & F W Muller Trust

R W & R D Kane

Rai Farm Limited

Rainbowcreek Farms Limited

Rakaia Dairy Ltd

T/A Railside Dairy

Rakaia Island Limited

Ranginui Station

Limited Partnership

Rangitata Island Dairy

Partnership Ltd

Raukapuka Farm Ltd

Ravelston Farm Limited

RD & MA Wilson Limited

RD & TS Buchanan Ltd

Reaymore Farming Limited

Red Cow Farms Ltd

Red Dragon Systems Limited

Redpark Farm Limited

Redwood Farm Trust

Reed & Arden Farms Limited

Reith Dairy Ltd

Reuver Limited

Rhodes Farming Partnership

Ribbonwood Dairy Ltd

Richview Limited

Ridgedale Limited

Risi Farms Limited

River Heights Limited

Riverhill Farming Limited

Riverside Dairy Farm Ltd

Riverview Oaks Limited

RJ & MMJ Gardner Family

Trusts Pnship

RJ & NA Meade

RJ Dairies 2018 Ltd

RK & A Hines Limited

RKBS Horne Ltd

RM &AD Singgo

RMH Dairy Limited

Roaring View Farms Limited

Robinson Farming Ltd

Rockburn Dairy Ltd

Rockford Holdings 2015 Ltd

Rockwood Kaikoura Ltd

Rocky Farms Joint Venture Ltd

Rocky Point Enterprises Ltd

Rodgers Farms Limited

Rodney G & S J Joblin

Rolfe Farms Limited

Rooney Farms Limited

Rose Farm Ltd

Rosebrae Farm Ltd

Rossco Farming Ltd

Rosser Holdings Ltd

Roswin Farm Limited

Roto Farms Ltd

Rotongata Dairies Ltd

Rout Dairies Limited

Ruakiwi Dairies Limited

Ruapeka Farms Ltd

Rukuhia Farm Ltd

Rukuhia Holdings Ltd

Ruthe Farms Ltd

RVS Farming Ltd

Ryelands Farm Company Ltd

RYEM Partnership

S & G Chick

S & G Muggeridge

S & K Garland Ltd

S & K Phillips

S & R Partnership Ltd

S & R Pastoral Ltd

S A & J M Roberts

S B & Y M Thompson

S England & P Walker

S G & B L Thirkell

S Huta & T Tawhiao Partnership

S J & L M Colson

S J & M R Dravitzki

S J Bruce Family Trust

S L & M P L Fergusson

S M & S A Field

S M Duynhoven &

Estate of JB Duynhoven

S M Muller & N K Buckthought

S M Shead

S Petterson Family Trust

S Richards & L Coetzee

S W & F M Settle

Sailing Away Family Trust

Sandbrook Farm Ltd

Sanford Farming

at Paradise Trust

Sangro Farm Limited

Sani Farms Limited

Sanson Farms

Sarwan Singh Farms Limited

SBR Livestock Limited

Scarlett-Brown Partnership

Schayes Enterprises Ltd

Schorn Trust

Schouten & Reneti Farms Ltd

Scott Evans

Sharemilking Limited

Sea Breeze Farms

Seagrove Farms Ltd

Seamist Dairies Ltd

Searle Dairy Farming Ltd

Seath Limited

Semmens Holdings Limited

Seven Mile Dairy Limited

Seven of Nine Ltd

Sfarmer Partnership Limited

SG & A Donovan Ltd

Shaan Gopperth Trust

Shawlink Ltd

Sherwood Farming Co Limited

Silverbank Enterprises Limited

Silverdene Farms (2000) Ltd

Sim Brothers Ltd

Sim Family Farms Ltd

Sisley Farms Ltd

Six O Farms

SJ Bond & DJ Phillips

SJ Pastures Limited

SK Holdings (2017) Limited

Smiling Dairies Limited

Smith Enterprises Limited

Snaplulu Ltd

Snow View Dairy Ltd

South Dairy Limited

South Two Chain Limited

Southern Meadows 2011 Ltd

Southern Pastures (Tatua Farm)

Ltd Partnership

Spark Brothers Ltd

Spring Peak Ltd

Springdale Farms Trust

St Andrews Dairy Ltd

Staple Homestead Limited

Steeghs Limited

Steward Dairy Ltd

Stichbury Farms Limited

Stitcho Ltd

Stone Country Dairies Ltd

Stoney River Farm Ltd

Stonyglen Dairies Ltd

Stornaway Farm Ltd

Stralough Ltd

Streamline Limited Partnership

Stromness Group Ltd

Summerglow Dairies Limited

Swim Farms Ltd

Sybton Farm Limited

Partnership

T and M Wrigley Ltd

T I & J K Bishop Family Trust

T M Mcdowall

T M Rawson & Est D B Palmer

T P & R D Trail

T P & R Sneddon

T P Payton

T S Curtis

T W & G Y Sneddon

Taikatu Plains Limited

Tainui Group Holdings Limited

Takapau Trust

Tanner Dairies Trust

Taradise Farm

Taralea Farms Ltd

Taramea South Ltd

Taranga Town Supply

Tauhara North Farming & Co LP

Tauhei Farms Ltd

Tawa Ridge Farms Ltd

Tayco Farm Limited

Te Awa Farms Limited

Te Pohutukawa Farm Limited

Te Repo Farms Ltd

Te Tua Farm Ltd

Te Whanake Enterprises Ltd

Te Whanake Joint Venture

Te Whenua O Matata Limited

Tennant Farms Ltd

Ternstone Ltd

Terrace Top Dairy Ltd

The 7C’s Limited

The Bush Trust

The D & A Roberts Family Trust

The Flavall Trust

The Grange Ltd

The Harkaway Trust

The Hendriks Family Trust

The Herewahine Trust

The Proprietors of

Rakaia Incorporation

The Vaughan Family Trust

Theland Tahi Farm

Group Limited

Thomas Family Farming Ltd

Thorp Dairying Ltd

Three Daughters (2018) Ltd

Three Springs Dairies Ltd

Tierracrece Ltd

Tihiroa Dairies Ltd Partnership

Tihiroa Farms Ltd

Tilbrook Farm Trust

Timata Farming Company Ltd

Tiptree Limited

Tiro Roa Ltd

Tiroroa Farms Limited

TK & MG Wright

TL & NL Bryant Holdings Ltd

TL & SL Taylor Ltd

TN & GL Gray Ltd

TNN Holdings Ltd

Tobruk Farms Ltd

Todd Agri Ltd

Todd Bavin

Tokerau A5 Incorporation

Tokoroa Pastoral Ltd

Top Grass Farm Limited

Torran Moor Ltd

Totara Park Farms Limited

Totoro Dairy Limited

TP & TL Siffleet

Trec Trust

Tremewan Agriculture Limited

Trevanion Farms Limited

True Blue Trusts

Tubs Agri Ltd

Tui Company Limited

Tui Glen Nikau Farm Limited

Tunaview Trust Partnership

Turnbull Family Trust

Turney Farms Limited

Turney Farms Ltd - 2

Tutukau East Z Trust

Twenty Forty Farms Ltd

Two Name Farming Limited

Underwood Enterprises Ltd

V & J Ralph Ltd

V A & J J Nicholls

V B Durham Farm Limited

V J & C E Stevenson

V T & S J Brophy

Vale Green Services Limited

Valley Road Farm Ltd

Valverde Enterprises Limited

Van Der Heyden Farms Ltd

Van Vugt Brothers Limited

Vat Farming Ltd

VBI Ltd

Ventsha Farms Ltd

Vos Farms Ltd

W & K Rolton

W & L Harwood (Golden Acres)

W E & T L Kowalski

W H Lynn

W J & A F Bridson

W J & J G Pile Family Trust

W J & V M Donald

W J A & L J West

W M & K B Bolt

W M & S M Riepen

W M & S R Fisher

W R & D J Little

W T J Waetford &

H M Wallace Ptnshp

W W Olsen

W&N Hamers Partnership

W.A & H.R Simpson

Farming Ltd

Waiari Dairies Ltd Partnership

Waihapa Trusts Partnership

Waikatland

Waikirikiri Farm Partners LP

Waimak Dairies Limited

Waimanu Dairy Ltd

Waimarama Farming Ltd

Waimarie Pastoral Ltd

Waimatuku Dairies Ltd

Wainui Dairies

Waionehu Farm Ltd

Waiotu Farms Ltd

Waiparu Farm Ltd

Waiparu Holdings Limited

Waipiata Trust

Wairakau Farm Trust

Waireka Dairy Farms Ltd

Waitanui Dairy Farm Ltd

Partnership

Waituna Investments Ltd

Waiwhakaata Trust

Waiwira Holdings Ltd

Wallace Johnstone Ltd

Walsh Enterprises Limited

Walter Gold Ltd

Walton Park Farm Limited

Wangapeka Holdings Limited

Wardville Dairies Limited

Warnock Park Ltd

Watershed Ventures Ltd

Waterstone Farm Limited

Wattle Downs Ltd

WBF Limited

WE & TS Greene Partnership

Wekanui Farming Ltd

Wekanui Farming Ltd (No. 2)

Welsh Family Farms Limited

Wendon Dairies Ltd

Westmorland Estate Ltd

Westridge Farm Ltd

Whakahora Farm Ltd

Whakatohea Maori Trust Board

Wheyland Farms Limited

White Gold Enterprise Limited

White Gold Ltd

White Stone Holdings Limited

Whitefield Partnership

Wide Farms Ltd

Wilgul Reds

Willcox Farms Ltd

Willmor Pastures Ltd

Willowbank Farms 2015 Ltd.

Willowfields Ltd

Wilriskit Limited

Windy Ridge Dairy

Farm Limited

Wiremu Trusts

Wolff Farms Ltd

Wonderland Pastures Ltd

Woodheys Farm Limited

Woody’s Charters Limited

WP & A Moore

Wyatt Farming (2017) Ltd

Wyllies Farm Partnership

Wyndarra Farm Ltd

Wynyard Family Trust

Y Wuri Trust

Y.O.T. Farms Ltd

Yaxleys Yard Ltd

Yellow View Trust

Yeroc Farm Trust

YTT Farms Ltd

Yuretich Ltd

Zarden Ltd

Zug Farms Limited

Ʉ

Honour Roll for On-farm Excellence

TE TIHI (Cont.)

Fonterra Annual Report 2020

3938

The Co-operative Difference

W
e are working together

to deliver a sustainable

business.

Through science and innovation we

can respond to people’s changing

needs, attitudes and lifestyles to

deliver a strong and stable payout

to our farmers and a good return on

capital for our investors. It’s all part of

ensuring our Co-operative is here for

generations to come.

1ÃWďURXURXQÃWDNXURXURXNDRUDDLWHLZL

With your contribution and my contribution,

we’ll all thrive together.

Healthy

Business

Debt reduction

2

$

1.1 bn

Normalised profit after tax

1

$

382m

24 cents per share

Up 44%

Reported profit after tax

$

659m

Up $1.3 billion

Return on Capital

6.7

%


Up from 5.8%

1 Attributable to equity holders of the Co-operative.

2 Economic net interest-bearing debt.

4041

+HDOWK\%XVLQHVV

FRQWHUUD$QQXDO5HSRUW

1 Does not add to total due to inter-group eliminations. Consumer and Foodservice and Ingredients exclude Discontinued Operations.
2 Includes non-controlling interests.

3 Capital expenditure comprises purchases of property, plant and equipment and intangible assets, net purchases of livestock, and includes Discontinued Operations.

4 FY19 has been restated. Refer to Note 28 in the FY20 Financial Statements.

5 Capital employed is calculated as the average for the period of: net assets excluding net interest-bearing debt and deferred tax balances, and including brands,

goodwill and equity accounted investments (EAI).

6 Normalised profit after tax attributable to equity holders of the Co-operative.

20162017201820192020

659

-610

-196

834

745

Reported Profit after tax ($ millions)

2,4

20162017201820192020

382

264

382

781

789

Normalised Profit after tax ($ millions)

4,6

20162017201820192020

419

600

861

851

944

CAPEX ($ millions)

3

201620172018

2019

2020

85

8383

75

77

Working Capital Days

201620172018

2019

2020

Gearing Ratio (%)

Debt to EBITDA

41.4

48.5

48.4

44.3

44.3

3.2x

3.8x

4.6x

4.4x

3.4x

Leverage

20162017201820192020

1,828

1,095

600

670

2,184

Free Cash Flow ($ millions)

201620172018

2019

2020

24

16

24

49

49

7.3%

6.7%

1.7%

0.0%

1.3%

Dividend Yield and Normalised EPS

4

201620172018

2019

2020

6.7%

5.8%

6.3%

8.3%

9.2%

Return on Capital

(including intangibles and EAI)

5

Group

Financial Metrics

7KHVHFKDUWVKDYHEHHQVHOHFWHGWRUHSUHVHQWWKH

7RWDO*URXSILQDQFLDOPHWULFVIRU)RQWHUUDWRSURYLGH

DKLVWRULFDOVXPPDU\RIRXUSHUIRUPDQFH

2XU3HUIRUPDQFH

20162017201820192020

1,517

1,523

1,505

1,526

1,566

New Zealand Milk Collection

kgMS (millions)

20162017201820192020

Consumer and Foodservice

Ingredients

4,069

4,152

4,123

4,180

4,313

1,564

1,602

1,765

1,773

1,800

3,0553,1492,9863,0193,074

Sales Volume MT (’000s millions)

1,4

20162017201820192020

20,975

19,920

20,431

19,214

17,199

N

ormalised Revenue ($ millions)

4

20162017201820192020

2,268

2,282

2,496

2,335

2,509

Normalised OPEX ($ millions)

4

20162017201820192020

879

812

902

1,155

1,358

Normalised EBIT ($ millions)

4

20162017201820192020

3,208

3,008

3,152

3,246

3,641

Normalised Gross Profit ($ millions)

4

Fonterra Annual Report 2020

43

+HDOWK\%XVLQHVV

Group Overview
W

e exceeded our financial targets

for the year. Our reported profit

after tax was $659 million,

up $1.3 billion over last year. We significantly

reduced our economic net interest-bearing

debt, down $1.1 billion, improved our cash

flow, and recommenced dividends.

To provide a complete view of our

performance for the 2020 financial year,

the Total Group figures presented in this

Group Overview section are inclusive

of both Continuing and Discontinued

Operations. During the 2020 financial year we

implemented a new customer-led operating

model. However, the following business

performance section has been prepared on

the same basis as previous communications

to allow for better comparability.

Our Total Group EBIT was $1,147 million

for the 2020 financial year, an increase of

$1,164 million compared to last year. This

included a net amount of $268 million from

items relating to the asset portfolio review

and from other normalisations. Taking out

the normalised items to provide a better

comparative view of earnings, our Total Group

normalised EBIT was $879 million, an increase

of $67 million compared to the prior year.

Improved performance from Ingredients and

Foodservice contributed to this increase.

Our Foodservice business had a

significantly improved first half of the

year, in particular in Greater China, but

this was partially offset by the disruption

of Covid-19 during the second half. Our

Ingredients’ earnings were down for the

first six months relative to the prior year.

However, the second half of the year

benefited from favourable product price

movements and our offshore Ingredients

businesses benefited from continued

implementation of cost efficiencies.

Our normalised Consumer EBIT

was down compared to the prior year.

This decrease was mainly due to business

disruptions in Hong Kong and Chile

plus $57 million of costs that relate to

impairments of our Chesdale™ brand

value and goodwill in our New Zealand

Consumer business.

We have reduced our economic net

interest-bearing debt by $1.1 billion and our

ratio of Debt to EBITDA from 4.4 times to

3.4 times. We have achieved this through

improved business performance, continued

financial discipline and the divestment

of non-core assets. In the first half of the

2020 financial year we completed the

sale of DFE Pharma and foodspring

®

and

received cash proceeds of $623 million.

The divestments have also resulted in a gain

on sale of $467 million. Our Free Cash Flow

has improved by $733 million to $1.8 billion.

We have maintained our focus on

strong financial discipline. In addition to

reducing Debt, our Total Group normalised

operating expenses were down from

$2,282 million to $2,268 million. Total

Group capital expenditure for the year was

$419 million, $181 million down on last year

and $81 million under our target of no more

than $500 million for the year.

We continue to make progress on

implementing our portfolio review. The sales

processes are continuing for the Fonterra-

owned China Farms and our interest in

DPA Brazil.

Based on the additional information and

further insights we have gained through the

sales process and strategic reviews for the

Fonterra-owned China Farms and DPA Brazil,

we have reduced the valuation of these two

assets and the China Farming joint venture

by a total of $232 million.

The proposed divestments of our

Fonterra-owned China Farms and DPA Brazil

have impacted how the financial statements

are presented. The sales processes for these

businesses are at the point that they meet the

accounting requirements to be classified as

‘held for sale’ on the Statement of Financial

Position, on the basis that a sale is considered

highly probable. Furthermore, because

both businesses are considered to be major

businesses in one of our segments and/or

geographical regions, their results are classified

as ‘Discontinued Operations’ within the Income

Statement. The segment note within our

financial statements excludes these businesses,

and therefore reflects the Group’s Continuing

Operations only. Therefore, the business

segments in the following pages reflect only the

Continuing Operations with further detail on

page 62 on the performance of our Fonterra-

owned China Farms.

The normalised EBIT of our businesses

classified as Discontinued Operations

improved from a loss to a profit of $32 million.

BREAKDOWN OF TOTAL GROUP PERFORMANCE

-8/<31 JULY 2020



1='0,//,21

&217,18,1*

23(5$7,216

1

',6&217,18('

23(5$7,216

1

727$/

*5283

&217,18,1*

23(5$7,216

1

',6&217,18('

23(5$7,216

1

727$/

*5283

Volume (‘000 MT)3,9382144,1523,8422274,069

Revenue19,25566519,92020,28269320,975

Cost of goods sold(16,349)(563) (16,912)(17,236)(531)(17,767)

Gross profit2,9061023,0083,0461623,208

Operating expense(2,143)(139)(2,282)(2,139)(129)(2,268)

Other

2

701686(60)(1)(61)

Normalised EBIT833(21)81284732879

Normalisations

3

(483)(346)(829)435(167)268

EBIT350(367)(17)1,282(135)1,147

Gross margin15.1%15.3%15.1%15.0%23.4%15.3%

1 Refer to Note 1a and 2c of the FY20 Financial Statements.

2 Consists of other operating income and expenses, which include net foreign exchange gains and losses, share of profit or loss on

equity accounted investees and impairment of intangible assets not included in the strategic review.

3 Refer to the Non-GAAP Measures section in the FY20 Annual Statements.

Total Group capital expenditure

$

419m

Better than our target of

no more than $500 million

Normalised Total Group gross profit

$

3.2 bn

Better than our target of

in excess of $3 billion

Debt to EBITDA

3.4 x

Better than our target of

no more than 3.75x

Normalised EPS

24 cents

Top end of 15-25 cents per share

earnings guidance range

HOW FONTERRA IS MAKING THIS HAPPEN

We are working together to deliver a sustainable business.

TO DO THIS WE WILL

Support healthy, sustainable livelihoods for our farmers by returning the most value from

every drop of milk.

Build a strong co-operative by ensuring our business, including investments, delivers long-

term value.

Meet the changing needs of customers and consumers by leveraging our unique strengths

and innovating to create sustainable value for them and us.

EXCEEDED OUR 2020 FINANCIAL TARGETS

Reported profit after tax

$

659m

Up $1.3 billion

Total Group normalised gross profit

$

3,208m

Up $200 million

Fonterra Annual Report 2020

4544

+HDOWK\%XVLQHVV

Our reported profit after tax was $659 million, up $1,269 million compared to last year.
After adjusting for non-controlling interests, this represents a reported earnings per share of

43 cents. Our normalised profit after tax attributable to equity holders of the Co-operative

was $382 million, an increase of $118 million over the same period last year, which represents

normalised earnings per share of 24 cents.

Our financial performance has improved – earnings have increased, cash flow has improved

and leverage has reduced. As a result, the Board has confirmed a 5-cent dividend.

TOTAL GROUP PERFORMANCE

1

-8/<



31 JULY 2020&+$1*(

3



EBIT (17)1,147–

Net finance costs(418)(332)21%

Tax E xp ense(175)(156)11%

Reported profit/(loss) after tax(610)659–

Less: Loss attributable to non-controlling

interest

(48)(27)45%

Reported profit/(loss) attributable to equity

holders of the Co-operative

(562)686–

Reported earnings per share (cents)(35)43–

Normalisation adjustments

4

826(304)

Normalised profit after tax attributable to equity

holders of the Co-operative

26438244%

Normalised earnings per share (cents)162444%

Dividend per share (cents)–5

Return on Capital

5

5.8%6.7%–

Debt to EBITDA

6

4.4x3.4x–

Gearing ratio

7

48.5%41.4%–

Free Cash Flow (NZD Million)

8

1,0951,82867%

Capital expenditure (NZD Million)

9

(600)(419)30%

1 Includes Continuing and Discontinued Operations.

2 FY19 has been restated. Refer to Note 28 in the FY20 Financial Statements.

3 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

4 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

5 Return on Capital is calculated as normalised EBIT less a notional tax charge, divided by capital employed including brands,

goodwill and equity-accounted investments.

6 Debt to EBITDA is calculated as total borrowings, plus bank overdraft, plus the effect of debt hedging, less a cash allowance of

75% of cash and cash equivalents, divided by normalised earnings before interest, tax, depreciation and amortisation (normalised

EBITDA) excluding share of loss/profit of equity accounted investees and net foreign exchange losses/gains. Both Debt and

EBITDA are adjusted to include amounts relating to businesses classified as held for sale and Discontinued Operations. Prior years

restated to align with credit rating methodology.

7 Gearing ratio is economic net interest bearing debt divided by total capital. Total capital is equity excluding the hedge reserves,

plus economic net interest bearing Debt. It excludes the borrowings attributed to Discontinued Operations.

8 Free Cash Flow is the total of net cash flows from operating activities and net cash flows from investing activities and includes

proceeds from asset divestments.

9 Capital expenditure comprises purchases of property, plant and equipment and intangible assets, net purchases of livestock, and

includes Discontinued Operations.

Our Total Group sales volumes were down

2% to 4.07 million MT. This was mainly due to

a small decrease in volume in our Ingredients

business. Our Total Group sales revenue

increased by 5% or $1.1 billion to $21 billion,

mainly due to improved Ingredients pricing

and the product mix we sold. Our Greater

China Foodservice business also contributed

an additional $166 million in revenue despite

the disruption of Covid-19.

Our Total Group normalised gross margin

increased from 15.1% last year to 15.3%,

predominantly due to improved pricing in

our Ingredients business, an improvement

in our Greater China Foodservice business’

margins, and improved performance of the

discontinued businesses.

Total Group normalised gross profit

increased by 7%, or $200 million, to

$3,208 million driven by improved gross

margins in the Ingredients and Foodservice

businesses. Ingredients’ normalised gross

profit increased by $165 million due to the

improved pricing across all of our Ingredients

businesses – New Zealand, Australia

and Prolesur in Chile. Our Greater China

Foodservice normalised gross profit increased

by $62 million to $259 million, mainly due to

a recovery in butter sales and margins as well

as selling more products with higher gross

margins, such as Anchor Food Professionals™,

whipping cream and Anchor Food

Professionals™ cream cheese. Overall, our

total Foodservice normalised gross profit was

up $17 million, with Greater China’s improved

performance being partially offset by the

other regions’ performances being impacted

by Covid-19 in the fourth quarter.

Our normalised gross profit for our

Consumer business was down $77 million to

$1,001 million, predominantly due to the sale

of Tip Top and our Venezuelan business during

the 2019 financial year. When we adjust for

these divestments and take them out of our

2019 financial performance for comparative

purposes, our Consumer normalised gross

profit reduced to $28 million and this was

mainly due to the disruption of sales from

the civil unrest in Hong Kong and Chile during

the year.

The businesses classified as Discontinued

Operations and not included in our reported

segments, China Farms and DPA Brazil, had a

total normalised gross profit improvement of

$60 million to $162 million.

Overall, our Total Group normalised

operating expenses have decreased

$14 million, or 1%, to $2,268 million,

and this reflects our continued focus on

strong financial discipline, particularly as

the comparative numbers in the previous

financial year benefited from not paying

employee performance incentives. Our

Foodservice and Consumer businesses

reduced operating expenses by 3% and

9%, respectively. Australia Ingredients and

Prolesur also reduced operating expenses

from a continued focus on cost efficiencies.

These improvements were partially offset

by an increase in New Zealand Ingredients’

operating expenses, which increased our

total Ingredients’ operating expenses by 3%

relative to the prior year, mainly due to 2019

financial year benefiting from not paying

employee performance incentives.

Our improved gross profit in Ingredients,

Foodservice and our businesses classified as

Discontinued Operations, combined with a

small reduction in our operating expenses

resulted in our Total Group normalised

EBIT increasing $67 million to $879 million

compared to the prior year.

Strong financial discipline continues to

be a priority. In the financial year this resulted

in improved cash flows and lower leverage.

Our Free Cash Flow, being the cash flow

that is available to pay interest and dividends

and to reduce economic net interest-

bearing debt, increased by $733 million to

$1,828 million. We achieved this significant

increase through improved earnings, lower

capital expenditure, the sale proceeds from

divesting DFE Pharma and foodspring

®


and reducing our Beingmate shareholding.

Our Total Group Capital expenditure of

$419 million this year was $181 million

lower than last year.

As at 31 July 2020, our economic net

interest-bearing debt was $4.7 billion,

down $1.1 billon on the same period last

year, and we have improved our gearing ratio

to 41.4% from 48.5%. This measure of Debt

includes the capitalised amount of operating

leases following changes to the accounting

standard, and transitioning to this new

accounting standard added $581 million to

our measurement of Debt. This was partially

offset by the transfer from economic net

interest-bearing debt to disposal groups held

for sale of $266 million relating to DPA Brazil

and China Farms, as a result of being classified

as Discontinued Operations. We decreased

our Total Group net finance costs 21% from

the prior year due to lower average Debt and

lower interest rates.

Our working capital days increased

from 83 to 85 days. Our receivables days

decreased as a result of more sales to

customers on shorter payment terms as we

prudently manage receivables in the current

environment, but this improvement was offset

by reduced payables days reflecting the lower

payables associated with the reduction in

capital expenditure.

Our main measure of leverage is the

ratio Debt to EBITDA, where the measure

is adjusted to include amounts relating

to businesses classified as Discontinued

Operations. This leverage measure improved

from 4.4 times to 3.4 times and reflected the

combination of increased earnings and less

economic net interest-bearing debt.

During the year we shifted to a new

customer-led operating model. Our new

operating model reflects our new strategy and

has resulted in three regional customer-facing

businesses: APAC, Greater China and AMENA.

Our commentary in this section reflects

our previous operating model, which centered

around our Global Ingredients and Consumer

and Foodservice businesses. This approach is

consistent with how we have communicated

the performance of the business during the

2020 financial year and also allows for better

comparability with prior year commentary.

We intend to provide commentary based

on the new operating model for the 2021

financial year and onwards.

To provide greater transparency of

the performance of our Consumer and

Foodservice business, we have provided an

overview of the individual performance of

Consumer and Foodservice separately.

Debt reduction

$

1.1 bn

Free Cash Flow


$

1,828m

up $733 million

Debt to EBITDA

3.4x

from 4.4x

Improved

Fonterra Annual Report 2020

4746

+HDOWK\%XVLQHVV

INGREDIENTS PERFORMANCE
1,2

1250$/,6('%$6,6

3

1='0,//,21-8/<31 JULY 2020&+$1*(

4

Volume (‘000 MT)3,1493,055(3)%

Sales revenue16,29117,3657%

Cost of goods sold(14,845)(15,754)(6)%

Gross profit1,4461,61111%

Operating expense(762)(782)(3)%

Other

5

106(2)–

Normalised EBIT7908275%

Gross margin8.9%9.3%

Discontinued Operations EBIT

6

(14)–

1 FY20 Ingredients performance represents Continuing Operations. It excludes any performance derived from the Fonterra-owned

China Farms. China Farms is classified as a Discontinued Operation. FY19 has been restated to provide a year-on-year comparative.

2 Includes sales to other strategic platforms.

3 Refer to the Non-GAAP Measures section in the Annual Report.

4 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

5 Consists of other operating income and expenses, which includes net foreign exchange gains and losses, share of profit or loss on

equity accounted investees and impairment of intangible assets not included in the strategic review.

6 Represents losses from selling China Farms milk. China Farms is classified as a Discontinued Operations and is presented

separately in the Discontinued Operations section.

O

ur Ingredients’ normalised gross

profit increased $165 million to

$1,611 million, predominantly due to

New Zealand and Australia normalised gross

profit increasing $131 million and $21 million,

respectively. The improved gross profit was

partially offset by lower other operating

income and increased operating expenses,

resulting in normalised EBIT increasing

$37 million to $827 million.

Our Ingredients’ sales volumes declined

by 3% to 3.06 million MT. This was mainly due

to our Australia Ingredients’ milk collections

declining 12%, which impacted Australia

Ingredients sales volumes and New Zealand

Ingredients’ Global Sourcing sales volumes.

In addition, we decided to hold slightly

more year-end inventory to align with our

customers’ demand profiles over year-end and

into the first quarter of the next year.

2XU3HUIRUPDQFH

Total Ingredients’ gross margin increased from 8.9% to 9.3%, due to favourable product

mix and pricing in the second half of the financial year. This led to our Ingredients’ normalised

gross profit increasing $165 million to $1,611 million, with all three businesses, New Zealand

Ingredients, Australia Ingredients and Prolesur, contributing to this increase.

Australia Ingredients and Prolesur reduced their operating expenses through improved cost

efficiencies but Total Ingredients’ normalised operating expenses increased 3% to $782 million

due to an increase in New Zealand Ingredients’ operating expenses as the prior year benefited

from not incurring employee performance incentives.

Ingredients’ other income was down on the prior year, with last year’s performance including

earnings of $44 million from the divested business DFE Pharma.

INGREDIENTS GROSS PROFIT PERFORMANCE

1

1250$/,6('%$6,61='0,//,21-8/<31 JULY 2020&+$1*(

New Zealand

Reference products626 648 4%

Non-reference products701 727 4%

Other 24107346%

New Zealand Ingredients1,3511,48210%

Australia Ingredients1031222%

Other859816%

Total Ingredients1,4461,61111%

1 Represents Continuing Operations.

Total Ingredients’ normalised EBIT

increased $37 million to $827 million due to

the improved gross profit. DFE Pharma has

been sold so its earnings are not included

in the current year. Removing DFE Pharma

from our 2019 financial performance for

comparative purposes. Total Ingredients’

normalised EBIT would have increased by

$81 million.

Australia Ingredients reduced its EBIT

loss by $27 million on last year, reporting a

full year normalised loss of $25 million. This

improvement came through continued focus

on managing product mix, price realisation

and cost leadership through an integrated

business model under the new customer-

led operating model. Prolesur improved its

normalised EBIT by $16 million to break even

through cost efficiencies and an improvement

in its price agreement with Soprole. New

Zealand Ingredients’ normalised EBIT was

stable at $842 million, compared to $843

million the prior year. Removing DFE Pharma

from New Zealand Ingredients’ 2019 financial

performance for comparative purposes, it

improved its EBIT performance by $43 million.

Our New Zealand milk collections for

the 2019/20 Season, 1 June 2019 to 31 May

2020, were 1,517 million kgMS, which was

0.4% down on last season. North Island

collections were down 2.1% due to pasture

growth rates impacted by dry weather. South

Island collections were up a similar percentage

due to favourable weather conditions across

Canterbury resulting in good pasture growth

and strong milk production.

Our New Zealand Ingredients business’

sales volumes were down 70,000 MT, or

2%, to 2.88 million MT. Our sales volumes

from our New Zealand Ingredients’ Global

Sourcing business were down mainly due to

lower milk collections in Australia. In addition,

we decided to hold slightly more year-end

inventory to align with our customers’ demand

profiles over year-end and into the first

quarter of the next year.

up $165 million

Ingredients’ normalised EBIT

$

827m

up $37 million

Ingredients’ normalised

gross profit

$

1,611m

Fonterra Annual Report 2020

48

+HDOWK\%XVLQHVV

NEW ZEALAND INGREDIENTS VOLUME
1,2

-8/<31 JULY 2020&+$1*(

Production volume (‘000 MT)

Reference products1,8811,839(2)%

Non-reference products 7688075%

Sales volume (‘000 MT)

Reference products1,8641,820(2)%

Non-reference products 7747943%

1 Includes sales to other strategic platforms.

2 Table excludes bulk liquid milk. The bulk liquid milk volume for the year ended 31 July 2020 was 69,000 MT of kgMS equivalent

(year ended 31 July 2019 was 73,000 MT of kgMS equivalent).

Our New Zealand Ingredients’ normalised gross profit increased $131 million, or 10%, to

$1,482 million, made up of a $48 million increase from our New Zealand Ingredients’ products

and an $83 million increase from our non-New Zealand product and bulk liquid milk.

Our New Zealand Ingredients business manufactures five ingredient products that inform the

Farmgate Milk Price range. These are referred to as reference products, while all other products

are referred to as non-reference products. The strong growth in our Foodservice sales volumes

over the first half of the year impacted our product mix of our Ingredients’ products. New Zealand

Ingredients’ production volumes and sales volumes from New Zealand sourced milk for non-

reference products increased 5% and 3%, respectively. This was offset by lower production

and sales for New Zealand sourced milk for reference products. As the five reference products

drive the cost of milk used to make non-reference products, the relative price differences and

movements of the two sets of products is an important contributor to our EBIT performance.

NEW ZEALAND INGREDIENTS REVENUE AND PROFIT MARGIN

1,2

-8/<31 JULY 2020

0,//,213(507$ MILLION$ PER MT

Revenue

Reference products8,8334,7399,5405,192

Non-reference products 4,2025,4274,7706,006

Cost of milk

Reference products(6,673)(3,580)(7,207)(3,959)

Non-reference products (2,398)(3,098)(2,829)(3,562)

Gross profit

Reference products626336 648356

Non-reference products701 905727 916

1 Includes sales to other strategic platforms.

2 Table excludes bulk liquid milk sales.

Compared to the prior year, non-reference

product revenue per metric tonne has

increased by $126 per MT more than reference

product revenue increased, reflecting the

strong demand and higher market pricing for

Casein, Milk Protein Concentrate (MPC) and

Whey Protein Concentrate (WPC).

Whilst non-reference gross profit per

metric tonne has improved on the prior year,

the milk cost of protein has increased by

proportionally more than the milk cost of

fat. This has impacted the gross profit of the

non-reference products’ portfolio, as this

portfolio is weighted to protein products such

as Casein, MPC and WPC. Likewise, the lower

relative milk cost of fat has had a favourable

impact on the gross profit for the reference

products’ portfolio.

In addition to the increased cost of milk,

we also had higher operational costs this year

at our manufacturing sites. In total, our gross

profit contribution from our New Zealand

Ingredients’ products increased $48 million,

$22 million and $26 million from our reference

and non-reference products, respectively.

The gross profit contribution from

non-New Zealand product increased by

$83 million due to favourable phasing of

logistic costs, higher margins within our

Global Sourcing business and our bulk liquid

margins improved as a result of declining milk

costs during the second half of the financial

year relative to the prior year.

Our New Zealand Ingredients’ business’

operating expenses were up on last year, due

to 2019 benefiting from not paying employee

performance incentives.

Our Fonterra-owned China Farms are

classified as a Discontinued Operation.

Therefore, our China Farming joint venture

performance is reported in our New Zealand

Ingredients’ results. The China Farming

joint venture has reduced its full year loss

from a $19 million loss last year to a loss of

$12 million for the current year. Reduced

animal husbandry costs have assisted this

improvement.

The favourable pricing impact to gross

profit received in the second half was offset

by the increase in operating expenses,

resulting in a stable New Zealand Ingredients’

normalised EBIT performance, at $842 million

compared to $843 million the prior year.

Adjusting 2019 EBIT for the earnings received

from the divested DFE Pharma business, our

New Zealand Ingredients’ normalised EBIT

improved $43 million year-on-year.

Australia Ingredients’ sales volumes

declined 18% to 269,000 MT predominantly

as a result of reduced milk supply. Milk

collections have been impacted by a

combination of drought, high on-farm input

costs and a highly competitive milk supply

market which has seen losses primarily to milk

brokers. Fonterra Australia has also made the

conscious decision to purchase less third-party

milk and to prioritise a value-add product mix

from its own milk collections. Overall, our

Australian milk collections from all sources

declined 12% to 107.8 million kgMS.

We increased our Australia Ingredients’

gross profit from $10 million to $31 million

through reduced costs as a result of closing

the Dennington site, better utilisation of

our Stanhope site, and allocating more milk

to higher-returning cheddar and mozzarella

products, rather than the lower-returning

liquid and whole milk powder products.

Relative to the prior year, the Australian dollar

has declined against the US dollar, which is

favourable for our US dollar denominated

export sales. Coupled with improved product

pricing, it has offset the increased milk price

in Australia.

Despite the ongoing challenges in

Australia, our Ingredients business has

reduced its full year loss by $27 million from

a loss of $52 million to a loss of $25 million,

through continued focus on managing product

mix, price realisation and cost reductions.

In December 2019, we purchased

Fundación Isabel Aninat’s 13.6%

shareholding in Prolesur, our Chilean

Ingredients business, and this took our

ownership to 99.9%. The acquisition of the

Fundación shareholding cost $29.3 million

and has enabled us to integrate our two

Chilean businesses (Prolesur and Soprole) to

generate operating efficiencies across the

supply chain from milk collection, processing

and administration. Prolesur has also achieved

additional cost efficiencies from increasing

its milk collections. Like Soprole, Prolesur’s

recent performance has been impacted by

challenging market conditions in Chile.

Fonterra Annual Report 2020

5150

+HDOWK\%XVLQHVV

Consumer
& Foodservice

CONSUMER AND FOODSERVICE PERFORMANCE

1,2

1250$/,6('%$6,6

3

1='0,//,21-8/<31 JULY 2020&+$1*(

4



Volume (‘000 MT)1,602 1,564 (2)%

Sales revenue6,896 6,902 0%

Cost of goods sold(5,398)(5,465)(1)%

Gross profit1,498 1,437 (4)%

Operating expense(1,089)(1,009)7%

Other

5,6

2 (71)–

Normalised EBIT411 357 (13%)

Gross margin21.7%20.8%

Discontinued Operations EBIT(8)21–

1 FY19 has been restated. Refer to Note 28 of the FY20 Financial Statements.

2 FY20 Consumer and Foodservice performance represents Continuing Operations. It excludes any performance derived from

DPA Brazil. DPA Brazil is classified as a Discontinued Operation. FY19 has been restated to provide a year-on-year comparative.

3 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

4 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

5 Consists of other operating income and expenses, which includes net foreign exchange gains and losses, share of profit or loss on

equity accounted investees and impairment of intangible assets not included in the strategic review.

6 Includes impairments of $57 million. Refer to Note 17 of the FY20 Financial Statements.

T

he combined normalised earnings

performance of our Consumer and

Foodservice businesses were stable

despite the disruption of Covid-19, and after

excluding impairments of $57 million included

in our Consumer business.

The combined normalised EBIT of our

Consumer and Foodservice businesses for the

first six months of the year was $263 million,

up 105% on the prior year. After adjusting

for the impairments included in Consumer,

the combined normalised EBIT in the second

half was $151 million. The strong first half

was due to growth in our Greater China and

Asia Foodservice businesses and reduced

operating expenses in our Consumer business.

Our Foodservice business was significantly

2XU3HUIRUPDQFH

Consumer and Foodservice

normalised gross profit

$

1,437m

Consumer and Foodservice

normalised EBIT

$

357m

impacted by the emergence of Covid-19

during the second half. Our gross profit in

Greater China rebounded quickly during the

third quarter, but Asia, Oceania and Latin

America were impacted in the fourth quarter.

In addition, challenging trading environments

throughout the year in Chile and Hong Kong

have impacted our Latin America Consumer

and Foodservice and Greater China

Consumer businesses.

In the subsequent pages, 54-61, we have

presented the performance of the Consumer

and Foodservice businesses separately and by

region to provide greater transparency and

understanding of the key performance drivers

in each of the businesses.

Consumer and Foodservice

normalised gross margin

20.8

%


FRQWHUUD$QQXDO5HSRUW

53

+HDOWK\%XVLQHVV

Foodservice
O

ur Foodservice normalised EBIT

increased 14% to $209 million.

After a strong first half performance,

our Foodservice business was significantly

impacted by the emergence of Covid-19

during the second half. Greater China’s

normalised gross profit rebounded quickly

during the third quarter, but Asia, Oceania

and Latin America were impacted in the

fourth quarter.

Overall, our Foodservice sales volumes

decreased 5% to 444,000 MT due to the

impact of Covid-19 related lockdowns in Asia

and Oceania. Greater China was impacted by

Covid-19 early in the third quarter but its gross

profit rebounded quickly, and as a result this

only partially offset its improved performance

in the first half from the strong demand for

our products from bakery and beverage house

customers. The impact of Covid-19 in the

second half of the year in Asia, Oceania and

Latin America partially offset Greater China’s

overall improved performance, with all three

regions making EBIT losses in the second half

and finishing the year down on the prior year

as the tourism and hospitality industries were

significantly impacted by the restrictions put

in place to manage the pandemic.

2XU3HUIRUPDQFH

FOODSERVICE PERFORMANCE

1

1250$/,6('%$6,6



1='0,//,21-8/<31 JULY 2020&+$1*(

Volume (‘000 MT)465444(5)%

Sales revenue2,6732,652(1)%

Cost of goods sold(2,253)(2,215)2%

Gross profit4204374%

Operating expense(233)(226)3%

Other

4

(3)(2)43%

Normalised EBIT18420914%

Gross margin15.7%16.5%

Discontinued Operations EBIT–––

1 FY19 has been restated. Refer to Note 28 of the FY20 Financial Statements.

2 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

3 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

4 Consists of other operating income and expenses, which includes net foreign exchange gains and losses, share of profit or loss on

equity accounted investees and impairment of intangible assets not included in the strategic review.

Our Foodservice normalised gross margin improved from 15.7% to 16.5% and normalised

gross profit increased $17 million to $437 million. This was mainly due to Greater China’s

improved butter sales volumes and margins, combined with growth in the sales of higher

margin products.

Overall, Foodservice operating expenses were down $7 million, or 3%, and normalised EBIT

was up $25 million to $209 million.

FOODSERVICE REGIONAL PERFORMANCE

1

6$/(692/80( Ʌ07 1250$/,6('(%,7



 1='0,//,21

-8/<31 JULY 2020&+$1*(

3

-8/<31 JULY 2020&+$1*(

3

Foodservice465444(5)%18420914%

Greater China

4

2372579%11416949%

Asia 9381(12)%3623(35)%

Oceania10476(27)%2816(43)%

Latin America3230(8)%60(91)%

1 Summing of individual numbers from the regional and divisional breakdown may not add up to the totals in each category

due to rounding.

2 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

3 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

4 FY19 has been restated. Refer to Note 28 of the FY20 Financial Statements.

Greater China Foodservice normalised

gross margin

16.3

%

from 13.8%

Asia Foodservice normalised gross margin

14.9

%

from 15.8%

Fonterra Annual Report 2020

5554

+HDOWK\%XVLQHVV

GREATER CHINA
Our Greater China Foodservice normalised

EBIT increased 49% to $169 million,

comprising $101 million in a strong first half

performance and $68 million in the second

half. Sales volumes increased 9% on last year

to 257,000 MT. Despite the disruption of

Covid-19, China’s Foodservice business grew

as we continued to target dairy conversion

into traditional Chinese foods. Our continual

development of applying dairy in traditional

foods created approximately 270 new

food applications over the last 12 months,

expanding our product offerings into food

types such as cream for Daifuku and chilled

cream buns, cream cheese into cheese

moon cakes and beverage macchiatos, and

mozzarella into cheese shrimp balls.

We have entered into new Chinese dining

channels, such as hot pot restaurants and

continued our city expansion, now in 350

cities compared to 300 cities last year. This has

driven strong market demand for our Anchor

Food Professionals™ UHT whipping cream and

Anchor Food Professionals™ cream cheese in

Mainland China.

Covid-19 related restrictions in Mainland

China impacted our gross profit in the early

part of the third quarter. Our team reacted

quickly to these restrictions by introducing

live streaming of product demonstrations with

20 live sessions created on our own platforms

that attracted approximately 1.9 million

viewers and ensured a connection of our

Anchor Food Professionals™ team with

our customers.

Normalised gross margin increased

significantly from 13.8% to 16.3%, due to a

recovery in butter margins as well as selling

more products with higher gross margins,

such as Anchor Food Professionals™ whipping

cream and Anchor Food Professionals™ cream

cheese. The improved margins are reflected in

the $62 million, or 31%, increase in normalised

gross profit to $259 million. Our operating

expenses in Greater China were stable.

ASIA

Our Asia Foodservice business recorded

growth in several key markets during the

first three quarters of the financial year.

However, towards the end of the third

quarter as Covid-19 spread through Asia

and governments closed borders and put

restrictions in place to manage the outbreak,

the foodservice sector was significantly

impacted in the fourth quarter.

Our sales volumes in Asia Foodservice

decreased 12% to 81,000 MT on the prior

year after being 13% up in the first half, with

fourth quarter sales volume down 50% on

the same period last year. Gross profit in the

Middle East, Philippines and Thailand was

impacted the most, as the tourism trade is an

important part of these businesses and the

Covid-19 related border closures impacted

tourism significantly.

First half gross profit was 58% up

on the prior year predominantly due to

improvements from Indonesia and the

Philippines. Indonesia had grown its gross

profit with a focus on high margin products

and revenue growth management, and

the Philippines had improved gross profit

mainly through growing volumes as a result

of winning new customers in the bakery and

beverage channels. These strong first half

performances were impacted in the fourth

quarter due to Covid-19 lockdowns.

Our full year normalised gross profit for

our Asia Foodservice business was down $13

million, or 14%, to $80 million due to the

lower sales volumes and to a lesser extent

reduced pricing to move short shelf-life stock

that had aged during the period of complete

Covid-19 lockdown. The need to reduce

pricing impacted our normalised gross margin,

which had previously been ahead of the prior

year for the first three quarters, from 15.8%

in the prior year to 14.9%. Our normalised

gross profit for the fourth quarter was a loss of

$1 million.

Despite the impact of Covid-19, our

Indonesia Foodservice business was able

to grow its gross profit and earnings due

EBIT was up $5 million on the prior year, at $7 million. However, the impact of Covid-19 in the

last quarter was significant, with the loss for the quarter offsetting the earnings of the first

nine months.

Soprole is the largest contributor to our Latin America Foodservice business with dairy

desserts being the main category. In the first half the profitability of this business was impacted

by the civil unrest relating to the increased cost of living, privatisation and social inequality. The

civil unrest escalated to vandalism of city infrastructure, including supermarkets, and impacted

sales. The third quarter had seen growth, but this was offset by the loss recorded in the fourth

quarter as the Government took measures to manage the outbreak of Covid-19.

FOODSERVICE NORMALISED EBIT

1

:

KEY PERFORMANCE DRIVERS

1250$/,6('%$6,6



1='0,//,21-8/<31 JULY 2020&+$1*(

3

EBIT prior year16818410%

Volume43(19)–

Price(81)102–

Cost of goods sold70(66)–

Operating expenses and other(16)8–

EBIT18420914%

1 FY19 has been restated. Refer to Note 28 of the FY20 Financial Statements.

2 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

3 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

to focusing on higher margin foodservice

products such as Anchor Food Professionals™

butter sheets.

Operating expenses in Asia were relatively

stable with lower costs associated with the

lower sales volumes offset by increased

provisions for doubtful Debt due to Covid-19.

As a result of these sales volumes and

reduced gross margins, our Asia Foodservice

normalised EBIT decreased $13 million to

$23 million.

Our Asia markets remain challenging as

many borders remain closed due to Covid-19.

Our teams continue to optimise their product

portfolios to suit the current market and

work closely with customers to understand

demand and manage inventory. We expect the

recovery in our Asia markets will be slower

than what we experienced in our Greater

China Foodservice business.

OCEANIA

Our Oceania Foodservice sales volumes

decreased 27% to 76,000 MT year on year.

First half sales volumes were down 6%,

predominantly due to reduced sales volumes

of low margin bulk product following industry

consolidation in New Zealand. Second half

sales volumes were down 44% as New Zealand

and Australian borders were closed to

international tourism and varying levels of

country-wide restrictions were implemented

within each country to manage the Covid-19

outbreak, and these restrictions significantly

impacted the hospitality and tourism industry.

Oceania Foodservice normalised gross

profit was down 26% to $72 million, reflecting

the decline in sales volume and higher dairy

input costs in New Zealand. New Zealand was

able to partially offset the impact of lower

volumes and increased input costs through

reduced distribution costs and other operating

efficiencies, and Australia’s operating expenses

remained stable. Overall Oceania Foodservice

normalised EBIT declined $12 million, or

43%, to $16 million. Our Oceania Foodservice

businesses worked closely with their customers

during this challenging period, which was

reflected in the Australian business being

recognised by distributors for best in class

and industry leading customer engagement

in the Independent Advantage customer

satisfaction survey.

LATIN AMERICA

Our Latin American Foodservice business

normalised EBIT was less than $1 million for

the year, down $6 million on the prior year.

At the end of the third quarter normalised

Greater China Foodservice

normalised gross profit

$

259m

up 31%

Greater China Foodservice

normalised EBIT

$

169m

up 49%

Fonterra Annual Report 2020

5756

+HDOWK\%XVLQHVV

2XU3HUIRUPDQFH
O

ur Oceania and Asia Consumer

normalised EBIT improved despite

the disruption of Covid-19, after

excluding 2020 impairments and earnings

from 2019 divested businesses. Latin America

continues to be impacted by challenges in

Chile, and Greater China earnings were down

due to challenges in Hong Kong offsetting

earnings growth in Mainland China.

Overall, Consumer sales volumes were

down 1% on last year to 1.12 million MT.

This was mainly due to lower sales in Soprole

where the civil unrest and vandalism of

supermarkets in Chile impacted Soprole’s

dessert, yoghurt and mature cheese sales

volumes. The sales in the 2019 financial year

included Tip Top and our Venezuelan business

which we have since sold. Removing the Tip

Top and Venezuelan sales volume in 2019 for

comparative purposes, shows the year-on-year

total Consumer sales volume increased 1%.

Total Consumer normalised gross profit

was down 7% on last year to $1,001 million.

Consumer normalised gross margin decreased

by 2% year-on-year from 25.5% to 23.5%.

This was predominantly due to reduced sales

of our high margin products in Hong Kong,

and Soprole’s gross margin reducing in the

second half due to increased input costs after

a realignment of the price agreement it has

with Prolesur for ingredient products.

JesJess, s, AucAukland

Consumer normalised revenue

$

4,251m

Up $28 million

Consumer normalised gross profit

$

1,001m

Consumer normalised

operating expenses

$

783m

Down $77 million

Down $73 million

The normalised operating expenses were

down a total of $73 million to $783 million.

For comparative purposes, removing the

Tip Top and Venezuelan operating expenses

from the 2019 financial year sees Consumer’s

reduction in normalised operating expenses go

from $73 million to $28 million year-on-year.

Our Consumer normalised EBIT includes

$57 million of costs that relate to impairments

of intangible assets. Our New Zealand

Consumer business had a goodwill impairment

of $21 million, and our Asia and Greater China

Consumer businesses each incurred half of

a $36 million impairment to our Chesdale™

brand. This impairment was not normalised.

If these impairments were not included,

our Consumer normalised EBIT would have

shown a decrease of 10% year-on-year, with

the decrease mainly due to the challenges

in Hong Kong and Chile. Tip Top’s earnings

and the Venezuelan business’ losses offset

at a total Consumer EBIT level so adjusting

for the divestments undertaken in the 2019

financial year has minimal impact. Including

the impairments results in our Consumer

normalised EBIT decreasing 35% from

$227 million to $149 million.

The Consumer segment results do not

include the Discontinued Operations of DPA

Brazil, which improved its EBIT from a loss

of $8 million to a profit of $21 million. This is

presented on page 62.

CONSUMER PERFORMANCE

1

1250$/,6('%$6,6



1='0,//,21-8/<31 JULY 2020&+$1*(

Volume (‘000 MT)1,1371,120(1)%

Sales revenue4,2234,2511%

Cost of goods sold(3,144)(3,250)(3)%

Gross profit1,0781,001(7)%

Operating expense(856)(783)9%

Other

4

5(69)–

Normalised EBIT227149(35)%

Gross margin25.5%23.5%

Discontinued Operations EBIT(8)21–

1 FY20 Consumer performance represents Continuing Operations. It excludes any performance derived from DPA Brazil.

DPA Brazil is classified as a Discontinued Operation. FY19 has been restated to provide a year-on-year comparative.

2 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

3 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

4 Consists of other operating income and expenses, which includes net foreign exchange gains and losses, share of profit or loss on

equity accounted investees and impairment of intangible assets not included in the strategic review.

FRQWHUUD$QQXDO5HSRUW

58

+HDOWK\%XVLQHVV

ASIA
Asia Consumer sales volumes were down 3%

to 198,000 MT, predominantly due to the

timing of shipments to Sri Lanka. We improved

our gross profit in the Middle East through

improved gross margins on our consumer

powders, and in Thailand due to lower import

costs and improved revenue management

in the second half of the year. These gains

were offset by the other markets reporting

small declines on the prior year due to the

disruption caused by Covid-19 in the fourth

quarter. Overall, our normalised gross profit

was down $2 million, or 1%, to $357 million.

Most markets within our Asia Consumer

business reduced operating expenses.

However, the Asia Consumer businesses

incurred half of a $36 million impairment to

our Chesdale™ brand, as the latest forecast

earnings attributable to the brand are lower

than previously forecast. The other half was

incurred in our Greater China business.

Adjusting for the impairment, normalised

EBIT increased $3 million to $121 million.

Not adjusting for the impairment our Asia

Consumer normalised EBIT decreased

$15 million to $103 million.

OCEANIA

Our Oceania Consumer business performance

was largely unimpacted by the Covid-19

outbreak in the region and our teams in both

New Zealand and Australia worked closely

with their customers to help reduce the impact

on their businesses. This was recognised

by our New Zealand business being ranked

number one supplier to New Zealand grocery

outlets out of 28 suppliers in the Independent

Advantage customer satisfaction survey. This

is a significant improvement from previous

rankings, where in 2018 and 2019 we were

ranked 26 and 13, respectively.

Our Oceania Consumer sales volume

increased 3% to 527,000 MT after adjusting

the 2019 financial year for the sale of Tip

Top. Our Australia business improved sales

volumes predominantly due to demand

growth in private label beverages, spreads and

across all our cheese brands. Our New Zealand

Consumer business has chosen to operate a

leaner product mix focusing on higher margin

products. Not adjusting for the sale of Tip Top,

our sales volume increased 3,000 MT, or 1%.

Our Australian Consumer business

improved its gross margin due to a focused

revenue growth strategy in all categories,

particularly in chilled spreads, where Western

LATIN AMERICA

At half year we reported the sale process for

DPA Brazil, our Consumer business in Brazil,

was well underway, and had advanced to the

point that the business met the requirements

to be classified as ‘held for sale’ in our financial

statements. Furthermore, it met the definition

of a Discontinued Operation because it is a

separate major geographical area of operation.

The outbreak of Covid-19 in Brazil has slowed

the sale process but the business remains a

Discontinued Operation, and as a result, the

segment note within our financial statements

has been prepared excluding DPA Brazil.

Our Latin America Consumer

performance continues to be impacted by

the challenging trading conditions in Chile.

In the last quarter of the 2019 financial year,

Soprole, our Consumer business in Chile,

showed signs of recovery from a ‘buy local’

marketing campaign, which impacted the

sales and earnings of a number of foreign-

owned companies. However, civil unrest and

vandalism of supermarkets, mainly during

the first half of this financial year, has meant

a reduction in Soprole’s dessert, yoghurt and

mature cheese sales volumes.

Overall, Latin America sales volume

compared to the prior year decreased 11,000

MT to 322,000 MT. Our sales volumes last

year include those from our Venezuelan

business, which we have since sold. Removing

the Venezuelan volumes from our 2019

financial performance for comparative purposes,

the year-on-year decline is 4,000 MT.

Our Latin America Consumer normalised

gross profit decreased $19 million to $232

million because of lower Soprole sales volumes

in the first half and a decline in gross margin in

the second half. The decline in Soprole’s gross

margin in the second half is due to higher

input costs from a weakening of the Chilean

peso to the US dollar and a realignment of the

price agreement between our now integrated

Chilean businesses, Soprole and Prolesur. The

change in the price agreement is neutral at

a Group level because Prolesur’s increased

income offsets the increased expense

to Soprole.

In the 2019 financial year, Soprole

made a $15 million payment to Prolesur, our

Ingredients business in Chile. This related

to a prior year one-off milk cost. At a Group

level this one-off payment between the two

business units had minimal impact. This

payment was lower in this year, which was the

main reason for reduced operating expenses

in our Latin America Consumer business. Latin

GREATER CHINA

Our Greater China Consumer performance continues to be impacted by the challenging trading

conditions in Hong Kong, and performance has been impacted further by the travel restrictions

put in place to manage Covid-19, which impacted sales volume that are usually generated through

Chinese tourism. In addition, Greater China Consumer included half of the $36 million impairment

of the Chesdale™ brand. This impairment was not normalised.

Our Mainland China and Taiwan Consumer businesses focused on value growth strategies.

China Consumer had a quick turnaround from the initial disruption of Covid-19, leveraging strong

connections through our e-commerce platforms, whilst Taiwan delivered gross profit similar to

last year despite the Covid-19 disruption. Overall, Greater China sales volumes declined 4% to

73,000 MT, partly due to the challenges in Hong Kong but also due to lower sales in Mainland

China as we changed distribution models in some channels to align with our new strategy.

Our normalised gross profit decreased $31 million to $114 million. The majority of the decline

is due to reduced sales of our higher margin Anlene™ and Anmum™ products in Hong Kong, which

is reflected in our Greater China normalised gross margin decreasing from 40.1% to 32.8%.

Operating expenses were favourable to last year as we responded to challenging conditions in

Hong Kong and the Covid-19 pandemic.

Adjusting for the impairment of the Chesdale™ brand, our Greater China normalised EBIT

declined $22 million to a loss of $3 million. Not adjusting for the brand impairment, our Greater

China Consumer normalised EBIT decreased $40 million to a loss of $21 million.

CONSUMER NORMALISED EBIT

1

: KEY PERFORMANCE DRIVERS

1250$/,6('%$6,6



1='0,//,21-8/<31 JULY 2020&+$1*(

3

EBIT prior year316227(28)%

Volume(15)(16)(6)%

Price(122)91–

Cost of goods sold53(152)–

Operating expenses and other(5)(1)60%

EBIT227149(35)%

1 FY20 Consumer performance represents Continuing Operations. It excludes any performance derived from DPA Brazil.

DPA Brazil is classified as a Discontinued Operation. FY19 has been restated to provide a year-on-year comparative.

2 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

3 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

Star™ continues to lead the market in both

volume and value market share. Australia’s

improved performance was offset by our

New Zealand Consumer business as it adjusts

to a leaner business model focusing on our

core brands and working with our customers

to execute a more profitable range. After

adjusting for the sale of Tip Top, our Oceania

Consumer normalised gross profit increased

$23 million to $298 million due to Australia’s

increased volume and improved pricing

effectiveness. Not adjusting for the sale of Tip

Top, our normalised gross profit decreased

$26 million. Rationalising our operations

within our New Zealand business, as part of

managing a leaner product mix, resulted in

operating expenses in our Oceania Consumer

business decreasing. Operating expenses in

Australia were slightly higher due to the prior

year benefiting from not incurring employee

performance incentives. In addition, our

New Zealand business results included a

$21 million impairment of Fonterra Brands

New Zealand’s goodwill.

Adjusting for Tip Top and the goodwill

impairment, Oceania Consumer normalised

EBIT increased $14 million, or 31%, to $59

million. The improved performance reflects

the strong growth in Australia gross profit.

Not adjusting the 2019 financial year for the

sale of Tip Top or the New Zealand Brands’

goodwill impairment in the current year,

shows that our Oceania Consumer normalised

EBIT decreased $16 million to $38 million.

CONSUMER REGIONAL PERFORMANCE

1,2

6$/(692/80( Ʌ07 1250$/,6('(%,7

3

 1='0,//,21

-8/<31 JULY 2020&+$1*(

4

-8/<31 JULY 2020&+$1*(ɔ

Consumer1,1371,120(1)%227149(35)%

Asia 204198(3)%118103(12)%

Oceania5245271%5438(28)%

Latin America²333322(3)%3628(22)%

Greater China7673(4)%19(21)–

1 Summing of individual numbers from the regional and divisional breakdown may not add up to the totals in each category

due to rounding.

2 FY20 Consumer performance represents Continuing Operations. It excludes any performance derived from DPA Brazil.

DPA Brazil is classified as a Discontinued Operation. FY19 has been restated to provide a year-on-year comparative.

3 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

4 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to

rounding of reported figures.

Asia normalised EBIT

$

103m

down $15 million

America Consumer normalised EBIT decreased

$8 million to $28 million, due to the lower

Soprole sales volume and increased input costs.

Adjusting the 2019 financial performance for

the Venezuelan business increases the year-on-

year decrease to $18 million.

#1

FONTERRA BRANDS

NEW ZEALAND RANKED

IN INDEPENDENT ADVANTAGE

CUSTOMER SURVEY

Fonterra Annual Report 2020

6160

+HDOWK\%XVLQHVV

Discontinued
Operations

2XU3HUIRUPDQFH

T

he normalised EBIT from our two

businesses classified as Discontinued

Operations improved from a loss of

$21 million to a profit of $32 million.

The proposed divestments of our

Fonterra-owned China Farms and our interest

in DPA Brazil have impacted how the financial

statements are presented. The sales processes

for these businesses are at the point that

they meet the accounting requirements to be

classified as ‘held for sale’ on the Statement

on Financial Position, on the basis that a sale

is considered highly probable. Furthermore,

because both businesses are considered to

be major businesses in one of our segments

and/or geographical regions, their results are

classified as ‘Discontinued Operations’ within

the Income Statement. The segment note

within our financial statements excludes these

businesses, and therefore reflect the Group’s

Continuing Operations only.

As at 31 January 2020, when China Farms

and DPA Brazil were classified as ‘held for

sale’ the accounting standards required that

we cease deducting depreciation costs. This

meant that from 1 February 2020 to 31 July

2020 normalised EBIT for the China Farms

and DPA Brazil businesses was $6 million and

$5 million higher, respectively, than if they had

not been classified as ‘held for sale’.

The sales processes are continuing for

China Farms and our interest in DPA Brazil.

Based on the additional information and

further insights we have gained through the

sales process and strategic reviews for China

Farms and DPA Brazil, we have reduced the

valuation of these two assets by a total of

$167 million.

DPA BRAZIL

In the first half of this year, the DPA Brazil

business had increased sales volumes due to

the local economy improving and increasing

its market share in both value and volume. The

disruption of Covid-19 during the second half

of the year impacted sales, and sales volume

and revenue ended the year down on the prior

year. DPA Brazil has been able to maintain the

1% increase in market share value it gained

during the first half to 17.5%. DPA Brazil’s

gross profit benefited from lower input costs,

and combined with lower operating expenses,

normalised EBIT improved from a loss of

$8 million to a profit of $21 million.

Despite the improved performance, Brazil

continues to remain a challenging market to

operate in. In the 2019 financial year, we wrote

down the value of the business by $143 million

and the divestment process has resulted in

a further impairment of $104 million before

tax. This business in Brazil is a joint venture

and the loss is shared with our joint venture

partner. Therefore, at the level of profit after

tax attributable to equity holders of the Co-

operative, the impact of the impairment is

$45 million.

CHINA FARMS

As a result of our Fonterra-owned China Farms being classified as a Discontinued Operation,

the China Farms segment note in our financial statements is no longer presented. To provide a

complete view of our performance during the 2020 financial year, we have continued to report

China Farms’ performance in this section.

Our sales volumes increased 8% to 22,000 MT due to last year’s volumes being impacted

by continuous rainstorms and flooding in Yutian. Improved feed management and increased

productivity per cow has also helped increase sales volumes.

CHINA FARMS FINANCIAL PERFORMANCE

1250$/,6('%$6,6

1

1='0,//,212020&+$1*(



Volume

3

(‘000 MT)20228%

Revenue24728214%

Cost of goods sold(261)(249)5%

Gross profit(14)33–

Operating expenses(16)(23)(46)%

Other

4

161(91)%

China Farms normalised EBIT (14)11–

Gross margin (5.7)%11.9%

1 Refer to the Non-GAAP Measures section in the FY20 Annual Report.

2 Percentages as shown in table may not align to the calculation of percentages based on numbers in the table due to rounding

of reported figures.

3 Includes sales to other strategic platforms.

4 Consists of other operating income and expenses, which includes net foreign exchange gains and losses, share of profit or loss on

equity accounted investees and impairment of intangible assets not included in the strategic review.

Our China Farms’ normalised gross profit

improved $47 million from a loss of $14 million

to a profit of $33 million. This was driven

by strong market demand and a focus on

customer portfolio optimisation, enabling us

to achieve higher external milk prices. During

the 2020 financial year, the average milk price

was RMB 3.91 per kg, up from RMB 3.67 the

prior year and the highest achieved annual

average price over the past five years.

The higher milk prices achieved were

also supported by a more focused breeding

program enabling a flatter milk supply curve

through the year.

Operating expenses increased $7 million

to $23 million due to rightsizing our herd.

Livestock removed from the herd were sold

below fair value. Last year our China Farms

livestock increased in value and this increased

value was reported in other income. It was

not repeated this year and Other, which

includes other income, was down $15 million

to $1 million.

China Farms’ EBIT increased $25

million from a loss of $14 million to a profit

of $11 million, driven by the improved

gross profit.

Discontinued Operations

normalised gross profit

1

$

162m

from $102 million

Discontinued Operations normalised EBIT

1


$

32m

from $(21) million

1 Accounting standards require that we cease deducting

depreciation costs when China Farms and DPA Brazil were

classified as ‘held for sale’ as at 31 January 2020. For the six

months to 31 July 2020, this was $6 million and $5 million,

respectively, for China Farms and DPA Brazil.

Fonterra Annual Report 2020

63

+HDOWK\%XVLQHVV

Market Statistics
-8/< -8/< -8/< -8/<JULY 2020

Fonterra Seasonal Statisitics

1

Total New Zealand milk collected (million litres)17,58517,05116,93217,12316,876

Highest daily volume collected (million litres)86.980.182.085.482.6

New Zealand shareholder supply milk solids collected (million kgMS)

2

1,4531,4171,4041,4301,429

New Zealand contract supply milk solids collected (million kgMS)

2

1131091019387

New Zealand milk solids collected (million kgMS)1,5661,5261,5051,5231,517

Total number of shareholders at 31 May10,57910,26710,1629,8879,461

Total number of sharemilkers at 31 May3,0982,7222,7122,6022,451

Total number of shares on issue at 31 May (million)1,6021,6071,6121,6121,612

Shareholder Supplier Returns

Farmgate Milk Price (per kgMS)

3

3.906.126.696.357. 1 4

Dividend (per share)0.400.400.10–0.05

Dividend yield (%)

4

7. 36 .71 .7–1.3

Cash payout (per share)

5

4.306.526.796.357. 1 9

Retentions (per share)

6

0.110.06––0.38

Weighted average share price ($ NZD)

7

5.485.965.844.633.79

Weighted Average Commodity Prices ($ USD per MT FOB)

Whole Milk Powder

8

2,1112,8553,0912,9073,110

Skim Milk Powder

8

1,8032,2161,9682,2162,755

Butter

8

2,8304,2215,5754,4484,140

Cheese

9

2,7663,7633,8533,7724,011

Fonterra’s average NZD/USD conversion rate

10

0.710.700.710.690.66

Staff Employed

Total staff employed (000s, permanent full-time equivalents)21.321.421.520.019.6

New Zealand11.411.711.911.411.5

Overseas9.99.79.68.68.1

Total Group Overview

11,12,13

-8/<-8/<-8/<-8/<JULY 2020

Income

Volume (000s MT)4,3134,1804,1234,1524,069

Normalised sales revenue ($ million)17,19919,21420,43119,92020,975

Normalised EBITDA ($ million)

14

1,9281,6811,4461,3731,506

Normalised EBIT ($ million)

15

1,3581,155902812879

Normalised profit after tax ($ million)

16

789781382264382

Reported earnings per share0.510.46(0.14)(0.35)0.43

Normalised earnings per share0.490.490.240.160.24

Revenue Margin Analysis

EBITDA

17

11.2%8.7%7.1%6.9%7. 2 %

EBIT

18

7.9%6.0%4.4%4.1%4.2%

Profit after tax

19

4.6%4.1%1.9%1.3%1.8%

Cash Flow ($ million)

Operating cash flow

20

3,2781,3761,5481,1231,492

Free Cash Flow

20

2,1846706001,0951,828

Net working capital

21

2,1593,0553,4323,1223,417

Capital Measures

Total equity excluding hedge reserves ($ million)6,8837,0566,6166,1026,602

Economic net interest-bearing Debt ($ million)

22

5,4735,6016,1995,7494,659

Gearing Ratio

23

44.3%44.3%48.4%48.5%41.4%

Debt to EBITDA

24

3.2x3.8x4.6x4.4x3.4x

Capital employed (including intangibles and EAI) ($ million)

25

13,18812,71713,05212,87211,961

Capital employed (excluding intangibles and EAI) ($ million)

26

9,3929,0939,5529,6179,806

Capital expenditure ($ million)

27

944851861600419

Return on capital (including intangibles and EAI)

28

9.2%8.3%6.3%5.8%6.7%

Return on capital (excluding intangibles and EAI)

29

12.4%11.1%8.0%7.6%7. 3 %

Historical

Financial

Summary

2XU3HUIRUPDQFH

Fonterra Annual Report 2020

6564

+HDOWK\%XVLQHVV

Ingredients
11,12, 30

-8/<-8/<-8/<JULY 2020

Ingredients

Volume (000s MT)

31

3,0192,9863,1493,055

Normalised sales revenue ($ million)15,26616,30616,29117,365

Normalised gross profit ($ million)1,4731,4721,4461,611

Normalised gross margin %

32

9.7%9.0%8.9%9.3%

Normalised earnings ($ million)943879790827

Normalised earnings margin %

33

6.2%5.4%4.8%4.8%

Divisional Breakdown – Ingredients

11,12,34

-8/<-8/<-8/<JULY 2020

New Zealand Ingredients

Sales Volume (000 MT)

35

Reference Products1,8411,7941,8641,820

Non-reference Products696620774794

Total Volume (000s MT)

31

2,8792,7782,9512,881

Revenue ($/MT)

35

Reference Products4,2624,8514,7395,192

Non-reference Products5,5675,6375,4276,006

Total Revenue ($ million)14,08714,56414,89615,858

Gross Profit ($/MT)

35

Reference Products232309336356

– Margin5.4%6.4%7.1%6.9%

Non-reference Products1,1651,275905916

– Margin20.9%22.6%16.7%15.2%

Normalised gross profit ($ million)1,3331,2971,3511,482

Normalised gross margin %

32

9.5%8.9%9.1%9.3%

Fonterra Ingredients Australia

Volume (000s MT)

31

305350328269

Revenue ($ million)1,5221,8771,7601,509

Normalised gross profit ($ million)78771031

Normalised gross margin %

32

5.1%4.1%0.6%2.1%

Other and Eliminations

Volume (000s MT)

31

(165)(142)(130)(95)

Revenue ($ million)(343)(135)(365)(2)

Normalised gross profit ($ million)62988598

Regional Breakdown – Consumer and Foodservice

11,12,13,34,36

-8/<-8/<-8/<JULY 2020

Oceania

Volume (000s MT)

31

636623627603

Revenue ($ million)1,9522,1592,1592,093

Normalised gross profit ($ million)438433422371

Normalised gross margin %

32

22.4%20.1%19.5%17.7%

Normalised earnings ($ million)87678154

Normalised earnings margin %

33

4.5%3.1%3.8%2.6%

Asia

Volume (000s MT)

31

300298297279

Revenue ($ million)1,8101,8651,8621,833

Normalised gross profit ($ million)501456451436

Normalised gross margin %

32

27.7%24.5%24.2%23.8%

Normalised earnings ($ million)194176153126

Normalised earnings margin %

33

10.7%9.4%8.2%6.9%

Greater China

Volume (000s MT)

31

237266313330

Revenue ($ million)1,2771,5641,7871,937

Normalised gross profit ($ million)359335342372

Normalised gross margin %

32

28.1%21.4%19.2%19.2%

Normalised earnings ($ million)204165133149

Normalised earnings margin %

33

16.0%10.5%7.4%7. 7 %

Latin America

37

Volume (000s MT)

31

600578365352

Revenue ($ million)1,4781,5341,0881,039

Normalised gross profit ($ million)446459283258

Normalised gross margin %

32

30.2%29.9%26.0%24.9%

Normalised earnings ($ million)911174428

Normalised earnings margin %

33

6.1%7.6%4.0%2.7%

Total Consumer and Foodservice

13,37

Volume (000s MT)

31

1,7731,7651,6021,564

Revenue ($ million)6,5177,1226,8966,902

Normalised gross profit ($ million)1,7441,6831,4981,437

Normalised gross margin %

32

26.8%23.6%21.7%20.8%

Normalised earnings ($ million)576525411357

Normalised earnings margin %

33

8.8%7.4%6.0%5.2%

Historical Group Summary CONTINUED

Fonterra Annual Report 2020

6766

+HDOWK\%XVLQHVV

Regional Breakdown – Foodservice
11,12,13,34,36

-8/<-8/<-8/<JULY 2020

Oceania

Volume (000s MT)

31

989810476

Revenue ($ million)444515518416

Normalised gross profit ($ million)83939872

Normalised gross margin %

32

18.8%18.1%18.9%17.3%

Asia

Volume (000s MT)

31

90989381

Revenue ($ million)526627586534

Normalised gross profit ($ million)99799380

Normalised gross margin %

32

18.8%12.6%15.8%14.9%

Greater China

Volume (000s MT)

31

179195237257

Revenue ($ million)1,0081,2211,4261,592

Normalised gross profit ($ million)239186197259

Normalised gross margin %

32

23.7%15.2%13.8%16.3%

Latin America

Volume (000s MT)

31

32283230

Revenue ($ million)115116143110

Normalised gross profit ($ million)32303227

Normalised gross margin %

32

27.8%25.9%22.7%24.1%

Total Foodservice

13

Volume (000s MT)

31

399419465444

Revenue ($ million)2,0932,4792,6732,652

Normalised gross profit ($ million)453388420437

Normalised gross margin %

32

21.7%15.7%15.7%16.5%

Regional Breakdown – Consumer

11,12,13,34,36


-8/<-8/<-8/<JULY 2020

Oceania

Volume (000s MT)

31

538525524527

Revenue ($ million)1,5081,6441,6411,676

Normalised gross profit ($ million)355340324298

Normalised gross margin %

32

23.5%20.7%19.7%17.8%

Asia

Volume (000s MT)

31

209201204198

Revenue ($ million)1,2841,2381,2761,299

Normalised gross profit ($ million)402377359357

Normalised gross margin %

32

31.3%30.5%28.1%27.5%

Greater China

Volume (000s MT)

31

58717673

Revenue ($ million)269343361346

Normalised gross profit ($ million)120149145114

Normalised gross margin %

32

44.6%43.5%40.1%32.8%

Latin America

37


Volume (000s MT)

31

569550333322

Revenue ($ million)1,3631,418945929

Normalised gross profit ($ million)414429251232

Normalised gross margin %

32

30.4%30.3%26.6%25.0%

Total Consumer

37


Volume (000s MT)

31

1,3731,3471,1371,120

Revenue ($ million)4,4244,6434,2234,251

Normalised gross profit ($ million)1,2911,2951,0781,001

Normalised gross margin %

32

29.2%27.9%25.5%23.5%

Historical Group Summary CONTINUED

Fonterra Annual Report 2020

68

+HDOWK\%XVLQHVV

Discontinued Operations
11,12,38

-8/<-8/<-8/<JULY 2020

China Farms

Volume (000s MT)

31

26222022

Revenue ($ million)268248247282

Normalised gross profit ($ million)21(23)(14)33

Normalised gross margin %

32

7.8%(9.5)%(5.7)%11.9%

Normalised earnings ($ million)4(33)(14)11

DPA Brazil

Volume (000s MT)

31

193191194205

Revenue ($ million)468435419411

Normalised gross profit ($ million)135132116128

Normalised gross margin %

32

28.8%30.3%27.7%31.2%

Normalised earnings ($ million)(13)1(8)21

1. All season statistics are based on the

12-month milk season of 1 June to 31 May.

2. FY19 has been restated to correct supply

milk solids collected.

3. The Farmgate Milk Price has been

determined by the Board. In making

that determination, the Board takes into

account the Farmgate Milk Price calculated

in accordance with the Farmgate Milk Price

Manual.

4. Dividend yield is dividend (per share) over

volume weighted average share price for

the period 1 August to 31 July.

5. Average payout for a 100% share-backed

supplier.

6. Retentions (per share) are calculated

as profit after tax attributable to equity

holders of the Co-operative for the year

ended 31 July divided by the number of

shares at 31 May, less dividend per share.

Retentions are reported as nil where

Fonterra has reported a net loss after tax.

7. Weighted average share price represents

the average price Fonterra Co-operative

Group Limited shares traded at, weighted

against the trading volume at each price

over the period 1 August to 31 July.

8. Source: Fonterra Farmgate Milk Price

Statement representing the weighted-

average United States Dollar contract

prices of Reference Commodity Products.

9. Source: Oceania Export Series, Agricultural

Marketing Service, US Department of

Agriculture.

10. Fonterra’s average NZD/USD conversion

rate is the rate that Fonterra has converted

net United States Dollar receipts into

New Zealand Dollars including hedge

cover in place.

11. Percentages as shown in table may not

align to the calculation of percentages

based on numbers in the table due to

rounding of reported figures.

12. Includes normalisation adjustments.

13. FY19 has been restated. Refer to Note 28

in the FY20 Financial Statements.

14. Normalised EBITDA is calculated as profit

for the period before net finance costs, tax,

depreciation and amortisation, adjusted for

normalisations.

15. Normalised EBIT is calculated as profit for

the period before net finance costs and

tax, adjusted for normalisations.

16. Normalised profit after tax attributable to

equity holders of the Co-operative.

17. Normalised EBITDA divided by normalised

sales revenue.

18. Normalised EBIT divided by normalised

sales revenue.

19. Normalised profit after tax attributable to

equity holders of the Co-operative, divided

by normalised sales revenue.

20. Refer to Cash Flow Statement for detail

on Operating cash flow. Free Cash Flow is

the total of net cash flows from operating

activities and net cash flows from investing

activities.

21. Net working capital is calculated as

total trade and other receivables plus

inventories, less trade and other payables.

It excludes amounts owing to suppliers and

employee entitlements.

22. Economic net interest-bearing debt reflects

total borrowings plus bank overdraft less

cash and cash equivalents and non-current

interest-bearing advances, adjusted for

derivatives used to manage changes in

hedged risks on Debt instruments. It

excludes net borrowings attributed to

Discontinued Operations.

23. Gearing ratio is economic net interest

bearing Debt divided by total capital.

Total capital is equity excluding the hedge

reserves, plus economic net interest

bearing debt. It excludes net borrowings

attributed to Discontinued Operations.

24. Debt to EBITDA is calculated as total

borrowings, plus bank overdraft, plus

the effect of debt hedging, less a cash

allowance of 75% of cash and cash

equivalents, divided by normalised earnings

before interest, tax, depreciation and

amortisation (normalised EBITDA) excluding

share of loss/profit of equity accounted

investees and net foreign exchange losses/

gains. Both Debt and EBITDA are adjusted

to include amounts relating to businesses

classified as held for sale and Discontinued

Operations. Prior years restated to align

with credit rating methodology.

25. Capital employed is calculated as the

average for the period of: net assets

excluding net interest-bearing debt and

deferred tax balances, and including brands,

goodwill and equity accounted investments.

26. Capital employed is calculated as the

average for the period of: net assets

excluding net interest-bearing debt,

deferred tax balances, brands, goodwill

and equity accounted investments.

27. Capital expenditure comprises purchases

of property, plant and equipment and

intangible assets, net purchases of

livestock, and includes Discontinued

Operations.

28. Return on capital is calculated as

normalised EBIT less a notional tax charge,

divided by capital employed including

brands, goodwill and equity accounted

investments.

29. Return on capital is calculated as normalised

EBIT less a notional tax charge, divided by

capital employed excluding brands, goodwill

and equity accounted investments.

30. FY20 Ingredients performance represents

Continuing Operations. It excludes any

performance derived from the Fonterra-

owned China Farms. China Farms is

classified as a Discontinued Operation.

FY19 has been restated to provide a year-

on-year comparative.

31. Includes sales to other strategic platforms.

32. Normalised gross margin divided by

normalised sales revenue.

33. Normalised earnings divided by normalised

sales revenue.

34. Summing of individual numbers from the

regional and divisional breakdown may not

add up to the totals in each category due

to rounding.

35. Figures exclude bulk liquid milk. The bulk

liquid milk volume for the year ended

31 July 2020 was 69,000 MT of kgMS

equivalent (year ended 31 July 2019 was

73,000 MT of kgMS equivalent).

36. Regions include share of Consumer and

Foodservice overhead allocations, the total

impact of which is $104 million for FY20.

37. FY20 Latin America Consumer performance

represents Continuing Operations and

excludes DPA Brazil performance. DPA

Brazil is classified as a Discontinued

Operation. FY19 has been restated to

provide a year-on-year comparative.

38. The proposed divestments of our Fonterra-

owned China Farms and DPA Brazil have

impacted how the financial statements

are presented. The sales processes for

these businesses are at the point that

they meet the accounting requirements

to be classified as ‘held for sale’ on the

Statement on Financial Position, on the

basis that a sale over the next 12 months is

considered highly probable. Furthermore,

because both businesses are considered

to be major businesses in one of our

segments and/or geographical regions,

their results are classified as ‘Discontinued

Operations’ within the Income Statement.

The segment note within our financial

statements excludes these businesses, and

therefore reflects the Group’s Continuing

Operations only.

Historical Group Summary CONTINUED

Fonterra Annual Report 2020

7170

+HDOWK\%XVLQHVV

Annual Financial
Results

FOR THE YEAR

ENDED 31 JULY 2020

FONTERRA CO-OPERATIVE

GROUP LIMITED

Fonterra Annual Report 2020

7372

Annual Financial Results 2020

The Directors of Fonterra Co-operative Group Limited (Fonterra) present to Shareholders the Annual Report and financial statements for Fonterra and its
subsidiaries (together the Group) and the Group’s interests in its equity accounted investments for the year ended 31 July 2020.

The Directors present financial statements for each financial year which fairly present the financial position of the Group and its financial performance and

cash flows for the year.

The Directors consider that the financial statements of the Group have been prepared using accounting policies which have been consistently applied and

supported by reasonable judgements and estimates, and that all relevant financial reporting and accounting standards have been followed.

The Directors believe that proper accounting records have been kept which enable, with reasonable accuracy, the determination of the financial position of

the Group and facilitate compliance of the financial statements with the Financial Markets Conduct Act 2013.

The Directors consider that they have taken adequate steps to safeguard the assets of the Group, and to prevent and detect fraud and other irregularities.

Directors’ Statement

FOR THE YEAR ENDED 31 JULY 2020

Contents

DIRECTORS’ STATEMENT75

FINANCIAL STATEMENTS

INCOME STATEMENT76

STATEMENT OF COMPREHENSIVE INCOME77

STATEMENT OF FINANCIAL POSITION78

STATEMENT OF CHANGES IN EQUITY79

CASH FLOW STATEMENT80

BASIS OF PREPARATION82

NOTES TO THE FINANCIAL STATEMENTS83

INDEPENDENT AUDITOR’S REPORT144

OTHER INFORMATION

NON-GAAP MEASURES149

GLOSSARY151

S TATUTORY INFOR M ATION152

John MonaghanBruce Hassall

ChairmanDirector

17 September 202017 September 2020

The Directors hereby approve and authorise for issue the Annual Report for the year ended 31 July 2020. For and on behalf of the Board:

75

Fonterra Annual Report 2020

74

Directors’ Statement

GROUP $ MILLION
31 JULY 2020

31 JULY 2019

1


RESTATED

Profit/(loss) after tax659(610)

Items that may be reclassified subsequently to the Income Statement:

Cash flow hedges and other costs of hedging, net of tax354(1)

Net investment hedges and translation of foreign operations, net of tax(67)(12)

Hyperinflation losses attributable to equity holders–(10)

Foreign currency translation reserve losses transferred to the Income Statement21193

Hyperinflation reserve gains transferred to the Income Statement–(12)

Share of equity accounted investees’ movement in reserves(6)–

Other reserve movements(35)–

Total items that may be reclassified subsequently to the Income Statement267158

Items that will not be reclassified subsequently to the Income Statement:

Net fair value gains/(losses) on investments in shares2(1)

Foreign currency translation gains attributable to non-controlling interests31

Non-controlling interest other reserve movements(13)–

Total items that will not be reclassified subsequently to the Income Statement(8)–

Total other comprehensive income recognised directly in equity259158

Total comprehensive income/(expense)918(452)

Total comprehensive income/(expense) is attributable to:

Equity holders of the Co-operative 955(420)

Non-controlling interests(37)(32)

Total comprehensive income/(expense)918(452)

Total comprehensive income/(expense) arises from:

Continuing operations1,05428

Discontinued operations(136)(480)

Total comprehensive income/(expense)918(452)


Statement of Comprehensive Income

FOR THE YEAR ENDED 31 JULY 2020

Income Statement

FOR THE YEAR ENDED 31 JULY 2020

GROUP $ MILLION

NOTES31 JULY 2020

31 JULY 2019

1


RESTATED

Continuing Operations

Revenue from sale of goods320,28219,255

Cost of goods sold4(17,236)(16,349)

Impact of strategy review216(32)

Gross profit3,0622,874

Other operating income6274

Selling and marketing expenses(551)(543)

Distribution expenses(482)(514)

Administrative expenses(835)(748)

Other operating expenses(377)(338)

Impairment of intangible assets not included in strategic review17(55)(29)

Share of (loss)/profit of equity accounted investees18(6)25

Impact of strategy review:

– Gain on sale of investment in DFE Pharma2401–

– Gain on sale of investment in Goodminton266–

– Falcon China Farms joint venture impairment2(65)–

– New Zealand consumer and foodservice business impairment and Tip Top disposal–(237)

– Disposal of Venezuelan operations–(134)

– Other impact of strategic review262(80)

Profit before net finance costs and tax61,282350

Finance income101315

Finance costs10(317)(407)

Net finance costs(304)(392)

Profit/(loss) before tax978(42)

Tax exp ense20(175)(80)

Profit/(loss) after tax from continuing operations803(122)

Discontinued Operations

Loss after tax from discontinued operations2(144)(488)

Profit/(loss) after tax659(610)

Profit/(loss) after tax is attributable to:

Loss attributable to non-controlling interests(27)(48)

Profit/(loss) attributable to equity holders of the Co-operative686(562)

Profit/(loss) after tax659(610)


GROUP $

31 JULY 2020

31 JULY 2019

1

RESTATED

Earnings per share:

Basic and diluted earnings/(loss) per share from continuing operations50.48(0.09)

Basic and diluted loss per share from discontinued operations5(0.05)(0.26)

Basic and diluted earnings/(loss) per share50.43(0.35)

1 The Income Statement for the year ended 31 July 2019 includes re-presentations and restatements. Please see Note 28 Re-presentations and prior period restatements for further details. 1 The Statement of Comprehensive Income for the year ended 31 July 2019 includes re-presentations and restatements. Please see Note 28 Re-presentations and prior period restatements

for further details.

Fonterra Annual Report 2020

7776

Financial Statements

ATTRIBUTABLE TO EQUITY HOLDERS OF THE CO-OPERATIVE
GROUP $ MILLION

SUBSCRIBED

EQUITY

RETAINED

EARNINGS

FOREIGN

CURRENCY

TRANSLATION

RESERVE

HEDGE

RESERVES

OTHER

RESERVESTOTAL

NON-

CONTROLLING

INTERESTS

TOTAL

EQUITY

As at 1 August 2019 5,887313(183)(268)85,757775,834

NZ IFRS 16 transition adjustment (Note 27)–(20)–––(20)–(20)

As at 1 August 2019 adjusted 5,887293(183)(268)85,737775,814

Profit/(loss) after tax–686–––686(27)659

Transferred between reserves–(15) – 15––––

Other comprehensive (expense)/income –(31)(46)354 (8)269 (10)259

Total comprehensive income/(expense) –640(46)369(8)955(37)918

Transactions with equity holders in their capacity as equity holders:

Dividend paid to non-controlling interests–– ––––(29)(29)

As at 31 July 20205,887933(229)101–6,692116,703

As at 1 August 20185,887934(364)(267)296,2191306,349

Prior period restatement

1

–(42)–––(42)–(42)

As at 1 August 2018 adjusted (restated)5,887892(364)(267)296,1771306,307

Loss after tax (restated)

1

–(562)–––(562)(48)(610)

Other comprehensive (expense)/income–(17)181(1)(21)14216158

Total comprehensive (expense)/income

(restated)–(579)181(1)(21)(420)(32)(452)

Transactions with equity holders in their capacity as equity holders:

Equity instruments issued––––––11

Dividend paid to non-controlling interests––––––(22)(22)

As at 31 July 2019 (restated)5,887313(183)(268)85,757775,834


Statement of Changes in Equity

FOR THE YEAR ENDED 31 JULY 2020

GROUP $ MILLION

NOTES31 JULY 2020

31 JULY 2019

1

RESTATED

ASSETS

Current assets

Cash and cash equivalents788550

Trade and other receivables 111,8321,871

Inventories123,2683,165

Tax receivable4445

Derivative financial instruments 45248

Investment in Beingmate2157–

Other current assets73116

Assets of disposal groups held for sale21,005229

Total current assets7, 6 1 96,024

Non-current assets

Property, plant and equipment156,0066,512

Right-of-use assets16569–

Equity accounted investments 1896202

Livestock6295

Intangible assets172,2402,597

Deferred tax assets20421610

Derivative financial instruments664440

Investment in Beingmate2–234

Long-term advances220142

Other non-current assets 75228

Total non-current assets10,29711,260

Total assets17,91617,284

LIABILITIES

Current liabilities

Bank overdraft3134

Borrowings97641,175

Trade and other payables 132,0042,107

Owing to suppliers141,5881,534

Tax payable8861

Derivative financial instruments113215

Provisions216863

Other current liabilities5471

Liabilities of disposal groups held for sale2603–

Total current liabilities

5,3135,260

Non-current liabilities

Borrowings95,2775,380

Derivative financial instruments 483537

Provisions2164117

Deferred tax liabilities202099

Other non-current liabilities5657

Total non-current liabilities 5,9006,190

Total liabilities11,21311,450

Net assets6,7035,834

EQUITY

Subscribed equity5,8875,887

Retained earnings933313

Foreign currency translation reserve19(229)(183)

Hedge reserves19101(268)

Other reserves–8

Total equity attributable to equity holders of the Co-operative6,6925,757

Non-controlling interests1177

Total equity6,7035,834

Statement of Financial Position

AS AT 31 JULY 2020

1 The Statement of Financial Position as at 31 July 2019 includes re-presentations and restatements. Please see Note 28 Re-presentations and prior period restatements for further details.1 For details on the impact of prior period restatements refer to Note 28 Re-presentations and prior period restatements.

Fonterra Annual Report 2020

7978

Financial Statements

GROUP $ MILLION
31 JULY 2020

31 JULY 2019

1


RESTATED

Cash flows from financing activities

Cash was provided from:

– Proceeds from borrowings2,2864,286

– Interest received1114

Cash was applied to:

– Interest paid(395)(427)

– Repayment of borrowings(3,381)(4,689)

– Dividends paid to non-controlling interests(29)(22)

– Other cash outflows(31)(12)

Net cash flows from financing activities(1,539)(850)

Net increase in cash289245

Opening cash 516285

Effect of exchange rate changes(25)(14)

Closing cash 780516

Reconciliation of closing cash balances to the Statement of Financial Position:

Cash and cash equivalents788550

Bank overdraft(31)(34)

Cash balances included in held for sale23–

Closing cash780516

The Cash Flow Statement presents total Group cash flows including continuing and discontinued operations.

GROUP $ MILLION

31 JULY 2020

31 JULY 2019

1


RESTATED

Cash flows from operating activities

Profit before net finance costs and tax from continuing operations1,282350

Loss before net finance costs and tax from discontinued operations(135)(367)

Profit/(loss) before net finance costs and tax1,147(17)

Adjustments for:

– Foreign exchange losses/(gains) 37(29)

– Depreciation and amortisation627561

– Gain on sale of investment in DFE Pharma(401)–

– Gain on sale of investment in Goodminton(66)–

– Falcon China Farms joint venture impairment65–

– China Farms impairment63203

– New Zealand consumer and foodservice business impairment and Tip Top disposal– 214

– Brazil consumer and foodservice business impairment104149

– Disposal of Venezuelan operations– 134

– Other 9542

5241,274

(Increase)/decrease in working capital:

Trade and other receivables(105)341

Inventories(180)126

Trade and other payables 100(211)

Owing to suppliers54(222)

Other movements 25(112)

Total(106)(78)

Cash generated from operations1,5651,179

Net taxes paid(73)(56)

Net cash flows from operating activities1,4921,123

Cash flows from investing activities

Cash was provided from:

– Proceeds from sale of businesses624396

– Proceeds from disposal of property, plant and equipment3632

– Proceeds from sale of livestock4028

– Proceeds from sale of investments1277

– Co-operative support loan repayments– 177

– Other cash inflows– 25

Cash was applied to:

– Acquisition of non-controlling interest(29)–

– Acquisition of property, plant and equipment (355)(541)

– Acquisition of livestock (including rearing costs)(36)(37)

– Acquisition of intangible assets(49)(82)

– Acquisition of investments(8)(10)

– Advances to and investments in equity accounted investees(13)(6)

– Other cash outflows(1)(17)

Net cash flows from investing activities336(28)

Cash Flow Statement

FOR THE YEAR ENDED 31 JULY 2020

1 The Cash Flow Statement for the year ended 31 July 2019 includes restatements. Please see Note 28 Re-presentations and prior period restatements for further details. The adjustments

had no impact on net cash flows.

Fonterra Annual Report 2020

8180

Financial Statements

Basis of Preparation
FOR THE YEAR ENDED 31 JULY 2020

previously reported in cost of goods sold or operating expenses are

now recorded as finance costs. Following adoption of NZ IFRS 16, the

presentation of lease payments in the Cash Flow Statement changed from

Operating activities to Financing activities, except for short term and low

value leases which are included within Operating activities.

On transition to NZ IFRS 16 at 1 August 2019, the Group recognised

right-of-use assets of $621 million and a lease liability of $652 million.

The lease liability is recognised within Borrowings in the Statement of

Financial Position.

Disclosures relating to leases are located in the following notes:

– Note 6 Profit before net finance costs and tax

– Note 9 Borrowings

– Note 10 Net finance costs

– Note 16 Right-of-use assets

– Note 27 Impact of transition to NZ IFRS 16 Leases

Impact of adopting NZ IFRIC 23 Uncertainty over Income Tax Treatments

NZ IFRIC 23 clarifies how to recognise and measure tax balances when

there is uncertainty over income tax treatments. The Group’s uncertain tax

positions predominantly relate to judgements regarding transfer pricing.

The Group adopted NZ IFRIC 23 from 1 August 2019 and has applied the

interpretation retrospectively. In applying the interpretation there was no

impact on the measurement of tax balances. However, the presentation

of the provision for taxes in the Statement of Financial Position changed

from Provisions to Tax payable. The impact of this change was to reclassify

the tax provision of $24 million from Provisions to Tax payable as at

31 July 2019.

Accounting standards issued but not yet effective

There are no new or amended standards that are issued but not yet

effective that are expected to have a material impact to the Group.

A) GENERAL INFORMATION

Fonterra Co-operative Group Limited (Fonterra, the Company or the

Co-operative) is a co-operative company incorporated and domiciled in

New Zealand. Fonterra is registered under the Companies Act 1993 and

the Co-operative Companies Act 1996, and is an FMC Reporting Entity

under the Financial Markets Conduct Act 2013. Fonterra is also required to

comply with the Dairy Industry Restructuring Act 2001.

These financial statements comprise Fonterra and its subsidiaries

(together referred to as the Group) and the Group’s interests in its equity

accounted investments.

The Group operates predominantly in the international dairy industry. The

Group is primarily involved in the collection, manufacture and sale of milk

and milk-derived products and in fast-moving consumer goods (FMCG) and

foodservice businesses.

B) BASIS OF PREPARATION

These financial statements comply with International Financial Reporting

Standards (IFRS). These financial statements also comply with New Zealand

Equivalents to International Financial Reporting Standards (NZ IFRS) and

have been prepared in accordance with Generally Accepted Accounting

Practice applicable to for-profit entities.

These financial statements are prepared on a historical cost basis except

for assets and liabilities of disposal group held for sale which are measured

at the lower of fair value less costs to sell and carrying value, and the

following items which are measured at fair value:

– Livestock

– Investment in shares

– Derivative financial instruments

– Hedged risks on certain debt instruments

These financial statements are presented in New Zealand dollars ($ or

NZD), which is the Group’s functional currency, and rounded to the nearest

million, except where otherwise stated.

Certain comparative period information has been re-presented and

restated. Refer to Note 28 Re-presentations and prior period restatements for

further details.

C) SIGNIFICANT ACCOUNTING POLICIES

Significant accounting policies which are relevant to an understanding

of the financial statements are provided throughout the notes in

teal shading.

D) SIGNIFICANT JUDGEMENTS AND ESTIMATES

In the process of applying the Group’s accounting policies and the

application of accounting standards, a number of judgements and

estimates have been made. Accordingly, actual outcomes may differ to

these estimates.

Information about judgements, estimates and assumptions which are

relevant to an understanding of the financial statements are disclosed in

the relevant notes as follows.

– Recoverable amount assessments (Note 2 Strategy review update and

Note 17 Intangible assets)

– Classification of disposal groups held for sale and discontinued

operations (Note 2 Strategy review update)

– Revenue recognition (Note 3 Revenue from sale of goods)

– Measurement of deferred tax assets and liabilities (Note 20 Taxation)

– Provisions and contingent liabilities (Note 21 Contingent liabilities,

provisions and commitments)

E) COVID-19 PANDEMIC

The Group’s global supply chain has remained resilient throughout the

Covid-19 pandemic. The Group’s diverse product range and customer base

have helped to minimise the impact on the business. Milk has continued to

be collected and processed in New Zealand, Australia and Chile.

To ensure ongoing impacts of Covid-19 have been appropriately reflected

in the financial statements, Fonterra has assessed the impact of Covid-19

on the Group’s assets and liabilities.

– The assumptions about the future impacts of the Covid-19 pandemic

have been considered when measuring investments classified as held for

sale.

– The forecasts used for impairment testing include Fonterra’s best

estimates of the potential future impacts from the Covid-19 pandemic.

Cash flow projections have been adjusted to reflect a range of possible

outcomes, weighted by their expected occurrence.

– As part of the New Zealand Government’s Covid-19 relief package tax

depreciation deductions have been reintroduced for certain qualifying

buildings owned by the Group. This has resulted in an increase to the

deferred tax assets of $30 million. It has also resulted in a reduction to

tax expense of $30 million.

– Debtor collectability continues to be closely monitored. A material

change in the provision for impairment of trade receivables as a result of

Covid-19 has not been identified.

– No onerous contracts or additional provisions have been recognised as a

direct impact of Covid-19.

– Fonterra has not applied for the wage subsidy scheme available from the

New Zealand Government.

The Group continues to monitor the risks and the ongoing impacts from

Covid-19 on the business.

F) BASIS OF CONSOLIDATION

In preparing these financial statements, subsidiaries are consolidated

from the date the Group gains control until the date on which control

ceases. The Group’s share of results of equity accounted investments

is included in the consolidated financial statements from the date that

significant influence or joint control commences, until the date that

significant influence or joint control ceases. All intercompany transactions

are eliminated.

Translation of the financial statements into NZD

The assets and liabilities of Group companies whose functional currency

is not NZD are translated into NZD at the year-end exchange rate. The

revenue and expenses of these companies are translated into NZD at rates

approximating those at the dates of the transactions. Exchange differences

arising on this translation are recognised in the foreign currency translation

reserve (FCTR). On disposal or partial disposal of an entity, the related

exchange differences that were recorded in equity are recognised in the

Income Statement as part of the gain or loss on sale.

G) NEW AND AMENDED INTERNATIONAL FINANCIAL

REPORTING STANDARDS

Impact of adopting NZ IFRS 16 Leases

The Group adopted NZ IFRS 16 on 1 August 2019. NZ IFRS 16 requires

a lease liability reflecting future lease payments, and a right-of-use asset,

to be recognised for most lease contracts where the Group is a lessee.

This includes many of the Group’s leases that were previously classified

as operating leases. No asset or liability was reflected in the Statement

of Financial Position under previous accounting requirements for

operating leases.

The adoption of NZ IFRS 16 does not have a significant impact on the

Group’s net profit after tax. However, there is an increase in profit before

net finance costs and tax, because a portion of the lease costs that were

NOTE

PAGE

Performance84

1Segment reporting84

2Strategy review update90

3Revenue from sale of goods96

4Cost of goods sold97

5Earnings per share97

6Profit before net finance costs and tax98

Debt and equity99

7Subscribed equity instruments99

8Dividends100

9Borrowings100

10 Net finance costs105

Working capital106

11 Trade and other receivables106

12 Inventories107

13 Trade and other payables107

14 Owing to suppliers107

Long-term assets108

15 Property, plant and equipment108

16 Right-of-use assets110

17 Intangible assets111

Investments115

18 Equity accounted investments115

Financial risk management116

19 Financial risk management116

Other129

20 Taxation129

21 Contingent liabilities, provisions and commitments132

22 Related party transactions134

23 Subsidiaries136

24 Fair value measurement138

25 Offsetting of financial assets and liabilities140

26 Net tangible assets per quoted equity security140

27 Impact of transition to NZ IFRS 16 Leases141

28 Re-presentations and prior period restatements142

Notes to the

Financial Statements

FOR THE YEAR ENDED 31 JULY 2020

Fonterra Annual Report 2020

8382

Basis of Preparation

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

PERFORMANCE

This section focuses on the Group’s financial performance and the returns provided to equity holders. This section includes the following notes:

Note 1: Segment reporting

Note 2: Strategy review update

Note 3: Revenue from sale of goods

Note 4: Cost of goods sold

Note 5: Earnings per share

Note 6: Profit before net finance costs and tax

1 SEGMENT REPORTING

Operating segments reflect the way financial information is regularly reviewed by the Fonterra Management Team (FMT). The FMT is considered to

be the Chief Operating Decision Maker (CODM). The FMT consists of the Group CEO, CFO and COO, the CEOs of the three customer-facing regional

business units (Asia Pacific, AMENA – Africa, Middle East, Europe, North Asia, Americas, and Greater China), the Director Office of the CEO and the MD

Co-operative Affairs. The measure of profit or loss used by the FMT to evaluate the underlying performance of operating segments is normalised segment

earnings before net finance costs and tax.

At 31 July 2019, the Group’s operating segments were based around the Global Ingredients and Consumer and foodservice businesses.

In September 2019, Fonterra announced a new strategy and operating model. The Group’s new operating model is based around the three regional

business units, supported by a shared infrastructure (the office of the COO – oCOO) that includes New Zealand milk collection and processing operations

and assets, a central portfolio management function, Group IT and Innovation functions.

At 31 July 2020, the new operating model formed the basis for the Group’s operating segments. Under the new operating model, the business is managed

as a matrix form of organisation, whereby regional business unit CEOs and the COO have overlapping responsibility for the performance of operating

segments. Information about the performance of oCOO is reported to the FMT both separately and attributed to each of the regional business units.

Fonterra has determined that its operating segments are Asia Pacific, AMENA, Greater China and oCOO. As a result of the Group’s matrix structure, the

Group’s reportable segments are Asia Pacific, AMENA and Greater China, inclusive of their respective attribution of oCOO. This presentation provides a full

end-to-end view of performance for each of the customer facing regional business units.

Unallocated costs represent corporate costs including Co-operative Affairs and Group functions.

Due to the significant operating model changes, and the resulting changes in systems and processes used to report financial information to the FMT,

comparative information in respect of the new operating model is not available. This note therefore includes information in respect of the current and

comparative financial years under the previous operating model.

This note presents information for:

a) The previous operating model

b) The new operating model

c) Geographical analysis of revenue

d) Geographical analysis of non-current assets

a) The previous operating model

Segment information presented under the previous operating model for the current year and comparative period has been provided in this section.

The Group’s reportable segments for the year ended 31 July 2020 are based on Fonterra’s new operating model (see Section b) The new operating model).

PREVIOUS REPORTABLE SEGMENTSDESCRIPTION

Ingredients Represents the collection, processing and distribution of the ingredients business in New Zealand, global sales and

marketing of New Zealand and non-New Zealand ingredients products, Fonterra Farm Source™ stores, the Falcon

China Farms joint venture and the Australian and South American ingredients businesses.

Consumer and foodservice

– OceaniaRepresents the fast moving consumer goods (FMCG) and foodservice businesses in New Zealand and Australia

(including export to the Pacific Islands).

– AsiaRepresents FMCG and foodservice businesses in Asia (excluding Greater China), Africa and the Middle East.

– Greater ChinaRepresents FMCG and foodservice businesses in Greater China.

– Latin AmericaRepresents FMCG and foodservice businesses in Chile and the Caribbean.

Transactions between reportable segments are based on estimated market prices.

The strategic reviews of the Group’s China Farms and Brazil consumer and foodservice businesses have advanced such that both businesses meet the

requirements to be classified as held for sale at 31 July 2020 and are considered to be discontinued operations. As a result, comparative information in the

segment note has been restated to exclude these businesses and reflect the Group’s continuing operations only.

The Group’s investment in the Falcon China Farms joint venture (Falcon China Farms JV) was previously included within a ‘China Farms’ segment. The

Falcon China Farms JV is considered separately from China Farms. The investment and the share of equity accounted losses it has generated have been

included in the Ingredients segment on the basis that its customers are most closely aligned with other Ingredients customers. Comparative information in

the segment note has been restated to reflect this change.

GROUP $ MILLION

31 JULY 2020

INGREDIENTSCONSUMER AND FOODSERVICE

UNALLOCATED

COSTS AND

ELIMINATIONSTOTAL

OCEANIAASIA

GREATER

CHINA

LATIN

AMERICATOTAL

Continuing Operations

Normalised segment Income Statement

External revenue13,5901,9171,8011,9371,0376,692–20,282

Inter-segment revenue3,77517632–2210(3,985)–

Revenue from sale of goods17,3652,0931,8331,9371,0396,902(3,985)20,282

Cost of goods sold(15,754)(1,722)(1,397)(1,565)(781)(5,465)3,983(17,236)

Segment gross profit/(loss)1,6113714363722581,437(2)3,046

Impairment of intangible assets not

included in strategic review(1)(21)(18)(18)–(57)3(55)

Operating expenses(782)(294)(282)(204)(229)(1,009)(348)(2,139)

Net other operating income51–2–35–56

Net foreign exchange (losses)/gains(43)(2)(10)(1)(7)(20)8(55)

Share of (loss)/profit of equity accounted

investees(9)–(2)–312(6)

Normalised segment earnings before net

finance costs and tax8275412614928357(337)847

Normalisation adjustments:

– Disposal of investment in DFE Pharma427––––– –427

– Disposal of investment in Goodminton60––––– 666

– Falcon China Farms JV impairment(65)––––– –(65)

– Beingmate–––50–50 –50

– Other(15)––(14)–(14)(14)(43)

Segment earnings before net finance costs

and tax1,2345412618528393(345)1,282

Finance income13

Finance costs(317)

Profit before tax from continuing

operations978

Other segment information:

Volume

1

(metric tonnes, thousand)3,0556032793303521,564(777)3,842

Depreciation and amortisation ($ million)(458)(37)(16)(7)(29)(89)(66)(613)

Capital expenditure

2

3282731195033411

Equity accounted investments77–––1111896

The total segment gross profit shown above is different to the reported gross profit as a result of certain normalisation adjustments recognised in gross profit.

Reconciliation of reported to segment gross profit for the year ended 31 July 2020:

GROUP $ MILLION

FOR THE YEAR ENDED

31 JULY 2020

Segment gross profit3,046

Normalisation adjustments

– DFE Pharma dividend received26

– Other impact of strategy review(10)

Reported gross profit3,062

a) The previous operating model

CONTINUED

1 Includes intra and inter-segment sales. Total column represents total external sales.

2 Capital expenditure comprises purchases of property, plant and equipment and intangible assets.

Fonterra Annual Report 2020

8584

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

GROUP $ MILLION

31 JULY 2019

1

RESTATED

INGREDIENTSCONSUMER AND FOODSERVICE

UNALLOCATED

COSTS AND

ELIMINATIONSTOTAL

OCEANIAASIA

GREATER

CHINA

LATIN

AMERICATOTAL

Continuing Operations

Normalised segment Income Statement

External revenue12,5841,9891,8141,7851,0836,671–19,255

Inter-segment revenue3,7071704825225(3,932)–

Revenue from sale of goods16,2912,1591,8621,7871,0886,896(3,932)19,255

Cost of goods sold(14,845)(1,737)(1,411)(1,445)(805)(5,398)3,894(16,349)

Segment gross profit/(loss)1,4464224513422831,498(38)2,906

Impairment of intangible assets not

included in strategic review––––––(29)(29)

Operating expenses(762)(344)(289)(210)(246)(1,089)(292)(2,143)

Net other operating income67314412(5)74

Net foreign exchange gains/(losses)16–(8)(2)(1)(11)(5)–

Share of profit/(loss) of equity accounted

investees23–(2)(1)41125

Normalised segment earnings before net

finance costs and tax7908115313344411(368)833

Normalisation adjustments:

– New Zealand consumer and foodservice

business–(204)–––(204)–(204)

– Disposal of Tip Top–(25)–––(25)(15)(40)

– Disposal of Venezuelan operations(22)–––(112)(112)–(134)

– Australian strategic reset(68)––––––(68)

– Other strategic reset costs(6)(2)––(5)(7)(12)(25)

– Beingmate–––(12)–(12)–(12)

Segment earnings before net finance

costs and tax694(150)153121(73)51(395)350

Finance income15

Finance costs(407)

Loss before tax from continuing

operations(42)

Other segment information:

Volume

2

(metric tonnes, thousand)3,1496272973133651,602(813)3,938

Depreciation and amortisation ($ million)(408)(27)(12)(2)(23)(64)(54)(526)

Capital expenditure

3

44643101177149566

Equity accounted investments181–––12129202

a) The previous operating model

CONTINUED

1 Certain comparative information has been restated to ensure consistency with presentation in the current period.

2 Includes intra and inter-segment sales. Total column represents total external sales.

3 Capital expenditure comprises purchases of property, plant and equipment and intangible assets.

The total segment gross profit shown above is different to the reported gross profit as a result of certain normalisation adjustments recognised in gross profit.

Reconciliation of reported to segment gross profit for the year ended 31 July 2019:

GROUP $ MILLION

FOR THE YEAR ENDED

31 JULY 2019

RESTATED

Segment gross profit2,906

Normalisation adjustments

– Australian strategic reset(23)

– New Zealand consumer and foodservice business strategic review impact(7)

– Other strategic reset costs(2)

Reported gross profit2,874

a) The previous operating model

CONTINUED

Fonterra Annual Report 2020

8786

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

b) The new operating model

Fonterra’s reportable segments are Asia Pacific, AMENA and Greater China. Comparative segment information is not available under the new

operating model. Segment information has been presented for the current year and comparative period under the previous operating model in

Section a) The previous operating model.

REPORTABLE SEGMENTSDESCRIPTION

Asia PacificRepresents the ingredients, foodservice and FMCG businesses in New Zealand, South East Asia and Australia (including

export to the Pacific Islands) and Sri Lanka and Indian sub-continent, and Fonterra Farm Source™ stores.

AMENARepresents the ingredients, foodservice and FMCG businesses in Africa, Middle East, Europe, North Asia and Americas

(including Latin America).

Greater ChinaRepresents the ingredients, foodservice and FMCG businesses in Greater China, and the Falcon China Farms JV.

Transactions between reportable segments follow underlying business rules that determine how each segment records a transaction. These rules have been

designed to reflect the end-to-end contribution of each segment. Where there is common activity amongst segments and there is a distribution of those

revenues and costs across segments, the attribution is based on a number of principles, including:

– Activity based allocation where appropriate.

– Volumes of product sold/manufactured in the segment.

– The segments proportion of New Zealand sourced milk sales.

GROUP $ MILLION

31 JULY 2020

ASIA PACIFICAMENA GREATER CHINA

UNALLOCATED

COSTS AND

ELIMINATIONSTOTAL

Continuing Operations

Normalised Income Statement

Ingredients channel revenue 3,5056,6163,469–13,590

Foodservice channel revenue8931541,552–2,599

Consumer channel revenue2,6911,061341–4,093

Total external revenue7,0897,8315,362–20,282

Inter-segment revenue19012–(202)–

Revenue from sale of goods7,2797,8435,362(202)20,282

Cost of goods sold(6,043)(6,804)(4,593)204(17,236)

Gross profit1,2361,03976923,046

Operating expenses(941)(629)(386)(238)(2,194)

Net other operating income162621(7)56

Net foreign exchange (losses)/gains(20)(24)(17)6(55)

Share of profit/(loss) of equity accounted investees17(12)(2)(6)

Normalised earnings before net finance costs and tax292419375(239)847

Normalisation adjustments:

– Disposal of investment in DFE Pharma –427––427

– Disposal of investment in Goodminton–60 – 666

– Falcon China Farms JV impairment––(65)–(65)

– Beingmate––50–50

– Other5(13)(22)(13)(43)

Earnings before net finance costs and tax297893338(246)1,282

Finance income13

Finance costs(317)

Profit before tax from continuing operations978

Other segment information:

Volume

1

(metric tonnes, thousand)1,3811,4331,043(15)3,842

Depreciation and amortisation ($ million)(235)(222)(133)(23)(613)

1 Includes intra and inter-segment sales. Total column represents total external sales.

c) Geographical analysis of revenue

GROUP $ MILLION

NEW

ZEALANDAUSTRALIA

REST OF ASIA

PACIFIC

UNITED

STATES

LATIN

AMERICA

REST OF

AMENACHINATOTAL

Geographical external revenue:

Year ended 31 July 20201,6581,6705,8819491,6043,3225,19820,282

Year ended 31 July 2019 (restated)1,6761,7765,5909311,7153,2154,35219,255

Revenue is analysed by geography on the basis of the destination of the goods sold.

d) Geographical analysis of non-current assets

GROUP $ MILLION

NEW

ZEALANDAUSTRALIA

REST OF ASIA

PACIFICAMENACHINATOTAL

Geographical non-current assets:

As at 31 July 20206,5461,043842714679,212

As at 31 July 20196,2231,0078401,19694410,210

GROUP $ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

RESTATED

Reconciliation of geographical non-current assets to total non-current assets:

Geographical non-current assets 9,21210,210

Deferred tax assets421610

Derivative financial instruments 664440

Total non-current assets10,29711,260

Fonterra Annual Report 2020

8988

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

2 STRATEGY REVIEW UPDATE

During the year ended 31 July 2019 Fonterra announced and began the implementation of a Group-wide strategy review. This note explains the accounting

impact of the strategy review on the financial statements for the year ended 31 July 2020.

Since 31 July 2019 progress of the strategy review includes completion of the sales processes relating to the Group’s investments in Goodminton AG

(Goodminton) and DMV Fonterra Excipients GmbH & Co. KG (DFE Pharma), and the sale of Dennington manufacturing site.

The Group’s holdings of Beingmate Baby & Child Food Co., Ltd. (Beingmate) shares continue to be held for trading with an active sales process in place.

During the year the Group reduced its holdings in Beingmate from 18.82 per cent down to 9.11 per cent at 31 July 2020. The Group expects to sell its

remaining investment within 12 months of balance date.

The strategic reviews of the China Farms and Brazil consumer and foodservice businesses have advanced such that the businesses meet the requirements

to be classified as held for sale at 31 July 2020. Both the China Farms and Brazil consumer and foodservice businesses are considered to be discontinued

operations.

Challenges with the operational performance of the Falcon China Farms JV led to the reassessment of the carrying value of the investment.

The most significant impacts of the 2019 strategy review on the Group’s net profit after tax as presented in the Group’s Income Statement for the year

ended 31 July 2020 are set out below:

GROUP $ MILLION

PRESENTED IN IMPACT OF STRATEGY REVIEW

PRESENTED IN DISCONTINUED

OPERATIONS

DFE

PHARMA

SALE

(NOTE 2A)

GOODMINTON

INVESTMENT

SALE (NOTE 2A)

DENNINGTON

SALE

(NOTE 2A)

BEINGMATE

(NOTE 2B)

FALCON

CHINA

FARMS JV

IMPAIRMENT

(NOTE 2D)

OTHER

STRATEGY

RESET

COSTSTOTAL

CHINA FARMS

IMPAIRMENT

(NOTE 2C)

BRAZIL

CONSUMER

AND

FOODSERVICE

IMPAIRMENT

(NOTE 2C) TOTAL

Revenue26 –––––26–––

Cost of goods sold–––––(10)(10)–––

Gross profit26 ––––(10)16–––

Gain on sale4016612–––479–––

Impairment––––(65)–(65)–––

Other–––50––50–––

Total net profit/(loss)

before tax 427661250(65)(10)480–––

Discontinued operations–––––––(63)(104)(167)

Tax impac t––(6)–––(6)–1616

Profit/(loss) after tax42766650(65)(10)474(63)(88)(151)

Non-controlling interests––––––––4343

Profit/(loss) attributable

to shareholders42766650(65)(10)474(63)(45)(108)

a) Disposals

Disposals

On disposal of an investment or a cash generating unit (CGU), or portion of a CGU, the related assets are derecognised. A gain or loss is recognised

as the difference between the carrying value of the assets at the date of disposal and the net disposal proceeds. Any related exchange differences

recorded in equity are recognised in the Income Statement as part of the gain or loss on sale.

Disposal of investment in Goodminton AG

On 3 September 2019 Fonterra completed the sale of its investment in Goodminton. As at 31 July 2019, this investment was classified as held for sale.

The transaction resulted in a gain on sale of $66 million. The gain on sale includes a credit balance of $6 million relating to Goodminton that was recycled

from the foreign currency translation reserve and recognised as part of the net gain on sale.

The gain on sale is shown below:

$ MILLION

Sales proceeds received in cash96

Impact of foreign currency hedge(2)

Total sale proceeds received in cash94

Investment disposed of(34)

FCTR recycled 6

Gain on sale66

Goodminton was included in the AMENA reportable segment.

Disposal of investment in DMV Fonterra Excipients GmbH

& Co.KG

On 23 January 2020 Fonterra completed the sale of its 50 per cent share of DFE Pharma. As at 31 July 2019, this investment was classified as held for sale.

The transaction resulted in a gain on sale of $401 million. The gain on sale includes a debit balance of $16 million relating to DFE Pharma that was recycled

from the foreign currency translation reserve and recognised as part of the net gain on sale.

Sale proceeds of $620 million were received which was made up of cash of $527 million and an interest-bearing loan of $93 million. The sale and purchase

agreement also contains earnout clauses in relation to earnings before interest, tax, depreciation and amortisation of DFE Pharma for the 2020 calendar

year, and specifies completion adjustments, which are not included in the sales price of $620 million.

The gain on sale is shown below:

$ MILLION

Sales proceeds received in cash527

Interest-bearing loan (included within Long-term advances)93

Total sale proceeds received620

Investment disposed of(193)

FCTR recycled (16)

Transac tion cost s(10)

Gain on sale401

DFE Pharma was included in the AMENA reportable segment.

In addition to the gain on sale of $401 million, Fonterra received $26 million of dividends from DFE Pharma during the year ended 31 July 2020 which have

been recognised as revenue.

Disposal of Dennington

On 29 May 2020 Fonterra completed the sale of the Dennington manufacturing site. The transaction resulted in a gain on sale of $12 million. Dennington

was included in the Asia Pacific reportable segment.

b) Beingmate Baby & Child Food Co., Ltd.

At 31 July 2020, the Group’s investment in Beingmate has been presented as a current asset as the Group expects to sell its remaining investment within

12 months of balance date. At 31 July 2019 the investment in Beingmate was presented as a non-current asset.

The Group’s investment in Beingmate is classified as “Held for Trading” in accordance with NZ IFRS 9 Financial Instruments and measured at fair value, with

changes in fair value recognised in the Income Statement.

Beingmate shares are listed on the Shenzhen Stock Exchange. Listing rules over Beingmate shares limit Fonterra to selling a maximum of one per cent of

total shares of Beingmate on-market and two per cent through block trading in each 90-day period. Future sales of Fonterra’s Beingmate shares will be

transacted at the selling price achieved at the disposal date.

During the year ended 31 July 2020 Fonterra has been actively selling the shares held in Beingmate. The details of those sales are summarised in

the table below:

% SHARESPRICE RMB$ MILLION

As at 31 July 201918.825.54234

Sales for the year9.714.45–8.22127

As at 31 July 20209.117.92157

The normalisation gain of $50 million (31 July 2019: loss of $12 million) relating to Beingmate in Note 1 Segment reporting includes realised and unrealised

fair value and foreign exchange movements.

a) Disposals

CONTINUED

Fonterra Annual Report 2020

9190

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

c) Discontinued operations

Disposal groups classified as held for sale

A disposal group is a group of assets and liabilities to be disposed of (by sale or otherwise) in a single transaction. A disposal group is classified as held

for sale if it is available for immediate sale in its present condition and its sale is highly probable. Judgement is required to determine if the sale of an

investment is highly probable.

Disposal groups classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell. Immediately prior to

being classified as held for sale, the carrying amounts of assets and liabilities in the disposal group are measured in accordance with the applicable

accounting policy. Impairment losses on initial classification as held for sale and subsequent gains and losses on remeasurement are recognised in the

Income Statement.

Assets of disposal groups held for sale are presented in a single line item within Current assets, and Liabilities of disposal groups held for sale

are presented in a single line item within Current liabilities. Comparative period information in the Statement of Financial Position has not

been re-presented.

Discontinued operations

An investment that meets the criterion to be classified as held for sale (or has been sold) is a discontinued operation if it represents, or is part of a

single co-ordinated plan to dispose of, a separate major line of business or geographical area of operations, or is a subsidiary acquired exclusively with

a view to resale.

Discontinued operations are presented in a single line item in the Income Statement for both the current and comparative year.

China Farms

During the year a sales process commenced for the China Farms business, which has advanced to the point that the business met the requirements to

be classified as held for sale at 31 January 2020, and continues to do so at 31 July 2020. The divestment of the business also meets the definition of a

discontinued operation because it is a separate line of business and a major geographical area of operation. The Group expects to complete the sale within

one year of the reporting date.

As a result of the classification of the business as held for sale, the net assets of the business are measured at the lower of carrying value or fair value less

costs to sell. The fair value of the China Farms business has been assessed based on information received through the sales process. On initial classification,

the fair value was lower than the carrying value of the net assets of the business, which has resulted in an impairment of $63 million.

The Group has reassessed the fair value less costs to sell of the business at 31 July 2020 and no further impairment has been identified.

The China Farms business was previously presented as a separate reportable segment.

At 31 July 2020 the foreign currency translation reserve balance attributable to the China Farms business was a credit balance of $31 million.

Brazil consumer and foodservice business

During the year a sales process commenced for the Brazil consumer and foodservice business which had advanced to the point that the business met the

requirements to be classified as held for sale at 31 January 2020. The divestment of the business also meets the definition of a discontinued operation

because it is a separate major geographical area of operation. As at 31 July 2020, despite the ongoing impact of the Covid-19 pandemic on the economic

environment in Brazil, the Group remains committed to the sale of the business and expects to complete the sale within one year of the reporting date.

As a result of the classification of the business as held for sale, the net assets of the business are measured at the lower of carrying value or fair value less

costs to sell. On initial classification, the fair value was lower than the carrying value of the net assets of the business, which has resulted in an impairment

of $61 million (after tax), of which $31 million is attributable to Fonterra’s equity holders.

The Group has reassessed the fair value less costs to sell of the business at 31 July 2020 and recognised a further write-down of $27 million, of which

$14 million is attributable to Fonterra’s equity holders.

The fair value of the Brazil consumer and foodservice business has been assessed based on information received through the sales process.

The Brazil consumer and foodservice business was previously included in the AMENA reportable segment.

At 31 July 2020 the foreign currency translation reserve balance attributable to the Brazil consumer and foodservice business was a debit balance of

$66 million.

Financial performance of the discontinued operations

The summarised financial performance of the China Farms and Brazil consumer and foodservice businesses are shown in the table below:

$ MILLION

DISCONTINUED OPERATIONS31 JULY 202031 JULY 2019

Revenue from sale of goods693665

Cost of goods sold(531)(563)

China Farms impairment(63)(203)

Gross profit/(loss)99(101)

Other operating income317

Total operating expenses and other(133)(140)

Brazil consumer and foodservice impairment(104)(143)

Loss before net finance costs and tax(135)(367)

Net finance costs(28)(26)

Loss before tax(163)(393)

Tax credit/(expense)19(95)

Loss after tax from discontinued operations(144)(488)

Non-controlling interests5268

Loss after tax attributable to equity holders(92)(420)

Movement in exchange differences on translation of discontinued operations258

Other reserve movements(17)–

Total comprehensive expense from discontinued operations(136)(480)

Net cash inflow/(outflow) from operating activities77(6)

Net cash outflow from investing activities(6)(34)

Net cash outflow from financing activities(1)(48)

Net increase/(decrease) in cash generated by the discontinued operations70(88)

Assets and liabilities held for sale

The major classes of assets and liabilities held for sale are shown in the table below:

$ MILLION

ASSETS AND LIABILITIES HELD FOR SALEAS AT 31 JULY 2020

Trade receivables73

Inventory47

Property, plant and equipment279

Livestock253

Intangible assets140

Other assets213

Total assets of disposal groups held for sale1,005

Borrowings 289

Trade and other payables 197

Provisions55

Other liabilities62

Total liabilities of disposal groups held for sale603

As at 31 July 2019, the assets held for sale amount of $229 million related to the Group’s investments in Goodminton and DFE Pharma. These investments

were sold during the year ended 31 July 2020.

c) Discontinued operations

CONTINUED

Fonterra Annual Report 2020

9392

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

China Farms Livestock

As at 31 July 2020, the China Farms livestock balance of $253 million is presented in Assets of disposal groups held for sale. The China Farms livestock

balance as at 31 July 2019 was $288 million and is presented in Livestock.

The China Farms livestock balance primarily comprises dairy cows. Livestock is measured at fair value less costs to sell, with any change in fair value

recognised in Loss after tax from discontinued operations in the Income Statement.

The China Farms dairy cow herd comprises both young and mature livestock. Young livestock comprises dairy cows that are intended to be reared to

maturity. These cows are held to produce milk or offspring but have not yet produced their first calf and begun milk production. Costs incurred in rearing

young livestock are capitalised. Mature livestock includes dairy cows that have produced their first calf and begun milk production. Costs incurred in

relation to mature livestock are recognised in Loss after tax from discontinued operations.

The quantity of China Farms livestock is presented below:

HEADCOUNT

AS AT

31 JULY 2020

AS AT

31 JULY 2019

Young dairy cows25,49927,317

Mature dairy cows29,71034,507

Total livestock headcount55,20961,824

The value of China Farms livestock is presented below:

$ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

Opening balance288280

Rearing costs of young livestock3838

Change in fair value recognised in the Income Statement

– Change in fair value – birth and growth810

– Change in fair value – price changes94

Subtotal change in fair value1714

Disposal of livestock(82)(49)

Effect of movements in exchange rates(8)5

Closing balance253288

Represented by:

Young dairy cows96107

Mature dairy cows157181

Total livestock 253288

The change in fair values of China Farms livestock of $17 million (31 July 2019: $14 million) is reflected in Loss from discontinued operations in the

Income Statement.

Valuation techniques and significant unobservable inputs

The fair value of young livestock is determined using a market approach, adjusted to reflect the age of the herd. The fair value of mature dairy cows is

determined using a discounted cash flow methodology.

The following table shows the relationship between the significant unobservable inputs and fair value measurement for mature dairy cows:

SIGNIFICANT UNOBSERVABLE INPUTSVALUE ATTRIBUTEDRELATIONSHIP BETWEEN KEY UNOBSERVABLE INPUTS AND FAIR VALUE MEASUREMENT

Raw milk daily yield25.5 kg per cow per day

(31 July 2019: 25.4 kg per cow per day)

A five per cent increase/(decrease) in the raw milk yield would result in an

increase/(decrease) in fair value of $8 million (31 July 2019: $11 million).

Milk priceRMB 3.93 per kg

(31 July 2019: RMB 3.78 per kg)

A RMB 0.10 increase/(decrease) in the selling price of milk would result in an

increase/(decrease) in fair value of $9 million (31 July 2019: $13 million).

Discount rate11.0 per cent

(31 July 2019: 11.34 per cent)

An increase/(decrease) in the discount rate of 50 basis points would result in a

decrease/(increase) in the fair value of $1.3 million (31 July 2019: $1.7 million).

c) Discontinued operations

CONTINUEDd) Falcon China Farms JV

Fonterra accounts for its interest in the Falcon China Farms JV using the equity method of accounting (refer to Note 18 Equity accounted investments for

further information about equity accounted investments).

At 31 January 2020, Fonterra’s share of losses of the Falcon Farms JV, animal management costs and challenging farm conditions provided indicators of

impairment, and an impairment test was performed. Using a value in use model the recoverable amount of the equity investment in the Falcon China

Farms JV, after considering the value of the loan receivable, was $5 million, resulting in an impairment of $65 million. The post-tax discount rate applied

was 10.1 per cent.

Fonterra’s share of the loss of the Falcon China Farms JV for the year to 31 July 2020 was a loss of $12 million (31 July 2019: $19 million).

The Group is committed to providing future funding to the Falcon China Farms JV of up to US$33 million (31 July 2019: US$40 million).

The Group recognises the following balances in relation to the Falcon China Farms JV:

$ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

Equity accounted investment –69

Loan receivable (included within long-term advances) 5160

Fonterra Annual Report 2020

9594

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

3 REVENUE FROM SALE OF GOODS

The Group recognises revenue from the sale of products when control of the products transfers to the customer. The amount of revenue recognised

reflects the consideration that the Group expects to be entitled for providing the products to the customer.

The Group sells products either directly to customers or through distributors.

For transactions with distributors, judgement is required to assess whether:

– Control of the products passes and therefore revenue is recognised when the products are transferred to the distributor, in which case the distributor is

Fonterra’s customer; or

– Fonterra retains control of the products after transfer to the distributor, in which case control of the products does not pass until the products reach the

customer in the supply chain who does obtain control of the product. In this situation the customer, referred to as the ‘end customer’ may be a retailer,

reseller or food manufacturer. As control of the product does not pass to the distributor, revenue is not recognised until the products are transferred to

the end customer.

The assessment of whether control of the products passes to the distributor is a significant judgement. In assessing control the following indicators

are considered:

– The ability to direct the use of the product. This includes consideration of who has the primary responsibility for providing the products to the end

customer and whether Fonterra can restrict who the distributor sells the product to.

– The transfer of inventory risk and demand risk. This includes consideration of the level of, or allowance for, product returns and who bears the residual

risk of product expiry.

– The level of support provided by Fonterra to assist the distributor to on-sell the product. This includes consideration of collaboration on marketing plans,

financial support provided by Fonterra through pricing discounts or funding of promotional activity.

Contractual terms vary across markets and sales channels. In most arrangements the contractual terms indicate that the distributor is responsible for

providing the products to the end customer and has assumed the inventory risk. Fonterra often retains price risk through the provision of price discounts,

funding promotional activity or influence over price setting. In general, these pricing mechanisms impact the amount of revenue recognised by Fonterra

rather than indicating control of the products is retained.

In order to conclude on the transfer of control of the products the contract must be assessed in its entirety, along with implied contractual terms based on

commercial customary practices.

The transfer of control of the products typically occurs at the following times:

– Ingredient products (export sales) – once the products are loaded onto the ship.

– Ingredient products (domestic sales) – on delivery of the products to the customer’s designated location.

– Consumer and foodservice products – on delivery of the products to the customer’s designated location.

Revenue is measured as the sales price specified in the contract adjusted for pricing adjustments, trade spend and rebates. Pricing adjustments, trade

spend and rebates are recognised as deductions from revenue at the time that the related sale is recognised. The estimated amount of the deduction from

revenue is based on historical experience and the specific terms of the contracts with customers so that it is highly probable that a significant reversal of

revenue recognised will not occur.

For export sales the Group sells a significant proportion of its products on terms that include freight and insurance to the destination port. For these sales

the Group has a separate performance obligation to arrange freight and insurance services for the customers after the date at which control of the products

passes to the customer. As Fonterra does not control the freight and insurance services before those services are transferred to the customer, Fonterra

is acting as an agent. Therefore, Fonterra recognises the net agency fee as revenue when freight and insurance services are made available to customers,

usually this is when the products are loaded onto the ship.

The Group offers credit terms which are short-term in nature. In addition, as part of its normal trade terms, the Group receives payments in advance from

certain customers. Contracts with customers do not contain significant financing components.

Revenue is disaggregated by ingredients, foodservice and consumer channels across Fonterra’s reportable segments in Note 1b) Segment reporting. Sales to

distributors where significant judgement is involved in determining the timing of revenue recognition are primarily in the foodservice channel.

4 COST OF GOODS SOLD

Cost of goods sold is primarily made up of New Zealand sourced cost of milk.

New Zealand sourced cost of milk includes the cost of milk supplied by farmer shareholders, supplier premiums paid, and the cost of milk purchased

from contract milk suppliers during the financial year.

New Zealand sourced cost of milk supplied by farmer shareholders comprises the volume of milk solids supplied at the Farmgate Milk Price as

determined by the Board for the relevant season. In making that determination the Board takes into account the Farmgate Milk Price calculated in

accordance with the Farmgate Milk Price Manual, which is independently assured. The Fonterra Farmgate Milk Price Statement sets out information

about the Farmgate Milk Price, and how it is calculated. It can be found in the ‘Investors/Farmgate Milk Prices’ section of Fonterra’s website.

Other costs include purchases of other products, raw materials and packing, direct labour costs, depreciation and other costs directly incurred to bring

inventory to its final point of sale location.

GROUP $ MILLION

31 JULY 2020

31 JULY 2019

RESTATED

Opening inventory3,1652,917

Cost of milk:

– New Zealand sourced10,8889,748

– Non-New Zealand sourced1,007966

Other costs5,4445,883

Closing inventory(3,268)(3,165)

Total cost of goods sold17,23616,349

5 EARNINGS PER SHARE

Basic earnings per share is calculated by dividing the profit or loss attributable to equity holders of the Co-operative by the weighted average number

of Co-operative shares outstanding during the period.

Diluted earnings per share is determined by adjusting the profit or loss attributable to equity holders of the Co-operative and the weighted average

number of Co-operative shares outstanding for the effects of all Co-operative shares with dilutive potential. There were no Co-operative shares with

dilutive potential for either of the years presented.

GROUP

31 JULY 2020

31 JULY 2019

RESTATED

Basic and diluted earnings/(loss) per share from continuing operations ($)0.48(0.09)

Basic and diluted loss per share from discontinued operations ($)(0.05)(0.26)

Basic and diluted earnings/(loss) per share ($)0.43(0.35)

Earnings attributable to equity holders of the Co-operative ($ million)686(562)

Weighted average number of shares (thousands of shares)1,612,0761,611,980

Fonterra Annual Report 2020

9796

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

6 PROFIT BEFORE NET FINANCE COSTS AND TAX

a) Items included in Profit before net finance costs and tax

The following items have been included in Profit before net finance costs and tax:

GROUP $ MILLION

31 JULY 2020

31 JULY 2019

RESTATED

Operating lease expense recognised in accordance with NZ IAS 17–106

Lease related income and expenses recognised in accordance with NZ IFRS 16:

– Short-term leases11–

– Low value leases4–

– Variable lease payments6–

Depreciation and amortisation expense613526

Research and development costs9896

Total employee benefits expense2,0741,962

Net foreign exchange losses64–

Contributions to defined contribution plans included in employee benefits expense7980

b) Fees paid to the auditor and network firms

The appointed auditor for the year ended 31 July 2020 is KPMG (31 July 2019: PricewaterhouseCoopers). The Board has overseen compliance with

Fonterra’s Group Audit Independence Policy. KPMG has not provided any services during the year other than audit and audit-related services.

The following table provides a breakdown of fees paid to the auditor and network firms which are included in Profit/(loss) after tax from continuing and

discontinuing operations:

GROUP $ MILLION

31 JULY 202031 JULY 2019

Audit and review of the financial statements

– New Zealand6.77. 1

– Network firms of the auditor2.12.0

Total fees for the audit and review of the financial statements8.89.1

Audit-related services

– Assurance services in respect of the Farmgate Milk Price Statement0.10.1

– Other assurance services0.10.1

Total fees for audit-related services0.20.2

Other services

– Due diligence support–0.6

– Strategic review support–0.3

– Other services–0.2

Total fees for other services–1.1

Total fees paid to auditor9.010.4

DEBT AND EQUITY

This section outlines the Group’s capital structure and the related financing costs. It also provides details on how the funds that finance current and future

activities are raised and on how the Group manages liquidity risk and interest rate risk.

This section includes the following notes:

Note 7: Subscribed equity instruments

Note 8: Dividends

Note 9: Borrowings

Note 10: Net finance costs

7 SUBSCRIBED EQUITY INSTRUMENTS

Subscribed equity instruments comprise Co-operative shares and units in the Fonterra Shareholders’ Fund (the Fund). Incremental costs directly

attributable to equity transactions are recognised as a deduction from subscribed equity.

a) Co-operative shares, including shares held within the Group

Co-operative shares may only be held by a shareholder supplying milk to Fonterra (farmer shareholder), by former farmer shareholders for up to three

seasons after cessation of milk supply, or by Fonterra Farmer Custodian Limited (the Custodian). Voting rights in Fonterra are dependent on milk supply

supported by Co-operative shares, these rights are also attached to vouchers when backed by milk supply (subject to limits).

At 31 July 2020 there were 1,612,097,067 Co-operative shares on issue (31 July 2019: 1,611,991,722 shares).

During the year ended 31 July 2020, Fonterra issued 105,345 shares under the Farm Source Rewards scheme (31 July 2019: 68,806 shares).

The rights attaching to Co-operative shares are set out in Fonterra’s Constitution, available in the ‘Our Co-operative/Governance and Management’ section

of Fonterra’s website.

b) Units in the Fonterra Shareholders’ Fund

The Custodian holds legal title of Co-operative shares of which the Economic Rights have been sold to the Fund on trust for the benefit of the Fund.

At 31 July 2020, 104,581,516 Co-operative shares (31 July 2019: 102,934,582) were legally owned by the Custodian, on trust for the benefit of the Fund.

During the year ended 31 July 2020, Fonterra issued 17,298,927 units (31 July 2019: 17,769,331 units) and surrendered 15,651,993 units

(31 July 2019: 26,258,352 units).

The rights attaching to units are set out in the Fonterra Shareholders’ Fund 2020 Annual Report, available in the ‘Investors/Fonterra Shareholder’s Fund’

section of Fonterra’s website.

c) Capital management and structure

The Board’s objective is to maximise equity holder returns over time by maintaining an optimal capital structure. Trading Among Farmers (TAF) allows

shares in Fonterra to be traded between shareholders, on the Fonterra Shareholders’ Market (a private market operated by the NZX Limited). The Fund

supports this by allowing investors, including farmers, to trade in units backed by Economic Rights in Fonterra. The Fund also allows farmer shareholders to

acquire units and exchange them for shares in Fonterra, and to exchange shares for units and dispose of those units on the New Zealand Exchange Limited

(NZX) or Australian Securities Exchange (ASX).

The Group provides returns to farmer shareholders through a milk price, and to equity holders through dividends and changes in Fonterra’s share price.

The Fund is subject to the issue and redemption of units at the discretion of Fonterra and Fonterra’s farmer shareholders. Fonterra has an interest in

ensuring the stability of the Fund and has established a Fund Size Risk Management Policy which requires that the number of units on issue remain within

specified limits and that, within these limits, the number of units is managed appropriately. Fonterra may use a range of measures to ensure the Fund size

remains within the specified limits, including introducing or cancelling a dividend reinvestment plan, operating a unit/or share repurchase programme

and issuing new shares. As at 31 July 2020, the Actual Fund Size relative to total Fonterra shares on issue was below the target range specified in the

Fund Size Risk Management Policy. The Group has taken no specific actions to address this as it expects the Fund size to increase over time as Fonterra’s

performance improves.

d) Market capitalisation

At 31 July 2020, Fonterra’s share and unit prices were below the book value of the Group’s consolidated net assets. Fonterra determined that this was not

an indicator of impairment and did not require further impairment testing for all, or for further components of Fonterra’s business. This determination

considered Fonterra’s view that the share and unit price does not fully reflect the fair value of Fonterra’s business as a whole. A key factor is that Fonterra

shares and units trade without a full control premium.

Fonterra Annual Report 2020

9998

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

8 DIVIDENDS

All Co-operative shares, including those held by the Custodian, are eligible to receive dividends if declared by the Board.

Dividends are recognised as a liability in the Group’s financial statements in the period in which they are declared by the Board.

No dividend was paid during the year ended 31 July 2020 (31 July 2019: nil).

Dividends declared after balance date

On 17 September 2020, the Board declared a final dividend of 5 cents per share, to be paid on 15 October 2020 to all Co-operative shares on issue at

25 September 2020.

Fonterra has a Dividend Reinvestment Plan, where eligible shareholders can choose to reinvest all or part of their future dividend in additional Co-operative

shares. The Dividend Reinvestment Plan applies to this dividend. Participation in the Dividend Reinvestment Plan requires shareholders to submit an

election notice for participation by 28 September 2020. Full details of the Dividend Reinvestment Plan are available in the ‘Investors/Dividends’ section of

Fonterra’s website.

9 BORROWINGS

The Group borrows in the form of bonds, bank facilities and other financial instruments. The Group also recognises lease liabilities within borrowings.

The interest expense incurred on the Group’s borrowings is shown in Note 10 Net finance costs.

Borrowings (excluding lease liabilities) are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently measured at

amortised cost using the effective interest method, with the hedged risks on certain debt instruments measured at fair value. Details of the Group’s

hedge accounting policies are included in Note 19 Financial risk management.

Lease liabilities are recognised at the commencement date of the lease as the present value of the lease payments over the lease term. The lease

payments include the exercise price of a purchase option where the Group is reasonably certain to exercise the option.

The lease payments are discounted using the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is

not readily determinable.

The lease term is the non-cancellable period, plus renewal options if they are reasonably certain to be exercised. Once a lease has commenced, the

Group will only reassess the lease term on the occurrence of a significant event or change in circumstance that is within its control and affects its

ability to exercise, or not exercise, an option not previously included in the lease term.

a) Economic net interest-bearing debt

Economic net interest-bearing debt reflects the carrying value of the Group’s net interest-bearing debt after incorporating the effect of debt hedging in

place at balance date.

GROUP $ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

RESTATED

Net interest-bearing debt position

Total borrowings6,0416,555

Cash and cash equivalents(788)(550)

Interest-bearing advances(220)(142)

Bank overdraft3134

Net interest-bearing debt5,0645,897

Value of derivatives used to manage changes in hedged risks on debt instruments(405)(148)

Economic net interest-bearing debt4,6595,749

Total borrowings are represented by:

GROUP $ MILLION

BALANCE

AS AT 1

AUGUST 2019PROCEEDS

NEW LEASE

CONTRACTSREPAYMENTS

FOREIGN

EXCHANGE

MOVEMENT

CHANGES IN

FAIR VALUES

TRANSFERRED

TO LIABILITIES

OF DISPOSAL

GROUPS HELD

FOR SALEOTHER

BALANCE

AS AT

31 JULY 2020

Commercial paper259333–(594)–––2–

Bank loans6191,953–(2,186)(88)–(278)–20

Lease liabilities

1

652–123(161)––(11)1604

Capital notes

2

35––––– ––35

NZX-listed bonds600––––– ––600

Medium-term notes4,971––(440)87165–(1)4,782

Total borrowings

3

7, 1 3 62 , 2 8 61 2 3( 3 , 3 8 1 )( 1 )1 6 5( 2 8 9 )26 , 0 4 1

GROUP $ MILLION

BALANCE

AS AT

1 AUGUST

2018

RESTATEDPROCEEDSREPAYMENTS

FOREIGN

EXCHANGE

MOVEMENT

CHANGES IN

FAIR VALUESOTHER

BALANCE

AS AT

31 JULY 2019

RESTATED

Commercial paper3041,219(1,271)––7259

Bank loans1,1282,574(3,087)4––619

Finance leases recognised in accordance with NZ IAS 17

1

131–(60)–––71

Capital notes

2

35–––––35

NZX-listed bonds500100––––600

Medium-term notes4,659393(271)(27)21434,971

Total borrowings

3

6,7574,286(4,689)(23)214106,555

1 From 1 August 2019 this amount includes leases recognised following the adoption of NZ IFRS 16 Leases. For details on the impact of the change in the lease accounting refer to Note 27 Impact of

transition to NZ IFRS 16 Leases.

2 Capital notes are unsecured subordinated borrowings.

3 All borrowings other than lease liabilities and capital notes are unsecured and unsubordinated.

GROUP $ MILLION

AS AT 31 JULY 2020

AS AT 31 JULY 2019

RESTATED

Included in the Statement of Financial Position as follows:

Total current borrowings7641,175

Total non-current borrowings5,2775,380

Total borrowings

1

6,0416,555

1 The 31 July 2020 balance excludes $289 million of borrowings directly attributable to the China Farms and Brazil consumer and foodservice businesses. These borrowings are presented in Liabilities

of disposal groups held for sale (refer Note 2c). Borrowings directly attributable to China Farms and Brazil consumer and foodservice businesses at 31 July 2019 were $339 million and have not been

re-presented.

a) Economic net interest-bearing debt CONTINUED

Fonterra Annual Report 2020

101100

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

b) Leverage ratios

The Board closely monitors the Group’s leverage ratios. The primary ratios monitored by the Board are as follows.

Debt payback

The main debt payback ratio, Debt to EBITDA, is a key ratio considered by the credit rating agencies when determining Fonterra’s credit rating. Debt to

EBITDA is calculated as Total borrowings, plus bank overdraft, plus the effect of debt hedging, less a cash allowance of 75% of Cash and cash equivalents,

divided by normalised earnings before interest, tax, depreciation and amortisation (normalised EBITDA) excluding Share of loss/profit of equity accounted

investees and net foreign exchange losses/gains. Both Debt and EBITDA are adjusted to include amounts relating to businesses classified as held for sale.

The debt payback ratio as at 31 July 2020 was 3.4x (31 July 2019: 4.4x). The Board approved Debt Policy determines a long-term target Debt to EBITDA

payback ratio range of 2.5x to 3.0x.

Gearing

The gearing ratio is calculated as economic net interest-bearing debt, divided by equity plus economic net interest-bearing debt. Equity is as presented in

the Statement of Financial Position, excluding hedge reserves. The gearing ratio as at 31 July 2020 was 41.4 per cent (31 July 2019: 48.5 per cent).

The Group is not subject to externally imposed capital requirements.

c) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing liquidity risk is to

ensure that it will always have sufficient funds to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable

losses or risking damage to the Group’s reputation.

The Group has a policy in place to ensure that it has sufficient cash or facilities on demand to meet expected operational expenses for a period of at least

80 days, including the servicing of financial obligations. This excludes the potential impact of extreme circumstances that cannot reasonably be predicted,

such as natural disasters. In such situations back-up funding lines are maintained and as set out in Fonterra’s constitution, Fonterra can defer payments to

farmer shareholders if necessary.

The Group manages its liquidity by retaining cash and marketable securities, the availability of funding from an adequate amount of committed credit

facilities and the ability to close out market positions. The Group’s funding facilities are reviewed at least annually, which is one of the key financial risk

management activities undertaken by the Group to ensure an appropriate maturity profile given the nature of the Group’s business. At balance date the

Group had undrawn lines of committed credit totalling $3,210 million (31 July 2019: $3,149 million).

Liquidity and refinancing risks are also managed by ensuring that the Group can maintain access to funding markets throughout the world. To that end, the

Group maintains debt issuance programmes in a number of key markets and manages relationships with international investors.

The concentration of NZX-listed bonds and medium-term notes by currency is shown below:

GROUP $ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

New Zealand Dollar1,0201,163

Australian Dollar1,3591,295

United States Dollar1,6991,631

British Pound502485

European Euro632602

Chinese Renminbi170395

Total 5,3825,571

Exposure to liquidity risk

The following tables show the timing of the gross contractual cash flows of the Group’s financial instruments.

GROUP $ MILLION

AS AT 31 JULY 2020

CARRYING

AMOUNT

CONTRACTUAL

CASH FLOWS

3 MONTHS

OR LESS

3–12

MONTHS

1–5

YEARS

MORE THAN

5 YEARS

Non-derivative financial liabilities

Borrowings

– Bank loans(20)(21)(4)(10)(7)–

– Lease liabilities(604)(611)(27)(79)(292)(213)

– Capital notes(35)(39)–(1)(3)(35)

– NZX-listed bonds(600)(665)(11)(15)(537)(102)

– Medium-term notes(4,782)(5,253)(27)(792)(2,386)(2,048)

Bank overdraft(31)(31)(31)–––

Owing to suppliers(1,588)(1,588)(1,588)–––

Trade and other payables (excluding employee entitlements)(1,683)(1,683)(1,683)–––

Other financial liabilities(80)(80)(8)(16)(55)(1)

Financial guarantees issued

1

–(1)(1)– – –

Total non-derivative financial liabilities(9,423)(9,972)(3,380)(913)(3,280)(2,399)

Derivative financial instruments

Gross settled derivatives

– Inflow20,9389,6677,3682,2901,613

– Outflow (20,334)(9,600)(7,106)(2,286)(1,342)

Total gross settled derivative financial instruments636604672624271

Net settled derivatives(116)(81)(23)(36)(47)25

Total financial liabilities and derivatives(8,903)(9,449)(3,336)(687)(3,323)(2,103)

1 Maximum cash flows under guarantees provided by the Group.

c) Liquidity risk CONTINUED

Fonterra Annual Report 2020

103102

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

GROUP $ MILLION

AS AT 31 JULY 2019

RESTATED

CARRYING

AMOUNT

CONTRACTUAL

CASH FLOWS

3 MONTHS

OR LESS

3–12

MONTHS

1–5

YEARS

MORE THAN

5 YEARS

Non-derivative financial liabilities

Borrowings

– Commercial paper(259)(260)(260)–––

– Bank loans(619)(649)(92)(321)(236)–

– Finance leases recognised in accordance with NZ IAS 17(71)(78)(2)(67)(6)(3)

– Capital notes(35)(41)–(1)(5)(35)

– NZX-listed bonds(600)(691)(11)(15)(559)(106)

– Medium-term notes

1

(4,971)(5,979)(32)(606)(2,335)(3,006)

Bank overdraft(34)(34)(34)–––

Owing to suppliers(1,534)(1,534)(1,534)–––

Trade and other payables (excluding employee entitlements)(1,914)(1,914)(1,914)–––

Other financial liabilities(81)(82)(10)(15)(57)–

Financial guarantees issued

2

–(1)(1)– – –

Total non-derivative financial liabilities(10,118)(11,263)(3,890)(1,025)(3,198)(3,150)

Derivative financial instruments

Gross settled derivatives

– Inflow16,5856,1826,3222,0851,996

– Outflow (16,807)(6,244)(6,468)(2,379)(1,716)

Total gross settled derivative financial instruments(139)(222)(62)(146)(294)280

Net settled derivatives(125)(87)(35)(11)(61)20

Total financial liabilities and derivatives(10,382)(11,572)(3,987)(1,182)(3,553)(2,850)

1 Comparatives have been restated to ensure consistency with the current year presentation.

2 Maximum cash flows under guarantees provided by the Group.

d) Lease liabilities

Total lease liabilities included within borrowings in the Statement of Financial Position are shown below:

GROUP $ MILLION

AS AT

31 JULY 2020

Current lease liabilities104

Non-current lease liabilities500

Total lease liabilities604

During the year, total cash payments for leases were $201 million.

In addition to the lease liability recognised, the Group’s lease arrangements include renewal options, termination options and residual guarantees that have

been assessed as unlikely to result in cash payments.

As at 31 July 2020, the Group has entered into a number of lease arrangements that have not yet commenced. The total lease liability that will be

recognised on commencement of these leases in the next 12 months is $3 million.

There has been no change in the Group’s funding strategy that would result in a significantly different profile of short-term or low-value leases.

c) Liquidity risk

CONTINUED10 NET FINANCE COSTS

Interest income and expense is recognised on an accrual basis in the Income Statement, using the effective interest method.

Finance costs also include the changes in fair value relating to derivatives used to manage interest rate risk, and the associated changes in fair value

of the borrowings designated in a hedge relationship attributable to the hedged risk. Details of the Group’s hedge accounting policies are included in

Note 19 Financial risk management.

GROUP $ MILLION

31 JULY 2020

31 JULY 2019

RESTATED

Finance income1315

Total interest expense

1,2

(354)(388)

Changes in fair value relating to:

– Borrowings designated in a hedge relationship(158)(201)

– Derivatives designated in a hedge relationship199194

– Derivatives where hedge accounting has not been applied(4)(12)

Total interest income/(expense) from fair value movements37(19)

Finance costs(317)(407)

Net finance costs(304)(392)

1 Includes interest expense of $4 million (31 July 2019: $9 million) relating to derivatives where hedge accounting has not been applied.

2 Includes interest expense relating to leases of $23 million recognised in accordance with NZ IFRS 16 Leases (31 July 2019: $8 million recognised in accordance with NZ IAS 17 Leases).

For details on the impact of the change in the lease accounting on recognition of lease liabilities refer to Note 27 Impact of transition to NZ IFRS 16 Leases.

Interest rate risk

Details of how the Group manages interest rate risk are included in Note 19 Financial risk management.

Fonterra Annual Report 2020

105104

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

WORKING CAPITAL

This section provides information about the primary elements of the Group’s working capital. Working capital represents the short-term operating assets

and liabilities generated by the Group. Movements in these items have a direct impact on the net cash flows generated from operating activities.

This section includes the following notes:

Note 11: Trade and other receivables

Note 12: Inventories

Note 13: Trade and other payables

Note 14: Owing to suppliers

11 TRADE AND OTHER RECEIVABLES

Trade receivables are amounts due from customers for products sold and services provided. Trade receivables are recognised initially at their

transaction price and subsequently measured at the amount expected to be collected.

Estimates are used in determining the level of receivables that may not be collected. The Group recognises a provision for impairment on trade

receivables based on the lifetime expected credit loss at each reporting date.

GROUP $ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

RESTATED

Trade receivables1,6231,730

Less: provision for impairment of trade receivables(12)(24)

Trade receivables net of provision for impairment1,6111,706

Receivables from related parties2425

Other receivables14093

Total receivables1,7751,824

Prepayments5747

Total trade and other receivables1,8321,871

Amounts received in advance from customers of $32 million (31 July 2019: $28 million) have been recognised in trade and other payables.

The Group has a receivables management programme. At 31 July 2020 the Group’s exposure was $18 million, which reflects the first loss component of

amounts managed at balance date.

Refer to Note 22 Related party transactions for details of receivables from related parties.

Credit risk

Details of how the Group manages credit risk are included in Note 19 Financial risk management.

The ageing profile of the Group’s trade and other receivables (excluding prepayments) is as follows:

GROUP $ MILLIONCURRENT

LESS THAN

1 MONTH

PAST DUE

MORE THAN 1 MONTH

BUT LESS THAN

3 MONTHS PAST DUE

MORE THAN

3 MONTHS

PAST DUETOTAL

As at 31 July 20201,55710046721,775

As at 31 July 20191,55314585411,824

12 INVENTORIES

Inventories are stated at the lower of cost or net realisable value on a first-in-first-out basis.

In the case of manufactured inventories, cost includes all direct costs plus the portion of fixed and variable production overheads incurred in bringing

inventories to their present location and condition.

Net realisable value is the estimated selling price, less the costs of completion and selling expenses.

GROUP $ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

RESTATED

Raw materials626678

Finished goods2,6932,522

Less: provision for impairment of inventories(51)(35)

Total inventories3,2683,165

13 TRADE AND OTHER PAYABLES

Trade and other payables are recognised at the amount invoiced by the supplier. Due to their short-term nature, they are not discounted. Amounts

owing to farmer shareholders and New Zealand contract milk suppliers are recognised in Owing to Suppliers (refer to Note 14 Owing to suppliers).

GROUP $ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

RESTATED

Trade payables1,5261,753

Amounts due to related parties2931

Other payables128130

Total trade and other payables (excluding employee entitlements)1,6831,914

Employee entitlements321193

Total trade and other payables2,0042,107

Refer to Note 22 Related party transactions for details of payables to related parties.

14 OWING TO SUPPLIERS

Amounts owing to suppliers are amounts Fonterra owes to farmer shareholders and New Zealand contract milk suppliers for the collection of milk,

which includes end of season adjustments, offset by amounts owing from farmer shareholders for goods and services provided to them by Fonterra.

These amounts are recognised at the amount due to the supplier for the milk provided. Due to their short-term nature, they are not discounted.

The Board uses its discretion in establishing the rate at which Fonterra will pay suppliers for the milk supplied over the season. This is referred to as the

advance rate. The following table provides a breakdown of the advance payments made to suppliers:

GROUP

AS AT

31 JULY 2020

AS AT

31 JULY 2019

Owing to suppliers ($ million)1,5881,534

Details relating to the season ended 31 May are shown below:

Farmgate Milk Price

1

(per kgMS)$7.14$6.35

– Total advance payments made during the year$6.15$5.40

– Total owing as at 31 July$0.99$0.95

Amount advanced during the year as a percentage of the milk price86%85%

1 Represents the average price for milk supplied on standard terms of supply. The Fonterra Farmgate Milk Price Statement sets out information about the Farmgate Milk Price as calculated in accordance

with the Farmgate Milk Price Manual. It can be found in the ‘Investors/Farmgate Milk Prices’ section of Fonterra’s website.

Fonterra Annual Report 2020

107106

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

LONG-TERM ASSETS

This section provides information about the investments the Group has made in long-term assets to operate the business and generate returns to equity

holders. These assets include physical assets such as land and buildings, and non-physical assets such as right-of-use assets, brands and goodwill. This

section also explains the estimates and judgements applied in the measurement of these assets.

This section includes the following notes:

Note 15: Property, plant and equipment

Note 16: Right-of-use assets

Note 17: Intangible assets

15 PROPERTY, PLANT AND EQUIPMENT

Items of property, plant and equipment are measured at cost less accumulated depreciation and any impairment losses. Cost includes the purchase

consideration and those costs directly attributable to bringing the asset to the location and condition necessary for its intended use. It also includes

financing costs directly attributable to the acquisition, production or construction of the asset. Subsequent costs are capitalised 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 replaced part is derecognised. All other repairs and maintenance costs are charged to the Income Statement during the financial period

in which they are incurred.

The assets’ residual values and useful lives are reviewed and adjusted, where required, each financial year.

Gains and losses on disposals are determined by comparing the disposal proceeds with the carrying amount, and are recognised in the

Income Statement.

Depreciation

Depreciation is calculated on a straight-line basis to allocate the cost of the asset, less any residual value, over its estimated useful life. The range of

estimated useful lives for each class of property, plant and equipment is as follows:

– Land Indefinite

– Buildings and leasehold improvements 2–55 years

– Plant, vehicles and equipment 2–50 years

GROUP $ MILLION

LAND

BUILDINGS AND

LEASEHOLD

IMPROVEMENTS

PLANT, VEHICLES

AND EQUIPMENT

CAPITAL WORK

IN PROGRESSTOTAL

As at 31 July 2020

Cost 3572,5768,14531611,394

Accumulated depreciation and impairment–(1,053)(4,335)–(5,388)

Net book value at 31 July 20203571,5233,8103166,006

As at 31 July 2019

Cost 3542,9658,55329512,167

Accumulated depreciation and impairment–(1,200)(4,455)–(5,655)

Net book value at 31 July 20193541,7654,0982956,512

GROUP $ MILLION

LAND

BUILDINGS AND

LEASEHOLD

IMPROVEMENTS

PLANT, VEHICLES

AND EQUIPMENT

CAPITAL WORK

IN PROGRESSTOTAL

Net book value

As at 1 August 20193541,7654,0982956,512

Finance leases transferred to Right-of-use assets

1

(5)(42)(9)–(56)

Adjusted balance as at 1 August 20193491,7234,0892956,456

Additions

2

––6364370

Transferred from Right-of-use assets538 4 –47

Transferred from capital work in progress755274(336)–

Depreciation charge –(92)(330) –(422)

Impairment

3

–(46)(50) –(96)

Disposals(3)(3)(28)(1)(35)

Transferred to Assets of disposal groups held for sale(1)(135)(138)(5)(279)

Foreign currency translation–(17)(17)(1)(35)

As at 31 July 20203571,5233,8103166,006

Net book value

As at 1 August 20183541,7453,9907216,810

Additions

2

52075483583

Transferred from capital work in progress30236603(869)–

Depreciation charge –(97)(361)–(458)

Impairment–(99)(134)–(233)

Disposals(31)(27)(59)(29)(146)

Foreign currency translation(4)(13)(16)(11)(44)

As at 31 July 20193541,7654,0982956,512

1 On the adoption of IFRS 16 Leases, finance leases included in property, plant and equipment were transferred to Right-of-use assets. For further details on the impact of the change in lease accounting

refer to Note 27 Impact of transition to NZ IFRS 16 Leases.

2 Additions include borrowing costs of $3 million (2019: $6 million) capitalised using a weighted average interest rate of 5.24 per cent (2019: 5.21 per cent).

3 Impairment of $89 million relates to building and leasehold improvements and plant, vehicles and equipment of the China Farms and Brazil consumer and foodservice businesses which have been

transferred to Assets of disposal groups held for sale.

New Zealand Ingredients manufacturing assets

Fonterra’s New Zealand Ingredients manufacturing sites are utilised as a single network for processing raw milk supply, including meeting peak milk

processing requirements. The Group considers there are no indicators of impairment for Fonterra’s New Zealand Ingredients manufacturing sites.

15 PROPERTY, PLANT AND EQUIPMENT

CONTINUED

Fonterra Annual Report 2020

109108

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

16 RIGHT-OF-USE ASSETS

Right-of-use assets are initially measured at cost, less any accumulated depreciation and any impairment losses. Cost is calculated as the initial amount

of the lease liability plus any initial direct costs incurred and an estimate of costs required to dismantle and remove the underlying asset or to restore

the underlying asset or the site on which it is located.

Right-of-use assets are depreciated on a straight-line basis over the lease term, unless the useful life of the asset is less than the lease term or if the

Group will own the asset at the end of the lease term, in which situations the right-of-use asset is depreciated over the useful life of the asset, which is

determined on the same basis as those of property, plant and equipment. Right-of-use assets are also adjusted for any impairment losses and certain

remeasurements of the lease liability.

The Group enters into lease arrangements for land and buildings with options for renewal that typically run for a period of three to ten years, however

some property leases can run up to a period of 50 years. Lease payment changes are renegotiated at periods specified in the lease contracts, and are

usually based on local price indices or market rental rates.

Leases for plant, vehicles and equipment typically run for a period of two to five years.

The Group has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-term leases. These lease costs

are recognised as an expense as incurred.

Information about Right-of-use assets from leases for which the Group is a lessee is presented below:

GROUP $ MILLION

NET BOOK VALUE

AS AT 31 JULY 2020

DEPRECIATION CHARGE

FOR THE YEAR ENDED

31 JULY 2020

Land242

Buildings38362

Plant, vehicles and equipment16242

Total569106

Additions to Right-of-use assets during the year were $124 million.

17 INTANGIBLE ASSETS

The significant intangible assets recognised by the Group are goodwill, brands and software assets.

Goodwill

Goodwill represents the premium paid by the Group over the fair value of the Group’s share of the net identifiable assets of an acquired subsidiary

at the date of acquisition. Goodwill is initially recognised at cost and subsequently measured at cost less accumulated impairment losses. Goodwill is

not amortised.

Brands

Brands that are purchased by the Group are initially recognised at cost, or at their fair value if acquired as part of a business combination. A brand is

determined to have an indefinite life where there is an intention to maintain and support the brand for an indefinite period.

Indefinite life brands are not amortised. They are subsequently measured at cost less any impairment losses.

Software assets

Software assets, both purchased and internally developed, are capitalised provided there is an identifiable asset that will generate future economic

benefits through cost savings or supporting revenue generation. Subsequent costs are capitalised if they extend the useful life or enhance the

functionality of the asset.

Software assets are amortised on a straight-line basis over their estimated useful lives (three to 14 years).

Impairment testing

Goodwill and indefinite life brands are tested for impairment annually, or more frequently if there is an indicator of impairment.

Indefinite life brands that have been impaired are reviewed for possible reversal of impairment annually. A reversal of an impairment loss shall not

exceed the carrying amount that would have been recognised had no impairment loss occurred in prior years.

Software assets are tested for impairment when an indicator of impairment exists.

A cash-generating unit (CGU) is tested for impairment when there are indicators of impairment. An impairment test is also completed on an annual

basis when a CGU has goodwill or indefinite life intangibles allocated to it. To determine if an asset or CGU is impaired, the carrying amount of the

asset or CGU is compared to its recoverable amount, being the higher of its value in use and fair value less costs to dispose. If the carrying amount is

higher than recoverable amount the CGU is impaired to its recoverable amount.

Value in use is determined as the present value of the future cash flows expected to be derived from the CGU. The value in use calculation requires

the Group to estimate future cash flows, pre-tax discount rates and terminal growth rates. Fair value less costs to dispose reflects the price that would

be received to sell the CGU in an orderly transaction between market participants at the measurement date less the costs of disposal.

GROUP $ MILLION

GOODWILLBRANDSSOFTWARESOFTWARE WIPOTHER

TOTAL

INTANGIBLES

As at 31 July 2020

Cost8541,4241,52740783,923

Accumulated amortisation and impairment(317)(177)(1,173)–(16)(1,683)

Net book value at 31 July 20205371,24735440622,240

As at 31 July 2019

Cost8921,6411,49236704,131

Accumulated amortisation and impairment(331)(97)(1,090)–(16)(1,534)

Net book value at 31 July 20195611,54440236542,597

Fonterra Annual Report 2020

111110

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

GROUP $ MILLION

GOODWILLBRANDSSOFTWARESOFTWARE WIPOTHER

TOTAL

INTANGIBLES

Net book value

As at 1 August 20195611,54440236542,597

Additions––1511365

Transferred from work in progress––44(44)––

Amortisation ––(97)–(2)(99)

Impairment(21)(85)–––(106)

Impairment reversal––3––3

Disposals––(1)(3)(3)(7)

Transferred to assets of disposal groups held

for sale

–(140)–––(140)

Foreign currency translation(3)(72)2––(73)

As at 31 July 20205371,24735440622,240

Net book value

As at 1 August 20181,0811,63839696163,227

Additions––27840120

Transferred from work in progress––138(138)––

Amortisation ––(101)–(2)(103)

Impairment(327)(4)(29)––(360)

Disposals(176)(107)(2)––(285)

Foreign currency translation(17)17(2)––(2)

As at 31 July 20195611,54440236542,597

Amortisation is recognised in Other operating expenses in the Income Statement.

Reconciliation of impairment of intangible assets in the above table to the amount reported in the Income Statement:

GROUP $ MILLION

FOR THE YEAR ENDED

31 JULY 2020

Net impairment of intangible assets 103

Brazil consumer and foodservice business brand impairment included in Loss after tax from discontinued operations(48)

Impairment of intangible assets not included in strategic review55

17 INTANGIBLE ASSETS

CONTINUED

Goodwill and indefinite life brands

As described in Note 1 Segment reporting the Group’s reportable segments for the year ended 31 July 2020 have changed from the prior year reportable

segments. The change in reportable segments has led to a reconsideration of the Group’s CGUs.

The allocation of goodwill and brands across the Group’s reportable segments as at 31 July 2020 are shown in the table below:

GROUP $ MILLION

AS AT 31 JULY 2020

GOODWILLBRANDSTOTAL

Asia Pacific reportable segment

– New Zealand consumer and foodservice CGU229283512

– Australia CGU134148282

– Asia brands–674674

– NZMP brand–120120

AMENA reportable segment

– Chile CGU10122123

Other CGUs73–73

Total5371,2471,784

The allocation of goodwill and brands across the Group’s reportable segments as at 31 July 2019 are shown in the table below:

GROUP $ MILLION

AS AT 31 JULY 2019

GOODWILLBRANDSTOTAL

Ingredients CGUs67120187

Consumer and Foodservice CGUs

– Australia128148276

– New Zealand250283533

– Asia5718723

– Brazil–250250

– Chile11125136

Total5611,5442,105

Impairment testing of goodwill and indefinite life brands

Impairment testing is performed annually at the same time each year.

Where appropriate, based on the market dynamics and go-to-market strategies, impairment testing is performed at a CGU level for both goodwill and

indefinite life brands attributed to that CGU.

Cash flows are based on approved forecasts which are consistent with the Board approved strategy. Cash flows do not exceed five years. The forecasts

include assumptions made about the potential future impacts of the Covid-19 pandemic. Cash flow projections have been adjusted to reflect a range of

possible outcomes, weighted by their expected occurrence.

Discount rates are based on external data where possible.

All brands recognised in the table above have indefinite lives (this was the same as at 31 July 2019).

The impairment tests performed for the Australia CGU, the Chile CGU, NZMP brand and Other CGUs have not resulted in any impairment. A reasonable

possible change in key assumptions would not result in impairment.

The following impairment tests have resulted in an impairment or limited headroom between the carrying amount and recoverable amount.

17 INTANGIBLE ASSETS

CONTINUED

Fonterra Annual Report 2020

113112

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

a) New Zealand consumer and foodservice business

The recoverable amount of the New Zealand consumer and foodservice business was assessed to be $699 million. This was lower than the carrying value of

the business, resulting in an impairment of the goodwill attributed to the business of $21 million (31 July 2019: $185 million).

The New Zealand consumer and foodservice business earnings for the year ended 31 July 2020 were above the amounts forecast in the 2019 impairment

test. However, expectations of future growth are lower than they were 12 months ago, driven by uncertainty about future long-term growth in the

domestic and global economy.

Assumptions used in the impairment assessment

The recoverable amount of the business was determined on a value in use basis using a discounted cash flow methodology.

The model uses a five-year cash flow forecast based on the three-year business plan approved by the Board. Cash flows for years four and five have been

prepared based on growth expectations for the business.

The key drivers for the business to achieve its performance targets are to continue to deliver productivity gains and to effectively manage operational costs.

The long-term growth rate applied to the future cash flows after year five of the forecast was 1.5 per cent (31 July 2019: 2.7 per cent). This reflects the

expected long-term economic growth rate for New Zealand.

The post-tax discount rate was 7.4 per cent (31 July 2019: 8.1 per cent). The pre-tax discount rate was 9.77 per cent (31 July 2019: 10.2 per cent).

The impact of changes in these key assumptions on the recoverable amount are shown in the table below. The sensitivities shown assume the specific

assumption changes in isolation, while all other assumptions are held constant.

KEY ASSUMPTIONSVALUE ATTRIBUTED IMPACT ON THE RECOVERABLE AMOUNT

Annual productivity savings (manufacturing and

supply chain efficiencies) (by year five)

$17 millionAn increase/(decrease) in productivity savings of $3 million results in an

increase/(decrease) in the recoverable amount of $30 million.

Long-term growth rate 1.5 per centAn increase/(decrease) in the long-term growth rate of 0.5 of a per cent would

result in an increase/(decrease) in the recoverable amount of $49 million/

($42 million).

Discount rate (post-tax)7.4 per centAn increase/(decrease) in the discount rate of 0.5 of a per cent would result in

a (decrease)/increase in the recoverable amount of ($59 million)/$69 million.

The fair value less costs to dispose was also considered when determining the recoverable amount to ensure the higher of fair value less costs to dispose

and value in use was applied.

b) Asia brands

Asia brands represent the Group’s trademarks and other intellectual property in territories outside of New Zealand and Australia, relating to Anchor,

Anmum, Anlene and Chesdale.

The relief from royalty method has been used to calculate the recoverable amounts of the Asia brands. This reflects a change from the year ended 31 July

2019, where the recoverable amounts were determined using the present value of future cash flows expected to be derived from the brand. The relief

from royalty methodology is a value in use calculation which determines the recoverable amount by calculating the present value of what a licensee would

theoretically pay as a royalty to use the brands. The royalty rates applied in the calculation are determined based on comparable market data and range

from two to seven per cent. The key assumption used in the relief from royalty method is forecast sales growth. The value attributed to the assumption is

based on the business forecasts over the five-year period.

For the Asia brands other than Chesdale, the five-year compound annual growth rates used in the valuation model range from five to nine per cent and the

range of discount rates (post tax) that have been applied in the valuation model range from five to 22 per cent (31 July 2019: nine to 16 per cent), country

dependent. The recoverable amount of these brands is in excess of the carrying amount and reasonably possible changes in assumptions would not result in

elimination of the headroom.

Chesdale brand

The recoverable amount of the Chesdale brand was assessed to be $28 million. This was lower than the carrying value of the brand, resulting in an

impairment of $36 million.

The impairment is a result of a reduction in forecast attributable to the brand.

As the brand is sold across a number of markets, all with different characteristics, the range of post-tax discount rates applied was six to 13 per cent (31 July

2019: eight to 14 per cent). The range of pre-tax discount rates was seven to 18 per cent (31 July 2019: 10 to 18 per cent).

The key assumption used in the model is the ability of the business to meet forecast sales levels. The model uses a five-year compound annual growth rate

of two per cent, reflecting the business forecasts over the five-year period.

The fair value less costs to dispose of the Chesdale brand is not considered to be materially different than the relief from royalty calculation.

INVESTMENTS

This section provides information about the Group’s interest in equity accounted investments.

This section includes the following note:

Note 18: Equity accounted investments

18 EQUITY ACCOUNTED INVESTMENTS

Associates and joint ventures

Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial and operating policies.

Joint ventures are those arrangements in which the Group has contractually agreed to share control and where the Group has rights to the net assets

rather than rights to the assets and obligations for the liabilities.

For joint ventures and associates the Group applies the equity method of accounting. Under the equity method, the Group recognises its initial

investment at cost (including any goodwill identified on acquisition) and subsequently adjusts this for its share of the entities’ profits or losses after

adjustments to align to the accounting policies of the Group. The Group’s share of profits and losses are recognised in the Income Statement and

its share of movements in other comprehensive income is recognised in the Statement of Comprehensive Income. Dividends received from equity

accounted investees reduce the carrying amount of the investment.

When the Group’s share of losses exceeds its interest in an equity accounted investee, the carrying amount of that interest is reduced to nil and no

further losses are recognised except to the extent the Group has an obligation or has made payments on behalf of the investee.

The Group determines at each reporting date whether there is any objective evidence that its investments in equity accounted investees are impaired.

If this is the case, the Group performs an impairment test and recognises any impairment in the Income Statement.

Carrying amounts

The Group holds investments in a number of joint ventures and associates, none of which are individually material. The aggregate amount of the Group’s

share of these equity accounted investments is included in the table below:

GROUP $ MILLION

ASSOCIATESJOINT VENTURESTOTAL

AS AT

31 JULY 2020

AS AT

31 JULY 2019

AS AT

31 JULY 2020

AS AT

31 JULY 2019

AS AT

31 JULY 2020

AS AT

31 JULY 2019

Carrying amount of investment119520196202

(Loss)/profit from continuing operations–(4)(6)29(6)25

Other comprehensive expense––(6)–(6)–

Total comprehensive (expense)/income–(4)(12)29(12)25

The Group has provided financial guarantees and is committed to providing further funding contributions to certain equity accounted investees, as set out

in Note 22 Related party transactions.

There are no contingent liabilities relating to the Group’s interests in joint ventures or equity accounted investees.

Further information about transactions between the Group and equity accounted investees and outstanding balances at year end is provided in Note 22

Related party transactions.

Falcon China Farms JV

Refer to Note 2d) Strategy review update for information about the impairment of the Group’s investment in Falcon China Farms JV.

Fonterra Annual Report 2020

115114

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

FINANCIAL RISK MANAGEMENT

This section outlines the key risk management activities undertaken to manage the Group’s exposure to financial risk.

This section includes the following note:

Note 19: Financial risk management

19 FINANCIAL RISK MANAGEMENT

Financial risks faced by the Group

The Group’s overall financial risk management programme focuses primarily on maintaining a prudent financial risk profile that provides flexibility to

implement the Group’s strategies, while ensuring optimisation of the return on assets. Financial risk management is centralised, which supports compliance

with the financial risk management policies and procedures set by the Board.

A summary of the financial risks that impact the Group and how these risks are managed is presented below:

FINANCIAL RISKDESCRIPTIONMANAGEMENT OF RISK

Market risks

Foreign exchange risk

(Section a)

Impact from changes in foreign exchange ratesForeign currency transactions

For foreign currency transactions, the Group uses foreign currency

forward contracts and foreign currency options to manage foreign

exchange risk.

Foreign operations

For investments in foreign operations, the Group uses foreign

currency denominated borrowings and foreign currency swaps to

manage foreign exchange risk.

Foreign currency denominated borrowings

For foreign currency denominated borrowings, the Group uses

cross-currency interest rate swaps to manage foreign exchange and

interest rate risk combined.

Interest rate risk

(Section b)

Impact from changes in interest ratesThe Group uses interest rate swaps to achieve a target ratio of fixed

and floating rate exposure on its borrowings.

Commodity price risk

(Section c)

Impact from changes in commodity pricesThe Group uses commodity derivatives to manage its exposure

to commodity price risk. The Group also uses its product mix and

sales contract terms to manage the impact of changes in dairy

commodity prices on its earnings.

Other risks

Credit risk

(Section d)

Risk of loss to the Group due to customer or

counterparty default

The Group sets minimum credit quality requirements, credit limits

and uses other credit mitigation tools to manage its credit risk.

Liquidity risk

(Note 9)

Risk that the Group will be unable to meet its

financial obligations as they fall due

The Group actively manages its minimum on-hand cash facilities,

access to committed funds and lines of credit and the maturity

profile of its financial obligations.

Capital management and

structure (Note 7 and Note 9)

The Group’s capital structureThe Group actively manages its capital structure and monitors

leverage and coverage ratios. The Fonterra Shareholders’ Fund

removes the redemption risk associated with Co-operative shares.

The following disclosures included in this note relate to the Group’s financial risk management:

DISCLOSURE ITEMDESCRIPTION

Impact to reserves in equity

(Section e)

Movements in the Group’s hedge reserves and foreign currency translation reserve.

Income Statement impact from

derivatives not designated in a

hedge relationship (Section f )

Movements recognised in the Income Statement from changes in the fair value of derivatives not designated in a

hedge relationship.

Derivative financial instruments and hedge accounting

Derivatives are measured at fair value. Refer to Note 24 Fair value measurement for details on how fair value is determined.

The resulting gain or loss on re-measurement is recognised in the Income Statement immediately, unless the derivative is designated into an effective

hedge relationship as a hedging instrument, in which case the timing of recognition in the Income Statement depends on the nature of the designated

hedge relationship.

The Group may designate derivatives as:

– Fair value hedges (where the derivative is used to manage the variability in the fair value of recognised assets and liabilities);

– Cash flow hedges (where the derivative is used to manage the variability in cash flows relating to recognised liabilities or forecast transactions); or

– Net investment hedges (where borrowings or derivatives are used to manage the risk of fluctuation in the translated value of its foreign operations).

Hedge accounting is discontinued when the hedging instrument expires, is terminated, is exercised, or no longer qualifies for hedge accounting.

Fair value hedges

For fair value hedges the following are recognised in the Income Statement:

– The change in fair value of the hedging instruments; and

– The change in the fair value of the underlying hedged item attributable to the hedged risk.

If the hedge no longer meets the criteria for hedge accounting, hedge accounting is discontinued. The fair value adjustment to the carrying amount

of the hedged item upon discontinuance is amortised and recognised in the Income Statement over the remaining term of the original hedge. If the

hedged item is sold or extinguished any unamortised fair value adjustment is immediately recognised in the Income Statement.

Cash flow hedges

The effective portion of changes in the fair value of the hedging instruments are recognised in other comprehensive income in the Statement of

Comprehensive Income and accumulated in a separate reserve in equity. Subsequently the cumulative amount is transferred to the Income Statement

when the underlying transactions are recognised in the Income Statement.

The ineffective portion of changes in the fair value of the hedging instruments are recognised immediately in the Income Statement.

If the hedge no longer meets the criteria for hedge accounting, hedge accounting is discontinued. The cumulative gain or loss previously recognised

in other comprehensive income remains there until the forecast transaction occurs, or is immediately recognised in the Income Statement if the

transaction is no longer expected to occur.

Net investment hedges

The effective portion of changes in the fair value of the hedging instruments are recognised in the Statement of Comprehensive Income and

transferred to the Income Statement when the foreign operation is disposed of or sold.

The ineffective portion of changes in the fair value of the hedging instruments are recognised immediately in the Income Statement.

Costs of hedging

The change in fair value of a hedging instrument relating to the time-value of foreign currency options, and the foreign currency basis component of

cross-currency interest rate swaps are recognised in other comprehensive income and accumulated in a separate reserve in equity. Subsequently, the

cumulative amount is transferred to the Income Statement at the same time as the hedged item impacts the Income Statement.

19 FINANCIAL RISK MANAGEMENT

CONTINUED

Fonterra Annual Report 2020

117116

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

a) Foreign exchange risk

Nature and exposure of foreign exchange risk

Net foreign exchange gains or losses

Foreign currency transactions are translated using the exchange rate at the date of each respective transaction. Monetary assets and liabilities

denominated in foreign currencies are translated using the exchange rate at balance date.

Any resulting foreign exchange gains and losses are recognised in the Income Statement, except when they relate to certain non-current advances to

companies within the Group or a cash flow hedge or net investment hedge relationship.

The Group is exposed to foreign exchange risk through transactions denominated in foreign currencies and the translation of foreign currency denominated

balances. The amounts shown below represent the Group’s exposure to foreign currency before applying the risk management strategies:

– The Group’s foreign currency transactions are predominantly denominated in United States Dollars.

– The Group has net investments in foreign operations of $5,240 million (31 July 2019: $5,011 million). This amount is before considering borrowings held

by the Group in the same currency as the investment.

– The Group has borrowings denominated in foreign currency of $4,615 million (31 July 2019: $4,925 million).

How foreign exchange risk is managed

Forecast foreign currency transactions

The Group enters into foreign currency forward contracts and foreign currency options for the following items:

– Forecast cash receipts from foreign currency sales for a period of up to 18 months within limits approved by the Board; and

– Up to 100 per cent of other forecast foreign currency transactions.

Hedge ineffectiveness arises if the amount of the forecast transactions falls below the amount of the designated hedging instruments.

The Group applies cash flow hedge accounting where derivatives are used to manage foreign exchange risk on forecast foreign currency transactions.

The amount and maturity of the derivative and the forecast transaction is aligned to ensure that the hedge relationship remains effective, with any

undesignated costs of hedging accounted for separately.

The effect of the Group’s application of hedge accounting in managing foreign exchange risk related to forecast foreign currency transactions is presented

in the table below:

GROUP $ MILLION

AS AT 31 JULY 2020

1

YEAR ENDED 31 JULY 2020

2

CARRYING AMOUNT

HEDGE EFFECTIVENESS

IN RESERVES

HEDGE

INEFFECTIVENESS

HEDGING INSTRUMENT USED

NOMINAL

AMOUNT

3

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

ACCUMULATED

COST OF

HEDGING

CHANGE IN

VALUE USED

TO CALCULATE

HEDGE

EFFECTIVENESS

RECOGNISED

IN OTHER

COMPREHENSIVE

INCOME

(GAIN)/LOSS

RECLASSIFIED

TO THE

INCOME

STATEMENT

(GAIN)/LOSS

4

RECOGNISED

IN INCOME

STATEMENT

GAIN/(LOSS)

Cash flow hedging

Foreign currency forwards and options

Maturity: 0-18 months

Weighted average NZD:USD

rate: 0.64278,000429(45)6359(16)460(61)

Maturity: 0-12 months

Weighted average USD:RMB

rate: 7.1157982(2)(1)–4(5)–

Total8 ,798431(47)5359(1 2)455(61)

1 Life-to-date amounts as at balance date.

2 Year-to-date amounts recognised during the year.

3 Nominal amount represents forecast foreign currency transactions in cash flow hedge relationships, translated into New Zealand Dollars using the exchange rate at balance date.

4 Recognised in Revenue from sale of goods.

GROUP $ MILLION

AS AT 31 JULY 2019

1

YEAR ENDED 31 JULY 2019

2

CARRYING AMOUNT

HEDGE EFFECTIVENESS

IN RESERVES

HEDGE

INEFFECTIVENESS

HEDGING INSTRUMENT USED

NOMINAL

AMOUNT

3

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

ACCUMULATED

COST OF

HEDGING

CHANGE IN

VALUE USED

TO CALCULATE

HEDGE

EFFECTIVENESS

RECOGNISED

IN OTHER

COMPREHENSIVE

INCOME

(GAIN)/LOSS

RECLASSIFIED

TO THE

INCOME

STATEMENT

(GAIN)/LOSS

4

RECOGNISED

IN INCOME

STATEMENT

GAIN/(LOSS)

Cash flow hedging

Foreign currency forwards and options

Maturity: 0-18 months

Weighted average NZD:USD

rate: 0.68529,26737(182)(14)(144)(238)309–

Maturity: 0-11 months

Weighted average USD:RMB

rate: 6.91174914(1)(1)2(2)(7)–

Maturity: 2-11 months

Weighted average NZD:EUR

rate: 0.589097–––– –––

Total9,85541(183)(15)(142)(240)302–

1 Life-to-date amounts as at balance date.

2 Year-to-date amounts recognised during the year.

3 Nominal amount represents forecast foreign currency transactions in cash flow hedge relationships, translated into New Zealand Dollars using the exchange rate at balance date.

4 Recognised in Revenue from sale of goods.

Net investments in foreign operations

The Group’s net investments are designated in hedge relationships to the extent of:

– Borrowings denominated in the same foreign currency; and

– Foreign currency swaps directly attributed to the net investment.

Hedge ineffectiveness arises if the carrying amount of the net investment falls below the amount of the designated hedging instruments.

The effect of the Group’s hedge accounting policy in managing foreign exchange risk related to the Group’s net investments in foreign operations is

presented in the table below:

GROUP $ MILLION

AS AT 31 JULY 2020YEAR ENDED 31 JULY 2020

CARRYING AMOUNTNOMINAL AMOUNT

1

HEDGE EFFECTIVENESS

HEDGED NET INVESTMENTS AND HEDGING

INSTRUMENTS USED

AMOUNT OF NET

INVESTMENT

HEDGED

2

FOREIGN

CURRENCY

BORROWINGS

FOREIGN

CURRENCY

SWAPS

3

NET INVESTMENT

GAIN/(LOSS)

RECOGNISED IN OTHER

COMPREHENSIVE INCOME

BORROWINGS/SWAPS

GAIN/(LOSS)

RECOGNISED IN OTHER

COMPREHENSIVE INCOME

Net investment hedging

United States Dollar-denominated

Maturity of borrowings: 11 months75(75)–3(3)

Australian Dollar-denominated

Maturity of borrowings: 11-88 months516(516)–17(17)

Euro-denominated

Maturity of borrowings: 52 months171(171)–8(8)

Chinese Renminbi-denominated

Maturity of borrowings: 60 months

Maturity of swaps: 3 months229(170)(59)––

Total991(932)(59)28(28)

1 Nominal amount is the face value, converted into New Zealand Dollars using the exchange rate at balance date, of foreign currency swaps designated in net investment hedge relationships.

2 The carrying amount of the net investment designated into a net investment hedge relationship.

3 The carrying amount of foreign currency swaps at balance date was $1 million and is presented within derivative assets.

a) Foreign exchange risk CONTINUED

Fonterra Annual Report 2020

119118

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

GROUP $ MILLION

AS AT 31 JULY 2019YEAR ENDED 31 JULY 2019

CARRYING AMOUNTNOMINAL AMOUNT

1

HEDGE EFFECTIVENESS

HEDGED NET INVESTMENTS AND HEDGING

INSTRUMENTS USED

AMOUNT OF NET

INVESTMENT

HEDGED

2

FOREIGN

CURRENCY

BORROWINGS

FOREIGN

CURRENCY

SWAPS

3

NET INVESTMENT

GAIN/(LOSS)

RECOGNISED IN OTHER

COMPREHENSIVE INCOME

BORROWINGS/SWAPS

GAIN/(LOSS)

RECOGNISED IN OTHER

COMPREHENSIVE INCOME

Net investment hedging

United States Dollar-denominated

Maturity of borrowings: 10–23 months140(140)–3(3)

Australian Dollar-denominated

Maturity of borrowings: 23–100 months499(499)–(22)22

Euro-denominated

Maturity of borrowings: 64 months163(163)–(3)3

Chinese Renminbi-denominated

Maturity of borrowings: 8–72 months

Maturity of swaps: 4–5 months588(527)(61)14(14)

Total1,390(1,329)(61)(8)8

1 Nominal amount is the face value, converted into New Zealand Dollars using the exchange rate at balance date, of foreign currency swaps designated in net investment hedge relationships.

2 The carrying amount of the net investment designated into a net investment hedge relationship.

3 The carrying amount of foreign currency swaps at balance date was $1 million and was presented within derivative assets.

Borrowings denominated in foreign currency

The Group’s policy is to maintain its net exposure to a foreign currency within predefined limits.

To the extent the Group has monetary assets in the same foreign currency as the borrowing, the Group has a reduced exposure to foreign exchange risk.

The foreign currency gains and losses relating to these balances is offset in net foreign exchange losses in the Income Statement.

To manage the net exposure to foreign currency borrowings, the Group enters into cross currency interest rate swaps (CCIRS). CCIRS are used to manage

the combined foreign exchange risk and interest rate risk as they swap fixed rate foreign currency borrowings and interest payments into equivalent

New Zealand Dollar-denominated amounts of principal with floating interest rates.

The Group applies hedge accounting to foreign currency denominated borrowings that are managed by CCIRS. The amount and maturity of the CCIRS and

the hedged debt is aligned to ensure that the hedge relationship remains effective, with any undesignated costs of hedging accounted for separately. The

hedge relationship may be designated into separate cash flow hedges and fair value hedges to manage the different components of foreign currency and

interest rate risk:

– Fair value hedge relationship where CCIRS are used to manage the interest rate and foreign currency risk in relation to foreign currency denominated

borrowings with fixed interest rates.

– Cash flow hedge relationship where CCIRS are used to manage the variability in cash flows arising from interest rate movements on floating interest rate

payments and foreign exchange movements on payments of principal and interest.

Hedge ineffectiveness arises in relation to CCIRS that have been designated in hedge relationships after their initial recognition, or from changes in

counterparty credit risk and cross currency basis spreads.

a) Foreign exchange risk

CONTINUED

The effect of the Group’s hedge accounting policies in managing both its foreign exchange risk and interest rate risk related to borrowings denominated in

foreign currency is presented in the table below:

GROUP $ MILLION

AS AT 31 JULY 2020

1

YEAR ENDED 31 JULY 2020

2

CARRYING AMOUNT³

HEDGE EFFECTIVENESS

IN RESERVES

HEDGE

EFFECTIVENESS

HEDGE

INEFFECTIVENESS

HEDGING

INSTRUMENTS USED

NOMINAL

AMOUNT

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

ACCUMULATED

COST OF

HEDGING

CHANGE IN

VALUE USED

TO CALCULATE

HEDGE

EFFECTIVENESS

CASH

FLOW

HEDGE

(OCI)

CASH FLOW

HEDGE

RECLASSIFIED

TO INCOME

STATEMENT

4


FAIR VALUE

HEDGE

(INCOME

STATEMENT)

GAIN/(LOSS)

4

RECOGNISED

IN INCOME

STATEMENT

GAIN/(LOSS)

4

Cash flow hedging and fair value hedging

Cross-currency interest rate swaps

USD1,184380–(3)398(4)5136(2)

Maturity: 74-121 months

Weighted average interest

rate: floating

Weighted average NZD:USD

rate: 0.7604

GBP62361(232)–(107)29(12)203

Maturity: 41 months

Weighted average interest

rate: floating

Weighted average NZD:GBP

rate: 0.3610

EUR38661–(9)7331(29)––

Maturity: 52 months

Weighted average interest

rate: floating

Weighted average NZD:EUR

rate: 0.6560

Fair value hedging

Cross-currency interest rate swaps

USD318––8NANA––

Maturity: 11 months

Weighted average interest

rate: floating

Weighted average NZD:USD

rate: 0.8160

Total510(232)(12)37256(36)1561

1 Life-to-date amounts as at balance date.

2 Year-to-date amounts recognised during the year.

3 Nominal amount is the face value, converted using the weighted average foreign exchange rate, of foreign denominated borrowings in hedge relationships. For those borrowings in fair value hedges,

the carrying amount includes the life-to-date fair value hedge adjustment which increases borrowings by $322 million.

4 Recognised in Net finance costs and Other operating expenses.

a) Foreign exchange risk CONTINUED

Fonterra Annual Report 2020

121120

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

GROUP $ MILLION

AS AT 31 JULY 2019

1


RESTATED

YEAR ENDED 31 JULY 2019

2

RESTATED

CARRYING AMOUNT³

HEDGE EFFECTIVENESS

IN RESERVES

HEDGE

EFFECTIVENESS

HEDGE

INEFFECTIVENESS

HEDGING

INSTRUMENTS USED

NOMINAL

AMOUNT

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

ACCUMULATED

COST OF

HEDGING

CHANGE IN

VALUE USED

TO CALCULATE

HEDGE

EFFECTIVENESS

CASH FLOW

HEDGE

(OCI)

CASH FLOW

HEDGE

RECLASSIFIED

TO INCOME

STATEMENT

4


FAIR VALUE

HEDGE

(INCOME

STATEMENT)

GAIN/(LOSS)

4

RECOGNISED

IN INCOME

STATEMENT

GAIN/(LOSS)

4

Cash flow hedging and fair value hedging

Cross-currency interest rate swaps

USD1,184252–(2)2633(6)150(2)

Maturity: 86-133 months

Weighted average interest

rate: floating

Weighted average NZD:USD

rate: 0.7604

GBP62363(278)–(145)(13)16(15)(1)

Maturity: 53 months

Weighted average interest

rate: floating

Weighted average NZD:GBP

rate: 0.3610

EUR38639–(7)50(15)1819–

Maturity: 64 months

Weighted average interest

rate: floating

Weighted average NZD:EUR

rate: 0.6560

Fair value hedging

Cross-currency interest rate swaps

USD318––8NANA 2–

Maturity: 23 months

Weighted average interest

rate: floating

Weighted average NZD:USD

rate: 0.8160

Total362(278)(9)176(25)28156(3)

1 Life-to-date amounts as at balance date.

2 Year-to-date amounts recognised during the year.

3 Nominal amount is the face value, converted using the weighted average foreign exchange rate, of foreign denominated borrowings in hedge relationships. For those borrowings in fair value hedges,

the carrying amount includes the life-to-date fair value hedge adjustment which increases borrowings by $179 million.

4 Recognised in Net finance costs and Other operating expenses.

Receivables and payables denominated in foreign currency

The Group enters into foreign currency forward contracts and foreign currency options for 100 per cent of its net foreign currency receivables and payables.

Derivatives used to hedge the changes in the value of foreign currency receivables and payables are not hedge accounted. Changes in the fair value of

these derivatives provide an offset to the changes in the value of foreign currency receivables and payables recognised in the Income Statement. These are

recognised within Other operating expenses in the Income Statement.

a) Foreign exchange risk CONTINUED

Net foreign exchange losses in the Income Statement

The table below provides a breakdown of the net foreign exchange losses recognised in the Income Statement:

GROUP $ MILLION

31 JULY 202031 JULY 2019

Relationships where hedge accounting has been applied

Net foreign exchange (losses)/gains attributable to:

– Foreign currency-denominated borrowings(37)(17)

– Derivatives2918

Relationships where hedge accounting has not been applied

Net foreign exchange (losses)/gains attributable to:

– Foreign currency denominated receivables(64)119

– Foreign currency denominated payables and borrowings23(80)

– Derivatives(8)(40)

– Other net foreign exchange losses(7)–

Net foreign exchange losses(64)–

Sensitivity analysis of changes in foreign currency rates

The table below presents the effect on profit or loss for the year and equity at reporting date if foreign currency rates had been higher, or lower, with all

other variables held constant.

Assets and liabilities of disposal groups held for sale have been excluded from the sensitivity analysis below:

GROUP $ MILLION

31 JULY 2020

31 JULY 2019

RESTATED

EQUITYPROFITEQUITYPROFIT

10% strengthening of the NZD189(5)230(6)

10% weakening of the NZD (189)16(266)8

b) Interest rate risk

Nature and exposure of interest rate risk to the Group

The Group is exposed to interest rate risk on its interest-bearing borrowings, included within economic net interest-bearing debt (refer Note 9 Borrowings).

Changes in market interest rates expose the Group to:

– changes in the fair value of borrowings subject to fixed interest rates (fair value risk); and

– changes in future interest payments on borrowings subject to floating interest rates (cash flow risk).

How the Group manages its exposure to interest rate risk

The Group’s policy is to maintain a target ratio of fixed and floating interest rate exposure. To achieve this the Group considers its forecast debt over a

specified time horizon and manages the interest rate exposure by:

– issuing fixed rate debt; and

– entering into interest rate swaps (IRS).

The Group applies hedge accounting to the borrowings and the associated IRS, for movements in benchmark market interest rates (i.e. excluding any

margin component).

Hedge ineffectiveness arises in relation to IRS that have been designated to hedge relationships after their initial recognition or from changes in

counterparty credit risk. The ineffectiveness of these hedges will continue until maturity.

a) Foreign exchange risk

CONTINUED

Fonterra Annual Report 2020

123122

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

In specific situations, where changes in the fair value of fixed-to-floating IRS provide an offset to the changes in the fair value of other associated floating-

to-fixed IRS, hedge accounting is not applied. The changes in fair values of these IRS offset each other and are recognised within Net finance costs in the

Income Statement.

The effect of the Group’s hedge accounting policies in managing interest rate risk is presented in the table below:

GROUP $ MILLION

AS AT 31 JULY 2020

1

YEAR ENDED 31 JULY 2020

2

CARRYING AMOUNT

3

HEDGE EFFECTIVENESS

IN RESERVES

HEDGE

EFFECTIVENESS

HEDGE

INEFFECTIVENESS

HEDGING INSTRUMENTS USED

NOMINAL

AMOUNT

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

CHANGE IN

VALUE USED

TO CALCULATE

HEDGE

EFFECTIVENESS

CASH

FLOW

HEDGE

(OCI)

CASH FLOW HEDGE

RECLASSIFIED

TO THE INCOME

STATEMENT

4

FAIR VALUE

HEDGE (INCOME

STATEMENT)

GAIN/(LOSS)

4

RECOGNISED

IN THE INCOME

STATEMENT

GAIN/(LOSS)

4

Cash flow hedging

Interest rate swaps on NZD borrowings

Maturity: 1-64 months

Weighted average interest rate: 3.51%3,296–(241)(93)(63)29NA34

Interest rate swaps on AUD borrowings

Maturity: 47-49 months

Weighted average interest rate: 3.34%172–(16)(3)(3)–NA–

Fair value hedging

Interest rate swaps on NZD borrowings

Maturity: 32-64 months

Weighted average interest rate: floating25023–18NANA72

Interest rate swaps on AUD borrowings

Maturity: 71-88 months

Weighted average interest rate: floating51665–69NANA22–

Total8 8(257)(9)(6 6)292936

GROUP $ MILLION

AS AT 31 JULY 2019

1

YEAR ENDED 31 JULY 2019

2

CARRYING AMOUNT

3

HEDGE EFFECTIVENESS

IN RESERVES

HEDGE

EFFECTIVENESS

HEDGE

INEFFECTIVENESS

HEDGING INSTRUMENTS USED

NOMINAL

AMOUNT

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

CHANGE IN

VALUE USED

TO CALCULATE

HEDGE

EFFECTIVENESS

CASH

FLOW

HEDGE

(OCI)

CASH FLOW HEDGE

RECLASSIFIED

TO THE INCOME

STATEMENT

4

FAIR VALUE

HEDGE (INCOME

STATEMENT)

GAIN/(LOSS)

4

RECOGNISED

IN THE INCOME

STATEMENT

GAIN/(LOSS)

4

Cash flow hedging

Interest rate swaps on NZD borrowings

Maturity: 8-62 months

Weighted average interest rate: 4.19%3,441–(240)(65)(101)20NA(7)

Fair value hedging

Interest rate swaps on NZD borrowings

Maturity: 10-76 months

Weighted average interest rate: floating32518–8NANA131

Interest rate swaps on AUD borrowings

Maturity: 83-100 months

Weighted average interest rate: floating49943–47NANA59–

Total61(240)(10)(101)2072(6)

1 Life-to-date amounts as at balance date.

2 Year-to-date amounts recognised during the year.

3 The nominal amount represents the principal amount of outstanding or forecast borrowings designated in hedge relationships, translated into New Zealand Dollars using the exchange rate at balance date. For

those borrowings in fair value hedges, the carrying amount includes the life to date fair value hedge adjustment which increases borrowings by $90 million (2019: increased borrowings by $61 million).

4 Recognised in Net finance costs.

b) Interest rate risk CONTINUED

Sensitivity analysis of changes in interest rates

The table below presents the effect on profit or loss for the year and equity at reporting date if interest rates had been higher, or lower, with all other

variables held constant.

Assets and liabilities of disposal groups held for sale have been excluded from the sensitivity analysis below:

GROUP $ MILLION

31 JULY 202031 JULY 2019

EQUITYPROFITEQUITYPROFIT

100 basis point increase50125422

100 basis point decrease(54)(11)(54)(19)

A change in interest rates would also impact floating rate interest payments and receipts on the Group’s borrowing and derivatives held at balance date.

The impact of a change in interest rates on one-year contracted cash flows is shown below:

GROUP $ MILLION

31 JULY 2020 31 JULY 2019

100 basis point increase in interest rates(4)(7)

100 basis point decrease in interest rates47

c) Commodity price risk

Nature and exposure of commodity price risk to the Group

The Group is exposed to dairy commodity price risk through changes in selling prices and the cost of milk purchased from dairy farmers. In addition, the

Group is a large purchaser of electricity, diesel and sugar and is exposed to changes in the cost of these commodities.

How the Group manages its exposure to commodity price risk

Dairy commodity price risk

The Group manages its exposure to dairy commodity price risk by:

– determining the most appropriate mix of products to manufacture based on the supply curve and global demand for dairy products;

– governing the length and terms of sales contracts so that sales revenue is reflective of current market prices and is, where possible, linked to Global

Dairy Trade (GDT) prices; and

– using dairy commodity derivative contracts to obtain an optimal price for future sales, or the cost of milk, to manage margin risk. The markets for dairy

commodity derivatives are relatively limited, which reduces the ability to manage earnings volatility. As markets for these derivatives grow, the use of

dairy commodity derivatives to manage dairy commodity price risk may increase.

Other commodity price risk

The Group manages its exposure to other commodity price risk through the use of derivative contracts, which are transacted at Board-approved levels, to

hedge the cost of electricity, diesel and sugar.

The Group has commenced cash flow hedge accounting where derivatives are used to manage commodity risk on certain forecast transactions. The

amount and maturity of the derivative and the forecast transaction is aligned to ensure that the hedge relationship remains effective.

Hedge ineffectiveness arises if the amount of the forecast transactions falls below the amount of the designated hedging instruments.

b) Interest rate risk

CONTINUED

Fonterra Annual Report 2020

125124

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

The effect of the Group’s application of hedge accounting in managing commodity price risk related to forecast transactions is presented in the table below:

GROUP $ MILLION

AS AT 31 JULY 2020

1

YEAR ENDED 31 JULY 2020

2

CARRYING AMOUNTHEDGE EFFECTIVENESS

HEDGING INSTRUMENTS USED

NOMINAL

AMOUNT³

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

CHANGE IN

VALUE USED TO

CALCULATE HEDGE

EFFECTIVENESS

CASH FLOW

HEDGE (OCI)

CASH FLOW HEDGE

RECLASSIFIED

TO THE INCOME

STATEMENT

Cash flow hedging

Fuel13–(1)(1)(5)4

Maturity: 1-18 months

Average Price: $54.73

Milk Price3182(1)11–

Maturity: 3-27 months

Average Price: $6.68

Electricity69–(6)(6)(14)6

Maturity: 1-27 months

Average Price: $91.61

Total4 0 02(8)(6)(18)10

1 Life-to-date amounts as at balance date.

2 Year-to-date amounts recognised during the year.

3 Nominal amount represents forecast transactions in cash flow hedge relationships, translated into New Zealand Dollars using the exchange rate at balance date.

Sensitivity analysis of changes in commodity prices

The table below presents the effect on profit or loss for the year and equity at reporting date if commodity prices had been higher, or lower, with all other

variables held constant. Commodity price sensitivity arises from the revaluation of derivative assets and liabilities in the Statement of Financial Position at

reporting date.

GROUP $ MILLION

31 JULY 202031 JULY 2019

EQUITYPROFITEQUITYPROFIT

10% increase in commodity prices3310430

10% decrease in commodity prices(33)(11)(4)(30)

d) Credit risk

Nature and exposure of credit risk to the Group

Credit risk is the risk of loss to the Group due to customer or counterparty default on the Group’s receivable balances. The Group’s maximum exposure to

credit risk is represented by the carrying amounts of Cash and cash equivalents, Trade and other receivables, Long-term advances, Derivative assets, and

other investments and receivables.

The Group has no undue concentrations of credit risk.

How the Group manages its exposure to credit risk

The Group’s policy is to actively manage its exposure to credit risk through the following actions:

Derivative contracts, cash and cash equivalents and other balances

– Use of financial counterparties that have a credit rating of at least ‘A-’ from Standard & Poor’s (or equivalent).

– Use of commodity counterparties that have a credit rating of at least ‘BBB-’ from Standard & Poor’s (or equivalent) for commodity derivative contracts.

– Posting or receiving margin in respect of derivative contracts transacted on exchanges. The Group has posted $69 million (31 July 2019: $41 million) of

margin as collateral for derivative financial instruments.

c) Commodity price risk

CONTINUED

Trade and other receivables

– Application of credit limits, and credit mitigation tools, such as letters of credit.

– Trade and other receivable balances are included in Note 11 Trade and other receivables.

Long-term advances

– Counterparty creditworthiness is assessed before the commencement of any Long-term advances. Depending on the nature and amount of the advance,

they are subject to Board approval. The collectability of Long-term advances is monitored on a regular basis.

e) Impact to reserves in equity

The impact of the Group’s hedge accounting policies on the reserves in equity is presented in the tables below:

Hedge reserves

GROUP $ MILLION

AS AT 31 JULY 2020AS AT 31 JULY 2019

Opening balance(268)(267)

Movements attributable to cash flow hedges

Change in value of effective derivative hedging instruments(43)(365)

Reclassifications to the Income Statement:

– As hedged transactions occurred 518362

Net change in the cost of hedging reserve171

Tax exp ense(138)1

Transferred between reserves15–

Total movement369(1)

Closing balance

1

101(268)

1 Included in the closing balance of the hedge reserves is $1 million (31 July 2019: $1 million) relating to hedge relationships for which hedge accounting is no longer applied.

Foreign currency translation reserve

GROUP $ MILLION

AS AT 31 JULY 2020AS AT 31 JULY 2019

Opening balance(183)(364)

Movements attributable to net investments in foreign operations and net investment hedges

Net translation (loss)/gain on:

– Borrowings and derivative hedging instruments(36)8

– Net investments in foreign operations(39)(25)

Reclassifications to the Income Statement:

– Upon disposal of the Venezuelan operations–146

– Upon the reclassification of the investment in Beingmate–30

– Other disposals of foreign operations2117

Tax exp ense85

Total movement(46)181

Closing balance

1

(229)(183)

1 Included in the closing balance of the foreign currency translation reserve is $15 million (31 July 2019: $4 million) relating to hedge relationships for which hedge accounting is no longer applied.


d) Credit risk

CONTINUED

Fonterra Annual Report 2020

127126

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

f ) Income Statement impact from derivatives not designated in a hedge relationship

In addition to derivatives that are designated and qualify for hedge accounting, the Group also holds certain derivatives as economic hedges of foreign

currency, commodity and interest rate exposure. The impact of non-designated derivatives are recognised in the Income Statement.

The impact of derivatives not designated in a hedging relationship are presented in the table below:

GROUP $ MILLION

DERIVATIVES NOT DESIGNATED IN A HEDGING

RELATIONSHIPLOCATION OF GAIN/(LOSS) IN INCOME STATEMENTAS AT 31 JULY 2020AS AT 31 JULY 2019

Foreign currency contractsRevenue from sale of goods

1

(53)–

Foreign currency contractsOther operating expenses(8)(40)

Commodity contractsCost of goods sold(21)30

Commodity contractsOther operating expenses(2)(3)

Interest rate contractsFinance costs(8)(21)

Total(92)(34)

1 $61 million of losses on foreign exchange contracts recognised within Revenue from sale of goods relate to cash flow hedges where the forecast sales transactions are no longer expected to occur

(31 July 2019: nil).

OTHER

This section contains additional notes and disclosures that aid in understanding the Group’s position and performance but do not form part of

the primary sections.

This section includes the following notes:

Note 20: Taxation

Note 21: Contingent liabilities, provisions and commitments

Note 22: Related party transactions

Note 23: Subsidiaries

Note 24: Fair value measurement

Note 25: Offsetting of financial assets and liabilities

Note 26: Net tangible assets per quoted equity security

Note 27: Impact of transition to NZ IFRS 16 Leases

Note 28: Re-presentations and prior period restatements

20 TAXATION

Tax expense comprises current and deferred tax. Tax expense, including the tax consequences of distributions to farmer shareholders, is recognised

in the Income Statement. The tax consequences of distributions to farmer shareholders are recognised in the year to which the distribution relates.

Other than distributions to farmer shareholders, tax consequences of items recognised directly in equity are also recognised in equity.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the

balance date, and any adjustment to tax payable or receivable in respect of previous years.

Deferred tax arises due to certain temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and

those for taxation purposes. Deferred tax is measured at the tax rate that is expected to apply to the temporary differences when they reverse, based

on laws that have been enacted or substantively enacted at balance date.

Deferred tax is not recognised on the following temporary differences:

– the initial recognition of goodwill;

– the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable

profit; and

– differences relating to investments in subsidiaries and equity accounted investees to the extent that the timing of the reversal is controlled by the

Group and it is probable that they will not reverse in the foreseeable future.

In determining the probability of reversal, consideration is taken of whether the related assets are held for sale, future expectations of exiting, and if

applicable, the impact any exit would have on the crystallisation of the deferred tax.

Deferred tax assets are recognised to the extent it is probable that future taxable profits will be available against which the temporary differences

can be utilised.

a) Taxation – Income Statement

The total Tax expense in the Income Statement is summarised as follows:

GROUP $ MILLION

31 JULY 202031 JULY 2019

Current tax expense9080

Prior period adjustments to current tax87

Deferred tax movements:

– Origination and reversal of temporary differences77(7)

Tax expense17580

Fonterra Annual Report 2020

129128

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

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

GROUP $ MILLION

31 JULY 202031 JULY 2019

Profit/(loss) before tax978(42)

Prima facie tax expense at 28%274(12)

Add/(deduct) tax effect of:

– Effect of tax rates in foreign jurisdictions (11)(21)

– Non-deductible expenses/additional assessable income104148

– Non-assessable income/additional deductible expenses(183)(18)

– Prior year under provision87

Tax expense before distributions and deferred tax192104

Effective tax rate before distributions and deferred tax

1

19.6%NA

Tax effect of distributions to farmer shareholders(19)–

Tax expense before deferred tax173104

Effective tax rate before deferred tax

1

17.7%NA

Add/(deduct) tax effect of:

– Origination and reversal of other temporary differences(1)(31)

– Losses of overseas Group entities not recognised37

Tax expense17580

Effective tax rate

1

17.9%NA

Imputation credits

Imputation credits available for use in subsequent reporting periods 2020

Tax losses

Gross tax losses available for which no deferred tax asset has been recognised4864

1 The effective tax rate is the Tax expense on the face of the Income Statement expressed as a percentage of the Profit before tax. The Group recorded a Loss before tax in the year ended 31 July 2019, so

the calculation of an effective tax rate is not applicable.

a) Taxation – Income Statement CONTINUEDb) Taxation – Statement of Financial Position

Deferred tax assets and deferred tax liabilities relate to the following:

GROUP $ MILLION

AS AT 31 JULY 2020

AS AT 31 JULY 2019

RESTATED

DEFERRED TAX

ASSET

DEFERRED TAX

LIABILITYNET

DEFERRED TAX

ASSET

DEFERRED TAX

LIABILITYNET

Deferred tax

Property, plant and equipment1,596(1,650)(54)1,661(1,724)(63)

Intangible assets–(388)(388)–(498)(498)

Right-of-use assets162(155)7–––

Derivative financial instruments–(30)(30)111–111

Employee entitlements80–8054–54

Inventories65–6549–49

Receivables, payables and provisions75–7555–55

New Zealand tax losses428–428522–522

Offshore tax losses241–241236–236

Other7(30)(23)45–45

Total before offsetting 2,654(2,253)4012,733(2,222)511

Offset adjustment(2,233)2,233–(2,123)2,123–

Total421(20)401610(99)511

GROUP $ MILLION

31 JULY 2020

31 JULY 2019

RESTATED

Movements for the year

Opening balance511594

Recognised in the Income Statement(58)(88)

Recognised directly in other comprehensive income(133)6

Implementation of NZ IFRS 167–

Transferred to Liabilities of disposal groups held for sale47–

Foreign currency translation27(1)

Closing balance401511

New Zealand tax losses

The New Zealand tax consolidated group generated taxable income in the current year. The deferred tax asset relating to New Zealand tax losses of

$428 million (31 July 2019: $522 million) has been recognised on the basis that taxable income will be generated in the future against which the tax losses

can be utilised.

The key assumptions in the assessment of future taxable income are New Zealand earnings, and the tax-deductible dividend. The estimate of New Zealand

earnings is based on performance of the New Zealand tax consolidated group relative to the overall Group. This ratio has been applied to the profit before

tax forecast in the Group’s three-year business plan. The tax-deductible dividend assumption is based on the Group’s dividend policy and is set at the

midpoint of the current policy which is 40 per cent to 60 per cent of normalised net profit after tax. Fonterra determines its dividend policy and therefore

has the ability to influence utilisation of the losses.

Changes in the key assumptions used could impact the expected time horizon for utilisation of the tax losses, for example higher dividends could extend

the utilisation horizon but would not impact the carrying amount of deferred tax assets available to be utilised against future taxable profits. A reasonably

possible change in the key assumptions does not change the carrying value of the deferred tax asset recognised.

Offshore tax losses

Gross tax losses of $48 million reflecting a deferred tax asset of $14 million (31 July 2019: $64 million gross, deferred tax asset of $19 million) relating to

offshore entities have not been recognised as they may not be utilised.

Fonterra Annual Report 2020

131130

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

Deferred tax liabilities

Earnings made by foreign subsidiaries could be subject to withholding and other taxes on remittance. Deferred tax liabilities are not recognised in respect

of unremitted earnings that are considered indefinitely reinvested in foreign subsidiaries. During the year, the Group reassessed the likelihood of earnings

being remitted to New Zealand and recognised a deferred tax liability of $30 million relating to unremitted earnings previously considered to be indefinitely

reinvested.

As at 31 July 2020, unremitted earnings that are considered indefinitely reinvested in foreign subsidiaries amount to $131 million (31 July 2019: $1,085

million). The Group has made a judgement not to recognise deferred tax liabilities in respect of these amounts because it can control the timing and the

manner in which the associated temporary difference will reverse. This includes controlling the timing of dividends, and in the event of divestments made

because of the strategic review, the manner in which divestment proceeds are remitted (and therefore the associated tax consequences).

Uncertain Tax Position

In determining the amount of current and deferred tax, the Group takes into account the effect of uncertain tax positions and whether additional taxes,

penalties and interest may be due. The Group operates in several different tax jurisdictions. This leads to complex tax issues. The ultimate decision

regarding these complex tax issues is often outside the control of the Group and depends on the efficiency of the legal processes in the relevant tax

jurisdiction. The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including

interpretations of tax law and prior experience. This assessment relies on estimates and assumptions about future events. New information may become

available that causes the Group to change its judgement regarding the adequacy of existing tax liabilities. Such changes to tax liabilities will affect tax

expense in the period that such determination is made.

21 CONTINGENT LIABILITIES, PROVISIONS AND COMMITMENTS

Provisions are recognised in the Statement of Financial Position only where the Group has a present legal or constructive obligation. This obligation

must be the result of a past event, when it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of

the amount can be made.

Legal counsel or other experts are consulted on matters that may give rise to a provision or a contingent liability. Estimates and assumptions are made

in determining the likelihood, amount and timing of cash outflows when the outcome is uncertain.

a) Contingent liabilities

In the normal course of business, Fonterra, its subsidiaries and equity accounted investees, are exposed to claims and legal proceedings that may in some

cases result in costs to the Group.

In June 2020 a class action was filed in the Supreme Court of Victoria against Fonterra Australia Pty. Ltd., Fonterra Milk Australia Pty. Ltd. and Fonterra

Brands (Australia) Pty. Ltd. (collectively, Fonterra Australia) by Geoffrey and Lynden Iddles on behalf of farmers who supplied milk to Fonterra Australia

during the 2015/2016 season. The class action relates to actions taken by Fonterra Australia in connection with its milk price in the 2015/2016 season

including the manner in which Fonterra Australia set its opening milk price and forecast closing milk price at the outset of that season, its communications

with suppliers about the milk price throughout the season; and its reduction of the milk price in May 2016. The plaintiffs are alleging that Fonterra Australia

breached its contracts with suppliers, engaged in misleading and deceptive conduct and engaged in unconscionable conduct in connection with these

matters. Fonterra expects to vigorously defend these claims. Given the early stage of the litigation, it is not currently possible to estimate the amount of any

potential exposure in connection with this class action.

In April 2020, Fonterra resolved all outstanding claims from Danone relating to Fonterra’s Whey Protein Concentrate 80 (WPC80) precautionary recall

in August 2013. Danone has withdrawn the New Zealand High Court proceedings against Fonterra which had been stayed pending separate Singapore

arbitration proceedings against Fonterra in connection with the WPC80 precautionary recall.

b) Taxation – Statement of Financial Position

CONTINUEDb) Provisions

GROUP $ MILLION

EMPLOYEE

RELATED

PROVISIONS

LEGAL CLAIMS

PROVISIONS

RESTRUCTURING

PROVISIONS

OTHER

PROVISIONS

TOTAL

PROVISIONS

As at 1 August 201980584224204

Reclassification of tax provision to tax payable

1

–(24)––(24)

Adjusted balance as at 1 August 201980344224180

Additional provisions49–163499

Unused amounts reversed–(3)(3)(10)(16)

Charged to Income Statement49(3)132483

Charged to equity19–––19

Utilised during the year(3)–(52)(17)(72)

Transferred to liabilities of disposal groups held for sale(35)(20)––(55)

Foreign currency translation(14)(9)––(23)

As at 31 July 2020962331132

Included in the Statement of Financial Position as follows:

Current liabilities68

Non-current liabilities64

Total provisions132

1 $24 million of legal claims provisions was reclassed from provisions to tax payable at 31 July 2019 as a result of the retrospective adoption of NZ IFRIC 23 Uncertainty over Income Tax Treatments. Refer

to Basis of preparation for new and amended International Financial Reporting Standards.

Employee related provisions include amounts payable to employees pending judicial interpretation of the requirements of legislation in New Zealand,

defined benefit scheme obligations, other obligations that fall due on termination of employment, and long-term employee benefits. The timing

and amount of settlement is uncertain as it primarily depends on the outcome of judicial proceedings or decisions relating to the employment of

relevant employees.

Legal claims provisions include obligations relating to customs and duties and legal matters arising in the normal course of business. The timing and amount

of settlement is uncertain as it depends on the outcome of a number of judicial proceedings.

Other provisions relate to product quality claims and other claims arising in the normal course of business. The timing and amount of settlement is

uncertain as it depends on the outcome of the commercial negotiations relating to each individual claim.

c) Commitments

Capital expenditure contracted for at balance date but not recognised in the financial statements are as follows:

GROUP $ MILLION

AS AT

31 JULY 2020

AS AT

31 JULY 2019

Buildings345

Plant, vehicles and equipment7543

Software21

Total commitments11149

Fonterra Annual Report 2020

133132

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

22 RELATED PARTY TRANSACTIONS

The transactions with related parties that were entered into during the year, and the year end balances that arose from those transactions are shown below:

a) Key management personnel remuneration

Key management personnel comprise members of the Board and members of the Fonterra Management Team.

GROUP $ MILLION

31 JULY 202031 JULY 2019

Short-term employee benefits

1

2013

Long-term employee benefits33

Termination benefits12

Directors’ remuneration22

Total key management personnel remuneration2620

1 In addition, as at 31 July 2020 the Group recognised a provision of $2 million for former key management personnel in relation to pending judicial interpretation of the requirements of legislation in

New Zealand.

b) Transactions with related parties during the year

Transactions with related parties are under normal trade terms and none of the balances are secured.

GROUP $ MILLION

31 JULY 202031 JULY 2019

Equity accounted investees

Revenue from the sale of goods

1

104120

Sale of services

2

109

Royalty and other income22

Dividends received336

Interest income from financing arrangements12

Purchases of goods

3

(57)(56)

Purchases of services

4

(162)(169)

Purchase of Darnum manufacturing plant from Beingmate

5

–(126)

Key management personnel

Purchases of goods

6

(154)(118)

Sale of goods

7

44

1 Goods sold are primarily commodity products.

2 Services provided include management fees.

3 Goods purchased are primarily commodity products.

4 Services provided are primarily freight services.

5 Beingmate was considered a related party until the Group lost significant influence in the second half of FY19.

6 Purchases from key management personnel primarily relate to milk supplied by farmer shareholder Directors.

7 Sales to key management personnel primarily related to sales through Farm Source™ stores.

c) Outstanding balances with related parties

GROUP $ MILLION

AS AT 31 JULY 2020AS AT 31 JULY 2019

Equity accounted investees

Total receivables arising from the sale of goods or services

1

2425

Total receivables arising from financing arrangements

2

5565

Total payables arising from the purchase of goods or services(29)(31)

Total payables arising from financing arrangements(1)(2)

Key management personnel

Total payables arising from the sale or purchase of goods or services

3

(22)(18)

1 Includes $7 million provision for impairment of receivables from equity accounted investees (31 July 2019: nil).

2 Loans to related parties other than equity accounted investees are unsecured and repayable in cash on demand. Loans to equity accounted investees are unsecured and repayable over varying terms of

between four years and nine years.

3 Payables to key management personnel relate to amounts owing for milk supplied by farmer shareholder Directors and are recognised in owing to suppliers.

d) Financial guarantees

The Group provides financial guarantees for certain equity accounted investees. At 31 July 2020, the aggregate drawn down amount of equity accounted

investees’ liabilities for which the Group is jointly and severally liable was nil (31 July 2019: $1 million).

e) Transactions with related entities

As part of the administration of Trading Among Farmers, the Group entered into an Authorised Fund Contract to provide administrative services in relation

to the Fund and meet the operating expenses of the Fund. In addition, the Group has agreed to provide corporate facilities, support functions and other

services at no cost to the Fund.

f) Commitments

In addition to the transactions disclosed above, the Group has:

– Prospective commitments with related parties including contracts with associates and joint ventures for the supply of dairy products and energy, and the

provision of various management services.

– Other than the contractual commitment to provide future funding to the Falcon China Farms JV (refer to Note 2 Strategy review update) no other

contractual commitments have been provided to related parties.

22 RELATED PARTY TRANSACTIONS

CONTINUED

Fonterra Annual Report 2020

135134

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

23 SUBSIDIARIES

Subsidiaries are entities controlled by the Group. Subsidiaries are consolidated from the date the Group gains control until the date on which

control ceases.

Non-controlling interests are allocated their share of profit after tax in the Income Statement and are presented within equity in the Statement

of Financial Position separately from equity attributable to equity holders. The effect of all transactions with non-controlling interests that change

the Group’s ownership interest but do not result in a change in control are recorded in equity. Where control is lost, the remaining interest in the

investment is remeasured to fair value and any surplus or deficit arising from that remeasurement is recognised in the Income Statement.

The Group’s subsidiaries are involved in the marketing, distribution, processing, technology or financing of dairy products. All Group subsidiaries have a

balance date of 31 July unless otherwise indicated. Subsidiaries with different balance dates from that of the Group are due to legislative requirements in

the country the entities are domiciled.

The Group holds investments in certain countries that have some limited restrictions on the repatriation of funds back to New Zealand. This does not result

in any significant restriction on the flow of funds for the Group.

The significant subsidiaries of the Group are listed below:

OWNERSHIP INTERESTS (%)

SUBSIDIARY NAME

COUNTRY OF INCORPORATION

AND PRINCIPAL PLACE OF BUSINESS

AS AT

31 JULY 2020

AS AT

31 JULY 2019

New Zealand Milk (Australasia) Pty LimitedAustralia100100

Fonterra Australia Pty Limited

1

Australia100100

Fonterra Brands (Australia) Pty Limited

1

Australia100100

Dairy Partners Americas Brasil Limitada

2

Brazil5151

Soprole Inversiones S.A.

2

Chile99.999.9

Comercial Santa Elena S.A.

3

Chile99.999.9

Soprole S.A.

3

Chile99.999.9

Sociedad Procesadora de Leche del Sur S.A. (Prolesur S.A.)

3

Chile99.9486.26

Fonterra Commercial Trading (Shanghai) Company Limited

2

China100100

Fonterra (Yutian) Dairy Farm Co. Limited

2

China100100

Fonterra (Ying) Dairy Company Limited

2

China100100

Tangshan Fonterra Dairy Farm Limited

2

China8585

Fonterra Brands (Hong Kong) LimitedHong Kong100100

Fonterra Brands Indonesia, PTIndonesia100100

Fonterra Brands (Malaysia) Sdn BhdMalaysia100100

Fonterra (Europe) Coöperatie U.A.Netherlands100100

Fonterra Europe Manufacturing B.V.Netherlands100100

Fonterra (New Zealand) LimitedNew Zealand100100

Fonterra Brands (New Zealand) LimitedNew Zealand100100

Fonterra Dairy Solutions LimitedNew Zealand100100

Fonterra Ingredients LimitedNew Zealand100100

Fonterra LimitedNew Zealand100100

New Zealand Milk Brands LimitedNew Zealand100100

RD1 LimitedNew Zealand100100

Kotahi Logistics LPNew Zealand9091

Fonterra Brands (Singapore) Pte LimitedSingapore100100

Fonterra Brands Lanka (Private) LimitedSri Lanka100100

Fonterra (USA) Inc.United States100100

1 These entities are subsidiaries of New Zealand Milk (Australasia) Pty Limited.

2 Balance date 31 December.

3 Balance date 31 December and these entities are subsidiaries of Soprole Inversiones S.A.

23 SUBSIDIARIES CONTINUED

The Group’s ownership interest of the following entities is 50 per cent or less. However, they have been consolidated on the basis that the Group controls

them through its exposure or rights to variable returns and the power to affect those returns.

OWNERSHIP INTERESTS (%)

OVERSEAS SUBSIDIARIES 50% OR LESS OWNERSHIP

COUNTRY OF INCORPORATION

AND PRINCIPAL PLACE OF BUSINESS

AS AT

31 JULY 2020

AS AT

31 JULY 2019

Fonterra ( Japan) LimitedJapan5050

Fonterra Brands (Middle East) L.L.C.UAE4949

In addition to the entities above, the Group controls the Fonterra Shareholders’ Fund and Fonterra Farmer Custodian Limited and consolidates these two

entities. The trustees of the Fonterra Farmer Custodian Trust own the legal title to all of the shares of the Custodian. The Fund is a managed investment

scheme with an independent trustee. In concluding that the Group controls the Fund and the Custodian, the Directors took into consideration that they

form an integral part of the structure and operation of Trading Among Farmers.

Fonterra Annual Report 2020

137136

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

24 FAIR VALUE MEASUREMENT

Valuation techniques for determining fair values

The fair value is the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at

the measurement date.

The fair values of financial assets and liabilities are calculated by reference to quoted market prices where that is possible. A market is regarded as

active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency, and

those prices represent actual and regularly occurring market transactions on an arm’s length basis.

If quoted market prices are not available, the methodology used to calculate the fair values of financial assets and liabilities is to identify the expected

cash flows under the terms of each specific contract and then discount these values back to the present value. These models use as their basis

independently sourced market data where it is available and rely as little as possible on entity-specific estimates.

The calculation of the fair value of financial instruments reflects the impact of credit risk where applicable.

Specific valuation techniques used to value financial instruments include:

– The fair value of foreign exchange contracts is determined using observable currency exchange rates, option volatilities and interest rate yield

curves;

– The fair value of interest rate contracts is calculated as the present value of the estimated future cash flows based on observable interest rate yield

curves;

– The fair value of commodity contracts that are not exchange traded is determined by calculating the present value of estimated future cash flows

based on observable quoted prices for similar instruments; and

– The fair value on the hedged risks of borrowings and long-term advances that are not exchange traded is calculated as the present value of the

estimated future cash flows based on observable currency exchange rates and interest rate yield curves.

Fair value hierarchy

The fair value hierarchy described below is used to provide an indication of the level of estimation or judgement required in determining fair value:

– Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

– Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly (i.e. as prices) or indirectly

(i.e. derived from prices).

– Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change occurred.

The following table shows the fair value hierarchy for assets and liabilities measured at fair value:

GROUP $ MILLION

LEVEL 1LEVEL 2LEVEL 3

AS AT

31 JULY 2020

AS AT

31 JULY 2019

AS AT

31 JULY 2020

AS AT

31 JULY 2019

AS AT

31 JULY 2020

AS AT

31 JULY 2019

Measured at fair value on a recurring basis:

Derivative assets

– Commodity derivatives191421––

– Foreign exchange derivatives––49340––

– Interest rate derivatives

1

––602433––

Derivative liabilities

– Commodity derivatives(23)(9)(2)(4)––

– Foreign exchange derivatives––(72)(200)––

– Interest rate derivatives

1

––(499)(539)––

Investment in Beingmate157234––––

Investments in shares17823151116

Livestock––––6295

Measured at fair value on a non-recurring

basis:

Disposal groups held for sale––––402229

Fair value170247547(254)419540

1 Includes cross-currency interest rate swaps.

24 FAIR VALUE MEASUREMENT CONTINUED

The following table shows the fair value hierarchy for each class of financial asset and liability where the carrying value in the Statement of Financial

Position differs from the fair value:

GROUP $ MILLION

FAIR VALUE

CARRYING VALUELEVEL 1LEVEL 2

AS AT

31 JULY 2020

AS AT

31 JULY 2019

RESTATED

AS AT

31 JULY 2020

AS AT

31 JULY 2019

AS AT

31 JULY 2020

AS AT

31 JULY 2019

RESTATED

Financial assets

Long-term advances220142––235150

Financial liabilities

Borrowings

– NZX-listed bonds(600)(600)(633)(627)––

– Capital notes(35)(35)(32)(35)––

– Bank loans(20)(619)––(20)(620)

– Medium-term notes(4,782)(4,971)––(4,996)(5,208)

– Finance leases

1

–(71)–––(75)

1 From 1 August 2019 finance leases are included in the lease liabilities balance. This presentation change is a result of the adoption of NZ IFRS 16 Leases. For details on the impact of the change in lease

accounting refer to Note 27 Impact of transition to NZ IFRS 16 Leases.

Fonterra Annual Report 2020

139138

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

25 OFFSETTING OF FINANCIAL ASSETS AND LIABILITIES

Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position where there currently is a

legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the

liability simultaneously.

The Group enters into various master netting arrangements or similar agreements that do not meet the criteria for offsetting in the Statement of Financial

Position but still allow for the related amounts to be offset in certain circumstances. These principally relate to derivative transactions under ISDA

(International Swap and Derivative Association) agreements where each party has the option to settle amounts on a net basis in the event of default

of the other party.

The table below sets out the financial assets and financial liabilities subject to offsetting, enforceable master netting arrangements and other agreements.

GROUP $ MILLION

AMOUNTS OFFSET IN THE STATEMENT OF FINANCIAL POSITION

GROSS FINANCIAL

ASSETS/(LIABILITIES)

GROSS FINANCIAL

ASSETS/(LIABILITIES)

SET OFF

NET FINANCIAL

ASSETS/(LIABILITIES)

PRESENTED

AMOUNTS NOT

OFFSETNET

Cash and cash equivalents788–788–788

Derivative financial assets1,203(87)1,116(447)669

Trade and other receivables (excluding prepayments)1,861(86)1,775(20)1,755

3,852(173)3,679(467)3,212

Derivative financial liabilities(683)87(596)467(129)

Owing to suppliers(1,674)86(1,588)–(1,588)

(2,357)173(2,184)467(1,717)

31 July 20201,495–1,495–1,495

Cash and cash equivalents550–550(8)542

Derivative financial assets526(38)488(283)205

Trade and other receivables (excluding prepayments)1,914(90)1,824–1,824

2,990(128)2,862(291)2,571

Derivative financial liabilities(790)38(752)291(461)

Owing to suppliers(1,624)90(1,534)–(1,534)

(2,414)128(2,286)291(1,995)

31 July 2019 (restated)576–576–576

26 NET TANGIBLE ASSETS PER QUOTED EQUITY SECURITY

GROUP

AS AT

31 JULY 2020

AS AT

31 JULY 2019

RESTATED

Net tangible assets per security

1

$ per equity instrument on issue2.772.01

Equity instruments on issue (million)1,6121,612

1 Net tangible assets represent Total assets less Total liabilities less Intangible assets.

27 IMPACT OF TRANSITION TO NZ IFRS 16 LEASES

The impact of adopting NZ IFRS 16 Leases is summarised below:

GROUP

$ MILLION

Closing lease commitment for the year ended 31 July 2019513

Operating lease payments not brought on to Statement of Financial Position:

– Exempt leases (short term leases and leases of low-value assets) (40)

– Arrangements that are not leases(50)

Additional lease payments brought on to Statement of Financial Position244

Effect of discounting lease payments(86)

Finance lease liabilities transferred71

Opening lease liability 1 August 2019652

On transition, the Group has elected to utilise the modified retrospective approach for existing leases. This method resulted in an adjustment to the

opening balance of retained earnings as at 1 August 2019 of $20 million. Prior year comparative information is not required to be restated.

The weighted-average incremental borrowing rate used to measure lease liabilities at transition was 3.56 per cent.

For leases previously classified as operating leases, lease liabilities were measured at the present value of the remaining lease payments, discounted at the

incremental borrowing rate as at 1 August 2019. Right-of-use assets are measured at either:

– Their carrying amount as if NZ IFRS 16 had been applied since the commencement date, discounted using the incremental borrowing rate

at 1 August 2019; or

– An amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments.

The Group used the following practical expedients when applying NZ IFRS 16 to leases previously classified as operating leases:

– Applied the exemption not to recognise Right-of-use assets and liabilities for low value leases and leases with less than 12 months of lease term

remaining at 1 August 2019;

– Elected to apply a single discount rate to a portfolio of leases where they had similar characteristics;

– Excluded initial direct costs from the measurement of the Right-of-use asset at 1 August 2019; and

– Assessed the lease term using facts and circumstances known at transition date, rather than looking back and making retrospective assumptions of the

facts and circumstances at the start of the lease.

The related lease expense for exempt leases is recognised in Profit before net finance costs and tax.

A number of leases were previously classified as finance leases. The carrying value of lease assets and lease liabilities for these leases as at 31 July 2019 was

transferred to Right-of-use assets and lease liability under NZ IFRS 16.

Fonterra Annual Report 2020

141140

Notes to the Financial Statements

Notes to the Financial Statements CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

The following tables reconcile the impact on key line items in the Group’s Income Statement and Statement of Financial Position from re-presentations

and restatements

1

.

GROUP $ MILLION

STATEMENT OF FINANCIAL POSITION (EXTRACT)

AS AT 31 JULY

2018 AUDITED

CONTROL

TRANSFER

ADJUSTMENT

GBP BOND

ADJUSTMENT

AS AT 31 JULY

2018 RESTATED

Trade and other receivables2,355(75)–2,280

Inventories2,917360–3,277

Deferred tax asset667115683

Trade and other payables(2,116)(324)–(2,440)

Non-current borrowings(5,907)–(19)(5,926)

Net assets6,349(28)(14)6,307

Retained earnings934(28)(14)892

Total equity 6,349(28)(14)6,307

GROUP $ MILLION

INCOME STATEMENT (EXTRACT)

YEAR ENDED

31 JULY 2019

AUDITED

DISCONTINUED

OPERATIONS

YEAR ENDED

31 JULY 2019

CONTINUING

OPERATIONS

PROFIT INCREASE/

(DECREASE)

AGENT

ADJUSTMENT

INCREASE/

(DECREASE)

CONTROL

TRANSFER

ADJUSTMENT

YEAR ENDED

31 JULY 2019

RESTATED

Revenue20,114(665)19,449(498)30419,255

Cost of sales(17,334)766(16,568)498(311)(16,381)

Gross profit2,7801012,881–(7)2,874

Expenses and other items including finance costs(3,208)292(2,916)––(2,916)

Profit/(loss) before income tax(428)393(35)–(7)(42)

Income tax(177)95(82)–2(80)

Loss after tax from continuing operations(605)488(117)–(5)(122)

Loss from discontinued operations(488)––(488)

Loss after tax(605)–(5)(610)

GROUP $ MILLION

STATEMENT OF FINANCIAL POSITION (EXTRACT)

AS AT 31 JULY

2019 AUDITED

CONTROL

TRANSFER

ADJUSTMENT

GBP BOND

ADJUSTMENT

AS AT 31 JULY

2019 RESTATED

Trade and other receivables1,900(29)–1,871

Inventories2,944221–3,165

Deferred tax asset592135610

Trade and other payables(1,869)(238)–(2,107)

Non-current borrowings(5,361)–(19)(5,380)

Net assets5,881(33)(14)5,834

Retained earnings360(33)(14)313

Total equity 5,881(33)(14)5,834

1 Where applicable, the Cash Flow Statement has been restated to reflect the above changes. These restatements have not impacted net cash flows.

28 RE-PRESENTATIONS AND PRIOR PERIOD RESTATEMENTS

Re-presentations

Discontinued operations

As at 31 July 2020 the China Farms and Brazil consumer and foodservice businesses are classified as disposal groups held for sale and considered

to be discontinued operations (refer to Note 2 Strategy review update for further details). This has the following impact on the presentation of these

financial statements:

– Discontinued operations are presented in a single line item in the Income Statement in both the current and comparative reporting periods. Comparative

period information in the Income Statement has been re-presented to reflect the classification of China Farms and the Brazil consumer and foodservice

businesses as discontinued operations.

– Assets of disposal groups held for sale are presented in a single line item within Current assets, and Liabilities of disposal groups held for sale are

presented in a single line item within Current liabilities. Comparative period information in the Statement of Financial Position has not been re-presented.

– The Statement of Changes in Equity and Cash Flow Statement have not been adjusted to separately present discontinued operations.

Current period presentation

Long-term advances and the Investment in Beingmate have been presented as separate line items in the Statement of Financial Position. In the 2019

Financial Statements these items were included within Other non-current assets. Comparative period information in the Statement of Financial Position has

been re-presented to reflect the current year presentation.

Restatements

Agent adjustment

The Group adopted NZ IFRS 15 Revenue from Contracts with Customers from 1 August 2018. On adoption of NZ IFRS 15, the Group had determined that

it was the principal in relation to certain performance obligations for freight and insurance services provided on specific international sales. During the

current reporting period, this conclusion was reconsidered, and it was determined that the Group was an agent rather than the principal. This resulted in an

adjustment to Revenue from sale of goods to record the net agency fees for arranging certain freight and insurance services, rather than the gross revenue.

This change does not impact gross margin or earnings.

Control transfer adjustment

The Group has also reviewed its major revenue contracts. This review identified that for a specific contract in China, it had previously been determined

that the Group ceased to control the goods when the goods were transferred to the distributor. During the current reporting period this conclusion was

reconsidered, and it was determined that the distributor acts as an agent for the Group and control of the goods does not pass until the inventory reaches

an end customer. This results in the deferral of revenue until the point in time that the control is transferred to the end customer, rather than on transfer to

the distributor.

GBP bond adjustment

During the year ended 31 July 2009, the Group designated a GBP denominated medium term note and associated cross currency interest rate swaps used

to manage foreign exchange and interest rate risk into hedge accounting relationships. During the current reporting period the Group reassessed the

historic effectiveness of these relationships. This has resulted in a restatement of the Group’s Retained earnings and Borrowings.

Presentation of cash flows from financing activities

During the year ended 31 July 2020 the Group has reassessed the presentation of gross cash flows relating to bank loans in the Cash Flow Statement and

Note 9 Borrowings. This has resulted in a $540 million increase in Proceeds from borrowings and Repayments of Borrowings in the Cash Flow Statement

for the comparative year. This restatement was made to better reflect the Group’s financing activities and has had no impact on net cash flows, the Income

Statement or Statement of Financial Position.

28 RE-PRESENTATIONS AND PRIOR PERIOD RESTATEMENTS

CONTINUED

Fonterra Annual Report 2020

143142

Notes to the Financial Statements

Independent Auditor’s Report
To the shareholders of Fonterra Co-operative Group Limited

REPORT ON THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS

Opinion

In our opinion, the accompanying consolidated financial statements of Fonterra Co-operative Group Limited (the ‘Company’) and its subsidiaries (the

‘Group’) on pages 76 to 143:

i. present fairly in all material respects the Group’s financial position as at 31 July 2020 and its financial performance and cash flows for the year ended on

that date; and

ii. comply with New Zealand Equivalents to International Financial Reporting Standards and International Financial Reporting Standards.

We have audited the accompanying consolidated financial statements which comprise:

— the consolidated statement of financial position as at 31 July 2020;

— the consolidated income statement, statements of other comprehensive income, changes in equity and cash flows for the year then ended; and

— notes, including a summary of significant accounting policies and other explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). We believe that the audit evidence we have

obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics for Assurance Practitioners issued by

the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for Professional

Accountants (‘IESBA Code’), and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the consolidated financial statements section of

our report.

Our firm has also provided other services to the Group that are related to our role as the Group’s auditor, such as assurance and agreed upon procedures

services. Subject to certain restrictions, partners and employees of our firm may also deal with the Group on normal terms within the ordinary course

of trading activities of the business of the Group. These matters have not impaired our independence as auditor of the Group. The firm has no other

relationship with, or interest in, the Group.

Materiality

The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the nature, timing and extent of our audit

procedures and to evaluate the effect of misstatements, both individually and on the consolidated financial statements as a whole. The materiality for

the Group financial statements as a whole was set at $50 million, determined with reference to a benchmark of the cost of New Zealand sourced milk.

We chose the benchmark because, in our view, this is a key measure of the Group’s performance for the co-operative’s farmer shareholders. We also

benchmarked materiality against revenue, assets and earnings.

Scoping

The scope of our audit is designed to ensure that we perform adequate work to be able to give an opinion on the consolidated financial statements as a

whole, taking into account the structure of the Group, the financial reporting systems, processes and controls, and the industry in which it operates.

In establishing the overall approach to our audit, we considered the centralised nature of the Group’s operations, the risk profile of countries where the

Group operates, and changes taking place within the business. We also considered the financial significance of each business unit together with any local

statutory audit requirements.

The Group financial statements are a consolidation of over 100 individual subsidiaries and equity accounted investees. Due to their financial significance

and risk profile we scoped in 13 components in New Zealand, Australia, Chile, Japan and the USA to undertake audits performed under our instruction.

Audits of these components were performed using materiality levels assigned by the Group audit team, which were lower than the materiality level for

the Group as a whole, ranging from $5 million to $35 million, and determined with reference to their size and risk profile. Specified risk-focused audit

procedures were performed by Group and component auditors on certain balances and transactions in respect of a further 16 in scope components in

Australia, Brazil, Chile, China, Hong Kong, Malaysia, the Netherlands, New Zealand, Singapore and Sri Lanka.

The Group consolidation, financial statement disclosures and a number of complex items were audited by the Group audit team centrally in New Zealand.

These included general IT controls, revenue recognition, impairment, adoption of IFRS 16 Leases, financial instruments, taxation and accounting for

divestments and assets held for sale.

The Group audit team led the participation of component audit teams in the Group audit. We visited all component locations subject to audit during our

risk assessment phase. Detailed audit instructions were sent to all auditors of in-scope components. These instructions set out the significant audit areas

that we required component audit teams to consider, and the information required to be reported back to the Group audit team. We held meetings with

component teams subject to both audit and specified risk-focused audit procedures as part of the audit planning phase to explain our audit instructions and

discuss the component auditors’ audit plans. In addition to these visits and meetings, we held meetings with component auditors to discuss the findings

reported to the Group audit team in more detail, and any further work required by the Group audit team was then performed by the component auditor.

Taken together, the components in scope for the Group audit accounted for 91% of the Group’s revenue and 90% of the Group’s total assets. For the

remaining components, we performed analysis at an aggregated Group level to re-examine our assessment that there were no significant risks of material

misstatement within these components.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements in

the current period. We summarise below those matters and our key audit procedures to address those matters in order that the shareholders as a body may

better understand the process by which we arrived at our audit opinion.

Our procedures were undertaken in the context of and solely for the purpose of our statutory audit opinion on the consolidated financial statements as a

whole and we do not express discrete opinions on separate elements of the consolidated financial statements.

THE KEY AUDIT MATTERHOW THE MATTER WAS ADDRESSED IN OUR AUDIT

Revenue recognition

Refer to Notes 3 & 28 to the Financial Statements.

We considered the recognition of revenue from contracts with key

customers and distributors to be a key audit matter due to:

— the significance of the Group’s $20 billion of revenue to the Financial

Statements as a whole;

— the changes in accounting rules as a result of IFRS 15 Revenue from

contracts with customers (which was adopted by the Group in the year

ended 31 July 2019);

— the level of judgement involved in establishing when a sale has occurred

and the ultimate sales price under IFRS 15;

— the prior period adjustment recorded by the Group in their interim

financial statements; and

— the extent of audit effort required to examine the Group’s contracts

with customers in the context of the size and complexity of this area (as

noted above), and the requirement under auditing standards for us to

consider fraud risk associated with revenue recognition.

The procedures we performed to evaluate whether revenue had been

recognised appropriately included:

— identifying and testing relevant controls over revenue recognition, and

using data analytics routines to evaluate 100% of sales transactions

undertaken through the Group’s two core ERP systems (representing

89% of Group revenue);

— assessing the Group’s revenue recognition accounting policies, and

evaluating the application of these policies to actual contracts with

customers as noted below;

— evaluating contractual arrangements with key customers and distributors

through discussion with management and inspection of the underlying

documentation, as well as sample testing other sales arrangements; and

— performing other audit procedures specifically designed to address the

risk of management override of controls including journal entry testing,

applying particular focus to the timing of revenue transactions.

We found that for the majority of sales, revenue was recognised

appropriately. Further consideration was required in respect of the timing

and amount of revenue recognised for certain customers and distributors.

This specifically related to agent versus principal considerations.

The Group made certain changes to its revenue recognition accounting

policy, and restated revenue amounts recorded in previously issued

financial statements (see note 28). We assessed the disclosure of the

restatements against the requirements of IAS 8 Accounting Policies,

Changes in Accounting Estimates and Errors.

Fonterra Annual Report 2020

145144

Independent Auditor’s Report

Independent Auditor’s Report CONTINUED
THE KEY AUDIT MATTERHOW THE MATTER WAS ADDRESSED IN OUR AUDIT

Impairment of goodwill and brands

Refer to Note 17 to the Financial Statements.

The Group’s balance sheet includes $1,784 million of goodwill and brands.

$917 million of goodwill and brands is included within three cash

generating units (‘CGU’) for impairment testing purposes. As disclosed

in the basis of preparation of the Financial Statements, management

undertakes an annual impairment assessment of these CGUs using a

discounted cash flow model based on forecast future performance.

Significant judgement is required in forecasting the future cash flows of

each CGU, together with the rate at which they are discounted.

This risk is elevated due to the impacts of Covid-19 on consumer behaviour,

which has resulted in greater than normal levels of forecasting uncertainty.

We consider impairment testing of these CGUs to be a key audit

matter due to the level of judgement described above, and for the

following reasons:

— Fonterra Brands New Zealand (‘FBNZ’) ($512 million of goodwill and

brands) – due to the significance of the CGU carrying value to the

overall financial position of the Group, and the absence of any headroom

between the recoverable amount and the carrying value following an

impairment in the previous year;

— Fonterra Australia (‘FAU’) ($282 million of goodwill and brands) – due

to the significance of the CGU to the overall financial position of the

Group; and

— Soprole ($123 million of goodwill and brands) – due to the significance

of the CGU to the overall financial position of the Group and due to the

potential long-term impacts of the civil unrest which commenced in

October 2019.

We also considered the impairment assessment of the Group’s portfolio

of consumer and foodservice brands to be a key audit matter due to the

significance of the $674 million of brand assets to the overall financial

position of the Group. These brands have been valued using the relief from

royalty method. Judgement is required in ascertaining the key inputs into

the relief from royalty calculation, namely the range of market royalty rates

for each brand, appropriate sales growth (including terminal growth) rates

for each brand, and appropriate discount rates to apply to the resulting

future royalties.

The procedures we performed to evaluate the impairment

assessments included:

— assessing whether the methodology adopted was consistent with

accepted valuation approaches of IAS 36 Impairment of Assets;

— evaluating the significant assumptions by comparing to historical trends,

approved budgets, business plans and external market data;

— comparing the discount rates applied to the estimated future cash flows

and the terminal growth rates to relevant benchmarks using KPMG

valuation specialists;

— challenging the above assumptions and judgements by performing

sensitivity analysis, considering a range of likely outcomes based on

various scenarios;

— in connection with the impairment charge of $21 million recognised by

FBNZ, using KPMG valuation specialists to calculate a market participant

fair value less cost of disposal valuation based on comparable company

analysis and analysis of trading multiples;

— comparing the Group’s total net assets as at 31 July 2020 of $6,703

million to its market capitalisation of $6,158 million at 31 July 2020,

understanding the possible reasons for the market capitalisation to be

below net assets, and assessing whether the carrying value of the net

assets of the Group as a whole are impaired; and

— considering the appropriateness of the disclosures in

the financial statements.

For each CGU we found the methodology to be consistent with IAS 36.

We found the discount and terminal growth rates were in an acceptable

range, and that future cash flow assumptions were largely supported by

comparison to the sources we considered.

For FBNZ where an impairment of $21 million was recognised, our scenario

analysis indicated that the resulting carrying value was materially consistent

with the high end of our valuation range.

For the Chesdale brand where an impairment of $36 million was

recognised, our scenario analysis indicated that the resulting carrying value

was consistent with our valuation range.

For FAU, Soprole, and other consumer and foodservice brands in the

Group’s portfolio, where no impairment was recognised, our scenario

analysis indicated that the recoverable amount of each of these assets

exceeds its carrying value and that no impairment is necessary.

The overall comparison of the Group’s net assets to market capitalisation

was a shortfall of $545 million (or 8%). Based on the impairment testing

undertaken across a large proportion of the Group’s non-current assets,

and general market conditions, we are satisfied that this does not in itself

represent an indicator of impairment for the Group as a whole.

We consider the impairment disclosures to be a fair reflection of the

underlying impairment tests.

THE KEY AUDIT MATTERHOW THE MATTER WAS ADDRESSED IN OUR AUDIT

First-time adoption of IFRS 16 Leases

Refer to Note 27 to the Financial Statements.

We considered the first-time adoption of IFRS 16 to be a key audit matter

due to the complexity of the new standard (in particular in connection with

accounting policy choices and judgements on implementation, and the

need to consider a wide range of arrangements such as supply agreements

and service contracts), the size of the incremental lease liability and

sensitivity of the Group’s funding arrangements to debt-based metrics.

The new leasing standard was implemented across the Group as of

1 August 2019 through the modified retrospective approach with

cumulative effects recognised as an adjustment to retained earnings at

adoption date (and with no restatement of the comparative information).

Following the implementation, the Group recorded right-of-use assets of

$621 million, and a $652 million lease liability. The implementation of the

standard requires judgement in establishing among other assumptions

the incremental borrowing rate, the lease term, and the amount of

lease payments in the future where escalation clauses exist in the

lease agreements.

In addition, significant audit effort was required to ensure that all

arrangements subject to the new standard had been considered by the

Group, not just those previously accounted for as operating leases.

The procedures we performed to evaluate the first-time adoption of

IFRS 16 included:

— assessing the appropriateness of the Group’s accounting policies,

judgements and related disclosures, involving KPMG IFRS specialists;

— obtaining a sample of lease agreements (including those with the largest

lease rentals or longest lease periods, as well as a random sample of

the Group’s other leases), reading the agreements to understand key

terms, and challenging management’s assumptions regarding renewals

and rental escalation clauses in the context of IFRS 16 requirements,

the lease agreements and our knowledge and understanding of the

underlying right-of-use assets;

— involving KPMG valuation specialists and audit teams from overseas

KPMG member firms to test the appropriateness of the incremental

borrowing rate assumptions used by the Group in calculating

the lease liability;

— performing a completeness check that all arrangements we identified

during our transition activities that could be subject to IFRS 16 had been

considered and accounted for appropriately by the Group;

— using data analytics routines to identify whether any recurring payments

made by the Group indicated the existence of additional arrangements

that could be subject to IFRS 16; and

— recalculating the lease liability and right-of-use asset for those

arrangements identified as needing to be accounted for under IFRS 16.

We found that the Group’s IFRS 16 adoption project had addressed

the Group’s existing operating lease portfolio, and that the Group had

implemented appropriate systems and processes to account for leases

under IFRS 16 on an ongoing basis.

The Group recognised an additional amount of right-of-use assets and

lease liabilities compared to that anticipated in the 31 July 2019 financial

statements, reflecting arrangements that were not previously accounted

for as operating leases as well as updated assumptions regarding lease

renewals for strategic assets.

The cost of New Zealand sourced milk

Refer to Notes 4, 12 and 14 to the Financial Statements.

The cost of New Zealand sourced milk supplied by farmer shareholders

amounted to $11 billion and comprises the volume of milk solids supplied

at the Farmgate Milk Price as determined by the Board of Directors for the

relevant season.

In making that determination, the Board takes into account the Farmgate

Milk Price calculated in accordance with the Farmgate Milk Price Manual.

We consider the cost of New Zealand sourced milk to be a key audit matter

due to its significance to the financial statements as a whole.

The cost of New Zealand sourced milk is a key component of the

Group’s cost of goods sold of $17 billion, the carrying value of the

Group’s inventory of $3,268 million, and amounts owing to suppliers of

$1,588 million. Significant audit effort was required to audit the cost of

New Zealand sourced milk.

KPMG has been engaged to provide a reasonable assurance report in

connection with the Farmgate Milk Price. This is contained in the Fonterra

Farmgate Milk Price Statement. The Fonterra Farmgate Milk Price

Statement sets out information about the Farmgate Milk Price, and how it

is calculated by Fonterra. It can be found in the ‘Investors/Farmgate Milk

Prices’ section of the Company’s website.

The procedures we performed to evaluate the impact of the Farmgate Milk

Price calculation on the cost of New Zealand sourced milk included:

— examining minutes of Milk Price Panel meetings and confirming with

the Company Secretary that the Board considered the recommended

Farmgate Milk Price from the Milk Price Panel and approved the

payment of $7.14 per kgMS for New Zealand sourced milk for the season

ended 31 May 2020; and

— examining the application of the Board approved milk price to cost of

goods sold, inventory and amounts owing to suppliers. This involved

understanding and evaluating relevant controls to ensure that the latest

milk price forecast series has been applied to cost of goods sold and

inventory. At season end we checked that the cost of New Zealand

sourced milk reflected the Board approved milk price for the season.

We completed these procedures and have no matters to report.

The Farmgate Milk Price calculation prepared by the Milk Price Group

amounted to $11 billion (which equates to $7.14 per kgMS), and we

confirmed with the Company Secretary that the Board of Directors

approved a payment of $7.14 per kgMS for New Zealand sourced milk for

the season ended 31 May 2020 at their meeting on 17 September 2020.

Fonterra Annual Report 2020

147146

Independent Auditor’s Report

Independent Auditor’s Report CONTINUED
Other information

The Directors, on behalf of the Company, are responsible for the other information included in the entity’s Annual Report.

Other information includes:

— the Letter from the Chair and the CEO’s Q&A;

— sections relating to Goals, Responding to Covid-19, the Year in Review and the Co-operative Difference;

— sections relating to Healthy Environment, Healthy People and Healthy Business;

— sections relating to Non-GAAP Measures and the associated Glossary;

— the Statutory information section;

— sections relating to Corporate Governance, the Board and the Management Team; and

— the Directory.

Our opinion on the consolidated financial statements does not cover any other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements our responsibility is to read the other information and, in doing so, consider whether

the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears

materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required

to report that fact. We have nothing to report in this regard.

Other matter

The consolidated financial statements of the Group, for the year ended 31 July 2019, was audited by another auditor who expressed an unmodified opinion

on those statements on 25 September 2019.

Use of this independent auditor’s report

This independent auditor’s report is made solely to the shareholders as a body. Our audit work has been undertaken so that we might state to the

shareholders those matters we are required to state to them in the independent auditor’s report and for no other purpose. To the fullest extent permitted

by law, we do not accept or assume responsibility to anyone other than the shareholders as a body for our audit work, this independent auditor’s report, or

any of the opinions we have formed.

Responsibilities of the Directors for the consolidated financial statements

The Directors, on behalf of the Company, are responsible for:

— the preparation and fair presentation of the consolidated financial statements in accordance with generally accepted accounting practice in New Zealand

(being New Zealand Equivalents to International Financial Reporting Standards) and International Financial Reporting Standards;

— implementing necessary internal control to enable the preparation of a consolidated set of financial statements that is fairly presented and free from

material misstatement, whether due to fraud or error; and

— assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to going concern and using the going concern

basis of accounting unless they either intend to liquidate or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the consolidated financial statements

Our objective is:

— to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to

fraud or error; and

— to issue an independent auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs NZ will always detect a material

misstatement when it exists.

Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they could reasonably be expected to influence

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

A further description of our responsibilities for the audit of these consolidated financial statements is located at the External Reporting Board (XRB)

website at:

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

This description forms part of our independent auditor’s report.

The engagement partner on the audit resulting in this independent auditor’s report is Matthew Diprose.

For and on behalf of

KPMG

Auckland

17 September 2020

Non-GAAP Measures

Fonterra uses several non-GAAP measures when discussing financial performance. For further details and definitions of non-GAAP measures used by

Fonterra, refer to the glossary. These are non-GAAP measures and are not prepared in accordance with NZ IFRS.

Management believes that these measures provide useful information as they provide valuable insight on the underlying performance of the business.

They may be used internally to evaluate the underlying performance of business units and to analyse trends. These measures are not uniformly defined or

utilised by all companies. Accordingly, these measures may not be comparable with similarly titled measures used by other companies. Non-GAAP financial

measures should not be viewed in isolation nor considered as a substitute for measures reported in accordance with NZ IFRS.

Reconciliations for the NZ IFRS measures to certain non-GAAP measures referred to by Fonterra are detailed below:

Reconciliation from the NZ IFRS measure of profit for the period to Fonterra’s normalised EBITDA

GROUP $ MILLION

31 JULY 2020

31 JULY 2019

1


RESTATED

Profit/(loss) for the period 659(610)

Add: Depreciation 528458

Add: Amortisation99103

Add: Net finance costs332418

Add: Taxation expense156175

Total EBITDA 1,774544

Less: Disposal of investment in DFE Pharma(427)–

Less: Disposal of investment in Goodminton(66)–

Add: Falcon China Farms JV impairment65–

Add: New Zealand consumer and foodservice business impairment–204

Add: Disposal of Tip Top–40

Add: China Farms impairment63203

Add: Brazil consumer and foodservice business impairment104149

Add: Disposal of Venezuelan operations–134

Add: Australian strategic reset–68

(Less)/add: Income Statement impact of Beingmate investment(50)12

Add: Other4319

Total normalisation adjustments(268)829

Normalised EBITDA1,5061,373

Reconciliation from the NZ IFRS measure of profit for the period to Fonterra’s normalised EBIT

GROUP $ MILLION

31 JULY 202031 JULY 2019

1

Profit/(loss) for the period 659(610)

Add: Net finance costs332418

Add: Taxation expense156175

Total EBIT1,147(17)

(Less)/add: Normalisation adjustments (as detailed above)(268)829

Total normalised EBIT879812

1 The Income Statement for the year ended 31 July 2019 includes re-presentations and restatements. Please see Note 28 Re-presentations and prior period restatements for further details.

149

Non-GAAP Measures

Fonterra Annual Report 2020

148

Non-GAAP Measures CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

Reconciliation from the NZ IFRS measure of profit for the period to Fonterra’s normalised earnings per share

GROUP $ MILLION

31 JULY 202031 JULY 2019

1

Profit/(loss) for the period 659(610)

Add: Normalisation adjustments(268)829

Add: Tax on normalisation adjustments756

Total normalised earnings398275

Add: Share attributable to non-controlling interests2748

Less: Normalisation adjustments to non-controlling interests(43)(59)

Net normalised earnings attributable to equity holders of the Co-operative382264

Weighted average number of shares (thousands of shares)1,612,0761,611,980

Normalised earnings per share ($)0.240.16

Reconciliation from reported gross profit for the period to Fonterra’s normalised gross profit

GROUP $ MILLION

31 JULY 202031 JULY 2019

1

Gross profit for the period from continuing operations3,0622,874

Add/(less): Gross profit for the period from discontinued operations 99(101)

Add: China Farms impairment normalisation adjustment63203

(Less)/add: Other normalisation adjustments(16)32

Total normalised gross profit3,2083,008

Glossary

NON-GAAP MEASURES

Fonterra refers to non-GAAP financial measures throughout the Annual Report, and these measures are not prepared in accordance with NZ IFRS. The

definitions below explain how Fonterra calculates the non-GAAP measures referred to throughout the Annual Report.

Debt payback ratiois calculated as total borrowings, plus bank overdraft, plus the effect of debt hedging, less a cash allowance

of 75% of Cash and cash equivalents, divided by normalised earnings before interest, tax, depreciation and

amortisation (normalised EBITDA) excluding Share of loss/profit of equity accounted investees and net foreign

exchange losses/gains. Both Debt and EBITDA are adjusted to include amounts relating to businesses classified

as held for sale.

EBITmeans earnings before interest and tax and is calculated as profit for the period before net finance costs and tax.

EBITDAmeans earnings before interest, tax, depreciation and amortisation and is calculated as profit for the period

before net finance costs, tax, depreciation and amortisation.

Economic net interest-bearing debtmeans net interest bearing debt including lease liabilities and the effect of debt hedging.

Farmgate Milk Pricemeans the base price that Fonterra pays for milk supplied to it in New Zealand for a season. The season refers to

the 12-month milk season of 1 June to 31 May.

Gearing ratiois calculated as economic net interest-bearing debt divided by total capital. Total capital is equity excluding the

hedge reserves, plus economic net interest-bearing debt.

Net Tangible Assets per Securityis calculated as net tangible assets divided by the number of equity instruments on issue. Net tangible assets are

total assets less total liabilities less intangible assets.

Normalisation adjustmentsmeans transactions that are unusual by nature and size. Excluding these transactions can assist users with

forming a view of the underlying performance of the business. Unusual transactions by nature are the result

of specific events or circumstances that are outside the control of the business, or relate to major acquisitions,

disposals or divestments, or are not expected to occur frequently. It also includes fair value movements if they

are non-cash and have no impact on profit over time. Unusual transactions by size are those that are unusually

large in a particular accounting period.

Normalised EBITmeans profit for the period before net finance costs and tax, and after normalisation adjustments.

Normalised earnings per share (EPS)means normalised profit after tax attributable to equity holders divided by the weighted average number of

shares for the period.

Normalised profit after taxmeans net profit after tax after normalisation adjustments, and the interest and tax impacts of those

normalisation adjustments.

Normalised segment earningsmeans segmental profit for the period before net finance costs and tax, and after normalisation adjustments.

Pay-outmeans the total cash payment to farmer shareholders. It is the sum of the Farmgate Milk Price (kg/MS) and the

dividend per share. Both of these components have established policies and procedures in place on how they

are determined.

Retentionsmeans net profit after tax attributable to farmer shareholders divided by the number of shares at 31 May, less

dividend per share.

Return on capitalis calculated as normalised EBIT, less a notional tax charge divided by capital employed including brands,

goodwill and equity accounted investments. Capital employed is calculated as the average for the period of: net

assets excluding net interest-bearing debt and deferred tax balances.

Segment earningsmeans segmental profit for the period before net finance costs and tax.

Working capitalis calculated as total trade and other receivables plus inventories, less current trade payables and accruals. It

excludes amounts owing to suppliers and employee entitlements.

Working capital daysis calculated as working capital divided by external revenue, multiplied by the number of days in the period.


1 The Income Statement for the year ended 31 July 2019 includes re-presentations and restatements. Please see Note 28 Re-presentations and prior period restatements for further details.

Fonterra Annual Report 2020

151150

Glossary

Statutory Information
FOR THE YEAR ENDED 31 JULY 2020

CO-OPERATIVE STATUS

In accordance with section 10 of the Co-operative Companies Act 1996, the Directors of Fonterra unanimously resolved on 27 August 2020 that the

Company was, for the year ended 31 July 2020 a co-operative company. The opinion was based upon the fact that:

• Throughout that period the principal activities of the Company have been the activities stated in clause 1.3 of the Company’s constitution:

– the manufacture and sale of butter, cheese, dried milk, casein, or any other product derived from milk or milk solids supplied to the Company by

its shareholders;

– the sale to any person of milk or milk solids supplied to the Company by its shareholders;

– the collection, treatment, and distribution for human consumption of milk or cream supplied to the Company by its shareholders.

• Each of the Company’s principal activities are co-operative activities (as defined in section 3 of the Co-operative Companies Act 1996).

• Throughout that period not less than 60 per cent of the voting rights attaching to shares in the Company have been held by transacting shareholders (as

defined in section 4 of the Co-operative Companies Act 1996).

EMPLOYEE REMUNERATION FRAMEWORK

A well-designed remuneration framework helps the Group attract and retain talent, and both motivates and recognises the role our people play in the

success of the Group.

Fonterra’s remuneration framework for salaried staff is based on a ‘total remuneration’ approach, which is consistent with best practice globally. This

includes base salary, benefits (superannuation and insurance), and variable remuneration (incentives).

The amounts we pay to our employees are benchmarked against comparable companies in relevant markets, using information obtained from independent

remuneration consultants. Adjustments to packages may occur on a cyclical basis, such as an annual salary review, or on an as-needed basis to recognise

additional responsibilities.

The framework is designed to take into account budget targets and restraints, market conditions, internal equity, and governance factors such as local

legislation, as well as taking into account individual performance.

Fonterra’s incentive programmes are designed to drive the Group’s performance by:

• Focusing on the Group’s primary objective of maximising returns for its farmer shareholders;

• Promoting collaboration and a one team approach to achieve Fonterra’s goals;

• Establishing targets which are challenging yet achievable; and linked to team (such as business unit) and Group performance.

At the end of each financial year, performance is reviewed and incentive payments are approved by the Appointments and Remuneration Committee at its

discretion. The Appointments and Remuneration Committee retains absolute discretion in respect to payments for all incentive schemes.

Further detail on Fonterra’s remuneration framework can be found in the Corporate Governance section of the Annual Report.

EMPLOYEE REMUNERATION

The Group operates in a number of countries where remuneration market levels differ widely. During the year ended 31 July 2020, the number of

employees, not being Directors of Fonterra, who received remuneration, incentives, and other benefits (including superannuation and allowances etc)

exceeding $100,000 was as follows:

REMUNERATION RANGE ($)

NEW ZEALAND

HEAD OFFICE

1

REGIONAL

NEW ZEALAND

1

OFFSHORE

2

CESSATIONS

3

TOTAL

100,000110,000941,353190431,680

110,001120,00046737242381,063

120,001130,00060682274231,039

130,001140,0005731821118604

140,001150,0004814114917355

150,001160,0003011011117268

160,001170,00043757013201

170,001180,00027556313158

180,001190,00032335313131

190,001200,0002932417109

200,001210,000272138894

210,001220,000221232571

220,001230,00020932869

230,001240,00016522548

240,001250,00017918549

250,001260,0007515532

260,001270,0009512531

270,001280,00011820342

280,001290,0002416325

290,001300,0006213526

300,001310,0005310119

310,001320,0006417128

320,001330,0004–217

330,001340,0005–9216

340,001350,000325111

350,001360,000536216

360,001370,0001–6–7

370,001380,0001110–12

380,001390,0001–326

390,001400,0001–3–4

400,001410,000–1225

410,001420,00011428

420,001430,00032319

430,001440,000114–6

440,001450,0001–315

450,001460,000––5–5

460,001470,0002–3–5

470,001480,000––123

480,001490,000––3–3

490,001500,0001–113

500,001510,000–21–3

510,001520,000–14–5

520,001530,000––2–2

530,001540,000––1–1

540,001550,000––325

Fonterra Annual Report 2020

153152

Statutory Information

Statutory Information CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

REMUNERATION RANGE ($)

NEW ZEALAND

HEAD OFFICE

1

REGIONAL

NEW ZEALAND

1

OFFSHORE

2

CESSATIONS

3

TOTAL

550,001560,000––314

560,001570,00011––2

570,001580,000––1–1

580,001590,0003–––3

590,001600,0002–2–4

600,001610,000––2–2

620,001630,0001–1–2

630,001640,000–11–2

640,001650,000––1–1

650,001660,000––112

660,001670,0001–2–3

690,001700,000––1–1

700,001710,000––112

740,001750,0002–2–4

750,001760,000––1–1

760,001770,000––112

780,001790,000––314

790,001800,000––2–2

820,001830,0001––12

830,001840,000–––11

860,001870,000–––11

870,001880,000––3–3

910,001920,000––2–2

990,0011,000,0001–––1

1,000,0011,010,000–––11

1,080,0011,090,000––1–1

1,090,0011,100,000–––11

1,130,0011,140,000––1–1

1,190,0011,200,000––1–1

1,220,0011,230,0001–––1

1,300,0011,310,000––1–1

1,480,0011,490,000––1–1

1,690,0011,700,000–––11

1,870,0011,880,000––1–1

2,000,0012,010,0001–––1

2,010,0012,020,000–––11

2,430,0012,440,000–––11

Totals6583,6391 ,76928 86 , 354

1 Includes employees employed in New Zealand during the reporting period.

2 Includes employees employed in an offshore operation during the reporting period. Amounts paid in foreign currency have been converted at the average conversion rate for the period. As Fonterra

has a significant offshore population, the number of offshore employees exceeding the fixed figure of $100,000 increases if the New Zealand dollar currency weakens significantly. Should the

New Zealand dollar strengthen against those markets’ currencies, these same individuals may not be reported in future lists.

3 Cessations include employees that have been terminated or retired during the period. The amounts paid to former employees include salary and bonuses for the current period, prior period bonuses

that have been paid in the current period and termination entitlements including those arising from employment arrangements entered into by legacy companies prior to the formation of Fonterra.

Within New Zealand, employees, who received remuneration, incentives, and other benefits (including superannuation and allowances etc) exceeding

$100,000 were based throughout the country as follows:

TOTAL

Auckland984

Bay of Plenty129

Canterbury493

Manawatu – Wanganui280

Northland155

Southland189

Taranaki534

Waikato1,451

Rest of New Zealand82

New Zealand total 4,297

In addition to being a significant employer in New Zealand, we also have employees in markets around the world. Those who received remuneration,

incentives, and other benefits (including superannuation and allowances etc) exceeding $100,000 were based in markets around the world as follows:

TOTAL

Australia962

China196

Europe102

Latin America94

New Zealand4,297

Rest of Asia263

Rest of World72

United States81

Cessations287

Global total 6,354

REMUNERATION OF DIRECTORS

The Directors’ Remuneration Committee, comprising six shareholders elected in accordance with the Constitution, makes recommendations for

shareholder approval as to the level of Elected Directors’ fees. Elected Directors are those Directors elected by shareholders in accordance with clauses

12.2 and 33.4 of the Constitution.

At the Annual Meeting of shareholders held on 7 November 2019, shareholders approved, on the recommendation of the Directors’ Remuneration

Committee, the following amounts of remuneration to apply to Elected Directors from the date of that Annual Meeting of shareholders.

Chairman$430,000 per annum

Directors$175,000 per annum

Discretionary additional payments to the Chair of permanent Board Committees

(except when the Chair is the Chairman of the Board of Directors)$35,000 per annum

The Board has approved payment of the discretionary additional payment, at the prevailing approved rate, to the Chair of permanent Board Committees.

The Board has discretion to set the fees for Directors appointed under clause 12.4 of the Constitution (Appointed Directors). In the period to 31 July 2020

the Board applied the same remuneration levels as above to the Appointed Directors.

The Board has approved the payment to Mr Israel of a travel allowance of $10,000 per meeting for travel to and from New Zealand to attend Board

meetings, until his retirement on 7 November 2019.

The Appointments and Remuneration Committee and the Chairman of the Board of Directors has the discretion to allocate a discretionary pool of up to

$75,000 per annum for fees for Directors remuneration for additional duties, workload and responsibilities (in each case not to exceed $25,000 per annum

per Director).

Fees paid by subsidiary or associate companies in respect of Fonterra Directors or employees appointed by Fonterra as Directors of those companies are

payable directly to Fonterra.

Fonterra Annual Report 2020

155154

Statutory Information

Statutory Information CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

Directors Remuneration

The total remuneration and value of other benefits (not including superannuation contributions, if applicable) received by each Director in the 12-month

period from 1 August 2019 to 31 July 2020 are scheduled below:

BOARD FEES

COMMITTEE

CHAIR FEES

TRAVEL

ALLOWANCE

DISCRETIONARY

POOL

TOTAL

REMUNERATION

($)

Clinton Dines175,000–––175,000

Brent Goldsack (Chair of the Co-operative Relations Committee)175,00035,000––210,000

Leonie Guiney (Chair of the Safety and Risk Committee)175,00035,000––210,000

Bruce Hassall (Chair of the Audit and Finance Committee)175,00035,000–25,000²235,000

Simon Israel

1

47,1 1 5–40,000³–87,115

Holly Kramer

1

43,750–––43,750

Andrew Macfarlane175,000–––175,000

Peter McBride175,000–––175,000

John Monaghan (Chairman of the Board of Directors) 430,000–––430,000

John Nicholls175,000–––175,000

Donna Smit175,000–––175,000

Scott St John (Chair of the Milk Price Panel)175,00035,000––210,000

1 Indicates a part year.

2 The Appointments and Remuneration Committee and the Chairman of the Board of Directors has approved a payment of $25,000 to Mr Hassall from the discretionary pool for additional work

undertaken in FY20.

3 The Board has approved the payment to Mr Israel of a travel allowance of $10,000 per meeting to travel to and from New Zealand to attend Board meetings.

EQUITY SECURITIES HELD AT BALANCE DATE

In accordance with Rules of the Fonterra Shareholders’ Market (FSM) Rule 2.7.1(d), the following table identifies the Equity Securities in which each Director

has a Relevant Interest as at 31 July 2020:

UNITS ISSUED BY

THE FONTERRA

SHAREHOLDERS’

FUND

1

CO-OPERATIVE

SHARES

Brent Goldsack–400,407

Leonie Guiney–1,198,824

Andrew Macfarlane136,150

1

813,301

Peter McBride–6,923,748

John Monaghan–140,179

John Nicholls–2,190,864

Donna Smit 10,441

1

1,243,933

1 Units issued by the Fonterra Shareholders’ Fund may be converted to Co-operative shares.

A ‘Relevant Interest’ in Fonterra securities which is required to be disclosed is explicitly defined in the Financial Markets Conduct Act 2013.

To qualify as an Elected Director under the Fonterra Constitution a person must be a shareholder, a shareholder of a company that is a shareholder, a

member of a partnership that is a shareholder, or have a legal or beneficial interest in, or a right or entitlement to participate directly in the distributions of,

a body corporate that is a shareholder of Fonterra.

Given the variety of ways that farmer shareholders can organise their interests, it is possible for Fonterra Elected Directors to have an interest in Fonterra

shares without this being a ‘Relevant Interest’ as defined in the Financial Markets Conduct Act 2013.

All current Elected Directors have Relevant Interests in Fonterra shares. Some Elected Directors also have interests in Fonterra shares which are not within

the definition of ‘Relevant Interest’ in the Financial Markets Conduct Act 2013, and those interests are not disclosed above.

ENTRIES IN THE INTERESTS REGISTER

Directors’ interests in transactions

General disclosures of interest

The following general disclosures of interest were made in the period from 1 August 2019 to 31 July 2020:

Clinton DinesGriffith Asia InstituteAdjunct Professor

Brent GoldsackRabobank New Zealand LimitedDirector

Canterbury Grasslands Limited (ceased May 2020)Director and Shareholder

CoLab Dairy Partners General Partnership (ceased 2020)Indirect Shareholder

Holly KramerLendi Pty LimitedChair

Australian Post (ceased June 2020)Independent Non-executive Director and Deputy Chair

Woolworths Group LimitedIndependent Non-executive Director

Goodes O’Loughlin FoundationIndependent Non-executive Director

Abacus Property GroupIndependent Non-executive Director

Western Sydney UniversityPro-Chancellor

Chief Executive WomanMember

Andrew MacfarlaneGW and MA Macfarlane Family TrustTrustee

Macfarlane Rural Business Limited (ceased August 2019) Shareholder

Peter McBrideKennedy Farm Limited Shareholder

Pokai Farm LimitedShareholder

Ian Elliot Family TrustTrustee

MA Elliot Family TrustTrustee

Zespri Global Supply Advisory BoardMember

John NichollsQuigley Contracting Advisory Board (ceased August 2019)Chair

During the financial year there were no notices from Directors requesting to disclose or use information received in their capacity as Directors which would

not otherwise have been available to them.

Fonterra Annual Report 2020

157156

Statutory Information

Statutory Information CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

Securities dealings of Directors

The following entries were made in the Interests Register during the year.

During the year, Directors disclosed in respect of section 148(2) of the Companies Act 1993 and/or section 297 of the Financial Markets Conduct Act 2013

that they (or their associated persons) acquired or disposed of a relevant interest in financial products as follows:

Co-operative share transactions

DIRECTOR

NUMBER OF

SECURITIES ACQUIRED

NUMBER OF

SECURITIES DISPOSED

CONSIDERATION

$DATE

Peter McBride480,187–1,522,19331 August 2019

John Nicholls134,864

1

––9 September 2019

Peter McBride20,463–71,41630 September 2019

Donna Smit19,894

2

19,894

2

–7 October 2019

Donna Smit561

3

––7 October 2019

Peter McBride93,530–332,0929 October 2019

Donna Smit50,000–206,00010 October 2019

Donna Smit826

4

–3,00315 October 2019

Donna Smit2,182

4

–7,93215 October 2019

Brent Goldsack13,000–52,26017 October 2019

Brent Goldsack225,373

1

––October 2019

Brent Goldsack14,600–59,86025 October 2019

Donna Smit2,502

3

––4 December 2019

John Nicholls2,846

3

––27 February 2020

John Nicholls39,154–147,33025 March 2020

Leonie Guiney115,000–436,82826 March 2020

Leonie Guiney115,000–437,0001 April 2020

Leonie Guiney15,340–55,9914 May 2020

Leonie Guiney34,660–126,5096 May 2020

Leonie Guiney40,000–145,9767 May 2020

Peter McBride825,280

5

––25 May 2020

1 Share transactions occurred through the acquisition of a new relevant interest.

2 Transferred between related entities.

3 Conversion of Units to Shares.

4 Acquired as part of Farm Source Dollars for Shares programme.

5 Acquisition of relevant interest by virtue of appointment as independent trustee.

Unit transactions

DIRECTOR

NUMBER OF SECURITIES

ACQUIRED

NUMBER OF SECURITIES

DISPOSED

CONSIDERATION

$DATE

Andrew Macfarlane4,000

1

–23,60027 February 2018

Donna Smit–561

2

–7 October 2019

Donna Smit–2,502

2

–4 December 2019

Donna Smit1,124

3

––27 February 2020

John Nicholls2,846

3

––27 February 2020

John Nicholls–2,846

2

–27 February 2020

1 Acquired as Trustee of a Trust – Advice to Trustees was delayed.

2 Conversion of Units to Shares.

3 Acquired as part of the Contract Fees for Units programme.

Retail Bond transactions

There were no transactions by Directors (or their associated persons) in Retail Bonds reported during the period from 1 August 2019 to 31 July 2020. No

current holdings of Retail Bonds have been advised by Directors (or their associated persons).

Capital Note transactions

There were no transactions by Directors (or their associated persons) in Capital Notes reported during the period from 1 August 2019 to 31 July 2020. No

current holdings of Capital Notes have been advised by Directors (or their associated persons).

SUBSIDIARY COMPANY DIRECTORS

The following companies were subsidiaries of Fonterra as at 31 July 2020. Directors as of this date are listed below. Those who resigned during the year are

denoted with an R. Alternate Directors are denoted with an A.

Canpac International Limited:

G A Duncan (R), B D Mealings (R), B M Ryan, P

D Wynen

Dairy Industry Superannuation Scheme

Trustee Limited:

M A Apiata-Wade, B J Kerr, B M McCarthy, T P

McGuinness, D W C Scott, A K Williams, P D

Wynen, M F van Zon (R)

Fonterra (Delegated Compliance Trading

Services) Limited:

G A Duncan, S D T Till

Fonterra (International) Limited:

G A Duncan, C E Rowe

Fonterra (Kotahi) Limited:

R G Carlyle, R J Spurway (R), F S Whineray

Fonterra (Middle East) Limited:

G A Duncan, P D Washer

Fonterra (New Zealand) Limited:

G A Duncan, C E Rowe

Fonterra (North Asia) Limited:

G A Duncan, S D T Till

Fonterra Brands (New Zealand) Limited:

M R Cronin, B Henshaw

Fonterra Commodities Limited:

G A Duncan, B M Turner

Fonterra Dairy Solutions Limited:

G A Duncan, R McNickle

Fonterra Equities Limited:

G A Duncan, S D T Till

Fonterra Farming Ventures Limited:

G A Duncan, C E Rowe

Fonterra Finance Corporation Limited:

G A Duncan, S D T Till

Fonterra Ingredients Limited:

G A Duncan, B M Ryan

Fonterra LATAM Brands Limited:

A J Cordner, G A Duncan, F Spinelli (R), A D

Turnbull (R)

Fonterra Limited:

R J Spurway (R), A R van der Nagel, F S Whineray,

K A Wickham (R)

Fonterra PGGRC Limited:

G A Duncan, J P Hill, M Piper (R)

Fonterra TM Limited:

G A Duncan, S D T Till

Glencoal Energy Limited:

G A Duncan, P D Wynen

GlobalDairyTrade Holdings Limited:

G A Duncan, C E Rowe

Kotahi GP Limited:

D G Boulton, R G Carlyle, B Mealings (R), B M

Ryan, R J Spurway (R), F S Whineray

Lactanol Limited:

G A Duncan, B D Mealings (R), C E Rowe (R), B

M Ryan

MIH Limited:

R J Allen, G A Duncan

Milktest GP Limited:

R J Allen, R J van Boheemen, P G Brown, G B

McCullough, R G Townshend, T A Winter, P D S

Grave (R)

MyMilk Limited:

C W Fergusson, K F Shaw

New Zealand Dairy Board:

G A Duncan, C E Rowe

New Zealand Milk (International) Limited:

G A Duncan, R M Kennerley

New Zealand Milk Brands Limited:

G A Duncan, S D T Till

NZAgbiz Limited:

R J Allen, G A Duncan

RD1 Limited:

R J Allen, G A Duncan

SAITL Limited:

G B McCullough, T A Winter

Tangshan Dairy Farm (NZ) Limited:

M R Cronin, G A Duncan

Whareroa Co-Generation Limited:

G A Duncan, P D Wynen

Anchor Insurance Pte. Limited [Singapore]:

G A Duncan, S S Herbert, B Mealings (R), C E

Rowe, H N Toh (A)

Anmum (Malaysia) Sdn. Bhd. [Malaysia]:

R M Kennerley, J Oh, V Sivaraja

Australasian Food Holdings Pty Limited

[Australia]:

R Dedoncker, G A Duncan

Bonland Cheese Trading Pty Ltd [Australia]:

R Dedoncker, G A Duncan

Comercial Dos Alamos S.A. [Chile]:

E Becker, M Kunstmann (R), A L Raddatz Vargas,

R Waldspurger

Comercial Santa Elena S.A. [Chile]:

E Aldunate (R), J Barria, V E Flen Silva (R), C F

Osorio Bascur, S T Perez

Dairy Enterprises (Chile) Limitada [Chile]:

A J Cordner, G A Duncan, J P Egaña Bertoglia, R

Lavados, R Sepúlveda Seminario, F Spinelli (R), P

L Linhares (A)(R)

Dairy Partners Americas Brasil Limitada

[Brazil]:

R de Oliviera Carrelas, F Goncalves, R Gurrero

Leal, F Spinelli, M G Guerreiro Pinheiro

Dairy Partners Americas Nordeste-Productos

Alimenticios Ltda [Brazil]:

R de Oliviera Carrelas, F Goncalves,

M G Guerreiro Pinheiro, R Guerrero Leal,

F Spinelli

Dairymas (Malaysia) Sdn Bhd [Malaysia]:

R M Kennerley, J Oh, V Sivaraja

Darnum Park Pty Ltd [Australia]:

R Dedoncker, G A Duncan

Falcon Dairy Holdings Limited [Hong Kong]:

M P Campbell, G A Duncan, R O Frey,

J F Ginascol (R), J Murphy

Fazenda MIH Ltda [Brazil]:

E B da Costa Junior (R), P C C Freitas Guedes,

A R V Januario Oliveira (R)

Fonterra (Beijing) Farm Management

Consulting Company Limited [China]:

S I Ahmed (R), H Berghorst (R), G A Duncan, P D

Washer, X Xu

Fonterra (Brasil) Ltda [Brazil]:

R F Aracil Filho, A R V Januario Oliveira (R), P

C C Freitas Guedes (R), B de Luca Zanatta, G

Nascimento (R)

Fonterra (Canada), Inc. [Canada]:

J P Coote, G A Duncan, B Kipping, B M Ryan

Fonterra (China) Limited [Hong Kong]:

M R Cronin, G A Duncan, C Zhu (R)

Fonterra (CIS) Limited Liability Company

[Russian Federation]:

E Grishina

Fonterra (Europe) Coöperatie U.A.

[Netherlands]:

G A Duncan, H Huistra

Fonterra (Europe) GmbH [Germany] (in

liquidation):

G R Sharma

Fonterra (France) SAS [France]:

H Huistra

Fonterra (Ing.) Limited [Mauritius]:

G Lee, B M Ryan

Fonterra ( Japan) Limited [ Japan]:

K Kumagai, K Kumagai, A Okuyama, H Ono (R), B

M Ryan, Y Saito, K A Wickham

Fonterra (Korea) Limited [Korea]:

G A Duncan, J Murney, Y Saito

Fonterra Annual Report 2020

159158

Statutory Information

Statutory Information CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

Fonterra (Logistics) Ltd [United Kingdom]:

M Boyd, G A Duncan, H Huistra (R), G R Sharma

Fonterra (Mexico) S.A. de C.V. [Mexico]:

L Barona Mariscal (A), F R Camacho (A), J P

Coote, G A Duncan, E P G R Gil (A), J A Del Rio

Fonterra (SEA) Pte. Ltd [Singapore]:

A Aggarwal, H Gowans

Fonterra (Thailand) Limited [Thailand]:

A Aggarwal, K Vunthanadit

Fonterra (USA) Inc. [United States]:

N R Christiansen, J P Coote, G A Duncan, B M

Ryan

Fonterra (Ying) Dairy Farm Company Limited

[China]:

S I Ahmed (R), H Berghorst (R), G A Duncan, P D

Washer, X Xu

Fonterra (Yutian) Dairy Farm Company

Limited [China]:

S I Ahmed (R), H Berghorst (R), G A Duncan, P D

Washer, X Xu

Fonterra Australia Pty Ltd [Australia]:

R Dedoncker, G A Duncan

Fonterra Brands (Asia Holdings) Pte. Ltd

[Singapore]:

S I Ahmed (R), M R Cronin (R), A Dasqupta (R), S

Goh, J Swales

Fonterra Brands (Australia) Pty Ltd

[Australia]:

R Dedoncker, G A Duncan

Fonterra Brands (Far East) Limited [Hong

Kong]:

G A Duncan, P D Washer

Fonterra Brands (Guangzhou) Ltd [China] (in

liquidation):

T T Lye, P A Turner, K A Wickham

Fonterra Brands (Hong Kong) Limited [Hong

Kong]:

W Y Chan, G A Duncan, J Ho (R), P D Washer

Fonterra Brands (Malaysia) Sdn Bhd

[Malaysia]:

R M Kennerley, J Oh, V Sivaraja

Fonterra Brands (New Young) Pte. Ltd

[Singapore]:

S Goh, Y Li, C Lin, Y Lin, J Ling, P D Washer

Fonterra Brands (Singapore) Pte. Ltd

[Singapore]:

M R Cronin (R), S Goh, C C Pheng, J Swales

Fonterra Brands (Thailand) Ltd [Thailand]:

R M Kennerley, S Pronanunt, P A Richards, F

Spinelli (R), S Totana

Fonterra Brands (Viet Nam) Company Limited

[Vietnam]:

R M Kennerley, P Richards

Fonterra Brands Indonesia, PT [Indonesia]:

D M Irfani, S S Rapaka, C A Salinas Robeson, G

Thiagarajan

Fonterra Brands Lanka (Private) Limited [Sri

Lanka]:

J H P Gallage (R), R M Kennerley, T Salpitikotala,

S Sethi (R), V Sivaraja

Fonterra Brands Manufacturing Indonesia, PT

[Indonesia]:

M Namjoshi, M A Nasution, S S Rapaka, C A

Salinas Robeson, T A Siswanto

Fonterra Brands Myanmar Co Ltd [Myanmar]:

G A Duncan, P Richards, C D Wickramanayake

Fonterra Brands Phils. Inc [Philippines]:

L Barin (R), M T Boness, R Cook, C Ferrer, R M

Kennerley, R A Mendoza, L De Velez

Fonterra Chile SpA [Chile]:

A J Cordner, G A Duncan, J P Egaña Bertoglia (A),

R Lavados (A), P L Linhares (A) (R), R Sepúlveda

Seminario, F Spinelli (R)

Fonterra Commercial Trading (Shanghai)

Company Limited [China]:

R J Allen (R), G A Duncan, J Ruan, P D Washer, C

Zhu (R)

Fonterra Commercial Trading (Tangshan)

Company Limited [China]:

G A Duncan, J Ruan, P D Washer

Fonterra Egypt Limited [Egypt]:

A Anwar, G A Duncan

Fonterra Europe Manufacturing B.V.

[Netherlands]:

D Krabbe, B Mealings (R), B M Ryan

Fonterra Europe Manufacturing Holding B.V.

[Netherlands]:

G A Duncan, H Huistra

Fonterra Foodservices (USA), Inc. [United

States]:

N R Christiansen, J P Coote, G A Duncan

Fonterra Global Business Services Asia Sdn

Bhd [Malaysia]:

J Oh, V Sivaraja

Fonterra India Private Limited [India]:

A Aggarwal, H D Gowans, K M Turner (R), S G

Mathews

Fonterra Ingredients Australia Pty Ltd

[Australia]:

R Dedoncker, G A Duncan

Fonterra Middle East FZE [United Arab

Emirates]:

G A Duncan, S Penfold

Fonterra MIH Holdings Brasil Ltda [Brazil]:

R F Aracil Filho, P C C Frieta Guedes (R), A R V

Januario Oliveira (R), B de Luca Zanatta

Fonterra Milk Australia Pty Ltd [Australia]:

R Dedoncker, G A Duncan

Fonterra Tangshan Dairy Farm (HK) Limited

[Hong Kong]:

H Berghorst (R), G A Duncan, X Xu

Fonterra Venezuela, S.A. [Venezuela]:

G A Duncan, F C Ortega Becea

Inversiones Dairy Enterprises S.A. [Chile]:

A J Cordner, G A Duncan, J P Egaña Bertoglia (A),

R Lavados (A), P L Linhares (A)(R), R Sepúlveda

Seminario

Key Ingredients, Inc. [United States]:

N R Christiansen, J P Coote, G A Duncan, B M

Ryan

Milk Products Holdings (North America) Inc.

[United States]:

N R Christiansen, J P Coote, B M Ryan

New Tai Milk Products Co Ltd [Taiwan]:

T Chow, C Lee, G Lee, K Lee, M R Robins, B M

Ryan (R), P D Washer, K A Wickham (R)

New Zealand Milk (Australasia) Pty Ltd

[Australia]:

R Dedoncker, G A Duncan

New Zealand Milk (Barbados) Ltd [Barbados]:

G A Duncan, F Spinelli

New Zealand Milk (LATAM) Ltd [Bermuda]:

G A Duncan, F Spinelli

New Zealand Milk Products (Ethiopia) SC

[Ethiopia]:

A B Abubeker, M B Abubeker, G Amade, F

Spinelli, M Woodward

Newdale Dairies (Private) Limited [Sri Lanka]:

J H P Gallage (R), R M Kennerley, T Salpitikorala,

S Sethi (R), V Sivaraja

NZMP (AEM) Ltd [United Kingdom] (in

liquidation):

M Boyd, G A Duncan, H Huistra (R), G R Sharma

NZMP Fonterra Nigeria Limited [Nigeria]:

G A Duncan, H Huistra

Pure Source Dairy Farm Company Limited

[China]:

H Berghorst (R), M P Campbell, L Deng, G A

Duncan, J F Ginascol (R), R M Kennerley (R), J

Murphy

Sociedad Agrícola y Lechera Praderas

Australes S.A. (“Pradesur”) [Chile]:

E Becker, M Kunstmann (R), A L Raddatz Vargas,

R Waldspurger

Sociedad Procesadora de Leche del Sur S.A.

(“Prolesur S.A.”) [Chile]:

C U Alcade (R), J Barria Pina (R), M P Campbell,

L M Patron Costas (A)(R), H Covarrubias

Lalanne, S Diez Arriagada (A), S Jimenez, R

Lavados McKenzie (R), P L Linhares (A)(R), J P

Matus Pickering (A), S Oddo Gómez (R), C Perez-

Cotapos Subercaseaux (A), G V Varela Alfonso,

A S Vega (A), T Walker Prieto (R), K A Wickham

Soprole Inversiones SA [Chile]:

M P Campbell, H Covarrubias Lalanne, S

Diez Arrigada (A), S Jimenez, P L Linhares (A)

(R), J P Matus Pickering (A), C Perez-Cotapos

Subercaseaux (A), R Sepúlveda Seminario (R), F

Spinelli (R), A D Turnbull (R), G V Varela Alfonso,

A S Vega (A), K A Wickham, J Swales (R)

Soprole S.A. [Chile]:

M P Campbell, H Covarrubias Lalanne, S Diez

Arrigada (A), S Jimenez, P C Lluch (A), J P Matus

Pickering (A), C Perez-Cotapos Subercaseaux (A),

R Sepúlveda Seminario (R), A D Turnbull (R), G

V Varela Alfonso, A S Vega (A), K A Wickham, J

Swales (R)

Tangshan Fonterra Dairy Farm Ltd. [China]:

H Berghorst (R), G A Duncan, Q Jiang, P D

Washer, X Xu

Unifood Holding B.V. [Netherlands]:

M P Campbell, H Huistra, M Ivanov, A Sirotinin

Unifood LLC [Russian Federation]:

M P Campbell, H Huistra, M Ivanov, A Sirotinin

United Milk Tasmania Pty. Limited [Australia]:

R Dedoncker, G A Duncan

DIRECTORS’ INDEMNITY AND INSURANCE

Fonterra has given indemnities to, and has effected insurance for, Directors and executives of the Company and its related companies, in accordance with

section 162 of the Companies Act 1993, and clause 35 of Fonterra’s Constitution, which, except for specific matters that are expressly excluded, indemnify

and insure Directors and executives against monetary losses as a result of actions undertaken by them in the course of their duties. Among the matters

specifically excluded are penalties and fines that may be imposed for breaches of law.

ANALYSIS OF SHAREHOLDING

Analysis of Fonterra’s shareholding as at 31 July 2020:

FCG Largest Recorded Share Holdings

1

NAMENUMBER OF SHARES% OF SHARES

Fonterra Farmer Custodian Limited104,581,5166.48

Singletree Dairies 2013 Limited1,012,7760.06

Ellis-Lea Farms (2000) Limited – Lamorna977,8900.06

Silverdale Farm Limited973,6790.06

Southern Pastures (Manako Farm) Limited Partnership944,5150.05

Coringa Park Dairies Limited944,4150.05

Stewart Partnership Limited922,5000.05

Arlanda Limited920,0750.05

Moffitt Dairy Limited910,7130.05

Baytown Investments Limited890,3480.05

R.E.M. Farming Limited883,8110.05

McBain Farms Limited867,7900.05

Cookstin Dairies Limited839,6000.05

Bel Group Limited – Ashton836,3530.05

Rangitata Dairies Limited Partnership836,0110.05

Auchenbrae Farm Limited829,1470.05

Ellis-Lea Farms (2000) Limited – Grandview811,1430.05

Nukiwai Pastoral Limited810,4870.05

E F Deadman Limited804,7070.04

Cashmore Investments Limited794,3150.04

1 The FSM Rules, which reflect the rules of the NZX Main Board, require that Fonterra’s annual report contain the names and holdings of persons having the 20 largest holdings of Fonterra shares

on the register of Fonterra as at a date not earlier than two months before the date of the publication of the annual report. The list above complies with the FSM Rules and sets out the list of the

20 largest shareholders on the register as at the appropriate date. There is a separate requirement in the FSM Rules to disclose in the annual report those persons who have a ‘Relevant Interest’ (as

defined in the Financial Markets Conduct Act 2013) in Fonterra shares in excess of five per cent, where this information has been provided to Fonterra. Accordingly, the list of the 20 largest holdings

of Fonterra shares is not required to show, and does not purport to show, the top 20 holdings of ‘Relevant Interests’ in Fonterra shares which may be owned or controlled by a person or entity and

their associated entities. Other people or entities may have ‘Relevant Interests’ in a greater number of Fonterra shares than those listed above. However, it is not possible for Fonterra to accurately

determine those interests, nor is it a requirement of the FSM Rules for those interests to be reported in the annual report, except where Fonterra has been advised that a person has a ‘Relevant

Interest’ in excess of the five per cent threshold.

Substantial Product Holders

According to notices given to the Company under the Financial Markets Conduct Act 2013, as at 31 July 2020, the substantial product holders in the

Company and their relevant interests are noted below. The total number of Co-operative shares on issue as at 31 July 2020 was 1,612,097,067.

SUBSTANTIAL PRODUCT HOLDERS

NUMBER OF VOTING

SECURITIES

DATE OF MOST RECENT

NOTICE

Fonterra Farmer Custodian Limited111,816,18330 July 2018

FSF Management Company Limited111,735,18330 July 2018

More than one ‘Relevant Interest’ can exist in the same voting financial products. Fonterra Farmer Custodian Limited holds Fonterra shares for the Fonterra

Shareholders’ Fund, of which FSF Management Company Limited is the Manager. These two notices therefore refer to substantially the same Fonterra

shares. The Custodian also holds some Fonterra shares for the Registered Volume Provider in respect of the Fonterra Shareholders’ Fund.

Fonterra Annual Report 2020

161160

Statutory Information

Statutory Information CONTINUED
FOR THE YEAR ENDED 31 JULY 2020

FCG Fonterra Co-operative Shares

Analysis of Fonterra Co-operative Shares as at 31 July 2020:

FROM-TOHOLDER COUNT%HOLDING QUANTITY%

1–50,0001,07111.3630,512,1531.89

50,001–100,0002,46726.17189,727,31811.77

100,001–200,0003,34235.44473,218,68029.35

200,001–400,0002,06421.89564,636,33435.03

400,001 and over4855.14354,002,58221.96

ANALYSIS OF CAPITAL NOTE AND RETAIL BOND HOLDING

Analysis of Fonterra’s Capital Note Holding as at 5 August 2020:

FCGHA Capital Notes

FROM–TOHOLDER COUNT%HOLDING QUANTITY%

1–1,00091.383,9740.00

1,001–5,000253.8369,6340.07

5,001–10,00022033.691,570,0151.53

10,001–100,00037357.1210,893,88210.63

100,001 and over263.9889,981,74987.77

100,001 and over includes Fonterra Co-operative Group Limited’s holding of 67,435,575.

Analysis of Fonterra’s Retail Bond Holding as at 5 August 2020:

FCG030 $350 million Retail Bond issue

FROM–TOHOLDER COUNT%HOLDING QUANTITY%

5,000–9,999336.11200,0000.06

10,000–49,99926448.895,932,0001.69

50,000–99,9997012.964,342,0001.24

100,000–999,99913825.5646,113,00013.18

1,000,000 and over356.48293,413,00083.83

FCG040 $150 million Retail Bond issue

FROM–TOHOLDER COUNT%HOLDING QUANTITY%

5,000–9,999589.71337,0000.22

10,000–49,99937362.487,794,0005.20

50,000–99,9997312.234,458,0002.97

100,000–999,9997011.7314,776,0009.85

1,000,000 and over233.85122,635,00081.76

FCG050 $100 million Retail Bond issue

FROM–TOHOLDER COUNT%HOLDING QUANTITY%

5,000–9,999135.5697,0000.10

10,000–49,99915465.813,542,0003.54

50,000–99,9992611.111,584,0001.58

100,000–999,999239.837,264,0007.27

1,000,000 and over187.6987,513,00087.51

CURRENT CREDIT RATING STATUS

Standard & Poor’s long-term rating for Fonterra is A- with a rating outlook of stable. Fitch’s long-term and short-term default rating is A with a rating

outlook of negative. Retail Bonds have been rated the same as the Company’s long-term rating by both Standard & Poor’s and Fitch. Capital Notes which

are subordinate to other Fonterra debt issued are rated BBB+ by Standard & Poor’s and A- by Fitch.

EXCHANGE RULINGS AND WAIVERS

NZX Limited (NZX) has ruled that Capital Notes (FCGHA) are debt securities as defined in the NZX Main Board/Debt Market Listing Rules (Listing Rules).

This means that where Capital Notes are quoted on NZX’s Debt Market, Fonterra Co-operative Group Limited is not required to comply with certain Listing

Rules which apply to an issuer of quoted equity securities.

NZX TRADING HALTS

No trading halts were placed on Fonterra securities by NZX in the financial year ended 31 July 2020.

STOCK EXCHANGE LISTINGS

Fonterra’s Co-operative shares are listed and quoted on the Fonterra Shareholders’ Market (operated by NZX Limited for Fonterra) under the code ‘FCG’.

Fonterra has three issues of retail bonds listed and quoted on the NZDX under the codes ‘FCG030’, ‘FCG040’, and ‘FCG050’. Fonterra also has an issue of

capital notes listed and quoted on NZDX under the code ‘FCGHA’ and a Euro Medium Term Note Programme listed on the Singapore Stock Exchange.

As at 31 July 2020 there were 1,612,097,067 Fonterra Co-operative shares on issue.

Fonterra Annual Report 2020

163162

Statutory Information

Corporate Governance
Fonterra’s Board, Shareholders’ Council and Management recognise

that strong governance plays a critical role in the success of our Co-

operative and are committed to achieving the highest standard of

corporate governance, representation and leadership.

To support this the Board has developed governance systems that

reflect Fonterra’s unique characteristics and requirements as a

globally competitive New Zealand based dairy co-operative. These are

continuously reviewed to ensure best practice is followed.

This Corporate Governance Statement is current as at 17 September

2020 and has been approved by the Fonterra Co-operative Group

Limited Board.

COMPLIANCE WITH BEST PRACTICE GOVERNANCE

STANDARDS

The Board’s governance framework takes into consideration

contemporary standards in New Zealand and Australia, including the

principles in the NZX Corporate Governance Code which came into

effect for reporting periods from 1 January 2020 (NZX Code).

Fonterra focuses on governance in a way that promotes:

• the interests of our farmer shareholders, unit holders and other

key stakeholders

• our Co-operative’s purpose, values and strategy

• transparency, giving our farmer shareholders, unit holders and other

stakeholders the information they need to assess our performance

• effective risk management and compliance to assist us in meeting our

business objectives and all legal and reporting requirements

• an appropriate balance between the roles and responsibilities of the

Board and Management

• communication with important stakeholder groups, including our

farmer shareholders, employees, customers, unit holders, debt

investors, governments and the communities we operate in.

PRINCIPLE 2: BOARD COMPOSITION AND PERFORMANCE

Board Charter

The Board Charter includes details about the Board’s role, responsibilities

and obligations, Board composition and procedures including the Chair’s

election and role, the Board’s relationship with Management, incident

management engagement, training provided to Directors, and the process

for assessing the Board’s performance.

The Board Charter is reviewed each year and is available on fonterra.com.

Board Appointments

Fonterra’s Constitution provides for a maximum of 11 Directors and sets

out how they are appointed. Up to seven Directors are elected by farmer

shareholders (Farmer Directors) and up to four Directors are appointed by

the Board (Appointed Directors).

The Board is committed to building capabilities and maintaining the highest

standards of governance in accordance with best practice. The Board

considers it important that there is a good balance of experience on the

Board.

A list of attributes that all Directors must be able to demonstrate has

been developed by the Board and is reviewed annually. The Board has also

developed a list of skills that the Board believes are required to effectively

govern a complex, globally competitive New Zealand dairy co-operative

with diverse stakeholders. The skills list is reviewed annually and updated as

required. The Board then develops a skills matrix by assessing the required

weighting of each skill against the aggregate skills of the current Board.

The skills matrix is used to identify the skills to be targeted each year as

part of the Farmer Director election process and when selecting Appointed

Directors. The attributes, skills list, skills matrix and the year’s targeted skills

are published annually as part of the Farmer Director election process, to

assist potential candidates in assessing their suitability and to assist farmer

shareholders when assessing the candidates put forward for election.

The Farmer Director selection process involves a three-member

Independent Selection Panel (ISP) that recommends appropriate

candidates to be put to farmer shareholders for election. The members

of the ISP are all independent of Fonterra. One member is appointed by

the Board, one by the Shareholders’ Council and a third appointed by the

other two members of the ISP. In addition to candidates assessed and

recommended by the ISP, there is a non-assessed candidate process where

candidates can propose themselves for election as Farmer Directors with

the support of 35 shareholders. The Farmer Directors are elected by postal

ballot and online voting by farmer shareholders. The voting packs circulated

to all farmer shareholders include biographical information on each

candidate including relevant skills and experience. The Farmer Director

elections are overseen by the Shareholders’ Council.

Appointed Directors are selected to enable the Board to access a full

complement of skills and competencies needed to lead an enterprise of

Fonterra’s size, global reach and complexity. They are independent and

bring to the Board perspectives, experience and skills to complement and

enhance the attributes and skills provided by the Farmer Directors.

The Appointments and Remuneration Committee oversees the process

for identifying and recommending potential Appointed Directors. Prior

to appointment by the Board, the Fonterra Shareholders’ Fund Board is

consulted. The Appointed Directors are ratified by farmer shareholders at

the next Annual Meeting held following their appointment.

All Directors enter into written agreements establishing the terms of their

appointment.

Changes to the Fonterra Board

There were a number of changes to the Fonterra Board during the financial

year ended 31 July 2020:

• In November 2019, Farmer Directors Ms Donna Smit and Mr Andy

Macfarlane were re-elected to the Board and Appointed Director Mr

Simon Israel retired from the Board.

• In March 2020, Chairman Mr John Monaghan announced he will retire

from the Board following the Annual Meeting in November 2020.

• In April 2020, Ms Holly Kramer was appointed to the Board as an

Appointed Director.

• In June 2020, Farmer Director Mr Peter McBride was named as

Chairman-elect.

Disclosure

Information about the experience, length of service, independence and

attendance at Board meetings of each Director is disclosed at pages 167,

168, 176 and 177. The ownership interests of each Director are disclosed in

the statutory information section.

Diversity and Inclusion Policy

Diversity means respect for and appreciation of differences in people,

including differences in ethnicity, cultural background, gender, age, national

origin, disability, sexual orientation, education, religion, personality or

thinking style.

Inclusion is a sense of belonging, where people feel valued, respected and

are encouraged to fully contribute in a safe and supportive environment.

Our diversity and inclusion principles of whanaungatanga (belonging),

manaakitanga (care), kaitiakitanga (guardianship) and whakaohooho

(inspiration) guide and enable us to attract, keep and grow our people to

deliver on our purpose, values and our strategy. You, me, us, together –

7ÃWRXWÃWRX

Fonterra publishes its Diversity and Inclusion Policy on fonterra.com.

Fonterra’s Diversity and Inclusion Policy has three key areas of focus:

Our People: attracting, selecting, developing, promoting and retaining

diverse talent, while avoiding practices that are discriminatory or exclusive.

Our Strategy: ensuring our organisation reflects the diversity of our

markets, customers, stakeholders and the communities in which we

operate.

Our Identity: respecting, leveraging and embracing the unique skills and

diverse perspectives of our people, reflecting a core Fonterra value of ‘Do

What’s Right’.

Diversity and Inclusion Targets and Objectives

Fonterra has made a formal commitment to increase the representation of

women and ethnic minorities within senior leadership levels. The Board’s

aspirational targets and objectives are to increase women in leadership to

50%

1

by 2022 and further target a mix of 20% ethnic diversity within global

leadership levels.

2

To achieve our gender and ethnicity targets, we have placed emphasis on

gender balanced long and short-lists for leadership recruitment as well as

establishing strong foundations of flexible work practices, pay equity, and

attractive parental leave policies to attract, engage and retain women and

minorities in our workplace. We are actively working to mitigate the effects

of unconscious bias in recruitment, performance and talent management.

Approved targets are underpinned by comprehensive metrics that enable

regular reporting on progress globally.

1 Our gender targets include a variance of +/- 10% to account for when we have low population sizes i.e.: n<20.

2 Ethnic diversity is defined as increased representation from minority groups globally.

PRINCIPLE 1: CODE OF ETHICAL BEHAVIOUR

Code of Ethics

A culture of honesty, integrity and transparency is integral to our purpose

and securing our reputation.

We expect our Directors, officers and employees to maintain high ethical

standards and to operate ethically and legally in the countries where we do

business, and reflect our guiding philosophy, Good Together, through all

their behaviours, choices and decisions.

Fonterra’s Code of Ethics comprises the following core documents:

FONTERRA – CODE OF ETHICS

BOARD CODE OF CONDUCT

The Way We Work

(Code of Business Conduct)

Board Charter

Global Ethical

Behaviour Policy

These documents are available on fonterra.com and are supported by our

other policy documents and our employment agreements. They lay out

clear expectations for our Directors, officers and employees regarding

ethical behaviour, including:

• the requirement for the highest standard of integrity, honesty

and transparency;

• how to deal with conflicts of interest;

• the use of corporate information, assets and property;

• procedures for giving and receiving gifts;

• procedures for whistle blowing; and

• how to manage breaches of the Code of Ethics.

We have a Code of Business Conduct, The Way We Work, which guides

us in how we apply our values, every day. This year we updated The Way

We Work to ensure that it reflects Good Together and aligns with our core

goals of Healthy People, Healthy Environment and Healthy Business. The

Board has also developed a Board Code of Conduct for Directors.

Fonterra’s Global Ethical Behaviour Policy and The Way We Work

are available, in multiple languages, to all employees on the Fonterra

intranet. Training on our Code of Ethics and other core global policies

is an important part of our global induction programme. Our annual

check-in and certification process supports our people’s awareness and

understanding of Fonterra’s global policies and was completed by 100%

of its global audience, being our people leaders, managers and other key

roles. Annual refresher learning programmes on our ethical behaviour

commitments, expectations, systems and processes are also required to be

completed throughout our business.

Fonterra’s independently administered whistleblowing hotline provides

individuals with a confidential channel (by phone, email, mail, or online) to

report concerns about serious wrongdoing, or behaviour that is unethical

or does not meet the standards described in The Way We Work. The

hotline allows individuals across our Co-operative to anonymously make

complaints or raise issues.

In the year ended 31 July 2020, 29 reports were made to the hotline.

Disclosures are investigated by a Fonterra team not involved in the

substance of the concern (Internal Audit, other specialist teams or, where

appropriate, an external investigator) before appropriate action is taken.

Timely updates are made available to the whistleblower through the

hotline.

All Fonterra employees are expected to record actual or potential conflicts

using our Conflict of Interest register. Fonterra also operates a Gift &

Entertainment register where employees must record all gifts given or

received, including hospitality and entertainment with third parties, above

a nominal level.

Securities Trading Policy

Fonterra has adopted a Securities Trading Policy that details the rules

for trading in shares, capital notes, retail bonds, units, derivatives, milk

price futures and options traded on the NZX and other listed securities of

Fonterra or the Fonterra Shareholders’ Fund from time to time. This applies

to Directors, officers, employees and contractors of the Fonterra Group

around the world and members of the Shareholders’ Council and Milk Price

Panel and is in addition to legislative requirements for trading securities in

New Zealand and Australia.

The Securities Trading Policy and Standard and other key Global Policies

are available on fonterra.com. All our Directors comply with the legislative

requirements for disclosing interests in listed voting securities of Fonterra

and its related companies.

165

Corporate Governance

Fonterra Annual Report 2020

164

Executive Leadership Gender Composition
FONTERRA MANAGEMENT TEAMGENDER

AS AT 31 JULY 2019MALEFEMALEGENDER DIVERSEUNDECLARED

7 FTE

3

52––

%71%29%0%0%

FONTERRA MANAGEMENT TEAMGENDER

AS AT 31 JULY 2020MALEFEMALEGENDER DIVERSEUNDECLARED

8 FTE

4,5

62––

%75%25%0%0%

Board Gender Composition

As the majority of Directors are elected by farmer shareholders through an independent process, the Board has not adopted gender targets for the Board

in 2020. The Board remains committed to addressing the gender composition of the Board, through the appointment of Appointed Directors, building a

pipeline of Directors through the Fonterra Governance Development programme and through the Farmer Director election process.

BOARDGENDER

AS AT 31 JULY 2019MALEFEMALEGENDER DIVERSEUNDECLARED

1192––

%82%18%0%0%

The gender composition of Fonterra Board changed between 2019 and 2020.

BOARDGENDER

AS AT 31 JULY 2020MALEFEMALEGENDER DIVERSEUNDECLARED

1183––

%73%27%0%0%

Ongoing Training

Following appointment to the Board, Directors undertake an induction

programme to familiarise themselves with Fonterra and its global business.

Areas covered include:

• business strategy and planning

• an overview of key financial metrics to monitor business performance

• an overview of material areas of the Fonterra business, including through

meetings with key executives and visits to key offshore markets, where

possible

• Fonterra’s Constitution and other governance systems

Directors are expected to keep themselves abreast of changes and trends

in the business, Fonterra’s environment and markets, and the economic,

political, social and legal climate generally. The Board holds training

and workshops on relevant subjects each year, is provided with regular

strategic readings and Directors are also expected to keep up to date

with governance issues. Board visits to Fonterra’s global businesses occur

regularly, where possible.

Assess Performance

Directors formally assess the performance of the Board each year, and

the Board reviews each Committee’s performance against its Charter.

A regular programme of peer review of individual Directors occurs as

part of an ongoing Director development programme. Directors are also

encouraged to attend external development and training programmes.

The Shareholders’ Council reviews the Board’s Statement of Intentions

against the performance and operation of the Group and reports on this to

farmers annually. The Board is responsible for reviewing the Chief Executive

Officer’s performance.

Director Independence

The rules of the Fonterra Shareholders’ Market (FSM Rules) require

Fonterra to have at least two Independent Directors. In order to be an

Independent Director under the FSM Rules, a Director must not be an

‘employee’ of Fonterra or have a ‘disqualifying relationship’.

A Director has a disqualifying relationship where they have a direct or

indirect interest, position, association or relationship that could reasonably

influence, or could be reasonably perceived to influence, in a material way,

the Director’s capacity to bring an independent view to decisions relating

to Fonterra, to act in Fonterra’s best interests and to represent the interests

of Fonterra’s financial product owners generally. The FSM Rules contain

specific examples of what may give rise to a disqualifying relationship.

Appointed Directors cannot be shareholders and are expected to maintain

independence for the length of their term.

Farmer Directors must be qualified as farmer shareholders under section

12.3 of the Constitution and are therefore not considered independent.

Fonterra currently has four Appointed Directors. As at 31 July 2020, Clinton

Dines, Bruce Hassall, Holly Kramer and Scott St John each did not have

(and continue not to have) any disqualifying relationship in relation to

Fonterra and were therefore Independent Directors.

Division of Roles

John Monaghan, who is a Farmer Director, is the Board-elected Chairman.

The Chairman and Chief Executive Officer roles at Fonterra are not

exercised by the same individual.

PRINCIPLE 3: BOARD COMMITTEES

Fonterra has a number of permanent Board Committees, as detailed below.

Additional Board Committees are formed when it is efficient or necessary

to facilitate decision-making by providing for a sub-group of Directors to

focus on particular areas or issues and to develop recommendations to the

Board.

Board Committees have standard ‘Terms of Reference’ and each permanent

Committee has a charter, which defines the scope and responsibilities

of that Committee and is approved by the Board each year. The charters

of the permanent Board Committees are available on fonterra.com. The

minutes for each of the Board Committees’ meetings are provided to the

Board for review.

There are two non-permanent Committees, the Divestment Review

Committee and the Capital Structure Committee, which were established

in 2019:

• The Divestment Review Committee’s purpose is to oversee material

divestments and similar transactions. Mr Scott St John is the Chair of the

Committee and Mr Brent Goldsack, Ms Leonie Guiney, Mr Bruce Hassall,

Ms Holly Kramer and Ms Donna Smit are members of the Committee.

• The Capital Structure Committee’s purpose is to provide guidance over

Management’s review of Fonterra’s capital structure. Mr Bruce Hassall is

the Chair of the Committee and Mr Brent Goldsack, Ms Leonie Guiney,

Mr Peter McBride and Mr John Nicholls are members of the Committee.

The non-permanent Board Committees operate under separate Terms of

Reference which define their respective purposes and responsibilities.

COMMITTEE OR GROUPMEMBERSHIP AS AT 31 JULY 2020PURPOSE

Appointments and Remuneration CommitteeJohn Monaghan (Chair)

Clinton Dines

6

Holly Kramer

Andrew Macfarlane

Peter McBride

Bruce Hassall

6

(observer)

To assist the Board in fulfilling its corporate governance

responsibilities in relation to the recruitment, retention,

remuneration and development of Directors, executives and other

employees.

Audit and Finance CommitteeBruce Hassall

6

(Chair)

Leonie Guiney

Andrew Macfarlane

Peter McBride

Scott St John

6

To assist the Board in fulfilling its corporate governance

responsibilities in relation to Fonterra’s financial reporting, audit

activities, treasury matters, financial risk management and internal

control frameworks.

Co-operative Relations CommitteeBrent Goldsack (Chair)

Andrew Macfarlane

Peter McBride

John Nicholls

Donna Smit

To assist the Board in fulfilling its corporate governance

responsibilities in relation to the supply of milk from Fonterra

suppliers, and to seek to resolve supplier complaints before

reference to the Milk Commissioner.

Milk Price PanelScott St John

6,7

(Chair)

Bruce Hassall

6,7


Brent Goldsack

Andrew Wallace

7, 8

Bill Donaldson

8

To provide assurances to the Board as to the governance of the Milk

Price and the Milk Price Manual, and the proper application of the

Milk Price Principles. The Milk Price Panel does not determine the

Farmgate Milk Price, as this is a decision for the Board.

Safety and Risk CommitteeLeonie Guiney (Chair)

Clinton Dines

6

Brent Goldsack

John Nicholls

Scott St John

6

To assist the Board in fulfilling its corporate governance

responsibilities in relation to Fonterra’s management of health and

safety and key enterprise wide risks.

This includes promoting a safe and healthy working environment

and overseeing Fonterra’s risk management framework to ensure

the behaviours required, guidelines, policies and processes for

monitoring and mitigating enterprise-wide risks are in place.

3 Full time equivalent.

4 Full time equivalent.

5 As of 31 July 2020, the position of Managing Director People & Culture is vacant and therefore not included in this calculation.

6 Independent Director

7 Independent member

8 Appointed by the Shareholders’ Council

Fonterra Annual Report 2020

167166

Corporate Governance

Board and Committee Attendance
BOARD

AUDIT AND

FINANCE COMMITTEE

APPOINTMENTS AND

REMUNERATION

COMMITTEE

CO-OPERATIVE

RELATIONS

COMMITTEEMILK PRICE PANEL

SAFETY AND RISK

COMMITTEE

Eligible to

AttendAttendance

Eligible to

AttendAttendance

Eligible to

AttendAttendance

Eligible to

AttendAttendance

Eligible to

AttendAttendance

Eligible to

AttendAttendance

Clinton Dines 1514––87––––2 2

Brent Goldsack1413––––667744

Leonie Guiney151477––––––44

Bruce Hassall15147788––7721

Simon Israel53––21––––––

Holly Kramer 43––33––––––

Andrew

Macfarlane

1515438866––––

Peter McBride1515766665––––

John Monaghan15153388––––––

John Nicholls 1514––––66––22

Donna Smit151533––66––––

Scott St John 151577––––7744

Audit and Finance Committee

The Audit and Finance Committee comprises two Appointed Directors and

three Farmer Directors. The Committee is chaired by Bruce Hassall, who

is an independent Appointed Director and a Fellow of the New Zealand

Institute of Chartered Accountants.

Majority Independent Directors – Audit and Finance

Committee and Appointments and Remuneration Committee

The Audit and Finance Committee and Appointments and Remuneration

Committee do not comprise a majority of independent Appointed

Directors.

There is currently no headroom for Fonterra, based on having 11 Directors,

to have more than four independent Appointed Directors, as the Farmer

Directors fill each of the seven positions open to them (and as noted above,

the Farmer Directors are not considered independent). Given this, it is

difficult for Fonterra to appoint a majority of Appointed Directors to these

Committees without excluding Farmer Directors or significantly increasing

the workload of the Appointed Directors.

Fonterra does not consider that this is a significant issue, as the Audit

and Finance Committee is chaired by an independent Appointed Director

and the Appointments and Remuneration Committee is chaired by a

Farmer Director. In addition, under the FSM Rules, the Audit and Finance

Committee is not required to comprise of a majority of Appointed

Directors.

Employees attend Audit and Finance Committee and Appointments and

Remuneration Committee meetings only at the invitation of the respective

Committee.

Milk Price Panel

The Dairy Industry Restructuring Act 2001 (New Zealand) requires that

the Chair and a majority of the members of the Milk Price Panel are

independent. The Panel consists of two Appointed Directors, one Farmer

Director and two appropriately qualified persons nominated by the

Shareholders’ Council, at least one of whom must be independent. The

Chair must be one of the Appointed Director independent members. As at

31 July 2020, Scott St John, Bruce Hassall and Andrew Wallace were (and

continue to be) independent members of the Milk Price Panel.

Pursuant to the Dairy Industry Restructuring Amendment Act 2020, with

effect from 1 June 2021, Fonterra must appoint one member of the Milk

Price Panel who is nominated by the Minister.

Nominations Committee

The Appointments and Remuneration Committee fulfils the role of a

nominations committee in respect of the appointment of Appointed

Directors. The election and selection process for Farmer Directors and

Appointed Directors is explained above under Board Appointments at

page 165.

Takeover Offer

The Board does not believe that it is necessary to establish protocols for a

takeover offer, given Fonterra’s co-operative structure and the thresholds

on share ownership in its Constitution.

PRINCIPLE 4: REPORTING AND DISCLOSURE

Disclosure Policy

Fonterra is committed to promoting well-informed and efficient markets

in its shares, units issued by the Fonterra Shareholders’ Fund and debt

securities. The Board has approved a Global Disclosure Policy to ensure

compliance with the NZX and FSM Listing Rules regarding continuous

disclosure. The Global Disclosure Policy governs Fonterra’s communications

with investors and market participants, and the disclosure of information

relevant to Fonterra. The Global Disclosure Policy and the underlying

Global Disclosure Standard are available on fonterra.com.

Fonterra and the Manager of the Fonterra Shareholders’ Fund have entered

into an arrangement to co-operate with each other and take all steps

reasonably required to ensure that information to be disclosed by either of

them under the FSM Rules and the listing rules of the NZX or the ASX (as

the case may be) is disclosed simultaneously to the Fonterra Shareholders’

Market, the NZX Main Board and the ASX. Fonterra simultaneously

discloses relevant information on ASX on behalf of the Fonterra

Shareholders’ Fund.

Website Disclosure

Fonterra has the following documents available on fonterra.com:

• Board Charter

• Board Code of Conduct

• Appointments and Remuneration Committee Charter

• Audit and Finance Committee Charter

• Co-operative Relations Committee Charter

• Safety and Risk Committee Charter

• The Way We Work (Code of Business Conduct)

• Global Disclosure Policy and Standard

• Global Diversity and Inclusion Policy

• Global Health, Safety and Wellbeing Policy

• Global Environmental Policy

• Global Ethical Behaviour Policy

• Global Privacy Policy

• Global Securities Trading Policy and Standard

• Sustainability Code of Practice

Fonterra does not have a Director Remuneration Policy for the reasons

noted below under ‘Director Remuneration’.

Non-Financial Reporting

Fonterra is guided by international best practice and, reflecting the core

role of sustainability within our strategy, we are on a journey towards more

integrated reporting.

In this Annual Report we provide coverage of both financial and non-

financial matters. Non-financial reporting includes coverage of our social

and environmental performance in the Healthy People and Healthy

Environment sections, and our approach to governance in this Corporate

Governance section. Our financial performance is reported on in our

Healthy Business section.

In November 2019 Fonterra issued its third Sustainability Report, which is

prepared in accordance with the Global Reporting Initiative (GRI) Standards

and is independently assured. This further expands the coverage of our

non-financial reporting, including consideration of material environmental,

social and governance (ESG) factors and performances against targets.

We have adopted this internationally recognised reporting framework

to help users of our Sustainability Report more easily compare our

disclosed information and performance with others. We plan to release the

Sustainability Report annually, with the next report due to be issued later

this year.

PRINCIPLE 5: REMUNERATION

Fonterra’s remuneration framework is designed to attract, retain and

motivate high-quality Directors and senior management.

Director Remuneration

Fonterra’s Constitution modifies the Board’s discretion to set remuneration

of Farmer Directors. Farmer shareholders elect an independent committee

of six farmer shareholders (the Directors’ Remuneration Committee)

to consider and make recommendations at the Annual Meeting on the

remuneration for Farmer Directors, which is required to be approved by

farmer shareholders.

The members of the Directors’ Remuneration Committee as at 31 July 2020

were David Gasquoine (Chair), Ellen Bartlett, John Gregan, Glenn Holmes,

Scott Montgomerie and Stephen Silcock. Directors and employees only

attend Directors’ Remuneration Committee meetings at the invitation of

the Committee.

The Board has full discretion over the remuneration of Appointed Directors,

with such remuneration not being approved at the Annual Meeting. The

Board has historically remunerated Appointed Directors at the same level

as Farmer Directors, in line with Directors’ Remuneration Committee

recommendations.

Given the arrangements outlined above, Fonterra does not have a specific

policy for remuneration of Directors.

Further details of the Directors’ remuneration are contained on pages 155

and 156.

Remuneration of our People

The remuneration of our Chief Executive Officer (CEO) and Management

is governed by the Appointments and Remuneration Committee (ARC),

who assists the Board in fulfilling its corporate governance responsibilities

relating to remuneration, recruitment and retention. Fonterra has a

Remuneration and Rewards Global Standard which outlines our overall

remuneration framework.

The ARC oversees and provides counsel on Fonterra’s People Strategy,

including key priorities and milestones, as well as noting progress on

culture, talent and leadership activities and diversity and inclusion.

During the year ended 31 July 2020 (FY20), the ARC engaged the services

of an independent external consultant to provide guidance on the design

and development of the new CEO and Fonterra Management Team (FMT)

Executive Incentive, to replace the existing FY19-21 Long-Term Incentive.

The engagement of an independent consultant ensured that the ARC did

not receive advice solely from Management or advisors commissioned by

Management.

Remuneration Strategy

Fonterra’s remuneration strategy has been designed to align with and

support our philosophy of Good Together through:

• Our purpose

• Our values

• Our business strategies and goals

These are the foundation of our Co-operative and the lens through which

all our behaviors, decisions and choices are made.

Executive Remuneration Framework

Fonterra’s executive remuneration framework follows

three simple principles:

ATTRACT AND RETAIN

KEY TALENT

ENSURE A STRONG LINK

BETWEEN BUSINESS

PERFORMANCE

AND REWARD

REWARD OUR PEOPLE

EQUITABLY

The remuneration framework for our CEO and FMT is based on a total

remuneration approach which is delivered through fixed remuneration and

variable (at risk) components as outlined below.

In FY20, the ARC and Board approved a new variable Executive Incentive

Plan (EIP) for the CEO and FMT, which replaced the Short-Term Incentive

(STI) and Long-Term Incentive (LTI) programmes for FY20. The purpose

of the new design is to have a fit for purpose long-term incentive that

focuses the CEO and FMT on the execution of our new strategy, asset

rationalisation, and business repositioning of the strategy transformation.

The new design is a modified STI which focuses the FMT on annual strategy

execution and defers a portion of the incentive over three years. The final

vesting of the deferred value is modified using a long-term performance

hurdle of Return on Capital (ROC) over the Milk Price Weighted Average

Cost of Capital (WACC).

Fonterra Annual Report 2020

169168

Corporate Governance

Both the fixed and variable remuneration components of the CEO and FMT are outlined below:
FIXED ELEMENTVARIABLE ELEMENT

FIXED REMUNERATIONEXECUTIVE INCENTIVE PLAN (EIP)

How it’s deliveredCashCash (with a deferred cash component)

How it works- consists of base salary, KiwiSaver or

Superannuation, and insurance

- benchmarked against the external market

using comparable companies in the country

or region where the individual is located

- benchmarked to the median of the relative

peer group

- reviewed annually based on performance

and behaviours

- CEO Target is 120% of Base Remuneration

- eligible FMT members Target is 110% of Base Remuneration

- the incentive is capped at 150% payment of on-target earnings

- calculated based on achievement against a Fonterra Group

scorecard which aligns to our triple bottom line (Healthy People,

Healthy Environment and Healthy Business)

- our measures within the scorecard include Health and Safety,

Food Safety Quality, Lowering our Environmental Footprint,

Group Return on Capital and Total Farmer Payout

- achievement is determined over a one-year performance period

(1 August – 31 July, aligned to Fonterra’s financial year)

- paid as cash, with 70% cash paid in the year earned and 30%

deferred cash which vests three years after grant, subject to

continued employment and a performance hurdle of Group ROC

over the Milk Price WACC

What it doesAttracts and retains key talent in the markets

in which we operate

Aligns the CEO and eligible FMT members on delivering exceptional

results over both the short and long term for our farmer owners

The FY20 EIP for the CEO and eligible FMT members replaces all previous LTI programmes for those individuals, including the FY18-20 and FY19-21 LTI

schemes.

The CEO and eligible FMT members participate in the EIP. FMT members who do not participate in the EIP are entitled to fixed remuneration and

participate in the Group STI scheme.

The pay-mix of on-target total remuneration for the CEO is shown below.

Base Remuneration

17% 38% 45%

EIP

deferral

EIP paid as STI

Executive Remuneration Benchmarking

Pay benchmarking for the CEO, eligible FMT members and certain senior roles is conducted using independent third-party remuneration advisors appointed

by the Board.

Given that our Co-operative’s size and global scale is unique to New Zealand, the peer group for these roles is comprised of 24 Australian listed companies

that are more closely matched to the size, complexity and operational scope of Fonterra, allowing a more appropriate benchmarking of senior executive

remuneration. The benchmark also reflects that senior positions within Fonterra require global expertise, and are typically recruited from competitive global

talent markets, particularly Australia and Asia. Fonterra aims to pay at the median of the benchmark of the given peer group for our senior executives.

CEO Remuneration

Total Remuneration Paid for FY20

Total Remuneration Paid reflects remuneration in the period it is received, rather than the performance period to which the payment relates.

Miles Hurrell has held the role of Chief Executive Officer for the year ended 31 July 2020 (FY20). His annual fixed remuneration as at 31 July 2020 is

$1,950,000. The variable pay component paid in FY20 was for FY19 and is $0. The total remuneration received by Mr Hurrell in FY20 was $2,008,500,

as shown in the table below.

FIXED REMUNERATIONPAY FOR PERFORMANCETOTAL REMUNERATION PAID

SALARYBENEFITS

1

STILTI

$1,950,000$58,500$0

2

$0

3

$2,008,500

1 Employer superannuation contribution.

2 In FY19 the Board exercised its discretion to not award any STI payment for the FY19 performance year.

3 No LTI was payable to the CEO in FY20 for the FY19 performance year.

PRINCIPLE 6: RISK MANAGEMENT

Risk Management Framework

The Board, supported by the Safety and Risk Committee, has overall

responsibility for ensuring:

• the effective implementation of risk management systems in line with

our Global Risk Management Policy

• that Fonterra operates within its risk appetite settings

Fonterra’s Risk Management Policy is aligned to the ISO31000 Risk

Management – Principles & Guidelines 2018. The policy outlines our risk

principles and accountabilities, setting out the requirements for managing

and reporting risk across our global business. It is designed to embed a

co-operative-wide risk management capability, establishing a consistent

approach to identifying, assessing, controlling, monitoring and reporting on

our key risks. These include risks that may affect our Co-operative’s ability

to achieve its objectives and protect our people, shareholders, customers

and reputation.

Our risk management framework is based on the three lines of defence

model. Fonterra’s first line of defence is our people. Managers and

individual business units hold clear risk management responsibilities for

business risk management, including requirements to ensure compliance

with external requirements as well as Fonterra’s Global Policy standards.

Our risk management and assurance processes support this via our group

functions, ensuring a consistent best-practice approach to risk management

across the business, aligned with our risk appetite settings. These processes

are overseen by the Fonterra Management Team alongside a dedicated

internal audit function, taking a risk-based approach to oversight of key

business activities and reporting to the Board via the Safety and Risk

Committee and the Audit and Finance Committee.

3

RD

LINE OF DEFENCE

2

ND

LINE OF DEFENCE

1

ST

LINE OF DEFENCE

INTERNAL ASSURANCE

COO

Co-operative

Affairs

oCFO

APAC

Greater

China

AMENA

FONTERRA BOARD

Safety & Risk

Committee

Fonterra

Management Team

Audit & Finance

Committee

Total Remuneration Earned for FY20

Total Remuneration Earned illustrates the remuneration outcomes for the FY20 performance period, providing what we believe is a more transparent

indication of pay for performance. Variable pay outcomes are listed against the relevant performance period, regardless of when the payment is made.

We believe this reporting approach provides the right balance of transparency and disclosure while accurately reflecting the outcomes for a given fiscal year.

FIXED REMUNERATIONPAY FOR PERFORMANCE

2

TOTAL REMUNERATION EARNED

5

SALARYBENEFITS

1

FY20 EIP EARNED

3

(70%)

FY20 EIP DEFERRED TO FY23

4

(30%)

$1,950,000$153,410$2,214,576$949,104$5,267,090

1 Employer superannuation contribution includes portion paid on base remuneration and incentive earned.

2 Based on FY20 Group Scorecard results.

3 Subject to meeting the required short-term performance hurdles, this is due to be paid in October 2020.

4 Subject to meeting the required long-term performance hurdles, this is due to be paid in October 2023.

5 Not inclusive of the amount relating to the provision recognised by Fonterra in relation to the pending judicial interpretation of the Holidays Act 2003 in New Zealand.

People & CultureFood Safety

GROUP RISK

IT

Legal

Health & Safety

Milk Supply

Finance

Supply Chain

Environment

Fonterra Annual Report 2020

171170

Corporate Governance

As part of its risk management responsibility, the Safety and Risk
Committee receives regular reports of the emerging and existing key risks

and the measures in place to mitigate the impact of key risks on our Co-

operative.

The Safety and Risk Committee also receives regular reports on the health

and safety of our people as part of Fonterra’s risk management framework.

For further information about Fonterra’s Health & Safety performance in

FY20, please refer to the Health & Safety section on page 174.

Risk Management Focus in FY20

Throughout FY20, we have evaluated our risk appetite settings, revised our

risk management policy and framework, and strengthened the processes

for the identification and reporting of risks.

As part of our strategy refresh, our Group Risk Appetite settings were

assessed to provide clarity of the acceptable level of risk to be taken in

pursuit of our strategic objectives. This involved the Fonterra Management

Team and Board participating in risk identification, definition and appetite

workshops, further strengthening our ability to identify, define and

establish tolerance levels for the risks associated with implementing our

refreshed business strategy.

Strengthening the connectivity between our Co-operative’s first line

(bottom-up) and third line (top-down) of defence is crucial to ensure risk

management information, including the effectiveness of risk controls,

is captured and provided to both Management and the Board. This has

been reinforced in FY20 through the refresh of our Risk Management

Policy, Framework, and Standard, ensuring a consistent approach to risk

management is ingrained in our day-to-day operations at a business unit

level. This is monitored and measured via our integrated business planning

process, with oversight of the effectiveness of controls provided by our

annual audit plan.

Covid-19

Fonterra’s response to the global Covid-19 outbreak was first initiated in

January 2020. As with many businesses, the pandemic has had varying

levels of impact across our supply chain and within the global markets in

which we operate. Fonterra has utilised its Group Crisis Response plan

and Incident Management Team to enable an expedited and appropriate

response at each stage of the situation globally. Key impact areas include:

• Supply chain disruptions

• Health risks to our people

• Market volatility

• Social distancing and increased safety measures at our manufacturing

and distribution sites

• Fluctuations in customer demand and changes to global consumption

habits

Fonterra’s response to the pandemic is ongoing. To ensure the continuity

of Fonterra’s operations during FY21, a number of control measures have

been put in place to mitigate risks to our operations. While Fonterra’s

Incident Management framework has allowed our operations and core

business activities to continue, ongoing challenges will be presented to the

organisation by Covid-19. These challenges, which include the economic

impacts of the virus on the global markets in which we operate, will require

continued monitoring, analysis and management for a sustained period.

Key Risks

Fonterra’s Risk Management Framework focuses on the key risks Fonterra

faces globally in implementing our business strategy. Regular monitoring of

the risk environment occurs via our integrated business planning process,

specific technical risk councils and audit outcomes.

KEY RISKRISK DESCRIPTIONRISK MITIGATION MEASURES

Strategic DeploymentSub-optimal execution of healthy environment,

healthy people and healthy business strategic

initiatives.

• Integrated business planning enables regular

proactive monitoring of strategic deployment

milestones including forecast and interim

returns.

• Best practice programme management.

• Strong focus on capital expenditure and balance

sheet management.

Market Price and CurrencyThe risk that price movement within the global

dairy markets in which Fonterra operates is

not appropriately managed or responded to,

adversely impacting operations and profitability.

• Established financial assurance framework

including oversight from the Finance Risk

Committee.

• Regular review of policy settings, credit terms

and payment standards.

• Regular portfolio analysis and ongoing market

exposure assessments.

Environmental SustainabilityFailure to enact measures to mitigate the impact

or perceived impact of Fonterra’s activities on

the environment.

• Resourcing plans to make progress against

environmental targets. Please refer to pages 18

to 23 of this report for Fonterra’s sustainability

goals and performance.

• Proactive engagement with industry,

government and regulators.

Milk SupplyFonterra’s inability to retain milk supply due

to reduction of milk production driven by

disruption (weather/biosecurity event), reduced

returns and/or adverse regulatory settings.

• Strong financial performance.

• Our purpose–Good Together.

• On farm support services and frameworks.

• Supplier policy settings.

Market Access and GeopoliticalThe risk that changes within global markets,

including economic volatility, geopolitical

instability, market access and market

concentration adversely impact business

operations and sales.

• Trade strategy and advocacy.

• Active central portfolio management including

consideration of concentration risk.

Supply Chain Disruption to production through the inability to

maintain and/or effectively operate Fonterra’s

milk collection, manufacturing and supply chain

assets.

• Efficient collection, treatment and distribution

of milk.

• Strong focus on global supply chain

management, and proactive identification of

emerging risks.

• Established, robust business continuity plans to

address identified supply chain continuity risks.

Health, Safety & WellbeingFailure to manage the health, safety and

wellbeing of our people in the workplace.

• Zero tolerance for unsafe work practices.

• Mature reporting of events, near misses and

hazards in the enterprise wide First Priority

event management tool.

People & CultureThe risk that leadership, organisational culture,

and people management practices adversely

impact engagement and performance.

• Ensuring our Co-operative’s culture invites

communication of accepted behaviours,

values, leadership development and succession

planning.

• Global diversity and inclusion objectives in our

Healthy People strategy. Please refer to pages

24 to 31 of this report for Fonterra’s diversity

and inclusion goals and performance.

• The People & Culture function partners across

the business, providing advice, tools, processes

and policies to engage individuals, teams and

support performance.

Social Licence to OperateThe risk that Fonterra’s engagement with and

treatment of the communities, stakeholders and

environments where Fonterra operates globally,

fails to consider potential societal impacts, and

stakeholder interests.

• Our Purpose–Good Together.

• A dedicated Community engagement

programme.

Food Safety & Quality (FSQ)The risk that Fonterra manufactures and supplies

unsafe food or food that is perceived to be

unsafe, and/or product that does not meet local

and international standards and regulations.

• The FSQ framework is designed to ensure the

purchase, supply and production of food is

aligned with global regulatory standards as a

minimum.

• Third party providers undergo specific food

safety and quality audits by specialists from

Fonterra.

• External specialists provide independent audits

on manufacturing and product quality control

processes within Fonterra.

Legal & Regulatory Failure to manage or respond to changes in our

legal, regulatory and compliance obligations

within the markets, and geographies in which

Fonterra operates globally.

• Proactive engagement on regulatory and

contractual changes globally.

• Global Policy Framework.

Information Technology Failure to establish, maintain and safeguard an

appropriate information technology and data

management framework, including systems,

that ensure the confidentiality, integrity and

availability of our data, systems and supply chain.

• Reliable and trustworthy IT environment with

effective management of risk including cyber

security, data protection and data availability.

• Established IT disaster recovery plans.

Fonterra Annual Report 2020

173172

Corporate Governance

Health and Safety
It is fundamental to Fonterra that our people are healthy, live with balance

and go home safe from work every day, everywhere. This is a commitment

not just to employees, but also to the large number of contractors that

support our business every day.

Fonterra’s health and safety performance is measured using a number of

reactive and preventive, leading and lagging indicators. These include total

recordable injury frequency rate (TRIFR), number of serious harm injuries,

status of controls implemented as an outcome of self-assurance and

internal audits and serious event investigations.

Our TRIFR for FY20 is 5.8. On a like for like basis this is slightly higher than

last year, and higher than our industry best practice goal of 5.0. We have

had 10 serious harm injuries, compared to 18 in FY19 and 14 in FY18. We

are pleased to report that there have been no fatalities during FY20 across

our global footprint.

Keeping a continual focus on health, safety and wellbeing is essential, and

we have a number of targeted programmes of work underway to support

us to achieve this ambition – particularly around establishment of lead

indicators, mental health, critical risk, process safety and ensuring our

safety management system is robust and user friendly. Underpinning this is

a focus on maintaining a strong safety culture and employee engagement

in the process of managing risk.

PRINCIPLE 7: AUDITORS

Auditor Framework

The Audit and Finance Committee is responsible for making

recommendations to the Board regarding the appointment of the external

auditor. The external auditor is appointed by farmer shareholders at the

Annual Meeting. KPMG was appointed as Fonterra’s external auditor for

the financial year ended 31 July 2020.

Fonterra has a Group Audit Independence Policy. This policy ensures

that the ability of the auditor to carry out its statutory audit role is not

impaired, or could be perceived to be impaired. The policy sets out the

types of services that the auditor may undertake, those the auditor may

only undertake with the approval of the Audit and Finance Committee, and

those that are not permitted. The policy stipulates the rotation of the lead

external audit partner at least every five years.

As per the policy, all non-audit services to be undertaken by the auditor

require approval by the Chief Financial Officer or Director Group Finance.

Regardless of the nature of the services proposed, any engagements

exceeding a total of NZD200,000 must be approved by the Audit and

Finance Committee.

The Audit and Finance Committee reviews the independence of the

auditor, external audit fees, terms of engagement and the annual audit plan.

The Chairman of the Audit and Finance Committee communicates regularly

with the external auditor and the Audit and Finance Committee meets with

the external auditor without Management at least twice a year.

The fees paid to Fonterra’s auditor, KPMG, are detailed in Note 6 (page 98)

to the Financial Statements for the year ended 31 July 2020.

Annual Meeting

The external auditor is required to attend Fonterra’s Annual Meeting and

be available to answer questions from farmer shareholders in relation to

the audit.

Internal Audit

Fonterra has an internal audit function that provides independent and

objective assurance to both the Audit and Finance Committee and

Management on the adequacy of risk management, control and governance

processes.

Fonterra’s internal audit approach is based on the principle of line

management responsibility for risk and controls. Management is

responsible for implementing, operating and monitoring the system of

internal controls to provide reasonable assurance of achieving business

objectives. Internal Audit is responsible for:

• delivering a reasonable degree of assurance, as determined by the Audit

and Finance Committee, over business risk

• assisting the business with special reviews or investigations

• complying with the Internal Audit methodology

The appointment and removal of the Chief Internal Auditor (CIA) is subject

to the approval of the Audit and Finance Committee.

The CIA develops the annual internal audit plan, which is endorsed by the

Audit and Finance Committee, and is accountable for its implementation.

The Audit and Finance Committee monitors progress of the internal audit

plan implementation.

PRINCIPLE 8: SHAREHOLDER RIGHTS AND RELATIONS

Website

Fonterra‘s website (fonterra.com) provides investors and interested

stakeholders access to financial and operational information and key

corporate governance information about Fonterra as an issuer.

Shareholders’ Council

One of the Board’s most important relationships is with the Shareholders’

Council. The Council, Fonterra’s representative body, which is established

under the Constitution, is independent of the Board and as at 31 July 2020

comprised 25 farmer shareholders elected as Councillors, representing 25

wards across New Zealand. The Council was created to be the guardian

of the Co-operative Principles which apply to the cornerstone activities

of our Co-operative. The functions of the Council are set out in the

Constitution. The Council reviews the Board’s Statement of Intentions for

the performance and operations of the Group and publishes an annual

report, commenting on these matters.

The Council, Board and Management have a working interface document

which sets out the principles to facilitate the working partnership between

the Board, the Council and Management and the way operational issues

will be dealt with by the Board and the Council.

The working interface document is available on the Farm Source™ website.

The Council and the Board meet regularly, as do the Chairs of the Board

and the Council and the Chairs of their respective Committees.

Farmer Communications

Fonterra is committed to maintaining and improving communication

with its farmers. An extensive farmer and supplier relations programme

is managed by the Farm Source™ team. Channels for electronic

communication are provided through the Fonterra and Farm Source™

websites and the My Co-op mobile application. In addition, Fonterra

provides farmers with the ability to receive communications (such as the

Annual Report) from Fonterra electronically. Webcasts are used where

appropriate.

Fonterra’s communications with farmers include regular face-to-face

meetings, a regular Global Dairy Update, Farm Source™ magazine, My Co-

op application posts and regular emails from the Chairman, Chief Executive

Officer and Regional Heads. As described above, Fonterra releases all

material information to the NZX and ASX (where applicable), and complies

with the FSM Rules with respect to shareholder communications.

Farmer Meetings

A schedule of regular meetings with farmer shareholders, sharemilkers and

farm workers are usually held across the country at least twice each year.

Often these are run in conjunction with the Shareholders’ Council and

Farm Source™ regional teams. However, due to Covid-19 restrictions, this

year Fonterra has been unable to hold a number of these regular face-to-

face meetings and offered stakeholders the opportunity to attend a range

of online meetings instead.

Farmer Directors also regularly attend other farmer meetings during the

year on specific topics.

In addition, the Board consults with farmers on specific issues as they arise.

Fonterra.com and Farm Source™ Digital Tools

An overview of our Co-operative’s operations, financial presentations

and public announcements are all available on the fonterra.com website.

Fonterra also uses emails, including regular updates from the Chairman,

Chief Executive Officer and regular farmer updates to share information

with its stakeholders.

The Farm Source™ website enables farmer shareholders, their employees

and business partners to transact online with Fonterra and access

information and tools on milk production and quality, online statements

and up-to-the-minute news and weather. This site is also used to provide

information on the business to farmer shareholders.

The My Co-op application provides updated news and information

from across our Co-operative and the industry including milk price

announcements, updates from the Chairman and Chief Executive Officer.

The On Farm application provides daily milk production and quality

information, comparisons against last season volumes, tanker movements,

and summary reports of key milk performance information for the last

30 days.

Annual or Special Meeting

The Board views the Annual Meeting of farmer shareholders, which is held

at a different venue around New Zealand each year, as an opportunity to

communicate directly with farmer shareholders and the Board ensures

that adequate time is provided at these meetings for farmer shareholders

to raise issues or ask questions from the floor. The Chief Executive Officer

attends the Annual Meeting.

The Constitution describes the process whereby a farmer shareholder can

raise a proposal for discussion or resolution at the next meeting of farmer

shareholders at which the farmer shareholder is entitled to vote.

Notices of Annual or Special Meetings are sent to farmer shareholders

at least 10 working days before the meeting in line with Fonterra’s

Constitution and are published on fonterra.com.

Annual Report

The Group’s Annual Report, together with the half-year report and other

material announcements, are designed to present a balanced and clear view

of Fonterra’s activities and prospects and are available on fonterra.com.

Other Disclosures

Information on the Group’s performance, annual and half-year financial

results, Director changes, and other significant matters, is advised to the

market through the NZX and ASX in accordance with the Group Disclosure

Policy. Farmer shareholders and other stakeholders receive regular updates

on these and other issues relevant to them and all media and market

releases are available on fonterra.com.

Voting

Shareholders have the right to vote on major transactions (as defined

in the Companies Act 1993) as well as other major decisions that may

change the nature of Fonterra as prescribed by the FSM Rules. In particular,

FSM Rule 4.1.1 restricts Fonterra from entering into any transaction (or

series of linked or related transactions) which would significantly change,

indirectly or directly, the nature of Fonterra’s business or involves a gross

value above 50% of the average market capitalisation of Fonterra, unless

the transaction(s) is approved by (or is conditional on the approval of )

Fonterra’s shareholders.

In accordance with the co-operative nature of Fonterra, voting is based on

the quantity of milk solids supplied to Fonterra, backed by shares and is not

on the principle of one vote per share.

Fonterra Annual Report 2020

175174

Corporate Governance

Board of Directors
ANDY MACFARLANE

BOARD RESPONSIBILITIES Farmer-elected Director,

Member of the Appointments and Remuneration Committee,

the Audit and Finance Committee and the Co-operative

Relations Committee

TERM OF OFFICE Elected 2017, last re-elected 2019

Andy Macfarlane was elected to the Fonterra Board in 2017.

Andy was a farm management consultant for 38 years. He is

a Councillor of Lincoln University and a Director of ANZCO.

Andy is an active member of the International Farm

Management Association (IFMA), Global Dairy Farmers and

New Zealand Institute of Primary Industry Management

(NZIPIM). Andy was previously a Director of Ngai Tahu

Farming Limited. He is the Past President of the NZIPIM

and chaired Deer Industry New Zealand for seven years.

Andy began farming in 1989 and lives near Ashburton. He

has shareholding interests in the South Island. Andy has a

strong understanding of the governance of research and

development and innovation, and has a particular interest

in the strategic use of technology in the dairy industry.

%$JU6F

PETER MCBRIDE

BOARD RESPONSIBILITIES Farmer-elected Director,

Chairman-elect, Member of the Appointments and

Remuneration Committee, the Audit and Finance Committee,

the Co-operative Relations Committee and the Governance

Development Committee

TERM OF OFFICE Elected 2018

Peter McBride was elected to the Fonterra Board in 2018

and was announced as Chairman-elect in June 2020. He is

a member of the Zespri China Advisory Board. Peter was

previously the Chairman and a Director of Zespri Group

Limited and other related companies.

Peter is a Chief Executive Officer of Trinity Lands Limited

and Managing Director of South-East Hort Limited and

subsidiaries and Ellett Beach Farms Joint Venture. He was

previously a Director of the New Zealand International

Business Forum and a member of the Executive Board of

the New Zealand China Council. Peter has shareholding

interests in the Waikato.

%+RUWLFXOWXUH3*'LS&RP$JULEXVLQHVV

JOHN NICHOLLS

BOARD RESPONSIBILITIES Farmer-elected Director,

Member of the Co-operative Relations Committee and the

Safety and Risk Committee

TERM OF OFFICE Elected 2018

John Nicholls was elected to the Fonterra Board in 2018.

John previously served on the Fonterra Shareholders’

Council from 2009 to 2011 and is an experienced company

Director. John is Chairman of MHV Water (formally

Mayfield Hinds Irrigation Limited), New Zealand’s largest

intergenerational irrigation co-operative and he also serves

on other local Boards.

John has a Degree in Agriculture and a Post Graduate

[TRUNCATED]

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.

Other issuers discussed similar conditions around this time

Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.