Profile – Third Age Health Services Ltd

Ordinary Shares in
Third Age Health Services Limited
NZX Listing Profile
11 February 2021

This document gives you important information about this investment to help you decide whether you want to
invest. There is other useful information about this investment on www.thirdagehealth.co.nz. Third Age Health
Services Limited has prepared this document in accordance with the NZX Listing Rules. You can also seek advice
from a financial adviser to help you to make an investment decision.

Third Age Health provides
health care services to
support older people

Third Age Health Services Limited: NZX Listing Profile 1


1. Key information summary

What is this?

This Profile document has been prepared by Third Age Health Services Limited (“Third Age
Health”) in accordance with the NZX Listing Rules to support the compliance listing of Third
Age Health's ordinary shares (“Shares”) on the NZX Main Board.

No Shares are being offered as part of the compliance listing. However, Shares may be traded
on market after the listing. Shares give you a stake in the ownership of Third Age Health. You
may receive a return if dividends are paid or Third Age Health increases in value and you are
able to sell your Shares at a higher price than you paid for them.

If Third Age Health runs into financial difficulties and is wound up, you will be paid only after
all creditors have been paid. You may lose some or all of your investment.

About Third Age Health

Third Age Health is a provider of primary care services to the aged residential care ("ARC")
sector and, through Hawkes Bay Wellness Centre, the general population. Third Age Health
provides these services by way of both physical attendances and offsite service provision.

Third Age Health primarily generates revenue through its services under contracts for service
with ARC providers, who pay fees to Third Age Health according to those contracts. Third Age
Health also generates revenue when we enrol a patient into our practice, or when we provide
services through our primary care medical centre. In order to generate revenue, Third Age
Health must have two things: patients who want us to provide them services, and suitably
qualified healthcare personnel willing to provide services to these patients.

For more information, see section 2 of this Profile (Third Age Health and what it does).

Listing statistics and key dates

Brief description of Shares Ordinary shares in Third Age Health
Total number of Shares on issue as at the date of this Profile 9,750,000
(1)

Indicative market capitalisation at $2.15 per Share
(2)
$20,962,500
Total capital raised in 12 months prior to the date of this Profile $1,601,068.60
(3)

Financial year end 31 March
Expected listing and quotation date 11 February 2021 under the code TAH

Notes: (1) This excludes 250,000 Shares held by the Third Age Health Services Limited Employee Share
Purchase Plan Trust ("Employee Share Trust"). That Trust has granted options to acquire those

Third Age Health Services Limited: NZX Listing Profile 2

Shares and, based on the last price at which Shares were sold or traded, Third Age Health expects
these options to be exercised. For more information, refer to page 20.
(2) In October 2020, 587,456 Shares (which had been previously held by Third Age Health as treasury
shares and by the Employee Share Trust) were sold to wholesale investors at a price of $2.15 per
Share. This sale represents the last time Shares were sold or otherwise traded other than by virtue
of the exercise of an option under the Employee Share Trust. At the same time, one existing
shareholder (not a director or senior manager) sold Shares at the same price.
(3) This figure includes the Shares sold as described in note (2) as well as 22,319 Shares issued to
directors at $2.15 per Share in lieu of director fees. In addition to this amount, in June 2020
Michael Haskell & Associates Limited was issued 46,511 Shares (at $2.15 per Share) by way of a
retention payment relating to the services of Michael Haskell as CEO. Finally, during the last 12
months, 110,118 Shares were issued to other shareholders not associated with directors. 30,118
of these Shares were issued at $2.15 per Share, 50,000 of these Shares were issued in June 2020
pursuant to the exercise of options under the Employee Share Trust issued in 2017 with an
exercise price of $1.60, and 30,000 Shares were issued in January 2021 pursuant to the exercise
of options under the Employee Share Trust issued in 2016 with an exercise price of $1 51.

No Shares are being offered pursuant to this Profile document.

How you can get your money out
Third Age Health intends to quote these Shares on the NZX Main Board. This means you may
be able to sell them on the NZX Main Board if there are interested buyers. You may get less
than you invested. The price will depend on the demand for the Shares.
Key drivers of returns
Third Age Health considers that the aspects of its business that have, or may have, the most
impact on the financial performance of the business, and the key strategies and plans for
those aspects of the business, can be summarised as follows:
Drivers of financial performance Key strategies and plans
Growing our ARC patient
population
Management focuses on growing the number of patients that we
provide services to, in order to grow our revenue. To do this, we invest
energy into building and maintaining relationships with major ARC
providers.
In addition, many of our clients have facilities in regions where we do
not currently provide services so we plan to broaden our regional
reach.
To support our growth aspirations, we have a need for high quality
practitioners. We actively recruit them and provide them career
advancement.
Acquisitions of primary care
medical centres
We believe there is an opportunity to increase profitability through
further, carefully executed, acquisitions of primary care medical
centres that can support the service delivery of our core business.
Ongoing business improvement We are focused on increasing the cash we generate from our core
business by enhancing gross margin while delivering the same or
better care and keeping our operating expenditure growth rate below
the gross profit growth rate.

Third Age Health Services Limited: NZX Listing Profile 3


Key risks affecting this investment

Investments in shares are risky. You should consider if the degree of uncertainty about Third
Age Health’s future performance and returns is suitable for you. The price of these Shares
should reflect the potential returns and the particular risks of these Shares.

Third Age Health considers that the most significant risk factors that could affect the value of
the Shares are:

Risk Factor

Description
Concentration of
revenue
We focus on providing services to the major operators of ARC facilities in New
Zealand, under one contract for each operator which is our client. Approximately
54% of our revenue results from providing services to two clients. If we were to
lose one or both of those two clients for any reason and be unable to replace them
then revenue would decrease substantially.
Healthcare personnel
risk
To provide our service, and to grow, it is essential that we recruit and retain
appropriate healthcare personnel where we need them. Any inability to do this is
either a restraint on growth or a risk to fulfilment of current contracts (or both).
Government policy risk

Approximately 35% of our revenue is Government funding. More than 90% of this
amount is a Government subsidy paid to primary care medical practices called
capitation. Any change to capitation or rules around enrolment in respect of
patients we serve, or to other Government funding, would change our revenue.
In addition, given that our core service (being the provision of healthcare services
to people living in ARC facilities) is mobile, to best meet the needs of our elderly
patients, any policy change with respect to mobile healthcare provision could
affect our revenue.
Pandemic risk As the patients of our core service are elderly, any illness which has high mortality
rates in the elderly could impact our business.

This summary does not cover all of the risks of investing in the Shares. You should also read
section 5 of this Profile (Risks to Third Age Health’s Business and Plans).

Where you can find Third Age Health’s financial information

The financial position and performance of Third Age Health are essential to an assessment of
this investment. You should read also section 4 of this Profile (Third Age Health’s financial
information).

Copies of Third Age Health's financial statements are available at www.thirdagehealth.co.nz.

Third Age Health Services Limited: NZX Listing Profile 4

Table of contents

1. Key information summary 1
Message from the Chairman 5
2. Third Age Health and what it does 7
3. Key features of Third Age Health Shares 24
4. Third Age Health’s financial information 28
5. Risks to Third Age Health’s business and plans 35
6. Tax 39
7. Where you can find more information 39
8. Contact information 40

Third Age Health Services Limited: NZX Listing Profile 5

Message from the Chairman

Dear Investors,

On behalf of the board of Third Age Health Services Limited, it is my pleasure to invite you to
read our Profile document for the listing and quotation of our Shares on the NZX Main Board.

Third Age Health's core business is to provide primary care services to residents in ARC
facilities, by way of a mobile service that delivers health care to where its patients reside.

Founded in November 2010, most of our growth has been organic. Third Age Health primarily
generates revenue through its services under contracts for service with ARC providers, who
pay fees to Third Age Health according to those contracts. Our healthcare personnel are then
rostered to provide health care services on site at each contracted ARC facility, and to be on-
call for patient care between those regular visits, at the request of the facilities’ nursing staff.

Our use of technology in the field assists our healthcare personnel with at-hand medical
information and with response times when called for solutions during and after-hours.

We have a clear strategy to deliver profitable growth organically, and through acquisitions of
‘traditional’ community medical centres that can support the service delivery of our core
business. After eight years of purely organic growth, our first such acquisition, in April 2018,
was of Hawkes Bay Wellness Centre in Napier.

By continuing to develop primary care delivery models using physical and digital methods of
delivery, Third Age Health intends to meet the growing demands for health care and evolving
customer/client expectations.

Third Age Health considers itself to be a market leader and intends to continue supporting
the ARC sector and partner with them to enhance their services.

The board of directors looks forward to Third Age Health becoming a publicly listed company
on the NZX Main Board and we welcome your participation in Third Age Health in the future.

Yours sincerely

Bevan Walsh
Chairman

Third Age Health Services Limited: NZX Listing Profile 6

Third Age Health Services Limited: NZX Listing Profile 7

2. Third Age Health and what it does

Introducing Third Age Health

Third Age Health was founded in 2010 in response to a demand identified in the New Zealand
aged care industry. Arising from agreements with their local District Health Board, ARC
facilities (also known as nursing homes) have a demand for a dependable, robust, mobile
primary care service to meet their requirement to provide around the clock access to health
care services 365 days a year.

Third Age Health meets this demand across the ARC sector by entering into contracts to
provide primary health care services (especially general practitioner visits) to ARC facilities
and their residents. Third Age Health generates revenue in two ways: when we provide
services to our patients, and when we enrol a patient into our practice. In order to generate
revenue, Third Age Health must have two things: patients who want us to provide them
services, and suitably qualified healthcare personnel willing to provide services to these
patients.

ARC providers pay fees to Third Age Health according to their contracts for service. Third Age
Health healthcare personnel, especially general practitioners, are then rostered to provide
health care services on site at the ARC facility and to be on-call. Third Age Health currently
provides services to over 50 ARC facilities using a team of 35 contracted healthcare personnel
and another seven semi-regular contracted locums.

Since 2010, Third Age Health has been working to improve the service delivery of primary
services to the aged care sector, prioritising the primary health care needs of the people living
at facilities and the need of the facility operators themselves to ensure suitable primary care
services are available to their residents. Our experience in using technology to support
healthcare providers and building a supportive team around them, assists us in meeting those
needs.

A key value of our business is that the ARC facility itself is a customer, whose needs must be
met in assuring medical care for their residents, rather than treated by practitioners as just
the place to visit their patients.

As well as being focused on the business requirements of ARC operators, Third Age Health is
committed to delivering dependable primary care health services around the clock, 365 days
a year. This is crucial to ensuring scheduled visits as well as providing access to unscheduled
services regardless of whether the regular practitioner is on leave or otherwise.

Third Age Health utilises technology that assists the mobility and responsiveness of its team
of practitioners, fostering faster service delivery and enabling a reduction in the need for
callouts for certain clinical needs.

In addition, Third Age Health has diversified the business by its April 2018 acquisition of a
'traditional' medical practice, Hawkes Bay Wellness Centre Limited ("HBWC"), a primary care
medical centre in Napier that provides the services typically associated with a general practice

Third Age Health Services Limited: NZX Listing Profile 8

(primarily GP doctor and nurse consultations). HBWC also takes a client focused approach
that has resulted in growth to its general practice patient population since Third Age Health
acquired it. HBWC also assists Third Age Health in meeting our ARC clients’ needs in the area.

HBWC is currently the only primary care medical centre owned by Third Age Health. HBWC's
premises in Napier also serves as Third Age Health's registered office, although with the
exception of HBWC staff all Third Age Health personnel (more than 85%) work remotely when
they are not on site at a client ARC facility.

In 2014, Third Age Heath established an Australian business, then called Third Age Health
Australia Pty Ltd ("TAHA"), operating with similar objectives. The contribution to the wider
group's activities was immaterial and in September 2019 a decision was made to divest the
business in order to focus on stronger business units.

Also in 2014, Third Age Heath was a founding shareholder in Concierge Medical Services
Limited (“CMSL”). CMSL is healthcare technology company. Third Age Health divested its
interest in CMSL in November 2018 as it was not aligned with the core TAH business. CMSL
did not generate any material revenue or earnings for Third Age Health.

Group structure

The Third Age Health group structure is as shown in the following diagram:


HBWC is 100% owned by Third Age Health Services Limited. Third Age Health Services Limited
does not have any other subsidiaries (although for accounting purposes the Employee Share
Trust (refer to page 20) is considered a subsidiary).

The aged residential care sector

Aged residential care requirements

Operators of New Zealand ARC facilities are contracted by their local District Health Board to
provide the necessities of life to funded residents, using nationally-standardised contracts.
Facilities operating under these contracts (known as the 'Age-Related Residential Care
Services Agreement' and the 'Aged Residential Hospital Specialised Services Agreement')
must, under those contracts, procure and pay for primary care services conducted by certain
types of healthcare providers for the residents of the facility.

Third Age Health Services Limited
Hawkes Bay Wellness Centre Limited

Third Age Health Services Limited: NZX Listing Profile 9

These contracts require that operators obtain:

x regular scheduled visits by general practitioners or nurse practitioners;
x 24/7 on-call access to medical advice; and
x 24/7 availability of unscheduled visits (between regular visits).

Before Third Age Health was founded, the typical approach used by facilities was to request
the local medical practice to make a general practitioner available for this work, or to contract
a general practitioner directly.

The opportunity

Based on the expected increase in numbers of people aged over 80 in the next 20 years, Third
Age Health expects demand for primary care services to the ARC sector to expand over that
time. Third Age Health is well positioned to capitalise on this growth as a major provider in
the aged care sector.

New Zealand, along with many other developed economies, faces a growing senior
population and commensurate increases in the number of residents at ARC facilities, as
shown in the following graphic:


Source: Ministry of Social Development (superseniors.msd.govt.nz), data and statistics as at 30 April 2019

We believe this demographic trend presents a significant growth opportunity for Third Age
Health.

Third Age Health Services Limited: NZX Listing Profile 10

The primary care medical centre sector

Primary care relates to professional health care provided in the community, usually from a
general practitioner, practice nurse, nurse practitioner, pharmacists or other health
professional working within a general practice. Primary health care covers a broad range of
health services, including diagnosis and treatment, health education, counselling, disease
prevention and screening.

Third Age Health’s strategy and plans

Highlights

The market for ARC in New Zealand provides Third Age Health with our core opportunity – an
aging population, with corresponding demand for primary care services across New Zealand,
which supports ongoing demand for Third Age Health’s services.

Third Age Health has experienced consistent and strong revenue growth, from $3.7m in
FY2018 to $5.3m in FY2020. At the same time, Third Age Health has maintained healthy and
growing operating margins, which we continue to focus on improving.

The following charts demonstrate how Third Age Health has grown:

Group Performance
FY2018 to FY2020 ($NZD)
Patient Numbers FY2016 – FY2020
(based on data provided by primary
health organisations)

* Pro forma measures include adjustments applied by Third Age to the audited FY18, FY19, and FY20 financial
statements. Pro forma adjustments reflect the impact of removing discontinued operations. For an explanation
of Pro Forma adjustments please refer to the ‘Reconciliation of non- NZ GAAP to NZ GAAP Financial
Information in the ‘Selected Financial Information’ section of this Profile.

In FY2020, Third Age Health delivered our best ever results for revenue, net profit, and net
profit margin (as well as paying our second dividend), and also grew as a company by:

• appointing Norah Barlow as an independent director;

Third Age Health Services Limited: NZX Listing Profile 11

• establishing an Audit Committee, chaired by independent director John Fernandes;
and
• repaying the sole remaining shareholder loan, removing all related party financing.

Since the end of FY2020, Third Age Health has appointed Dr David Kerr as an adviser (prior to
which he was an independent director) and repaid the balance of the bank loan taken out in
2018 to finance the purchase of HBWC, leaving zero interest bearing bank debt.

Future strategy and plans

The current and future aspects of Third Age Health's business that have, or may have, the
most impact on financial performance are:

• growth in our core business by growing our ARC patient population;
• acquisitions of primary care medical centres (where that can support the service
delivery of our core business); and
• ongoing business improvement.

Our key strategies and plans for those aspects of the business are as follows:

Growing our ARC patient population
We are focussed on growing the number of patients that we provide services to, in order to
grow our revenue. To do this, we invest energy into building and maintaining relationships
with major ARC providers. In addition, many of our clients have facilities in regions where we
do not currently provide service so we plan to broaden our regional reach.

When we enter a new region we need to enter into a contract with a primary health
organisation operating in the region in order to access Government subsidies (including
capitation). An inability to do so could affect our plans as it reduces the revenue we are able
to obtain from providing services in that region (but not other regions).

To support our growth aspirations, we have a need for high quality practitioners. We plan to
continue to actively recruit high quality practitioners and provide them with career
advancement opportunities.

In FY2020, Third Age Health delivered on this, expanding our coverage to providing services
in three more DHB regions, increasing our footprint in the existing regions of Christchurch
and the Hutt Valley, and expanding our practitioner team to 35 healthcare practitioners
across six DHB regions (plus another seven semi-regular contracted locums).

Acquisitions of primary care medical centres
Third Age Health has chosen to make selected acquisitions of primary care medical centres
(traditional medical centres which provide primary care medical services to the general
population, as distinct from tertiary care providers such as hospitals) to further enhance our
age care provisioning as well as provide additional revenue and profit.

Third Age Health Services Limited: NZX Listing Profile 12

The first (and so far only) acquisition was completed in April 2018 when Third Age Health
acquired 100% of HBWC, a medical centre in Greenmeadows, Napier.

HBWC has experienced revenue growth, net earnings growth and net profit margin growth
since being acquired by Third Age Health. HBWC has increased its enrolled patient population
from 1,400 to over 2,500 since being acquired by Third Age Health. HBWC has also proven
itself to be a valuable partner for providing services to Third Age Health’s ARC patients in the
Hawkes Bay region and has also attracted providers to the core Third Age Health ARC service.

The following charts show the relative importance of HBWC and Third Age Health’s core
business, by showing the contribution to revenue and net profit in FY2020. Third Age Health
believes that this shows the opportunity to further increase our profitability in similar steps
through further, carefully executed, acquisitions that can support the service delivery of our
core business.

Relative Performance of Business Units, FY2020


As at the date of this Profile there are no specific acquisitions planned and no particular time
frames for any future acquisitions. Any potential acquisitions will be assessed on a case by
case basis. This will involve a thorough assessment by management, and board consideration
of the merits of any acquisition recommended by management. In addition to financial
metrics, the assessment would include a consideration of the extent to which the potential
acquisition could support the service delivery of our core business.

The prices paid for future acquisitions are likely to be highly variable depending on the size of
the practice, its profitability, and other surrounding circumstances (for example, practice
location and the vendor's motivations to sell). It is likely that any acquisitions would be funded
using a combination of bank debt and working capital.

Third Age Health Services Limited: NZX Listing Profile 13

Ongoing business improvement
In addition to the above initiatives, Third Age Health is focused on increasing the cash we
generate from our core business of providing primary healthcare services to ARC facilities,
through two other core initiatives:

x efforts to enhance gross margin while delivering the same or better care; and
x efforts to keep the growth rate in operating expenses below the gross profit growth
rate.

The impact of COVID-19 on Third Age Health
Third Age Health’s core service is provided to people living in ARC facilities. By nature, the
residents in those facilities are elderly and at greater risk from COVID-19. In the first lockdown
in 2020, we found it necessary to switch to providing services remotely (i.e. telehealth) while
ARC facilities sought to reduce the risk of introduction of COVID-19 to facility residents by
reducing all kinds of visits.
Third Age Health initially applied for the Government COVID-19 wage subsidy, because at the
time management expected revenue to fall substantially. However, this did not occur and
Third Age Heath was able to repay the subsidy. As at the date of this Profile, Third Age Health
has not incurred any material financial impact due to COVID-19. However, COVID-19 had a
significant non-financial impact during 2020, particularly in terms of the wellbeing of our
people.
There remains a degree of uncertainty as to the future impact of COVID-19. You should also
read section 5 of this Profile (Risks to Third Age Health’s Business and Plans).
Directors, adviser, and senior managers
Board of Directors
BEVAN WALSH
Founder and Chairman

Director November 2010 – Present
Chairman September 2013 – Present

Bevan started a mobile medical services business in 2007
providing after-hours general practitioner home visits. This lead
him to uncover needs in the ARC sector for a dependable, client-
focussed "24/7/365" primary care service aimed specifically at
satisfying ARC provider requirements and Bevan accordingly
established Third Age Health in 2010 to meet those needs (and
sold the earlier business).

Serving since 2013 as Chairman of the Board of Directors for
Third Age Health, Bevan offers guidance and executive
leadership in concert with his fellow board members.

Third Age Health Services Limited: NZX Listing Profile 14


In addition to Third Age Health, Bevan is currently a director of
Hawkes Bay Wellness Centre Limited, Concierge Medical
Services Limited, Third Age Digital Health Limited, and Switch
Limited.

Bevan's qualifications include a Certificate in Business
Computing (Carrington Polytechnic).


MICHAEL HASKELL
Director and Chief Executive Officer

Director January 2012 – Present
CEO September 2013 – Present

Michael initially invested in Third Age Health in early 2012 and
joined the board, giving input to strategy. In 2013 it was agreed
that he would lead the firm on a day-to-day basis as CEO
commencing September 2013.

Michael has grown the Third Age Health medical team and the
patient population that they service. Under Michael's leadership
Third Age Health has also increased the number of relationships
we have with key participants in the ARC sector; grown the
number of facilities that we service; increased our geographic
reach and increased revenue and operating margins.

In addition to Third Age Health, Michael is currently a director
of Hawkes Bay Wellness Centre Limited, Medicall Limited,
Concierge Medical Services Limited, Third Age Digital Health
Limited, Michael Haskell & Associates Limited, and Hatch Equity
Limited.

Michael’s qualifications include a BSc – Economics from The
College of Charleston and an MBA from The University of South
Carolina.


NORAH BARLOW, ONZM
Independent Director

June 2019 – Present

Norah has a career history of managing the provision of care to
older adults.

Third Age Health Services Limited: NZX Listing Profile 15

Norah is the current CEO and a director of Heritage Lifecare
Limited (NZ). She is the former CEO and a current director of
Estia Healthcare (EHE – ASX), and a former CEO and director of
Summerset Group Holdings (SUM – NZX). Norah was heavily
involved in both companies' successful IPOs.

Norah is a highly skilled and experienced business executive
with extensive experience as a professional director. Her past
directorships include life insurance company Cigna, and
retirement community business Ingenia Communities Group
(INA – ASX).

In addition to Third Age Health, Heritage Lifecare Limited, and
some of its associated companies, Norah is currently a director
of Everton Homes Limited, Merseyside Limited, and Community
Support Services ITO Limited.

Norah has a Bachelor of Commerce and Administration from
Victoria University.

In the 2014 Queen’s Birthday Honours, Norah was appointed an
Officer of the New Zealand Order of Merit, for services to
business.


JOHN FERNANDES
Independent Director

February 2019 – Present

John has nearly 20 years’ experience in strategy, finance and
continuous improvement within financial services, telco, media
and technology businesses in New Zealand.

John is presently CFO of MacroActive and Executive Director of
Anjuli Mack Fit. He has previously served as Quantum Program
Lead at Spark NZ, Group Head of Strategy at MediaWorks, Head
of Strategy at NZX, and Business Analyst at Goldman Sachs JB
Were.

In addition to Third Age Health, John is currently a director of
JSRF Limited, Big Fat Pheasant Limited, and Anjuli Mack Fit
Limited.

His qualifications include an MBA – The University of Auckland
and a Post Graduate Diploma in Business Administration – The
University of Auckland.

Third Age Health Services Limited: NZX Listing Profile 16


Adviser
DAVID KERR, CNZM
Adviser

Independent Director May 2019 – October 2020
Adviser to the Board October 2020 – Present

Dr David Kerr, a Medical Practitioner since 1973, entered
General Practice in 1976.

In 1999 Dr Kerr was appointed Chair of Ryman HealthCare
Limited where he continues in this role.

He has been a board member of Health Workforce New Zealand
and Pharmac, and continues to be a director of Forte Health and
a number of other companies.

He is a Distinguished Fellow of the Royal New Zealand College
of General Practice, an Accredited Fellow of the Institute of
Directors, and a Fellow of the New Zealand Medical Association.

David transitioned from Third Age Health independent director
in November 2020 to adviser to the board of Third Age Health
specifically in relation to both his experience as a general
practitioner and his experiences in aged care.

In the 2020 New Years' Honours, David was appointed a
Companion of the New Zealand Order of Merit, for services to
health and business.

Senior Managers

MICHAEL HASKELL
Director and Chief Executive Officer

Michael has been CEO of Third Age Health since September
2013.

Refer Profile above.

Third Age Health Services Limited: NZX Listing Profile 17

BESSIE MARSH
Practice Manager

April 2016 – Present

Bessie has been Practice Manager since early 2016. With a
background in HR, recruitment and relationship management,
Bessie has created a strong support structure for Third Age
Health’s team of practitioners. Bessie is responsible for the day-
to-day management of the practice. A varied role, Bessie
manages rosters, locum cover, client communications and
supplier relationships.

Bessie graduated from Auckland University with a Bachelor of
Arts in Politics and Film.


CAMPBELL PATTERSON
Operations Manager

September 2016 – Present

Campbell has been our Operations Manager since late 2016. He
covers a broad range of tasks from IT infrastructure, software
integrations, marketing, governmental agency communications,
marketing, technology training/support for the medical team, IT
asset management and troubleshooting among other duties.



ANGELA MACKENZIE
Operations Manager – Third Age Health (Hawkes Bay)
Practice Manager – Hawkes Bay Wellness Centre

May 2018 – Present

Angela MacKenzie has dedicated 30 years to primary care and
joined the Third Age Health team in 2018. Angela manages the
day-to-day operations of HBWC as well as supporting the Third
Age Health ARC service in the Hawkes Bay region.

Third Age Health Services Limited: NZX Listing Profile 18

Interests of directors and senior managers
As at the date of this Profile, the directors have relevant interests in Shares and receive
remuneration as follows:
Director

Total Remuneration
NZ$ (for the year
ending 31 March 2020)
Shares Nature of relevant interest
Bevan John Walsh $12,000
(1)

4,332,731
(44.44%)
(2)

Registered and beneficial owner
Michael Bruce
Haskell
$207,476.20
(3)
3,372,711
(34.59%)
(2)

Shares held by Michael Haskell &
Associates Limited, in which Michael
Haskell has a relevant interest as a
director
(5)
and as sole shareholder
John Samuel Ronny
Fernandes
$12,000
(1)
91,168
(0.94%)
(4)

9,662 Shares (0.10%) held as registered
and beneficial owner
81,506 Shares (0.84%) held by JSRF
Limited, in which John Fernandes has a
relevant interest as sole director and
shareholder
Norah Kathleen
Barlow
$12,000
(1)
24,490 (0.25%) Shares held by Norah Kathleen Barlow
and Robert Noel Barlow in their
capacities as trustees of a family trust
associated with Norah Barlow

Notes: (1) With effect from 1 January 2021, the base fee for directors was increased to $35,000 per annum.
(2) In addition, Bevan John Walsh and Michael Bruce Haskell are trustees of the Employee Share Trust.
For more information, refer to page 20.
(3) This amount was paid to Michael Haskell & Associates LLC, and not to Michael Haskell personally.
Third Age Health contracts with Michael Haskell & Associates LLC for the provision of Michael
Haskell's services as CEO and this amount reflects the payment for those services. Michael Haskell
does not receive director fees.
(4) In addition, JSRF Limited holds an option to purchase a further 100,000 Shares (1.03%) held by
another shareholder (who is not a director or senior manager) at $2.15 per Share. That option can
be exercised in part or in full at any time until 30 June 2024.
(5) The other director of Michael Haskell & Associates Limited is Campbell Patterson, a senior manager
of Third Age Health, who does not have any beneficial interest in that company.

The fees for directors of Third Age Health (in their capacity as directors) that apply from listing
have been fixed as a total pool of up to $150,000 per annum. The total fees expected to be
paid to directors (in their capacity as directors) in the year ending 31 March 2021 is expected
to be $53,250 ($17,750 per director other than Michael Haskell, who is not paid director fees).

In addition, the directors are entitled to be reimbursed for all reasonable travel,
accommodation and other expenses incurred by them in connection with their attendance at
board or shareholder meetings, or otherwise in connection with Third Age Health's business.

Third Age Health Services Limited: NZX Listing Profile 19

The amount paid for the provision of Michael Haskell's services as CEO in the year ending 31
March 2021 is expected to be approximately $365,000, comprising a base fee of $265,000
payable to Michael Haskell & Associates LLC plus the issue in June 2020 of 46,511 Shares (at
$2.15 per Share) to Michael Haskell & Associates Limited by way of a retention payment.

In addition, Michael Haskell is entitled to cash bonuses of up to $60,000 after each of the
2021, 2022, and 2023 financial years if growth rate targets are met. If a bonus is payable for
the current financial year (ending 31 March 2021) this amount would be paid in addition to
the amount referred to in the previous paragraph.

Michael Haskell is also entitled to further cash retention payments of $100,000 and $50,000
if he remains the CEO on 1 April 2021 and 1 April 2022 respectively.

As at the date of this Profile, the other senior managers have relevant interests in Shares as
follows:

Senior manager

Shares Nature of relevant interest
Bessie Marsh 20,250 (0.21%)
(1)

250 Shares (0.0026%) held as sole registered and
beneficial owner
(3)
20,000 Shares (0.21%) held by XZS Holdings Limited in its
capacity as trustee of a family trust associated with Bessie
Marsh and Campbell Patterson (who have each a relevant
interest as directors and shareholders of XZS Holdings
Limited)
Campbell Joseph Patterson 20,250 (0.21%)
(2)

250 Shares (0.0026%) held as sole registered and
beneficial owner
(3)
20,000 Shares (0.21%) held by XZS Holdings Limited in its
capacity as trustee of a family trust associated with Bessie
Marsh and Campbell Patterson (who have each a relevant
interest as directors and shareholders of XZS Holdings
Limited)
Angela MacKenzie 566 (0.0058%) Registered and beneficial owner

Notes: (1) In addition, Bessie Marsh holds 50,000 options to acquire Shares. See "Third Age Health Services
Limited Employee Share Purchase Plan Trust" below for more information.
(2) In addition, Campbell Patterson has a relevant interest in 3,372,711 Shares (34.59%) by virtue of
being a director of Michael Haskell & Associates Limited. Campbell Patterson does not have any
beneficial interest in Michael Haskell & Associates Limited.
(3) To avoid doubt, Bessie Marsh and Campbell Patterson each hold 250 Shares as sole registered and
beneficial owner, but have a relevant interest in the same 20,000 Shares held by XZS Holdings
Limited.

No employees received remuneration and other benefits in excess of $100,000 during the
year ended 31 March 2020. For details of amounts paid to Michael Haskell & Associates LLC
please refer to the directors' interests table above.

Third Age Health Services Limited: NZX Listing Profile 20

Third Age Health has granted indemnities, as permitted by the Companies Act 1993, in favour
of each of its directors and the CEO. Third Age Health also maintains insurance for its directors
and officers.

Substantial shareholdings

In addition to the shareholdings of Bevan Walsh and Michael Haskell & Associates Limited
detailed above, as at the date of this Profile Lenore Deirdre Bauer has a relevant interest in
more than 5% of the issued Shares of Third Age Health as follows:

Shares Nature of relevant interest
156,500 Shares (1.61%) Registered and beneficial owner
1,514,503 Shares (15.53)%
Arises from an informal agreement
(1)
relating to the beneficial
ownership of 1,514,503 of the 4,332,731 Shares held by Bevan John
Walsh, the exercise of voting rights attaching to those Shares, and any
acquisition or disposal of those Shares
Total: 1,671,003 Shares (17.14%)
Note: (1) A formal reorganisation of this shareholding is expected to replace the current informal agreement
at some point following listing.

Third Age Health Services Limited Employee Share Purchase Plan Trust

The Employee Share Trust is the registered owner of 250,000 Shares. For accounting
purposes, these Shares are treated as treasury shares and are therefore not included in the
Third Age Health's issued Shares or in the calculations of implied market capitalisation or
implied Enterprise Value (EV) in this Profile.

The Employee Share Trust has granted options to acquire these Shares to Third Age Health
employees and their associated entities, as follows:

Number of options Exercise price Expiry
50,000 $1.51 per Share February 2022
200,000 $1.71 per Share March 2024

The options were granted as part of remuneration arrangements for the relevant employees.
Based on the price at which Shares were most recently sold it is expected that all of these
options will be exercised.

The 50,000 options expiring in February 2022 are held by Bessie Marsh, a senior manager.
None of the directors or other senior managers have any relevant interest in the Shares held
by the Employee Share Trust (other than Bevan Walsh and Michael Haskell's relevant interest
as trustees of the Employee Share Trust).

Third Age Health Services Limited: NZX Listing Profile 21

Other material governance disclosures

Appointment of directors

The board has the power to appoint additional directors to the board from time to time, in
accordance with the NZX Listing Rules. In accordance with the NZX Listing Rules, any director
so appointed by the board must retire and seek re-appointment at the next annual meeting
of shareholders.

Major shareholders

As at the date of this Profile, Third Age Health has two major shareholders: Bevan John Walsh
who has a 44.44% shareholding and Michael Haskell & Associates Limited which has a 34.59%
shareholding. Subject to any restrictions on voting under the NZX Listing Rules, these two
shareholders together will have the ability to pass both an ordinary resolution and special
resolution of shareholders (even without the support of other shareholders).

Escrow agreement

Bevan Walsh and Michael Haskell & Associates Limited have entered into an escrow
agreement with Third Age Health. The agreement covers all 4,332,731 Shares (44.44%) held
by Bevan Walsh and all 3,372,711 Shares (34.59%) held by Michael Haskell & Associates
Limited.

Under that agreement, Bevan Walsh and Michael Haskell & Associates Limited have each
agreed that:

x they will not sell any of their Shares until Third Age Health's audited financial
statements for the year ended 31 March 2021 have been finalised and released to the
NZX Main Board; and
x they will not sell any of their Shares for less than $2.15 per Share during the 24 month
period following the date of listing on the NZX Main Board.

The agreement contains the following permitted exceptions to these trading restrictions:

x sales or transfers with the prior written approval of the non-interested directors (as
that term is defined in the Companies Act 1993);
x sales or transfers to associated persons (within the meaning of the Takeovers Code),
provided the associated person enters into a similar agreement with Third Age Health;
x sales or transfers as a result of a change in trustee of any trust through which the
Shares are held, provided the incoming trustee enters into a similar agreement with
Third Age Health; and
x sales or transfers in connection with a takeover offer under the Takeovers Code or
similar scheme or arrangement.

The agreement cannot be varied or amended without NZX's prior approval. In addition,
Third Age Health is required to advise NZX promptly and without delay if it becomes aware

Third Age Health Services Limited: NZX Listing Profile 22

of any breach or likely breach of the agreement, and is required to take such steps as NZX
may require to prevent or remedy any breach.

Third Age Health Services Limited: NZX Listing Profile 23

Third Age Health Services Limited: NZX Listing Profile 24

3. Key features of Third Age Health Shares

Ordinary Shares

Third Age Health has a single class of ordinary shares ("Shares"), of which there are 9,750,000
on issue and which will be quoted on listing. This figure excludes the 250,000 Shares held by
the Employee Share Trust (for more information, refer to page 20). No new Shares will be
issued as a result of the listing.

The key features of the Shares do not differ from those that generally apply to other ordinary
shares in a company.

No person or entity guarantees or undertakes any liability in respect of the Shares or the
future value or performance of them.

No shareholder will be liable to pay any further amounts to Third Age Health or any other
person in respect of those Shares if Third Age Health becomes insolvent.

In a liquidation of Third Age Health, the claims of shareholders will rank equally with the
claims of other shareholders, and after the claims of:

• persons to whom preferential payments must be made;
• secured creditors; and
• unsecured creditors.

Alteration of Shares

The rights attaching to the Shares are governed by Third Age Health’s constitution, the
Companies Act 1993, the NZX Listing Rules and the terms under which they have been issued.
The constitution may only be altered by special resolution of shareholders subject to the
rights of interest groups under the Companies Act 1993, or in certain circumstances by Court
Order.

A special resolution of shareholders must be approved by 75% of shareholders who are
entitled to vote and are voting on that resolution. In certain circumstances, a shareholder
whose rights are affected by a special resolution may require Third Age Health to purchase
their Shares.

A copy of the constitution can be obtained from the Companies Office website,
www.business.govt.nz/companies.

Third Age Health Services Limited: NZX Listing Profile 25

Dividend Policy

Since 1 April 2017, dividends have been declared and paid as follows:

Record Date Gross Dividend Net Dividend Imputation Credit Gross Dividend
Yield
(1)

18 December
2020
5.72 cents per
Share
4.12 cents per Share 1.60 cents per Share -
20 March 2020
9.25 cents per
Share
6.66 cents per Share 2.59 cents per Share 4.3%
20 March 2019 4.62 cents per
Share
3.33 cents per Share 1.29 cents per Share 2.7%
Note: (1) Gross dividend yield is provided for the two annual dividends paid in March 2019 and March 2020.
It has been calculated based on the last price at which Shares were sold or traded prior to the
relevant record date.

Refer to section 4 of this Profile (Third Age Health’s financial information) for details of the
total gross dividend paid.

The payment and amount of dividends will be decided by the board. It is the current intention
of the directors of Third Age Health to distribute dividends in accordance with the following
dividend policy:

x The directors have established a Net Debt to EBITDA ratio cap of 2x which they believe
provides adequate headroom to support business growth.
x The board expects that a dividend pay-out ratio of 75% of profit after income tax from
continuing operations will provide it with flexibility and be appropriate, and to make
two dividend payments per annum following the six-monthly and annual results.
x To the extent they are available, it is the intention of the board to attach imputation
credits to dividends.

In addition, the board currently intends to consider the payment of a special dividend before
1 April 2021 (that is, before the new top marginal tax rate of 39% takes effect). As at the date
of this Profile, no decision has been made.

The payment and amount of any future dividends are not guaranteed and will be at the
discretion of the board after taking into account various factors the board deems relevant.
These factors may include Third Age Health's financial condition and solvency requirements,
operating results, current and anticipated cash needs, plans for expansion and debt
covenants.

Third Age Health Services Limited: NZX Listing Profile 26

Trading your Shares

If you wish to sell your Shares on the NZX Main Board after the listing occurs, you must contact
an NZX Firm and have a CSN and an authorisation code (FIN). Opening a new broker account
can take time depending on the NZX Firm’s new client procedures.

If you do not have a CSN, you will:

• be assigned one when you set up an account with an NZX Firm; or
• receive one from the registrar.

If you do not have an authorisation code (FIN), it is expected that you will be sent one as a
separate communication by the registrar. If you have an NZX Firm and have not received an
authorisation code (FIN) by the date you want to trade your Shares, your NZX Firm can obtain
one but may pass the cost for doing so on to you.

Third Age Health Services Limited: NZX Listing Profile 27

Third Age Health Services Limited: NZX Listing Profile 28

4. Third Age Health’s financial information

These tables provide key financial information about Third Age Health. Full financial
statements are available at www.thirdagehealth.co.nz. If you do not understand this financial
information, you can seek advice from a financial adviser or an accountant.

Selected financial information

12 Months
Ended 31
March 2018
(audited)
12 Months
Ended 31
March 2019
(5)

(audited)
12 Months
Ended 31
March 2020
(5)
(audited)
6 Months
Ended 30 Sept
2019
(5)

(unaudited)
6 Months
Ended 30 Sept
2020
(5)

(unaudited)
Revenue
(6)

$4,562,932 $4,834,546 $5,260,440 $2,796,576 $2,757,521
Pro forma
Revenue
(3)

$3,650,216 $4,834,546 $5,260,440 $2,796,576 $2,757,521
EBITDA
(6)

$838,364 $1,335,910 $1,573,942 $669,513 $901,831
Pro forma
EBITDA
(3)

$799,649 $1,335,910 $1,573,942 $669,513 $901,831
EBIT
(6)

$825,638 $1,278,663 $1,516,810 $641,182 $845,065
Pro forma
EBIT
(3)

$797,473 $1,278,663 $1,516,810 $641,182 $845,065
Net Profit after
Tax

$333,645 $1,015,638 $1,322,616 $734,166 $597,106
Pro forma Net
Profit after
Tax
(3)

$508,254 $828,215 $974,984 $386,533 $597,106
Total Gross
Dividend
Nil $416,666.67 $833,333.33 $Nil $Nil
Net Cash Flow
from
Operations
(4)


$407,448 $1,053,929 $1,340,940 $557,701 $1,031,581

Third Age Health Services Limited: NZX Listing Profile 29

As at 31 March
2018
(4)
(audited)
As at 31 March
2019
(4)
(audited)
As at 31 March
2020
(audited)
As at 31 March
2020
(audited)
As at 30 Sept
2020
(unaudited)
Cash and Cash
Equivalents
(4)


$27,463 $407,575 $885,681 $885,681 $1,309,117
Total Assets
(4)


$661,703 $2,175,057 $2,410,969 $2,410,969 $3,114,368
Interest
Bearing
Debt
(4),(7)


$1,171,561 $1,349,885 $673,000 $673,000 $258,766
Total
Liabilities
(4)


$1,904,056 $2,204,621 $1,549,990 $1,549,990 $1,419,493
Net Assets
(4)
($1,242,353) ($29,564) $860,979 $860,979 $1,694,875

Capitalisation table

Shares on issue as at date of this Profile 9,750,000
Most recent Share issue price
(1)
$2.15 per Share
Implied Market Capitalisation $20,962,500
Implied Enterprise Value $18,605,866
(2)


Note: (1) In October 2020, 587,456 Shares (which had been previously held by Third Age Health as treasury
shares and by the Employee Share Trust) were sold to wholesale investors at a price of $2.15 per
Share. This sale represents the last time Shares were sold or otherwise traded except for the exercise
of an option under the Employee Share Trust. At the same time, one existing shareholder (not a
director or senior manager) sold Shares at the same price.
(2) As at the date of this Profile, Third Age Health has no interest bearing debt and a positive cash
position, which fluctuates daily. This figure is based on Third Age Health's unaudited cash position as
at 1 February 2021.
(3) The selected financial information is sourced from audited financial statements and unaudited interim
financial statements that are available on Third Age Health's website (www.thirdagehealth.co.nz).
Some line items in the selected financial information include adjustments applied by Third Age
(denoted pro forma). For an explanation of pro forma adjustments in the selected financial
information, please refer to the heading "Reconciliation of non-NZ GAAP to NZ GAAP Financial
Information" later in this section of the Profile). Pro forma adjustments reflect the impact of removing
discontinued operations.
(4) Net cash flow from operations and the balance sheet measures included in the selected financial
information are extracted from the statutory financial statements. They do not exclude the impact of
discontinued operations or exclude the impact of acquisitions therefore are not directly comparable
across periods.

Third Age Health Services Limited: NZX Listing Profile 30

(5) HBWC was acquired on 11 April 2018. The selected financial information provided includes HBWC in
all periods subsequent to acquisition date. Stand-alone financial information on HWBC is provided in
the section titled "Selected financial information for acquired business" later in this section of the
Profile.
(6) Revenue, EBITDA and EBIT measures are sourced from the audited annual and unaudited interim
financial statements. These measures exclude revenue, EBITDA or EBIT in relation to discontinued
operations which are shown as a separate single line item in the statement of comprehensive income
below net profit after tax from continuing operations.
(7) As at 30 September (and as at the date of this Profile), Third Age Health has no interest bearing bank
debt. The interest bearing debt of $258,766 recorded at this date represents the lease liability
recognised for premises occupied by HBWC as required by NZ IFRS 16 Leases.

Implied market capitalisation is the value of all of Third Age Health's equity securities, as
implied by the most recent price for the Shares. It tells you what Third Age Health is proposing
that Third Age Health’s equity is worth.

Implied enterprise value (EV) is a measure of the total value of the business of Third Age
Health as implied by the most recent price for the Shares. Implied enterprise value is the
amount that a person would need to pay to acquire all of Third Age Health’s equity securities
and to settle all of Third Age Health’s borrowings. It is a measure of what Third Age Health is
proposing the business of Third Age Health as a whole is worth. This amount is less than the
implied market capitalisation because Third Age Health has cash reserves and no interest
bearing debt.

Shareholder spread

As at the date of this Profile, Third Age Health has 93 shareholders. NZX has exercised its
discretion in allowing Third Age Health to proceed with the listing and quotation on the NZX
Main Board.

Third Age Health is focused on plans to further increase the spread and free float with an
intention to increase liquidity in the Shares over time. There can however be no assurance
that a liquid market will develop in the Shares in any particular timeframe.

Listing costs

Third Age Health estimates the costs of its NZX listing to be approximately $200,000. All of
these costs are expected to be incurred in the second half of FY2021.

Approval of financial statements

The financial statements for the years ending 31 March 2018, 2019, and 2020 were signed by
Bevan Walsh and Michael Haskell on behalf of the board of Third Age Health. The interim
financial statements for the period to 30 September 2020 were signed by Bevan Walsh and
John Fernandes on behalf of the board of Third Age Health.

Third Age Health Services Limited: NZX Listing Profile 31

Taxation – Non-deductible expenses

The taxation note in Third Age Health’s financial statements refers to certain non-deductible
expenses. These are expenses which have been recognised in profit or loss (as required for
accounting purposes) but for which no tax deduction is available (these are sometimes
referred to as permanent differences). Non-deductible expenses in the 31 March 2020
financial year were higher than the preceding year and driven by transactions related to the
Employee Share Trust.

Selected financial information for acquired business

The table below includes selected financial information in relation to HBWC which was
acquired on 11 April 2018.

Selected financial information

12 Months Ended
31 March 2019

(unaudited)
12 Months Ended
31 March 2020

(unaudited)
6 Months Ended
30 Sept 2019

(unaudited)
6 Months Ended
30 Sept 2020

(unaudited)
Revenue

$534,694 $672,045 $331,958 $370,463
EBITDA

$25,527 $227,106 $113,760 $152,808
EBIT

$(29,913) $171,766 $86,231 $96,901
Net Profit after Tax

$(57,566) $100,390 $45,374 $64,896
Net Cash Flow
from Operations
$36,238 $305,983 $98,348 $175,268
As at 31 March
2019

(unaudited)
As at 31 March
2020
(unaudited)
As at 31 March
2020
(unaudited)
As at 30 Sept 2020
(unaudited)
Cash and Cash
Equivalents

$1,644 $187,814 $187,814 $17,880
Total Assets

$106,072 $374,920 $374,920 $707,454
Interest Bearing
Debt
$746,738 $0 $0 $258,766

Third Age Health Services Limited: NZX Listing Profile 32


Total Liabilities

$956,194 $278,662 $278,662 $599,732

The financial information for HBWC has been primarily derived from Third Age Health's
audited annual financial statements or unaudited interim financial statements (as relevant).
Net Cash Flow from operations for HBWC is not separately disclosed in the financial
statements therefore it has been derived from the balance sheet and profit and loss
information for HBWC included in the group consolidation which forms the basis of the
audited annual financial statements and unaudited interim financial statements.

Financial information for HBWC has not been provided for the year ending 31 March 2018.
That accounting period ended before Third Age Health's acquisition of HBWC on 11 April
2018. Prior to Third Age Health's purchase of HBWC, its two principals (who were doctors)
provided additional services over and above the current core primary care medical services
provided by HBWC. These additional services were discontinued on Third Age Health's
acquisition. Following its acquisition by Third Age Health, HBWC's revenue and profit, along
with the way in which the owners took out money, changed substantially. As a result,
financial information for HBWC for earlier periods is not directly comparable and does not
provide any meaningful information for shareholders.

Reconciliation of Non-NZ GAAP to NZ GAAP financial information

Third Age Health has applied pro forma adjustments to selected financial information from
the audited group financial statements to allow investors to compare the group’s historical
financial information on a consistent basis. The pro forma adjustments have been applied to
selected financial information from the groups audited financial information:

Remove TAHA
Third Age Health disposed of its interest in TAHA on 19 September 2019. To enhance
comparability across financial periods, the impact of TAHA in reported earnings has been
removed.

Remove CMSL
Third Age Health disposed of its interest in CMSL on 26 November 2018. To enhance
comparability across financial periods, the impact of CMSL in reported earnings has been
removed.

The adjustments for TAHA and CMSL have been derived from the audited annual and
unaudited interim financial statements (principally the segment information note) or from
the financial statements workings that were used to calculate the segment information
included in the financial statements. No assumptions have been made in completing these
adjustments.

Third Age Health Services Limited: NZX Listing Profile 33

Pro forma adjustments

12 Months
Ended 31
March 2018
(unaudited)
12 Months
Ended 31
March 2019
(unaudited)
12 Months
Ended 31
March 2020
(unaudited)
6 Months
Ended 30 Sept
2019
(unaudited)
6 Months
Ended 30 Sept
2020
(unaudited)
Revenue

$4,562,932 $4,834,546 $5,260,440 $2,796,576 $2,757,521
Pro forma
adjustments:

Remove TAHA ($912,716) - - - -
Pro forma
revenue
$3,650,216 $4,834,546 $5,260,440 $2,796,576 $2,757,521
EBITDA $838,364 $1,335,910 $1,573,942 $669,513 $901,831
Pro forma
adjustments:

Remove TAHA ($38,715) - - - -
Pro forma
EBITDA
$799,649 $1,335,910 $1,573,942 $669,513 $901,831
EBIT $825,638 $1,278,663 $1,516,810 $641,182

$845,065
Pro forma
adjustments:

Remove TAHA ($28,165) - - - -
Pro forma EBIT $797,473 $1,278,663 $1,516,810 $641,182 $845,065
Net profit after
Tax
$333,645 $1,015,638 $1,322,616 $734,166 $597,106
Pro forma
adjustments:

Remove TAHA $3,985 ($35,197) $(347,632) $(347,633) -
Remove CMSL $170,624 ($152,226) - - -
Pro forma Net
Profit after Tax
$508,254 $828,215 $974,984 $386,533 $597,106

Third Age Health Services Limited: NZX Listing Profile 34

Third Age Health Services Limited: NZX Listing Profile 35

5. Risks to Third Age Health’s business and plans

All investments carry risk, and there are risks associated with Third Age Health and the Shares
which could mean that shareholders do not receive the expected returns, or do not recover
the full value of their investment.

The following table describes the circumstances that Third Age Health is aware of that exist,
or are likely to arise, that significantly increase the risk to our financial position, financial
performance or stated plans:

Risk factor

Why is it significant to Third Age
Health?
Particulars to assist an investor’s assessment of
the likelihood, nature and potential magnitude
of any impact
Concentration of
revenue
Third Age Health generates
approximately 54% of its revenue
from two large clients. If we were
to lose one or both of those two
clients for any reason and be
unable to replace them then
revenue would decrease
substantially.
Contracts with our ARC clients come up for
renewal from time-to-time. The current
contract with one of our two large clients is due
for renewal in June 2021 and the contract with
our other large client is due for renewal in June
2022. Ensuring contracts are renewed is a key
focus for management. However, there is no
assurance that any contract will be renewed, or
will be renewed on the same terms.
While we continue to work to grow our revenue
with these two large clients we are also working
to increase our revenue with other clients and
develop new clients to reduce our dependency
on the two large clients.
In addition, there are opportunities to reduce
the concentration of revenue through further,
carefully executed, acquisitions of primary care
medical centres that can support the service
delivery of our core business.
Healthcare
personnel risk
To provide our service, and to
grow, it is essential that we recruit
and retain appropriate healthcare
personnel where we need them.
Healthcare personnel are in demand and it can
be difficult to find qualified, capable personnel
to fit our needs. Any inability to do this is either
a restraint on growth or a risk to fulfilment of
current contracts (or both).
To help mitigate this risk we look to actively
recruit healthcare personnel through a variety
of different recruitment methods, and we
provide them with career advancement
opportunities.
Government may
change how it
funds primary care
and/or mobile
medical practices
e.g. mobile
practices may
Approximately 35% of our
revenue is Government funding.
More than 90% of this amount is
capitation, which results from
enrolling patients. We also receive
direct funding from the Ministry
of Health for some services we
At present, we receive Government funding in
the same way as any other primary care
practice. If there is a reduction in capitation to
mobile-only practices, we would work as quickly
as possible to switch enrolment to primary care
medical centres of our own. We already own
one such centre (HBWC) which we expect would

Third Age Health Services Limited: NZX Listing Profile 36

Risk factor

Why is it significant to Third Age
Health?
Particulars to assist an investor’s assessment of
the likelihood, nature and potential magnitude
of any impact
receive a lower
amount of
capitation
provide, and payment from the
Accident Compensation
Corporation for services covered
by the ACC scheme. Any change to
capitation, the rules around
enrolment in respect of patients
we serve, or other Government
funding, would change our
revenue.
In addition, given that our core
service (being the provision of
healthcare services to people
living in ARC facilities) is mobile, to
best meet the needs of our elderly
patients, any policy change with
respect to mobile healthcare
provision could affect our
revenue.
assist in re-enrolling patients in Hawkes Bay.
While we may not be able to do this re-
enrolment for patients outside regions where
we own a primary care medical centre, we may
be able to buy an existing centre or start our
own (starting our own would require entering
into a contract with local primary health
organisation before we can access Government
subsidies).
COVID-19 or any
future pandemic
Third Age Health’s core service is
provided to people living in ARC
facilities. By nature, the residents
in those facilities are elderly. Any
illness which has high mortality
rates in the elderly could impact
our business. Elderly people have
been seen to have significantly
greater mortality rates than the
general populace when affected
by COVID-19.
Also, a switch from in-person
visits to telehealth services
provision (which could possibly be
necessitated by any future
pandemic) can affect our revenue.
We expect that any impact on revenue by
deaths due to this or any other pandemic would
be proportional to the number of deaths in our
enrolled patient population, and as new
residents (moving into ARC facilities) enrol with
us, that impact in respect of any deceased
patients could cease.
On utilisation of our services, in the first
lockdown in 2020, we found it necessary to
switch to providing services remotely (i.e.
telehealth) while facilities sought to reduce the
risk of introduction of COVID-19 to facility
residents by reducing all kinds of visits. This
could happen again.
As at the date of this Profile, Third Age Health
has not incurred any material financial impact
due to COVID-19.
Move towards
having people stay
at home longer and
providing the
necessary care in
the community
rather than at ARC
facilities
Third Age Health’s core service is
the provision of healthcare
services to people living in ARC
facilities. Trends in the number of
people living in these facilities
may affect our profitability.
Providing mobile services is our norm. However,
if necessary we could pivot to providing services
to people living in private homes, provided that
(a) the economics make it viable, and (b) our
practitioner reach is to where people we serve
are living (for when visits in person are medically
needed, as opposed to telemedicine).
A previous
subsidiary may not
be able to repay
the money it owes
Third Age Health
Third Age Digital Health Limited
owes Third Age Health $360,950.
If the loan was not repaid it would
have an impact on Third Age
Health's balance sheet.
Third Age Health is charging Third Age Digital
Health Limited (TADH) interest on the
outstanding balance of a loan owed by it, and
TADH is up to date with its interest payments.
The Third Age Health balance sheet is strong and

Third Age Health Services Limited: NZX Listing Profile 37

Risk factor

Why is it significant to Third Age
Health?
Particulars to assist an investor’s assessment of
the likelihood, nature and potential magnitude
of any impact
we currently have no interest bearing bank debt.
We are confident that any loss of this asset,
were it to occur, would have no operational
impact and (based on existing balance sheet
strength) would not cause any solvency issue.
Key person risk

Third Age Health has a very lean
management team consisting of a
CEO and three senior managers
overseeing operations. The loss of
the CEO or any of the other three
senior managers could have a
negative impact on revenue.
Although the loss of the CEO or any of the other
three senior managers could have a negative
impact on revenue, the risk is mitigated by an
alignment of interests between management
and Third Age Health. Michael Haskell has a
substantial indirect shareholding interest in
Third Age Health, and the other three senior
managers also have smaller shareholdings.
Travel Restrictions Some of Third Age Health's key
personnel, include our CEO, either
reside overseas or spend large
periods of time overseas and
travel restrictions impact their
ability to have in-person meetings
with clients.
While some key personnel are based overseas,
technology allows them to continue to be
directly involved in the business. In addition,
team members based in New Zealand are able
to provide face-to-face services to clients or
attend meetings where in-person attendances is
necessary.

The above assessment is based on directors' knowledge as at the date of this Profile. There is
no guarantee or assurance that the importance of each risk will not change. In addition, other
risks could emerge over time.

Third Age Health Services Limited: NZX Listing Profile 38

Third Age Health Services Limited: NZX Listing Profile 39

6. Tax

Tax can have significant consequences for investments. If you have queries relating to the tax
consequences of making an investment in Shares, you should obtain professional advice on
those consequences.


7. Where you can find more information

Further information relating to Third Age Health and the Shares is available free of charge on
Third Age Health's website (www.thirdagehealth.co.nz) and on the NZX website
(www.nzx.com).

Copies of the constitution and further information about Third Age Health may also be
obtained free or charge from the Companies Office website
(www.business.govt.nz/companies).

Annual information

Shareholders will be entitled to receive information relating to the ongoing performance of
Third Age Health. Shareholders will receive periodic statutory reports relating to Third Age
Health, including annual reports with audited financial statements, and other shareholder
communications. Shareholders will also receive a notice stating the availability of such
shareholder communications, and how to obtain copies.

Third Age Health is also required to make half-yearly and annual preliminary announcements
of its financial results to NZX.

On request information

Shareholders are entitled receive free copies of the following documents upon request:

• the most recent financial statements of Third Age Health and all documents that are
required to be incorporated in or attached to, or to accompany, those financial
statements; and
• Third Age Health’s constitution.

This information can be obtained by writing to Third Age Health at the address specified in
section 8 (Contact information).

Third Age Health Services Limited: NZX Listing Profile 40

8. Contact information

Third Age Health Services Limited
Company
536 Kennedy Road
Greenmeadows
Napier
www.thirdagehealth.co.nz

Phone: (06) 844 0011
Email: care@thirdagehealth.co.nz

Link Market Services
Securities Registrar
Level 11, Deloitte Centre
80 Queen Street
Auckland 1010
www.linkmarketservices.co.nz

Phone: (09) 375 5998
Email: enquiries@linkmarketservices.co.nz

Miro Capital Advisory Limited
Capital Markets Adviser
PO Box 10261, Dominion Rd
Auckland 1441
www.mirocapital.co.nz

Phone: (021) 500 681
Email: info@mirocapital.co.nz

Anthony Harper
Legal Adviser
Level 6, 66 Wyndham Street
PO Box 2646
Auckland 1010
www.anthonyharper.co.nz

Phone: (09) 920 6400
Email: info@ah.co.nz