Financial Results for the Year Ended 31 December 2020
Summerset Group Holdings Limited
Level 27 Majestic Centre, 100 Willis St, Wellington
PO Box 5187, Wellington 6140
Phone: 04 894 7320 | Fax: 04 894 7319
Website: www.summerset.co.nz
NZX & ASX RELEASE
23 FEBRUARY 2021
SUMMERSET POSTS $98.3M FULL YEAR UNDERLYING PROFIT
Retirement village operator Summerset Group Holdings Limited today announced a full year
underlying profit for the year ending 31 December 2020 of NZ$98.3 million, down 7% on FY19.
Net (IFRS) profit after tax, which includes the impact of unrealised movements in the fair value of
investment property, was up 32% on FY19 at NZ$230.8 million.
Summerset Chief Executive Julian Cook said it had been a strong year for Summerset despite
the COVID-19 pandemic.
“Summerset has maintained strong profitability and resilience throughout 2020.”
Mr Cook said underlying profit was down on the previous year due to expenditure on measures
to keep residents safe from COVID-19 plus increases in employee wages.
“Despite the COVID-19 pandemic and lockdown, we have performed well. This is testament to
New Zealand’s effective public health response, the Summerset team, our handling of the
pandemic, and the underlying strength of Summerset’s business,” he said.
In 2020, Summerset opened next-generation main buildings in Christchurch and Hamilton and
new retirement villages in Tauranga (Papamoa Beach), Napier (Te Awa) and New Plymouth
(Bell Block).
It completed 356 units built across nine sites despite the closure of construction sites due to the
COVID-19 lockdown.
Summerset now has 32 villages completed or in development and continues to have the largest
land bank in the sector. The number of residents increased from just over 5,500 at the end of
2019 to over 6,200 as at 31 December 2020.
Summerset’s care business continued its strong performance over 2020 with occupancy at 96%
in established care centres. Resident satisfaction was also steady at industry-leading levels of
97% for care residents and 95% for retirement village residents.
Underlying profit for FY20 of NZ$98.3 million, down 7% on FY19
Net profit after tax of NZ$230.8 million, up 32% on FY19
Total assets of NZ$3.9 billion, up 17% on FY19
785 total sales of occupation rights, up 20% on FY19
356 new units delivered, up from 354 for FY19
Land bank total of 5,129 retirement units and 863 care units across NZ and Australia
Gearing ratio of 32.6%, down from 33.3% at FY19
Final dividend of NZ 7.0 cents per share
Summerset continued to build on its commitment to sustainability. It is now in its third year as a
certified Toitū carbonzero organisation and set a new science-based carbon reduction target in
2020.
Looking ahead, Mr Cook said Summerset expected to open main buildings in its Richmond
(Nelson) and Avonhead (Christchurch) retirement villages in 2021. The 9,000m
2
main buildings
include extensive village amenities such as a swimming pool, gym and movie theatre, a care
centre and memory care centre, and serviced apartments.
A 32% increase in net profit after tax was driven by an investment property revaluation uplift of
NZ$221.1 million on Summerset’s retirement village assets for the year. The investment property
valuation as at 31 December 2020 has rebounded strongly since the previous valuation as at 30
June 2020 when the residential property market was forecast to fall by up to 10% as a result of
the COVID-19 pandemic.
The board has declared an unimputed final dividend of NZ7.0 cents per share. The record date
will be Tuesday 9 March 2021 and the payment date will be Monday 22 March 2021. This brings
the total dividend payment for 2020 to NZ13.0 cents per share. The dividend reinvestment plan
will apply to the dividend, with a discount of 2% applicable to those shareholders participating in
the plan.
ENDS
For investor relations enquiries: For media enquiries:
Scott Scoullar Jenny Bridgen
Deputy CEO and CFO Communications Manager
scott.scoullar@summerset.co.nz jenny.bridgen@summerset.co.nz
029 894 7317 021 408 215
ABOUT SUMMERSET
Summerset is one of the leading operators and developers of retirement villages in New
Zealand, with 32 villages completed or in development across the country. In addition,
Summerset has eight sites for development in Half Moon Bay (Auckland), Milldale
(Auckland), Parnell (Auckland), Prebbleton (Canterbury), Rangiora (Canterbury),
Waikanae (Kapiti Coast), Blenheim (Marlborough), and Cambridge (Waikato), plus two
sites in Victoria, Australia. This brings the total number of properties to 42.
It provides a range of living options and care services to more than 6,200 residents.
The Summerset Group has villages in Aotea, Avonhead, Bell Block, Casebrook,
Dunedin, Ellerslie, Hamilton, Hastings, Havelock North, Hobsonville, Karaka, Katikati,
Kenepuru, Levin, Lower Hutt, Manukau, Napier, Nelson, New Plymouth, Palmerston
North, Papamoa Beach, Paraparaumu, Richmond, Rototuna, St Johns, Taupo, Te Awa,
Trentham, Wanganui, Warkworth, Whangarei and Wigram.
---
A nnual
Report
2020
Artist’s impression of Cranbourne North, Melbourne
Summerset is one of New Zealand’s
leading and fastest growing
retirement village operators.
Our business spans development, design and construction,
through to running retirement villages and care centres.
We aim to develop our villages on both sides of the Tasman
responsibly and help create a more sustainable future for all.
OUR RESIDENTS
Bringing the best of life to
our residents every day —
resulting in high levels of
resident satisfaction
OUR PEOPLE
People are the heart of
Summerset. Our values are:
Strong enough to care
One team
Strive to be the best
OUR ENVIRONMENT
Everyday we focus on:
Minimising waste
Increasing energy efficiency
Being more sustainable
0 2
OUR RESIDENTS
Bringing the best of life to
our residents every day —
resulting in high levels of
resident satisfaction
OUR PEOPLE
People are the heart of
Summerset. Our values are:
Strong enough to care
One team
Strive to be the best
OUR ENVIRONMENT
Everyday we focus on:
Minimising waste
Increasing energy efficiency
Being more sustainable
Contents
Chair and CEO's Report06
Highlights12
Who we are and what we deliver
12
2020 highlights
14
Portfolio growth
16
Our people and community18
Our villages24
Our commitment to sustainability30
Our performance34
Financial statements40
Governance
79
Board of Directors
90
Executive leadership team
92
Remuneration
94
Disclosures
103
Directory
110
Company information
113
0 3
Strategy
This Annual Report of Summerset
Group Holdings Limited
(Summerset) is prepared in
accordance with New Zealand
equivalents to International
Financial Reporting Standards
(NZ IFRS), the NZX Listing Rules
and Corporate Governance Code,
the Companies Act 1993 and
aligned with the International
Integrated Reporting Council’s
(IIRC) International Integrated
Reporting Framework.
This Annual Report covers all
business operations for the year
ended 31 December 2020. We have
started to align our reporting to the
International Integrated Reporting
Framework to improve the way
we communicate and improve
transparency, we will continue to
build on this approach over the
coming years.
‘Bringing the best of life’ to our
residents is at the core of what
we do. The strategic pillars that
underpin this are Growth, Our
People and Our Customers.
Themes of wellness, innovation,
and sustainability run through our
work. This includes the wellbeing of
our people, being innovative in our
approach to ideas and technology,
and being more sustainable.
ABOUT THIS REPORT
Summerset Heritage Park, Ellerslie
0 4
Our strategy
Bringing the best of life
Our strategic goals are underpinned by our desire
to bring increased wellbeing to our customers
and sta, by harnessing the power of innovation
and weaving sustainability into our work
Growth
We look for expansion
opportunities and
returns for our
shareholders
Our people
We want to create a great
place to work, where
our people can thrive
Our customers
We continually improve
and enhance our
oering to resident
s
InnovationSustainabilityWellbeing
0 5
Chair and CEO's
r
eport
Rob Campbell
Chair
Julian Cook
Chief Executive Officer
Welcome to Summerset’s annual
report for the 1
2 months ended
31 December 2020. This report
covers an unprecedented year in
which the COVID-19 pandemic had
a major impact on our business,
as it did throughout the world.
Our priority has been keeping our
residents and staff safe, and we
currently maintain our record of no
COVID-19 cases at Summerset.
This year we take our first
step toward integrated reporting.
This provides a fuller picture of
Summerset’s entire business, with
financial and sustainability elements
in one report.
Business performance
Reported underlying profit for the
full year is $
98.3 million, a decrease
of 7% on 2019. Our IFRS net profit
after tax is $230.8 million, up 32%
on 2019. Overall, the value of
investment property is $3.6 billion,
up 17% on 2019.
The financial performance of the
business for 2020 has been pleasing.
This is despite the impact of the
COVID-19 lockdown. During this
period prospects were unable to visit
our villages or sell their properties
and we have spent an additional
$9.2 million to date on COVID-19
related costs including preventative
measures to keep residents and
staff safe.
Our COVID-1
9 response
2020 was dominated by COVID-19
but we are pleased and grateful not
to have had any cases among staff
or residents to date. We activated
our pandemic plan in early March,
and moved quickly to protect our
residents and support them through
the subsequent lockdowns.
A range of protections were put in
place to keep our residents and staff
safe. The measures we took included
mandatory temperature checks and
face masks for staff, security on
village gates to screen visitors, a
negative COVID-19 test prior to
admission for new care residents,
and additional cleaning protocols. At
the outset of the crisis we also took
on extra staff in our care centres and
villages to provide additional care
for residents.
We stepped up physically distanced
activities in the villages to
provide connection and comfort
for residents, operated a grocery
delivery service for residents, and
set up an online wellness centre
to keep residents entertained. We
also provided iPads so residents
could video-call families and
friends during the higher alert
levels. The response from both
residents and their families on our
handling of the pandemic has been
overwhelmingly positive. We would
like to thank our dedicated staff
for their professionalism, resilience
and hard work throughout the
lockdown periods.
Annual Report 2020
0 6
$98.3
m
Underlying profit
In April 2020, we received
$8.6 million from the Government’s
initial wage subsidy scheme. This
was
a period of great uncertainty for
the business.
At that time, sales of occupation
rights — a major source of
revenue — had ceased. We also
introduced several cost-saving
measures, including moving more
than 230 corporate staff to a four-
day week. The Executive Team and
Board of Directors also took a 20%
pay cut for the same 10-week period.
We repaid the wage subsidy in full
in December 2020 as trading for the
business has been strong over the
second half of 2020.
August’s lockdown in Auckland
was a reminder that COVID-19 will
continue to impact our residents and
staff for the foreseeable future.
Villages and care
Village life has been affected
by the COVID-1
9 pandemic and
we look forward to the rollout
of the COVID-19 immunisation
programme, due this year.
We have been pleased to see
heightened enquiries and sales
from the third quarter of 2020
onwards. Performance in our care
business continued to track well,
with occupancy for the year at 96%
in our developed villages, versus
90% for the aged care sector overall.
Protections were put
in place to keep our
residents and staff safe
during lockdowns
2020 in review
Adapting to COVID-1
9
Summerset worked hard to ensure that
its residents and staff were kept safe
throughout 2020. We are pleased that
we have had no cases of COVID-19 in
our villages to date.
Expanding into Australia
Our first village in the Melbourne suburb
of Cranbourne North is expected to
receive development approval shortly.
Summerset also holds eight hectares
in Torquay on the Bellarine Peninsula
in Victoria.
Chair Rob Campbell retires
Rob Campbell announced his
retirement from the Board in December
2
020, ending a decade as Chair.
Mr Campbell oversaw Summerset’s
listing on the NZX in 2011, and under
his leadership Summerset has grown
to become one of the NZX’s top
20 companies.
The Board thanks Mr Campbell for
his outstanding leadership which
covered a wide range of initiatives
and achievements, including the
introduction of memory care centres
for people living with dementia, an
improved staff offering, becoming
New Zealand’s first carbonzero
TM
retirement operator, and more
recently, Summerset’s expansion
across the Tasman.
His depth of experience and genuine
passion for the people at Summerset
will be missed.
The Board commenced the search for a
new Board member in December 2020
and once this search is complete, will
appoint a director as the new Chair.
C H A I R A N D C E O ' S R E P O R T
0 7
Growth and development
Despite the closure of our
construction sites during the first
COVID-1
9 lockdown, we completed
next-generation main buildings at
our Casebrook and Rototuna villages
in 2020.
These new buildings reflect the
evolution of our village centre
designs. They include our new state-
of-the-art memory care centre for
people living with dementia, as
well as serviced apartments and a
care centre.
Earthworks have progressed well
at our St Johns site in Auckland
and construction work will start
there in 2021. Building also starts in
2021 at our Lower Hutt site, where
final resource consent was granted
in November. We also lodged
resource consent for our villages in
Prebbleton and Rangiora. Our land
bank continues to expand, with the
acquisition of our ninth property in
Auckland in October 2020.
Our latest land acquisition in
Auckland is in Half Moon Bay. It
will be our first retirement village in
East Auckland.
We completed
next-generation
main buildings at
our Casebrook and
Rototuna villages
Our people
We were pleased to see our staff
engagement results increase in
2
020, which at the time of survey
completion were at or above the
Australia/New Zealand and global
benchmarks of companies using the
same engagement tool.
We started 2020 with a plan to
prioritise pay and training for our
teams. In January we increased the
pay for care staff to equal the top
pay rates in the sector and increased
weekend allowances for care staff
in April.
We introduced an online
learning system and new training
programmes in 2
020, enhancing
our onboarding and professional
development programmes.
We also invested in our
clinical leaders through the
implementation of a leadership
development programme.
Summerset was accredited with
tertiary status in the Accident
Compensation Corporation (ACC)’s
Accredited Employers Programme
for the third year running. During
2020, we launched three-year
strategies for health and safety,
learning and development, and
diversity and inclusion. These
strategies cover all parts of the
business, with tailored plans created
to meet the varying requirements of
individual business groups.
Sustainability
We have continued to make positive
progress on our carbon reduction
targets this year. Notably, we have
set a new science-aligned carbon
reduction target that commits us to
a 6
2% reduction in carbon emissions
per square metre of building area by
2032 (from 2017 levels).
The Board has oversight of climate-
related risks and opportunities
through our current reporting
framework. The forthcoming Task
Force for Climate-related Financial
Disclosures (TCFD) requirements will
add further disclosure in this area
and Summerset is well placed to
meet these.
Looking ahead
Despite COVID-1
9, we have gained
good ground since the end of New
Zealand’s nationwide lockdown in
May 2020. Our third and fourth
quarter sales were at record highs
and our business continues to
perform well.
We are optimistic about growth in
2021 and beyond. Our expansion
into Australia will take a major
step forward with the launch
of our first retirement village in
Victoria in late 2021/early 2022,
and we anticipate an increased
build rate across our New Zealand
sites. We will make further
progress toward sustainability
across Summerset, particularly in
design and construction.
We hold the largest land bank of
units in New Zealand’s retirement
village sector, providing a strong
outlook for our construction and
sales teams. This provides us
with a good spread of sites
across the country, allowing us
to change tempo depending on
market conditions.
Thank you to everyone who has
worked so hard throughout 2020. A
special thank you to our Summerset
staff, as well as their families and
support networks, for helping to
keep all our residents safe this year.
Rob Campbell
Chair
Julian Cook
Chief Executive Officer
Annual Report 2020
0 8
Delivering value
Buy land in desirable
places where people
want to retire
Build high quality,
modern villages
Hire skilled sta
and help them thrive
Look after our
residents and provide
excellent care
Create sustainable
value for stakeholders
Bringing
the best
of life
O
N
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T
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C
A
R
E
S
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R
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T
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E
S
T
C H A I R A N D C E O ' S R E P O R T
0 9
A decade
at the top
Farewell from Julian Cook
It
has been a privilege for me to lead
this company and to be part of an
organisation and industry that has
changed so many people’s lives for
the better.
I am retiring as Chief Executive
on 29 March after 10 years at
Summerset, seven of them as Chief
Executive. Summerset has grown
both in terms of size and maturity
over the last decade, and now is the
right time to hand it over for the next
phase of growth in New Zealand
and Australia.
I am enormously proud of what we
deliver to residents, staff and our
communities. Summerset started
out over 23 years ago as a small
family business founded by John
and Rose O’Sullivan. Their goal was
to create a retirement village that
was good enough for their nana.
This philosophy guides us still and
we always ask ourselves, 'Is it good
enough for Mum?'
In 2014, my first year as Chief
Executive, we had 20 villages, 3,000
residents and 700 staff.
We now have 32 retirement villages
and another 10 in the pipeline. We
will open our first retirement village
in Australia in late 2021/early 2022,
and have another piece of land in
Victoria for a second village. We are
now the second largest retirement
village operator in New Zealand, with
over 6,200 residents and more than
1,800 staff.
We have grown sustainably over the
years, and despite 2020’s COVID-19
pandemic and lockdown, we are in
a strong position to continue into
the future.
Annual Report 2020
1 0
I am enormously proud
of what we deliver to
residents, staff and
our communities
Looking back, there are many
highlights, three in particular will stay
with
me. The first of these is the 2011
stock exchange listing. This gave us
the capital to accelerate our growth.
The introduction of comprehensive
staff benefits, including health
insurance and the all staff share
scheme, was another step toward
rewarding our staff for their hard
work and loyalty. More recently,
starting up Summerset’s Australian
arm has given us the chance to use
all we have learnt in New Zealand to
build a brand-new offering for
Australian retirees.
In 2011, I knew Summerset had great
potential for growth, but most
importantly, I saw that there was
scope to improve our offering to
residents and staff.
My regular visits to our villages
assure me we are bringing the best
of life to our residents. I see a lot of
joy and companionship in our
villages, with people taking up new
hobbies, sharing old ones with new
friends, and creating a unique and
vibrant community.
Over time, we have gradually refined
and enhanced the homes, facilities
and activities we offer our residents.
New Zealand has a growing
population of older people, and it
makes me proud to see the lifestyle
and comfort we provide those who
choose to live in our villages.
I leave the company knowing we
have fulfilled the potential I saw 10
years ago. I have loved my time at
Summerset, and I will greatly miss all
its people.
Julian
Introducing
Scott Scoullar
I have had the pleasure
of being Summerset’s Chief
Financial Officer for almost seven
years now and the Deputy
Chief Executive for three years.
During this time, I have worked
alongside Julian and our Board
developing and implementing
Summerset’s strategy.
It’s a great honour as well as
a great opportunity to lead
one of New Zealand’s largest
retirement providers into its
next phase of development.
The possibilities as we embark on
our growth strategy into Australia
are exciting, and many of our
new sites in New Zealand are
truly ground-breaking.
At Summerset we are fortunate
to play such an important part in
people’s lives.
Our residents look to us to provide
a home and living environment
that is fulfilling, and they trust us
every day to look after them. The
way I think about it, every resident
living in our villages could be our
mum, dad, nana or poppa – and
therefore we will continue to make
their lives as special as we can.
I’m looking forward to starting
as Chief Executive and meeting
as many residents and staff as
possible.
I’d like to thank Julian for
everything he has achieved over
the last 10 years.
Thank you to all our residents who
have chosen to live with us, to
our staff and to our shareholders.
I look forward to working with you
all over the coming years.
Scott
C H A I R A N D C E O ' S R E P O R T
1 1
Who we are and
what w
e deliver
Our people
6,200+
Residents
1,800+
Staff
members
95%
Village
resident satisfaction
Our care
97%
Care
resident satisfaction
972
57 care units
1
and
9
15 care beds in portfolio
1,042
863 care units
1
and
1
79 care beds in land bank
Our performace
$230.8m
Net profit after tax
FY1
9 $175.3m
$98.3m
Underlying profit
FY1
9 $106.2m
$266.8m
Operating cash flow
FY1
9 $237.9m
1Care units include care suites and memory care apartments
Annual Report 2020
1 2
Our portfolio
4,442
Units
in portfolio
$3.9b
Total assets
FY1
9 $3.3b
5,992
Land bank
of units
32
Villages completed or
under development
↵
↵
↵
↵
↵
↵
↵
↵
↵
785
Sales of
occupation rights
10
Greenfield sites
↵
↵
↵
↵
↵
↵
↵
↵
Summerset Rototuna, Hamilton
H I G H L I G H T S
1 3
2020 highlights
January
Construction sites fully
back up and running after
COVID-19 lockdown
May
Earthworks start
at St Johns site in Auckland
February
$20,000 raised by staff and
residents for Australian bush
fire victims
March
Our next-generation main
building at Casebrook,
Christchurch, opened
Start of COVID-19 lockdown
April
Dementia friendly
accreditation awarded
New Plymouth’s Bell Block
village launched
June
Annual Report 2020
1 4
September
First residents moved into our
new Papamoa Beach (Tauranga)
and Te Awa (Napier) villages
$150 million bond issue offered
October
Summerset enters NZ Aged
Care Association Awards,
winning staff training award
Half Moon Bay site
purchased in Auckland
July
Connect speaker series
restarts with our first
virtual event hosted by
Peta Mathias
August
University of Otago student
Riria Mohi-Dewhirst became the
first recipient of Summerset’s
new Waitaha Te Houhou
health scholarship
Lower Hutt resource
consent received
Resource consent notified for
proposed retirement village
in Parnell
November
December
Melbourne’s Cranbourne
North tenders ready
to issue to builders
H I G H L I G H T S
1 5
Portfolio growth
23 years of consistent growth and delivery
1
Total units in portfolio
129129
219219
407407
470470
528528
652652
732732
795795
921921
983983
1,1091,109
1,2721,272
1,3521,352
1,4861,486
1,6461,646
1,8551,855
2,1162,116
2,4192,419
2,8282,828
3,2783,278
3,7323,732
4,0864,086
4,4424,442
1291292192194074074704705285286526527327327957959219219839831,1091,1091,2721,2721,3641,3641,4861,4861,6461,6461,8551,8552,1162,1162,4192,4192,8282,8283,2783,2783,7323,7324,0864,086129129
9090
188188
63
58
124124
8080
63
126126
6262
126126
163163
8080
122122
160160
209209
261261
303303
409409
450450
454454
354354
356356
Existing stock
New units delivered
'97'98'99'00'01'02'03'04'05'06'07'08'09'10'11*'12'13'14'15'16'17'18'19'20
0
500
1,000
1,5
00
2,000
2,500
3,000
3,500
4,000
4,500
1 Units include all units to be sold under occupation right agreement
Annual Report 2020
1 6
23 years of consistent growth and delivery
1
Total units in portfolio
129129
21921
9
407407
470470
528528
652652
732732
795795
921921
983983
1,1091,109
1,2721,272
1,3521,352
1,4861,486
1,6461,646
1,8551,855
2,1162,116
2,4192,419
2,8282,828
3,2783,278
3,7323,732
4,0864,086
4,4424,442
1291292192194074074704705285286526527327327957959219219839831,1091,1091,2721,2721,3641,3641,4861,4861,6461,6461,8551,8552,1162,1162,4192,4192,8282,8283,2783,2783,7323,7324,0864,086129129
9090
188188
6363
5858
124124
8080
6363
126126
6262
126126
163163
8080
122122
160160
209209
261261
303303
409409
450450
454454
354354
356356
Existing stock
New units delivered
'97'98'99'00'01'02'03'04'05'06'07'08'09'10'11*'12'13'14'15'16'17'18'19'20
0
500
1,000
1,5
00
2,000
2,500
3,000
3,500
4,000
4,500
1 Units include all units to be sold under occupation right agreement
* 2011 existing stock included 12 units acquired as part of the Nelson site purchase
H I G H L I G H T S
1 7
Our people and
communit y
Summerset’s annual satisfaction survey shows continued
high satisfaction levels, with independent living residents
at 95% and care centre residents at 97%.
Annual Report 2020
1 8
Our Summerset community is made
up of more than 6,2
00 residents in
over 4,400 units and over 900 care
beds. We employ over 1,800 staff
across 32 retirement villages.
COVID-19
Due to the global pandemic,
2020 was difficult and challenging.
However, New Zealand's effective
public health response, and the
plans and procedures we put in
place, resulted in zero COVID-19
cases among our residents and staff
to date.
We engaged our pandemic plan
as soon as news of the virus
emerged and pulled together our
Crisis Response Team.
As events escalated, we worked
quickly to safeguard our residents
and staff through an evolving range
of measures, working with other
members of the aged care sector
at the forefront of the response.
During the nationwide COVID-1
9
lockdown period we:
•Procured more than $750,000
of additional personal
protective equipment
•Required staff and approved
visitors to undergo temperature
checks and wear face masks
•Provided security at all village
gates to screen visitors
•Increased our cleaning regimes,
particularly in high-touch areas
•Established a safe food delivery
service direct to our residents’
front doors
•Provided regular updates via
a new email newsletter
for residents and their families
•Provided care packages and
arranged physically distanced
events for residents
•Developed an online wellness
centre promoting physical and
mental wellbeing for residents.
Throughout 2
020, our staff have
worked hard to support residents
and their families to stay connected
despite travel restrictions.
7,000
care calls made
to prospective
residents
16,600
visitors to the
Wellness Centre,
our online entertainment
and education hub
10 days
to implement a
new nationwide
home grocery
delivery service
Over
2,000
third-party grocery
orders processed
and delivered
51,000
meals
delivered to
care centre
residents in
their rooms
41,000
meals
delivered to
village residents
131
residents tested
for COVID19
– all test results
negative
76
sta on paid
leave pending
a COVID19 test
– all test results
negative
13
resident and next
of kin newsletters
sent in irst 12 weeks
of lockdown
Extra
42
nurses
employed during
lockdown to maintain
care levels
Extra
80
care sta
employed during
lockdown to maintain
care levels
Extra
39
village sta
employed during
lockdown to maintain
care levels
O U R P E O P L E A N D C O M M U N I T Y
1 9
Resident wellbeing
During 2020 we continued the
rollout of our signature fitness
programme for residents. Designed
specifically for over-7
0s by an
experienced personal training
company, the programme has been
accredited as a falls-prevention class
by the Ministry of Health and ACC.
The new programme includes
mental and physical exercises to
improve and maintain coordination,
balance and cognitive health. To
ensure the effective delivery of the
programme, each class is run by a
fitness instructor. The programme is
now available in seven villages and
we will roll it out to a similar number
in 2021.
Although we had to postpone our
popular Connect speaker series
during the COVID-19 lockdowns,
we organised virtual events for our
residents. These included a wine-
tasting experience with Villa Maria
and a food-focused talk by chef and
author Peta Mathias.
We reintroduced face-to-face
events in July 2020, with Connect
talks from Olympic boardsailor
Barbara Kendall and comedians
Ginette McDonald and Pinky Agnew.
We also held a second series of
‘Understanding dementia’ talks in
conjunction with Dementia New
Zealand from September 2
020. We
plan to continue hosting virtual
events alongside our village-based
events into the future.
Resident wellbeing is
at the centre of what
we do and Summerset
continues to plan for
a variety of virtual and
village based events
Dementia-friendly accreditation
In April 2020 we achieved
dementia-friendly accreditation
from Alzheimers New Zealand. This
means we are nationally recognised
as a safe, accepting and supportive
place for people with dementia.
Alzheimers New Zealand’s Chief
Executive, Catherine Hall, said, “the
Committee was impressed with the
work Summerset has initiated to
challenge stigma and create kinder,
more accepting communities for
people living with dementia,
and the wide range of
creative dementia friendly initiatives
observed during the audit.”
To achieve this, we carried
out intensive work across our
villages, from training each staff
member, to creatively meeting the
individual needs of residents living
with dementia.
More than 1
95 corporate staff
have also completed an online
training module to increase their
understanding of dementia.
Summerset has a three-year
partnership with Dementia New
Zealand and has been working
alongside the organisation to
provide public talks at our villages to
reduce stigma around the disease.
Summerset has been
recognised as a safe
and accepting place
for people living
with dementia
Summerset by the Park, Manukau
Annual Report 2020
2 0
People are the heart of Summerset
In 2
020 we prioritised the training
and development of our staff, and
this will continue into 2021 and
beyond. We introduced a new online
learning system that provides staff
with easy access to user-friendly
training modules.
Online training enables a consistent
learning experience for all our staff,
wherever they work. Our first online
training programme was a six-
module self-paced learning
programme for our sales team.
We also launched our Care Centre
Manager and Clinical Nurse Lead
leadership development
programmes to build capability in
these key frontline roles. They began
with a series of face-to-face
workshops and will continue to roll
out over the next two to three years.
Online learning was invaluable
during the nationwide lockdown,
when we recruited more than 120
nurses and caregivers during the
first six weeks. It allowed us to induct
new staff into our processes,
procedures, and health and safety
protocols before they had even set
foot on Summerset premises.
Our recruitment campaign for extra
staff included contacting over 80
companies that were making
redundancies due to COVID-19.
Online training enables
a consistent learning
experience for staff and
was invaluable during
the lockdown period
Employee attrition
%
34%34%
29%29%
27%27%
28%28%
20%20%
20162017201820192020
0
10
2
0
30
40
Employee retention
%
74%74%
79%79%
82%82%
201820192020
0
30
6
0
90
Workplace injury rates
1
Frequency rate
3.683.68
2.522.52
2.152.15
2.732.73
4.254.25
8.418.41
5.625.62
4.614.61
5.055.05
6.226.22
Lost time injury frequency rate
Recordable injury frequency rate
20162017201820192020
0
2.5
5
7.5
10
1 The prior year (LTIFR) lost time injury frequency rate numbers have been updated due to Summerset changing
to the benchmark methodology used by the Business Leaders' Health and Safety Forum.
O U R P E O P L E A N D C O M M U N I T Y
2 1
60%6
50%
4
Sta engagement
2015
53%
2020
7.8
2017
67%
Previous survey providerPeakon
2019
7.7
2018
40%
2
70%
8
2019
67%
69%
%Peakon
1. Peakon was provided the 2019 raw data to ensure year on year consistency — noting dierent scoring scales (67% = 7.7).
Attracting and retaining staff
Staff retention and turnover
improved significantly over 2
020,
with turnover now below the
industry average. This was partly due
to the border closures and greater
economic uncertainty brought
about by COVID-19. However, it
was also the result of ongoing
improvements in our employee
offering and culture.
During the year we changed our
survey provider for measuring
staff engagement. We now use
the Peakon survey, whose much-
improved technology assisted us in
achieving 86% staff participation.
Our overall staff engagement score
increased from 7.7 to 7.8 out of
10 in 2020, putting us at or above
the top quartile of companies using
Peakon globally.
Diversity and inclusion
During 2020 we also progressed our
diversity and inclusion strategy. The
specialist consultancy, Diversitas,
thoroughly examined our policies
and processes through a diversity
and inclusion lens, and interviewed
staff across the organisation. As
a result of the review, we have
now identified opportunities for
continued improvement and a
three-year plan has been developed
with work starting in early 2021.
Continuing improvement in health
and safety
We were pleased to be reaccredited
with tertiary status in ACC’s
Accredited Employers Programme
in 2
020, which we have held since
June 2017. The annual renewal audit
provides an important snapshot of
safety and injury management in
our workplace. We are committed to
the core values of this programme,
creating safe work environments for
our people and ensuring that we
continue to be leaders in health
and safety.
7.8
Staff engagement score
(out of 10)
2020 highlights
•Strategy updated and three-
year plan developed for
implementation in 2
021
•Increased visibility and training of
senior leaders
•Improved risk reporting across
the organisation
•Safety in design implemented
and matured
•Improved incident reporting,
data and analysis
•Improved third-party
contractor management
•SiteWise pre-qualification
programme well embedded
•Improved onboarding
processes.
Annual Report 2020
2 2
Strong wave
of gr
owth
The New Zealand population aged 75 and over is forecast to more than triple in the next 50 years.
NZ population 75+
%
NZ population 75+ (left-hand axis)% population 75+ (right-hand axis)
2002
2007
2012
2016
2020
2023
2028
2033
2038
2043
2048
2053
2058
2063
2068
2073
0
200,000
400,000
600,000
800,000
1,000,000
1,200,000
0
3
6
9
12
15
18
Per annum New Zealand population growth 75+
NZ population 75+ per annum growth
1997-2002
2002-2007
2007-2012
2012-2016
2016-2020
2020-2023
2023-2028
2028-2033
2033-2038
2038-2043
2043-2048
2048-2053
2053-2058
2058-2063
2063-2068
2068-2073
0
5,000
10,000
15,000
20,000
25,000
30,000
Source: Statistics New Zealand – National Population Projections
O U R P E O P L E A N D C O M M U N I T Y
2 3
Our
villages
Summerset continues to grow its portfolio of
high-quality retirement villages with amenities
and facilities designed for Kiwi and Australian retirees.
Summerset at Monterey Park, Hobsonville
Annual Report 2020
2 4
Summerset has 32 villages in
operation or in development across
New Zealand, and a further eight
sites in New Zealand held for future
development. In 2
020 we purchased
2.8 hectares of land in Auckland in
Half Moon Bay.
Our land bank for future
development is the largest in the
New Zealand retirement sector,
allowing us to double our current
resident population. We have
retirement villages in the main
urban centres, including Auckland,
New Zealand’s most populous
city, with five villages and four
more in the pipeline. We also
have villages in major provincial
cities, including Nelson and New
Plymouth, and popular retirement
destinations such as Tauranga and
the Kapiti Coast.
2020 successes
In 2
020 we started earthworks at two
sites and our first residents moved
into three newly opened villages.
We also completed construction on
two next-generation main buildings,
at Casebrook in March and Rototuna
in November.
Our main buildings form the heart
of our villages, providing a vibrant
community hub for residents, staff,
families and friends.
At 9,000m
2
, our new main buildings
are almost double the size of those in
our earlier villages.
Village highlights
New residents
We were pleased to welcome our
first residents to our new villages at
Papamoa Beach (Tauranga),
Te Awa (Napier) and Bell Block
(New Plymouth). We now have two
villages in the Bay of Plenty, four in the
Hawke's Bay and two in Taranaki.
New earthworks
We started earthworks on two sites
in 2
020, at St Johns and Whangarei.
Members of Ngāti Hau, a hapū
of Ngāpuhi in the area of the
new Whangarei village site, gathered
for a morning blessing, alongside
contractors, local kaumātua Mike
Kake and Dave Coyne, and Group
Construction Manager Jason Rahui.
New technology
We imported New Zealand’s first
Tovertafel — an interactive lightshow
providing stimulation for people
with cognitive impairments. The new
technology is from the Netherlands for
use in
our newer memory care centres.
O U R V I L L A G E S
2 5
Memory care centres
Summerset is a New Zealand leader
in next-generation memory care.
Since the 2
017 opening of our award-
winning memory care centre in
Levin, we have refined the design
and features for our newest centres
in Casebrook and Rototuna.
Our in-house design and operations
teams have used research from
international dementia design
specialists to create apartment-
style living for residents with
dementia. The modern design
offers clear wayfinding, dementia-
friendly signage, large communal
areas and a secure outdoor
courtyard for freedom of movement
and independence.
Priorities for 2021
In 2021 we will complete our
Ellerslie village by finishing the last
independent apartment building. In
addition, we will deliver our first
units as part of the Hobsonville
village extension.
We expect to see good progress
in 2021 at our St Johns site. Bulk
earthworks will finish in March
2021, and construction will start on
the 8,500m
2
basement which will
contain carparking for residents.
We also received final resource
consent from the Environment
Court for our Boulcott site in
Lower Hutt in November 2020.
Construction has started on the
village, which will ultimately be home
to more than 300 residents.
Regional main buildings will be
delivered in both our Richmond and
Avonhead villages in 2
021. These
will provide further well-appointed
amenities for our residents.
6
Building
resource consents
lodged
RESOURCE CONSENTS
SITE
DETAILSPROGRESS
PrebbletonResource consent lodged Q3 2020In progress
RangioraPlan change approved.
Resource consent lodged Q4 2
020
In progress
Blenheim
Resource consent lodged Q4 2020
In progress
Cambridge Resource consent lodged Q4 2020 In progress
Waikanae
Resource consent lodged Q4 2020
In progress
Lower Hutt
Environment Court
decision granted
Resource consent received Q4 2020
Parnell
Resource consent lodged Q3 2020
Public notification closed
Hearing expected Q2 2
021
Annual Report 2020
2 6
Expanding the model
into Australia
It is important that we have a strong
local base as we expand into
Australia. We are gradually
developing our Australian team and
appointed the heads of the design,
sales and operations teams for
Victoria in 2
020.
Two of these roles were filled by
existing Summerset staff, who will
move to Melbourne early in 2021. We
are looking forward to providing the
Australian market with our
continuum of care offering and
the backing of a trusted brand
with 23 years’ experience in
retirement living.
Providing a home for life
in Australia
Summerset will offer a full
continuum of care in Australia.
This sets us apart from many
competitors in Australia, where it is
common
for independent living and
care to operate separately and
across different locations.
We will be building Cranbourne
North in carefully planned stages.
We expect to deliver approximately
40 villas in the first stage of the
development, from late 2021/
early 2022.
Planning for our specialist care
centre and care services at
Cranbourne North is already well
under way. The care centre will
offer a unique household model,
with no more than 18 residents
in a household.
Each resident will have a private
room and access to shared lounge
and dining areas. This will provide
them with the comfort, intimacy and
closeness of a family unit, and will
allow our care staff to focus on each
individual resident.
Half Moon Bay
In October 2
020 we announced the purchase of a 2.8-hectare site in
Half Moon Bay.
Once consented, it will be our ninth village in Auckland and our very
first in East Auckland.
It will include independent living and serviced apartments, care suites
and a memory care centre. It is near the Half Moon Bay Marina with ferry
services to the CBD and Waiheke Island.
Upper floors will have west-facing views across Half Moon Bay, towards
the city and out to the Waitakeres.
The number of people in the 75+ age group in East Auckland is forecast
to increase by over 5
0% in the next eight years.
O U R V I L L A G E S
2 7
Completed villages
In development
Proposed villages
Dunedin
Casebrook
Paraparaumu
Levin
Palmerston North
Wanganui
New Plymouth
Richmond
Nelson
Lower Hutt
Papamoa Beach
Havelock North
Hastings
Te Awa
Napier
Taupo
Katikati
Manukau
Warkworth
Milldale
Hobsonville
Ellerslie
Karaka
Parnell
Hamilton
Rototuna
Aotea
Kenepuru
Wigram
Avonhead
Bell Block
Waikanae
St Johns
Trentham
Whangarei
Cambridge
Rangiora
Prebbleton
Blenheim
Torquay
Cranbourne North
MELBOURNE
Half Moon Bay
Our
villages
Annual Report 2020
2 8
* New site purchased
Our land bank
New Zealand land bank
DesignConsentingConstructionVillage openFinal stages
Hobsonville, Auckland
Ellerslie, Auckland
Rototuna, Hamilton
Casebrook, Christchurch
Avonhead, Christchurch
Richmond, Tasman
Kenepuru, Wellington
Te Awa, Napier
Papamoa Beach, Tauranga
Bell Block, New Plymouth
St Johns, Auckland
Whangarei, Northland
Lower Hutt, Wellington
Rangiora, Canterbury
Parnell, Auckland
Waikanae, Kapiti
Cambridge, Waikato
Blenheim, Marlborough
Prebbleton, Canterbury
Milldale, Auckland
Half Moon Bay, Auckland*
Australian land bank
Cranbourne North, Melbourne
Torquay, Victoria
O U R V I L L A G E S
2 9
Our commitment
to sustainability
Summerset was certified as New Zealand’s
first carbonzero
TM
retirement village operator in 2018,
and we have continued to build on our commitment
to sustainability each year.
Annual Report 2020
3 0
In 2020, Summerset committed to
a science-aligned carbon reduction
target, that commits us to a 62%
reduction per square metre of
building area by 2032 (from 2017
levels). We are the only New Zealand
retirement village operator to have
done this. Summerset is also working
closely with its supply chains to
reduce carbon emissions. We have
also expanded our emissions
reduction programme into our
villages and started preparing for
innovation in future village builds.
Summerset has a large construction
business, giving us scope to reduce
our carbon emissions and future-
proof our villages against climate-
related risks. We can reduce
emissions by adopting new
technologies in our building designs,
using greener building materials and
creating landscapes that are more
water efficient.
As part of its goal of reaching net
zero carbon emissions by 2050, the
Government is expected to
introduce regulation on the Building
for Climate Change Programme in
2021. Summerset has made a
submission on this as part of the
consultation process.
Summerset has
expanded its emissions
reduction programme
across its villages
Emissions reduction programme
Summerset is Toitū carbonzero
TM
certified. We have been measuring,
managing and reporting on our
carbon footprint since 2017. From
2018, our carbon emissions have
been independently audited by
Toitū Envirocare to the ISO14064-1
standard. We are on track to meet
our target of a 5% reduction in all
operational emissions intensity by
the end of 2022.
Our internal tracking shows we
have reduced our carbon emissions
intensity by 31% since 2017.
Given our significant property
development activities, we calculate
our total gross carbon emissions
per square metre of build. This has
decreased by 22% since 2017.
Decrease in absolute
carbon emissions
Summerset’s total emissions in 2020
were 6,414 tCO
2
e, which is 1% lower
than the previous year’s total of
6,466 tCO
2
e and 8% higher than
the base year total of 5,939 tCO
2
e.
Energy use accounts for 80% of our
carbon emissions.
Absolute emissions progress
tCO
2
e
5,9395,939
6,6716,671
6,4666,466
6,4146,414
2017
(Base year)
201820192020
0
800
1,600
2,400
3,200
4,000
4,800
5,600
6,400
7,200
O U R C O M M I T M E N T T O S U S T A I N A B I L I T Y
3 1
Progress in 2020
In 2
020 we monitored
our performance across two
environmental, social and
governance (ESG) indices. We
achieved an AA rating from Morgan
Stanley and submitted a non-scored
survey to the Carbon Disclosure
Project (CDP) for the first time.
In addition, Summerset joined New
Zealand’s main body for sustainable
building knowledge in August.
The New Zealand Green Building
Council membership will provide
our staff with access to technical
knowledge on best environmental
building practices.
Along with over 100 of New
Zealand’s leading companies, we
are a signatory to the Climate
Leaders Coalition and have set a
science-aligned carbon reduction
target for our business in 2021.
This demonstrates our commitment
to the Paris Agreement on global
climate change.
Summerset's five areas of focus as
part of our emissions management
reduction are
energy, waste, travel,
paper and fertilisers.
ENERGY
Reducing electricity and
gas usage
We fine-tuned, maintained and
upgraded equipment throughout
2
020 to ensure energy efficiency.
This included upgrading the gas
boiler at our Manukau village
and continuing our LED upgrade
programme. In addition, we joined
the New Zealand Green Building
Council to ensure optimal energy
performance for new builds.
Emissions intensity – CO
2
e tonnes per $ million revenue
tCO
2
e
5454
4949
4242
3737
2017
(Base year)
2
01820192020
0
15
30
45
60
2020 key impact areas by tCO
2
e
Energy 8
0%
Travel 9%
Waste 1
1%
Paper 0.3%
Fertiliser 0.1%
Annual Report 2020
3 2
WASTE
Minimising our waste to landfill
Reducing the amount of waste
we send to landfill is an ongoing
focus
for our offices, operations and
construction activities. In operations
we achieved a 35% diversion
from landfill, and in construction
the figure was 30%.The Ellerslie
construction site achieved a 75%
avoidance. As a result of this focus
on recycling, our facilities now send
25% less waste to landfill per resident
compared to our 2017 base year.
TRAVEL
Being more efficient in the way
we travel
Travel emissions are calculated for
car hire and air travel. Compared to
2
019 we achieved a 50% decrease
in emissions from domestic, short-
haul and international flights in 2020.
This was due to COVID-19 travel
restrictions and the increased use of
communications technology.
PAPER
Reducing our paper consumption
Our paper use went up due to the
increase in printed communications
during the COVID-1
9 lockdowns.
However, invoices are now sent via
email to 51% of residents, up from
17% at the beginning of 2020.
FERTILISERS
Selecting environmentally
friendly fertilisers
Fertilisers are a small but visible part
of our emissions profile. We continue
to reduce our fertiliser emissions by
working with our landscaping teams,
gardeners and suppliers to ensure
we use products that have a low
carbon footprint.
Governance
Roles and responsibilities
BoardOversees climate-related issues and responsibility for
sustainability. Reviews and approves direction and
monitors progress against targets
CEOAssesses and manages climate-related risks and
opportunities. Reports programme performance and
progress at Board meetings
Sustainability
Forum
Includes senior managers from across the business.
Shapes and monitors our sustainability strategy
Key functional
workstreams
Covers operational impact areas related to the new
build environment
Green TeamImplements specific actions and initiatives identified in the
emissions reduction plan
Further details on our climate-related targets,
measurements and results
Summerset is aware of work under way on making climate-related financial
disclosures mandatory for listed companies by 2
023. Climate-related risks
are currently managed through our risk management framework and across
our governance and reporting processes.
•Governance – for a statement on the Board’s oversight of climate-related
risks and opportunities see our governance section on page 79
•Strategy – details of our overall business strategy is on page 5 and our plan
is to better understand climate-related material risks and opportunities for
Summerset in the future
•Risk management – see our risk management framework presented on
pages 86 to 88
•Metrics and targets – carbon performance metrics can be found
above; operational performance metrics are on pages 18 to 27, financial
performance metrics are on pages 34 to 38
O U R C O M M I T M E N T T O S U S T A I N A B I L I T Y
3 3
Our
performance
Summerset has maintained strong profitability and
balance sheet resilience throughout 2020 and is well
positioned for future sustained growth.
Summerset Heritage Park, Ellerslie
Annual Report 2020
3 4
Financial performance overview
Underlying profit for the year
ended 31 December 2
020
decreased by 7% on the prior
year to $98.3 million (2019:
$106.2 million), driven principally
by significant additional operational
costs associated with COVID-19
to ensure our residents remained
safe, increased investment in care,
employee wages and penal rates,
and cost drag from opening new
villages and main buildings.
Our sales of new and existing units
were strong, with increased volumes
for both. We also saw increased
sale prices on our resale units,
reflecting the strong residential
property market. The margin on new
units reduced due to changes in
the mix of units sold, with more
needs-based products and more
regional sales.
Revenue for the year grew 12% to
$172.4 million (2019: $153.9 million),
reflecting the opening of three new
villages and two main buildings,
and strong financial performance
across village operations. Our care
occupancy rates in established
villages remained high despite a
small reduction following the two
COVID-19 lockdowns.
Underlying profit is a non-GAAP
measure. A detailed explanation is
included in Note 2 to the Financial
Statements (see page 49). In
general terms, underlying profit
removes the fair value movement of
investment property and reinstates
the realised gains associated with
our resales and the development
margin associated with our new
sales. Underlying profit is used to
determine the dividend pay-out
to shareholders.
COVID-19 impact
COVID-19 had a significant impact
on 2
020 underlying profit. Increased
operational costs of over $9 million
were predominantly from additional
staff resources, pandemic kits and
personal protective equipment.
This included additional care and
housekeeping staff, a $
2 per hour
wage increase during level four
lockdown, security at our sites, and
extra sick leave as a precaution for
staff either because of their health or
that of their close contacts.
The costs outlined above are some
of the direct costs related to our
response, but we also incurred a
number of indirect costs. These
include the cost of paying the
construction staff during lockdown
while they were unable to be on
site and significant investment in
marketing and sales post lockdown
to support our sales teams to
ensure our sales were successful.
There were also no sales during the
national lockdown.
In May we received $0.7 million as
part of the Government’s support
to aged care providers for the
additional costs incurred. We note
that this is considerably less than our
actual costs to date. We qualified
for the COVID-19 wage subsidy as
revenue fell by more than 30% in
April, when retirement unit sales fell
to zero, and received $8.6 million.
However, we repaid this in full once
it became clear the business was in
a stable financial position and the
outlook was positive.
Sales were significantly better
than expected once the country
came out of lockdown, with the
third and fourth quarters bringing
record sales and the business
continuing to perform well. While
we have not yet experienced the
economic downturn predicted by
many economists, we are wary
that COVID-19 will be with us for
some time. We will continue to
plan and prepare to ensure we are
well positioned to deal with any
future outbreaks.
Underlying profit has
seen a compound
annual growth rate of
32% since the company
was listed on the NZX
in 2
011
Long-term growth
A key component of underlying
profit is the realised development
margin on new sales which was
$
48.2 million in 2020 (2019:
$61.0 million). The development
margin was 19.6%, down from
27.9% in the previous year. The
decrease was due to increased
construction costs across our main
centres, an increase in needs-
based products and fewer Auckland
settlements. The long-term returns
remain strong on needs-based
products. Summerset’s medium-
term expectation of development
margins is in the 20–25% range.
This will continue to be an area
of significant focus for the Board
and management.
Good margins reflect the
advantage of having strong
in-house capabilities for each
stage of village development,
including land purchase,
planning, consenting, design and
construction management. We
can achieve cost advantages
through scale and standardisation
of development programmes, while
also being able to adapt each project
to local needs and preferences.
Summerset continues to maintain
the largest land bank for a retirement
village operator in New Zealand, and
acquired a new site at Half Moon Bay
in Auckland during 2020. This brings
our total land bank of units to 5,992.
O U R P E R F O R M A N C E
3 5
Summary of sales and
developments
New Zealand’s residential property
market is continuing to hold strong
despite early predictions from
market analysts that the global
pandemic could result in significant
decreases in house prices
nationwide. Prices continued to rise
across most regions, partly fuelled
by low interest rates and strong
buyer demand.
Summerset had a record sales year,
with 7
85 unit sales of occupation
rights (2019: 652), 404 of them new
unit sales and 381 resales. Average
gross proceeds per new sale
settlement of $607,000 were down
from $665,000 in 2019 due to the
change in mix of unit type and region
of sales. Realised resale gain
increased by 25% to $46.1 million in
2020. Average gross proceeds per
resale settlement were $464,000,
up 4% from 2019. This reflects the
growth in the residential property
market in some regions, as well as
the length of time taken between
sale of units.
Key development milestones
included the opening of three new
villages: Papamoa Beach (Tauranga),
Te Awa (Napier) and Bell Block (New
Plymouth). For developing villages
still under construction, new unit
sales were strong at Casebrook
(Christchurch), Rototuna (Hamilton)
and Avonhead (Christchurch).
In addition, our Australian sites
acquired to date illustrate
Summerset's commitment to
diversifying into an attractive
overseas growth market.
Underlying profit
$m
37.837.856.656.681.781.798.698.6106.2106.298.398.3
FY15FY16FY17FY18FY19FY20
0
4
0
80
120
Land bank over time (units)
1
2,4142,414
2,6
092,609
2,8412,841
3,9103,910
5,3805,380
5,9925,992
1,8811,8812,4142,4142,6092,6092,8412,8413,9103,9105,3805,380
533533
195195
232232
1,0691,069
1,4701,470
612612
Existing land bank
Net land bank growth
FY15FY16FY17FY18FY19FY20
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
1 Units include all units to be sold under occupation right agreement
Annual Report 2020
3 6
Net profit after tax
Summerset recorded a net profit
after tax of $
230.8 million for the year
ended 31 December 2020, up from
$175.3 million in 2019.
This increase is largely due to the
fair value movement on investment
property (2020: $221.1 million; 2019:
$165.3 million).
Fair value movement in 2020 of
$221.1 million reflects the delivery
of 356 units in the financial
year, the completion of two main
buildings, strong sales rates across
our villages reducing our vacant
stock levels and changes to the
key assumptions applied by the
valuer. Assumption changes in the
period were predominately to short
term growth rates and recycle
frequencies, reflecting the tailwinds
seen in the residential property
market across the second half
of 2020.
Business growth and expenses
Summerset derives its revenue from
selling units (deferred management
fees) and providing village and care
services. The company’s revenue
increased as a result of higher
volumes, reflective of the scale and
growth of our operations.
Deferred management fees on
Summerset’s investment property
were $
60.8 million in 2020
(2019: $52.5 million). The growth
reflects the increase in the
number, occupancy and value of
Summerset’s portfolio of units.
Expense breakdown
Employee expenses
Employee
expenses 5
7%
Property-related
expenses 10%
Repairs and
maintenance
expenses 4%
Depreciation,
amortisation
and impairments 7%
Other operating
expenses 2
2%
Revenue breakdown
Revenue breakdown
Deferred
management fees 35%
Care fees and
village services 65%
Dividend cents per share
1.41.41.91.92.62.63.93.96.06.06.46.46.06.02.52.53.33.3
2.12.1
3.43.4
5.15.1
7.17.1
7.27.2
7.77.7
7.07.0
Interim
Final
FY12FY13FY14FY15FY16FY17FY18FY19FY20
0
4
8
1
2
16
O U R P E R F O R M A N C E
3 7
96%
Occupancy in our mature
care centres
At 31 December 2
020, Summerset’s
total unit portfolio reached 4,442
(2019: 4,086) and at year end there
were only 179 new sales units and 73
resale units available for sale.
The final apartment building in
Summerset’s Ellerslie village is due
for delivery in early 2021, and
comprises a further 74 apartments.
Strong progress has also been made
on two main buildings in Avonhead
and Richmond, both due to open
in 2021.
Occupancy in our mature care
centres was 96% which is above the
industry average of 90%.
Total expenses increased in 2020
by 22% to $158.3 million (2019:
$130.2 million), largely due to
COVID-19 costs and cost drag
of new care centres and villages
opening in line with Summerset's
ongoing business growth. We also
invested in our employee offering
and culture to ensure we remain
a top employer, we had increased
uncontrollable expenditure items
such as rates and power, and
spent more on additional sales and
marketing expenses.
Operating activities
Summerset’s net cash from
operating activities was
$
266.8 million for the year, up 12%
from 2019 (2019: $237.9 million).
This was principally driven by
gross receipts from new occupation
right agreement sales, amounting
to $237.0 million, up from
$209.4 million in 2019.
Summerset is a growth company
and reinvests operating cash flows
back into the business to finance
future growth. In 2020 Summerset
invested $318.8 million, primarily
in new and existing retirement
villages and care centres (2019:
$327.4 million).
Investment activities are principally
the purchase of land and the
development and refurbishment of
new and existing retirement villages
and care centres.
Assets rose to $3.9 billion
Total assets rose 17% to $3.9 billion
at 31 December 2
020 (2019:
$3.3 billion), mainly due to growth
in the size and value of Summerset’s
investment property, which reached
$3.6 billion (2019: $3.1 billion).
At balance date, Summerset also
had other property, plant and
equipment valued at $181.1 million
(2019: $154.0 million), most of
this being care centres (these
are operated to provide services
and are therefore not included as
investment property).
An increased embedded value of
$883.6 million (2019: $752.7 million)
demonstrates future cash that can
be generated when units are resold.
Interest-bearing debt of
$
687.1 million was 18% of total assets
at year end (2019: $587.1 million).
Summerset raised $150.0 million
from a new retail bond in September
2020 which brings the year end debt
at face value to $297.6 million of
bank borrowings and $375.0 million
of retail bonds.
Summerset also has residents' loans
of $1.5 billion (2019: $1.3 billion).
This in the form of licences paid
by residents under occupation right
agreements, these are repayable
when residents vacate units and
the associated occupation rights
are resold.
Consistent strong
growth performance
Summerset continued to pay
dividends to shareholders during
COVID-1
9 despite unprecedented
circumstances. We will pay a final
dividend of 7.0 cents per share (cps)
on 22 March 2021, making a full pay-
out for the 2020 year of 13.0 cps
(2019: 14.1 cps).
Board policy remains for shareholder
distributions in the range of 30–50%
of each year’s underlying profit. The
2020 distribution of $29.7 million
represents 30% of underlying profit
($98.3 million), which is consistent
with the last five years.
Summerset continues to
offer shareholders a dividend
reinvestment option, including a 2%
discount to market share price.
Annual Report 2020
3 8
Five year
summar
y
Key operational and financial statistics for the
five year period up to and including FY2
0 are
as follows:
Results highlights - operational
UnitFY20FY19FY18FY17FY16
FY19 to
FY2
0 %
Change
New sales of occupation rightsNo.40432933938241423%
Resales of occupation rightsNo.38132330130024418%
Total sales of occupation rightsNo.78565264068265820%
Development margin%19.6%27.9%33.2%27.3%22.2%-30%
New units deliveredNo.3563544544504091%
Units in portfolioNo.4,4424,0863,7323,2782,8289%
Care beds in portfolioNo.9158588588067487%
Results highlights - financial
UnitFY20FY19FY18FY17FY16
FY19 to
FY2
0 %
Change
Net operating cash flow
$m
266.8237.9217.8207.7192.612%
Total assets
$m
3,893.23,337.92,766.42,232.81,706.817%
Net assets
$m
1,354.81,131.9978.8785.8545.620%
Underlying profit
$m
98.3106.298.681.756.6-7%
Profit before income tax (IFRS)
$m
221.7173.6216.2240.2145.628%
Profit for the period (IFRS)
$m
230.8175.3214.5239.9145.532%
Dividend per share
cents
13.014.113.211.07.7-8%
Basic earnings per share
cents
102.378.697.1109.866.930%
O U R P E R F O R M A N C E
3 9
Financial
statements
Annual Report 2020
4 0
Income Statement
For the year ended 31 December 2020
20202019
NOTE$000$000
Care fees and village services4111,619101,259
Deferred management fees460,75252,470
Interest received451217
Total revenue172,422153,946
Fair value movement of investment property11221,142165,252
Total income393,564319,198
Operating expenses5(146,805)(122,399)
Depreciation and amortisation expense9, 10(8,097)(7,833)
Impairment of property, plant and equipment9(3,431)-
Total expenses
(158,333)
(130,232)
Operating profit before financing costs235,231188,966
Net finance costs6(13,496)(15,405)
Profit before income tax221,735173,561
Income tax credit79,0411,701
Profit for the period230,776175,262
Basic earnings per share (cents)20102.3078.59
Diluted earnings per share (cents)20101.2377.52
The accompanying notes form part of these financial statements.
4 1
Statement of Comprehensive Income
For the year ended 31 December 2020
20202019
NOTE$000$000
Profit for the period230,776175,262
Fair value loss on interest rate swaps14(7,075)
(7,015)
Tax on items of other comprehensive income71,981
1,964
(Loss)/gain on translation of foreign currency operations(491)266
Other comprehensive income that will be reclassified subsequently to
profit or loss for the period net of tax
(5,585)(4,785)
Net revaluation of property, plant and equipment912,712-
Tax on items of other comprehensive income
7(3,145)
-
Other comprehensive income which will not be reclassified
subsequently to profit or loss for the period net of tax
9,567-
Total comprehensive income for the period
234,758
170,477
The accompanying notes form part of these financial statements.
Annual Report 2020
4 2
Statement of Changes in Equity
For the year ended 31 December 2020
SHARE
CAPITAL
$000
HEDGING
RESERVE
$000
REVALUATION
RESERVE
$000
RETAINED
EARNINGS
$000
FOREIGN
CURRENCY
TRANSLATION
RESERVE
$000
TOTAL
EQUITY
$000
As at 1 January 2019269,467(10,122)24,941694,5085978,799
Adjustment on adoption
of IFRS 16
---(1,413)-(1,413)
Adjusted balance at
1 January 2
019
269,467(10,122)24,941693,0955977,386
Profit for the period---175,262-175,262
Other comprehensive
income for the period
-(5,051)--266(4,785)
Total comprehensive
income for the period
-(5,051)-175,262266170,477
Dividends paid---(30,586)-(30,586)
Shares issued13,351----13,351
Employee share plan
option cost
1,256----1,256
As at 31 December 2019284,074(15,173)24,941837,7712711,131,884
As at 1 January 2020284,074(15,173)24,941837,7712711,131,884
Profit for the period---230,776-230,776
Other comprehensive
income for the period
-(5,094)9,567-(491)3,982
Total comprehensive
income for the period
-(5,094)9,567230,776(491)234,758
Dividends paid---(31,222)-(31,222)
Shares issued16,395----16,395
Employee share plan
option cost
3,030----3,030
As at 31 December 2020303,499(20,267)34,5081,037,325(220)1,354,845
The accompanying notes form part of these financial statements.
4 3
Statement of Financial Position
As at 31 December 2020
20202019
NOTE$000$000
Assets
Cash and cash equivalents15,81721,462
Trade and other receivables833,39536,662
Interest rate swaps1418,41212,617
Property, plant and equipment9181,098154,004
Intangible assets105,7096,123
Investment property113,638,7603,107,014
Total assets3,893,1913,337,882
Liabilities
Trade and other payables12158,610134,680
Employee benefits1315,43811,434
Revenue received in advance4114,73791,142
Interest rate swaps1428,15021,075
Residents’ loans151,520,2981,327,607
Interest-bearing loans and borrowings17687,099597,081
Lease liability1611,18410,460
Deferred tax liability72,83012,519
Total liabilities2,538,3462,205,998
Net assets1,354,8451,131,884
Equity
Share capital19303,499284,074
Reserves1914,02110,039
Retained earnings1,037,325837,771
Total equity attributable to shareholders1,354,8451,131,884
The accompanying notes form part of these financial statements.
On behalf of the Board
Rob Campbell
Director and Chair of
the Board
James Ogden
Director and Chair of the
Audit Committee
Authorised for issue on 22 February 2021
Annual Report 2020
4 4
Statement of Cash Flows
For the year ended 31 December 2020
20202019
$000$000
Cash flows from operating activities
Receipts from residents for care fees and village services110,719101,116
Interest received51217
Payments to suppliers and employees(142,205)(116,811)
Receipts for residents’ loans - new occupation right agreements237,000209,364
Net receipts for residents' loans - resales of occupation right agreements61,28244,010
Net cash flow from operating activities266,847237,896
Cash flows to investing activities
Sale of investment property1,154-
Payments for investment property:
- land(44,386)(57,344)
- construction of villages(229,205)(232,768)
- refurbishment of villages(8,244)(7,201)
Payments for property, plant and equipment:
- construction of care centres(16,651)(15,413)
- refurbishment of care centres(1,107)(146)
- other(7,760)(3,172)
Payments for intangible assets(668)(567)
Capitalised interest paid(11,910)(10,800)
Net cash flow to investing activities(318,777)(327,410)
Cash flows from financing activities
Net (repayments of)/proceeds from bank borrowings(71,542)135,636
Proceeds from issue of retail bonds150,000-
Proceeds from issue of shares4,2012,215
Interest paid on borrowings(15,436)(13,549)
Payments in relation to lease liabilities(1,549)(1,264)
Dividends paid(19,389)(19,544)
Net cash flow from financing activities46,285103,494
Net (decrease)/increase in cash and cash equivalents(5,645)13,980
Cash and cash equivalents at beginning of period21,4627,482
Cash and cash equivalents at end of period15,81721,462
The accompanying notes form part of these financial statements.
4 5
Reconciliation of Operating Results and Operating Cash Flows
For the year ended 31 December 2020
20202019
$000$000
Profit for the period230,776175,262
Adjustments for:
Depreciation and amortisation expense8,0977,833
Impairment on property, plant and equipment3,431-
Fair value movement of investment property(221,142)(165,252)
Net finance costs paid13,49615,405
Income tax credit(9,041)(1,701)
Deferred management fee amortisation(60,752)(52,470)
Employee share plan option cost1,5761,256
Other non-cash items90271
(264,245)(194,658)
Movements in working capital
Decrease/(increase) in trade and other receivables1,632(10,724)
Increase in employee benefits4,0041,980
Increase in trade and other payables903624
Increase in residents’ loans net of non-cash amortisation293,777265,412
300,316257,292
Net cash flow from operating activities266,847237,896
The accompanying notes form part of these financial statements.
Annual Report 2020
4 6
Notes to the
financial
s
tatements
For the year ended 31 December 2020
1. Summary of accounting policies
Reporting entity
The consolidated financial statements presented for the year ended 31 December 2
020 are for Summerset Group Holdings Limited
(the "Company") and its subsidiaries (collectively referred to as the "Group"). The Group develops, owns and operates integrated
retirement villages in New Zealand, including independent living, care centres with rest home and hospital-level care and memory
care centres. The Group also owns land for development of retirement villages in Australia.
Summerset Group Holdings Limited is registered in New Zealand under the Companies Act 1993 and is a FMC Reporting Entity for
the purposes of the Financial Markets Conduct Act 2013. The reporting entity is listed on the New Zealand Stock Exchange (NZX),
being the Company’s primary exchange, and is listed on the Australian Securities Exchange (ASX) as a foreign exempt listing.
Basis of preparation
These consolidated financial statements have been prepared in accordance with generally accepted accounting practice in New
Zealand (NZ GAAP), except for Note 2: Non-GAAP underlying profit, which is presented in addition to NZ GAAP compliant information.
NZ GAAP in this instance refers to New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) as appropriate
for profit-oriented entities. These financial statements also comply with International Financial Reporting Standards.
These financial statements are expressed in New Zealand dollars, which is the Company’s and New Zealand subsidiaries' functional
currency. The functional currency of the Company's Australian subsidiaries is Australian dollars. All financial information has been
rounded to the nearest thousand, unless otherwise stated.
All amounts are shown exclusive of goods and services tax (GST), except for trade receivables and trade payables, and except where
the amount of GST incurred is not recoverable. When this occurs, GST is recognised as part of the cost of the asset or as an expense
as applicable.
The measurement basis adopted in the preparation of these financial statements is historical cost, with the exception of the items
noted below.
•Interest rate swaps – Note 14
•Investment property – Note 11
•Land and buildings – Note 9
•Retail bonds – Note 17
Basis of consolidation
Subsidiaries are fully consolidated at the date on which the Group obtains control, and continue to be consolidated until the date
when
such control ceases. The financial statements are prepared for the same reporting period as the Company, using consistent
accounting policies. All intra-group transactions and balances arising within the Group are eliminated in full.
All subsidiary companies are 100% owned and incorporated in New Zealand or Australia with a balance date of 31 December.
4 7
The New Zealand subsidiaries are:
Summer Land Developments Limited
Summerset Care Limited
Summerset Holdings Limited
Summerset LTI Trustee Limited
Summerset Management Group Limited
Summerset Properties Limited
Summerset Retention Trustee Limited
Summerset Villages (Aotea) Limited
Summerset Villages (Avonhead) Limited
Summerset Villages (Bell Block) Limited
Summerset Villages (Blenheim) Limited
Summerset Villages (Cambridge) Limited
Summerset Villages (Casebrook) Limited
Summerset Villages (Dunedin) Limited
Summerset Villages (Ellerslie) Limited
Summerset Villages (Half Moon Bay) Limited
Summerset Villages (Hamilton) Limited
Summerset Villages (Hastings) Limited
Summerset Villages (Havelock North) Limited
Summerset Villages (Hobsonville) Limited
Summerset Villages (Karaka) Limited
Summerset Villages (Katikati) Limited
Summerset Villages (Kenepuru) Limited
Summerset Villages (Levin) Limited
Summerset Villages (Lower Hutt) Limited
Summerset Villages (Manukau) Limited
Summerset Villages (Milldale) Limited
Summerset Villages (Napier) Limited
Summerset Villages (Nelson) Limited
Summerset Villages (New Plymouth) Limited
Summerset Villages (Number 42) Limited
Summerset Villages (Number 43) Limited
Summerset Villages (Number 4
4) Limited
Summerset Villages (Number 45) Limited
Summerset Villages (Palmerston North) Limited
Summerset Villages (Papamoa) Limited
Summerset Villages (Paraparaumu) Limited
Summerset Villages (Parnell) Limited
Summerset Villages (Prebbleton) Limited
Summerset Villages (Rangiora) Limited
Summerset Villages (Richmond) Limited
Summerset Villages (Rototuna) Limited
Summerset Villages (St Johns) Limited
Summerset Villages (Taupo) Limited
Summerset Villages (Te Awa) Limited
Summerset Villages (Trentham) Limited
Summerset Villages (Waikanae) Limited
Summerset Villages (Wanganui) Limited
Summerset Villages (Warkworth) Limited
Summerset Villages (Whangarei) Limited
Summerset Villages (Wigram) Limited
Welhom Developments Limited
The Australian subsidiaries are:
Summerset Care (Australia) Pty Limited
Summerset Holdings (Australia) Pty Limited
Summerset Management Group (Australia) Pty Limited
Summerset Villages (Cranbourne North) Pty Limited
Summerset Villages (Number 2) Pty Limited
Summerset Villages (Number 3) Pty Limited
Summerset Villages (Number 4) Pty Limited
Summerset Villages (Number 5) Pty Limited
Summerset Villages (Number 6) Pty Limited
Welhom Developments (Australia) Pty Limited
Accounting policies
Accounting policies that summarise the measurement basis used and that are relevant to the understanding of the financial
statements are provided throughout the accompanying notes.
The accounting policies adopted have been applied consistently throughout the periods presented in these financial statements.
The Group adopted all mandatory new and amended NZ IFRS Standards and Interpretations. and there has been no material impact
on the Group's financial statements.
There are no new standards, amendments or interpretations that have been issued and are not yet effective, that are expected to
have a significant impact on the Group.
Critical accounting estimates and judgements
In preparing the financial
statements, management has made estimates and assumptions about the future that affect the reported
amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during
the period. Actual results may differ from those estimates.
Estimates and assumptions are regularly evaluated and are based on historical experience and other factors, including expectations
of future events that are believed to be reasonable under the circumstances. The principal areas of judgement in preparing these
financial statements are described in the following notes:
•Deferred management fees – Note 4
•Deferred taxation – Note 7
•Interest rate swaps – Note 14
Annual Report 2020
Notes to the financial statements (continued)
4 8
•Leases – Note 1
6
•Revenue in advance – Note 4
•Valuation of investment property – Note 11
•Valuation of land and buildings – Note 9
•Valuation of retail bonds – Note 17
Comparative information
No comparatives have been restated in the current year.
2. Non-GAAP underlying profit
20202019
Ref$000$000
Profit for the period230,776175,262
Less fair value movement of investment propertya)(221,142)(165,252)
Add impairment of assetsb)3,431-
Add realised gain on resalesc)46,07236,901
Add realised development margind)48,20860,973
Less deferred tax credite)(9,041)(1,701)
Underlying profit98,304106,182
Underlying profit is a non-GAAP measure and differs from NZ IFRS profit for the period. Underlying profit does not have a standardised
meaning prescribed by GAAP and therefore may not be comparable to similar financial information presented by other entities.
The Directors have provided an underlying profit measure in addition to IFRS profit to assist readers in determining the realised
and unrealised components of fair value movement of investment property, impairment and tax expense in the Group’s income
statement. The measure is used internally in conjunction with other measures to monitor performance and make investment
decisions. Underlying profit is a measure that the Group uses consistently across reporting periods. Underlying profit is used to
determine the dividend pay-out to shareholders.
This statement presented is for the Group, prepared in accordance with the Basis of preparation: underlying profit described below.
Basis of preparation: underlying profit
Underlying profit is determined by taking profit for the period determined under NZ IFRS, adjusted for the impact of the following:
a)Less fair value movement of investment property: reversal of investment property valuation changes recorded in NZ IFRS
profit for the period, which comprise both realised and non-realised valuation movements. This is reversed and replaced with
realised
development margin and realised resale gains during the period, effectively removing the unrealised component of
the fair value movement of investment property.
b)Add impairment of assets: remove the impact of non-cash care centre valuation changes recorded in NZ IFRS profit for the
period. Care centres are valued at least every three years (last valued as at 31 December 2020), with fair value gains flowing
through to the revaluation reserve unless the gain offsets a previous impairment to fair value that was recorded in NZ IFRS profit
for the period. Where there is any impairment of a care centre, or reversal of a previous impairment that impacts NZ IFRS profit
for the period, this is eliminated for the purposes of determining underlying profit.
c)Add realised gain on resales: add the realised gains across all resales of occupation rights during the period. The realised
gain for each resale is determined to be the difference between the licence price for the previous occupation right for a
retirement unit and the occupation right resold for that same retirement unit during the period. Realised resale gains are a
measure of the cash generated from increases in selling prices of occupation rights to incoming residents, less cash amounts
repaid to vacated residents for the repayment of the price of their refundable occupation right purchased in an earlier
period, with the recognition point being the cash settlement. Realised resale gains exclude deferred management fees and
refurbishment costs.
d)Add realised development margin: add realised development margin across all new sales of occupation rights during the
period, with the recognition point being the cash settlement. Realised development margin is the margin earned on the first
time sale of an occupation right following the development of a retirement unit. The margin for each new sale is determined
to be the licence price for the occupation right, less the cost of developing that retirement unit.
4 9
Components of the cost of developing units include directly attributable construction costs and a proportionate share of the
following costs:
•Infrastructure costs
•Land cost on the basis of the purchase price of the land
•Interest during the build period
•Head office costs directly related to the construction of units
All costs above include non-recoverable GST.
Development
margin excludes the costs of developing common areas within the retirement village (including a share of the
proportionate costs listed above). This is because these areas are assets that support the sale of occupation rights for not just
the new sale but for all subsequent resales. It also excludes the costs of developing care centres, which are treated as property,
plant and equipment for accounting purposes.
Where costs are apportioned across more than one asset, the apportionment methodology is determined by considering the
nature of the cost.
e)Add/(less) deferred tax expense/(credit): reversal of the impact of deferred taxation.
Underlying profit does not include any adjustments for abnormal items or fair value movements on financial instruments that
are included in NZ IFRS profit for the period.
3. Segment reporting
The Group operates in one industry, being the provision of integrated retirement villages. The services provided across all of the
Group’s villages are similar, as are the type of customer and the regulatory environment. The chief operating decision makers, the
Chief Executive Officer and the Board of Directors, review the operating results of the Group as a whole on a regular basis. On
this basis,
the Group has one reportable segment, and the Group results are the same as the results of the reportable segment. All
resource allocation decisions across the Group are made to optimise the consolidated Group’s result.
The Group continues to proceed with its expansion into Australia. Two Australian sites were purchased in 2019. It is intended that
these sites will be developed into retirement villages. To date the expenditure incurred and assets acquired in Australia have been
immaterial to the Group and so are not reported as a separate operating segment as at 31 December 2020.
The Ministry of Health is a significant customer of the Group, as the Group derives care fee revenue in respect of eligible government
subsidised aged care residents. Fees earned from the Ministry of Health for the year ended 31 December 2020 amounted to
$36.2 million (2019: $32.2 million). No other customers individually contribute a significant proportion of the Group revenue. All
revenue is earned in New Zealand.
4. Revenue
Care fees and village services income are recognised over the period in which the service is rendered.
Deferred management fees, which entitle residents to accommodation and the use of the community facilities within the village,
are recognised over the period of service, being the greater of the expected period of tenure or the contractual right to revenue.
The expected periods of tenure, being based on historical Group averages, are estimated to be seven to eight years for villas,
five years for apartments, three years for serviced apartments and memory care apartments and two years for care suites. Where
the deferred management fees over the contractual period exceed the amortisation of the deferred management fee based on
estimated tenure, the amount is recorded as a liability (revenue in advance). At balance date, the majority of the revenue in advance
balance is non-current. Deferred management fees are recognised on a gross basis in the receipts for residents’ loans section of the
statement of cash flows.
Interest income is recognised in the income statement as it accrues, using the effective interest method.
Annual Report 2020
Notes to the financial statements (continued)
5 0
5. Operating expenses
20202019
$000$000
Employee expenses90,69172,921
Property-related expenses16,18713,589
Repairs and maintenance expenses5,8245,185
Other operating expenses34,10330,703
Total operating expenses146,805122,399
Other operating expenses include:
20202019
$000$000
Remuneration paid to auditors:
- Audit and other assurance related services review of
financial statements
205194
Donations3458
Rent
1
158217
1 Outgoings and short term and low value amounts exempt under NZ IFRS 16 - Leases.
Employee expenses include post-employment benefits (KiwiSaver/Superannuation) of $2.3 million (2019: $2.0 million).
During the year the Group received a $8.6 million one-off Government wage subsidy in relation to COVID-19. The subsidy related
to a 12-week period between March and June 2020. Although the Group was entitled to receive the wage subsidy, the Directors
subsequently determined that it was appropriate to return the subsidy back to the Government and the full $8.6 million was repaid
on 23 December 2020. This resulted in a net nil impact to other operating expenses for the year ended 31 December 2020.
The Group also received an additional $0.7 million of funding as part of the Government's package to support residential aged care
providers to keep COVID-19 at bay. This funding has been recorded as a deduction to other operating expenses.
Included in the above operating expenses is $9.2 million of additional costs incurred as a result of COVID-19.
6. Net finance costs
20202019
$000$000
Interest on bank loans, retail bonds and related fees22,15622,664
Interest on interest rate swaps3,1932,623
Interest on lease liability466442
Capitalised finance costs(12,323)(10,481)
Fair value movement of interest rate swaps through profit or loss(5,795)(7,991)
Fair value movement of retail bonds designated as fair value through profit
or loss
5,7828,082
Other1766
Net finance costs13,49615,405
Interest expense comprises interest payable on borrowings and is calculated using the effective interest rate method.
5 1
Borrowing costs are capitalised for property, plant and equipment (Note 9), and investment property (Note 11), if they are directly
attributable to the construction or production of a qualifying asset. Capitalisation of borrowing costs commences when the activities
to prepare the asset commence and expenditure and borrowing costs are incurred. Capitalisation of borrowing costs continues until
the assets are substantially ready for their intended use.
Borrowing costs of $1
2.3 million (2019: $10.5 million) have been capitalised during the period of construction in the current year. The
weighted average capitalisation rate on funds borrowed representing the borrowing costs of the loans used to finance projects is
3.15% per annum (2019: 3.87% per annum).
Two of the Group's retail bonds are designated in a fair value hedging relationship. Details of fair value hedging are included in Note 14.
7. Income tax
Tax expense comprises current and deferred tax, calculated using the tax rate enacted or substantively enacted at balance date and
any adjustment to tax payable in respect of prior years. Tax expense is recognised in the income statement, except when it relates to
items
recognised directly in the statement of comprehensive income, in which case the tax expense is recognised in the statement
of comprehensive income.
Deferred tax expense is recognised in respect of temporary differences between the carrying amounts of assets and liabilities in
the financial statements and the amounts used for taxation purposes. A deferred tax asset is recognised only to the extent that it is
probable it will be utilised. Temporary differences for the initial recognition of assets or liabilities that affect neither accounting nor
taxable profit, unless they arise from business combination, are not provided for.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Group
intends to settle its current tax assets and liabilities on a net basis.
(a) Income tax recognised in the income statement
20202019
$000$000
Tax expense comprises:
Deferred tax relating to the origination and reversal of temporary differences(9,041)(1,701)
Total tax credit reported in income statement(9,041)(1,701)
The prima facie income tax expense on pre-tax accounting profit from operations reconciles to the income tax expense in the
financial statements as follows:
20202019
$000%$000%
Profit before income tax221,735173,561
Income tax using the corporate tax rate62,08628.0%48,59728.0%
Capitalised interest(3,450)(1.6%)(2,935)(1.7%)
Other non-deductible expenses2080.1%3990.2%
Non-assessable investment property revaluations(62,501)(28.2%)(46,271)(26.7%)
Reinstatement of tax depreciation on non-
residential buildings
(6,008)(2.7%)-0.0%
Other1800.1%(1,681)(1.0%)
Prior period adjustments4440.2%1900.1%
Total income tax credit(9,041)(4.1%)(1,701)(1.0%)
Total Group tax losses available amounted to $
250.5 million (2019: $184.0 million). There are no unrecognised tax losses for the Group
at 31 December 2020 (2019: nil).
Annual Report 2020
Notes to the financial statements (continued)
5 2
(b) Amounts charged or credited to other comprehensive income
20202019
$000$000
Tax expense comprises:
Net gain on revaluation of land and buildings3,145-
Fair value movement of interest rate swaps(1,981)(1,964)
Total tax expense/(credit) reported in statement of comprehensive income
1,164(1,964)
(c) Amounts charged or credited directly to equity
20202019
$000$000
Tax expense comprises:
Deferred tax relating to employee share option plans(1,812)-
Total tax credit reported directly in equity(1,812)-
(d) Imputation credit account
There were no imputation credits received or paid during the year and the balance at 31 December 2020 is nil (2019: nil).
(e) Deferred tax
Movement in the deferred tax balance comprises:
BALANCE
1 JAN 2
020
$000
RECOGNISED
IN INCOME
$000
RECOGNISED
DIRECTLY IN
EQUITY
$000
RECOGNISED
IN OCI*
$000
BALANCE
3
1 DEC 2020
$000
Property, plant and equipment17,607(6,581)-3,14514,171
Investment property29,1886,043--35,231
Revenue in advance23,47911,680--35,159
Interest rate swaps(5,901)--(1,981)(7,882)
Income tax losses not yet utilised(51,631)(18,678)--(70,309)
Other items(223)(1,505)(1,812)-(3,540)
Net deferred tax liability12,519(9,041)(1,812)1,1642,830
BALANCE
1 JAN 2
019
$000
RECOGNISED
IN INCOME
$000
RECOGNISED
IN OCI*
$000
BALANCE
3
1 DEC 2019
$000
Property, plant and equipment17,062545-17,607
Investment property24,1115,077-29,188
Revenue in advance11,65011,829-23,479
Interest rate swaps(3,937)-(1,964)(5,901)
Income tax losses not yet utilised(31,802)(19,829)-(51,631)
Other items(900)677-(223)
Net deferred tax liability16,184(1,701)(1,964)12,519
* Other comprehensive income
5 3
(f) Income tax legislation amendments during the period
During the period, the Income Tax Act 2
007 in New Zealand was amended to restore tax depreciation deductions for non-residential
buildings. This amendment resulted in a $6.0 million credit to tax expense during the period and a corresponding reduction in the
deferred tax liability related to property, plant and equipment.
8. Trade and other receivables
Trade and other receivables are stated at amortised cost less impairment losses. Trade receivables are not significant on an individual
basis and are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate, less
an
allowance for impairment. The allowance for doubtful debts is made up of expected credit losses based on assessment of trade
receivables debt at the individual level for impairment, plus an additional allowance on the remaining balance for potential credit
losses not yet identified. The expected credit losses allowance requirement on the remaining balance has been set at 2%.
20202019
$000$000
Trade receivables
3,3572,912
Allowance for doubtful debts
(237)(169)
Net trade receivables
3,1202,743
Prepayments
12,2158,331
Accrued income
1,092923
Sundry debtors
16,96824,665
Total trade and other receivables33,39536,662
9. Property, plant and equipment
Property, plant and equipment includes care centres, both complete and under development, and corporate assets held.
All property, plant and equipment is initially recorded at cost. Cost includes expenditure that is directly attributable to the acquisition
of the asset. The cost of self-constructed care centres includes directly attributable construction costs and other costs necessary to
bring the care centres to working condition for their intended use. These other costs include professional fees and consents, interest
during
the build period and head office costs directly related to the construction of the care centres. Where costs are apportioned
across more than one asset, the apportionment methodology is determined by considering the nature of the cost.
Subsequent to initial recognition, completed care centres are carried at a revalued amount, which is the fair value at the date of the
revaluation less any subsequent accumulated depreciation on care centres and accumulated impairment losses, if any, since the
assets were last revalued. Other corporate assets are subsequently measured at cost less accumulated depreciation and impairment
losses, if any. Where an item of plant and equipment is disposed of, the gain or loss recognised in the income statement is calculated
as the difference between the net sales price and the carrying amount of the asset.
Fair value is determined by reference to market-based evidence, which is the amount for which the assets could be exchanged
between a knowledgeable willing buyer and a knowledgeable willing seller in an arm’s length transaction as at the valuation date.
Any revaluation surplus is recognised in other comprehensive income unless it reverses a revaluation decrease of the same asset
previously recognised in the income statement. Any revaluation deficit is recognised in the income statement unless it directly offsets
a previous surplus in the same asset in other comprehensive income. Any accumulated depreciation at revaluation date is eliminated
against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. Upon disposal,
any revaluation reserve relating to the particular asset being sold is transferred to retained earnings. Independent valuations are
performed with sufficient regularity to ensure that the carrying amount does not differ materially from the asset’s fair value at the
balance sheet date.
Note 6 provides details on capitalised borrowing costs.
Depreciation is charged to the income statement on a straight-line (SL) basis over the estimated useful life of each item of property,
plant and equipment, with the exception of land, which is not depreciated. Depreciation methods, useful lives and residual values
are reassessed at each reporting date.
Major depreciation rates are as follows:
•Buildings (
2% to 13% SL)•Furniture and fittings (7% to 20% SL)
•Motor vehicles (10% SL)•Plant and equipment (2% to 50% SL)
Annual Report 2020
Notes to the financial statements (continued)
5 4
Also included in the buildings category is building fit-out.
Right of use assets are depreciated on a SL basis over the term of their lease. Refer to Note 1
6.
LAND AND
BUILDINGS
$000
MOTOR
VEHICLES
$000
PLANT AND
EQUIPMENT
$000
FURNITURE
AND
FITTINGS
$000
RIGHT OF USE
ASSETS
$000
TOTAL
$000
Cost
Balance at 1 January 2019123,1041,54512,6037,303-144,555
Additions15,3943542,8662029,20328,019
Disposals-(66)---(66)
Balance at
3
1 December 2019
138,4981,83315,4697,5059,203172,508
Additions17,5116176,3261,2851,80627,545
Transfer(2,885)----(2,885)
Impairment through profit
or loss
(3,634)----(3,634)
Net revaluations through
other comprehensive income
5,882----5,882
Balance at
3
1 December 2020
155,3722,45021,7958,79011,009199,416
Accumulated depreciation
Balance at 1 January 20192,3078575,6612,984-11,809
Depreciation charge for
the year
2,3571612,1891,1449106,761
Disposals-(66)---(66)
Balance at
3
1 December 2019
4,6649527,8504,12891018,504
Depreciation charge for
the year
2,5371862,0781,0701,1447,015
Transfer(168)----(168)
Impairment through profit
or loss
(203)----(203)
Net revaluations through
other comprehensive income
(6,830)----(6,830)
Balance at
3
1 December 2020
-1,1389,9285,1982,05418,318
Carrying amounts
As at 31 December 2019133,8348817,6193,3778,293154,004
As at 31 December 2020155,3721,31211,8673,5928,955181,098
Buildings include $16.9 million of care centres under development carried at cost at 31 December 2020 (2019: $20.4 million). Right
of use assets relate to the Group's leased office premises and car park spaces; refer to Note 1
6 for further information.
5 5
Transfer
As
at 31 December 2020, a number of care rooms have been decommissioned as they are to be converted to serviced apartments
and accordingly have been transferred from property, plant and equipment to investment property. The care rooms were transferred
to investment property at their fair value which totalled $2.5 million. An impairment loss of $0.2 million was recognised on transfer
via the revaluation reserve.
Revaluations
An independent valuation to determine the fair value of all completed care centres that are classified as land and buildings was
carried out as at 31 December 2020 by CBRE Limited ("CBRE NZ"), an independent registered valuer. Valuations are carried out every
three years unless there are indicators of a significant change in fair value. CBRE NZ determines the fair value of all care centre
assets using an earnings-based multiple approach and the amount apportioned to goodwill of $18.9 million is not recognised (2017:
$16.8 million). Significant assumptions used in the most recent valuation include market value per care bed of between $71,300 and
$231,600, and individual unit earning capitalisation rate of between 11.0% and 13.5%.
As the fair value of land and buildings is determined using inputs that are unobservable, the Group has categorised property, plant
and equipment as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 – Fair Value Measurement.
Sensitivity analysis to significant changes in unobservable inputs within Level 3 of the hierarchy
The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy of
the entity’s portfolios of land and buildings are the capitalisation rates applied to individual unit earnings and the market value
per care bed. A significant decrease (increase) in the capitalisation rate would result in a significantly higher (lower) fair value
measurement, and a significant increase (decrease) in the market value per care bed would result in a significantly higher (lower) fair
value measurement.
Cost model
If land and buildings were measured using the cost model, the carrying amounts would be as follows:
20202019
LAND AND
BUILDINGS
$000
LAND AND
BUILDINGS
$000
Cost126,225111,599
Accumulated depreciation and impairment losses(18,971)(16,602)
Net carrying amount107,25494,997
Security
At 31 December 2020, all care centres held by retirement villages registered under the Retirement Villages Act 2003 are subject to
a registered first mortgage in favour of the Statutory Supervisor.
Annual Report 2020
Notes to the financial statements (continued)
5 6
10. Intangible assets
Intangible
assets acquired by the Group are measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is recognised in the income statement on a SL basis over the estimated useful lives of intangible assets from the date
that they are available for use. The intangible assets are software and the amortisation rates at 31 December 2020 are between 10-20%
SL basis.
TOTAL
$000
Cost
Balance at 1 January 20199,804
Additions567
As at 31 December 201910,371
Additions668
As at 31 December 202011,039
Accumulated amortisation
Balance at 1 January 20193,176
Amortisation charge for the year1,072
As at 31 December 20194,248
Amortisation charge for the year1,082
As at 31 December 20205,330
Carrying amounts
As at 31 December 20196,123
As at 31 December 20205,709
5 7
11. Investment property
Investment
property is held to earn current and future rental income (deferred management fees). It comprises land and buildings,
and associated equipment and furnishings, relating to retirement villages and common facilities in the retirement village. Investment
property includes buildings under development, excluding care centres under development, which are included in property, plant
and equipment. Initial recognition of investment property is at cost and it is subsequently measured at fair value, with any change
in fair value recognised in the income statement.
The cost of retirement villages includes directly attributable construction costs and other costs necessary to bring the retirement
villages to working condition for their intended use. These other costs include professional fees and consents, interest during the
build period and head office costs directly related to the construction of the retirement villages. Where costs are apportioned across
more than one asset, the apportionment methodology is determined by considering the nature of the cost.
Land acquired with the intention of constructing investment property on it is classified as investment property from the date
of acquisition.
Rental income from investment property, being deferred management fees, is accounted for as described in Note 4.
Depreciation is not charged on investment property.
Note 6 provides details on capitalised borrowing costs.
20202019
$000$000
Balance at beginning of period3,107,0142,585,049
Additions309,024356,713
Disposals(920)-
Transfer from property, plant and equipment2,500-
Fair value movement221,142165,252
Total investment property3,638,7603,107,014
20202019
$000$000
Development land measured at fair value
1
335,694305,148
Retirement villages measured at fair value2,973,0402,580,855
Retirement villages under development measured at cost330,026221,011
Total investment property3,638,7603,107,014
1 Included in development land are pieces of land that were acquired close to balance date and as such were excluded from the valuation of investment property. These pieces
of land have been accounted for at cost, which has been determined to be fair value due to the proximity of the transaction to balance date. At 31 December 2020 the land
at cost was $9.9 million (2019: $74.9 million).
20202019
$000$000
Manager's net interest2,003,7251,688,265
Plus: revenue received in advance114,73791,142
Plus: liability for residents' loans1,520,2981,327,607
Total investment property3,638,7603,107,014
The Group is unable to reliably determine the fair value of non-land retirement villages under development at 31 December 2
020 and
therefore these are carried at cost. This equates to $330.0 million of investment property (2019: $221.0 million).
Annual Report 2020
Notes to the financial statements (continued)
5 8
The fair value of investment property as at 31 December 2020 was determined by independent registered valuers CBRE Limited
("CBRE NZ") and Jones Lang LaSalle Limited ("JLL") for villages including land in New Zealand and CBRE Valuations Pty Limited
("CBRE AU") for
land in Australia. The fair value of the Group’s investment property is determined on a semi-annual basis, based on
market values, being the estimated amount for which a property could be exchanged on the date of the valuation between a willing
buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably,
prudently and without compulsion.
As required by NZ IAS 40 - Investment Property, the fair value as determined by the independent registered valuer is adjusted for
assets and liabilities already recognised on the balance sheet which are also reflected in the cash flow analysis.
To assess the fair value of the Group's interest in each New Zealand village, CBRE NZ and JLL have undertaken a cash flow analysis
to derive a net present value. The Group's development land has been valued by CBRE NZ using the direct comparison approach.
Each valuer continues to review market conditions in relation to the COVID-19 global pandemic. Since 30 June 2020 the level
of uncertainty and unknown impact has decreased with markets becoming more used to operating under COVID-19 conditions.
Because of this, the valuers have reversed their COVID-19 specific adjustments relating to near term growth rates and recycle
frequencies when determining value at 31 December 2020.
The valuers' view is that the longer-term economic impact as a result of COVID-19 on the New Zealand aged care sector still remains
largely unknown with comparable transactions and market evidence since the outbreak limited. Therefore they advise that a higher
degree of caution should be exercised when relying upon the valuation.
Significant assumptions used by CBRE NZ and JLL in relation to the New Zealand investment property include a discount rate of
between 13.5% and 16.5% (2019: 13.5% to 16.5%), and a long-term nominal house price inflation rate (growth rate) of between 0% and
3.5% (2019: 0% to 3.5%). Other assumptions used include the average entry age of residents of between 72 years and 90 years (2019:
72 years and 91 years), and the stabilised departing occupancy periods of units of between 3.7 years and 9.0 years (2019: 3.6 years
and 8.8 years).
Two sites under development in Australia have been valued separately by CBRE AU. The Cranbourne North land was valued under
the same methodology as development land in New Zealand. The Torquay land was valued under a modified direct comparison
approach which takes into account the gross realisation of the proposed units 'as if complete'.
As the fair value of investment property is determined using inputs that are unobservable, the Group has categorised investment
property as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 –
Fair Value Measurement.
Sensitivity analysis to significant changes in unobservable inputs within Level 3 of the hierarchy
To assess the market value of the Group's interest in a retirement village, CBRE and JLL have undertaken a cash flow analysis to
derive a net present value. As the fair value of investment property is determined using inputs that are significant and unobservable,
the Group has categorised investment property as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 - Fair
Value Measurement.
The sensitivities of the significant assumptions are shown in the table below:
Adopted
value
1
Discount rate
+5
0 bp
Discount rate
-5
0 bp
Growth rates
+5
0bp
Growth rates
-5
0bp
31 December 2020
Valuation ($000)1,142,825
Difference ($000)(40,635)43,39553,550(70,865)
Difference (%)
(3.6%)3.8%4.7%(6.2%)
31 December 2019
Valuation ($000)963,530
Difference ($000)(34,320)36,61057,812(52,994)
Difference (%)
(3.6%)3.8%6.0%(5.5%)
1 Completed units excluding unsold stock.
5 9
Other key components in determining the fair value of investment property are the average entry age of residents and the average
occupancy of units. A significant decrease (increase) in the occupancy period of units would result in a significantly higher (lower) fair
value
measurement, and a significant increase (decrease) in the average entry age of residents would result in a significantly higher
(lower) fair value measurement.
Operating expenses
Direct operating expenses arising from investment property during the period amounted to $41.1 million (2019: $34.3 million).
Security
At 31 December 2020, all investment property relating to registered retirement villages under the Retirement Villages Act 2003 are
subject to a registered first mortgage in favour of the Statutory Supervisor to secure the Group’s obligations to the occupation right
agreement holders.
12. Trade and other payables
Trade and other payables are carried at amortised cost. Due to their short-term nature they are not discounted.
20202019
$000$000
Trade payables3,6872,071
Accruals - development of retirement units and care centres118,185114,735
Accruals - other14,27513,480
Short-term advance15,750-
Sundry payables6,7134,394
Total trade and other payables158,610134,680
13. Employee benefits
A provision is made for benefits
accruing to employees in respect of wages, salaries, annual leave and short-term incentives when
it is probable that settlement will be required and the amount can be estimated reliably.
20202019
$000$000
Leave liabilities8,2845,755
Other employee benefits7,1545,679
Total employee benefits15,43811,434
14. Interest rate swaps
The Group uses interest rate swaps to manage its risk associated with interest rate fluctuations. Interest rate swaps are initially
recognised
at fair value on the date a contract is entered into and are subsequently measured at fair value on each reporting date.
The fair values of the interest rate swaps are determined based on cash flows discounted to present value using current market
interest rates.
Cash flow hedges
The Group has entered into interest rate swaps to manage its interest rate risk in relation to its floating rate debt. These interest
rate swaps qualify for cash flow hedge accounting. When interest rate swaps meet the criteria for cash flow hedge accounting, the
effective portion of the gain or loss on the hedging instrument is recognised in other comprehensive income, while the ineffective
portion is recognised in the income statement. Amounts taken to reserves are transferred out of reserves and included in the
measurement of the hedged transaction when the forecast transaction occurs. When interest rate swaps do not meet the criteria
for cash flow hedge accounting, all movements in fair value of the hedging instrument are recognised in the income statement.
Annual Report 2020
Notes to the financial statements (continued)
6 0
Under the interest rate swap agreements that qualify for cash flow hedge accounting, the Group has a right to receive interest at
variable
rates and to pay interest at fixed rates. At 31 December 2020, the Group had interest rate swap agreements in place with a
total notional principal amount of $337.0 million (2019: $377.0 million). Of the swaps in place, at 31 December 2020 $312.0 million
(2019: $292.0 million) are being used to cover approximately 45% (2019: 49%) of the floating rate debt principal outstanding. These
agreements effectively change the Group’s interest exposure on the principal covered by the interest rate swaps from a floating rate
to fixed rates, which range between 1.22% and 3.87% (2019: 1.22% and 4.43%).
The fair value of these agreements at 31 December 2020 is a $28.2 million liability, comprised of $29.2 million of swap liabilities and
$1.0 million of swap assets (2019: liability of $21.1 million, comprised of $22.6 million of swap liabilities and $1.5 million of swap assets).
Of this, a liability of $274,000 is estimated to be current (2019: $515,000). The agreements cover notional amounts for terms of up
to eight years.
The notional principal amounts and the period of expiry of the cash flow hedge interest rate swap contracts are as follows:
20202019
$000$000
Less than 1 year25,00040,000
Between 1 and 2 years70,00025,000
Between 2 and 3 years-70,000
Between 3 and 4 years105,00045,000
Between 4 and 5 years-60,000
Between 5 and 6 years77,00025,000
Between 6 and 7 years50,00052,000
Between 7 and 8 years10,00050,000
Between 8 and 9 years-10,000
Total337,000377,000
Current312,000292,000
Forward starting25,00085,000
Total337,000377,000
Fair value hedges
The Group has entered into interest rate swaps to manage its interest rate risk in relation to its fixed
rate debt arising from the retail
bonds. The hedge is for the future fair value movements in the retail bonds as a result of market interest rate movements. The Group
has designated $225.0 million of its retail bonds in fair value hedge relationships.
Both the hedging instrument (interest rate swap) and the hedged risk are recognised at fair value. The change in the fair value of both
items offset in the statement of comprehensive income to the extent the hedging relationship is effective. The increase in fair value
of the interest rate swaps of $5.8 million (2019: $8.0 million) has been recognised in finance costs and has been offset with a similar
fair value loss on the retail bonds to leave an ineffective amount in finance costs of $13,000 (2019: $92,000).
Under the interest rate swap agreements that qualify for fair value hedge accounting, the Group has a right to receive interest at
fixed rates and to pay interest at floating rates. At 31 December 2020, the Group had interest rate swap agreements in place with
a total notional principal amount of $225.0 million (2019: $225.0 million). Of the interest rate swaps in place, at 31 December 2020
$225.0 million (2019: $225.0 million) are being used to cover 60% (2019: 100%) of the fixed interest rate retail bonds outstanding.
6 1
The notional principal amounts and the period of expiry of the fair value hedge interest rate swap contracts are as follows:
20202019
$000$000
Between 3 and 4 years100,000100,000
Between 4 and 5 years--
Between 5 and 6 years125,000125,000
Total225,000225,000
Current225,000225,000
Total225,000225,000
15. Residents' loans
Residents’ loans are amounts payable under occupation right agreements. An occupation right agreement confers a right of
occupancy to a villa, apartment, serviced apartment, care suite or memory care apartment. The consideration received on the grant
of an occupation right agreement is allocated to the resident’s loan in full. These loans are non-interest-bearing and are payable when
both an occupation right agreement is terminated and there has been settlement of a new occupation right agreement for the same
retirement unit and the proceeds from the new settlement have been received by the Group. Residents’ loans are initially recognised
at fair value and subsequently measured at amortised cost.
The Group holds a contractual right to set-off the deferred management fee receivable on termination of an agreement against the
resident’s loan to be repaid. Residents’ loans are therefore recognised net of the deferred management fee receivable on the balance
sheet. Deferred management fees are payable by residents in consideration for the supply of accommodation and the right to share
in the use of community facilities. Deferred management fees are paid in arrears, with the amount payable calculated as a percentage
of the resident’s loan amount as per the resident’s occupation right agreement. Deferred management fee receivable is calculated
and recorded based on the current tenure of the resident and the contractual right to deferred management fee earned at balance
date. Refer to Note 4 for further detail on recognition of deferred management fee revenue.
20202019
$000$000
Balance at beginning of period1,599,8541,355,535
Net receipts for residents' loans - resales of occupation right agreements27,83026,294
Receipts for residents' loans - new occupation right agreements245,052218,025
Total gross residents’ loans1,872,7361,599,854
Deferred management fees and other receivables(352,438)(272,247)
Total residents’ loans1,520,2981,327,607
Note 18 provides a split between current and non-current residents’ loans.
16. Leases
The leases to which NZ IFRS 16 applies are the leases of office premises and car parks occupied by the Group in New Zealand and
Australia. In respect of these leases, a right of use asset is disclosed along with a corresponding lease liability. The right of use assets
are depreciated on a SL basis, while the lease liability is measured at the present value of the lease payments that are not yet paid,
discounted using the Group's incremental borrowing rate.
The
Group has elected not to recognise right of use assets and lease liabilities for short-term leases of office spaces, car parks and
information technology equipment that have a lease term of 12 months or less, or as a transitional expedient, have less than 12 months
left on the lease term as at the date of application of NZ IFRS 16. The Group recognises the lease payments associated with these
leases as incurred as a rental expense over the lease term.
Annual Report 2020
Notes to the financial statements (continued)
6 2
Right of use assets are classified as property, plant and equipment and lease liabilities are disclosed as such in the Group's statement
of financial position.
The following practical expedients have been utilised in relation to the Group's operating leases as lessee:
•A single discount rate has been applied to a portfolio of leases with reasonably similar characteristics
•Leases with a term ending within 1
2 months of the date of application have been treated as short term leases
•Initial direct costs have been excluded from the measurement of the right of use asset at the date of initial application
•Exclusion of leases for which the underlying asset is of low value
The weighted average incremental borrowing rates used to measure lease liabilities at the date of application are between 3.80%
and 4.67% (2019: 4.17% and 4.67%).
When the Group has the option to extend a lease, management uses its judgement to determine whether or not an option would be
reasonably certain to be exercised. Management considers all facts and circumstances, including their past practice and any cost
that will be incurred to change the asset if an option to extend is not taken, to help determine the lease term. Other assumptions and
judgements used by management include calculating the appropriate discount rate.
As a direct result of the COVID-19 pandemic the Group, as a lessee, received $60,000 in rent concessions over a three-month
period from April to June 2020. Management has applied the COVID-19 practical expedient, issued by the IASB in May 2020, and has
accounted for the rent concessions as if they were not lease modifications. The rent concessions have instead been accounted for
as a reduction to operating expenses.
As a lessee
Right of use assets disclosed:
20202019
Buildings
$000
Buildings
$000
Balance at beginning of period8,2938,557
Additions1,806646
Depreciation charge for the year(1,144)(910)
Balance at end of period8,9558,293
Lease liabilities disclosed:
20202019
$000$000
Less than 1 year1,123919
Between 1 and 5 years4,9944,106
More than 5 years5,0675,435
Total lease liabilities at end of period11,18410,460
Amounts recognised in the profit and loss:
20202019
$000$000
Interest on lease liabilities466442
Expenses relating to short-term and low-value asset leases4125
Depreciation on right of use assets1,144910
Total amounts recognised in profit or loss1,6141,477
6 3
As a lessor
The Group acts as a lessor under occupation right agreements with village residents, along with a small amount of residential
rental
properties. The assets leased by the group as a lessor are disclosed as investment property and lease income on occupation
right agreements is generated in the form of deferred management fees. The lease term is determined to be the greater of the
expected period of tenure or the contractual right to revenue. The Group uses the portfolio approach to account for leases of units
to village residents and allocates individual leases to different portfolios depending on the type of unit. The Group does not have
any sub-leases.
17. Interest-bearing loans and borrowings
Interest-bearing loans and borrowings include secured bank loans and unsubordinated fixed-rate retail bonds.
Interest-bearing
loans and borrowings are recognised initially at fair value net of directly attributable transaction costs. Subsequent
to initial recognition, the borrowings are measured at amortised cost, with any difference between the initial recognised amount and
the redemption value being recognised in profit or loss over the period of the borrowing using the effective interest rate. The retail
bonds SUM010 and SUM020 are designated in fair value hedge relationships, which means that any change in market interest rates
result in a change in the fair value adjustment on that debt. Retail bond issue expenses, fees and other costs incurred in arranging
retail bond finance are capitalised and amortised over the term of the relevant debt instrument.
20202019
Coupon$000$000
Repayable after 12 months
Secured bank loansFloating297,576362,139
Retail bond - SUM0104.78%100,000100,000
Retail bond - SUM0204.20%125,000125,000
Retail bond - SUM0302.30%150,000-
Total loans and borrowings at face value672,576587,139
Issue costs for retail bonds capitalised:
Opening balance(2,688)(3,290)
Capitalised during the period(1,876)-
Amortised during the period676602
Closing balance(3,888)(2,688)
Total loans and borrowings at amortised cost668,688584,452
Fair value adjustment on hedged borrowings18,41112,629
Carrying value of interest-bearing loans and borrowings687,099597,081
The non-cash movements included in the table above are the issue costs for retail bonds amortised during the period and the fair
value adjustment on hedged borrowings.
A summary of the changes in the Group's borrowings is provided below:
20202019
$000$000
Borrowings at the start of the year597,081452,760
Net cash borrowed85,436135,637
Cash change in deferred financing costs(1,876)-
Non-cash change in deferred financing costs676602
Non-cash change in fair value adjustment5,7828,082
Borrowings at the end of the year687,099597,081
Annual Report 2020
Notes to the financial statements (continued)
6 4
The weighted average interest rate for the year to 31 December 2020 was 3.15% (2019: 3.87%). This includes the impact of interest
rate swaps (see Note 1
4).
The secured bank loan facility at 31 December 2020 has a limit of approximately NZD$750.0 million (2019: $500.0 million). Lending of
NZ$315.0 million expires in March 2022, AU$120.0 million expires in November 2023 and NZ$310.0 million expires in November 2024.
The Group has issued three retail bonds. The first retail bond was issued for $100.0 million in July 2017 and has a maturity date of
11 July 2023. This retail bond is listed on the NZX Debt Market (NZDX) with the ID SUM010. The second retail bond was issued for
$125.0 million in September 2018 and has a maturity date of 24 September 2025. This retail bond is listed on the NZDX with the ID
SUM020. The third retail bond was issued for $150.0 million in September 2020 and has a maturity date of 21 September 2027. This
retail bond is listed on the NZDX with the ID SUM030.
Security
The banks loans and retail bonds rank equally with the Group’s other unsubordinated obligations and are secured by the following
securities held by a security trustee:
•a first-ranking registered mortgage over all land and permanent buildings owned (or leased under a registered lease) by each
New Zealand-incorporated guaranteeing Group member that is not a registered retirement village under the Retirement Villages
Act 2
003;
•a second-ranking registered mortgage over the land and permanent buildings owned (or leased under a registered lease) by each
New Zealand-incorporated guaranteeing Group member that is a registered retirement village under the Retirement Villages Act
2003 (behind a first-ranking registered mortgage in favour of the Statutory Supervisor);
•a first-ranking registered mortgage over all land and permanent buildings owned (or leased under a registered lease) by each
Australian-incorporated guaranteeing Group member;
•a General Security Deed, which secures all assets of the New Zealand- incorporated guaranteeing Group members, but in respect
of which the Statutory Supervisor has first rights to the proceeds of security enforcement against all assets of the registered
retirement villages to which the security trustee is entitled;
•a General Security Deed, which secures all assets of the Australian-incorporated guaranteeing Group members; and
•a Specific Security Deed in respect of each marketable security of Summerset Holdings (Australia) Pty Limited, held by
Summerset Holdings Limited.
18. Financial instruments
Exposure to credit, market and liquidity risk arises in the normal course of the Group’s business. The Board reviews and agrees on
policies for managing each of these risks as summarised below.
The Group has seen no material change in its exposure to credit, market and liquidity risk as a result of the COVID-1
9 pandemic, but it
will continue to monitor the situation. Further to this, given the Group's status as an 'essential service' during the COVID-19 pandemic,
operations have been allowed to continue largely uninterrupted.
Categories of financial instruments
Financial assets
All financial assets of the Group are classified at amortised cost except for interest rate swaps, which are classified as fair value
through profit and loss, and those assets that are designated in a hedge relationship.
Financial liabilities
All financial liabilities except interest rate swaps and retail bonds are classified as liabilities at amortised cost. Refer to Note 17 for detail
on the retail bonds.
Credit risk
Credit risk is the risk of financial loss to the Group if a resident or counterparty to a financial instrument fails to meet their contractual
obligations. The Group’s exposure to credit risk relates to receivables from residents and bank balances. The Group manages
its exposure to credit risk. The Group’s cash is held with its principal banker; with the level of exposure to credit risk considered
minimal, with low levels of cash generally held. Receivables balances are monitored on an ongoing basis and funds are placed
with high-credit-quality financial institutions. The level of risk associated with sundry debtors is considered minimal due to the
recoverability of this balance being assessed as high. The Group does not require collateral from its debtors and the Directors
consider the Group’s exposure to any concentration of credit risk to be minimal.
There has been no instances of residents or counterparties failing to meet their contractual obligations as a direct result of COVID-19.
There has been no change to credit terms and aging of receivables remains consistent with the prior years.
6 5
The carrying amount of financial assets represents the Group’s maximum credit exposure. The status of trade receivables is
as follows:
20202019
GROSS
RECEIVABLE
$000
IMPAIRMENT
$000
GROSS
RECEIVABLE
$000
IMPAIRMENT
$000
Not past due2,894(44)2,624(31)
Past due 31 to 60 days236(55)90(33)
Past due 61 to 90 days118(54)31(26)
Past due more than 90 days109(84)167(79)
Total3,357(237)2,912(169)
In summary, trade receivables are determined to be impaired as follows:
20202019
$000$000
Gross trade receivables3,3572,912
Impairment(237)(169)
Net trade receivables3,1202,743
Market risk
Market risk is the risk that changes in market prices such as interest rates will affect the Group’s income. The objective of market risk
management is to manage and control market risk exposures within acceptable parameters, while optimising the return on risk.
Interest rate risk
The Group’s exposure to interest rate risk is managed by seeking to obtain the most competitive rate of interest at all times. The Group
has entered into interest rate swap agreements in order to provide an effective cash flow hedge against the variability in floating
interest rates. The Group has also entered into other interest swap agreements to reduce interest rate repricing risk in relation to retail
bonds. See Note 1
4 for details of interest rate swap agreements.
To comply with the Group’s risk management policy, the hedge ratio is based on the interest rate swap notional amount to hedge
the same notional amount of bank loans or retail bonds. This results in a hedge ratio of 1:1. This is the same as used for actual risk
management purposes, and such a ratio is appropriate for the purposes of hedge accounting as it does not result in an imbalance
that would create hedge ineffectiveness.
In these hedge relationships the main sources of ineffectiveness are:
•a significant change in the credit risk of either party to the hedging relationship;
•where the hedge instrument has been transacted on a date different to the rate set date of the bank loan or retail bonds, interest
rates could differ; and
•differences in repricing dates between the swaps and the borrowings.
Other than these sources, due to the alignment of the hedged risk in the hedged item and hedged instrument, hedge ineffectiveness
is not expected to arise.
At 31 December 2020 it is estimated that a general increase of one percentage point in interest rates would decrease the Group’s
profit by approximately $2.8 million (2019: decrease by $3.5 million) and increase total comprehensive income by approximately
$8.7 million (2019: increase by $8.0 million).
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 manages liquidity
by maintaining adequate reserves and undrawn banking facilities, by continuously monitoring forecast and actual cash flows, and
matching the maturity profiles of financial assets and liabilities. The Group manages liquidity risk on residents’ loans and related
sundry debtors through the contractual requirements of occupation rights agreements, whereby a resident’s loan is repaid only on
receipt of the loan monies from the incoming resident.
Annual Report 2020
Notes to the financial statements (continued)
6 6
The following table sets out the contractual cash flows for all financial liabilities for the Group (including contractual interest
obligations on bank loans):
20202019
LESS THAN
1 YEAR
$000
GREATER
THAN
1 YEAR
$000
LESS THAN
1 YEAR
$000
GREATER
THAN
1 YEAR
$000
Financial liabilities
Trade and other payables158,610-134,680-
Residents’ loans118,7241,401,574113,2781,214,329
Interest-bearing loans and borrowings20,562706,90822,524491,228
Interest rate swaps8,31532,8826,77430,292
Lease liability1,12310,0619199,541
Total307,3342,151,425278,1751,745,390
Residents’ loans are non-interest bearing and are not required to be repaid following termination of an occupation right agreement
until receipt of cash for the new resident loan from the incoming resident. The figures above have been calculated using best
estimates of resident loan repayments based on historical information. To date, cash for new residents’ loans received has always
exceeded cash to repay residents’ loans, net of deferred management fees.
Foreign currency risk
Foreign currency risk is the risk that the value of the Group's assets, liabilities and financial performance will fluctuate due to changes
in foreign currency rates.
The Group is primarily exposed to currency risk through its subsidiaries in Australia.
The risk to the Group is that the value of the overseas subsidiaries' financial position and financial performance will fluctuate in
economic terms and as recorded in the Group financial statements due to changes in foreign exchange rates. Due to limited activity
in the Australian subsidiaries in 2
020, the Group did not have a material exposure to foreign exchange risk.
Fair values
The carrying amounts shown in the balance sheet approximate the fair value of the financial instruments, with the exception of
residents’ loans and retail bonds, shown below:
20202019
CARRYING
AMOUNT
$000
FAIR VALUE
$000
CARRYING
AMOUNT
$000
FAIR VALUE
$000
Residents’ loans(1,520,298)(1,082,943)(1,327,607)(932,932)
Retail bonds(389,523)(394,303)(234,942)(239,817)
Total(1,909,821)(1,477,246)(1,562,548)(1,172,749)
The fair value of residents’ loans is based on the present value of projected cash flows. Future cash flows are based on the assumption
that
the average tenure periods are those disclosed above and have been discounted at 14% (2019: 14%). The fair value of residents’
loans is categorised as Level 3 under the fair value hierarchy in accordance with NZ IFRS 13 – Fair Value Measurement.
The fair value of retail bonds is based on the price traded at on the NZX market as at 31 December 2020. The fair value of the retail
bonds is categorised as Level 1 under the fair value hierarchy in accordance with NZ IFRS 13 –
Fair Value Measurement.
The fair value of interest rate swaps is determined using inputs from third parties that are observable, either directly (i.e. as prices) or
indirectly (i.e. derived from prices). Based on this, the Company and Group have categorised these financial instruments as Level 2
under the fair value hierarchy in accordance with NZ IFRS 13 – Fair Value Measurement.
6 7
Capital management
The Group’s capital includes share capital, reserves and retained earnings. The objective of the Group’s capital management is
to ensure a strong credit position to support business growth and maximise shareholder value. The Group is subject to capital
requirements imposed by the bank lenders (through covenants in the Syndicated Facility Agreement) and bond holders (through
covenants in the Master Trust Deed). The Group has met all of these externally imposed capital requirements for the year ended
31 December 2
020 (2019: all requirements met). The Group capital structure is managed, and adjustments are made, with Board
approval. There were no changes to objectives, policies or processes during the year ended 31 December 2020 (2019: none).
19. Share capital and reserves
At 31 December 2
020, there were 228,785,314 ordinary shares on issue (2019: 226,827,675). All ordinary shares are fully paid and have
no par value. All shares carry one vote per share and carry the right to dividends.
20202019
$000$000
Share capital
On issue at beginning of year284,074269,467
Shares issued under the dividend reinvestment plan11,83311,100
Shares paid under employee share plans4,5622,214
Other-37
Employee share plan option cost3,0301,256
On issue at end of year303,499284,074
20202019
Share capital (in thousands of shares)
On issue at beginning of year224,250221,734
Shares issued under the dividend reinvestment plan1,8201,795
Shares issued under employee share plans1,003721
On issue at end of year227,073224,250
The total shares on issue at 31 December 2020 of 228,785,314 for the Company differs from the share capital for the Group due
to shares held in 100% owned subsidiary, Summerset LTI Trustee Limited. As at 31 December 2
020, 1,712,181 shares are held by
Summerset LTI Trustee Limited for employee share plans, which are eliminated on consolidation. Refer to Note 21 for further details
on employee share plans.
Revaluation reserve
The revaluation reserve is used to record the revaluation of care centre land and buildings.
Hedging reserve
The hedging reserve is used to record gains or losses on instruments used as cash flow hedges. The amounts are recognised in profit
and loss when the hedged transaction affects profit and loss.
Foreign currency translation reserve
The foreign currency translation reserve is used to record the gain on translation of foreign currency subsidiaries to the Group's
reporting currency.
Annual Report 2020
Notes to the financial statements (continued)
6 8
Dividends
On
23 March 2020 a dividend of 7.7 cents per ordinary share was paid to shareholders and on 11 September 2020 a dividend of 6.0
cents per ordinary share was paid to shareholders (2019: on 21 March 2019 a dividend of 7.2 cents per ordinary share was paid to
shareholders and on 9 September 2019 a dividend of 6.4 cents per ordinary share was paid to shareholders).
A dividend reinvestment plan applied to the dividends paid. 1,155,370 ordinary shares were issued in relation to the plan for the March
2020 dividend and 665,095 ordinary shares were issued in relation to the plan for the September 2020 dividend. (2019: 866,704
ordinary shares were issued in March 2019 and 928,017 ordinary shares were issued in September 2019).
20. Earnings per share and net tangible assets
Basic earnings per share
20202019
Earnings ($000)230,776175,262
Weighted average number of ordinary shares for the
purpose of earnings per share (in thousands)
225,591223,006
Basic earnings per share (cents per share)102.3078.59
Diluted earnings per share
20202019
Earnings ($000)230,776175,262
Weighted average number of ordinary shares for the
purpose of earnings per share (diluted) (in thousands)
227,979226,087
Diluted earnings per share (cents per share)101.2377.52
Number of shares (in thousands)
20202019
Weighted average number of ordinary shares for the
purpose of earnings per share (basic)
225,591223,006
Weighted average number of ordinary shares issued under
employee share plans
2,3883,081
Weighted average number of ordinary shares for the
purpose of earnings per share (diluted)
227,979226,087
At 31 December 2
020, there were a total of 1,712,181 shares issued under employee share plans held by Summerset LTI Trustee Limited
(2019: 2,577,328 shares).
Net tangible assets per share
20202019
Net tangible assets ($000)1,349,1361,125,761
Shares on issue at end of period (basic and in thousands)227,073224,250
Net tangible assets per share (cents per share)594.14502.01
Net tangible assets are calculated as the total assets of the Group less intangible assets and less total liabilities. This measure is
provided as it is commonly used for comparison between entities.
6 9
21. Employee share plans
Senior employee share plan - share option scheme
Effective from 2
018, the Group operates an employee share plan granting share options to selected senior employees ("Participants").
The exercise price of the granted share options is determined from the volume weighted average price on the NZX during the 10
trading day period determined by the Board prior to the grant.
SHARE
OPTION
PLAN
(
2018
grant)
SHARE
OPTION
PLAN
(
2019
grant)
SHARE
OPTION
PLAN
(
2020
grant)
Commencement date10 Dec 20189 Dec 201918 Dec 2020
Exercise price at grant$6.34$7.62$10.85
Years the performance goals relate to2019 to 20212020 to 20222021 to 2023
% of options vested
50%
1
0%0%
Vesting date of final tranche
31 Dec 202131 Dec 202231 Dec 2023
Final exercise date of final tranche30 Jun 202330 Jun 202430 Jun 2025
1 The first tranche of the December 2018 grant had a vesting date of 31 December 2020.
The performance hurdles for the option grant made in 2020 are based on:
•50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget)
•20% relative earnings (earnings per share growth of the Group compared to a defined peer group)
•10% clinical delivery
•10% employee initiatives
•10% customer initiatives
While there is a requirement to remain employed by Summerset up to vesting date, there are no performance hurdles for vesting
of share options to senior management team members, other than the members of the Executive Leadership Team, whose
performance hurdles are described above.
A total of 576,852 options vested at 31 December 2020 (2019: nil) and subsequently became exercisable.
The share option scheme is an equity-settled scheme and measured at fair value at the date of the grant. The fair value determined
at the grant date of the equity-settled share-based payments is expensed over the vesting period, based on the Group’s estimate
that the share options will vest. These options were valued using the Black-Scholes valuation model, and the option cost for the year
ending 31 December 2020 of $980,000 has been recognised in the income statement of the Company and the Group for that period
(2019: $422,000). The Group has no legal or constructive obligation to repurchase or settle the share options in cash.
2020
SHARE
OPTION
PLAN
(
2018 grant)
SHARE
OPTION
PLAN
(
2019 grant)
SHARE
OPTION
PLAN
(
2020 grant)
Options held at year end (in thousands)1,0581,004549
Valuation assumptions
Discount to reflect options may not meet vesting criteria15%15%15%
Risk free rate of return2%1%0.5%
Volatility23%24%26%
Annual Report 2020
Notes to the financial statements (continued)
7 0
2019
SHARE
OPTION
PLAN
(
2018 grant)
SHARE
OPTION
PLAN
(
2019 grant)
Options held at year end (in thousands)1,0841,064
Valuation assumptions
Discount to reflect options may not meet vesting criteria15%15%
Risk free rate of return2%1%
Volatility23%24%
20202019
WEIGHTED
AVERAGE
EXERCISE
PRICE
NUMBER OF
OPTIONS
000's
WEIGHTED
AVERAGE
EXERCISE
PRICE
NUMBER OF
OPTIONS
000's
Balance at beginning of period$6.972,148$6.341,154
Granted during the year$10.85549$7.621,064
Forfeited during the year$7.23(85)$6.34(70)
Balance at end of period$7.782,612$6.972,148
Senior employee share plan - share and loan scheme
Up to and including 2017, the Group operated employee share plans for selected senior employees (“Participants”) to purchase
shares in the Company (the "2
013 share plan"). The shares for the plans are held by a nominee as share options on behalf of
Participants, until such time after the vesting of shares that the nominee is directed by the Participant that they wish to exercise the
share option, or the shares are sold or cancelled by the nominee if vesting criteria are not met. The shares carry the same rights as
all other ordinary shares.
The Group provided Participants with interest-free limited recourse loans to fund the acquisition of the shares for these plans. These
loans are held by Summerset LTI Trustee Limited and eliminate on consolidation.
The issue price of shares under the 2013 share plan was determined from the volume weighted average price on the NZX during the
ten trading days prior to issue.
2013
SHARE PLAN
(
2016
issue)
2013
SHARE PLAN
(
2017
issues)
Commencement date16 Dec 201316 Dec 2013
Issue price$4.76$5.19 & $5.24
Expiry date of interest-free limited recourse loans30 Jun 202130 Jun 2022
Years the performance goals relate to2017 to 20192018 to 2020
% of shares vested83%94%
1
Vesting date of final tranche31 Dec 201931 Dec 2020
1 The final tranche of the December 2017 issue had a vesting date of 31 December 2020 and a first release date of 25 February 2021.
The performance hurdles for the grant of shares under the 2013 share plan between 2016 and 2017 to Executive Leadership Team
members are based on:
•50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget)
•25% relative earnings (earnings per share growth of the Group compared to a defined peer group)
•10% employee initiatives
•10% customer initiatives
7 1
•5% clinical strategy initiatives
While there is a requirement to remain employed by Summerset up to vesting date, there are no performance hurdles for grants
of shares to senior management team
members, other than the members of the Executive Leadership Team, whose performance
hurdles are described above.
A total of 888,346 shares were vested and eligible for exercise at 31 December 2020 (2019: 866,717). The exercise prices range from
$4.76 to $5.24 (2019: $3.91 to $5.19). An additional 392,473 shares were vested on 31 December 2020 but are not eligible for exercise
until 25 February 2021.
The share and loan scheme is an equity-settled scheme and is measured at fair value at the date of the grant. The fair value
determined at the grant date of the equity-settled share-based payments is expensed over the vesting period, based on the Group’s
estimate that the shares will vest. These options were valued using the Black-Scholes valuation model, and the option cost for the
year ending 31 December 2020 of $128,000 has been recognised in the income statement of the Company and the Group for that
period (2019: $471,000).
2020
2013
SHARE PLAN
(
2016
issue)
2013
SHARE PLAN
(
2017
issues)
Shares held at year end on behalf of participants (in thousands)2451,036
Shares held at year end as a percentage of shares on issue0.1%0.5%
Valuation assumptions
Discount to reflect that shares may not meet vesting criteria0-15%0-15%
Risk-free rate of return2.5%2-2.5%
Volatility23%23%
2019
2013
SHARE PLAN
(
2015
issue)
2013
SHARE PLAN
(
2016
issue)
2013
SHARE PLAN
(
2017
issues)
Shares held at year end on behalf of
participants (in thousands)
3417061,170
Shares held at year end as a percentage of
shares on issue
0.2%0.3%0.5%
Valuation assumptions
Discount to reflect that shares may not
meet vesting criteria
0-30%0-15%0-15%
Risk-free rate of return2.8%2.5%2-2.5%
Volatility22%23%23%
The range of exercise prices at 31 December 2020 is $4.76 to $5.24 (2019: $3.91 to $5.24).
Annual Report 2020
Notes to the financial statements (continued)
7 2
20202019
WEIGHTED
AVERAGE
EXERCISE
PRICE
NUMBER OF
SHARES
000's
WEIGHTED
AVERAGE
EXERCISE
PRICE
NUMBER OF
SHARES
000's
Balance at beginning of period$4.892,218$4.542,936
Exercised during the year$4.51(931)$3.34(663)
Forfeited during the year$5.24(6)$4.84(55)
Balance at end of period$5.161,281$4.892,218
All-staff employee share plan
The Group operates an all-staff employee share plan. A total of 1,2
82 employees participated in the share issue under the plan for
the year ended 31 December 2020 (2019: 1,060 employees). In 2020 the Group contributed $800 per participating employee (being
the total value of the shares issued). A total of 137,174 Company shares were issued under the scheme at $7.4712 per share (2019:
148,400 shares at $5.6938 per share). The shares are held by Summerset LTI Trustee Limited and vest to participating employees
after a three-year period.
The cost for the year ending 31 December 2020 of $370,000 has been recognised in the income statement of the Company and the
Group for that period (2019: $366,000).
22. Related party transactions
Refer to Note 21 for employee share plan details.
Transactions with companies associated with Directors
During the year ended 31 December 2
020, Summerset Villages (Half Moon Bay) Limited purchased land at Half Moon Bay in Auckland
from BeGroup New Zealand Limited ("the vendor"). James Ogden is the Chair of the Investment Committee for Pencarrow IV
Investment Fund, which owns 48% of the vendor. Due to this conflict, James Ogden abstained from all aspects of the transaction in
both entities. As at 31 December 2020, there is an amount of $15.8 million outstanding in relation to this purchase, which is expected
to be paid to the vendor by 26 February 2021 in line with the agreement to purchase.
During the year ended 31 December 2020, Summerset Management Group Limited entered into a three year contract for the supply
of natural gas with Contact Energy. Venasio-Lorenzo Crawley is the Chief Customer Officer at Contact Energy. The procurement
process in relation to this contract was conducted on an arms-length basis with no involvement from Venasio-Lorenzo Crawley. The
agreement is in effect from 1 January 2021.
On 1 October 2020, Rob Campbell became a director of UFF Holdings Limited which provides services to Summerset villages. During
the period from 1 October to 31 December 2020, the Group paid $60,000 to Ultrafast Fibre Limited, a subsidiary of UFF Holdings
Limited, for fibre reticulation at villages.
There were no other related party transactions for the year ended 31 December 2020 (2019: nil).
23. Key management personnel compensation
The compensation of the key management personnel of the Group is set out below:
20202019
$000$000
Directors’ fees786684
Short-term employee benefits3,8613,799
Share-based payments729686
Total5,3765,169
There were seven Directors from 1 February 2020 (2019: six Directors).
Refer to Note 21 for employee share plan details for key management personnel and for loans advanced to key management
personnel under the terms of employee share plans.
7 3
24. Commitments and contingencies
Guarantees
As at 31 December 2020, NZX Limited held a guarantee in respect of the Group, as required by the NZX Listing Rules, for $75,000
(
2019: $75,000).
Summerset Retention Trustee Limited holds guarantees in relation to retentions on construction contracts on behalf of the Group.
As at 31 December 2020, $10.0 million was held for the benefit of the retentions beneficiaries (2019: $8.0 million).
Capital commitments
At 31 December 2020, the Group had $139.7 million of capital commitments in relation to construction contracts (2019: $133.1 million).
Contingent liabilities
There were no known material contingent liabilities at 31 December 2020 (2019: nil).
25. Subsequent events
On 22 February 2021, the Directors approved a final
dividend of $16.0 million, being 7.0 cents per share. The dividend record date is
9 March 2021 with a payment date of 22 March 2021.
There have been no other events subsequent to 31 December 2020 that materially impact on the results reported.
Annual Report 2020
Notes to the financial statements (continued)
7 4
Independent Auditor’s Report to the Shareholders of Summerset Group
Holdings Limited
Report on the audit of the financial statements
Opinion
We have audited the financial statements of Summerset Group Holdings Limited (“the company”) and its subsidiaries (together “the
Group”)
on pages 41 to 74, which comprise the consolidated statement of financial position of the Group as at 31 December 2020,
and the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in
equity and consolidated statement of cash flows for the year then ended of the Group, and the notes to the consolidated financial
statements including a summary of significant accounting policies.
In our opinion, the consolidated financial statements on pages 41 to 74 present fairly, in all material respects, the consolidated
financial position of the Group as at 31 December 2020 and its consolidated financial performance and cash flows for the year
then ended in accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial
Reporting Standards.
This report is made solely to the company's shareholders, as a body. Our audit has been undertaken so that we might state to the
company's shareholders those matters we are required to state to them in an auditor's report and for no other purpose. To the
fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's
shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those
standards are further described in the
Auditor’s responsibilities for the audit of the financial statements section of our report.
We are independent of the Group in accordance with Professional and Ethical Standard 1
International Code of Ethics for Assurance
Practitioners (including International Independence Standards) (New Zealand) issued by the New Zealand Auditing and Assurance
Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Ernst & Young provides other assurance related services to the Group. Partners and employees of our firm may deal with the Group
on normal terms within the ordinary course of trading activities of the business of the Group. We have no other relationship with, or
interest in, the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance
in our audit of the consolidated
financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each
matter below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section of
the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to
respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,
including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying
consolidated financial statements.
7 5
Valuation of investment property and freehold land and buildings
Why significantHow our audit addressed the key audit matter
As disclosed in notes 9 and 11 to the consolidated
financial statements:
•the Group’s investment property portfolio was valued
at $3,639 million at 3
1 December 2020 and included
completed investment property and investment
property under development
•the Group’s freehold land and buildings were valued
at $155 million at 31 December 2020. This included
freehold land and buildings operated by the Group for
the provision of care services, and land and buildings
to be developed into care facilities in the future.
The Group’s accounting policy is to measure these assets
at fair value.
Independent valuations of all investment property and
freehold land and buildings were carried out by third
party valuers, CBRE Limited and Jones Lang LaSalle
Limited (the Valuers). The valuation of investment
property and freehold land and buildings is inherently
subjective given that there are alternative assumptions
and valuation methods that may result in a range of
values. As discussed in note 11 to the consolidated
financial statements, the Valuers have advised that a
degree of caution should be exercised when relying
on the valuations. This caution reflects the ongoing
uncertainty compared to prior years as a result of the
COVID-19 pandemic.
Completed investment property and care suites are
recorded in the consolidated financial statements based
on the value determined by the Valuers.
To address the key audit matter, we:
External valuations
•read the valuation reports and discussed them directly
with the Valuers. We assessed the valuation approach and
confirmed that this was in accordance with the relevant
accounting standards; and
•tested on a sample basis, whether property specific
information supplied to the Valuers by the Group
reflected the underlying property records held by
the Group.
Assumptions and estimates
•held discussions with the Valuers to gain an
understanding of the assumptions and estimates
used and the valuation methodology applied. This
included understanding the impact that ongoing market
uncertainty
had on their assessment of significant inputs
and assumptions. We also sought to understand and
consider whether any restrictions had been imposed on
the valuation process;
•considered whether the valuation sought to make
appropriate assumptions for a sample of individual
properties to reflect their characteristics, overall quality,
geographic location and desirability as a whole; and
•engaged our in-house Real estate valuation experts to
challenge the work performed by the Valuers and assess
the reasonableness of the assumptions used based
on their knowledge gained from reviewing valuations
of similar properties, known transactions and available
market data.
Our work over the assumptions focused on the largest
properties within the portfolio and those properties where the
assumptions used and/or year-on-year fair value movement
suggested a possible outlier compared to the rest of the
portfolio and the market data for the sector.
Valuation estimates
As a result of the judgement involved in determining
valuations for individual properties and the existence of
alternative assumptions and valuation methods, there is a
range of values which can be considered reasonable when
evaluating the independent property valuations used by the
Group. If we identified an error in a property valuation or
determined that the valuation was outside of a reasonable
range, we evaluated the error or difference to determine
if there was a material misstatement in the consolidated
financial statements.
Disclosures
We considered the adequacy of the disclosures made in
notes 9 and 11 to the consolidated financial statements.
These notes explain the key judgements made in relation
to the valuation of investment property and freehold land
and buildings and the estimation uncertainty involved in the
valuation process.
Annual Report 2020
7 6
Deferred Management Fee Revenue Recognition
Why significantHow our audit addressed the key audit matter
Deferred management fee (“DMF”) revenue is 35% of the
Group's total revenue. The Group recognises deferred
management
fee revenue from residents over the longer
of the expected period of tenure or the contractual right
to revenue in accordance with the terms of the resident’s
occupational right agreement.
The amount of revenue recognised in each year is
subject to the Group’s judgement of each resident’s
expected tenure in the village as well as the terms of
the occupational right agreement and the type of unit
occupied. A change in the assumed tenure may have a
material impact on revenue recognised in the year.
Disclosures in relation to DMF revenue and the
associated DMF receivable and revenue in advance
balances are included in note 4 to the consolidated
financial statements.
To address the key audit matter, we:
•for a sample of residents, assessed the accuracy of a
sample of the inputs to, and calculation of, the DMF
revenue recognised during 2
020;
•agreed the contractual terms used in the revenue
recognition calculation for a sample of residents to the
occupational right agreement;
•assessed the movements year on year in revenue
recognised by each village based on an expectation
derived from underlying village data;
•compared the Group’s assessment of assumed tenure
against actual observed tenure; and
•assessed the adequacy of the related financial
statement disclosures.
Information other than the financial statements and auditor’s report
The directors of the company are responsible for the Annual Report, which includes information other than the consolidated financial
statements and auditor’s report.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge
obtained during the audit, or otherwise appears to be materially misstated.
If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Directors’ responsibilities for the financial statements
The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial
statements
in accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial
Reporting Standards, and for such internal control as the directors determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible for assessing on behalf of the entity the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis
of accounting unless the directors either intend to liquidate the Group or cease operations, or have no realistic alternative but to do so.
7 7
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is
a high level of assurance, but is not a guarantee that an audit conducted in accordance with International Standards on Auditing
(New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of these consolidated financial statements.
A further description of the auditor’s responsibilities for the audit of the financial statements is located at the External Reporting
Board’s website: https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/. This
description forms part of our auditor’s report.
The engagement partner on the audit resulting in this independent auditor’s report is Grant Taylor.
Ernst & Young
Chartered Accountants
Wellington
22 February 2021
Annual Report 2020
7 8
Governance
Summerset is committed to following best-practice governance structures and principles and to having good
governance of the way in which the Company operates. It also takes account of the Company’s listings on both the
NZX and ASX.
Summerset has adopted the principles below as an appropriate way to demonstrate its commitment to these
fundamental principles and to illustrate the transparency of the Company’s approach to corporate governance for the
benefit of its Shareholders and other stakeholders. These principles are from the NZX Corporate Governance Code
issued in January 2
019 ("NZX Code"). Each principle of the NZX Code is set out below with an explanation on how
Summerset meets each principle.
As at 31 December 2020, Summerset considers that it was in full compliance with NZX Listing Rules and the NZX Code.
Summerset’s Board and Committee Charters, and a number of the policies and guidelines referred to in this section,
are available to view at https://www.summerset.co.nz/investor-centre/governance-documents/.
Principle 1: Code of ethical behaviour
“Directors should set high standards of ethical
behaviour, model this behaviour and hold
management accountable for these standards being
followed throughout the organisation.”
Ethical standards
The Board maintains high standards of ethical conduct
and expects the Company’s employees to act legally and
with integrity in a manner consistent with the policies,
guiding principles and values that are in place. These
include the following:
•
Code of Ethics – This guide sets out the basic
principles of legal and ethical conduct expected of all
employees and Directors. The Company encourages
open and honest communication by staff about any
current or potential problem, complaint, suggestion,
concern or question.
•
Securities trading – In accordance with the
Company’s
Securities Trading Policy, the NZX Listing
Rules, and the Financial Markets Conduct Act 2013,
Directors and employees of the Company are
subject to limitations on their ability to buy or sell
Company shares.
•
Diversity and inclusion – This policy outlines
the Company’s guiding principles for diversity and
inclusion. Refer to Principle 2 for further details.
•
Code of Conduct – This policy sets out the expected
behaviours while in employment with the Company.
Company employees are expected to act honestly,
conscientiously, reasonably and in good faith while
at all times having regard to their responsibilities,
the interests of Summerset, and the welfare of our
residents and staff.
•
Whistle blowing – This policy encourages employees
to come forward if they have concerns regarding
serious wrongdoing, and ensures that employees
have access to a confidential process in which
they can report any issues in relation to serious
wrongdoing without fear of reprisal or victimisation.
•
Conflicts of interest – Summerset's Code of Ethics
outlines the standards of integrity, professionalism
and confidentiality to which all employees and
Directors of the Company must adhere with respect
to their work and behaviour. To maintain integrity
in decision-making, each Director must advise the
Board of any potential conflict of interest if such
arises. If a conflict of interest exists, the Director
concerned will have no involvement in the decision-
making process relating to the matter.
•
Gifts, entertainment and inducements – This policy
governs the acceptance and reporting of benefits
given to staff by third parties.
•
Interests Register – In accordance with the
Companies Act 1
993 and the Financial Markets
Conduct Act 2013, the Company maintains an
Interests Register in which all relevant transactions
and matters involving the Directors are recorded.
The Code of Ethics Policy, Securities Trading Policy and
Guidlines and Whistle Blowing Policy can be found on the
Company’s website and internal intranet.
7 9
Principle 2: Board composition
and performance
“To ensure an effective board, there should be
a balance of independence, skills, knowledge,
experience and perspectives.”
Role of the Board of Directors
The Board of Directors is elected by Shareholders, and
has responsibility for taking appropriate steps to protect
and enhance the value of the assets of the Company
in the best interests of its Shareholders. The Board has
adopted a formal Board Charter detailing its authority,
responsibilities, membership and operation.
The key responsibilities of the Board include setting
the overall direction and strategy of the Company,
establishing appropriate policies and monitoring
performance of management. The Board appoints the
Chief Executive Officer and delegates the day-to-day
operating of the business to the Chief Executive Officer.
The Chief Executive Officer implements policies and
strategies set by the Board and is accountable to it. The
Board
also has responsibility for ensuring the Company’s
financial position is sound, financial statements comply
with generally accepted accounting practice, and that
the Company adheres to high standards of ethical and
corporate behaviour.
A summary of the Board mandate is as follows:
•A majority of the Board should be Independent
Directors as defined in the NZX Listing Rules;
•The Chair of the Board should be independent;
•The Chair and the Chief Executive Officer should be
different people;
•Directors should possess a broad range of skills,
qualifications and experience, and remain current on
how best to perform their duties as Directors;
•Information of sufficient content, quality and
timeliness as the Board considers necessary shall
be provided by management to allow the Board to
discharge its duties effectively;
•The effectiveness and performance of the Board and
its individual members should be re-evaluated on an
annual basis.
Directors receive an induction upon appointment to the
Board to ensure their full knowledge of the Company
and the industry in which it operates. The Directors are
expected to keep themselves abreast of changes and
trends in the business and to keep themselves up to date
to ensure they best perform their duties as Directors of
the Company.
All Directors have been issued letters setting out the
terms and conditions of their appointment.
Delegation of authority
The Board delegates to the Chief Executive Officer
responsibility for implementing the Board’s strategy
and for managing the Company’s operations. The
Chief Executive Officer and management have Board-
approved levels of authority and, in turn, sub-delegate
authority in some cases to direct reports. This is
documented in the Delegated Authority Policy.
Before approving the Company and Group's financial
statements, a management representation letter is
obtained from the Chief Executive Officer and the Deputy
Chief Executive Officer and Chief Financial Officer
declaring that, in their opinion, the financial records of
the Company and Group have been properly maintained
and the financial statements comply with the appropriate
accounting standards and give a true and fair view of
the financial position and performance of the Company
and Group.
Retirement and re-election
In accordance with the Company’s Constitution and
the NZX Listing Rules, Directors are required to
retire three years after their appointment or at the third
Annual Shareholder Meeting following their appointment
(whichever is later). Directors who have been appointed
by the Board must also retire at the next Annual
Shareholder Meeting following their appointment.
Directors may offer themselves for re-election by
Shareholders each year at the Annual Shareholder
Meeting. Procedures for the appointment and removal
of Directors are also governed by the Constitution.
The People and Culture Committee identifies and
nominates
candidates to fill Director vacancies for Board
approval. Information about candidates for election or
re-election is included in the Notice of Meeting to assist
Shareholders in deciding whether or not to elect or re-
elect the candidate.
Annual Report 2020
8 0
Board composition
The Company’s Constitution prescribes that the Board
shall
be comprised of a minimum of three Directors, with
at least two Directors ordinarily resident in New Zealand.
As at 31 December 2020, the Board was comprised
of seven non-executive Independent Directors. In
determining whether a Director is Independent, the
Board has regard to the NZX Listing Rules.
The Board considers all current Directors to be
Independent in that they are not executives of the
Company and do not have a direct or indirect interest or
relationship that could reasonably influence, in a material
way, their decisions in relation to the Company.
As at 31 December 2020, the non-executive Independent
Directors were Rob Campbell (Chair), Dr Andrew Wong,
Anne Urlwin, Gráinne Troute, James Ogden, Dr Marie
Bismark and Venasio-Lorenzo Crawley.
The Board is comprised of Directors who have a mix of
skills, knowledge, experience and diversity to adequately
meet and discharge its responsibilities and to add value to
the Company through efficient and effective governance
leadership. The current Directors have a varied and
balanced mix of skills relevant to the Group’s operations.
A summary of the key skills and experience held across
the Board as at 31 December 2020, is set out in the
table below.
Rob
Campbell
Dr
Andrew
Wong
Anne
Urlwin
Gráinne
Troute
James
Ogden
Dr Marie
Bismark
Venasio-
Lorenzo
Crawley
Governance
Listed company governance experience
Executive Leadership
NZ and international business leadership
and CEO experience
Finance & Accounting
Senior executive or board experience
in financial accounting and reporting,
corporate finance and internal controls
Customer & Operations
Deep understanding of business operations
and sales, marketing and brand strategies
Health & Clinical
Health and clinical industry
experience (in New Zealand and/or
Australian environments)
Property & Construction
Property, construction and development
management experience
Health & Safety
Experience and understanding of health
and safety and wellbeing requirements
Human Resources
People and performance strategy and
management experience
Digital & Technology
Experience overseeing IT and digital
innovation and an understanding of the
opportunity and risks associated with
technological development
Strategy
Experience in the development and
execution of growth strategies and the
ability to assess strategic options and
business plans
Australian Experience
Australian property and
business experience
8 1
More information on the Directors, including their
interests, qualifications and security holdings, is provided
in the Board of Directors and Disclosures sections of
this report.
The Board holds regular scheduled meetings. The
Directors generally receive material for Board meetings
five working days in advance, except in the case of special
meetings, for which the time period may be shorter owing
to the urgency of the matter to be considered.
The
Company Secretary attends all Board meetings, and
in this capacity is accountable directly to the Board,
through the Chair, on all matters to do with the proper
functioning of the Board.
All Directors have access to the Executive Leadership
Team to discuss issues or obtain information on specific
areas in relation to items to be considered at Board
meetings or other areas as considered appropriate. Key
Executives and managers are invited to attend and
participate in appropriate sessions at Board meetings.
Directors have unrestricted access to Company records
and information.
Directors are entitled to obtain independent professional
advice relating to the affairs of the Company or other
responsibilities. Prior approval of the Chair is required
before seeking such advice and Directors are expected to
ensure that the cost of such advice is reasonable.
Diversity and inclusion
The Company and its Board are committed to a
workplace culture that promotes and values diversity
and inclusiveness. This is outlined in the Company’s
Diversity and Inclusion Policy, which is available on the
Company’s website.
Diversity is defined as the characteristics that make one
individual different
from another. Diversity encompasses
gender, race, ethnicity, disability, age, sexual orientation,
physical capability, family responsibilities, education,
cultural background and more.
Inclusion is defined as a sense of belonging, respecting
and valuing all individuals, providing fair access to
opportunity, and removing discrimination and other
barriers to involvement. The Board recognises that
inclusion leads to a better experience of work for
Summerset’s employees, makes teams stronger, leads
to greater creativity and performance, contributes to
a more meaningful relationship with residents, their
families
and stakeholders, and ultimately increases value
to Shareholders.
The Board believes that diversity across the workforce
makes Summerset stronger and better able to connect
with, and bring the best of life to, residents on a day-to-
day basis. When there is a variety of thinking styles,
backgrounds, experiences, perspectives and abilities,
employees are more able to understand residents’ needs
and to respond effectively to them.
The Diversity and Inclusion Policy establishes the
following objectives for achieving diversity:
•Facilitate and promote equal employment
opportunities at all levels, and identify and remove
any barriers to equal opportunity;
•Facilitate and promote a merit-based environment in
which all employees have the opportunity to develop
and perform to their full potential; and
•Reward excellence and ensure all employees are
treated fairly, evaluated objectively, and have
equitable access to opportunities for progression and
promotion on the basis of performance.
Annual Report 2020
8 2
Each year the Board reviews and assesses performance
against these objectives. The Board considers that for
the year ended 31 December 2
020, the objectives for
achieving diversity have been met.
As at 31 December 2020 (and 31 December 2019 for the
prior comparative period), the mix of gender of those
employed by the Company is set out in the table above.
Senior Managers of the Company are the Chief Executive
Officer and the Deputy Chief Executive Officer and
Chief Financial Officer. The Executive Leadership Team
comprises the Chief Executive Officer, the Deputy
Chief Executive Officer and Chief Financial Officer,
and all General Managers who report to the Chief
Executive Officer.
These figures include permanent full-time, permanent
part-time, fixed-term and casual employees, but not
independent contractors.
Board performance
The Board is committed to evaluating its performance on
a regular basis, generally with a formal, external review
bi-annually with an internal self-review each intervening
year. In 2020 the Board completed an externally-
facilitated review which provided the opportunity
for directors to independently evaluate board and
committee performance and processes as well as to give
individual feedback on and to each director. The process,
including evaluation criteria, is considered by the People
and Culture Committee and approved by the Board.
Executive Leadership Team performance
The Board evaluates annually the performance of the
Chief Executive Officer. The Chief Executive Officer
reviews the performance of direct reports and reports
to the Board on those reviews. The evaluation is
based on criteria that include the performance of
the business and the accomplishment of longer-term
strategic objectives. It may include quantitative and
qualitative measures. During the most recent financial
year, performance evaluations were conducted in
accordance with this process.
GENDER20202019
DirectorsMale43
Female33
Total76
Senior ManagersMale22
Female--
Total22
Executive Leadership TeamMale66
Female22
Total88
All staffMale438349
Female1,3821,199
Gender diverse3-
Total staff1,8231,548
8 3
Principle 3: Board committees
“The board should use committees where this will
enhance its effectiveness in key areas, while still
retaining board responsibility.”
Board committees
The Board has four standing committees: the Audit
Committee, the People and Culture Committee, the
Clinical Governance Committee, and the Development
and
Construction Committee. Each committee operates
under a charter approved by the Board, and any
recommendations they make are recommendations
to the Board. The charter for each committee is
reviewed annually. All Directors are entitled to attend
committee meetings.
Audit Committee
While the ultimate responsibility to ensure the integrity
of the Company’s financial reporting rests with the
Board, the Company has in place processes to ensure
the accurate presentation of its financial position.
These include:
•An appropriately resourced Audit Committee
operating under a written charter with specific
responsibilities for financial reporting and
risk management;
•Review and consideration by the Audit Committee
of the financial information and preliminary releases
of results to the market, which then makes
recommendations to the Board;
•A process to ensure the independence and
competence of the Company’s external auditors
and a process to ensure their compliance with the
Company’s External Audit Independence Policy;
•Responsibility for appointment of the external
auditors residing with the Audit Committee;
•The Audit Committee monitors the strength of the
internal control environment by considering the
effectiveness and adequacy of Summerset’s internal
controls, reviewing the findings of the external
auditors’ review of internal control over financial
reporting, and being involved in setting the scope
for the internal audit programme.
One of the main purposes of the Audit Committee is
to ensure the quality and independence of the external
audit process. The Audit Committee make enquiries
of management and the external auditors so that it is
satisfied as to the validity and accuracy of all aspects
of the Company’s financial reporting. All aspects of the
external
audit are reported back to the Audit Committee
and the external auditors are given the opportunity at
Audit Committee meetings to meet with Directors.
The Audit Committee must comprise a minimum of three
Directors, the majority of whom must be Independent.
The committee is chaired by an Independent Director
who is not the Chair of the Board. The Committee
currently comprises of James Ogden (Chair), Anne
Urlwin, Rob Campbell and Gráinne Troute.
The Audit Committee generally invites the Chief
Executive Officer, Deputy Chief Executive Officer and
Chief Financial Officer, Head of Finance, internal auditors
and external auditors to attend meetings. The Committee
also meets and receives regular reports from the external
auditors without management present, concerning any
matters that arise in connection with the performance of
their role.
People and Culture Committee
The role of the People and Culture Committee is to assist
the Board in establishing and reviewing remuneration
policies
and practices for the Company and in reviewing
Board composition. Specific objectives include:
•Supporting the Board in ensuring the Company's
vision and commitment to its people strategy is
aligned with and is an enabler of the Company's
business strategy;
•Assisting the Board in planning the
Board’s composition;
•Evaluating the competencies required of prospective
Directors (both non-executive and executive);
•Identifying those prospective Directors and
establishing their degree of independence;
•Developing the succession plans for the Board, and
making recommendations to the Board accordingly;
•Overseeing the process of the Board’s annual
performance self-assessment and the performance
of the Directors;
•Establishing remuneration policies and practices,
and setting and reviewing the remuneration of
the Company’s Chief Executive Officer, Executive
Leadership Team and Directors.
The People and Culture Committee must comprise a
minimum of three Directors, the majority of whom must
be Independent. The Committee currently comprises
Gráinne Troute (Chair), Dr Marie Bismark, James Ogden,
Anne Urlwin and Venasio-Lorenzo Crawley.
The Board’s policy is that the Board needs to have an
appropriate mix of skills, experience and diversity to
ensure that it is well equipped. The Board reviews and
evaluates on a regular basis the skill mix required, and
identifies any existing gaps.
Annual Report 2020
8 4
Clinical Governance Committee
The role of the Clinical Governance Committee is to
assist the Board in ensuring a systematic approach to
maintaining and improving the quality of care provided
by the Company. Specific objectives include:
•Providing oversight that appropriate clinical
governance mechanisms are in place and are
effective throughout the organisation;
•Supporting
the leadership role of the Chief Executive
Officer in relation to issues of quality, safety and
clinical risk;
•Working with management to identify priorities
for improvement;
•Ensuring that the principles and standards of clinical
governance are applied to the health improvement
and health protection activities of the Board;
•Ensuring that appropriate mechanisms are in place
for the effective engagement of representatives of
residents and clinical staff.
The Clinical Governance Committee must comprise a
minimum of three Directors. The Committee currently
comprises Dr Marie Bismark (Chair), Anne Urlwin, Gráinne
Troute and Dr Andrew Wong.
Development and Construction Committee
The role of the Development and Construction
Committee is to assist the Board in:
•Supporting management to establish and achieve
development and construction objectives within the
Company’s long-term plan;
•Supporting management to develop and implement
strategies to achieve the Company’s development
and construction objectives in line with best practice;
•Helping the Company maintain appropriate risk
management strategies to identify, mitigate and
manage development and construction risks;
•Maintaining a good understanding of, and confidence
in, the Company’s frameworks, systems, processes
and personnel required to manage the Company’s
development and construction activities effectively,
including the assessment and realisation of
opportunities and the application of appropriate
risk management;
•Working with management to identify areas for
improvement and innovation in construction and
development practices.
The Development and Construction Committee must
comprise a minimum of three Directors. The Committee
currently comprises Anne Urlwin (Chair), James Ogden
and Rob Campbell.
Attendance at Board and committee meetings
A total of six Board meetings, seven Audit Committee
meetings, five People and Culture Committee meetings,
three Clinical Governance Committee meetings and
three Development and Construction Committee
meetings were held in 2
020. Director attendance at
Board meetings and committee member attendance at
committee meetings is shown below.
Board
Audit
Committee
People and
Culture
Committee
Clinical
Governance
Committee
Development
and Construction
Committee
Total number of meetings held67533
Rob Campbell6
(Chair)
75*3*3
Anne Urlwin67533
(Chair)
Dr Andrew Wong 67*5*33*
Gráinne Troute675
(Chair)
33*
James Ogden67
(Chair)
53*3
Dr Marie Bismark67*53
(Chair)
2*
Venasio-Lorenzo Crawley65*2**2*2*
*
attended the meeting as a non-committee member
** appointed to the People and Culture Committee on
24 February 2020 (after the first two meetings had
been held)
8 5
Principle 4: Reporting and disclosure
“The board should demand integrity in financial and
non-financial reporting, and in the timeliness and
balance of corporate disclosures.”
Making timely and balanced disclosures
The Company is committed to promoting Shareholder
confidence through open, timely and accurate market
communication. The Company has in place procedures
designed to ensure compliance with its disclosure
obligations under the NZX and ASX Listing Rules. The
Company’s Market Disclosure and Communications
Policy sets out the responsibilities of the Board and
management in disclosure and communication, and
procedures for managing this obligation.
Copies of key governance documents, including
the Code of Ethics, Securities Trading Policy
and Guidelines, Board and Committee Charters,
Diversity and Inclusion Policy, Board and Executive
Remuneration Policy, and Market Disclosure and
Communications Policy are all available on the
Company’s website at https://www.summerset.co.nz/
investor-centre/governance-documents/.
Non-financial disclosures, such as the Company’s
approach to health and safety, our people, the
community and the environment are included within
this Annual Report. The Company recognises it is in the
early stages of reporting on non-financial information,
and intends to continue to enhance future disclosure in
this area.
Principle 5: Remuneration
“The remuneration of directors and executives should
be transparent, fair and reasonable.”
Remuneration of Directors and the Executive Leadership
Team is reviewed by the Board’s People and Culture
Committee. Its membership and role are set out under
Principle 3. The Committee makes recommendations
to the Board on remuneration packages, keeping in
mind the requirements of the Board and Executive
Remuneration Policy. The level of remuneration paid to
the Directors and the Executive Leadership Team will
be determined by the Board. However, Directors’ fees
must be within the limits approved by the Shareholders of
the Company.
Further details on remuneration are provided in the
Remuneration section of this Annual Report.
Principle 6: Risk management
“Directors should have a sound understanding of the
material
risks faced by the issuer and how to manage
them. The Board should regularly verify that the issuer
has appropriate processes that identify and manage
potential and material risks.”
Summerset has robust risk management and reporting
frameworks in place whereby material business risks are
regularly identified, monitored and managed. The Board
reviews this risk management framework on an annual
basis to ensure it remains fit for purpose. A review was
undertaken by the Board during the 2020 financial year.
The members of Summerset’s Executive Leadership
Team are required to regularly identify the major
risks affecting the business, record them in the risk
register (which identifies the likelihood and consequence
of each risk to Summerset’s business), and develop
structures, practices and processes to manage and
monitor these risks.
Summerset has introduced a co-sourced model for
internal audit with an in-house Internal Audit Manager
appointed. As part of the co-sourced model, Summerset
has engaged KPMG as its partner to assist with carrying
out internal audit work on various parts of the Group’s
operations and all major risk and internal control issues
are reported on at each Board meeting.
Health and safety (including in relation to risks,
performance and management) is discussed regularly
at Board meetings and specific reviews are sought as
required. Monthly reporting is prepared and used to assist
in risk management, covering areas such as health and
safety incidents, injury and near miss frequency rates, and
actions undertaken. Further information is covered in the
health and safety section of this Annual Report.
Summerset has a Tax Governance Policy in place which
sets out its tax risk management objectives, tax reporting
requirements to the Audit Committee and policies and
processes to manage tax risk. This Tax Governance
Policy is reviewed by the Board every two years. It
is next due for review in December 2022. The Board
is satisfied that Summerset has effective policies and
processes in place to ensure the Company is meeting
its obligations. Summerset adopts a risk averse stance in
relation to tax issues and, where possible, seeks certainty
on tax positions through proactive engagement with
tax authorities.
Annual Report 2020
8 6
HIGHLY
LIKELY
Climate
Change
Property
Market
Sta Retention
& Capability
Corporate
Governance
& Compliance
Strategy &
Innovation
Diversity &
Inclusion
Construction &
Development
Care
Occupational
H&S
Resident /
Customer
Experience
Australia
Market Entry
Data Privacy &
Asset
Maintenance
& Upgrades
Sector
Penetration Rates
EXTREMELY
UNLIKELY
LOWCRITICAL
Summerset’s Current Key Strategic Residual Risks
LIKELIHOOD
CONSEQUENCES
Reputational
Summerset has considered whether it has any
material exposure to economic, environmental and
social sustainability risks (as defined in the ASX
Corporate Governance Principles) and has determined
the following:
•
Climate change risk: Over the longer term,
Summerset expects to operate in a climate that will
progressively depart from the weather conditions
and events currently experienced, to more acute
challenges and risks arising from increasing climate
variability. This is likely to have various impacts on
the longer-term plans and operation of the Group
– specifically in relation to the design, build and
construction of villages, as well as in the provision of
care
services to frail residents and the overall lifestyle
satisfaction enjoyed in Summerset’s villages.
Summerset responds to these risks in the
following way:
•Summerset is a certified carbonzero organisation.
This requires us to measure our greenhouse
gas emissions, understand our carbon liabilities,
and put in place management plans to reduce
emissions within the organisation and more widely
through our supply chain.
•The Company is structured internally with two
key working groups in place. One which focuses
on future proofing our designs, understanding
emerging risks and improving our resilience, with
the other responsible for implementing specific
actions and initiatives identified in our emissions
reduction plan. Both of these working groups
report into the Sustainability Forum who report
through to the Board on sustainability strategy and
targets, including our key climate-related targets
and risks.
•Climate change considerations are integrated
into the due diligence process for potential
acquisitions to assess the climate change risks
inherent at each site.
•Climate related risks are included within our
corporate risk matrix.
•The Board has oversight of climate-related issues
and responsibility for sustainability.
These measures and our approach to sustainability
are
discussed in more detail on page 31 of this report.
8 7
•
Property
market risk: Property market factors could
adversely affect sales, occupancy levels or revenue
streams. This may have a flow on impact to the value
of Summerset’s property assets and the associated
investment property valuation, which would in turn
impact Summerset’s financial performance.
•
Staff retention and capability risk: In a tight
and highly competitive labour market, Summerset
is at risk of staff shortages. Key areas within
our construction and nursing teams will continue
to be monitored closely. Given COVID-19, this is
currently not considered an extreme risk, but one
for consideration in the medium to long term.
•
Corporate governance and compliance: Changes
in regulation could have a material impact on
Summerset’s business operations. Summerset's
governance procedures are continually monitored.
Failure to comply with regulatory, societal and
investor expectations in relation to corporate
and environmental sustainability could impact
Summerset’s reputation and financial performance
over the longer term.
•
Strategy and innovation: There is a moderate risk
with regard to Summerset’s strategic direction and
ability to continue to innovate. Summerset’s intention
is to stay at the forefront in all areas of its business
including technology, design, development and care.
However, there is a risk that a competitor may bring
something new to market.
•
Diversity and inclusion: Developments in our
diversity and inclusion strategy mean there is some
level of risk in terms of fulfilling all our obligations
in this area, especially in a tight labour market. This
needs to be monitored closely and the staff survey will
bring out useful research and information in this area.
•
COVID-19: The unknown factors surrounding the
COVID-19 pandemic mean this remains a high-risk
area at the time of writing this report. However,
global research and work on various vaccines, better
management of care overall and New Zealand’s
positive response to date all mean we are in a good
position. The risk of community transmission and
moving alert levels remains.
•
Construction and development risk: Summerset
faces construction and property development risks
when developing new villages. These risks include
project delays, default risk, governance and design
risk and potential labour and materials shortages.
•
Care: This is a high-risk area for Summerset,
which requires constant monitoring, management
and policy review. Good training and professional
development, retention of staff and investment into
health and safety all help mitigate risk in this area.
•
Resident and customer experience: Providing top
level resident and customer experience at all times
is a challenge due to the nature of the organisation.
Summerset has various methods in which it manages
and monitors these issues closely, including move-in
surveys, on-going resident feedback surveys, close
one-on-one feedback sessions and close contact with
residents, families, next of kin and prospects.
•
Occupational
health and safety risk: This remains a
material risk. Its importance has increased further this
year for staff given the mental health risks associated
with the uncertainty of COVID-19. The physical and
mental wellbeing of all Summerset staff is one of our
top priorities.
•
Australia market entry: Entering a new market
requires a measured and well researched approach.
Summerset is mitigating many new market entry
risks by setting up a new local team, entering a
well-researched market and developing product and
service offerings, procedures and processes tailored
for the new market. Progress in Australia will be
closely managed.
•
Data privacy and confidentiality: Summerset
actively monitors and manages these risks through
the risk management and reporting frameworks.
•
Asset maintenance and upgrades: Summerset has
a co-ordinated approach to asset management and
upgrades in all areas of the business. This is constantly
up for review and progress is managed accordingly.
•
Sector penetration rates: Summerset is fortunate to
operate in the high growth New Zealand retirement
sector. The risk is a declining penetration (or
participation) in the market. Current forecasts show
this is unlikely to be the case in New Zealand but is a
risk to be monitored. Competitors making significant
changes to their revenue models or pricing strategy
could impact on the revenue earned by Summerset.
•
Reputational risk: Summerset operates in a sensitive
market involving care of vulnerable members of
society. Summerset’s performance and reputation
could be adversely impacted should it suffer adverse
publicity, particularly in respect of care or health and
safety issues.
Annual Report 2020
8 8
Principle 7: Auditors
“The board should ensure the quality and
independence of the external audit process.”
The Board’s relationship with its auditors, both external
and internal, is governed by the Audit Committee Charter,
External Audit Independence Policy and the Internal
Audit Charter. These charters and policies set out the
types of engagements that can be performed by the
external and internal auditors.
The external auditor (Ernst & Young) attends the
Company’s Annual Shareholder Meeting, and is available
to answer questions from Shareholders in relation to the
external audit.
External audit work for the Group was tendered during
2
017, with Ernst & Young remaining in this role.
KPMG was appointed in the role of internal auditor of the
Company in December 2016 and with the establishment
of a co-source model approach to internal audit in 2020,
they currently remain the Company's co-source partner.
Their internal audit role is governed by the Internal
Audit Charter.
The primary objective of internal audit is to increase the
strength of the Company’s control environment. This is
guided by a philosophy of adding value to improve the
operations of the Company. It assists the Company in
accomplishing its objectives by bringing a systematic
and disciplined approach to evaluating and improving
the effectiveness of its governance, risk management
and internal controls.
The scope of the internal audit programme is set by the
Audit Committee.
Principle 8: Shareholder rights
and relations
“The board should respect the rights of
shareholders and foster constructive relationships
with shareholders that encourage them to engage
with the issuer.”
Respecting the rights of Shareholders
The Company seeks to ensure that its Shareholders
understand its activities by communicating effectively
with them and giving them ready access to clear and
balanced information about the Company.
To assist with this, the Company’s website is
maintained with relevant information, including copies of
presentations and reports. The Company’s key corporate
governance policies are also included on the website.
The Company’s major communications with
Shareholders during the financial year include its annual
and half-year reports and the Annual Shareholder
Meeting. The annual and half-year reports are available in
electronic and hard-copy format.
Communicating with Shareholders
The Company welcomes communication and feedback
from Shareholders. The Company’s investor centre (on
its website) provides a Company phone number and
email address for communications from Shareholders
and investor relations enquiries. All Shareholder
communications are responded to within a reasonable
time frame.
The Company provides options for Shareholders to
receive and send communications electronically, to and
from both the Company and its share and bond registrar.
The Company’s investor centre includes contact details
for Link Market Services, through which all Company
shares and bonds are managed.
Shareholder voting rights
Shareholders have the right to vote on major decisions as
required by the NZX Listing Rules. Further information
on Shareholder voting rights is set out in the
Company’s Constitution.
Notice of Annual and Special Shareholder Meetings
Notice of Annual and Special Shareholder Meetings
are sent to Shareholders and published on the
Company’s website at least 2
0 working days prior to
the relevant meeting.
8 9
Dr Marie Bismark (MBChB, LLB, MBHL, MPH, MD, MPsych, FAICD, FAFPHM)
Independent
Marie is the Chair of Summerset’s Clinical Governance Committee. She holds
degrees in law, medicine, bioethics and public health, and has completed a Harkness
Fellowship in Healthcare Policy at Harvard University.
Marie works as a psychiatry registrar with Melbourne Health, and as an Associate
Professor at Melbourne University.
Her research focuses on patients’ rights, quality of care, and medical regulation. Marie
is an experienced company director, serving on the board of GMHBA Health Insurance,
Royal Womens Hospital in Melbourne and on the Veterans’ Health Advisory Panel.
Marie has been a director of Summerset since 2013.
Board
of Directors
Rob Campbell (BA (Hons 1st), MPhil (Econ))
Chair, Independent
Rob is the Chair of the Board. He has over 40 years’ experience as a director and
an investor.
He is currently the Chair of SKYCITY Entertainment Group, WEL Group, Tourism
Holdings and a director of Precinct Properties NZ.
Rob is also an investor and director of a number of substantial private companies
and is a director of, or an advisor to, a number of private investment funds.
Rob has been Chair of Summerset since 2011, when he was appointed to
Summerset to lead its listing on the NZX.
Venasio-Lorenzo Crawley (MBA, BA)
Independent
Venasio-Lorenzo is the Chief Customer Officer at Contact Energy and an Advisory Board
Member at the Auckland University of Technology. He has also recently completed a term as a
Future Board Director for The Warehouse Group.
Venasio-Lorenzo’s previous directorships and trustee positions include the Electricity Retailers
Association of NZ Electricity, Gas Complaints Commission (now Utilities Disputes), Loyalty New
Zealand and Workbase.
He has held senior executive positions at ASB Group and at IAG in both New Zealand and the
United Kingdom and has worked across a wide variety of areas including strategy, finance, IT,
pricing, data analytics, digital technology, culture and brand.
Venasio-Lorenzo has been a director of Summerset since 2020.
Annual Report 2020
9 0
James Ogden (BCA (Hons 1st), FCA, CFinstD, INFINZ (Cert)
Independent
James is the Chair of Summerset’s Audit Committee. He is a director of Vista Group
International and Foundation Life (NZ). James is the Chair of the Investment Committee of
Pencarrow Private Equity.
James has had a career as an investment banker, including six years as Country Manager for
Macquarie Bank and five years as a director of Credit Suisse First Boston. He also worked in
the New Zealand dairy industry for eight years in chief executive and finance roles.
He holds a Bachelor of Commerce and Administration with First Class Honours, and is a
Chartered Fellow of the Institute of Directors and a Fellow of Chartered Accountants Australia
and New Zealand (CAANZ).
James has been a director of Summerset since 2011 when he was appointed to Summerset
prior to its listing on the NZX.
Gráinne Troute (GradDipBusStuds, CMInstD)
Independent
Gráinne is Chair of Summerset’s People and Culture Committee. She is a Chartered Member of
the Institute of Directors and is also Chair of Tourism Industry Aotearoa and a director of Tourism
Holdings and Investore Property.
Gráinne is a professional director with many years’ experience in senior executive roles. She was
General Manager, Corporate Services at SKYCITY Entertainment Group and Managing Director
of McDonald’s Restaurants (NZ). She also held senior management roles with Coopers and
Lybrand (now PwC) and HR Consultancy Right Management.
Gráinne has vast expertise in operating customer-focused businesses in highly competitive
sectors. She has also spent many years as a trustee and Chair in the not-for-profit sector, including
having been the Chair of Ronald McDonald House Charities New Zealand for five years.
Gráinne has been a director of Summerset since 2016.
Anne Urlwin (BCom, FCA, CFInstD, MAICD, ACIS, FNZIM)
Independent
Anne is the Chair of Summerset’s Development and Construction Committee. She is a
professional director with experience in a diverse range of sectors including construction,
health, infrastructure, telecommunications, regulation and financial services.
She is the Deputy Chair of Southern Response Earthquake Services, and a director of
Precinct Properties New Zealand, Tilt Renewables and Queenstown Airport Corporation.
Her other directorships include City Rail Link and Cigna Life New Zealand.
Anne is a former director of Chorus and a former Chair of national commercial construction
group Naylor Love Enterprises and of the New Zealand Blood Service.
Anne is a Chartered Accountant with experience in senior finance management roles in
addition to her governance roles.
Anne has been a director of Summerset since 2014.
Dr Andrew Wong (BHB, MbChB, MPH)
Independent
Andrew is the Managing Director of Mercy Ascot Hospitals and HealthCare Holdings, having
held these positions since 2009.
He holds a medical degree and has previously practised as a Public Health Medicine specialist.
Andrew is also a director of a number of medical organisations. These cover a diverse range of
areas such as surgical hospitals, day surgeries, diagnostic radiology and cancer care.
Andrew has been a director of Summerset since 2017.
9 1
Executive
Leadership Team
Julian Cook
(MAF, MSc, BSc, BA)
Chief Executive Officer
Julian has overall
responsibility for
Summerset and is
focused on developing
and operating vibrant
villages, and ensuring
that respect for our
customers is always at
the core of everything
we do.
Prior to becoming Chief
Executive Officer in 2014,
Julian was Summerset’s
Chief Financial Officer
after joining Summerset
in 2010. He oversaw
Summerset’s transition
to become a publicly
listed company on the
New Zealand Stock
Exchange and the
Australian Securities
Exchange.
Julian is a member of the
Executive Committee
for the New Zealand
Retirement Villages
Association.
Scott Scoullar
( C A, FCPA, BCA)
Deputy Chief Executive
Officer and Chief
Financial Officer
Scott has overall
responsibility for the
financial management
of the company and
corporate services
functions.
Before joining
Summerset in 2014,
Scott held CFO roles at
Housing New Zealand
and Inland Revenue.
Scott was named CFO
of the Year at the New
Zealand CFO Summit
Awards in 2019 and was
NZICA’s Public Sector
CFO of the Year in 2011.
Scott is also a Fellow of
CPA Australia, and a CPA
New Zealand Council
Board Member.
Dave Clegg
(MBA)
General Manager
Human Resources
Dave is responsible for
leading Summerset’s
Human Resources
and Health and Safety
teams to build and
grow Summerset’s
people capability and
engagement.
Before joining
Summerset in 2018,
Dave was the General
Manager of People and
Culture at Steel & Tube.
Dave has over 25 years’
experience in human
resources leadership
roles in New Zealand
and overseas.
Dave holds an MBA
from Southern Cross
University in Australia.
Fay French
(RNZcmpN)
General Manager Sales
Fay leads our national
sales team and can be
found at Summerset’s
Wellington office or at
one of our many New
Zealand villages.
Fay has a breadth of
experience across sales,
hospitality and the health
sector. Prior to joining
Summerset in 2015, she
held a sales leadership
role at a leading New
Zealand e-commerce
platform, where she was
responsible for leading
a team of business
development managers.
Trained as a registered
nurse, Fay has worked in
various nursing roles and
medical sales for Roche
Pharmaceuticals.
Annual Report 2020
9 2
Paul Morris
(Dip. BS)
General Manager
Development Australia
Paul leads Summerset’s
investigation of
development
opportunities in the
Australian market.
Paul has been with
Summerset since early
2000. He commenced
in the GM Development
Australia role in 2018,
having previously been
GM Development New
Zealand since 2003.
Aaron Smail
(BE (Civil), BBS)
General Manager
Development
Aaron leads Summerset’s
development team in
New Zealand, which
covers identifying and
purchasing new sites,
project feasibilities,
consents, design
concepts, master
planning and design
standards for villages.
Previous roles in his 25
plus years of property
and development
experience include
senior positions at Todd
Property Group and
Kiwi Property.
Aaron has been with
Summerset since 2015.
Dean Tallentire
(BSc (Hons), HND, RICS)
General Manager
Construction
Dean leads our design
management, building
consents, procurement,
cost management,
construction
management and
administration
support teams in the
construction team.
Dean has extensive
construction and
development experience
and has led teams in the
public and private
sectors within developer
and main contractor
environments.
Dean has been with
Summerset since 2015.
Eleanor Young
(BSc (Hons))
General Manager
Operations and Customer
Experience
Eleanor oversees the
operational performance
across all Summerset
villages. Her focus on
service experience
and delivery ensures
Summerset’s residents
receive the highest quality
facilities and care.
Before joining Summerset
in 2016, Eleanor held senior
roles at Inland Revenue.
This included four years
as the Group Manager
of Customer Services,
managing over 2,000
staff across New Zealand
to deliver services to
customers.
Eleanor has a background
in human resources within
both the public and private
sectors, having worked
in managerial roles for
the Ministry of Social
Development, Mighty
River Power and
Air New Zealand.
9 3
Remuneration
Director remuneration
The Company distinguishes the structure of non-executive Directors’ remuneration from that of executive Directors.
The total amount of remuneration and other benefits received by each Director during the year ended 31 December
2020 is provided below.
Director
Board
Fees
Audit
Committee
Clinical
Governance
Committee
People and
Culture
Committee
Development
and
Construction
Committee
Other
committees
1
Total
remuneration
Rob Campbell$173,077
(Chair)
$9,372$182,449
Dr Andrew
Wong
$86,538$4,500$91,038
Anne Urlwin$86,538$7,212
(Chair)
$9,372$103,122
Gráinne Troute$86,538$7,212
(Chair)
$93,750
James Ogden$86,538$17,308
(Chair)
$9,372$113,218
Dr Marie
Bismark
$86,538$14,423
(Chair)
$100,961
Venasio-
Lorenzo
Crawley
2
$76,154$76,154
Total$681,921$17,308$14,423$7,212$7,212$32,616$760,692
1 Fees for being on additional sub-committees of the Board throughout the period, including a Due Diligence Committee in relation to the issue of retail bonds in September
2020 and a sub-committee formed in relation to group strategy.
2 Venasio-Lorenzo Crawley was appointed as a Director on 1 February 2020.
The above amounts reflect the 20% pay reduction that Directors took for a period of 10 weeks in response to the
COVID-19 pandemic.
Directors’ fees were reviewed during 2020 and an increase to the Directors' fees pool was approved by Shareholders,
in order to provide a surplus for payment of non-standard fees to Directors for assuming additional responsibilties
above and beyond the normal duties of the Board or any standard committee. Standard Directors' fees remained
unchanged. However, the appointment of a seventh Director in February 2020 increased the total amount of Directors'
fees payable.
As at 31 December 2020, the maximum aggregate amount of remuneration payable by Summerset to Directors (in
their capacity as Directors) was $840,000 per annum (2019: $750,000) and annualised standard Directors’ fees were
$768,000, inclusive of additional remuneration for committee Chairs (2019: $678,000).
Annual Report 2020
9 4
As at 31 December 2020, the standard Director fees per annum are as follows:
Position
Fees
(per annum)
Board of DirectorsChair$180,000
Member$90,000
Audit CommitteeChair$18,000
Clinical Governance CommitteeChair$15,000
People and Culture CommitteeChair$7,500
Development and Construction CommitteeChair$7,500
No additional fees are paid to committee members.
Directors’
fees exclude GST, where appropriate. Directors are entitled to be reimbursed for costs directly associated
with carrying out their duties, including travel costs.
Directors and Officers also have the benefit of Directors’ and Officers’ liability insurance. Cover is for damages,
judgements, fines, penalties, legal costs awarded and defence costs arising from wrongful acts committed while
acting for Summerset. There are some exclusions within the policy. The insurance cover is supplemented by the
provision of Director and Officer indemnities from the Company, but this does not extend to criminal acts.
Executive remuneration
The remuneration of members of the Executive Leadership Team (Chief Executive Officer and direct reports) is
designed to promote a high-performance culture and to align Executive reward to the development and achievement
of strategies and business objectives to create sustainable value for Shareholders.
The Board is assisted in delivering its responsibilities and objectives for Executive remuneration by the People and
Culture Committee. The role and membership of this Committee is set out in the Statement of Corporate Governance.
Summerset’s remuneration policy for members of the Executive Leadership Team provides the opportunity for
them to receive, where performance merits, a total remuneration package in the upper quartile for equivalent
market-matched roles. The People and Culture Committee reviews the annual performance appraisal outcomes for
all Executive Leadership Team members, including the Chief Executive Officer. The review takes into account external
benchmarking
to ensure competitiveness with comparable market peers, along with consideration of an individual’s
performance, skills, expertise and experience.
Total remuneration is made up of three components: fixed remuneration, short-term performance-based cash
remuneration and long-term performance-based equity remuneration.
Fixed remuneration
Fixed remuneration consists of base salary and benefits. Summerset’s policy is to pay fixed remuneration with
reference to the fixed pay market median.
Short-term incentives
Short-term incentives (STIs) are at-risk payments designed to motivate and reward for performance, typically in that
financial
year. The target value of an STI payment is set annually, as a percentage of the Executive Leadership Team
member’s fixed remuneration. For 2020, the relevant percentages were 25% to 50%.
9 5
A proportion (80% for the Chief Executive Officer, 30% to 4
0% for other Executive Leadership Team members) of
the STI is related to achievement of annual performance metrics which aim to align executives to a shared set of key
performance indicators (KPIs) based on business priorities for the next 12 months. Target areas for the shared KPIs for
2020 are outlined below:
TargetWeighting
Underlying EBITDA40%
Retirement unit delivery20%
New sales development margin10%
Resales net cash10%
Customer satisfaction5%
Customer clinical quality of care5%
Health and safety5%
Staff - HR5%
There are three performance levels within each target area - gate-opener, on-target and maximum performance - with
100%
of the amount allocated to that target area being payable when the on-target level is achieved. The maximum
performance levels allow employees to be rewarded for performance above target levels. The maximum amount of
an STI payment for an Executive Leadership Team member is 112% of the STI on-target amount for that Executive
Leadership Team member.
The balance of the STI is related to individual performance measures.
In the event that gate-opener underlying EBITDA performance against budget is not achieved, no STI payment will
be made.
Long-term incentives
Long-term incentives (LTIs) are at-risk payments through a share option plan, designed to align the reward of Executive
Leadership Team members with the enhancement of shareholder value over a multi-year period.
LTI Plan
The Executive Leadership Team members are participants of an LTI option plan. Under this plan, Executive Leadership
Team members are granted share options. These share options are exercisable in relation to shares in Summerset
Group Holdings Limited.
Option grants are
made annually, with the value of each grant being set at the date of each grant and determined
as a percentage of the Executive Leadership Team member’s fixed remuneration. There have now been three option
grants under this plan. For 2020, the relevant percentages were 20% to 40% (2019: 20% to 40%). Vesting of the share
options is subject to achievement of performance hurdles, which are assessed over two and three-year periods.
The performance hurdles for the option grant made in 2020 are based on:
•50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget);
•20% relative earnings (earnings per share growth of the Group compared to a defined peer group);
•10% clinical delivery;
•5% staff engagement;
•5% staff turnover;
•5% customer satisfaction - village residents;
•5% customer satisfaction - care centre residents
The performance hurdles above were consistent with those for 2019.
Performance hurdles are set by the Board with the objective of aligning Executive reward to the development and
achievement of strategies and business objectives to create sustainable value for Shareholders. The Board considers
that the performance hurdles reflect the drivers of sustainable value for Shareholders.
Annual Report 2020
9 6
In addition to the LTI share option plan in place for Executive Leadership Team members, Summerset also operates
an unhurdled LTI share option plan for other senior managers.
A total of 2
62,324 share options were granted to Executive Leadership Team members in December 2020. A total
of 1,618,274 share options have been granted to Executive Leadership Team members in the 2018, 2019 and 2020
grants. 386,528 of these share options vested as at 31 December 2020, (out of a total of 386,528 eligible to vest),
and subsequently became exercisable. The Executive Leadership Team includes the Chief Executive Officer. The
Chief Executive Officer section provides further details of share option movements under the LTI Plan for the Chief
Executive Officer.
LTI Plan prior to 2018
Prior to 2018, Executive Leadership Team members were able to purchase shares in Summerset Group Holdings
Limited under an LTI share purchase plan. The shares under this plan are held by a nominee on behalf of the Executive
Leadership
Team members until such time after the vesting of shares that the nominee is directed by the Executive
Leadership Team member to transfer or sell the shares, or the shares are sold or cancelled by the nominee if vesting
criteria are not met. The shares carry the same rights as all other ordinary shares.
The Group has provided Executive Leadership Team members participating in the LTI share purchase plans with
interest-free limited recourse loans to fund the acquisition of the shares for these plans. These loans must be repaid
in full before shares are transferred to Executives from the nominee.
Grants under this plan were made annually, with performance measured over two and three-year periods. The value
of each grant was set at the date of the grant and determined as a percentage of the Executive Leadership Team
member’s fixed remuneration, ranging from 15% to 40%. Vesting of shares is subject to achievement of performance
hurdles, which were assessed over two and three-year periods.
The performance hurdles for each grant under the LTI plan made between 2013 and 2015 are based on Summerset’s
total shareholder return (TSR) relative to the performance of relevant peers and the NZX 50.
The performance hurdles for the grants made in 2016 and 2017 were based on:
•50% absolute earnings (cumulative actual underlying net profit after tax for the Group against budget);
•25% relative earnings (earnings per share growth of the Group compared to a defined peer group);
•10% employee initiatives;
•10% customer initiatives;
•5% clinical strategy initiatives.
Performance hurdles were set by the Board with the objective of aligning Executive reward to the development and
achievement of strategies and business objectives to create sustainable value for Shareholders. The Board considers
that the performance hurdles reflect the drivers of sustainable value for Shareholders.
In addition to the LTI share purchase plan in place for Executive Leadership Team members, Summerset also operated
an unhurdled LTI share purchase plan for other senior managers.
A total of 1,169,450 shares are held by Summerset LTI Trustee Limited under the LTI share purchase plan on behalf
of the Executive Leadership Team as at 31 December 2020. As at 31 December 2020, 335,170 shares vested to
the Executive Leadership Team (out of a total 335,170 available to vest at this date). These shares have a first
exercise date of 25 February 2021. This is the final tranche of shares to vest under the LTI share purchase plan. The
Executive Leadership Team includes the Chief Executive Officer. The following section provides further details of
share movements under the LTI Plan for the Chief Executive Officer.
9 7
Chief Executive Officer remuneration
Remuneration for years ended 31 December 2018 to 2020
Fixed remunerationPay for performance
Total
remuneration
Salary
Other
benefits
1
Subtotal
2
STILTISubtotal
FY2020$623,242$1,758$625,000$261,625
3
$0
4
$261,625$886,625
FY2019$623,405$1,595$625,000$282,734
5
$250,000
6
$532,734$1,157,734
FY2018$547,720$2,280$550,000$271,400
7
$220,000
8
$491,400$1,041,400
1 Other benefits include medical insurance. The Chief Executive Officer chooses not to participate in KiwiSaver
2 Fixed remuneration reflects entitlement for the year, and therefore excludes the 20% pay reduction the Chief Executive Officer took for a period of 10 weeks in response to
the COVID-19 pandemic during FY2020
3 STI for FY2019 performance period (paid FY2020)
4 No LTI value granted in FY2020
5 STI for FY2018 performance period (paid FY2019)
6 LTI value granted in FY2019 period (which was to vest based on performance in FY2020 to FY2022)
7 STI for FY2017 performance period (paid FY2018)
8 LTI value granted in FY2018 period (which was to vest based on performance in FY2019 to FY2021)
Three-year summary
Total
remuneration
% STI awarded
against on-
plan performance
STI
performance
period
% LTI vested
against on-
plan performance
Span of LTI
performance
periods
FY2020$886,62583.7%FY2019100%
1
FY2017 - FY2019
FY2019$1,157,734102.8%FY201897.9%
2
FY2016 - FY2018
FY2018$1,041,40098.7%FY201783.7%
3
FY2015 – FY2017
1 Vesting date 31 December 2019, release date 27 February 2020
2 Vesting date 31 December 2018, release date 27 February 2019
3 Vesting date 31 December 2017, release date 26 February 2018
The STI in the table above is based on amounts paid in the financial period. The LTI vested in the table above refers to
shares eligible for vesting during the financial period.
Annual Report 2020
9 8
Components of CEO remuneration
FixedAnnual variable
FixedOn-planMaximum
0
25
0,000
500,000
750,000
1,000,000
1,250,000
As at 31 December 2020, the Chief Executive Officer’s fixed
remuneration comprised salary and taxable benefits set
at $625,000 per annum. The annual variable element pays out at 50% of fixed remuneration for on-plan performance
or 56% for maximum performance.
Description of Chief Executive Officer remuneration for performance for the year ended 31 December 2020
PlanDescriptionPerformance measures
Percentage awarded against
on-plan performance
STISet at 50% of fixed remuneration
for FY2
020 on-plan performance,
up to a maximum of 1.12
times (equal to 56% of fixed
remuneration), where the highest
levels of both company and
individual performance measures
are achieved.
80% based on the company target
areas (see table on page 123
for weightings)
2
0% based on individual measures
100.0%
100.0%
LTIIn February 2020, vesting for
10
8,434 shares issued under the LTI
Scheme at $4.76 on 14 December
2016 was assessed per the Plan
Rules. The assessment period was
1 January 2017 to 31 December 2019.
The vesting criteria were met and all
shares vested.
In February 2020, vesting for
142,857 shares issued under the LTI
Scheme at $5.24 on 12 December
2017 was assessed per the Plan
Rules. The assessment period was
1 January 2018 to 31 December
2019. The vesting criteria were met
and all shares vested.
50% based on absolute earnings
25% based on relative earnings
10% based on employee initiatives
10% based on customer initiatives
5% based on clinical
strategy initiatives
5
0% based on absolute earnings
25% based on relative earnings
10% based on employee initiatives
10% based on customer initiatives
5% based on clinical
strategy initiatives
100.0%
100.0%
The above STI payment will be paid in FY2021.
9 9
Chief Executive Officer LTI share movements for the year ended 3
1 December 2020
Dec 2015
issue
Dec 2016
issue
Dec 2017
issueTotal
Balance at 1 January 2020139,355237,005263,736640,096
Forfeited----
Loan repaid and shares transferred
to CEO
(139,355)(128,571)-(267,926)
Balance at 31 December 2020-108,434263,736372,170
Vesting statusVestedVestedVested
Issue price$3.91$4.76$5.24
120,879 shares were vested on 31 December 2
020 (out of a potential 120,879 shares eligible to vest on that date). These
vested shares are not eligible for exercise until 25 February 2021.
Chief Executive Officer LTI share option movements for the year ended 31 December 2020
Dec 2018 grantDec 2019 grant
Balance at 1 January 2020224,074200,352
Forfeited--
Granted--
Exercised--
Balance at 31 December 2020224,074200,352
Vesting statusPartially vestedUnvested
Exercise price at grant$6.34$7.62
122,222 share options were vested on 31 December 2020 (out of a potential 122,222 share options eligible to vest on
that date).
Employee remuneration
The number of employees or former employees (including employees holding office as Directors of subsidiaries),
who received remuneration and other benefits valued at or exceeding $100,000 during the financial year ended
31 December 2
020 is specified in the table below.
The remuneration figures shown in the “Remuneration” column include all monetary payments actually paid during
the course of the year ended 31 December 2020. The table also includes the grant value of shares issued to individual
employees under Summerset’s LTI Plan during the same period. The table does not include amounts paid after
31 December 2020 that relate to the year ended 31 December 2020.
The method of calculating remuneration is consistent with the method applied for the previous year.
Annual Report 2020
1 0 0
RemunerationNo. of employeesRemunerationNo. of employees
$100,000 to $109,99942$250,000 to $259,9991
$110,000 to $119,99935$260,000 to $269,9992
$120,000 to $129,99942$270,000 to $279,9993
$130,000 to $139,99933$310,000 to $319,9992
$140,000 to $149,99922$340,000 to $349,9991
$150,000 to $159,99915$350,000 to $359,9991
$160,000 to $169,9994$370,000 to $379,9991
$170,000 to $179,9998$390,000 to $399,9991
$180,000 to $189,9995$480,000 to $489,9991
$190,000 to $199,99910$500,000 to $509,9991
$200,000 to $209,9996$510,000 to $519,9991
$210,000 to $219,9992$540,000 to $549,9991
$220,000 to $229,9992$810,000 to $819,9991
$230,000 to $239,9991$910,000 to $919,9991
$240,000 to $249,9994
Pay gap
The pay gap represents the number of times greater the Chief Executive Officer remuneration is to the remuneration
of an employee paid at the median of all Summerset employees. For the purposes of determining the median paid to
all Summerset employees, all permanent full-time, permanent part-time and fixed-term employees are included, with
part-time employee remuneration adjusted to a full-time equivalent amount.
At 31 December 2
020, the Chief Executive Officer’s base salary of $625,000 was 11.6 times (2019: 11.8 times) that of
the median employee at $53,830 per annum. The Chief Executive Officer’s total remuneration, including STI and LTI,
of $886,625, was 16.0 times (2019: 21.5 times) the total remuneration of the median employee at $55,445.
1 0 1
Annual Report 2020
1 0 2
Disclosures
Director changes during the year ended 31 December 2020
Venasio-Lorenzo Crawley was appointed to the Board on 1 February 2020.
Directors’ interests
Directors made the following entries in the Interests Register pursuant to Section 140 of the Companies Act 1993
during the year ended 31 December 2
020:
Rob Campbell: Disclosed the following positions in respect of the following entities: New Zealand Rural Land
Company Limited (Chair), Paua Wealth Management Limited (Advisory Board Member), Ara Ake Limited (Chair), UFF
Holdings Limited (Director), He Toutou Mo Te Ahika Trust (Trustee). Disclosed he ceased to hold the following position
in respect of the following entity: King Tide Asset Management Limited (Chair).
Anne Urlwin: Disclosed the following positions in respect of the following entities: Cigna Life New Zealand Limited
(Director), Tilt Renewables Insurance Limited (Director), Queenstown Airport Corporation Limited (Director). Disclosed
she ceased to hold the following positions in respect of the following entities: Onepath Life (NZ) Limited (Director),
Steel and Tube Holdings Limited (Director).
James Ogden: No new disclosures were made.
Dr Marie Bismark: Disclosed the following positions in respect of the following entities: Royal Women’s Hospital,
Melbourne (Director), North Western Mental Health (Psychiatry Registrar). Disclosed she ceased to hold the following
positions in respect of the following entities: Royal Children’s Hospital Melbourne (Psychiatry Registrar).
Gráinne Troute: Disclosed the following position in respect of the following entity: Tourism Industry Aotearoa (Chair).
Dr Andrew Wong: Disclosed the following positions in respect of the following entities: Auckland University of
Technology (Adjunct Professor), MyACC (Director). Disclosed he ceased to hold the following positions in respect of
the following entities: Ninety Nine Investments Limited (Director), Mercy Angiography Limited (Director).
Venasio-Lorenzo Crawley: Disclosed the following positions in respect of the following entities: Contact Energy
Limited (Chief Customer Officer and Shareholder), Crawley Rowlands Family Trust (Trustee).
Information used by Directors
There were no notices from Directors of the Company requesting to disclose or use Company information received
in their capacity as Directors that would not otherwise have been available to them.
1 0 3
Directors’ security holdings
Securities in the Company in which each Director has a relevant interest as at 31 December 2
020 are specified in
the table below:
DirectorOrdinary shares
SUM010
retail bonds
SUM020
retail bonds
SUM030
retail bonds
Rob Campbell60,274---
Anne Urlwin31,41330,000-30,000
James Ogden239,50415,000*100,000*150,000*
Dr Marie Bismark23,828---
Gráinne Troute25,000---
Dr Andrew Wong10,500---
Venasio-Lorenzo Crawley----
Total390,51945,000100,000180,000
*James Ogden has a non-beneficial interest in 15,000 SUM010 retail bonds of which he is the registered holder in his capacity as
trustee of the Wakapua Trust. Clara Ogden has a legal and beneficial interest in 100,000 SUM020 retail bonds and 150,000 SUM030
retail bonds, of which James Ogden has the power to acquire or dispose.
Securities dealings of Directors
During the year, Directors disclosed the following transactions in respect of Section 1
48(2) of the Companies Act 1993.
These transactions took place in accordance with the Company’s Securities Trading Policy.
DirectorDate of transaction
Number of securities
acquired/(disposed)Consideration
Rob Campbell23 March 2020570
Issue of shares under dividend reinvestment
plan at $5.36 per share
11 September 2020424
Issue of shares under dividend reinvestment
plan at $8.4
7 per share
Anne Urlwin23 March 2020250
Issue of shares under dividend reinvestment
plan at $5.36 per share
28 May 20205,000
On-market acquisition of ordinary shares
at an average price of $6.01 per share
11 September 2020148
Issue of shares under dividend reinvestment
plan at $8.4
7 per share
21 September 202030,000
Issue of SUM030 retail bonds during
initial offer period at $1.00 per bond
James Ogden21 September 2020150,000
Issue of SUM030 retail bonds during
initial offer period at $1.00 per bond
10 November 2020(150,000)
On-market disposal of ordinary shares
at average price of $10.85 per share
Dr Marie Bismark23 March 2020285
Issue of shares under dividend reinvestment
plan at $5.36 per share
11 September 2020142
Issue of shares under dividend reinvestment
plan at $8.4
7 per share
Annual Report 2020
1 0 4
Director appointment dates
The date of each Director’s first appointment to the position of Director is provided below. Since the date of
appointment, Directors have been re-appointed at Annual Meetings when retiring by rotation as required.
DirectorAppointment date
Rob Campbell2 September 2011
Anne Urlwin1 March 2014
James Ogden*2 September 2011
Dr Marie Bismark1 September 2013
Gráinne Troute1 September 2016
Dr Andrew Wong1 March 2017
Venasio-Lorenzo Crawley1 February 2020
*James Ogden was also a Director from 1 October 2007 to 26 March 2009.
Indemnity and insurance
In accordance with Section 162 of the Companies Act 1993 and the constitution of the Company, the Company
has arranged insurance for, and indemnities to, Directors and Officers of the Company, including Directors of
subsidiary
companies, for losses from actions undertaken in the course of their legitimate duties or costs incurred in
any proceeding.
Directors of subsidiary companies
The remuneration of employees acting as Directors of subsidiaries is disclosed in the relevant banding of remuneration
set out under the heading ‘Employee remuneration’ in the Remuneration section of the Report. Employees did not
receive additional remuneration or benefits for acting as Directors during the year.
Julian Cook, Scott Scoullar, Aaron Smail and Robyn Heyman were Directors of all the Company’s New Zealand
incorporated subsidiaries as at 31 December 2
020, with the exception of Summerset LTI Trustee Limited (the Directors
of which are Rob Campbell and Dr Marie Bismark). Julian Cook, Scott Scoullar, Paul Morris and Robyn Heyman were
Directors of all the Company’s Australian incorporated subsidiaries as at 31 December 2020. No extra remuneration
is payable to any Director of the Company for any Directorship of a subsidiary.
1 0 5
Top 20 Shareholders as at 31 December 2020
RankRegistered ShareholderNumber of shares% of shares
1New Zealand Central Securities Depository Limited131,739,13657.58%
2FNZ Custodians Limited6,270,4432.74%
3Forsyth Barr Custodians Limited6,014,0032.63%
4Custodial Services Limited6,004,7562.62%
5Hobson Wealth Custodian Limited5,041,8012.20%
6Custodial Services Limited4,884,7442.14%
7New Zealand Depository Nominee Limited3,684,2941.61%
8Custodial Services Limited2,676,0511.17%
9Custodial Services Limited2,010,1000.88%
10Motutapu Investments Limited1,894,2830.83%
11Summerset LTI Trustee Limited1,678,2400.73%
12Paul Stanley Morris & Clive Stephen Morris1,623,4870.71%
13Custodial Services Limited1,191,6800.52%
14ASB Nominees Limited1,049,9130.46%
15JBWere (NZ) Nominees Limited980,7930.43%
16FNZ Custodians Limited927,4340.41%
17PT Booster Investments Nominees Limited925,1390.40%
18Custodial Services Limited897,0140.39%
19Investment Custodial Services Limited738,1300.32%
20Loto Jade Pty Limited678,9770.30%
Total180,910,418
79.07%
Shareholders held through the NZCSD as at 31 December 2020
New Zealand Central Securities Depository Limited (NZCSD) provides a custodian depository service that allows
electronic trading of securities to its members and does not have a beneficial interest in these shares. As at
31 December 2
020, the ten largest shareholdings in the Company held through NZCSD were:
RankRegistered ShareholderNumber of shares% of shares
1Citibank Nominees (NZ) Limited20,230,4758.84%
2Tea Custodians Limited17,914,5497.83%
3HSBC Nominees (New Zealand) Limited16,986,9457.42%
4National Nominees New Zealand Limited13,219,7095.78%
5Accident Compensation Corporation10,754,9264.70%
6JPMorgan Chase Bank10,385,7194.54%
7HSBC Nominees (New Zealand) Limited9,127,2703.99%
8New Zealand Superannuation Fund Nominees Limited6,630,8372.90%
9Cogent Nominees Limited6,248,6342.73%
10BNP Paribas Nominees NZ Limited (BPSS40)5,418,9932.37%
Annual Report 2020
1 0 6
Spread of Shareholders as at 31 December 2020
Size of shareholding
Shareholders
Number
Shareholders
%
Shares
Number
Shares
%
1 to 1,0003,15233.74%1,412,5760.62%
1,001 to 5,0004,02943.13%10,213,5524.46%
5,001 to 10,0001,21413.00%8,774,1883.84%
10,001 to 50,0008298.87%15,507,6536.78%
50,001 to 100,000580.62%4,006,7611.75%
100,001 and over600.64%188,870,58482.55%
Total9,342
100.00%
228,785,314
100.00%
Substantial product holder notices received as at 31 December 2020
According to the records kept by the Company and notices given under the Financial Market Conducts Act 2013 the
following
were substantial holders in the Company as at 31 December 2020. The total number of voting products on
issue at 31 December 2020 was 228,785,314 ordinary shares.
ShareholderRelevant interest
% held at date
of notice
Date of notice
Jarden Securities Limited*18,981,5948.296%2 October 2020
Harbour Asset Management Limited**18,981,5948.296%2 October 2020
Milford Funds Limited12,006,9545.267%6 May 2020
Fisher Funds Management Limited14,184,6376.222%28 April 2020
* As at the date of the notice, Jarden Securities Limited held 2,691,168 shares (1.176% of issued capital). The relevant
interest disclosed includes the interest of Harbour Asset Management Limited as related body corporate.
**
As at the date of the notice, Harbour Asset Management Limited held 16,290,426 shares (7.120% of issued capital).
The relevant interest disclosed includes the interest of Jarden Securities Limited as related body corporate.
Spread of bondholders as at 31 December 2020
SUM010
Size of bondholding
Bondholders
Number
Bondholders
%
Bonds
Number
Bonds
%
1 to 5,000799.26%395,0000.40%
5,001 to 10,00021725.44%2,109,0002.11%
10,001 to 50,00046654.63%12,775,00012.77%
50,001 to 100,000546.33%4,561,0004.56%
100,001 and over374.34%80,160,00080.16%
Total853
100.00%100,000,000100.00%
1 0 7
SUM020
Size of bondholding
Bondholders
Number
Bondholders
%
Bonds
Number
Bonds
%
1 to 5,000456.68%225,0000.18%
5,001 to 10,00012819.02%1,220,0000.97%
10,001 to 50,00040960.77%11,234,0008.99%
50,001 to 100,000456.69%3,937,0003.15%
100,001 and over466.84%108,384,00086.71%
Total673
100.00%125,000,000100.00%
SUM030
Size of bondholding
Bondholders
Number
Bondholders
%
Bonds
Number
Bonds
%
1 to 5,000486.40%240,0000.16%
5,001 to 10,00017323.06%1,680,0001.12%
10,001 to 50,00042857.07%11,571,0007.71%
50,001 to 100,000537.07%4,452,0002.97%
100,001 and over486.40%132,057,00088.04%
Total750
100.00%150,000,000100.00%
Waivers from the NZX Listing Rules
No waivers from the application of NZX Listing Rules have been utilised by the Company during the year ended
31 December 2
020.
Credit rating
The Company has no credit rating.
Auditor fees
Ernst & Young Wellington has continued to act as auditors of the company. The amount payable by Summerset and
its subsidiaries to Ernst & Young Wellington in respect of FY2
0 audit fees was $205,000. In addition, Ernst & Young
Wellington undertook assurance services in relation to Summerset's long term incentive plan during the year, the fees
for this engagement were $4,000. No other non-audit work was undertaken by Ernst & Young during the year.
Donations
In accordance with section 211(1)(h) of the Companies Act 1993, Summerset records that it donated $34,000 during
the year ended 31 December 2
020.
Dividend reinvestment plan
The last date of receipt for a participation election from a shareholder who wishes to participate in the dividend
reinvestment plan is 10 March 2
021.
Annual Report 2020
1 0 8
This Annual Report is authorised for and on behalf of the Board by:
Rob Campbell
Director and Chair of
the Board
James Ogden
Director and Chair of the
Audit Committee
Authorised for issue on 22 February 2021
1 0 9
Directory
New Zealand
Northland
Summerset Mount Denby
7 Par Lane, Tikipunga,
Whangarei 0
112
Phone (09) 470 0282
Auckland
Summerset Falls
31 Mansel Drive,
Warkworth 0910
Phone (09) 425 1200
Summerset Milldale
1
Argent Lane, Milldale,
Wainui 0992
Phone (0800) 786 637
Summerset at Monterey Park
1 Squadron Drive, Hobsonville,
Auckland 0618
Phone (09) 951 8920
Summerset at Heritage Park
8 Harrison Road, Ellerslie,
Auckland 1060
Phone (09) 950 7960
Summerset by the Park
7 Flat Bush School Road,
Flat Bush 2019
Phone (09) 272 3950
Summerset at Karaka
49 Pararekau Road,
Karaka 2580
Phone (09) 951 8900
Summerset Parnell
1
23 Cheshire Street, Parnell,
Auckland 1052
Phone (09) 950 8212
Summerset Half Moon Bay
1
25 Thurston Place
Half Moon Bay,
Auckland 2
012
Phone (09) 306 1422
Summerset St Johns
188 St Johns Road, St Johns,
Auckland 10
72
Phone (09) 950 7982
Waikato – Taupo
Summerset down the Lane
206 Dixon Road,
Hamilton 3206
Phone (07) 843 0157
Summerset Rototuna
39 Kimbrae Drive,
Rototuna North 3281
Phone (07) 981 7822
Summerset by the Lake
2 Wharewaka Road, Wharewaka,
Taupo 3330
Phone (07) 376 9470
Summerset Cambridge
1
80 Laurent Road,
Cambridge 3493
Phone (07) 839 9482
Bay of Plenty
Summerset by the Sea
181 Park Road,
Katikati 3129
Phone (07) 985 6890
Summerset by the Dunes
35 Manawa Road,
Papamoa Beach, Tauranga 3118
Phone (07) 542 9082
1Proposed villages
Annual Report 2020
1 1 0
Hawke’s Bay
Summerset in the Bay
79 Merlot Drive, Greenmeadows,
Napier 4
112
Phone (06) 845 2840
Summerset in the Orchard
1228 Ada Street, Parkvale,
Hastings 4
122
Phone (06) 974 1310
Summerset Palms
136 Eriksen Road,
Te Awa, Napier 4
110
Phone: (06) 833 5852
Summerset in the Vines
249 Te Mata Road,
Havelock North 4
130
Phone (06) 877 1185
Taranaki
Summerset Mountain View
35 Fernbrook Drive, Vogeltown,
New Plymouth 4310
Phone (06) 824 8900
Summerset at Pohutukawa Place
Pohutukawa Place, Bell Block,
New Plymouth 4312
Phone (06) 824 8532
Manawatu – Wanganui
Summerset in the River City
40 Burton Avenue, Wanganui East,
Wanganui 4500
Phone (06) 343 3133
Summerset on Summerhill
180 Ruapehu Drive, Fitzherbert,
Palmerston North 4410
Phone (06) 354 4964
Summerset by the Ranges
104 Liverpool Street,
Levin 5510
Phone (06) 367 0337
Wellington
Summerset Waikanae
1
Park Avenue,
Waikanae 5
036
Phone (04) 293 0002
Summerset on the Coast
104 Realm Drive,
Paraparaumu 5
032
Phone (04) 298 3540
Summerset on the Landing
1-3 Bluff Road, Kenepuru,
Porirua 5
022
Phone (04) 230 6722
Summerset at Aotea
15 Aotea Drive, Aotea,
Porirua 5
024
Phone (04) 235 0011
Summerset at the Course
20 Racecourse Road, Trentham,
Upper Hutt 5018
Phone (04) 527 2980
Summerset Lower Hutt
Boulcott’s Farm, Military Road,
Lower Hutt 5010
Phone (04) 568 1442
Nelson – Tasman
Summerset in the Sun
16 Sargeson Street, Stoke,
Nelson 7011
Phone (03) 538 0000
Summerset Richmond Ranges
1 Hill Street North, Richmond,
Tasman 7020
Phone (03) 744 3432
Marlborough
Summerset Blenheim
1
183 Old Renwick Road, Springlands,
Blenheim 7272
Phone (03) 520 6042
1Proposed villages
1 1 1
Canterbury
Summerset Rangiora
1
141 South Belt, Waimakariri,
Rangiora 7
400
Phone (03) 364 1312
Summerset at Wigram
135 Awatea Road, Wigram,
Christchurch 8
025
Phone (03) 741 0870
Summerset at Avonhead
120 Hawthornden Road, Avonhead,
Christchurch 8
042
Phone (03) 357 3202
Summerset on Cavendish
147 Cavendish Road, Casebrook,
Christchurch 8
051
Phone (03) 741 3340
Summerset Prebbleton
1
578 Springs Road,
Prebbleton 7604
Phone (03) 353 6312
Otago
Summerset at Bishopscourt
36 Shetland Street, Wakari,
Dunedin 9010
Phone (03) 950 3102
Australia
Victoria
Summerset Cranbourne North
1
1435 Thompsons Road,
Cranbourne North,
Melbourne, Australia
Phone (1800) 321 700
Summerset Torquay
1
Grossmans Road and Briody Drive,
Torquay,
Victoria, Australia
Phone (
1800) 321 700
1Proposed villages
Annual Report 2020
1 1 2
Company
information
Registered offices
New Zealand
Level 27, Majestic Centre,
100 Willis Street, Wellington 6
011,
New Zealand
PO Box 5187,
Wellington 6140
Phone: +64 4 894 7320
Email: reception@summerset.co.nz
www.summerset.co.nz
Australia
Deutsche Bank Place,
Level 4, 1
26 Phillip Street,
Sydney, NSW, 2000
Australia
Auditor
Ernst & Young
Solicitor
Russell McVeagh
Bankers
ANZ Bank New Zealand Limited
Australia and New Zealand Banking Group Limited
Bank of New Zealand
National Australia Bank
Commonwealth Bank of Australia
Westpac New Zealand Limited
Westpac Banking Corporation
Industrial and Commercial Bank of China (New
Zealand) Limited
Statutory Supervisor
Public Trust
Bond Supervisor
The New Zealand Guardian Trust
Company Limited
Share Registrar
Link Market Services,
PO Box 9
1976, Auckland 1142,
New Zealand
Phone: +64 9 375 5998
Email: enquiries@linkmarketservices.co.nz
Directors
Rob Campbell
Dr Marie Bismark
Venasio-Lorenzo Crawley
James Ogden
Gráinne Troute
Anne Urlwin
Dr Andrew Wong
Company Secretary
Robyn Heyman
1 1 3
summerset.co.nz
summerset.com.au
---
Full year
results
presentation
Full Year Report 2020
Summerset at Heritage Park
Agenda
Full Year Report 2020
Full year results presentation
2
01
02
03
04
05
06
Our highlights
Strategic update
Business overview
Financial results
Final dividend
Appendix
Our
highlights
3
FY20
FY20 Summary
Full Year Report 2020
Our highlights
4
▪Continued focus on the COVID-19 pandemic to ensure the
safety of our residents and staff
▪Underlying profit for FY20 of $98.3m
▪Net profit after tax (NZ IFRS) of $230.8m, up 32% on
FY19
▪Operating cash flows of $266.8m
▪Gearing ratio of 32.6%, down from 33.3% at FY19 and
underpinned by strong financial discipline across FY20
▪Record new and resale settlements of 785 units, up 20%
on FY19
▪Delivered 356 new units and 79 care beds relative to
guidance of 300 to 350 units
▪Expect a New Zealand build rate in the range of 500 to
550 units and around 50 care beds in FY21
▪Opened three new villages in Papamoa Beach (Tauranga),
Te Awa (Napier) and Bell Block (New Plymouth)
▪Completed detailed design for our Cranbourne North village
in Melbourne. The village will offer a full continuum of care to
residents setting us apart from many Australian competitors
▪Final dividend of 7.0 cents per share declared
Key result highlights
Summerset at Monterey Park
FY20 result snapshot
Full Year Report 2020
Our highlights
5
IFRS net profit after tax of $230.8m resulting in a 20% growth in company equity
Our highlights
Looking back –Our year in review
Full Year Report 2020
Our highlights
6
January
Earthworks start at St
Johns site in Auckland
February
April
March
May
June
$20,000 raised by staf f and
residents f or Australian
bush f ire victims
Our next-gener ation village
centre at Casebrook,
Christchurch opened
Start of COVID-19
nationwide lockdown
Dementia f riendly
accreditation awarded
Construction sites f ully
back up and running af ter
COVID-19 lockdown
New Plymouth’s Bell
Block village launched
A showcase of key events from the past year
Summerset St Johns
Summerset at Pohutukawa Place
Our highlights
Looking back –Our year in review
Full Year Report 2020
Our highlights
7
July
Connect speaker series
restarts with our f irst
virtual event
August
October
September
November
December
University of Otago student
RiriaMohi-Dewhirst awarded
Summerset’s first Waitaha Te
Houhou health scholarship
First residents moved into
Papamoa Beach village
$150 million retail bond
issue
Summerset enters NZ
Aged Care Association
Awards, winning staf f
training award
Lower Hutt resource
consent received
Rototuna main building
opened
Half Moon Bay purchased
in Auckland
First residents moved into
Bell Block village
Richmond extension
purchased
A showcase of key events from the past year
Second COVID-19
lockdown (Auckland)
Summerset Rototuna
Strategic
update
FY20
8
Summerset Rototuna
▪Emphasis on continuum of care model
▪High quality care and facilities across all villages
▪Villages designed to integrate into local communities
▪Internal development and construction model
▪Customer centric philosophy –bringing the best of life
▪Leading memory care offering in New Zealand
▪Expanding into Victoria, Australia
Our strategy
Summerset builds, owns and operates integrated
retirement villages
Full Year Report 2020
Our strategy
9
▪23 years of consistent delivery and asset growth
▪Total assets have grown more than six times since listing on the NZX in 2011
▪Portfolio of 4,442 units and 915 care beds, home to more than 6,200 residents
▪32 villages completed or under development
▪Opened two new concept main buildings, in Casebrook and Rototuna
▪Eight greenfield sites in New Zealand
▪Two sites in Australia, in Cranbourne North, Melbourne and Torquay, Victoria
▪Largest New Zealand land bank for a retirement village operator of 5,612 units
and beds (6,171 including Australia)
▪Our land bank includes 364 memory care apartments and 499 care suites to
be sold under occupation right agreement and 179 premium care beds
Summerset snapshot
Diversified portfolio throughout New Zealand
Full Year Report 2020
Our strategy
10
Business
overview
FY20
11
6,200+
Our careOur portfolio
97%
Our people
4,442
Residents
Care resident
satisfaction
Total units in
portfolio
1,800+
Staff members
972
57 care units and 915
care beds in portfolio
1,042
863 care units and 179
care beds in land bank
5,992
Units in land
bank
$3.9b
Total assets
Full Year Report 2020
Business overview
12
95%
Village resident
satisfaction
COVID-19 update
Full Year Report 2020
COVID-19 update
13
▪Our priority throughout 2020 was on keeping our residents
and staff safe from the COVID-19 global pandemic
▪New Zealand’s effective public health response resulted in
zero cases to date in our villages and care centres
▪We look forward to the rollout of the COVID-19 immunisation
programme, due in 2021
▪Summerset invested $9.2 million into preventative measures
to keep residents and staff throughout 2020. This included
over $0.7 million spent on additional personal protective
equipment
▪Employed over 160 extra staff during lockdown to maintain
care levels
▪Implemented pay increases for April-May lockdown period for
care staff
▪Provided security at all village gates to screen visitors
▪Required staff and approved visitors to undergo temperature
checks and wear face masks
▪Increased cleaning regimes and established a safe food
delivery service direct to our residents front doors
▪We have seen the attraction of our villages enhanced
throughout 2020 as prospective residents focused on both
security and community, we remain well positioned moving
forward
Prevention of COVID-19 remains our focus
Our residents
Bringing the best of life to residents every day
Full Year Report 2020
Bringing the best of life
14
▪Our care centres achieved 97% resident satisfaction with
95% for our retirement village residents in our 2020 survey
▪Enhanced focus on resident wellbeing, with the development
of an online wellness centre to help residents stay healthy
and mentally active
▪Introduced our signature fitness programme designed
specifically for over-70’s and accredited as a falls prevention
class by the Ministry of Health and ACC
▪Continued our 3-year partnership with Dementia NZ
▪Awarded Dementia Friendly accreditation by Alzheimers
New Zealand in April 2020 -reflecting 18 months work to
make our villages more accessible for those living with
dementia
▪Held our second series of ‘Understanding Dementia’ talks
and imported New Zealand’s first Tovertafel –an interactive
lightshow providing stimulation for people with cognitive
impairments
▪Continued our popular speaker series which included
Olympic boardsailor Barbara Kendall and comedians Ginette
McDonald and Pinky Agnew
▪Increased in house food services team to support the
consistent delivery of high quality food services to residents
and visitors
Resident satisfaction
97%
95%
96%
95%
97%97%
96%
97%
-
20%
40%
60%
80%
100%
2017201820192020
Satisfaction (%)
Retirement villagesCare centres
53%
67%
69%
67%
70%
0
2
4
6
8
10
-
20%
40%
60%
80%
Peakon
Aon (comparative)
Aon (prior year comparative)Peakon
7.7
7.8
-
2
4
6
8
10
Our staff
Significant investment in staff development and
training
Full Year Report 2020
Bringing the best of life
▪Winners of the Training and Staff Development Award at the
NZ Aged Care Association Excellence in Care Awards
▪Finalist in the HR New Zealand Awards for Talent Acquisition
with the winner announced in March 2021
▪Launched our Care Centre Manager and Clinical Nurse Lead
leadership development programme
▪Implemented a Construction Management Mentorship
Programme
▪Awarded our first Summerset Graduate Nursing Scholarship,
in partnership with the University of Otago
▪Introduced a new online learning system that provides staff
with easy access to user friendly training modules
▪Staff engagement increased to 7.8 out of 10 with a
participation rate of 86% (up from 7.7 in 2019)
▪Positive reduction in staff turnover with retention improving to
82% across FY20, up from 76% in FY19
▪Progressed our diversity and inclusion strategy with a three
year plan developed and approved by the Board
▪Reaccredited for tertiary status in ACC’s Accredited
Employers Programme, driving our commitment to be leaders
in health and safety
15
Staff Engagement
20182019
2020
2017
20162015
*
* No survey completed in FY16
Our environment
Environmental performance and sustainability
Full Year Report 2020
Bringing the best of life
16
▪Continued to build on our commitment to sustainability
throughout 2020
▪Achieved an environmental, social and governance rating of
AA from Morgan Stanley and submitted a non-scored survey
to the Carbon Disclosure Project (CDP)
▪Renewed our carbonzero certification with Toitū Envirocare in
2020, are New Zealand’s first carbonzero
TM
certified
retirement village operator
▪From 2018 our carbon emissions have been independently
audited by Toitū Envirocare to the ISO14064-1 standard
▪We are the only New Zealand retirement village operator to
include resident emissions within our carbon reduction
programme
▪In FY20 we gained membership to the New Zealand Green
Building Council and are a signatory to the Climate Leaders
Coalition
▪Only retirement village operator to have set a science-aligned
carbon reduction target, in line with the Global Paris
Agreement, to reduce emissions by 62% by 2032
▪We continue to focus on reducing our construction and
operations waste and have achieved a 25% reduction in
waste per resident going to landfill compared to 2017
Full Year Report 2020
Growth strategy
17
▪Acquisition of 2.8ha of land in Half Moon Bay to be home
to our ninth Auckland village, first in eastern Auckland
▪Acquisition of a 1.5ha extension to our highly successful
Richmond village in Nelson
Our new sites
Onenew site and one extension added to our land
bank in FY20
Summerset Half Moon Bay (Auckland)
Summerset Richmond Extension (Nelson -Tasman)
Richmond Extension,
Nelson -Tasman
Half Moon Bay,
Auckland
Development -Australia
Substantial investment into growing our Australian
team
Full Year Report 2020
Growth strategy
18
▪Appointed the heads of our design, sales and operations
teams for Victoria throughout 2020
▪Good progress on our Cranbourne North village:
▪Development approval expected shortly with
preliminary earthworks to follow
▪Sales and marketing launch set for March 2021,
including a show villa available for prospective
residents to view from July 2021
▪Village expected to welcome first residents in late
2021/early 2022
▪Summerset has been approved to provide residential
aged care and home care services in Australia
▪Our villages will offer a full continuum of care in Australia,
which sets us apart from many Australian competitors
▪We have developed a household model of care with no
more than 18 residents in a household
▪We continue to monitor COVID-19 developments in
Victoria but it has not adversely affected progress to date
Summerset Cranbourne North (Melbourne)
Full Year Report 2020
Growth strategy
19
▪Now have a total of 13 villages in construction across
nine regions in New Zealand, up from seven in
construction in 2018
▪Delivered 356 units, two main buildings and 79 care beds
in FY20
▪Lodged Resource Consent for Blenheim, Cambridge,
Parnell, Prebbleton, Rangiora and Waikanae
▪Received Resource Consent approval for our Lower Hutt
village and plan change approval for Rangiora
▪Welcomed our first residents into three new villages at
Papamoa Beach (Tauranga), Te Awa (Napier) and Bell
Block (New Plymouth)
▪Earthworks started on three new villages in Whangarei,
St Johns (Auckland) and Lower Hutt
▪Progressed final apartment block in Ellerslie, due for
completion in early 2021
▪Progressed main buildings in Richmond and Avonhead
and apartment blocks in Kenepuru, all due for completion
in 2021
▪Expected FY21 New Zealand build rate of between 500
and 550 units and 50 care beds
Summerset Richmond Ranges (Richmond)
Summerset on the Landing (Kenepuru, Wellington)
Development -New Zealand
Significant progress in executing our New Zealand
development strategy
Full Year Report 2020
Growth strategy
20
Summerset by the Dunes (Papamoa Beach, Tauranga)
Summerset at Pohutukawa Place (Bell Block, New Plymouth)
Summerset Palms (Te Awa, Napier)
Summerset St Johns (Auckland)
Full Year Report 2020
Growth strategy
21
▪Completed two main buildings at our Casebrook and
Rototuna villages
▪These buildings reflect the evolution of our village centre
design and provide a focal point to bring our residents,
staff, families and friends together
▪At 9,000m
2
our new main buildings are almost double the
size of those in our earlier villages
▪They include a state-of-the-art memory care centre for
people living with dementia
▪The building includes;
▪a fully certified care centre
▪serviced apartments
▪memory care centre
▪swimming pool and gymnasium
▪resident lounges, café, bar and dining rooms
▪library, theatre, hobby room and beauty salon
New main building
A vibrant community hub that forms the heart of
our villages
Summerset Rototuna
Full Year Report 2020
Growth strategy
22
Development Pipeline (2018 to 2020)
Diversified development pipeline has grown from 16 sites in FY18 to 23 sites in FY20
* New sites purchased
House price inflation
REINZ annual residential house price inflation in New Zealand, national median price $749k (record), up 19.3%
Full Year Report 2020
23
Source: REINZ, December 2020
Growth strategy
Business overview
Retirement unit delivery
▪356 total units and 79 care beds were delivered
across nine villages in FY20
▪FY20 deliveries weighted towards the second half
with 154 units (43%) delivered in Q4
▪Completed two new main buildings, in Casebrook
and Rototuna
▪First seven care suites to be sold under ORA
delivered as part of the main building in Rototuna
▪Opened three new villages with first stages
delivered in:
▪Bell Block (New Plymouth)
▪Papamoa Beach (Tauranga)
▪Te Awa (Napier)
Total units delivered
Care beds
delivered
Delivered 356 units and 79 care beds in FY20
across nine sites
Full Year Report 2020
Business performance
24
35679
Unit deliveryVillas
Serviced
apartments
Memory care
apartments
Care
suites
Total
units*
Care
beds
Avonhead
26 ---
26
-
Bell Block
10 ---
10
-
Casebrook
24 56 20 -
100 43
Ellerslie
2 ---
2 -
Kenepuru
10 ---
10 -
Papamoa Beach
21 ---
21 -
Richmond
37 ---
37 -
Rototuna
27 56 20 7
110 36
Te Awa
40 ---
40 -
Total19711240735679
* Total units include all units to be sold under occupation right agreement
$26.1m
$39.0m
$51.0m
$63.7m
$61.0m
$48.2m
20%
22%
27%
33%
28%
20%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
$0m
$10m
$20m
$30m
$40m
$50m
$60m
$70m
FY15FY16FY17FY18FY19FY20
Realised development margin ($m)Development margin (%)
▪Full year realised development margin of $48.2m
▪Development margin of 20% achieved for FY20 and
reflective of the following:
▪The settlement of a higher number of serviced
and memory care apartments, up 59% on
FY19
▪Fewer Auckland settlements and the continued
sell down of the final delivered units in our
Auckland villages
▪Settlements of new occupation rights were around
26% in our Auckland villages relative to FY19 where
50% were in Auckland
▪We continue to achieve good margins across our
villa stages on all sites
▪For FY21, we expect development margins to be at
the lower end of our medium term target range of
20% to 25%
Business overview
Development margin
$48.2m
Realised margin
Realised development margin of $48.2m, with
a 20% development margin
Realised development margin
20%
Full Year Report 2020
Business performance
25
Development margin
Business overview
New sale of occupation
rights
$245.4m
Gross proceeds
404 new sales in the period, record gross
proceeds of $245.4m
404
FullYear Report 2020
Business performance
26
▪404 new sales of occupation rights in FY20, up
23% from FY19
▪Record gross proceeds of $245.4m, up 12%
▪Average gross proceeds per new sale settlement of
$607k, down from $665k in FY19 driven by a more
balanced delivery of units outside of Auckland
▪Strong demand seen in our newly opened villages
with first residents moving in to Bell Block (New
Plymouth), Papamoa Beach (Tauranga) and Te
Awa (Napier) villages
New sales
New salesFY20FY19VarianceFY18
Gross proceeds ($m)245.4218.712%192.0
Villas264 216 22%235
Apartments58 62 (6%)16
Serviced apartments63 51 24%87
Memory care apartments18 --1
Care suites1 ---
Total occupation rights404 329 23%339
New sales stockFY20FY19FY18
Contracted11778101
Uncontracted179266218
Total new sales stock296344319
Contracted785945
Uncontracted61147102
Villas139206147
Contracted201138
Uncontracted208747
Apartments409885
Contracted13818
Uncontracted763269
Serviced apartments894087
Contracted3--
Uncontracted19--
Memory care apartments22--
Contracted3--
Uncontracted3--
Care suites6--
Business overview
Uncontracted stock
4.0%
Uncontracted stock down 33% from FY19
179
FullYear Report 2020
Business performance
27
▪Uncontracted new sale stock of 179 units, down
from 266 at FY19 (-33%)
▪Of the 179 uncontracted stock, 67 (37%) were
associated with the delivery of Rototuna’s main
building in late November
▪Uncontracted stock as a percentage of total
portfolio is now at the lowest level since 2016
▪New sale stock has benefitted from strong sales
rates in 2H20, contracted new sale stock now at
highest ever levels
▪Strong demand seen for villa, apartment and care
suite stock with less than 85 delivered units still
available for sale across all villages
▪A total of 152 serviced and memory care
apartments delivered in FY20 across Casebrook
and Rototuna
New sales stock
Percentage of
uncontracted stock
303
409
450
454
354
356
333
414
382
339
329
404
-
100
200
300
400
500
FY15FY16FY17FY18FY19FY20
Unit deliveryNew sale settlements
3.3%
2.4%
4.4%
5.8%
6.5%
4.0%
-
2%
4%
6%
8%
10%
FY15FY16FY17FY18FY19FY20
Full Year Report 2020
Business performance
28
New sales performance
New sale settlements and unit delivery
Uncontracted new sales stock as % of portfolio
Annual new sales contracts
-
200
400
600
800
JanFebMarAprMayJunJulAugSepOctNovDec
20202019
COVID-19 Lockdown (level 2 -4)
Committed new sales pipeline
-
50
100
150
200
250
FY15FY16FY17FY18FY19FY20
Contracts on new units deliveredPresales contracts
ResalesFY20FY19VarianceFY18
Gross proceeds ($m)176.8143.723%122.2
Realised resale gains ($m)46.136.925%28.7
Realised resale gains (%)26%26%1%24%
DMF realisation ($m)24.018.927%15.0
Villas20017316%163
Apartments463148%48
Serviced apartments1291189%87
Memory care apartments61500%3
Care Suites----
Total occupation rights38132318%301
Business overview
Resale of occupation rights
$46.1m
Realised resale gain
Record realised gain of $46.1m, up 25%
381
FullYear Report 2020
Business performance
29
▪Resales of 381 occupation rights in FY20, up from
323 in FY19 (18%)
▪Record realised resale gain of $46.1m
▪Gross proceeds of $176.8m, up 23% on FY19
▪Average gross proceeds per resale settlement of
$464k, up 4% from $445k in FY19
▪Embedded value of $199k per unit, as at 31
December 2020, up from $184k as at 31 December
2019
▪Embedded resale gain of $125k per unit, total
embedded resale gain now $556.9m
Resales
Resales stockFY20FY19FY18
Contracted1055458
Uncontracted737853
Total resales stock178132111
Contracted622927
Uncontracted133533
Villas756460
Contracted1256
Uncontracted18153
Apartments30209
Contracted292024
Uncontracted422517
Serviced apartments714541
Contracted2-1
Uncontracted-3-
Memory care apartments231
Contracted---
Uncontracted---
Care suites---
FullYear Report 2020
Business performance
30
▪Resales stock remains low with 105 retirement
units under contract and 73 retirement units
uncontracted at FY20
▪Contracted stock has increased from 54 units at
FY19 to 105 at FY20, up 94%
▪We continue to see strong demand for resale units
with available units contracting quickly and
contracted resales stock at record levels
▪Waitlist numbers continue to increase, up 17% on
FY19
Available resales stock remain at low levels
1.6%
Resales stock
73
Percentage of
uncontracted stock
Uncontracted stock
-
100
200
300
400
500
JanFebMarAprMayJunJulAugSepOctNovDec
20202019
1.5%
1.0%
1.4%
1.4%
1.9%
1.6%
-
0.5%
1.0%
1.5%
2.0%
2.5%
3.0%
FY15FY16FY17FY18FY19FY20
245
244
300
301
323
381
16%
19%
22%
24%
26%
26%
-
5%
10%
15%
20%
25%
30%
-
100
200
300
400
500
FY15FY16FY17FY18FY19FY20
Total occupation rightsRealised resale gain (%)
$133m
$199m
$327m
$392m
$483m
$557m
$97m
$124m
$170m
$217m
$270m
$327m
-
$200m
$400m
$600m
$800m
$1,000m
FY15FY16FY17FY18FY19FY20
Resales gain ($m)DMF ($m)
Full Year Report 2020
Business performance
31
Resales performance
Realised resale gain and volume
Uncontracted resales stock as % of portfolio
Annual resales contracts
Embedded value
COVID-19 Lockdown (level 2 -4)
Financial
results
FY20
32
Summerset Falls
Reported profit (IFRS)
FullYear Report 2020
Financial results
33
▪IFRS NPAT of $230.8m, up 32% on FY19
▪Fair value movement of investment property of
$221.1m, including $66.7m from new unit deliveries
▪Total revenue of $172.4m, up 12% relative to FY19
▪Total expenses of $158.3m include the following:
▪$9.2m on response to COVID-19 pandemic,
including $0.8m on PPE equipment
▪$9.5m relating to the opening of three new
villages and the continued sell down of our
developing sites
▪$4.1m on previously signalled wage increases
for all village and care staff
▪Net finance costs underpinned by movement in
market interest rates, the issuance of our third bond
and increased capitalisation to construction projects
NZ$mFY20FY19VarianceFY18
Total revenue172.4153.912%137.0
Fair value movement of investment
property
221.1165.334%209.9
Total income393.6319.223%346.9
Total expenses158.3130.222%119.1
Net finance costs13.515.4(12%)11.6
Net profit before tax221.7173.628%216.2
Tax expense / (credit)(9.0)(1.7)432%1.7
Net profit after tax230.8175.332%214.5
Movementin total expenses: 1H20 vs 2H20
* Normalised expenses excludes impact of wage and MOH subsidies
$61.8m
$70.4m
$88.6m
$96.5m
$1.2m
$1.4m
$2.0m
$9.1m
$4.5m
-
$20m
$40m
$60m
$80m
$100m
1H20
Expenses
1H20
Normalised
Expenses*
Existing
villages
(CPI)
Resumption
of BAU
activities
Investment
in staff
New
villages
and growth
Other
Investment
2H20
Normalised
Expenses*
2H20
Expenses
Fair value movement
Fair value movement of investment property FY20
$221.1m
FullYear Report 2020
Financial results
34
▪FY20 fair value movement of $221.1m, up 33.8%
on FY19
▪Fair value movement has been driven by:
▪Unit pricing ($76.6m): reflecting the tailwinds
seen in the residential property market across
the second half of 2020
▪New units built ($66.7m): value of new units
delivered in FY20
▪Growth rates ($34.4m) and discount rates
($5.3m): Changes to assumptions used by the
valuers. Short term growth rate assumptions
remain modest relative to residential housing
market indicators
▪Stock discount assumptions. Reversal of
previous discount applied to stock settled in
FY20 ($35.4m)
▪Other movements ($2.7m): Change in all
other valuers assumptions
▪Refer to the appendices (slide 47 and 48) for key
assumptions associated with the investment
property valuation
Fair value movement
Increase on FY19
33.8%
$221.1m
$66.7m
$34.4m
$5.3m
$35.4m
$2.7m
$76.6m
0
50000000
100000000
150000000
200000000
250000000
Unit pricingValue of new
units built
Growth rate
assumptions
Discount rate
assumptions
Reversal of
Valuers'
unsold stock
discount
assumptions
OtherFair Value
movement
FY20
$221.1m
$66.7m
$34.4m
$5.3m
$35.4m
$2.7m
$76.6m
$-
$50m
$100m
$150m
$200m
$250m
Unit pricingValue of new
units built
Growth rate
assumptions
Discount rate
assumptions
Reversal of
Valuers'
unsold stock
discount
assumptions
OtherFair Value
movement
FY20
Financial results
Underlying profit
Underlying profit is a non-GAAP measure and differs from NZ IFRS profit for the period. Underlying profit does not have
a standardised meaning prescribed by GAAP and therefore may not be comparable to similar financial information
presented by other entities. The Directors have provided an underlying profit measure in addition to IFRS profit to assist
readers in determining the realised and unrealised components of fair value movement of investment property,
impairment and tax expense in the Group’s income statement. The measure is used internally in conjunction with other
measures to monitor performance and make investment decisions and has been audited by Ernst & Young. Underlying
profit is a measure which the Group uses consistently across reporting periods. Underlying profit is used to determine
the dividend pay out to shareholders.
FullYear Report 2020
Financial results
35
▪Underlying profit of $98.3m, down 7% on FY19
▪This includes expenditure on our response to the
COVID-19 pandemic. Excluding this, underlying
profit would be $107.5m, up $1.3m on FY19
▪The result was underpinned by record performance
in operating earnings across our core business
functions in FY20;
▪Care fees and village services of $111.6m, up
10%
▪Deferred management fee of $60.8m, up 16%
▪Realised gain on resales of $46.1m achieved
in FY20, up 25%
▪Realised development margin of $48.2m, reflective
of the settlement of more serviced and memory care
apartments and fewer Auckland settlements
▪Underlying profit has seen an annual compounded
increase of 32% since listing on the NZX in 2011
$98.3m
Underlying
profit
7%
$9.2m
Additional COVID-19
expenditure
NZ$mFY20FY19VarianceFY18
Care fees and village services111.6101.310%91.2
Deferred management fees60.852.516%45.6
Realised gain on resales46.136.925%28.7
Realised development margin48.261.0(21%)63.7
Other income and interest received0.10.2(76%)0.2
Total income266.7251.86%229.4
Operating expenses146.8122.420%112.4
Depreciation and amortisation8.17.83%6.7
Net finance costs13.515.4(12%)11.6
Total expenses168.4145.616%130.8
Underlying profit98.3106.2(7%)98.6
Financial results
Cash flows
FullYear Report 2020
Financial results
36
▪Net operating cash flows of $266.8m, up from
$237.9m at FY19
▪Net operating business cash flow of $29.8m, up 5%
on FY19 and inclusive of expenditure on COVID-19
response
▪Net receipts from resales were up $17.3m on FY19
driven by uplift in resales margins and volumes
▪Investing cash out flows include construction
progress on larger commercial buildings to be
delivered in FY21, namely:
▪Main buildings in Avonhead and Richmond
▪Apartments in Ellerslie and Kenepuru
▪Other investing cash out flows in FY20 primarily
reflects our investment in:
▪Upgrading our assist call systems across our
villages
▪Fitout of our new Casebrook and Rototuna
care centres
▪Additional IT equipment to support staff
working from home
$266.8m
Net operating cash flows
12%
Increase on FY19
NZ$mFY20FY19VarianceFY18
Net operating business cash flow29.828.55%30.5
Receipts for residents' loans -new
sales
237.0209.413%187.3
Net operating cash flow266.8237.912%217.8
Purchase of land(43.2)(57.3)(25%)(54.7)
Construction of new IP & care
facilities
(245.9)(248.2)(1%)(213.7)
Refurb of existing IP & care
facilities
(9.4)(7.3)27%(6.4)
Other investing cash flows(8.4)(3.7)125%(6.2)
Capitalised interest paid(11.9)(10.8)10%(9.3)
Net investing cash flow(318.8)(327.4)(3%)(290.4)
Net proceeds from borrowings78.5135.6(42%)103.7
Net dividends paid(19.4)(19.5)(1%)(19.7)
Other financing cash flows(12.8)(12.6)1%(11.5)
Net financing cash flow46.3103.5(55%)72.5
NZ$mFY20FY19VarianceFY18
Investment property3,6393,10717%2,585
Other assets254.4230.910%181.3
Total assets3,8933,33817%2,766
Residents' loans1,5201,32815%1,137
Face value of bank loans & bonds*672.6587.115%451.5
Other liabilities345.5291.319%199.3
Total liabilities2,5382,20615%1,788
Net assets**1,3551,13220%978.8
Embedded value883.6752.717%609.1
NTA (cents per share)594.1502.018%438.4
Financial results
Total assets
Balance sheet
$1.0b
Retained
earnings
*Facevalueofdrawnbankdebtandretailbonds.Excludescapitalisedandamortisedbondissuecosts,andfairvalue
movementonhedgedborrowings.
**Netassetsincludessharecapital,reserves,andretainedearnings
$3.9b
FullYear Report 2020
Financial results
37
▪Total assets of $3.9b, up 17% on FY19
▪Investment property valuation of $3.6b, up 17% on
FY19
▪Retained earnings are now $1.0b, up 24% from
$837.8m at FY19. This continues to positively
impact balance sheet strength and company
gearing ratios
▪Other assets include land and buildings (primarily
care centres)
▪Care centres were valued as at 31 December 2020
(three yearly cycle)
▪Embedded value of $883.6m, $199k per unit, as at
31 December 2020, comprised of:
▪$556.9m resale gains
▪$326.7m deferred management fees
24%
17%
$5.94
$1.32
$1.02
$4.82
32.6%
32.0%
32.3%
46.2%
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
45.0%
50.0%
-
$2.0
$4.0
$6.0
$8.0
$10.0
$12.0
SUMPeer 1Peer 2Peer 3
Gearing ratio (%)
NTA per share
$4.91
$0.0
$1.0
$2.0
$3.0
$4.0
$5.0
$6.0
2011201220132014201520162017201820192020
NTA (cents per share)
Business overview
Net tangible assets
Strong financial disciplines underpinning net tangible assets and gearing
Net tangible assets and gearing*
Summerset net tangible assets per share
Retirement village operators
Full Year Report 2020
Financial results
38
$5.05
$0.0
$1.0
$2.0
$3.0
$4.0
$5.0
$6.0
2011201220132014201520162017201820192020
NTA (cents per share)
$6.00
-
$1.0
$2.0
$3.0
$4.0
$5.0
$6.0
$7.0
2011201220132014201520162017201820192020
NTA (cents per share)
* Peer results based on most recent results presentations and annual or half year reports
$5.94
-
$1.0
$2.0
$3.0
$4.0
$5.0
$6.0
$7.0
2011201220132014201520162017201820192020
NTA per share
SUMNTApershareNTApershareGearingratio
$202m
$269m
$241m
$347m
$241m
$168m
$-
$100m
$200m
$300m
$400m
$500m
$600m
$700m
$800m
$900m
Net debt FY19Underlying assets
FY19
Net debt FY20Underlying assets
FY20
Net debtUndeveloped landDevelopment WIPUnsold new stock
Financial results
Gearing ratio
Gearing ratio
35.9%
Bank & bond LVR
*Facevalueofdrawnbankdebtandretailbonds.Excludescapitalisedandamortisedbondissuecosts,andfairvalue
movementonhedgedborrowingslesscashandcashequivalents
**Gearingratiocalculation(netdebt/netdebtplusbookequity)differsfromtheSummersetGroup’sbankandbond
LVRcovenant(TotaldebtoftheSummersetGroup/PropertyvalueoftheSummersetGroup)
Net debt to underlying assets –FY20
$566m
$657m
$684m
$784m
$127m excess assets
$118m excess assets
32.6%
FullYear Report 2020
Financial results
39
▪Net debt of $656.8m* as at 31 December 2020, up
$91.1m on FY19
▪Uplift in gross debt driven by land settlements in the
period and construction progress on our developing
sites
▪$375m of retail bonds and bank facility of
approximately $750m
▪Gearing ratio of 32.6%, down from 33.3% at FY19
and underpinned by strong financial discipline
across FY20
▪Development assets exceed the value of net debt
by $127m, or 19%
NZ$mFY20FY19VarianceFY18
Gearing ratio (%)**32.6%33.3%-2%31.2%
Bank & bond LVR (%)**35.9%35.9%0%32.3%
Final
Dividend
FY20
40
$3.0m
$4.0m
$5.7m
$8.7m
$13.5m
$14.5m
$13.7m
$7.0m
$4.6m
$7.5m
$11.3m
$15.9m
$16.2m
$17.5m
$16.0m
$-
$5m
$10m
$15m
$20m
$25m
$30m
$35m
FY13FY14FY15FY16FY17FY18FY19FY20
InterimFinal
Financial results
FullYear Report 2020
Final dividend
41
▪The Board has declared an unimputed final
dividend of 7.0 cents per share
▪This bring total dividends for the 2020 year (interim
and final) to 13.0 cents per share
▪The dividend reinvestment plan (DRP) will apply to
this dividend enabling shareholders to take shares
in lieu of the cash dividend
▪A discount of 2% will be applied when determining
the price per share of shares issued under the DRP
▪Eligible investors wishing to take up the DRP must
register by 5.30pm NZT on Wednesday 10 March
2021. Any applications received on or after this time
will be applied to subsequent dividends
▪The final dividend will be paid on Monday 22 March
2021. The record date for final determination of
entitlements to the final dividend is Tuesday 9
March 2021
▪The dividend policy remains 30% to 50% of
underlying profit for the full year period. As
previously indicated, dividend payments are likely
to continue to be at the bottom end of this range
given the growth opportunities present for the
business at this time
Declared FY20 final dividend of 7.0 cents per
share
Dividend payout per year
Dividend per share
1.4
1.9
2.6
3.9
6.0
6.4
6.0
3.3
2.1
3.4
5.1
7.1
7.2
7.7
7.0
0
2
4
6
8
10
12
14
16
FY13FY14FY15FY16FY17FY18FY19FY20
InterimFinal
Final dividend
Questions
FY20
42
Disclaimer
Full Year Report 2020
Disclaimer
43
▪This presentation may contain projections or forward looking statements regarding a variety of items. Such forward looking
statements are based upon current expectations and involve risks and uncertainties
▪Actual results may differ materially from those stated in any forward looking statement based on a number of important factors
and risks
▪Although management may indicate and believe the assumptions underlying the forward looking statements are reasonable,
any of the assumptions could prove inaccurate or incorrect and, therefore, there can be no assurance that the results
contemplated in the forward looking statements will be realised
▪Furthermore, while all reasonable care has been taken in compiling this presentation, Summerset accepts no responsibility for
any errors or omissions
▪This presentation does not constitute investment advice
Appendix
FY20
44
Appendix
FY20 underlying profit reconciliation
Reconciliation of underlying profit to reported net profit after tax
*Underlyi ngprofi tisanon-GAAPmeas ureanddi ffersfromNZIFRSprofi tfortheperiod.Underlyi ngprofitdoesnothaveas tandardisedmeaningpres cri bedbyGAAPandthereforemaynotbe
c omparabl etosi milarfi nanci ali nformationpresentedbyotherenti ties.TheDi rec torshav eprovi dedanunderlyi ngprofi tmeas ureinaddi tiontoIFRSprofittoassis treadersindetermi ningtherealisedand
unrealisedcomponentsoffairvaluemovementofi nvestmentproperty,i mpairmentandtaxexpenseintheGroup’si ncomestatement.Themeasureisusedi nternallyinconjuncti onwithothermeasuresto
moni torperformanc eandmak einv es tmentdecisi onsandhasbeenauditedbyErns t&Young.Underlyi ngprofi tisameas urewhic htheGroupus esc onsis tentlyac ros sreportingperiods.Underlyi ngprofi t
isus edtodetermi nethedi v idendpayouttos hareholders.
Full Year Report 2020
Appendix
45
FY20FY19VarianceFY18
Financial (NZ$m)
Net profit before tax (IFRS)221.7173.628%216.2
Net profit after tax (IFRS)230.8175.332%214.5
Add impairment of assets3.4---
Less fair value movement of investment property(221.1)(165.3)34%(209.9)
Add realised gain on resales46.136.925%28.7
Add realised development margin48.261.0(21%)63.7
Add/(less) deferred tax expense/(credit)(9.0)(1.7)432%1.7
Underlying profit*98.3106.2(7%)98.6
Historical trends
Underlying profit 9 year CAGR of 32%
*Compoundannualgrow thrate
**Uni tsdel i veredi nc ludesreti rementuni ts ,memoryc areapartmentsandc ares ui tes
***Careuni tsi ncludecarebeds,memorycareapartmentsandcaresui tes
****Underlyi ngprofi tdi ffersfromNZIFRSreportedprofi taftertax.Themeas urehasbeenaudi tedbyErns t&Young.Refertoslide45forarec onciliati onbetw eenthetwomeasures ,andnote2ofthe
fi nanc ials tatementsfordetai lonthec omponentsofunderl yingprofi t
Full Year Report 2020
Appendix
46
Full Year Results9 Year CAGR*FY20FY19FY18FY17FY16
FY11
NZX listed
Operational
New sales of occupation rights16%404329339382414108
Resales of occupation rights13%381323301300244123
Total sales15%785652640682658231
New units delivered**13%356354454450409122
Total units in portfolio**13%
4,4424,0863,7323,2782,828
1,486
Care units in portfolio***13%
972868868816758
327
Financial (NZ$m)
Total revenue ($m)20%172.4153.9137.0110.586.133.7
Net profit after tax ($m)56%230.8175.3214.5239.9145.54.3
Underlying profit**** ($m)32%98.3106.298.681.756.68.1
Net operating cash flow ($m)22%266.8237.9217.8207.7192.643.7
Total assets ($m)23%3,8933,3382,7662,2331,707616.9
Total equity ($m)22%1,3551,132978.8785.8545.6233.4
Interest bearing loans and borrowings ($m)29%687.1597.1452.8347.2274.069.1
Cash and cash equivalents ($m)-15.821.57.57.68.79.0
Gearing ratio (Net D/ Net D+E)-32.6%33.3%31.2%30.2%32.7%20.5%
EPS (cents) (IFRS profit)52%102.378.697.1109.866.92.4
NTA (cents)21%594.1502.0438.4355.1249.9109.3
Development margin (%)-20%28%33%27%22%6%
Appendix
Fair value movement
Fair value movement of investment property –key assumptions
Full Year Report 2020
Appendix
47
Fair value movement of
investment property
Value of
investment
property*
Fair value
gain/(loss)
Key valuation assumptions
VillageLocationNZ$mNZ$m
Discount
rate
Growth rate
Yr 1
Growth rate
Yr 2
Growth rate
Yr 3
Growth rate
Yr 4
Growth rate
Yr 5+
Summerset by the ParkManukau155.23.413.50%2.0%1.0%2.0%2.5%3.5%
Summerset by the LakeTaupo69.36.215.75%2.0%1.0%2.0%2.5%3.5%
Summerset in the BayNapier83.49.613.75%3.3%2.8%2.5%2.5%3.5%
Summerset in the OrchardHastings87.77.214.75%3.3%2.8%2.5%2.5%3.5%
Summerset in the VinesHavelock North71.58.514.50%3.3%2.8%2.5%2.5%3.5%
Summerset in the River CityWanganui35.62.516.00%2.0%1.0%1.5%2.0%2.5%
Summerset on SummerhillPalmerston North54.54.814.75%2.0%1.0%2.0%2.5%3.5%
Summerset by the RangesLevin34.53.815.75%2.0%1.0%2.0%2.5%3.5%
Summerset on the CoastParaparaumu65.14.014.50%2.0%1.0%2.0%2.5%3.5%
Summerset at AoteaAotea112.37.114.25%2.0%1.0%2.0%2.5%3.5%
Summerset in the SunNelson162.513.313.75%2.0%1.0%2.0%2.5%3.5%
Summerset at BishopscourtDunedin55.04.714.75%2.0%1.0%2.0%3.0%3.5%
Summerset down the LaneHamilton141.15.814.00%2.0%1.0%2.0%2.5%3.5%
Summerset Mountain ViewNew Plymouth79.87.314.75%2.0%1.0%2.0%2.5%3.5%
Summerset FallsWarkworth189.27.014.00%2.0%1.0%2.0%2.5%3.5%
Summerset at KarakaKaraka188.63.914.25%2.0%1.0%2.0%2.5%3.5%
Summerset at WigramWigram125.44.814.50%2.0%1.0%2.0%3.0%3.5%
Summerset at the CourseTrentham177.011.514.00%2.0%1.0%2.0%2.5%3.5%
Summerset by the SeaKatikati103.87.215.00%2.0%1.0%2.0%2.5%3.5%
Total for completed villages1,991122.6
*Val ueofnonl andc api talw orkinprogres snotrepres entedintheabov etabl e
Appendix
Fair value movement
Fair value movement of investment property –key assumptions
Full Year Report 2020
Appendix
48
Fair value movement of
investment property
Value of
investment
property*
Fair value
gain/(loss)
Key valuation assumptions
VillageLocationNZ$mNZ$m
Discount
rate
Growth rate
Yr 1
Growth rate
Yr 2
Growth rate
Yr 3
Growth rate
Yr 4
Growth rate
Yr 5+
Summerset at Monterey ParkHobsonville267.03.514.00%2.0%1.0%2.0%2.5%3.5%
Summerset at Heritage ParkEllerslie243.921.115.00%2.0%1.0%2.0%2.5%3.5%
Summerset RototunaRototuna137.512.015.25%2.0%1.0%2.0%2.5%3.5%
Summerset on CavendishCasebrook148.321.415.25%2.0%1.0%2.0%3.0%3.5%
Summerset Richmond RangesRichmond59.09.916.00%2.0%1.0%2.0%2.5%3.5%
Summerset at AvonheadAvonhead69.02.716.00%2.0%1.0%2.0%3.0%3.5%
Summerset on the LandingKenepuru46.57.516.50%2.0%1.0%2.0%2.5%3.5%
Summerset PalmsTe Awa37.79.116.50%2.0%1.0%2.0%2.5%3.5%
Summerset by the DunesPapamoa Beach29.05.116.50%2.0%1.0%2.0%2.5%3.5%
Summerset at Pohutukawa PlaceBell Block15.82.016.50%2.0%1.0%2.0%2.5%3.5%
Summerset BoulcottLower Hutt14.31.4n/an/an/an/an/an/a
Summerset St JohnsSt Johns40.71.5n/an/an/an/an/an/a
Summerset WhangareiWhangarei9.50.2n/an/an/an/an/an/a
Total for villages in development1,11897.3
Total for proposed villages191.91.3
Total for all villages3,301221.1
*Val ueofnonl andc api talw orkinprogres snotrepres entedintheabov etabl e
Appendix
Care centre valuation
Care centre valuation –key assumptions
Full Year Report 2020
Appendix
49
*Bui l ts ubs equenttothel as tc arec entrev al uationasat31Dec ember2017
**Val uei nc ludesc arebedsandas s oc iatedc areprofi tsfroms erv icedandmemoryc areapartments
Value of care facilitiesTotal care bedsValue of care facility
Assumed
capitalisation rate
Assumed value per
equivalent bed**
VillageLocationNo.NZ$m%NZ$'000
Summerset by the ParkManukau5410.211.00%182.8
Summerset in the BayNapier487.712.00%127.4
Summerset in the VinesHavelock North454.512.50%103.8
Summerset in the River CityWanganui372.913.00%71.3
Summerset on SummerhillPalmerston North444.313.50%98.6
Summerset by the RangesLevin415.313.50%103.1
Summerset on the CoastParaparaumu444.413.00%101.0
Summerset in the SunNelson599.612.25%122.1
Summerset at BishopscourtDunedin426.512.50%130.5
Summerset down the LaneHamilton497.812.00%122.9
Summerset Mountain ViewNew Plymouth527.713.50%118.8
Summerset FallsWarkworth416.812.00%128.6
Summerset at KarakaKaraka5010.012.00%163.5
Summerset at WigramWigram498.911.75%128.9
Summerset at the CourseTrentham445.412.00%95.1
Summerset by the SeaKatikati273.613.50%121.1
Summerset at Heritage ParkEllerslie5810.711.00%165.0
Total for existing care facilities784116.2
Summerset at Monterey ParkHobsonville529.811.00%162.4
Summerset RototunaRototuna368.512.00%116.3
Summerset on CavendishCasebrook439.012.00%122.3
Total for new care facilities*13127.2
Total for all villages915143.4
Appendix
Portfolio as at 31 December 2020
4,442 total units and 915 care beds
Full Year Report 2020
Appendix
50
Existing portfolio -as at 31 December 2020
VillageVillasApartments
Serviced
apartments
Memory care
apartments
Care suitesCare beds
Total units and
care beds
Ellerslie36 144 57 --58 295
Hobsonville125 73 52 --52 302
Karaka182 -59 --50 291
Manukau89 67 27 --54 237
Warkworth202 2 44 --41 289
Auckland634 286 239 --255 1,414
Hamilton183 -50 --49 282
Rototuna142 -56 20 7 36 261
Taupo94 34 18 ---146
Waikato419 34 124 20 7 85 689
Katikati156 -20 --27 203
Papamoa Beach21 -----21
Bay of Plenty177 -20 --27 224
Hastings146 5 ----151
Havelock North94 28 ---45 167
Napier94 26 20 --48 188
Te Awa40 -----40
Hawke's Bay374 59 20 --93 546
Bell Block10 -----10
New Plymouth108 -40 --52 200
Taranaki118 -40 --52 210
Appendix
Portfolio as at 31 December 2020
4,442 total units and 915 care beds
Full Year Report 2020
Appendix
51
Existing portfolio -as at 31 December 2020
VillageVillasApartments
Serviced
apartments
Memory care
apartments
Care suitesCare beds
Total units and
care beds
Levin64 22 -10 -41 137
Palmerston North90 12 ---44 146
Wanganui70 18 12 --37 137
Manawatu-Wanganui224 52 12 10 -122 420
Aotea96 33 38 ---167
Kenepuru39 -----39
Paraparaumu92 22 ---44 158
Trentham231 12 40 --44 327
Wellington458 67 78 --88 691
Nelson214 -55 --59 328
Richmond68 -----68
Nelson-Tasman282 -55 --59 396
Avonhead86 -----86
Casebrook158 -56 20 -43 277
Wigram159 -53 --49 261
Christchurch403 -109 20 -92 624
Dunedin61 20 20 --42 143
Otago61 20 20 --42 143
Total3,1505187175079155,357
Appendix
Future development
Largest New Zealand land bank for a retirement village operator of 5,612 units and beds
Full Year Report 2020
Appendix
52
Landbank –as at 31 December 2020
VillageVillasApartments
Serviced
apartments
Memory care
apartments
Care suitesCare beds
Total units and
care beds
Whangarei217 -
6020
27
7331
Northland 217 -60 20 27 7 331
Ellerslie2 74 ----
76
Half Moon Bay-224 50 20 48 -
342
Hobsonville38 -----
38
Milldale103 120 60 20 27 7
337
Parnell-216 36 20 44 -
316
St Johns-225 73 -30 -
328
Auckland143 859 219 60 149 7 1,437
Papamoa Beach190 -
60
20 27 7
304
Bay of Plenty190 -60 20 27 7 304
Cambridge260 -60 20 27 7
374
Rototuna46 -----
46
Waikato306 -60 20 27 7 420
Bell Block212 -
60
20 27 7
326
Taranaki212 -60 20 27 7 326
Te Awa201 -
56
20 14 29
320
Hawke's Bay201 -56 20 14 29 320
Kenepuru73 48
86
20 14 29
270
Lower Hutt46 109
56
10 24 -
245
Waikanae217 -
60
20 27 7
331
Wellington336 157 202 50 65 36 846
Appendix
Future development
Largest New Zealand land bank for a retirement village operator of 5,612 units and beds
Full Year Report 2020
Appendix
53
Landbank –as at 31 December 2020
VillageVillasApartments
Serviced
apartments
Memory care
apartments
Care suitesCare beds
Total units and
care beds
Richmond200 -
56
20 14 29
319
Nelson-Tasman200 -56 20 14 29 319
Blenheim148 -
61
20 27 7
263
Marlborough148 -61 20 27 7 263
Avonhead79 -79 20 14 29
221
Casebrook112 -----
112
Rangiora261 -60 20 27 7
375
Prebbleton224 -60 20 27 7
338
Canterbury676 -199 60 68 43 1,046
Total NZ2,6291,0161,0333104451795,612
Cranbourne North145 -50 36 36 -
267
Torquay203 -53 18 18 -
292
Total Australia348-10354 54 -559
Total NZ and Australia2,9771,0161,1363644991796,171
Appendix
Demographics
Population over 75 years forecast to grow 245% from 2020 to 2073
Population growth 75 years and over
Per annum population growth 75 years and over
FullYear Report 2020
Appendix
54
0%
2%
4%
6%
8%
10%
12%
14%
16%
18%
-
200,000
400,000
600,000
800,000
1,000,000
1,200,000
2002200720122016202020232028203320382043204820532058206320682073
NZ population 75+ (left hand axis)
% population 75+ (right hand axis)
-
5,000
10,000
15,000
20,000
25,000
2002-20072007-20122012-20162016-20202020-20232023-20282028-20332033-20382038-20432043-20482048-20532053-20582058-20632063-20682068-2073
NZ population 75+ per annum growth
-
129
219
407
470
528
652
732
795
921
983
1,109
1,272
1,364
1,486
1,646
1,855
2,116
2,419
2,828
3,278
3,732
4,086
129
90
188
63
58
124
80
63
126
62
126
163
80
122
160
209
261
303
409
450
454
354
356
129
219
407
470
528
652
732
795
921
983
1,109
1,272
1,352
1,486
1,646
1,855
2,116
2,419
2,828
3,278
3,732
4,086
4,442
0
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000
4,500
5,000
199719981999200020012002200320042005200620072008200920102011201220132014201520162017201820192020
Total units
Existing unitsNew units delivered
Appendix
Summerset growth
23 years of consistent delivery and growth
Summerset build rate
FullYear Report 2020
Appendix
55
New units delivered includes retirement units, memory care apartments and care suites
Appendix
Customer profile & occupancy
Occupancy, tenure and resident demographic statistics
Occupancy –retirement villages
Occupancy –established care centres
Average entry age of residents (years)Average tenure (years)
FullYear Report 2020
Appendix
56
97%
96%
96%
-
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
FY18FY19FY20
96%
96%
96%
-
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
FY18FY19FY20
5.3
6.0
6.5
4.2
5.9
4.6
2.2
2.1
2.7
-
1
2
3
4
5
6
7
FY18FY19FY20
VillasApartmentsServiced & memory care apartments
78.8
78.8
78.7
79.5
80.0
78.8
85.0
85.3
85.4
60.0
65.0
70.0
75.0
80.0
85.0
90.0
FY18FY19FY20
VillasApartmentsServiced & memory care apartments
Ngā mihi
For more information:
Scott Scoullar
Chief Financial Officer & Deputy CEO
scott.scoullar@summerset.co.nz
029 894 7317
Jenny Bridgen
Communications Manager
jenny.bridgen@summerset.co.nz
021 408 215
57
---
Results announcement
(for Equity Security issuer/Equity and Debt Security
issuer)
Results for announcement to the market
Name of issuer Summerset Group Holdings Limited
Reporting Period 12 months to 31 December 2020
Previous Reporting Period 12 months to 31 December 2019
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$172,422 12.0%
Total Revenue $172,422 12.0%
Net profit/(loss) from
continuing operations after
tax
$230,776 31.7%
Total net profit/(loss) after tax $230,776 31.7%
Underlying profit* $98,304 -7.4%
Final Dividend
Amount per Quoted Equity
Security
$0.07 per Ordinary Share
Imputed amount per Quoted
Equity Security
Not imputed
Record Date 9 March 2021
Dividend Payment Date 22 March 2021
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security
$5.94 $5.02
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
See also other attached documents (annual report, media
release, results presentation and distribution notice).
* Underlying profit is a non-GAAP measure and differs from
NZ IFRS profit for the period. Underlying profit does not have
a standardised meaning prescribed by GAAP and therefore
may not be comparable to similar financial information
presented by other entities. The Directors have provided an
underlying profit measure in addition to IFRS profit to assist
readers in determining the realised and unrealised
components of fair value movement of investment property,
impairment and tax expense in the Group’s income statement.
The measure is used internally in conjunction with other
measures to monitor performance and make investment
decisions. Underlying profit is a measure which the Group
uses consistently across reporting periods. Underlying profit is
used to determine the dividend pay-out to shareholders.
Authority for this announcement
Name of person
authorised
to make this announcement
Robyn Heyman
Contact person for this
announcement
Robyn Heyman
Contact phone number 027 506 5562
Contact email address robyn.heyman@summerset.co.nz
Date of release through MAP
23 February 2021
Audited financial statements accompany this announcement.
---
Distribution Notice
Please note: all cash amounts in this form should be provided to 8 decimal places
Section 1: Issuer information
Name of issuer Summerset Group Holdings Limited
Financial product name/description Ordinary Shares
NZX ticker code SUM
ISIN (If unknown, check on NZX
website)
NZSUME0001S0
Type of distribution
(Please mark with an X in the
relevant box/es)
Full Year X Quarterly
Half Year Special
DRP applies X
Record date 09/03/2021
Ex-Date (one business day before
the Record Date)
08/03/2021
Payment date (and allotment date for
DRP)
22/03/2021
Total monies associated with the
distribution
1
$16,014,971.98000000 based on the number of shares
currently on issue. Final amount may differ as a result
of an expected allotment of ordinary shares under
Summerset’s Share Option Plan on or around 3 March
2021
Source of distribution (for example,
retained earnings)
Retained earnings
Currency NZD
Section 2: Distribution amounts per financial product
Gross distribution
2
$0.07000000
Total cash distribution
3
$0.07000000
Excluded amount (applicable to listed
PIEs)
$0.00000000
Supplementary distribution amount $0.00000000
Section 3: Imputation credits and Resident Withholding Tax
4
Is the distribution imputed No imputation
If fully or partially imputed, please
state imputation rate as % applied
N/A
Imputation tax credits per financial
product
N/A
1
Continuous issuers should indicate that this is based on the number of units on issue at the date of the form
2
“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of
Resident Withholding Tax (RWT).
3
“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.
This should include any excluded amounts, where applicable to listed PIEs.
4
The imputation credits plus the RWT amount is 33% of the gross distribution for the purposes of this form. If the distribution is fully
imputed the imputation credits will be 28% of the gross distribution with remaining 5% being RWT. This does not constitute advice
as to whether or not RWT needs to be withheld.
Resident Withholding Tax per
financial product
$0.02310000
Section 4: Distribution re-investment plan (if applicable)
DRP % discount (if any)
2%
Start date and end date for
determining market price for DRP
10/03/2021 16/03/2021
Date strike price to be announced (if
not available at this time)
17/03/2021
Specify source of financial products
to be issued under DRP programme
(new issue or to be bought on
market)
New issue
DRP strike price per financial product
TBA
Last date to submit a participation
notice for this distribution in
accordance with DRP participation
terms
10/03/2021
Section 5: Authority for this announcement
Name of person
authorised to make
this announcement
Robyn Heyman
Contact person for this
announcement
Robyn Heyman
Contact phone number +64 27 506 5562
Contact email address robyn.heyman@summerset.co.nz
Date of release through MAP
23/02/2021
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.