Summerset Group Holdings Limited logo

Financial Results for the Year Ended 31 December 2020

Full Year Results22 February 2021SUMHealthcare

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

E


T

E

A

M
































































































































































S

T

R

O

N

G


E

N

O

U

G

H


T

O


C

A

R

E





































S

T

R

I

V

E


T

O


B

E


T

H

E


B

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.