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NZK FY21 Annual Report

Annual Report30 April 2021NZKConsumer Staples

ANNUAL REPORT FY21
1

Annual Report 2021

John Ryder
CHAIR

Grant Rosewarne

MANAGING

DIRECTOR & CEO

Chair & CEO

Report

Due to a change in balance date the results

reported are for a period of 7 months. During

this time the country was struggling with

the Covid-19 global pandemic, but our

performance was still credible.

FINANCIAL UPDATE

Our results have been impacted by a number of items,

primarily related to Covid, which include provisions made

against frozen whole fish inventories, additional airfreight

expenses, sales of excess frozen fish at a loss and additional

storage and distribution costs on excess frozen inventory.

The full financial impact of excess inventory, caused by

the pandemic, has been absorbed into these results with

appropriate contingencies built in.

Sales volumes increased to above pre-Covid levels due to

a higher number of retail promotions while the foodservice

market was impacted by Covid.

We have also decided to change our financial year from

June 30 to January 31 to reduce uncertainty. With a June 30

balance date, the summer result - and the potentially high

mortality cost that goes with it - was not known until close

to the end of the financial year. With the new balance date,

summer now takes place at the beginning of the year, allowing

9 months of greater certainty. In future we will provide guidance

after summer, which was previously not practical.

BUSINESS UPDATE

While we retain our focus on growing the unique King salmon

species, we continue to diversify in the opportunities for

premium salmon products across many categories, geographies

and channels. Most recently, we listed a new Ōra King cold

smoked retail pack in a high-end Italian specialty retailer and

our new Ōra King whole fish variety June Hog was introduced

to chefs just before Christmas. We will soon introduce Ōra King

Keiji, a young, delicate salmon, to chefs around the world. Our

Regal Maple range in New Zealand was launched over Christmas

to capitalise on our consumers’ appetite for new flavoursome

varieties of smoked salmon.

We continue to plan for the impact of climate change, and this

year we introduced the Prescient Aquaculture Model, which

focuses on having the right sized fish in the best locations to

optimise existing inshore space.

Fish performance continued to be a focus for the company

with our feed conversion ratio consistent with results generally

achieved during the second half of each calendar year. Mortality

levels were impacted by higher levels of fish maturation with the

harvest delayed through the April to June 2020 period as well as

warmer water temperatures in January 2021.

ANNUAL REPORT FY21

3

CHAIR & CEO REPORT

The unique pattern of a fingerprint in our

front cover design represents our own

distinctive identity here at New Zealand

King Salmon.

The inclusion of our fish motif within the

fingerprint indicates that just as a school

of fish moves instinctively as one, the

combined efforts of our team members,

partners and stakeholders help us to

move towards our common goal.

John Ryder
CHAIR

Grant Rosewarne

MANAGING DIRECTOR & CEO

Omega Innovations

A separate division based in Nelson

creating high-value brands from

remaining raw materials.

OUR OPERATIONS

Freshwater &

Broodstock facilities

We operate three freshwater

facilities for broodstock,

smolt and as risk mitigation.

Broodstock

Broodstock are tagged and

monitored throughout their lives.

Each year salmon are assessed for

specific performance traits which

enable us to determine the best

specimens of our unique breed.

Seafarms

Following transfer from

freshwater hatcheries,

salmon are grown for up

to 18 months in one of

our sea farms.

Harvest

Salmon are humanely harvested

at sea and transferred back

to our processing facilities in

Nelson on the same day.

Processing

Salmon are weighed, gilled and

gutted. Depending on final use,

further processing can take place

including filleting, portioning

or smoking.

Branding

The highest quality whole

salmon are branded Ōra King

and individually numbered for

traceability. A wide variety of

fresh, smoked and value-added

products are dispatched to retail

customers under our Regal,

Southern Ocean, Big Catch and

Omega Plus brands.

Aquaculture

This division includes nine

operational sea farm sites in

the Marlborough Sounds, three

freshwater facilities in Golden

Bay and Canterbury, and an

aquaculture office in Picton.

OUR DIVISIONS

Processing

This division includes HACCP-

approved processing facilities in

Nelson involved in the primary and

value-added processing of our salmon

products. The Processing division also

includes Engineering, Food Safety and

Quality & Compliance.

Supply Chain

Based in Nelson, the Supply Chain

division includes Production

Planning, Logistics, Coldstore and

Pick and Pack/Dispatch teams,

Procurement, Customer Services,

ICT and Program Management.

Sales, Brands, Sustainability

& New Product Development

(NPD)

Our Sales, Brands, Sustainability and

NPD teams are grouped by market

and by channel. Our Auckland

office supports our domestic sales

and marketing activity, and we

have various international Sales

Representative arrangements. Our

Brands, Sustainability and NPD teams

are mainly based in Nelson.

Corporate Services

Based in our head office in Nelson,

the Corporate Services division

comprises our Finance and People

& Culture team members.

Fish Welfare

We employ an expert team to

support our production team in

implementing our Fish Health

Management Plan, which aims

to minimise disease and physical

damage within our stock.

From Egg to Plate

To supply our future anticipated sea farms volume, we require

greater capacity and efficiencies at the freshwater stage. The

first stage in a 3-phase project for our Tentburn hatchery has

been completed with a facility to incubate and hatch eggs.

Underpinning our work is a comprehensive commitment to

sustainability and ocean health which the Government’s

Aquaculture strategy highlighted as crucial. As proven by

Norway, aquaculture has the potential to become New

Zealand’s most valuable industry and greenest primary sector.

This year we have continued to work with third party

certifications and partners to provide transparency and

traceability in a wide range of environmental and social projects.

This is our first year in publishing a Modern Slavery Statement

which will contribute positively to our ongoing actions for

an ethical supply chain and a commitment to our team and

partners’ wellbeing.

OUTLOOK

The Board expects to provide market guidance in mid to late

2021. The Board has yet to make a decision on the resumption

of dividends.

We anticipate our average price will return to pre-Covid levels

around June, but margins will still be affected by higher freight

and distribution costs. With the freight situation unlikely to

improve for the foreseeable future, we will be reviewing our

pricing around the middle of the calendar year to recover some

of these ongoing costs.

If granted later this year, our Blue Endeavour application to farm

in the open ocean will be a first for New Zealand. When fully

implemented, Blue Endeavour will create 340 green jobs and

have an annual revenue of $200 million. This will take us a step

closer to our vision of being the world’s most premium salmon

company and a significant and positive business presence in the

Top of the South region.

We are seeing 2021 as a year of opportunity to achieve our future

farming vision, contributing to the NZ Aquaculture Industry’s

goal of being New Zealand’s primary industry of the future.

THE OPPORTUNITIES:

1. Blue Endeavour open ocean farm: Our application for a

farm north of the Marlborough Sounds when consented would

see the first harvest in CY24 and we are confident in utilising

existing technology to do so.

2. Farm relocation: This is a joint proposal between NZKS and

participating Marlborough iwi aquaculture organisations.

It has been over 5 years awaiting a resolution and we are

currently in discussions with iwi representatives and MPI

officials to reinvigorate this proposal. We remain committed to

achieving a successful outcome from this initiative.

3. Beyond Blue Endeavour: As part of our plans for open ocean

aquaculture, NZKS is keen to pursue further developments off

the east coast of the South Island, including current consents

for monitoring equipment off Rakiura.

SUMMARY:

The Board would like to take this opportunity to acknowledge

and thank the entire New Zealand King Salmon team for

the past seven months, for demonstrating resilience and

commitment following the challenges of the lockdown. There

are challenges ahead but the work since the initial lockdown has

been outstanding.

We would also like to thank our shareholders, customers, our

community and our partners.

We look forward to an exciting year ahead, in anticipation of a

successful outcome with our Blue Endeavour application.

TONNES

HARVESTED4,880

$

9 5.2

44

%

56

%

million

FY21 (7 MONTHS)

REVENUE OF

TOTAL SALES

NEW ZEALANDEXPORT

PRO FORMA

OPERATING

EBITDA

(7 MONTHS)

$

1 0.0

million

SALES VOLUME OF

(7 MONTHS)

4 ,1 1 7

mt

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

54

CHAIR & CEO REPORTFROM EGG TO PLATE

Pro-FormaGAAP
FY21FY20% chg.FY20FY21FY20

NZ$000s(7 months)(7 months)(12 months)(7 months)(12 months)

Volume Sold (MT)4,1174,0701%6,3314,1176,331

Revenue95,239101,126-6%155,34495,239155,344

Gross Margin20,38035,086-42%47,34614,15258,349

Gross Margin %21%35%30%15%38%

Other Operating Income6,2851294786%4,2475414,247

EBITDA9,96419,604-49%25,071(2,008)36,074

EBITDA %10%19%16%-2%23%

EBIT4,97515,199-67%17,123(7,977)26,689

NPAT2,34810,388-77%11,240(7,079)18,004

FY212H211H21

(7 Months)(7 Months)(7 Months)

Harvest Volume (MT)4,8807304,150

Feed Conversion Ratio (FCR)1.691.541.73

Mortality Value ($000s)8,2533,1755,077

Closing Livestock Biomass6,8666,8666,944

Feed Cost ($ / kg of feed)2.532.422.54

Future

Development

Innovation Award

Adrian King was

recognised for

developing a new feeding solution

– which allows many farms to

feed their fish from a single

location, resulting in fewer boat

movements, faster sharing of

information and a more efficient

and effective feeding system.

Covid-19 Response

Award

This award was given in

recognition of our health

and safety initiatives

and commitment to our

employees during the pandemic

with special mention to the Senior

Leadership Team, Engineering

Project Supervisor Joe de Roo and

Senior Health Safety and Wellness

Advisor Cameron Johnston.

SEAFOOD STARS

AWARDS 2020

WINNER

WINNER

Awards

Going Circular

Award

Our Omega Innovations

team was named as a

finalist for the Going

Circular Award for their

work in creating premium pet food

and fishing burley, reducing our

waste and maximising the potential

of the whole fish, from nose to tail.

SUSTAINABLE

BUSINESS

NETWORK AWARDS

2020

FINALIST

Value of Design

Award

Our Ōra King brand

won the prestigious

Value of Design award

at this annual showcase

of excellence in graphic, spatial,

product, digital and motion design.

Judges said: “Ōra King’s approach

and global success should serve as a

new benchmark for adding value to

New Zealand’s exceptional food and

beverage export offerings.”

Platinum Winner

Video Production

Platinum Winner

Web-based

Production

Our Omega Plus team was

recognised for their innovative

television advertisement

created during the New Zealand

lockdown in 2020. These awards

honour excellence in digital

creativity and branding.

DESIGNERS

INSTITUTE OF NEW

ZEALAND BEST

DESIGN AWARDS

2020

AVA DIGITAL AWARDS

2021

WINNER

WINNER

Summary financial

information

Lee Fish Award for

Market Innovation

and Value-Added

The inaugural Seafood

Sustainability Awards

were held in the Grand Hall at

Parliament in August. We were

delighted to win the Lee Fish

Award for Market Innovation and

Value-Added for world-leading

waste minimisation, work on

plastics and the development of

an environmental certification

programme.

SEAFOOD

SUSTAINABILITY

AWARDS 2020

WINNER

Key Drivers:

• Covid-related expenses and clearance of excess inventory at lower prices.

• Fair value adjustments on livestock due to Covid margin impact.

• Treatment of FX close-outs.

FISH PERFORMANCE

Fish performance continues to be a key focus for the business.

• Harvest volumes for the 7 months of 4,880 MT.

• Feed Conversion Ratio consistent with results generally achieved

during the second half of each calendar year.

• Mortality levels impacted by higher levels of fish maturation

with the harvest delayed through the April to June 2020 period.

January mortality elevated due to warmer temperatures, but

has since declined (February ~$2.2m, March ~$1.8m (estimate)).

• Biomass in the water has now returned to normal levels.

GROUP FINANCIAL PERFORMANCE

BIOLOGICAL PERFORMANCE

FY17

NZ$m

FY18FY19FY20FY21

(7 Months)

PRO FORMA

OPERATING EBITDA

STATUTORY NPAT

0

5

10

15

20

25

30

FY17

NZ$m

FY18FY19FY20FY21

(7 Months)

(10)

(5)

0

5

10

15

20

25

22.8

16.1

11.4

18.0

(7.1)

21.6

26.2

25.2

25.1

10.0

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

76

AWARDSFINANCIAL SUMMARY

Looking
ahead to Blue

Endeavour

Highlights

Open ocean farming is the way of the future

for aquaculture and our Blue Endeavour

application is nearing its hearing date.

The application to farm in the Cook Strait, 7kms north of Cape

Lambert, is likely to go to a hearing later in the year once

submitters have been fully consulted.

If successful this will drive significant economic benefits to

the region, eventually delivering over 340 green jobs to the

Top of the South with an associatedrevenue of $200 million.

The earliest possible harvest is mid CY24.

The site will have two blocks of pens and produce 4,000t per

18-month cycle and provide better conditions to grow our fish.

We have developed a wide range of management plans

relating to birds, marine mammals and sharks, fish, navigation

and safety management, management of biosecurity,

landscape and recreation. These have been developed ahead

of a pre-hearing discussion with a range of submitters,

including iwi, Department of Conservation and Environmental

Defence Society.

Open ocean finfish farming is one of the key initiatives of the

Government’s Aquaculture Strategy which was launched

in September 2019 with the target of $3 billion to be reached

by 2035.

New Zealand Trade and Enterprise (NZTE) commissioned

EnviroStat to create an independent business case for Open

Ocean Finfish Aquaculture, published last year. The report

discussed the benefits open ocean aquaculture can deliver

and highlighted the high demand for King salmon.

New Zealand is not short of space in the ocean which is 21

times larger than our land mass. There is significant benefit to

the economy and the environment by using just a fraction of

that ocean space for aquaculture.

As climate change continues to impact our business

operations, particularly in seawater farms, we are optimising

our existing farms to deal with the changing conditions. We

expect to achieve this by prioritising smaller fish into our

cooler farm sites and moving them as they grow to ensure

they are in the best site for each stage of growth.

Once Blue Endeavour is up and running, our warmer Pelorus

sites may be farmed outside of summer to minimise risk.

Our Community

The ongoing restrictions around Covid-19 led to a number of

community events being postponed or cancelled, however

we were thrilled to take part in Marlborough’s Friday Night

Feast event in early October 2020. Our Ōra King team

served up cold-smoked Ōra King salmon to raise money for

the Kaipupu Wildlife sanctuary. We were also at the Picton

Maritime Festival in January where Seawater Manager Mark

Preece gave filleting and pin-boning demonstrations and

the NZKS team was on the barbecue selling fresh and hot-

smoked salmon tacos to raise money for the Picton School

Pasifika Group.

Our Ōra King team raised $4,000 for the Kaipupu Wildlife

Sanctuary at Marlborough’s Friday Night Feast event.

Our People

and Culture

ENGAGEMENT

Our 2020 engagement survey showed that engagement

levels have remained similar to 2019, a significant

achievement considering the challenges that Covid-19

presented. Engagement initiatives have continued with

our Way We Work and Positive Safety Behaviour Initiatives.

During FY21 we had 132 Way We Work nominations and 8

winners, 121 Positive Safety Behaviour nominations and 10

winners. Opportunities for team members to visit other sites

continued across the company.

LIFE SKILLS TRAINING

We have been working with the Tertiary Education

Commission to provide life skills training to members of our

processing teams. The courses provide a range of skills such

as literacy, numeracy, financial awareness, KiwiSaver and

communications. In FY21 we delivered over 2,500 hours of

training and will then deliver 4,000 hours of training by the

end of the project.

LEADERSHIP

For several years we have invested in a range of leadership

development activities. During the second half of FY21 we

developed a new in-house training programme targeted

specifically at the needs of NZKS and how skills can be

applied in the workplace.

Our safety strategy of assessing and managing critical risk

through multiple layers of defence with no single points of

failure has continued throughout FY21. During this time, 6 out

of 12 risks were reviewed and management plans are now being

implemented. As a result of these assessments, a review of our

training systems has been conducted and a new structure for

training is schedule to roll out in the coming months. This will

ensure we have the systems and leading indicators in place to

continue to improve on safety.

Health, Safety

and Wellness

million

$

3 4. 3

NZ'S MARINE

ENVIRONMENT

IS OVER

OF THE

WORLD'S

SURFACE

OF THE

WORLD'S

PROTEIN

LARGER

THAN OUR

LAND MASS21x

71

%

17

%

THE OCEAN

COVERS

$

623

million

REVENUE GENERATED BY

AQUACULTURE IN NEW ZEALAND

REVENUE FROM EXISTING HIGH FLOW SITES

PER HECTARE

AND

PRODUCES

ANNUAL REPORT FY21

9

NEW ZEALAND KING SALMON

8

AQUACULTUREHIGHLIGHTS

OF PLASTIC
SAVED FROM

LANDFILL

936

kg


Supply Chain

during Covid-19

Our supply chain continued to be affected by the Covid-19

situation during FY21. Thanks to the Government’s subsidised

air cargo scheme we have been able to secure volumes to our

primary markets such as the United States and South-East Asia.

Supplying our secondary markets has been more challenging,

however they represent smaller volumes. The Government’s

subsidy has been extended to October 31.

In contrast to air cargo, the last quarter has been a challenge

in regards to sea freight with a reduction in the availability of

chilled containers in Port Nelson and shipment delays.

We expect it will be some time before we see a return to normal.

We have almost tripled our freezer capacity as we had high

harvest volumes in the last six months but depressed demand

due to the pandemic. The Frozen inventory is being cleared

following major contracts in the US and Japan.

In the last quarter we secured a 1,600 sqm building across from

our processing plant in Bullen St which will be converted to a

controlled temperature load out and specialist processing area.

We are hoping to have this operational by mid 2021 which will

allow us to modernise the current load-out area and expand our

processing operations.

SUSTAINABILITY ACTIONS

Recycling electronic waste

We have teamed up with a laptop supplier who

works directly with the Nelson Environmental

Centre, a local business who recycle electronic

waste, keeping it out of landfill. Where possible

they will extend the life of a product by repairing

and upgrading it for resale, which helps cover the

costs of the programme.

Non-reusable items are either dismantled

and recycled locally or are sent to E-Cycle in

Christchurch, a company that strips electronics

apart and split the recyclable from the non-

recyclable materials.

Managing our waste in this way reduces the

time and effort required internally to prepare the

hardware for disposal.

Ongoing

Innovation

Despite the delays caused by lockdown, this year we

developed and launched three smoked Regal Maple products

into the New Zealand retail market. Development began on

the Double Maple Wood Roasted product at the end of May,

while the cold smoked product development began in June.

Sensory work, trials and shelf-life validation was completed in

September with the launch taking place in October.

We have been investigating using larger fish in different

products, processes and packaging including, trialing bigger

packaging to fit frozen whole fish and widening specifications

to include larger fish in some portion and fillet SKUs.

A substantial amount of technical effort was spent on the

refresh of Regal and Southern Ocean packaging with multiple

products undergoing label reviews and branding updates.

SUSTAINABILITY ACTIONS

Packaging Sustainability Group

As a partner in the New Zealand Plastics Packaging

Declaration, we have committed to reaching the goal of

using 100% reusable, recyclable or compostable packaging

across our business by 2025.

During FY21 our Packaging Sustainability Group worked on

several projects. A recent initiative to remove plastic from a

factory process was completed saving approximately $7,400

worth of material and 936kg of plastic going to landfill.

Another step forward was the removal of a material which

is unrecyclable and soon to be banned in New Zealand.

Although we only used a small amount of this material to

contain our Regal stir-fry salmon, the result is that we will

send 63kg less petroleum-based plastic to landfill every

year. The material that we are now using is 30% plant-

based and the remainder is able to be recycled.

Recognising

Sustainability

To independently verify our

sustainable practices in aquaculture

and our supply chain, we are

regularly audited or assessed by

expert third-party organisations.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

1110

HIGHLIGHTSHIGHLIGHTS

Ambassador Programme
In late 2020 we launched our official Ambassador Programme,

formally recognising those chefs we work closely with and who

are essential in telling the Ora King story. The first event was

held in Auckland with almost all of our New Zealand-based

Ambassador chefs in attendance. The event was incredibly

well-received and the recognition was much appreciated in

what has been a challenging year for the foodservice industry.

We are now working towards rolling out these events globally,

as Covid-19 allows, starting with Australia, then a number of

events across North America, Japan and Europe.

Southern Ocean is our value brand, predominantly sold

as smoked salmon products into New Zealand domestic

channels. Southern Ocean is the second most recognised

brand (after Regal) with 60% awareness*. We are relaunching

the brand with new look packaging, a revamped website and

social media channels.

*Nielsen Brand Health Tracker March 2020

Our biggest launch of 2020 was the Regal Maple Smoked Salmon

range: two cold smoked products and a Double Maple Wood

Roasted product. The launch was supported with a television

ad featuring Al Brown and Reg the seal following on from the

success of for the Manuka launch in 2017. Sales results for the

Maple range have been very strong with the launch taking place

in October to tie in with the Christmas peak.

In the US, the brand continues to grow with the launch of the

Regal Wood-Roasted range. We have secured several key upscale

retail accounts and seen an increase in the number of stores

where Regal is found. We continue to focus on e-commerce in

the US and are selling Regal from our Amazon store.

Domestically we finished the year with a market share of 39.9%

and a brand awareness of 86% amongst smoked salmon

shoppers in New Zealand.* Total Regal branded sales for the

fiscal year are $19.7m with $3.7m coming from overseas markets.

The pet industry has shown resilience through difficult times

and demand for New Zealand-made pet products continues to

grow. Our ability to supply significant volumes of remaining raw

materials is providing the industry with confidence to include

salmon in more pet food products and we plan to grow our

customer base in this space.

We continue to develop the domestic market and have employed

new team members to accelerate our rate of growth. Our online

business is performing well and we have been targeting bricks and

mortar speciality retail channels. We are also looking to further

grow our range, distribution and rate of sales across supermarket

retailers. Our export business is performing well with sales into

China running ahead of our forecasts.

A new distribution centre

Work is underway to build a new processing pack room and

distribution centre for pet-specific products in Nelson. We will

ship export orders from this site and dispatch orders to customers

in the South Island and lower North Island, giving us greater

flexibility and control over our supply chain and inventory. We

expect to be operating from this site later in 2021.

Our Brands

June Hog

In November we launched a new brand of Ōra King salmon

called June Hog. These larger Ōra King fish were available on a

short-term trial basis to a limited number of customers. Based

on the legend around large ‘June Hog’ King salmon found wild

in North American rivers, we developed a brand, logo, brand

story, packaging, collateral and a video. The trial will continue

while supply remains available and, if successful, may lead to a

larger product launch.

ANNUAL REPORT FY21

13

NEW ZEALAND KING SALMON

12

HIGHLIGHTSHIGHLIGHTS

Market
Dynamics

Rebuilding demand after New Zealand’s main

lockdown period was the main priority in the

second half of the 2020 calendar year.

We continued to rebalance our global sales towards an increased

retail presence and the prioritisation of premium customer

opportunities. Clearing excess inventory with retail price

promotions and selective foodservice sales impacted margins

but improved cashflow.

Despite the challenging year, including ongoing restrictions on

foodservice and higher air freight costs, sales volumes in the seven

month period were almost identical to the previous year.

As we complete our financial year, there are now pleasing

indications of positive growth. Customers around the world are

still eager for our King salmon products which fit well into the

growing global demand for healthy and safe food. We have paved

the way for incremental demand by keeping our premium brands

prominent in the mind of the chef and the consumer.

In the US, it’s excellent to see our Ōra King salmon now being

sold via new channels, including speciality seafood online, and an

increased retail presence for our Regal smoked salmon. With larger

fish sizes available, we were also able to launch the Ōra King ‘June

Hog’ just before Christmas.

We have also begun to establish sales in specialty retail channels in

Europe for Ōra King, with plans for Regal underway.

New Zealand retail and foodservice have been key to maintaining

and growing volume over the year, while sales and value remained

relatively strong for Australian and Asian markets.

Regal

20

%

New Zealand

King Salmon

(unbranded)

36

%

36

%

Ōra King

Southern

Ocean

7

%

Omega

Plus

1

%

North

America

36

%

New

Zealand

44

%

Australia

4

%

Asia

(ex Japan)

7

%

China

1

%

Europe

3

%

Japan

5

%

17

%

Cold

Smoked

Wood

Roasted

Other

6

%

9

%

Whole

Salmon

48

%

20

%

Fillets, Steaks

and Portions

SALES BY

BRAND

($ FY21

7 MONTHS)

SALES BY

MARKET

($ FY21

7 MONTHS)

SALES BY

PRODUCT

($ FY21

7 MONTHS)

Domestic

retail

24

%

International

56

%

Domestic

Foodservice

20

%

SALES BY

CHANNEL

($ FY21

7 MONTHS)

CATRIONA MACLEOD

Independent

Non-Executive Director

GIBio, MSc, PhD, GAICD

Associate Professor Catriona

Macleod is a senior scientist

with more than 20 years’

experience in marine resource,

water and aquaculture

management. She has

provided recommendations

to inform regulatory policy

and the development of

sustainable aquaculture in

Australia and internationally.

Our Board brings many years of experience in salmon

farming, processing and marketing alongside broader

business experience in New Zealand and internationally.

JOHN RYDER

Independent Chairman

MCom (Hons), FCA, CMA

Board of Directors

JACK PORUS

Non-Executive Director

BCom, LLB

Jack is joint Managing Partner

of law firm Glaister Ennor

which he joined in 1972. He

is currently the chairman of

Pinnacle Life Limited and a

director of Neil Corporation

Limited and Norfolk

Financial Management

Limited. Jack is a nominated

appointee for major New

Zealand King Salmon

shareholder Oregon Group.

John is a chartered

accountant and an active

investor and company

director. His current roles

include Executive Chairman

of Qestral Corporation

Limited and Independent

Chairman of Direct Capital

VI Management Limited.

John was inducted into the

New Zealand Business Hall of

Fame in 2021.

CHIONG YONG TIONG

Non-Executive Director

MCom, BCom

PAUL STEERE

Independent

Non-Executive Director

LAI PO SING, TOMAKIN

Non-Executive Director

MBA, BBA, FCPA, FCA, FCCA,

FCG, FCS, CIA, CRMA, CISA

GRANT ROSEWARNE

Managing Director and CEO

MBA (Executive), BAppSc

Yong Tiong is Managing

Director of Timbergrow

Limited and Maraetai Land

Development Limited. He

is also a director of property

development company Neil

Corporation Limited and is on

the board of Saint Kentigern

School in Auckland.

Paul was the founding CEO

of New Zealand King Salmon

from its formation to 2009

and has been a director of

New Zealand King Salmon

since 2009. Paul is currently

Chairman of ASX listed

Cleanseas Tuna Limited,

Chairman of Nelson Airport

Limited, a Councillor of

Nelson Marlborough Institute

of Technology and a director

of other substantial private

businesses.

Mr Lai is a Director of China

Resources Ng Fung Limited

and the Vice President,

Chief Financial Officer and

Company Secretary of China

Resources Enterprise Limited.

He is the Executive Director,

the Chief Financial Officer

and the Company Secretary

of China Resources Beer

(Holdings) Company Limited,

which is listed on the Hong

Kong stock exchange.

Grant was appointed CEO of

New Zealand King Salmon

in 2009. During his time as

CEO, Grant has focused on

elevating New Zealand King

Salmon’s unique products

from a premium commodity

to a worldwide branded

food delicacy.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

1514

HIGHLIGHTSBOARD OF DIRECTORS

Senior Leadership Team
Financial

Statements

1 JULY 2020 – 31 JANUARY 2021

GRANT ROSEWARNE

Managing Director and CEO

See previous page.

ANDREW CLARK

Chief Financial Officer

Andrew joined New

Zealand King Salmon in

2011. Prior to joining NZKS

he spent 17 years in the

dairy industry where he

occupied a number of

senior finance roles in New

Zealand, the United States,

Venezuela and Uruguay.

JEMMA MCCOWAN

General Manager, Brands &

Sustainability

Jemma joined New Zealand

King Salmon in 2012 and

has overall responsibility for

delivering the branding and

sustainability programmes.

She has 20 years’ experience

in marketing management

and international business.

In June 2019, Jemma

was appointed as a

Future Director by Scales

Corporation under the IOD

programme and completed

her 18 months tenure with

Scales in December 2020.

GRAEME TREGIDGA

General Manager, Sales

Graeme joined New Zealand

King Salmon in 2004. Prior

to joining NZKS he spent

16 years in the horticulture

industry with various roles

in processing, international

and domestic sales and

management.

SHAUN YOUNG

General Manager, Supply Chain

Shaun has been with

New Zealand King Salmon

since 2008. He was based

in Auckland as General

Manager Retail Sales &

Marketing before moving

to Nelson in early 2015 to

take up the role of General

Manager Supply Chain.

Previously he worked

with Goodman Fielder

and Cadbury in sales

management and

analytical roles.

RICHARD SMITH

General Manager, Processing

Richard brings a wealth of

experience from previous

roles at Whittaker’s

Chocolate, Moy Park Chicken

and Sealord. Previously

Projects and Engineering

Manager for NZKS, Richard

has a full understanding

of our processing facilities

having worked alongside the

team for several years.

GRANT LOVELL

General Manager, Aquaculture

Grant first joined New

Zealand King Salmon in

1997 as hatchery technician

at our Tentburn freshwater

facility. He has more than

20 years’ experience in the

aquaculture industry in

Australia and New Zealand

and has held senior positions

across both freshwater and

seawater operations including

management of breeding

programmes, fish health and

harvest as well as feed and

production planning.

FIONA COUCHMAN

General Manager, People and

Culture

Fiona joined NZKS after

15 years as Training and

Development Manager

with Masterpet based in

Wellington. She has a passion

for helping people achieve

their full potential and

creating a highly engaged

workforce with a focus

on developing high

performance teams.

Below left to right: Graeme

Tregidga, Jemma McCowan,

Andrew Clark, Grant Rosewarne,

Grant Lovell, Fiona Couchman,

Richard Smith. Not pictured:

Shaun Young.

NEW ZEALAND KING SALMON

16

SENIOR LEADERSHIP TEAM

Contents
Consolidated Statement Of Comprehensive Income 19

Consolidated Statement Of Financial Position 20

Consolidated Statement Of Changes In Equity 21

Consolidated Statement Of Cash flows 22

Notes to the Consolidated Financial Statements 23

1. Corporate Information 23

2. Basis Of Preparation 23

3. Significant Accounting Policies 24

4. New Standards Adopted And Standards Issued Not Yet Adopted 29

5. Segment Information 29

6. Other Income 29

7. Expenses 30

8. Finance Income And Costs 30

9. Income Tax 31

10. Components Of Other Comprehensive Income 32

11. Earnings Per Share 32

12. Cash And Cash Equivalents 32

13. Trade And Other Receivables 33

14. Inventories 33

15. Biological Assets 34

16. Property, Plant And Equipment 35

17. Intangibles 36

18. Right-of-use Assets 37

19. Lease Liabilities 37

20. Interest Bearing Loans And Borrowings 38

21. Trade And Other Payables 38

22. Employee Benefits 38

23. Commitments And Contingencies 38

24. Financial Risk Management 39

25. Fair Value Of Financial Instruments 42

26. Capital Management 42

27. Capital And Reserves 43

28. Events After Balance Date 44

29. Related Party Disclosures 44

30. Auditor’s Remuneration 45

31. Reconciliation Of Net Operating Cash Flow To Profit/(Loss) 45

32. Revenue From Contracts With Customers 45

Independent Auditor’s Report 47

Corporate Governance 51

Director Disclosures 70

Corporate Directory 74

Glossary 75

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SEVEN MONTH PERIOD ENDED 31 JANUARY 2021

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

2021

7 Months to

31 January

2020

12 Months

to 30 June

Note$000$000

Revenue from contracts with customers3295,239155,344

Cost of goods sold including fair value uplift at point of harvest14(98,820) (145,768)

Fair value gain on biological transformation1529,350 64,124

Freight costs to market(11,616) (15,351)

Gross profit14,15358,349

Other income6541 4,247

Sales, marketing and advertising expenses(7,702)(12,473)

Distribution overheads(3,132) (4,131)

Corporate expenses7(4,979) (9,012)

Other expenses7(889) (906)

Earnings / (loss) before interest, tax, depreciation and amortisation(2,009)36,074

Depreciation and amortisation expense16,17,18(5,969) (9,385)

Finance income85 12

Finance expenses8(1,353) (1,748)

(Loss) / profit before tax(9,326) 24,953

Income tax credit / (expense)92,247 (6,949)

Net (loss) / profit after tax(7,079) 18,004

Other comprehensive income

Other comprehensive income that may be reclassified to profit or loss in subsequent periods:

Exchange differences on translation of foreign operations10(677) 154

Movement on cash flow hedges1022,0655,522

Income tax effect of movement on cash flow hedges10(6,178) (1,546)

Net other comprehensive income15,210 4,130

Total comprehensive income8,13122,134

Earnings per share

Basic earnings per share11 ($0.05) $0.13

Diluted earnings per share11($0.05) $0.13

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

1918

CONTENTSCONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 JANUARY 2021

DIRECTOR - JOHN RYDER

30 March 2021

DIRECTOR - PAUL STEERE

30 March 2021

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

For and on behalf of the Board, who authorised the issue of these financial statements on 30 March 2021.

2021

31 January

2020

30 June

ASSETSNote$000$000

Current assets

Cash and cash equivalents123,4797,1 1 5

Trade and other receivables1316,18612,777

Inventories1442,48935,612

Biological assets1569,58881,784

Derivative financial assets255,413907

Total current assets137,155138,195

Non-current assets

Property, plant and equipment1660,71660,481

Biological assets1518,60010,594

Derivative financial assets2516,3549,120

Intangible assets179,1268,655

Right-of use assets186,8104,581

Goodwill1739,25539,255

Total non-current assets150,861132,686

TOTAL ASSETS288,016270,881

LIABILITIES

Current liabilities

Trade and other payables2118,59714,847

Employee benefits222,8572,884

Borrowings203,0241,132

Lease liabilities191,5801,347

Other financial liabilities29233149

Derivative financial liabilities251,6463,868

Taxation payable5,0743,866

Total current liabilities33,01128,093

Non-current liabilities

Employee benefits22696558

Borrowings2039,25037,000

Lease liabilities195,3893,258

Deferred tax liabilities916,92315,133

Derivative financial liabilities252042,525

Total non-current liabilities62,46258,474

TOTAL LIABILITIES95,47386,567

NET ASSETS192,543184,314

EQUITY

Share capital27122,606122,606

Reserves18,2862,978

Retained earnings51,65158,730

TOTAL EQUITY192,543184,314

Net tangible assets per share

Net tangible assets per share $1.04 $0.98

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SEVEN MONTH PERIOD ENDED 31 JANUARY 2021

Share

Capital

Foreign

Currency

Translation

Reserve

Hedge

Reserve

Share

Based

Payment

Reserve

Retained

Earnings

Total

Equity

Note$000$000$000$000$000$000

Balance as at 1 July 2020122,606 (485)2,58787658,730184,314

Loss for the period- - - - (7,079)(7,079)

Other comprehensive income/(loss)10- (677)15,887--15,210

Total comprehensive income/(loss) for the period- (677)15,887-(7,079)8,131

Share based payment expense- - - 98-98

Balance as at 31 January 2021122,606(1,162)18,47497451,651192,543

Balance as at 1 July 2019122,595(639) (1,391) 57547,612168,752

Profit for the period----18,00418,004

Other comprehensive income/(loss)10-1543,978--4,132

Total comprehensive income/(loss) for the period- 1543,978-18,00422,136

Shares issued2711----11

Share based payment expense- - - 301-301

Dividends paid- ordinary27----(6,886)(6,886)

- supplementary----(211)(211)

- foreign investor tax credit- - - - 211 211

Balance as at 30 June 2020122,606(485)2,58787658,730184,314

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

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

2120

CONSOLIDATED STATEMENT OF FINANCIAL POSITIONCONSOLIDATED STATEMENT OF CHANGES IN EQUITY

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SEVEN MONTH PERIOD ENDED 31 JANUARY 2021

2021

7 Months to

31 January

2020

12 Months

to 30 June

Note$000$000

Operating activities

Receipts from customers92,449157,924

Payments to suppliers(73,283)(109,849)

Payments to employees(24,512)(42,212)

Interest received512

Interest paid(836)(1,210)

Insurance and settlement income-311

Government grants received4903,869

Proceeds from foreign currency forward contracts closed early5,744-

Income tax paid(938)(4,777)

Net cash flows from/(used in) operating activities31(881)4,068

Investing activities

Proceeds from sale of property, plant and equipment-24

Purchase of property, plant and equipment(4,837)(16,148)

Purchase of intangible assets(859)(1,643)

Net cash flow (used in)/from investing activities(5,696)(17,767)

Financing activities

Proceeds from borrowings62,983163,489

Repayment of borrowings(58,841)(140,773)

Gross proceeds from share issue-11

Dividends paid-(6,886)

Payment of lease liabilities(845)(1,414)

Net cash flows (used in)/from financing activities3,29714,427

Net increase/(decrease) in cash and cash equivalents(3,280)728

Net foreign exchange difference(356)156

Cash and cash equivalents at 1 July127,1 1 56,231

Cash and cash equivalents at period end123,4797,1 1 5

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

Notes to the Consolidated

Financial Statements

FOR THE SEVEN MONTH PERIOD ENDED 31 JANUARY 2021

1. CORPORATE INFORMATION

The consolidated financial statements of New Zealand King Salmon Investments Limited (the Company) and its subsidiaries

(together the Group) for the period ended 31 January 2021 were authorised by the directors on 30 March 2021.

New Zealand King Salmon Investments Limited is a profit-orientated company incorporated and domiciled in New Zealand.

The Company is registered under the Companies Act 1993 and listed on the NZX Main Board ("NZX") and the Australian Securities

Exchange ("ASX"). The Company is an FMC reporting entity under the Financial Markets Conduct Act 2013.

The Group is principally engaged in the farming, processing and sale of premium salmon products.

The Group has changed its balance date to 31 January following a Board resolution on 2 November 2020.

2. BASIS OF PREPARATION

A. STATEMENT OF COMPLIANCE

The consolidated financial statements comply with New Zealand Equivalents to International Financial Reporting Standards

(NZ IFRS) and also with International Financial Reporting Standards (IFRS). The financial statements are prepared under NZ GAAP

and FMC Act 2013.

B. BASIS OF MEASUREMENT

The financial statements have been prepared on a historical cost basis except for biological assets and certain financial instruments

which have been measured at fair value. The carrying values of recognised assets and liabilities that are designated as hedged items in

hedging instruments, otherwise carried at amortised cost, are adjusted to recognise changes in the fair values attributable to the risks

that are being hedged in effective hedge relationships.

The consolidated financial statements are presented in New Zealand dollars and all values are rounded to the nearest thousand ($000),

except when otherwise indicated.

The consolidated financial statements for 7 months to 31 January 2021 provide comparative information in respect of the previous

period, 12 months to 30 June 2020.

C. SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS

The preparation of the Group's consolidated financial statements requires management to make judgements, estimates and

assumptions that affect the reported outcomes of revenues, expenses, assets, liabilities and the accompanying disclosures. The Group

based its assumptions and estimates on parameters available when the consolidated financial statements were prepared. Uncertainties

about these assumptions and estimates could result in an outcome that requires a material adjustment to the carrying amount of

assets or liabilities in future periods.

Specific areas requiring significant estimates and judgements include:

Valuation of biological assets

The Group recognises stocks of live fish at fair value less costs to sell according to the principles of NZ IAS 41 Agriculture. The fair value

is measured using a valuation model that relies on various assumptions and information available at balance date. Inputs include

anticipated market prices, quality mix, current weights of livestock relative to expected harvest weight, mortality rates, growth rates and

production costs. The income or loss that is ultimately recognised at time of sale may be significantly different from that implied by the

fair value adjustment at the end of a reporting period. The fair value uplift from accumulated costs to date has no cash impact in the

reporting period. Further details of the valuation and sensitivity to change in key inputs are given in note 15.

Inventory (Finished goods and work in progress) obsolescence

Inventories are stated at the lower of cost or net realisable value, and the Group uses judgment and estimates to determine the net

realisable value of inventory at the end of each reporting period.

Due to Covid-19 impacting significantly on finished stock holdings, the Group estimates the net realisable value of inventory for

obsolescence and unmarketable items at the end of reporting period and then writes down the cost of inventories to net realisable value.

The net realisable value of the inventory is determined based on assumptions of future demand and pricing and estimates over the

remaining shelf life of the inventory.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

2322

CONSOLIDATED STATEMENT OF CASH FLOWSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Impairment testing of intangibles
The Group reviews the carrying value of goodwill on an annual basis and assesses whether it is impaired according to the principles of

NZ IAS 36 Impairment of Assets. This requires the goodwill to be allocated to cash generating units with which it would naturally be

associated and the value in use of the cash generating units to be estimated. The value in use is estimated using a discounted cashflow

model that relies on various assumptions and information available at balance date. Inputs include estimations of the growth rate of the

Group, future market conditions, prices, and discount rates. Further details of the value in use assessment are given in note 17.

Valuation of financial derivatives

The Group recognises financial derivatives at fair value according to the principles of NZ IFRS 13 Fair Value Measurement. The value is

calculated by a third party expert using an industry standard model. Inputs to the model are obtained externally by the service provider.

Further details of the valuation are included in note 24.

Useful lives of assets

The Group estimates the useful lives of property, plant and equipment and intangible assets based on historical performance and

currently consented future asset uses.

Revenue from contracts with customers

The Group reviews individual transactions to determine the amount and timing of revenue from contracts with customers.

D. FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

The Group's consolidated financial statements are presented in New Zealand dollars, which is also the parent company's functional

currency. The Australian subsidiary's functional currency is Australian dollars which is translated into the presentation currency in these

financial statements. The USA subsidiary's functional currency is United States dollars which is translated into the presentation currency

in these financial statements.

Transactions and balances

Transactions in foreign currencies are initially recorded in the functional currency and then translated by applying the exchange rates

ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of

exchange at balance date.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the

date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates

at the date when the fair value was determined.

3. SIGNIFICANT ACCOUNTING POLICIES

A. BASIS OF CONSOLIDATION

The financial statements comprise the financial statements of New Zealand King Salmon Investments Limited and its subsidiaries (per

note 29). Subsidiaries are all those entities over which the Company has control.

The financial statements of the subsidiaries are prepared for the same reporting period as the Parent company using consistent

accounting policies.

In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit and

losses resulting from intra-group transactions have been eliminated in full.

Subsidiaries are fully consolidated from the date on which control is obtained by the Group and cease to be consolidated from the date

on which control is transferred out of the Group.

B. FINANCIAL INSTRUMENTS

Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other comprehensive

income (OCI), and fair value through profit or loss. In order for a financial asset to be classified and measured at amortised cost or fair

value through OCI, it needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount

outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that

are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model. Subsequently the Group

applies the following accounting policies for financial instruments:

Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at bank and call deposits. For the purpose of the statement of cash flows,

cash and cash equivalents consist of cash and short-term deposits net of outstanding bank overdrafts.

Trade and other receivables

Short term trade and other receivables are not discounted and are initially stated at cost. Gains and losses are recognised in the profit or

loss when the receivables are written off or impaired.

For trade receivables and contract assets, the Group applies a simplified approach in calculating an allowance for expected credit

loss (ECL). Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECL's

at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for

forward-looking factors specific to the debtors and the economic environment.

Loans and amounts owing from related companies are non-derivative financial assets with fixed or determinable payments that are not

quoted in an active market. After initial recognition such assets are carried at amortised cost using the effective interest method. Gains

and losses are recognised in profit or loss when the loans are derecognised or impaired.

Trade and other payables

Trade and other payables are carried at cost due to their short term nature and are not discounted. They represent liabilities for goods

and services provided to the Group prior to the end of the financial year that are unpaid, and arise when the Group becomes obliged to

make future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid within

30-90 days of recognition.

Interest bearing borrowings

After initial recognition interest bearing borrowings are subsequently measured at amortised cost using the effective interest method.

Fees paid on establishment of loan facilities that are yield related are included as part of the carrying amount. Borrowings are classified

as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the

balance date. Borrowing costs are generally recognised as an expense when incurred, with the exception of borrowing costs associated

with a qualifying asset which are capitalised as part of the cost of that asset.

Financial guarantees

Financial guarantee contracts issued by the Group are those contracts that require a payment to be made to reimburse the holder

for a loss it incurs because the specified debtor fails to make a payment when due in accordance with the terms of a debt instrument.

Financial guarantee contracts are recognised initially as a liability at fair value, adjusted for transaction costs that are directly

attributed to the issuance of the guarantee. Subsequently the liability is measured at the higher of the best estimate of the expenditure

required to settle the present obligation at balance date and the amount recognised less cumulative amortisation.

Derivative financial instruments and hedging

The Group uses derivative financial instruments including forward currency contracts, options and interest rate swaps to hedge risks

associated with interest rate and foreign currency fluctuations. Such derivative financial instruments are initially recognised at fair value

on the date on which a derivative contract is entered into and are subsequently re-measured to fair value at balance date. Derivatives

are carried as assets when their fair value is positive and as liabilities when their fair value is negative.

The fair values of forward currency contracts are calculated by reference to current forward exchange rates for contracts with similar

maturity profiles. The fair values of interest rate swaps are determined by reference to market values for similar instruments.

The Group designates its derivative financial instruments as hedges of a particular risk associated with a recognised asset or liability

or a highly probable commitment that could affect profit or loss. The effective portion of the gain or loss on the hedging instrument

is recognised directly in other comprehensive income in the cash flow hedge reserve, while the ineffective portion is recognised

immediately in the statement of profit or loss.

Amounts accumulated in equity are transferred to profit or loss when the hedged item affects profit or loss.

C. INVENTORIES

Inventories including raw materials, work in progress and finished goods are valued at the lower of cost or net realisable value. Costs

incurred in bringing each product to its present location and condition are accounted for as follows:

Raw materials – the cost of fish is measured at fair value at harvest date. The cost of other raw materials is based on the purchase price

including import duties and other taxes, transport, handling and other costs directly attributable to the acquisition of the goods and

materials. Costs are determined on a weighted average basis.

Manufactured finished goods and work in progress – cost of direct materials, labour and a proportion of manufacturing overheads

appropriate to the stage of manufacture. Costs are assigned on the basis of weighted average costs. The cost of items transferred from

biological assets is their fair value less costs to sell at the date of harvest.

Net realisable value – the estimated selling price in the ordinary course of business less estimated costs of completion and the

estimated costs necessary to make the sale.

D. BIOLOGICAL ASSETS

Biological assets include fish livestock measured at fair value less estimated costs to sell. The net gain or loss resulting from the fair

value measurement is recognised in profit or loss.

The fair value of fish livestock is derived from the amount expected to be received from the sale of the asset in an active market. The

target live weight of the harvestable fish is defined as a fish with a live weight of 4kg or greater. Many fish are harvested with a live

weight above or below this weight.

For brood stock and fish where little biological transformation has taken place since initial cost was incurred, cost less impairment

is used as an approximation of fair value. This value is used up to the point at which fish are transferred to sea water. Fish stock is

transferred to inventory at the time of harvest. The transfer is recorded at its fair value which is deemed to be cost for the purposes

of inventory valuation.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

2524

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

E. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment are stated at historical cost less accumulated depreciation and impairment. Depreciation is provided on

a straight line basis over the estimated useful lives of the assets as follows:

Freehold land .......................................not depreciated

Freehold buildings ................................twenty to fifty years

Building fit out .....................................three to twenty five years

Leasehold improvements ......................five to ten years

Plant, furniture and fittings ..................three to twenty years

Motor vehicles ......................................five to ten years

Sea vessels ...........................................ten to twenty years

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end

and adjusted prospectively if appropriate. An asset's carrying value is written down immediately to its recoverable amount if its carrying

value is greater than its estimated recoverable amount.

An item of property, plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from

its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds

and the carrying amount of the asset) is included in profit or loss in the year the asset is derecognised.

F. LEASES

At the inception of a contract, the group is required to assess whether a contract is, or contains, a lease. A contract is, or contains, a

lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration.

Right of use assets

The Group recognises right of use assets at the commencement date of the lease (i.e. the date the underlying asset is available

for use). Right of use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any

remeasurement of lease liabilities.

The cost of right of use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made

at or before the commencement date less any lease incentives received. Right of use assets are depreciated on a straight-line basis over

the shorter of the lease term and the estimated useful lives of the assets.

The Group’s lease portfolio

Property leases

The Group’s real estate includes office buildings and storage facilities. The group classified these office spaces as operating leases under

NZIAS 17, and has recognised some storage contracts that meet the identifiable criteria as a Right of use asset and corresponding

liability portfolio under NZIFRS 16.

Vehicle leases

The Group lease vehicles are predominantly used by sales staff and the transportation of personnel between operating locations. These

vehicles were classified as operating leases under NZIAS 17 and are generally held for a term of 3 years. During the Covid-19 pandemic

Level 4 restrictions several lease contracts were due to expire and were renewed for an additional period of one year as replacement

negotiations were not accessible during this time.

Plant and Equipment Leases

The Group sometimes leases machinery used for the production or processing of salmon. The current leases relate to equipment being

utilised for the upwelling on sea farms and various forklifts operated throughout the company. The Group has elected to apply the

recognition exemption for short-term leases for all other machinery employed for less than 12 months duration and for leases where the

underlying asset is of low value.

Contracts not recognised as leases

The Group has transport contracts that have not been recognised as leases on balance sheet but can be identified as an asset to which

the contract relates. These leases have been assessed as variable lease payments linked to future performance. These contracts have an

operating expense value of $2.2m in the 7 months to 31 January 2021 (Year to 30 June 2020: $1.7m).

The Group applies short term lease recognition exemption to its short term leases of equipment. It also applies the lease of low-value

assets recognition exemption to leases of equipment that are considered to be low value. Lease payments on short term leases and

leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

G. INTANGIBLES

Intangible assets acquired separately or in a business combination are initially measured at cost. The cost of an intangible asset acquired

in a business combination is its fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost

less any accumulated amortisation and any accumulated impairment losses.

The useful lives of intangible assets are assessed to be either finite or indefinite. Intangible assets with finite lives are amortised over the

useful life and tested for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period

and the amortisation method for an intangible asset with a finite useful life is reviewed at least at each financial year-end.

Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are

accounted for prospectively by changing the amortisation period or method, as appropriate, which is a change in accounting estimate.

The amortisation expense on intangible assets with finite lives is recognised in profit or loss in the expense category consistent with the

function of the intangible asset.

Intangible assets with indefinite useful lives are not amortised but are tested for impairment annually, either individually or at the

cash-generating unit level. The assessment of useful life is reviewed annually to determine whether the indefinite life continues to be

supportable. If not, the change in useful life from indefinite to definite is made on a prospective basis.

A summary of the policies applied to the Group’s intangible assets is as follows:

Goodwill and trade marks

Useful lives: ..........................................Indefinite

Internally generated or acquired: ...........Acquired

Intellectual property, marine farm and hatchery licences and marina berth

Useful lives: ..........................................Finite

Amortisation method used: ..................Straight line, five to thirty five years

Internally generated or acquired: ...........Acquired

Computer Software

Useful lives: ..........................................Finite

Amortisation method used: ..................Straight line, four to seven years

Internally generated or acquired: ...........Acquired

H. RESEARCH AND DEVELOPMENT COSTS

Research costs are generally expensed as incurred. Development expenditures are capitalised as intangible assets when the Group

can demonstrate:

»Costs can be reliably measured.

»Completion of the project is technically feasible.

»Resources are available to complete the project.

»There is an intention to use the resulting asset and it will generate future economic benefits.

During the period of development the asset is tested for impairment annually.

I. EMPLOYEE BENEFITS

Wages, salaries, annual leave and sick leave

Liabilities for wages and salaries including non-monetary benefits, annual leave and accumulating sick leave expected to be settled

within 12 months of the reporting date are recognised in respect of employees' services up to the reporting date. They are measured at

the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the

leave is taken and are measured at the rates paid or payable.

Long service leave

The liability for long service leave is recognised and measured at the present value of expected future payments to be made in respect

of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected

future wage and salary levels, experience of employee departures and periods of service.

Defined contribution plans

Contributions made to a defined contribution plan are expensed as incurred.

J. CONTRIBUTED EQUITY

Ordinary shares

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity

as a deduction net of tax from the proceeds. Other capital raising costs are expensed as incurred.

k. REVENUE AND INCOME RECOGNITION

Revenue from contracts with customers

The Group is in the business of growing, processing and selling King Salmon to customers in New Zealand and overseas. Revenue from

contracts with customers is recognised when control of the goods is transferred to the customer at the amount that reflects the

consideration to which the Group expects to be entitled in exchange for those goods. The Group has generally concluded that it is the

principal in its revenue arrangements because it typically controls the goods before transferring them to the customer.

NZ IFRS 15 established a five-step model to account for revenue arising from contracts with customers and requires that revenue be

recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or

services to a customer.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

2726

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Interest income
Revenue is recognised as interest accrues using the effective interest method.

Insurance proceeds

Insurance proceeds are recognised in the financial statements when receipt is virtually certain and can be measured reliably.

L. TA XES

Income taxes

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid

to the taxation authorities based on the current period's taxable income. The tax rates and tax laws used to compute the amount are

those that are enacted or substantively enacted by the balance sheet date.

Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets and liabilities

and their carrying amounts for financial reporting purposes.

The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer

probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised

deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent that it has become probable

that future taxable profit will allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised

or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date.

Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against

current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

Other taxes

Revenues, expenses and assets are recognised net of the amount of GST, except when:

»The GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is

recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable.

»Receivables and payables, which are stated with the amount of GST included.

»The net amount of GST recoverable from or payable to the taxation authority is included as part of receivables or payables in the

balance sheet.

»Commitments and contingencies are disclosed net of the amount of GST recoverable from or payable to the taxation authority.

»The Group recognises uncertain tax positions as a liability where it is probable that an outflow of resources will be required.

M. SHARE-BASED PAYMENTS

Certain employees of the Group receive remuneration in the form of share-based payments, whereby employees render services as

consideration for equity instruments (equity-settled transactions). The cost of equity-settled transactions is determined by the fair

value at the date when the grant is made using an appropriate valuation model, further details of which are given in Note 27.

That cost is recognised in employee benefits expense, together with a corresponding increase in equity (other capital reserves), over the

period in which the service and, where applicable, the performance conditions are fulfilled (the vesting period). The cumulative expense

recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period

has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The expense or credit in the

statement of comprehensive income for the period represents the movement in cumulative expense recognised as at the beginning and

end of that period.

Service and non-market performance conditions are not taken into account when determining the grant date fair value of awards,

but the likelihood of the conditions being met is assessed as part of the Group’s best estimate of the number of equity instruments

that will ultimately vest. Market performance conditions are reflected within the grant date fair value. Any other conditions attached

to an award, but without an associated service requirement, are considered to be non-vesting conditions. Non-vesting conditions

are reflected in the fair value of an award and lead to an immediate expensing of an award unless there are also service and/or

performance conditions.

No expense is recognised for awards that do not ultimately vest because non-market performance and/or service conditions have not

been met. Where awards include a market or non-vesting condition, the transactions are treated as vested irrespective of whether the

market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied.

When the terms of an equity-settled award are modified, the minimum expense recognised is the grant date fair value of the

unmodified award, provided the original terms of the award are met. An additional expense, measured as at the date of modification, is

recognised for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to

the employee. Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is

expensed immediately through profit or loss.

N. COMPARATIVES

Certain prior year comparatives have been reclassified to align with the current period’s presentation. The areas impacted are the

netting of deferred tax liability against deferred tax asset on the Statement of Financial Position and the disclosure of the impact of

foreign exchange on cash balances in the Statement of Cash Flows.

4. NEW STANDARDS ADOPTED AND STANDARDS ISSUED NOT YET ADOPTED

A. NEW STANDARDS ADOPTED

There have been no new standards adopted during the 7 months to 31 January 2021

B. NEW STANDARDS NOT YET ADOPTED

Standards issued but not yet effective are not expected to have a material impact on the financial statements when they

become effective.

5. SEGMENT INFORMATION

Segment results

The Group's strategy is to maximise longer term sales and overall margins by focusing on branded, premium priced and differentiated

sales across its range of markets, channels and customers. The operating results of the whole business are monitored for the purpose of

making decisions about resource allocating and performance. Accordingly, the Group is considered to consist of one operating segment.

Segment performance - Refer also Note 32 for detail of disaggregation of revenue by product, brand and geographical area.

2021

7 Months

2020

12 Months

$000$000

Revenue95,239155,344

Segment EBITDA(2,009)36,074

Segment profit reconciles to profit /(loss) before income tax as follows:

2021

7 Months

2020

12 Months

$000$000

Segment EBITDA(2,009)36,074

Depreciation, amortisation and impairment(5,969)(9,385)

Net finance costs(1,349)(1,736)

Group (loss)/profit before tax(9,326)24,953

6. OTHER INCOME

2021

7 Months

2020

12 Months

Other income

$000$000

Grants received 4903,869

Insurance settlements-311

Profit on sale of property, plant and equipment-26

Other income5141

Total other income5414,247

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

2928

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

7. EXPENSES
2021

7 Months

2020

12 Months

Corporate and other expenses include:$000$000

Trade receivables written off-18

Impairment of trade receivables876

Research cost599278

Loss on sale of assets 251

Lease rentals 375357

Directors' fees271465

Other directors' expenses14

Donations814

2021

7 Months

2020

12 Months

Employee benefits expense$000$000

Wages and salaries20,23636,017

Defined contribution plan expenses514872

Restructuring costs10-

Other employee benefits expenses3,4955,301

Outsourced labour440593

Total employee benefits expense24,69542,783

8. FINANCE INCOME AND COSTS

2021

7 Months

2020

12 Months

Finance income$000$000

Interest income512

Total finance income5 12

2021

7 Months

2020

12 Months

Finance costs$000$000

Bank facility fees418586

Interest on bank loans and overdrafts795993

Interest on leases140169

Total finance costs1,3531,748

9. INCOME TAX

2021

7 Months

2020

12 Months

Recognised in the consolidated statement of comprehensive income$000$000

Current income tax expense4274,437

Deferred tax relating to origination and reversal of temporary differences(2,674)2,512

Total income tax expense/(credit) in the statement of comprehensive income(2,247)6,949

Tax amounts posted directly to other comprehensive income6,1781,546

Reconciliation of tax expense to statutory income tax rate

Profit /(loss) before tax(9,326)24,953

Income tax using the company tax rate 28%(2,611)6,987

Non deductible/non assessable items2349

Under provision - previous year-(196)

Prior period adjustment306(51)

Adjustment for varying tax rates3516

Other differences-144

Total tax expense /(credit)(2,247)6,949

Statement of financial position deferred tax assets and liabilities

2021

31 January

2020

30 June

Deferred tax liabilities $000$000

Accelerated depreciation for tax purposes (3,109)(3,114)

Fair value adjustment to biological assets(9,286)(10,829)

Unrealised gains on foreign currency hedges(6,095)(2,807)

Increase accounting cost for finished goods(564)(1,607)

Other provisions-(79)

Total deferred tax liabilities(19,054)(18,436)

Deferred tax assets

Provision for doubtful trade debtors2945

Provision for employee benefits765787

Share based payments263167

Unrealised losses on foreign currency hedges5181,791

Other provisions556513

Total deferred tax assets2,1313,303

Net deferred tax liabilities(16,923)(15,133)

Statement of comprehensive income deferred tax assets and liabilities

2021

7 Months

2020

12 Months

Deferred tax liabilities $000$000

Accelerated depreciation for tax purposes (5)105

Fair value adjustment to biological assets(1,543)1,348

Increase accounting cost for finished goods(1,043)914

Other provisions(79)79

(2,670)2,446

Deferred tax assets

Provision for doubtful trade debtors17(26)

Provision for employee benefits22(47)

Other provisions(43)(139)

(4)66

Deferred tax expense /(credit)(2,674) 2,512

Imputation credit account

The imputation credit account balance in the New Zealand King Salmon Company Group as at 31 January 2021 is $5,450k

(30 June 2020: $4,023k).

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

3130

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

10. COMPONENTS OF OTHER COMPREHENSIVE INCOME
2021

7 Months

2020

12 Months

Movement in reserves$000$000

Forward currency contracts

Reclassification during the year to profit or loss38(45)

Income tax effect(11)13

Realised/unrealised net gain/(loss) during the period 21,7695,796

Income tax effect(6,095)(1,623)

Interest rate swaps

Realised/unrealised net gain/(loss) during the period 258(229)

Income tax effect(72)64

Currency translation differences

Translation of foreign operations(677)154

Net movement in other comprehensive income15,2104,130

11. EARNINGS PER SHARE

Basic earnings per share amounts are calculated by dividing the profit for the period attributable to shareholders of the Company by the

weighted average number of ordinary shares on issue during the period. Diluted earnings per share are calculated by dividing the profit

attributable to shareholders of the Company by the weighted average number of ordinary shares outstanding during the year plus the

weighted average number of shares that would be issued on conversion of all dilutive potential ordinary shares into ordinary shares.

2021

7 Months

2020

12 Months

Earnings per share$000$000

Profit / (loss) attributable to ordinary equity holders(7,079)18,004

# of Shares# of Shares

000000

Weighted average number of ordinary shares for basic and diluted earnings per share138,986 138,986

Basic earnings per share($0.05)$0.13

Diluted earnings per share($0.05)$0.13

12. CASH AND CASH EQUIVALENTS

2021

31 January

2020

30 June

Cash and cash equivalents$000$000

Cash at bank and on hand2,5716,387

Short-term deposits908728

Total cash and cash equivalents3,4797,1 1 5

13. TRADE AND OTHER RECEIVABLES

2021

31 January

2020

30 June

Trade and other receivables$000$000

Trade receivables12,968 9,921

Allowance for expected credit losses(97) (90)

Prepayments2,6961,604

Other receivables6191,342

Total trade and other receivables16,18612,777

Trade receivables generally have 20-30 day terms and are recognised at their realisable value.

2021

31 January

2020

30 June

Ageing analysis of trade receivables$000$000

> 90 days overdue4 41

61 - 90 days overdue7 33

31 - 60 days overdue114 20

< 30 days overdue2,629 1,226

Not yet due10,2148,601

Total receivables12,968 9,921

2021

7 Months

2020

12 Months

Receivables impairment movement$000$000

As at 1 July90 146

Additional provisions for impairment9754

Receivables written off during the period- 18

Reversal of unused amounts(90) (128)

As at period end97 90

14. INVENTORIES

2021

31 January

2020

30 June

Inventories$000$000

Raw materials11,8539,184

Work in progress2,7481,192

Finished goods27,88825,236

Total inventories42,48935,612

The carrying value of finished goods as at 31 January 2021 includes a fair value uplift at point of harvest of $12,939k

(30 June 2020: $7,939k) and an impairment provision of $10,931k (30 June 2020: $2,201k).

2021

7 Months

2020

12 Months

Amount of inventories recognised as an expense in the statement of comprehensive income$000$000

Cost of inventories recognised as an expense90,092144,828

Movement in net realisable value provision (increase)/decrease of inventory8,728940

Total cost of goods sold including fair value uplift at point of harvest98,820145,768

The cost of inventories recognised as an expense for the period ended 31 January 2021 includes a fair value uplift at point of harvest

of $29,857k (2020: $54,802k).This cost is included in cost of goods sold in the Statement of Comprehensive Income.

The cost of inventory includes fish harvested measured at their fair value less costs to sell at harvest date, based on management’s

expected future sales pricing and mix of salmon products (“deemed cost”). At 31 January 2021, around 7% of forecast FY22 sales

volumes are expected to be sold at returns materially below deemed cost plus further manufacturing costs. As a result, the overall

deemed cost of inventory on hand takes this into account and is therefore reduced to carrying value by the impact of the lower

expected FY22 sales prices.

The estimated unrealised fair value gain from cost at 31 January 2021 is decreased from the prior year end estimation due to expected

increased costs of working and selling due to Covid-19 and a change in product mix to incorporate a proportion of lower value frozen

product sales. Core product sales volumes are expected to return to pre Covid-19 levels later in calendar year 2021.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

3332

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

15. BIOLOGICAL ASSETS
The Group has three hatcheries in the South Island and nine operational marine salmon farms in the Marlborough Sounds. The fish

livestock typically grow for up to 31 months before harvest.

Cost Fair Value GainTotal

Biological assets$000$000$000

As at 1 July 202053,70438,67492,379

Increase due to biological transformation 151,80733,72685,533

Decrease due to harvest 2(42,233)(34,860)(77,093)

Decrease due to mortality 3(8,253)-(8,253)

Changes in fair value 4-(4,377)(4,377)

As at 31 January 202155,02533,16388,188

1

Biological transformation fair value is impacted by volume increases and fish weight at reporting date relative to the target fish harvest

weight of 4 kgs (proportional recognition).

2

Harvested fair value is included in cost of goods sold in the statement of comprehensive income and is calculated by multiplying the

current period's harvest (biomass) by the prior period's estimated gross margin per kg (recognised at 100%).

3

Mortality cost is expensed directly to the statement of comprehensive income in the period which it occurs and is not subject to a fair

value uplift.

4

Changes in fair value are impacted by movements in margin primarily being changes in sales price and costs to sell (fish cost, harvest,

processing and freight to market).

Biological assets$000$000$000

As at 1 July 201944,37033,86278,232

Increase due to biological transformation84,12667, 39 9151,526

Decrease due to harvest(63,144)(59,312)(122,456)

Decrease due to mortality(11,648)-(11,648)

Changes in fair value-(3,275)(3,275)

As at 30 June 202053,70438,67492,379

2021

7 Months

2020

12 Months

Fair value gain/(loss) recognised in profit and loss$000$000

Gain arising from growth of biological assets33,72667, 39 9

Movement in fair value of biological assets(4,377)(3,275)

Total fair value gain on biological transformation29,34964,124

2021

7 Months

2020

12 Months

Harvested biomasstonnestonnes

Total live weight harvested for the period 5,545 8,336

2021

31 January

2020

30 June

Estimated closing biomasstonnestonnes

Closing fresh water stocks173158

Closing sea water stocks6,6916,136

Total estimated closing biomass live weight as at period end6,8646,294

Fair value measurement

Measurement of fair value is performed using a fair value model. The method of valuation therefore falls into level 3 of the fair value

hierarchy as the inputs are unobservable inputs.

The valuation of biological assets is carried out separately for each site at a brood and strategy level. Estimated actual cost up to

the date of harvest per site is used to measure the expected margin at the time the fish is defined as ready for harvest, being 4.0kg

live weight. Selling price is estimated at balance date based on the most relevant future market price at expected harvest date. The

expected gross margin is recognised proportionately based on average biomass at reporting date. Fair value measurement commences

at the date of transfer to sea water as this is considered the point at which the fish commence their grow out cycle.

Fair value risk and sensitivity

The Group is exposed to financial risks relating to the production of salmon stock including increasing climate change volatility, climatic

events, disease and contamination of water space.

The Group seeks to produce and market the highest quality salmon products. Extensive monitoring and benchmarking is carried out

to provide optimum conditions and diets to maximise fish performance during the grow out cycle. Sales are maintained in a range of

brands, products and markets to maximise returns from the quality mix of fish harvested. The Group has insurance to cover some of the

risks relating to the livestock.

The estimated unrealised fair value gain from cost at 31 January 2021 is decreased from the prior year end estimation due to expected

increased costs of working and selling due to Covid-19 and a change in product mix to incorporate a proportion of lower value frozen

product sales. Core product sales volumes are expected to return to pre Covid-19 levels later in calendar year 2021. Changes in these

assumptions will impact the fair value calculation. The realised profit which is achieved on the sale of inventory will differ from the

calculations of fair value of biological assets because of changes in key factors such as the final market destinations and product mix of

inventory sold, changes in price, foreign exchange rates, harvest weight, growth rates, mortality, cost levels and differences in harvested

fish quality.

Leaving all other variables constant a 15% increase/decrease in average future sales prices would increase/decrease the fair value of

biological assets on hand and profit before tax by $18.3m (30 June 2020: $19.4m) (excludes the impact of finished goods), while a 15%

increase/decrease in future harvest volume would increase/decrease the fair value of biological assets on hand and profit before tax by

$2.1m (30 June 2020: $5.8m).

A 15% increase/decrease in costs to sell would increase/decrease the fair value of biological assets on hand and profit before tax by

$15m (30 June 2020: $13.6m). Changes in fish health and environmental factors may affect the quality of harvested fish, which may be

reflected in realised profit via both achieved sales price and production costs.

16. PROPERTY, PLANT AND EQUIPMENT

Freehold

land and

buildings

Plant,

equipment

and fittings

Vehicles and

sea vessels

Construction

in progressTotal

Cost$000$000$000$000$000

As at 1 July 201910,85671,0923,4065,87391,227

Additions---16,14816,148

Disposals-(727)(79)-(806)

Transfers from WIP51516,488235(17,238)-

As at 30 June 202011,371 86,8533,5624,783106,569

Additions- - - 4,8374,837

Disposals- (210)--(210)

Transfers from WIP3992,961166(3,526)-

As at 31 January 202111,77089,6043,7286,094111,196

Depreciation and impairment

As at 1 July 20192,30335,5561,521-39,380

Depreciation4056,757279-7,441

Disposals- (681)(52)-(733)

As at 30 June 20202,70841,6321,748-46,088

Depreciation2574,207137-4,601

Disposals-(209)--(209)

As at 31 January 20212,96545,6301,885-50,480

Net Book Value

As at 30 June 20208,66345,2211,8144,78360,481

As at 31 January 20218,80543,9741,8436,09460,716

Property, Plant and Equipment is stated at historical cost less depreciation and any impairment adjustments. Historical cost includes

expenditure that is directly attributable to the acquisition of Property, Plant and Equipment. Asset residual values and useful lives are

reviewed, and adjusted if appropriate, at each balance day or whenever events or changes in circumstances indicate that the carrying

amount may not be recoverable. The Group has considered the effects Covid-19 may have on the carrying value of its specialised assets,

and has concluded there is no evidence of technical or functional obsolescence which would impact the carrying value of its assets in use.

Borrowing costs

There were no borrowing costs capitalised in period ending 31 January 2021 ( Year to 30 June 2020: $nil).

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

3534

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1 7. INTANGIBLES
Development

in progressTrademarks

Farm and

hatchery

licensesSoftwareGoodwillTotal

Cost$000$000$000$000$000$000

As at 1 July 20193,4932424,5842,44339,25550,017

Additions1,643----1,643

Disposals- - (289)--(289)

Transfers from WIP(2,394)--2,394--

As at 30 June 20202,7422424,2954,83739,25551,371

Additions859----859

Disposals - - - - - -

Transfers from WIP(741)--741- -

As at 31 January 20212,8602424,2955,57839,25552,230

Depreciation and impairment

As at 1 July 2019-2009982,042-3,240

Amortisation--168341-509

Disposals- - (287)--(287)

As at 30 June 2020- 2008792,383-3,462

Amortisation--97290-387

Disposals- - ----

As at 31 January 2021- 2009762,673-3,849

Net Book Value

As at 30 June 20202,742423,4162,45439,25547,909

As at 31 January 20212,860423,3192,90539,25548,381

Goodwill

Goodwill resulted from the acquisition of The New Zealand King Salmon Co Limited and is subject to annual impairment testing. The

Group considers the relationship between its market capitalisation and its book value, among other indicators, when reviewing for

indicators of impairment.

The goodwill is allocated to the New Zealand King Salmon Company's one cash generating unit. The recoverable amount of the cash

generating unit has been determined based on a value in use calculation using future estimated cash flows, capital expenditure and

changes in working capital over a four year period, plus an estimated terminal value. The terminal value calculation assumes sea farm

consents expiring in 2024 will be renewed on reasonable commercial terms to enable water space to continue to be utilised. The forecasts

were based on actual results and expected future use of water space licences currently held, before fair value adjustments to biological

assets. The growth rate used to estimate the cash flows of the unit beyond the four-year period is 0.21% p.a at 31 January 2021

(30 June 2020: 0.83% p.a.). A discount rate of 5.14% p.a at 31 January 2021 (30 June 2020: 6.01% p.a.) has been applied to discount

future estimated cash flows to their present value. The net present value of these future estimated cash flows exceeds the carrying

amount of the CGU, therefore the Group has concluded that there is no impairment to the goodwill.

The calculation of value in use is most sensitive to changes in sales prices, exchange rates, sales volumes and fish performance.

Reasonably probable changes in the assumptions used would not cause the carrying value of cash generating unit to exceed the

recoverable amount for the cash generating unit.

Trademarks

Trademarks are externally acquired and are carried at cost less impairment. They have indefinite useful lives and are assessed annually

for impairment. No impairment has been recognised during the period ending 31 January 2021 (Year to 30 June 2020: Nil).

18. RIGHT-OF-USE ASSETS

Land and

Buildings

Motor

Vehicles

Plant and

EquipmentTotal

Cost$000$000$000$000

Asset recognition on transition at 01 July 20193,6173804494,446

Additions-1991,1051,304

Remeasurement268--268

As at 30 June 20203,8855791,5546,018

Additions2,231139432,413

Remeasurement7906-796

As at 31 January 20216,9067241,5979,227

Depreciation

As at 1 July 2019----

Depreciation7522254601,437

As at 30 June 20207522254601,437

Depreciation565145270980

As at 31 January 20211,3173707302,417

Net Book Value

As at 30 June 20203,1333541,0944,581

As at 31 January 20215,5893548676,810

19. LEASE LIABILITIES

Land and

Buildings

Motor

Vehicles

Plant and

EquipmentTotal

$000$000$000$000

Liability recognition on transition at 01 July 20193,617 380 449 4,446

Additions-199 1,105 1,304

Remeasurement268 - - 268

Interest for the period127 13 30 170

Lease payments made(698) (213) (502) (1,413)

Lease liabilities as at 30 June 2020 3,187 366 1,052 4,605

Additions2,231139432,413

Remeasurement7906-796

Interest for the period119714140

Lease payments made(512)(146)(187)(845)

As at 31 January 20215,6963659086,969

Short term leases

The Group recognised $375k of payments for short term lease equipment in the 7 months to 31 January 2021 (30 June 2020: $357k).

Low value leases

The Group does hold lease commitments for equipment that meets the definition under NZ IFRS 16 – Low value leases.

2021

31 January

2020

30 June

$000$000

Current1,5801,347

Non-current5,3893,258

Total lease liabilities6,9694,605

ANNUAL REPORT FY21NEW ZEALAND kING SALMON

3736

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

20. INTEREST BEARING LOANS AND BORROWINGS
2021

31 January

2020

30 June

Current interest bearing loans and borrowings$000$000

Secured bank loans75097

Other borrowings2, 2741,035

Total current interest bearing loans and borrowings3,0241,132

Non-current interest bearing loans and borrowings

Secured bank loans39,25037,000

Total non-current interest bearing loans and borrowings39,25037,000

The Company has facilities with BNZ for $60m, secured by a general security deed over the assets of the Group. The expiry date of facility A

of $20m is 18 October 2022, facility B of $20m expires on 18 October 2023, and facility C of $20m expires on 18 October 2024. At balance

date $20m of facility A was drawn, $15m of facility B was drawn and facility C was undrawn (as at 30 June 2020 total: $37m). During the

period, the financial covenants relating to interest coverage and leverage ratios have been amended and are in place until 30 June 2021. The

Company also secured a Business Finance Scheme Loan via BNZ for $5m (expiry October 2025) that arose from the Government providing

financial assistance following the pandemic virus Covid-19. At balance date the Business Finance Scheme loan was fully drawn at $5m.

21. TRADE AND OTHER PAYABLES

2021

31 January

2020

30 June

$000$000

Trade payables15,28212,969

Other payables3,3151,878

Total trade and other payables18,59714,847

22. EMPLOYEE BENEFITS

2021

31 January

2020

30 June

Current employee benefits$000$000

Bonuses257171

Employee annual and sick leave benefits 2,3502,453

Long service leave250260

Total current employee benefits2,8572,884

Non-current employee benefits

Long service leave696558

Total non-current employee benefits696558

Long service leave

Long service leave provisions are calculated based on the expected future payments to employees, discounted to their net present value.

23. COMMITMENTS AND CONTINGENCIES

Capital commitments

The Group has entered into agreements to purchase plant and equipment. As at 31 January 2021 the total commitment is $1,629k

(30 June 2020: $2,598k).

Contingencies

The Group has a contingent liability of $826k in respect of a fish transport contract requiring the Group to purchase three bulk tankers

(including modifications made in 2018), should the fish transport contract be terminated early (30 June 2020: $784k).

Guarantees

The group has three guarantee facilities totalling $115k (30 June 2020: $115k).

24. FINANCIAL RISk MANAGEMENT

The Group's activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Group uses derivative financial

instruments to hedge certain risk exposures. Financial risk management is the responsibility of the Chief Financial Officer in accordance

with the Treasury Policy approved by the Board of Directors. In addition, the Group has a Treasury Committee, a sub-committee of the

Board's Audit and Finance Committee that oversees financial risk management.

Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.

This comprises of two key types of risks; currency and interest rate risk.

Currency risk

The Group has exposure to foreign exchange risk as a result of transactions denominated in foreign currency, arising primarily from

normal trading activities, but also from the net investment in the foreign subsidiary.

The Group manages its foreign currency risk by hedging its future exposure in respect of its import purchases and its export sales, over a

maximum of five years, when exposures are considered highly probable. The Group hedges this exposure with the use of forward foreign

exchange contracts and options. The Group has a policy of hedging foreign exchange exposures within a range of hedging limits broadly

summarised as follows: Up to two years – 15% to 100%, two to five years – 0% to 50%. The notional contract amounts of forward foreign

exchange contracts and options outstanding at balance date were $95.7m on the import side (as at 30 June 2020: $87.5m) and $213.4m

on the export side (as at 30 June 2020: $ 283m), for delivery over the next five financial years, in line with anticipated payment dates.

The Group imports feed from Chile and Australia, purchases of which are in United States and Australian dollars respectively. The Group

exports salmon to many countries, the major ones being Australia, Japan and the United States. Sales are denominated in Australian

dollars (AUD), Japanese yen (JPY) and United States dollars (USD) respectively. In order to protect against exchange rate movements

and to manage the inventory costing process, the Group has entered into forward exchange contracts and options to hedge the net

exposure to AUD, JPY and USD respectively.

The cash flows are expected to occur up to 60 months from 1 February 2021. Realised gains /losses on exercise of foreign exchange

contracts and options is recognised within revenue when the hedged transactions occur.

Foreign exchange forward contracts are designated as hedging instruments in cash flow hedges of highly probable forecast sales in USD,

AUD and JPY and forecast purchases in USD, and AUD. The Group has typically hedged 50-55% of the net exposure of these forecast

transactions. The foreign exchange forward contract balances vary with the level of expected foreign currency sales and purchases and

changes in foreign exchange forward rates.

There is an economic relationship between the hedged items and the hedging instruments as the terms of the foreign exchange and

commodity forward contracts match the terms of the expected highly probable forecast transactions (i.e., notional amount and

expected payment date). The Group has established a hedge ratio of 1:1 for the hedging relationships as the underlying risk of the foreign

exchange and commodity forward contracts are identical to the hedged risk components. To test the hedge effectiveness, the Group

uses the hypothetical derivative method and compares the changes in the fair value of the hedging instruments against the changes in

fair value of the hedged items attributable to the hedged risks.

The hedge ineffectiveness can arise from:

»Differences in the timing of the cash flows of the hedged items and the hedging instruments

»Different indexes (and accordingly different curves) linked to the hedged risk of the hedged items and hedging instruments

»The counterparties' credit risk differently impacting the fair value movements of the hedging instruments and hedged items

»Changes to the forecasted amount of cash flows of hedged items and hedging instruments

The NZ dollar equivalent of unhedged currency risk on assets at balance date, 31 January 2021 is $491k (30 June 2020: $474k) whilst the

NZ dollar equivalent of unhedged currency risk on liabilities at balance date, 31 January 2021 is $316k (30 June 2020: $133k).

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

3938

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Currency sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in AUD, USD and JPY exchange rates. The impact on the

Group's pre-tax profit is the result of a change in fair value of monetary assets and liabilities. The impact on the Group's equity is due to

changes in the fair value of forward exchange contracts and options designated as cash flow hedges.

Change inEquityProfit

AUD rate$000$000

31 January 2021+10%(6,722)(625)

-10%10,755764

30 June 2020+5%(2,652) (257)

-5%6,251 284

Change inEquityProfit

USD rate$000$000

31 January 2021+10%29,465556

-10%1,723(679)

30 June 2020+5%13,245328

-5%(7,031)(362)

Change inEquityProfit

JPY rate$000$000

31 January 2021+10%5,692152

-10%787(185)

30 June 2020+5%2,77514

-5%(262)(15)

Interest rate risk

The Group has exposure to interest rate risk that arises mainly due to the Group's long term debt obligations with floating interest rates.

Interest earned on call deposits are based on the current interest rate. Interest rate swaps are used to manage interest rate risk, current

swaps in place cover out to 2024. The amount of company borrowing covered using swaps at balance date 31 January 2021 was $10m

(30 June 2020: $10m).

The Group has a policy of fixing interest rates within a range of 50% to 100% of the exposure. The fixed interest rates for the existing

swaps range between 4.3% and 5.01% (30 June 2020: 4.3% and 5.01%) and the floating rate of 0.27% is aligned to the floating

quarterly bank bill rate. The loss on interest rate swaps at balance date 31 January 2021 was $1,491k (30 June 2020: $1,847k), which has

been taken to reserves.

Interest rate sensitivity

The following table demonstrates the sensitivity of the fair value of the interest rate swaps to a reasonably possible change

in interest rates:

2021

31 January

2020

30 June

$000$000

Impact of an increase of 50 basis points193224

Impact of a decrease of 50 basis points(198)(230)

Credit risk

Credit risk is the risk of financial loss that arises if a counterparty to a financial instrument does not meet its contractual obligations.

Financial instruments which potentially subject the Group to credit risk principally consist of bank balances, trade receivables, derivative

financial instruments and financial guarantees.

Customer credit risk is managed centrally subject to the Group’s established policy, procedures and control relating to customer credit

risk management. Credit quality of a customer is assessed based on an extensive external credit rating scorecard and individual credit

limits are defined in accordance with this assessment. Outstanding customer receivables and contract assets are regularly monitored

and any shipments to major customers are generally covered by trade credit insurance.

An impairment analysis is performed at each reporting date using the accounts receivable aging report to measure expected credit

losses. The impairment analysis is based on days past due for all customers with coverage by trade credit insurance. The calculation

reflects the probability-weighted outcome, the time value of money and reasonable and supportable information that is available at

the reporting date about past events, current conditions and forecasts of future economic conditions. Generally, trade receivables are

written-off if past due for more than one year and are not subject to enforcement activity.

Financial instruments are only entered into with banks that have in place an executed International Swaps and Derivatives Association

(ISDA) Master Agreement with the Group.

Maximum exposures to credit risk as at balance date are:

2021

31 January

2020

30 June

$000$000

Cash and short term deposits3,4797,1 1 5

Trade and other receivables16,18612,777

Derivative financial assets /(liabilities)19,8743,603

The above maximum exposures are net of any recognised provision for losses. No collateral is held on the above amounts.

Concentrations of credit risk

Bank balances are maintained with several banks but mainly with Bank of New Zealand. There is a wide spread of debtors, in terms

of size and geographical location within New Zealand and overseas. Concentration of credit risk in trade receivables is not considered

significant as the Group's customers operate in different market channels and geographic areas.

Liquidity risk

The Group performs cash flow forecasting activities on a daily basis to ensure it has sufficient cash to meet operational needs and

monitors performance against bank covenants on a monthly basis. Surplus cash is invested in short-term or money market deposits.

Undrawn committed facilities and/or liquid assets are maintained at all times at an amount sufficient to cover the forecast cash

payments to employees, suppliers, tax authorities and banking institutions as they fall due.

The following table analyses the contractual and expected cash flows for all financial liabilities:

Less than

one year

Between

one and

two years

Between

two and

five years

As at 31 January 2021$000$000$000

Bank loans75075038,500

Credit card facilities350--

Lease liabilities1,5801,3022,311

Trade and other payables18,597--

Financial guarantee contracts115--

Total non-derivative liabilities21,3922,05240,811

Forward foreign currency exchange contracts91,90384,82575,467

Forward foreign currency options27,99813,5395,402

Interest swaps429428756

Total derivative liabilities120,33098,79281,625

As at 30 June 2020

Bank loans83436,263-

Lease liabilities350 - -

Credit card facilities1,3471,3851,873

Trade and other payables14,847--

Financial guarantee contracts115--

Total non-derivative liabilities17,49337,6481,873

Forward foreign currency exchange contracts83,31181,869135,606

Forward foreign currency options36,57620,21913,037

Interest swaps224253495

Total derivative liabilities120,111102,341149,138

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

4140

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

25. FAIR VALUE OF FINANCIAL INSTRUMENTS
The carrying value of cash and short term deposits, trade receivables, trade payables and other current liabilities is considered a

reasonable approximation to their fair value due to the short term maturities of these instruments.

The carrying value of the BNZ loan drawing of $40m is considered a reasonable approximation of its fair value due to the short term

maturities of the drawings. The Group has the discretion to roll these short term drawings out within facility A ($20m) to 18 Oct 2022 ,

and within facility B ($20m) to 18 Oct 2023.

The following financial instruments of the Group are carried at fair value:

2021

31 January

2020

30 June

Current derivative financial assets$000$000

Forward exchange contracts4,509599

Foreign exchange options904309

Total Current derivative financial assets5,413907

Non-current derivative financial assets

Forward exchange contracts15,4548,361

Foreign exchange options900759

Total Non-current derivative financial assets16,3549,120

Current derivative financial liabilities

Forward exchange contracts941,684

Foreign exchange options61435

Interest rate swaps1,4911,749

Total Current derivative financial liabilities1,6463,868

Non-current derivative financial liabilities

Forward exchange contracts181,642

Foreign exchange options186883

Interest rate swaps--

Total non-current derivative financial liabilities2042,525

Valuation methods

Financial instruments have been categorised into the following hierarchy and valued according to the following definitions, based on the

lowest level input that is significant to the fair value measurement as a whole:

Level 1: Quoted prices in active markets for identical assets or liabilities that the entity can access at the measurement date

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly (i.e. as prices)

or indirectly (i.e. derived from prices)

Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)

All derivative financial instruments for which a fair value is recognised have been categorised within level 2 of the fair value hierarchy.

Industry experts have provided the fair values for all derivatives based on an industry standard model. There were no transfers between

Level 1 and Level 2 during the period ended 31 January 2021.

26. CAPITAL MANAGEMENT

Group capital

The capital of the Group consists of share capital, reserves and retained earnings. The Group's objectives when managing capital are to

safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders, benefits for shareholders and to

maintain an optimal capital structure to reduce the cost of capital.

In addition to this the Group aims to ensure that it meets financial covenants attached to the interest bearing loans and borrowings

that define capital structure requirements. There have been no breaches in the financial covenants of any interest-bearing loans and

borrowings in the current period.

In order to maintain or adjust the capital structure the Group may adjust dividends paid to shareholders, return capital to shareholders,

issue new shares or sell assets to reduce debt.

2 7. CAPITAL AND RESERVES

Share capital

2021

31 January

2020

30 June

Issued shares000000

Ordinary shares138,986138,986

Total issued shares138,986138,986

Ordinary shares are fully paid with no par value. Each ordinary share has an equal right to vote, to participate in dividends and to share

in any surplus on winding up of the Company. No dividend was declared nor paid during the 7 months to 31 January 2021 (Year to

30 June 2020: $0.03 paid on 20 Sep 2019, and $0.02 paid on 20 March 2020).

# of SharesShare Capital

2021202020212020

Movement in ordinary share capital000000$000$000

As at 1 July138,986138,571 122,606 122,595

Share issue for employee LTI share scheme-415- -

Share issue recognised on repayment of employee loans- - -11

Total share capital as at period end138,986 138,986 122,606 122,606

Shares held as treasury stock232 4

Total shares outstanding at period end138,754138,982

Reserves

Foreign currency translation reserve

The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of

the foreign subsidiary.

Hedge reserve

The hedge reserve represents the unrealised gains and losses on interest rate swaps and foreign currency forward contracts that the

Group has taken out in order to mitigate interest rate and foreign currency risks, net of deferred tax. Also included are the realised gains

on early closed foreign currency forward contracts where the hedged future cash flows are still expected to occur (net of tax).

2021

7 Months

2020

12 Months

000000

Unrealised gain /(loss)11,7513,978

Realised gain /(loss)4,136-

Total gain / (loss) on hedge reserves15,8873,978

Retained earnings

Retained earnings represents the profits retained in the business.

Share-based payment reserve

The share based payment reserve relates to one long term incentive (LTI) scheme and two employee share ownership schemes. All of

these schemes involve the Company making interest-free limited recourse loans to selected personnel to acquire shares in the Company.

The employees must remain in employment for the duration of the vesting or escrow periods before the employees receive the full

benefit of share ownership subsequent to repayment of the loan balance remaining at time of vesting.

Share schemeGrant date

30 June 2020

shares not

yet vested

New shares

issued to

custodian

Shares

allocated from

treasury stock

Shares

forfeited to

treasury stockShares vested

31 January

2021 shares

not yet vested

000000000000000000

LTI 201729/09/17*295- - (3) (292) -

LTI 201827/09/18300 - - (29) - 271

LTI 20195/11/19451 - -(200) - 251

Total share scheme 1,046 - -(232)(292)522

*Fully vested in current year

The estimated value of share options was determined using the Black-Scholes pricing calculator and is being amortised over the

restrictive periods. The option cost is treated as an employee expense with the corresponding credit included in the share based payment

reserve. The inputs into the option pricing valuation model are the share price of the Group at time of allocation and the compounded

risk free interest rate.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

4342

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Share allocation price for share schemes
Share schemeEmployee Group 1Employee Group 2Employee Group 3Employee Group 4

LTI 2017$1.22$1.77- -

LTI 2018$1.30$1.95$2.78-

LTI 2019$1.41$2.13- $2.20

28. EVENTS AFTER BALANCE DATE

Covid-19

On 27th February 2021, the Government announced a fourth wave of Covid-19 outbreak in New Zealand and as a result, the Auckland

region moved up to alert Level 3 lockdown restrictions whilst the rest of New Zealand moved up to alert Level 2 lockdown restrictions.

At the date of signing the financial statements New Zealand is at alert level 1. We do not consider it practical to provide a quantitative

or qualitative estimate of the potential impacts of any future outbreaks on the Group at this time. The Group continues its farming and

processing operations under Levels 1 to 4 and continues to pursue its strategy of marketing its branded products across the range of

customers, and markets and products. In the event of a Level 4 lockdown the Group anticipates being able to continue to operate as an

essential industry.

No final dividend was declared in respect of the period ended 31 January 2021 (Year to 30 June 2020: Nil).

29. RELATED PARTY DISCLOSURES

Subsidiaries

New Zealand King Salmon Investments Limited has the following trading subsidiaries.

SubsidiaryCountry of IncorporationEquity Interest

The New Zealand King Salmon Co LimitedNew Zealand100%

New Zealand King Salmon Exports LimitedNew Zealand100%

The New Zealand King Salmon Pty LimitedAustralia100%

New Zealand King Salmon USA IncorporatedUnited States of America100%

The principal activity of The New Zealand King Salmon Co Limited is the farming and processing of salmon. The activity of New Zealand

King Salmon Exports Limited, The New Zealand King Salmon Pty Limited, and New Zealand King Salmon USA Incorporated is the

distribution of salmon.

At balance date Oregon Group Limited owned 40.02% (30 June 2020: 40.02%) and China Resources Ng Fung Limited owned 9.96%

(30 June 2020: 9.93%) of the shares in New Zealand King Salmon Investments Limited.

Transactions with related parties

Sales to and purchases from related parties are made in arm's length transactions both at normal market prices and on normal

commercial terms. The following provides the total amount of transactions that were entered into with related parties for the relevant

financial year:

2021

7 Months

2020

12 Months

Related party payments$000$000

Good and services purchased from other related parties300238

Total related party payments300238

Related party sales

Goods and services sold to related parties283,078

Total related party sales283,078

Sales to and purchases from related parties are made in arm's length transactions, both at normal market prices and on normal

commercial terms.

Amounts owing to related parties

2021

31 January

2020

30 June

Current amounts owing to related parties$000$000

Other amounts owing to related parties233149

Total current amounts owing to related parties233149

2021

31 January

2020

30 June

Amounts owing by related parties$000$000

Amounts owing by related parties37

Total amounts owing by related parties37

2021

7 Months

2020

12 Months

Compensation of key management personnel of the Group$000$000

Short-term employee benefits1,2241,770

Share based payment expense- 49

Post employment pension and medical benefits53 61

Total compensation of key management personnel of the Group1,277 1,880

30. AUDITOR’S REMUNERATION

2021

7 Months

2020

12 Months

$000$000

Audit fees189191

Other assurance1040

Tax advisory and compliance -4

Total auditors remuneration199235

Other assurance services include performance of agreed upon procedures on sustainability information of the Group.

31. RECONCILIATION OF NET OPERATING CASH FLOW TO PROFIT/(LOSS)

2021

7 Months

2020

12 Months

Reconciliation of the profit/(loss) for the period with the net cash from operating activities$000$000

Profit /(loss) before tax(9,326)24,953

Adjusted for

Depreciation and amortisation5,9699,385

(Gain)/loss on sale of assets151

Share-based payments98301

Net foreign exchange differences5,428(50)

Net loss /(profit) on derivative instruments at fair value through profit or loss38(30)

(Increase)/decrease in trade and other receivables and prepayments(3,409)725

(Increase)/decrease in inventories and biological assets(2,687)(28,928)

Increase/(decrease) in trade and other payables3,9452,438

Income tax paid(938)(4,777)

Net cash flow (to)/ from operating activities(881)4,068

32. REVENUE FROM CONTRACTS WITH CUSTOMERS

A. SALE OF GOODS WITH VARIABLE CONSIDERATION

Some contracts for the sale of goods provide customers with volume rebates. Under NZ IFRS 15, volume rebates give rise to

variable consideration.

Volume rebates

The Group provides retrospective volume rebates to certain customers on the quantity of product purchased during the period. The rebate is

charged at time of settlement. Therefore the Group does not see the need to recognise a refund liability due to timeliness of the transaction.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

4544

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

B. CONTRACT BALANCES: CONTRACT LIABILITIES
A contract liability is the obligation to transfer goods to a customer for which the Group has received consideration from the customer. If

a customer pays consideration before the Group transfers goods to the customer, a contract liability is recognised when the payment is

made or when the payment is due (whichever is earlier). Contract liabilities are revenue when the Group performs under the contract.

The Group recognises revenue from the following major sources:

»Ōra King

»Regal

»Southern Ocean

»Omega Plus

»New Zealand King Salmon

C. PERFORMANCE OBLIGATIONS

Information about the Group's performance obligations is summarised below:

Delivery to customer

The performance obligation is satisfied upon delivery of salmon products to the customer, and payment terms generally range between

cash on delivery and 20th of the month following invoice date.

On collection

The performance obligation is satisfied upon collection of salmon products by the customer and payment terms are generally on collection.

Receipt into store

The performance obligation is satisfied upon delivery of salmon products when receipted into the customer's store and payment terms

are generally on the 20th of the month following invoice date.

CIF, into hold

The performance obligation is satisfied upon delivery of shipping documents including either the bill of lading or way bill dependent on

transportation mode. Payment terms generally range between 7 days from invoice date and 20th of the month following invoice date.

2021

7 Months

2020

12 Months

Revenue by Product group$000$000

Whole fish46,05776,501

Fillets, Steaks & Portions18,60632,082

Wood Roasted8,55512,075

Cold Smoked16,50426,605

Other5,5178,082

Total revenue by product group95,239155,344

2021

7 Months

2020

12 Months

Revenue by Brand$000$000

Ōra King34,32661,323

Regal19,50230,182

Southern Ocean6,20310,433

Omega Plus1,4081,549

New Zealand King Salmon33,80051,857

Total revenue by brand95,239155,344

2021

7 Months

2020

12 Months

Revenue by geographical location of customers$000$000

New Zealand41,78666,003

North America34,67158,432

Australia6,3859,280

Japan5,0235,275

China1,0213,746

Europe2,7933,625

Other3,5608,981

Total revenue by geographical location of customers95,239155,344

Sales net of settlement discounts to one major customer for the period 1 July 2020 to 31 January 2021 totalled $10.7m or 11.24% of total

gross revenue (Year to 30 June 2020 one major customer totalled $15.63m or 10.06% of total gross revenue).


Independent

Auditor’s Report

Opinion

We have audited the financial statements of New Zealand King Salmon Investments Limited ("the company") and its subsidiaries (together

"the group") on pages 19 to 46, which comprise the consolidated statement of financial position of the group as at 31 January 2021, and

the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash

flows for the period 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 19 to 46 present fairly, in all material respects, the consolidated financial

position of the group as at 31 January 2021 and its consolidated financial performance and cash flows for the period 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 performs agreed upon procedures in relation to sustainability information of 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 judgment, were of most significance in our audit of the consolidated financial

statements of the current period. 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.

A member firm of Ernst & Young Global Limited

INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS

OF NEW ZEALAND kING SALMON INVESTMENTS LIMITED

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS

ANNUAL REPORT FY21NEW ZEALAND kING SALMON

4746

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSINDEPENDENT AUDITOR’S REPORT


A member firm of Ernst & Young Global Limited

VALUATION AND EXISTENCE OF BIOLOGICAL ASSETS

Why significantHow our audit addressed the key audit matter

At 31 January 2021, the consolidated statement of financial

position includes biological assets (live salmon) of $88.2 million

with an estimated biomass of 6,864 metric tonnes measured at

fair value less costs to sell. This includes a fair value increase above

cost of $33.2 million .

This is a key audit matter because the group's estimation of

the fair value of biological assets involves estimation of year

end biomass, and a valuation model that relies on significant

estimation including:

»future biomass growth to harvest;

»future fish mortalities;

»forecast sales prices;

»forecast costs to harvest date and sale;

»forecast sales product mix; and

»a weight-based method, to recognise the estimated fair value

gain at balance date.

Disclosures in relation to biological assets are included in Note 15 to

the group financial statements.

In considering the valuation of live salmon we:

»evaluated the appropriateness of key estimations and

assumptions and their impact on discounted future cash flows;

»agreed key estimation inputs used by the group in their model

to source data and to board approved forecast;

»involved our valuation specialists in the evaluation and testing

of the mathematical integrity of the calculations in the

valuation model;

»challenged the accuracy of model inputs compared to

historical actual values and considered the accuracy of

previous input forecasts; and

»challenged the appropriateness of model assumptions

that may be materially impacted by the ongoing Covid-19

pandemic (sales price and quantity and freight costs to sell).

In considering live salmon existence we:

»tested controls over fish count recording of transfers from a

fresh water farm to sea farms;

»considered the key inputs used by the group in estimating

growth and biomass;

»tested controls over fish quantity and biomass adjustments to

the livestock recording system;

»agreed significant quantity and biomass adjustments made by

the group in the livestock recording system to source data;

»performed analytical procedures over feed conversion to

biomass; and

»considered the accuracy of historical forecasts of average fish

weight and quantity recorded in the livestock recording system

to actual fish harvest data.

We also considered the appropriateness and sufficiency of biological

assets disclosures included in the group financial statements.


A member firm of Ernst & Young Global Limited

GOODWILL IMPAIRMENT ASSESSMENT

Why significantHow our audit addressed the key audit matter

At 31 January 2021, the consolidated statement of financial

position includes goodwill arising in business combinations of

$39.3 million, assigned to the single cash generating unit (CGU)

assessed by management. An impairment test of the carrying

value of goodwill is required annually.

The recoverable amount of a CGU is the higher of fair value less

costs to sell (FVLCS) and value in use ( VIU).

This is a key audit matter because the group's period end

assessment of recoverable amount, which has been assumed to

be the assessed VIU involves significant judgements related to

future cash flow forecasts, discount rate and terminal growth rate

assumptions. These are key inputs into the group's discounted

cashflow ("DCF") model used to assess the VIU of the CGU.

FVLCS has been calculated with reference to market capitalisation

at the balance sheet date.

Disclosures in relation to goodwill are included in Note 17 to the

group financial statements.

In obtaining sufficient, appropriate audit evidence we:

»evaluated the appropriateness of the group's single

CGU determination;

»considered the group's value in use assessment. This included

the following steps:

»agreed relevant DCF inputs to board approved forecasts

and compared these with historical actual results. We also

considered the accuracy of previous internal forecasts;

»tested the mathematical accuracy of future cash

flow forecasts;

»involved our valuation specialists in assessing the discount

rate and terminal growth rate applied;

»tested the mathematical accuracy of discounting applied.

»evaluated the calculation of the carrying value of the CGU;

»involved our valuation specialists in performing our comparison

of FVLCS (based on market capitalisation adjusted for a

minority interest discount) to the carrying value of the CGU;

»considered the appropriateness and sufficiency of goodwill

disclosures included in the group financial statements.


FINISHED GOODS AND WORk IN PROGRESS INVENTORY

NET REALISABLE VALUE PROVISION

Why significantHow our audit addressed the key audit matter

At 31 January 2021, the consolidated statement of financial

position includes finished goods and work in progress inventory

totalling $30.6 million (2020: $26.4m), net of a net realisable value

provision of $10.4 million (2020: $2.2m).

This is a key audit matter because of the significant increase in

the volume and age of finished goods due to the current year

demand patterns. Therefore, the level of judgement involved in

management's assessment of the net realisable value provision

is significant.

Disclosures in relation to inventories are included in Note 14 to the

group financial statements.

In obtaining sufficient, appropriate audit evidence we:

»obtained an understanding of management's inventory

provisioning process;

»compared the assessed net realisable value of aged inventory

items and items with high value and quantity to subsequent

selling values and the FY22 board approved forecast. In doing

so, we considered the greater price and volume uncertainty as

a result of the ongoing COVID-19 pandemic;

»tested that where finished goods and work in progress have

been assumed to have extended shelf lives, the food safety

and quality manager has approved the extension;

»tested the mathematical accuracy of the provision

calculation; and

»considered the appropriateness and sufficiency of inventory

disclosures included in the group financial statements.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

4948

INDEPENDENT AUDITOR’S REPORTINDEPENDENT AUDITOR’S REPORT


A member firm of Ernst & Young Global LimitedA member firm of Ernst & Young Global Limited

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 which is expected to be made available to us after the date of this 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.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter

to those charged with governance and, if uncorrected, to take appropriate action to bring the matter to the attention of users for whom our

auditor's report was prepared.

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.

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 exist s. 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 Bruce Loader.

Chartered Accountants

Christchurch

30 March 2021

A member firm of Ernst & Young Global Limited

Corporate Governance

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.

RECOMMENDATION 1.1

The Board should document minimum standards of ethical behaviour to which the issuer’s Directors and employees

are expected to adhere (a Code of Ethics).

Code of Ethics

The Board sets a framework of ethical standards for the Group via its Code of Ethics, which is contained in the Company’s

Corporate Governance Code. These standards are expected of all Directors and employees of the Group.

The Code of Ethics covers a wide range of areas including requiring Directors, employees, contractors and advisers to:

»Act honestly and with personal integrity in all actions.

»Declare conflicts of interest and proactively advise of any potential conflicts.

»Undertake proper receipt and use of corporate information, assets and property.

»In the case of Directors, give proper attention to the matters before them.

»Act honestly and in the best interests of the Company, as required by law, and take account of interests of shareholders

and other stakeholders.

»Adhere to any procedures around giving and receiving gifts.

»Adhere to any procedures about whistle blowing.

»Manage breaches of the Code of Ethics.

No breaches of the Code of Ethics were reported during the year to 31 January 2021.

CORPORATE GOVERNANCE STATEMENT

The Board of New Zealand King Salmon Investments Limited (the Company) is committed to ensuring that the Company meets

best practice governance principles and maintains the highest ethical standards. This Corporate Governance Statement provides an

overview of the Company’s governance framework. It is structured to follow the NZX Corporate Governance Code (NZX Code) and

disclose practises relating to the NZX Code’s recommendations.

The Board’s view is that during the reporting period the Group has complied with the corporate governance principles and

recommendations set out in the NZX Code apart from specific areas noted in this report. The Board believes our governance

structures and in particular our remuneration approach meets our strategic objectives. In forming our conclusions, we have sought

external feedback from shareholders and advisors to challenge our thinking and validate our findings, which we have appreciated.

The corporate governance principles and standards of the Company also comply with the:

»Financial Markets Authority’s Corporate Governance in New Zealand Principles and Guidelines.

»ASX Corporate Governance Principles and Recommendations.

»NZX and ASX Listing Rules (corporate governance requirements).

The Company’s key corporate governance documents referred to in this statement, including charters and policies, can be found on

the Company’s website, www.kingsalmon.co.nz.

The Company’s Corporate Governance Code was reviewed and updated during March 2021 as part of its annual review. The extent to

which the Company has followed the recommendations in the NZX Code for the financial seven month period to 31 January 2021 is

detailed in this Corporate Governance Statement. The Company’s Corporate Governance Code was approved by the Board on

30 March 2021. This Corporate Governance Statement, along with the corperate Governance code was approved by the Board on 30

March 2021.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

5150

INDEPENDENT AUDITOR’S REPORTCORPORATE GOVERNANCE

DRAFT

PRINCIPLE 2 – BOARD COMPOSITION & PERFORMANCE
To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience

and perspectives.

RECOMMENDATION 2.1

The Board of an issuer should operate under a written charter which sets out the roles and responsibilities of the Board. The

board charter should clearly distinguish and disclose the respective roles and responsibilities of the Board and management.

Responsibilities of the Board

The Board is the ultimate decision-making body of the Company and appoints the Chief Executive Officer and Managing Director

(CEO) to whom it delegates the responsibility of managing day to day operations.

The Board is responsible for setting the strategic direction of the Company, directing the Company and enhancing shareholder

value in accordance with good corporate governance principles.

In addition to the duties and obligations of the Board under the Companies Act 1993 (the Act) and the NZX Listing Rules, the

functions of the Board include:

»Appointing the Chair and the CEO.

»Providing counsel to, and reviewing the performance of, the CEO and CFO.

»Reviewing and approving the strategic, business and financial plans prepared by management.

»Monitoring performance against the strategic, business and financial plans.

»Approving major investments and divestments.

»Ensuring ethical behaviour by the Company, Board, management and employees.

»Assessing its own effectiveness in carrying out its functions.

The Board monitors these matters by receiving reports and plans from management and appropriate experts, and by maintaining

an active programme of Company site visits.

The Board uses committees to address certain issues that require detailed consideration by members of the Board who have

specialist knowledge and experience. The Board retains ultimate responsibility for the functions of its committees and determines

their responsibilities.

The Board has a statutory obligation to maintain responsibility for certain matters. It also deals directly with issues relating to the

Company’s mission, appointments to the Board, strategy, business and financial plans.

Details of the Board’s role, composition, responsibilities, operation, policies and committees are provided in the Company’s

Corporate Governance Code.

Every new Director, employee and contractor is provided with a copy of the Code of Ethics and must confirm that they have read and

understand the Code of Ethics. The Code of Ethics is available on the Company’s website.

The Code of Ethics is subject to annual review by the Board.

The Company maintains an interests register, on which Directors and executives disclose any interests such as other directorships,

shareholdings or ownership, which may potentially lead to conflicts or perceived conflicts of interest.

RECOMMENDATION 1.2

An issuer should have a financial product dealing policy which applies to employees and Directors.

Share trading by Company Directors and Employees

The Board of the Company has implemented a formal procedure to handle trading in the Company’s quoted financial products.

All Directors, officers, employees, contractors and advisers of the Group must comply with the procedures set out in the Financial

Products Trading Policy and Guidelines as detailed in the Company’s Corporate Governance Code.

All trading by Directors and senior managers (as defined by the Financial Markets Conduct Act 2013) is required to be reported to

NZX and recorded in the Company’s securities trading register. A blackout period is imposed for all Directors and employees between

the end of the half year and full year and the release to NZX of the result for that period. The policy provides that shares may not be

traded at any time by any individual holding material information. The full procedures are outlined in the Financial Products Trading

Policy and Guidelines, which is contained in the Company’s Corporate Governance Code, available on the Company’s website.

The skills matrix is used to evaluate whether the collective skills and experience of the Directors meet the Company’s requirements

both currently and into the future.

The composition of the Board is reviewed to ensure that the Company has access to the most appropriate balance of skills,

qualifications, experience, perspectives and background to effectively govern the Company.

A number of areas will be supplemented by on-going director training. The Board noted the range of qualifications, experience,

perspectives and background were appropriate at this time. The average tenure of the current directors is 6.6 years.

RECOMMENDATION 2.3

An issuer should enter into written agreements with each newly appointed Director establishing the terms of their appointment.

Letter of appointment

All new Directors enter into a written agreement with the Company setting out the terms of their appointment.

RECOMMENDATION 2.2

Every issuer should have a procedure for the nomination and appointment of Directors to the Board.

Director nomination and appointment

The Board is responsible for appointing Directors. The Nominations and Remuneration Committee manages the appointment process

for new Directors and the re-election of existing Directors in order to make a recommendation to the Board. The nomination and

appointment procedure is set out in the Committee’s charter, which is included in the Company’s Corporate Governance Code.

When considering an appointment, the Committee will undertake a thorough check of the candidate and background. Where

the Board determines a person is an appropriate candidate, shareholders are notified of that and are provided with all material

information that is relevant to the decision on whether to elect or re-elect a Director.

The Nominations and Remuneration Committee also has responsibility for reviewing the composition of the Board to ensure that the

Company has access to the most appropriate balance of skills, qualifications, experience, perspectives and background to effectively

govern the Company.

The Board has developed a skills matrix setting out the key skills they believe are necessary for governance of the Company. The Board

has determined that to operate effectively and to meet its responsibilities it requires competencies in key disciplines covering business

acumen, strategic ability, governance, industry knowledge, people, finance skills and export markets.

As detailed in the chart below, the size of each section represents a combination of the skills available and the perceived importance

of each of these skills.

Weighted Skills Charts as at June 2020

6

%

25

%

24

%

12

%

11

%

14

%

8

%

Business Acumen / Leadership

Strategic Ability

Governance

Industry Knowledge

People

Finance Skills

Export Markets

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

5352

CORPORATE GOVERNANCECORPORATE GOVERNANCE

DRAFT

Director period of appointment0-3 years3-9 years9 years +
Number of Directors313

Interests Register

The Board maintains an Interests Register. Any Director with an interest in a transaction with the Company must immediately disclose to

the Board the nature, monetary value and extent of the interest. A Director who is interested in a transaction may attend and participate

at a Board meeting at which the transaction is discussed but may not be counted in the quorum for that meeting or

vote in respect of the transaction, unless it is one in respect of which Directors are expressly required by the Companies Act 1993

to sign a certificate.

Particulars of entries made in the Interests Register for the seven month period to 31 January 2021 are included in the Director Disclosures

section on pages 71.

Director Independence

The Board determines annually on a case-by-case basis on the advice of the Nominations and Remuneration Committee who, in its view,

are Independent Directors. The guidelines set out in the NZX Code are used for this purpose. The Board will review any determination it

makes on a Director’s independence on becoming aware of any new information that may affect that Director’s independence. For this

purpose, Directors are required to ensure they immediately advise the Board of any new or changed relationship that may affect their

independence or result in a conflict of interest.

As a result of the formal BetterBoards evaluation undertaken in 2018, the Board confirms the designation of John Ryder, Paul Steere and

Catriona MacLeod as independent directors, noting Paul Steere resigned as CEO of the Company in 2009. The Board has determined that

these Directors, including the Chair of the Board, remained independent during the reporting period.

The Board currently has seven Directors, three of which are considered independent. Therefore, the Board does not currently have a

majority of independent directors as recommended by the NZX Code Recommendation 2.8, but it does comply with Listing Rule 2.1.1(c)

by having three independent directors. The Company has decided that the current composition of the Board best serves the Company,

but it is intended, in the medium term, to have a majority of independent directors. The Board will continue to assess the appropriate

options and opportunities to achieving this goal.

RECOMMENDATION 2.5

An issuer should have a written diversity policy which includes requirements for the Board or a relevant Committee of the Board to

set measurable objectives for achieving diversity (which, at a minimum, should address gender diversity) and to assess annually

both the objectives and the entity’s progress in achieving them. The issuer should disclose the policy or a summary of it.

The Company recognises the value in diversity and seeks to ensure that the Board and workforce of the Group is as diverse as the

community in which we operate. A formal diversity policy was adopted by the Board on 29 June 2018 and can be found in the Company’s

Corporate Governance Code at https://www.kingsalmon.co.nz/investors /corporate-governance/ .

The Company does recruit, promote and compensate on the basis of merit, regardless of gender, ethnicity, religion, age, nationality or

union membership. The Company does require that people in the workplace are treated with respect in accordance with the Company’s

Human Resource Policy and Way We Work document.

The Board is committed to increasing the level of diversity at Board and executive level wherever possible, however no measurable

objectives were set for the year ended 30 June 2019. The board is currently reviewing the most appropriate measurable objectives

for the seven month period to 31 January 2021 and will report against its progress in meeting any specific diversity objectives in its

2020 Annual Report.

Responsibility for workplace diversity and the setting of measurable objectives is held by the Nominations and Remuneration Committee.

RECOMMENDATION 2.4 AND 2.8

Every issuer should disclose information about each Director in its annual report or on its website, including a profile of

experience, length of service, independence and ownership interests and Director attendance at Board meetings.

A majority of the Board should be independent Directors.

Board of Directors

A profile of each of the Directors is on page 15 of this report. The profiles include information on the year of appointment, skills,

experience and background of each Director.

The roles of the Board Chair, Audit and Finance Committee Chair, and CEO are not held by the same person.

Ownership of the Company’s shares by Directors is encouraged rather than being a requirement. Directors’ ownership interests are

disclosed at page 71.

The Board does not have a tenure policy; however, it recognises that a regular refreshment programme leads to the introduction of

new perspectives, skills, attributes and experience.

The gender composition of the Company’s Board and senior leadership team (SLT) is as follows:

As at 31 January 2021As at 30 June 2020

PositionFemaleMaleFemaleMale

Board1 (14%)6 (86%)1 (14%)6 (86%)

Senior Leadership Team2 (29%)5 (71%)1 (17%)5 (83%)

The Company has a long-term target of equal male and female representation at board and SLT level however this target has not yet

been achieved.

RECOMMENDATION 2.6

Directors should undertake appropriate training to remain current on how to best perform their duties as Directors of an issuer.

Director Training

The Board does ensure that there is appropriate training available to all Directors to enable them to remain current on how best to

discharge their responsibilities and keep up to date on changes and trends in areas relevant to their work. Directors are provided with

industry information and receive copies of appropriate company documents to enable them to perform their role. The Board has

allocated funding of $1,000 per annum for each Director to provide resources to help develop and maintain skills and knowledge.

Directors are expected to maintain their knowledge of latest governance and business practices in order to perform their duties.

The Board also ensures that new Directors are appropriately introduced to Management and the businesses.

RECOMMENDATION 2.7

The Board should have a procedure to regularly assess Director, Board and Committee performance.

Board Performance Evaluation

The Board annually assesses its effectiveness in carrying out its functions and responsibilities. The Chair of the Board leads the review

and evaluation of the Board as a whole, and of the Board Committees, against their charters. The Chair of the Board also engages

with individual Directors to evaluate and discuss performance and professional development.

In 2018 the Board undertook the Institute of Directors’ BetterBoard evaluation. This provided the opportunity for a formal review of

Board operations to ensure best practise was being followed. Several of the conclusions of the BetterBoard evaluation are noted in this

report and have been implemented, particularly in relation to the structure of Board committees and nominated participates.

RECOMMENDATION 2.9

An issuer should have an independent Chair of the Board. If the chair is not independent, the chair and the CEO should be

different people.

Chair assessment

The Chair of the board and the CEO are separated to ensure that a conflict of interest does not arise. The Chair of the Board is

responsible for leading the Board, facilitating the effective contributions of all Directors and promoting constructive and respectful

relations between Directors and between the Board and management. The Chair is also responsible for setting the Board’s agenda

and ensuring that adequate time is available for discussion of all agenda items, in particular strategic issues.

Issuers should have an independent chair, which can contribute to a culture of openness and constructive challenge that allows for a

diversity of views to be considered by the Board. Good governance demands an appropriate separation between those charged with

managing a listed entity and those responsible for overseeing its managers.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

5554

CORPORATE GOVERNANCECORPORATE GOVERNANCE

RECOMMENDATION 3.1
An issuer’s Audit and Finance Committee should operate under a written charter. Membership on the Audit and Finance

Committee should be a majority of independent Directors and comprise solely of non-executive Directors of the issuer. The

Chair of the Audit and Finance Committee should not also be the Chair of the Board.

Audit and Finance Committee

The primary function of the Audit and Finance Committee is to assist the Board in fulfilling its oversight responsibilities relating to

the Company:

»To oversee the financial reporting and continuous disclosure processes to ensure that the interests of shareholders are properly

protected in relation to financial reporting and internal control and disclosure maintains integrity, transparency and adequacy.

»To provide the Board with an independent assessment of the Company’s financial position and accounting affairs.

»To oversee the Company’s capital and treasury management.

The members of the Committee are all independent non-executive directors, all with accounting and financial background. The

members are Paul Steere (Chair), John Ryder and Jack Porus (appointed 26 August 2020). The Chair of the Audit and Finance

Committee and the Board Chair are different people. The Audit and Finance Committee held three meetings during the seven

month period to 31 January 2021. The agenda items for each meeting generally relate to financial governance, external financial

reporting, external audit, internal controls and processes, and compliance.

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 formally constituted three committees in June 2018: the existing Nominations and Remuneration Committee, the

reformed Audit and Finance Committee and the new Health, Safety and Risk Committee. Each committee focuses on specific areas

of governance and together they strengthen the Board’s oversight of the Company. Committee membership is reviewed annually.

Each Committee has a written charter that is approved by the Board and sets out its mandate. The charters are reviewed annually

with any proposed changes recommended to the Board for approval. The charters can be found within the Company’s Corporate

Governance Code.

Annually each Committee agrees a programme of matters to be addressed over the following twelve-month period. The

Committees each annually review their performance against the Committee charter and objectives for the year and report their

findings to the Board.

Attendance at Meetings

The table below sets out Director attendance at Board and Committee meetings during the seven month period to 31 January 2021.

DirectorBoard

Audit & Finance

Committee

Nominations and

Remuneration

Committee

Health, Safety

and Risk

Committee

John Ryder (Chair)

7 / 72 / 2--

Paul Steere (Chair Audit and Finance Committee and Chair

Nominations and Remuneration Committee)

5 / 71 / 22 / 23 / 3

Jack Porus7 / 72 / 22 / 2-

Catriona Macleod

(Chair Health, Safety and Risk Committee)6 / 7---

Lai Po Sing 7 / 7---

Chiong Yong Tiong7 / 7--3 / 3

Grant Rosewarne

(Executive Director)7 / 72 / 22 / 23 / 3

RECOMMENDATION 3.2

Employees should only attend Audit Committee meetings at the invitation of the Audit Committee.

Meeting Attendance

The CEO and Chief Financial Officer (CFO) are regularly invited to attend Audit and Finance Committee meetings. The committee also

regularly holds private sessions of the committee and external auditors with management excluded.

RECOMMENDATION 3.3 AND 3.4

An issuer should have a Remuneration Committee which operates under a written charter (unless this is carried out by the

whole board). At least a majority of the Remuneration Committee should be independent Directors. Management should only

attend Remuneration Committee meetings at the invitation of the Remuneration Committee. An issuer should establish a

nomination committee to recommend director appointments to the board (unless this is carried out by the whole board), which

should operate under a written charter. At least a majority of the nomination committee should be independent directors.

Nominations and Remuneration Committee

The Nominations and Remuneration Committee's role is to assist the board by:

»Establishment of a clear framework for oversight and management of the Company’s remuneration structure, policies,

procedures and practices to ensure the Company remuneration is fair and reasonable.

»Defining the roles and responsibilities of the Board and senior management.

»Reviewing and making recommendations on Board composition and succession.

In particular, the Nominations and Remuneration Committee’s role is to ensure that the Board is balanced in terms of skills and

knowledge and to ensure that the method of nomination and appointment of Directors is transparent.

Under the Nominations and Remuneration Committee Charter, the Committee shall comprise of, wherever possible, a majority of

independent Directors.

The current members of the Committee are Paul Steere (Chair) (independent, non-executive) and Jack Porus (nominated as a

Director by Oregon Group Limited and thus not independent). Therefore the Nominations and Remuneration Committee does not

currently have a majority of independent directors as recommended by the NZX Code Recommendations 3.3 and 3.4. The Company

has decided that the current composition of the Nominations and Remuneration Committee best serves the Company.

The Committee held two meetings during the seven month period to 31 January 2021.

RECOMMENDATION 3.5

An issuer should consider whether it is appropriate to have any other Board committees as standing Board committees. All

committees should operate under written charters. An issuer should identify the members of each of its committees, and

periodically report member attendance.

Health, Safety and Risk Committee

The Company has since 2015 operated a management Health & Safety Steering Group, generally meeting quarterly and with

attendance by a Board Director.

The Board’s commitment to ensuring a safe and healthy workplace for team members, contractors and visitors led to it establishing a

Health, Safety and Risk Committee in June 2018, which operates under a written charter.

The primary functions of the Health, Safety and Risk Committee are:

»To assist the Board to provide leadership and policy for health and safety.

»To assist the Board to fulfil its responsibilities and to ensure compliance with all legislative and regulatory requirements in relation

to the health and safety practices of the Company as those activities affect employees and contractors.

»To support the ongoing improvement of health and safety in the workplace.

»Ensure and overview the identification of risk to the Company’s operations, both financial and non-financial, the mitigation

measures in place and such further measures to be enacted so risk is managed to as satisfactory a level as practical.

The members of the Committee are Catriona Macleod (Chair) and Chiong Yong Tiong.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

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CORPORATE GOVERNANCECORPORATE GOVERNANCE

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.

RECOMMENDATION 4.1

An issuer’s board should have a written continuous disclosure policy.

Shareholder Communications and Market Disclosure

The Company’s Board is committed to the principle that high standards of reporting and disclosure are essential for proper

accountability between the Company and its investors, employees and stakeholders.

The Company achieves these commitments, and the promotion of investor confidence, by ensuring that trading in its shares takes

place in an efficient, competitive and informed market. The Company has in place a written Shareholder Communications and Market

Disclosure Policy designed to ensure this occurs. The policy includes procedures intended to ensure that disclosure is made in a timely

and balanced manner and in compliance with the NZX Listing Rules, such that:

»All investors have equal and timely access to material information concerning the Company, including its financial situation,

performance, ownership and governance.

»Company announcements are factual and presented in a clear and balanced way.

The Company is committed to the promotion of investor confidence by ensuring that the trading of Company shares takes place in

an efficient, competitive and informed market. The CFO is responsible for the Company’s compliance with NZX and ASX continuous

disclosure requirements and the Board is advised of, and considers, continuous disclosure issues at each Board meeting or whenever

else required.

Significant market announcements, including the preliminary announcement of the half year and full year results, the financial

statements for those periods, and any advice of a change in earnings forecast are approved by the Board.

Directors consider at each Board meeting whether there is any material information which should be disclosed to the market.

RECOMMENDATION 4.2

An issuer should make its Code of Ethics, Board and Committee charters and the policies recommended in the NZX Code,

together with any other key governance documents, available on its website.

Governance Policies and Charters

The Company’s key corporate governance documents, including charters and policies, can be found

at https://www.kingsalmon.co.nz/investors /governance/.

RECOMMENDATION 3.6

The Board should establish appropriate protocols that set out the procedure to be followed if there is a takeover offer for the

issuer including any communication between insiders and the bidder. The Board should disclose the scope of independent

advisory reports to shareholders. These protocols should include the option of establishing an independent takeover committee,

and the likely composition and implementation of an independent takeover committee.

Takeover Protocols

The Board has documented and adopted a series of protocols to be followed in the event of a takeover offer being made, including

communication between insiders and any bidder.

It is proposed that the Audit and Finance Committee will oversee the protocols and act as the takeover committee, assuming there

are no conflicted members of the Committee. The Committee would have responsibility for managing the takeover in accordance

with the Board protocols and the New Zealand Takeovers Code.

PRINCIPLE 5 – REMUNERATION

The remuneration of Directors and senior management should be transparent, fair and reasonable.

RECOMMENDATION 5.1

An issuer should recommend Director remuneration to shareholders for approval in a transparent manner. Actual Director

remuneration should be clearly disclosed in the issuer’s annual report.

RECOMMENDATION 5.2

An issuer should have a remuneration policy for remuneration of Directors and senior management, which outlines the relative

weightings of remuneration components and relevant performance criteria.

RECOMMENDATION 5.3

An issuer should disclose the remuneration arrangements in place for the CEO in its annual report. This should include disclosure

of the base salary, short term incentives and long term incentives and the performance criteria used to determine performance

based payments.

Remuneration Report Introduction

This Remuneration Report outlines the Company’s overall reward strategy for the seven month period to 31 January 2021 and provides

detailed information on the remuneration arrangements in this period for the Directors of the Company, including the CEO, and other

nominated executives.

The Company’s Remuneration Policy, which may be amended from time to time, is reviewed at least once a year. The Company

has also established a number of additional policies to support a strong governance framework and uphold ethical behaviour and

responsible decision making.

Remuneration Policy

The Nominations and Remuneration Committee is responsible for making recommendations to the Board on remuneration policies

and packages for Directors, the CEO and nominated executives. The primary objectives of the Remuneration Policy are to provide

a competitive and flexible structure that reflects market practice but is tailored to the specific circumstances of the Company and

which reflects each person’s duties and responsibilities, in order to attract, motivate and retain people of the appropriate quality.

This includes the Company responsibility to monitor diversity and ensure pay equity.

RECOMMENDATION 4.3

Financial reporting should be balanced, clear and objective. An issuer should provide non-financial disclosure at least annually,

including considering environmental, economic and social sustainability factors and practises. It should explain how operational

or non-financial targets are measured. Non-financial reporting should be informative, include forward looking assessments,

and align with key strategies and metrics monitored by the Board.

Financial and Non-Financial Reporting

The Board is responsible for ensuring the integrity and timeliness of its financial reporting. As noted above under ‘Board Committees’,

the Audit and Finance Committee monitors financial reporting risks in relation to the preparation of the financial statements.

The Audit and Finance Committee, with the assistance of management, works to ensure that the financial statements are founded

on a sound system of risk management and internal control and that the system is operating effectively in all material respects in

relation to financial reporting risks.

The Audit and Finance Committee oversees the quality and integrity of external financial reporting including the accuracy,

completeness, balance and timeliness of financial statements. It reviews half-year and annual financial statements and makes

recommendations to the Board concerning accounting policies, areas of judgement, compliance with financial reporting standards,

stock exchange and legal requirements, and the results of the external audit. All matters required to be addressed and for which the

Committee has responsibility were addressed during the period under review.

All interim and full-year financial statements are prepared in accordance with relevant financial standards.

Both financial and non-financial disclosures are made at least annually, including reporting of material exposure to environmental,

economic and social sustainability risks and other key risks. The Company has a strategic target to develop best-in-class sustainability

reporting and to measure and report on key sustainability aspects affecting its businesses.

The Company’s Sustainability Report for 2021 is included in this report at pages 10-11 and provides details of the Company’s initiatives

in this area. The Company-wide report draws on 5 of the United Nations Sustainable Development Goals focusing on the food sector

and aquaculture industry both nationally and globally. The five Goals being focused on are: decent work and economic growth,

climate action, good health and well-being, responsible consumption and production, and life below water.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

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CORPORATE GOVERNANCECORPORATE GOVERNANCE

Fees for Serving on CommitteesTotal
Director

Base Fee

(12 months)

Base Fee

(7 months)

Audit & Finance

Committee

Nominations &

Remuneration

Committee

Health, Safety

& Risk

Fees Paid/

Payable

John Ryder

(Chair)

$138,000$80,500$0$0$0$80,500

Jack Porus $60,000$35,000$2,250$2,625$0$39,875

Paul Steere

(Chair Nominations & Remuneration

Committee and Chair Audit & Finance

Committee)

$60,000$35,000$2,625$2,625$0$40,250

Catriona Macleod

(Chair Health, Safety & Risk Committee)

$60,000$35,000$0$0$2,625$37,625

Lai Po Sing$60,000$35,000$0$0$0$35,000

Chiong Yong Tiong$60,000$35,000$0$0$2,625$37,625

The Nominations and Remuneration Committee reviews market data on remuneration structure and quantum. The remuneration

packages of the CEO and nominated executives are structured to include a Short-Term Incentive Scheme (STI Scheme) that is directly

linked to the overall financial and operational performance of the Company. The CEO and nominated executives may also be invited

to participate in the Company’s Long-Term Incentive Scheme (LTI Scheme). The long-term benefits of the LTI Scheme are currently

solely conditional upon the Company share price meeting certain performance criteria, details of which are outlined below.

Remuneration Structure

In accordance with best practice corporate governance, the structure of non-executive Director remuneration is separate and distinct

from the remuneration of the CEO and other executives.

Components of Compensation - Non-Executive Directors

a) Remuneration

The Board seeks to set aggregate remuneration for non-executive Directors at a level which provides the Company with the ability to

attract and retain Directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders.

No remuneration is payable to non-executive Directors unless it is approved by the Company’s shareholders. The NZX Listing Rules

specify that shareholders can approve a per Director remuneration amount or an aggregate Directors’ fee pool. Shareholders

approved an aggregate fee pool of $520,000 at the November 2019 Annual General Meeting and no adjustment will be sought at the

2021 Annual Meeting.

The aggregate remuneration paid to non-executive Directors and the manner in which it is apportioned amongst Directors is

reviewed annually, with any proposed increase in the aggregate pool put to shareholders for approval at the Company’s next Annual

Shareholders Meeting. The Board reviews its fees to ensure the Company’s non-executive Directors are fairly remunerated for their

services, recognising the level of skill and experience required to fulfil the role and to enable the Company to attract and retain

talented non-executive Directors. The process involves benchmarking against a group of peer companies. In addition, the Board

reviews the Committee structure and appropriate level of resourcing required to make an on-going contribution to long term value

creation. At the end of 2018, the Board made changes to the committee structure including the formation of the Health, Safety and

Risk Committee, bringing an additional focus to an area considered to be a key driver for the Company.

Non-executive Directors have no entitlement to any performance-based remuneration or participation in any share-based incentive

schemes. This policy reflects the differences in the role of the non-executive Directors, which is to provide oversight and guide strategy,

and the role of management, which is to operate the business and execute the Company’s strategy. Non-executive Directors are

encouraged to be shareholders but are not required to hold shares in the Company.

Each non-executive Director receives a fee for services as a Director of the Company. An additional fee is also paid for being a member

of the Board’s Nominations and Remuneration Committee, Audit and Finance Committee, and Health, Safety & Risk Committee.

The payment of an additional fee recognises the additional time commitment required by Directors who serve on those committees.

Directors are also entitled to be reimbursed for costs associated with carrying out their duties.

Fees paid to the non-executive Directors of the Company for the seven month period to 31 January 2021 were as follows:

Number of employees

Remuneration

FY21

(7 Months)

FY20

(12 Months)

$100,000 to $109,99937

$110,000 to $119,99919

$120,000 to $129,99905

$130,000 to $139,99933

$140,000 to $149,99914

$150,000 to $159,99906

$160,000 to $169,99903

$170,000 to $179,99901

$180,000 to $189,99911

$210,000 to $219,99901

$220,000 to $229,99901

$230,000 to $239,99901

$290,000 to $299,99901

$330,000 to $339,99901

$410,000 to $419,99901

* Above excludes CEO but includes redundancy payments. Includes other prescribed fringe benefits and the option value of LTI Scheme shares

Remuneration of CEO and Executives

The number of employees of the Group (including former employees), not being Directors, who received remuneration and other

benefits in excess of $100,000 in the period 1 July 2020 to 31 January 2021 is set out in the remuneration bands detailed below:

As set out in further detail below, the total remuneration and value of other benefits paid to the CEO (including under the STI Scheme

and LTI Scheme detailed below) for the seven month period to 31 January 2021 was $314,951 (Year to 30 June 2020: $512,219).

YearBase Salary

Vehicle

allowance

Fixed

remuneration

Pay for

performance

Total

remuneration

2021296,28418,667314,951-314,951

2020480,21932,000512,219-512,219

* Based on the year the amount was paid

** Base salary includes Super contributions, SX, Life IP and any leave cashed in.

Components of Compensation – CEO and Other Nominated Executives

a) Structure

The Company aims to reward the CEO and nominated executives with a level and mix of remuneration commensurate with their

position and responsibilities within the Group, so as to:

»Reward them for Company performance against targets set by reference to appropriate benchmarks and key

performance indicators.

»Align their interests with those of shareholders.

»Ensure total remuneration is competitive by market standards.

Remuneration consists of both fixed and variable remuneration components. The variable remuneration component comprises the STI

Scheme and the LTI Scheme.

The proportion of fixed remuneration and variable remuneration is established for the CEO and for each nominated executive by the

Board, following recommendations from the Nominations and Remuneration Committee and the CEO (in the case of the nominated

executives only).

The remuneration packages for the CEO and nominated executives are all subject to Board approval. There were no material changes

to the remuneration structures or targets for the 2021 year.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

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CORPORATE GOVERNANCECORPORATE GOVERNANCE

1. Fixed annual remuneration
Remuneration levels are reviewed annually to ensure that they are appropriate for the responsibility, experience and performance of

the CEO and each nominated executive and are competitive with the market. In addition, the overall mix of variable compensation

and their terms are also considered when setting and/or reviewing fixed remuneration.

The CEO and nominated executives receive their fixed annual remuneration in cash and a limited range of prescribed fringe benefits

such as superannuation, motor vehicle and health insurance. The total employment cost of any remuneration package, including

fringe benefit tax, is considered in determining an employee’s fixed annual remuneration.

For the period 1 July 2020 to 31 January 2021, the CEO received $314,951 (Year to 30 June 2020: $512,219) in fixed annual remuneration.

2. Variable remuneration – STI Scheme

The objective of the STI Scheme is to link the achievement of the annual financial and operational targets with the remuneration

received by the executives charged with meeting those targets. The total potential remuneration under the STI Scheme is set at a level

so as to provide sufficient incentive to the executive to achieve the targets such that the cost to the Company is flexible and in line

with the trading outcome for the year.

Actual STI Scheme payments granted to the CEO and each nominated executive depend on the extent to which specific targets set at

the beginning of the year are met. The target for 2021 is directly related to achieving budgeted pro-forma operating EBITDA result and

Return on Capital Employed.

In future the targets may include a weighted combination of:

»At least 60% for meeting budget or target pro-forma operating EBITDA for the Group.

»Up to 30% for meeting budget or target asset efficiency measures such as Return on Capital Employed for the Group.

Any balance for strategic objectives and other contributions.

The Nominations and Remuneration Committee considers the performance against the targets and determines the amount, if any, to

be allocated to the CEO and nominated executives. STI Scheme payments are delivered as a taxable cash bonus and are payable on

completion of the annual audited financial statements.

It should be noted that the level of remuneration detailed in this report for the CEO includes the STI bonus actually paid in 2021

relating to performance in the 2020 financial year. The total cost for the CEO and other nominated executives of the STI Scheme for

2021 was $nil (30 June 2020: $nil) and the total accrual for 2021 is $nil (30 June 2020: $nil).

The CEO received $nil in STI Scheme payments in 2021 relating to performance in the 2020 financial year (30 June 2020: $nil in STI

payments in 2020 relating to the 2019 year) and the total accrual for 2021 is $nil.

STI Scheme payment values are set as a percentage of base cash remuneration, being 30% for the CEO and 25% for the other

nominated executives for the financial seven month period to 31 January 2021. For the financial seven month period to 31 January 2021

there were six executives in the STI Scheme, (30 June 2020: six executives).

In addition to the STI Scheme the Board reserves the ability to pay ad hoc bonus payments to any employee, again either directly

related to the trading outcome or a specific performance target. For the financial seven month period to 31 January 2021, there were

no ad hoc bonus payments to the CEO or other nominated executives (Year to 30 June 2020, $nil).

OTHER

SLT

CEO

Fixed

At Risk

0160,000320,000480,000640,000800,000

Fixed vs At Risk Remuneration

FY 2021 (7 months)

OTHER

SLT

CEO

0320,000640,000960,0001,280,0001,600,000

Fixed

At Risk

Fixed vs At Risk Remuneration

FY 2020 (12 months)

The mix of fixed versus variable ‘at risk’ remuneration payable in respect of the period 1 July 2020 to 31 January 2021 versus the year to

30 June 2020 was as follows:

Fixed

3. Variable remuneration – LTI Scheme

The LTI Scheme has been designed to link reward with key performance indicators that drive sustainable growth in shareholder value

over the long term. The objectives of the LTI Scheme are to:

»Align the CEO and nominated executives’ interests with those of shareholders.

»Help provide a long-term focus.

»Retain high calibre senior employees by providing an attractive equity-based incentive that builds an ownership of the Company

mindset, encouraging executives to think and act like owners.

The hurdle rate used for the LTI scheme is an absolute share price growth hurdle, which is more challenging over time than a relative

TSR approach. This approach only rewards executives if the shareholders also do well.

Under the LTI Scheme, the CEO and nominated executives are offered an interest free loan which is to be applied to acquire shares

in the Company. Shares acquired under the LTI Scheme are held by a custodian and will only vest to the employee if he or she is still

employed by the Company after three years from the date of issue. All dividends paid during this period are offset against the loan

balance. Once the shares vest, the employee remains obligated to repay the outstanding balance of the loan. If an employee leaves

employment before the expiry of the three-year period, the custodian may exercise a call option to have the employee’s beneficial

interest in the shares transferred to it in consideration of the custodian taking the balance of the loan. Any shares so transferred can

be used for future grants or alternatively the custodian is authorised to sell that employee’s shares with the proceeds applied to repay

the balance of the loan, with any deficit covered by the Company and any surplus retained by the Company.

Although performance rights are the most prevalent LTI instrument in Australasia the company believes the issue of shares and loans

is more relevant for NZKS. The structure is well understood by executives and more closely aligns to the security held by shareholders.

In addition, the economic return achieved by executives is more challenging under the current terms.

Each employee’s loan amount (which determines how many shares will be acquired) is set as a percentage of their base salary and

selected employees will be offered a loan for this amount if the criteria set by the Board are met. For the first three years of the LTI

Scheme from 2016, the criterion has been the achievement of a compounding gross Total Shareholder Return of 12.5% (including

all distributions) over the reference share price of $1.12, for those executives who joined the scheme at the initial issue at the time

of the IPO in October 2016, $1.77 for those who joined the scheme in September 2017, and $2.78 for those who joined the scheme

in September 2018. There were no new joiners in shares issued in November 2019 due to the reference share price being higher than

market price. The reference share price for any new participants will be set at the time of joining the scheme.

An offer may be made under the LTI Scheme to the CEO and nominated executives each financial year and is based on individual

performance as assessed by the annual appraisal process. If an executive does not sustain a consistent level of high performance,

they will not be nominated for participation in the LTI Scheme. The Nominations and Remuneration Committee reviews all nominated

executives, with participation in the LTI Scheme subject to final Board approval. The Board has retained the discretion to vary the

applicable criteria for each offer under the LTI Scheme. Once the Board has fixed the criteria for a specific offer under the LTI Scheme,

those performance hurdles cannot be varied in respect of that offer.

A total of 993,671 shares were allocated in establishing the LTI Scheme at the time of IPO in October 2016, with matching interest free

loans of $1,112,911, being an issue price of $1.12 per share. Of this total the CEO received 308,880 shares, with a matching interest free

loan of $345,946.

A further 317,515 shares were allocated in September 2017, being 270,274 at an issue price of $1.22 per share (being a 12.5% Total

Shareholder Return over the initial $1.12 IPO share price, and of which the CEO received 94,833 shares) along with matching interest

free loans of $329,734 (of which the CEO’s loan is $115,697), and 47,241 shares at an issue price of $1.77 per share to new nominated

executives, along with matching interest free loans of $83,617.

A further 311,527 shares were allocated in September 2018, being 260,321 shares at an issue price of $1.30 per share (being a 12.5%

Total Shareholder Return over the initial 1.12 IPO share price, and of which the CEO received 90,510 shares) along with matching

interest free loans of $220,754 (of which the CEO’s loan is $117,664), and 33,858 shares at an issue price of $1.95 per share to the 2017

nominated executives, along with matching interest free loans of $66,023, and 17,348 shares at an issue price of $2.78 per share to

new nominated executives, along with matching interest free loans of $48,227.

A further 414,488 shares were issued on 05 November 2019 with vesting dates of 172,727 shares being 7 February 2020 and 241,761

shares being 1 September 2022, and of which the CEO received 83,449 shares, along with the matching interest free limited recourse

loans of $795,894 (of which the CEO’s loan is $117,663). The price to be paid for each share is the issue price at grant date, reduced

by any dividends that are applied to the interest free limited recourse loan. No shares vested or expired during the year however 4,475

shares were forfeited during the year

During the year, a number of employees left the Company, resulting in the forfeiture of 231,709 shares (30 June 2020: 4,475) shares,

the consequent exercise of call options and redemption of gross loans of $nil (30 June 2020: $nil).

LTI Scheme loan amounts are set as a percentage of base cash remuneration, being 30% for the CEO and between 5% and 20%

for other nominated executives in respect of the financial year ended 30 June 2020. As at 31 January 2021, there were 38 nominated

executives in the LTI Scheme, (30 June 2020: 42 nominated executives).

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

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CORPORATE GOVERNANCECORPORATE GOVERNANCE

DRAFT

Cost LTI SchemeSLT LTI SharesLTI SharesLTI 2017LTI 2018LTI 2019
Total shares issued3,062,164993,671317,515311,527414,488

Shares issued to CEO1,937,170308,88094,83390,51083,449

Allocation cost to P&L$321,309$128,447$236,283$356,723$252,725

Allocation cost to CEO$195,925$39,927$70,571$103,641$50,881

Number of Shares

Scheme

Allocation DateVesting Date

Weighted

average

share price

Balance

at start

of year

Granted

during

the year

Vested

during

the year

Lapsed or

transferred

during

the year

Balance at

the end of

the year

Senior Executive Share

Ownership Scheme

Various 2011-201629 August 2018Pre IPO3,062,164---3,062,164

LTI 2017 Scheme29 September 20171 September 2020$1.29299,995--3,107296,888

LTI 2018 scheme27 September 20181 September 2021$1.42310,046--28,690281,356

LTI 2019 scheme -

senior executive

5 November 20197 February 2022$2.20172,727--172,727-

LTI 2019 scheme5 November 20191 September 2022$1.49278,215--27,185251,030

Totals4,123,147--231,7093,891,438

CEONumber of Shares

Scheme

Allocation DateVesting Date

Weighted

average

share price

Balance

at start

of year

Granted

during

the year

Vested

during

the year

Lapsed or

transferred

during

the year

Balance at

the end of

the year

Senior Executive Share

Ownership Scheme

Various 2011-201629 August 2018Pre IPO1,937,170---1,937,170

LTI 2017 Scheme29 September 20171 September 2020$1.2294,833-94,833--

LTI 2018 scheme27 September 20181 September 2021$1.3090,510---90,510

LTI 2019 scheme5 November 20191 September 2022$1.4183,449--83,449

Totals2,205,962-94,833-2,111,129

On 1 September 2020, LTI shares issued on 29 September 2017 will vest in those team members who are employed by the Company

at the time.

Once the LTI shares vest, employees remain obligated to repay outstanding loans in the event of sale of the shares or if leaving the

Company. Employees may also choose to sell the vested LTI shares on-market (subject to usual employee share trading procedures)

and would then be obligated to repay the loans.

Senior Executive Share Ownership Scheme

The CEO and certain other executives were participants in an executive share ownership scheme prior to the IPO, in which

participants have been provided with an interest free loan of up to 200% of the amount which the senior executive invests in the

Company. As at 31 January 2021, 3,062,164 shares were held by executives via the Ownership Scheme, partly funded by interest free

loans of $1,240,625. Of this, the CEO holds 1,937,170 shares under the Ownership Scheme, supported by a loan of $700,000.

These shares, which have been subject to sale restrictions since the IPO, were released from escrow on announcement of the 2018

financial results. During the period to 31 January 2021 year there were no changes to the shareholding under this scheme.

Shares held by the CEO and nominated executives

The total numbers of shares allocated under the Senior Executive Share Ownership Scheme and LTI Schemes as at 31 January 2021

are as follows:

It should be noted under the relevant accounting standards the loans granted to participants in both the Executive Share Ownership

Scheme and LTI Schemes participants are not recorded on the company balance sheet.

The total cost of the LTI Scheme:

Under accounting standard IFRS 2 Share Based Payments, as the LTI shares are classified as options, the total cost of each annual

allocation is spread across the three years of the vesting period from the date of issue.

The total annual cost of the LTI scheme relating to shares issued from 2016 to 2019 is detailed below. In addition, the annual allocation

spread across the three years of the vesting period is as follows:

Financial YearLTI Year

Allocation Cost

at Grant Date

P&L

Amortisation

2017IPO - Oct 2016$1,112,911$142,206

20182017$413,351$262,783

20192018$429,049$192,067

20202019$801,301$243,356

20212020$96,592

20222020$95,952

20232020$15,656

It should be noted the table above records the accounting cost to the company. It does not relate to the economic benefit received by

the executive, which is directly linked to the share price movement over the vesting period.

Employee Share Ownership Scheme

At the time of the Company’s initial public offering, it established an employee share ownership scheme to facilitate an increase in the

level of participation by employees as shareholders, which improves the alignment of interests between employees and shareholders.

Under the scheme, each eligible employee was offered an interest free loan up to $5,000 to fund 50% of the subscription price for

the shares which employee wished to acquire in the Company. Employees are obliged to repay their loans when the shares are sold or

when they leave the Company.

A total of 187,076 shares were issued at the time, supported by loans of $104,762 from the Company. During the period, no employees

holding have left the Company (Year to 30 June 2020: nil), and no shares have been sold by current employees (Year to 30 June 2020:

nil shares resulting in repayment of $nil loans). As at 31 January 2021, the following shares were held by employees under the Employee

Share Ownership Plan:

Allocation DateVesting DateNumber of Shares

Scheme

Balance at

start of year

Sold during

the year

Balance at the

end of the year

Employee Share Ownership Plan19 October 201619 October 2016140,650-140,650

CEO Long term incentive

and loan outstandingLTI IPOLTI 2017LTI 2018LTI 2019

TOTAL LTI

SHARES

Issue date18-Oct-1629-Sep-1727-Sep-185-Nov-19

Vesting date18-Oct-191-Sep-201-Sep-211-Sep-22

$1.12$1.22$1.30$1.41

Shares308,88094,83390,51083,4495 7 7, 67 2

Loans345,946115,696117,663117,663696,968

Less dividend received after tax paid(48,863)(10,590)(5,896)(1,553)(66,902)

Net loan297,083105,107111,767116,110630,066

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

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DRAFT

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.

RECOMMENDATION 6.1

An issuer should have a risk management framework for its business and the issuer’s Board should receive and review regular

reports. An issuer should report the material risks facing the business and how these are being managed.

Risk Management Framework

The Board is responsible for ensuring that key business and financial risks are identified, and that appropriate controls and procedures

are in place to effectively manage those risks.

The Health, Safety and Risk Committee has overall responsibility for ensuring that Company’s risk management framework is

appropriate and that it appropriately identifies, considers and manages risks.

Risk management is an integral part of the Company’s business. A risk management framework incorporating a risk register is used

to identify those situations and circumstances in which the Company may be materially at risk and for which risk mitigation activities

are appropriate. This approach is intended to provide a comprehensive, company-wide awareness of risk in senior management,

supported by a consistent method of identifying, assessing, controlling, monitoring and reporting existing and potential risks to the

Company’s business.

The Company has designed and implemented a risk framework for the oversight and management of financial and non-financial

business risks, as well as related internal compliance systems that are designed to:

»Ensure team members and contractors work in a safe and healthy working environment.

»Optimise the return to stakeholders whilst also protecting their interests.

»Safeguard the Company’s assets, biological assets and the environment.

»Maintain food quality standards and product quality.

»Fulfil the Company’s strategic objectives.

»Manage the financial and non- financial risks associated with the business.

The Board has delegated responsibility to the Health, Safety & Risk Committee to establish and regularly review the Company’s

risk management framework. As part of this framework the Committee is tasked with identifying situations and circumstances

in which the Company may be materially at risk and initiating appropriate action through the Board or CEO. A risk management

policy is overseen by the CEO and supports a comprehensive approach to the management of those risks identified as material to

the Company’s operations. Risk management is a standing item on the agenda for Health, Safety & Risk Committee meetings, with

detailed reports provided by senior management.

The CEO and CFO have provided the Board, through the Audit and Finance Committee, with assurances that in their opinion financial

records have been properly maintained, that the financial statements comply with those accounting standards under which the

Company must report and that the statements give a true and fair view of the Company’s financial position and performance. These

representations are given on the basis that a sound system of internal controls and risk management is operating effectively in all

material respects in relation to financial reporting.

In managing the Company’s business risks, the Board approves and monitors policy and procedures in areas such as treasury

management, financial performance, taxation and delegated authorities.

Insurance

The Company has insurance policies in place covering most areas where risk to its assets and business can be insured

at a reasonable cost.

RECOMMENDATION 6.2

An issuer should disclose how it manages its health and safety risks and should report on their health and safety risks,

performance and management.

Health and Safety

The Board and management are committed to promoting a safe and healthy working environment for everyone working in, or

interacting with, the Company. The Company strives for continuous improvement that takes us beyond compliance in health, safety

and wellness. This includes the reviewing of our health and safety policy statement as well as the systems and processes that support

our safety objectives.

The Company’s Health, Safety & Risk Committee Charter creates a shared responsibility for all our team members and contractors

to so far as reasonably practicable take all steps in providing a working environment that promotes health and wellbeing. Effective

controls based on industry knowledge and best practice guidelines inform and support our risk management across in all areas of

the business.

The Company uses a risk-based approach, having identified a number of critical risk areas, being:

»Maritime operations

»Fire, electricity and natural events

»Heights and lifting

»Confined spaces

»Mobile plant and equipment

»Construction activity

Each of these critical risk areas has initiatives designed to eliminate, isolate or minimise risk.

The Company uses a combination of leading and lagging performance measures in health and safety.

Further information is included in the Sustainability Report at pages 10-11.

PRINCIPLE 7 – AUDITORS

The Board should ensure the quality and independence of the external audit process.

RECOMMENDATION 7.1

The Board should establish framework for the issuer’s relationship with its external auditors. This should include procedures:

a) for sustaining communication with the issuer’s external auditors;

b) to ensure that the ability of the external auditors to carry out their statutory audit role is not impaired, or could reasonably

be perceived to be impaired;

c) to address what, if any, services (whether by type or level) other than their statutory audit roles may be provided by the

auditors to the issuer; and

d) to provide for the monitoring and approval by the issuer’s Audit and Finance Committee of any service provided by the

external auditors to the issuer other than in their statutory audit role.

RECOMMENDATION 7.2

The external auditor should attend the issuer’s Annual Shareholders Meeting to answer questions from shareholders in relation

to the audit.

External Auditor

The Company’s Audit and Finance Committee is responsible for oversight of the Company’s external audit arrangements to

safeguard the integrity of financial reporting. The Company maintains an External Auditor Independence Policy to ensure that audit

independence is maintained, both in fact and appearance.

The policy covers the following areas:

»Appointment of the external auditor.

»Provision of other assurance services by the external auditor.

»Pre-approval process for the provision of other assurance services.

»External auditor lead and engagement partner rotation.

»Hiring of staff from the external auditor.

»Relationships between the external auditor and the Company.

»Reporting on fees and non-audit work.

The role of the external auditor is to audit the financial statements of the Company in accordance with applicable auditing standards

in New Zealand and to report on its findings to the Board and shareholders of the Company.

The External Auditor Independence Policy is available in the Corporate Governance Code which is available on the Company’s website

at https://www.kingsalmon.co.nz/investors /corporate-governance.

Ernst & Young is the Company’s current external auditor. Bruce Loader is the current audit engagement partner, in his fifth year

following a partner rotation after the 2016 audit and will be replaced by Brendan Summerfield for the 2022 year end audit. Fees paid

to Ernst & Young are included in note 30 of the notes to the financial statements.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

6766

CORPORATE GOVERNANCECORPORATE GOVERNANCE

PRINCIPLE 8 – SHAREHOLDER RELATIONS
The Board should respect the rights of shareholders and foster constructive relationships with

shareholders that encourage them to engage with the issuer.

RECOMMENDATION 8.1

An issuer should have a website where investors and interested stakeholders can access financial and operational information

and key corporate governance information about the issuer.

Shareholder Relations

The Company is committed to maintaining a full and open dialogue with its shareholders and other stakeholders. Annual reports, NZX

releases, governance policies and charters and a variety of corporate information are posted on the Company’s website.

The Company’s preference is for electronic communications in the interests of sustainability and efficiency; however, each shareholder

is entitled to receive a paper copy of each annual report.

The Company has an Annual Meeting page in the Investors section on its website. Documents relating to meetings are available.

Shareholder meetings will be held at a time and location to encourage participation by shareholders. Annual meetings are currently

held in the Nelson / Marlborough region, reflecting the head office and production locations for the Company.

The Company’s website includes a range of information relevant to shareholders and others concerning the operation of the

Company, including information about the sites we operate, Aquaculture Best Management Practices (BMP), certifications, our

brands and the corporate governance policies of the Company.

Both the Company’s Audit and Finance Committee Charter and the External Auditor Independence Policy require the external auditor

to be independent, recognising the importance of facilitating frank dialogue between the Audit and Finance Committee, the auditor

and management. The External Auditor Independence Policy requires that the audit partner be rotated after a maximum of five years.

The Audit and Finance Committee Charter requires the Committee to facilitate the continuing independence of the external

auditor by assessing the external auditor’s independence, qualifications, overseeing and monitoring their performance. This involves

monitoring all aspects of the external audit, including the appointment of the auditor, the nature and scope of its audit and reviewing

the auditor’s service delivery plan.

The auditor has been invited to attend the Annual Shareholders’ Meeting and will be available to answer questions about the audit

process and the independence of the auditor.

RECOMMENDATION 7.3

Internal audit functions should be disclosed.

Internal Audit

The Company does not have an internal audit function. However, the Company does have a quality and compliance team dedicated

to food hygiene in relation to the processing of harvested fish through to finished goods that are dispatched to the end customer. The

objective of the quality and compliance team is to enhance and protect the organisational value of the Company by providing risk-

based and objective assurance. The management Health and Safety Steering Group has overseen internal safety audits throughout

the farming and manufacturing process. The Health, Safety and Risk Committee now oversees this function.

Where necessary, external expertise is obtained for specific audit activities.

Independent Professional Advice

With the approval of the Audit and Finance Committee, Directors are entitled to seek independent professional advice on any issue

related to the fulfilment of his or her duties, at the Company’s expense.

RECOMMENDATION 8.2

An issuer should allow investors the ability to easily communicate with the issuer, including providing the option to receive

communications from the issuer electronically.

Electronic Communications

Shareholders have the option of receiving their communications electronically. This is the companies preferred method of

communication.

Contact details for the Company’s head office are available on the website.

RECOMMENDATION 8.3

Quoted equity security holders should have the right to vote on major decisions which may change the nature of the issuer in

which they are invested in.

Major Decisions

Directors’ commitment to timely and balanced disclosure is set out in its Shareholder Communications and Market Disclosure Policy

and includes advising shareholders on any major decisions. Where voting on a matter is required the Board encourages investors to

attend the meeting or to send in a proxy vote. Shareholders may raise matters for discussion at the Annual Shareholders’ Meeting

either in person or by emailing the Company with a question to be asked.

RECOMMENDATION 8.4

If seeking additional equity capital, issuers of quoted equity securities should offer further equity securities to existing equity

security holders of the same class on a pro rate basis, and on no less favourable terms, before further equity securities are

offered to other investors.

Equity raise

The Board is responsible for considering the interests of all existing equity holders when assessing their capital raising options.

RECOMMENDATION 8.5

The board should ensure that the notices of annual or special meetings of quoted equity security holders is posted on the

issuer’s website as soon as possible and at least 20 working days prior to the meeting.

Notice of Meeting

The Company’s Notice of Meeting will be available at least 20 working days prior to the meeting on the Shareholder Meetings page in

the Investors section of the website.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

6968

CORPORATE GOVERNANCECORPORATE GOVERNANCE

DRAFTDRAFT

Director Disclosures
John

Ryder

Jack

Porus

Chiong

Yong Tiong

Paul

Steere

Grant

Rosewarne

James V.

kilmer

Justin

Reynolds

Catriona

Macleod

Lai Po

Sing

New Zealand King Salmon

Investments Limited

New Zealand King Salmon

Co. Limited

New Zealand King Salmon

Exports Limited

New Zealand King Salmon

USA Incorporated

New Zealand King Salmon

Pty Limited

NZKS Custodian

Limited

King Salmon

Limited

MacCure Seafoods

Limited

Omega Innovations

Limited


Ōra King

Limited

Regal Salmon

Limited

Southern Ocean

Salmon Limited

Southern Ocean

Seafoods Limited

The following persons were Directors of New Zealand King Salmon Investments Limited and its subsidiaries

during the seven month period to 31 January 2021:

Name of Director /

Senior Executive

No. of SharesNature of InterestAcquisition / DisposalConsiderationDate

Grant Rosewarne94,833 Beneficial Owner Transfer legal title per long

term incentive scheme

$0.00 per share 31 December

2020

Andrew Clark44,090 Beneficial Owner Transfer legal title per long

term incentive scheme

$0.00 per share 31 December

2020

INTERESTS REGISTER

The following entries were made in the interests register of the Company during the seven months ended 31 January 2021:

Share Dealings by Directors

Dealings by Directors and key senior managers during the seven months ended 31 January 2021 as entered in the Interest Register of

the Company are as follows:

Disclosure of interest in the Interests Register

Details of Directors disclosures entered in the interests register for the Company as at 31 January 2021 were as follows:

DirectorName of InterestNature of Interest

John Ryder (Chair)Aged Care Education (NZ) LimitedDirector & Shareholder

Alpine View Care Centre LimitedDirector

Alpine View Lifestyle Village LimitedDirector

Ashbury Heights LimitedDirector

Banbury Park LimitedDirector

Broadwater Village LimitedDirector

Brycharl Corporation LimitedDirector & Shareholder

Burlington Village LimitedDirector

Castle Recruitments LimitedDirector & Shareholder

Coastal View LimitedDirector

Direct Capital VI Management LimitedDirector

Kindly LimitedDirector

Qestral Corporation LimitedDirector & Shareholder

Questral Corporation LimitedDirector

Spyglass Trading LimitedDirector & Shareholder

Sweat Equity LimitedDirector & Shareholder

Tuatara Tours NZ LimitedDirector & Shareholder

Jack PorusGlaister EnnorPartner

Paul SteereNelson Airport LimitedChairman

Allan Scott Wines & Estates LimitedChairman

Aquaculture Advisory Panel, South Pacific CommunityChairman

Tomakin LaiChina Resources Ng Fung LimitedDirector

China Resources Ng Fung International Distribution Company LimitedDirector

Scales Corporation LimitedDirector

Chiong TiongAotea Dairy LimitedDirector

Forestland Investment LimitedDirector

Aotea Housing LimitedDirector

Maraetai Land Development LimitedDirector

The Lumberbank New Zealand LimitedDirector

Waimarino Forests LimitedDirector

CEP Auckland LimitedDirector

Nugent Fitness LimitedDirector

Neil Corporation LimitedDirector

Winstone Pulp International LimitedDirector

Oregon Group LimitedDirector

Ernslaw One LimitedDirector

The Neil Group LimitedDirector

Neil Construction LimitedDirector

Timbergrow LimitedDirector

Grant RosewarneAquaculture New ZealandDirector

Seafood New ZealandDirector

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

7170

DIRECTOR DISCLOSURESDIRECTOR DISCLOSURES

ShareholderNumber of Shares% of shares
Oregon Group Limited 55,622,358 40.15

China Resources Ng Fung Limited 13,798,944 9.96

HSBC Nominees A/c NZ Superannuation Fund Nominees Limited8,684,2856.27

FNZ Custodians Limited 4,042,882 2.92

ANZ Wholesale Australasian Share Fund - NZCSD3,785,9542.73

Hobson Wealth Custodians Limited3,194,7152.31

Grantley Bruce Rosewarne & Julie Ann Rosewarne* 2,173,6411.57

John William Dudley Ryder 1,989,6441.44

Accident Compensation Corporation - NZCSD1,795,7271.30

HSBC Nominees (New Zealand) Limited1,348,395 0.97

FNZ Custodians Limited 1,317,7060.95

MA Investments Two Limited 920,7340.66

Kevin Douglas & Michelle Douglas*914,0290.66

Forsyth Barr Custodians Limited747,8820.54

New Zealand Depository Nominee Limited724,0790.52

Richard Pelham Garland & Susan Jane Garland*697,3220.50

Custodial Services Limited (A/c 4)674,5600.49

Citibank Nominees (New Zealand) Limited - NZCSD635,8310.46

BNP Paribas Nominees (NZ) Limited - NZCSD623,3510.45

Andrew Christopher Clark & Christine Elizabeth Clark*620,2590.45

20 Largest Shareholders

Set out below are details of the 20 largest shareholders of the Company as at 31 January 2021:

ShareholderNumber of SharesClass of Share

Oregon Group Limited 55,622,358 Ordinary

China Resources Ng Fung Limited 13,798,944 Ordinary

HSBC Nominees A/c NZ Superannuation Fund Nominees Limited8,684,285 Ordinary

Substantial Product Holders

Set out below are details of the substantial product holders of the Company as advised by notice to the Company as at 31 January

2021. The number of shares shown below is as advised in the most recent substantial product holder notices given to the Company

and may not be their holding as at 31 January 2021.

Annual Shareholders Meeting

Due to Covid-19 restrictions, the Company’s 2021 Annual Shareholders’ Meeting will be held online (from Nelson) on 16th June 2021.

Shareholders will be given an opportunity at the meeting to ask questions and comment on relevant matters. Notice of Meeting will

be sent to shareholders in advance of the meeting.

Exercise of NZX Disciplinary Powers

NZX Limited did not exercise any of its powers under Listing Rule 5.4.2 in relation to the Company during the seven month period to

31 January 2021.

Donations

Donations made by the Group during the period 1 July 2020 to 31 January 2021 totalled $8,250 (Year to 30 June 2020: $13,802).

Use of Company Information by Directors

No notices were received from Directors pursuant to section 145 of the Companies Act 1993 to use Company information, received in

their capacity as Directors, which would otherwise not have been available to them.

Directors’ Liability

As permitted by the Company’s Constitution and in accordance with Section 162 of the Companies Act 1993, the Company has

indemnified all Directors and arranged Directors’ and Officers’ Liability Insurance which ensures that, to the extent permitted by

law, Directors will incur no monetary loss as a result of actions undertaken as Directors. Certain actions are specifically excluded, for

example, the incurring of penalties and fines, which may be imposed in respect of breaches of the law.

Shareholder Information

As at 31 January 2021 there were 138,985,635 ordinary shares on issue in the Company, each conferring on the registered holder the

right to vote on any resolution at a meeting of shareholders, held as follows:

Size of HoldingNumber of ShareholdersNumber of Shares held%

1 - 4,999 1,678 3,309,159 2.39

5,000 - 9,999 551 3,688,236 2.66

10,000 - 49,999 610 11,535,713 8.33

50,000 - 99,999 48 3,161,451 2.28

100,000 - 499,999 50 10,178,296 7.35

Over 500,000 18 106,660,428 76.99

Name of DirectorNumber of ordinary shares

Beneficial

Number of ordinary shares

Non-Beneficial

John Ryder

(Chair) 2,167,644 -

Jack Porus 372,457 -

Paul Steere 785,325 -

Grant Rosewarne 2,724,058-

Relevant Interests

The table below records the ordinary shares in which Directors had a relevant interest as at 31 January 2021.

Neither Catriona MacLeod, Chiong Yong Tiong nor Lai Po Sing held any relevant interests (beneficial or non-beneficial) as at 31 January 2021.

*Co-joint shareholding entity.

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

7372

DIRECTOR DISCLOSURESDIRECTOR DISCLOSURES

Glossary
ASX

Australian Securities Exchange

CEO

Chief Executive Officer

EBIT

Earnings Before Interest and Tax

EBITDA

Earnings Before Interest, Tax, Depreciation

and Amortisation

FCR

Feed Conversion Ratio

FMCG

Fast moving consumer goods

FOB

Free on Board, a term which means that the price for

goods includes delivery at the seller’s expense on to a vessel

at a named port and no further. The buyer bears all costs

thereafter (including costs of sea freight)

FY

Financial Year

G&G

Gilled and gutted weight

GAAP

New Zealand Generally Accepted Accounting Practice

Group

New Zealand King Salmon Investments Limited

and its subsidiaries

IPO

Initial Public Offering

LTI Scheme

Long term incentive scheme

MT

Metric Tonnes

New Zealand king Salmon

New Zealand King Salmon Investments Limited

NPAT

Net Profit after Tax

NZ IFRS

New Zealand equivalents to International Financial

Reporting Standards

NZX

New Zealand Stock Exchange

Corporate Directory

BOARD OF DIRECTORS

John William Dudley Ryder

Independent Non-Executive Chair

Grantley Bruce Rosewarne

Chief Executive Officer and

Managing Director

Jack Lee Porus

Non-Executive Director

Paul James Steere

Independent Non-Executive Director

Lai Po Sing

Non-Executive Director

Chiong Yong Tiong

Non-Executive Director

Catriona Macleod

Independent Non-Executive Director

Audit and Finance Committee

Paul Steere (Chair)

John Ryder

Jack Porus (Appointed 26 August 2020)

Nomination and Remuneration

Committee

Paul Steere (Chair)

Jack Porus

Health, Safety and Risk Committee

Catriona Macleod (Chair)

Chiong Yong Tiong

BANkERS

The Bank of New Zealand

Deloitte Centre

Level 6, 80 Queen Street

Auckland

New Zealand

AUDITOR

Ernst & Young (EY)

Level 4, 93 Cambridge Terrace

Christchurch

New Zealand

LAWYERS

Chapman Tripp

Level 34, PwC Tower

15 Customs Street

Auckland

New Zealand

Gascoigne Wicks

79 High Street

Blenheim

New Zealand

Duncan Cotterill

197 Bridge Street

Nelson

New Zealand

NEW ZEALAND kING

SALMON INVESTMENTS

LIMITED

Ticker: NZK

Listed on the NZX Main Board and

as a Foreign Exempt Listing on the ASX

NZ company number: 2161790

Registered Office

93 Beatty Street

Annesbrook

Nelson 7011

New Zealand

Postal Address

PO Box 1180

Nelson 7040

New Zealand

Telephone

+64 3 548 5714

Website

www.kingsalmon.co.nz

Investor Relations

investor@kingsalmon.co.nz

SHARE REGISTRY

Computershare Investor

Services Limited

Level 2

159 Hurstmere Road

Takapuna,

Auckland 0622

New Zealand

+64 9 488 8777

enquiry@computershare.co.nz

Computershare Investor

Services Pty Limited

Yarra Fall

452 Johnston Street

Abbotsford VIC 3001

Australia

+61 3 9415 4083

enquiry@computershare.co.nz

ANNUAL REPORT FY21NEW ZEALAND KING SALMON

7574

CORPORATE DIRECTORYGLOSSARY

NEW ZEALAND KING SALMON INVESTMENTS LIMITED
93 Beatty Street, Annesbrook, Nelson 7011

www.kingsalmon.co.nz

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.

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