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Annual Report

Annual Report20 May 2021OCAHealthcare

A
LETTER FROM THE CHAIR

Believe

in better.

ANNUAL REPORT 2021

Purpose, connection and identity.

Reimagining the retirement and

aged care experience.

Letter from the Chair 02
Change of balance date 06

At a glance 08

Trading highlights 10

Letter from the CEO 12

How we create value 16

Better all round 20

Believing in a better future 24

Board of Directors 26

Three year summary 30

Financial statements 31

Corporate governance 93

01
Our residents are amazing people.

Their lives are rich in experiences,

woven with stories and journeys, filled

with achievements and sacrifices, friends

and family. It is our privilege to honour

them with an experience of the highest

quality that reflects and respects who

they are, and to make their lives the best

we can. It’s why everyone at Oceania is

committed to transforming the category,

to challenging the norm and doing

everything we do, better. We’re on a

constant journey steeped in vision and

purpose that positions our company

as a leader. We put the residents at

the heart of what we do which defines

our business as a provider of better

outcomes and growth.

02
OCEANIAANNUAL REPORT 2021

Despite the challenges presented by the

continuing impact of COVID-19 on the business,

Oceania has demonstrated continued resilience

and has delivered a pleasing financial result

for the period. Our experience over the last

18 months has proven that Oceania’s aged

care strategy is a sound platform for future

performance and growth.

Financial Performance

In our last Annual Report, we announced that we

were changing our balance date from 31 May to

31 March. We have now completed this change

and this is the first Annual Report prepared with

the new balance date. As a result, much of our

financial performance outlined in this report and the

accompanying financial statements is reported on

the basis of the 10 month period to 31 March 2021.

LETTER FROM THE CHAIR

I am pleased to present

Oceania’s Annual Report

for the 10 month period

ended 31 March 2021.

The pursuit

of b et te r.

03
LETTER FROM THE CHAIR

Unaudited Underlying EBITDA of $56.2m for the

10 months ended 31 March 2021 was 8% higher than

the prior corresponding period of the 10 months

to 31 March 2020 (unaudited). This was largely as

a result of both strong sales of new developments

and resales volumes in the current period, as well

as the ongoing receipt of deferred management

fees from developments completed in prior periods.

Oceania’s total assets as at 31 March 2021 are

$1.9b, compared with $1.5b as at 31 May 2020.

This material increase is due in part to a reversal

of CBRE’s COVID-19 related valuation assumptions

that had led to a decrease in the value of Oceania’s

existing investment property assets in FY2020,

the completion of key development sites, as well

as reflecting strong sales volumes of new retirement

village units and care suites that have been

developed over the last two years.

For the 10 months to 31 March 2021, operating

cash flow was $96.0m, compared to $99.4m for the

12 months to 31 May 2020. This reflects strong sales

volumes over the 10 month period to 31 March 2021.

Oceania completed a heavily oversubscribed seven

year retail bond issue in October 2020, raising

$125.0m. Oceania completed a $100.0m capital

raise, comprising a $80.0m placement in March 2021

and a $20.0m retail offer in April 2021. The proceeds

of the capital raise have been utilised to acquire

Waterford (Hobsonville Point, Auckland), a retirement

village comprising 64 independent living villas and

36 independent living apartments and our leasehold

site in Franklin (Auckland), together with adjacent

bare land. The capital raise and corporate bond

have increased the diversity of Oceania’s funding

sources, which provides a good platform

for future growth.

As at 31 March 2021, Oceania had current

drawn debt and bonds of $329.9m and $79.9m

of cash, representing $225.0m of undrawn net

debt headroom.

The Directors have declared a final dividend

of 2.1 cents per share, taking full year dividends

(non-imputed) to 3.4 cents per share, which

represents 55% of Underlying Net Profit After Tax.

This reflects strong trading and operating cash flow

throughout the period. A dividend reinvestment plan

for our New Zealand and Australian shareholders will

apply to this dividend, which is payable on 22 June

2021. This provides a cost effective and convenient

way for our shareholders to increase their investment

in Oceania without any brokerage fees, by reinvesting

all or part of any dividend paid on their shares in

additional Oceania shares instead of receiving that

distribution in cash.

Strategy and Operations

We were pleased to announce the appointment

of Brent Pattison as Chief Executive Officer on

22 March 2021 following the resignation of Earl

Gasparich on 6 March 2021. Brent was previously

Oceania’s Chief Financial Officer, after having

been appointed to that role in January 2020.

He brings a great deal of experience to the role,

with over ten years of relevant aged care and

retirement village sector experience. We are delighted

with Brent’s appointment and it is great to see Brent

continuing to execute Oceania’s strategy, starting

with the $100.0m capital raise and the acquisition

of Waterford and the Franklin site.

Throughout the period, Oceania has continued

to execute its strategy to create a superior portfolio

of fully integrated retirement village and aged

care centres around New Zealand and to deliver

the highest levels of quality care and outstanding

service to our residents. Following COVID-19 related

disruption to our development programme in the

first half of the 2020 calendar year, work at all of

our development sites restarted in the second half

of the 2020 calendar year and we achieved our

expected build rate of 217 aged care beds and

retirement village units completed by 31 March 2021.

In addition to acquiring the new Waterford

and Franklin sites, we are making good progress

on the development projects that are scheduled

to be completed in FY2022, including 113 new

care suites at Lady Allum (Auckland), a further

39 apartments at The BayView (Tauranga) and

18 villas at Gracelands (Hastings). Our development

of 49 apartments at Eden (Auckland) was completed

in April 2021 and the selldown of these apartments

is now underway.

The pursuit

of b et te r.

The capital raise and corporate

bond have increased the diversity

of Oceania's funding sources,

which provides a good platform

for future growth.

04
OCEANIAANNUAL REPORT 2021

Construction of our Waimarie Street development

in Auckland is well underway and is progressing

on time and budget. As part of this development,

we have engaged with the local community liaison

group and have received positive feedback as to

how the site is being managed. We are expecting this

premium development, comprising 79 apartments

and 31 care suites, to be completed in FY2023.

Despite additional costs and business interruptions

arising from COVID-19, Oceania’s aged care

business continued to perform well throughout

the period with strong sales volumes of care suites

around New Zealand. The ongoing restrictions

associated with the COVID-19 pandemic have

required us to maintain strong communication

channels with our staff and residents, particularly

with regard to our expectations of our people

in order to keep COVID-19 out of our sites. Our

team have recently been involved in preparing

a comprehensive vaccination roll-out strategy, to

ensure that our residents and staff are vaccinated

against COVID-19. This has been an unprecedented

exercise, both in terms of scale and importance,

and Oceania’s solid clinical expertise and clinical

governance structures have provided us with

a sound basis for this significant task.

Governance

During the period, our Directors visited many

of our sites around New Zealand either as a Board

or individually. Most recently, our monthly Board

meeting was held at The Bellevue (Christchurch)

in March 2021, after we had visited other sites in

Christchurch and Rangiora the previous afternoon.

It was great to meet our people onsite and see

the finished product so soon after completion.

We enjoy the opportunity to hold our meetings

at sites, so that we can meet with staff and observe

the culture and day to day operations at the sites.

We appreciate meeting with our residents and

receiving their feedback, which is then incorporated

into our continuous improvement processes.

The Board has been continuing its work on

developing Oceania’s materiality matrix and

has been undertaking deep dive investigations

into the areas of risk that matter most to our

key stakeholders.

As an example, recently, one risk the Board has

undertaken a deep dive into is the risk of data

information governance and cyber risk. Cyber

risk has become a heightened risk for New Zealand

businesses, particularly over the last year. Oceania

is continuing to invest in additional staff training,

data protection measures and mitigation strategies

to safeguard personal and other information held

by Oceania. Cyber risk remains a key area of

focus for the business.

We have also made tangible progress with our

sustainability initiatives over the last three to six

months, as we are continuing to work towards

our goal of becoming carbon neutral in the future.

We have now completed our Planet Roadmap and

are working on waste diversion strategies and trials

for vermicomposting of incontinence products

as well as other energy efficiency and recycling

initiatives at our sites around New Zealand.

Looking Ahead

On behalf of the Board, I would like to thank the

Directors and our team of dedicated staff for their

continued hard work and effort during what has

been another challenging year.

Despite the ongoing uncertainties associated with

COVID-19, we remain focused on performance and

growth in the business. We are looking forward to

continuing to deliver exceptional service and care

to our residents across New Zealand.

Yours sincerely

Elizabeth Coutts

Chair

Oceania

05
LETTER FROM THE CHAIR (CONTIUED)

Ground works are progressing

well at our premier Waimarie Street,

St Heliers, Auckland site.

Waimarie Street, St Heliers, Auckland


$NZ000’s

Audited

10 months to

31 March 2021

Unaudited

10 months to

31 March 2020

Care

18,48415,391

Village operations

13,32012,378

Resales capital gain

1 7, 9 1 310,442

Development margin

23,81528,611

Corporate

( 1 7, 3 7 0)(14,760)

Group U/L EBITDA

56,16252,062

Interest

(6,771)(5,024)

Depreciation

(13,808)(12,044)

35,58334,994

Care Suite depreciation

6,1734,984

Underlying NPAT

41,75639,978

Occupied beds per day

2,3132,272

Effective bed capacity per day

2,5042,477

Effective Occupancy (%)

92.4%91.7%

Existing ORAs sold

8152

New ORAs sold

8755

Existing Care Suites sold

11396

New Care Suites sold

107106

Total ORAs sold

388309

Financial Metrics

The following 10 month trading position as provided below represents

the trading position of the company. The periods represent:

— 10 months to 31 March 2021; and

— 10 months to 31 March 2020 (comparative period)

This forms the basis of the trading highlights pages in this Annual Report.

Underlying earnings 10 month comparative position

06

OCEANIAANNUAL REPORT 2021

CHANGE OF BALANCE DATE

This represents the first Annual Report since the change

of balance date to 31 March 2021. The proforma

comparative underlying earnings positions for the

10 months to 31 March 2020 and the 12 months

to 31 March 2020 are set out on the following pages.


Provided below are 12 month underlying positions. The periods represent:

— 12 months to 31 March 2021; and

— 12 months to 31 March 2020 (comparative period)

During the 12 month period to 31 March 2021, New Zealand has been subject to Alert Level 3 restrictions or

higher for a total of 49 days (13% of a calendar year). In addition to national lockdowns the Auckland region

has been subject to Alert Level 2.5 restrictions or higher for a further 53 days as depicted below.

The business has operated under Level 2.5 or above restrictions for a total of 102 calendar days

(28%) of the 12 month period to 31 March 2021.

$NZ000’s

Unaudited

12 months to

31 March 2021

Unaudited

12 months to

31 March 2020

Care

23,0811 7, 9 4 4

Village operations

16,45814,904

Resales capital gain

18,95915,411

Development margin

29,52445,023

Corporate

(20,381)(18,108)

Group U/L EBITDA

6 7, 6 4 175,174

Interest

( 7, 8 7 9)(5,545)

Depreciation

(16,256)(13,782)

43,50655,847

Care Suite depreciation

7, 1 9 75,397

Underlying NPAT

50,70361,244

Occupied beds per day

2,3052,271

Effective bed capacity per day

2,5042,474

Effective Occupancy (%)

92.0%91.8%

Existing ORAs sold

8880

New ORAs sold

10778

Existing Care Suites sold

124122

New Care Suites sold

115128

Total ORAs sold

434408

Underlying earnings 12 month comparative position

07

CHANGE OF BALANCE DATE

26 March 2020 —

27 April 2020

12 August 2020 —

30 August 2020

15 February 2021 —

17 February 2021

1 March 2021 —

7 March 2021

31 August 2020 —

23 September 2020

28 April 2020 —

13 May 2020

LEVEL 4 — NZLEVEL 3 — AKLLEVEL 3 — AKL

1 APRIL 2020

31 MARCH 2021

30 SEPTEMBER 2020

LEVEL 3 — AKLLEVEL 2.5 — AKLLEVEL 3 — NZ

08
OCEANIAANNUAL REPORT 2021

AT A GLANCE

Oceania is a leading provider of premium

healthcare services. Our purpose is to reimagine

the aged care and retirement living experience

and we constantly challenge ourselves to deliver

better. We have a substantial development pipeline

and sufficient land to build 1,956 new residences

with 75% of these already consented.

Better experiences.

09
AT A GLANCE

As at 31 March 2021

Existing sites with

mature operations

Existing sites

with brownfield

developments

Undeveloped sitesTotal sites

25191

45

2,800

2,654

3,700

1,367

Staff

Care beds and care suites

Residents

Units

(current and planned)

10
OCEANIAANNUAL REPORT 2021

TRADING HIGHLIGHTS 10 months to 31 March 2021

Operating Cash Flow

10 months to 31 March 2021

Reported Total

Comprehensive Income

10 months to 31 March 2021

compared to 12 months

to 31 May 2020 reported

total comprehensive

income of $9.9m

compared to 12 months

to 31 May 2020 reported

operating cash flow

of $99.4m

$

96.0m

$

1 67. 8 m

Underlying Earnings Before Interest,

Tax, Depreciation and Amortisation

10 months to 31 March 2021

Total assets

as at 31 March 2021

ahead of 10 months to 31 March 2020

proforma underlying earnings before

interest, tax, depreciation and

amortisation of $52.1m

7.9 %

$

1.9bn

$

56.2m

higher than 31 May 2020

total assets of $1.5bn

21.6%

Financial 10 month period to 31 March 2021

Delivering better.

11
TRADING HIGHLIGHTS

Operational 10 month period to 31 March 2021

Developments 10 month period to 31 March 2021

New unitsResale unitsNew care suitesResale care suites

8781

388

107113

ahead of total sales for the comparative

10 month period to 31 March 2020 of 309

25.6%

Total sales

Units + care suites

26

Consents

secured

Resource consents

received during FY2021

Units + care suites

394

Under

construction

Completed

To complete

in FY2022

Units and care suites

under construction

as at 31 March 2021:

– Awatere (Hamilton)

– The BayView Stage 2B

(Tauranga)

– Eden (Mt Eden, Auckland)

– Gracelands (Hastings)

– Lady Allum (Milford,

Auckland)

– Waimarie Street

(St Heliers, Auckland)

– Stoke (Nelson)

Units + care suites

217

Units and care suites

completed in FY2021 at:

– Green Gables (Nelson)

– The Bellevue

(Christchurch)

– The BayView Stage 2A

(Tauranga)

Units + care suites

221

Units and care suites

expected to complete

in FY2022:

– The BayView Stage 2B

(Tauranga)

– Eden (Mt Eden, Auckland)

– Lady Allum (Milford,

Auckland)

– Gracelands (Hastings)

– Stoke (Nelson)

12
OCEANIAANNUAL REPORT 2021

We implemented a change in our reporting

date during the year, from a historical 31 May

balance date to a 31 March balance date.

The financial statements included within this

Annual Report represent the 10 months of trading

from 1 June 2020 to 31 March 2021. The highlights

pages within this Annual Report provide a pro-

forma of the 10 month period to 31 March 2020

for comparison purposes.

COVID-19 continued to have an impact on our

financial performance again this year. It presented

a challenge for any business, but more poignant for

a business whose heartbeat is to care for those most

vulnerable to the virus. I have nothing but respect

for our team of 2,800 who have worked relentlessly

and tirelessly to ensure that we have kept this virus

out of our retirement villages and care centres,

and continued to keep our residents, their families,

and each other safe.

LETTER FROM THE CEO

Aged care continues to be an

essential service and a growing

industry in New Zealand. It is a

sector that I feel very privileged

to be involved with.

Performance

and growth.

13
LETTER FROM THE CEO

We are committed to ensuring that our clinical

and care staff provide excellent clinical care to our

residents. We focus on providing resident centred

care that is holistic and aims to satisfy our residents’

needs, wishes and choices. We seek to provide

individualised care and to strengthen each resident’s

independence and self-determination, as well as

empower each resident to make their own choices

and uphold their identity and values.

Oceania continues to distinguish itself from other

aged care and retirement village operators due

to its focus on aged care. We have demonstrated

resilience over the past year as a result of our aged

care business being a needs-based product, as

residents and their families make a decision to move

into an aged care centre or buy a care suite when

a resident needs rest home or hospital level care.

Our team have worked hard to ensure that we

continue to deliver growth and performance to

our investor community against this challenging

backdrop. Instead of letting these challenging times

slow down our activity, we increased the investment

in our business, demonstrating our commitment

to building an even better future for Oceania, our

residents, their families and our staff.

Our People

Our people are at the very heart of our business.

It is their passion that allows us to continue to build

on our success. We are pleased to announce that

we made three new senior appointments during

the year to further strengthen our leadership team.

Kathryn Waugh has been promoted to the role of

Chief Financial Officer after having joined Oceania

in 2009 as Financial Controller. Kathryn is a qualified

chartered accountant and prior to joining Oceania,

she held senior roles at PwC.

Anna Thorburn has been promoted to Group

General Counsel. Anna joined Oceania in 2012

having previously worked as a senior solicitor in the

corporate/commercial team at Russell McVeagh.

Kathryn and Anna have both been heavily involved

in Oceania’s corporate transactions, including the

IPO in 2017, the corporate bond in 2020 and the most

recent capital raise and acquisitions in March 2021.

Jo Copeland joined us in March 2021 in the role of

General Manager People. Jo started her career as

an employment lawyer and then spent the last 20

years in Human Resource leadership roles across a

variety of sectors including information technology,

telecommunications, professional services and

pharmaceuticals.

We have further invested in clinical training and

development this year as part of our commitment to

provide a career development pathway for our staff.

Oceania encourages staff to undertake professional

development, including supporting healthcare

assistants to gain qualifications commensurate with

their level of experience, and encouraging registered

nurses to reach the highest level of clinical expertise

as nurse practitioners. Clinical leadership and

education are key to the delivery of quality care,

improving overall skill levels and surveillance abilities.

Our ongoing employee share scheme gives our

people an opportunity to own a stake in Oceania

and to share in our growth. Permanent staff are

invited to participate in the scheme and receive

an allocation of $800 per annum (for full-time

employees) and $400 per annum (for part-time

employees) of Oceania shares. There was a 77%

uptake in September 2020. We are delighted that

we can further recognise our people in this way

for the crucial part they play in Oceania’s success.

Oceania is well positioned to leverage

its established operational platform

to pursue a wide range of organic

and inorganic growth opportunities.

14
OCEANIAANNUAL REPORT 2021

Acquisitions and funding

Oceania has a well established and proven

brownfield development-led growth strategy,

facilitated by a strong development team and

investment in an operational platform built for scale.

Oceania is well positioned to leverage its established

operational platform to pursue a wide range of

organic and inorganic growth opportunities.

In April 2021 we acquired Waterford, in Hobsonville

Point, Auckland. This is a modern 100 unit retirement

village with future brownfield development

opportunity, located in a growing suburban

Auckland catchment. This acquisition provides

an immediate positive underlying earnings impact

via its existing operations along with significant

development pipeline opportunities.

We have also entered into agreements to purchase

the currently leased Franklin site, encompassing a

44 bed care facility, with an additional 4.1 hectares

of adjacent development land. This total land parcel

presents a prime opportunity for a large integrated

village and care development in one of the fastest

growing secondary urban areas in New Zealand.

These two acquisitions will add 275 independent

living units and care suites in key growth areas of

Auckland. These acquisitions strengthen Oceania’s

development pipeline and provide future NTA and

earnings growth potential.

These acquisitions were funded by way of a highly

successful and oversubscribed $80m placement

and $20m retail offer. We were delighted to observe

strong support from our existing shareholders and

some new faces on the register.

The capital raise followed a successful inaugural

$125m corporate bond. This transaction achieved

the lowest coupon ever by an unrated first time

issuer and has increased the diversity of Oceania’s

funding sources, as well as providing additional

certainty of tenor. As a result of the capital raise

and the corporate bond, Oceania had gearing

of less than 25% at balance date, which provides

a good platform for future growth.

Developments

After significant construction delays during the

COVID-19 lockdown periods, we cautiously increased

our spend on our development projects in line with

the return of sales confidence. We have completed

our developments at Green Gables (Nelson),

The Bellevue (Christchurch), The BayView Stage 2A

(Tauranga) and Eden (Auckland).

Green Gables is in a prime area of Nelson. This

location provides a compelling luxury retirement

offering with proximity to the town centre. The build

has 28 apartments and 61 care suites. The Bellevue

adds a luxury offering to our Christchurch site mix.

With 22 apartments and 71 care suites, it also has

a brownfield development opportunity with Stage

Two, 46 apartments, planned to commence in

September 2021. Tauranga continues to be a

growth market and the construction of our first

35 apartments at The BayView has been completed,

with a further 39 apartments and community centre

due for completion in December 2021. The site offers

commanding views out to the Mount. Since 31 March

2021, we have also completed the construction

of 49 apartments at Eden, located in the popular

Auckland suburb of Mt Eden.

We have six projects currently under development

across both the South and North Islands of

New Zealand. Ground works are progressing well

at our premier Waimarie Street (St Heliers, Auckland)

site, which boasts one of the largest cranes in

operation in New Zealand for this type of construction.

This village will offer 79 luxury apartments and

31 care suites and is expected to be completed

in FY2023.

Following the successful sale of two stages of new

villas at Gracelands (Hastings) over the last year,

we are building a further 18 new villas as Stage Three

of this development. These villas will be completed

later this year. The construction of 113 care suites

is underway at Lady Allum (Milford, Auckland) and

we expect the new care building at Lady Allum to

be completed in FY2022.

Franklin, Auckland

15
LETTER FROM THE CEO (CONTINUED)

We have also commenced a new stage of 29 villas

at Stoke (Nelson). This brownfields development will

be undertaken as villas become vacant and the site

becomes available for redevelopment. The first two

villas will be completed later this year.

Our team are also busy with consenting and design

activity, with developments in South Auckland, the

Hawkes Bay and the Nelson/Marlborough region

in the planning stages. We are looking forward to

continuing to develop sites across both metropolitan

and regional areas of New Zealand.

Given the timeframes for purchasing, consenting

and the construction of new developments, we will

continue to seek to acquire new greenfield sites

as good opportunities arise in the next few years.

Brand

Oceania invested in the development of a new brand

platform this year. This brand platform goes well

beyond marketing, setting out a bold ambition for

Oceania to continue to reimagine the category, led

by research and informed by our residents. ‘Believe in

Better’ is a statement of intent, not to rest on our past

achievements, but to constantly challenge ourselves

to deliver better experiences for our residents.

To launch this platform to market, we created

a campaign that championed our residents

authentically and respectfully. We tapped into

something elemental to Kiwis – our human need

to strive for better. We are always looking at ways

to make the world a better place, and our residents

at Oceania are no different. The campaign puts

Oceania residents and their incredible life stories of

striving for better at the heart of our communications.

It celebrates them as people who have lived

incredible lives and who continue to live with a

deep sense of identity, connection and purpose.

Outlook

The retirement village and aged care sector

is naturally expanding as the New Zealand

population ages but the opportunity for growth

is far greater. There is an opportunity to improve

many facets including the experience we deliver

to our residents, the positive impact we make

to our local communities, the reduction of our

carbon footprint, and improvement of societal

perceptions around ageing.

Performance and growth are Oceania’s key

ambitions moving forward. We will also maintain

our strong focus on clinical excellence and

operational performance as sector leaders.

Building on the success of our recent capital raise

and acquisitions, with favourable gearing, we will

continue to invest in resource and infrastructure

to achieve this. We have a significant development

pipeline to build on, including both brownfield and

greenfield opportunities.

We look forward to continuing to deliver premium

accommodation and outstanding care services

that enhance our residents’ lives and provide for

a better retirement and aged care living experience

for New Zealanders.

Thank you for your support.

Brent Pattison

Chief Executive Officer

Oceania

The Bellevue, Christchurch

HOW WE CREATE VALUE
16

OCEANIAANNUAL REPORT 2021

DevelopSell

$ Yield

$ Growth

From superior care and

independent living experiences

Development of our landbank by

recycling capital from sales

+

Our purpose

To reimagine the retirement and aged

care living experience in New Zealand

Our people

Highly motivated, passionate and safe staff

Our expertise

The capability of our people and quality

of our systems

Our villages

The quality of our villages and landbank

Our relationships

The strength of the relationships we have with

our key stakeholders and our brand reputation

Our financial capital

The combination of shareholder funds,

banking facilities and operating cash flow

employed to maintain and grow our business

Our natural capital

The quality of the natural resources we rely

on to run our business today and in the future

Our driversOur business

The

pursuit

of better

17
HOW WE CREATE VALUE

Residents love living in our communities

We delight our residents with hospitality

inspired, customer led services

We are passionate about the wellbeing

of our staff, residents and their families

We lead the way in how we do things

Our value outcomes

WORKING ON WHAT MATTERS
18

OCEANIAANNUAL REPORT 2021

Strategy

We have set our strategy by considering what is important

to key stakeholders and which risks and opportunities have

the greatest impact on our ability to create value in the short

and long term.

This strategy establishes goals and identifies measures

to report people, planet and prosperity achievements

as we build a better future.

Residents love living

in our communities

We delight our residents

with hospitality inspired,

customer led services

Our people — Our expertise — Our villages — Our financial capital — Our natural capital

We are passionate about

the wellbeing of our staff,

residents and their families

We lead the way in

how we do things

Our value outcomes

Our drivers

Our goals

We delight our residents and staff by

caring for them and making a difference

to their happiness every day.

Our measure

Employee wellness engagement,

resident engagement,

health and safety.

Our goals

Through better use of our resources

we will substantially reduce our

environmental impact enabling

carbon neutrality in the future.

Our measure

Waste to landfill, energy efficiency,

greenhouse gas emissions.

Our goals

Integrated thinking will be embedded

in our strategy, decision making, long

term planning and reporting by 2022.

Our measure

Financial returns and shareholder

value growth.

PlanetPeopleProsperity

Our purpose

To reimagine the retirement and aged care living experience in New Zealand

STAKEHOLDER IMPORTANCE
People

Prosperity

Planet

BUSINESS IMPACT

17

29

2

20

18

19

13

27

28

21

24

23

26

22

6

9

4

12

11

5

30

25

8

3

1

7

10

14

1615

Model of care

Building design

Clinical excellence

Innovation

Person centred approach

Diversity and inclusion

Health and Safety

Staff attraction and retention

Community connection

Development expertise

Industry partnerships

Residential house prices

Market capacity and funding

Changes to Government regulation

Residential care affordability

Transparency about costs/entitlements

Resource consents

Maintenance

Maintaining development pipeline

Transformation process for

premium accommodation

Development margins

Service line ratios and profitability

Village sales

Occupancy rates

Governance and ownership

Debt gearing and funding sources

Technology

Cyber security

Waste management

Energy efficiency

1

2

3

4

5

6

7

8

9

10

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

29

30

11

12

19

WORKING ON WHAT MATTERS

Materiality matrix

In developing our strategy, we conducted a deep dive into

what mattered most to our key stakeholders, being our

residents and their families, our staff and local communities,

our investors and funders, our suppliers and industry bodies

and the government.

The findings from this matrix form the pillars of our strategy

and key performance indicators for success.

20
OCEANIAANNUAL REPORT 2021

Better

all round.

Oceania is on a journey to reimagine

the retirement and aged care experience

and what it means to live in a village,

ensuring that this is a stage of life to be

enjoyed with purpose and connection,

in a way that is unique to every resident.

21
BETTER ALL ROUND

Our residents have always strived

for better, and so do we.

We are always focusing on the future, on enhancing

our offering, innovating and delivering to the

future needs of our residents, their families, the

communities which they live in and our staff.

Every day, our people have an inherent desire to

make our residents’ lives better. From our staff to

management, to the Executive Team and the Board.

From big national driven concepts to smaller local

initiatives, and one off resident experiences, Oceania

is committed to transforming aged care living in

New Zealand.

But we are never finished in our quest. We are

never done because better improves every day.

Our human centric approach

At Oceania we design spaces and experiences with

people at the heart. We build communities and

connections, not just bricks and mortar. Everything

we do is designed for our residents and the things

that matter the most to them, being identity,

connection, and purpose.

Boutique village designs

We deliver a retirement and aged care experience

that is bespoke to our residents. We don’t have a one

size fits all approach to our villages. That’s why we

keep our villages boutique with careful consideration

given to the region and community they are part of,

with a unique design that centres around fostering

connections and a tight knit community.

Unique care suite experiences

Our aged care offering is different from others.

Oceania’s care suites deliver exceptional rest home

and hospital level care, evolving as a resident’s

needs increase so the resident doesn’t have to move

again. More importantly, care suites are designed

to feel like home, with private ensuites, living areas

and kitchenettes so our residents can share a cup

of tea with the family like they always have and our

couples’ care suites ensure that even if the residents

have different needs, they can stay together with

their partners as they have always done.

I’m in what they call a care

suite. It’s well equipped and

very comfortable, everything

I need is here. There’s plenty

of room for my visitors

when they come to see me.

I’m very well looked after here.

The restaurant is very good,

I have most of my meals there

and if you’re not feeling well,

they’ll bring it to your room.

— Priscilla, Oceania Resident

22
OCEANIAANNUAL REPORT 2021

Category leading activities

I Love Music

Research shows that listening to our favourite

songs can make us more sociable and trigger long

term memories. We developed ‘I Love Music’ which

is a music programme as unique as every resident,

with their own MP3 player loaded with their

favourite music from past and present.

Move & Groove

Staying fit has a positive impact on residents’

overall health and mental wellbeing and helps

keep them active and mobile. ‘Move and Groove’

is a collaboration between certified Zumba

instructors and Oceania’s physiotherapist team

to develop a programme that can be enjoyed

by any level of mobility, ensuring physical

independence is a priority.

Audiobooks

Reading books relaxes and reduces overall stress

levels, while also increasing joy. As publishers have

moved from print to audiobooks, we have embraced

this change. The Oceania Audiobook Library brings

thousands of books directly to our residents’ ears

making titles both old and new fully accessible for

residents to enjoy.

Guest Services Managers

We’ve developed a Guest Services Manager role

to provide a concierge like service to our care suite

residents. Our Guest Services Managers bring

creativity and empathy, alongside exceptional

problem solving skills and attention to detail, to

deliver hospitality services to delight our residents.

They are the person who delivers all the special

touches to our residents. They get to know the

residents, find out what they like to do and then

make it happen for them. Whether that’s planning

their weekly manicure, helping them set up Skype

to keep in touch with grandchildren, or booking

tickets and organising transport so that they can

go and see a show with their friends.

Hospitality led dining experience

Food is vital for good nutrition, but it is also one

of life’s great joys. Led by a team of skilled chefs

and dieticians, we ensure taste and nutrition are

the heroes of our dishes. We look to culinary trends

and our residents’ personal preferences to refine

and update our menus regularly.

23
BETTER ALL ROUND (CONTINUED)

It’s the little things

Gary, a care resident at Te Mana loves to garden.

When Gary became less mobile, he was no longer

able to bend down and tend to the flowerbeds.

Our staff came up with a great idea. They brought

some hanging flower baskets and hung them at the

perfect height for Gary to reach and tend to them,

enabling him to continue doing what he loved most.

Pat and Beverley, residents at our Atawhai Care

Centre, are academics who share a passion for

history. The activities team quickly discovered

both ladies were keen to have an outlet to use their

research skills and exercise their minds. Each week

the staff find opportunities for Pat and Beverley

to share their passion for history, such as booking

them in to give a talk to the other residents. The

Diversional Therapist also ensures the pair have an

active role during van trips and outings, researching

the destination ahead of time to find fascinating

facts to share with the group along the journey.

As well as the bigger concepts and initiatives,

we also like to pay attention to the little details.

It’s one of the ways that we celebrate our residents’

personality and individuality.

Nurse Practitioners

To complement our team of skilled Registered Nurses,

we’ve invested in a team of Nurse Practitioners.

They are highly trained to provide the same services

as a General Practitioner but will be available to

residents whenever they need them. Oceania’s Nurse

Practitioners are integrated into our care process,

providing greater vigilance so they can spot issues

early and build in preventative care measures unique

to each resident.

24
OCEANIAANNUAL REPORT 2021

Believing in a

better future.

Now more than ever, creating a sustainable

future is paramount to us and our stakeholders.

Our performance extends well beyond that

of financial results. It includes social and

environmental performance, and the impact

we have on our people and our planet.

In 2020, our journey started with looking at

ways in which we could substantially reduce

our environmental impact with the aim to

enable carbon neutrality in the future.

These initiatives have been designed to

step us toward a better future and provide

a healthy environment that we leave for

generations to come.

Planet Roadmap

A major milestone was achieved with the completion

of the Planet Roadmap. The Planet Roadmap is a

summary, communicating to investors, stakeholders,

and the business how Oceania will decarbonise its

business. This takes planet emissions reduction goals

from our strategy and defines how we will achieve

them within the timeframe. It describes the short-

term project workstreams, backed up by emissions

reduction benefits of those projects.

Incontinence product composting trial

Oceania is working with MyNoke, a large worm

farming company, on an incontinence product

vermicomposting trial. Waste from six care centres

is being processed and studied at MyNoke’s Taupo

worm farm. The goal is to roll the solution out

to all sites.

Waste diversion

We now have 30 sites diverting food waste. There

are no national food waste solutions available, so

we have sourced bespoke local solutions including

onsite Bokashi composting, vermicomposting, pig

buckets and commercial composting solutions.

The next stage which is diverting the remaining

organic waste, including paper hand towels, cut

flowers and newspapers, has started and will

roll out across the group.

Energy audits driving efficiency planning

The findings from our energy audits have been an

invaluable contributor to the Planet Roadmap, as

well as providing site specific opportunities that

we will investigate further. The report indicated

which initiatives across the group would provide

meaningful emission reductions to reach our

sustainability targets. It also advised the optimal

timeframe which we built into the roadmap timeline.

For example, LED lighting and energy efficient

shower head conversion, should be implemented in

the short term, while delaying wide-scale gas boiler

conversion is advisable while gas prices remain low.

25
BELIEVING IN A BETTER FUTURE

Transferring

ripe Bokashi

bin to compost

bins for further

breakdown.

Building design energy efficiency

Much of our ability to achieve our long term emission

reduction goals relies on the improved efficiency

design of our new developments. Homestar 6

principles are already incorporated in our building

design brief, but we wish to continually improve our

new buildings’ performance. A review of our design

brief is currently underway to clearly articulate

our sustainability goals and standards. To inform

this brief, we will work with vendors to complete

a design review with energy modelling of the new

Elmwood care centre. This will provide metrics for

benchmarking and recommendations that will be

incorporated into the revised design brief.

Village initiatives

New homes for villa curtains

As the sustainability message permeates throughout

Oceania, individuals and departments are identifying

how they can contribute. The property team recently

spearheaded an initiative where ‘pre loved’ curtains

from refurbished villas, find new homes through

Habitat for Humanity.

Full circle for soft plastics

When the residents of Meadowbank needed new

raised bed garden planters and a compost heap,

the Village Manager thought this would be a perfect

opportunity to show the full circle of their recycling.

For the past year, Meadowbank Village residents

have been collecting soft plastics, which are sent

to Future Post for recycling. Future Post makes fence

posts used for farming and horticulture, that can

also be used for garden beds in retirement villages.

Village recycling directory

More of our village residents are interested in

finding out how they can become more sustainable.

We were approached by residents from three

different Auckland villages, seeking information

on what items can be recycled, and where they can

take these items. In response we are co-ordinating

a resident driven recycling directory and education

resource. Village residents from all Auckland villages

are compiling lists of recycling questions, with a

group of other village residents, researching the

answers to create the content for the directories.

We will use this model for other villages around

the country if this proves successful.

I’d heard about Bokashi and

always felt it would be a great

thing to try.

I’ve always been conscious of the waste we

produce that was just going to landfill and

also the rubbish bags which are quite heavy

for the staff to lift.

It’s been quite a learning curve and people don’t

always like change. We’ve found out all about

composting and all the layers, it’s like layering

a cake. It’s been a bit of trial and error getting

it right and teaching the staff how to do it.

I often get out there and help with scraping the

waste into our bins. We have three colour coded

bins for compost, general waste and liquids. You’re

paying a lot more attention to what’s going into the

bins and it makes you really aware of the dietary

needs and intake of the residents.

One other thing that’s great is how we are able

to use up cartons. We get a lot of egg cartons and

napkins and we’re able to use them for layering

which is fantastic. We’ve noticed the rubbish bin

is not as full. We’re on a huge recycling buzz —

cardboard, plastics, tins. We’re now totally aware

of what we’re throwing away.

It’s been a really worthwhile experience and

we’re really happy to take part.”

— Jacque Biddick, Kitchen Manager

Otumarama

Stories of better

26
OCEANIAANNUAL REPORT 2021

BOARD OF DIRECTORS

Governance that

believes in better.

Our Board has a broad and deep range of complementary skills,

backed by years of experience, a combination that’s been

invaluable in another year where our response to the COVID-19

pandemic has framed the backdrop to our day to day operations.

We remain vigilant, yet COVID-19 hasn’t prevented us from

progressing Oceania in line with our values and the best interests

of our residents and our people.

Alan Isaac

Independent Director

CNZM, BCA, FCA

Elizabeth Coutts

Chair & Independent Director

ONZM, BMS, FCA

Gregory Tomlinson

Independent Director

AME

Sally Evans

Independent Director

BHSc, MSc, FAICD, GAIST

Patrick McCawe

Independent Director

BCA (Hons), MBA, CA

Dame Kerry Prendergast

Independent Director

DNZM, CNZM, MBA (VUW), NZRN, NZM

27
BOARD OF DIRECTORS

The Board has established four standing

committees to assist in the execution of the

Board’s duties. Throughout the year, each

of the committees met regularly, and focused

on how to make our residents’ lives better.

Audit Committee

Board members: Alan Isaac (Chair), Liz Coutts,

Patrick McCawe.

The Audit Committee focuses on the performance

and growth of Oceania. They provided governance

and support (through a project subcommittee) for

the issue of our corporate bond in October 2020,

and a $100m capital raise in March 2021. Both

initiatives had excellent outcomes.

Our seven year retail bond issue in October 2020

was heavily oversubscribed, raising $125m. Such was

the demand for this bond, the transaction attracted

the lowest coupon rate ever by an unrated first time

issuer and has allowed Oceania to diversify

its funding.

The $100m capital raise in March 2021 was also

a great success. The proceeds of this capital raise

funded the acquisition of Waterford and Franklin.

Both the $80m placement and the $20m retail offer

were significantly oversubscribed and the acquisitions

were well received by the market.

Remuneration Committee

Board members: Sally Evans (Chair), Liz Coutts,

Alan Isaac.

In September 2020, the Remuneration Committee

established the Performance Share Right Plan for

the Executive Team. This incentive programme

encourages key executives to commit to Oceania

for the long term and to align their interests with

those of Oceania’s shareholders.

Oceania’s employee share scheme was again offered

to permanent employees during the year.

Clinical and Health & Safety Committee

Board members: Dame Kerry Prendergast (Chair),

Liz Coutts, Sally Evans.

With the risk associated with the COVID-19

pandemic still prevalent, the Clinical and Health

& Safety Committee has provided oversight and

governance in respect of clinical and health and

safety matters, during the year, and has focused

on clinical excellence.

As of 1 April 2021, Oceania has been accepted

into the ACC accredited AEP Partnership

programme. Our goal is to reduce injuries

and provide early intervention to enable staff

to return safely to independence and work.

Development Committee

Board members: Greg Tomlinson (Chair), Liz Coutts

FY2021 has seen significant development activity

for Oceania. The Development Committee has

provided governance on these projects.

Under construction/planning

The Development Committee visited Waterford

as part of undertaking due diligence investigations

and reviewed management’s due diligence findings.

Completed projects

The Development Committee has overseen

the completion of three significant developments

during FY2021; Green Gables in Nelson

(28 apartments and 61 care suites), The Bellevue

Stage One in Christchurch (22 apartments and

71 care suites) and The BayView Stage 2A in

Tauranga (35 apartments).

The Board held its monthly Board meeting at

The Bellevue in March 2021 and the Directors

were very pleased with the quality of the

completed development.

28
OCEANIAANNUAL REPORT 2021

Oceania Waterford

Oceania’s newly acquired Waterford is a

premium lifestyle village with outstanding

common facilities. It is located within the high

growth area of Hobsonville Point, Auckland.

29

OCEANIAANNUAL REPORT 2021
30

OCEANIAANNUAL REPORT 2021

Financial Metrics

$NZ000’s

March 2021

10 months

May 2020

12 months

May 2019

12 months

Underlying net profit after tax

1, 2


41.8 42.951.2

Underlying EBITDA

1

56.2 63.564.3

Profit / (loss) for the period

85.5 (13.6)45.4

Total comprehensive income

1 6 7. 8 9.999.8

Total assets

1,883.7 1,548.71,399.4

Operating cash flow

96.0 99.489.3

Operating Metrics

March 2021

10 months

May 2020

12 months

May 2019

12 months

Units

1,367 1,2851,202

Care suites

847 679542

Care beds

1,807 1,8822,112

Total

4,021 3,8463,856

New sales

194 189133

Resales

194 166177

Total

388 355310

Group occupancy

92.4%91.5%91.0%

THREE YEAR SUMMARY

For the 10 month period ended 31 March 2021

1 This is a non-GAAP measure, refer to note 2.1 in the consolidated financial statements for further details.

2 Underlying Net Profit after Tax has been restated in comparative periods to exclude depreciation in respect of care suites in line with the current period.

31
CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Statement of Comprehensive Income 32

Consolidated Balance Sheet 33

Consolidated Statement of Changes in Equity 34

Consolidated Cash Flow Statement 35

Notes to the Consolidated Financial Statements 37

Independent Auditor's Report 87

CONSOLIDATED FINANCIAL STATEMENTS

For the 10 month period ended 31 March 2021

32
OCEANIAANNUAL REPORT 2021

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the 10 month period ended 31 March 2021

$NZ000’s Notes

March 2021

10 months

May 2020

12 months

Revenue2.2 175,417 193,646

Change in fair value of investment property3.1 79,969 (21,724)

Change in fair value of right of use investment property3.4 2,299 1 7, 0 8 6

Other income 2.3 2,069 2,743

Total income

259,754 191,751

Employee benefits and other staff costs

2.4 115,669 128,100

Depreciation (buildings)

2.4 , 3.2, 3.4 8,615 9,266

Depreciation and amortisation

(chattels, leasehold improvements and software)

2.4, 3.2, 3.4, 5.2 5,193 5,226

(Reversal of impairment) / impairment of property, plant and equipment

2.4, 3.2 (4,267)916

Impairment of goodwill

2.4, 5.2 1,220 491

Rental expenditure in relation to right of use investment property

2.4, 3.4 4,115 19,236

Finance costs

2.4 6,795 6,284

Other expenses

2.4 47, 2 76 50,540

Total expenses

184,616 220,059

Profit / (loss) before income tax

75,138(28,308)

Income tax benefit 5.110,39614,666

Profit / (loss) for the period

85,534(13,642)

Other comprehensive income

Items that will not be subsequently reclassified to profit or loss

Gain on revaluation of property, plant and equipment for the period,

net of tax

3.2, 5.1 78,58329,223

Gain on revaluation of right of use assets for the period, net of tax

3.4, 5.1 61 51

78,644 29,274

Items that may be subsequently reclassified to profit or loss

Profit / (loss) on cash flow hedges, net of tax

3,609(5,689)

Other comprehensive income for the period, net of tax

82,25323,585

Total comprehensive income for the period attributable

to shareholders of the parent

167,7879,943

Basic earnings per share (cents per share)

4.2 13.8 (2.2)

Diluted earnings per share (cents per share)

4.2 13.8 (2.2)

The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

33
CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEET

As at 31 March 2021

$NZ000’s NotesMarch 2021May 2020

Assets

Cash and cash equivalents

79,9061 7, 6 2 4

Trade and other receivables

5.3

47, 6 8 741,630

Investment property

3.1

1,099,803 9 4 7, 8 0 0

Property, plant and equipment

3.2

604,052 489,990

Right of use assets

3.4

41,714 40,822

Intangible assets

5.2

10,571 10,830

Total assets

1,883,733 1,548,696

Liabilities

Trade and other payables

5.4

44,308 34,831

Derivative financial instruments

5.6

5,486 10,484

Deferred management fee

3.3

41,499 34,344

Refundable occupation right agreements

3.3

618,433 535,370

Lease liabilities

3.4

11,513 13,001

Borrowings

4.4

3 2 7, 2 9 2 325,454

Deferred tax liabilities

5.1

--

Total liabilities

1,048,531953,484

Net assets

835,202595,212

Equity

Contributed equity

4.1

675,625 588,389

Retained deficit

(85,406)(155,907)

Reserves

244,983 162,730

Total equity

835,202595,212

The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.

OCEANIA
34

ANNUAL REPORT 2021

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the 10 month period ended 31 March 2021

$NZ000’s Notes

Contributed

equity

Retained

deficit

Asset

revaluation

reserve

Cash flow

hedge

reserveTotal equity

Balance as at 31 May 2019580,794(110,060)140,931(1,786)609,879

Impact of adoption of NZ IFRS 16 Leases-(2,211)--(2,211)

Loss for the year - (13,642) - -(13,642)

Other comprehensive income

Revaluation of cash flow hedge net of tax

5.6---(5,689)(5,689)

Revaluation of assets net of tax3.2 , 5.1 - -29,223-29,223

Revaluation of right of use assets net of tax3.4 , 5.1 - -51-51

Total comprehensive income - (13,642)29,274(5,689)9,943

Transactions with owners

Dividends paid

4.1-(29,822)--(29,822)

Share issue: dividend reinvestment scheme4.17, 5 9 5---7, 5 9 5

Employee share scheme4.3-(172)--(172)

Total transactions with owners7, 5 9 5(29,994) - -(22,399)

Balance as at 31 May 2020588,389(155,907)170,205(7,475)595,212

Profit for the period- 85,534 - - 85,534

Other comprehensive income

Revaluation of cash flow hedge net of tax

5.6--- 3,609 3,609

Revaluation of assets net of tax3.2 , 5.1-- 78,583 - 78,583

Revaluation of right of use assets net of tax3.4 , 5.1-- 61 - 61

Total comprehensive income- 85,534 78,644 3,609 167,787

Transactions with owners

Dividends paid

4.1-(15,476)--(15,476)

Share issue4.180,000---80,000

Directly attributable transaction costs

deducted from equity

4.1(1,939)---(1,939)

Share issue: dividend reinvestment plan4.19,175---9,175

Employee share scheme4.3-443--443

Total transactions with owners8 7, 2 3 6(15,033)--72,203

Balance as at 31 March 2021675,625 (85,406) 248,849 (3,866) 835,202

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

35
CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED CASH FLOW STATEMENT

For the 10 month period ended 31 March 2021

$NZ000’s

March 2021

10 months

May 2020

12 months

Cash flows from operating activities

Receipts from residents for village and care fees

142,290 163,035

Payments to suppliers and employees (153,328)(178,005)

Rental payments in relation to right of use investment property (4,115)(19,236)

Receipts from new occupation right agreements 171,387 181,298

Payments for outgoing occupation right agreements (52,157)(4 0,3 41)

Interest received 24 153

Interest paid ( 7, 3 07 )(6,511)

Interest paid in relation to right of use assets (757)(1,026)

Net cash inflow from operating activities 96,037 99,367

Cash flows from investing activities

Proceeds from sale and / or disposal of property, plant and equipment

and investment property

-(34)

Payments for property, plant and equipment and intangible assets (36,269)(40,433)

Payments for investment property and investment property under development (66,005)(95,516)

Net cash outflow from investing activities (102,274)(135,983)

Cash flows from financing activities

Proceeds from borrowings

90,274 166,330

Repayment of borrowings (89,652)(109,449)

Proceeds from bond issuance 125,000 -

Repayment of bank borrowing from bond proceeds (125,000)-

Proceeds from share placement 80,000 -

Capitalised costs in relation to share placement (1,939)-

Capitalised borrowing costs (1,861)(607)

Principal payments for right of use assets (2,002)(2,569)

Dividends paid (6,301)(22,227)

Net cash inflow from financing activities68,51931,478

Net increase / (decrease) in cash and cash equivalents 62,282 (5,138)

Cash and cash equivalents at the beginning of the year 1 7, 6 2 4 22,762

Cash and cash equivalents at end of period

79,906 1 7, 6 2 4

The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.

OCEANIAANNUAL REPORT 2021
36

CONSOLIDATED CASH FLOW STATEMENT (continued)

For the 10 month period ended 31 March 2021

Reconciliation of profit after income tax to net cash inflow from operating activities

$NZ000’s Notes

March 2021

10 months

May 2020

12 months

Profit / (loss) for the period85,534(13,642)

Non cash items included in profit for the period

Deferred management fees accrued but not settled

2.2 (32,901)(30,706)

Depreciation (buildings and care suites)2.4 8,615 9,266

Depreciation and amortisation

(chattels, leasehold improvements and software)

2.4 5,193 5,226

Impairment of goodwill 2.4 1,220 491

Net loss on disposal of property, plant and equipment 995 204

Fair value adjustment to investment property3.1 (79,969)21,724

Fair value adjustment to right of use investment property

and right of use land and buildings

3.4 (2,262)( 1 7, 0 8 6 )

Impairment of property, plant and equipment3.2 (4,304)916

Loss allowance for trade and other receivables 2.4 18 51

Interest accrued but not paid (1,723)(1,472)

Fair value movement on residents’ share of resale gains2.4 2,026 329

Fair value loss on cash flow hedges5.6-101

Deferred tax benefit5.1 (10,396)(14,666)

Employee share scheme4.3 443 (172)

Other non cash items 514 351

(112,531)(25,443)

Cash items excluded from profit for the period

Receipts from new occupation right agreements

171,387181,298

Payments for outgoing occupation right agreements(52,157)(4 0,3 41)

119,230140,957

Increase in operating assets and liabilities

Decrease in trade and other receivables

(2,271)(2,595)

Increase in trade and other payables 6,075 90

Net cash inflow from operating activities 96,037 99,367

The Board of Directors of the Company authorised these consolidated financial statements for issue on 21 May 2021.

For and on behalf of the Board

Elizabeth Coutts Alan Isaac

Chair Director

The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.

CONSOLIDATED FINANCIAL STATEMENTS
37

1. General Information 38

1.1 Basis of Preparation 38

1.2 Accounting Policies 39

1.3 Significant Events and Transactions 40

2. Operating Performance 42

2.1 Operating Segments 42

2.2 Revenue 49

2.3 Other Income 50

2.4 Expenses 51

3. Property Assets 53

3.1 Village Assets: Investment Property 55

3.2 Care Assets: Property, Plant

and Equipment 59

3.3 Refundable Occupation Right

Agreements 64

3.4 Leases 66

4. Shareholder Equity and Funding 69

4.1 Shareholder Equity and Reserves 69

4.2 Earnings per Share 70

4.3 Employee Share Based Payments 71

4.4 Borrowings 72

5. Other Disclosures 75

5.1 Income Tax 75

5.2 Intangible Assets 78

5.3 Trade and Other Receivables 80

5.4 Trade and Other Payables 81

5.5 Related Party Transactions 81

5.6 Financial Risk Management 82

5.7 Contingencies and Commitments 85

5.8 Events After Balance Date 85

Independent Auditor's Report 87

NOTES TO THE CONSOLIDATED

FINANCIAL STATEMENTS

For the period ended 31 March 2021

OCEANIAANNUAL REPORT 2021
38

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the 10 month period ended 31 March 2021

1. General Information

1.1 Basis of Preparation

(i) Entities Reporting

The consolidated financial statements of the ‘Group’ are for the economic entity comprising Oceania Healthcare Limited

(the ‘Company’) and its subsidiaries, together ‘the Group’. Refer to note 5.5 for details of the Group structure.

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Oceania Healthcare Limited

as at 31 March 2021 and the results of all subsidiaries for the period then ended.

The Group owns and operates various care centres and retirement villages throughout New Zealand. The Group's registered

office is Affinity House, 2 Hargreaves Street, St Mary's Bay, Auckland 1011, New Zealand.

(ii) Statutory Base

Oceania Healthcare Limited is a limited liability company which is domiciled and incorporated in New Zealand. It is registered

under the Companies Act 1993 and is a FMC Reporting Entity in terms of Part 7 of the Financial Markets Conduct Act 2013.

The Company is also listed on the NZX Main Board (‘NZX’) and the Australian Securities Exchange (‘ASX’) as a foreign exempt

listing. The consolidated financial statements have been prepared in accordance with the requirements of the NZX and ASX

listing rules, and Part 7 of the Financial Markets Conduct Act 2013.

The consolidated financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting

Practice (‘NZ GAAP’). They comply with New Zealand equivalents to International Financial Reporting Standards (‘NZ IFRS’),

International Financial Reporting Standards (‘IFRS’) and other applicable New Zealand Financial Reporting Standards, as

appropriate for for-profit entities. The Group is a Tier 1 for-profit entity in accordance with XRB A1.

The consolidated financial statements have been prepared in accordance with the going concern basis of accounting, which

assumes that the Group will be able to realise its assets and discharge its liabilities in the normal course of business as they

come due into the foreseeable future.

The Consolidated Balance Sheet has been prepared using a liquidity format.

(iii) Measurement Basis

These consolidated financial statements have been prepared under the historical cost convention, as modified by the

revaluation of certain assets and liabilities, including investment properties, certain classes of property, plant and equipment,

right of use assets, assets held for sale and cash flow hedges.

(iv) Key Estimates and Judgements

The preparation of the consolidated financial statements in conformity with NZ IFRS requires the use of certain critical

accounting estimates. It also requires management to exercise their judgement in the process of applying the Group’s

accounting policies.

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition,

seldom equal the related actual results. Estimates and judgements are continually evaluated and are based on historical

experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.


The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant

to the consolidated financial statements are disclosed in the following notes:

– Fair value of investment property and investment property under development (note 3.1)

– Classification of accommodation with a care or service offering (note 3)

– Fair value of freehold land and buildings (note 3.2)

– Revenue recognition of deferred management fees (note 3.3)

– Fair value of right of use assets (note 3.4)

– Recognition of deferred tax (note 5.1)

CONSOLIDATED FINANCIAL STATEMENTS
39

1.2 Accounting Policies

Accounting policies that summarise the measurement basis used and which are relevant to understanding the consolidated

financial statements are provided throughout the notes to these consolidated financial statements.

Other relevant policies are provided as follows:

(i) Principles of Consolidation

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to,

or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its

power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group.

They are deconsolidated from the date that control ceases.

Intercompany transactions and balances between Group companies are eliminated. Accounting policies of subsidiaries

are consistent with the policies adopted by the Group.

(ii) Functional and Presentational Currency

These consolidated financial statements are presented in New Zealand Dollars which is the Company’s functional currency

and the Group’s presentation currency. Unless otherwise stated the consolidated financial statements are presented in

round thousands of dollars. The use of $m signifies millions of dollars.

(iii) Goods and Services Tax (‘GST’)

The Consolidated Statement of Comprehensive Income and Consolidated Cash Flow Statement have been prepared so that

all components are stated exclusive of any GST that can be claimed. GST is only deductible by the Group to the extent that it

relates to care operations. All items in the Consolidated Balance Sheet are stated net of GST, with the exception of receivables

and payables, which include GST invoiced.

(iv) Comparative Information

Where a change has been made to the presentation of the consolidated financial statements to that used in prior periods,

comparative figures have been restated accordingly. A change has been made to the underlying net profit after tax section

of note 2.1 to include an adjustment in relation to depreciation of care suite buildings in deriving underlying profit. This change

has been made to provide comparability of care suite assets, which are subject to an occupation right agreement ('ORA'), with

other village assets subject to an ORA which are treated as investment property for GAAP purposes and are not depreciated.

(v) New Accounting Standards

There have been no changes to accounting standards during the period.

The Group has not early adopted any standards, amendments or interpretations to existing standards that are not

yet effective.

(vi) Measurement of Fair Value

The Group classifies its fair value measurement using the fair value hierarchy that reflects the significance of the inputs used

in making the measurements. The fair value hierarchy has the following levels:

Level 1: Quoted prices (unadjusted) in active markets for the identical assets or liabilities.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly

(i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The carrying amount of all financial assets and liabilities is considered to approximate their fair value.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

40

1.3 Significant Events and Transactions

(i) COVID-19

On 11 March 2020, the World Health Organisation declared COVID-19 to be a global pandemic. COVID-19 has impacted the

health and wellbeing of people around the world and in turn the outbreak and the associated restrictions put in place to fight

the virus have had a significant adverse impact on the global economy.

The New Zealand Government’s overall public health strategy in respect of the COVID-19 pandemic affecting New Zealand

was elimination with the overall goal to stop community transmission in New Zealand. Refer to note 1.3 of the 31 May 2020

Annual Report for specific details of events to 31 May 2020.

– Post the 31 May 2020 balance date, at 11:59pm on 8 June 2020, Alert Level 1 was entered and was in place at the time

of signing the 31 May 2020 annual financial statements. Strict border restrictions were in place and contact tracing

was encouraged.

– At 12 noon on 12 August 2020, the greater Auckland region re-entered Alert Level 3 lockdown. Businesses including

construction were permitted to operate under strict guidelines. Oceania continued with construction projects in the

development pipeline and sales of retirement village units continued under certain conditions.

The rest of New Zealand was moved back into Alert Level 2. Contact tracing, strict social distancing measures and

mass gathering limits had to be followed.

– At 11:59pm on 30 August 2020, the greater Auckland region entered Alert Level 2 (with extra restrictions).

The rest of New Zealand remained at Alert Level 2.

– At 11:59pm on 21 September 2020, Alert Level 1 came into force for all regions except the Auckland region.

– At 11:59pm on 23 September 2020, Alert Level 2 (with no extra restrictions) came into force for the Auckland region.

– At 11:59pm on 7 October 2020, the greater Auckland region entered Alert Level 1 at which point all of New Zealand

aligned at Alert Level 1.

– At 11:59pm on 14 February 2021, the greater Auckland region entered Alert Level 3. The rest of New Zealand moved

to Alert Level 2.

– At 11:59pm on 17 February 2021, the greater Auckland region entered Alert Level 2. The rest of New Zealand moved

to Alert Level 1.

– At 11:59pm on 22 February 2021, the greater Auckland region entered Alert Level 1 at which point all of New Zealand

aligned at Alert Level 1.

– At 6:00am on 28 February 2021, the greater Auckland region entered Alert Level 3. The rest of New Zealand moved

to Alert Level 2.

– At 6:00am on 7 March 2021, the greater Auckland region entered Alert Level 2. The rest of New Zealand moved

to Alert Level 1.

– At 12:00 noon on 12 March 2021, the greater Auckland region entered Alert Level 1 at which point all of New Zealand

aligned at Alert Level 1.

CONSOLIDATED FINANCIAL STATEMENTS
41

Certain key judgements and estimates are applied in the consolidated annual financial statements. The Directors have

assessed the impact of COVID-19 on these judgements and estimates and concluded that limited changes are necessary.

This is primarily due to Oceania providing an essential service. The following key matters were considered and undertaken

with regards to the financial impact of COVID-19 on the 31 March 2021 consolidated financial statements:

– CBRE Limited, as independent valuers, undertook a valuation as at 31 March 2021. As at 30 April 2020 CBRE Limited

concluded their valuation on the basis of ‘material valuation uncertainty’ which meant that under extraordinary

circumstances at that time there remained a higher degree of uncertainty than would otherwise be the case however

the valuation could still be relied upon. As at 31 March 2021 this statement has been revised to a lesser one of ‘market

uncertainty’. CBRE Limited continue to state that values and incomes may change more rapidly and significantly than

during standard market conditions and recommend their valuations are reviewed periodically to reflect the duration and

severity of the impact COVID-19 has on New Zealand and its economy.

– No changes to the methodology or input estimates in relation to expected credit losses have been required as a result of

continued strong collection levels in respect of private care fees and deferred settlement of ORA contracts.

– The enactment of the COVID-19 Response (Taxation and Social Assistance Urgent Measures) Act 2020 has resulted in the

reintroduction of depreciation on buildings. The impact of this change is detailed in note 5.1 and has been reflected in the

31 May 2020 comparative figures.

Balance Date

On 9 July 2020 the Group received approval from the Commissioner of Inland Revenue to change the balance date for the

Group and its subsidiaries to 31 March. These consolidated financial statements are the first adopting a 31 March balance

date and represent a period of 10 months.

Retail Bond

On 25 September 2020 Oceania Healthcare Limited announced an offer of up to $75m (with the ability to accept up to an

additional $50m in oversubscriptions) of 7 year secured fixed rate bonds. On 19 October 2020 bonds totalling $125.0m were

issued to New Zealand retail investors. These bonds mature on 19 October 2027. A fixed interest rate of 2.3% per annum

applies to the Bonds. Refer to note 4.4 for the impact on the 10 months to 31 March 2021.

Capital Raise

On 24 March 2021 the Group successfully completed an institutional share placement of $80m. Settlement of the placement

occurred on 26 March 2021 for ASX and on 29 March 2021 for NZX with the allotment of all shares and the commencement of

trading on both NZX and ASX on 29 March 2021. The new shares issued under the placement rank equally in all aspects with

existing ordinary shares on issue.

On 24 March 2021 the Group also announced a non-underwritten $20m retail offer. Completion of the offer and allotment

of shares occurred on 16 April 2021.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

42

2. Operating Performance

2.1 Operating Segments

The Group's chief operating decision maker is the Board of Directors.

The operating segments have been determined based on the information reviewed by the Board of Directors for the purposes

of allocating resources and assessing performance. The assets and liabilities of the Group are reported to the chief operating

decision maker in total not by operating segment.

The Group operates in New Zealand and comprises three segments; care operations, village operations and other.

CareVillageOther

ProductIncludes traditional care beds

and care suites.

Includes independent living

and rental properties.

N/A

ServicesThe provision of

accommodation, care and

related services to Oceania’s

aged care residents.

Includes the provision of

services such as meals

and care packages to

independent living residents.

The provision of

accommodation and related

services to independent

residents in the Group’s

retirement villages.

Provision of support services

to the Group (includes

administration, marketing

and operations).

In addition this segment

includes the provision of

training by the Wesley

Institute of Learning.

Recognition of

Operating Revenue

and Expenses

The Group derives Operating

Revenue from the provision

of care and accommodation.

The daily fee is set annually

by the Ministry of Health.

In relation to the provision

of superior accommodation

above the Government

specification the Group

derives revenue from Premium

Accommodation Charges

(‘PACs’) or, in the case of

care suites, through Deferred

Management Fees (‘DMF’).

Operating Expenses primarily

include staff costs, resident

welfare expenses and

overheads.

The Group derives Operating

Revenue from weekly service

fees and rental income.

Operating Revenue also

includes DMF accrued over

the expected occupancy

period for the relevant

accommodation.

Operating Expenses include

village property maintenance,

sales and marketing, and

administration related

expenses.

Includes support office and

corporate expenses and rental

costs relating to the Group’s

three leasehold sites.

Finance costs relate to the

cost of bank debt acquired

for the purchase and

development of villages.

Income and expenditure

relating to the Wesley Institute

of Learning is recognised in

this segment.

Recognition of

Fair Value movements

on New Developments

Fair value increases or

decreases are recognised in

other comprehensive income

(i.e. not in profit or loss) for the

fair value movement above

historical cost.

Impairments below historical

cost are recognised in

comprehensive income

(i.e. profit or loss).

Fair value movements are

recognised in comprehensive

income (i.e. profit or loss).

N/A

CONSOLIDATED FINANCIAL STATEMENTS
43

CareVillageOther

Recognition of Fair Value

movements on Existing

Care Centres and

Retirement Villages

Fair value movements are

treated the same as above.

When sites are

decommissioned for

development this results in an

impairment of the buildings

and chattels which is

recognised in comprehensive

income (i.e. profit or loss).

Fair value movements are

recognised in comprehensive

income (i.e. profit or loss).

N/A

Recognition in

Underlying Profit

(refer note 2.1 overleaf)

Fair value movements are

removed.

Fair value movements are

removed. Realised gains on

resales and the development

margins from the sale of

independent living units and

care suites are included,

reflective of the ownership

structure of the assets.

No material adjustments.

Asset CategorisationAssets used, or, in the case

of developments, to be used,

in the provision of care are

recognised as property, plant

and equipment.

Assets used for village

operations are recognised

as investment property.

Support office assets are

recognised as property, plant

and equipment. Assets include

intangibles (e.g. software).

Information regarding the operations of each reportable segment is included above. Amongst other criteria, performance is

measured based on segmental underlying earnings before interest, tax, depreciation and amortisation (‘EBITDA’), which is the

most relevant measure in evaluating the performance of segments relative to other entities that operate within the aged care

and retirement village industries.

Additional Segmental Reporting Information

Capital expenditure: Refer to notes 3.1, 3.2 and 3.4 for details on capital expenditure.

Goodwill: Goodwill is allocated to care cash generating units.

What is Total Comprehensive Income?

Total comprehensive income is a measure of the total performance of all segments under NZ GAAP.

It includes fair value movements relating to the Group’s care centres and cash flow hedges.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

44

2.1 Operating Segments (continued)

2021 (10 months)

$NZ000’s

Care

Operations

Village

OperationsOtherTotal

Revenue 146,572 28,199 646 175,417

Change in fair value of investment property- 79,969 - 79,969

Change in fair value of right of use investment property

- 2,299 - 2,299

Other income 512 1,524 9 2,045

Total income 1 47,0 8 4 111,991 655 259,730

Operating expenses (128,602) (20,517) ( 1 7, 9 4 1) ( 1 6 7,0 6 0)

Impairment of goodwill (1,220)-- (1,220)

Reversal of impairment of property, plant

and equipment

4,169 98 - 4,267

Segment EBITDA 21,431 91,572 ( 1 7, 2 8 6 ) 95,717

Interest income- 4 20 24

Finance costs-- (6,795) (6,795)

Depreciation (buildings and care suites) (8,410)- (205) (8,615)

Depreciation and amortisation (chattels and software) (4,164)- (1,029) (5,193)

Profit / (loss) before income tax 8,857 91,576 (25,295) 75,138

Income tax benefit 10,112 594 (310) 10,396

Profit / (loss) for the period attributable

to shareholders

18,969 92,170 (25,605) 85,534

Other comprehensive income

Gain on revaluation of property, plant and equipment

for the period, net of tax

78,583 -- 78,583

Gain on revaluation of right of use asset for

the period, net of tax

61 -- 61

Loss on cash flow hedges, net of tax-- 3,609 3,609

Total comprehensive income for the period

attributable to shareholders of the parent

97,613 92,170 (21,996) 167,787

CONSOLIDATED FINANCIAL STATEMENTS
45

2020 (12 months)

$NZ000’s

Care

Operations

Village

OperationsOtherTotal

Revenue163,90928,5911,146193,646

Change in fair value of investment property-(21,724)-(21,724)

Change in fair value of right of use investment property-1 7, 0 8 6-1 7, 0 8 6

Other income3092,237442,590

Total income164,21826,1901,190191,598

Operating expenses(144,376)(34,536)(18,964)(197,876)

Impairment of goodwill(491)--(491)

Reversal of impairment of property,

plant and equipment

(916)--(916)

Segment EBITDA18,435(8,346)(17,774)( 7, 6 8 5 )

Interest income-27126153

Finance costs--(6,284)(6,284)

Depreciation (buildings and care suites)(8,989)-(277)(9,266)

Depreciation and amortisation (chattels and software)(4,602)-(624)(5,226)

Profit / (loss) before income tax4,844(8,319)(24,833)(28,308)

Taxation benefit 11,4856,550(3,369)14,666

Profit / (loss) for the period attributable to

shareholders

16,329(1,769)(28,202)(13,642)

Other comprehensive income

Gain on revaluation of land and buildings

for the period, net of tax

29,223--29,223

Gain on revaluation of right of use asset

for the period, net of tax

51--51

Loss on cash flow hedges, net of tax--(5,689)(5,689)

Total comprehensive income for the period

attributable to shareholders of the parent

45,603(1,769)(33,891)9,943

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

46

2.1 Operating Segments (continued)

Underlying Net Profit After Tax (‘Underlying Profit’)

Underlying Profit is a non-GAAP measure of financial performance and considered in the determination of dividends.

The calculation of Underlying Profit requires a number of estimates to be approved by the Directors in their preparation.

Both the methodology and the estimates may differ among companies in the retirement village sector. Underlying Profit

does not represent cash flow generated during the period.

The Group calculates Underlying Profit by making the following adjustments to reported Net Profit after Tax:

Net Profit after Tax

Add back /

remove

Change in fair value of investment property, right of use investment property assets and cash flow

hedges and impairment / reversal of impairment of property, plant and equipment and right of use

property, plant and equipment

Add backImpairment of goodwill

Add backRental expenditure in relation to right of use investment property assets

Add back /

remove

Loss / gain on sale or decommissioning of assets

Add backDepreciation (Care Suites)

Add backDirectors’ estimate of realised gains on the resale of units and care suites sold under an ORA

Add backDirectors’ estimate of realised development margin on the first sale of new ORA units or care suites

following the development of an ORA unit or care suite, conversion of an existing care bed to a care suite

or conversion of a rental unit to an ORA unit

Add backDeferred taxation component of taxation expense so that only the current tax expense

is reflected

=Underlying Profit

RemoveInterest income

Add backFinance costs (including lease interest under NZ IFRS 16)

Add backDepreciation and amortisation (including right of use property, plant and equipment)

=Underlying EBITDA

Change to Definition of Underlying Profit

The definition of Underlying Profit has been amended in the period to add back depreciation of care suites. The comparative

period figures have been restated to reflect this change. The change allows for comparability of care suite assets, which are

subject to an ORA, with other village assets subject to an ORA which are treated as Investment Property for GAAP purposes

and are not depreciated. This change is consistent with the management information used by the company and that which is

reported to the Board. The comparative period has been restated to add back depreciation on care suites. This has increased

Underlying Profit in the comparative period by $6.0m.

Resale Gain – Underlying Profit

The Directors’ estimate of realised gains on resales of ORA units and care suites (i.e. the difference between the incoming

resident’s ORA licence payment and the ORA licence payment previously received from the outgoing resident) is calculated

as the net cash flow received, and receivable at the point that the ORA contract becomes unconditional and has either

‘cooled off’ (the contractual period in which the resident can cancel the contract) or where the resident is in occupation

at balance date.

CONSOLIDATED FINANCIAL STATEMENTS
47

Development Margin – Underlying Profit

The Directors’ estimate of realised development margin is calculated as the ORA licence payment received, and receivable,

in relation to the first sale of new ORA units and care suites, at the point that the ORA contract becomes unconditional and

has either ‘cooled off’ or where the resident is in occupation at balance date, less the development costs associated with

developing the ORA units and care suites.

The Directors’ estimate of realised development margin for conversions is calculated based on the difference between the

ORA licence payment received, and receivable, in relation to sales of newly converted ORA units and care suites, at the point

that the ORA contract becomes unconditional and has either ‘cooled off’ or where the resident is in occupation at balance

date, and the associated conversion costs.

The table below describes the composition of development and conversion costs.

IncludedNew builds:

– the construction costs directly attributable to the relevant project, including any required

infrastructure (e.g. roads) and amenities related to the units (e.g. landscaping) as well as any

demolition and site preparation costs associated with the project. The costs are apportioned

between the ORA units and care suites, in aggregate, using estimates provided by the project

quantity surveyor. The construction costs for the individual ORA units or care suites sold are

determined on a prorated basis using gross floor areas of the ORA units and care suites;

– an apportionment of land value based on the gross floor area of the ORA units and care suites

developed. The value for Brownfield

1

development land is the estimated fair value of land at

the time a change of use occurred

2

(from operating as a care centre or retirement village to a

development site), as assessed by an external independent valuer. Greenfield

3

development

land is valued at historical cost; and

– capitalised interest costs to the date of project completion apportioned using the gross floor

area of ORA units and care suites developed.

Conversions:

– of care beds to care suites - the actual refurbishment costs incurred; and

– of rental units to ORA units - the actual refurbishment costs incurred and the fair value of the

rental unit prior to conversion.

Excluded– construction, land (apportioned on a gross floor area basis) and interest costs associated with

common areas and amenities or any operational or administrative areas.

1 Brownfield land refers to land previously utilised by, or part of, an operational aged care centre or retirement village.

2 The timing of a change of use is a Directors’ estimate. It is based on a range of factors including evidence of steps taken to secure a resource consent and/

or building consent for a particular development or stage of a development and the decommissioning of existing operations (either through the buy-back

of existing village ORA units or decommissioning of an existing care centre). Note the cost of buybacks is not included in the development cost as an

independent fair value of the land on an unencumbered basis is used as the value ascribed to the development land.

3 Greenfield land refers to land not previously utilised by, or as part of, an operational aged care centre or retirement village. Greenfield land is typically

bare (undeveloped) land at the time of purchase.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

48

2.1 Operating Segments (continued)

2021 (10 months)

$NZ000’s

Care

operations

Village

operationsOtherTotal

Total comprehensive income for the period attributable

to shareholders of the parent

97,613 92,170 (21,996) 167,787

Adjusted for Underlying Profit items

Less: Change in fair value of investment property,

right of use assets and cash flow hedges and

impairment of property, plant and equipment

(82,811) (82,367) (3,609) (168,787)

Add: Impairment of goodwill 1,220 -- 1,220

Add: Rental expenditure in relation to right of use asset - 4,115 - 4,115

Add: Depreciation (care suites)6,173--6,173

Add: Loss / (gain) on sale or decommissioning of assets--(84)(84)

Add: Realised resale gain- 1 7, 91 3 - 1 7, 91 3

Add: Realised development margin- 23,815 - 23,815

Underlying net profit before tax 22,195 55,646 (25,689) 52,152

Less: Deferred tax benefit (10,112) (594) 310 (10,396)

Underlying net profit after tax 12,083 55,052 (25,379) 41,756

Less: Interest income- (4) (20) (24)

Add: Finance costs-- 6,795 6,795

Add: Depreciation (buildings) 2,236 - 206 2,442

Add: Depreciation and amortisation

(chattels, leasehold improvements and software)

4,165 - 1,028 5,193

Underlying EBITDA 18,484 55,048 ( 1 7, 3 7 0) 56,162

2020 (12 months)

$NZ000’s

Care

operations

Village

operationsOtherTotal

Total comprehensive income for the year attributable

to shareholders of the parent

16,3292 7, 5 0 5(33,891)9,943

Adjusted for Underlying Profit items

Less: Change in fair value of investment property

and cash flow hedges and impairment of property,

plant and equipment

916(24,637)5,689(18,032)

Add: Impairment of goodwill491--491

Add: Rental expenditure in relation to right of use asset -19,236-19,236

Add: Loss / (gain) on sale or decommissioning of assets146(11)3138

Add: Depreciation (care suite)

1

5,980--5,980

Add: Realised gain on resale-11,489-11,489

Add: Realised development margin-34,320-34,320

Underlying net profit before tax

1

23,8626 7, 9 0 2(28,199)63,565

Less: Deferred tax benefit(11,485)(6,550)3,369(14,666)

Underlying net profit after tax12,37761,352(24,830)48,899

Less: Interest income-(27)(126)(153)

Add: Finance costs--6,2846,284

Add: Depreciation (buildings)3,009-2773,286

Add: Depreciation and amortisation (chattels and software)4,602-6245,226

Underlying EBITDA19,98861,325( 1 7,7 7 1)63,542

1 The comparatives above have been restated to add back depreciation on care suites. This has increased Underlying Profit by $6.0m in the

comparative period.

CONSOLIDATED FINANCIAL STATEMENTS
49

2.2 Revenue

How We Earn Revenue

CareVillageOther

Daily care fees for long term and short

term rest home, hospital and dementia

residents

Deferred management fees

– independent living

Training income

Premium accommodation chargesVillage service fees

– independent living

Interest income

Deferred management fees

– care suites

Rental income – residents without a

long term occupation right agreement

Accounting Policy

Revenue is recognised in accordance with NZ IFRS 15 Revenue from Contracts with Customers (‘NZ IFRS 15’). Deferred

management fees and rental income are considered leases under NZ IFRS 16 Leases (‘NZ IFRS 16’), and are therefore excluded

from the scope of NZ IFRS 15. None of the Group’s revenue, as defined by NZ IFRS 15, contains significant

financing components.

Rest Home and Hospital Service Fees

A contract is in place with all care residents by means of an admission agreement. The resident receives the benefit as the

care is administered and each resident incurs a contracted daily care fee set by the Government each year. Rest home and

hospital service fees are recognised at the point in time the services are rendered which is specifically linked to the day the

service is delivered. Where applicable these are recognised net of any associated rebates to residents.

Aged care subsidies received from the Ministry of Health, included in rest home, hospital and dementia fee revenue within

the care segment, for the 10 months to March 2021 amounted to $82.8m (12 months to May 2020: $103.7m).

Premium Accommodation Charges

Premium accommodation charges are payable by residents who occupy a premium room above the level specified

by the Government. The charge is included in their admission agreement and the charge is recognised when the

accommodation is provided.

Deferred Management Fees

Deferred management fees are considered leases and are payable by residents of the Group's units, apartments and care

suites under the terms of their ORA or unit title rights. Refer to note 3.3.

Management fees are typically payable on termination of the ORA up to a maximum percentage of a resident's occupation

licence or unit title rights deposit for the right to share in the use and enjoyment of common facilities.

The timing of the recognition of deferred management fees is a critical accounting estimate and judgement. The deferred

management fee is recognised on a straight line basis over the longer of the term specified in a resident's ORA or the average

expected occupancy for the relevant accommodation which is 7 years for units, 5 years for apartments and 3 years for care

suites from the date of occupation. Estimates of deferred management fee tenure are reviewed periodically. Where a change

is made, it is the Group’s policy to recognise the aggregate impact of this change in the period in which the change

in estimate occurs.

Deferred management fees are recognised with respect to the leased retirement village site as per note 3.4.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

50

2.2 Revenue (continued)

Village Service Fees

Village service fees are charged to residents to recover a portion of village operating costs associated with services provided

including staff wages, rates, and electricity. An ORA is in place with all village residents who receive the benefit of services

throughout their stay. Village service fees are recognised over time as services are rendered.

Training Income

Training income is received from students attending short term training courses at the Wesley Institute of Learning.

Income is recognised when the course is provided.

Rental Income

Rental agreements are in place with all rental residents and set out the relevant weekly / monthly rental fee. The resident

receives the benefit throughout their stay and revenue is recognised as it is earned.

$NZ000’s

March 2021

10 months

May 2020

12 months

Rest home, hospital, dementia fees 132,780151,347

Premium accommodation charge3,6063,866

Deferred management fees – independent living20,23419,926

Deferred management fees – care suites9,4797, 8 3 6

Deferred management fees – leased site1,8691,494

Village service fees5,2085,997

Training income6631,176

Rental income9141,275

Other services provided to residents664729

175,417193,646

2.3 Other Income

Interest Income

Interest income is recognised on an accruals basis using the effective interest method.

Other Income

Other income includes administration and legal income derived from the settlement of ORAs.

$NZ000’s

March 2021

10 months

May 2020

12 months

Interest income24153

Other income2,0452,590

2,0692,743

CONSOLIDATED FINANCIAL STATEMENTS
51

2.4 Expenses

Accounting Policy

All operating expenses are recognised on an accrual basis.

$NZ000’s Notes

March 2021

10 months

May 2020

12 months

Profit before income tax includes the following expenses:

Employee benefits and other staff costs

Wages and salaries

113,124126,636

COVID-19 wage subsidy

1

(156)(1,821)

Termination benefits2811,176

Employee share scheme expense4.3255(172)

Other staff costs

2

2,1652,281

115,669128,100

Depreciation and amortisation

Depreciation of buildings

3.21,9482,663

Depreciation of care suites3.26,1735,980

Depreciation of right of use assets (buildings)3.4494623

Depreciation of chattels 3.23,1043,074

Depreciation of right of use assets (chattels)3.41,6092,096

Amortisation of software 5.248056

13,80814,492

Finance costs

Interest on senior debt facilities

3,4687, 0 9 2

Interest on Retail Bond1,291-

Agency, commitment and line fees 2,7823,126

Interest rate swaps 2,3021,087

Capitalised interest and line fees(4,261)(6,367)

Amortisation of bank fees455220

Bank interest1-

Change in fair value of cash flow hedges-101

Interest on right of use assets7571,025

6,7956,284

(Reversal of impairment) / impairment of property, plant and equipment 3.2 (4,267)916

Rental expenditure in relation to right of use investment property3.44,11519,236

Impairment of goodwill5.21,220491

1 The COVID-19 wage subsidy has been recognised as a reduction in expenses in accordance with NZ IAS 40 Accounting for Government Grants

and Disclosure of Government Assistance.

2 Other staff costs include costs such as staff training, uniforms and recruitment.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

52

2.4 Expenses (continued)

$NZ000’s Notes

March 2021

10 months

May 2020

12 months

Other expenses

Fees paid to Auditor

Audit and review of consolidated financial statements

396388

Other assurance services – Trustee reporting66

Other services – Proxy voting (Annual Shareholders Meeting)-6

Total fees paid to auditor402400

Repairs and maintenance of property, plant and equipment including

leasehold care centres

2,4102,987

Repairs and maintenance of investment property including leasehold

investment property

1,3011,098

(Gain) / loss on disposal of property, plant and equipment(84)138

Donations37

Loss allowance for trade and other receivables5.31851

Resident consumables14,34016,348

Movement of Residents’ share of resale gains 2,026329

Insurance2,9282,845

Legal and professional services2,8673,284

COVID-19 District Health Board allowance

1

(142)(2,049)

Other expenses (no items of individual significance) 21,20725,102

47, 2 7650,540

Total Expenses184,616220,059

1 In the comparative figures the COVID-19 District Health Board allowance of $1.8m and a payment from Disability Support Services

of $0.2m have been recognised as an offset to expenses in accordance with NZ IAS 20: Accounting for Government Grants and Disclosure

of Government Assistance.

CONSOLIDATED FINANCIAL STATEMENTS
53

3. Property Assets

The Group operates care centres and retirement villages. As outlined in section 2.1, village sites are typically investment

property and care sites are typically property, plant and equipment.

What is Investment Property?

Land and buildings are classified as investment property when they are held to generate revenue either through

capital appreciation or through rental income.

As residents occupying our retirement villages live independently, the level of services provided is seen as secondary

to the provision of accommodation. Accordingly, these buildings are classified as investment property as they are held

primarily to generate DMF income.

What is Property, Plant and Equipment?

Land, buildings and chattels are classified as property, plant and equipment when they are used to generate revenue

through the provision of goods and services or for administration purposes.

As residents occupying our care centres, including care suites, require services including nursing care, meals and

laundry the buildings in which they live are considered to be operated by the Group to generate this revenue and

are classified as property, plant and equipment.

What is a Care Suite?

Care suites are a premium offering for a resident requiring rest home or hospital level care. The care suite is located

within a care centre. Rather than pay a daily premium accommodation charge for the provision of the premium room

the residents enter into an ORA with a net management fee.

Market Uncertainty

The date of 30 April 2020 was a particularly significant time in the property market with New Zealand having only exited

Alert Level 4 at 11:59pm on 27 April 2020 and was still subject to stringent Alert Level 3 restrictions. As at 30 April 2020 CBRE

Limited reassessed a number of their inputs and assumptions to take account of:

– Lower growth rates, particularly in the short term;

– Higher discount rates; and

– Increased discounts on unsold stock.

The property portfolio has been independently valued by CBRE Limited as at 31 March 2021. The valuation represents

a ‘point in time valuation’ and while the same overall approach was used for this valuation as in prior years the valuers

highlighted that there has been a reversal of the changes made to key inputs and assumptions which were made in the

30 April 2020 valuation as a result of COVID-19.

As at 31 March 2021 New Zealand was at Alert Level 1 and whilst New Zealand’s borders remain largely closed, and immigration

(which has formerly underpinned growth in the residential market) will be absent for some time, in CBRE Limited’s view the

market had shown better than expected sentiment over the last 6 to 12 months and as a result the key assumptions used in

the valuation have almost all returned to pre COVID-19 levels and the unfavourable changes made to growth rates, discount

rate and discounts on unsold stock at 30 April 2020 have been reversed.

CBRE Limited at 31 March 2021 have reported on the basis of ‘market uncertainty’ meaning that there remains uncertainty in

the market because of the longer term economic impacts of COVID-19. CBRE Limited commented in the valuation report that,

for the avoidance of doubt, the inclusion of the ‘market uncertainty’ declaration does not mean that the valuation cannot be

relied upon. Rather, it has been used in order to be clear and transparent with all parties that, in the current extraordinary

circumstances, there is a higher degree of uncertainty than would otherwise be the case. Further, CBRE Limited continue

to state that values and incomes may change more rapidly and significantly than during standard market conditions and

recommend their valuations are reviewed periodically to reflect the duration and severity of impact COVID-19 has on

New Zealand and its economy.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

54

3. Property Assets (continued)

Classification of Serviced Apartments and Care Suites

Where services are provided to residents who occupy accommodation under an ORA, it is the Group’s policy to assess their

level of significance in the context of the overall income derived from the serviced apartment or care suite in ascertaining

whether the serviced apartment or care suite is freehold land and buildings (referred to as property, plant and equipment)

or investment property.

The Group applies the following principles when ascertaining the appropriate accounting treatment to be applied:

Accounting Policy

Investment property includes both freehold land and buildings and land and buildings under development, comprising

independent units, serviced apartments and common facilities, provided for use by residents under the terms of an ORA.

Investment property is held for long-term yields and is not occupied by the Group. Investment property is held at fair value.

The fair value of investment property is determined by the Directors having taken into consideration the valuation conducted

by CBRE Limited as an independent registered valuer and the cost of work undertaken in relation to investment property

under development.

The movement in the carrying value of investment property, net of additions, transfers and disposals is recognised as a fair

value movement in the Consolidated Statement of Comprehensive Income.

CLASSIFICATION

CONSIDERATION OF SIGNIFICANCE OF CASH FLOWS

SCENARIO

Additional services

are optional

Services are

compulsory but an

insignificant portion

of total revenue

from the unit

Services are

compulsory and a

significant portion

of the total revenue

from the unit

Full ARRC

1

funded

care is compulsory

for that unit/bed

Independent living

(villa or apartment)

Care suiteServiced apartmentTraditional care bed

Qualitatively the

business model is the

provision of retirement

accommodation

Quantitatively

insignificant

(a guideline of under

20% of total revenue

is adopted) and

qualitatively the

business model is the

provision of retirement

accommodation

Quantitatively

significant.

Qualitatively the

business model is the

provision of care

Qualitatively the

business model is

the provision of care.

Quantitative

assessment not

relevant as price of

accommodation does

not change overall

purpose of the

accommodation

Investment Property

Village Assets

Property, Plant and Equipment

Care Assets

1 ARRC refers to age-related residential care.

CONSOLIDATED FINANCIAL STATEMENTS
55

1 Recently completed developments refers to those developments which were being sold down during the period.

3.1 Village Assets: Investment Property

Fair value measurement on investment property under development is only applied if the fair value is considered to be reliably

measurable. Where the fair value of a property under development can be determined, it is carried at fair value. Where the

fair value of investment property under development cannot be reliably determined, the carrying amount is considered to be

the fair value of the land plus the cost of work undertaken.

$NZ000’s NotesMarch 2021May 2020

Investment property under development at fair value

Opening balance

145,020101,460

Transfer from / (to) property, plant and equipment3.2-22,193

Capitalised expenditure63,88182,472

Capitalised interest and line fees3,0283,332

Transfer to completed investment property (99,512)(61,551)

Transfer to held for sale investment property-(720)

Change in fair value during the period – developments as at balance date 7, 8 2 6 (1,258)

Change in fair value during the period – developments completed during the period 23,477(908)

Closing balance 143,720145,020

Completed investment property at fair value

Opening balance

802,060780,214

Transfer from investment property under development 99,512 61,551

Transfer to property, plant and equipment3.2 (1,329)( 1 7, 5 9 2 )

Transfer to right of use assets3.4-(14,006)

Capitalised expenditure 7,0 5 0 10,208

Capitalised interest and line fees 124 1,287

Disposals-(4 4)

Change in fair value during the period – existing villages 34,888 (25,132)

Change in fair value during the period – recently completed developments

1

13,778 5,574

Closing balance 956,083802,060

Held for sale investment property at fair value

Opening balance

720-

Transfer from investment property under development

-720

Disposals

(720)-

Closing balance-720

Total investment property1,099,8039 47, 8 0 0

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

56

3.1 Village Assets: Investment Property (continued)

Change in Fair Value Recognised in the Consolidated Statement of Comprehensive Income

$NZ000’s

March 2021

10 months

May 2020

12 months

Increase in fair value of investment property 152,003 66,126

Add: Transfers to property, plant and equipment

and to right of use assets during the period

1,329 9,405

Less: Capitalised expenditure including capitalised interest (74,083)( 9 7, 2 9 9)

Add: Disposals 720 44

Change in fair value recognised in

Consolidated Statement of Comprehensive Income

79,969 (21,724)

A reconciliation between the valuation and the amount recognised on the Consolidated Balance Sheet as investment

property is as follows:

$NZ000’s March 2021May 2020

Investment property under development

Valuation

143,720145,020

143,720145,020

Completed Investment Property

Valuation

474,215 370,257

Add: Refundable occupation licence payments 573,766 501,739

Add: Residents’ share of resale gains 7,205 5,870

Less: Management fee receivable (84,433)(72,933)

Less: Resident obligations for units not included in valuation (14,670)(2,873)

956,083 802,060

Held for Sale Investment property

Valuation

-720

-720

Total investment property at fair value1,099,8039 47, 8 0 0

Where an incoming resident has an unconditional ORA in respect of a retirement village unit and the corresponding outgoing

resident for that same accommodation has not yet been refunded, the CBRE Limited valuation is adjusted for the incoming

resident balances only. In certain circumstances accommodation under an ORA is valued as development land. In these

situations the CBRE Limited valuation is not adjusted for the refundable amounts and consequently no offsetting ‘gross up’

is required. An adjustment of $14.7m (2020: $2.9m) is included in the above reconciliation to reflect this.

The valuation of investment property is adjusted for cash flows relating to refundable occupation licence payments, residents'

share of resale gains and management fee receivable recognised separately on the Consolidated Balance Sheet and also

reflected in the valuation model.

Why do we adjust for the liability to residents?

In the CBRE Limited valuation the fair value of investment property includes an allowance for the amount that is

payable by the Group to residents already in occupation within the property. However, this liability to existing residents

is recognised in the Group’s Consolidated Balance Sheet (referred to as refundable occupation right agreements –

refer to note 3.3). Accordingly, the Group adds this net liability to residents to the CBRE Limited valuation to ‘gross up’

the fair value of investment property and avoid double counting the liability to residents.

CONSOLIDATED FINANCIAL STATEMENTS
57

Valuation Process and Key Inputs

Investment Property under Development

CBRE Limited provided valuations of development land in respect of investment property under development as at

31 March 2021 (2020: 30 April 2020).

The fair value of investment property is determined by the Directors having taken into consideration the valuation conducted

by CBRE Limited as an independent registered valuer and the cost of work undertaken in relation to investment property

under development.

The Group has applied the following methodology in relation to the measurement of investment property under development:

Practical completion not achieved

Where the development still requires substantial work such that practical completion is not going to be achieved,

and a reliable estimate of fair value cannot be made, at or close to balance date, the fair value recognised is the fair

value of the development land per the Directors’ valuation plus the cost of any work in progress. An amount of $51.6m

as at 31 March 2021 (2020: $65.2m) has been recognised in relation to these development sites.

Where an individual development is of both investment property and freehold buildings in nature, the fair value of land

and work in progress is apportioned between investment property under development and freehold land and buildings

under development, by applying the estimated gross floor area for these respective areas of the development based on

information obtained from the project quantity surveyors at the planning and design stages.

Practical completion achieved

Where a development is practically completed, or likely to be completed at, or close to, balance date the investment

property is measured at its completed fair value per the Directors’ valuation with an adjustment made for any estimated

costs, in accordance with the project budget, to be incurred to complete the development, and is then transferred to

completed investment property.

Completed Investment Property

As required by NZ IAS 40 Investment Property, the valuation of investment property is adjusted for cash flows relating to

refundable occupation licence payments, residents’ share of resale gains and management fees receivable recognised

separately on the Consolidated Balance Sheet and also reflected in the valuation model.

The Group's interest in all completed investment property was valued on 31 March 2021 by CBRE Limited (2020: 30 April 2020

by CBRE Limited), at a total of $472.2m (2020: 30 April 2020 $379.8m adjusted downwards for the impact of any sale, resale

and repurchase of ORAs between 1 May 2020 and 31 May 2020 by $10.3m with a corresponding increase in refundable

occupation licence payments of $13.3m to arrive at the fair value of completed investment properties at 31 May 2020).

Investment Property Held for Sale

Investment property assets are classified as held for sale when their carrying amount is to be recovered principally through

a sale transaction and a sale is considered highly probable. They are stated at their fair value.

On 8 September 2020 the one parcel of land that met the definition of held for sale as at 31 May 2020 was sold to a third

party. There was no gain or loss on this transaction. No properties met the definition of held for sale as at 31 March 2021.

Property Specific Assumptions

Seismic and Weather Tightness Assessments

The CBRE Limited valuation, and accordingly the fair value of investment property, incorporates an allowance in relation

to remediation to properties where seismic strength testing has been carried out in prior years.

Key Accounting Estimates and Judgements

All investment properties have been determined to be Level 3 (2020: Level 3) in the fair value hierarchy as the fair value

is determined using inputs that are unobservable.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

58

3.1 Village Assets: Investment Property (continued)

Significant Unobservable Inputs

The significant unobservable input used in the fair value measurement of the Group's development land is the value per m

2


assumption. Increases in the value per m

2

rate result in the corresponding increases in the total valuation.

The significant unobservable inputs used in the fair value measurement of the Group's portfolio of completed investment

property are the discount rate and property price growth rate.

The following assumptions have been used to determine fair value:

Significant InputDescription20212020

Discount rateThe pre-tax discount rate

14.0% - 20.0%

(median: 15.0%)

14.1% - 20.3%

(median: 15.3%)

Property price

growth rate

Anticipated annual property price growth

over the cash flow period 0-4 years

0.5% - 3.5%(2.0%) - 3.0%

Property price

growth rate

Anticipated annual property price growth

over the cash flow period 5+ years

2.5% - 3.5%2.5% - 3.5%

Due to the market uncertainty disclosed in note 3, the range of reasonably possible changes to key assumptions is uncertain

and could be significantly greater than the ranges used in the sensitivity analysis.

Sensitivities

At 31 March 2021

Adopted

value

Discount rate

+0.5%

Discount rate

-0.5%

Property

growth rate

+50 bp

Property

growth rate

-50 bp

Completed investment

property

Valuation $NZ000’s

474,215

Difference $NZ000’s

( 1 7, 2 8 8 )18,44218,025(31,516)

Difference %

(3.6%)3.9%3.8%(6.6%)

At 31 May 2020

Adopted

value

Discount rate

+0.5%

Discount rate

-0.5%

Property

growth rate

+50 bp

Property

growth rate

-50 bp

Completed investment

property

Valuation $NZ000’s

370,257

Difference $NZ000’s

(13,998)14,94022,519(23,563)

Difference %

(3.8%)4.0%6.1%(6.4%)

The stabilised occupancy period is a key driver of the CBRE Limited valuation. A significant increase / (decrease) in the

occupancy period would result in a significantly lower/ (higher) fair value measurement.

Significant Input20212020

Stabilised occupancy period

2.8 years – 8.5 years

(median: 7.0 years)

3.2 years – 8.3 years

(median: 6.8 years)

Current ingoing price, for subsequent resales of ORAs, is a key driver of the CBRE Limited valuation. A significant increase /

(decrease) in the ingoing price (as driven by the property growth rates) would result in a significantly higher / (lower) fair

value measurement.

CONSOLIDATED FINANCIAL STATEMENTS
59

3.2 Care Assets: Property, Plant and Equipment

Accounting Policy

Property, plant and equipment comprises owner-occupied freehold land and buildings and plant and equipment operated

by the Group for the provision of care services, care suites and land and buildings that are to be developed into care centres

in the future.

Following initial recognition at cost, completed owner occupied freehold land and buildings and land and buildings under

development are carried at fair value. Independent valuations are performed with sufficient regularity to ensure that the

carrying amount does not differ materially from the assets’ fair value at balance date. Any depreciation at the date of

valuation is deducted from the gross carrying value of the asset, and the net amount is restated to the revalued amount

of the asset. In periods where no valuation is carried out, the asset is carried at its revalued amount plus any additions,

less any impairment and less any depreciation incurred since the date of the last valuation.

All other plant and equipment is stated at historical cost less depreciation and impairment. Historical cost includes

expenditure that is directly attributable to the acquisition of the items.

In relation to land and buildings under development, fair value is determined by the Directors having taken into consideration

the valuation conducted by CBRE Limited as an independent registered valuer and the cost of work undertaken, whereas

previously the fair value was held at the CBRE Limited valuation plus the cost of work undertaken in relation to land and

buildings under development.

A property under construction is classified as land and buildings within property, plant and equipment where the completed

development will be classified as such and as investment property where the completed development will be classified as

an investment property. Fair value measurement on property under construction is only applied if the fair value is reliably

measurable. Where the fair value of property under construction cannot be reliably determined the value is the fair value

of the land plus the cost of work undertaken. Property under construction classified as land and buildings under development

is revalued annually and is not depreciated.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when

it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be

measured reliably. All other repairs and maintenance are expensed to the Consolidated Statement of Comprehensive Income

during the financial period in which they are incurred.

Increases in the carrying amount arising on revaluation of land and buildings above cost are credited to the asset revaluation

reserve in other comprehensive income; increases that offset previous decreases taken through profit or loss are recognised in

profit or loss. Decreases that offset previous increases of the same asset are charged against the asset revaluation reserve in

other comprehensive income; all other decreases are charged to profit or loss. When revalued assets are sold, or held for sale,

the amounts included in the reserve are transferred to retained earnings.

Land is not depreciated. Depreciation on other assets is calculated using the straight line method to allocate their cost,

net of their residual values, over their estimated useful lives, as follows:

CategoryUseful life range

Weighted average

depreciation rate

– Freehold buildings10 - 50 years2.75%

– Chattels and leasehold improvements 2 - 50 years20%

– Motor vehicles 5 years22%

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

60

3.2 Care Assets: Property, Plant and Equipment (continued)

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date. No depreciation

is charged in the year of sale for all assets other than buildings in which case depreciation is charged to the earlier of the date

of classification to held for sale or the date of sale.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater

than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing the net disposal proceeds with the carrying amount of the asset.

These are included in the Consolidated Statement of Comprehensive Income.

NZ$000’sNotes

Freehold land

and buildings

under

development

Freehold

land

Freehold

buildings

Chattels and

leasehold

improvementsTotal

Period ended 31 March 2021

Opening net book amount

54,2067 7, 4 9 6339,91618,372489,990

Additions

18,664 - 8,189 4,138 30,991

Capitalised interest and line fees

837 - 271 - 1,108

Disposals

-----

Depreciation

-- (8,121) (3,104) (11,225)

Transfer to right of use assets

3.4

-----

Transfer from investment property

3.1-- 1,329 - 1,329

Reclassification within property,

plant and equipment

(32,998) (2,105) 35,103 --

Revaluation surplus

Comprehensive income

– Existing care centres

1,610 1,076 1,543 - 4,229

– Care centres recently developed /

under development

-- 75 - 75

Other comprehensive income

1

– Existing care centres

2,007 16,333 31,757 - 50,097

– Care centres recently developed /

under development

10,441 - 2 7,01 7 - 3 7, 4 5 8

Closing net book amount

54,767 92,800 4 3 7,07 9 19,406 604,052

At 31 March 2021

Cost

--- 51,543 51,543

Valuation

54,767 92,800 4 3 7,07 9 - 584,646

Accumulated depreciation

--- (32,137) (32,137)

Net book amount

54,767 92,800 4 3 7,07 9 19,406 604,052

1 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.

CONSOLIDATED FINANCIAL STATEMENTS
61

NZ$000’sNotes

Freehold land

and buildings

under

development

Freehold

land

Freehold

buildings

Chattels and

leasehold

improvementsTotal

Year ended 31 May 2020

Opening net book amount

70,29770,662282,41719,333442,709

Additions

20,776-7,7 2 27, 6 4 336,141

Capitalised interest and line fees

958-790-1,74 8

Disposals

- --(155)(155)

Depreciation

- -(8,643)(3,074)(11,717)

Transfer to right of use assets

3.4

---(5,375)(5,375)

Transfer (to) / from investment property

3.1(22,193)5701 7, 0 2 2-(4,6 01)

Reclassification within property, plant

and equipment

(22,759)3,30019,459 - -

Revaluation surplus

Comprehensive income

– Existing care centres

(1,034)454(313)-(893)

– Care centres recently developed

/ under development

-(95)72-(23)

Other comprehensive income

1

– Existing care centres

1,6082,469652-4,729

– Care centres recently developed

/ under development

6,55313620,738-27,427

Closing net book amount

54,2067 7, 4 9 6339,91618,372489,990

At 31 May 2020

Cost

- - - 4 7, 4 0 74 7, 4 0 7

Valuation

54,2067 7, 4 9 6339,916-471,618

Accumulated depreciation

- - -(29,035)(29,035)

Net book amount

54,2067 7, 4 9 6339,91618,372489,990

Land and Buildings Under Development

A valuation in respect of development land was provided by CBRE Limited as at 31 March 2021.

Any costs incurred to 31 March 2021 on the developments are included in arriving at the fair value as at 31 March 2021

The Group has applied the following methodology in relation to the measurement of land and buildings under development:

Practical completion not achieved

Where the development still requires substantial work such that practical completion is not going to be achieved,

and a reliable estimate of fair value cannot be made, at or close to balance date, the fair value recognised is the fair

value of the development land per the Directors’ valuation plus the cost of any work in progress. An amount of $16.2m

as at 31 March 2021 (2020: $20.3m) has been recognised in relation to these development sites.

Where an individual development is of both investment property and freehold buildings in nature, the fair value of land

and work in progress is apportioned between investment property under development and freehold land and buildings

under development, by applying the estimated gross floor area for these respective areas of the development based on

information obtained from the project quantity surveyors at the planning and design stages.

1 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

62

3.2 Care Assets: Property, Plant and Equipment (continued)

Practical completion achieved

Where a development is practically completed, or likely to be completed at, or close to, balance date the land and buildings

are measured at its completed fair value per the Directors’ valuation with an adjustment made for any estimated costs, in

accordance with the project budget, to be incurred to complete the development, and is then transferred to completed land

and buildings.

Completed Land and Buildings

A valuation in respect of completed land and buildings was provided by CBRE Limited as at 31 March 2021

(2020: 30 April 2020).

The valuation of the Group’s care centres was apportioned to land, buildings, chattels and goodwill. The fair value of land

and buildings as calculated by CBRE Limited is based on the level of rent able to be generated from the maintainable net

cash flow of the site subject to average efficient management. The fair value of the Group’s land and buildings as determined

by the Directors is based on these apportionments. However, chattels are carried at historic cost less depreciation and the

amount apportioned to goodwill by CBRE Limited is not recorded in the consolidated financial statements. The CBRE Limited

valuation included $10.4m of goodwill (30 April 2020: $12.0m) in respect of completed land and buildings.

The CBRE Limited valuation used in the determination of the fair value of freehold buildings, incorporates an allowance in

relation to remediation to properties where seismic strength testing has been carried out in prior years.

Care Suites and Serviced Apartments

As discussed earlier in note 3, where services are provided to residents who occupy accommodation under an ORA, it is

the Group’s policy to look at the significance of these services in the context of the overall revenue derived from care suite

or serviced apartment in ascertaining whether the care suite or serviced apartment is property, plant and equipment or

investment property. Care suite residents occupying accommodation under an ORA receive a significant level of services.

Hence, they are included in property, plant and equipment. Care suite land and buildings are held at fair value.

Where a site is in its first few years of operation, the Directors assess the appropriateness of the fair value of care suites by

taking into consideration the CBRE Limited valuation and applying different operating assumptions including instances where

care suites are occupied by residents paying a premium accommodation charge. No adjustment has been made or required

as at 31 March 2021. As at 31 May 2020 an adjustment was made in respect of two sites, a decrease of $8.7m, to the CBRE

Limited valuation. The CBRE Limited valuation of care suites includes $0.1m of goodwill (2020: $0.6m). This goodwill is not

recognised in the consolidated financial statements.

Key Accounting Estimates and Judgements

All land and buildings have been determined to be Level 3 (2020: Level 3) in the fair value hierarchy as the fair value

is determined using inputs that are unobservable.

Critical Judgements and Estimates in Applying Accounting Policies

Classification of Care Suites

An area of significant judgement is determining the classification of those properties which are operated as care suites.

Refer note 3 for further information.

Valuation of Freehold Land and Buildings

The valuation approach for the freehold land and buildings as at 31 March 2021 was an income capitalisation approach

and/or discounted cash flow analysis supplemented by the direct comparison approach. The valuation is determined by

the capitalisation of net cash flow profit/earnings before interest, tax, depreciation, amortisation and rent (‘EBITDAR’)

under the assumption a positive cash flow will be generated into perpetuity. Capitalisation rates used for the 31 March 2021

valuation range from 12.0% to 17.0% with a median value of 13.4% (30 April 2020: 11.0% to 17.75% with a median value of

13.0%). The valuation was apportioned between land, buildings, chattels / plant and equipment and goodwill to determine

the fair value of the assets.

The significant unobservable input used in the fair value measurement of the Group's development land is the value per m

2


assumption. Increases in the value per m

2

rate result in corresponding increases in the total valuation.

The significant unobservable input used in the fair value measurement of the Group's portfolio of completed land and

buildings is the capitalisation rate applied to earnings. A significant decrease / (increase) in the capitalisation rate would

result in significantly higher / (lower) fair value measurement.

CONSOLIDATED FINANCIAL STATEMENTS
63

Sensitivities

At 31 March 2021Adopted valueCapitalisation rate +50 bpCapitalisation rate -50 bp

Freehold land and buildings

Valuation $NZ000’s

529,879

Difference $NZ000’s

(32,694)36,509

Difference %

(6.2%)6.9%

At 31 May 2020Adopted valueCapitalisation rate +50 bpCapitalisation rate -50 bp

Freehold land and buildings

Valuation $NZ000’s

417,412

Difference $NZ000’s

(23,041)28,316

Difference %

(5.5%)6.8%

At 31 Mach 2021

Adopted

value

Discount rate

+0.5%

Discount rate

-0.5%

Property

growth rate

+50 bp

Property

growth rate

-50 bp

Completed care suite property

Valuation $NZ000’s

170,367

Difference $NZ000’s

(10,512)11,7386,476(11,323)

Difference %

(3.6%)3.9%3.8%(6.6%)

At 31 May 2020

Adopted

value

Discount rate

+0.5%

Discount rate

-0.5%

Property

growth rate

+50 bp

Property

growth rate

-50 bp

Completed care suite property

Valuation $NZ000’s

113,395

Difference $NZ000’s

(6,259)7, 6 9 26,897( 7, 2 1 6 )

Difference %

(3.8%)4.0%6.1%(6.4%)

Assets Held for Sale

Assets are classified as held for sale when their carrying amount is to be recovered principally through a sale transaction

and a sale is considered highly probable. They are measured at the lower of carrying amount and fair value less costs to sell,

except for investment property assets held for sale which are carried at fair value.

Carrying Value of Assets

The carrying amount at which both land and buildings would have been carried had the assets been measured under

historical cost is as follows:

$NZ000’s

Freehold

land

Freehold

buildings

Freehold land and

buildings under

developmentTotal

Carrying amount

– Historical cost 2021

32,008245,8723,052280,932

Carrying amount

– Historical cost 2020

36,911226,38221,929285,222

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

64

3.3 Refundable Occupation Right Agreements

What is an ORA?

An ORA is a contract which sets out the terms and conditions of occupation of an independent living unit or care suite.

A new resident is charged a refundable occupation licence payment in consideration for the right to occupy one of the

Group's units, apartments or care suites. On termination of the ORA the occupation licence payment is repaid to the

exiting resident.

What is DMF?

An amount equal to a capped percentage of the occupation licence payment is charged by the Group as a management

fee for the right to use and enjoy the common areas of the village. The deferred management fee is payable by the

resident on termination of the ORA.

Accounting Policy

The occupation licence payment becomes payable when the ORA is unconditional and has either ‘cooled off’ or where

the resident is in occupation. The Group has a legal right to set-off any amounts owing to the Group by a resident against

that resident's licence payment. Such amounts include deferred management fees, recovery of village operating costs and

recovery of outstanding obligations to the village.

The management fee receivable is recognised in accordance with the terms of the resident’s ORA.

The deferred management fee represents the difference between the management fees receivable under the ORA and the

portion of the management fee accrued which is recognised on a straight-line basis over the longer of the term specified

in a resident's ORA or the average expected occupancy for the relevant accommodation i.e. 7 years for units, 5 years for

apartments and 3 years for care suites (2020: 7 years, 5 years, 3 years).

The management fee recognised in the Consolidated Statement of Comprehensive Income represents income earned in line

with the average expected occupancy.

Included in the obligation to residents is an estimate of the amount expected to be paid to those residents whose ORA or unit

title arrangement allows them to participate in the resale gain of the unit or apartment they occupy.

As the refundable occupation licence payment is repayable to the resident upon termination (subject to a new ORA being

issued to an incoming resident), the fair value is equal to the face value, being the amount that can be demanded.

CONSOLIDATED FINANCIAL STATEMENTS
65

$NZ000’s March 2021May 2020

Village

Refundable occupation licence payments

573,766501,739

Residents’ share of resale gains7,2055,870

Less: Management fee receivable (per contract)( 1 1 7, 3 0 0)(100,912)

463,671406,697

Leasehold Village

Refundable occupation licence payments

3 7, 1 3 033,015

Less: Management fee receivable (per contract)(6,647)(3,809)

30,48329,206

Care Suites

Refundable occupation licence payments

152,273120,506

Accommodation rebate375559

Less: Management fee receivable (per contract)(28,369)(21,598)

124,27999,467

Total refundable occupation right agreements618,433535,370

Reconciliation of Management Fees recognised under NZ IFRS and per ORA

$NZ000’s March 2021May 2020

Village

Management fee receivable (per contract)

( 1 1 7, 3 0 0)(100,912)

Deferred management fee

32,8672 7, 9 7 9

Management fee receivable (per NZ IFRS)

(84,433)(72,933)

Leasehold Villages

Management fee receivable (per contract)

(6,647)(3,809)

Deferred management fee

2,5901,621

Management fee receivable (per NZ IFRS)

(4,057)(2,188)

Care Suites

Management fee receivable (per contract)

(28,369)(21,598)

Deferred management fee

6,0424,74 4

Management fee receivable (per NZ IFRS)

(22,327)(16,854)

OCEANIAANNUAL REPORT 2021
66

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

3.4 Leases

What’s a right of use asset?

Right of use assets are assets held under a lease arrangement. It represents the value of the lessee’s right to use an

asset over the life of the lease. There is a corresponding lease liability on the Consolidated Balance Sheet which

represents the present value of the future lease payments.

Accounting Policy

The Group adopted NZ IFRS 16 on 1 June 2019. The leases to which this standard applies include;

(i) one retirement village which meets the definition of an investment property,

(ii) three care facilities which meet the definition of land and buildings,

(iii) one support office building which meets the definition of land and buildings, and

(iv) equipment and motor vehicles under lease agreements which are classified as chattels.

Right of use assets and lease liabilities arising from a lease are initially measured on a present value basis. Lease liabilities

include the net present value of the remaining lease payments. Lease payments to be made under reasonably certain

extension options are also included in the measurement of the liabilities.

Right of use assets are initially recognised at cost, comprising of the initial amount of the lease liability less any lease

incentives received. Right of use assets relating to equipment and motor vehicles, recognised in chattels, are subsequently

depreciated using the straight line method from the commencement date to the end of the lease. Right of use assets relating

to care centres are subsequently measured at fair value as determined by the Directors having taken into consideration the

valuation performed by CBRE Limited. In considering the lease term, the Group applies judgement in determining whether

it is reasonably certain that an extension or termination option will be exercised.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined

the incremental borrowing rate at the commencement of the lease is used.

Right of Use Asset

March 2021

$NZ000’s

Investment

Property

Land and

BuildingsChattelsTotal

Opening net book value 31,1404,8374,84540,822

Additions733872912

Disposals-(266)(9)(275)

Depreciation -(494)(1,609)(2,103)

Revaluation for the period –

Comprehensive Income

2,299(37)-2,262

Revaluation for the period

1


Other Comprehensive Income

-96-96

Net book value as at 31 March 202133,4464,1694,09941,714

1 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.

CONSOLIDATED FINANCIAL STATEMENTS
67

March 2020

$NZ000’sNotes

Investment

Property

Land and

BuildingsChattelsTotal

Opening net book value ----

Recognition on adoption of

NZ IFRS 16 Leases

-5,4232355,658

Transfer from investment property /

property, plant and equipment

3.1, 3.214,006-5,37519,381

Additions 681,3361,350

Disposals --(5)(5)

Depreciation -(623)(2,096)(2,719)

Revaluation for the year –

Comprehensive Income

17,128(42)-1 7, 0 8 6

Revaluation for the year14 –

Other Comprehensive Income

-71-71

Net book value as at 31 May 2020 31,1404,8374,84540,822

March 2021

$NZ000’s

Investment

Property

Land and

BuildingsChattelsTotal

Cost --8,9248,924

Valuation33,4464,169-3 7, 61 5

Accumulated depreciation--(4,825)(4,825)

Net book value as at 31 March 202133,4464,1694,09941,714

A reconciliation between the valuation and the amount recognised on the Consolidated Balance Sheet as right of use

investment property is as follows:

$NZ000’sMarch 2021May 2020

Right of use Investment Property

Valuation

373313

Add: Refundable occupation licence payments3 7, 1 3 033,015

Less: Management fee receivable(4,057)(2,188)

33,44631,140

The valuation of right of use investment property is adjusted for cash flows relating to refundable occupation licence

payments and management fee receivable recognised separately on the Consolidated Balance Sheet and also reflected

in the valuation model.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

68

3.4 Leases (continued)

Lease Liabilities

March 2021

$NZ000’s

Investment

property

Land and

buildingsChattelsTotal

Opening net book value -7, 8 6 55,13613,001

Additions and disposals-(349)863514

Interest -352345697

Lease payments made-(847)(1,852)(2,699)

Lease liabilities as at 31 March 2021-7,0 2 14,49211,513

March 2020

$NZ000’sNotes

Investment

property

Land and

buildingsChattelsTotal

Opening net book value - - - -

Recognition on adoption of

NZ IFRS 16 Leases

- 8,444 278 8,722

Transfer from borrowings 4.4 - - 5,517 5,517

Additions - - 1,331 1,331

Interest - 471 508 979

Lease payments made - (1,050) (2,498) (3,548)

Lease liabilities as at 31 May 2020 - 7, 8 6 5 5,136 13,001

Lease of Investment Property

The Group leases one site, Everil Orr, which meets the definition of investment property. The site comprises both apartments

and common facilities provided for use by residents under the terms of an ORA. Payments to the lessor under this lease

are made as ORAs are sold. Subsequent cash flows upon the sale and resale of the units are shared between the lessor

and the Group.

Due to the variability of these payments both the right of use asset and the corresponding lease liability were initially

recognised at nil value. Rental payments are recognised as a rental expense through the Consolidated Statement of

Comprehensive Income. The right of use asset is held at fair value in accordance with NZ IAS 40 Investment Property.

The fair value is determined by the Directors having taken into consideration the valuation conducted by CBRE Limited

at 31 March 2021.

The carrying value of the right of use asset as at 31 March 2021 in respect of this leased site is $33.4m (2020: $31.1m).

On 15 February 2021 the Group entered into a Sale and Purchase Agreement to purchase one leased site for a purchase

price of $5.0m. Date of settlement is 18 June 2021.

Lease of Property, Plant and Equipment

The Group leases three care centres which are valued as right of use assets as well as on one support office building

and various equipment and motor vehicles.

A valuation in respect of right of use property assets was provided by CBRE Limited as at 31 March 2021.

CONSOLIDATED FINANCIAL STATEMENTS
69

4. Shareholder Equity and Funding

4.1 Shareholder Equity and Reserves

Accounting Policy

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.

March 2021

Shares

May 2020

Shares

March 2021

$NZ000’s

May 2020

$NZ000’s

Share capital

Authorised, issued and fully paid up capital

689,276,946618,056,183675,625588,389

Total contributed equity689,276,946618,056,183675,625588,389

Movements

Opening balance of ordinary shares issued

618,056,183610,254,535588,389580,794

Shares issued for employee share scheme1,193,0451,004,640--

Shares issued for dividend reinvestment plan8,489,2566,797,0089,1757, 5 9 5

Share issue (placement)61,538,462-80,000-

Capitalised costs in relation to share placement--(1,939)-

Closing balance of ordinary shares issued689,276,946618,056,183675,625588,389

All ordinary shares are authorised and rank equally with one vote attached to each fully paid ordinary share. The shares

have no par value.

Share Issue

On 29 March 2021 a total of 61,538,462 shares with a value of $1.30 per share were issued in relation to an Institutional

Placement. These shares rank equally with existing shares. The Placement was fully underwritten. Fees incurred of $1.9m

have been offset against funds raised.

Dividend Reinvestment Plan (‘DRP’)

– 1,399,054 shares with a value of $1.5331 per share were issued in the four months to 31 March 2021 in relation to the

30 November 2020 dividend reinvestment plan.

– 2,613,632 shares with a value of $0.9910 per share were issued in the six months to 30 November 2020 in relation to the

31 May 2020 dividend reinvestment plan. Further, 4,476,570 shares with a value of $0.9910 were issued in the six months

to 30 November 2020 pursuant to an underwriting agreement with Macquarie Securities (NZ) Limited.

– 2,272,880 shares with a value of $1.0018 per share were issued in relation to the 31 May 2019 dividend reinvestment plan.

– 4,524,128 shares with a value of $1.175 per share were issued in relation to the 30 November 2019 dividend reinvestment

plan.

Recognition and Measurement

– 3,164,556 shares are held by the Group and its subsidiaries in relation to a previously cancelled long term incentive plan

scheme. Shares issued to OCA Employees Trustee Limited, a subsidiary, on behalf of Oceania employees in relation to an

employee share scheme are classified as Treasury Shares as the Group has a beneficial interest in the 3,164,556 shares.

– On 20 November 2020, 1,948,061 share rights were issued for nil consideration and a nil exercise price in relation to the

LTI Scheme for the provision of performance-based remuneration.

Group Structure

There are no major shareholders.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

70

4.1 Shareholder Equity and Reserves (continued)

Dividends

On 21 May 2021, a full year dividend of 2.1 cents per share (not imputed) was declared and will be paid on 22 June 2021.

The record date for entitlement is 8 June 2021.

March 2021

cents per share

March 2021

$NZ000’s

May 2020

cents per share

May 2020

$NZ000’s

Final dividend for the prior year 1.27, 4 1 72.615,867

Interim dividend for period 1.38,1422.314,037

Total dividends declared during the period

1

15,55929,904

Dividend Reinvestment Plan

On 25 July 2019, the Board approved the implementation of a dividend reinvestment plan for New Zealand and Australian

shareholders. This plan has been effective for all subsequent dividends. This plan shall also be effective for the dividend

payable on 22 June 2021 at a discount of 2.5% to the volume weighted average price of shares sold on the NZX Main Board

over a period of five trading days starting on 4 June 2021. The dividend reinvestment plan shall apply to those shareholders

who have provided a participation election by 5:00pm on the dividend election date, being 9 June 2021.

Asset Revaluation Reserve

The asset revaluation reserve is used to record the revaluation of freehold land and buildings and land and buildings

under development.

Cash Flow Hedge Reserve

The cash flow hedge reserve is used to record gains or losses on instruments used as cash flow hedges. The amounts are

recognised in the Consolidated Statement of Comprehensive Income when the hedged transaction affects profit or loss.

Refer note 5.6.

4.2 Earnings per Share

Basic

Basic earnings per share is calculated by dividing the profit after tax of the Group by the weighted average number of

ordinary shares outstanding during the period.

$NZ000’s

March 2021

10 months

May 2020

12 months

Profit / (loss) after tax ($’000) 85,534 (13,642)

Weighted average number of ordinary shares outstanding ('000s) 621,537 610,711

Basic earnings per share (cents per share) 13.8 (2.2)

Diluted

Diluted Earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to

assume conversion of all dilutive potential ordinary shares. As at 31 March 2021 there were no shares with a dilutive effect

(2020: nil).

March 2021

10 months

May 2020

12 months

Profit / (loss) after tax ($’000)

85,534 (13,642)

Diluted weighted average number of ordinary shares outstanding ('000s)

621,537 610,711

Diluted earnings per share (cents per share)

13.8 (2.2)

1 Total dividends declared during the period differs to dividends paid per the Consolidated Statement of Changes in Equity as a result of dividends

payable on shares held within the Group.

CONSOLIDATED FINANCIAL STATEMENTS
71

4.3 Employee Share Based Payments

Employee Share Scheme

On 15 September 2020 the Board approved a new Long Term Incentive Scheme for its senior executives (‘LTI Scheme’).

The LTI Scheme has been established to:

– provide an incentive to key executives to commit to Oceania for the long term; and

– align these executives’ interests with the interests of Oceania’s shareholders.

Participants in the Scheme will be granted Share Rights from time to time which will, on vesting, convert into an entitlement

to receive ordinary shares. Vesting will depend on achievement of certain performance hurdles relating to Oceania’s total

shareholder return relative to the NZX50, and Oceania’s performance against EBITDA targets.

Share Rights become exercisable if the holder remains employed on the vesting date and performance hurdles are met

over the period from the commencement date to the measurement date, and in certain other exceptional circumstances.

On becoming exercisable, each Share Right will entitle the holder to receive one fully paid ordinary share in Oceania

Healthcare Limited, less an adjustment for tax paid on the holder’s behalf for the benefit received under the Scheme.

The Share Rights have a nil exercise price.

Performance Hurdles

The Share Rights in each grant are divided between two performance hurdles;

– Share Rights will qualify for vesting on a straight-line basis, from 0%, where the total shareholder return (TSR) from the

commencement date to the measurement date is equal to the 35th percentile of the NZX50 Group, to 100% where the

TSR is equal to or greater than the 75th percentile of the NZX50 Group; and

– For the second performance hurdle, Share Rights will qualify for vesting if the Group’s annual growth in underlying

earnings (before interest, tax, depreciation and amortisation) per share (UEPS) from the commencement date to the

measurement date is equal to or greater than the target for growth in UEPS for that period.

Lapse

– Share Rights will lapse where the performance hurdles are not met on a relevant measurement date or, in general,

where the participant ceases to be employed by the Group before the vesting date (except in certain circumstances).

Employee Share Plan

On 22 September 2020 1,193,045 shares were issued as part of an employee share scheme (‘ESS’). All permanent employees

as at that date were invited to participate. Full time employee participants were allocated an equivalent of $800 of shares

and part time employee participants were allocated an equivalent of $400 of shares. The shares are held in trust and will

be transferred to the employee if the employee remains employed by Oceania (or any of its subsidiaries) for the following

three years.

In the comparative period, on 25 July 2019, 1,004,640 shares were issued as part of the ESS.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

72

4.4 Borrowings

Accounting Policy

Borrowings are initially recognised at fair value, including transaction costs incurred. Borrowings are subsequently measured

at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised

in the Consolidated Statement of Comprehensive Income over the period of the borrowings using the effective interest method.

Specific borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are

assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost

of those assets, until such a time as the assets are substantially ready for their intended use. Other borrowing costs are

recognised in the Consolidated Statement of Comprehensive Income in the period in which they are incurred.

$NZ000’sMarch 2021May 2020

Secured

Bank loans

204,930326,686

Capitalised loan costs(473)(1,232)

Retail Bond – OCA010125,000-

Capitalised bond costs(2,165)-

Total borrowings3 2 7, 2 9 2325,454

Current--

Non current329,930326,686

Total borrowings excluding capitalised loan costs329,930326,686

Recognition and Measurement

Bank Loans

Interest is charged using the BKBM Bill rate plus a margin and line fee. Interest rates applicable in the 10 month period to

31 March 2021 ranged from 2.40% to 2.58% (year to 31 May 2020: 2.52% to 3.85%).

Retail Bond

The Group issued 125.0m retail bonds totalling $125.0m on 19 October 2020 with a maturity date of 19 October 2027.

The bonds are listed on the NZX Debt Market (NZDX) with the ID OCA010. The bond has a fixed interest rate of 2.3%.

The bonds are quoted on the NZX Debt Market and their fair value at balance date is based on their listed market price

as at balance date. Interest on OCA010 is payable quarterly in January, April, July and October in equal instalments.

The bonds were trading at a yield of 2.7% as at close of business on 31 March 2021.

Debt Financing

On 30 October 2020, an agreement was entered into with the banking syndicate to decrease total debt facility limits

from $420.0m to $350.0m as follows:

(i) General Corporate Facility limit decreased to $85.0m; and

(ii) Development Facility limit increased to $265.0m.

The maturity of borrowings is 31 July 2023.

CONSOLIDATED FINANCIAL STATEMENTS
73

Financing Arrangements

At 31 March 2021, the Group held committed bank facilities with drawings as follows:

$NZ000’s

March 2021

Committed

March 2021

Drawn

May 2020

Committed

May 2020

Drawn

General Corporate Facility85,000-135,000118,567

Development Facility265,000204,930215,000208,119

General Facility--70,000-

Total350,000204,930420,000326,686

The Group’s revolving Development Facility is utilised to cover costs associated with current development projects.

The revolving General Corporate Facility is used for general corporate purposes as well as for development land and

initial costs for projects not currently funded by the Development Facility.

Interest on the General Corporate Facility is typically payable quarterly. Interest on the Development Facility is capitalised

and repaid together with principal using the ORA licence proceeds received upon settlement of initial sales of newly

developed units and care suites. Line fees are payable quarterly on the committed General Corporate Facility and the

Committed Development Facility.

The financial covenants in the Group’s senior debt facilities, with which the Group must comply include:

a) Interest Cover Ratio

– the ratio of Adjusted EBITDA to Net Interest Charges is not less than 2.0x

b)

Loan to Value Ratio – the ratio of total bank indebtedness shall not exceed 50% of the total property value of all Group’s

properties (including the ‘as-complete’ valuations for projects funded under the Development Facility); and

c) Guarantor Group Coverage – at all times the adjusted EBITDA of the Guaranteeing Group must be at least 90% of the

Adjusted EBITDA of the total tangible assets of the Group; and

d) Development – at all times the outstanding principal amount under the Development Facility shall not exceed the

Development Value. Development Value (per the most recent valuation excluding any settled stock) is the aggregate value

of all Residential Facilities in all Developments that are being funded by the Development Facility less their cost to complete.

The covenants are tested half yearly. All covenants have been complied with during the period. The Group has agreed with its

banks that the calculation of Adjusted EBITDA and Net Interest, for the purposes of the financial covenants, shall continue to

be based on the accounting treatment in use before the introduction of NZ IFRS 16 Leases.

Assets Pledged as Security

The bank loans of the Group are secured by mortgages over the Group’s care centre freehold land and buildings and rank

second behind the Statutory Supervisors where the land and buildings are classified as investment property and investment

property under development.

As at 31 March 2021 the balance of the bank loans over which the properties are held as security is $204.9m (2020: $327.0m),

the total commitment as at 31 Mar 2021 is $350.0m (2020: $420.0m).

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

74

4.4 Borrowings (continued)

Net Debt Reconciliation

Cash and cash equivalents include cash on hand. The following provides an analysis of net debt and the movements in net

debt for the year.

$NZ000’s March 2021May 2020

Cash and cash equivalents79,9061 7, 6 2 4

Debt – repayable within one year(2,431)(2,407)

Debt – repayable after one year (339,012)( 3 3 7, 2 8 0)

(261,537)(322,063)

Cash and liquid investments79,9061 7, 6 2 4

Gross debt – fixed interest rates (136,513)(113,001)

Gross debt – floating interest rates (204,930)(226,686)

(261,537)(322,063)

Liabilities from financing activities

NZ$000’sCash

Finance

leases due

within

1 year

Finance

leases due

after

1 year

Borrowings

due within

1 year

Borrowings

due after

1 yearTotal

Net debt as at 31 May 2019

22,762(1,600)(3,917) - (265,487)(248,242)

Cash flows

(5,138)3373,211 -(56,882)(58,472)

Recognition on adoption of

NZ IFRS 16 Leases

-(786)(7,936)--(8,722)

Acquisitions – finance leases

-(188)(1,148)--(1,336)

Terminations – finance leases

- 5- --5

Other non-cash movements

- (175)(804) - (4,317 )(5,296)

Net debt as at 31 May 2020

1 7, 6 2 4(2,407)(10,594) - (326,686)(322,063)

Net debt as at 31 May 2020

1 7, 6 2 4 (2,407) (10,594) - (326,686) (322,063)

Cash flows

62,282 2,253 8,503 - (592) 72,446

Acquisitions – finance leases

- 178 578 - - 756

Terminations – finance leases

- (3,132) (10,595) - - (13,727)

Other non-cash movements

- 677 3,026 - (2,652) 1,051

Net debt as at 31 March 2021

79,906 (2,431) (9,082) - (329,930) (261,537)

CONSOLIDATED FINANCIAL STATEMENTS
75

5. Other Disclosures

5.1 Income Tax

What is Current Tax?

Current tax is an estimate of the tax that is payable to Inland Revenue for the current financial period.

What is Deferred Tax?

Deferred tax is an estimate of income tax that will be payable or recoverable in respect of temporary differences

relating to the accounting and tax values of the Group’s assets and liabilities. Deferred tax also includes the value

of tax losses that we consider we will use in the future to meet any income tax obligation.

Accounting Policy

The tax expense or benefit for the period comprises current and deferred tax. Tax is recognised in the calculation of

profit for the period in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to

items recognised in other comprehensive income. In this case the tax is also recognised in other comprehensive income.

The current income tax charge is calculated on the basis of the tax laws enacted at the balance date. The Directors

periodically evaluate positions taken in tax returns with respect to situations in which applicable tax regulation is subject

to interpretation.

Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax base of

assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income

tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business

combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax

is determined using tax rates (and laws) that have been enacted or substantially enacted by the Balance Sheet date and

are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available

against which the temporary differences, and losses can be utilised.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

76

5.1 Income Tax (continued)

$NZ000’s

March 2021

10 months

May 2020

12 months

Income tax benefit

Current tax

- -

Deferred tax (10,396)(14,666)

(10,396)(14,666)

Taxation expense is calculated as follows:

Profit / (loss) before income tax

75,138 (28,308)

Tax at the New Zealand tax rate of 28% 21,039 ( 7, 9 2 6 )

Adjusted by the tax effect of:

Non-deductible impairment of goodwill

342 137

Non-deductible expenditure 387 4

Capitalised interest deductible for tax (1,193)(1,783)

Taxable deferred management fees (3,752)(1,531)

Non-assessable revaluation of investment property (23,035)1,287

Taxable depreciation (5,910)(4,472)

Accounting depreciation 3,254 3,335

Right of use asset 28 42

Non-deductible impairment / (reversal of non-deductible impairment)

of fixed asset

(1,194)268

Adjustment for timing difference of provisions 683272

Other - -

Losses generated 9,351 10,367

Current tax expense--

Impact of movements in investment property (4,149)(8,583)

Impact of movements in property, plant and equipment (10,103)(10,873)

Impact of movements in right of use assets (8)(89)

Other adjustments (723)(271)

Deferred management fee 3,752 1,531

Other deferred tax assets not recognised 336 -

Prior period adjustments: other - 367

Losses utilised or derecognised 499 3,252

Deferred tax benefit(10,396)(14,666)

Income tax benefit (10,396)(14,666)

CONSOLIDATED FINANCIAL STATEMENTS
77

Movement in the Deferred Tax Balance:

$NZ000’s

Balance

1 June 2020

Audited

Recognised in

Consolidated

Statement of

Comprehensive

Income

Recognised

in Other

Comprehensive

Income

Balance

31 March 2021

Audited

Investment property (960) 4,149 - 3,189

Property, plant and equipment (14,651) 10,103 (8,972) (13,520)

Right of use assets 929 8 (35) 902

Provisions and other assets / liabilities 8,645 723 (1,389) 7,979

DMF revenue in advance 5,538 (3,752) - 1,786

Tax losses 499 (499) - -

Deferred tax assets not recognised - (336) - (336)

Deferred tax (liabilities) / assets - 10,396 (10,396) -

$NZ000’s

Balance

1 June 2019

Audited

Recognised in

Consolidated

Statement of

Comprehensive

Income

Recognised

in Other

Comprehensive

Income

Balance

31 May 2020

Audited

Investment property(9,264)8,304-(960)

Property, plant and equipment(22,504)10,785(2,932)(14,651)

Right of use assets-89840929

Provisions and other assets / liabilities6,1232712,2518,645

DMF revenue in advance7, 0 6 9(1,531)-5,538

Tax losses3,751(3,252)-499

Deferred tax liabilities(14,825)14,666159-

Recognition and Measurement

No income tax was paid or payable during the period (2020: nil).

Key Accounting Judgements

Deferred Tax on Investment Property

Deferred tax on investment property is assessed on the basis that the asset value will be realised through use (‘Held for Use’).

An initial recognition exemption has been applied to newly developed village sites in accordance with NZ IAS 12.

The Group’s ORAs comprise two distinct cash flows (being an ORA deposit upon entering the unit and the refund of this deposit

upon exit). In determining the tax base of investment property, the Group considered whether taxable cash flows are received

at the end of the ORA period (i.e. upon refund of the ORA deposit by way of set off on exit by a resident) or at the beginning of

the ORA period (i.e. at time of the receipt of the ORA deposit). The Group has carefully evaluated all the available information

and considers it appropriate to recognise and measure the tax base and associated deferred tax based on the taxable cash

flows being receivable at the end of the ORA period as this best represents the Group’s contractual entitlement.

In calculating deferred tax under the Held for Use methodology, the Group has made significant judgements to determine

taxable temporary differences. The carrying value of the Group’s investment property is determined on a discounted cash

flow basis and includes cash flows that are both taxable and non-taxable in the future. The Group has recognised deferred

tax on the cash flows with a future tax consequence being DMF and deductible amounts as provided by CBRE Limited, to the

extent that it doesn’t relate to land. The Group uses the CBRE Limited valuation of land and improvements to estimate the

apportionment of cash flows arising from the depreciable (i.e. buildings) and non-depreciable components (i.e. land).

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

78

5.1 Income Tax (continued)

Recognition of Deferred Tax on Deferred Management Fee

The interpretation of New Zealand tax laws in relation to DMF involves significant judgements and uncertainty.

During October 2018, the Group obtained a binding ruling from Inland Revenue, applicable for ORAs entered into after

1 June 2018 with certain revisions to the terms and conditions relating to the DMF. Pursuant to this ruling DMF revenue is

recognised as derived on the exit of a unit or care suite by a resident.

Recognition of Deferred Tax on Tax Losses

The Company and its subsidiaries exited the former OHHL tax consolidated group from 31 May 2015. All tax losses incurred

by the Company and its subsidiaries until 31 May 2015 are tax losses of the OHHL consolidated tax group (of which the Group

is no longer a member).

After taking into consideration losses generated in the period to 31 March 2021, the Group now has an estimated $86.9m

(2020: $53.4m) of available tax losses as at 31 March 2021.

The Group may recognise deferred tax assets to the extent that it is probable that the Group will generate future economic

profits to offset the deferred tax assets or to the extent that they offset deferred tax liabilities. All available losses generated

are held off balance sheet and are noted below:

NZ$000’s

March 2021

10 months

May 2020

12 months

Opening balance – tax losses53,43525,589

Prior period adjustments: other43(2,280)

Losses per Inland Revenue53,47823,309

Losses utilised for the period --

Losses forfeited during the period-(6,900)

Losses generated during the period33,39737,026

Closing balance – tax losses86,87553,435

5.2 Intangible Assets

Accounting Policy

Goodwill

Goodwill represents the excess of cost of an acquisition over the fair value of the Group's share of the net identifiable assets

of the acquired subsidiary or business at the date of acquisition. Goodwill is not amortised. Instead, goodwill is tested at

least once annually for impairment at 31 March and carried at cost less accumulated impairment losses. Impairments are

recognised in the Statement of Comprehensive Income. Gains and losses on the disposal of an entity or cash generating unit

(‘CGU’) include the carrying amount of goodwill relating to the entity or CGU sold. Goodwill is allocated to CGUs and these

CGUs are grouped where appropriate for the purpose of impairment testing. The allocation is made to those CGUs or groups

of CGUs that are expected to benefit from the business combination in which the goodwill arose.

Computer Software

Costs associated with maintaining computer software programmes are recognised as an expense as incurred. Acquired

computer software licenses are capitalised on the basis of the costs incurred to acquire and bring to use the specified

software. These costs are amortised on a straight line basis over their estimated useful lives (2.5 years).

CONSOLIDATED FINANCIAL STATEMENTS
79

$NZ000’sGoodwillSoftwareTotal

Year ended 31 May 2020

Opening net book amount

7, 0 5 61,6128,668

Additions - 2,7092,709

Amortisation-(56)(56)

Impairment charge(491)-(491)

Disposal---

Closing net book amount6,5654,26510,830

As at 31 May 2020

At cost

2 0 7, 3 8 77, 0 2 1214,408

Accumulated amortisation and impairment(200,822)(2,756)(203,578)

Net book amount6,5654,26510,830

Period ended 31 March 2021

Opening net book amount

6,5654,26510,830

Additions-1,4411,441

Amortisation-(4 80)(4 80)

Impairment charge(1,220)-(1,220)

Disposal---

Closing net book amount5,3455,22610,571

As at 31 March 2021

At cost

2 07, 3 8 78,426215,813

Accumulated amortisation and impairment(202,042)(3,200)(205,242)

Net book amount5,3455,22610,571

Impairment Test for Goodwill

The carrying value of goodwill has been assessed on a site by site basis taking into account the site's results as a whole.

The carrying amount of goodwill at each site is not significant in comparison to the total amount of goodwill. All goodwill

is allocated to the care CGUs.

Key Judgements in Applying the Accounting Policies

Care CGUs Recoverable Amount

The recoverable amount of the individual care sites has been determined based on an external valuation of fair value less

costs to sell by CBRE Limited as an external valuer. The fair value less costs to sell is considered level 3 in the fair value

hierarchy. This has been used for comparison to current carrying value. The assumptions used in determining the fair value

for care centres are disclosed in note 3.2.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

80

5.3 Trade and Other Receivables

Accounting Policy

Trade receivables are amounts due from residents and various government agencies in the ordinary course of business and

are recognised initially at fair value, being its transaction price, plus transaction costs. Trade receivables are held with the

objective of collecting the contractual cash flows and therefore they are subsequently measured at amortised cost using the

effective interest method, less a provision for impairment.

Occupation licence payment receivables are recognised at the point in time that an ORA becomes unconditional and has

either ‘cooled off’ or where the resident is in occupation, and the resident has not yet made all of the contractual licence

payment to the Group. The long term portion of this receivable has been discounted by $0.5m (2020: $0.4m).

$NZ000’s March 2021May 2020

Net trade and other receivables

Trade receivables

14,33713,032

Less: Loss allowance (454)(4 3 5)

13,88312,597

Occupation licence payment receivable29,2192 7, 6 3 6

Prepayments2,5851,397

Deposits on freehold land and buildings2,000-

Trade and other receivables47, 6 8 741,630

Recognition, Measurement and Judgements in Applying Accounting Policies

The Group applies the simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance

for all trade receivables and requires recognition from initial recognition of the trade receivable. To measure expected credit

losses, trade receivables have been grouped and reviewed on the basis of the number of days since resident departure and

the funding stream and type of debtor. Judgement is used in selecting the inputs to the impairment calculation and is based

on past history and forward looking assumptions.

The Group has the following financial assets subject to the application of the expected credit loss mode:

– Trade receivables from care operations for the provision of care fees revenue for rest home and hospital fees. These are split

between private amounts owed by residents and amounts due from agencies such as the Ministry of Health and ACC.

– Trade receivables from village operations for the provision of weekly service fees and occupation licence payment

receivables. These are receivable from residents.

The following details the expected loss rate adopted by the Group based on historic impairments and any other known factors

with respect to resident departure date. A review of the appropriateness of the expected loss rate has been undertaken in light

of COVID-19 and no change to the rate applied has been required or made.

Category of debtExpected loss rate

Current

Departure

<90 days

Departure

>90 days

Care residents1%10%75%

Ministry of Health / ACC1%1%100%

Village Residents---

There is no significant concentration of credit risk as trade receivables relate to individual residents and government agencies.

CONSOLIDATED FINANCIAL STATEMENTS
81

5.4 Trade and Other Payables

Accounting Policy

Trade and other payables represent liabilities for goods and services provided to the Group prior to the end of financial year

which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.

Trade payables are recognised initially at fair value less transaction costs and subsequently measured at amortised cost

using the effective interest method.

Sundry payables include $0.1m (2020: $0.1m) relating to cash held on behalf of residents.

Wages and Salaries, Annual Leave and Long Service Leave

Liabilities for wages and salaries, including non-monetary benefits and annual leave are recognised in other payables in

respect of employees' services up to the reporting date and are measured at the amounts expected to be paid when the

liabilities are settled.

The liability for employee entitlements is carried at the present value of the estimated future cash flow.

The liability for long service leave is recognised in the provision for employee entitlements and measured as the present

value of expected future payments to be made in respect of services provided by employees up to the reporting date.

Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.

$NZ000’sMarch 2021May 2020

Trade payables9,3025,858

Sundry payables and accruals15,48111,654

Accrued interest on external borrowings and derivatives900514

Employee entitlements18,62516,658

COVID-19 wage subsidy payable-147

Trade and other payables44,30834,831

5.5 Related Party Transactions

On 5 September 2018 OHHL sold 15.56% of its holding. On 22 May 2019 OHHL sold a further 0.49% holding resulting in a

remaining 41.16% shareholding as at 31 May 2019 and on 3 February 2020 OHHL sold their remaining holding. There are now

no major shareholders.

The below entities are subsidiaries of Oceania Healthcare Limited.

Name of entityPrincipal activities20212020

Class of

shares

Oceania Group (NZ) Limited Support office functions

100%100%

Ordinary

Oceania Care Company LimitedOperation of aged care centres

100%100%

Ordinary

Oceania Village Company LimitedOwnership and operation of

retirement villages

100%100%

Ordinary

OCA Employees Trustee LimitedHold LTIP shares on behalf of

employees

100%100%

Ordinary

All subsidiaries are incorporated in New Zealand and have a balance date of 31 March (2020: 31 May). There are no

significant restrictions on subsidiaries.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

82

5.5 Related Party Transactions (continued)

Key Management Personnel Compensation

Key management personnel are all executives with the authority for the strategic direction and management of the Group

and exclude those in an Acting capacity.

$NZ000’s

March 2021

10 months

May 2020

12 months

Directors' remuneration and expenses 561729

Directors’ dividends including DRP398670

Salaries and other short term employee benefits2,1072,448

Key management personnel dividends including DRP83212

Termination benefits

1

-772

3,1494,831

Transactions with Related Parties

There are no outstanding balances with related parties (2020: nil).

5.6 Financial Risk Management

The Group's activities expose it to a variety of financial risks: market risks (including cash flow interest rate risk), credit risk

and liquidity risk. The Group's overall risk management programme focuses on the unpredictability of financial markets and

seeks to minimise potential adverse effects on the financial performance of the Group. The Group uses derivative financial

instruments such as interest rate swap contracts to hedge certain interest rate risk exposures. Derivatives are exclusively

used for hedging purposes, i.e. not as trading or other speculative instruments. The Group uses different methods to measure

different types of risk to which it is exposed. These methods include sensitivity analysis in the case of interest rates to

determine market risk and aging analysis for credit risk.

Classification and Measurement

Financial assets are required to be classified into three measurement categories: those measured at fair value through

profit and loss, those measured at fair value through other comprehensive income and those measured at amortised cost.

The determination is made at initial recognition. The classification depends on the entity's business model for managing its

financial instruments and the contractual cash flow characteristics of the instrument. Trade receivables are amounts due

from residents and various government agencies held to collect contractual cash flows in the ordinary course of business.

These balances are held at amortised cost less a provision for impairment.

Risk management is carried out centrally by management under policies approved by the Board of Directors. The Directors

provide written principles for overall risk management, as well as policies covering specific areas, such as interest rate risk,

credit risk, use of derivative financial instruments and non-derivative financial instruments.

(a) Market Risk

Market risk is the risk that changes in market prices such as interest rates will affect the Group’s income. The objective of

market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the

return on risk.

(b) Cash Flow Risk

The Group has no significant interest-bearing assets, as such the Group's income is substantially independent of changes in

market interest rates.

The Group's interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the Group to cash

flow interest rate risk. The cash flow and interest rate risks are monitored by the Directors on a monthly basis. The Directors

monitor the existing interest rate profile with reference to the Group’s Treasury Policy and the Group’s underlying interest

rate exposure. Management present interest rate hedging analysis and strategies to the Directors for consideration and seek

Director approval prior to entering into any interest rate swaps.

1 Termination benefits in the 12 months to 31 May 2020 were made to two employees who met the definition of ‘key management’ and ceased to be

employed by the Group during the year.

CONSOLIDATED FINANCIAL STATEMENTS
83

The following table shows the sensitivity of the Group's Profit / (loss) and equity to a movement in interest rates of +/-1%.

This assumes all other variables remain constant.

+1% -1%

NZ$000’sProfit / (loss)EquityProfit / (loss)Equity

2021

Interest expense

(33)(33)3333

Change in fair value of cash flow hedges - 5,081 - (5,284)

2020

Interest expense

1

412412(41 2)(41 2)

Change in fair value of cash flow hedges 436,480 (4 5) (6,790)

1 Comparative figures have been restated to correctly represent the sensitivity movements.

Interest Rate Swaps

It is the Group's policy to manage interest rate risk through the use of interest rate swaps to reduce the impact of changes in

interest rates on its floating rate long term debt. The objective of the interest rate swaps is to protect the Group from the short

to medium term impact to cash flows which arises out of variability in floating interest rates.

Interest rate swaps are initially recognised at fair value on the date a contract is entered into and are subsequently measured

at fair value on each reporting date. The fair values of the interest rate swaps are determined based on cash flows discounted

to present value using current market interest rates.

When interest rate swaps meet the criteria for cash flow hedge accounting, the effective portion of the gain or loss on the

hedging instrument is recognised in other comprehensive income, while the ineffective portion is recognised in other expenses

in the Consolidated Statement of Comprehensive Income. Amounts taken to the interest rate reserve are transferred out of

the reserve and included in the measurement of the hedged transaction when the forecast transaction occurs. When interest

rate swaps do not meet the criteria for cash flow hedge accounting, all movements in fair value of the hedging instruments

are recognised in the Consolidated Statement of Comprehensive Income.

The Group adopted NZ IFRS 9 Financial Instruments (‘NZ IFRS 9’) on 1 June 2018. From this point forward all swaps are

accounted for under NZ IFRS 9. After the adoption of NZ IFRS 9 the rules on hedge accounting have been amended to align

accounting treatment with risk management practices of the reporting entity.

Under the interest rate swap agreements, the Group has a right to receive interest at variable rates and an obligation to pay

interest at fixed rates. New interest rate swaps of $175.0m were put in place with an effective date of 1 June 2019 (with a trade

date of 30 April 2019). Of the interest rate swaps in place at 31 March 2021, $175.0m (2020: 175.0m) are being used to cover

approximately 85% (2020: 54%) of the loan principal outstanding. These agreements effectively change the Group’s interest

exposure on the principal covered by the interest rate swaps from a floating rate to a fixed rate. Bank loans of the Group

currently bear an average fixed interest rate (including margin and line fees) of 4.1% (2020: 4.1%). The fair value of these

agreements at 31 March 2021 is a $5.5m liability. The agreements cover notional amounts for a period of 3 years, 5 years,

and 7 years.

The notional principal amounts and the period of expiry of the interest rate swap contracts are as follows:

Average contracted

fixed interest rateNotional principal amount

March 2021

%

May 2020

%

March 2021

$NZ000’s

May 2020

$NZ000’s

Less than 1 year----

Between 1 and 3 years3.043.0475,00075,000

Between 3 and 5 years3.173.1750,00050,000

Over 5 years3.353.3550,00050,000

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

84

5.6 Financial Risk Management (continued)

(c) Credit Risk

Credit risk arises from cash and cash equivalents, derivative financial instruments and deposits with banks and financial

institutions, as well as credit exposure from trade and other receivables.

In the normal course of business, the Group has no significant concentrations of credit risk. Other than on a small number of

exceptions, the Group requires settlement of the ORA before allowing occupation of its villas or apartments. Therefore, the

Group does not face significant credit risk. The values attached to each financial asset in the Consolidated Balance Sheet

represent the maximum credit risk. No collateral is held with respect to any financial assets. The Group enters into financial

instruments with various counterparties in accordance with established limits as to credit rating and dollar limits and does not

require collateral or other security to support the financial instruments.

Concentrations

Cash and cash equivalents of the Group are deposited with one of the major trading banks. Non-performance of obligations

by the bank is not expected due to the credit rating of the counter party considered. The Standard and Poors credit rating of

the counter party as at 31 March 2021 is AA- (2020: AA-).

The Group’s receivables represent distinct trading relationships with each of the residents. There are no concentrations of

credit risk with residents. Large receivables generally relate to the residential care subsidies which are received in aggregate

via the various District Health Boards and Work and Income New Zealand. Neither of these entities has demonstrated, or is

considered, a credit risk.

(d) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of

funding through an adequate amount of committed credit facilities and the ability to close-out market positions. Due to

the dynamic nature of the underlying businesses, the Directors aim at maintaining flexibility in funding by keeping

committed credit lines available.

Cash flow forecasting is regularly performed by management. Management monitors rolling forecasts of the Group's

liquidity requirements to ensure it has sufficient cash to meet operational needs, while maintaining headroom on its undrawn

committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its

borrowing facilities. Such forecasting takes into consideration the Group's debt financing plans and covenant compliance.

The table below shows the maturity analysis of the Group's contractual undiscounted cash flows.

NZ$000’s

Less than

1 year

Between

1 and 2 years

Between

2 and 5 years

Over

5 years

2021

Trade and other payables

24,783---

Lease liabilities 3,108 1,521 4,213 6,373

Borrowings7, 9 4 28,394214,2151 2 7, 8 7 5

Cash flow hedge – interest rate swaps2,7722,3861,497-

Refundable occupation right agreements618,433---

2020

Trade and other payables

1 7, 5 1 2 - - -

Lease liabilities3,2112,8704,1387, 1 3 4

Borrowings7,7 3 07, 4 8 4334,361-

Cash flow hedge - interest rate swaps2,9583,0906,776885

Refundable occupation right agreements535,370 - - -

The refundable ORAs are repayable to the resident on vacation of the unit, apartment, care suite or on the termination of

the occupation right agreement and subsequent resale of the unit, apartment or care suite. The expected maturity of the

refundable ORAs is shown in note 3.3.

CONSOLIDATED FINANCIAL STATEMENTS
85

(e) Capital Risk Management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern,

to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to

reduce the cost of capital. The consolidated financial statements are prepared on a going concern basis.

5.7 Contingencies and Commitments

At 31 March 2021, the Group had no contingent liabilities or assets (2020: nil).

At 31 March 2021, the Group has a number of commitments to develop and construct certain sites totalling $131.4m

(2020: $113.9m) of which $131.4m (2020: $113.5m) relates to development sites.

As at 31 March 2021, a commitment of $9.3m (2020: $9.3m) exists in relation to Stage One and $5.8m (2020: $9.9m) in

relation to Stage Two in the form of future lease payments in respect of the development of Everil Orr, a leasehold site.

Lease payment obligations arise as ORAs are sold. Refer to note 3.4 for further details.

There are no significant unrecognised contractual obligations entered into for future repairs and maintenance at

balance date.

5.8 Events After Balance Date

Acquisitions

On 23 March 2021, Oceania Village Company Limited entered into a Sale and Purchase Agreement to purchase the business

assets of Waterford on Hobsonville Point (‘Waterford’). Waterford is an established retirement village with 64 independent

living villas and 36 independent living apartments. The Sale and Purchase Agreement was subject to the parties obtaining

Statutory Supervisor consent. This consent was received on 8 April 2021 and the transaction was settled on 23 April 2021.

The financial effects of this transaction have not been recognised as at 31 March 2021. The business assets will be recognised

on date of settlement and future operating results consolidated from that point forward.

(i) Provisional purchase consideration and fair value of net assets acquired:

The purchase price of $55.8m was linked to the 31 March 2020 CBRE Limited valuation of Waterford and associated financial

statements.

At the date of signing the annual financial statements the purchase price allocation calculation has not yet been finalised.

This calculation will be finalised in the interim report to 30 September 2021. Provisional details of the consideration

transferred are:

$NZm’s

Cash paid55.8

Total purchase consideration55.8

The provisionally determined fair values of the business assets and liabilities as at the date of acquisition are as follows:

$NZm’s

Investment property98.4

Refundable occupation right agreements net of deferred management fee(42.6)

Total net identifiable assets acquired55.8


(ii) Contingent Liabilities

No material contingent liabilities with respect to this transaction were noted during the due diligence process. Should, on a

detailed review of the asset, any future contingent liabilities arise they will be disclosed in future financial statements.

(iii) Finalisation of purchase price allocation

At the time the financial statements were authorised for issue, the Group had not yet completed the accounting for the

acquisition of the Waterford business assets. The valuation of the Waterford assets as prepared by CBRE Limited’s as at

31 March 2020 was $61.8m. CBRE Limited has provided a valuation of the Waterford assets as at the acquisition date

totalling $68.9m. This valuation is net of gross up in relation to occupation right agreements. The increase from the

purchase price is representative of the movements in CBRE Limited's key assumptions, including growth rate and discount

rate, between 31 March 2020, being the reference date for the purchase, and 23 April 2021 being the settlement date,

largely reflecting a reversal of COVID-19 impacts.

OCEANIA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the 10 month period ended 31 March 2021

ANNUAL REPORT 2021

86

5.8 Events After Balance Date (continued)

The fair values of the occupation right agreement asset, deferred management fees and associated gross up of investment

property disclosed above have only been determined provisionally. No allowance has been made for deferred tax impact due

to the level of losses held by the Group. Over the coming months, the Directors’ assessment of fair value will be finalised and

presented in the interim financial statements for the period ended 30 September 2021.

Capital Raise

On 16 April 2021, a total of 15,619,810 ordinary shares with a value of $20.0m ($1.2796 per share) were issued in relation to the

Retail Offer. These shares rank equally with existing shares. Costs of $0.2m in relation to this capital raise were incurred and

will be recognised in equity.

Dividend

On 21 May 2021 an interim dividend of 2.1 cents per share (not imputed) was declared and will be paid on 22 June 2021.

The record date for entitlement is 8 June 2021. Refer to note 4.1.

There have been no other significant events after balance date.

CONSOLIDATED FINANCIAL STATEMENTS
87

INDEPENDENT AUDITOR'S REPORT

To the shareholders of Oceania Healthcare Limited

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, www.pwc.co.nz

Independent auditor’s report

To the shareholders of Oceania Healthcare Limited

We have audited the consolidated financial statements which comprise:

•the consolidated balance sheet as at 31 May 2019;

•the consolidated statement of comprehensive income for the year then ended;

•the consolidated statement of changes in equity for the year then ended;

•the consolidated cash flow statement for the year then ended; and

•the notes to the consolidated financial statements, which include significant accounting policies.


Our opinion

In our opinion, the accompanying consolidated financial statements of Oceania Healthcare Limited

(the Company), including its subsidiaries (the Group), present fairly, in all material respects, the

financial position of the Group as at 31 May 2019, its financial performance and its cash flows for the

year then ended in accordance with New Zealand Equivalents to International Financial Reporting

Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the consolidated financial

statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)

Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance

Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for

Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

Our firm carries out other services for the Group in the areas of trustee reporting, tax advisory and

market research. The provision of these other services has not impaired our independence as auditor

of the Group.


PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000, www.pwc.co.nz


Independent auditor’s report

To the Shareholders of Oceania Healthcare Limited



Our opinion

In our opinion, the accompanying consolidated financial statements of Oceania Healthcare Limited

(the Company), including its subsidiaries (the Group), present fairly, in all material respects, the

financial position of the Group as at 31 March 2021, its financial performance and its cash flows for the

10 month period then ended in accordance with New Zealand Equivalents to International Financial

Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

What we have audited

The Group's consolidated financial statements comprise:

● the consolidated balance sheet as at 31 March 2021;

● the consolidated statement of comprehensive income for the 10 month period then ended;

● the consolidated statement of changes in equity for the 10 month period then ended;

● the consolidated cash flow statement for the 10 month period then ended; and

● the notes to the consolidated financial statements, which include significant accounting policies

and other explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the consolidated financial statements

section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

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) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the Int ernational Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the area of trustee reporting. The provision of these

other services has not impaired our independence as auditor of the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in

our audit of the consolidated financial statements of the current 10 month 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, and we do not provide a separate opinion on these matters.

OCEANIAANNUAL REPORT 2021
88

INDEPENDENT AUDITOR'S REPORT (continued)

PwC 2

Description of the key audit matter How our audit addressed the key audit matter

Valuation of investment property and

freehold land and b uildings

As disclosed in notes 3.1 and 3.2 of

the consolidated financial statements:

●the Group’s investment property

portfolio was valued at $1,099.8 million

at 31 March 2021 and included

completed investment property and

investment property under

devel

opment.

●the Group’s freehold land and buildings

were valued at $584.6 million at 31

March 2021. This included freehold

land and buildings operated by the

Group for the provision of care

services, care suites, and land

and

buildings to be developed into care

facilities in the future (together referred

to

as freehold land and buildings).

The Group’s accounting policy is to

measure these assets at fair value.

Independent valuations of all investment

property and freehold land and buildings

were carried out by a third party valuer,

CBRE Limited (the Valuer).

Completed investment property and care

suites are recorded in the consolidated

financial statements at a Directors’

valuation which is based on the value

determined by the Valuer as at 31 March

2021, adjusted by the Directors for:

●the estimated costs to be incurred to

complete development of any asset not

complete at the date of the valuation,

but valued by the Valuer as if it w

as

complete; and

●for completed investment property,

refundable occupation licence

payments, residents’ share of resale

gains and management fees receivable

which are recognised separately on the

consol

idated balance sheet and also

reflected in the Valuer’s cash flow

mo

del.

The valuation of investment property and freehold land

and buildings is inherently subjective given that there

are alternative assumptions and valuation methods

that may re sult in a range of values.

We considered the adequacy of the disclosures made

in no tes 1.3 and 3 to the consolidated fi nancial

statements. These notes explain that t here is

significant estimation uncertainty in relati on to the

valuation of i nvestment property and freehold land and

buildings. We discussed wit h the Valuer and obtained

sufficient audit evidence to demonstrate that the

inclusion of the valuation in the consolidated balance

sheet and disclosures made in the consolidated

financial statements were appropriate.

Our audit procedures also included the following:

External valuations

We read the valuation report and discussed it with the

Valuer. We assessed the valuation approach and

confirmed that t his was in accordance wit h the

relevant accounting standards.

On a sample basis, we tested whether property

specific information supplied to th e V aluer by th e

Group reflected the underlying

property records held

by the Group.

From our discussions with management and the

Valuer, and from our review of the valuation report,

assumptions (as detailed in the description of this Key

Audit Matter) were made for each individual property

to reflect its characteristics, its o verall q uality,

geographic location and desirability as a whole.

Valuation adjustments

We tested, on a sample basis, the adjustments made

to the valuations determined by the Valuer as at 31

March 2021 as detailed in the description of this Key

Audit Matter. This testing included obtaining quantity

surveyors reports to support the estimated cost to

complete developments as at 3 1 Mar ch 2021. We also

obtai ned supporting documentation for a sample of

transactions i ncluded i n w ork i n progress as at 31

March 2021.

CONSOLIDATED FINANCIAL STATEMENTS
89


PwC 

For each completed investment property

and each care suite, assumptions and

estimates were made in respect of:

● property price growth rate;

● stabilised occupancy periods; and

● discount rate.

Investment property under development

and land and buildings to be developed into

care facilities in the future are recorded in

the consolidated financial statements at a

Directors’ valuation which is based on a

range of values determined by the Valuer

as at 31 March 2021, adjusted by

management for the cost of any work in

progress.

For each asset under development,

assumptions and estimates were made in

respect of the price per square metre of

land.

Freehold land and buildings operated by

the Group for the provision of care services

are recorded in the consolidated financial

statements at a Directors’ valuation which

is based on the value determined by the

Valuer as at 31 March 2021.

For each property, assumptions and

estimates are made in respect of:

● forec ast earnings before interest, tax,

depreciation, amortisation, and rent;

and

● capitalisation rate.

The valuation of the Group’s property

portfolio is inherently subjective. The

existence of significant estimation

uncertainty, coupled with the fact that only

a small percentage difference in

assumptions on individual properties, when

aggregated, could result in material

differences, is why we have given specific

audit focus and attention to this area.


Assumptions and estimates

Our work over the assumptions focused on the largest

properties within the portfolio and those properties

where the assumptions used and/or period-on- period

fair value movement suggested a possible outlier

compared to the rest of the portfolio and the market

data for the sector.

We held discussions with the Valuer to gain an

understanding of the assumptions and estimates used

and the valuation methodology applied. This includes

understanding any changes made to significant inputs

and assumptions (including the reversal of the

changes made to assumptions in the prior year as a

result of COVID-19). We also sought to understand

and consider restrictions imposed on the valuation

process (if any) and the market conditions at balance

date.

We engaged our in-house expert to challenge the

work performed by the Valuer and assess the

reasonableness of the assumptions used based on

their knowledge gained from reviewing valuations of

similar properties, known transactions and available

market data.

We understood the apportionment of the valuations to

each class of assets and assessed the

reasonableness of this through discussions with the

Valuer and our in-house expert.

Valuation estimates

Because of the judgement involved in determining

valuations for individual properties and the existence

of alternative assumptions and valuation methods,

there is a range of values which can be considered

reasonable when evaluating the independent property

valuations used by the Group. If we identified an error

in a property valuation or determined that the valuation

was outside of a reasonable range, we evaluated the

error or difference to determine if there was a material

misstatement in the consolidated financial statements.

We considered whether there were any events

subsequent to the date of the Valuer’s report which

may have caused the valuation of investment property

and freehold land and buildings to be materially

different to those determined by the Valuer.


OCEANIAANNUAL REPORT 2021
90


PwC 4

Deferred tax on investment property and

care suites

Determination of deferred tax balances

As disclosed in note 5.1 of the consolidated

financial statements, the Group assesses

deferred tax on investment property and

care suites on the basis that the asset

value will be realised through use (‘Held for

Use’).

In applying the Held for Use methodology,

the Group makes four key assumptions

which involve significant judgement:

1. Determining the amount of taxable

cash flows;

2. Timing of taxable cash flows, being at

the end of the Occupation Right

Agreement (ORA) period;

3. Apportionment of the value of

investment property between land and

buildings; and

4. Determining the number of years that

commercial investment property is

expected to be in use and depreciable

for tax purposes.

Due to the significant judgement exercised

by the Group in determining the deferred

tax on investment property and care suites,

we have given specific audit focus and

attention to this area.

Assumptions with respect to realisation through

held for use

With respect to the assumptions used in the

calculation of deferred tax, we engaged our in-house

tax specialist to challenge the work performed and

assess the reasonableness of the assumptions based

on their knowledge of the tax legislation and other

accepted approaches in the industry.

1. Determining the amount of taxable cash flows

We agreed the amount of taxable cash flows of

investment property and care suites to the Valuer’s

report, which is based on materially the same

assumptions and estimates used in the valuation of

investment property and care suites described above.

2. Timing of taxable cash flows

We tested a sample of new ORAs to confirm that the

Deferred Management Fees (DMF) are contractually

earned at the end of the ORA period.

3. Apportionment of investment property

We have agreed the inputs to the apportionment

calculation to the Valuer’s land valuation and

recalculated the apportionment between land and

buildings.

4. Determining the number of years that

commercial investment property is expected to

be depreciable for tax purposes

We determined a reasonable range for the expected

period in which the relevant assets will be in use and

depreciable for tax purposes. Management’s

judgement was within this range.



INDEPENDENT AUDITOR'S REPORT (continued)

CONSOLIDATED FINANCIAL STATEMENTS
91


PwC


Our audit approach

Overview


Overall group materiality: $1.8 million which represents approximately 1% of

revenue.

We chose revenue as the benchmark because, in our view, it is a key financial

metric used in assessing the performance of the Group and is not as volatile as

other profit or loss measures.

We performed a full scope audit over the consolidated financial information of

the Group.

As reported above, we have two key audit matters, being:

● Valuation of investment property and freehold land and buildings

● Deferred tax on investment property and care suites

As part of designing our audit, we determined materiality and assessed the risks of material

misstatement in the consolidated financial statements. In particular, we considered where

management made subjective judgements; for example, in respect of significant accounting estimates

that involved making assumptions and considering future events that are inherently uncertain. As in all

of our audits, we also addressed the risk of management override of internal controls, including among

other matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain

reasonable assurance about whether the consolidated financial statements are free from material

misstatement. Misstatements may arise due to fraud or error. They are considered material if,

individually or in aggregate, they could reasonably be expected to influence the economic decisions of

users taken on the basis of the consolidated financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall Group materiality for the consolidated financial statements as a whole as set out

above. These, together with qualitative considerations, helped us to determine the scope of our audit,

the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both

individually and in aggregate, on the consolidated financial statements as a whole.

How we tailored our group audit scope

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an

opinion on the consolidated financial statements as a whole, taking into account the structure of the

Group, the accounting processes and controls, and the industry in which the Group operates.

Oth er information

The Directors are responsible for the other information. The other information comprises the

information included in the Annual report, but does not include the consolidated financial statements

and our auditor's report thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do

not express any form of audit opinion or assurance conclusion thereon.

OCEANIAANNUAL REPORT 2021
92


PwC 6

In connection with our audit of the consolidated financial statements, our responsibility is to read the

other information and, in doing so, consider whether the other information is materially inconsistent

with the consolidated financial statements or our knowledge obtained in the audit, or otherwise

appears to be materially misstated. If, based on the work we have performed on the other information

that we obtained prior to the date of this auditor’s report, we conclude that there is a material

misstatement of this other information, we are required to report that fact. We have nothing to report in

this regard.

Responsibilities of the Directors for the consolidated financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of

the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal

control as the Directors determine is necessary to enable the preparation of consolidated 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 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 to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the consolidated 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 ISAs (NZ) and ISAs will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

A further description of our responsibilities for the audit of the consolidated financial statements is

located at the External Reporting Board’s website at:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report.

Who we report to

This report is made solely to the Company’s Shareholders, as a body. Our audit work has been

undertaken so that we might state those matters which 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.

The engagement partner on the audit resulting in this independent auditor’s report is Leopino Foliaki.

For and on behalf of:







Chartered Accountants

Auckland, New Zealand

21 May 2021

INDEPENDENT AUDITOR'S REPORT (continued)

CONSOLIDATED FINANCIAL STATEMENTS
93

CORPORATE GOVERNANCE

This section of the Annual Report provides information on Directors’ independence, diversity and inclusion policies, remuneration

and statutory disclosures.

Oceania’s governance framework is guided by the recommendations set by the NZX Corporate Governance Code. Oceania

has prepared a statement on the extent to which it has followed the recommendations in the NZX Corporate Governance

Code. The Corporate Governance Statement is current as at 31 March 2021. Oceania considers that it has followed the

recommendations in the NZX Corporate Governance Code in all respects during FY2021.

For detailed information on Oceania’s corporate governance policies, practices and processes please refer to the Investors

section on the Oceania website – www.oceaniahealthcare.co.nz/governance. This contains the following documents:

Corporate Governance Statement

Constitution

Charters

– Board Charter

– Audit Committee Charter

– Remuneration Committee Charter

– Clinical and Health and Safety Committee Charter

– Development Committee Charter

Policies

– Code of Values and Conduct

– Health and Safety Policy

– Occupational Rehabilitation Policy

– Fraud Policy

– Whistleblowing Policy

– Diversity Policy

– Market Disclosure Policy

– Remuneration Policy

– Trading in Company Securities Policy

– External Auditor Independence Policy

– Privacy Policy

Dividend Reinvestment Plan Offer Document

Director Independence

As at 31 March 2021, the Board comprised six Directors. All of the Directors are non-executive Directors. The Board has considered

which of the Directors are independent Directors for the purposes of the NZX Listing Rules and has determined that, as at 31 March

2021, all six Directors are independent Directors, including the Chair and the Chair of the Audit Committee. As at the date of this

Annual Report, the Directors are:

Elizabeth Coutts

Chair, Independent DirectorAppointed in November 2014

Alan Isaac

Independent DirectorAppointed in October 2015

Dame Kerry Prendergast

Independent DirectorAppointed in December 2016

Sally Evans

Independent DirectorAppointed in March 2018

Patrick McCawe

Independent DirectorAppointed in February 2017

Gregory Tomlinson

Independent DirectorAppointed in March 2018

The factors relevant to determining whether a Director is an independent Director are the criteria in the NZX Listing Rules

for Director independence, having regard to the factors described in the NZX Corporate Governance Code that may impact

Director independence.

OCEANIAANNUAL REPORT 2021
94

Committee Membership

The Board has four standing committees to assist in the execution of the Board’s duties, being the Audit Committee, the Remuneration

Committee, the Clinical and Health and Safety Committee and the Development Committee. As at 31 March 2021, membership of the

committees was as follows:

Audit Committee – Alan Isaac (Chair), Elizabeth Coutts, Patrick McCawe

Remuneration Committee – Sally Evans (Chair), Elizabeth Coutts, Alan Isaac

Clinical and Health and Safety Committee – Dame Kerry Prendergast (Chair), Elizabeth Coutts, Sally Evans

Development Committee – Gregory Tomlinson (Chair), Elizabeth Coutts

Diversity

Oceania’s Diversity Policy is available on its website. The Diversity Policy aims to ensure that Oceania has a focus on diversity

throughout the organisation. This recognises that a diverse workforce contributes to business growth and performance, helping

to drive an inclusive, high performance environment.

The Board considers that the Diversity Policy has been successfully implemented across the business with an excellent balance

of gender and ethnicity at Director and officer levels. As at 31 March 2021 (and 31 May 2020 for the prior comparative period),

the gender breakdown of the Directors, officers (as that term is defined in the NZX Listing Rules) and employees is as follows:

31 May 2021

31 May 2020

Gender

MaleFemaleMaleFemale

Directors

3333

Officers

3555

Employees

3982,3754162,368

Oceania is developing further internal systems and processes to allow regular and efficient monitoring of policy objectives.

CORPORATE GOVERNANCE (continued)

CONSOLIDATED FINANCIAL STATEMENTS
95

Remuneration Report

Directors’ Fees

Directors’ remuneration is paid in the form of fees. A higher level of fees is paid to the Chair to reflect the additional time and

responsibilities that this position involves. Additional fees are payable in respect of work carried out by the Chairs of the Audit

Committee, Remuneration Committee and the Clinical and Health and Safety Committee.

Director Remuneration paid for the 10 month period ended 31 March 2021

Director

Board

fees

Audit

Committee

Clinical and

Health and

Safety

Committee

Remuneration

Committee

Total

remuneration

Elizabeth Coutts (Chair)

$150,000---$150,000

Alan Isaac

$75,000$16,667--$91,667

Dame Kerry Prendergast

$75,000-$12,500-$ 8 7, 5 0 0

Sally Evans

$75,000--$6,250$81,250

Patrick McCawe

$75,000---$75,000

Gregory Tomlinson

$75,000---$75,000

The above fees exclude GST and expenses.

Employees’ Remuneration

Oceania did not employ people directly in the 10 month period ended 31 March 2021. All employees are employed by the

subsidiaries of Oceania. The number of employees and former employees of Oceania’s subsidiaries, not being a Director of

Oceania, who received remuneration and other benefits the value of which was or exceeded $100,000 during the 10 month period

ended 31 March 2021 is set out in the table of remuneration bands below.

The remuneration figures shown in the ‘Remuneration’ column include all monetary payments actually paid during the course of

the 10 month period ended 31 March 2021, which include performance incentive payments for the year ended 31 May 2020. The

table does not include amounts paid after 31 March 2021 that relate to the 10 month period ended 31 March 2021.

RemunerationNumber of employeesRemunerationNumber of employees

$100,000 - $109,999

19

$180,000 - $189,999

1

$110,000 - $119,999

9

$200,000 - $209,999

1

$120,000 - $129,999

1

$310,000 - $319,999

1

$130,000 - $139,999

9

$340,000 - $349,999

1

$140,000 - $149,999

2

$380,000 - $389,999

1

$150,000 - $159,999

6

$430,000 - $439,999

1

$160,000 - $169,999

3

$570,000 - $579,999

1

Chief Executive Officer’s Remuneration

The remuneration of the Chief Executive Officer (‘CEO’) for the 10 month period ended 31 March 2021 is as follows:

Base

salary

Other

benefitsSTISubtotalLTIP

Remuneration

total

Brent Pattison

1

$28,931

2

$1,350

2

0

3

$30,281$9,032

2

$39,313

Earl Gasparich

4

$394,980

5

$31,073

5

$106,500$532,553-$532,553

1 Mr Pattison became acting CEO on 6 March 2021 and CEO on 22 March 2021.

2 Salary, other benefits and LTIP pro-rated from Mr Pattison’s 6 March 2021 start date.

3 Mr Pattison’s STI received during the year is not included as the STI related to the period in which Mr Pattison was Chief Financial Officer.

4 Mr Gasparich resigned from the position as CEO on 6 March 2021.

5 Salary and other benefits pro-rated to the date that Mr Gasparich resigned as CEO (being 6 March 2021).

OCEANIAANNUAL REPORT 2021
96

CORPORATE GOVERNANCE (continued)

Chief Executive Officer’s Remuneration (continued)

Mr Gasparich received a short term incentive of $106,500. This was a discretionary payment made to reflect the additional work

undertaken as a result of the impact of COVID-19 on the business.

The remuneration of the CEO for the year ended 31 May 2020 (being the prior comparative period) is as follows:

Base

salary

Other

benefitsSTISubtotalLTIP

Remuneration

total

$ 5 1 7, 9 3 7$34,217$84,875$637,029-$637,029

Mr Gasparich received a short term incentive of $84,875. This was based on achievement of financial performance (EBITDA

performance against budget), health and safety performance (injury and reporting rates), personal goals and a discretionary

component for the year ended 31 May 2019.

The remuneration of the CEO comprises a fixed remuneration and performance payments. Fixed remuneration includes a base

salary, the provision of a carpark and a vehicle allowance.

Statutory Disclosures

Disclosure of Directors’ Interests

The following particulars were entered in the Interests Register kept for Oceania and its subsidiaries during the 10 month period

ended 31 March 2021:

Elizabeth Coutts: Disclosed she ceased to hold the following positions: Chair of Ports of Auckland Limited; Chair of Urwin and

Company Limited; and Director of Tennis Auckland Region Inc.

Alan Isaac: Disclosed he ceased to hold the following positions: Director of Murray Capital General Partner Limited; and Director

of Rakaia Fund Investments Limited.

Dame Kerry Prendergast: Disclosed she ceased to hold the following positions: Deputy Chair of NZ Conservation Authority;

Deputy Chair of Wellington Free Ambulance; Member of Kiwirail Tourism Advisory Board; Member of Anne Frank NZ Holocaust

Advisory Board.

Disclosed the following new positions: Chair of Wellington Free Ambulance; and Member of Three Waters Programme

Advisory Board.

Sally Evans: Disclosed the following new positions: Director of Allianz Australian Life Insurance Ltd; Director of Allianz Australia

Life Insurance Holdings Limited; Director of Ingenia Communities Holdings Limited and Ingenia Communities RE Limited as

Responsible Manager of Ingenia Communities Management Trust and Ingenia Communities Fund.

Gregory Tomlinson: Disclosed he ceased to hold the following positions: Director of Argenta Limited; Director of The Icehouse

Limited; Director of Forte Health Limited; and Director of Forte Health Group Limited.

Disclosed the following new position: Director of Tomlinson Group Argenta GP Limited.

Patrick McCawe: Disclosed the following new positions: Alternate Director of Cairns Airport Property Holding Pty Ltd; Alternate

Director of Mackay Airport Property Holding (Hotel) Pty Ltd; Alternate Director of Mackay Airport Property Holding Pty Limited;

Director of Macquarie Australian Infrastructure Management 1 Limited; Director of Macquarie Infrastructure Management

(Australia) Limited; Alternate Director of North Queensland Airports No. 1 (Mackay) Pty Ltd; Director of Prospect Water No. 1 Pty

Limited; Director of Prospect Water No. 2 Pty Limited; Director of Voyage Australia Holdings Pty Limited; Director of Voyage

Australia Pty Operations Limited; and Director of Voyage Australia Pty Limited.

Specific Disclosures

There were no specific disclosures made by Directors during the 10 month period ended 31 March 2021 of any interests in

transactions with Oceania or any of its subsidiaries.

Use of Company Information

During the 10 month period ended 31 March 2021, the Board did not receive any notices from Directors requesting use of

Oceania’s or any of its subsidiaries’ information.

CONSOLIDATED FINANCIAL STATEMENTS
97

Securities Dealings of Directors

Dealings by Directors of Oceania in relevant interests in Oceania’s ordinary shares during the 10 month period ended 31 March

2021 are entered in the Interests Register:

Director

Number of

ordinary shares

Nature of

relevant interest

Acquisition

/ disposal

Consideration

(per share)

Date of

transaction

Elizabeth Coutts

50,000

Beneficial interestAcquisition

$0.99

13 August 2020

Gregory Tomlinson

1,039,404

Beneficial interestAcquisition

$0.99

13 August 2020

Elizabeth Coutts

14,905

Beneficial interest Acquisition

$0.99

17 August 2020

Alan Isaac

2,162

Beneficial interestAcquisition

$0.99

17 August 2020

Dame Kerry Prendergast

2,494

Registered and

beneficial interest

Acquisition

$0.99

17 August 2020

Sally Evans

414

Registered and

beneficial interest

Acquisition

$0.99

17 August 2020

Gregory Tomlinson

1 6 7, 5 2 2

Beneficial interestAcquisition

$0.99

17 August 2020

Sally Evans

24,000

Registered and

beneficial interest

Acquisition

$1.04

28 August 2020

Elizabeth Coutts

10,988

Beneficial interest Acquisition

$1.53

24 February 2021

Alan Isaac

1,526

Beneficial interestAcquisition

$1.53

24 February 2021

Dame Kerry Prendergast

1,760

Registered and

beneficial interest

Acquisition

$1.53

24 February 2021

Sally Evans

466

Registered and

beneficial interest

Acquisition

$1.53

24 February 2021

Gregory Tomlinson

124,291

Beneficial interestAcquisition

$1.53

24 February 2021

Elizabeth Coutts

200,000

Beneficial interestAcquisition

$1.30

29 March 2021

Gregory Tomlinson

3,729,843

Beneficial interest Acquisition

$1.30

29 March 2021


Directors’ Interests in Shares

Directors of Oceania have disclosed the following relevant interests in shares as at 31 March 2021:

DirectorNumber of shares in which a relevant interest is held

Elizabeth Coutts

1,506,829 shares

Alan Isaac

280,356 shares

Dame Kerry Prendergast

311,711 shares

Sally Evans

65,180 shares

Patrick McCawe

250,000 shares

Gregory Tomlinson

23,919,392 shares

OCEANIAANNUAL REPORT 2021
98

CORPORATE GOVERNANCE (continued)

Indemnity and Insurance

Oceania has granted indemnities, as permitted by the Companies Act 1993 and the Financial Markets Conduct Act 2013,

in favour of each of its Directors. Oceania also maintains Directors’ and Officers’ liability insurance for its Directors and officers.

Auditor’s Fees

Oceania’s external auditor is PricewaterhouseCoopers. Total fees paid to PricewaterhouseCoopers in its capacity as auditor

during the 10 month period ended 31 March 2021 were $396,000. Total fees paid to PricewaterhouseCoopers for other

professional services (being trustee reporting) during the 10 month period ended 31 March 2021 were $6,000. No other fees

were paid to PricewaterhouseCoopers for other professional services.

Donations

During the 10 month period ended 31 March 2021, Oceania paid a total of $3,000 in donations.

Stock Exchange Listings

Oceania’s shares are listed on the NZX and the ASX. Oceania is listed on the ASX as a Foreign Exempt Listing, which means that

Oceania is required to comply with the NZX Listing Rules but it is exempt from the majority of the ASX Listing Rules. In accordance

with ASX Listing Rule 1.15.3, Oceania confirms that it has complied with the NZX Listing Rules for the 10 month period ended

31 March 2021.

NZX Waivers

Oceania does not have any waivers from the requirements of the NZX Listing Rules.

Credit Rating

Oceania has no credit rating.

Former Directors

Earl Gasparich resigned as a Director of Oceania Village Company Limited, Oceania Care Company Limited and Oceania Group

(NZ) Limited on 6 March 2021.

Subsidiary Company Directors

Brent Pattison, Kathryn Waugh and Jill Birch are the Directors of all Oceania’s subsidiaries as at 31 March 2021, with the exception

of OCA Employees Trustee Limited (the Directors of which are Elizabeth Coutts and Sally Evans).

No remuneration is payable, and there is no entitlement to other benefits, for any directorship of a subsidiary.

CONSOLIDATED FINANCIAL STATEMENTS
99

SHAREHOLDER AND BONDHOLDER INFORMATION

Twenty Largest Shareholders

(as at 30 April 2021)

Registered ShareholderNumber of Shares% Shares

1New Zealand Central Securities Depository Limited 233,035,31933.05

2

FNZ Custodians Limited 60,863,3268.63

3

Hobson Wealth Custodians Limited 33,916,0234.81

4

Tomlinson Group Investments Limited

1

20,248,2752.87

5

Forsyth Barr Custodians Limited 20,077,7772.84

6

Custodial Services Limited 19,471,8362.76

7

New Zealand Depository Nominee Limited 1 7, 8 3 0 , 5 7 22.52

8

Custodial Services Limited 12,961,3481.83

9

Custodial Services Limited 7,420,1891.05

10

Philip George Lennon 6,000,0000.85

11

FNZ Custodians Limited 5,558,0760.78

12

H & G Limited 5,500,0000.78

13

Custodial Services Limited 5,445,3840.77

14

Custodial Services Limited 5,030,7760.71

15

Custodial Services Limited 4,908,0210.69

16

Andrew Craig Strong & Alison Jean Strong 4,564,0740.64

17

Harrogate Trustee Limited

1

3,749,2650.53

18

JB Were (NZ) Nominees Limited 3,412,3350.48

19

Leveraged Equities Finance Limited 3,311,9900.46

20

PT (Booster Investments) Nominees Limited 3,309,4590.46

Total

476,614,0456 7. 51

1 Gregory Tomlinson’s relevant interests are held by Tomlinson Group Investments Limited and Harrogate Trustee Limited.

OCEANIAANNUAL REPORT 2021
100

CORPORATE GOVERNANCE (continued)

New Zealand Central Securities Depository Limited provides a custodial depository service that allows electronic trading of

securities to its members. It does not have a beneficial interest in these shares. Its major holdings of Oceania shares are held on

behalf of:

NameNumber of shares% Shares

1HSBC Nominees (New Zealand) Limited 33,953,7614.84

2

Citibank Nominees (New Zealand) Limited 29,806,5004.25

3

Accident Compensation Corporation 22,895,9823.26

4

Generate Kiwisaver Public Trust Nominees Limited 22,678,3823.23

5

MFL Mutual Fund Limited 18,804,8292.68

6

ANZ Wholesale Trans-Tasman Property Securities Fund1 7, 9 8 7, 4 9 72.56

7

HSBC Nominees (New Zealand) Limited A/C State Street 16,170,8652.30

8

BNP Paribas Nominees (NZ) Limited 13,522,2601.93

9

TEA Custodians Limited Client Property Trust Account 9,397,5721.34

10

JP Morgan Chase Bank NA NZ 8,659,7221.23

11

ANZ Wholesale Australasian Share Fund 8,199,1881.17

12

BNP Paribas Nominees (NZ) Limited 4,931,4440.70

13

BNP Paribas Nominees (NZ) Limited 4,517,7770.64

14

Public Trust 4,034,5720.57

15

ANZ Wholesale Property Securities 3,021,2010.43

16

National Nominees Limited 2,539,8510.36

17

Public Trust Class 10 Nominees Limited 2 , 4 0 7, 0 5 40.34

18

Queen Street Nominees ACF Pie Funds 2,300,9350.33

19

Mint Nominees Limited 2,292,3070.33

20

New Zealand Permanent Trustees Limited 1,696,9090.24

Spread of Shareholdings

(as at 30 April 2021)

Size of Holding

Number of

Shareholders%

Number of

Shares%

1 – 1,000

88310.67481,9970.07

1,001 – 5,000

2,09525.326,176,5960.88

5,001 – 10,000

1,62019.5812,245,9611.74

10,001 – 100,000

3,26539.4795,770,02513.59

100,001

and over

4104.96590,232,17783.73

Totals

8,273100704,906,756100

Substantial Product Holders

According to Oceania’s records and notices given under the Financial Markets Conduct Act 2013, the following were substantial

product holders of Oceania as at 31 March 2021:

Substantial Product HolderNumber of Shares

% of Shares Held at

Date of NoticeDate of Notice

ANZ New Zealand Investments Limited,

ANZ Bank New Zealand Limited and ANZ

Custodial Services New Zealand Limited

46,013,0587. 3 827 November 2020

Jarden Securities Limited and Harbour Asset

Management Limited

4 8 , 2 3 7, 5 8 77. 0 330 March 2021

CONSOLIDATED FINANCIAL STATEMENTS
101

Twenty Largest Bondholders

(as at 30 April 2021)

Registered BondholderNumber of Bonds% Bonds

1New Zealand Central Securities Depository Limited 25,397,00020.31

2

FNZ Custodians Limited 16,565,00013.25

3

Custodial Services Limited 15,023,00012.01

4

Hobson Wealth Custodians Limited 11,499,0009.19

5

Custodial Services Limited 9,529,0007. 6 2

6

Custodial Services Limited 7,7 1 7, 0 0 06.17

7

Forsyth Barr Custodians Limited 6,195,0004.95

8

Custodial Services Limited 4,236,0003.38

9

Custodial Services Limited 3,218,0002.57

10

Investment Custodial Services Limited 2,253,0001.80

11

JB Were (NZ) Nominees Limited 1,683,0001.34

12

Custodial Services Limited 1,374,0001.09

13

FNZ Custodians Limited 999,0000.79

14

Forsyth Barr Custodians Limited 680,0000.54

15

FNZ Custodians Limited 615,0000.49

16

Custodial Services Limited 591,0000.47

17

Custodial Services Limited 522,0000.41

18

David James Foster & Linda Joyce Foster 500,0000.40

19

F S Investments Limited 500,0000.40

20

Craig John Thompson 500,0000.40

Total109,596,0008 7. 5 8

New Zealand Central Securities Depository Limited provides a custodial depository service that allows electronic trading of securities

to its members. It does not have a beneficial interest in these bonds. Its major holdings of Oceania bonds are held on behalf of:

NameNumber of Bonds% Bonds

1TEA Custodians Limited 12,590,00010.07

2

Generate Kiwisaver Public Trust Nominees Limited 4,080,0003.26

3

Queen Street Nominees ACF Pie Funds 4,075,0003.26

4

Mint Nominees Limited 3,490,0002.79

5

JP Morgan Chase Bank NA NZ500,0000.40

6

Queen Street Nominees ACF Hobson Wealth 251,0000.20

7

Public Trust RIF Nominees Limited 160,0000.13

8

BNP Paribas Nominees (NZ) Limited 141,0000.11

9

ANZ Custodial Services New Zealand Limited 110,0000.09

Spread of Bondholdings

(as at 30 April 2021)

Size of Holding

Number of

Bondholders%

Number of

Bonds%

1 – 1,000

10.221,000-

1,001 – 5,000

143.0970,0000.06

5,001 – 10,000

9320.53908,0000.73

10,001 – 100,000

29966.0010,446,0008.35

100,001

and over

4610.16113,575,00090.86

Totals

453100.00125,000,000100.00

OCEANIA.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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