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Savor 2021 Annual Report

Annual Report30 June 2021SVRConsumer Staples

ANNUAL
REPORT

2021

Creating original food and

entertainment experiences

at iconic Auckland locations.

SITES

17

We have been surging ahead with expansion and
extending our key brands, with a focus on agility and

resilience. Always with quality and customer in-mind.

SOLID FOUNDATIONS

FOR ACCELERATED

GROWTH

2
4

6

10

14

18

Location overview

Chair's Letter

CEO Report

Snapshot of Recent Amano

Acquisition

Corporate Governance

Financial Statements

IN THIS REPORT

AZABU PONSONBY

23

20

24

25

26

27

41

45

Consolidated Statement

of Comprehensive Income

Consolidated Statement

of Movements in Equity

Consolidated Balance Sheet

Consolidated Statement

of Cash Flows

Notes to the Financial

Statements

Shareholder and Statutory

Information

Corporate Directory

Independent Auditor’s Report

1

SAVOR 2021 ANNUAL REPORT

AUCKLAND FISH MARKET
BANG BANG KITCHEN

LOBSTER & TAP

MARKET GALLEY

THE WRECK

NON SOLO PIZZA

AZABU PONSONBY

SEAFARERS

OSTRO

LOBSTER & WAGYU

EBISU

FUKUKO

AMANO

THE STORE

ORTOLANA

OJI

AZABU MISSION BAY

NEW ZEALAND’S PREMIER

HOSPITALITY GROUP

SITES

17

EMPLOYEES

395

Creating original food and entertainment experiences

at iconic Auckland locations.

48

%

WITH 2+

YEAR’S SERVICE

WYNYARD QUARTER

BRITOMART

MISSION BAY

PARNELL

PONSONBY

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SAVOR 2021 ANNUAL REPORT

LOCATIONS

CHAIR’S
LETTER

AZABU PONSONBY

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SAVOR 2021 ANNUAL REPORT

CHAIR'S LETTER

Dear Shareholders,
On behalf of the Board I would like to

thank our long-standing shareholders

for their continued support and

welcome our new investors who have

expressed enthusiasm for the future

direction of the Company.

2021 was a year of significant

transformation for the Group,

divesting the loss making brewery,

changing the Board and banking

partners as well as welcoming

significant professional investors to

the register. These changes together

with the continued support of our

shareholders greatly strengthen the

Group’s capital structure ensuring

Savor is in a much stronger position

to deal with future economic

uncertainty, as well as pursuing its

continued growth strategy.

The Group has cash on hand and now

is delivering free cashflow which will

allow it to extend its high quality

offering and beloved brands to more

New Zealanders. Further with the

hospitality industry undoubtedly

about to experience a period of

consolidation, particularly with the

dual headwinds of labour shortages

and inflationary pressures, Savor is

well positioned to take advantage of

this changing landscape.

That said, we as a Board are acutely

aware of the potential long tail of

COVID-19 and consequently will

ensure a balanced approach between

expansion and capital preservation is

maintained to provide the necessary

financial strength to withstand these

uncertain economic times.

We have been delighted with the

performance of the new acquisitions

from Hipgroup Limited as well as

the procurement initiatives which

the Executive team are busy rolling

out across the Group that will have

material impact on the cost of goods

sold. We look forward to discussing

these further with you at the Annual

Shareholders Meeting in September.

The Groups' year end results should

be read in light of the 11 months of

the discontinued business financial

drag as well as the new Board

prudently reviewing the assumptions

underlying the carrying value of

the Auckland Fish Market venues

goodwill, which has borne the

brunt of the absence of tourism. I

am pleased to report that the core

business has performed well, despite

revenue being down over 30%

compared to the prior year. Earnings

for the Core Business has improved

by 22% to be $3.6m despite carrying

a historical overhead structure. Cash

from operations generated a further

$2m to finish the year at $3m prior

to new capital raised. This result

underscores the decision to divest

the loss making business and its

associated overhead.

In such a difficult year I must

remark on the commitment from

our fantastic venue staff and those

in head office whose unwavering

professionalism and commitment to

excellence in customer service has

carried the business from strength

to strength. We also welcome our

new directors Ryan Davis and Louise

Alexander who bring specialist skills

of finance and human resources both

of which will be key to executing on

the Group’s future ambitions.

Thank you again for your investment

and support and I am pleased to say

Savor has begun the new financial

year with strong results across

the Group and we look forward to

delivering sustained profitable results

in the coming months.

Paul Robinson

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SAVOR 2021 ANNUAL REPORT

CHAIR'S LETTER

CEO’S
REPORT

NON SOLO PIZZA

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SAVOR 2021 ANNUAL REPORT

CEO'S REPORT

Our focus on building a strong profitably
future for the business, saw 2021 as a pivotal year

for Savor.

The year began with the challenges of COVID-19 and

finished with announcing the successful acquisition of

the three Hipgroup venues.

"OUR PEOPLE ARE THE BACKBONE OF OUR BUSINESS AND DELIVER

EXCEPTIONAL CUSTOMER EXPERIENCES ON A DAILY BASIS."

We have seen an incredible commitment from our teams

across the Group and created greater resilience into every

aspect of our business as we’ve moved through this

period of remarkable change. We were pleased to have

finished the financial year having achieved a significant

step-change in the structure and operations of the Group,

which build the foundations for profitable growth heading

into 2022.

The impact of COVID-19 on the Group throughout 2021

was significant but we saw remarkable resilience in our

venues and a strong commitment from our customers

to our brands. The reset of cost structures and our

cost base provided a solid platform heading into the

summer months. The fortitude from all of our team was

unwavering and without it we would not have being able

to continue.

Azabu and Non Solo Pizza continued to lead our strength

in the Auckland suburbs, with revenue for NSP up over

30% compared to the prior year following the successful

renovation and relaunch. Azabu, under the steady guidance

of Yukio Ozeki, expanded its reach with the launch of

Azabu at Mission Bay in November 2020 in time for the

strong summer trading period, and continues to exceed

our performance expectations.

The Auckland Fish Market venues saw a significant decline

in patronage due to the lack of cruise tourists over the

past 12 months. Trading continues to be challenging

with revenue down by over 50%, however, cost control

measures have enabled these venues to achieve a

profitability above breakeven. The Group is working closely

with Sanford Limited, the site’s landlord, to develop the

Fish Market further to be well positioned for the return of

customers to the area.

Savor Goods provided a strong base for further expansion

later in the year with the launch of Savor Goods catering

offerings, where a range of our products were available

for large scale off-site dining. This proved popular during

the America's Cup where customers took to the water

and wanted Savor alongside them. The development of

a catering business is a natural fit for the Group and this

combined with the existing events business allowed the

Group to diversify further and reach new markets.

Our people are the backbone of our business and deliver

exceptional customer experiences on a daily basis. The

border closures have had a negative impact on the

availability of experienced European hospitality staff, and

with a number of existing staff returning home offshore,

staffing levels have been tight over the past 12 months.

We have been able to attract a number of additional staff

through the strength of our brands, but the labour market

is difficult with the wider hospitality market competing

for a smaller pool of candidates. The immigration changes

through May and June 2021 will continue these challenges,

however, we are well placed to continue to attract

candidates to our venues.

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SAVOR 2021 ANNUAL REPORT

CEO'S REPORT

The acquisition of the Amano, Ortolana and The Store
venues from Hipgroup in April 2021 provides the Group

with further landmark brands to add to the Group. These

venues are iconic in their own right and were established

from the initial development of Auckland’s Britomart

precinct. They are natural additions to the Group and will

allow Savor to achieve economies of scale and overhead

efficiencies as the unique product offerings across the

Group are integrated. The Amano brand itself is very

strong and recognized not only across Auckland but

across the country as well. This extends to the bakery

and gelato offerings and provides significant potential for

growth and rollout in the future.

In the early months of the new financial year, the Group

has made significant progress on streamlining its supply

chain, through consolidating its purchasing with supplier

partners and operating a centralized distribution centre.

We also continue to develop real time reporting of recipe

costings to minimize wastage, which is expected to be

implemented across the Group by the middle of the

financial year.

The Group has a number of development opportunities in

the pipeline. In mid 2021, we look forward to redeveloping

the Seafarers Building with the introduction of Bar Non

Solo onto the City Terrace on Level 2 and a number of

short term concepts for the rooftop space within the

next six months, including the return of the ever-popular

Akai Doa.

LOOKING TO THE FUTURE

We are working hard to embed the significant changes

to our business in 2021 and make strategic decisions to

extend our brands and grow into new markets and build

a larger, more diverse business. Savor has unconditionally

agreed to acquire the Oji Sushi business, established as

an anchor tenant of Commercial Bay in 2020. Oji is a

disrupter in the sushi market, with an offering spanning

the quick service and takeaway markets, as well as

providing high quality in-venue experiences. The addition

of the Oji brand completes the Group’s service offering, as

well as providing an additional base for future expansion.

The first of this expansion is well underway, with Oji

Britomart due to open in Tyler Street alongside Ebisu in

mid July 2021.

Strong resilience through

a COVID-19 impacted year,

transforming the structure and

operations of the Group

Demonstrated strengths of our

key brands with Azabu and Non

Solo Pizza

Significant commitment from our

team through a challenging period,

with staff levels now in excess of

400 people

Acquisition of Amano, Ortolana

and The Store has embedded well,

with venues performing above

expectations and cost efficiencies

already being realised

Group wide cost control

programme underway, underpinned

by the development of a central

logistics and distribution centre

Next phase of growth for the

Group with the redevelopment

of the City Terrace in Britomart,

the return of Akai Doa, and the

acquisition and roll out of our grab

and go sushi offering “Oji”.

HIGHLIGHTS

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SAVOR 2021 ANNUAL REPORT

CEO'S REPORT

AZABU MISSION BAY
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SAVOR 2021 ANNUAL REPORT

SNAPSHOT
OF RECENT

AMANO

ACQUISITION

OVERVIEW

Amano is a unique offering within the

New Zealand hospitality industry.

Located in Auckland’s premier hospitality

precinct, Britomart, the acquisition of

Amano increases Savor’s footprint across

both the precinct and within the

hospitality industry.

SYNERGIES WITH SAVOR

The acquisition of Amano provides numerous

operational synergies including staffing,

suppliers and the Group’s existing landlords.

Efficiencies in all aspects of operations

with Savor.

AMANO

SAVOR 2021 ANNUAL REPORT

10

SNAPSHOT OF RECENT AMANO ACQUISITION

"THIS SPECIAL BAKERY AND TRATTORIA HOUSED IN A
DOUBLE WAREHOUSE BY THE WHARF IN DOWNTOWN

BRITOMART IS A STAND-OUT IN ALL OF NEW ZEALAND."

AMANO

ORTOLANA

THE STORE

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SAVOR 2021 ANNUAL REPORT

SNAPSHOT OF RECENT AMANO ACQUISITION

OSTRO
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SAVOR 2021 ANNUAL REPORT

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SAVOR 2021 ANNUAL REPORT

The overall responsibility for ensuring that the corporate
governance and accountability of the Company

is properly managed, thereby enhancing investor

confidence, lies with the Board of Directors. A copy of

Savor’s Corporate Governance Code (“Code”) is available

on the Savor website at www.savorgroup.co.nz.

The Code is generally consistent with the principles

identified in the NZX Corporate Governance Code, except

that as at 31 March 2021:

• The Board did not have a majority of independent

directors (per recommendation 2.8) during the financial

year, because two out of the six Board members were

independent directors; and

• The Company did not have an Audit and Risk Committee

comprising solely of non-executive directors (per

recommendation 3.1) because executive & independent

Directors (Mr Robinson, Ms Henderson and Mr Frank)

were on the Audit and Risk Committee during the

financial year.

The Company will continue to monitor best practice in

the governance area and update its policies to ensure it

maintains the most appropriate standards.

An outline of the Company’s governance arrangements are

set out below. Further detail is available on the Company’s

website www.savorgroup.co.nz.

THE BOARD OF DIRECTORS

The Board has ultimate responsibility for the strategic

direction of Savor and supervising Savor’s management for

the benefit of shareholders.

The specific responsibilities of the Board include:

• Working with management to review and approve

the business and financial plans that set the strategic

direction of Savor

• Monitor the Company’s performance against its

approved strategic, business and financial plans and

oversee the Company’s operating results on a regular

basis so as to evaluate whether the business is being

properly managed

• Establishing and overseeing succession plans for the

Chief Executive Officer and senior management

• Monitoring compliance and risk management

• Establishing and monitoring Savor’s health and

safety policies

• Ensuring effective disclosure policies and procedures

are adopted

• Ensuring effective reporting processes and procedures

• Ensuring the quality and independence of the

Company’s external audit process

Board Meeting and

Committee Attendance

During the year to 31 March 2021 the Company held 12

regular Board meetings. The Audit & Risk Committee met

on two occasions. Attendance by individual Directors was

as follows:

BOARD MEETINGS

AUDIT & RISK

COMMITTEE

MEETINGS

ELIGIBLEATTENDEDELIGIBLEATTENDED

Geoff Ross1212

Sheena Henderson121122

Rich Frank121022

David Poole1212

Lucien Law1212

Paul Robinson121222

Ethical Conduct

The Code includes a policy on business ethics which is

designed to govern the Board and management’s conduct.

The Code addresses conflicts of interest, receipt of gifts,

confidentiality and fair business practices.

Board Membership

As at 31 March 2021, the Board consisted of two

Independent Directors, two Non-Executive Directors and

two Executive Directors, who are elected based on the

value they bring to the Board.

Each Savor Director is a skilled and experienced business

person. Together they provide value by making quality

contributions to corporate governance matters, conceptual

thinking, strategic planning, policies and providing

guidance to management.

As at 31 March 2021 the Company’s Directors were:

Geoff RossNon-Executive Chairman

Sheena HendersonIndependent Director

Rich FrankIndependent Director

David Poole Non-Executive Director

Lucien LawExecutive Director & CEO

Paul RobinsonExecutive Director

CORPORATE

GOVERNANCE

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SAVOR 2021 ANNUAL REPORT

CORPORATE GOVERNANCE

Subsequent to year end, Geoff Ross, Sheena Henderson,
Rich Frank and David Poole retired from the Board with

Ryan Davis and Louise Alexander joining the Board

as Independent Directors. Paul Robinson was elected

Executive Chairman of the Board in May 2021.

The number of elected Directors and the procedure for

their retirement and re-election at Annual Meetings of

shareholders is set out in the Constitution of the Company.

Director Independence

In order for a Director to be independent, the Board has

determined that he or she must not be an executive of

Savor and must have no disqualifying relationship as

defined in the Code and the Listing Rules.

The Board has determined that as at 31 March 2021, Sheena

Henderson and Rich Frank were Independent Directors, and

that as at 11 June 2021, Ryan Davis and Louise Alexander

are Independent Directors.

Nomination and Appointment

of Directors

The Board is responsible for identifying and recommending

candidates. Directors may also be nominated by

shareholders under the Listing Rules.

A Director may be appointed by ordinary resolution and all

Directors are subject to removal by ordinary resolution.

The Board may at any time appoint additional Directors.

A Director appointed by the Board shall only hold office

until the next Annual Meeting of the Company but shall be

eligible for election at that meeting.

One third of Directors shall retire from office at the Annual

Meeting each year. A Director must not hold office past

the third Annual Meeting at which they were elected

or three years, whichever is longer, but are eligible for

re-election by shareholders.

Disclosure of Interests

by Directors

The Code sets out the procedures to be followed where

Directors have an interest in a transaction or proposed

transaction or are faced with a potential conflict of interest

requiring the disclosure of that conflict to the Board.

Savor maintains an Interests register in which particulars

of certain transactions and matters involving Directors are

recorded. The Interests register for Savor is available for

inspection at its registered office.

Directors’ Share Dealings

The Company has adopted a Securities Trading policy,

which sets out the procedure to be followed by Directors,

staff and associates trading in Savor listed securities, to

ensure that trades are not made while that person is in

possession of material information which is not generally

available to the market. Details of Directors’ share dealings

during the 12 months to 31 March 2021 are outlined on

page 42.

Directors’ and Officers’

Gender Composition

20212020

MALEFEMALEMALEFEMALE

Directors’5161

Officers’1111

Total6272

The Board recognises that along with relevant skills,

diversity is a key driver of effective Board performance.

As the Savor business evolves the Board is committed to

creating diversity among Directors while preserving the

right mix of skills.

Savor has, within the year to 31 March 2021, adopted a

Diversity and Inclusion Policy. Savor’s Board have been

working on the initial implementation of the Diversity and

Inclusion Policy and has not yet set annual targets to meet

(as required, where applicable by NZX Listing Rule 3.8.1).

The Board will, however, set measurable objectives against

which to measure Savor’s performance against its Diversity

and Inclusion Policy for disclosure in its next annual report.

BOARD COMMITTEES

The Board has three formally constituted committees.

These committees, established by the Board, review and

analyse policies and strategies which are within their

terms of reference. The Committees examine proposals

and, where appropriate, make recommendations to the

Board. Committees do not take action or make decisions

on behalf of the Board unless specifically authorised to do

so by the Board.

Audit and Risk Committee

The Audit and Risk Committee is responsible for overseeing

risk management, treasury, insurance, accounting and

audit activities of Savor, reviewing the adequacy and

effectiveness of internal controls, meeting with and

reviewing the performance of external auditors, making

recommendations on financial and accounting policies, and

reviewing external financial and performance reporting

and disclosures. The Audit and Risk Committee operates

in accordance with the Audit and Risk Management

Committee Charter.

The members of the Audit and Risk Committee are Ryan

Davis (Chair), Louise Alexander, and Paul Robinson.

Nominations and Remuneration

Committee

The Nominations and Remuneration Committee operates

within the full Board and is responsible for overseeing

management succession planning, establishing employee

incentive schemes, reviewing and approving the

compensation arrangements for the Executive Directors

and senior management, and recommending to the full

Board the remuneration of Directors.

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SAVOR 2021 ANNUAL REPORT

CORPORATE GOVERNANCE

People and Culture Committee
The People and Culture Committee operates within the

full Board and is responsible for ensuring appropriate

procedures are in place to identify and manage potential

health and safety risks, as well as overseeing human

resource management, recruitment and employee welfare.

REMUNERATION

Remuneration of Directors and executives is the key

responsibility of the Nominations and Remuneration

Committee. Details of Directors and executives’

remuneration and entitlements are set out on page 42.

Directors’ Remuneration

For the year ended 31 March 2021, Directors’ fees have

been fixed at $75,000 per annum for the Chairman (2020:

$75,000), $40,000 per annum for the Chair of the Audit &

Risk Committee (2020: $40,000) and $40,000 per annum

for other Directors (2020: $40,000). Directors receive no

additional fees as membership of Board Committees.

To provide for flexibility, shareholders have previously

approved an aggregate cap on non-executive Directors’

fees of $300,000 for the purpose of the Listing Rules

(2020: $300,000).

The Directors are also entitled to be reimbursed for all

reasonable travel, accommodation and other expenses

incurred by them in connection with their attendance at

Board or shareholder meetings, or otherwise in connection

with Savor’s business.

Via the business Bakery LP then subsequently Southern

Skies Holdings Limited, Savor Group entered into an

agreement for discretionary consulting services of

Geoff Ross (Executive Chairman) for $50,000 per annum.

Savor recognised no consulting fee for the year ended

31 March 2021.

CEO Remuneration

For the year ended 31 March 2021, Lucien Law received a

base salary of $200,000 (2020: $300,000) and received no

short or long term incentives during the year (2020: nil).

MANAGING RISK

The Board has overall responsibility for the Company’s

system of risk management and internal control and has

procedures in place to provide effective control within the

management and reporting structure.

Financial statements are prepared monthly and reviewed

by the Board progressively during the period to monitor

performance against budget goals and objectives. The

Board also requires managers to identify and respond to

risk exposures.

A structured framework is in place for capital expenditure,

including appropriate authorisations and approval levels.

The Board maintains an overall view of the risk profile of

the Company and is responsible for monitoring corporate

risk assessment processes.

TAKEOVER RESPONSE POLICY

The Board is well prepared in the event of a takeover,

and has established Takeover Preparedness Steps, found in

the Code.

DISCLOSURE

The Company adheres to the NZX continuous disclosure

requirements which govern the release of all material

information that may affect the value of the Company’s

listed shares. The Board and senior management team

have processes in place to ensure that all material

information flows up to the Chairman with a view

to consultation with the Board and disclosure of that

information if required.

AUDITOR

EY acts as auditor of the Company and has undertaken

the audit of the financial statements for the year ending

31 March 2021. Particulars of the audit and other fees paid

during the period are set out on page 37.

Oversight of the Company’s external audit arrangements

is the responsibility of the Audit and Risk Committee.

The Company does not have a dedicated internal audit

resource but maintains an annual audit programme, which

is overseen by the CFO. The external auditors shall attend

the Company’s Annual Meeting to answer questions from

shareholders in relation to the audit.

SHAREHOLDER RIGHTS

& RELATIONS

The Board is committed to achieving best practice investor

relations. Financial and operational information and key

corporate governance information can be accessed on the

Company’s website. Enquiries from shareholders can be

voiced at the Annual Meeting, or emailed through using

the contact details on our website.

As required by the Companies Act 1993 and the NZX

Listing Rules, the Company will seek shareholder approval

of major transactions, and related party transactions, that

trigger the relevant thresholds in the listing rules, and

any other major decisions where the listing rules require

shareholder approval. All voting at meeting of shareholders

is conducted by a poll.

The Company seeks to offer new equity pro rata to

existing shareholders, or with shareholder approval. In April

2020 the Company undertook a placement to Colin Neal

of $2.5m followed by a 1 for 3 rights issue to raise $5.2m.

Both offers were made at the same issue price of 14 cents

per share. Shareholders had the opportunity to apply for

additional shares in the rights issue and some did so and

were allocated their application in full. On 14 May 2020

the Company allotted $0.6m of shares arising from the

oversubscription of in the rights issue

The Company posts a copy of its notice of Annual Meeting

on its website at least 20 working days prior to its Annual

Meeting of shareholders.

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SAVOR 2021 ANNUAL REPORT

CORPORATE GOVERNANCE

AMANO
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SAVOR 2021 ANNUAL REPORT

FINANCIAL
STATE ME NT S

FOR THE YEAR ENDED 31 MARCH 2021

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SAVOR 2021 ANNUAL REPORT

23
20

24

25

26

27

41

45

Consolidated Statement

of Comprehensive Income

Consolidated Statement

of Movements in Equity

Consolidated Balance Sheet

Consolidated Statement

of Cash Flows

Notes to the

Financial Statements

Shareholder and Statutory

Information

Corporate Directory

The Board of Directors has pleasure in presenting

the financial statements and audit report for Savor

Limited for the year ended 31 March 2021.

The financial statements presented are signed for

and on behalf of the Board of Directors and were

authorised for issue on 28 May 2021.

Geoff Ross

Chairman

Paul Robinson

Director

Independent Auditor’s Report

AZABU

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SAVOR 2021 ANNUAL REPORT

INDEPENDENT AUDITOR’S REPORT

Independent auditor’s report to the Shareholders of Savor Limited

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Savor Limited (“the Company”) and its subsidiaries (together “the Group”)

on pages 6 to 18, which comprise the consolidated balance sheet of the Group as at 31 March 2021, and the consolidated

statement of comprehensive income, consolidated statement of movements in equity and consolidated statement of cash

flows for the year then ended of the Group, and the notes to the consolidated financial statements including a summary

of significant accounting policies.

In our opinion, the consolidated financial statements on pages 23 to 40 present fairly, in all material respects, the

consolidated financial position of the Group as at 31 March 2021 and its consolidated financial performance and cash flows

for the year then ended in accordance with New Zealand equivalents to International Financial Reporting Standards and

International Financial Reporting Standards.

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might

state to the Company’s shareholders those matters we are required to state to them in an auditor’s report and for no

other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than

the Company and the Company’s shareholders, as a body, for our audit work, for this report, or for the opinions we

have formed.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under

those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of

our report.

We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of Ethics

for Assurance Practitioners (including International Independence Standards) (New Zealand) issued by the New Zealand

Auditing and Assurance Standards Board, and we have fulfilled our other ethical responsibilities in accordance with

these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Other than in our capacity as auditor we have no relationship with, or interest in, the Company or any of its subsidiaries.

Partners and employees of our firm may deal with the Group on normal terms within the ordinary course of trading

activities of the business of the Group. We have no other relationship with, or interest in, the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the

consolidated financial statements of the current year. These matters were addressed in the context of our audit of the

consolidated financial statements as a whole, and in forming our opinion thereon, but we do not provide a separate

opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in

that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial statements

section of the audit report, including in relation to these matters. Accordingly, our audit included the performance of

procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The

results of our audit procedures, including the procedures performed to address the matters below, provide the basis for

our audit opinion on the accompanying consolidated financial statements.

INDEPENDENT AUDITOR’S

REPORT

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SAVOR 2021 ANNUAL REPORT

INDEPENDENT AUDITOR’S REPORT

Goodwill impairment assessment

Why significantHow our audit addressed the key audit matter

The Group holds goodwill of $17.1 million at

31 March 2021.

Given the nature of the Group’s operations, each of its

restaurants is determined to be a separate cash generating

unit (“CGU”). Goodwill is allocated to each of these

CGUs. To consider whether this goodwill is impaired, the

recoverable amount of each CGU is determined each

reporting period by reference to valuations prepared using

value-in-use basis using discounted cash flow models (DCF

models).

DCF models contain significant judgement and estimation

in respect of future cash flow forecasts, discount rate

and terminal growth rate assumptions. Changes in

certain assumptions can lead to significant changes in

the assessment of the recoverable amount and so the

assessment of whether goodwill is impaired or not.

As a result of its assessment, the Group has recorded an

impairment of goodwill of $2m in the current year.

Disclosures regarding the Group’s key assumptions

adopted and the sensitivity to reasonably possible changes

in key assumptions which could result in impairment

for certain CGUs are included in Note 2.1 of the financial

statements.

In obtaining sufficient appropriate audit evidence, we:

• understood the Group’s goodwill impairment

assessment process;

• assessed the Group’s determination of CGUs based on

our understanding of the nature of the Group’s venues;

• obtained the Group’s DCF models and agreed forecasts

to a Board approved FY22 budget;

• assessed key inputs to the DCF models including future

cash flow forecasts, discount rates, terminal growth

rates as well as the Group’s consideration of any impacts

of COVID19 on these estimates;

• involved our valuation specialists to assess the Group’s

discount rates. Our valuation specialists were also

involved in assessing the DCF models for valuation

methodology, including the treatment of assumptions

for capital expenditure, working capital, and terminal

value (including consideration of any IFRS16 adjustments

required);

• performed sensitivity analysis in relation to the discount

rate and forecast cash flows for CGUs which appeared

to have a higher risk of impairment to consider the

potential impact of changes in assumptions;

• considered the appropriateness and quantum of

impairment charge recognised in the financial

statements by reference to the range of possible

outcomes indicated by our sensitivity analysis; and

• considered the adequacy of the associated disclosures

in the financial statements, including the disclosure

related to the CGUs where the impairment assessment is

sensitive to reasonably possible changes in assumptions.

21

SAVOR 2021 ANNUAL REPORT

INDEPENDENT AUDITOR’S REPORT

Information other than the financial statements and auditor’s report

The Directors are responsible for the other information. The other information comprises the Directors’ Report (but

does not include the financial statements and our auditor’s report thereon), which we obtained prior to the date of this

auditor’s report, and the Annual Report, which is expected to be made available to us after that date.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any

form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information

and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial

statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. If, based 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. When we read the Annual Report, if we conclude that there is a material misstatement therein, we

are required to communicate the matter to those charged with governance and, if uncorrected, to take appropriate action

to bring the matter to the attention of users for whom our auditor’s report was prepared.

Directors’ responsibilities for the financial statements

The Directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated

financial statements in accordance with New Zealand equivalents to International Financial Reporting Standards and

International Financial Reporting Standards, and for such internal control as the Directors determine is necessary to enable

the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible for assessing on behalf of the entity the

Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the

going concern basis of accounting unless the Directors either intend to liquidate the Group or cease operations, or have no

realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole

are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our

opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance

with International Standards on Auditing (New Zealand) will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could

reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial

statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located at the External

Reporting Board’s website: https://www.xrb.govt.nz/standards-for-assurancepractitioners/auditors-responsibilities/audit-

report-1/. This description forms part of our auditor’s report.

The engagement partner on the audit resulting in this independent auditor’s report is Simon O’ Connor.

Chartered Accountants

Auckland

28 May 2021

22

SAVOR 2021 ANNUAL REPORT

CONTINUING OPERATIONSNOTES
2021


$000’S

2020

(RESTATED)

$000’S

Revenue16,134 23,990

Expenses:15

Direct costs(5,286)(7,797)

Employee costs(6,141)(10,850)

Marketing costs(379)(728)

Utilities and operational expenses(1,289)(1,579)

Other expenses(1,200)(1,509)

1,839 1,527

Depreciation and amortisation(2,191)(2,112)

Impairment of goodwill2 .1(2,000)-

Contingent consideration release1,033 684

Restructuring costs2.4(921)(399)

Interest expense(850)(1,203)

Loss before income tax(3,090)(1,503)

Taxation expense14- -

Net loss from continuing operations(3,090)(1,503)

Net loss from discontinued operations net of tax2.3(3,496)(2,538)

Loss attributable to the shareholders(6,586)(4,041)

Other comprehensive income and expenses- -

Total comprehensive loss(6,586)(4,041)

Net losses per share (cents) 13

Basic and diluted(4.6)(4.8)

Net losses per share from continuing operations (cents) 13

Basic and diluted(2.2)(1.8)

Weighted average number of shares outstanding (thousands of shares)

Basic and diluted 141,892 85,035

CONSOLIDATED STATEMENT OF

COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH 2021

The accompanying notes form part of and are to be read in conjunction with these financial statements.

23

SAVOR 2021 ANNUAL REPORT

FINANCIAL STATEMENTS

$000’SNOTES
SHARE

CAPITAL

UNISSUED

CAPITAL

ACCUMULATED

LOSSES

SHARE-BASED

PAYMENTS

RESERVETOTAL EQUITY

Total equity at 1 April 2019 32,105 - (24,053)64 8,116

Total comprehensive loss for the year - - (4,041) - (4,041)

Arising from business combination - 1,999 - - 1,999

Issue of new shares6,787 - - - 6,787

Total equity at 31 March 202038,892 1,999 (28,094)64 12,861

Total equity at 1 April 202038,892 1,999 (28,094)64 12,861

Total comprehensive loss for the year - - (6,586) - (6,586)

Share based payments11 - - - 91 91

Issue of new shares118,359 (1,999) - - 6,360

Total equity at 31 March 202147,251 - (34,680)155 12,726

The accompanying notes form part of and are to be read in conjunction with these financial statements.

CONSOLIDATED STATEMENT OF

MOVEMENTS IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2021

24

SAVOR 2021 ANNUAL REPORT

FINANCIAL STATEMENTS

The accompanying notes form part of and are to be read in conjunction with these financial statements.
NOTES

2021

$000’S

2020

$000’S

ASSETS

Current assets:

Cash3,402 -

Trade and other receivables4 435 2,021

Inventories5 460 2,293

Total current assets4,297 4,314

Non-current assets:

Trade and other receivables4 - 423

Property, plant and equipment7 6,691 7, 6 5 1

Intangible assets8 17,271 19,673

Right of use asset9 8,171 8,400

Total non-current assets32,133 36,147

Total assets36,430 40,461

LIABILITIES

Current liabilities:

Bank overdraft - 597

Trade and other payables6 3,450 4,743

Contract liabilities - 436

Lease liability1,607 1,038

Borrowings10 1,719 1,643

Related party payables3,077 3,183

Total current liabilities9,853 11,640

Non-current liabilities:

Trade and other payables6 1,135 1,294

Related party payables112 -

Contingent consideration - 1,234

Lease liability7,302 7,648

Borrowings10 5,302 5,789

Total non-current liabilities13,851 15,965

Total liabilities23,704 27,605

EQUITY

Share capital11 47,251 38,892

Reserves(34,525)(26,036)

Total equity 12,726 12,856

Total liabilities and equity36,430 40,461

CONSOLIDATED

BALANCE SHEET

AS AT 31 MARCH 2021

25

SAVOR 2021 ANNUAL REPORT

FINANCIAL STATEMENTS

2021
$000’S

2020

$000’S

CASH FLOW FROM OPERATING ACTIVITIES

Receipts from customers24,789 39,944

Payments to suppliers, employees and other(24,777)(37,761)

Net cash from operating activities12 2,183

CASH FLOW FROM INVESTING ACTIVITIES

Purchase of property, plant and equipment and intangible assets(924)(845)

Payments for venue development costs(364)-

Repayment of related party payables(531)-

Sale of business1,900 -

Purchase of businesses- (10,962)

Net cash from/(used) in investing activities81 (11,807)

CASH FLOW FROM FINANCING ACTIVITIES

Interest paid(397)(392)

Net borrowings drawn down(411)7,4 3 2

Lease liability principal repayment(1,253)(1,546)

Transaction costs from issue of shares(103)(469)

Issue of shares6,070 1,416

Net cash from financing activities3,906 6,441

Net movement in cash held3,999 (3,183)

Add: opening cash(597)2,586

Closing cash3,402 (597)

The accompanying notes form part of and are to be read in conjunction with these financial statements.

CONSOLIDATED STATEMENT

OF CASH FLOWS

FOR THE YEAR ENDED 31 MARCH 2021

26

SAVOR 2021 ANNUAL REPORT

FINANCIAL STATEMENTS

1 SIGNIFICANT ACCOUNTING
POLICIES

Basis of preparation

Savor Limited (‘the Parent’ or ‘Company’) and its

subsidiaries (together ‘the Group’) operate in the

hospitality sector, operating a number of premium

restaurants and bars. The Group’s business is highly

seasonal with the October to March period representing

a disproportionate share of trading. The address of its

registered office is Level 4, 114 Quay Street, Auckland, 1142.

Savor Limited is a company domiciled in New Zealand,

registered under the Companies Act 1993 and is a Financial

Markets Conduct Act 2013 reporting entity. The Company

is a for-profit entity. These financial statements have

been prepared in accordance with Generally Accepted

Accounting Practice in New Zealand, which is the New

Zealand equivalent to International Financial Reporting

Standards (NZ IFRS). They also comply with International

Financial Reporting Standards (IFRS). The financial

statements are presented in New Zealand dollars.

The financial statements have been prepared under

the historical cost basis, as modified by the revaluation

of certain assets and liabilities as identified in specific

accounting policies below.

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. The financial

statements of subsidiaries are included in the consolidated

financial statements from the date that control

commences until the date control ceases. From that date

they are deconsolidated.

The Group applies the acquisition method to account for

business combinations. The consideration transferred for

the acquisition of the subsidiary is the fair values of the

assets transferred, the liabilities incurred to the former

owners of the acquiree and the equity interests issued by

the Group. The consideration transferred includes the fair

value of any asset or liability resulting from a contingent

consideration arrangement. Identifiable assets acquired

and liabilities and contingent liabilities assumed in a

business combination are measured initially at their fair

values at the acquisition date. The difference between the

consideration paid and the fair value of net assets acquired

is recognised as goodwill. Acquisition costs are expensed

as incurred.

Foreign currency translation

Foreign currency transactions on any date are translated

into the functional currency using the exchange rates

approximating the rates prevailing at the dates of the

transactions. Foreign exchange gains and losses resulting

from the settlement of such transactions and from the

translation at year-end exchange rates of monetary

assets and liabilities denominated in foreign currencies are

recognised in the profit or loss component of the statement

of comprehensive income.

Revenue recognition

The Group recognises revenue when it is highly probable

that a significant reversal of revenue will not occur. The

Group derives venue revenue through the sale of food

and beverages and by hosting events. This revenue is

recognised at a point in time, being the point of sale. For

significant events, the Group receives deposits in advance

to secure the booking. These deposits are deferred on the

balance sheet as a contract liability and are recognised as

revenue at a point in time, being the date of the event.

The Group has determined that there is a single

performance obligation for these transactions even

though part-payment may be received in advance.

Changes in accounting policy

These financial statements are prepared using the same

accounting policies as the prior year.

Several other amendments and interpretations apply for

the first time from 1 April 2020, but do not have an impact

on the consolidated financial statements of the Group.

2 KEY ESTIMATES AND JUDGEMENTS

The Group has undertaken a number of key estimates and

judgements when preparing these financial statements,

the details of which are outlined in this note. These

judgements have been formed using historical information

and comparatives where available, and management’s best

judgement where there is no appropriate comparison. The

Group continues to review all significant estimates along

with the assumptions used and recognises any adjustments

to these in the period in which a change occurs.

NOTES TO THE FINANCIAL

STATE ME NT S

27

SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

2.1 INTANGIBLE ASSET IMPAIRMENT
Goodwill across the Group is tested annually for

impairment. Each cash generating unit (CGU) that

carries goodwill is valued on a value-in-use basis using

a discounted cash flow model. Management has used

its past experience of sales growth, operating costs

and margin, and external sources of information where

appropriate, to determine their expectations for the future.

These cash flow projections over five years are principally

based on the Group’s budget, which is risk adjusted where

appropriate. Cash flows beyond five years have been

extrapolated using estimated terminal growth rates, which

do not exceed the long-term average growth rate. The

terminal growth rate used was 2.0% (2020: 2.5%) and the

Group employed a weighted average cost of capital of 10%

(2020: 10%).

Following the COVID-19 challenges experienced during

the current year, it is inherently difficult to forecast

future performance of the Group’s operations. The Group

has prepared reasonable budget and forecasts based on

current expectations, however there remains an element

of risk which is primarily dependent on general market

conditions. The forecasts anticipate a staged recovery, with

a return to pre-COVID-19 levels not planned until years 3-5

of the forecast period, depending on the circumstances

of each individual venue. Venue performance has

demonstrated improvements in margins and operatings

earnings throughout the current year, which are expected

to be maintained throughout the forecast period.

Impairment recognised

The Auckland Fish Market venues have been impacted

significantly as a result of the sharp reduction in tourism in

central Auckland. These venues face an uncertain outlook

in terms of returning to prior levels of revenue in order to

sustain the required profitability. Management has revised

its expectations of a return to pre-COVID levels of trading,

which has led to a reduction of the value in use of the

Auckland Fish Market venues. An impairment of goodwill

of $2 million has been recognised, resulting in a remaining

goodwill balance of $2.3 million. Further impairment may

be required should the venue not meet its forecasts.

Other CGU’s

A change in any of the key assumptions would lead to the

elimination of the excess of the recoverable amount over

carrying amount for the below venues.

KEY ASSUMPTION

VALUE

ATTRIBUTED

SENSITIVITY

(ABSOLUTE

MOVEMENT)

Seafarers

Terminal year EBITDA margin19.1%1.1%

Terminal growth rate2.0%0.5%

Discount rate10.0%0.5%

2.2 ASSET PURCHASE

Mission Bay Pavilion

On 30 October 2020, the Group acquired the assets and

liabilities of Mission Bay Pavilion, in Auckland’s Mission

Bay, from interests associated with Directors Lucien Law

and Paul Robinson. The total purchase price of $0.6 million

consisted of a $0.54 million deferred payment to the

vendors, with the balance settling a pre-existing receivable

with the vendors. The Group has determined that this

transaction does not meet the requirements of a business

combination under NZ IFRS 3 Business Combinations, as the

venue had not been operational for several months and no

employees were absorbed as part of the transaction. The

purchase price was equal to the carrying value of the net

assets and the acquired balances are outlined below.

MISSION BAY PAVILION

$000’s

Consideration made up of the following:

Deferred consideration537

Settlement of pre-existing receivable59

596

Recognised assets acquired and

liabilities assumed:

Property, plant and equipment1,204

Inventories5

Right of use assets1,144

Lease liabilities(1,144)

Other liabilities (613)

Identifiable net assets596

28

SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

2.3 DISCONTINUED OPERATIONS
On 26 February 2021, the Group divested Moa Brewing

Company for total proceeds of $1.9 million. The sale

and purchase agreement allowed for an adjustment to

the purchase price for working capital balances. This

adjustment totals approximately $140,000, which is

owed to the Group at year end. This is disputed by

the purchaser and the Group has enacted the disputes

process in the sale agreement accordingly. The Group is

confident in its position and the recoverability of this

balance, however, has not recognised this as a receivable

in these financial statements given the early stages of

the disputes process.

The Group has provided for all liabilities arising from the

completion of the sale of Moa Brewing. This included

obligations to a number of previous suppliers of Moa

Brewing Company Limited.

2021

$000’s

Consideration 1,900

Carrying value 2,103

Net loss on sale (203)

There was no tax benefit in any jurisdiction arising from

the loss on sale recognised.

Financial Performance

The financial performance information presented is for

the period ended 26 February 2021 and the year ended

31 March 2020. The expenses recognised including

the trading operations for the year as well as certain

provisions held for liabilities associated with Moa

Brewing Company Limited.

PERIOD ENDED

26 FEB 2021

$000’s

YEAR ENDED

MARCH 2020

$000’s

Revenue 8,100 14,283

Expenses (11,393) (16,821)

Earnings before taxation (3,293) (2,538)

Taxation expense - -

(3,293) (2,538)

Loss on sale (203) -

Loss after taxation from discontinued

operations

(3,496) (2,538)

Cash flow performance

The cash flow information presented is for the period

ended 26 February 2021 and the year ended 31 March 2020.

PERIOD ENDED

26 FEB 2021

$000’s

YEAR ENDED

MARCH 2020

$000’s

Net cash outflow from operating activities (1,018) (943)

Net cash outflow from investing activities - (207)

Net cash outflow from financing activities (33) (127)

Net decrease in cash generated by the

discontinued operation

(1,051) (1,277)

Assets and Liabilities

The carrying amounts of assets and liabilities as at the

date of sale were:

26 FEB 2021

$000’s

MARCH 2020

$000’s

Cash - (318)

Trade and other receivables 532 1,661

Inventories 988 1,926

Contract assets 186 207

Right of use asset 99 128

Property, plant and equipment 1,487 1,925

Intangible assets 275 338

Total assets 3,567 5,867

Trade and other payables (910) (2,345)

Contract liabilities (446) (636)

Lease liability (108) (133)

Total liabilities (1,464) (3,114)

Net assets 2,103 2,753

2.4 RESTRUCTURING COSTS

2021

$000’s

2020

$000’s

Acquisition costs(186)(139)

Restructuring and other costs(40)(156)

Loss on disposal of fixed assets(331)(4)

Concept development expenses(364)(100)

(921)(399)

Restructuring costs occur outside the normal course

of operating the venues on a day to day basis, and

are unrelated to the Group’s trading operations. These

have been separated out on the face of the Statement

of Comprehensive Income to allow the reader of these

financial statements to understand the day to day

operations for the period without the impact of these

29

SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

items. These items typically include the impairment or
disposal of assets, costs related to restructuring or M&A

activity, concept development or unrelated to Group’s

trading operations, as well as those items related to

COVID-19 such as the closure costs of venues and the

benefit of lease concessions obtained.

2.5 GOVERNMENT GRANTS

On 17 March 2020, the New Zealand Government

announced the implementation of a wage subsidy scheme.

The Group met the eligibility criteria requirements of the

scheme and $3.1 million was received by the Group during

the year. The funds received by the Group were used to

mitigate employee-related costs during the eligibility

period. Funds received as part of the wage subsidy

scheme have been accounted for in line with NZ IAS

20 – Government Grants and Disclosure of Government

Assistance. The Group has elected to present income

received from the wage subsidy as an offsetting deduction

to its employee costs. Funds received as part of the

scheme have no unfulfilled conditions or other attached

contingencies as at 31 March 2021.

2.6 GOING CONCERN

The Group has negative working capital at 31 March 2021,

a key driver of this is the significant related party payable

balance which was paid on 1 April 2021. The nature of the

Group’s operations means that the Group holds minimal

receivables and inventory balances compared to its

current liabilities. The Group recorded positive operating

cash flows from continuing operations during the year

and strong operating earnings in light of COVID-19

pressures and has a significant cash balance at the date

of the approval of these financial statements. The Group

completed a capital raise and refinancing immediately

following year end, demonstrating the Group’s ability to

raise additional funds to further expand where required.

The Directors have concluded that the preparation of the

financial statements on a going concern basis remains

appropriate.

3 SEGMENTAL INFORMATION

Operating segments are reported in a manner consistent

with the internal reporting provided to the chief operating

decision maker. The chief operating decision maker, who

is responsible for allocating resources and assessing

performance of the operating segments, has been

identified as the Board of Directors. Segmental information

is presented in respect of the Group’s industry segments.

2021

REVENUE

2020

REVENUE

2021

EBITDA*

2020

EBITDA*

Hospitality 16,134 23,990 3,571 2,922

Corporate - - (1,732) (1,431)

Continuing operations 16,134 23,990 1,839 1,491

Discontinued operations 8,100 14,283 (846) (1,481)

Total 24,234 38,273 993 10

*EBITDA means earnings before interest, tax, depreciation, amortisation,

restructuring costs, impairment charges, and release of contingent consideration

as disclosed in the Statement of Comprehensive Income.

2021

DEPRECIATION

AND

AMORTISATION

2020

DEPRECIATION

AND

AMORTISATION

2021

CAPITAL

EXPENDITURE

2020

CAPITAL

EXPENDITURE

Hospitality (2,191) (2,112) (923) (637)

Corporate - - - -

Continuing

operations

(2,191) (2,112) (923) (637)

Discontinued

operations

(404) (554) - (208)

Total (2,595) (2,666) (923) (845)

2021

NON-CURRENT

ASSETS

2020

NON-CURRENT

ASSETS

Hospitality 32,133 33,549

Corporate - -

Continuing operations 32,133 33,549

Discontinued operations - 2,598

Total 32,133 36,147

30

SAVOR 2021 ANNUAL REPORT

FINANCIAL STATEMENTS

4 TRADE AND OTHER RECEIVABLES
Trade receivables are recognised initially at fair value

and subsequently measured at amortised cost using

the effective interest rate method, less an allowance for

impairment. Trade receivables are due for settlement

between 30-90 days from invoice date.

2021

$000’s

2020

$000’s

Trade receivables208 1,588

Less: provision for doubtful debts - (63)

Trade receivables208 1,525

Contract assets - 207

Other receivables227 712

435 2,444

Current435 2,021

Non-current - 423

435 2,444

The Group applies the simplified approach to providing

for expected credit losses prescribed by NZ IFRS 9, which

permits the use of lifetime expected loss provisions for

all trade receivables. Collectability of trade receivables is

reviewed on an ongoing basis and a provision for doubtful

debts is made when there is evidence that the Group

will not be able to collect the receivable. Additionally, the

Group has established an allowance for Expected Credit

Loss (ECL) based on its historical credit loss experience,

adjusted for forward-looking factors specific to the

receivables and the economic environment. Receivables are

written off when recovery is no longer anticipated. There

are no overdue receivables considered impaired that have

not been provided for.

2021

$000’s

2020

$000’s

Current359 1,668

0 - 30 days over standard terms 70 149

31 - 60 days over standard terms 6 48

61+ days over standard terms - 219

Provision - (63)

Trade and other receivables435 2,021

5 INVENTORIES

Raw materials, work in progress and finished goods are

stated at the lower of cost and net realisable value. Cost

comprises direct materials and where appropriate, either

a contract manufacturing charge, or direct labour and an

appropriate proportion of variable and fixed overhead

expenditure, the latter being allocated on the basis of

normal operating capacity. Costs are assigned to individual

items of inventory on the basis of weighted average costs.

Net realisable value is the estimated selling price in the

ordinary course of business less the estimated costs of

completion and the estimated costs necessary to make

the sale.

2021

$000’s

2020

$000’s

Raw materials 139 1,040

Work in progress - 168

Finished goods 321 1,085

460 2,293

6 TRADE AND OTHER PAYABLES

Trade and other payables are recognised initially at fair

value and subsequently measured at amortised cost using

the effective interest method. These amounts represent

liabilities for goods and services provided to the Group

prior to the end of the financial year which are unpaid.

The amounts are unsecured and are usually paid within

30 and 60 days of recognition. Liabilities for wages and

salaries, including non-monetary benefits, and annual

leave expected to be settled within 12 months of the

reporting date are recognised in other payables in respect

of employees’ services up to the reporting date. Supplier

loans relate to inducements received for the long term

supply to Hospitality venues. These loans are amortised

over the life of the individual contract as the benefits

are consumed.

2021

$000’s

2020

$000’s

Trade payables2,682 4,047

Employee entitlements423 522

Supplier loans1,480 1,468

4,585 6,037

Current3,450 4,743

Non-current1,135 1,294

4,585 6,037

31

SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

7 PROPERTY, PLANT & EQUIPMENT
All plant and equipment is stated at historical cost less

accumulated depreciation and accumulated impairment

losses. 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 charged to the statement of

comprehensive income during the financial year in which

they are incurred.

Depreciation is calculated using the straight-line method

to expense the cost of the assets over their useful lives.

The rates are as follows:

Plant and equipment 5% - 67%

Leasehold improvements 7% - 14%

Fixtures & fittings 15 - 67%

Motor vehicles 20%

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. Any related

gain or loss on disposal is recognised in the statement of

comprehensive income as part of restructuring costs.

PLANT &

EQUIPMENT

FIXTURES &

FITTINGS

LEASEHOLD

IMPROVEMENTSVEHICLESTOTAL

2021

Carrying value at 1 April 20202,5837454,304197, 6 5 1

Additions99196616 - 911

Acquisitions (refer note 2.2)29618890 - 1,204

Disposals(355)(7)(208) - (570)

Disposal of business (refer note 2.3)(1,143)(94)(240)(10)(1,487)

Depreciation(440)(181)(388)(9)(1,018)

Carrying value at 31 March 20211,0406774,974 - 6,691

Represented by:

Cost1,5081,0045,818 - 8,330

Accumulated depreciation(468)(327)(844) - (1,639)

1,0406774,974 - 6,691

2020

Carrying value at 1 April 20191,82060251282,159

Additions295129258 - 682

Acquisitions1,1167184,318 - 6,1 52

Disposals(65)(2) - - (67)

Depreciation(583)(160)(523)(9)(1,275)

Carrying value at 31 March 20202,5837454,304197, 6 5 1

Represented by:

Cost4,2421,0984,8914710,278

Accumulated depreciation(1,659)(353)(587)(28)(2,627)

2,5837454,304197, 6 5 1

The Group had no material capital commitments at 31 March 2021 (2020: nil).

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SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

8 INTANGIBLE ASSETS
Intangible assets acquired separately are measured on initial

recognition at cost. Following initial recognition, intangibles

are carried at cost less any accumulated amortisation and

accumulated impairment losses. Intangible assets with

indefinite useful lives are not amortised but are tested for

impairment annually, either individually or at the cash-

generating unit level. Intangible assets with a definite life

are amortised on a straight-line basis.

Resource consent assets related to the Moa Brewery in

Blenheim, New Zealand and were amortised over the

life of the resource consent of 10 years. Software and

other intangibles, including trademarks and the cost of

development of venue concepts, are amortised over a

period of 2-4 years.

Goodwill is stated at cost, less any impairment losses.

Goodwill is allocated to cash-generating units (CGUs) and

is not amortised but is tested annually for impairment, and

when an indication of impairment exists.

For the purposes of considering whether there has been

an impairment, assets are grouped at the lowest level for

which there are identifiable cash flows that are largely

independent of the cash flows of other groups of assets.

When the book value of a group of assets exceeds the

recoverable amount, an impairment loss arises and is

recognised in earnings immediately. Refer to note 2.1 for

impairment considerations.

GOODWILLRESOURCE CONSENT

SOFTWARE AND OTHER

INTANGIBLESTOTAL

2021

Carrying value at 1 April 202019,14832220319,673

Additions - - 6666

Disposals - - (81)(81)

Impairment (2,000) - - (2,000)

Disposal of business (refer note 2.3) - (261)(14)(275)

Amortisation expense - (61)(51)(112)

Carrying value at 31 March 202117,148 - 12317,271

Represented by:

Cost19,148 - 16719,315

Accumulated amortisation and impairment (2,000) - (44)(2,044)

17,148 - 12317,271

2020

Carrying value at 1 April 2019 - 38518403

Additions - - 161161

Disposals - - (2)(2)

Acquisitions19,148 - 5219,200

Amortisation expense - (63)(26)(89)

Carrying value at 31 March 202019,14832220319,673

Represented by:

Cost19,14863023220,010

Accumulated depreciation - (308)(29)(337)

19,14832220319,673

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SAVOR 2021 ANNUAL REPORT

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Significant cash generating units
Goodwill is allocated to the following significant cash

generating units:

2021

$000’s

2020

$000’s

Seafarers4,3204,320

Ebisu & Fukuko3,0273,027

Azabu4,3694,369

Auckland Fish Market2,1634,1 6 3

Non Solo Pizza3,2693,269

17,14819,148

9 LEASES

The Group recognises right-of-use assets and lease

liabilities for most property leases. On inception of a new

lease, the lease liability is measured at the present value

of the remaining lease payments, discounted using the

Group’s incremental borrowing rate at that date. The

right-of-use assets are measured at an amount equal to

the lease laibility, and are depreciated over the estimated

remaining lease term on a straight line basis. The Group

presents the right-of-use assets and lease liabilities

separately on the Balance Sheet.

The Group applies the following practical expedients when

applying NZ IFRS 16:

• A single discount rate to a portfolio of leases with

similar characteristics;

• Exemption to not recognise right-of-use assets for low-

value leases; and

• Exemption to not recognise right-of-use assets for

leases with less than 12 months remaining.

The Group as the lessee has various non-cancellable leases

predominantly for the lease of land and buildings. The

leases have varying terms and renewal rights. On renewal,

the terms of the lease are renegotiated.

RIGHT-OF-USE ASSETS

2021

$000’s

2020

$000’s

Carrying value at 1 April8,400808

Additions (refer to note 2.2)1,1449,1 7 5

Modification to lease terms224

Variable lease payment adjustments(179)

Disposals(99)(284)

Depreciation(1,319)(1,299)

Carrying value at 31 March8,1718,400

AMOUNTS RECOGNISED IN

PROFIT OR LOSS

2021

$000’S

2020

$000’s

Lease depreciation 1,319 1,299

Interest expense on lease liabilities 394 534

Lease expense on low value leases 17 3

Rental concessions received225 -

During the year the Group received a number of rent

concessions from landlords in response to the impact

of COVID-19. The treatment of individual leases varied

depending on the contractual positions of each site.

The Group elected to apply the practical expedient

permitted under NZ IFRS 16 para 46A for the Auckland

Fish Market and Non Solo Pizza leases and recognised the

benefit of these concessions directly in the Statement of

Comprehensive Income.

10 BORROWINGS

The Group has bank borrowings of $7.0 million at 31 March

2021 (2020: $7.5 million). The average interest rate on these

borrowings during the year was 4.38% (2020: 5.10%). The

Group also has access to total overdraft facilities of $0.5

million (2020: $2 million), $0.1 million of which was drawn

at year end.

During COVID-19, the Group received a number of

concessions from its banking partner, Bank of New

Zealand. These concessions included a principal holiday

of nine months, as well as a waiver of all covenants for

that same time period. At 31 March 2021, the Group was in

compliance with applicable covenants.

Refinancing

On 29 March 2021, the Group entered into an agreement

with Kiwibank Limited to refinance the Group’s borrowings

and banking relationship, in order to fund the acquisition

of additional hospitality venues from Hipgroup Limited.

As a result of the refinancing, the borrowings from BNZ

were repaid in full and from 8 April 2021, the Group had

borrowings of $14 million and access to overdraft facilities

of $1 million if required.

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SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

11 CAPITAL
2021

$000’s

2020

$000’s

Reported capital at the beginning of

the year

38,892 32,105

Issue of shares (net of issue costs)8,359 6,787

47,251 38,892

Number of ordinary shares:

Number of shares on issue at the

beginning of the year

86,364,038 68,226,886

Issue of shares59,907,588 18,066,656

Share options exercised - 70,496

Total number of shares on issue146,271,626 86,364,038

All issued shares are fully paid and have no par value.

The cost of issuing shares during the year amounted to

$103,000 (2020: $469,000).

Equity raise - April & May 2020

On 7 April 2020, the Group issued 17.8 million shares raising

$2.5 million and on 15 May 2020 a further 25.5 million

shares were issued raising $3.6 million. All shares were

issued at $0.14 raising a total of $6.1 million in cash. At

the same time as the May 2020 equity raise, 15.7 million

shares were issued to Executive Directors Lucien Law and

Paul Robinson as part of the agreed settlement for the

Savor Group acquisition, which had previously been held

by the Group as unissued capital. The exercise price of

these shares was amended to be $0.14, in exchange for

the cancellation of the contingent consideration from the

same transaction.

There was an additional 888,000 shares issued in June

2020 as consideration for employee short term incentives,

directors fees, and payments to suppliers.

Equity raise - April 2021

On 8 April 2021, the Group issued 34 million shares raising

a total $6 million in new funds to secure the Group’s

future growth aspirations. The Savor vendors took up

their full rights, totalling $0.9 million, opting to offset

these against the related party payable due on 1 April

2021. In addition, the Group also issued $1 million of

shares at $0.22 to be held in escrow for the vendors of

the Hipgroup Limited acquisitions.

Share option plan

In July 2015 the Board approved the Company Employee

Share Option Plan. Options allow eligible staff to subscribe

for ordinary shares in the Company at an exercise price.

Options are vested in equal tranches on the first to third

anniversaries of the date of issuance while the eligible

employees remain in full time employment with the

Group. Once vested the options can be exercised at any

time up to the second April following vesting. Employees

can pay the exercise price in shares using the 20-day

Volume Weighted Average Price of the Company shares up

to the date of issuance. The Employee Share Option Plan

allows employees to exercise all their vested options into

ordinary shares for cash or a lower number of ordinary

shares for no cash.

The expense recognised for employee services received

during the year is shown below:

2021

$000’s

2020

$000’s

Expense arising from equity-settled

share-based payment transactions

91-

NUMBER OF

OPTIONS

WEIGHTED

AVERAGE

EXERCISE PRICE

(CENTS)

Outstanding 1 April 2018 894,664 28.2

Granted 693,366 42.9

Forfeited (189,882)28.2

Exercised (240,501)28.2

Outstanding 31 March 2019 1,157,647

Forfeited (156,170)28.2

Exercised (70,496)28.2

Outstanding 31 March 2020 930,981

Granted 1,642,857 21.0

Forfeited (610,371)24.6

Cancelled (1,068,145)21.0

Outstanding 31 March 2021 895,322

The outstanding options have been valued at grant date

using the Black-Scholes pricing method at $155,980, the

key inputs for which are outlined below.

20212020

Weighted average fair values at the

measurement date ($)

0.210.08

Dividend yield (%)0.00.0

Expected volatility (%)0.060.1 3

Risk-free interest rate (%)2.02.0

Expected life of share options (years)3.001.35

Weighted average share price ($)0.390.1 5

The expected life of the share options and SARs is based

on historical data and current expectations and is not

necessarily indicative of exercise patterns that may occur.

The expected volatility reflects the assumption that the

historical volatility over a period similar to the life of the

options is indicative of future trends, which may not

necessarily be the actual outcome.

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SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

12 RELATED PARTY DISCLOSURES
KEY MANAGEMENT PERSONNEL

COMPENSATION20212020

Directors' fees195 224

Senior management remuneration paid,

payable or provided for:

Short-term employee benefits907 1,069

Related party balances

outstanding

At 31 March 2021, the Group had recognised liabilities of

$3.2 million payable to Lucien Law and Paul Robinson for

the acquisition of Savor Group ($2.8m) and the acquisition

of Mission Bay Pavilion ($0.4m). The Savor Group payable

was settled subsequent to year end through a combination

of shares issued as part of the renounceable rights issue

and a final cash payment of $1.8m. The remaining Mission

Bay Pavilion payable is being settled in equal monthly

payments until August 2022.

At 31 March 2021, there was $53,000 of directors fees

payable to the Non-Executive Directors.

Transactions during the year

During the year, the Group provided employee services

and the supply of products to other hospitality venues

owned by Executive Directors Paul Robinson and Lucien

Law totalling $42,000, none of which was outstanding at

year end. The Group employed the services of Cannings

Strategic Communications, a communications firm with

personal connections to Lucien Law, during the year that

totalled $33,000.

As outlined in note 11, during the year the Group issued

$2.2 million of shares to Executive Directors Paul Robinson

and Lucien Law as part of the settlement of the Savor

Group acquisition.

13 EARNINGS/(LOSSES) PER SHARE

Earnings/(losses) per share is the portion of a company’s

profit allocated to each outstanding ordinary share and

is calculated by dividing the earnings attributable to

shareholders by the weighted average of ordinary shares

on issue during the year excluding treasury stock.

20212020

Net losses per share (cents) (4.6) (4.8)

Basic and diluted

Net losses per share from continuing

operations (cents)

(2.2) (1.8)

Basic and diluted

Net losses per share from

discontinued operations (cents)

(2.5) (3.0)

Basic and diluted

2021

$000’s

2020

$000’s

NUMERATOR

Net loss attributable to shareholders(6,586)(4,041)

Net loss from continuing operations(3,090)(1,503)

Net loss from discontinued operations(3,496)(2,538)

DENOMINATOR (THOUSANDS OF SHARES)

Weighted average number of shares

outstanding

141,892 85,035

Denominator for net earnings

per share

141,892 85,035

14 TAXATION

Income tax expense

The income tax expense or revenue for the year is the total

of the current year’s taxable income based on the national

income tax rate adjusted for any prior years’ under or

over provisions, plus or minus movements in the deferred

tax balance except where the movement in deferred tax

is attributable to a movement in reserves. The current

income tax charge is calculated on the basis of tax laws

enacted or substantially enacted at balance date.

Below is the reconciliation of earnings before taxation to

taxation expense:

2021

$000’s

2020

$000’s

Loss before taxation(6,586)(4,041)

Taxation at 28 cents per dollar(1,844)(1,131)

Adjusted for:

Non-deductible expenses592 26

Temporary differences not recognised365 177

Non-assessable income(289)(192)

Tax losses for which no deferred tax

asset was recognised

1,176 1,120

- -

Deferred tax

Movements in deferred tax are attributable to temporary

differences between the tax bases of assets and liabilities

and their carrying amounts in the financial statements and

any unused tax losses or credits. Deferred tax assets and

liabilities are recognised for temporary differences at the

tax rates expected to apply when the assets are recovered

or liabilities are settled, based on those tax rates which

are enacted or substantively enacted for each jurisdiction.

An exception is made for certain temporary differences

arising from the initial recognition of an asset or a liability.

No deferred tax asset or liability is recognised in relation

to temporary differences if they arose in a transaction,

other than a business combination, that at the time of the

transaction did not affect either accounting profit or loss

or taxable profit or loss.

36

SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

Deferred tax assets are recognised for deductible temporary
differences and unused tax losses only to the extent that it

is probable that future taxable amounts will be available to

utilise those temporary differences and losses.

Deferred tax liabilities and assets are not recognised for

temporary differences between the carrying amount and

tax bases of investments in controlled entities where

the parent entity is able to control the timing of the

reversal of the temporary differences and it is probable

that the differences will not reverse in the foreseeable

future. The income tax expense or credit attributable to

amounts recognised in other comprehensive income is also

recognised in other comprehensive income.

Current and deferred tax assets and liabilities of individual

entities are reported separately in the consolidated

financial statements unless the entities have a legally

enforceable right to make or receive a single net payment

of tax and the entities intend to make or receive such a net

payment or to recover the current tax asset or settle the

current tax liability simultaneously.

TAX LOSSES BROUGHT FORWARD

2021

$000’s

2020

$000’s

The Group has unrecognised deferred tax assets arising from tax losses as

follows:

Opening balance7, 3 2 36,203

Tax losses for the year1,176 1,120

8,499 7,323

The Group has no imputation credits available at 31 March

2021 (2020: nil).

15 ADDITIONAL EXPENSE

DISCLOSURES

2021

$000’s

2020

(RESTATED)

$000’s

Direct costs includes the following:

Cost of goods sold (including the purchase

of raw materials)

4,570 7,098

Inventory written off / wastage 91 55

Employee costs includes the following:

Salaries, wages, and kiwisaver contributions5,976 10,602

Bad debts written off - 30

Foreign exchange (losses)/gains - (7)

Auditor's remuneration

Audit of the financial statements

EY178 -

Grant Thornton - 81

Total auditor remuneration178 81

16 RECONCILIATION OF NET

EARNINGS TO NET CASH FROM

OPERATING ACTIVITIES

2021

$000’s

2020

(RESTATED)

$000’s

Net profit(loss) after tax(6,586)(4,041)

Add back:

Interest paid786 1,286

Venue development costs expensed364 -

Supplier loans received - 500

Add/(Less) non-cash items:

Depreciation and amortisation 2,5952,666

Impairment of goodwill2,000 -

Supplier loan income recognised(236)215

Loss on disposal of fixed assets454 69

Share based payments91 -

Release of contingent consideration(1,033)(684)

Movements in working capital:

Trade and other receivables556 1,123

Inventories550 (659)

Trade and other payables471 1,708

Net cash from operating activities12 2,183

17 FINANCIAL INSTRUMENTS

Recognition and derecognition

Financial assets and liabilities are recognised when the

Group becomes a party to contractual provisions of the

instrument. Financial assets are derecognised when the

contractual rights to the cash flows from the financial

asset expire, or when the financial asset and substantially

all the risk and rewards are transferred. A financial liability

is derecognised when it is extinguished, discharged,

cancelled or expires.

Classification and initial measurement

of financial assets

Except for those trade receivables that do not contain

a significant financing component and are measured at

the transaction price in accordance with IFRS 15 (Revenue

from Contracts with Customers), all financial assets are

initially measured at fair value adjusted for transaction

costs (where applicable). Financial assets, other than those

designated and effective as hedging instruments, are

classified into the following categories:

• Amortised cost

• Fair value through profit or loss (FVTPL)

• Fair value through other comprehensive income (FVOCI)

In the periods presented the Group does not have any

financial assets categorised as FVTPL or FVOCI.

37

SAVOR 2021 ANNUAL REPORT

FINANCIAL STATEMENTS

Financial assets at amortised cost
Financial assets are measured at amortised cost if the

assets meet the following conditions (and are not

designated as FVTPL):

• they are held within a business model whose objective

is to hold the financial assets and collect its contractual

cash flows;

• the contractual terms of the financial assets give rise

to cash flows that are solely payments of principal and

interest on the principal amount outstanding.

After initial recognition, these are measured at amortised

cost using the effective interest method. Discounting is

omitted where the effect of discounting is immaterial. The

Group’s cash and trade and other receivables fall into this

category of financial instruments.

Impairment of financial assets

Recognition of credit losses uses the ‘expected credit

loss (ECL) model’. The Group considers a broad range of

information when assessing credit risk and measuring

expected credit losses, including past events, current

conditions, reasonable and supportable forecasts that

affect the expected collectability of future cash flows of

the instrument.

In applying this forward looking approach, a distinction is

made between:

• financial instruments that have not deteriorated

significantly in credit quality since initial recognition or

that have low credit risk (‘Stage 1’); and

• financial instruments that have deteriorated

significantly in credit quality since initial recognition and

whose credit risk is not low (‘Stage 2’)

‘Stage 3’ would cover financial assets that have objective

evidence of impairment at the reporting date. ‘12 month

expected credit losses’ are recognised in Stage 1, while

‘lifetime expected credit losses’ are recognised for Stage 2.

Measurement of the expected credit losses is determined

by probability weighted estimate of credit losses over the

expected life of the financial instrument.

Trade and other receivables and

contract assets

The Group makes use of a simplified approach in

accounting for trade and other receivables as well

as contract assets and records the loss allowance as

lifetime expected credit losses. These are the expected

shortfalls in contractual cash flows, considering the

potential for default at any point during the life of the

financial instrument.

Classification and measurement of

financial liabilities

The Group’s financial liabilities include trade and other

payables, contingent consideration, borrowings and related

party payables.

Financial liabilities are initially measured at fair value, and,

where applicable, adjusted for transaction costs unless

the Group designated a financial liability at fair value

through profit or loss. Subsequently, financial liabilities

are measured at amortised cost using the effective

interest method.

a) Categories of financial assets

& liabilities

The varying amounts presented in the balance sheet relate

to the following categories of assets and liabilities:

2021

$000’s

2020

$000’s

FINANCIAL ASSETS

Financial assets at amortised cost:

Cash3,402 -

Trade and other receivables435 2,444

Total financial assets3,837 2,444

FINANCIAL LIABILITIES

Financial liabilities at amortised cost:

Bank overdraft - 597

Trade and other payables4,585 4,047

Lease liability8,909 8,686

Borrowings7,021 7,4 3 2

Total financial liabilities20,515 20,762

The Group’s activities expose it to a variety of financial

risks: market risk (including currency risk and 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 different methods to measure different

types of risk to which it is exposed. These methods include

sensitivity analysis in the case of interest rate and foreign

exchange risks and aging analysis for credit risk.

b) Market risk

Market risk is the risk that changes in market prices,

such as foreign exchange rates and interest rates, will

affect the Group’s income, input costs, or interest rates

on the Group’s borrowings. The objective of market risk

management is to manage and control risk exposures

within acceptable parameters while optimising the return

on risk.

38

SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

i) Interest rate risk
The Group’s fair value interest rate risk as at 31 March 2021

arises from its borrowings. An analysis on the sensitivity of

the Group’s earnings due to movements in interest rates is

shown below.

EFFECT ON NET LOSS BEFORE TAX

2021

$000’s

2020

$000’s

1% increase in interest rate(70)(190)

1% decrease in interest rate70 190

The above information is calculated by applying the

effective movement to the average balance of borrowings

on hand at 31 March 2021 of $7.0 million (2020: $7.3 million).

ii) Currency risk

The Group purchases services that are denominated in

foreign currencies (primarily AUD) from time to time. These

purchases were immaterial during the financial year, and

the Group’s exposure to movements in foreign exchange

is immaterial.

c) Credit risk

Credit risk is the risk of financial loss to the Group if a

customer or counterparty to a financial instrument fails

to meet its contractual obligations. Credit risk arises from

cash and deposits with banks and financial institutions, as

well as from the Group’s receivables due from customers.

Cash and deposit balances are held with financial

institutions rated at least an A+ Credit Rating by Standard

and Poors.

Sales are settled in cash at the point of sale, leaving

minimal debtors. The Group has adopted the simplified

approach to ECL (expected credit loss) in NZ IFRS 9:

Financial Instruments which apply to trade receivables

that are in the scope of IFRS 15. The impact is limited as

trade receivables are predominantly less than 30 days

The maximum exposure to credit risk at the reporting

date is the carrying amount of the financial assets as

summarised in note 4.

d) Liquidity risk

Liquidity risk is the risk that the Group will not be able

to meet its financial obligations as they fall due. The

Group’s approach to managing liquidity is to ensure, as

far as possible, that it will always have sufficient liquidity

to meet its liabilities when due, under both normal and

stressed conditions, without incurring unacceptable losses

or risking damage to the Group’s reputation.

The Group manages liquidity risk by continuously

monitoring forecast and actual cash flows and matching

the maturity profiles of financial assets and liabilities.

The following maturity analysis table sets out the

remaining contractual undiscounted cash flows for

financial liabilities.


2021

TOTAL

$000’s

0-6 MONTHS

$000’s

7-12 MONTHS

$000’s

1-2 YEARS

$000’s

2-5 YEARS

$000’s

5+ YEARS

$000’s

Trade and other payables4,585 2,927 523 860 275 -

Related party payables3,189 2,927 150 112 - -

Lease liabilities10,438 812 831 1,586 5,123 2,086

Borrowings7,021 851 867 1,735 3,568 -

Total principal cash flows25,233 7,517 2,371 4,293 8,966 2,086

Contractual interest cash flows697 158 139 239 161 -

Total contractual cash flows25,930 7, 6 7 5 2,510 4,532 9,127 2,086

2020

Trade and other payables4,047 2,725 147 294 881 -

Related party payables3,183 3,183 - - - -

Contingent consideration1,234 - 1,234 - - -

Lease liabilities10,270 749 739 1,441 4,171 3,170

Borrowings7,4 3 2 - 822 1,719 4,891 -

Total principal cash flows26,166 6,657 2,942 3,454 9,943 3,170

Contractual interest cash flows970 190 177 290 313 -

Total contractual cash flows27,136 6,847 3,119 3,744 10,256 3,170

39

SAVOR 2021 ANNUAL REPORT

FI N A N C I A L S TAT E M E N T S

18 FINANCIAL STATEMENTS
PRESENTATION

The Group continue to improve the disclosures in these

financial statements where required. For 2021, this includes

the discontinued operations disclosures for the sale of

Moa Brewing Company Limited during the year. The

change in the Group’s operating model has resulted in the

reallocation of some costs from the Hospitality business

to Corporate, as the Executive are now responsible for the

whole Group. In the segmental disclosure, the comparative

balances have been adjusted for consistency, and some

Balance Sheet items have been reclassified.

19 CONTINGENT ASSETS AND

LIABILITIES

The Group continues to pursue two outstanding

balances from counterparties at the date of signing

these financial statements.

Moa Brewing Company completion

adjustment

As outlined in note 2.3, the Group has initiated the disputes

process under the Moa Brewing Company Limited sale

and purchase agreement regarding the non-payment of

balances arising from the adjustment to the purchase

price on completion. These total approximately $140,000

and primarily relate to the level of inventory held at

completion date and payments received from customers

for receivables outstanding at completion date. The Group

is confident in its claim and will continue to seek the

repayment of these balances.

bStudio Limited

As signalled at the Annual Shareholders Meeting on 23

September 2020, trading for the year of Moa Brewing

Company Limited was significantly impacted by product

quality issues with its contract brewing partner, bStudio

Limited. At the time of signing the half year financial

statements in November 2020, the Group noted this

matter was expected to be resolved by 31 March 2021. The

matter is ongoing and the Group continues to pursue all

avenues to reach resolution.

There were no contingent liabilities at 31 March 2021

(2020: nil).

20 SUBSEQUENT EVENTS

Acquisition of Amano, Ortolana,

and The Store at Britomart venues

On 8 April 2021, the Group completed the acquisition

of the Amano, Ortolana, and The Store at Britomart

venues from subsidiaries of Hipgroup Limited for

total consideration of $11 million, less purchase price

adjustments. The Group is yet to complete the purchase

price accounting entries, but expects to recognise a

goodwill balance representing the majority of the

consideration paid.

In order to complete the acquisition, the Group took

on additional borrowings of $7.15 million as part of the

refinancing arrangement with Kiwibank Limited (as

outlined in note 10), and issued the Vendors $1 million of

shares in Savor Limited. The remaining consideration of

$2.85 million is to be paid in cash on 1 April 2022.

Capital raise

The Group undertook an underwritten renounceable rights

issue in late March 2021 to raise a total of $6 million. The

rights issue closed to shareholders on 31 March 2021 and

33,955,853 new shares were issued on 8 April 2021.

Related party payables

On 1 April 2021, the Group settled its final obligation with

the vendors of Savor Group with the payment of the

outstanding balance of $2.78 million. The vendors opted to

offset a portion of the receivable to fund the take-up of

their full rights through the capital raise, which resulted in

a final cash payment of $1.8 million.

Issue of shares and employee

options

On 28 May 2021, the Group issued 334,355 shares worth

a total of $68,543 as compensation for Directors fees and

short term employee incentives. The Board also authorised

the issue of a further 100,000 employee options at $0.21.



40

SAVOR 2021 ANNUAL REPORT

FINANCIAL STATEMENTS

COMPANY SHARES
The Company’s ordinary shares are listed on the NZX Main

Board of the equity security market operated by NZX

Limited. On 31 March 2021 the Company had issued voting

securities comprising 146,271,626 fully paid, ordinary shares.

TWENTY LARGEST REGISTERED

SHAREHOLDERS

The following table shows the names and holdings of the

20 largest registered holdings of listed ordinary shares of

the Company as at 11 June 2021:

INVESTOR NAME

SHARES

HELD% HELD

Custodial Services Limited 27,998,08015.05%

H & G Limited 23,573,08812.67%

Lucien Law 13,683,3667.36%

Paul Robinson 11,954,5766.43%

JBwere (NZ) Nominees Limited 8,883,8884.78%

New Zealand Central Securities Depository

Limited

8,441,9284.54%

Amano Group Limited 5,488,4742.95%

David Poole & Warren Ladbrook

& Gaylene Cadwallader

5,371,2532.89%

New Zealand Depository Nominee 3,544,2911.91%

B & S Custodians Limited 3,268,2351.76%

Allan Scott Wines & Estates Limited 3,023,6761.63%

Richard Frank & Leslie Frank 2,642,0381.42%

Philip Bowman 2,229,1951.20%

Justin Bade & Dorota Bade & Rca Trustees

2016 Limited

1,615,2840.87%

Antonio Crisci & Vivienne Farnell

& Toto Trustees Limited

1,595,3270.86%

Pioneer Capital I Nominees Limited 1,590,5930.86%

David Lugton 1,558,9740.84%

Lucien Law & Stacey Law & Paul Robinson 1,502,8140.81%

Paul Robinson & Susannah Robinson

& Lucien Law

1,502,8140.81%

Pamela Lugton 1,365,9610.73%

SUBSTANTIAL PRODUCT HOLDERS

This information is given as required by the Financial

Markets Conduct Act 2013.

As at 31 March 2021, the Company had 146,271,626 quoted

ordinary shares on issue (NZX code: SVR).

SUBSTANTIAL

SECURITY HOLDERNOTES

ORDINARY

SHARES

HELDDATE OF NOTICE

%

ISSUED

CAPITAL

Lucien Law113,827,83415 May 20209.511%

Paul Robinson212,424,75715 May 20208.546%

Trustees of the Ross

Venture Trust

38,828,11926 March 201912.939%

Colin Neal424,571,4299 November 202016.798%

H&G Limited514,814,7349 November 202010.13%

Notes:

1 Includes shares held directly and by the El Pilar A1 and Ika-Roa Investment Trusts.

On 16 June 2021, Lucien Law disclosed that his relevant interest had increased to

14,688,994 shares.

2 Includes shares held directly and by the El Pilar A1 and Ika-Roa Investment Trusts.

On 8 April 2021, Paul Robinson disclosed that his relevant interest had increased to

14,960,204 shares.

3 Includes shares held directly and by Moa Investments (2014) Limited. On 12 April

2021 Geoff Ross disclosed that the trustees’ relevant interest had increased to

9,393,119 shares.

4 On 9 April 2021 Colin Neal disclosed that his relevant interest had increased to

27,421,429 shares.

5 On 8 April 2021 H&G Limited disclosed that its relevant interest had increased to

22,666,123 shares.

SPREAD OF SHAREHOLDERS

AT 11 JUNE 2021

RANGEINVESTORSSECURITIESISSUED CAPITAL %

1-1000169 114,810 0.06%

1001-5000664 1,878,922 1.01%

5001-10000330 2,439,320 1.31%

10001-50000487 11,067,740 5.95%

50001-10000099 7,112,605 3.82%

Greater than 100000131 163,436,918 8 7. 8 5 %

STATEMENT OF DIRECTORS’

RELEVANT INTERESTS

Directors held the following relevant interests in equity

securities in the Company as at 31 March 2021:

DIRECTORSHARES

Lucien Law13,827,834

Paul Robinson12,424,757

Geoff Ross9,098,567

David Poole4,359,279

Rich Frank2,430,656

Sheena Hendersonnil

SHAREHOLDER AND STATUTORY

INFORMATION

41

SAVOR 2021 ANNUAL REPORT

SHAREHOLDER AND STATUTORY INFORMATION

DIRECTORS REMUNERATION AND
OTHER BENEFITS

The names of the directors of the Company who held

office and the details of their remuneration and value of

other benefits received for services to Savor Limited for

the year ended 31 March 2021 were:

DIRECTOR$

NATURE OF

REMUNERATIONNOTES

Geoff Ross75,000 Chair fees1

David Poole40,000 Director fees2

Rich Frank40,000 Director fees3

Sheena Henderson40,000 Director fees

Notes:

1 Paid to Southern Skies Limited and disclosed as “Director remuneration”. Mr Ross

agreed not to charge a consulting fee in the year ended 31 March 2021 (31 March

2020: $50,000).

2 Paid to 1st Seed Capital Ltd and disclosed as “Directors remuneration”.

3 Paid in Shares to Rich Frank and disclosed as “Directors remuneration”.

Lucien Law and Paul Robinson are salaried employees and

do not receive Directors fees. Their employee remuneration

is included in note 12 of the consolidated financial

statements.

ENTRIES RECORDED IN THE

INTERESTS REGISTER

The following entries were recorded in the Interests register

of the Company during the year ended 31 March 2021.

DIRECTOR

# OF

SHARES

ACQUIRED

NATURE OF

RELEVANT

INTEREST

CONSIDERATION

($)

DATE OF

ACQUISITION

Lucien Law7, 8 5 7,1 4 3 Voting shares1,100,00015/05/2020

1

Paul

Robinson

7, 8 5 7,1 4 3 Voting shares1,100,00015/05/2020

1

David Poole1,089,820 Voting shares 152,575 15/05/2020

1

Rich Frank550,646 Voting shares 77,090 15/05/2020

1

Rich Frank228,073 Voting shares40,00025/06/2020

2

Notes:

1 Participation in 1 for 3 rights issue at 14 cents per share.

2 Shares issued in lieu of cash Directors’ fees.

OTHER DIRECTORSHIPS AND

SHAREHOLDINGS

The following represents the interests of directors in other

companies as at 31 March 2021 disclosed to the Company

and entered in the Interests Register:

Geoff Ross

Southern Skies Holdings Limited - Director

Moa Investments (2014) Limited - Director

David Poole1st Seed Limited - Director

Sheena Henderson

Natural Pet Food Group Limited – Director

Cluster Consulting Group – Managing Director

Young Enterprise Trust – Trustee

Rich Frank

First Media LLC, USA - Director

American Film Institute - Trustee & Board Vice Chair

Lucien Law

Mizu Group Limited - Director

Mizu Holdings Limited - Director

MBP Hospitality Limited - Director

Ika-Roa Limited - Director

The Mesmeric Limited - Director

BH Group Limited - Director

Paul Robinson

Mizu Holdings Limited - Director

MBP Hospitality Limited - Director

Ika-Roa Limited - Director

BH Group Limited - Director

INDEMNITY AND INSURANCE

The Company entered an indemnity in favour of its directors

under a deed dated 10 October 2012. The Company has

insured all its directors against liabilities and costs in

accordance with section 162(5) of the Companies Act 1993.

EMPLOYEE’S REMUNERATION

During the period, the number of employees, not being

directors of the Company, who received remuneration and

the value of other benefits exceeding NZ$100,000 was

as follows:

REMUNERATION RANGENUMBER OF EMPLOYEES

$NZ ‘000

CONTINUING

OPERATIONS

DISCONTINUED

OPERATIONS

120–1301

130–1401

140-1501

180-1901

190-2002

280-2901

42

SAVOR 2021 ANNUAL REPORT

SHAREHOLDER AND STATUTORY INFORMATION

AUDIT FEES
The amount of audit fees payable to EY during the period

ending 31 March 2021 is set out in the notes to the financial

statements. During the period ended 31 March 2021, EY did

not provide any non-audit services to the Company.

DONATIONS

The Company made no donations during the year ended

31 March 2021.

NZX WAIVERS

During the year ended 31 March 2021 the Company

relied on:

• the NZXR Class Waiver and Ruling in relation to Section

4 of the NZX Listing Rules dated 19 March 2020, in

relation to its capital raise which closed in May 2020;

• the NZX Class Waiver from Listing Rule 3.5.1 dated 19

March 2020 which provides issuers with an additional 30

days to release their full year announcements; and

• the NZX Class Waiver from Listing Rule 3.6.1 dated 19

March 2020 which provides issuers with an additional

two months for the preparation and release of an

issuer’s annual report.

43

SAVOR 2021 ANNUAL REPORT

SHAREHOLDER AND STATUTORY INFORMATION

THE WRECK
44

SAVOR 2021 ANNUAL REPORT

CORPORATE
DIRECTORY

DIRECTORS

Geoff Ross

Non-Executive Chairman

Resigned 28 May 2021

Lucien Law

Executive Director & CEO

Paul Robinson

Executive Chairman

Ryan Davis

Independent Director

Appointed 8 April 2021

Louise Alexander

Independent Director

Appointed 8 April 2021

David Poole

Non-Executive Director

Resigned 8 April 2021

Sheena Henderson

Independent Director

Resigned 8 April 2021

Richard Frank

Independent Director

Resigned 8 April 2021

FINANCIAL CALENDAR

Interim results announced: November

End of financial year: 31 March

Annual results announced: May

Annual Report published: June

REGISTERED OFFICE

AND ADDRESS FOR

SERVICE

Level 4, Seafarers Building, 114 Quay

Street, Auckland, 1010, New Zealand

contact@savor.co.nz

AUDITOR

EY

BANKER

Kiwibank

L AW YERS

Chapman Tripp

COMPANY

PUBLICATIONS

The Company informs investors

of the Company’s business and

operations by issuing an Annual

Report and regular trading updates.

SHARE REGISTER

AND SHAREHOLDER

ENQUIRIES

Shareholders with enquiries about

transactions or changes of address

should contact the share register.

Link Market Services Limited

Level 30, PwC Tower, 15 Customs

Street West, Auckland, PO Box 91976,

Auckland 1142

Phone: +64 9 375 5998

Fax: +64 9 375 5990

Other questions should be directed

to the Company’s Secretary at the

registered address.

STOCK EXCHANGE

The Company’s shares trade on the

NZX main board equity security

market operated by NZX under the

code SVR.

Signed for and on behalf of the Board by:

Lucien Law

Director

Paul Robinson

Director

30 June 2021

45

SAVOR 2021 ANNUAL REPORT

CORPORATE DIRECTORY

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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