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Marlin delivers record FY21 Result

Full Year Results23 August 2021MLNFinancials

Marlin Global Limited results announcement

Results for announcement to the market

Name of issuer Marlin Global Limited

Reporting Period 12 months to 30 June 2021

Previous Reporting Period 12 months to 30 June 2020

Currency NZ$

Amount (000s) Percentage change

Revenue from continuing

operations

78,062 +190%

Total Revenue 78,062 +190%

Net profit/(loss) from

continuing operations

69,180 +207%

Total net profit/(loss) 69,180 +207%

Interim/Final Dividend

Amount per Quoted Equity

Security

$NZ 2.52 cents per share

Imputed amount per Quoted

Equity Security

$NZ 0.00980000

Record Date 9 September 2021

Dividend Payment Date 24 September 2021

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$1.28 $1.03

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

The financial statements attached to this report have been audited by

PricewaterhouseCoopers and are not subject to a qualification. A copy

of the auditor’s report applicable to the financial statements is

attached to this announcement.

Authority for this announcement

Name of person


authorised

to make this announcement

W.A. Burns

Contact person for this

announcement

W.A. Burns

Contact phone number (09) 4840352

Contact email address enquire@marlin.co.nz

Date of release through MAP


23 August 2021

Reviewed interim financial statements accompany this announcement.

---

For immediate release:

23 August 2021


Marlin delivers record FY21 Result


Highlights

• Net profit after tax for the year ended 30 June 2021 $69.2m

• Total shareholder return

1

+88.5%

• Dividend return +6.9%

• Adjusted NAV return (after expenses, fees and tax)

2

+40.3%


Marlin Global Limited (NZX: MLN) today announces a record net profit of $69.2m for the 12 month

period ended 30 June 2021, well ahead of last year’s strong net profit of $22.6m.


Key elements of the FY21 result include net gains on investment of $77.3m, dividend, interest and

other income of $0.8m, offset by expenses, fees and tax of $8.9m.


Chair Alistair Ryan noted “Global sharemarkets have performed well over the last two years, despite

the prevailing Covid uncertainty, and the Marlin portfolio has delivered strongly, recording a record

result for FY21. Investors have benefitted from a Total Shareholder Return

1

of 88.5%, with the

Adjusted NAV return

2

(at 40.3%) and the Gross Performance return

3

(at 46.7%) both exceeding the

company’s benchmark index

4

of 37.8%.


In accordance with Marlin’s quarterly distribution policy (2.0% of average NAV per quarter), the

company paid a total of 8.84 cents per share to shareholders during the year ended 30 June 2021.

On 23 August 2021, the board declared a dividend of 2.52 cents per share, payable on 24 September

2021 with a record date of 9 September.

Marlin’s Manager, Fisher Funds, will be paid a capped performance fee of $2.9m including GST, as

the Marlin portfolio achieved a return in excess of both the performance fee hurdle and the High

Water Mark. The performance fee earn rate was renegotiated down from 15% to 10% in FY19 and

capped at 1.25%. The performance fee cap applies for FY21.


Senior Portfolio Manager Ashley Gardyne said: “Economic reopening, government and fiscal

stimulus, and a surge in consumer spending in many parts of the globe all contributed to one of the

strongest global share market rallies in more than two decades. The portfolio benefited from the

actions we took at the depths of the Covid sell-off, where we were able to capitalise on market over-

reaction and position the portfolio for economic reopening.”


Mr Gardyne added, “We are pleased the new investments made by the team last year at the depths

of the Covid crisis have been rewarded. New additions like Hilton, Gartner, StoneCo and Floor and

Décor have benefited from the economic reopening and added significantly to portfolio

performance. While we are seeing pockets of excess in share markets, particularly in new-to-market

growth companies, we are still finding attractive opportunities. With market sentiment euphoric, we

believe it is best to stick to less glamourous areas of the market and invest in companies with proven

track records.”


For further information, please contact:

Wayne Burns

Corporate Manager

Marlin Global Limited

Tel: (09) 484 0352


1

Total shareholder return – the return combines the share price performance, the warrant price performance, the net value of converting

any warrants into shares, and the dividends paid to shareholders. It assumes all dividends are reinvested in the company’s dividend

reinvestment plan, and that shareholders exercise their warrants, (if they were in the money), at warrant expiry date.

2

Adjusted net asset value return – the net return to an investor after expenses, fees and tax.

3

Gross performance return – The Manager’s portfolio performance in terms of stock selection and currency hedging before expenses, fees

and tax.

4

S&P Large Mid Cap/S&P Small Cap Index (hedged 50% to NZD).




The total shareholder return, adjusted NAV return and gross performance return methodologies are described in the Marlin Global Non-

GAAP Financial Information Policy. A copy of the policy is available at http://marlin.co.nz/about-marlin/marlin-policies/




About Marlin Global

Marlin Global is a listed investment company that invests in growing companies based outside of New Zealand and Australia. The Marlin

portfolio is managed by Fisher Funds, a specialist investment manager with a track record of successfully investing in growth company

shares. The aim of Marlin is to offer investors competitive returns through capital growth and dividends, and access to a diversified

portfolio of investments through a single, tax-efficient investment vehicle. Marlin listed on the NZX Main Board on 1 November 2007 and

may invest in companies that are listed on any approved stock exchange (excluding New Zealand or Australia) or unlisted international

companies not incorporated in New Zealand or Australia.

---

MARLIN GLOBAL LIMITED
FINANCIAL STATEMENTS CONTENTS

FOR THE YEAR ENDED 30 JUNE 2021

Page

Statement of Comprehensive Income1

Statement of Changes in Equity2

Statement of Financial Position3

Statement of Cash Flows4

Notes to the Financial Statements5

MARLIN GLOBAL LIMITED
STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2021

20212020

Notes$000$000

Interest income6 16

Dividend income612 635

Net changes in fair value of financial assets and liabilities

2

77,688 26,421

Other income/(losses)

3

(244) (134)

Total net income78,062 26,938

Operating expenses

4

(6,556) (4,348)

Operating profit before tax71,506 22,590

Total tax expense

5

(2,326) (33)

Net operating profit after tax attributable to shareholders

69,180 22,557


Total comprehensive income after tax attributable to shareholders69,180 22,557

Basic earnings per share739.55c15.17c

Diluted earnings per share738.60c15.09c

The accompanying notes form an integral part of these financial statements.

Page 1 of 14

MARLIN GLOBAL LIMITED
STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2021

Notes

Share

Capital

Retained

Earnings

Total

Equity

$000$000$000

Balance at 1 July 2019133,382 7,227 140,609

Comprehensive income

Net operating profit after tax0 22,557 22,557

Other comprehensive income0 0 0

Total comprehensive income for the year ended

30 June 2020

Transactions with shareholders

Warrant issue costs

6

(2) 0 (2)

Dividends paid

6

0 (11,739) (11,739)

New shares issued under dividend reinvestment plan

6

4,730 0 4,730

Shares issued from treasury stock under

dividend reinvestment plan

Total transactions with shareholders for the year ended

30 June 2020

4,737 (11,739) (7,002)

Balance at 30 June 2020138,119 18,045 156,164

Comprehensive income

Net operating profit after tax0 69,180 69,180

Other comprehensive income0 0 0

Total comprehensive income for the year ended

30 June 2021

Transactions with shareholders

Shares issued for warrants exercised

6

28,652 0 28,652

Warrant issue costs

6

(14) 0 (14)

Dividends paid

6

0 (15,859) (15,859)

New shares issued under dividend reinvestment plan

6

6,258 0 6,258

Total transactions with shareholders for the year ended

30 June 2021

34,896 (15,859) 19,037

Balance at 30 June 2021173,015 71,366 244,381

The accompanying notes form an integral part of these financial statements.

Page 2 of 14

0

Attributable to shareholders of the

Company

22,557 22,557

9 0 9

6

69,180 69,180 0

MARLIN GLOBAL LIMITED
STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2021

20212020

Notes$000$000

SHAREHOLDERS' EQUITY244,381156,164

Represented by:

ASSETS

Current Assets

Cash and cash equivalents

10

5,102 2,640

Trade and other receivables

8

111 1,593

Financial assets at fair value through profit or loss

2

246,851 155,638

Current tax receivable

5

0 58

Total Current Assets 252,064 159,929

Non-current Assets

Deferred tax asset

5

0 1

Total Non-current Assets

0 1

TOTAL ASSETS252,064 159,930

LIABILITIES

Current Liabilities

Trade and other payables

9

3,227 3,309

Financial liabilities at fair value through profit or loss

2

2,277 457

Current tax payable

5

2,179 0

Total Current Liabilities 7,683 3,766

TOTAL LIABILITIES7,683 3,766

NET ASSETS244,381 156,164


These financial statements have been authorised for issue for and on behalf of the Board by:

A B RyanC A Campbell

ChairChair of the Audit and Risk Committee

23 August 202123 August 2021

The accompanying notes form an integral part of these financial statements.

Page 3 of 14

MARLIN GLOBAL LIMITED
STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2021

20212020

Notes$000$000

Operating Activities

Sale of listed equity investments85,825 66,965

Interest received6 18

Dividends received643 648

Other expenses(438) (174)

GST refund198 0

Purchase of listed equity investments(105,043) (55,653)

Operating expenses (5,120) (2,803)

Taxes paid(88) (418)

Net settlement of forward foreign exchange contracts7,433 (1,906)

Net cash (outflows)/inflows from operating activities10(16,584) 6,677

Financing Activities

Proceeds from warrants exercised28,652 0

Warrant issue costs(14) (2)

Dividends paid (net of dividends reinvested)(9,601) (7,000)

Net cash inflows/(outflows) from financing activities19,037 (7,002)

Net increase/(decrease) in cash and cash equivalents held2,453 (325)

Cash and cash equivalents at beginning of the year2,640 2,941

Effects of foreign currency translation on cash balance9 24

Cash and cash equivalents at end of the year105,102 2,640

The accompanying notes form an integral part of these financial statements.

Page 4 of 14


MARLIN GLOBAL LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 1Basis of Accounting

Reporting Entity

Marlin Global Limited ("Marlin" or "the Company") is listed on the NZX Main Board, is registered in New Zealand

under the Companies Act 1993 and is a FMC Reporting Entity under the Financial Markets Conduct Act 2013.

The Company’s registered office is Level 1, 67-73 Hurstmere Road, Takapuna, Auckland.

Basis of Preparation

These financial statements have been prepared in accordance with the requirements of Part 7 of the Financial

Markets Conduct Act 2013, the NZX Main Board listing rules and New Zealand Generally Accepted Accounting

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

(NZ IFRS) as appropriate for profit entities, and International Financial Reporting Standards (IFRS).

The financial statements have been prepared on the historical cost basis, except for financial assets and

liabilities at fair value through profit or loss.

The functional and reporting currency used to prepare the financial statements is New Zealand dollars, rounded

to the nearest one thousand dollars.

The operating expenses include GST where it is charged by other parties as it cannot be reclaimed.

The impact of COVID-19 on the Company's financial statements was considered and, other than the impact

of the post COVID-19 recovery on investment fair value gains, there have been no other impacts on the

Company's financial reporting.

Foreign Currency Transactions and Translations

Foreign currency transactions are converted into New Zealand dollars using exchange rates prevailing at

transaction date. Foreign currency assets and liabilities are translated into New Zealand dollars using the

exchange rates prevailing at the balance date.

Foreign exchange gains or losses relating to the financial assets and liabilities at fair value through profit or loss

are presented in the Statement of Comprehensive Income within "Net changes in fair value of financial assets

and liabilities".

Foreign exchange gains and losses relating to cash and cash equivalents, trade and other receivables, and

trade and other payables are presented in the Statement of Comprehensive Income within "Other income/

(losses)".

Accounting Policies

Accounting policies that summarise the recognition and measurement basis used and are relevant to an

understanding of the financial statements, are provided throughout the notes to the financial statements and

are designated by a symbol.

The accounting policies adopted have been consistently applied to all years presented, unless otherwise

stated.

There are no new accounting standards, amendments to standards and interpretations that have a material

impact on these financial statements. The same applies for any new standards, amendments to standards

and interpretations that have been issued but are not yet effective.

Critical Judgements, Estimates and Assumptions

The preparation of financial statements requires the directors to make judgements, estimates and assumptions

that affect the application of policies and reported amounts of assets and liabilities, income and expenses.

Judgements are designated by a symbol in the notes to the financial statements. There were no material

estimates or assumptions required in the preparation of these financial statements.

Authorisation of Financial Statements

The Marlin Board of Directors authorised these financial statements for issue on 23 August 2021.

No party may change these financial statements after their issue.

Note 2

Financial assets and liabilities at fair value through profit or loss

Given that the investment portfolio is managed, and performance is evaluated, on a fair value basis in

accordance with a documented investment strategy, Marlin has classified all of its investments at fair value

through profit or loss.

Investments are initially recognised at fair value and are subsequently revalued to reflect changes in fair value.

Net changes in the fair value of financial assets and liabilities are recognised in the Statement of Comprehensive

Income.

Page 5 of 14

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MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 2Financial assets and liabilities at fair value through profit or loss (continued)

Financial assets at fair value through profit or loss comprise international listed equity investment assets and

forward foreign exchange contracts with positive value.

Financial liabilities at fair value through profit or loss comprise forward foreign exchange contracts with

negative value.

Forward foreign exchange contracts can be used as economic hedges for equity investments against currency

risk. They are accounted for on the same basis as those investments and are recognised at their fair value.

All purchases and sales of investments are recognised at trade date, which is the date the Company commits to

purchase or sell the investment and transaction costs are expensed as incurred. When an investment is sold,

any gain or loss arising on the sale is included in the Statement of Comprehensive Income. Realised gains or

losses are calculated as the difference between the sale proceeds and the carrying amount of the item.

The fair value of listed equity investments traded in active markets are based on last sale prices at balance

date, except where the last sale price falls outside the bid-ask spread for a particular investment, in which case

the bid price will be used to value the investment.

The fair value of forward foreign exchange contracts is determined by using valuation techniques based on spot

exchange rates and forward points supplied by The World Markets Company PLC via Refinitiv.

Dividend income from investments is recognised in the Statement of Comprehensive Income when the

Company's right to receive payments is established (ex-dividend date).

Investments recognised at fair value are categorised according to a fair value hierarchy that shows the extent

of judgement used in determining their fair value. Where unadjusted quoted prices are used in an active market,

the investments are categorised as Level 1. When significant inputs derived from quoted prices are used, the

investments are categorised as Level 2. If significant inputs are not based on observable market data, they are

categorised as Level 3.

All listed equity investments held by Marlin are categorised as Level 1 and all forward foreign exchange contracts

are classified as Level 2 in the fair value hierarchy. There have been no transfers between levels of the fair value

hierarchy during the year (2020: none).

There were no financial instruments classified as Level 3 at 30 June 2021 (2020: none).

Financial assets and liabilities at fair value through profit or loss20212020

$000$000

Financial Assets:

International listed equity investments

246,847 155,625

Forward foreign exchange contracts

4 13

Total financial assets at fair value through profit or loss246,851 155,638

Financial Liabilities:

Forward foreign exchange contracts

2,277 457

Total financial liabilities at fair value through profit or loss2,277 457

Net changes in fair value of financial assets and liabilities

International listed equity investments

79,980 25,047

Foreign exchange (losses)/gains on equity investments

(7,897) 4,920

Gains/(losses) on forward foreign exchange contracts

5,605 (3,546)

77,688 26,421

The fair value of 6 stocks was determined using the bid price (2020: 7 stocks).

The notional value of forward foreign exchange contracts held at 30 June 2021 was $113,445,741 (2020:

$76,609,790).

Note 3Other income/(losses)

20212020

$000$000

GST refund (note 11)

198 0

Foreign exchange losses on cash and cash equivalents

and outstanding settlements

(442) (134)

Total other losses(244) (134)

Page 6 of 14

Net changes in fair value of financial assets and liabilities through profit or

loss

j

MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 4Operating expenses

20212020

$000$000

Management fee (note 11)

2,607 1,897

Performance fee (note 11)

2,883 1,582

Administration services (note 11)

159 159

Directors' fees (note 11)

176 175

Brokerage

298 191

Investor relations and communications

132 101

Custody and accounting fees

99 55

NZX fees

60 56

Professional fees

41 44

Fees paid to the auditor:

Statutory audit and review of financial statements

38 36

Non-assurance services

1

2 2

Regulatory fees

16 14

Other operating expenses

45 36

Total operating expenses6,556 4,348

1

Non-assurance services relate to agreed upon procedures performed in respect of the performance fee

calculation. No other fees were paid to the auditor.

Note 5

Taxation

Marlin is a Portfolio Investment Entity ("PIE") for tax purposes.

Taxation expense comprises both current and deferred tax. Current tax is the expected tax payable on the

taxable income for the year, using tax rates enacted or substantively enacted at balance date, and any

adjustment to tax payable in respect of previous years. Current tax for current and prior periods is recognised

as a liability or asset to the extent that it is unpaid (or refundable). Deferred tax (if any) is recognised as the

difference between the carrying amounts of assets and liabilities in the financial statements and the amounts

used for taxation purposes. A deferred tax asset is only recognised to the extent it is probable it will be utilised.

20212020

Taxation expense is determined as follows:

$000$000

Operating profit before tax

71,506 22,590

Non-taxable realised gain on financial assets and liabilities

(28,628) (20,676)

Non-taxable unrealised gain on financial assets and liabilities

(43,221) (8,792)

Fair Dividend Rate income

8,965 7,300

Exempt dividends subject to Fair Dividend Rate

(616) (632)

Non-deductible expenses and other

307 208

Forfeit of tax credits

0 326

Prior period adjustment

(1) (207)

Tax losses utilised

(4) 0

Taxable income8,308 117

Tax at 28%

2,326 33

Taxation expense comprises:

Current tax

2,327 0

Deferred tax

0 0

Forfeit of tax credits

0 91

Prior period adjustment

(1) (58)

Total tax expense2,326 33

Current tax balance

Opening balance

58 (327)

Prior period adjustment

0 58

Current tax movements

(2,327) 0

Tax paid

0 327

Credits used

88 0

Losses utilised

2 0

Current tax (payable)/receivable(2,179) 58

Page 7 of 14

MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 5

Taxation (continued)

20212020

$000$000

Deferred tax balance

Opening balance

1 0

Current year losses

0 0

Tax credits

(1)

Other

0 1

Deferred tax asset0 1

A deferred tax asset is recognised only if it is probable that future tax profits will be available to utilise against

the deferred tax asset.

Imputation credits

The imputation credits available for subsequent reporting periods total $2,179,877 (2020: $nil). This amount

represents the balance of the imputation credit account at the end of the reporting period, adjusted for imputation

credits that will arise from the receipt of dividends recognised as a receivable at 30 June 2021.

Note 6

Shareholders' Equity

Share Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares and

warrants are shown in equity as a deduction.

When shares are acquired by the Company, the amount of consideration paid is recognised directly in equity.

Acquired shares are classified as treasury stock and presented as a deduction from share capital. When

treasury stock is subsequently sold or reissued, the cost of treasury stock is reversed and the realised gain

or loss on sale or reissue, net of any directly attributable incremental transaction costs, is recognised within

share capital.

Marlin has 190,259,965 fully paid ordinary shares on issue (2020: 151,897,797). All ordinary shares rank equally

and have no par value. All shares carry an entitlement to dividends and one vote is attached to each fully paid

ordinary share.

Buybacks

Marlin maintains an ongoing share buyback programme. For the year ended 30 June 2021, Marlin did not acquire

any shares (2020: nil) under the programme which allows up to 5% of the ordinary shares on issue (as at the date

12 months prior to the acquisition) to be acquired. Shares acquired under the buyback programme are held as

treasury stock and subsequently reissued to shareholders under the dividend reinvestment plan. There were no

shares held as treasury stock at balance date (2020: nil).

Warrants

On 17 May 2021, 47,256,870 new Marlin warrants were allotted, and quoted on the NZX Main Board on 18 May

2021. One new warrant was issued to all eligible shareholders for every four shares held on record date

(14 May 2021). The warrants are exercisable at $1.28 per warrant, adjusted down for dividends declared during

the period up to the exercise date of 20 May 2022. Warrant holders can elect to exercise some or all of their

warrants on the exercise date. The net cost of issuing the warrants of $13,644 is deducted from

share capital.

On 6 November 2020, 33,399,590 warrants valued at $28,723,647, less exercise costs of $71,879

(net $28,651,768), were exercised at $0.86 per warrant, and the remaining 3,853,098 warrants lapsed.

Dividends

Dividend distributions to the Company's shareholders are recognised as a liability in the financial statements in

the period in which the dividends are declared by the Marlin Board.

Marlin has a distribution policy where 2% of average NAV is distributed each quarter. Dividends paid during the

year comprised:

2021Cents per2020Cents per

$000share$000share

25 Sep 20203,129 2.0626 Sep 20192,830 1.93

18 Dec 20204,101 2.2019 Dec 20192,943 1.99

26 Mar 20214,149 2.2127 Mar 20203,043 2.04

25 Jun 20214,480 2.3726 Jun 20202,923 1.94

15,859 8.8411,739 7.90

Page 8 of 14

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MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 6

Shareholders' Equity (continued)

Dividend Reinvestment Plan

Marlin has a dividend reinvestment plan which provides ordinary shareholders with the option to reinvest all or

part of any cash dividends in fully paid ordinary shares at a 3% discount to the five-day volume weighted average

share price from the date the shares trade ex-entitlement. During the year ended 30 June 2021, 4,962,578

ordinary shares totalling $6,258,001 (2020: 5,262,385 ordinary shares totalling $4,738,947) were issued in

relation to the plan for the quarterly dividends paid. To participate in the dividend reinvestment plan, a completed

participation notice must be received by Marlin before the next record date.

Note 7Earnings per Share

Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the

weighted average number of ordinary shares on issue during the year. Diluted earnings per share assumes

conversion of all dilutive potential ordinary shares in determining the denominator. Potential ordinary shares

include outstanding warrants.

20212020

Basic earnings per share

Profit attributable to shareholders of the Company ($'000)

69,180 22,557

Weighted average number of ordinary shares on issue net of treasury stock ('000)

174,940 148,671

Basic earnings per share39.55c15.17c

Diluted earnings per share

Profit attributable to shareholders of the Company ($'000)

69,180 22,557

Weighted average number of ordinary shares on issue net of treasury stock ('000)

174,940 148,671

Diluted effect of warrants ('000)

4,262 778

179,202 149,449

Diluted earnings per share38.60c15.09c

Note 8

Trade and Other Receivables

Trade and other receivables are classified as financial assets at amortised cost and are initially recognised at

fair value, and subsequently measured at amortised cost less any provision for impairment. Receivables are

assessed on a case-by-case basis for impairment.

The trade and other receivables' carrying values are a reasonable approximation of fair value.

20212020

$000$000

Dividends receivable

0 2

Unsettled investment sales

0 1,441

Other receivables and prepayments

111 150

Total trade and other receivables111 1,593

Note 9

Trade and Other Payables

Trade and other payables are classified as other financial liabilities and are initially recognised at fair value, and

subsequently measured at amortised cost.

The trade and other payables' carrying values are a reasonable approximation of fair value.

20212020

$000$000

Dividends payable

28 0

Related party payable (note 11)

3,152 1,761

Unsettled investment purchases

0 1,511

Other payables and accruals

47 37

Total trade and other payables3,227 3,309

Page 9 of 14

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MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 10Cash and Cash Flow Reconciliation

Cash and Cash Equivalents

Cash and cash equivalents are classified as financial assets at amortised cost and comprise cash on deposit at

banks.

20212020

$000$000

Cash - New Zealand dollars

4,606 989

Cash - International currency

496 1,651

Cash and Cash Equivalents5,102 2,640

Reconciliation of Net Operating Profit after Tax to Net Cash Flows from Operating Activities

Net operating profit after tax

69,180 22,557

Items not involving cash flows:

Unrealised gains on cash and cash equivalents

(9) (24)

Unrealised gains on revaluation of investments

(43,220) (8,792)

Unrealised losses on forward foreign exchange contracts

1,828 1,640

(41,401) (7,176)

Impact of changes in working capital items

(Decrease)/increase in trade and other payables

(82) 3,069

Decrease/(increase) in trade and other receivables

1,482 (1,446)

Change in current and deferred tax

2,238 (386)

3,638 1,237

Items relating to investments

Amount paid for purchases of investments

(105,043) (55,653)

Amount received from sales of investments

85,825 66,965

Net amount paid on settlement of forward foreign exchange contracts7,433 (1,906)

Realised gains on investments

(36,296) (19,267)

Increase/(decrease) in unsettled purchases of investments

1,519 (1,519)

Decrease in unsettled sales of investments

(1,439) 1,439

(48,001) (9,941)

Net cash (outflows)/inflows from operating activities(16,584) 6,677

Note 11

Related Party Information

Parties are considered to be related if one party has the ability to control or exercise significant influence over the

other party in making financial or operational decisions.

Transactions with related parties

The Manager of Marlin is Fisher Funds Management Limited ("Fisher Funds" or "the Manager"). Fisher Funds is

a related party by virtue of the Management Agreement. In return for the performance of its duties as Manager,

Fisher Funds is paid the following fees:

(i) Management fee: 1.25% (plus GST) per annum of the gross asset value, calculated weekly and payable

monthly in arrears. The fee reduces if the Manager underperforms, thereby aligning the Manager's interests with

those of the Marlin shareholders. For every 1% underperformance (relative to the change in the NZ 90 Day Bank

Bill Index) the management fee percentage is reduced by 0.1%, subject to a minimum 0.75% per annum

management fee.

(ii) Performance fee: Fisher Funds may earn an annual performance fee of 10% plus GST (2020: 15% plus

GST) of excess returns over and above the performance fee hurdle return (being the change in the NZ 90 Day

Bank Bill Index plus 5%) subject to achieving the High Water Mark ("HWM"). The total performance fee amount

is subject to a cap of 1.25% of the adjusted net asset value (prior to performance fee) and payment is settled fully

in cash.

The HWM is the dollar amount by which the net asset value per share exceeds the highest net asset value per

share (after adjustment for capital changes and distributions) at the end of any previous calculation period in

which a performance fee was payable, multiplied by the number of shares on issue at the end of the period.

Page 10 of 14

MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 11

Related Party Information (continued)

(ii) Performance fee (continued):

In accordance with the terms of the Management Agreement, when a performance fee is earned, it is paid

within 60 days of the balance date.

Performance fees paid to the Manager are recognised as an expense in the Statement of Comprehensive

Income in line with a typical operating expense.

For the year ended 30 June 2021, excess returns of $62,049,218 (2020: $15,586,074) were generated and the

net asset value per share before the deduction of a performance fee was $1.30 (2020: $1.04), which exceeded

the HWM after adjustment for capital changes and distributions of $0.92 (2020: $0.88). Accordingly, the

Company has expensed a capped performance fee of $2,883,200 in the Statement of Comprehensive Income

for the year ended 30 June 2021 (2020: $1,581,986).

(iii) Administration fee: Fisher Funds provides corporate administration services and a monthly fee is charged.

Fees earned, accrued and payable:

20212020

$000$000

Fees earned by and accrued to the Manager for the year ended 30 June

Management fees

2,607 1,897

Performance fees

2,883 1,582

Administration services

159 159

Total fees earned by and accrued to the Manager5,649 3,638

Fees payable to the Manager at 30 June

Management fees

255 166

Performance fees

2,884 1,582

Administration services

13 13

Total amount payable to the Manager3,152 1,761

Investment transactions with related parties

Off-market transactions between Marlin and other funds managed by Fisher Funds take place for the purposes

of rebalancing portfolios without incurring brokerage costs. These transactions are conducted after the market

has closed at last sale price (on an arm’s length basis). Purchases for the year ended 30 June 2021 totalled

$1,105,088 (2020: $nil) and sales totalled $494,166 (2020: $nil).

GST refund

The GST refund was received by Marlin in May 2021.

Directors

The directors of Marlin are the only key management personnel and they are paid a fee for their services. The

directors' fee pool is $157,500 (plus GST if any) per annum (2020: $157,500). The amount paid to directors

(inclusive of GST for three directors) is disclosed in note 4 under directors' fees (all directors earn a director's

fee).

The directors or their associates also held shares in the Company at 30 June 2021 and warrants during the

year. The table below shows a reconciliation of opening and closing share holdings and warrant holdings for

all directors or their associates:

Page 11 of 14

The GST refund and UOMI are excluded from any performance fee calculation, consistent with how they have

been treated in the past given they are not performance related income for the year.

On 30 April 2021, Fisher Funds received a GST refund plus use of money interest (UOMI) from the Inland

Revenue Department ("IRD"). The refund relates to the period 1 April 2004 to 31 July 2009 when the Manager

applied 15% GST on management fees, when a subsequent assessment confirmed the Manager was entitled

to charge only 1.5% GST on management fees. The total GST refund received by the Manager on behalf of

Marlin is $197,560, being overcharged GST refunded of $193,598 and plus UOMI of $3,962.

MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 11

Related Party Information (continued)

Directors (continued): 20212020

$000$000

Opening value of shares held by directors or their associates

3,605 957

Plus shares issued for warrants exercised

664 0

Plus other share purchases

2,011 2,354

Less share sales

0 0

Plus share price movements

3,544 294

Closing value of shares held by directors or their associates9,824 3,605

Opening value of warrants held by directors or their associates

75 0

Plus new warrants issued and price movements

503 75

Less warrants exercised

(180) 0

Closing value of warrants held by directors or their associates398 75

Dividends of $486,741 (2020: $252,721) were also received by directors or their associates as a result of their

shareholding.

Note 12

Financial Risk Management

The Company is subject to a number of financial risks which arise as a result of its investment activities,

including market risk, credit risk and liquidity risk.

The Management Agreement between Marlin and Fisher Funds details permitted investments. Financial

instruments currently recognised in the financial statements also comprise cash and cash equivalents, forward

foreign exchange contracts, trade and other receivables and trade and other payables.

Market Risk

All equity investments present a risk of loss of capital, often due to factors beyond the Company's control such

as competition, regulatory changes, commodity price changes and changes in general economic climates

domestically and internationally. The Manager moderates this risk through careful stock selection, diversification,

and daily monitoring of the market positions. For corporate governance purposes there is also regular

reporting to the Board of Directors. In addition, the Manager has to meet the criteria of authorised investments

within the prudential limits defined in the Management Agreement.

The country in which Marlin's exposure is 10% or greater of the portfolio is the United States 88% (2020: United

States 87%).

Price Risk

Price risk is the risk of gains or losses from changes in the market price of investments. The Company is

exposed to the risk of fluctuations in the underlying value of its listed portfolio companies. One company

comprised more than 10% of Marlin's total assets at 30 June 2021 (2020: none). Facebook Inc. comprised 11%

(2020: 7%) of Marlin's total assets, and therefore fluctuations in the value of this portfolio company will have

a greater impact on the overall investments balance.

Interest Rate Risk

Interest rate risk is the risk of movements in interest rates. Surplus cash is held in interest bearing foreign

currency and New Zealand bank accounts. The Company is therefore exposed to the risk of changes in

interest income from movements in both international and New Zealand interest rates. There is no hedge

against the risk of movements in interest rates.

Currency Risk

Currency risk is the risk that the fair value or future cash flows of an investment will fluctuate because of changes

in foreign exchange rates. The Company holds assets denominated in international currencies and it is therefore

exposed to currency risk as the value of assets held in international currencies will fluctuate with changes in the

relative value of the New Zealand dollar. The Company mitigates this risk by entering into forward foreign

exchange contracts as and when the Manager deems it appropriate. At any time during the year the portfolio

may be hedged by an amount deemed appropriate by the Manager.

Page 12 of 14

MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 12

Financial Risk Management (continued)

Market Risk (continued)

Sensitivity Analysis

The table below summarises the impact on net operating profit after tax and shareholders' equity to reasonably

possible changes arising from market risk exposure at 30 June as follows:

20212020

$000$000

Price risk

1

International listed equity investmentsCarrying value246,847 155,625

Impact of a 20% change in market prices: +/-

49,369 31,125

Interest rate risk

2

Cash and cash equivalentsCarrying value5,102 2,640

Impact of a 1% change in interest rates: +/-

51 26

Currency risk

3

Cash and cash equivalentsCarrying value496 1,651

Impact of a +10% change in exchange rates

(45) (150)

Impact of a -10% change in exchange rates

55 183

International listed equity investmentsCarrying value246,847 155,625

Impact of a +10% change in exchange rates

(22,441) (14,148)

Impact of a -10% change in exchange rates

27,427 17,292

Forward foreign exchange contractsCarrying value(2,273) (444)

Impact of a +10% change in exchange rates

10,378 6,965

Impact of a -10% change in exchange rates

(12,684) (8,512)

Net foreign currency payables/receivablesCarrying value101 36

Impact of a +10% change in exchange rates

(9) (3)

Impact of a -10% change in exchange rates

11 4

3

A variable of 10% was selected as this is a reasonably expected movement based on historic trends in exchange rate movements.

Credit Risk

Credit risk is the risk that a counterparty will default on its contractual obligations resulting in financial loss to the

Company. In the normal course of its business, the Company is exposed to credit risk from transactions with its

counterparties.

Listed securities are held by an independent custodian, Trustees Executors Limited. All transactions in listed

securities are paid for on delivery according to standard settlement instructions and are normally settled within

three business days. Dividends receivable are due from listed international companies and are normally settled

within a month after the Ex-Dividend date. The Company has cash and forward foreign exchange contracts with

banks registered in New Zealand, and internationally, which carry a minimum short-term credit rating of S&P AA-

or equivalent.

The Company measures credit risk and expected credit losses using probability of default, exposure at default

and loss given default. Management considers both historical analysis and forward looking information in

determining any expected credit loss. At balance date, cash at bank was held with counterparties with a credit

rating of S&P AA- or equivalent. Trade and other receivables are normally settled within three business days.

Management considers the probability of default to be close to zero as the counterparties have a strong capacity

to meet their contractual obligations in the near term. As a result, no loss allowance has been recognised

based on 12 month expected credit losses as any such impairment would be wholly insignificant to the Company.

The maximum credit risk of financial assets is deemed to be their carrying amount as reported in the Statement

of Financial Position.

Other than cash at bank, short term unsettled trades and dividends receivable, there are no significant

concentrations of credit risk. The Company does not expect non-performance by counterparties, therefore no

collateral or security is required.

Page 13 of 14

2

A variable of 1% was selected as this is a reasonably expected movement based on historical volatility. The percentage movement for the

interest rate sensitivity relates to an absolute change in interest rate rather than a percentage change in interest rate.

1

A variable of 20% is considered appropriate for market price risk sensitivity analysis based on historical price movements.

MARLIN GLOBAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

Note 12

Financial Risk Management (continued)

Liquidity Risk

Liquidity risk is the risk that the assets held by the Company cannot readily be converted to cash in order to meet

the Company's financial obligations as they fall due. The Company endeavours to invest the proceeds from the

issue of shares in appropriate investments while maintaining sufficient liquidity (through daily cash monitoring) to

meet working capital and investment requirements. All trade and other payables have contractual maturities of

three months or less.

Liquidity to fund investment requirements can be augmented through the procurement of a debt facility from a

registered bank to a maximum value of 20% of the gross asset value of the Company. There were no such debt

facilities at 30 June 2021 (2020: nil).

All derivative financial liabilities held by the Company have contractual maturities of three months or less.

There have been no subsequent events to suggest any issues with satisfying working capital and investment

requirements.

Capital Risk Management

The Company’s objective is to prudently manage shareholder capital (share capital, reserves, retained earnings)

and borrowings (if any).

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to

shareholders, return capital to shareholders, undertake share buybacks, issue new shares and secure

borrowings in the short term.

The Company was not subject to any externally imposed capital requirements during the year.

Since announcing a long-term distribution policy in August 2010, the Company continues to pay 2% of average

net asset value each quarter.

Note 13

Net Asset Value

The audited net asset value per share of Marlin as at 30 June 2021 was $1.28 per share (2020: $1.03),

calculated as the net assets of $244,381,374 divided by the number of shares on issue of 190,259,965

(2020: net assets of $156,163,981 and shares on issue of 151,897,797).

Note 14

Commitments and Contingent Liabilities

There were no unrecognised contractual commitments or contingent liabilities as at 30 June 2021 (2020: nil).

Note 15

Financial Reporting by Segments

The Company operates in a single operating segment, being international financial investment.

The Company is managed as a whole and is considered to have a single operating segment. There is no

further division of the Company or internal segment reporting used by the Directors when making strategic,

investment or resource allocation decisions.

There has been no change to the operating segment during the year.

Note 16

Subsequent Events

The Board declared a dividend of 2.52 cents per share on 23 August 2021. The record date for this dividend is

9 September 2021 with a payment date of 24 September 2021.

On 1 July 2021 Marlin appointed David McClatchy as an independent director. He replaced Carmel Fisher, who

retired from the board of directors on 6 August 2021.

There were no other events which require adjustment to, or disclosure, in these financial statements.

Page 14 of 14


PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000, www.pwc.co.nz

Independent auditor’s report

To the shareholders of Marlin Global Limited

Our opinion

In our opinion, the accompanying financial statements of Marlin Global Limited (the Company) present

fairly, in all material respects, the financial position of the Company as at 30 June 2021, its financial

performance and its cash flows for the year then ended in accordance with New Zealand Equivalents

to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting

Standards (IFRS).

What we have audited

The financial statements comprise:

● the statement of financial position as at 30 June 2021;

● the statement of comprehensive income for the year then ended;

● the statement of changes in equity for the year then ended;

● the statement of cash flows for the year then ended; and

● the notes to the financial statements, which include significant accounting policies and other

explanatory information.


Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our

report.

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

for our opinion.

Independence

We are independent of the Company in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards

Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA

Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out an agreed-upon procedures engagement for the Company in relation to the

performance fee calculation. The provision of this service has not impaired our independence as

auditor of the Company.

Key audit matters

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

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

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.

PwC
Description of the key audit matter How our audit addressed the key audit matter

Valuation and existence of listed equity

investments

Listed equity investments (the

investments) are valued at $246.8 million

and represent 98% of total assets.

Further disclosures on the investments

are included in note 2 to the financial

statements.

This was an area of focus for our audit

and an area where a significant proportion

of audit effort was directed.

As at 30 June 2021, all investments were

in companies that were listed on

recognised stock exchanges and were

actively traded with readily available,

quoted market prices. The market prices

were quoted in foreign currencies, and

were then translated to New Zealand

dollars using the exchange rate at 30

June 2021.

All investments are held by Trustees

Executors Limited (the Custodian) on

behalf of the Company. Trustees

Executors Limited also provides

administration services for the Company.

Our audit procedures included updating our

understanding of the business processes employed by

the Company for accounting for, and valuing, its

investment portfolio.

We obtained confirmation from the Custodian that the

Company was the recorded owner of all the recorded

investments.

We obtained copies of and assessed Trustees

Executors Limited’s Internal Controls Reports for

Custody, Investment Accounting and Registry services

for the period from 1 April 2020 to 31 March 2021.

Trustees Executors Limited has confirmed that there

has been no material change to the control

environment in the period from 1 April 2021 to 30 June

2021.

We agreed the price for all investments held at 30

June 2021 and the exchange rate at which they

have been converted from foreign currencies to

New Zealand dollars to independent third-party

pricing sources.

No matters arose from the procedures performed.

Our audit approach

Overview

Materiality

Overall materiality: $1,221,000, which represents approximately

0.5% of net assets.

We chose net assets as the benchmark because, in our view, the

objective of the Company is to provide investors with a total return on

its assets, taking account of both capital and income returns.

Key audit matters As reported above, we have one key audit matter, being: Valuation

and existence of listed equity investments.

As part of designing our audit, we determined materiality and assessed the risks of material

misstatement in the financial statements. In particular, we considered where management made

subjective judgements; for example, in respect of significant accounting estimates that involved

making assumptions and considering future events that are inherently uncertain. As in all of our audits,

we also addressed the risk of management override of internal controls, including among other

matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

PwC
Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain

reasonable assurance about whether the financial statements are free from material misstatement.

Misstatements may arise due to fraud or error. They are considered material if, individually or in

aggregate, they could reasonably be expected to influence the economic decisions of users taken on

the basis of the financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall materiality for the financial statements as a whole as set out above. These,

together with qualitative considerations, helped us to determine the scope of our audit, the nature,

timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually

and in aggregate, on the financial statements as a whole.

How we tailored our audit scope

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an

opinion on the financial statements of the Company as a whole, taking into account the structure of the

Company, the Company’s investments and the accounting processes and controls.

The Company appointed Fisher Funds Management Limited as the Manager to provide investment

management services and administration services. The Company’s investments are held by the

Custodian who also provides accounting services.

In completing our audit, we performed relevant audit procedures over the control environment of the

Manager and the Custodian and to support our audit conclusions.

Other information

The Directors are responsible for the other information. The other information comprises the

information included in the annual report but does not include the financial statements and our

auditor's report thereon. The annual report is expected to be made available to us after the date of this

auditor's report.

Our opinion on the financial statements does not cover the other information and we will not express

any form of audit opinion or assurance conclusion thereon.

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

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

financial statements or our knowledge obtained in the audit, or otherwise appears to be materially

misstated.

When we read the other information not yet received, if we conclude that there is a material

misstatement therein, we are required to communicate the matter to the Directors and use our

professional judgement to determine the appropriate action to take.

Responsibilities of the Directors for the financial statements

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

the financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the

Directors determine is necessary to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

PwC
In preparing the financial statements, the Directors are responsible for assessing the Company’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

Company or to 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 financial statements, as a

whole, are free from material misstatement, whether due to fraud or error, and to issue an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a

guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are considered

material if, individually or in the aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the

External Reporting Board’s website at:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-2/

This description forms part of our auditor’s report.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our audit work has been

undertaken so that we might state those matters which we are required to state to them in an auditor’s

report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our

audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Philip Taylor.

For and on behalf of:

Chartered Accountants

23 August 2021

Auckland

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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