Steel & Tube Holdings Limited logo

Steel & Tube FY21 Results

Full Year Results23 August 2021STUMaterials

24 August 2021
STU / NZX ANNOUNCEMENT



7 Bruce Roderick Drive, East Tamaki, 2013, Auckland PO Box 30543, Botany, 2163, Auckland

P 04 570 5000 F 04 570 2453www.steelandtube.co.nz


STEEL & TUBE FY21 RESULTS FOR YEAR ENDED 30 JUNE 2021

STRONG RETURN TO PROFIT FOR STEEL & TUBE



Results improvement driven by positive economic activity and execution of strategic initiatives

that have delivered customer growth and significant structural cost reductions



Revenue up 15% to $480.0m, Earnings Before Interest and Tax (EBIT) significantly improved to

$21.8m with normalised EBIT

1

up from $0.4m in FY20 to $19.0m and return to profitability with

net profit after tax of $16.1m



Strong balance sheet with all debt repaid and $25.0m in net cash at year end, well placed as we

enter the current COVID lockdown



Robust operating cashflow resulting from continued improvement in working capital

management and debt collection



Final unimputed dividend declared of 3.29 cents per share, taking total dividends to 4.5 cents per

share



Positive market backdrop is expected to continue and the changes implemented along with

identified opportunities will build on current earnings momentum


$m FY21 FY20

Revenue 480.0 417.9

EBITDA 40.7 (37.2)

Non-trading adjustments

1

(2.8) 58.1

Normalised EBITDA (excluding non-trading adjustments) 37.9 20.9

EBIT 21.8 (57.7)

Non-trading adjustments

1

(2.8) 58.1

Normalised EBIT (excluding non-trading adjustments) 19.0 0.4

NPAT/(NLAT) 16.1 (60.0)

Shareholder Equity 196.6 181.3

Net Cash 25.0 7.4

Net operating cash flow 31.5 39.6


Steel & Tube Holdings Limited (NZX: STU) is pleased to report its audited results for the 12 months ended

30 June 2021 (FY21). Financial performance has significantly improved versus the prior year, with positive

economic activity driving increasing demand for steel across a number of sectors and the execution of

strategic initiatives delivering significant structural cost reductions.

Revenue was up 15% to $480.0m, EBIT significantly improved to $21.8m with normalised EBIT up from

$0.4m in FY20 to $19.0m. The company had a strong return to profitability with net profit after tax of


1

Normalised EBITDA and normalised EBIT exclude a number of transactions considered to be non-trading in either nature

or size. FY21 non-trading adjustments of $(2.8)m comprise $1.6m in IFRS16 impairment reversals and $1.2m gain on sale of

properties. FY20 non-trading adjustments were $58.1m, which included non-cash goodwill impairment and other write-

downs due to acceleration of branch network changes, business restructuring and digitisation and the impact of COVID-19.

The company believes excluding these transactions helps users in forming a view of the underlying performance of the

company.


$16.1m. The Board has declared an unimputed final dividend of 3.29 cents per share, taking full year

dividends to 4.5 cents per share.

Continued improvement in working capital management and debt collection assisted in generation of

robust operating cashflow of $31.5m.

All debt was repaid during the year, with $25.0m net cash at year end, and the network consolidation

programme has been largely completed with the $7m sale and leaseback of the Petone site in March

2021. The company has a strong financial platform for Steel & Tube to invest in targeted organic growth

initiatives and market opportunities.

Investments in digital technologies, people, safety and quality are all delivering value and providing a

strong platform for Steel & Tube to move forward with its growth plans in FY22.

Management Commentary: CEO of Steel & Tube, Mark Malpass

FY21 was a challenging time for many businesses and communities and we are incredibly proud of our

people for standing up supporting our customers and delivering a strong result.

Economic activity increased steadily across the year, with a strong recovery in residential construction

and infrastructure activity, an uplift in commercial tenders and more recent growth in manufacturing.

We are now seeing the benefits of our strategic initiatives and particularly our investment in our people

and digital technology. We have seen improvements in all areas, with volumes, revenue and margins

recovering across the year and a strong pipeline of secured work. Customer service and delivery have

been a priority and the target of much of our digital investment as we implement an omni-channel

platform that delivers the optimal experience for our customers.

Significant network changes were executed late in FY20 and we now have a national presence that has

been optimised to ensure customer access to our wide range of products while also achieving significant

underlying cost benefits. While we see continued efficiency opportunities, the network consolidation

programme is largely complete.

Supply chain management has also been an increased focus, with the establishment of the new role of

GM Supply Chain & Distribution Centres early in FY21. We increased fast moving inventory in response to

current global supply chain and capacity issues while at the same time reducing aged inventory. We are

using advanced data analytics to support inventory traceability and pricing governance and controls.

Safety remains a deep commitment throughout the organisation and we have continued our investment

in equipment, critical risk management processes and assurance. We were pleased with our eTRIFR

2

of

1.86, a further improvement on the prior year of 4.86 and well below industry standards.

Steel & Tube operates across two divisions, Distribution and Infrastructure.

Distribution has performed well with growth in sales and gross margins while operating costs have

reduced. We are closely monitoring and responding to pricing pressures driven by global commodity

pricing, shipping and port costs. Inventory has been optimised, aided by technology, to ensure that high

demand products are available and priced appropriately. Our national network, realigned sales team and

Customer Excellence Centre are delivering improved customer service and experience.


2

Employee Total Recordable Injury Frequency Rate per million hours worked


Infrastructure volumes increased with gross margin improvements from the cost out programme being

partially offset with competitive pricing pressure in some areas. Increased activity has been seen in 2H21

as infrastructure and large commercial projects come back on stream. Steel & Tube is well positioned as a

large scale, reliable and trusted provider of choice.

Outlook

The focus for FY22 remains on customer delivery, growing sales in attractive segments and continued

gross margin improvement.

Forward market indicators point to sustained activity levels and there is a positive market backdrop

across Steel & Tube’s diversified market positions – manufacturing has been picking up, rural is

performing well, there is strength in residential construction and infrastructure, and tenders are now

coming through in the commercial space.

The company has a strong pipeline of secured contract work and has identified positive growth

opportunities in a range of sectors and is well positioned to take advantage of these.

Investing in new processing equipment will assist in opening up identified market opportunities as well as

drive operating efficiencies, safety and product quality. In addition, Steel & Tube will continue to invest in

digital technologies to continuously improve the customer experience and expand the customer offer,

providing competitive advantage.

Chair of Steel & Tube, Susan Paterson, said: “We are now seeing the benefits of our strategic initiatives

over the past three years and our thanks go to you our shareholders for your support during this time.

Steel & Tube is moving forward with a robust financial and operating platform, leadership positions

across many product categories and strong employee morale. The Board acknowledges and thanks staff

for their efforts in driving continued improvement during what has been a challenging year. There is

always more to do and while our focus remains on optimising the business, we have also identified a

number of growth opportunities and are investigating potential capital management activities. We look

forward to building on Steel & Tube’s legacy as New Zealand’s leading steel provider and adding value for

shareholders and all stakeholders.”

ENDS

Investor and Analyst Call


An investor and analyst call will be held at 10am (New Zealand time) on Tuesday 24 August. Call details

can be viewed here https://www.nzx.com/announcements/374997. Please note the Sydney dial-in

number has changed to +61 (0)2 7250 5438, all other dial-in numbers remain the same.

For media or investor enquiries, please contact: Jackie Ellis Tel: +64 27 246 2505 or

email: jackie@ellisandco.co.nz

For further information please contact:

Mark Malpass

Steel & Tube CEO

Tel: +64 27 777 0327

Email: mark.malpass@steelandtube.co.nz

Richard Smyth

Steel & Tube CFO

Tel: +64 21 646 822

Email: richard.smyth@steelandtube.co.nz

---

Template
Results announcement

(for Equity Security issuer/Equity and Debt Security issuer)

Updated as at 17 October 2019




Results for announcement to the market

Name of issuer Steel & Tube Holdings Limited

Reporting Period 12 months to 30 June 2021

Previous Reporting Period 12 months to 30 June 2020

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$480,023 14.9%

Total Revenue $480,023 14.9%

Net profit/(loss) from continuing

operations

$16,123 N/A

From loss to profit

Total net profit/(loss) $16,123 N/A

From loss to profit


Final Dividend

Amount per Quoted Equity

Security

$0.03290000

Supplementary dividend per

Quoted Equity Security

Not Applicable

Imputed amount per Quoted

Equity Security

Not Applicable

Record Date 10 September 2021

Dividend Payment Date 24 September 2021

Current period Prior comparable period

(30 June 2020)

Net tangible assets per Quoted

Equity Security

$1.11 $1.03

A brief explanation of any of the

figures above necessary to

enable the figures to be

understood

Non-GAAP financial information

Steel & Tube uses several non-GAAP measures when

discussing financial performance. This includes normalised

EBIT. Management believes that these measures provide

useful information on the underlying performance of Steel &

Tube’s business. They may be used internally to evaluate

performance, analyse trends and allocate resources. Non-

GAAP financial measures should not be viewed in isolation

nor considered as a substitute for measures reported in

accordance with NZ IFRS. Reconciliations of non-GAAP

measures to GAAP measures are detailed within this

announcement.

Steel & Tube reports its normalised EBIT as $19.0m for FY21
(up from $0.4m in FY20). Further details on the unusual

transactions/non-trading adjustments are included in the

investor presentation for the year ended 30 June 2021.

Definitions:

 EBIT: This means earnings before interest and tax and is

calculated as profit for the period before net finance costs

and tax.

 Normalised EBIT: This means EBIT after normalisation

adjustments.

 Normalisation adjustments: These are transactions that

are unusual by size or nature in a particular accounting

period. Excluding these transactions can assist users in

forming a view of the underlying performance of the

Group. Unusual transactions can be as a result of specific

events or circumstances or major acquisitions, disposals

or divestments that are not expected to occur frequently.


Authority for this announcement

Name of person


authorised to

make this announcement

Mark Malpass

Contact person for this

announcement

Mark Malpass

Contact phone number +64 27 777 0327

Contact email address mark.malpass@steelandtube.co.nz

Date of release through MAP


24 August 2021


Audited financial statements accompany this announcement.

---

Steel & Tube
FY21 Results

Presentation

For the 12 months

ended 30 June 2021

FY21 PEFORMANCE OVERVIEW
Strong result driven by delivery on strategic initiatives

BENEFITS OF STRATEGIC INITIATIVES NOW BECOMING CLEAR:

•Volumes and revenues have been rebuilt

•Driving margin improvements

•Improved customer service and delivery

•Significant structural cost reductions –building a resilient underlying business platform

•Optimised working capital and invested in inventory to support customer growth

•Digital initiatives have been embedded and we are now focussed on scaling

POSITIVE MARKET BACKDROP:

•Positive economic activity driving increased demand for steel across a range of sectors

2

•14.9% improvement in revenue YoY
•Substantial 13.5% year on year reduction in

operating expenses now locked in

•Significant improvement in earnings:

3

FY21 RESULTS AT A GLANCE

Significant and sustainable improvement in results

REVENUE

$480.0M

NPAT$16.1M

EBITDA $40.7M

NORMALISED

EBITDA $37.9M

EBIT $21.8M

NORMALISED EBIT

$19.0M

1

ALL DEBT REPAID

$25.0M NET CASH

FINAL DIVIDEND

3.29 CPS

UNIMPUTED

1) FY21 non-trading adjustments of $(2.8)m includes $1.6m in IFRS16 lease impairment reversals and $1.2m gain on sale of properties. Further details

included in appendix to this presentation.

FY21FY20

EBITDA40.7(37.2)

Normalised EBITDA 37.920.9

EBIT21.8(57.7)

Normalised EBIT19.00.4

•Strong balance sheet with all bank debt repaid

and $25.0m in cash

FY21
OPERATING

ENVIRONMENT

STRONGLY POSITIONED FOR MARKET CONDITIONS
HEADWINDS

•Global Covid-19 environment

•Supply chain congestion

•Increasing steel pricing and

cost pressures

•Labour constraints,

particularly in residential

construction

•Manufacturing slower to

recover

5

TAILWINDS

•Boom in residential activity

•Steady increase in

infrastructure activity

•Commercial activity picking

up

•Covid-19 enabled cost

structure and balance sheet

reset

STEEL & TUBE VALUE

•Distribution footprint and

breadth of product

•Infrastructure businesses

add point of difference

•Diversification across

industry sectors

•Procurement leverage and

strong balance sheet

•Cost efficient operations

•Customer focused and sales

led with strong digital

platform

SECTOR EXPOSURE
6

Steel & Tube is a diversified

business with limited exposure to

any one sector

•47% Residential and

Commercial Construction

•14% Infrastructure

•31% Manufacturing

•8% Merchants/other

Non-food

Manufacturing

19%(FY20: 24%)

Food Manufacturing

12%, (FY20: 14%)

Retail/ Wholesale

8%,(FY20: 10%)

Residential

Construction

21%, (FY20: 15%)

Non-Residential

Construction

26%, (FY20: 24%)

Infrastructure,

14%(FY20: 13%)

SHARE OF FY21 SALES

7
MARKET CONDITIONS

Activity remains strong in most sectors post Covid-19 lockdown, strong growth in residential

construction, decline in non-residential consents showing signs of recovery

Source: Statistics New Zealand, BNZ –BusinessNZPMI, Statistic NZ, NZIER

500

1,500

2,500

3,500

2,000

4,000

6,000

Jun-17 Jun-18 Jun-19 Jun-20 Jun-21

SQM

No. Consents

Rolling 12months

Non-Residential Consents

ConsentsFloor Area

5,000

5,500

6,000

6,500

7,000

25

30

35

40

45

Jun-17 Jun-18 Jun-19 Jun-20 Jun-21

Rolling 12months

SQM

No. Consents (000’s)

Residential Consents

ConsentsFloor Area

0

40

80

120

160

Jun-17 Jun-18 Jun-19 Jun-20 Jun-21

Index (2010=100:sa)

Activity Index –Infrastructure

Construction

20

40

60

Jun-17 Jun-18 Jun-19 Jun-20 Jun-21

Performance of Manufacturing

Index (PMI)

PMI

8
OUR PURPOSE:

To make life easier for our customers needing steel solutions

OUR PURPOSE:

To make life easier for our customers needing steel solutions

Providing a one-stop-shop for the most

essential steel products –from floor to roof

and everywhere in between

Doing everything we can to make it easy for

our customers to do business with us

Always looking for ways to work smarter

Using technology and great thinking to pull it

all together and enable a better business

Building one great team right across the

Steel & Tube business

Strong foundation now in place, focus on growth and continual improvement
9

BUILDING OUR BUSINESS: KEY INITIATIVES in FY21

PROJECT STRIVE:

CHANGE PROGRAMME,

OPERATIONAL RESET

FY17 to FY20

BUILDING ON OUR FOUNDATION, CONTINUAL IMPROVEMENT

Strategic Initiatives FY21

Priority focus on quality, health and

safety

Investment in our people

Network consolidation

Significant cost reduction and

efficiencies

Introduced digital and e-commerce

platform

Strengthened balance sheet

Continued investment into quality, safety, training and

development

Largely completed network optimisation

Locked in FY20 cost reductions

Continued investment in digital technology

Focus on sales disciplines and delivering customer

excellence

Inventory and Supply Chain management

CONTINUED INVESTMENT IN QUALITY, SAFETY AND TRAINING
•Our commitment to Safety remains a stand out strength with

employees rating Steel & Tube’s safety commitment 8.6/10 in

engagement survey

•Critical risk management including independent assurance and

training throughout the group

•Continued investment in safety hardware including guarding

and other risk mitigations

•Deployed Intelex software to eliminate paper based systems

•ISO 9001: 2015 now certified across all businesses

•Recertification of Structural Steel Distributor Charter

•First company to achieve certification new Steel Construction

NZ Bolt Importer Charter

0

5

10

15

FY16 FY17 FY18 FY19 FY20 FY21

EMPLOYEE TOTAL RECORDABLE INJURY

FREQUENCY RATE (eTRIFR)

Strong improvement in eTRIFR*,

down to 1.86, well below industry

average. LTIFR of 0.

*eTRIFR: Employee Total Recordable Injury

Frequency Rate

LTIFR: Lost Time Injury Frequency Rate

10

NETWORK
STRATEGY

11

Annual Lease Cash

Cost ($m)

$18.4*$15.9

*2017 includes sale & lease back of two properties with lease costs of $3.5m per annum, partially offset by reduced

interest costs of ~$1.6m per annum.

Network consolidation

programme largely

completed –optimised

branch network

maintaining a regional

presence and increased

product offering. Will

consider increasing

presence in key regions to

meet sustainable demand.

12
SUBSTANTIAL AND SIGNIFICANT STRUCTURAL COST SAVINGS

2%

7%

12%

Variable Cost Metrics

Freight/Sales %Direct Labour/Sales %

•Substantial 13.5% ($12.5m) year on year

structural reduction in operating expenses

(reported)

•Variable costs (direct labour and freight)

also reduced as percentage of sales

$mFY21 FY20

Sales480.0 417.9

Operating Expenses

(Excl D&A)

62.4 73.6

Operating Expenses/Sales 13.0% 17.6%

Depreciation and Amortisation* 17.5 18.8

Operating Expenses (Reported) 79.9 92.4

*Excludes depreciation of $1.5m (2020: $1.7m) relating to equipment used to manufacture products as this is included in cost of sales.

ENHANCED FOCUS ON INVENTORY AND SUPPLY CHAIN
MANAGEMENT

Inventory Management

•Developed capabilities managing

international supply chain congestion

•Developing advanced data analytics

platforms for segmentation, pricing and

product traceability

•Improved stock holdings of critical fast

moving items

•Aged inventory reduced $9m

Supply Chain Management

•International shipping coordination and

devanning management

•Network design and optimisation –

leveraging distribution centre model

•Distribution Centre management

including core system deployment

•Freight & Transport management

•Capturing benefits of Group scale and

diversified offer

13

POSITIVE GAINS FROM FOCUS ON SALES DISCIPLINES AND
CUSTOMER EXCELLENCE

•Focus on cross-selling through leveraging national

footprint and breadth of products and availability

•Infrastructure businesses point of difference -project

methodology and technical advisory

•Digital data used to drive customer segmentation,

category management including availability and pricing

•Customer value proposition developed

•Omni-channel platform –business advisory, in-store,

by phone or online

•Centralised Customer Excellence centre with a regional

focus

•Expanded access to specialist expertise in the sales

teams

Net promoter score measures

customer satisfaction and has

improved since 2018

Nov-Dec 18 Q2-19/20 Q2-20/21

Average NPS of 34 for FY21

14

Webshopis delivering significant value
Increase in revenue

Increased order frequency and value

Broader range of products being ordered

Improvements in margin

Reduced cost to serve –up to 20% labour savings

per order

Ability for the customers to conduct customer

service tasks 24/7

Ability for customers to get quotations and

finalise pricing for their jobs

Ability to download test certificates of traceable

products and download Invoices/Shipment

information

https://portal.steelandtube.co.nz/

15

INVESTMENT INTO DIGITAL

Webshop, e-commerce, data analytics, customer management,

online training modules, new digital tools to make jobs easier

KEY STATS FOR E-COMMERCE

+628%

Online Revenue Growth YoY

+5%

Average increase in customer

revenue as result of online

purchasing

+505%

YoY growth in online

customers

DATA ANALYTICS DELIVERING
VALUABLE BUSINESS INSIGHTS

•Use of rich data to understand our

customers and optimise our sales and

service performance

•Targeting resources to provide best in class

quality and traceability capabilities for our

customers

•Released advanced analytics platforms for

Segmentation, Pricing and Product

Traceability

AUTOMATED TRACEABILITY VISION

Test certificates

automatically loaded

into S&T system when

order dispatched

Test certificates

automatically sent when

orders dispatched

Test certification

received automatically.

Ability to retrieve using

Chatbot Stanley, via CX

and webshop

Supplier Mill

Steel & Tube

Customer

16

Positive movement in key metrics
•Working with sector to promote steels as an

important, essential and sustainable building material

and encourage cradle-to-cradle methodology in

product assessment

•Operational initiatives focused on material efficiency,

recycling, reducing energy use and reducing vehicle

emissions

•Implemented measuring and monitoring of waste and

scrap

•Freight Efficiency Programme

•National Network Design to ensure efficient delivery

of products to customers

•Use of leading edge technology to optimise material

and labour use during manufacture

•Appointment of Group Sustainability Manager in July

FY21

17

CREATING A SUSTAINABLE

BUSINESS

*Reporting in accordance with Greenhouse Gas Protocols and includes all material

emissions under Scope 1 and 2, with Scope 3 limited to business travel

13% REDUCTION IN FUEL

CONSUMED

448,766 ltrs

2% SAVING ON ELECTRICITY

CONSUMED

5.29 kwh

9% IMPROVEMENT IN

GREENHOUSE GAS EMISSIONS*

1,703 tCO2e

POSITIVE MOVEMENT IN KEY METRICS

BUILDING A WINNING TEAM
FY21 focus on Leadership development and building the online training library

•Leadership programme rolled out across the organisation with

participation from 70 supervisors and team leaders

•Over 50 online training modules currently available in our online

training library, with 2,000 modules completed by team

members in FY21

•Consistently high Employee Engagement Score of 7.4/10 and

strong Employee NPS of 19

•New Maoricadetship programme, in partnership with Te Puni

Kokiri with four cadets currently enrolled

•Continued to support First Foundation; and Sector Workforce

Engagement Programme (SWEP) with Papakura High School

•Introduced Back to School fund, providing support for Steel &

Tube families

5

13

15

19

Jul-20Nov-20Mar-21Jul-21

Employee Satisfaction

eNPS

18

FY21
FINANCIAL

RESULTS

FY21 GROUP FINANCIAL SUMMARY
20

1. FY21 non-trading adjustments of $2.8m, comprise gains on property sale and IFRS16 impairment reversals

2. FY20 non-trading adjustments of $58.1m, comprise non-cash goodwill impairment and other write-downs due to

acceleration of branch network changes, business restructuring and digitisationand the impact of COVID-19.

$m

FY21

FY20

Revenue

480.0417.9

EBITDA

40.7(37.2)

Non-trading adjustments

(2.8)

1

58.1

2

Normalised EBITDA (excluding non-trading

adjustments)

37.920.9

EBIT

21.8(57.7)

Non-trading adjustments

(2.8)

1

58.1

2

Normalised EBIT (excluding non-trading

adjustments)

19.00.4

NPAT/(NLAT)

16.1(60.0)

Shareholder Equity

196.6181.3

Net Cash

25.07.4

Net operating cash flow

31.539.6

•Revenue increased by

$62.1m (14.9%)

•Normalised EBIT has

increased by $18.6m

against prior year

•Shareholder equity

has increased by 8.4%

•Net Cash has

increased by $17.6m

•Net Operating cash

flow reduced due to

increased inventory

and other working

capital movements

•Strong year on year increase in sales
•2H21 vs 2H20: + 36.4%

•2H21 vs 1H21: + 12.1%

•Input cost pressures passed through to

price

•Driving margin improvements although

impacted by sell down of aged inventory in

FY21

•FY20: 19.0%

•FY21: 20.4%

•FY22 focus on gross margin dollar

improvement

21

REVENUE & MARGIN

14.9% year on year improvement in sales and strong gains vs prior half year

10%

15%

20%

25%

1H20 2H20 1H21 2H21

Gross Margin %

20

40

60

80

100

50

100

150

200

250

300

1H20 2H20 1H21 2H21

Tonnage (000’s)

$m

Sales & Volume

SalesTonnage

•Prudent and disciplined management of
expenditure continues

•Normalised operating expenses reduced

by 13.2% from prior year

1

•FY21 savings primarily driven by improved

network structure -indirect labour,

employee benefits and restructuring and

property expenses

•Benefits from lower bad and doubtful

debts with continuing focus on managing

risk and reduced depreciation

•FY22 focus on maintaining tight cost

control with expected wage inflation

22

REDUCTION IN NORMALISED OPERATING EXPENSES

Sustainable fixed cost baseline now achieved

1. FY20 Opexhas been adjusted in FY21 Annual Report following a reclassification of labourcost from indirect (Opex) to COGS.

2. FY20 and FY21 Opexfigures have been normalisedto exclude non-trading adjustments. See Appendix slidesfor definitions and reconciliation of normalisedresults.

FY20 N OpexReclassification of labour cost FY20 N Opexpost reclassificationOther Employee Benefits/ RestructuringBad and Doubtful DebtsIndirect LabourD&AOther ExpensesFY21 N Opex

•Repaid remaining borrowings during FY21
•Bank covenant waivers and revised covenants in

place for FY21; New $50m debt facility secured

•Increased fast moving inventory to meet

customer demands

•FY21 Trade receivables and payables are higher

due to increased activity in the market

•FY21 cash benefited from property sale proceeds

of ~$8.4m

•Continuation of dividend payments with a final

dividend of 3.29 cents per share (unimputed), in

line with Steel & Tube’s dividend policy of 60% -

80% of Adjusted NPAT

•Total FY21 dividends of 4.50 cents per share

23

BALANCE SHEET

Tight control over balance sheet, with substantial bank funding lines secured

$mFY21 FY20

Trade and other receivables 109.0 92.7

Inventories113.5 101.1

Trade and other payables (80.0) (58.9)

Working Capital142.5 134.9

Cash and cash equivalents 25.0 17.4

Borrowings- (10.0)

Net Cash25.0 7.4

24
WORKING CAPITAL

Disciplined approach to working capital management

Working Capital KPIs

FY21 FY20 FY19

Trade Receivables: DSO38 42 48

Inventories: DIO101 101 107

Trade Payables: DPO41 31 26

•On-time debt collection rates have continued

to improve

•Increase in fast moving inventory to support

sales demand and mitigate supply chain

headwinds

•Despite inventory increase maintained DIO

with a $9m reduction in aged inventory

•FY22 continued focus on working capital

disciplines

DSO: Days Sales Outstanding; DIO: Days Inventory Outstanding; DPO: Days Payable Outstanding

FY20 InventoryHollows offshore sourcingCOGS price IncreaseIncrease in fast moving itemsAged Stock reduction FY21 Inventory

CAPITAL EXPENDITURE
•FY21 capex of $7.7m (FY20: $7.6m)

•Capital spend remains in line with D&A

•Priority capital allocation to projects supporting

digital (53%) and business improvement/growth

(20%)

FY22 Investment:

•Continued investment in digital technology

•Investment in new processing equipment that will

open up identified market opportunities as well as

drive operating efficiencies, safety and product

quality

•Increased cashflow will support capital investment

programme

25

Prudent management of capital expenditure with increased allocation to Digital and

Growth projects

-

5

10

15

20

25

30

35

FY17 FY18 FY19 FY20 FY21

Capital Investment

DigitalPlant & Equipment

Land & BuildingAcquisitions

Depreciation and amortisation

*

*

Depreciation and amortisation excludes right-of-use asset depreciation

DIVISION
PERFORMANCE

DISTRIBUTION
Products sourced from preferred steel mills and

distributed through our national network

27

OUR BUSINESS -DIVISIONS

INFRASTRUCTURE

Products processed before sale, typically on a contract or project

basis, including onsite installation services

•Strong growth in revenue and earnings
•Driven by increased activity in residential,

infrastructure and commercial sectors,

manufacturing picking up

•Gross margin and margin percentage both

improved strongly year on year

•Benefits from cost out programme and

strategic initiatives

•Point of difference in cross-selling through

leveraging national footprint and breadth

of products and availability

28

DISTRIBUTION

See slides 36 and 37for definitions of financial terms and reconciliation of normalisedresults.

Distribution

FY21 FY20

$m

Revenue286.8 248.0

EBITDA25.1 (19.9)

Normalised EBIT13.8 (0.2)

EBIT 15.2 (29.9)

0

30

60

90

0

100

200

300

FY20 FY21

Tonnage (000’)

$m

Sales & Volume

SalesTonnage

•Increasing volume of activity in 2H21
with large commercial projects coming

back on stream

•Volumes up versus prior period with

gross margin improvements from cost

out programme being partially offset

with competitive pricing pressure in

some areas

•Long pipeline of secured work and

increasingvolume of tender activity

•Point of difference through scale,

project methodology, technical advisory

and focus on safety and quality

29

INFRASTRUCTURE

See slides 36 and 37for definitions of financial terms and reconciliation of normalised

results.

Infrastructure

FY21 FY20

$m

Revenue193.2 170.0

EBITDA13.0 (19.1)

Normalised EBIT6.4 0.5

EBIT 6.6 (26.1)

0

20

40

60

-

50

100

150

200

FY20FY21

Tonnage (000’)

$m

Sales & Volume

SalesTonnage

MOVING
FORWARD

OUR STRENGTHS
•Strong governance and sustainability focus

•Established leadership positions in multiple categories of the steel market

•Diversity across multiple sectors in the steel market, reducing exposure to any one sector

and providing ability to cross-sell to customers

•Streamlined and efficient national network, covering all main regions and towns

•Leading the way in the sector with digital platforms providing efficient access for

customers

•Trusted customer partner –reliability, methodologies, technical advisory and safety &

quality

•Investment in product quality systems including Lloyds Register domestic and offshore

steel mill attestation and test certificate verifications

•Strong balance sheet with capacity to invest into organic growth

•People, communities, environment, health, safety and wellbeing are at our core

31

32
STRATEGIC FOCUS: INVESTMENT FOR GROWTH

Focus on gross margin dollar improvement and growth opportunities

•Continue to build best-in-

class customer experience

and digital platform

•Investment into IT and

enhanced data analytics

•Drive gross margin dollars

•Continued operational

efficiencies

•Leverage opportunities to

cross sell wide range of

products and services

BUILD ON STRONG BUSINESS

FOUNDATION

•Continue to develop

differentiated expertise

•Expand the targeted high

value product ranges

•Work in partnerships with

third parties

•Continue investment in

marketing and promotion

NEW PRODUCT

DEVELOPMENT AND

INNOVATION

BUSINESS GROWTH

•Primary focus on organic

growth

•Continue to consider

opportunities in close

adjacent sectors

FY22 OUTLOOK
Positive outlook with number of identified opportunities

•Positive market backdrop for the medium term, cycle expected to be stronger for longer:

oResidential likely to ease next 1-2 years due to interest rate rises and supply demand

imbalance slowly reducing with borders closed

oCommercial seeing positive uplift in consents and increasing tenders coming to the market

oInfrastructure continuing to build due to significant underinvestment

oExpanding manufacturing sector

•Long pipeline of secured contract work in place

•Well positioned to take advantage of identified opportunities in a range of sectors

•Focus remains on continued gross margin dollar improvement, leveraging digital platform,

product and sales growth

•Expect continued earnings momentum and dividend flow

•Investigating potential capital management activities

33

DISCUSSION

NON-GAAP FINANCIAL INFORMATION
Non-GAAP financial information: Steel & Tube uses several non-GAAP measures when discussing financial performance. These include

NormalisedEBIT and Working Capital. Management believes that these measures provide useful information on the underlying performance

of Steel & Tube’s business. They may be used internally to evaluate performance, analysetrends and allocate resources. Non-GAAP financial

measures should not be viewed in isolation nor considered as a substitute for measures reported in accordance with NZ IFRS.

Non-trading adjustments/Unusual transactions: The financial results for FY21 include transactions considered to be non-trading in either

their nature or size. Unusual transactions can be as a result of specific events or circumstances or major acquisitions, disposals or

divestments that are not expected to occur frequently. Excluding these transactions from normalisedearnings can assist users in forming a

view of the underlying performance of the Group. The following reconciliation is intended to assist readers to understand howthe earnings

reported in the Financial Statements for the periods ended 30 June 2021 and 30 June 2020 reconcile to normalisedearnings. Non-trading

adjustments of $(2.8) million are included in the FY21 results.

35

RECONCILIATION OF REPORTED TO NORMALISED EARNINGS

Year ended 30 JuneEBITDAEBIT

$000sFY21 FY20FY21 FY20

Reported40,731 (37,236) 21,752 (57,694)

Add back / (subtract) unusual transactions/non-trading adjustments:

Gain on sale of properties(1,215) (1,215)

NZ IFRS 16 (reversal of impairment) / impairment(1,546) 4,298 (1,546) 4,298

Goodwill impairment-37,071 -37,071

Intangible assest impairment-9,000 -9,000

Business restructuring costs-3,449 -3,449

Site rationalisation execution costs-2,011 -2,011

Property, plant and equipment impairment

-

1,508

-

1,508

Holiday pay provision

-

750

-

750

Normalised37,970 20,851 18,991 393

GLOSSARY OF TERMS
EBIT: Earnings / (Loss) before the deduction of interest and tax. This is calculated as profit for the year

before net interest costs and tax. FY21 EBIT was impacted by non-trading adjustments of $2.8 million, as

shown in the table above.

EBITDA: Earnings / (Loss) before the deduction of interest, tax, depreciation and amortisation. This is

calculated as profit for the year before net interest costs, tax, depreciation and amortisation.

eNPS: Employee Net Promoter Score –assists in measuring employee satisfaction and loyalty within the

organisation

NPS: Net Promoter Score –assists in measuring customer satisfaction and loyalty

Normalised EBIT/EBITDA: This means EBIT and EBITDA excluding non-trading adjustments and unusual

transactions.

eTRIFR: Employee Total Recordable Injury Frequency Rate –an important metric to assess safety

performance.

LTIFR: Lost Time Injury Frequency Rates -an important metric to assess safety performance.

Working Capital: This means the net position after Current liabilities are deducted from Current assets.

The major individual components of Working capital for the Group are Inventories, Trade and other

receivables and Trade and other payables. How the Group manages these has an impact on operating cash

flow and borrowings.

36

DISCLAIMER
This presentation has been prepared by Steel & Tube Limited (“STU”). The information in this presentation is of a general nature only. It is

not a complete description of STU.

This presentation is not a recommendation or offer of financial products for subscription, purchase or sale, or an invitationorsolicitation

for such offers.

This presentation is not intended as investment, financial or other advice and must not be relied on by any prospective investor. It does

not take into account any particular prospective investor’s objectives, financial situation, circumstances or needs, and doesnot purport to

contain all the information that a prospective investor may require. Any person who is considering an investment in STU securities should

obtain independent professional advice prior to making an investment decision, and should make any investment decision havingregard to

that person’s own objectives, financial situation, circumstances and needs.

Past performance information contained in this presentation should not be relied upon (and is not) an indication of future

performance. This presentation may also contain forward looking statements with respect to the financial condition, results of operations

and business, and business strategy of STU. Information about the future, by its nature, involves inherent risks and uncertainties.

Accordingly, nothing in this presentation is a promise or representation as to the future or a promise or representation thatantransaction

or outcome referred to in this presentation will proceed or occur on the basis described in this presentation. Statements or assumptions in

this presentation as to future matters may prove to be incorrect.

A number of financial measures are used in this presentation and should not be considered in isolation from, or as a substitutefor, the

information provided in STU’s financial statements available at www.steelandtube.co.nz.

STU and its related companies and their respective directors, employees and representatives make no representation or warranty of any

nature (including as to accuracy or completeness) in respect of this presentation and will have no liability (including for negligence) for any

errors in or omissions from, or for any loss (whether foreseeable or not) arising in connection with the use of or reliance on, information in

this presentation.

37

---

Dear Shareholder
We are pleased to advise that the Steel & Tube Holdings Limited Annual Report for the year ended 30 June 2021 (FY21) is now

available to view on our website https://steelandtube.co.nz/investor/reports.

The FY21 year was a challenging time for many businesses and communities and we are incredibly proud of our people for

standing up supporting our customers and delivering a solid result. We saw a strong recovery from Covid-19 in New Zealand

following the April 2020 Level 4 lockdowns, with the execution of strategic initiatives delivering growth, underpinned by positive

economic activity.

We are now seeing the benefits of our efforts over the last three years and particularly our investment in our people and digital

technology. We have seen improvements in all areas, with customer sales and margins recovering across the year and we have a

strong pipeline of secured work.

The improved financial results delivered in FY21 are an indication of the growing value being generated as we move forward with

clear strategic objectives – to be the best in the business, the preferred choice for customers, a rewarding place to work and an

attractive investment for our shareholders.

Our thanks go to you our shareholders for your support. We were pleased to declare a final unimputed dividend of 3.29 cents per

share, taking full year dividends to 4.5 cents per share.

Our strong financial performance in FY21 and return to profitability is our first step as our focus transitions from the turnaround

of our business to growth and value add. While we will continue to optimise the business, we have also identified a number of

organic growth opportunities and are investigating potential capital management activities. Our priorities remain customer

service, growing sales in attractive segments and gross margin dollar improvement.

The events of this past year have reinforced the importance of taking a long-term view and establishing policies and business

strategies that look beyond next quarter or year. As we write this, New Zealand is in another Alert Level 4 lockdown. Our previous

experience shows that economic activity is simply deferred or delayed during these times, with a strong recovery once business

re-opens.

We are confident in our strategy and are moving forward with a robust financial and operating platform, leadership positions

across many product categories, an experienced executive team and strong employee morale.

We look forward to building on Steel & Tube’s legacy as New Zealand’s leading steel provider and adding value for shareholders

and all stakeholders.

Susan Paterson Mark Malpass

Chair Chief Executive Officer

7 Bruce Roderick Drive, East Tamaki, Auckland 2013, New Zealand
PO Box 58880, Botany, Auckland 2163, New Zealand. Ph: +64 4 570 5000 Fax:+64 4 570 2453

Email: info@steelandtube.co.nz Website: www.steelandtube.co.nz

STRATEGIC PROGRESSFINANCIAL

Significant improvement in earnings

$40.7m EBITDA

$21.8m EBIT

$19.0 m Normalised EBIT

(Increase from $0.4m in prior year)

Revenue

$480.0m + 15%

Gross Margin dollars

Year on year improvement in gross margin dollars

and percentage

Net Profit After Tax

$16.1m

Strong improvement on prior year

Robust Operating Cashflow

$31.5m

Strong Balance Sheet with all bank debt repaid

$25.0m cash as at 30 June 2021

FY21 Paid and Declared Dividends

4.5 cents per share

Continued prioritisation

of quality, health, safety

and wellbeing

Continue to invest in digital

technologies to continuously

improve the customer

experience and expand the

customer offer, providing

competitive advantage

Significant structural cost reductions and network

optimisation programme largely completed, with

future refinements to be undertaken as needed

Selected partner on large projects; building a

reputation for value engineering and delivery

performance

Focus on gross margin dollar improvement,

customer service and growing sales in attractive

segments

New appointments to Board and Leadership Team

Karen Jordan Independent Director

Richard Smyth Chief Financial Officer

Our goals are to be the best in the business, the

preferred choice for customers, a rewarding place

to work and an attractive investment for our

shareholders

3STEEL & TUBE ANNUAL REPORT 2021

FY21 AT A GLANCE

STRATEGIC PROGRESSFINANCIAL

---

STEEL & TUBE HOLDINGS LIMITED
2021

ANNUAL

REPORT

THE BOARD OF STEEL & TUBE
IS PLEASED TO PRESENT THE

ANNUAL REPORT FOR THE

YEAR ENDED 30 JUNE 2021

Susan Paterson | Chair


Mark Malpass | Chief Executive Officer

23 August 2021

FY21 at a Glance02
Chair and CEO's Review04

Our Businesses07

Technology 12

Our Strategic Roadmap14

What Matters:16

Commitment to Quality, Health and Safety18

Operational and Supply Chain Excellence22

Customer First25

Winning Team26

Leadership Team28

Our Board30

Financial Measures32

Five Year Financial Performance33

Financial Report34

Financial Statements36

Independent Auditor's Report69

Governance75

Remuneration83

Disclosures87

Directory91

CONTENTS

1STEEL & TUBE ANNUAL REPORT 2021

OPERATING ENVIRONMENT
FY21 AT A GLANCE

OUR BUSINESS


1

eTRIFR: Employee Total Recordable Injury Frequency Rate per 1 million work hours

870

Staff across our

organisation

26

Sites across

New Zealand

46,500+

Product

SKUs

Employee engagement score.

Employee NPS of 19: An excellent result

and well above industry benchmark

7.4 / 10

Active

customers

Steady increase in activity across the year

following Covid-19 lockdowns, with momentum

increasing in 2H21

Steel price inflation due to rising steel commodity

input prices coupled with shipping and logistics

cost pressures

Labour constraints in some sectors, particularly

construction

Increased fast moving inventory

in response to global supply chain

capacity and shipping constraints

1.86

Safety eTRIFR

1

Positive movement in key sustainability metrics:

13% reduction in fuel consumed;

9% reduction in greenhouse gas emissions;

2% reduction in energy use

10,500+

Strong residential construction

and infrastructure activity, an

uplift in commercial tenders

and more recent growth in

manufacturing

Well below

industry standards

2STEEL & TUBE ANNUAL REPORT 2021

STRATEGIC PROGRESSFINANCIAL
Significant improvement in earnings

$40.7m EBITDA

$21.8m EBIT

$19.0 m Normalised EBIT

(Increase from $0.4m in prior year)

Revenue

$480.0m + 15%

Gross Margin dollars

Year on year improvement in gross margin dollars

and percentage

Net Profit After Tax

$16.1m

Strong improvement on prior year

Robust Operating Cashflow

$31.5m

Strong Balance Sheet with all bank debt repaid

$25.0m cash as at 30 June 2021

FY21 Paid and Declared Dividends

4.5 cents per share

Continued prioritisation

of quality, health, safety

and wellbeing

Continue to invest in digital

technologies to continuously

improve the customer

experience and expand the

customer offer, providing

competitive advantage

Significant structural cost reductions and network

optimisation programme largely completed, with

future refinements to be undertaken as needed

Selected partner on large projects; building a

reputation for value engineering and delivery

performance

Focus on gross margin dollar improvement,

customer service and growing sales in attractive

segments

New appointments to Board and Leadership Team

Karen Jordan Independent Director

Richard Smyth Chief Financial Officer

Our goals are to be the best in the business, the

preferred choice for customers, a rewarding place

to work and an attractive investment for our

shareholders

3STEEL & TUBE ANNUAL REPORT 2021

STRATEGIC PROGRESS
At the start of the FY21 financial year, we put in place a clear

roadmap to guide our actions going forward and we are

making good progress under each of our five pathways

which are focused on customers, our people, technology,

service and operational efficiency. This year’s improved

financial results are an indication of the growing value being

generated as we move forward with clear strategic objectives

– to be the best in the business, the preferred choice for

customers, a rewarding place to work and an attractive

investment for our shareholders.

In Q4 FY20, Covid-19 provided a unique opportunity to

reassess our strategy and we made the bold move of

aggressively advancing our long-term network optimisation

plans. We exited six sites, including moving the Wellington

Head Office to one of our Auckland distribution Centres,

and reduced our footprint at a further four locations,

resulting in a significant reduction in rental costs. We have

also reengineered many of our business processes and

organisation requirements. This has allowed us to move

forward with a focussed and efficient operating structure.

We are now seeing the benefits of our strategic initiatives

over the last three years and particularly our investment

in our people and digital technology. We have seen

improvements in all areas, with customer sales and margins

recovering across the year and a strong pipeline of secured

work. Customer service and delivery fulfilment have been a

priority and the target of much of our digital investment as

we implement an omni-channel platform that delivers the

optimal experience for our customers.

We have continued to bring together our businesses by

cross selling our extensive offer to customers, leveraging

our national footprint and breadth of product offering.

We have established a centralised Customer Excellence

Centre that maintains a regional focus, provides expanded

access to specialist expertise in our sales teams and uses

digital data to enable customer segmentation and


category management.

Significant site footprint changes have been executed and

we now have an optimised national network, maintaining

a regional presence and providing an increased product

offering. While we see continued efficiency opportunities,

the network consolidation programme is largely complete.

This, along with the accelerated cost out programme,

has delivered a material reduction in our underlying cost

structure.

Supply chain management has also been an increased

focus, with the establishment of the new role of GM Supply

Chain & Distribution Centres early in FY21. During the year,

we better managed our working capital, investing in fast

moving inventory in response to current global supply chain

and capacity issues, while at the same time reducing aged

CHAIR AND CEO'S REVIEW

We are now seeing the benefits of our

strategic initiatives over the last three years

with an improved financial performance,

a leaner organisation and a strong balance

sheet. Our thanks go to you our shareholders

for your support during this time.

4STEEL & TUBE ANNUAL REPORT 2021

EBITDA was $40.7m with normalised EBITDA being $37.9m
(FY20: $20.9m). EBIT significantly improved to $21.8m; on a

normalised basis this was $19.0m compared to $0.4m in the

prior year.

The company had a strong return to profitability with net

profit after tax of $16.1m compared to a reported loss of

$60.0m in the prior year.

Continued improvements in working capital management

and debt collection assisted in the generation of robust

operating cashflow of $31.5m.

All debt was repaid during the year, with $25.0m net cash

at year end. The asset disposal programme has now been

completed with the $7m sale and leaseback of the Hautonga

Street site in Petone in March 2021.

The company has a strong financial platform to invest

in targeted organic growth initiatives and market

opportunities. Our capital expenditure in FY21 was $7.7m,

with 53% of this allocated to digital initiatives.

Investments in digital technologies, people, safety and

quality are all delivering value and providing a strong

platform to move forward with growth plans in FY22.

Steel & Tube’s strong financial performance in FY21 and

return to profitability is our first step as our focus transitions

from the turnaround of our business to growth and value

add. We were pleased to declare a final unimputed dividend

of 3.29 cents per share, taking full year dividends to 4.5 cents

per share.

FOCUSING ON WHAT MATTERS

The events of this past year have reinforced the importance

of taking the long-term view and establishing policies and

business strategies that look beyond next quarter or year.

Your Board remains committed to building a sustainable

business, that delivers long term value to shareholders

and other stakeholders. We continue to progress in our

sustainability journey, focusing on areas that are important

for our people, our planet and our company.

With many businesses facing labour constraints, it is

encouraging to see the high employee engagement


results from Steel & Tube’s latest survey, with stand out

areas including clarity on goals, fairness of treatment for

all employees, management support and focus on

employee safety.

Safety remains a priority and while we were pleased to see

our employee TRIFR drop to 1.86 ‒ well below the industry

averages - we remain focussed on reviewing our critical risks

and controls, and promoting active participation by our

team in workplace safety initiatives and safety conversations.

We have continued our investment in equipment, critical risk

management processes and assurance.

inventory. Technology is again playing an important role as

we manage increasing steel prices and cost pressures, with

advanced data analytics supporting inventory traceability and

pricing governance and controls.

MARKET CONDITIONS

FY21 was a challenging time for many businesses and

communities and we are incredibly proud of our people

for standing up supporting our customers and delivering

a strong result. While we in New Zealand have been lucky

to escape the worst of the Covid-19 pandemic, the recent

Alert Level 4 lockdowns are a reminder of the impact the

pandemic is still having around the world and its economic

effects.

Demand for steel has increased as consumers spend up

large on whiteware, cars and other items, residential

construction soars and governments invest in infrastructure

programmes to boost economic activity. Steel mills are

operating at capacity and on top of this, supply chains have

become congested with no signs that these headwinds will

be alleviated anytime soon. This has led to increased pricing

across a broad range of steel products.

Steel & Tube has a number of advantages in this

environment. We are the most diversified steel provider in

New Zealand and not unduly reliant on one or two sectors,

which provides greater stability in demand and activity. Our

size and scale provides us with buying power and we have

long standing and positive relationships with our suppliers

in both New Zealand and offshore. Our investment into

digital and technology is paying dividends across all areas of

our business, enhancing our customer offer and delivering

improved efficiencies, governance and controls.

While we have not been overly affected, we are seeing some

impact from the labour shortages and travel restrictions

with more competition for temporary staff and construction

experts and issues with those in our team who have some

form of work visa. We continue to provide support and work

closely with immigration to provide certainty for these staff

members.

FINANCIAL PERFORMANCE

The FY21 financial year saw a strong recovery from Covid-19

in New Zealand, with the execution of strategic initiatives

delivering growth, and underpinned by positive economic

activity. We significantly improved year on year earnings as a

result of sales and margin growth and a material reduction in

our underlying cost structure.

FY21 revenue was up 15% to $480.0m with sales and volume

growth from both our Distribution and Infrastructure

businesses.

5STEEL & TUBE ANNUAL REPORT 2021

OUTLOOK
Our focus remains on customer service, growing sales in

attractive segments and gross margin dollar improvement.

Market conditions look to remain positive for at least the

medium term as the economic cycle is expected to be

‘stronger for longer’. The current residential boom is likely to

ease over the next one to two years, however, commercial,

infrastructure and manufacturing are all expected to

continue to grow.

We have a strong pipeline of secured work in place and

are well positioned to take advantage of new market and

product opportunities.

While our focus remains on optimising the business, we have

also identified a number of organic growth opportunities

and are investigating potential capital management

activities. Investing in new processing equipment will


assist in opening up identified new markets as well as

drive operating efficiencies, safety and product quality.

In addition, we will continue to invest in digital technologies

to continuously improve the customer experience and

expand the customer offer, providing further competitive

advantage.

We are confident in our strategy and are moving forward

with a robust financial and operating platform, leadership

positions across many product categories, an experienced

executive team and strong employee morale.

We look forward to building on Steel & Tube’s legacy as

New Zealand’s leading steel provider and adding value for

shareholders and all stakeholders.

Susan Paterson, Chair

Mark Malpass, Chief Executive

Energy and carbon use has reduced year on year which was

particularly gratifying given that the prior year included four

weeks of lock down and limited operation.

Our competitive advantage is built on our reputation as a

trusted and reliable provider and product quality remains

a key focus. Most recently, Steel & Tube has become the

first company in New Zealand to achieve the Bolt Importer

Charter, which ‘ensures that fasteners and anchor bolts

supplied to the local steel construction sector are sourced

using good procurement practices and represents a mark of

excellence for bolt importers in New Zealand’. We were also

one of the first companies to become a Chartered Member

of the Sustainable Steel Council.

DIVISION PERFORMANCE

Distribution

Distribution continues to go from strength to strength

with gross margin improving year on year. Revenue growth

is being driven by strong residential, infrastructure and

manufacturing sectors. We are closely monitoring steel

commodity input prices, increased demand, capacity

constraints and shipping challenges. Inventory and pricing

optimisation, aided by technology, ensure that high demand

products are priced appropriately and available where and

when needed by our customers. Our optimised national

network of branches and distribution centres, realigned

sales team and Customer Excellence Centre are delivering

improved customer service and experience.

Infrastructure

Infrastructure covers a range of sectors with our specialist

made to order products primarily supplied to the vertical

construction and infrastructure sectors. Volumes were up

versus the prior period with gross margin improvements

from the cost out programme being partially offset with

competitive pricing pressure in some areas. While slower

to recover, an increasing volume of activity has been seen

in 2H21 as infrastructure and large commercial projects

come back on stream. We have a strong pipeline of secured

work and are seeing an increasing volume of tender activity

for large infrastructure and vertical construction projects.

Steel & Tube’s positioning as a large scale, reliable provider

focused on improved project methodology, technical

advisory services and a deep focus on safety and quality

provide us with a competitive advantage.

6STEEL & TUBE ANNUAL REPORT 2021

OUR
BUSINESSES

Steel & Tube has the broadest range of

steel products and solutions in New Zealand.

We source, process and distribute steel products

– including fastenings, chain and rigging,

stainless and engineering steel – to customers

across New Zealand through our nationwide

network of branches and distribution centres.


We also make steel products to order on a

project basis, including roofing, ComFlor


decking and reinforcing, and offer onsite

installation services.

We have expertise across a diverse range of

sectors and reach across the country, offering

our customers a wide range of products and

solutions to meet their steel needs.

DISTRIBUTION

Revenue $286.8m

Normalised EBITDA $23.7m

EBIT $15.2m

Normalised EBIT $13.8m

INFRASTRUCTURE

CFDL/REO AND ROLLFORMING

Revenue $193.2m

Normalised EBITDA $12.9m

EBIT $6.6m

Normalised EBIT $6.4m

7

STEEL & TUBE ANNUAL REPORT 2021

DISTRIBUTION
The Distribution business serves the needs of

customers across a broad range of sectors, with

a mix of customers from rural to fabricators,

manufacturers and merchants. While there

are several competitors in this area, none can

match Steel & Tube’s breadth and scale. Sales

growth has been driven by strong residential and

infrastructure activity, with growth in commercial

and manufacturing.

The Distribution market is primarily a commodity

market, with competitive advantages being

delivered from Steel & Tube’s reputable brand,

quality products and customer service. Market share

remained stable in FY21 with increases in


some areas.

2


Operating costs were significantly reduced with

a right sized cost base now in place. The network

optimisation project has been largely completed.

The freight optimisation programme has also

delivered positive results, with reduced costs and

carbon emissions.

Along with the realignment of the sales team, an

increased focus is being put on cross selling Steel &

Tube’s wide range of products and solutions. Growth

opportunities have been identified in several areas,

with the primary focus on continuing to optimise

gross margin dollars and delivering customer service

excellence. In FY21, Steel & Tube acquired a small

fastenings business, symbolic of the strategy to

invest in segments that matter to our customers.

Distribution

% of Group Revenue

60%

Distribution

% of Group EBIT

70%

2

Management market share estimates

8

STEEL & TUBE ANNUAL REPORT 2021

HIGHLIGHTS
>Distribution going from strength to

strength, with increased volumes and

margins delivered in FY21

>Value being realised from accelerated

cost out programme

>Continue to optimise inventory, to

better meet customer needs

>National network and distribution

centres delivering improved customer

service

>Realignment of sales team to focus on

priority segments and customers

>Development of Customer Excellence

Centre to deliver optimal customer

service

>Closely monitoring and responding

to input pricing pressures , increased

demand, capacity constraints and

shipping challenges

>Increased stock holdings to ensure

availability of high demand products

9STEEL & TUBE ANNUAL REPORT 2021

Infrastructure
% of Group Revenue

40%

Infrastructure

% of Group EBIT

30%

INFRASTRUCTURE

WIRE AND CFDL/REINFORCING

Steel & Tube is one of the largest suppliers of

fabricated reinforcing steel mesh, cut and bent

bar, piles, beams and columns for use by the

New Zealand building and construction industry.

Primarily, these products are supplied to the vertical

construction and infrastructure sectors. We also

offer onsite installation through our reinforcing


and CFDL teams.

Volumes were up year on year, particularly for


mesh which was driven by residential construction

activity, while reinforcing also had strong volumes

but lower margins.

Barriers to entry in this sector are low and

competition has kept pressure on margins. Price

management is an important factor in Steel &

Tube’s tendering process and the company will not

participate at price levels that are unsustainable.

Pleasingly, many customers choose Steel & Tube as

their preferred supplier due to our reputation for

reliability, quality, safety and delivery.

Our focus is on end to end project management,

from design and manufacture to delivery and

installation, and we seek to engage early with clients

to add value from the concept stage.

We are also utilising our expertise in new market

opportunities such as windfarms, where we recently

won a $7 million contract for the Harapaki windfarm


in Hawkes Bay.

Macro trends are positive, with Government

infrastructure spend and signs of life in the vertical

construction sector. Commercial activity is picking

up pace with an increasing volume of tenders that

bodes well for the future.

ROLLFORMING AND COMFLOR

Rollforming consists of roofing, coil processing and

purlins, while ComFlor is the industry leading metal

decking product.

Privately funded vertical construction ground to a

halt during Covid-19 lockdowns as large commercial

buildings, shopping centres and hotels were put

on hold. This impacted ComFlor in particular. Some

improvement was seen in 2H21 and this is expected

to continue to build as activity comes back on

stream in FY22.

Gross margins in Rollforming were strong, following

the restructuring and the cost out programme.

Earnings growth has been turned around with

improved demand being driven by the continuing

build of ‘big sheds’ and warehouses and the strong

residential market.

As part of the new sales structure, we have expanded

our sales team, almost doubling the number of sales

people to capture opportunities. We also continue to

prioritise the safety of our people and have invested

in machine and truck guarding across our network.

In FY22, we will be investing into new equipment,

providing more capacity, efficiency and the ability

to deliver more in-spec products. We also see an

opportunity in steel frame housing as a durable

and efficient solution for New Zealand’s housing

constraints. We are seeing an improvement in the

number of tenders for large commercial projects

and we are able to respond with a wider solution and

offer from across our group. Our primary focus is

growing sales while maintaining our margins.

10STEEL & TUBE ANNUAL REPORT 2021

HIGHLIGHTS
>Secured a number of significant projects

and built a long pipeline of secured work

>Slower recovery from Covid-19 with large

commercial projects paused. Activity

increased in 2H21 with a long runway of

new infrastructure projects planned

>Wire and reinforcing volumes up year on

year, with continuing competitive activity

driving pricing and margin pressure

>Completed integration of Reinforcing and

CFDL installation into one team

>Lift in earnings and strong gross margin

improvement in Rollforming

>Invested in expanded sales team, safety

(machine and truck guarding) and new

equipment

11STEEL & TUBE ANNUAL REPORT 2021

The use of digital technology to drive customer experience
and operational efficiency is becoming an increasingly

valuable strategic pathway for the company. Our technology

platform investment is becoming integral to our sales,

service and employee value propositions.

The focus for FY21 was on establishing our e-commerce

capability with the first release of the Steel & Tube and

Fortress webshops, improvements in our traceability

platforms, cyber security and data analytics.

Our goals for e-commerce are to create an omni-channel

platform that allows our customers to engage with us

digitally, through a range of platforms and at any time,

whether that be online, by phone or face to face.

The launch of our webshop and e-commerce platform has

been successful with data showing online customers are

buying more, buying more frequently and more broadly and

delivering a higher margin per customer. While this is still

early days for e-commerce initiatives in the steel industry, we

are confident of significant growth over the next 12 months.

This growth will be supported by a range of new features

and planned additions to support new digital channels for

our customers.

Digital is also playing an important role in our traceability

programme. Our traceability applications are providing

increased visibility, accuracy and auditing of product

provenance. We have also introduced easier ways for

customers to retrieve test certificates such as through our

chatbot Stanley and the webshop. In addition, we have

recently piloted integration with the ordering system

of a large scale customer, allowing them to receive test

certificates automatically with their orders. This has resulted

in significant time savings and we will be looking to expand

this offer to all large customers.

Cyber security remains a priority and an extensive amount

of work has been undertaken in the last 12 months with

independent audits and an ongoing programme of work.

This has substantially improved the company’s cyber security

position and our ability to recover from a cyber security

incident.

Data analytics was another primary focus for FY21.


The pricing project has helped identify areas of margin

improvement across the business and established a more

dynamic and responsive pricing regime which can be

optimised for different customer groups.

Digital investment will continue into FY22 with a new

Customer Relationship Management (CRM) system to be

installed and commissioned. CRM will support our Customer

Excellence teams and Account Managers across the business

to focus on quickly resolving customer issues and the

targeting of revenue opportunities.

>

Launch of centralised Customer

Excellence Centre with regional focus

>

Significant reductions in dropped calls

and call wait times

>

Cloud based telephony allowing better

analysis and insights into customer

needs

>

Automated test certification retrieval

adding value for customers and

improving traceability

>

Digital design capabilities enabling

customer engagement from concept

stage

>

Increased access to invoices, order

details and track and trace capability

>

Optimised freight runs and routes,

generating efficiencies and reducing

carbon emissions

>

Extensive cyber security programme,

boosting resilience to cyber attacks

>

Advanced data analytics to support

inventory and pricing management

strategies

>

Reduction in slow moving and aged

inventory and increase in fast moving

inventory aided by data analytics

>

Expansion of online training library -

more than 2,000 personal development

and skills modules completed by team

members in FY21

>

Commissioned Intelex Quality, Health &

Safety software with phase 1 rollout in

August 2021

TECHNOLOGY

HIGHLIGHTS

$

12STEEL & TUBE ANNUAL REPORT 2021

WE USE A POWERFUL
COMBINATION

OF PEOPLE AND

TECHNOLOGY TO

CREATE CUSTOMER

EXPERIENCES THAT

ARE DYNAMIC,

PERSONALISED AND

EFFORTLESS

13STEEL & TUBE ANNUAL REPORT 2021

OUR STRATEGIC
ROADMAP

OUR PURPOSE

To make life easier for our

customers needing steel

solutions.

OUR VISION

To provide unparalleled

customer service and

experience.

OUR GOAL

To be the best in the sector,

the preferred choice for steel

products and solutions and

a trusted partner for our

customers.

W

I

N

N

I

N

G


T

E

A

M

O

P

E

R

A

T

I

O

N

A

L


A

N

D


S

U

P

P

L

Y


C

H

A

I

N


E

X

C

E

L

L

E

N

C

E

C

U

S

T

O

M

E

R


F

I

R

S

T


C

O

M

M

I

T

M

E

N

T


T

O


Q

U

A

L

I

T

Y

,


H

E

A

L

T

H

,


S

A

F

E

T

Y


&


E

N

V

I

R

O

N

M

E

N

T

MAKING IT EASY
Deliver the information, expertise,

purchasing options, and communication

channels that make it easy for our customers

FULL SERVICE PROVIDER

Leverage our breadth of expertise,

quality products and strong brands to deliver

a ‘ground up’ solution for our customers

BETTER WAYS OF WORKING

Continually improve to ensure an efficient

and effective operational platform,

with strong operational discipline and

excellent customer service

INNOVATION & TECHNOLOGY

Embrace new technology and

continually innovate to deliver on our

customer and partner strategies – and drive

greater efficiency in our business

ONE TEAM

Engage our staff and our businesses behind

a common purpose, investing in staff

development, recognising and growing their

talents and contributions and empowering

them to add more customer value

OUR FOCUS AREAS

15STEEL & TUBE ANNUAL REPORT 2021

W H AT
M AT T E R S

At Steel & Tube, we are committed to creating a sustainable

business, one that delivers value for all our stakeholders,

from our shareholders to our staff and the communities we

operate in, as well as reducing the environmental impact of

our activities.

For each of our four strategic pillars, we have identified

key topics which we believe are essential for the long term

sustainability of our company and which support our social

licence to operate. We monitor and measure our impact in

these areas and develop initiatives to drive positive change.

In this ‘What Matters’ section and elsewhere in this Annual

Report, we comment on economic, environmental, social

and governance topics and initiatives that we believe are

material to our business and our stakeholders.

CUSTOMER FIRST

>

Customer Satisfaction

>

Product Life Cycle Performance

OPERATIONAL AND SUPPLY

CHAIN EXCELLENCE

>

Financial Performance & Corporate Governance

>

Material Efficiency & Recycling

>

Energy & Carbon

COMMITMENT TO QUALITY,

HEALTH, SAFETY AND

ENVIRONMENT

>

Occupational Health & Safety

>

High Quality Products & Services

ONE WINNING TEAM

>

Talent Attraction & Retention

>

People Development & Labour Practices

>

Culture of Wellbeing

16STEEL & TUBE ANNUAL REPORT 2021

17STEEL & TUBE ANNUAL REPORT 2021

COMMITMENT TO QUALITY,
HEALTH & SAFETY

WORKPLACE SAFETY & WELLBEING

The health & safety of our employees remains our number

one priority. We continue to actively engage with staff

across the business. Our total recordable injury frequency

rate has significantly improved over the last five years and is

well below the industry average.

We have a dedicated team who support our health & safety

strategy and we encourage a ‘speak up’ culture which helps

identify areas for improvement. Our focus on health & safety

is led from the top, with health & safety committees


at every level of the organisation.

A Board approved annual workplan is used to govern our

activities. The Board and senior managers are actively

involved in critical risk reviews to ensure risk controls are

effective. An independent safety review was conducted this

year to assess compliance with legislation, assess systems

and processes, and workplace culture. Safety conversations

are also had at all levels of the business to aid Directors and

Officers' understanding of workplace risks and controls,

visibly demonstrate commitment to safety, and to lift

confidence that processes are carried out as intended.

A company-wide health & safety statistics report is published

monthly and analysed to provide lead and lag indicators.

This information enables quality decision making when

interventions are required.

There has been a significant emphasis on training during


the year with our best practice training programmes

recognised to National and International certification

standards. Our partner, Major Oak Safety Training, has

received a number of awards by industry bodies for their

training programmes.

Employee involvement and workplace culture is a key

component of our risk management framework. In the

recent employee engagement survey, in response to


“is this organisation committed to providing a safe working

environment?” Steel & Tube scored 8.6 out of 10.

Employee Total Recordable Injury Frequency Rate (eTRIFR)

10

FY17FY18FY19FY20FY21

5

0

>

Strong improvement in eTRIFR, down to

1. 86, well below industry average. LTIFR

of 0*

>

Continued training in best practice

crane, forklift, offloading and unloading

operations

>

8.6 out of 10 employee rating on Steel &

Tube’s commitment to providing a safe

work environment

>

Upskilling to higher national and

international standards:


160 forklilft operators


155 gantry crane operators


72 basic rigging

>

Entire business now certified to

ISO 9001: 2015 quality standard

>

Successfully achieved recertification

of Steel & Tube’s Structural Steel

Distributor Charter

>

Audited against the new Steel

Construction NZ Bolt Importer Charter,

with no non-conformances

>

Independent audits were carried out on

eight supplier mills

HIGHLIGHTS

* LTIFR is Lost Time Injury Frequency Rate

18STEEL & TUBE ANNUAL REPORT 2021

KEEPING OUR PEOPLE
SAFE WITH INTELEX

Steel & Tube is presently implementing

Intelex quality, health, safety, and

environmental management software.

This ‘best in class’ system comes with

access to a mobile platform, which allows

various key areas to be completed on the

go, without the need for paper-based forms

to be completed first. Moving to mobile

app-based, online reporting will not only

eliminate a significant number of paper-based

audits, forms and manual based processes,

but gives access to live data which tracks

actions from incidents and audit findings.

This will help site Managers, operations

teams and business leaders prioritise the

people and resources needed to focus on the

most important safety risks.

The project is being completed in two stages

with Phase 1 deployed in August 2021.

INVESTMENT
IN TRUCK AND

MACHINE GUARDING

Truck guarding systems provide additional

safety for our people when loading and

unloading steel items. The portable,

guardrailed stairs and platforms add another

safety dimension and have been rolled out

across every Steel & Tube site. This adds

to the ongoing investment being made

into machine guarding, which is our first

line of defence across our manufacturing

businesses.

20STEEL & TUBE ANNUAL REPORT 2021

HIGH QUALITY PRODUCTS AND SERVICES
Our products are used in all areas of New Zealand’s

economy, from dairy vats and fencing in the rural sector

to pipes and materials in manufacturing, steel beams and

reinforcing in infrastructure and flooring, roofing and

everything in between in construction.

Ensuring high quality, durable and trusted products is

essential to what we do. An important factor in this is

independent audits and certifications.

ISO 9001:2015 Audits

Every one of our businesses has now achieved ISO 9001: 2015

quality certification, with 12 sites audited during the year and

Fortress Fasteners and CFDL/REO achieving certification for

the first time.

Chartered Member of the Sustainable Steel Council (SSC)

We were pleased to be one of the first businesses to receive

certification as a Chartered Member of the Sustainable Steel

Council in its inaugural year of operation. This recognises

the work being done by companies to advance the

sustainability of their operations in line with the SSC charter.

SSC Chartered Membership is also recognised as a criterion

in the New Zealand Green Building Council’s Green Star

(NZGBC) rating scheme.

Steel Construction New Zealand Charter Audits

We successfully achieved recertification against the

Structural Steel Distributor Charter, following an

independent assessment carried out by Telarc, with no non-

conformances identified.

In addition, Telarc performed a full audit against the Bolt

Importer Charter for our Fortress Fasteners for the first

time with no non-conformances raised. Steel & Tube is the

first company in New Zealand to achieve the Bolt Importer

Charter which is the latest steel construction industry quality

assurance programme. The Bolt Importer Charter ensures

that fasteners and anchor bolts supplied to the local steel

construction sector are sourced using good procurement

practice and represents a mark of excellence for bolt

importers in New Zealand.

Lloyds Register - Supplier Mill Audits

We have continued to build on our strong quality

compliance program working with Lloyds Register to

perform independent third-party supplier mill assessments

of mills within Asia Pacific and Europe. In FY21, eight

suppliers were audited within Asia. In FY22, we aim to audit a

further eight existing suppliers plus up to four new suppliers

within Asia Pacific.

Fair Trading Act Compliance Program

As part of our ‘Fair Trading Act’ compliance program, we

have commenced random sampling of high risk products.

These are tested by an independent International

Accreditation NZ (IANZ) accredited laboratory in New

Zealand for verification to the relevant standard. We have

also engaged Lloyd’s Register to verify the sample test

certificates of high and medium risk products against the

reference standard.

Traceability

We are continually improving the traceability of our products

and raw materials with a range of different initiatives. Digital

is playing an important role and we have updated our

dashboards, improved our digital processes to automatically

match test certificates to products, and introduced

easier ways for customers to retrieve test certificates.

These initiatives build trust with our customers and make

transacting with us faster and more efficient, resulting in

reduced costs and improved efficiency for both Steel & Tube

and our customers.

21STEEL & TUBE ANNUAL REPORT 2021

OPERATIONAL AND SUPPLY
CHAIN EXCELLENCE

ENVIRONMENTAL, SOCIAL AND

GOVERNANCE

Corporate governance at Steel & Tube is predicated on

high standards of ethics and performance and is achieved

through robust governance policies, practices and processes

to ensure a culture that is open, transparent and focused

on adding value for our stakeholders. A summary of Steel

& Tube’s corporate governance actions and performance

against each of the principles in the NZX Corporate

Governance Code can be read on pages 75 to 82.

A key focus for Board and management is to deliver long

term sustainable financial returns. The benefits of our

strategic initiatives are now becoming clear and we were

pleased to report an improved financial performance

in FY21. There is still more to do and we remain focused

on gross margin dollar improvement, customer service

and growing sales in attractive segments. Disclosure of

our financial performance can be found in Steel & Tube’s

financial statements on pages 36 to 68.

MATERIAL EFFICIENCY AND RECYCLING

Construction waste is an industry-wide issue. We use leading

edge design technology to ensure optimal use of steel

and labour when making to order, resulting in a reduction

in waste. Other initiatives include recycling and reusing

supplier packaging, and using barcoding to record and

manage the sale of offcuts.

Inventory management is also an important tool in

managing waste. Our investment in data analytics enables us

to identify high demand, fast moving products and reduce

the amount of slow moving aged inventory. Where possible,

we identify alternative markets or opportunities for aged

inventor y.

ENERGY AND CARBON

We have a number of initiatives in place to reduce our

energy use and carbon emissions. An important focus in

FY21 has been network design and freight optimisation,

ensuring our products get from our businesses to our

customers in the most efficient manner possible.

We are also seeing reductions in our fuel consumption

from the transition to newer vehicles and the use of new

telemetry technology. Not only are the new vehicles more

fuel efficient, but the telemetry technology allows us to

encourage driver behaviour that reduces fuel consumption.

>

Implemented measuring and

monitoring of:


Waste to landfill


Waste recycled


Steel scrap

>

Use of leading-edge technology to

optimise material and labour use during

manufacture

>

Positive movement in key metrics:


13% reduction in fuel consumed


2% reduction in electricity

consumed


9% reduction in greenhouse gas

emissions*

>

Freight efficiency programme –

optimising freight routes and loads,

driving reduction in carbon emissions

and fuel use

>

Developed our expertise in new

market opportunities in low carbon

infrastructure e.g. windfarms, solar

energy farms

>

100% of raw materials for reinforcing

steel and seismic mesh sourced in

New Zealand, reducing global freight

requirements

>

Focussed on national footprint and

network design ensuring the most

efficient delivery of products from our

businesses to our customers

>

Robust governance and financial

reporting

HIGHLIGHTS

* We measure our greenhouse gas emissions in tonnes of carbon dioxide equivalents

(tCO2e) and in line with international protocols and standards and include all

material emissions under Scope 1 and 2; with Scope 3 limited to business travel.

$

22STEEL & TUBE ANNUAL REPORT 2021

POSITIVE MOVEMENT IN KEY
SUSTAINABILITY METRICS WAS

DELIVERED ACROSS THE GROUP

FUEL

CONSUMED

4 4 8 , 76 6 LT R S

13%

ELECTRICITY

CONSUMED

5.29 KWH

2%

GREENHOUSE GAS

EMMISIONS

1,703 tCO2E

9%

OUR CUSTOMERS ARE
AT THE HEART OF

OUR BUSINESS AND

WE ARE CONTINUALLY

LOOKING FOR WAYS

TO MAKE IT EASIER

FOR THEM TO DO

BUSINESS WITH US

PUTTING THE CUSTOMER
AT THE HEART OF OUR

BUSINESS

CUSTOMER SATISFACTION

We are building a powerful combination of people and

technology to create customer experiences that are

dynamic, personalised and effortless.

Many of our digital initiatives in FY21 have been focused on

delivering a seamless omni-channel experience that allows

our customers to engage with our company at the time and

through the channel that suits them, whether it be phone,

email, online or face to face.

An important initiative in FY21 was establishing a central

Customer Excellence Centre, while still offering a regional

focus. We have invested in skills development and training

across both our sales and our Customer Excellence teams.

Our call centre staff have expertise across our range of

products and businesses and product experts are available

to provide more specialised information.

PRODUCT LIFE CYCLE PERFORMANCE

Steel is an essential construction material and the backbone

of New Zealand’s built environment and infrastructure.

In a ‘circular economy’, society reduces the burden on

nature by ensuring resources remain in use for as long as

possible through use, reuse, remanufacture and recycling.

Steel is the ideal circular economy material - infinitely

recyclable without product degradation and easily reused

and repurposed.

In addition, there is minimal construction waste of steel

compared to other building products such as timber and

concrete. Renewable energy sources available in New

Zealand are used for making steel; and steel's durability

means less need for replacement or structural changes. Steel

does not buckle, distort, warp or splinter, making it ideal for

earthquake prone areas in New Zealand.

We have worked closely with industry associations and

other businesses this year to ensure that politicians are well

informed on the need for a ‘cradle to cradle’ approach to

assessing the impact of different construction materials.

Importantly, we believe it is also essential that material

choices should be grounded in good science and made by

the experts – engineers, architects and designers.


>

Created centralised Customer

Excellence Centre with regional focus

>

Careful customer segmentation to

ensure service levels match customer

needs

>

Delivered significant reductions in

dropped calls and call wait times

>

Net Promoter Score of 34: continues to

rise strongly (up from 22 in FY20)

>

Improved online access to key

information to meet customer demand:


Test certificates


Invoices


Order tracking

>

Webshops: volume and revenue

growing by 15% per month. Successfully

rolled out in Distribution and to be

expanded in FY22

>

Worked closely with industry to build

awareness of the value of steel as an

essential construction item

HIGHLIGHTS

Average NPS of 34 for FY21

Nov-Dec 18Q2 19/20Q2 20/21

25STEEL & TUBE ANNUAL REPORT 2021

SUPPORTING A WINNING TEAM
TALENT ATTRACTION AND RECRUITMENT

Our aim is to provide a rewarding and welcoming workplace

for our employees. We have experienced minimal impact

from the reported labour shortages in the New Zealand

market, with strong employee loyalty and commitment as

well as attraction of good talent to new roles. Our average

length of service is 6.1 years, reflecting a mix of new and

experienced team members.

We are working closely with our local communities to offer

employment opportunities. This year, as well as continuing

the successful SWEP partnership with Papakura High

School, we also introduced a new Maori cadetship. This is in

conjunction with Te Puni Kokiri which provides subsidised

funding to support mentoring and career path training for

participants. We currently have four cadets and are working

with them to help them achieve their career aspirations.

We also support First Foundation, providing scholarships for

Steel & Tube family members attending tertiary education.

We had one new scholarship this year, with six other

recipients from prior years still being funded and provided

with work experience.

PEOPLE DEVELOPMENT AND LABOUR

PR ACTICES

Our priorities for FY21 were leadership development and

building our online training library. A Leadership Contract

programme, which focuses on driving an accountable

leadership culture, is being implemented across our

organisation, with participation from 70 supervisors and

team leaders. We now have over 50 modules available in

our online library, ranging from IT, systems and AX training,

through to leadership skills and customer service.

We regularly engage with employees to seek their feedback

on what we can do better and over the last 12 months

we were pleased to see our employee NPS lift to 19 – a

great score. Our mobile MySay app allows all leaders to

receive their team results and feedback as well as accessing

coaching to help them improve their results.

We employ people from a diverse range of backgrounds

and over 15 different ethnicities and believe the diversity of

our people makes us a stronger business. The number of

female employees in our business has lifted to 25% (from

22% in FY20), with the number of female reports to General

Managers at 35%.

CULTURE AND WELLBEING

As a high performing team, we want everyone to be

addressing their work as well as personal space. Included in

our online library are modules focused on wellbeing such

as how to check in with workmates, dealing with difficult

people in the workplace and the importance of Me Time.

These are some of our most popular modules.

Pleasingly, our employees have again rated Steel & Tube

highly for ‘caring management support’ and ‘ fair treatment

for employees from all backgrounds’. Our overall health and

wellbeing score is 8 out of 10, up on the prior year.

HIGHLIGHTS

>

Average training investment per

employee approximately $430 per

person

>

Over 50 online training modules

currently available in our online training

library, with 2,000 modules completed

by team members in FY21

>

Leadership programme rolled

out across the organisation with

participation from 70 supervisors and

team leaders

>

New Maori cadetship programme, in

partnership with Te Puni Kokiri with

four cadets currently enrolled in the

programme

>

Continued to support First Foundation;

and Sector Workforce Engagement

Programme (SWEP) with Papakura High

School

>

Strong employee engagement at 7.4/10

and Employee NPS of 19 (up from

industry benchmark of ENPS of 5 in FY20)

>

Introduced Back to School fund,

providing support for Steel & Tube

families

>

Female proportion of workforce

increased to 25% (from 22% in FY20)

$

26STEEL & TUBE ANNUAL REPORT 2021

WE ARE INVESTING
I N TA L EN T

AND BUILDING

AN ENGAGED

WORKFORCE THAT

ADDS VALUE FOR

OUR CUSTOMERS

LEADERSHIP TEAM
MARK

BAKER

GM Group Supply

Chain & Distribution

Centres

DAVID

MCGREGOR

GM Reinforcing

& Wire

MARK

MALPASS

Chief Executive

Officer

MARC

HAINEN

GM

Distribution

ANNA

MORRIS

GM People &

Culture

RICHARD

SMYTH

Chief Financial

Officer & Company

Secretary

DAMIAN

MILLER

GM Quality,

Health, Safety &

Environment

28STEEL & TUBE ANNUAL REPORT 2021

MIKE
HENDRY

Chief Digital

Officer

MARC

HAINEN

GM

Distribution

MOHAMMED

AFROZ

GM Rollforming

Richard Smyth (Right)

Chief Financial Officer

Richard joined Steel & Tube in April 2021 as CFO,

after 16 years with SkyCity Entertainment Group,

holding the role of Deputy CFO for the past

seven years. Prior to this, Richard was a Director

with PwC.

He is an experienced senior finance executive

who brings broad capability to the role. He has

strong technical and commercial skills, strategic

thinking and extensive experience and networks

in the listed company environment.

Mark Baker (Lef t)

General Manager Supply Chain & Distribution

Centres

Mark was appointed to the new role of GM Supply

Chain & Distribution Centres in September 2020.

He brings executive experience in areas such

as operations management, manufacturing,

technology, supply chain, logistics and customer

engagement. He has worked in the information

technology, manufacturing, logistics and

retail sectors, and held senior roles in leading

NZ companies, such as Foodstuffs Auckland,

PlaceMakers, NZ Post and Kiwi Dairies.

FURTHER STRENGTHENING OUR

LEADERSHIP TEAM IN FY21

29STEEL & TUBE ANNUAL REPORT 2021

OUR BOARD
The Steel & Tube Board currently

comprises five independent Directors,

who have significant relevant industry

and market experience, skills and

expertise that are of value to the

company.

Karen Jordan was appointed to the

Board in December 2020, following the

retirement of Anne Urlwin at the 2020

Annual Shareholders’ Meeting.

The Board has a skills matrix, which

identifies four key focus areas in the

organisation and the skill set which the

Board believes would add value to Steel

& Tube. This can be seen on page 76.

Directors’ capabilities are considered

against this skills matrix and the Board

believes that the current directors offer

valuable and complementary skill sets.

Importantly, every one of Steel & Tube’s

Directors has either worked in, or is

involved in directorships, in this sector.

The Board has identified that the

addition of a director with experience

in Digital transformation will add

strength to the Company and is actively

seeking candidates.

SUSAN PATERSON

ONZM, CFINSTD, MBA (LDN), BPHARM

CHAIR AND INDEPENDENT DIRECTOR

Susan became a Director on 16 January

2017 and was appointed Chair on 16

February 2017. A professional Director

since 1996, in 2015 Susan was appointed

an Officer of the Order of New

Zealand (ONZM) for her services to

corporate governance. Having trained

and practiced as a pharmacist, Susan

completed her MBA at London Business

School, then worked in strategy and

IT consulting and management roles

in New Zealand, Europe and USA. She

worked in the steel sector at Fletcher

Challenge and was General Manager of

Wiremakers. Susan’s directorships also

include Arvida Group, Theta Systems

(Chair), Les Mills NZ, the Reserve Bank,

ERoad and Lodestone Energy. Susan is

a mentor on the Institute of Director’s

Mentoring for Diversity programme.

CHRIS ELLIS

BE, MS , CMINSTD

INDEPENDENT DIRECTOR

Appointed a Director on 29 September

2017, Chris’ background spans the

manufacturing, heavy construction

and engineering sectors. He qualified

with a civil engineering degree from

the University of Canterbury, a Master

of Science in civil engineering from

Stanford University and more recently

a senior executive program at Wharton

Business School. He is an experienced,

strategy-focused director with an

extensive career in the Australasian

building industry. He has held CEO roles

with Brightwater Group and at Fletcher

Building where he was Chief Executive

of the Building Products Division. Chris's

directorships include Hiway Group,

Horizon Energy Group, and Steelpipe

NZ, and he is Independent Chair at

Oxcon Ltd.

30STEEL & TUBE ANNUAL REPORT 2021

STEVE REINDLER
BE MECH (Hons), AMP, FIPENZ, CFINSTD

INDEPENDENT DIRECTOR

Steve was appointed a Director on 28

August 2017. Steve is an engineer with a

background in large-scale infrastructure

and heavy industry manufacturing.

He was GM Engineering at Auckland

International Airport for 11 years, and

his previous employment included 22

years with NZ Steel and BHP Steel where

he held a number of roles including GM

Engineering and Environment. Steve

was inaugural chairman of the Chartered

Professional Engineers Council and

President of the New Zealand Institution

of Professional Engineers. Steve’s

current directorships include Z Energy

Ltd, Broome International Airport

Group, Christchurch Multi Use Arena

Project, he is chair of Waste Disposal

Services JV, D&H Steel Construction Ltd,

Clearwater Construction Ltd, Lincoln

University Science North Building

Programme, and is a Trustee of the

Whitford Community Charitable Trust.

JOHN BEVERIDGE

BA, Post Grad Business Diploma, CMINSTD

INDEPENDENT DIRECTOR

John was appointed to the Board on

14 August 2019. He has held a range

of senior executive roles across a

variety of sectors including building

and industrial materials manufacturing,

distribution, finance and consumer

goods. John was most recently the

Chief Executive for the building trade

materials supplier, Placemakers,

and previously held leadership roles

at Godfrey Hirst, Lion Nathan and

Barclays Bank PLC. He currently sits

on the boards of Horizon Energy

Group, NZ Scaffolding Group (Chair),

Door+Window Systems Auckland and

Blood Corp. He has an economics

degree from Otago University, Post

Graduate Marketing Diploma from

Auckland University and has completed

the Senior Executive program at

Columbia University, New York.

KAREN JORDAN

BSOCSC, FCMA, CMINSTD

INDEPENDENT DIRECTOR

Karen was appointed in December

2020. She is a director experienced

across private, public and not-for-profit

sectors. She is a Chartered Member of

the IOD NZ and a Fellow of CIMA. Karen

has over 20 years corporate experience

in FTSE listed energy companies in the

UK energy infrastructure sector. She

is currently a director on the Board

of City Rail Link Ltd, an Independent

Member of the NZDF Risk & Assurance

Committee and of the NZ Inland

Revenue Risk & Assurance Committee.

31STEEL & TUBE ANNUAL REPORT 2021

NON-GAAP FINANCIAL INFORMATION
Steel & Tube uses several non-GAAP measures when discussing financial performance. These include Normalised EBIT and

Working Capital. Management believes that these measures provide useful information on the underlying performance of Steel

& Tube’s business. They are used internally to evaluate performance, analyse trends and allocate resources. Non-GAAP financial

measures should not be viewed as a substitute for measures reported in accordance with NZ IFRS.

NON-TRADING ADJUSTMENTS/UNUSUAL TRANSACTIONS

The financial results for FY21 include transactions considered to be non-trading in either their nature or size. Unusual transactions

can be as a result of specific events or circumstances or major acquisitions, disposals or divestments that are not expected to

occur frequently. Excluding these transactions form normalised earnings and can assist users in forming a view of the underlying

performance of the Group.

EBITDA/EBIT

EBITDA is Earnings/(Loss) before the deduction of interest, tax, depreciation and amortisation. EBIT is Earnings/(Loss) before the

deduction of interest and tax. These are both non-GAAP financial measures. FY21 EBITDA and EBIT were impacted by non-trading

adjustments totalling $2.8 million.

Earnings before interest, tax, other gains and losses and impairment represents operating profit for the year before other gains

and losses, impairment and deduction of interest and tax. Earnings before interest, tax and impairment represents operating

profit for the year including other gains and losses before impairment and deduction of interest and tax. Management believes

that these additional measures provide useful information on the underlying performance of the Group’s business.

NORMALISED EBITDA/EBIT

This means EBITDA/EBIT excluding non-trading adjustments and unusual transactions. Management believe that normalised

measures provide a more appropriate measure of Steel & Tube’s performance and more useful information on the normalised

earnings of the company.

WORKING CAPITAL

This means the net position after Current liabilities are deducted from Current assets. The major individual components of

Working capital for the Group are Inventories, Trade and other receivables and Trade and other payables. How the Group

manages these has an impact on operating cash flow and borrowings.

EBITDAEBIT

Reconciliation of Reported to Normalised EarningsFY21FY20FY21FY20

Year Ended 30 June$000$000$000$000

Reported40,731 (3 7, 2 3 6) 21,752 (5 7, 6 9 4)

Add back / (subtract) unusual transactions / non-trading adjustments:

Gain on sale of properties(1,215)- (1,215) -

NZ IFRS 16 (reversal of impairment) / impairment(1, 5 4 6)4,298 (1, 5 4 6) 4,298

Goodwill impairment-3 7, 0 7 1 - 3 7, 0 7 1

Intangible asset impairment-9,000 - 9,000

Business restructuring costs-3,449 - 3,449

Site rationalisation execution costs- 2,011 - 2,011

Property, plant and equipment impairment- 1,508 - 1,508

Holiday pay provision-750 - 750

Normalised 3 7,9 7 020,851 18,991 393

FINANCIAL MEASURES

32STEEL & TUBE ANNUAL REPORT 2021

20212020201920182017
$000$000$000$000$000

Financial Performance

Sales 480,023 4 1 7,9 2 3 498,110 495,806 511,400

EBITDA 40,731 ( 3 7, 2 3 6) 24,085 (28,127) 3 9, 3 10

Depreciation and amortisation (1 8 ,9 79) (20,458) (7,290) (8,060) (7,681)

EBIT 21,752 (5 7, 6 9 4) 16,795 (36,187) 31,629

Net interest expense (5,75 4) (6,6 61) (2,828) (4,6 3 1) (3,577)

Profit/(loss) before tax 15,998 (6 4, 3 5 5) 13 ,967 (4 0,818) 28,052

Tax (expense) / benefit 125 4,342 (3,552) 8,768 (8,012)

Profit/(loss) after tax 16,123 (60,013) 10,415 (32,050) 20,040

Operating cash flow31,4503 9,6 0 621,3041,32320,842

Funds Employed

Equity 196,560 181,290 253,901 172,612 212,130

Non-current liabilities 92,023 106,084 26,699 113,826 14 0,98 8

288,583 2 8 7, 3 74 280,600 286,438 353,118

Comprises

Current assets 222,510 193,761 213,827 228,887 243,290

Current liabilities (8 0,0 24) (58,87 1) (45 , 5 6 3) (59,0 9 9) (59,609)

Working Capital 142,486 134,890 168,264 169,788 183,681

Non-current assets 146,097 152,484 112,336 116,650 169,437

288,583 2 8 7, 3 74 280,600 286,438 353,118

Statistics

Dividends per share (cents)

1

4.5-5.07. 0 16.0

Basic earnings per share (cents) 9.8 (36.4) 6.8 (20.9) 13.1

Return on Sales3.4%(14.4%)2.1%(6. 5%)3 .9 %

Return on Equity8.2%(33.1%)4.1%(18.6%)9.4%

Working Capital (times) 2.8 3.3 4.7 3 .9 4.1

Net tangible assets per share$1.11$1.03$1.19$1.27$1.60

Equity to total assets53.3%52.4%7 7. 8 %50.0%51.4%

Gearing (debt to debt plus equity)-5.2%5.6%3 7. 7 %3 7. 4%

Net Interest cover (times) 3.8 (4.9) 5.9 ( 7. 8) 8.8

Ordinary shares 8,036 8,036 8,310 8,163 8,404

Employees 799 884 1,003 1,015 972

- Female 201 192 214 203 193

- Male 598 692 789 812 779

Directors & Officers

- Female 3 4 6 4 4

- Male 11 10 9 8 10

1

Dividends per share are calculated based on dividends issued in respect of the financial year.

FIVE YEAR FINANCIAL

PERFORMANCE

33STEEL & TUBE ANNUAL REPORT 2021

STEEL & TUBE ANNUAL REPORT 202134

Financial Statements 202136
Statement of Profit or Loss and

Other Comprehensive Income

38

Statement of Changes in Equity39

Balance Sheet40

Statement of Cash Flows 41

Notes to the Financial Statements

Section A – Performance43

Section B – Working Capital49

Section C – Fixed Capital54

Section D – Funding58

Section E – Other60

Independent Auditor's Report69

General Information

Governance75

Remuneration83

Disclosures87

Directory91

FINANCIAL

REPORT

35STEEL & TUBE ANNUAL REPORT 2021

THE FINANCIAL REPORT FOR STEEL & TUBE INCLUDES THESE SECTIONS:
· Financial Statements

· Performance

· Working Capital

· Fixed Capital

· Funding

· Other

KEY POLICY

Significant accounting policies which are relevant to the understanding of the financial statements are provided throughout

the report.

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

Preparation of these financial statements requires the exercise of judgements that affect the application of accounting policies,

the reported amounts of assets and liabilities, and income and expenses.

Estimates and judgements are continually evaluated, based on historical experience and other factors, including expectations of

future events that are believed to be reasonable under the circumstances. The Group makes estimates and assumptions about

the future. Actual results may differ from these estimates.

KEY JUDGEMENTS

The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying value of assets

and liabilities within the next financial year are highlighted throughout the report.

GENERAL INFORMATION

Steel & Tube Holdings Limited (the Company or Steel & Tube) is registered under the Companies Act 1993 and is a FMC Reporting

Entity under the Financial Markets Conduct Act 2013. The Company is a limited liability company incorporated and domiciled in

New Zealand. The Group comprises Steel & Tube Holdings Limited and its subsidiaries.

The Group’s principal activities relate to the distribution and processing of steel products, fastenings and metal floor decking.

The registered office of the Company is 7 Bruce Roderick Drive, East Tamaki, Auckland, 2013, New Zealand.

These financial statements have been prepared:

• In accordance with New Zealand Generally Accepted Accounting Practice (NZ GAAP), for which Steel & Tube is a for-profit

entity

• To comply with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and with International

Financial Reporting Standards (IFRS)

• In accordance with the requirements of Part 7 of the Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules

(issued 10 December 2020)

• In New Zealand dollars (which is the Company’s and subsidiaries’ functional currency and the Group’s presentation currency)

and rounded to the nearest thousand dollars

• Under the historical cost convention, as modified by the revaluation of certain assets as identified in specific accounting

policies

FINANCIAL STATEMENTS 2021

36STEEL & TUBE ANNUAL REPORT 2021

NON-GAAP FINANCIAL INFORMATION
The Group’s standard profit measure prepared under New Zealand Generally Accepted Accounting Practice (GAAP) is profit for

the period, or net profit after tax. The Group also uses non-GAAP financial information which is not prepared in accordance with

NZ IFRS when discussing financial performance. The directors and management believe that this non-GAAP financial information

provides useful information to readers of the financial statements to assist in the understanding of the Group’s financial

performance.

Definitions of non-GAAP financial information used in these financial statements are:

• Earnings before interest, tax, other gains and losses and impairment

• Earnings before interest, tax and impairment

• Earnings before interest and tax

37STEEL & TUBE ANNUAL REPORT 2021

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the year ended 30 June 2021

20212020

1

Notes$000$000

Sales revenue 480,023 4 1 7,9 2 3

Other operating incomeA5 273 7, 4 4 9

Cost of salesA2 (3 81,9 29) (338,470)

Operating expensesA2 (79,903) (9 2,4 00)

Earnings / (loss) before interest, tax, other gains and losses and impairment 18,464 (5,498)

Other gains / (loss)C1 1,410 (6 6)

Earnings / (loss) before interest, tax and impairment 19,874 (5, 56 4)

Impairment of property, plant and equipment and intangiblesC1, C2 - (4 7, 5 7 9)

Reversal / (Impairment) of Right-of-use assetsC4 1,878 (4,551)

Earnings / (loss) before interest and tax 21,752 (5 7, 6 9 4)

Interest income 98 98

Interest expense (5,852) (6,759)

Profit / (loss) before tax 15,998 (6 4, 3 5 5)

Ta x c r e d i tA4 125 4,342

Profit / (loss) for the period attributable to owners of the Company 16,123 (60,013)

Items that may subsequently be reclassified to profit or loss

Other comprehensive income - hedging reserve 488 17

Items that may not subsequently be reclassified to profit or loss

Other comprehensive loss - revaluation reserveC1 - (1,6 4 6)

Other comprehensive income - deferred tax on revaluation reserve 245 84

Total comprehensive income / (loss) 16,856 (61, 5 58)

Basic earnings per share (cents)A1 9.8 (36.4)

Diluted earnings per share (cents)A1 9.8 (36.4)

1

The Group has reclassified the prior period balances between Cost of sales and Operating expenses to align with the presentation at 30 June 2021. Refer to Note A2 for details.

38

STEEL & TUBE ANNUAL REPORT 2021

STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2021

Share

capital

Retained

earnings

Hedging

reserve

Revaluation

reserve

Treasury

shares

Share-based

payments

Total

equity

Notes$000 $000 $000 $000 $000 $000 $000

Balance at 1 July 2020156,66922,541(85)4,552(2 , 896)509181,290

Comprehensive income

Profit after tax - 16,123 - - - - 16,123

Other comprehensive (loss) / income

Hedging reserve (net of tax) - - 488 - - - 488

Release of revaluation to retained earnings - 4,797 - (4, 7 9 7) - - -

Deferred tax on above - - - 245 - - 245

Total comprehensive income - 20,920488(4, 5 5 2) - - 16,856

Transactions with owners

Dividends paidA1 - (2 ,008) - - - - (2 ,008)

Employee share schemes - 268 - - - 154422

Balance at 30 June 2021156,66941,721403 - (2 , 896)663196,560

Balance at 1 July 2019156,66994,142(102)5,832(2 , 896)256253,901

Adoption of NZ IFRS 16 (net of tax)-(9, 76 2)----(9, 76 2)

Restated total equity at the beginning


of the financial year

156,66984,380(102)5,832(2 , 896)256244,139

Comprehensive income

Loss after tax - (60,013) - - - - (60,013)

Other comprehensive (loss) / income

Hedging reserve (net of tax) - - 17 - - - 17

Release of revaluation to retained

earnings - (282) - 282 - - -

Asset revaluation - - - (1,6 4 6) - - (1,6 4 6)

Deferred tax on above---84--84

Total comprehensive income - (60,295)17(1, 280) - - (61,558)

Transactions with owners

Dividends paid A1 - (2, 518) - - - - (2, 518)

Supplementary dividend tax credits

received - 908 - - - - 908

Employee share schemes - 66 - - - 253319

Balance at 30 June 2020156,66922,541(85)4,552(2,896)509181,290

39STEEL & TUBE ANNUAL REPORT 2021

BALANCE SHEET
As at 30 June 2021

20212020

Notes$000$000

Current assets

Cash and cash equivalentsE6 25,033 1 7, 4 1 8

Trade and other receivablesB2 83,401 73,797

InventoriesB1 113,469 101,061

Income tax receivable - 432

Derivative assetsE6 607 103

Assets held for sale - 950

222,510 193,761

Non-current assets

Deferred taxA4 11,773 11,595

Income tax receivable 1,361 908

Property, plant and equipmentC1 34,393 41,009

IntangiblesC2 13,033 11,886

Right-of-use assetsC4 85,537 8 7, 0 8 6

146,097 152,484

Total assets 368,607 346,245

Current liabilities

Trade and other payablesB3 63,892 3 9,10 5

ProvisionsE2 3,006 6,896

Derivative liabilitiesE6 47 223

Short term lease liabilitiesC4 13,079 12,647

80,024 58,871

Non-current liabilities

BorrowingsD1 - 10,000

ProvisionsE2 1,281 1,024

Long term lease liabilitiesC4 90,742 95,060

92,023 106,084

Equity

Share capitalD3 156,669 156,669

Retained earnings 41,721 22,541

Other reserves (1,8 30) 2,080

196,560 181,290

Total equity and liabilities 368,607 346,245

These financial statements and the accompanying notes were authorised by the Board on 23 August 2021.

For the Board

Susan Paterson

K

aren Jordan

Chair

Director

40STEEL & TUBE ANNUAL REPORT 2021

STATEMENT OF CASH FLOWS
For the year ended 30 June 2021

20212020

Notes$000$000

Cash flows from operating activities

Customer receipts 468,634 42 9, 3 3 9

Interest receipts 77 98

Payments to suppliers and employees (4 3 1 , 5 6 5) (389,101)

Payments for interest on leases (4,9 9 8) (5, 590)

Income tax payments - (43 0)

Interest payments (698) (1, 314)

Wage subsidy received - 6,604

Proceeds for litigation settlementE2 (1, 563) -

Insurance proceeds receivedE2 1,563 -

Net cash inflow from operating activities 31,450 39,606

Cash flows from / (to) investing activities

Property, plant and equipment disposal proceeds 8,650 5,937

Property, plant and equipment and intangible asset purchases ( 7, 6 5 6) ( 7, 5 8 6)

Net cash inflow / (outflow) from investing activities 994 (1,6 49)

Cash flows to financing activities

Repayment of borrowings (10,000) (14,000)

Dividends paid (2 ,008) (2, 518)

Payment for leases (12 ,821) (13,031)

Net cash outflow from financing activities (24, 8 29) (2 9, 5 49)

Net increase in cash and cash equivalents 7,615 8,408

Cash and cash equivalents at the beginning of the year 1 7, 4 1 8 9,010

Cash and cash equivalents at the end of the year 25,033 1 7, 4 1 8

Represented by:

Cash and cash equivalents 25,033 1 7, 4 1 8

25,033 1 7, 4 1 8

Reconciliation of profit /(loss) after tax to cash flows from operating activities

Profit / (Loss) after tax16,123 (60,013)

Non-cash adjustments:

Depreciation and amortisation18,979 20,458

Deferred tax(178)(4,419)

Impairment of property, plant and equipment and intangibles - 4 7, 5 7 9

(Reversal of impairment) / Impairment of right-of-use assets(1,878) 4,551

Other gains on lease reassessments(582) -

Share scheme expense425 299

Other 268 (3 74)

Gain on items classified as investing activities:

(Gain) / Loss on property, plant and equipment disposals(828)66

32,329 8,147

Movements in working capital:

Income tax(21) -

Inventories(12 ,408)12,901

Trade and other receivables(9,6 0 4)16,937

Trade and other payables and provisions21,154 1,621

Net cash inflow from operating activities31,450 39,606

41STEEL & TUBE ANNUAL REPORT 2021

COVID-19 PANDEMIC
The World Health Organisation declared a global pandemic on 11 March 2020 due to the outbreak and spread of Covid-19.

Since then, the New Zealand Government had announced multiple changes to the lockdown levels. Whilst this has impacted

the Group’s results, there has been positive levels of trading activity as the market gradually recovers following the Covid-19

lockdown levels.

An assessment of the impact of Covid-19 on the Group financial statements as at 30 June 2021 is set out below, based on

information available at the time of preparing the financial statements.

BALANCE SHEET ITEMCOVID-19 ASSESSMENT

Trade receivablesThe Group has undertaken a review to ensure that the provision for expected credit losses

reflects the current estimated exposure of defaults and the most recent economic forecasts.

With the improvement in ageing of trade receivables balance and increasing collection rates, the

Group has reduced the provision for doubtful debts to $2.2m as at 30 June 2021 (30 June 2020:

$ 2.4m).

IntangiblesThe Group’s Intangible assets are stated at historical cost less accumulated amortisation and

impairment. Following the impairment recognised on the Group’s software intangible asset

as at 30 June 2020, the Group has concluded that the Group’s Digital strategy remain largely

unchanged as at 30 June 2021 and that no reversal of the previous impairment of intangible

assets should be made.

Property, plant and

Equipment

Plant and equipment are stated at historical cost less depreciation and impairment. Following

the completion of site exits as planned, the Group has not identified any indicator of impairment

of its plant and equipment in this financial year. The Group has therefore concluded no

impairment is required as at 30 June 2021.

Right-of-use assets/Lease

liabilities

Following the impairment recognised on the Group’s right-of-use leased assets as at 30 June

2020, the Group has subsequently recognised gains upon surrendering of these leases and upon

exercising an early termination of its lease prior to maturity. This has resulted in a total gain of

$1.1m recognised as at 30 June 2021.

During the financial year, the Group had also successfully secured a sub-lease arrangement

for one of its longer term leases which had been impaired previously. Based on the current

market outlook and consideration over the sites’ utilisation of space in line with the Group’s

network strategy, the Group has re-assessed the assumptions previously applied. Based on the

assessment performed, the Group has recognised a reversal of impairment of $0.8m on these

leases as at 30 June 2021.

BorrowingsThere has been no changes to the covenants and waivers granted by the Group’s banking

partners since 30 June 2020. As at 30 June 2021, the Group did not rely on the waivers granted

and is compliant with its covenants.

Inventories

The Group has undertaken a review of its inventory holdings to identify any inventory of higher risk

of impairment, in particular slow moving inventory. Based on the assessment performed, the Group

has recognised a provision for write-downs of $2.2m as at 30 June 2021 (30 June 2020: $1.0m).

ProvisionsThe Group has utilised provisions of $2.7m following the completion of site exits and

restructuring activities which were underway up to the financial year ended 30 June 2021.

Deferred taxFollowing improved trading results, the Group reviewed previously unrecognised tax losses and

determined that it was now probable that taxable profits will be available against which the tax

losses can be utilised. Based on the assessment performed, a deferred tax asset of $4.4m was

recognised for these losses.

42STEEL & TUBE ANNUAL REPORT 2021

NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021

This section focuses on the Group’s financial performance and returns provided to Shareholders.

A1: DIVIDENDS AND EARNINGS PER SHARE

On 25 February 2021, the Board declared an unimputed interim dividend of 1.21 cents per share ($2.0m). The dividends were paid

to shareholders on 26 March 2021. On 23 August 2021, the Board declared an unimputed final dividend of 3.29 cents per share

(2020: nil).

20212020

$000 $000

Dividends paid 2,008 2,518

FY21FY20

Dividends were paid / payable in respect of the following years:$000 $000

Interim Dividend Paid 2,008 -

Final Dividend Payable 5,461 -

To t a l 7, 4 6 9 -

Cents per share

FY21FY20

Interim Dividend (unimputed)1.21 -

Final Dividend (unimputed) 3.29 -

Basic earnings per share is calculated by dividing the net profit attributable to shareholders by the weighted average number of

fully paid shares less treasury shares.

Diluted earnings per share includes partly paid shares (see Note D3) and represents the Group’s earnings per share if unvested

share options were exercised. The weighted average number of shares is adjusted by the number of outstanding rights to

executive shares that are deemed to vest at their future vesting dates.

2021 2020

Earnings / (Loss) per share (EPS)$000 $000

Profit / (Loss) after tax16,123 (60,013)

Weighted average number of shares for basic EPS 165,000 165,000

Weighted average number of shares for diluted EPS166,026 165,025

Basic earnings / (loss) per share (cents)9.8 (36.4)

Diluted earnings / (loss) per share (cents)9.8 (36.4)

PERFORMANCE

SECTION A

43STEEL & TUBE ANNUAL REPORT 2021

A2: EXPENSES
20212020

Cost of sales and operating expenses:Notes$000 $000

Inventories expensed in cost of sales348,863304,341

Bad and doubtful debts / (recovered)(79)2,826

Depreciation and amortisationC 1/C 2/C418,97920,458

Directors’ fees449473

Donations11

Employee benefits69, 26 371,066

Restructuring expenses - 5,169

Defined contribution plans 1,5191,536

Information technology expenses6,4546,599

Foreign exchange gains(860)(540)

Operating leases232(3 26)

Other expenses1 7, 0 1 119, 267

Total cost of sales and operating expenses461,832430,870

Inventory sold during the period is expensed as cost of sales. Inventory write-downs including scrap incurred in the ordinary

course of business are included within Inventories expensed in cost of sales.

Depreciation of $1.5 million (2020: $1.7 million) related to equipment used to manufacture products is included in cost of sales.

Depreciation of right-of-use assets and other depreciation is included in operating expenses.

Operating leases relates to short term and low value lease costs not included in NZ IFRS 16 costs.

The Group has reclassified $4.7m from operating expenses to costs of sales in the prior reporting period ended 30 June 2020 to

better reflect the nature of labour costs that are directly associated with deriving revenue following a review of business activities

during the current reporting period. This reclassification has been made to align with the current year presentation in the

Statement of Profit or Loss and Other Comprehensive Income.

44STEEL & TUBE ANNUAL REPORT 2021

A3: OPERATING SEGMENTS
The Group has identified two reporting segments as at 30 June 2021 having regard for the criteria outlined in NZ IFRS 8 Operating

Segments (NZ IFRS 8). The Group’s Chief Operating Decision Maker (being the CEO) receives financial reports which aggregate

the activities of the Group’s various operating segments into two distinct divisions, being Distribution and Infrastructure.

These reportable segments have been determined by having regard to the nature of products, services and processes the

various business units undertake to service customers. The Group has a diverse range of customers from various industries, with

no single customer contributing more than 10% of the Group’s revenue and expenses.

The Group derives its revenue from the distribution and processing of steel and associated products. Within the Distribution

business, the primary focus is on the distribution of steel products and fasteners, servicing similar customer groups, sharing

similar business models and trading skills, and using similar sales channels. The majority of product is traded and sales staff are

tasked to know the full range of products. Within the Infrastructure business, product is predominately steel product which is

bought and processed/manufactured in warehouse facilities for project/contract customers.

The CEO uses EBIT as a measure to assess the performance of segments. The segment information provided to the CEO for the

period ended 30 June 2021 is as follows:

DistributionInfrastructure

Other/

Elimination

Reconciled

to Group

2021$000 $000 $000 $000

Timing of revenue recognition

At a point in time286,766 9 7, 2 8 6 17 384,069

Over time - 95,954 - 95,954

Revenue from external customers286,766 193,240 17 480,023

Depreciation and amortisation(9,9 20)(6,490)(2, 569)(1 8 ,9 79)

Expenses(261,646)(180,198)2,552 (4 3 9, 2 9 2)

Segment EBIT 15,200 6,552 - 21,752

Interest on leases (2,913)(2,057)(28)(4,9 9 8)

Interest - others (net)(75 6)

Reconciled to Group Profit Before Tax15,998

DistributionInfrastructure

Other/

Elimination

Reconciled to

Group

2020$000 $000 $000 $000

Timing of revenue recognition

At a point in time24 7,9 5 1 88,230 17 336,198

Over time - 81,725 - 81,725

Revenue from external customers247,951 169,955 17 4 1 7,9 2 3

Depreciation and amortisation(10,004)( 7, 0 1 6)(3,438)(20,458)

Expenses(238,128)(162,478)2,784 (397,822)

Impairment of property, plant and equipment and intangibles(25,230)(2 2, 3 49) - (4 7, 5 7 9)

Impairment of right-of-use assets(1,9 9 1)(2,035)(272)(4, 2 9 8)

Site rationalisation costs(95 1)(9 2 5)(135)(2 ,011)

Restructuring costs(1, 591)(1,218)(6 4 0)(3,4 49)

Segment EBIT(2 9,94 4)(26,0 6 6)(1,6 8 4)(5 7, 6 9 4)

Interest on leases (3,175)(2, 3 5 4)(61)(5, 590)

Interest - others (net)(1,071)

Reconciled to Group Loss Before Tax(6 4, 3 5 5)

45STEEL & TUBE ANNUAL REPORT 2021

Depreciation and amortisation recognised as at 30 June 2021 is inclusive of depreciation recognised under NZ IFRS 16 Leases,
which is in line with the financial reports received by the CEO. Comparative figures have been amended to include depreciation

recognised under NZ IFRS 16 Leases to allow comparison on a like-to-like basis.

Interest recognised under NZ IFRS 16 Leases is shown separetely in the financial reports provided to the CEO. Comparative figures

have been amended to disclose interest recognised under NZ IFRS 16 Leases to allow comparison on a like-to-like basis. Other

interest income and expense are not allocated to segments as these are driven by the central treasury function, which manages

the cash position of the Group.

Assets and liabilities are reported to the CEO on a Group basis, and are not separately reported with respect to the individual

operating segments.

Sales between segments are eliminated on consolidation. The amounts provided to the CEO with respect to segment revenue

are measured in a manner consistent with that of the financial statements. Comparative figures have been amended to include a

reclassification of $1.3m of revenue recognised from at a point in time to over time, in line with current year presentation.

A4: INCOME AND DEFERRED TAX

Income tax comprises both current and deferred tax.

All entities in the Group are part of the same income tax group.

KEY POLICY

Current tax is the expected payable on the taxable income for the period, using current tax rates, and any adjustment to tax

payable in respect of prior periods.

Deferred tax is recognised in respect of temporary differences arising between the tax base of assets and liabilities and their

carrying amounts in the financial statements. Deferred tax assets are only recognised to the extent that it is probable future

taxable profits will offset temporary differences. Tax rates used are those that have been enacted or substantially enacted at

balance date and which are expected to apply when the deferred tax asset or liability crystalises.

Deferred tax is not provided if it arises from the following differences:

• Goodwill not deductible for tax purposes

• Initial recognition of assets and liabilities in a transaction other than a business combination that affects neither

accounting or taxable profit

• Investment in subsidiaries where the timing of the reversal of the temporary difference is controlled by the Group to the

extent that they will probably not reverse in the foreseeable future

Income and deferred tax

Income tax expense

20212020

The income tax expense is determined as follows:$000$000

Profit or loss

Current income tax

Adjustments in respect of prior periods-(1,295)

Prior period adjustment not recognised in current period-1,295

Deferred income tax

Depreciation, provisions, accruals, tax losses and other(210)(4, 3 42)

Adjustments in respect of prior periods85-

Income tax credit recognised in profit or loss(125)(4, 3 42)

46STEEL & TUBE ANNUAL REPORT 2021

KEY JUDGEMENT - RECOGNITION OF DEFERRED TAX ASSET
The Group reviewed previously unrecognised tax losses and determined that it was now probable that taxable profits will

be available against which the tax losses can be utilised. As a consequence, a deferred tax asset of $4.4m was recognised

for these losses.

20212020

Reconciliation of income tax expense / (credit)$000$000

Profit / (Loss) before tax1 5,998(6 4, 3 5 5)

Non-assessable income(1, 503)(6,604)

Non-deductible expenditure29744,535

14,792(26,424)

Tax at current rate of 28%4,142( 7, 3 9 9)

Prior period adjustment85(1,295)

Tax losses (recognised) / not recognised(4, 3 5 2)4,352

Total income tax credit(125)(4, 3 42)

Represented by:

Deferred tax(125)(4, 3 42)

(125)(4, 3 42)

Deferred tax assets and liabilities

The table below shows the movement in the deferred tax balances that are recognised at the beginning and end of the period.

Opening

balance

$000

Prior period

adjustments

$000

NZ IFRS 16

Transition tax

impact

$000

Recognised

in income

$000

Recognised

in equity

$000

Tax losses

recognised

/ (not

recognised)

$000

Closing

balance

$000

Group 2021

Property, plant and equipment(2,112)37 - (6 3 8)245 - (2 ,468)

Net lease liability5,260 - - (6 0 4) - - 4,656

Employee benefits1,420 - - 828 - - 2,248

Provisions2,493 - - (332) - - 2,161

Cash flow hedging reserve34 - - - (192) - (158)

Net taxable loss 4,500(122) - (3 , 3 96) - 4,3525,334

11,595(85) - (4,14 2)534,35211,773

Group 2020

Property, plant and equipment(4,47 1) - - 2,27584 - (2,112)

Net lease liability - - 3 ,9591,301 - - 5,260

Employee benefits1,383 - - 37 - - 1,420

Provisions1,9 2 7 - (163)729 - - 2,493

Cash flow hedging reserve41 - - - (7) - 34

Net taxable loss 4,5001,295 - 3,057 - (4, 3 5 2)4,500

3,3801,2953,7967, 3 9 977(4, 3 5 2)11,595

47STEEL & TUBE ANNUAL REPORT 2021

20212020
$000$000

The analysis of deferred tax assets and deferred tax liabilities is as follows:

Deferred tax liabilities(2 ,6 26)(2,112)

Deferred tax assets14,39913,707

11,77311,595

Imputation credits available at 30 June 2021 were $0.025m (2020: $0.005m).

A5: OTHER OPERATING INCOME

Other operating income for the financial year ended 30 June 2020 included wage subsidy of $6.6m which the Group applied for

and received from the New Zealand Government during the Covid-19 pandemic. The funds received have been accounted for

in line with NZ IAS 20 Government Grants and Disclosure of Government Assistance. The Group elected to recognise the funds

received under the wage subsidy scheme as other income in the Statement of Profit or Loss and Other Comprehensive Income.

No further wage subsidy was received by the Group for the financial year ended 30 June 2021.

48STEEL & TUBE ANNUAL REPORT 2021

NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021

This section contains details of the short term operating assets and liabilities required to service the Group’s distribution

branches and processing sites.

B1: INVENTORIES

KEY POLICY

Inventories are stated at the lower of cost and net realisable value, with cost determined on a moving average cost basis

or standard cost basis. Costs include expenditure incurred in acquiring the inventories and bringing them to their existing

location and condition. Net realisable value is the estimated selling price in the ordinary course of business less the

estimated costs of completion, and selling expenses.

KEY JUDGEMENT - INVENTORY VALUATION

The majority of the Group’s inventory comprises steel products and fastenings, which have long lives and generally are not

at risk of obsolescence. The Group undertook an assessment of its inventory holdings at 30 June 2021 to determine whether

the net realisable value (NRV) of inventory was greater than or equal to the current carrying value of inventory. The Group

has undertaken a full review of all aged inventory to identify any inventory at higher risk of impairment, particularly slow

moving inventory. Following this review, an impairment provision of $2.2m (2020: $1.0m) has been recognised as at 30 June

2021 to record the carrying value of inventory at its NRV where that is considered to be lower than its cost. Judgement

was required in determining if the slow moving inventory can be sold and its expected sales price, and therefore whether

inventory should be impaired. This includes consideration of forecast market conditions and prices.

To further support the valuation of inventory the Group operates a regular inventory count programme which requires

inventory to be counted on a cycle count basis, and through a full wall-to-wall count where required to ensure the accuracy

of the Group’s Inventory records.

The Group holds inventories valued at $113.5 million (2020: $101.1 million).

Provision for write-downFinished goods at realisable value

113,469

(2,226)

101,061

(966)

20212020

Inventories ($000s)

WORKING CAPITAL

SECTION B

49STEEL & TUBE ANNUAL REPORT 2021

The Group is exposed to foreign exchange risk arising mainly from overseas purchases of inventory. In accordance with its
Treasury Policy, all committed overseas purchase orders are hedged using forward foreign exchange contracts where payment

is made in a foreign currency. The Group qualifies for hedge accounting. The effective portion of the changes in fair value is

recognised in other comprehensive income and accumulated in the Hedging reserve in equity as described in section E9.

As at balance date foreign exchange contracts recorded as assets were $0.61m (2020: $0.1m) and as liabilities were $0.05m (2020:

$0.22m). The notional value of foreign exchange contracts in place as at 30 June 2021 totaled $36.81m (2020: $17.09m). The fair

value of the foreign currency forward exchange contracts is as shown on the Balance Sheet. Refer to section E6 for the fair value

hierarchy determination.

If the NZ dollar had weakened/strengthened by 5% against foreign currencies (primarily US dollar) at balance date, there would

be no impact on profit or loss, as the Group qualifies for hedge accounting and all hedges are 100% effective at balance date.

The effect would be to equity +$1.70m if the NZ dollar strengthened by 5% and -$2.05m if the NZ dollar weakened by 5% (2020: +

$0.93m /- $0.76m respectively).

B2: TRADE AND OTHER RECEIVABLES

KEY JUDGEMENT - PROVISION FOR IMPAIRMENT

The Group has applied the simplified approach to providing for expected credit losses, which requires the recognition of a

lifetime expected loss provision for Trade and other receivables.

The expected credit loss (ECL) allowances for financial assets are based on assumptions about the risk of default and ECL

rates. The Group uses its judgement in making these assumptions and selecting the inputs to the impairment calculation,

which is based on the Group’s historical experience, the aging profile of the financial assets, existing market conditions as

well as external economic forecasts at each reporting date. Details of key considerations and judgements are set out below.

The Group considers the lifetime expected credit losses associated with its receivables upon initial recognition, and on an

ongoing basis at the end of each reporting period. To assess whether there is a specific increase in credit risk, the Group

compares the risk of default occurring on these receivables at the reporting date with the risk of default at the date of

initial recognition. Available forward looking information is considered, including actual or expected significant adverse

changes in business, financial or economic conditions that are expected to cause a significant change to the customer

or counterparty’s ability to meet their obligations. This also incorporates any objective evidence that indicates that the

customers will not be able to pay their debts when due, these include significant financial difficulties of customers and the

probability of entering receivership or bankruptcy.

The Group has analysed its trade receivables balances using three different characteristics and calculated the ECL allowance

by considering the impact of each:

Consideration/Judgements

Baseline/AgingThe Group’s baseline expectation for credit loss is informed by past experience and the aging

profile of the balances, applying an increasing ECL estimate as the balance ages incorporating

forward looking information, such as forecasted economic conditions. This expectation

incorporates any available objective evidence that the customers will not be able to pay their debts

when due, including significant financial difficulties of customers and the probability of entering

receivership, administration or liquidation.

SectorThe Group has considered the credit risk related to the market sector that the customers operate in

and has made an adjustment to the ECL allowance based on assessment of the respective financial

strength of each industry sector.

RegionThe Group has considered the credit risk of its trade receivables portfolio based on the respective

financial strength of each geographic region, and has made an adjustment to the baseline ECL

allowance to reflect this.

50STEEL & TUBE ANNUAL REPORT 2021

Trade receivables at 30 June 2021 are $71.2m (2020: $63.0m) and are recognised initially at fair value and subsequently at amortised
cost less any provision for impairment. The carrying value of Trade and other receivables are equivalent to their fair value.

Current due Prepayments and sundry receivablesProvision for impairmentPast due

68,932

14,488

(2,240)

2,221

5 8 ,9 6 9

13,236

(2,428)

4,020

2021

$83,401

2020

$73,797

Trade and Other Receivables ($000s)

No one customer accounts for more than 5% of Trade receivables at 30 June 2021 (30 June 2020: 3%).

At 30 June 2021 trade receivables of $1.9m (2020: $3.5m) were greater than 60 days overdue. These relate to a number of

independent customers for whom there is no recent history of default. The Group’s credit terms are in line with industry

peers. The Group does not have any customers with payment terms exceeding one year. As a result the Group does not adjust

transaction prices for the time value of money.

The aging profile of the Group’s customer balances is shown below.

05001000150020002500

Within 1 to

3 months

Beyond

3 months

Within

1 month

1,536

2 ,1 2 5

476

1,744

1,745

2,277

20212020

Trade receivables excluding current at 30 June 2021 ($000s)

51STEEL & TUBE ANNUAL REPORT 2021

Provision for impairment
At 30 June 2021 an impairment provision of $2.2m (2020: $2.4m) was held.

The ECL allowance provision has been determined as follows:

 CurrentWithin 1 Month1-2 Months2-3 Months

Beyond

3 MonthsTotal

As at 30 June 2021 $000 $000 $000 $000 $000 $000

Gross carrying amount 6 7, 3 9 6 1,536 274 202 1,745 71,153

Baseline/Aging 428 28 46 18 1,706 2,226

Region 4 - - - 2 6

Sector 5 1 - - 2 8

Expected credit loss allowance 437 29 46 18 1,710 2,240

 CurrentWithin 1 Month1-2 Months2-3 Months

Beyond

3 MonthsTotal

As at 30 June 2020 $000 $000 $000 $000 $000 $000

Gross carrying amount 56,844 2,125 548 1,196 2, 276 62 ,989

Baseline/Aging 196 230 33 127 1,822 2,408

Region 3 - - 1 4 8

Sector 4 - 1 1 6 12

Expected credit loss allowance 203 230 34 129 1,832 2,428

Movements in the provision for impairment for the year ended 30 June 2021, are as follows:

20212020

Provision for impairment $000 $000

Provision as at 1 July2,4281,94 6

Recognised 1,285 2,524

Utilisation of provision/bad debts recovered(1,473)(2,042)

Provision as at 30 June2,2402,428

The Group is exposed to the risk of customers being unable to pay their debts as they fall due. The maximum exposure is the

total value of these balances. Customers who trade on credit terms are subject to credit verification procedures and credit limits

are set for each customer. The Group’s credit policy is monitored regularly. In some circumstances security over assets may

be obtained from Trade receivables to mitigate the risk of default. There are no significant concentrations of credit risk in the

current or prior years.

The Group also has credit risk in respect of financial institutions that hold the Group’s cash. These institutions have credit ratings

of AA-.

52STEEL & TUBE ANNUAL REPORT 2021

B3: TRADE AND OTHER PAYABLES
Trade PayablesEmployee benefitsAccrued expenses

51,557

6,916

5,419

2021

$63,892

Trade and other payables ($000s)

28,572

4,615

5,918

2020

$39,105

The carrying amounts of the above items are equivalent to their fair values and subsequently measured at amortised cost

using the effective interest method. Trade payables denominated in a foreign currency are not material either in the current or

comparative year. Trade payables have increased significantly when compared to the prior year given trading activity in the prior

year was impacted by Covid-19.

53STEEL & TUBE ANNUAL REPORT 2021

NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021

This section includes details of the Group’s long term assets including tangible and intangible assets and related capital commitments.

C1: PROPERTY, PLANT AND EQUIPMENT

KEY POLICY

Plant and equipment are stated at cost less accumulated depreciation. Assets are tested annually for indicators of

impairment and adjusted if required.

Depreciation is charged on a straight-line basis over the estimated useful lives of the assets. This allocates the cost of an asset,

less any residual value, over its estimated remaining useful life. The residual values and useful lives are reviewed annually.

The estimated useful lives are as follows:

Plant, machinery and motor vehicles 3 - 20 years

Furniture, fittings and equipment 2 - 10 years

Gains and losses on disposals are determined by comparing proceeds with carrying amounts and are included in profit or loss.

Land & buildings

at fair value

Plant, machinery

& vehicles at cost

Furniture, fittings

& equipment

at costTotal

$000 $000 $000 $000

2021

Opening cost5,900 85,752 18,794 110,446

Opening accumulated depreciation(3 9)(53, 227)(16,171)(69,4 3 7)

Opening net book value5,861 32,525 2,623 41,009

Additions - 3,297 675 3,972

Disposals(5,835)(782)(1)(6,61 8)

Depreciation(26)(3,012)(93 2)(3,970)

Closing net book value - 32,028 2,365 34,393

Comprised of:

Cost or fair value - 82,880 1 7, 2 9 3 100,173

Accumulated depreciation - (50,852)(14,928)(6 5,78 0)

Property, plant and equipment - 32,028 2,365 34,393

2020

Opening cost14,273 88,804 18,454 121,531

Opening accumulated depreciation(14)(53,645)(15,838)(69,49 7)

Opening net book value14,259 35,159 2,616 52,034

Additions - 3,171 1,295 4,466

Land and building revaluations:

Decrease to revaluation reserve(1,6 4 6) - - (1,6 4 6)

Disposals(5,763)(8 26)(86)(6,675)

Impairments - (1,478)(30)(1, 508)

Transfer to assets held for sale(950) - - (950)

Depreciation(39)(3, 501)(1,172)(4,7 12)

Closing net book value5,861 32,525 2,623 41,009

Comprised of:

Cost or fair value5,900 85,752 18,794 110,446

Accumulated depreciation(39)(53,227)(16,17 1)(69,4 3 7)

Property, plant and equipment5,861 32,525 2,623 41,009

FIXED CAPITAL

SECTION C

54STEEL & TUBE ANNUAL REPORT 2021

Included within the plant, property and equipment categories is capital work in progress totalling $2.5m (2020: $1.0m).
During the current financial year, the Group had sold all of its remaining land and buildings. A net gain of $1.2m has been

recognised upon sale in the Statement of Profit or Loss. Refer to disclosure of sale and leaseback transaction in note C4.

C2: INTANGIBLES

Goodwill

Software &

LicencesOtherTotal

$000 $000 $000 $000

2021

Opening cost4 7,1 7 1 30,429 2,522 80,122

Opening accumulated amortisation and impairment(4 7,1 7 1)(19,040)(2,025)(6 8 , 2 3 6)

Opening net book value - 11,389 497 11,886

Additions - 3,596 - 3,596

Amortisation charge - (2 , 343)(1 0 6)(2 ,4 49)

Closing net book value - 12,642 391 13,033

Comprised of:

Cost4 7,1 7 1 34,025 2,522 83,718

Accumulated amortisation and impairment(4 7,1 7 1)(21, 383)(2 ,131)(70,685)

Closing net book value - 12,642 391 13,033

2020

Opening cost4 7,1 7 1 26,778 2,522 76,47 1

Opening accumulated amortisation and impairment(10,100)( 7, 5 3 0)(1,9 19)(19, 5 49)

Opening net book value3 7, 0 7 1 19, 24 8 603 5 6 ,9 2 2

Additions - 3,651 - 3,651

Amortisation charge - (2, 510)(106)(2,616)

Impairment( 3 7, 0 7 1)(9,000) - (4 6 ,07 1)

Closing net book value - 11,389 497 11,886

Comprised of:

Cost4 7,1 7 1 30,429 2,522 80,122

Accumulated amortisation and impairment(4 7,1 7 1)(19,0 4 0)(2,025)(6 8, 2 3 6)

- 11,389 497 11,886

Included within the intangibles categories is capital work in progress totalling $1.5m (2020: $1.3m). Other intangibles comprises

customer relationships and customer contracts arising from business combinations.

55STEEL & TUBE ANNUAL REPORT 2021

KEY POLICY
Goodwill is recognised on a business combination and represents the excess of the acquisition cost over the fair value of the

acquired net assets. Goodwill is allocated to cash-generating units, tested annually for impairment, or more frequently if

events or circumstances indicate it may be impaired, and is carried at cost less accumulated impairment losses.

Computer software and licences are capitalised on the basis of costs incurred to acquire and use the specific licences and

are amortised on a straight-line basis over their estimated useful lives of 3 to 10 years. Computer software and licence

amortisation charges are included in other operating expenses.

Customer relationships and customer contracts are capitalised at fair value on acquisition date and are amortised on a

straight-line basis over their estimated useful lives of 10 and 2 years respectively. Amortisation charges are included in other

operating expenses.

Costs associated with maintaining software programmes are recognised as an expense as incurred. Development costs that

are directly attributable to the design and testing of identifiable and unique software products controlled by the Company

are recognised as intangible assets when the following criteria are met:

• It is technically feasible to complete the software so that it will be available for use

• Management intends to complete the software and use it

• There is an ability to use the software

• It can be demonstrated how the software will generate probable future economic benefits

• Adequate technical, financial and other resources to complete the development and to use or sell the software are

available

• The expenditure attributable to the software during its development can be reliably measured

Directly attributable costs that are capitalised as part of the software include employee costs and an appropriate portion of

relevant overheads.

Capitalised development costs are recorded as intangible assets and amortised from the point at which the asset is ready for

use.

The recent decision issued by the IFRS Interpretations Committee regarding future changes in intangible assets accounting

policy has been discussed further in note E9.

KEY JUDGEMENT - IMPAIRMENT TESTING ON NON-FINANCIAL ASSETS

NZ IAS 36 Impairment of Assets (NZ IAS 36) requires the Group to assess at the end of each reporting period for any

indicators of impairment and also to test the recoverable amount of the Group’s assets against its carrying value to assess

whether there is any indication that an asset may be impaired. The recoverable amount is the higher of an asset’s fair value

less costs of disposal (FVLCD) and value-in-use (VIU).

For the purpose of assessing impairment, assets are grouped in the smallest identifiable group of assets that generates cash

inflows that are largely independent of the cash inflows from other assets or groups of assets (cash generating unit or CGU),

which as at 30 June 2021 were identified as being Distribution, CFDL/Reinforcing and Rollforming.

As at 30 June 2021, the Group has not identified any indicators of impairment over the assets held at the CGUs. The Group’s

market capitalisation is slightly below net assets at year end, however this market capitalisation value excludes any control

premium and may not reflect the value of 100% of the Group’s net assets. Furthermore, the Group has seen an improved

trading performance in the current financial year when compared to the previous financial year.

The Group has therefore concluded that no impairment is required as at 30 June 2021. The Group has also concluded that

no reversal of the previous impairment of intangible assets should be made following an assessment that the Group’s Digital

strategy remains largely unchanged in the current financial year.

56STEEL & TUBE ANNUAL REPORT 2021

C3: COMMITMENTS
Capital commitments

The Group has contractual commitments of $0.8m (2020: $0.3m) for purchase of plant and equipment.

C4: LEASES

KEY JUDGEMENT - IMPAIRMENT TESTING ON RIGHT-OF-USE ASSETS

The Group has assessed for any indicators of impairment on its right-of-use assets for the financial year ended 30 June

2021. The Group has re-assessed the assumptions used for the previously impaired sites with longer term leases (> 3 years)

based on current market outlook and consideration over the sites’ utilisation of space in line with the Group’s network

strategy. Based on the assessment performed, the Group has recognised a reversal of impairment of $0.8m on these leases

as at 30 June 2021. The Group has also recognised $1.1m which represents a partial recovery of the total impairment charge

recognised in the prior financial year following the surrender and early termination of its previously impaired leases. As a

result, a total of $1.9m of impairment loss reversal was recognised as at 30 June 2021.

The below outlines the recognised right-of-use assets and corresponding lease liabilities by the Group as at 30 June 2021:

PropertiesMotor VehiclesEquipmentTotal

$000$000$000$000

Right-of-use asset at 1 July 2020 83,001 3,232 853 87,086

Additions to right-of-use assets8,8141,46517410,453

Depreciation(10,749)(1,623)(188)(12, 560)

Reassessments29 - - 29

Impairment loss reversed 1,878 - - 1,878

Disposals(1, 3 49) - - (1, 3 49)

Total right-of-use assets at 30 June 2021 81,624 3,074 839 85,537

PropertiesMotor VehiclesEquipmentTotal

$000$000$000$000

Right-of-use asset at 1 July 2019 100,262 4,694 - 104,956

Additions to right-of-use assets1,9 0 53319443,180

Depreciation(11,247)(1,793)(91)(13,131)

Reassessments(3, 368) - - (3, 368)

Impairment loss recognised(4,551) - - (4,551)

Total right-of-use assets at 30 June 2020  83,001 3,232 853 87,086

20212020

Lease liability maturity analysis $000$000

Between 0 to 1 year13,07912,647

Between 1 to 5 years43,80240,327

More than 5 years4 6 ,94 054,733

Lease liabilities as lessee103,821107,707

Sale and Leaseback

The Group entered into a sale and leaseback agreement in relation to one of its previously owned property at 26 – 32 Hautonga

St, Petone, Lower Hutt. The sale was completed on 22 March 2021 with a sales price of $7.0m. The impact of the sale and

leaseback transaction had resulted in an addition of $1.0m to the Group’s right-of-use assets and a corresponding gain of $0.7m

recognised in the Statement of Profit or Loss for the year ended 30 June 2021.

57STEEL & TUBE ANNUAL REPORT 2021

NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021

This section includes details of the Group’s cash, borrowings and capital reserves which provide funds for current and future

activities.

D1: BORROWINGS

20212020

$000$000

Bank loans - 10,000

KEY POLICY

Borrowings are recognised initially at fair value and net of transaction costs incurred. Borrowings are subsequently stated at

amortised cost and any difference between the net proceeds and redemption value is recognised in profit or loss over the

period of the borrowings using the effective interest method. The movement in borrowings shown in the Statement of Cash

Flows is the net of repayments and drawdowns of borrowings. Borrowings are classified as current liabilities if there is no

unconditional right to defer settlement for greater than 12 months.

The Group is required to comply with certain financial covenants that relate to interest cover, group coverage and leverage.

In February 2021, the Group had executed an agreement with its banking partner to amend its current banking facility for a

revised three year $50m Revolving Cash Advance Facility with an expiry date of 15 February 2024. Borrowing facilities arranged

with the Group’s banking partner can be drawn at any time, subject to meeting the terms of the Group’s Facility Agreement.

In June 2020, the Group agreed a variation to its facility agreement which allowed the Group to use alternative measures for

covenant reporting for the second half of the 2021 financial year. As at 30 June 2021, the Group has not relied on financial

covenant waivers and is compliant with all financial covenants.

The Group is exposed to interest rate risk through its drawings under the Group’s bank borrowing facilities at variable interest rates.

The Group manages its liquidity risk by maintaining availability of sufficient cash and funding via an adequate amount of

committed bank borrowing facilities. Owing to the nature of the underlying business, the Group aims to maintain funding

flexibility through committed credit lines. The Group monitors actual and forecast cash flows on a regular basis and rearranges

credit facilities where appropriate.

The table below analyses the Group’s financial liabilities and derivative financial instruments into maturity groupings based on the

remaining period from balance date to the contractual maturity date. The amounts disclosed are the contractual undiscounted

cash flows.

Average

Interest

6 months

or less

6 to 12

months

1 to 3

yearsTotal

Carrying

Value

rate$000$000$000$000$000

2021

Trade payables & accruals - 63,892 - - 63,892 63,892

Cash flow hedging of derivatives:

Outflow - 36,533272-36,80536,805

Inflow - (37,088)(277)-(3 7, 3 6 5)(3 7, 3 6 5)

- (555) (5) - (560)(560)

2020

Borrowings4.0%20719810,57310,9 7810,000

Trade payables & accruals - 3 9,10 5 - - 3 9,10 5 3 9,10 5

Cash flow hedging of derivatives:

Outflow - 16,783312-1 7, 0 9 51 7, 0 9 5

Inflow - (16,66 4)(312)-(16 ,9 76)(16 ,9 76)

- 119 - - 119 119

FUNDING

SECTION D

58STEEL & TUBE ANNUAL REPORT 2021

D2: NET DEBT RECONCILIATION
Cash and cash

equivalentsBorrowings Total

$000$000$000

Net debt as at 1 July 20201 7, 4 1 8(10,000)7, 4 1 8

Cash flows7, 6 1 510,0001 7, 6 1 5

Net debt as at 30 June 202125,033 - 25,033

Net debt as at 1 July 20199,010(24,000)(14,9 9 0)

Cash flows8,40814,00022,408

Net debt as at 30 June 20201 7, 4 1 8(10,000)7, 4 1 8

D3: SHARE CAPITAL

The Group’s capital includes share capital, treasury shares, long term borrowings, reserves and retained earnings. The objectives

for managing capital are to safeguard the Group’s ability to continue as a going concern, to provide returns and benefits for

Shareholders and other stakeholders and to maintain a strong capital base for investor, creditor and market confidence. The

Group may adjust the dividends paid to Shareholders, return capital to Shareholders, issue new shares or sell assets to maintain or

adjust its capital structure.

Capital Structure Policy Targets

The Group’s formal capital structure targets are as follows:

1. Net Debt: EBITDA less than 2.0x

2. Gearing ratio less than 30 – 35%

3. Dividend pay-out of between 60% - 80% of Net Earnings (NPAT) adjusted for any significant non-trading items

There has been no material change in the management of capital during the year.

2021 2020 2021 2020

$000 $000 SharesShares

Fully paid:

Balance at the beginning of the year 156,668 156,668 165,972,540 165,972,540

Balance at the end of the year 156,668 156,668 165,972,540 165,972,540

Partly paid:

Balance at the beginning of the year 1 1 25,000 25,000

Balance at the end of the year 1 1 25,000 25,000

Total balance at the end of the year 156,669 156,669 165,997,540 165,997,540

The holders of ordinary shares are entitled to receive dividends declared from time to time and to one vote per share at meetings

of the Company. Ordinary shares issued and partly paid as part of the Senior Executives’ Share Scheme 1993 do not have dividend

or voting entitlements until the shares are paid in full but qualify for bonus and cash issues.

Ordinary shares are classified as equity. Where any controlled entities purchase Company shares that have not been allocated,

the consideration paid and directly attributable costs are deducted from equity and classified as treasury shares.

2021 2020 2021 2020

Treasury shares$000 $000 SharesShares

Balance at the beginning of the year 2,896 2,896 972,849 972,849

Balance at the end of the year 2,896 2,896 972,849 972,849


Treasury shares are unallocated Company shares held by the Trustee of the Executive Share Plan 2003 and are recognised as a

reduction in shareholders’ funds of the Group. There were no Treasury shares purchased during the year.

59STEEL & TUBE ANNUAL REPORT 2021

NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021

This section contains additional notes and disclosures which do not form part of the primary sections but which are required to

comply with financial reporting standards.

• Financial risk management

• Provisions

• Contingent liabilities

• Auditor remuneration

• Related party and share based plans

• Financial instruments

• Financial assets

• Subsequent events

• Other accounting policies

E1: FINANCIAL RISK MANAGEMENT

The Group is exposed to financial risk: market risk, credit risk and liquidity risk.

The Group’s Treasury Policy is approved by the Board and is reviewed every three years. The Treasury Policy establishes principles

and risk tolerance levels to guide management in carrying out risk management activities to minimise potential adverse effects

on the financial performance of the Group. Compliance with policy is monitored and reviewed on a monthly basis.

Detail relevant to the following risks are covered in relevant sections:

Foreign exchange risk (a market risk) Inventories B1

Interest rate risk (a market risk) Borrowings D1

Credit risk Trade & other receivables B2

Liquidity risk Borrowings D1

E2: PROVISIONS

Restructure

Provision

Make Good

Provision

Commerce

Commission

Provision

Holiday Pay

Provision

Other

ProvisionsTotal

$000 $000 $000 $000 $000 $000

Opening balance 2,366 2,795 2,009 750 - 7,9 2 0

Additions - 469 - 104 509 1,082

Used(2,217)(4 89)(2,009) - (4,7 15)

Closing balance 149 2,775 - 854 509 4,287

Current149 1,494 - 854 509 3,006

Non Current - 1,281 - - - 1,281

OTHER

SECTION E

60STEEL & TUBE ANNUAL REPORT 2021

KEY POLICY
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event. This

occurs when it is probable that a cost will be incurred to settle the obligation and a reliable estimate can be made of that

obligation. Where material, provisions are determined by discounting the expected cash flows at a pre-tax rate that reflects

current market assessments of the time value of money. Where discounting is used, the increase in the provision due to the

passage of time is recognised as an expense.

• Restructure Provision. The Group undertook a business restructure folowing the impact of Covid-19 in the preceding year and

the activities related to the restructure have largely concluded as at 30 June 2021. Costs included within this provision relate to

the remaining committed restructuring activities.

• Make Good Provision on existing tenanted properties, including Stonedon Drive remediation work agreed as part of the sale

and purchase agreement. Remediation work is currently in progress with a remaining provision estimated at $1.4m. Actual

payment dates and costs will be known once each lease reaches its expiry date.

• Commerce Commission Provision. In December 2016 the Commence Commission announced that it had completed its

investigation in relation to several steel companies, and that it intended to prosecute multiple companies under the Fair

Trading Act, including Steel & Tube. The Commission’s prosecution of Steel & Tube relates to the inadvertent use of a testing

laboratory’s logo on test certificates, and application of testing methodologies.

In November 2020, the Court of Appeal confirmed a fine of $1.56m. As a result of the court judgement, the Group subsequently

paid the $1.56m fine in December 2020. The provision previously held in relation to this prosecution has been utilised and an

insurance payment was received. There was no net impact on the reported profit for the period.

• Holiday Pay Provision. The provision relates to the Group’s potential backdated holiday pay obligations of $0.75m following a

High Court judgement on an unrelated company on a similar matter. An additional $0.1m has been recognised in the current

financial year based on the Group’s incentive arrangement. This provision recognised represents the best estimate of the

Group’s exposure based on the current High Court ruling. The expected settlement of this obligation is dependant on the

outcome of the appeal of the current High Court judgement.

• Other Provisions relates to an estimate of the costs of customer claims for faulty or defective products supplied.

61STEEL & TUBE ANNUAL REPORT 2021

E3: CONTINGENT LIABILITIES
Indemnities given to the Company’s trading banks in respect of performance bonds were $3.5m (2020: $2.7m) at balance date and

were transacted in the ordinary course of business.

E4: AUDITOR REMUNERATION

20212020

Fees paid to PwC$000 $000

Annual audit & half year review 443 461

Tax advisory services in relation to the Company’s Executive Share Scheme - 1

To t a l 443 462

E5: RELATED PARTY AND SHARE BASED PLANS

The Group has related party relationships with its controlled entities and with key management personnel.

The subsidiaries in the Group are:

2021 2020

SubsidiariesPrincipal ActivityBalance DateHoldingHolding

Steel & Tube New Zealand LimitedNon-trading30 June100%100%

Composite Floor Decks Holdings LimitedNon-trading30 June100%100%

Studwelders LimitedNon-trading30 June100%100%

S & T Plastics LimitedNon-trading30 June100%100%

S & T Stainless LimitedStainless Distributor30 June100%100%

Manufacturing Suppliers LimitedFastenings Distributor30 June100%100%

Composite Floor Decks LimitedFloor Decking Installer30 June100%100%

2021 2020

Transactions with Key Management Personnel$000 $000

Short-term benefits 4,333 3,598

Share-based benefits (accounting expense) 311 274

Termination benefits 155 122

4,799 3 ,9 94

The Key Management Personnel are the Non-Executive Directors and Executive Management. Included in short term benefits

are Directors’ fees of $448,983 (2020: $472,696).

Other Transactions with Related Parties

Certain Directors, shareholders and Management have relevant interests in a number of companies with which the Group has

transactions in the normal course of the business. A number of the Group’s Directors are also non-executive Directors of other

companies, and a register of Directors’ interests is maintained. Any transactions undertaken with these entities have been

entered into in the normal course of business.

Certain Directors and Management hold shares in the Group and receive dividends in the normal course of business.

62STEEL & TUBE ANNUAL REPORT 2021

Performance Rights Plan 2017
In February 2018 a new executive share plan was approved by the Board, known as the Performance Rights Plan 2017 (PRP). The

performance period for this scheme runs for 3 years and comprises two performance conditions (50% each) as follows:

a) The Benchmark Comparator (BC) ranks the Company’s Total Shareholder Return (TSR) relative to the TSR of the NZX 50 Index

securities:

• Where the Company TSR equals the 50th percentile TSR of the Index Companies over the Performance Period, 50% of (BC)

Performance Rights will vest

• Where the Company TSR equals or exceeds the 75th percentile TSR of the Index Companies over the Performance Period,

100% of (BC) Performance Rights will vest

• Where the Company’s TSR over the Performance Period exceeds the 50th percentile TSR of the Index Companies but does

not reach the 75th percentile, then between 50% and 100% of the (BC) Performance Rights, will vest as determined on a

linear pro-rata basis

b) The Absolute Comparator (AC) ranks the Company’s TSR relative to the Company’s Cost of Equity (CoE) plus a premium of 2%

annualised and compounding:

• Where the Company TSR is less than or equal CoE no (AC) Performance Rights will be vested

• Where the Company TSR is equal to or greater than CoE + 2%, 100% of (AC) Performance Rights will vest

• Where the Company TSR is greater than CoE but less than (CoE) + 2%, then between 50% and 100% of the (AC) Performance

Rights will vest as determined on a linear pro-rata basis

Performance Rights are only able to be exercised after completion of the three year performance period, providing and only

to the extent that the performance conditions, and other relevant service and non-market performance conditions, have been

satisfied. Any Benchmark and Absolute Comparator Performance Rights that do not vest at the Measurement Date will lapse.

During the year the following movements of rights to shares occurred in accordance with the rules of the PRP:

No. of Rights

Available

No. of Rights

Available

20212020

Opening Balance2,271,834 1,278,789

New Rights Granted2,067,187 1,151,208

Rights Forfeited(470,798)(158,163)

Rights Lapsed(189,747) -

To t a l3,678,476 2,271,834

Rights Performance Conditions

Start DatesExpiry date

Issue date

fair value

Total Rights

Issued

Rights Available

30 June 2021

Rights Available

30 June 2020

1 September 2017 - Tranche 11/09/2020 $2.09 371,366 - 195,673

12 September 2018 - Tranche 212/09/2021 $1.20 1,160,204 713,669 9 24,95 3

6 September 2019 - Tranche 36/09/202 2 $0.80 1,215,524 961,936 1,151,208

11 September 2020 - Tranche 411/09/202 3 $0.75 2,002,871 2,002,871 -

To t a l 4,749,96 5 3,678,476 2,271,834

Weighted average remaining contractual life of options outstanding at end of period 1.52 0.98

63STEEL & TUBE ANNUAL REPORT 2021

The fair value of rights is determined using a Monte Carlo share price simulation model. The significant inputs into the model for
rights granted during the period were the market share price at grant date, an exercise price of zero (as shares are issued to the

employees at nil consideration on vesting), volatility of 38.1%, expected option life of between 1 and 3 years and an annual risk free

interest rate of 0.29%. Volatility has been calculated based on the annualised volatility for the three years prior to the rights issue.

KEY POLICY

The Performance Rights Plan 2017 is considered to be an equity settled scheme under NZ IFRS 2 and the vesting conditions

for the scheme include both service and performance conditions.

Performance Rights Plan 2017

The cost associated with this plan is measured at fair value at grant date and is recognised as an expense in profit or loss

over the vesting period, with a corresponding entry to the reserve in equity. The estimate of the number of rights for

which the service conditions are expected to be satisfied is revised at each reporting date, with any cumulative catch-up

adjustment recognised in profit or loss in the period that the change in estimate occurred. Any rights not vested after the

expiry of three years are cancelled.

E6: FINANCIAL INSTRUMENTS

Financial assets at

amortised cost

Derivatives for

hedging at fair

value

Financial

liabilities at

amortised cost

2021$000$000$000

Cash and cash equivalents 25,033 - -

Trade and other receivables excluding prepayments 81,603 - -

Derivative financial instruments

1

- 607 -

Total financial assets 106,636 607 -

Trade and other payables - - 63,892

Derivative financial instruments

1

- 47 -

Lease liabilities - - 103,821

Total financial liabilities - 47 167,713

2020

Cash and cash equivalents 1 7, 4 1 8 - -

Trade and other receivables excluding prepayments 71,318 - -

Derivative financial instruments

1

- 103 -

Total financial assets 88,736 103 -

Borrowings - - 10,000

Trade and other payables - - 3 9,10 5

Derivative financial instruments

1

- 223 -

Lease liabilities - - 107,707

Total financial liabilities - 223 156,812

1

Derivative financial instruments are measured at fair value calculated using forward exchange rates that are quoted in an active market (Level 2 of the fair value hierarchy).

64

STEEL & TUBE ANNUAL REPORT 2021

E7: FINANCIAL ASSETS
The Group classifies its non-derivative financial assets as being measured at amortised cost, including any expected credit loss

allowance provisions. They are included in current assets, except for those with maturities greater than 12 months after the end

of the reporting period, these are classified as non-current assets. The Group’s non-derivative financial assets comprise trade and

other receivables and cash and cash equivalents.

Derivatives are measured at fair value. The portion of any fair value movement that is an effective hedge is measured in other

comprehensive income, but any ineffective portion is included in profit or loss.

Management determines the classification of the assets at the initial recognition and re-evaluates the designation at each

reporting date based on the business model and whether cash flows represent solely payments of principal and interest.

Purchases and sales of financial assets are recognised on the date the Group has committed to the transaction. De-recognition of

financial assets occurs when the rights to receive cash flows have expired or the Group has transferred substantially all the risks

and rewards of ownership.

E8: SUBSEQUENT EVENTS

On 17 August 2021, the New Zealand Government reinstated Covid-19 Alert Level 4 for the whole of New Zealand. The Alert 4

settings are applicable to the Auckland and Coromandel regions for at least seven days and the rest of New Zealand for at least

three days, effective from 11.59pm 17 August 2021. On 20 August 2021, the New Zealand Government announced that the rest of

New Zealand will continue to be in Alert Level 4 for the same period of time as Auckland and Coromandel regions. In response

to the change in Alert levels, the Group’s operations were closed except where needed to supply Alert Level 4 businesses and

will operate in compliance with the New Zealand Government’s requirements. Following the initial Covid-19 outbreak, the Group

restructured its operations and funding arrangements to withstand a long recovery period and the latest closure and operating

restrictions have not required any further restructuring or adjustment to the 30 June 2021 reported balances.

On 23 August 2021, the Board declared a final dividend of 3.29 cents per share (2020: nil) totalling $5.5m (2020: nil). The dividends

will be paid to shareholders on 24 September 2021.

E9: OTHER ACCOUNTING POLICIES

Basis of consolidation

The Group applies the acquisition method to account for business combinations. The Group financial statements comprise the

financial statements of Steel & Tube Holdings Limited and its controlled entities (subsidiaries) (see Note E5).

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 to direct the activities of the entity. Subsidiaries are consolidated

from the date on which control is transferred to the Group and deconsolidated from the date control ceases.

Consideration transferred is the fair value of assets transferred, liabilities incurred to the former owners of the acquiree and

equity interests issued by the Group. Consideration transferred also includes the fair value of any asset or liability resulting from

a contingent consideration arrangement. Identifiable assets acquired and liabilities (including contingent liabilities) assumed in a

business combination are measured initially at their fair values at acquisition date.

All inter-company transactions and balances between Group companies are eliminated.

Foreign currency

Transactions in foreign currencies are translated at the foreign exchange rate at the date of the transaction. Gains and losses

resulting from the settlement of such transactions and from translation of monetary assets and liabilities at balance date

are recognised in profit or loss except when deferred in equity as qualifying cash flow hedges. The Group’s hedging largely

comprises cash flow hedges for future purchases of inventory. The Group’s current practice is to recognise the accumulated gains

or losses on the hedging instrument / derivative against the carrying value of the inventory when inventory is recognised.

65STEEL & TUBE ANNUAL REPORT 2021

Derivatives - Cash flow hedge
The Group uses derivative financial instruments to hedge its exposure to foreign exchange risks and interest risk arising from

operational, financing and investing activities. In accordance with its Treasury Policy, the Group does not hold or issue derivative

financial instruments for trading purposes. Derivative financial instruments are recognised initially at fair value on the date a

derivative contract is entered into. Subsequent to initial recognition, derivatives are re-measured at fair value.

The Group designates certain derivatives as hedges of a highly probable forecast transaction (cash flow hedge). The effective

portion of changes in the fair value of derivatives designated as cash flow hedges is recognised in equity. The gain or loss on

the ineffective portion is recognised in profit or loss in other gains/(losses). When the hedged item is a non-financial asset (for

example, inventory or property, plant and equipment) the amount recognised in equity is transferred to the carrying amount of

the asset when it is recognised. In other cases the amount recognised in equity is transferred to profit or loss in the same period

the hedged item is recognised in the Statement of Profit or Loss and Other Comprehensive Income. If the hedging instrument no

longer meets the criteria for hedge accounting, expires, is sold, terminated or is exercised, any cumulative gain or loss previously

recognised in equity remains in equity until the forecast transaction is ultimately recognised in profit or loss. When a forecast

transaction is no longer expected to occur, the cumulative gain or loss reported in equity is immediately transferred to profit or

loss within other gains/(losses).

Derivative financial instruments are classified as current assets if expected to be settled within 12 months; otherwise, they are

classified as non-current.

Impairment of non-financial assets

Assets that have indefinite useful lives that are not subject to amortisation and intangible assets not yet available for use are

tested annually for impairment. Assets (including intangibles and property, plant and equipment) subject to amortisation and

depreciation are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount may not

be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable

amount. The recoverable amount is the higher of an asset’s fair value, less costs to sell and value in use. For the purposes of

assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-

generating units).

Revenue recognition

Revenue comprises the fair value of sales of goods net of Goods and Services Tax, and discounts and after elimination of sales

within the Group. The Group derives its revenue from the distribution and processing of steel and associated products. Revenue

is recognised at a point in time when a Group entity has transferred control, which is when it has delivered the products to the

customer, the customer has accepted the products and collectability of the related receivables is highly probable.

66STEEL & TUBE ANNUAL REPORT 2021

The table below provides further information on the revenue recognition across the Group based on each contract portfolio.
Contract

PortfolioDescriptionKey JudgementsOutcomeTiming of Recognition

Cash or Credit

Supply Sales

Any sales from individual

orders without a formal

written contract.

No major judgement

required.

There is one performance

obligation, being the supply of

the product.

Point in time


Revenue is recognised at point

of sale when the product is

delivered.

Supply and

Installation

Sales

Any contracts that

contain supply and

installation performance

obligations.

Determining whether

or not the supply and

installation components

are “distinct” within the

context of the contract

There are two performance

obligations, being supply of the

product and installation of the

product.

Installation of the product

is considered a distinct

performance obligation as

supply only contracts are also

available on a stand-alone basis.

Point in time

Revenue relating to the supply

performance obligation follows

the same recognition process

as for the ‘Supply Only Sales’

contract portfolio.

Over time

Installation of the product

enhances an asset controlled by

the customer as the installation

is completed. Revenue relating

to the installation performance

obligation is recognised on a

stage of completion basis based

on the input of labour costs, as

this is corresponds directly with

the value to the customer of the

Group’s performance completed

to date.

Supply Only

Sales

Any contracts/sales

agreements that only

have supply of steel

product clauses.

Determining whether

each act of supply should

be treated as a separate

performance obligation

within the contract.

There is one performance

obligation, being the act of

the supply. Irrespective of how

many supply events occur,

the products supplied are all

highly interrelated in that they

all are required for the same

construction project, and

therefore represent a series of

distinct supply events which are

substantially the same and use

the same method to measure

progress towards completion.

They are therefore accounted

for as a single performance

obligation.

Over time

The products supplied are

required to be modified

to a significant extent and

do not create an asset with

an alternative use to the

Group. The Group has a right

to consideration from the

customer in an amount that

corresponds directly with

the value to the customer

of the Group’s performance

completed to date.

Revenue relating to Supply

Only Sales is recognised in the

amount to which the Group

has a right to invoice under the

terms of the contract.


The Group has also utilised the practical expedients specified in NZ IFRS 15 Revenue from Contracts with Customers in respect

of the requirement to disclose the transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations,

where the contract has an original expected duration of one year or less, or where the Group has applied the practical expedient

to recognise revenue at the amount to which it has a right to invoice, which corresponds directly to the value to the customer of

the Group’s performance completed to date. Any volume-based rebates extended to customers by the Group are recognised as

a deduction from revenue, in line with the pattern of transfer of control of the relevant good or service to the customer, where

payment is deemed to be highly probable.

67STEEL & TUBE ANNUAL REPORT 2021

Leases
Under NZ IFRS 16, the Group recognises right-of-use assets and lease liabilities for a number of categories of operating leases,

including:

• Property leases - The Group has a variety of property leases across its national network of branches and processing facilities.

Where the Group has entered into sub-leases in respect of its property leases, each sub-lease will be assessed under the new

standard to determine if it qualifies as a finance lease or an operating lease under NZ IFRS 16

• Motor vehicle leases - The Group leases motor vehicles for staff use in sales and day-to-day operations

• Equipment leases - The Group leases certain equipment for use in its distribution, manufacturing and warehousing activities.

This includes material handling equipment such as forklifts and pallet trucks

• Other leases - other leases includes the lease of assets such as IT equipment, photocopiers and other plant or office equipment

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

liability, 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 face of the Balance sheet.

The Group has utilised the recognition practical expedients specified in NZ IFRS 16 in respect of short-term and low value leases

where appropriate, as well as the use of a single discount rate to a portfolio of leases with reasonably similar characteristics.

Adoption status of relevant new financial reporting standards and interpretations

Future Change in Intangible Assets Accounting policy

In March 2021 the IFRS Interpretations Committee (the Committee), which is responsible for interpreting the application of IFRS,

issued a decision that expenditure for configuring and customising software provided under software as a service arrangements

(SaaS). The decision sets out that where a SaaS provider controls the application software, the expenditure is likely expensed

when receiving the configuration and customisation services. However where the expenditure creates an asset controlled by

the customer that is separate from the software, or the services are not separable from the Group’s right to receive access to

the SaaS provider’s application, such costs might be capitalised and amortised over the expected SaaS term. The decision was

subsequently ratified by the International Accounting Standards Board in April 2021.

Compliance with the Committee’s decision necessitates a change to the Group’s Intangible Assets accounting policy, as to

date the Group has capitalised such expenditure. By making this change, a retrospective restatement of prior period financial

statements is required in the year in which the revised accounting policy is adopted. To implement this change, the Group is

currently examining all historically capitalised software configuration and customisation costs relating to SaaS arrangements to

identify the level of restatement required. Given the number and complexity of the Group’s software arrangements, the Group

has decided to implement the revised accounting policy in the 30 June 2022 annual financial statements, with full compliance in

the 31 December 2021 interim financial statements.

While the financial impact of the revised accounting policy is still being quantified, the change will reduce intangible assets and

associated amortisation, increase operating expenses, and reclassify relevant spend from an investing to an operating cashflow.

The change may also result in the recognition of prepayments.

68STEEL & TUBE ANNUAL REPORT 2021


Independent auditor’s report

To the shareholders of Steel & Tube Holdings Limited

Our opinion

In our opinion, the accompanying financial statementsof Steel & Tube Holdings Limited (the

Company), including its subsidiaries (the Group),present fairly, in all material respects, the financial

position of the Group as at 30 June 2021, its financialperformance and its cash flows for the year then

ended in ac

cordance with New Zealand Equivalents toInternational Financial Reporting Standards

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

What we have audited

The Group's financial statements comprise:

●the balance sheet as at 30 June 2021;

●the statement of profit or loss and other comprehensiveincome for the year then ended;

●the statement of changes in equity for the year thenended;

●the st

atement of cash flows for the year then ended;and

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

explanatory information.


Basis for opinion

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

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

further described in

theAuditor’s responsibilitiesfor the audit of the financial statementssectionof our

report.

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

for our opinion.

Independence

We are independent of the Group in accordance withProfessional and Ethical Standard 1International

Code of Ethics for Assurance Practitioners (includingInternational Independence Stan

dards) (New

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

International Code of Ethics for Professional Accountants(including International Independence

Standards)issued by the International Ethics StandardsBoard for Accountants (IESBA Code), and we

have fulfilled our other ethical responsibilitiesin accordance with these requirements.

Other than in our capacit

y as auditor we have no relationshipwith, or interests in, the Group.

Key audit matters

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

our audit of the financial statements of the currentyear. 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 se

parate opinion on these matters.

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

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

69STEEL & TUBE ANNUAL REPORT 2021

Description of the key audit matterHow our audit addressed the key audit matter
Assessment of the net realisable value

(NRV) of inventory

The Group has inventory of

approximately $113.5 million as at 30

June 2021, with a provision for

write-down of $2.2 million.

The Group is required to hold inventory

at the lower of cost and NRV. This is a

Key Audit Matter as significant

judgement is required to determine the

sales price of any inventory at higher

risk of impairment, particularly slow

moving inventory given its limited sales

evidence.

The Group’s estimate of NRV

considered:

● the most recent achieved sales

price for each Stock Keeping Unit

(SKU); and

● management judgement of the

current realisable value for each

SKU.

Disclosure of the Group’s inventory

valuation assessment is included in note

B1.

We obtained an understanding and evaluated the

Group’s processes and controls relating to assessing

the NRV of inventory.

We assessed management’s process for identifying

inventory at higher risk of impairment. This included

undertaking procedures to assess the accuracy of

reports used by management to identify higher risk

inventory as at 30 June 2021.

We assessed the reasonableness of the Group’s

estimate of NRV by performing the following

procedures:

●enquired of supply chain personnel to

understand and corroborate the assumptions

applied in estimating inventory provisions;

●attended stock counts to assess controls to

identify obsolete and damaged stock; and

●assessed the level of sales of slow moving

inventory in the year and considered the

margins achieved on inventory sales in the

year.

Where the Group assessed that a provision was not

required for slow moving inventory, we obtained, on

a sample basis, evidence to support or challenge this

assessment. Evidence obtained included:

●support to validate that slow moving SKUs

could be cut or repackaged to faster selling

dimensions or assortments, and / or

●enquiry of supply chain personnel to understand

the demand for the inventory.

70STEEL & TUBE ANNUAL REPORT 2021

Description of the key audit matterHow our audit addressed the key audit matter
Existence of inventory

The existence of inventory was

considered a Key Audit Matter because

of the Group’s:

●high volume and value of inventory;

●large number of inventory

locations; and

●the significant effort required to

complete procedures to obtain

sufficient audit evidence of the

existence of inventory.

Details of the Group’s stock count

programme are disclosed in note B1.

We obtained an understanding and evaluated the

Group’s processes and controls relating to the

existence of inventory.

We performed a number of procedures to address

the risk that inventory did not exist.

These procedures included inspection of the records

for a sample of inventory counts and attendance at a

sample of inventory counts to assess the

appropriateness of the Group’s count procedures,

the accuracy of counting and the accuracy of

recording adjustments.

We determined which count locations to attend

based on our assessment of risk, including:

● the volume and value of inventory held at

locations;

● the extent of inventory adjustments, including

counting accuracy rates; and

● the extent of past compliance with the Group’s

cycle count programme.

We also tested the reconciliation of the inventory

counted to the quantity recorded in the inventory

sub-ledger.

To further assess whether materially all inventory

had been counted during the year, we compared

reports detailing inventory counted to the inventory

listing by location as at 30 June 2021. We tested on

a sample basis reconciling items, being SKUs that

could not be validated as counted based on their

location at 30 June 2021. These procedures included

counting these SKUs post year end and testing

movements since year end to supporting documents.

71STEEL & TUBE ANNUAL REPORT 2021

Our audit approach
Overview

Overall group materiality: $2,350,000, which represents

approximately 0.5% of revenue.

We chose revenue as the benchmark for our materiality as we

consider this is an appropriate and more stable measure of the

Group’s performance than profit/(loss) before tax.

We performed a full scope audit over the financial information of the

significant components of the Group.

As reported above, we have two key audit matters, being:

● Assessment of the net realisable value (NRV) of inventory

● Existence of inventory

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.

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 Group 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 group audit scope

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

on the financial statements as a whole, taking into account the structure of the Group, the accounting

processes and controls, and the industry in which the Group operates.

72STEEL & TUBE ANNUAL REPORT 2021

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.

Our opinion on the financial statements does not cover the other information and we do 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. If, based on the work we have performed on the other information that we obtained prior to

the date of this auditor’s report, we conclude that there is a material misstatement of this other

information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the 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.

In preparing the financial statements, the Directors are responsible for assessing the Group’s ability to

continue as a going concern, disclosing, as applicable, matters related to going concern and using the

going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease

operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the 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-1/

This description forms part of our auditor’s report.

73STEEL & TUBE ANNUAL REPORT 2021

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 thisindependent auditor’s report is Christopher

Barber.

For and on behalf of:

Chartered Accountants

23 August 2021

Auckland

74STEEL & TUBE ANNUAL REPORT 2021

Corporate governance at Steel & Tube is predicated on high standards of ethics and performance and is achieved through robust
governance policies, practices and processes to ensure a culture that is open, transparent and focused on adding value for our

stakeholders. The Board regularly reviews Steel & Tube‘s governance structures and processes to identify opportunities for

enhancement, ensure they are consistent with best practice and reflect Steel & Tube’s operations.

The Board believes that the company’s corporate governance framework materially complies with the NZX Corporate

Governance Code (the Code). A summary of Steel & Tube’s governance actions and performance against each of the Principles in

the Code is detailed on the following pages.

Easy access to information about the company, including financial and operational information and key corporate governance

policies and charters, is available through the company’s website at https://steelandtube.co.nz.

The information in this report is current as at 23 August 2021 and has been approved by the Board of Steel & Tube.

CODE OF ETHICAL BEHAVIOUR

“Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable for these

standards being followed throughout the organisation.”

We expect our Directors and staff to act with integrity and professionalism, and undertake their duties in the best interests of the

company, taking into account the interest of shareholders and other stakeholders.

The Board has adopted a Code of Ethics, which is available on the company website and staff intranet. The company Policy

Manual also includes detailed standards of integrity, conduct and behaviour required of all employees. This forms part of the new

employee induction programme.

We encourage employees to speak out if they have concerns. The avenues for doing so are detailed in the company’s

Whistleblower Policy which is on the company website.

Steel & Tube does not donate to political parties.

Insider Trading Policy

Steel & Tube has an Insider Trading Policy which, along with the Financial Markets Conduct Act 2013, imposes limitations and

requirements on Directors and employees in dealing in the company’s shares. These limitations prohibit dealing in shares while in

possession of inside information and impose requirements for seeking consent to trade.

While there is no formal requirement to do so, all Directors hold shares in the company either directly or through affiliates.

Details of Directors’ share dealings are set out on page 88 of this report.

BOARD COMPOSITION AND PERFORMANCE

“To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and perspectives.”

The Steel & Tube Board comprises five Independent Directors, who have significant relevant industry and market experience,

skills and expertise that are of value to the company. Profiles of Directors are available on the company website and included in

the Annual Report. Directors’ interests are disclosed on page 87 of the Annual Report.

Karen Jordan was appointed as an Independent Director on 10 December 2020 and will stand for election by shareholders at

the 2021 Annual Shareholders’ Meeting. Karen brings valued professional governance expertise in the areas of finance, risk

management, commerce and business transformation.

The roles and responsibilities of the Board are detailed in the Board Charter, which is reviewed at least every two years and is

available on the company website. The Board’s primary objective is to enhance shareholder value and protect the interests of

other stakeholders by improving corporate performance and accountability.

The Board has delegated authority for the day to day management of the business to the CEO and the wider senior management

team with specified financial and non-financial limits. A formal Delegations of Authority Policy documents delegated authorities

and is reviewed annually by the Board.

The company has written agreements with each Director, outlining the terms of their appointment. The Board is satisfied

that each Director has the necessary time available to devote to the position, broadens the Board’s expertise and has the

competencies to ensure the effective functioning of the Board.

The Board supports the separation of the roles of Chair and CEO and Steel & Tube’s Chair is required to be an Independent

Director. Director independence is determined in accordance with NZX Listing Rules and with regard to the factors described in

the NZX Corporate Governance Code.

GOVERNANCE

75STEEL & TUBE ANNUAL REPORT 2021

All Directors have access to executives to discuss issues or obtain information on specific areas in relation to matters to be
discussed at Board meetings, or other areas as they consider appropriate. The Board Committees and Directors, subject to the

approval of the Board Chair, have the right to seek independent professional advice at the company’s expense, to enable them to

carry out their responsibilities.

Professional Development

Directors are encouraged to undertake appropriate training and education to ensure they remain current on how to best

perform their duties. In addition, Management provide regular updates on relevant industry and company issues, including

briefings from senior executives. All Directors are current members of New Zealand Institute of Directors.

Board Performance

The Board monitors its own performance and from time to time commissions external reviews to assess the performance of

individual Directors and the Board’s effectiveness. An external review is being undertaken in calendar year 2021.

Director Appointment

Membership, rotation and retirement of Directors is determined in accordance with the company constitution and NZX Listing

Rules. The Nomination Committee has delegated responsibility from the Board to make recommendations on Board composition

and nominations, subject to the company constitution.

Key information is provided to shareholders when a Director stands for election or re-election.

Directors will retire and may stand for re-election by shareholders at least every three years, in accordance with the NZX

Listing Rules. A Director appointed since the previous Annual Shareholders’ Meeting holds office only until the next Annual

Shareholders’ Meeting but is eligible for election at that meeting.

The Board asks for Director nominations each year prior to the Annual Shareholders’ Meeting, in accordance with the company

constitution and the NZX Listing Rules.

The Board has developed a skills matrix and takes into account a number of factors including qualifications, experience and

skills. Shareholders may also nominate candidates for election to the Board. The Board believes that the current Directors offer

valuable and complementary skill sets. Importantly, every one of Steel & Tube’s Directors has either worked or is involved in

directorships in the sector.

SKILLS MATRIX

KEY STRATEGIC AREASDirector Expertise

Governance


Commercial


Financial Acumen


Mergers & Acquisitions


QHSET and associated systems


Business Turnaround


Steel Industry


Manufacturing


Construction/Infrastructure


Logistics, Supply Chain & Procurement


Sales, Marketing and Brand


Digital Technology and Change


People, Culture and Employee Relations


Strong

Moderate

76STEEL & TUBE ANNUAL REPORT 2021

Diversity
Equality and diversity are cornerstones of our organisational culture. We believe that diversity at Steel & Tube is integral to

creating a collaborative workplace culture, competitive advantage and ultimately, sustainable business success. Diversity provides

us with a broad range of perspectives and experience that enhance the quality and depth of our decision-making, and helps

create a united team approach across all levels of our organisation. Our approach to diversity is outlined in the Diversity Policy,

which is available on the company website.

A number of initiatives are in place to support diversity and the Board believes the

principles in the Policy were adhered to in FY21.

Key areas of focus are:

• Recruitment and retention of a diverse workforce

• Fair and consistent reward and recognition

• Flexible working arrangements

• Employee engagement

• Agreed standards of conduct and behaviour

Steel & Tube has a diverse workforce, representing more than 15 different ethnicities. English is a second language for a number

of these staff, so Steel & Tube has initiatives in place to support them in the workplace, including the opportunity to participate in

Steel & Tube's Numeracy and Literacy Programme.

The Officers of the Company (as defined by the NZX Listing Rules for the purposes of diversity reporting) are the CEO and

specific direct reports of the CEO having key functional responsibility. As at 30 June 2021, females represented 21% of Directors

and Officers of the Company (FY20: 28%).

As at 30 June

FY21


Male

FY21


Female

FY20


Male

FY20


Female

Directors3232

Officers 8172


Gender Diversity at Steel & Tube (% of Females)

40

11

35

25

28

66

8

25

40

22

36

21

22

61

7

22

0

10203040506070

Board of Directors

Lead Team/Snr Execs

Tier 3

Tiers 4, 5 & 6

Sales & Bus Dev roles

Customer Services

Warehousing/Operations

Overall Workforce

20212020

77STEEL & TUBE ANNUAL REPORT 2021

BOARD COMMITTEES
“The Board should use Committees where this will enhance its effectiveness in key areas, while still retaining Board

responsibility.”

The Board has established several standing committees, each of which has a Board approved written charter summarising

the role, responsibilities, delegations and membership requirements. The Board regularly reviews the charters of each Board

committee, the committees’ performance against those charters and membership of each committee. The Board believes that

committee charters, committee membership and roles of committee members comply with recommendations in the Code.

Current membership of each of the Board committees is set out below.

Steel & Tube’s Board Committees as at 30 June 2021

CommitteeRoleMembers

Quality, Health, Safety &

Environment

Assist the Board to meet its

responsibilities in relation to the

company’s Quality, Health and Safety

(H&S) and Environment policies

and procedures, and legislative

compliance

Chris Ellis (Chair)

John Beveridge

Karen Jordan

Audit and RiskAssist the Board in its oversight

of the integrity of financial

reporting, financial management

and controls, external audit quality

and independence, and the risk

management framework

Karen Jordan (Chair)

John Beveridge

Susan Paterson

Steve Reindler

Governance and RemunerationAssist the Board to establish and

maintain a strong governance

framework overseeing the

management of the company’s

people, remuneration and diversity

policies

Steve Reindler (Chair)

Chris Ellis

Susan Paterson

NominationAssist the Board in ensuring

appropriate Board performance

and composition and in appointing

directors

Susan Paterson (Chair)

John Beveridge

Chris Ellis

Karen Jordan

Steve Reindler

Board committees assist the Board by focussing on specific responsibilities in greater detail than is possible in Board meetings.

However, the Board retains ultimate responsibility for the functions of its committees and determines their responsibilities.

The Board appoints the members and chair of each committee, with the committee chair reporting committee

recommendations to the Board. Management attendance at committee meetings is by invite only.

In the case of a takeover offer, Steel & Tube would follow its takeover protocols including forming an Independent Takeover

Committee to oversee disclosure and response and to engage expert legal and financial advisors to provide advice on procedure.

The table below sets out committee membership and Director attendance at Board and committee meetings during FY21. Board

meetings are scheduled throughout the year, with other meetings to deal with certain matters arising from time to time being

held when necessary.

78STEEL & TUBE ANNUAL REPORT 2021

Board
Quality, Health,

Safety &

Environment

Committee

Audit & Risk

Committee

Governance &

Remuneration

Committee

Nomination

Committee

Total number of meetings114434

Susan Paterson

1

11-334

Anne Urlwin

2

411-3

Chris Ellis114-34

Steve Reindler11-434

John Beveridge 1144-4

Karen Jordan

3

422--

1

Susan Paterson was appointed to the Audit and Risk Committee on 4 November 2020

2

Anne Urlwin retired from the Board on 1 October 2020

3

Karen Jordan was appointed to the Board on 10 December 2020

REPORTING AND DISCLOSURE

“The Board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of corporate

disclosures.”

Continuous Disclosure

Steel & Tube’s Directors are committed to keeping investors and the market informed of all material information about the

company and its performance, in a timely manner. In addition to all information required by law, Steel & Tube also seeks to

provide sufficient meaningful information to ensure stakeholders and investors are well informed. Steel & Tube is committed

to providing accurate, timely, consistent and reliable disclosure of information to ensure market participants have fair access

to information that may impact on its share price. The company’s Continuous Disclosure Policy sets out the principles and

requirements of this commitment to timely disclosures.

Financial Reporting

For the financial year ended 30 June 2021, the Directors believe that proper accounting records have been kept which enable,

with reasonable accuracy, the determination of the financial position of the Company and facilitate compliance of the financial

statements with the Financial Markets Conduct Act 2013.

The Audit and Risk Committee oversees the quality and integrity of external financial reporting, including the accuracy,

completeness, balance and timeliness of financial statements. It reviews Steel & Tube’s full and half year financial statements

and makes recommendations to the Board concerning accounting policies, areas of judgement, compliance with accounting

standards, stock exchange and legal requirements, and the results of the external audit. All matters required to be addressed, and

for which the Committee has responsibility, were addressed during the reporting period.

The Chief Executive Officer and Chief Financial Officer have confirmed in writing that Steel & Tube’s external financial reports are

presented fairly in all material aspects.

The Chief Financial Officer holds the role of Company Secretary. In all accounting and secretarial matters, the Board ensures that

the Secretary’s reports are objective and that the Secretary has unfettered access to the Chair and the Audit and Risk Committee,

without reference to the CEO.

79STEEL & TUBE ANNUAL REPORT 2021

Non-financial reporting
Steel & Tube has a commitment to ensuring that the Group adds value for all its stakeholders, from shareholders to staff and the

communities the Group operates in, as well as reducing the environmental impact of the Group’s activities.

Steel & Tube believes it is the Group’s corporate responsibility to ensure the Group plays its part in making the world a better

place. In line with this, over the last year the Group has formalised its approach to ESG – environmental, social and governance

principles – which the Group believes will enhance Steel & Tube and support its growth. During FY21, the Group adopted a

new Sustainability Policy and, in July 2021, the Group filled a new position, Sustainability Manager, to help oversee the Group’s

sustainability practices. Steel & Tube has reported on the Group’s progress in the What Matters section in this report, on pages 16

t o 2 7.

REMUNERATION

“The remuneration of Directors and Executives should be transparent, fair and reasonable.”

Remuneration of Directors and senior executives is the key responsibility of the Governance and Remuneration Committee. The

framework for the determination and payment of Directors’ and senior executives’ remuneration is set out in the Remuneration

Policy. External advice is sought on a regular basis to ensure remuneration is benchmarked to the market for senior management

positions, Directors and Board Committee positions.

The last increase in Director remuneration was approved by shareholders in November 2017. Board policy is that no sum is paid to

a Director upon retirement or cessation of office.

Details of Director and Executive Remuneration in FY21 are provided on pages 83 to 86.

RISK MANAGEMENT

“Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The Board

should regularly verify that the issuer has appropriate processes that identify and manage potential and material risks.”

Steel & Tube’s ability to deliver appropriate returns to its shareholders requires successful execution of business strategy and the

elimination, reduction and mitigation of associated risks. The Board has overall responsibility for the establishment and oversight

of the Group’s risk management framework.

The Board is responsible for overseeing and monitoring significant business risks and overseeing Management’s processes to

mitigate the identified risks. Management regularly report to the Board on significant business risks and treatments for those

risks.

The Group is exposed to risks from a number of sources, including operational, strategic, economic and financial risks. Steel

& Tube’s Corporate Risk Management System Framework incorporates policies, procedures and appropriate internal controls

to identify, assess and manage areas of significant business and financial risks. The Group applies effective risk management

principles across its business units to ensure risk is identified, assessed, categorised and ranked to allow the business to

understand its risks. Steel & Tube maintains insurance policies that it considers adequate and practicable to meet its insurable

risks.

Key Risks

Key risks are assessed on a risk profile identifying the likelihood of occurrence and potential severity of impact. Key risks are

managed with a focus on decreasing the risk likelihood and minimising the risk impact should it occur.

Key risk areas include:

• Operational risk e.g. health & safety, product quality, supply chain, data and systems, business continuity

• Strategic risk e.g. execution of strategic initiatives, competitive environment, technological change

• Economic risk e.g. market risk, sector risk

• Financial risk e.g. business performance, capital management

80STEEL & TUBE ANNUAL REPORT 2021

Risk Management Process
Steel & Tube’s Corporate Risk Management System Framework mandates one framework for risk management to:

• Integrate risk management in line with the Board’s risk appetite into structures, policies, processes and procedures

• Deliver regular key risk reviews, reporting and monitoring

Key risks are owned by members of the executive leadership team. This promotes integration into operations and planning and

a culture of proactive risk management. Key risks are reported to the Board. Legislative compliance is monitored across each

business unit through Quantate compliance management software.

Quality, Health, Safety and Environment

The Board is committed to ensuring a safe and healthy environment for all Steel & Tube people and anyone in the company’s

workplaces. Ensuring Steel & Tube employees and contractors go home safely every day is the company’s number one priority.

Steel & Tube’s aim is to be the preferred New Zealand supplier for steel products and solutions and our expert people play an

important role in that, sharing their knowledge and experience with customers. Ensuring the quality of Steel & Tube’s products

remains a critical focus and an extensive Quality Management Programme is in place and overseen by the General Manager

Quality, Health, Safety and Environment. More information on our approach to Quality and Health & Safety is outlined in the

What Matters section on pages 18 to 21.

AUDITORS

“The Board should ensure the quality and independence of the external audit process.”

External audit

Steel & Tube’s External Auditor Independence Policy outlines our commitment to ensuring audit independence, both in fact and

appearance, so that Steel & Tube’s external financial reporting is viewed as being highly objective and without bias.

For the year ended 30 June 2021, PwC was the external auditor for Steel & Tube. PwC was re-appointed under the Companies

Act 1993 at the 2020 Annual Shareholders’ Meeting. Partner rotation occurred in FY19. The external auditors attend the Annual

Shareholders’ Meeting each year. Following a formal request for proposal process, the Board has recommended that KPMG be

appointed as the Company’s auditor for FY22. This appointment is subject to shareholder approval at the Annual Shareholders’

Meeting.

The Audit and Risk Committee monitors the ongoing independence, quality and performance of the external auditors and

monitors audit partner rotation. The Committee pre-approves any non-audit work undertaken by PwC. There were no non-audit

services provided by PwC in the year ended 30 June 2021. The fees paid for audit services in FY21 is identified in Note E4 of the

Annual Report.

Internal Audit

Steel & Tube operates an outsourced internal audit function, which reports to and is monitored by the Audit and Risk Committee.

KPMG were appointed internal auditors during FY17 and continued to provide this service in FY21.

The Committee approves the annual internal audit plan, receives internal audit review reports on the adequacy and effectiveness

of Steel & Tube’s internal controls and monitors the implementation of KPMG’s recommendations arising from its review findings.

Following the appointment of KPMG as external auditors from the end of the September 2021 Annual Shareholders’ Meeting,

KPMG will cease to provide internal audit services. Alternative internal audit arrangements will be made for FY22 and beyond.

81STEEL & TUBE ANNUAL REPORT 2021

SHAREHOLDER RIGHTS AND RELATIONS
“The Board should respect the rights of shareholders and foster constructive relationships with shareholders that encourage

them to engage with the issuer.”

Shareholder Communications

Steel & Tube are committed to open and regular dialogue and engagement with shareholders. Easy access to information about

the performance of Steel & Tube is available through the Investor Centre on the company’s website at https://steelandtube.

co.nz/investor-centre. Steel & Tube releases semi-annual Shareholder Newsletters as part of the company’s initiative to keep

shareholders informed about the business and the contribution the company makes to New Zealand’s economic development

and prosperity.

Steel & Tube’s investor relations programme includes semi-annual post-results briefings with investors, analysts and investor

meetings, and earnings announcements. The programme is designed to provide shareholders and other market participants the

opportunity to obtain information, express views and ask questions.

Shareholders are encouraged to communicate with the company and its share registry electronically.

In addition to shareholders, Steel & Tube has a wide range of stakeholders and maintains open channels of communication for

all audiences, including brokers, the investing community and the New Zealand Shareholders’ Association, as well as its staff,

suppliers and customers.

Shareholder Meetings

Steel & Tube endeavours to make it easy for shareholders to participate in Annual Shareholders' Meetings, which are held in a

main centre and also streamed live online. The notice of the Annual Shareholders’ Meeting is announced on the NZX, sent to

shareholders and posted on to the Company’s website at least 20 working days prior to the meeting each year. Shareholders are

able to ask questions of and express their views to the Board, management and the external auditors at Annual Shareholders’

Meetings.

The Board considers that shareholders should be entitled to vote on decisions that would change the essential nature of Steel

& Tube’s business. The Board adopts the one share, one vote principle, conducting voting at shareholder meetings by poll.

Shareholders are also able to vote by proxy ahead of meetings without having to physically attend those meetings.

82STEEL & TUBE ANNUAL REPORT 2021

DIRECTOR REMUNERATION
Total remuneration available to non-executive Directors in the year ended 30 June 2021 was $470,000 as approved by

shareholders. The Remuneration and Governance Committee reviews the remuneration of Directors annually.

As at 30 June 2021 the standard Directors’ fees per annum were $145,000 for the chair and $75,000 for each non-executive

director. Board committee chairs also receive additional fees of between $5,000-$10,000 for their committee responsibilities.

Directors’ fees exclude GST, where applicable. Directors are entitled to be reimbursed for costs directly associated with carrying

out their duties, including travel costs. Board policy is that no sum is paid to a Director upon retirement or cessation of office.

The total amount of remuneration and other benefits received by the Directors during the year ended 30 June 2021 was $448,983

as shown in the table below:

DirectorDirectors Fees

Committee


Chair FeesFY21 TotalResponsibility

Susan Paterson145,000-145,000Board Chair

Anne Urlwin18 ,95 62,52721,483Retired as at 1 October 2020

Karen Jordan

1

3 7, 5 0 05,00042,500Audit and Risk Committee Chair

Chris Ellis75,00010,00085,000QHSE Committee Chair

Steve Reindler75,0005,00080,000Governance & Remuneration Committee Chair

John Beveridge75,000-75,000

1

Karen Jordan was appointed as a Director on 10th December 2020 following the announcement that Anne Urlwin would retire as a Director at the 2020 Annual Shareholders’

Meeting held on 1 October 2020. Following Anne Urlwin’s retirement from the Board, Karen Jordan was appointed as Audit and Risk Committee Chair.


EXECUTIVE REMUNERATION

Steel & Tube’s Remuneration Policy and practices are designed to attract, retain and motivate high calibre people at all levels

of Steel & Tube.

The CEO and executives have the potential to earn a Short Term Incentive (STI) each year. Steel & Tube’s STI is based on

performance targets and is designed to differentiate performance and reward delivery. STI values for the CEO and executives are

set as a percentage of Fixed Annual Remuneration (FAR) based on the scale, complexity and performance expectations of each

individual STI participant’s role.

The CEO and executives, together with a limited number of non-executive senior managers, also have the potential to earn a Long

Term Incentive (LTI). Steel & Tube’s LTI is designed to incentivise and retain key personnel, align the interests of executives and

shareholders and encourage long-term decision-making. LTI values for the CEO and executives are set as a percentage of FAR.

STI performance targets reflect a mixture of financial, quality & safety, customer services and strategy delivery objectives

appropriate for the position held by the individual STI participant.

The STI plan also includes a company based performance hurdle, where no STI is payable to any participant if the year-end results

are 80% or less of the company’s financial target.

If there is a fatality or serious harm where the Board deems either the Company as a whole or participating individuals culpable,

the Board may decide that no STIP payment (all components) will be paid to one, some or all of the participants.

REMUNERATION

83STEEL & TUBE ANNUAL REPORT 2021

The current LTI (referred to as the Performance Rights Plan (PRP)) was developed and approved by the Board in February 2018.
The PRP performance period runs for three years and comprises of two performance conditions (50% each) as outlined in note E5.

All rights granted under the company’s previous LTI scheme, in place since 2003, have been either vested and exercised or

forfeited, in accordance with that plan’s rules.

The STI and LTI are both variable elements of remuneration, with selected employees invited to participate each year as approved

by the Board. They are only paid if individual, company and shareholder TSR performance conditions and targets are met.

CEO REMUNERATION

The CEO’s overall remuneration as at 30 June 2021 consists of a FAR, an STI at 60% of FAR and an LTI of 40% of FAR. This is

reviewed annually by the Governance and Remuneration Committee and approved by the Board each year.

The STI scheme for FY21 was a transitionary scheme following a review of the current market conditions and is payable up to a

maximum of 50% of usual entitlements. The performance targets for the CEO for the year ending 30 June 2021 were as follows:

Target KPIsWeighting

Financial - Return on Funds Employed (ROFE)70%

Health & Safety – Leading and lagging indicators10%

Personal KPIs based on strategic and business priorities10%

Employee Engagement10%

The Board ensures that the CEO’s remuneration, including base salary, is aligned with appropriate market rates and reflects

performance and delivery of sustainable shareholder value.

84STEEL & TUBE ANNUAL REPORT 2021

The table immediately below sets out CEO FAR and the pay for performance components of the CEO’s remuneration package on
an annualised basis. This table sets out the pay for performance outcomes for STI and LTI assuming 100% is paid out.

Fixed RemunerationPay for Performance

MD/CEO FAR¹

Non-

taxable

benefits²Sub total

Ta r g e t

STI³Target LTI⁴Sub total

To t a l


target

Remuneration

2021Mark Malpass$728,280nil$728,280$218,484$291,312$509,796$1,238,076

2020Mark Malpass$714,000nil$714,000$428,400$285,600$714,000$1,428,000

2019Mark Malpass$700,000nil$700,000$420,000$392,000$812,000$1,512,000

2018Mark Malpass$700,000nil$700,000$420,000$210,000$630,000$1,330,000

2017Dave Taylor$855,000$6,214$861,214$106,875$268,316$375,191$1,236,405

The financial performance target for the full year to 30 June 2021 was above the transitionary scheme’s 90% hurdle requirement

and accordingly STI is payable to the CEO in relation to this.

Details of what has been earned and been paid to the CEO/MD in the past five years are outlined below:

MD/CEOFAR¹

Non-taxable

benefits²

STI earned in

FY⁵

STI% against

target

Value of

LTI vested

during FY⁶

To t a l

remuneration

earned during

FY

FY21Mark Malpass$721,140-$273,105125%-$994,245

FY20Mark Malpass$702,880----$702,880

FY19Mark Malpass$700,000----$700,000

FY18⁷Mark Malpass$ 5 8 7, 2 3 9-$128,21431%-$715,453

FY17Dave Taylor$855,000$6,214$106,875100%$268,316$1,236,405

The CEO has personally made an investment in the Company and has acquired 318,284 shares through on-market transactions

and the pro-rata rights offer capital raise.

1

FAR includes any KiwiSaver employer contributions

2

There were no costs associated with any other benefits during the year ended 30 June 2021

3

STI target for the full year which is subject to achievement of performance targets as agreed with the Board in each year. STI payment at target for FY21 is 50% of usual entitlement,

with maximum payment at 125% of target.

4

LTI value of actual Rights granted in each year (which may be exercised after the completion of the three year performance period, providing and only to the extent that the

performance conditions have been satisfied)

5

STI payable for the FY following the achievement of performance targets as agreed with the Board.

6

LTI value of Rights as at the date vested (including the gross value of the associated dividends paid) in the FY related to Rights granted in the three years prior

7

FAR and total remuneration are for the prorated FY from 25 September 2017 to 30 June 2018

85

STEEL & TUBE ANNUAL REPORT 2021

PAY GAP
The Pay Gap represents the number of times greater the Chief Executive Officer’s remuneration is to the remuneration of an

employee paid at the median of all Steel & Tube employees. For the purposes of determining the median paid to all Steel & Tube

employees, all permanent full-time, permanent part- time and fixed-term employees are included, with part-time employee

remuneration adjusted to a full-time equivalent amount.

At 30 June 2021, the Chief Executive Officer’s fixed remuneration of $728,280 was 11.69 times (2020: 12.1 times) that of the median

employee at $62,316 per annum.

Employee Remuneration

The number of employees or former employees who received remuneration and other benefits valued at or exceeding $100,000

during the year to 30 June 2021 are specified in the table below.

The remuneration noted includes all monetary payments actually paid during the course of the year ended 30 June 2021 and

restructuring and redundancy related compensation.

The remuneration paid to, and other benefits received by, Mark Malpass in his capacity as CEO for the year ended 30 June 2021

are detailed on pages 84 to 85, and are excluded from the table.

Remuneration Range $0002021

100 - 11031

110 - 12021

120 - 13011

130 - 1407

140 - 1505

150 - 1605

160 - 17012

170 - 1801

180 - 1902

190 - 2001

200 - 2104

210 - 2201

230 - 2401

270 - 2801

280 - 2901

310 - 3202

370 - 3801

430 - 4401

To t a l 108 (2020: 114)


86STEEL & TUBE ANNUAL REPORT 2021

CHANGES IN DIRECTORS’ INTERESTS
Directors made the following entries in the Directors’ Interests Register pursuant to section 140 of the Companies Act 1993

during the year ended 30 June 2021:

DirectorInterests

Susan PatersonAppointed as a director of Lodestone Energy Limited.


Ceased to be a director of Sky Network Television Limited and Goodman NZ Limited and

associated companies.


Ceased to be a board member of the Electricity Authority.

Karen JordanDirector of the City Rail Link Limited.


Member of the New Zealand Defence Force Risk and Assurance Committee and Inland

Revenue Department Risk and Assurance Committee

Chris EllisAppointed as the Chair of the Disputes Review Board for the Central Interceptor Project.


Appointed as the Independent Chair of Oxcon Limited.

Steve ReindlerAppointed as a director of the Christchurch Multiuse Arena Project.


Ceased to be a director of Yachting New Zealand


INFORMATION USED BY DIRECTORS

There were no notices from Directors requesting to disclose or use company information received in their capacity as Directors

that would not otherwise have been available to them.

DIRECTORS’ SHAREHOLDINGS

Steel & Tube securities in which each Director has a relevant interest as at 30 June 2021 are:

DirectorShares held

Susan Paterson262,425 beneficially owned

Karen Jordan1,069

John Beveridge20,000 beneficially owned

Steve Reindler46,427

Chris Ellis10,000

DISCLOSURES

87STEEL & TUBE ANNUAL REPORT 2021

DIRECTORS’ SECURITY DEALINGS
During the year ended 30 June 2021 Directors’ disclosed the following securities transactions in respect of section 148(2) of the

Companies Act 1993 and sections 297(2) and 298(2) of the Financial Markets Conduct Act 2013.

These transactions took place in accordance with Steel & Tube’s Insider Trading Policy.

DirectorDate of Transaction

Number of shares

acquired / (disposed)Nature of transactionConsideration

Steve Reindler 25 March 202120,000On-market acquisition$20,008

Karen Jordan21 December 20201,069On-market acquisition$1,000

INDEMNITIES AND INSURANCE

In accordance with section 162 of the Companies Act 1993 and Steel & Tube’s Constitution, the company has arranged Directors

and Officers Liability insurance covering Directors and employees of Steel & Tube, including Directors of subsidiary companies,

for liability arising from their acts or omissions in their capacity as Directors or employees. The insurance policy does not cover

dishonest, fraudulent, malicious or wilful acts or omissions.

SUBSIDIARY COMPANIES DIRECTORS

The remuneration of employees appointed as directors of subsidiary companies is disclosed in the relevant banding of

remuneration set out under the heading Employee Remuneration. Employees did not receive additional remuneration or benefits

for being directors during the year.

Directors of the subsidiary companies as at 30 June 2021 were:

CompanyDirectors

Steel & Tube New Zealand LimitedMark Malpass, Richard Smyth

Composite Floor Decks Holdings LimitedMark Malpass, Richard Smyth

Studwelders LimitedMark Malpass, Richard Smyth

S & T Stainless LimitedMark Malpass, Richard Smyth

Manufacturing Suppliers LimitedMark Malpass, Richard Smyth

S & T Plastics LimitedMark Malpass, Richard Smyth

Composite Floor Decks LimitedMark Malpass, Richard Smyth

88STEEL & TUBE ANNUAL REPORT 2021

TOP 20 SHAREHOLDERS
As at 5 July 2021

Twenty largest security holders as at 5 July 2021

Ordinary

SharesPercentage

New Zealand Steel Limited26,274,753 15.83%

HSBC Nominees (New Zealand) Limited *5,687,455 3.43%

JPMorgan Chase Bank NA NZ Branch-Segregated Clients Acct*3,604,547 2.17%

Citibank Nominees (New Zealand) Limited*3,576,396 2.16%

Lennon Holdings Limited3,450,157 2.08%

FNZ Custodians Limited3,428,371 2.07%

Chester Perry Nominees Limited2,230,516 1.34%

HPI Avondale Limited2,103,786 1.27%

Accident Compensation Corporation *2,050,843 1. 24%

New Zealand Depository Nominee Limited1,977,430 1.19%

Neil Douglas Waites1,772,115 1.07%

Maxima Investments Limited1,350,000 0.81%

ASB Nominees Limited1,065,000 0.64%

John Francis Managh & David Robert Percy 999,454 0.60%

Andrew Paul Lissaman Everist 951,135 0.57%

Trevor Jeffrey Corfield & Marilyn Margaret Corfield 864,000 0.52%

Custodial Services Limited 824,773 0.50%

John Francis Managh 7 9 9,95 1 0.48%

Public Trust Class 10 Nominees Limited* 760,634 0.46%

Public Trust Forte Nominees Limited* 742,94 0 0.45%

64,514,256 38.87%

* Shares held in New Zealand Central Securities Depository (NZCSD)

89

STEEL & TUBE ANNUAL REPORT 2021

STEEL & TUBE HOLDINGS LIMITED (STU) SPREAD OF SHAREHOLDERS
As at 5 July 2021

Size of holdingsNumber of holdersNumber of shares% of issue shares

1 – 9991,48361 7, 7 3 10.37

1,000 – 4,9992,6766,478,6633 .91

5,000 – 9,9991,2048,186,5884.93

10,000 – 49,9991,74234,999,70621.09

50,000 +432115 ,6 89, 8 5 269.70

7, 5 3 7165,972,540100.00

SUBSTANTIAL SECURITY HOLDER

The company received no Substantial Security Holders notices during the year.

Issued shares in the company at 30 June 2021 comprise:

Ordinary shares fully paid165,972,540

Ordinary shares partly paid (no voting rights)^25,000

165,997,540

^ Shares issued in the Senior Executives Share Scheme 1993

90

STEEL & TUBE ANNUAL REPORT 2021

REGISTERED OFFICE
7 Bruce Roderick Drive, East Tamaki,

Auckland 2013, New Zealand

PO Box 58880, Botany, Auckland 2163,

New Zealand

Ph: +64 4 570 5000 Fax: +64 4 570 2453

Email: info@steelandtube.co.nz

Website: www.steelandtube.co.nz

SHARE REGISTRY

Computershare Investor Services Limited

Private Bag 92119, Auckland 1142, New Zealand

Ph: +64 9 488 8777 Fax: +64 9 488 8787

Email: enquiry@computershare.co.nz

Website: www.computershare.co.nz

DIRECTORY

steelandtube.co.nz

---

Template
Distribution Notice


Updated as at 18 December 2019




Please note: all cash amounts in this form should be provided to 8 decimal places


Section 1: Issuer information

Name of issuer Steel & Tube Holdings Limited

Financial product name/description Ordinary Shares

NZX ticker code STU

ISIN (If unknown, check on NZX

website)

NZSUTE0001S5

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies

Record date 10 September 2021

Ex-Date (one business day before the

Record Date)

9 September 2021

Payment date (and allotment date for

DRP)

24 September 2021

Total monies associated with the

distribution

1


$5,461,319

Source of distribution (for example,

retained earnings)

Retained Earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.03290000

Gross taxable amount

3

$0.03290000

Total cash distribution

4

$0.03290000

Excluded amount (applicable to listed

PIEs)

NIL

Supplementary distribution amount N/A

Section 3: Imputation credits and Resident Withholding Tax

5


Is the distribution imputed Fully imputed

Partial imputation

No imputation


1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This should include any excluded amounts, where applicable to listed PIEs.

5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is

fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute

advice as to whether or not RWT needs to be withheld.

If fully or partially imputed, please
state imputation rate as % applied

6


N/A

Imputation tax credits per financial

product

N/A

Resident Withholding Tax per

financial product

$0.01085700

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

N/A

Start date and end date for

determining market price for DRP

N/A N/A

Date strike price to be announced (if

not available at this time)

N/A

Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)

N/A

DRP strike price per financial product

N/A

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms

N/A

Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Richard Smyth

Contact person for this

announcement

Richard Smyth

Contact phone number 021 646 822

Contact email address Richard.Smyth@steelandtube.co.nz

Date of release through MAP


24 August 2021






6

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

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.