Bremworth Limited/Announcement
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Preliminary FY22 Half Year Result

Half Year Results25 February 2022BRWConsumer Discretionary

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 Bremworth Limited

Reporting Period Six months to 31 December 2021

Previous Reporting Period Six months to 31 December 2020

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$48,720 (19%)

Total Revenue $48,720 (19%)

Net profit/(loss) from

continuing operations

$1,001 (74%)

Total net profit/(loss) $1,001 (74%)

Interim/Final Dividend

Amount per Quoted Equity

Security

It is not proposed to pay dividends

Imputed amount per Quoted

Equity Security

Not applicable

Record Date Not applicable

Dividend Payment Date Not applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$0.38 $0.39

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Please refer to accompanying results announcement and the

FY22 H1 report

Authority for this announcement

Name of person


authorised

to make this announcement

Victor Tan

Contact person for this

announcement

Greg Smith or Jackie Ellis

Contact phone number +64 21 711 622 (Greg Smith) or +64 27 246 2505 (Jackie Ellis)

Contact email address gregsmith@bremworth.co.nz or Jackie@ellisandco.co.nz

Date of release through MAP


25 February 2022


Unaudited financial statements accompany this announcement.

---

MARKET RELEASE
25 February 2022


Bremworth 1H22 Results

Unaudited results for the six months to 31 December 2021


 Results in line with management expectations, despite COVID-19 and supply chain

disruptions

 Strong progress on FY22 strategic priorities

 Growing consumer demand for Bremworth’s wool carpet and rugs; uplift in wool carpet

sales and margins

 Strong result from Elco Direct wool buying business

 Over 50% of 1H22 capex invested into manufacturing plant improvements to enable higher

output


$millions (unaudited) 1H22 1H21

Total revenue 48.7 60.3

Wool carpet revenue 37.2 35.4

Gross margin % 31.2% 29.9%

EBITDA 2.5 5.7

EBITDA (Normalised)

1

2.5 4.3

NPAT 1.0 3.8

NPAT (Normalised)

1

0.9 1.8

Net cash 18.5 26.3



New Zealand wool carpet and rug business, Bremworth Limited (NZX: BRW), has reported growing

demand for its premium, New Zealand made wool carpet and rugs as it continues to progress its

purpose led, wool and natural fibres strategy.


Bremworth’s reported net profit after tax of $1.0m was in line with the company’s expectations,

despite COVID-19 disruptions (particularly in the first quarter of the financial year) and supply chain

congestion. A strong recovery was seen later in the second quarter, with positive demand trends

expected to continue into 2H22.


CEO Greg Smith, who was appointed in July 2021, commented: “Our long term all wool strategy is on

track and the company is making excellent progress across its FY22 priorities. Despite the challenging

conditions and supply chain headwinds, our team has delivered a solid result.


1

Prior year 1H21 Normalised EBITDA and Normalised NPAT excluded non-trading adjustments of $1.4m,

comprising a net gain on sale and leaseback of property of $2.5m and restructuring costs of $(1.1)m. A

reconciliation and further commentary are set out at pages 23 to 25 of the half year report.



“Consumer sentiment is changing, and we have an enormous market opportunity to shift consumers

from synthetic/plastic carpets to beautiful, natural, New Zealand made wool carpets. There is strong

demand in both New Zealand and Australia, and we are investing in our business to expand our

capacity. FY22 is the year we have started to rebuild the new Bremworth, a business for the future,

and while there is much still to do, we are confident in our strategy and excited about our plans.”


Financial Results


The 1H22 result reflects Bremworth’s transition to the new all wool strategy and a focus on higher

margin, quality carpets. Wool carpet sales increased 5% to $37.2m despite the COVID-19 restrictions

in Australia and New Zealand, including the five-week lockdown in Auckland which impacted

Bremworth’s manufacturing capacity. While difficult to accurately assess, there is no doubt that

1H22 sales would have been stronger without the impact of COVID-19 on both manufacturing and

retailers, particularly in Q1.


Pleasingly, gross margin increased to 31%, driven by improved sales prices and product mix across all

markets, as well as operational efficiencies and disciplined cost and price management. A material

reduction in distribution and administration expenses supported a $1.3m decrease in operating

expenses compared to 1H21.


Elco Direct, Bremworth’s wool buying business, delivered a stronger year on year result with a $2.7m

revenue increase and an uplift in average selling price, as it benefitted from growing demand for

quality strong wool.


Group revenue for the six months was $48.7m, with EBITDA of $2.5m. Bremworth’s cash balance

remains strong, with cash of $18.5m as at 31 December 2021.


On a comparative basis, the prior comparative half year (1H21) normalised NPAT result included a

one-off benefit from the exit from the synthetic carpet market, with $16.0m in sales of synthetic

carpets as the company sold down its inventory. Wage subsidies brought forward from FY20, and a

release of inventory provisions also benefitted the prior comparative period.


Improvements in working capital disciplines are now embedded and Bremworth has a healthy

inventory position, with 80% of stock aged less than six months.


The company is investing for the future, with more than half of 1H22 capex spent on plant

improvements to enable higher output in response to anticipated future demand.


Strategic progress


Strategic initiatives undertaken in the last 12 months are now starting to bear fruit:


 Brand awareness and positive brand associations have increased, driving strong demand and

increasing sales of Bremworth’s premium wool carpet and rugs, which now comprise 76% of its

total revenue

 Operational efficiency in Bremworth’s yarn plants continues to be a focus as the company scales

up manufacturing and recruits more people to increase capacity

 Focus on digital is starting to bear fruit, with strong double-digit growth in direct-to-consumer

online rug sales and continued expansion of audience reach through online and social media

channels

 New products, distribution channels and partnerships are a key focus to create and build

important revenue pipelines

 Sustainability is a key pillar in the transformation journey with some big projects due to kick off

in Q4 which further support the Bremworth purpose, to find a more sustainable way.


Outlook


Positive market and economic trends are expected to support continued demand and sales growth

of Bremworth’s wool carpets and rugs, with a robust pipeline for new consents for residential

building and renovations, and consumers switching to more natural products that create less waste

and environmental impact.


Disruption from Omicron is expected to escalate in Q3 and then diminish towards end of 2H22, and

no future lockdowns are anticipated. Bremworth has undertaken extensive planning to ensure

business continuity and keep its workforce safe during this time. Inflationary pressure is also

expected to rise across the board. A priority focus will be to rebuild sales in Australia as supply chain

constraints ease.


The focus will remain on strategic priorities, with the upcoming launch of a new marketing campaign

expected to further stoke consumer demand, and a ramp up planned for Bremworth’s digital

strategy following the recent appointment of international digital brand agency, Red Antler. A

number of partnerships supporting Bremworth’s innovation and sustainability goals are expected to

be announced in the coming months.


The Board is confident in Bremworth’s strategic progress and, subject to the impact of Omicron,

positive revenue growth and margin trends are expected to be maintained in 2H22 and into FY23.


ENDS


For further information please contact:


Greg Smith

Chief Executive Officer

gregsmith@bremworth.co.nz

+64 21 711 622

Jackie Ellis

Media and Investor Relations

Jackie@ellisandco.co.nz

+64 27 246 2505

---

2

FY20 –FY21
Transformation

Investment

•Strong capital base to fund

transformation

•Relaunch of Bremworth brand

and marketing

•Right-sized organisation

•Set forth on our sustainability

journey

•Exited synthetics

•Redefined as a premium design

and natural fibre company

FY22 –FY23

Future Focused

Profitable Growth

•Full benefits of transformation

strategy

•Partnerships and product

adjacencies

•Return to dividends

FY24 –ONWARDS

Re-Build

Investment

•Appointment of new CEO

•Clear, purpose led strategy

•Capitalise on consumer and

macro trends

•Build the brand

•Optimise the retailer network

•Measure and drive sustainability

goals

•Return to profitable growth in

FY23

Bremworth 1H22 Results Presentation

3

1.Create demand for Bremworth branded product
2.Optimise operational efficiency and commercial

excellence

3.Super charge our digital strategy

4.Prioritise innovation, sustainability and partnerships

Bremworth 1H22 Results Presentation

Priorities for FY22

4

•New leadership under Greg Smith as CEO
•Fully exited from synthetics market

•Growing consumer demand for Bremworth brand and natural products driving sales of

premium, New Zealand made wool carpets and rugs

•Supply chain and COVID-19 disruptions impacting supply

•Operational efficiency continues to be a focus with benefits being realised

•Focus on digital starting to bear fruit –increased DTC online rug sales; uplift in audience reach

•New products, distribution channels and partnerships are a key focus to build new revenue

pipelines

•Moving ahead with sustainability journey

•Strong cash position as execution of strategy progresses

1H22 strategic progress

Bremworth 1H22 Results Presentation

5

•Growing demand from consumers for more natural, NZ made, high quality products in their
lives

•Increase in wool carpet sales revenue –replacing sales of low value, low margin

synthetic/plastic carpets

•Increase in average selling price across all markets, illustrating ‘brand heat’

•Uplift in margin from better product mix and more sales of premium wool carpet and rugs

•Improved quality of inventory

•New natural positioning highly desirable for target audiences

•Voted New Zealand’s most trusted carpet brand for eight years*

All wool strategy delivering early value

Bremworth 1H22 Results Presentation

6

*Reader’s Digest Most Trusted Brand Awards 2014-2021

Bremworth 1H22 Results Presentation
1H22 Financial Snapshot

$ millions (unaudited)

Revenue

Gross margin

Gross margin %

EBITDA

Non-trading adjustments*

Normalised EBITDA

Net Profit/(Loss) After Tax

Normalised NPAT/(NLAT)

Net Debt/Cash

1H22

48.7

15.2

31.2%

2.5

-

2.5

1.0

0.9

18.5

1H21

60.3

18.0

29.9%

5.7

(1.4)

4.3

3.8

1.8

26.3

*1H21 non-trading adjustments of $1.4m comprise net gain on sale and

leaseback of property of $2.5m and restructuring costs of $(1.1)m.

•Results reflect pivot to all wool and exit from synthetic carpet

market

•Reduction in total revenue and normalised EBITDA primarily due

to exit from low margin synthetic/plastic carpet market in FY21

•Strong recovery in Q2 as COVID-19 restrictions eased

•Margin benefit from increased premium wool carpet and rug

sales

•Strong result from ElcoDirect (wool buying business)

•Material improvement in distribution and administration

expenses

•Strong cash position, continue to invest in pivot to all wool

strategy

7

60.3
48.7

3.1

(1.3)

(15.9)

2.7

(0.2)

-

10

20

30

40

50

60

Source: Management information

Total 1H22 revenue of $48.7m

•Strategic shift in product mix to all wool

•$(15.9)m reduction due to the exit from low margin

synthetic/plastic carpet market, with the one-off

sell-down making up 26% of 1H21 sales

•$1.8m increase in wool carpet sales despite COVID

disruptions in all markets

•Expect positive demand trend to continue into 2H22

•ElcoDirect: $2.7m increase in revenue , with uplift in

average selling price as demand for quality strong

wool grows

Revenue reflects strategic transformation

Bremworth 1H22 Results Presentation

8

Revenue bridge ($m) 1H21 to 1H22

$ millions

1H21Non-wool

carpet

Wool carpet

NZ

Wool carpet

Aus

Wool fibreOther1H22

Bremworth 1H22 Results Presentation
Growing wool carpet sales

•5% increase in wool carpet revenue, despite reduced volume due

to COVID-19 lockdowns and restrictions in NZ and Australia, and

supply chain disruption

•Impact mainly felt in Q1 and early Q2

•Strong recovery in Q2

•Wool carpet sales made up 76% of 1H22 revenue, compared to

58% in 1H21

•1H22 sales would have been stronger without the impact of

COVID-19 on both manufacturing and retailers, particularly in Q1

•Positive growth in New Zealand; COVID-19 and supply chain

headwinds impacting Australian sales expected to reverse later in

the second half

9

1H22 Wool Carpet Sales Volume

(Lineal Metres)

COVID-19

impact

Q1Q2

Uplift in gross margin to 31%, up from 29% in 1H21
•Benefit of improved sales mix and operational efficiencies

•Strong wool carpet margin increases across all markets due to growing

demand for higher end, higher margin, differentiated products

•Disciplined cost and price management

•Operating costs reduced by $1.3m vs1H21

Bremworth 1H22 Results Presentation

Uplift in Margin

10

Bremworth 1H22 Results Presentation
Earnings and profit in line with management expectations as

Bremworth invests in all wool strategy

$ millions (unaudited)

EBITDA

Non-trading adjustments*

Normalised EBITDA

Net Profit After Tax

Normalised NPAT

1H22

2.5

-

2.5

1.0

0.9

1H21

5.7

(1.4)

4.3

3.8

1.8

*1H21 non-trading adjustments of $1.4m comprise net gain on sale and

leaseback of property of $2.5m and restructuring costs of $(1.1)m.

•Reduction in EBITDA and normalised EBITDA primarily as a

result of exit from low margin synthetic/plastic carpet market

•Disciplined cost and price management; inflationary pressure

being seen from Q2 and expected to continue

•Operating costs reduced by $1.3m vs 1H21

•Strong uplift in profit for ElcoDirect, from loss in 1H21

•Profit of $1.1m in line with expectations, with stronger wool

carpet sales

11

Cash position remains strong and in line with
expectations

•Cash $18.3m as at 31 December 2021

•Cash balance remains strong

•Improvements in working capital disciplines now embedded

•Healthy inventory position with more than 80% of stock aged less than 6

months

•Over 50% of YTD capex invested in plant improvements to enable higher

output in response to anticipated future demand

•Prudent capital management remains a priority; no interim dividend declared

•Strong financial platform with financial resources to undertake strategic

transformation.

Bremworth 1H22 Results Presentation

Financial Position

12

Bremworth 1H22 Results Presentation
On track with pivot to all wool strategy

•FY22 is the year we start to rebuild

the business for the future

•Clear growth strategy

•On track with strategy despite

COVID-19 disruptions

•Enormous runway to take market

share from synthetics sector

•Increasing capacity for

manufacturing growth

•Expert team

•Financial resources in place to

support strategic initiatives

14

Bremworth 1H22 Results Presentation
Mix of positive market trends alongside COVID-19

disruption and economic headwinds in 2H22

•Positive consumer and economic

trends supporting demand and

sales growth

-robust pipeline for new consents for residential

building and renovation

-consumers switching to more natural products in

their lives that create less waste and

environmental impact.

•Disruption from Omicron expected

to ease towards end of 2H22

•Expect more inflationary pressure –

wage and salary inflation, freight,

raw material cost inputs

15

Bremworth 1H22 Results Presentation
Growth outlook for 2H22

•Continued focus on execution of

strategic priorities

•Continued marketing initiatives in Q3

will stoke further demand

•Focus on rebuilding sales in Australia

as supply chain constraints ease

•Digital strategy to ramp up, with

recent appointment of international

digital brand agency, Red Antler

•A number of partnerships that

support Bremworth’sinnovation

and sustainability goals to be

announced in the coming months

•Subject to the impact of Omicron,

positive revenue growth and margin

trends expected to be maintained in

2H22

16

Disclaimer
•This presentation has been prepared by Bremworth Limited (“BRW”).

The information in this presentation is of a general nature only. It is not a

complete description of BRW.

•This presentation is not a recommendation or offer of financial products

for subscription, purchase or sale, or an invitation or solicitation 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 does not purport to contain all

the information that a prospective investor may require. Any person who

is considering an investment in BRW securities should obtain

independent professional advice prior to making an investment

decision, and should make any investment decision having regard 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 BRW. 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 that a transaction 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 substitute for, the information

provided in BRW’s financial statements available at

https://bremworth.co.nz.

•BRW 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.

1

8

---

CONTENTS



FY22 First Half at a Glance 1


Financial Summary 2


Half Year Review – Chair and CEO Commentary 3


Condensed Consolidated Statement of Profit or Loss 6


Condensed Consolidated Statement of Comprehensive Income 7


Condensed Consolidated Statement of Changes in Equity 8


Condensed Consolidated Statement of Financial Position 10


Condensed Consolidated Statement of Cash Flows 11


Notes to the Financial Statements 13


Disclosure of Non-GAAP Financial Information 23


Corporate Directory 26


1


Bremworth Limited and subsidiary companies


FY22 First Half (1H22) at a Glance



• First six months of operation under new all wool and natural fibres strategy


• Solid result in line with management expectations, despite COVID-19 disruptions and supply chain

congestion


• Positive growth in wool carpet sales and margin


• Good progress being made on strategic initiatives:


o Brand awareness and positive brand associations have increased, driving strong demand and

increasing sales of Bremworth’s premium wool carpet and rugs, which now comprise 76% of its

total revenue

o Operational efficiency in Bremworth’s yarn plants continues to be a focus as the company

scales up manufacturing and recruits more people to increase capacity

o Focus on digital is starting to bear fruit, with strong double-digit growth in direct-to-consumer

online rug sales and continued expansion of audience reach through online and social media

channels

o New products, distribution channels and partnerships are a key focus to create and build

important revenue pipelines

o Moving ahead with sustainability journey, with a number of partnerships supporting

Bremworth’s innovation and sustainability goals expected to be announced in the coming

months.


• Strong result from Elco Direct, Bremworth’s wool buying business


• Building for the future, with investment into manufacturing plant improvements to enable higher

output in response to anticipated future demand


• Positive market and economic trends are expected to support continued demand and sales growth of

Bremworth’s wool carpets and rugs


• The Board is confident in Bremworth’s strategic progress and, subject to the impact of Omicron,

positive revenue growth and margin trends are expected to be maintained in 2H22 and into FY23.


2


Bremworth Limited and subsidiary companies


Financial Summary - for the six months ended 31 December 2021 (Unaudited)


Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

Audited

Year

ended

30 June 2021

$000 $000 $000


Operating revenue $48,720 $60,299 $111,577


EBITDA (normalised)

1

2,468 4,279 3,385


Depreciation – owned assets (355) (278) (379)

Depreciation – right-of-use assets (441) (65) (534)

Depreciation – recycled through inventory 65 (858) (764)


EBIT (normalised)

1

1,737 3,078 1,708


Finance costs (519) (543) (1,124)

Finance income 73 3 68


Profit before income tax (normalised)

1

1,291 2,538 652


Income tax expense (388) (737) (276)


Profit after tax (normalised)

1

903 1,801 376


Abnormal net gain after tax

1

98 1,986 1,353


Profit after tax (GAAP) $1,001 $3,787 $1,729


Net cash flow from operating activities $(1,380) $17,545 $16,216


Basic earnings per share (cents)

Normalised

1

1.31 2.62 0.55

GAAP 1.45 5.51 2.52


Diluted earnings per share (cents)

Normalised

1

1.28 2.62 0.54

GAAP 1.42 5.51 2.50


Return on average shareholders’ equity (%)

Normalised

1

2.5% 5.0% 1.1%

GAAP 2.8% 10.6% 5.0%


Unaudited

As at

31 December

2021

Unaudited

As at

31 December

2020

Audited

As at

30 June 2021


Net tangible asset backing per share ($) $0.38 $0.39 $0.36



Equity to total assets (%) 48.8% 47.3% 45.6%




1

Normalised is a non-GAAP (Generally Accepted Accounting Practice) measure that provides what the Directors believe to be a more

meaningful view of the underlying financial performance of the Group. A reconciliation between GAAP and normalised earnings together with

further commentary on the disclosure of non-GAAP financial information are set out at pages 23 to 25 of the half year report.


3


Bremworth Limited and subsidiary companies


Half Year Review


Chair and CEO Commentary


Dear Shareholder


We are pleased to present the Bremworth Limited Half Year Report for the six months ended 31 December 2021.


The highlight of the period was the growing demand for Bremworth’s premium, New Zealand made wool carpet

and rugs as we continue to progress our purpose led, wool and natural fibres strategy.


Our long term all wool strategy is on track and we are making excellent progress across our FY22 priorities.


Despite the challenging conditions and supply chain headwinds, our team has delivered a solid result.


Consumer sentiment is changing, and we have an enormous market opportunity to shift consumers from

synthetic/plastic carpets to beautiful, natural, New Zealand made wool carpets. There is strong demand in both

New Zealand and Australia, and we are investing in our business to expand our capacity. FY22 is the year we have

started to rebuild the new Bremworth, a business for the future, and while there is much still to do, we are

confident in our strategy and excited about our plans.



Financial Results


The 1H22 result reflects Bremworth’s transition to the new all wool strategy and a focus on higher margin, quality

carpets. Wool carpet sales increased 5% to $37.2m despite the COVID-19 restrictions in Australia and New

Zealand, including the five-week lockdown in Auckland which impacted Bremworth’s manufacturing capacity.

While difficult to accurately assess, there is no doubt that 1H22 sales would have been stronger without the

impact of COVID-19 on both manufacturing and retailers, particularly in Q1.


Pleasingly, despite lower volumes, gross margin increased to 31%, driven by improved sales prices and product

mix across all markets, as well as operational efficiencies and disciplined cost and price management. A material

reduction in distribution and administration expenses supported a $1.3m decrease in operating expenses

compared to 1H21.


Elco Direct, Bremworth’s wool buying business, delivered a stronger year on year result with a $2.7m revenue

increase and an uplift in average selling price, as it benefitted from growing demand for quality strong wool.


Group revenue for the six months was $48.7m, with EBITDA of $2.5m.


4


Bremworth Limited and subsidiary companies


Half Year Review (continued)


Chair and CEO Commentary (continued)




Bremworth’s cash balance remains strong, with cash of $18.5m as at 31 December 2021.


Bremworth’s reported net profit after tax of $1.0m was in line with the company’s expectations, despite COVID-

19 disruptions (particularly in the first quarter of the financial year) and supply chain congestion. A strong

recovery was seen later in the second quarter, with positive demand trends expected to continue into 2H22.


On a comparative basis, the prior comparative half year (1H21) normalised NPAT result included a one-off benefit

from the exit from the synthetic carpet market, with $16.0m in sales of synthetic carpets as the company sold

down its inventory. Wage subsidies brought forward from FY20 and a release of inventory provisions also

benefitted the prior comparative period.


Improvements in working capital disciplines are now embedded and Bremworth has a healthy inventory position,

with 80% of stock aged less than six months.


The company is investing for the future, with more than half of 1H22 capex spent on manufacturing plant

improvements to enable higher output in response to anticipated future demand.


Strategic progress


Strategic initiatives undertaken in the last 12 months are now starting to bear fruit:


• Brand awareness and positive brand associations have increased, driving strong demand and increasing

sales of Bremworth’s premium wool carpet and rugs, which now comprise 76% of its total revenue

• Operational efficiency in Bremworth’s yarn plants continues to be a focus as we scale up manufacturing

and recruit more people to increase capacity

• Focus on digital is starting to bear fruit, with strong double-digit growth in direct-to-consumer online rug

sales and continued expansion of audience reach through online and social media channels

• New products, distribution channels and partnerships are a key focus to create and build important

revenue pipelines

• Sustainability is a key pillar in the transformation journey with some big projects due to kick off in Q4

which further support the Bremworth purpose, to find a more sustainable way.


5


Bremworth Limited and subsidiary companies


Half Year Review (continued)


Chair and CEO Commentary (continued)




Outlook


Positive market and economic trends are expected to support continued demand and sales growth of

Bremworth’s wool carpets and rugs, with a robust pipeline for new consents for residential building and

renovations, and consumers switching to all natural products that create less waste and environmental impact.


Disruption from Omicron is expected to escalate in Q3 and then diminish towards end of 2H22, and no future

lockdowns are anticipated. We have undertaken extensive planning to ensure business continuity and keep our

workforce safe during this time. Inflationary pressure is also expected to rise across the board. A priority focus will

be to rebuild sales in Australia as supply chain constraints ease.


The focus will remain on strategic priorities, with the upcoming launch of a new marketing campaign expected to

further stoke consumer demand, and a ramp up planned for Bremworth’s digital strategy following the recent

appointment of international digital brand agency, Red Antler. A number of partnerships supporting our

innovation and sustainability goals are expected to be announced in the coming months.


The Board is confident in Bremworth’s strategic progress and, subject to the impact of Omicron, positive revenue

growth and margin trends are expected to be maintained in 2H22 and into FY23.


Thank you for your continued support.



For and on behalf of the Board of Directors:







George Adams

Chairman






Greg Smith

Chief Executive Officer


25 February 2022


6


Bremworth Limited and subsidiary companies


Condensed Consolidated Statement of Profit or Loss



Six months ended 31 December 2021 (Unaudited)


Note Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000



Revenue from contracts with customers 5 48,720 60,299

Cost of sales (33,537) (42,268)


Gross profit 15,183 18,031


Other income and gains 6 245 2,531

Distribution expenses (8,114) (10,248)

Administration expenses (5,472) (4,725)

Restructuring costs (105) (1,117)


1,737 4,472


Finance costs 7 (519) (543)

Finance income 73 3


Profit before income tax 1,291 3,932


Income tax expense (290) (145)


Profit after tax for the period $1,001 $3,787


Basic earnings per share (cents) 3 1.45 5.51


Diluted earnings per share (cents) 3 1.42 5.51

























This statement is to be read in conjunction with the Notes on pages 13 to 22 and the previous year’s annual

financial statements.

7


Bremworth Limited and subsidiary companies


Condensed Consolidated Statement of Comprehensive Income



Six months ended 31 December 2021 (Unaudited)


Note Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000



Profit after tax for the period 1,001 3,787


Other comprehensive income that may be reclassified

subsequently to profit or loss


Effective portion of changes in fair value of cash flow hedges 44 503

Net change in fair value of cash flow hedges transferred to profit

or loss




(46)


(105)

Income tax on changes in fair value of cash flow hedges - (47)

Total other comprehensive income (2) 351


Total comprehensive income for the period $999 $4,138





































This statement is to be read in conjunction with the Notes on pages 13 to 22 and the previous year’s annual

financial statements.

8


Bremworth Limited and subsidiary companies


Condensed Consolidated Statement of Changes in Equity



Six months ended 31 December 2021 (Unaudited) Note Share

Capital

Cash Flow

Hedging

Reserve

Foreign

Currency

Translation

Reserve

Share-based

Payment

Reserve

Retained

Earnings

Total Equity

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


Total equity at 1 July 2021 21,846 55 (1,420) 51 15,060 35,592


Total comprehensive income for the period


Profit after tax - - - - 1,001 1,001


Other comprehensive income that may be reclassified

subsequently to profit or loss


Changes in fair value of cash flow hedges (net of income tax) - (2) - - - (2)


Total comprehensive income for the period - (2) - - 1,001 999


Transactions with owners in their capacity as owners

Issue of shares to employees 9 208 - - - - 208

Share-based payments – value of employee services 9 - - - 254 - 254


Total equity at 31 December 2021 $22,054 $53 $(1,420) $305 $16,061 $37,053












This statement is to be read in conjunction with the Notes on pages 13 to 22 and the previous year’s annual financial statements.

9


Bremworth Limited and subsidiary companies


Condensed Consolidated Statement of Changes in Equity (continued)



Six months ended 31 December 2020 (Unaudited) Note Share

Capital

Cash Flow

Hedging

Reserve

Foreign

Currency

Translation

Reserve

Share-based

Payment

Reserve

Retained

Earnings

Total Equity

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


Total equity at 1 July 2020 21,846 (120) (1,420) - 13,331 33,637


Total comprehensive income for the period


Profit after tax - - - - 3,787 3,787


Other comprehensive income that may be reclassified

subsequently to profit or loss


Changes in fair value of cash flow hedges (net of income tax) - 351 - - - 351


Total comprehensive income for the period - 351 - - 3,787 4,138


Transactions with owners in their capacity as owners

Share-based payments – value of employee services 9 - - - 5 - 5


Total equity at 31 December 2020 $21,846 $231 $(1,420) $5 $17,118 $37,780













This statement is to be read in conjunction with the Notes on pages 13 to 22 and the previous year’s annual financial statements.

10


Bremworth Limited and subsidiary companies


Condensed Consolidated Statement of Financial Position



As at 31 December 2021 (Unaudited)

Note Unaudited

31 December

2021

Audited

30 June 2021

$000 $000


ASSETS


Property, plant and equipment - owned 13,319 12,094

Property, plant and equipment – right-of-use 9,763 9,968

Deferred tax asset 745 732


Total non-current assets 23,827 22,794


Cash and bank 8 18,513 22,508

Trade receivables, other receivables and prepayments 12,220 12,520

Inventories 11 21,036 20,035

Derivative financial instruments 125 109

Advance to employees 9 151 -

Income tax receivable - 57


Total current assets 52,045 55,229


Total assets $75,872 $78,023


EQUITY


Share capital 22,054 21,846

Cash flow hedging reserve 53 55

Foreign currency translation reserve (1,420) (1,420)

Share-based payment reserve 9 305 51

Retained earnings 16,061 15,060


Total equity 37,053 35,592


LIABILITIES


Lease liabilities 18,771 19,530

Employee benefits 776 776

Provisions 672 672


Total non-current liabilities 20,219 20,978


Trade payables and accruals 9,881 13,064

Employee benefits 40 136

Employee entitlements 5,534 5,203

Lease liabilities 1,987 2,003

Provisions 662 662

Derivative financial instruments 14 34

Deferred income 401 351

Income tax payable 81 -


Total current liabilities 18,600 21,453


Total liabilities 38,819 42,431


Total equity and liabilities $75,872 $78,023


This statement is to be read in conjunction with the Notes on pages 13 to 22 and the previous year’s annual

financial statements.

11


Bremworth Limited and subsidiary companies


Condensed Consolidated Statement of Cash Flows



Six months ended 31 December 2021 (Unaudited)


Note Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000


CASH FLOWS FROM OPERATING ACTIVITIES

Cash receipts from customers 49,226 64,071

Cash paid to suppliers and employees (49,933) (46,125)

Government grants received 107 -

Other receipts 3 3

GST paid (140) (67)

Interest paid – loans and borrowings (18) (491)

Interest component of lease payments (501) (118)

Interest received 41 -

Income tax paid (165) (213)


Net cash flow from operating activities (1,380) 17,060



CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of plant and equipment 7 18

Proceeds from sale of property - 25,023

Acquisition of plant and equipment (1,586) (618)

Short term deposits 10,000 (10,000)

Advance to employees (208) -


Net cash flow from investing activities 8,213 14,423



CASH FLOWS FROM FINANCING ACTIVITIES

Repayment of loans and borrowings - (15,800)

Principal component of lease payments (1,011) (690)

Issue of shares to employees 208 -


Net cash flow from financing activities (803) (16,490)



NET INCREASE IN CASH AND CASH EQUIVALENTS 6,030 14,993


Cash and cash equivalents at beginning of the period 10,508 1,276


Effect of exchange rate changes on cash (25) (6)


CASH AND CASH EQUIVALENTS AT END OF THE

PERIOD




$16,513


$16,263











This statement is to be read in conjunction with the Notes on pages 13 to 22 and the previous year’s annual

financial statements.

12


Bremworth Limited and subsidiary companies


Condensed Consolidated Statement of Cash Flows (continued)



Reconciliation of profit/(loss) with net cash flow from operating activities


Six months ended 31 December 2021 (Unaudited)


Note Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000


Profit after tax for the period 1,001 3,787


Add/(Deduct) non-cash items:

Depreciation – owned assets 355 1,136

Depreciation – right-of-use assets 441 65

Share-based payments – value of employee services 254 5

Deferred tax (13) 104

Net gain on sale of property, plant and equipment (1) (2,528)

Net loss on foreign currency balance 25 6


Changes in working capital items:

Trade and other receivables and prepayments 355 4,232

Inventories (1,001) 7,543

Income tax receivable/payable 138 (172)

Trade payables and accruals (3,183) 2,302

Employee benefits and entitlements 235 786

Provisions - 200

Deferred income 50 -

Derivative financial instruments (36) (406)


Net cash flow from operating activities $(1,380) $17,060
























This statement is to be read in conjunction with the Notes on pages 13 to 22 and the previous year’s annual

financial statements.

13


Bremworth Limited and subsidiary companies


Notes to the Financial Statements

For the six months ended 31 December 2021


1. General information


Reporting entity


Bremworth Limited (“Bremworth” or “the Company”) is a limited liability company that is domiciled and

incorporated in New Zealand.


The Company is registered under the Companies Act 1993 and is an FMC reporting entity (by virtue of it

being a listed issuer) for the purposes of the Financial Reporting Act 2013 and the Financial Markets

Conduct Act 2013.


The interim financial statements contained in this half-yearly report have been prepared in accordance with

these Acts and are for Bremworth and its subsidiaries (“the Group”) as at, and for the six months ended, 31

December 2021.


The Company is listed on the New Zealand Exchange and is required to comply with the provisions of the

NZX Listing Rules which require it to present half-yearly reports incorporating, among other things, the

interim financial statements covering the Group.


The principal activities of the Group comprise wool acquisition, and woollen carpet and rug manufacturing

and sales.


All Group subsidiaries are wholly-owned.


Basis of preparation


The interim financial statements are condensed financial statements that have been prepared in

accordance with NZ IAS 34 Interim Financial Reporting. The disclosures normally required by other

standards within New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) to be

included in a complete set of annual financial statements are not required to be incorporated into a

condensed set of interim financial statements prepared under NZ IAS 34. As a consequence, the interim

financial statements do not comply with NZ IFRS.


These interim financial statements are presented in New Zealand dollars ($), which is the Company’s

functional currency. Unless otherwise indicated, all financial information presented in New Zealand dollars

has been rounded to the nearest thousand.


The interim financial statements, and the comparative information for the six months ended 31 December

2020, are unaudited. The comparative information as at 30 June 2021 is audited.


The interim financial statements were approved for issue by the Board of Directors (“Board”) of the

Company on 25 February 2022.


Critical accounting judgements, estimates and assumptions


In preparing the interim financial statements, the Group has consistently applied the judgements, estimates

and assumptions adopted in the preparation of the annual financial statements for the year ended 30 June

2021.


Going concern


The Group expects to be able to realise its assets and meet its financial obligations in the normal course of

business and prepares its interim financial statements on a going concern basis.


14


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


1. General information (continued)


Accounting policies


The interim financial statements should be read in conjunction with the annual financial statements for the

year ended 30 June 2021 and the accounting policies set out therein.


All accounting policies adopted in the preparation of the interim financial statements are consistent with

those adopted in the preparation of the annual financial statements.


Following the IFRS Interpretations Committee (IFRIC) agenda discussion on Configuration or

Customisation Costs in a Cloud Computing Arrangement in March 2021 (ratified by International

Accounting Standards Board (IASB) in April 2021), the Group changed its accounting policy in relation to

the treatment of costs incurred in configuring or customising certain suppliers’ application software in

certain cloud computing arrangements in its annual financial statements for the year ended 30 June 2021.


As a result of this change in accounting policy, the Group has determined that certain costs relating to the

implementation of cloud-based software would need to be expensed when they were incurred, as the

amounts were paid to third parties who were not subcontracted by the supplier of the cloud-based software

and did not create separate intangible assets controlled by the Group, or significantly customise the cloud-

based software for the Group.


The Group has, in preparing its interim financial statements for the six months ended 31 December 2021,

restated the interim financial statements for the six months ended 31 December 2020 to reflect the impact

of this change in accounting policy on the prior year interim financial statements – with the change involving

a charge of $485,000 to administration expenses in the Condensed Consolidated Statement of Profit or

Loss instead of a capitalisation of that amount to fixed assets.


2. COVID-19


On 17 August 2021, in response to a potential outbreak of the COVID-19 Delta variant of the virus, the New

Zealand Government imposed Level 4 lockdown throughout the country effective from 11.59 pm that same

day. Under Level 4 lockdown, all workplaces in New Zealand are required to close unless the workplace is

deemed to be essential. As a consequence, all of the Group's carpet yarn making facilities in Napier and

Whanganui had to cease operations during the duration of the Level 4 lockdown from 18 August 2021

through to 31 August 2021, while its carpet manufacturing operation in Auckland was not able to

recommence operation until 22 September 2021.


Notwithstanding the ability to return to work, protocols that were in place to keep our people safe - such as

separations of our shifts to keep our people apart and bubbles in the workplace - affected plant efficiency

and operating levels and impacted manufacturing capacity.


As a consequence of the Level 4 lockdown and the loss in revenue, the Group was eligible to apply for the

New Zealand Government's COVID-19 wage subsidy. The Group received, for the duration of the

lockdown, $1,488,000 under the wage subsidy scheme. $1,008,000 was recognised in cost of sales,

$81,000 in distribution expenses and $102,000 in administration expenses in the Condensed Consolidated

Statement of Profit or Loss – with the balance of $297,000 carried forward in inventory at balance date.


The Group was also eligible for the New Zealand Government's COVID-19 Resurgence Support Payment

and applied for, and received, a further $87,000 under that scheme. In addition, the Group’s Australian

operation also applied for and received $121,000 under the New South Wales Government’s COVID-19

JobSaver scheme. Both these amounts were recognised in administration expenses in the Consolidated

Statement of Profit or Loss


The Group has considered the impact of COVID-19 in general, and the impact of recent developments, in

forecasting the Group’s projected cashflows for the purposes of assessing liquidity. The Group has

concluded that COVID-19 generally is unlikely to materially impact the Group’s ongoing liquidity adversely.

15


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


3. Earnings per share


Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000


Basic earnings per share (Basic EPS)


Profit after tax ($000) $1,001 $3,787


Weighted average number of ordinary shares outstanding 68,986,163 68,679,098


Basic EPS (cents) 1.45 5.51


Diluted earnings per share (Diluted EPS)


Profit after tax ($000) $1,001 $3,787


Weighted average number of ordinary shares outstanding 70,352,340 68,789,955


Diluted EPS (cents) 1.42 5.51


In calculating the diluted earnings per share, the Company has taken into account the maximum number of

shares that could be issued under the Company’s long term incentive scheme and the Company’s share

option scheme as further discussed at note 8 (Share-based payment arrangements).


16


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


4. Segment performance


Unaudited Carpet sales and

manufacturing

Wool acquisition Total


Six months

ended

31 December

2021

Six months

ended

31 December

2020

Six months

ended

31 December

2021

Six months

ended

31 December

2020

Six months

ended

31 December

2021

Six months

ended

31 December

2020

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

External revenue 39,989 54,322 8,731 5,977 48,720 60,299

Inter-segment revenue - - 1,520 973 1,520 973

Total revenue $39,989 $54,322 $10,251 $6,950 50,240 61,272


Elimination of inter-segment revenue (1,520) (973)

Consolidated revenue $48,720 $60,299


Segment result before depreciation 2,596 5,477 529 (52) 3,125 5,425

Depreciation – owned assets (276) (204) (79) (74) (355) (278)

Depreciation - right-of-use assets (383) - (58) (65) (441) (65)

Depreciation – recycled through

inventory


65


(858)


-


-


65


(858)

Segment result before gain on sale

and leaseback of property and

restructuring and transformation

costs




2,002




3,930




392




(191)




2,394




3,739

Gain on sale and leaseback of

property


-


2,511


-


-


-


2,511

Restructuring and transformation

costs


(105)


(1,117)


-


-


(105)


(1,117)

Segment result after gain on sale of

property and restructuring and

transformation costs



1,897



5,324



392



(191)



2,289



5,133



Elimination of inter-segment profits (7) 10

Unallocated corporate costs (545) (671)

Result from operating activities 1,737 4,472


Finance costs (519) (543)

Finance income 73 3

Profit/(Loss) before tax 1,291 3,932


Tax (expense)/credit (290) (145)

Profit/(Loss) after tax for the period $1,001 $3,787



Carpet sales and

manufacturing

Wool acquisition Total


Unaudited

As at

31 December

2021

Audited

As at

30 June 2021

Unaudited

As at

31 December

2021

Audited

As at

30 June 2021

Unaudited

As at

31 December

2021

Audited

As at

30 June 2021

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

Reportable segment assets 53,086 67,474 4,273 2,507 57,359 55,515

Unallocated assets 18,513 22,508

Total assets $75,872 $78,023


Reportable segment liabilities 17,228 19,363 833 1,181 18,061 20,898

Unallocated liabilities 20,758 21,533

Total liabilities $38,819 $42,431


17


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


4. Segment performance (continued)


The Group’s reportable and operating segments are:

 carpet sales and manufacturing; and

 wool acquisition.


Inter-segment transactions


All inter-segmental sales are at market prices. Inter-segmental sales during the period and intercompany

profits on stocks at balance date are eliminated on consolidation.


Information about geographical areas


In presenting information on the basis of geographical areas, revenue is based on the geographical

location of customers and non-current assets are based on the geographical location of those assets.


Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000

Revenue

New Zealand 25,808 35,511

Australia 20,074 23,413

Rest of the world 2,838 1,375


Total revenue $48,720 $60,299


Unaudited

As at

31 December

2021

Audited

As at

30 June 2021

$000 $000

Non-current assets

New Zealand 22,882 22,154

Australia 945 640


Total non-current assets $23,827 $22,794


Information about major customers


None of the Group’s customers are major customers as defined in NZ IFRS 8 Operating Segments. Major

customers are those external customers where revenues from transactions with the Group are equal to, or

exceed, 10% of the Group’s total revenues.


18


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


5. Revenue from contracts with customers


Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000

Sales of goods

Carpet 39,215 53,948

Wool fibre 8,731 5,977

Carpet yarn 349 217

48,295 60,142

Provision of installation services 425 157

Total revenue $48,720 $60,299


6. Other income and gains


Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000

Rentals received 2 2

Dividends received 1 1

Government grants recognised 241 -

Net gain on sale of plant and equipment 1 17

Net gain on sale and leaseback of property - 2,511

Total other income and gains $245 $2,531



7. Finance costs


Unaudited

Six months

ended

31 December

2021

Unaudited

Six months

ended

31 December

2020

$000 $000

Interest expense – loans and borrowings 18 425

Interest component of lease payments 501 118

Finance costs $519 $543


8. Cash and bank


Unaudited

As at

31 December

2021

Audited

As at

30 June 2021

$000 $000

Cash and cash equivalent 16,513 10,508

Short-term deposits 2,000 12,000

$18,513 $22,508


19


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


9. Share-based payment arrangements


Description of share-based payment arrangements


The Board approved the establishment of the Bremworth Equity Ownership Plan (Equity Plan) and the

Bremworth Share Option Scheme (Option Scheme) on 27 August 2021.


The Equity Plan and the Option Scheme are designed to incentivise certain employees and align their

interests with the Company's shareholders by providing them with equity interests in the Company.


The Equity Plan provides for eligible employees to be issued shares in the Company on terms

determined by the Board and as set out in the rules of the Equity Plan and includes the provision of a full-

recourse loan by the Company to those eligible employees to fund the amount payable for the shares

issued to them.


The Option Scheme provides for selected employees to be awarded options to acquire ordinary shares at

a fixed price, with the options becoming exercisable over time in accordance with a vesting schedule or

on certain liquidity events as defined in the rules of the Option Scheme.


Pursuant to the terms of employment of the CEO, the Company agreed to grant a total of 1,000,000

options to the CEO on the date of his appointment and to issue the CEO with 500,000 ordinary shares

pursuant to the terms of the Equity Plan, with the consideration for the shares of $208,050 funded by way

of an interest-free full-recourse loan provided by the Company.


In order to fulfil its obligations and remain within the delegated authority granted to the Board by the

constitution, the Board agreed to issue the 1,000,000 options in two tranches.


Tranche 1 – On the 10 September 2021, the Company issued 480,000 options under the Option Scheme

while also issuing the 500,000 ordinary shares pursuant to the terms of the Equity Plan to the CEO as

discussed earlier.


Tranche 2 – The balance of the 1,000,000 options, being 520,000 options under the Option Scheme, will

be made to the CEO subsequent to 31 December 2021, with that date yet to be determined by the Board.

The terms and conditions of these options will be identical to those applying to the original 480,000

options granted in September 2021.


The Board also approved on 18 December 2020 the establishment of a long-term incentive scheme (LTI

Scheme) for executive employees pursuant to which the Company will issue performance rights (“Rights”)

to the participants which would entitle the participants to be issued shares in the Company, subject to

service and performance conditions being met, at the end of the stipulated performance period.


No Rights were issued pursuant to the LTI Scheme during the six months ended 31 December 2021.


The Company has determined that the shares issued under the Equity Plan, the options issued under the

Option Scheme and the Rights issued under the LTI Scheme to be equity-settled share-based payment

arrangements pursuant to NZ IFRS 2 Share-based Payment, with the participants not able to request

payment in cash.


20


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


9. Share-based payment arrangements (continued)


Measurement of fair value of options granted to the CEO under the Option Scheme


The fair value of the options at the grant date has been determined using a Monte Carlo simulation.


Specifically, the Monte Carlo simulation is used as follows:


 to predict the Company’s future share prices (a “market” condition” under NZ IFRS 2), gross of

dividends, using a random-walk process which is driven by assumptions regarding volatility and the

underlying drift rate from grant date through to vesting date


 to calculate the annualised total shareholder return (TSR) at the vesting date implied by the simulated

share price


 to determine the extent to which the calculated TSR exceeds the TSR set out in the vesting schedule


 to calculate the number of shares to be issued and the implied payoff to the CEO based on the

number of shares issued and the simulated share price at vesting date


The inputs used in the measurement of the fair value at grant date of the options are as follows.


 Share price at grant date - $0.78 per share, being the Bremworth closing share price on NZX on 7

September 2021


 Exercise price - $0.4161 per share, being the 20-day volume weighted average sale price of a

Bremworth share on NZX up to 23 June 2021 when the CEO was appointed


Treatment of options to be granted to the CEO under the Option Scheme


As mentioned earlier, pursuant to the terms of employment of the CEO, a grant of a further 520,000

options under the Option Scheme will be made to the CEO subsequent to balance date.


The Company has estimated the grant date fair value of these further options for the purpose of

recognising the services received during the period between the date of commencement of service of the

CEO and the grant date.


Once the grant date occurs subsequent to balance date, the Company will revise the earlier estimate so

that the amounts recognised for services received in respect of the grant of options are ultimately based

on the grant date fair value of the options.


Outstanding options


The only options outstanding at balance date are the 480,000 options granted to the CEO under the

Option Scheme during the six months ended 31 December 2021.


The maximum number of shares that will be issued in respect of these 480,000 options is 480,000, with

the options becoming exercisable over time in accordance with a vesting schedule or on certain liquidity

events as defined in the rules of the Option Scheme.


21


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


9. Share-based payment arrangements (continued)


Outstanding Rights


There are no changes to the outstanding Rights on issue during the six months ended 31 December

2021.


The number of shares that will be issued on condition date (being 1 May 2023) of the outstanding Rights

under the LTI Scheme is unknown at balance date.


The number of shares to be issued is dependent on the extent to which TSR exceeds 14% per annum

compounding over the performance period and the share price at condition date, except that the number

of shares issued to all participants will not, together with shares issued under NZX Listing Rule 4.6.1 over

the previous 12 months, exceed 3% of the total number of shares on issue at condition date.


The maximum number of shares that could be issued under the LTI Scheme at condition date is

1,071,394 (or 1.54% of the total number of shares on issue at balance date of 69,179,098).


Impact of share-based payment arrangements on the financial statements


The assessed fair value of the options and Rights at grant date, as well as the estimated grant date fair

value of options that are yet to be granted to the CEO (as discussed above), are recognised as an

expense in profit or loss over the period from date on which the participant started rendering service or

the grant date (whichever is the earlier), adjusted to reflect only those options and Rights where the

service condition will be met, with corresponding entries to the share-based-payment reserve within

equity.


The following were recognised in administration expenses in the Condensed Consolidated Statement of

Profit or Loss for the six months ended 31 December 2021:


 $7,291, being the proportion of fair value of the options granted to the CEO, and $5,779 being the

estimated fair value of the options to be granted to the CEO, for the period from commencement of

employment through to balance date;

 $191,950, being the difference between the $0.4161 issue price per share and the $0.80 market price

per share at issue date in respect of the 500,000 shares issued to the CEO in September 2021 under

the Equity Plan;

 $48,498, being the proportion of fair value of the Rights relating to the six month period to balance

date;


with a corresponding credit totalling $253,518 to the share-based payment reserve within equity (31

December 2020: $5,000).


Interest-free full recourse loan


The Company has accounted for the interest-free full recourse loan made by the Company to the CEO to

fund the $208,050 consideration for the shares issued under the Equity Plan at fair value of $148,351,

with the difference between fair value and face value of the loan to be recognised as an employee benefit

in administration expenses in the Condensed Consolidated Statement of Profit or Loss over the period of

service.


22


Bremworth Limited and subsidiary companies


Notes to the Financial Statements (continued)


10. Capital commitments


Unaudited

As at

31 December

2021

Audited

As at

30 June 2021

$000 $000

Outstanding commitments for purchase of plant and

equipment


$249


$1,016


11. Inventories


Unaudited

As at

31 December

2021

Audited

As at

30 June 2021

$000 $000

Raw materials and consumables 6,253 5,922

Work in progress 373 1,200

Finished goods 14,410 12,913

$21,036 $20,035


Inventory provisioning $1,576 $1,976


During the six months ended 31 December 2021, provision in respect of inventories decreased by

$400,000 (six months ended 31 December 2020: $1,475,000), with the amount released to the statement

of profit or loss.


12. Contingencies


Unaudited

As at

31 December

2021

Audited

As at

30 June 2021

$000 $000

Indemnities in favour of Bank of New Zealand and National

Australia Bank (together, “the Bank”) in respect of Bank

guarantees relating to lease and other commitments



$2,405



$2,418


13. Related parties


Apart from directors’ fees, key management personnel remuneration (including bonuses) and the issue of

shares and options to the CEO referred to in note 8 Share-based payment arrangement, there have been

no other material transactions with the directors, key management personnel and their related parties or

with any other related parties during the period.


14. Subsequent events


There have been no events subsequent to 31 December 2021 which would materially affect the financial

statements.


23


Bremworth Limited and subsidiary companies


Disclosure of Non-GAAP Financial Information

For the six months ended 31 December 2021


The half year report for the six months ended 31 December 2021 contains financial information that is non-GAAP

(Generally Accepted Accounting Practice) and therefore falls within the Financial Markets Authority’s guidance note

on “Disclosing non-GAAP financial information” issued in July 2017.


Non-GAAP financial information has been prepared using the unaudited GAAP-compliant half year and audited

GAAP-compliant full year financial statements of the Group and has not been independently reviewed.


Non-GAAP financial information contained within the half year report (more particularly, the non-GAAP measures

of financial performance such as “EBITDA (normalised)”, “EBIT (normalised)”, “Profit before tax (normalised)” and

“Profit after tax (normalised)” provide useful information to investors regarding the performance of the Group

because the calculations exclude restructuring and transformation costs and other gains/losses (for example,

gain/loss on sale of property and investments) that are not expected to occur on a regular basis either by virtue of

quantum or nature.


In arriving at this view, the Directors have also taken cognisance of the regular requests by users of the Group

financial statements, including analysts and shareholders, regarding the nature and quantum of significant items

within the GAAP-compliant results and the way analysts distinguish between GAAP and non-GAAP measures of

profit.


The disclosure of the non-GAAP financial information is also consistent with how the financial information for the

Group is reported internally, and reviewed by the CEO as its chief operating decision maker, and provides what the

Directors and management believe gives a more meaningful insight into the underlying financial performance of the

Group and a better understanding of how the Group is tracking after taking into account these significant items.


Non-GAAP financial information does not have standardised meaning prescribed by GAAP and therefore may not

be comparable to similar financial information prescribed by other entities.


In putting together the half year report, the Directors have considered all the requirements within the guidance note.

More specifically, these include:


 outlining why non-GAAP financial information is useful to investors and how it is used internally by

management;

 identifying the source of non-GAAP financial information;

 ensuring that:

- non-GAAP financial information is not presented with undue and greater prominence, emphasis or

authority than the most directly comparable GAAP financial information;

- presentation of non-GAAP financial information does not in any way confuse or obscure presentation

of GAAP financial information;

- a reconciliation from the non-GAAP financial information to the most directly comparable GAAP

financial information, including that for the previous period, can be easily accessed (see pages 24 and

25);

- a consistent approach is adopted from period to period with respect to the presentation of non-GAAP

financial information, including that for comparative periods;

- where there is any change in approach from the previous period, the nature of the change is explained

and the reasons and financial impact provided;

- non-GAAP financial information is unbiased; and

 taking care when describing, or referring to, items as ‘one-off’ or ‘non-recurring’.


24


Bremworth Limited and subsidiary companies


Disclosure of Non-GAAP Financial Information (continued)



Reconciliation of GAAP-compliant to non-GAAP-compliant measures of profit after tax (Unaudited)


Six months ended 31 December 2021


GAAP Adjustments Normalised

$000 $000 $000


Revenue $48,720 - $48,720


EBITDA 2,468 - 2,468


Depreciation - owned assets (355) - (355)

Depreciation – right-of-use assets (441) - (441)

Depreciation – recycled through inventory 65 65


EBIT


1,737 - 1,737


Finance costs (519) - (519)

Finance income 73 73


Profit before income tax 1,291 - 1,291


Income tax expense (290) (98) (388)


Profit after tax $1,001 (98) 903


Abnormal net gain after tax 98 98


Profit after tax (GAAP) - $1,001


Analysis of abnormal items


Before tax Tax effect After tax

$000 $000 $000

Normalisation of income tax expense - $98 $98


Calculation of basic and diluted earnings per share under GAAP and non-GAAP measures of profit after

tax


Six months ended 31 December 2021 GAAP-

compliant

reported

profit after

tax

Reverse

abnormal

items (net of

tax) where

applicable

Non-GAAP-

compliant

normalised

profit after

tax


Profit after tax ($000) $1,001 (98) $903


Weighted average number of ordinary shares (basic) 68,986,163 68,986,163

Basic earnings per ordinary share (cents) 1.45 1.31


Weighted average number of ordinary shares (diluted) 70,352,339 70,352,339

Diluted earnings per ordinary share (cents) 1.42 1.28


25

Bremworth Limited and subsidiary companies


Disclosure of Non-GAAP Financial Information (continued)



Reconciliation of GAAP-compliant to non-GAAP-compliant measures of profit after tax (Unaudited)

(continued)



Six months ended 31 December 2020


GAAP Adjustments Normalised

$000 $000 $000


Revenue $60,299 - $60,299


EBITDA 5,673 (1,394) 4,279


Depreciation - owned assets (278) - (278)

Depreciation – right-of-use assets (65) - (65)

Depreciation – recycled through inventory (858) - (858)


EBIT


4,472 (1,394) 3,078


Finance costs (543) - (543)

Finance income 3 3


Profit before income tax 3,932 (1,394) 2,538


Income tax expense (145) (592) (737)


Profit after tax $3,787 (1,986) 1,801


Abnormal net gain after tax 1,986 1,986


Profit after tax (GAAP) - $3,787


Analysis of abnormal items


Before tax Tax effect After tax

$000 $000 $000

Gain on sale and leaseback of property 2,511 - 2,511

Restructuring costs (1,117) - (1,117)

Normalisation of income tax expense - 592 592

$1,394 $592 $1,986


Calculation of basic and diluted earnings per share under GAAP and non-GAAP measures of profit after

tax


Six months ended 31 December 2020 GAAP-

compliant

reported

profit after

tax

Reverse

abnormal

items (net of

tax) where

applicable

Non-GAAP-

compliant

normalised

profit after

tax


Profit after tax ($000) $3,787 (1,986) $1,801


Weighted average number of ordinary shares (basic) 68,679,098 68,679,098

Basic earnings per ordinary share (cents) 5.51 2.62


Weighted average number of ordinary shares (diluted) 68,789,955 68,789,955

Diluted earnings per ordinary share (cents) 5.51 2.62


26


Bremworth Limited


Corporate Directory



Board of Directors:

George Adams DipFSA(Hons), FCA, CFInstD Chairman of the Board of Directors

Independent Chairman of Nomination Committee

Member of Audit and Remuneration Committees


Paul Izzard BA (Hons) Interior Design Member of Audit and Remuneration Committees

Independent


John Rae B.Com., LLB, CMInstD Member of Audit, Remuneration and Nomination

Independent Committees


Katherine Turner B.Com., CA, CMInstD Chairman of Audit Committee

Independent Member of Remuneration Committee


Dianne Williams B.Com., MBA, CMInstD Chairman of Remuneration Committee

Independent Member of Audit and Nomination Committees


Director Emeritus:

Grant Biel B.E. (Mech.)


Chief Executive Officer:

Greg Smith


Chief Financial Officer and Company Secretary:

Victor Tan CA, FCIS


Founding Shareholder:

The late Anthony Charles Timpson ONZM


Registered Office:

7 Grayson Avenue, Auckland 2014, P O Box 97-040, Auckland 2241.

Telephone: 64-9-277 6000, Facsimile: 64-9-279 4756


Share Registrar:

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road, Auckland 0622, Private Bag 92-119, Auckland 1142.

Telephone: 64-9-488 8700, Facsimile: 64-9-488 8787, Investor Enquiries: 64-9-488 8777


Auditors:

PwC


Legal Advisors:

Russell McVeagh


Bankers:

Bank of New Zealand National Australia Bank Limited


Websites:

Corporate www.cavcorp.co.nz


Carpet Operation www.bremworth.co.nz, www.bremworth.com.au


Wool Operation www.elcodirect.co.nz


Share Registrar www.computershare.co.nz/investorcentre

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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