Rakon reports record earnings performance, EBITDA up 32%
Results announcement
Results for announcement to the market
Name of issuer Rakon Limited
Reporting Period 12 months to 31 March 2022
Previous Reporting Period 12 months to 31 March 2021
Currency New Zealand Dollar
Amount (000s) Percentage change
Revenue from continuing
operations
$171,967 34%
Total Revenue $171,967 34%
Net profit/(loss) from
continuing operations
$33,111 244%
Total net profit/(loss) $33,111 244%
Interim/Final Dividend
Amount per Quoted Equity
Security
No dividends are proposed to be paid.
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
$0.56 $0.42
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
Please refer to the Commentary and the audited financial
statements released in conjunction with this announcement.
Authority for this announcement
Name of person
authorised
to make this announcement
Maureen Shaddick
Contact person for this
announcement
Anand Rambhai
Contact phone number +64 (0) 9 571 9225
Contact email address anand.rambhai@rakon.com
Date of release through MAP
26/05/2022
Audited financial statements accompany this announcement.
---
26 May 2022
AUDITED RESULTS FOR THE FULL YEAR TO 31 MARCH 2022
Rakon reports record earnings performance, EBITDA up 132%
Highlights:
Revenue $172.0m (FY21
1
: $128.3m)
Underlying EBITDA
2
more than doubles to $54.4m (FY21: $23.5m)
Net profit after tax $33.1m (FY21: $9.6m)
Sustained core market growth, particularly 5G and industrial positioning
Significant new opportunities captured from worldwide chip shortage
Record delivery despite global supply chain disruptions and materials shortages
New dividend policy announced
All amounts are in New Zealand Dollars
Rakon (NZX.RAK) today announced record earnings for the 12 months to 31 March 2022, on the back of
continued strong growth in global demand for its industry-leading frequency control and timing solutions.
Total revenue for the financial year rose 34% to $172.0 million (FY21: $128.3m). Gross margin improvements,
combined with largely unchanged overheads, drove a 132% increase in Underlying EBITDA to $54.4m (FY21:
$23.5m), which is slightly above the latest guidance of $49-$53m. Net profit after tax increased by 244% to
$33.1m (FY21: $9.6m).
Rakon Chair Lorraine Witten said: “This performance is the outcome of many years of hard work to
strengthen our foundations and position the company for future growth. The challenges of Covid-19 have
accelerated technological transformation, and these in turn have highlighted the advantages of Rakon’s 50-
year pedigree in technology innovation, our operating agility and our strong customer relationships.”
Chief Executive Officer Sinan Altug acknowledged the efforts of Rakon’s global team in delivering the
company’s best-ever earnings performance.
“This has been a year of tremendous progress for Rakon. We have scaled up significantly to meet strong
core market growth as well as new opportunities stemming from worldwide chip shortages. Thanks to the
efforts of our highly dedicated team, we have continued to deliver to our customers around the world
through the significant challenges of Delta and Omicron, raw material shortages and global supply chain
disruptions.”
Financial and market performance
Rakon’s revenue uplift was driven primarily by continued demand growth in 5G telecommunications
networks and industrial and precision positioning applications, in addition to the opportunities created by
worldwide chip shortages. The telecommunications segment generated revenue of $86.2m, 12% higher
than last year, and comprising 50% of the company’s total revenue. The company was able to convert the
additional chip shortage opportunities into $30.8m of revenue.
Gross profit rose 53% to $90.1m (FY21: $58.9m). A shift in the product mix towards new higher margin
1
All comparisons are against the prior corresponding period (FY21) unless otherwise stated
2
Refer to Note 5 of the FY2022 audited consolidated financial statements for an explanation of how ‘Non-GAAP Financial Information’ is used, including a definition of
‘Underlying EBITDA’ and reconciliation to net profit after tax
Page 2 of 3 www. r a k o n. co m
products increased the average gross margin percentage to 52% against last year’s 46%. Our response to
the chip shortages added $18.4m of gross margin.
Operating expenses remained stable at $49.3m, with increases in labour costs and other overheads offset
by factors such as reduced travel. Operating cash flow for the period was strong at $30.2m, 51% ahead of
last year.
Rakon’s balance sheet has continued to strengthen, with total assets increasing by 29% to $199.9m, and
the lift in earnings contributing to a 30% increase in equity since March 2021. The company had $23.2m in
net cash at balance date, against last year’s $5.0m.
Operations and Covid-19
Mr Altug said the increased demand for Rakon’s products was largely fulfilled by increased capacity in the
New Zealand manufacturing operation, which lifted its average monthly throughput by 60%. “This is a
fantastic achievement, given the Covid-19 and supply chain headwinds faced by our New Zealand team
through the year. Likewise, we saw exceptional resilience and adaptibilty from our Indian and French
operations despite a number of Covid-19 outbreaks and similar supply chain issues.”
He said raw material supply has remained tight, resulting in extended lead times and price increases.
“Capacity constraints, allocations and rising prices from suppliers unfortunately remain the norm, and we
continue to work hard to mitigate risks around procurement of materials and actively manage higher levels
of inventory.”
Rakon’s global manufacturing operations were largely able to continue throughout the year despite Covid-
19 outbreaks, restrictions and remote working requirements.
“The commitment of our teams has been exceptional,” said Mr Altug. “While our 1000 employees worldwide
had freedom of choice around vaccinations, 99.5% were fully vaccinated, vastly reducing transmission risk
on our sites. With strict protocols and a strong health and safety culture, we successfully avoided workplace
outbreaks and at no time during the year was more than 10% of our manufacturing workforce absent.”
Innovation
Rakon invested $13.1m in research and development, focused primarily on the development of new ASIC
3
semiconductor chips and their associated products, the new XMEMS® nanotechnology, and a new suite of
NewSpace products for Low Earth Orbit (LEO) satellites. Mr Altug said solid progress had been made in
each of these areas.
“Each new family of products pushes the boundaries of performance in respect of speed, precision, stability
and resilience. We are particularly excited about the results we are achieving from products using our new
XMEMS® nanotechnology. These products are delivering next-generation performance, and we are looking
forward to the release of multiple XMEMS® based product families this year.”
Dividend
Rakon today also announced a new dividend policy
4
. Ms Witten said the policy articulates Rakon’s
aspirations as a growth company and confirms its intentions to maintain a strong balance sheet to ensure
opportunities can be captured while risks are managed.
Under the policy, Directors will determine at least annually whether to declare a dividend, having regard
to all relevant information including Rakon’s current and expected operating results, its near and medium-
term operational cash requirements, its plans for organic and strategic investment in growth and
3
ASIC stands for Application Specific Integrated Circuit, referring to a customised semiconductor chip
4
Rakon’s new dividend policy can a be found on the Rakon website
Page 3 of 3 www. r a k o n. co m
expansion, current and foreseeable debt levels, interest rates, market and economic conditions and any
applicable funding or banking requirements.
After reviewing Rakon’s capital requirements in light of the three-year strategic plan and rapid growth
environment, Directors have determined that the FY22 cash surplus should be fully allocated to support
planned growth and capital expenditure requirements, and therefore no dividend will be paid for the 2022
financial year.
Ms Witten said: “We are pleased to provide clarity about how the company will apply future cash surpluses.
Specifically, the company intends to prioritise the use of cash surpluses towards capital investment, acquiring
skills and R&D projects that deliver our strategic growth objectives.”
Outlook
Looking ahead, Mr Altug said Rakon’s strong forward order book continues to be driven by growth in our
core markets.
“We are excited to see significant market opportunities for Rakon in future years and want to accelerate
product development. We are increasing our capacity in New Zealand and India to support this growth and
look forward to the completion of Rakon India’s new Bengaluru facility towards the end of FY23. While we
expect the impacts of Covid-19, supply chain disruptions, materials shortages and cost inflation to be
ongoing, these risks will continue to be closely and proactively managed.”
“We will continue with deliberate investments in R&D for XMEMS® nanotechnology, ASIC semiconductor
chips and NewSpace. The global roll-out of 5G is expected to continue for a good part of this decade,
expanding as 5G millimetre wave networks pave the way for more data-heavy applications and as datacentres
further enter the ecosystem. Demand for industrial and precise positioning applications is continuing to rise.
The exciting NewSpace market continues to gain momentum, along with the whole ecosystem surrounding
it. “
“These opportunities, together with a strong development pipeline, new proprietary chips in the works and
new XMEMS® nanotechnology provide a very positive outlook for Rakon.”
-Ends-
Contact:
Investors Media
Sinan Altug Sharon Williamson
Chief Executive Officer The Project
+64 21 371 567 +64 21 850 515
Anand Rambhai
Chief Financial Officer
+64 21 542 287
www.rakon.com
About Rakon
Rakon is a global high technology company and a world leader in its field. The company designs and manufactures
advanced frequency control and timing solutions. Its three core markets are Telecommunications, Positioning and Space
and Defence. Rakon’s products are found at the forefront of communications where speed and reliability are paramount.
Its products create extremely accurate electric signals which are used to generate radio waves and synchronise time in
the most demanding communication applications.
Rakon has three manufacturing plants, six research and development centres, and sixteen customer support offices
worldwide. Founded in Auckland in 1967, Rakon is proud of its New Zealand heritage. It is a public company listed on the
New Zealand stock exchange, NZX, ticker code RAK.
---
Annual Report 2022
Enabling the connected future
RAKON Annual Report |
FY22
Leading the way
We are a world leader in precision timing
and frequency control solutions for the
most challenging specifications and
environments.
Rakon has three products in the Copernicus Low Earth Orbit (LEO) satellite
Sentinel-6 Michael Freilich (‘Sentinel-6’) which undertakes the ongoing
measurement of sea-surface height from space. Our world-leading USO
1
is part of
an instrument which gives extremely precise orbit determination to the satellite.
Image courtesy of the European Space Agency (ESA).
1
Product acronyms and definitions are explained in the Glossary on page 47.
2
RAKON Annual Report |
FY22
By working closely with our customers
and industry partners, we solve difficult
problems and enable next generation
technology to become a reality.
Solving difficult
problems
Rakon New Zealand team members
in a product strategy meeting
3
RAKON Annual Report |
FY22
We enable communications infrastructure
and applications to perform at ever-greater
levels of speed, reliability and capacity,
making things that were only ever dreamed
of possible.
An example of how Virtual Reality (VR) and metaverse applications may
enable remote medical diagnostics and surgery. 5G is enabling these
applications to become a reality and Rakon is providing the precise timing
that enables 5G to operate.
Continuing to
raise the bar
4
RAKON Annual Report |
FY22
About this report
Contents
6
Performance snapshot
7–9
Chair & CEO report
10
Changing of the guard
Welcome to our 2022 Annual Report.
This document reports on operational and
financial performance for the year to 31
March 2022 (FY22). We have focused on what
we believe matters most to our stakeholders
and business.
This report provides a clear look at our
company, and shows how we are delivering
against our strategic priorities of technology
innovation, core markets, customer
partnerships and flexible, scalable operations
to enable the connected future.
We know that our investors prefer to view
this report online. Our company review and
financial documents are included in this
report, in an easy-to-read format.
Taking Environmental, Social and Governance
(ESG) action is important to us. While we have
been doing so for many years, this year we
began the process of reporting against an
audited ESG framework. Pages 31 to 46 show
our current journey.
We have endeavoured to ensure all
information is accurate, including performing
internal verification. The information provided
in this report has been compiled in line with
NZX Listing Rules and recommendations for
investor reporting.
The financial statements on pages 49–90
have been prepared in accordance with
appropriate accounting standards and
have been independently audited by
PricewaterhouseCoopers.
We welcome your feedback on this report,
including how we can improve. If you
would like to let us know any comments or
suggestions please email us at:
investors@rakon.com
Rakon people imagery
15–23
Delivering against
our strategy
24–27
Our people
28–30
Board and management
31–46
Environment,
social and governance
47
Glossary
49–90
Financial statements
and auditor’s report
96 –101
Remuneration and
shareholder information
Please note: All amounts in this document are in NZ$ unless otherwise specified. Product acronyms and definitions are explained in the Glossary on page 47.
11–14
About Rakon
5
RAKON Annual Report |
FY22
6
RAKON Annual Report |
FY22
Performance snapshot
Revenue
$172.0m
▲
$43.7m +34%
Operating cash flow
$30.2m
▲ 10.2m+51%
Underlying EBITDA
2
$54.4m
▲ $30.9m+132%
12 months ended 31 March 2022
Net cash (including borrowings)
$23.2m
▲ $18.2m+361%
Net Profit After Tax (NPAT)
$33.1m
▲ $23.5m+244%
Highlights
+10%
Core revenue growth
(non chip-shortage related revenue)
driven by 5G networks and industrial and
precision positioning.
XMEMS
®
3
nanotechnology-based products
disruptive new technology delivering
industry-leading performance.
>90% at work
across our global manufacturing
operations through Covid-19 peaks.
$13.1m
investment in R&D
developing proprietary new
technologies and products.
+60%
output increase
by value in our NZ manufacturing
operation.
2
Refer to the footnote on page 47 for the definition of Underlying EBITDA as a non-GAAP financial measure, referred to in this document.
3
XMEMS
®
– Crystal Micro-Electro-Mechanical System. Refer to the definition on page 47.
All figures are presented in New Zealand dollars unless otherwise indicated.
All comparisons are to the prior corresponding period (i.e. 12 months to 31 March 2021) unless otherwise stated.
7
RAKON Annual Report |
FY22
Chair & CEO report
We are pleased to report a record performance for Rakon in a year of tremendous challenges and opportunities.
The 12-month period to 31 March 2022 (FY22), has been Rakon’s best year ever. The company’s growth momentum
has continued to build, driven by strong underlying demand in our core markets and supported by new
opportunities stemming from worldwide TCXO chip shortages. Importantly, this growth was delivered through the
challenges of Delta and Omicron, materials shortages and global supply chain disruptions.
During the year, we have adapted and scaled
up our operations to capture the additional
chip shortage demand, worked closely with
our partners to develop new technologies and
carefully managed our supply and delivery risks.
This performance is a credit to our thousand-
strong worldwide Rakon team, in particular their
determination and commitment to meet our
delivery goals, and in operating safely through
Covid-19.
Financial overview
Total revenue for the financial year rose 34% to
$172.0 million compared with $128.3 million for
the year to 31 March 2021 (FY21). Gross margin
improvements, combined with largely unchanged
overheads, resulted in underlying EBITDA
4
of
$54.4 million, 132% ahead of last year’s $23.5
million. Net Profit After Tax (NPAT) increased by
244% to $33.1 million from $9.6 million for the
same period last year.
Revenue growth was driven by strong demand
in 5G telecommunications networks, and
industrial and precision positioning applications,
in addition to the new business opportunities
created by worldwide chip shortages. Rakon’s
core (i.e. non chip-shortage related) revenue grew
10%, contributing 82% of the total revenue. By
market this was: Telecommunications $86 million
(up 12%); Space & Defence $26 million (down
13%); Positioning $27 million (up 94%) and IoT,
emerging and other $32 million (up 363%). Further
market revenue information is provided on
pages 16–19.
Gross profit was $90.1 million, 53% higher than
last year’s $58.9 million. Gross margin percentage
improved to 52.4% against last year’s 45.9%,
reflecting a shift in the product mix towards
higher margin products over the year.
Operating expenses for the year remained stable
at $49.3 million. While we have had increases in
labour costs and some other operating expenses,
the overall costs were offset by factors such as
reduced travel.
Operating cash flow for the period was $30.2
million, 51% ahead of last year. Cash was
invested in growth-related capital projects,
increased research and development (R&D)
expenditure to support new technology
development, and manufacturing equipment
to capture growth. We have also deliberately
increased our inventory levels to help mitigate
against ongoing supply chain risks.
Rakon’s balance sheet continues to strengthen,
with total assets increasing by 29% to $200
million, and equity lifting by 30% since March
2021. The company remained net cash-positive,
with $23.2 million in net cash at balance date,
against last year’s $5.0 million.
We will continue to maintain a conservative
balance sheet as we prepare to invest in growth
opportunities that are critical to Rakon’s future,
while remaining cognisant of ongoing risk around
global supply chain, inflation, geopolitical risks,
and Covid-19.
Lorraine Witten Chair / Sinan Altug CEO
‘
While FY22 delivered a stellar
performance, this was the outcome of
many years hard work to lay strong
foundations and to position the
company for future growth.
’
4
Refer to the footnote on page 47 for the definition of Underlying EBITDA as a non-GAAP financial measure, referred to in this document.
Lorraine Witten (Chair), Sinan Altug (CEO)
Chair & CEO report
Progress against our strategy
Rakon’s strategy is to drive the advancement of
precision timing and frequency control solutions
in our core markets and to ensure long product
lifecycles through operational and manufacturing
excellence, and enduring customer relationships.
During FY22 we sought to better articulate this
through reframing our value creation model,
which is shown on page 14. This model identifies
the key priority areas (or strategic pillars) critical
to the creation of long-term value for Rakon, and
progress against each of these pillars is reported
on pages 16-22 of this report.
During the year we refreshed our three year
strategy, detailing our plan to increase our market
share in telecommunications infrastructure,
space & defence in particular the emerging Low
Earth Orbit satellite (LEO) market and precision
positioning including autonomous vehicles.
Equally important to our markets are the
strong foundations required for our business
– our values-driven & innovative culture; solid
financial management; sound disciplines in
managing risk and capturing new opportunities;
and an enduring commitment to looking after
each other, the planet and future generations.
Progress against each of these areas is provided
respectively in the people, financial and
Environment, Social and Governance (ESG)
sections of this report.
Dividend
Recognising that Rakon’s previous dividend
policy (in place since 2006) was no longer fit for
purpose, the Board introduced a new policy in
May 2022.
The policy articulates Rakon’s aspirations as
a growth company, and our intentions to
maintain a conservative balance sheet to ensure
opportunities can be captured while risks are
managed. Specifically, the company intends to
prioritise the use of cash surpluses towards capital
investment, acquiring skills and R&D projects that
deliver our strategic growth objectives.
At the 2021 Annual Shareholders’ Meeting
(ASM), shareholders were advised they may
expect a dividend if the forecast results for FY22
are achieved and there is no significant capital
requirement on the horizon. Whilst the guidance
of that time was well exceeded, the board has
reviewed Rakon’s capital requirements in light
of the new three year strategic plan and rapid
growth environment, and concluded that the
cash surplus should be fully invested to support
the company’s growth and capital expenditure
requirements. This includes the purchase of land
and construction of Rakon India’s new 9,755m
2
facility, continued investment in XMEMS
®
,
NewSpace
5
and the design of next generation
proprietary chips.
Covid-19 management
Rakon’s global operations continued with limited
disruptions throughout FY22, despite being
subject to country outbreaks, lockdowns and
remote working requirements brought about
by the pandemic. Stringent health and safety
measures were maintained at all locations and
whilst our employees were not always able to
escape community infection, we were largely able
to avoid workplace outbreaks. Employee feedback
shows that our team members have felt
well-supported through the year.
Governance
There were changes around the Board table as
succession planning was implemented during
the year. Steve Tucker and Sinead Horgan were
welcomed as new directors, bringing a range of
industry, technical and commercial expertise to
the Board. Both are standing for election at our
ASM in August.
Upon the completion of the Board succession,
Bruce Irvine retired April 2022, after 16 years as
a director, including the past three and a half
years as Chair. Bruce’s experience and leadership
in steering the company through significant
challenges and onto its more recent growth path
cannot be underestimated. We thank Bruce for his
guidance and wise counsel and wish him well for
the future.
We also extend a very special thanks to Brent
Robinson who stepped down on 31 March 2022
from his Managing Director role after 36 years.
Brent has been the driving force behind Rakon’s
technology innovation and, in recent years, led
the company through its strategic repositioning
Revenue $m
Underlying EBITDA $m
NPAT $m
Operating cash flow $m
FY18 FY19 FY20 FY21 FY22
$12.1m
FY18 FY19 FY20 FY21 FY22
FY18 FY19 FY20 FY21 FY22
FY18 FY19 FY20 FY21 FY22
$11.3m
$14.8m
$23.5m
$54.4m
$10.0m
$3.4m
$4.0m
$9.6m
$33.1m
$7. 9 m
($1.8m)
$9.4m
$20.1m
$30.2m
$101m
$114m
$119m
$128m
$172m
5
NewSpace refers to a globally emerging private / commercial spaceflight industry. This includes aerospace companies and ventures
working to develop faster, better and cheaper access to space and space technologies. It includes Low Earth Orbit satellites.
8
RAKON Annual Report |
FY22
9
RAKON Annual Report |
FY22
and into the strong growth position it now enjoys.
We are delighted that the company has retained
Brent’s expertise, both as Chief Technology Officer
and as an executive director.
Careful transition planning over a long period
has ensured a seamless handover to our new
Chair and Chief Executive Officer, and we were
well prepared to hit the ground running in our
new roles from 1 April 2022. We acknowledge the
support of the wider Board and Executive teams
through this period and look forward to working
together to lead Rakon in coming years.
During the year the Board has continued to
monitor and reassess the risks and opportunities
facing the business as we navigated the
challenges of rapid growth, supply chain
disruption and Covid-19. We remain confident
that Rakon is well placed to capture its core
market growth opportunities and believe that the
successful management of these various risks over
the past year reflects positively on our operational
agility and robustness.
Beyond our core business, we will continue
to scan and assess potential value-accretive
opportunities on the horizon which are aligned
with our strategy and will either enhance, or be
supported by, our competitive advantage and
capability.
Summary and outlook
We acknowledge and thank Rakon’s global
team for its tremendous efforts throughout the
year. The company’s outstanding performance
demonstrates the agility, capability and resilience
of our people, and their commitment to our
company.
While FY22 delivered a stellar performance, this
was the outcome of many years hard work to lay
strong foundations and strategically position the
company for future growth opportunities. We
have now completed our strategic pivot away
from consumer high volume/low value markets.
The challenges of Covid-19 have accelerated
technological change, and these have in turn,
highlighted the competitive advantages of our
operating agility, technology innovation and
strong customer relationships.
Forward orders are strong for FY23
6
, driven
primarily by continued core market growth.
The ongoing impacts of Covid-19, supply chain
disruptions and materials shortages will continue
to be managed closely.
In FY23 we are making thoughtful and deliberate
investments in people, products and capability
where we see future growth opportunities. This
investment aligns to our three year plan.
We will continue to build delivery capacity in New
Zealand and India, and we look forward to the
completion of Rakon India’s new Bengaluru facility
in late FY23. The new operation will provide
significantly enhanced manufacturing capability
as well as increased capacity, allowing products to
be transferred from other plants to be produced
at lower unit costs and extending their lifecycles
as they mature. This will become another vital
competitive advantage for Rakon.
We are excited about the opportunities beyond
FY23 and we are building the foundations to
capture these markets. The roll-out of 5G is
expected to continue for a number of years and
will evolve as datacentres enter the ecosystem.
The demand for industrial and automotive
positioning applications is continuing to rise,
whilst the aeronautical sector is expected to
return to growth. The exciting NewSpace market
continues to develop with increasing entrants into
Low Earth Orbit (LEO) satellites, along with the
whole ecosystem surrounding it.
These opportunities, together with a strong
development pipeline, multiple new proprietary
chips in the works and new XMEMS
®
nanotechnology manufacturing provide a very
positive outlook for Rakon.
Lorraine Witten ChairSinan Altug CEO
‘The company’s outstanding
performance demonstrates the
capability and resilience of our
people, and their commitment
to our company.
’
Chair & CEO report
6
FY23 refers to the year to 31 March 2023.
Multi-chamber temperature test
ovens designed in-house at Rakon NZ
Multi-chamber temperature test
ovens designed in-house at Rakon NZ
10
RAKON Annual Report |
FY22
Sinan Altug CEO / Brent Robinson CTO
Changing of the guard
This is an interesting leadership transition –
tell us how it came about.
Brent: We’ve been working on a succession
plan for a number of years, and during that
time it became apparent that Sinan, with his
leadership attributes, global industry expertise and
connections was the natural person to lead Rakon
through the next stage of its evolution.
We have repositioned the business in the past few
years, and with it now on a firm growth track, we
decided it was the right time to pass the mantle. As
Chief Operating Officer, Sinan was already leading
the execution of the company’s growth strategy
and expansion programme globally, so it was a
natural next step for him.
Sinan: It’s the best of both worlds really. While it
was time for Brent to take a step back from running
the whole company, he still has an unmatched
passion and energy to spearhead Rakon’s
technological direction. Brent’s ability to envision,
develop and commercialise new technologies has
been at the heart of Rakon’s success in recent years
and I’m delighted that he will continue to steer this
area for us.
It is a rare, yet privileged circumstance to have a
very smooth transition in leadership such as this
one. Brent, Darren and I have had the fortuitous
opportunity to work cohesively together across
the business over my 20 years at Rakon.
Does a change in leadership mean a new
direction for Rakon?
Sinan: No. Our current strategy is bold and
transformational; it has been developed over a
number of years and we all own it together. We
will, of course, continue to review and refresh it
dynamically. As the CEO, my focus is on allocating
our capital and resources to ensure we’re in the
best possible position to achieve our goals, capture
our opportunities and manage our risks.
Having Brent focus his energy on technology will
catalyse the execution of our strategy by increasing
our speed in getting leading-edge technology
into products and the hands of our customers as
quickly as possible.
Brent: As our direction of travel under our strategy
is very positive – core markets with significant
growth opportunities – we’ll stay focused on
maintaining product leadership and delivering
consistently good solutions. We don’t see this
fundamentally changing.
What is the key to Rakon’s future success?
Brent: I believe our vast industry knowledge has
always been a great strength and will remain so.
We started by producing channel crystals for radio
telephones for boats and commercial vehicles, and
have developed our expertise as communications
have become more complex and sophisticated.
We are now a recognised industry leader in
high-performance frequency control and timing
solutions in our core markets.
Working closely with our customers is key. As the
demand grows for connectivity at ever-greater
levels of speed and reliability, our goal is to
continue to be the ‘go-to’ partner in developing
solutions for our customers. We’re currently
working with customers on next-generation
technologies that most people won’t get to use for
many years. Our industry has long horizons.
Sinan: At Rakon I have always been proud of the
ingenuity and passion of our people and their
‘can-do’ attitude. This has allowed us to create
many industry-first products and has been key in
maintaining our leadership in the market segments
we choose to play in.
In recent years we’ve made great strides in our
global manufacturing and delivery capability –
both in-house and through partnerships, giving us
flexibility to scale up for the growth opportunities.
With technological advances in areas like cloud
computing, the metaverse, 6G and the NewSpace
sector exponentially increasing the demand for
connectivity, the future looks very exciting for us.
Brent Robinson (CTO), Sinan Altug (CEO)
In April, Dr Sinan Altug became Rakon’s Chief Executive Officer, in a long-planned
transition from Brent Robinson, who has led the family-founded company for more
than 35 years. Brent will continue leading Rakon’s technology arm in the capacity of
Chief Technology Officer, overseeing the development of cutting-edge solutions.
Sinan and Brent share their thoughts on the changing of the guard and what the
future holds . . .
Connectivity is like the nervous system of
technology – without it you can’t do much.
Our products are critical to enabling connectivity
between people, networks and machines and
are at the heart of hundreds of applications
around the world.
As technology gets smarter it needs to be
supported by connectivity that is faster, more
precise and more stable. That’s where Rakon
comes in. Our products are relied on to provide
the accurate, stable frequency and timing
reference to deliver this.
About Rakon
For more information on Rakon’s products and solutions, please visit: www.rakon.com
Product definitions and acronyms are explained on page 47.
We help make the world tick
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Pioneering innovation for 50+ years
HC-48 crystalUM-1 crystal
TXO4080
VTXO500 / USO
CDXO / RXT / ASICTCXO / OCXO
Space equipment
XMEMS
®
nanotechnology
SSB radioPagersCellular phones
GPS navigation
Precision satellite
positioning
Internet boom
Smartphones
3G | 4G | 5G networks
Internet of Things
6G
Cloud computing
infrastructure
NewSpace
1960s
1970s1980s1990s2000s2010s2020s
Our culture of innovation underpins Rakon’s proud record of continuous improvement and history
of industry ‘firsts’. Rakon has continually developed product solutions that help enable the next
wave of technology.
For more information on Rakon’s products and solutions please visit: www.rakon.com
13
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Manufacturing sites
R&D centres
Customer support
locations
Quality assurance
Key manufacturing
partners
EUROPE
ASIA
OCEANIA
NORTH AMERICA
70
countries with
Rakon customers
6
company and partner
manufacturing sites
6
R&D centres of
excellence
15
customer support
locations
~1000
full-time equivalent
employees worldwide
40+
nationalities in the
Rakon family
Our global footprint
14
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How we create value
We drive the advancement of precision timing and frequency control solutions in our core markets, and ensure
long product lifecycles through operational excellence and enduring customer relationships.
Our value creation model
underpins everything we do
at Rakon.
Our priority areas (or strategic
pillars) are critical to the creation
of long-term value for the
business.
As you continue reading, you
will see that our performance
reporting correlates to this model,
showing how we are progressing
against our strategic priorities.
SOLID FOUNDATIONS
A values-driven culture
Focuses on how we capture opportunities, manage risk and look after each other, our planet and future generations.
Enabling efficient
delivery and supporting
long product lifecycles
Creating first-mover
advantage and
next-generation solutions
Enduring relationships
and development of
market opportunities
Building leadership in
high-growth, high tech
markets
Intellectual capital
and trusted brand
Global manufacturing
platform
Talented and skilled
workforce
Financial resources
and capability
Partnerships and
relationships
Life-changing
applications
Advancement of
technology
Growth of our
people
Increased
shareholder value
Improved
delivery
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Getting around
our Annual Report
Delivering against our strategy
Our four strategic pillars – technology innovation, core markets, customer partnerships
and flexible, scalable operations – drive what we do at Rakon.
They underpin our planning, activities and how we measure performance.
They are critical to the creation of long-term value, while providing the flexibility to
explore emerging opportunities and thrive.
Meeting of the Rakon Board and Executive Team
15
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Revenue $86m ▲12%
50% of total Rakon revenue
Telecommunications
Revenue growth was driven by the continued rollout
of 5G networks, increased demand in 4G network
components and an uplift in market share with
key Tier 1
7
customers. The average gross margin
percentage grew to 44% from last year’s 40%, due to
a higher specification product mix.
While growth momentum remained strong, delivery
was constrained by component shortages and
capacity limitations, particularly in India. This has
resulted in a strong order book for FY23, with further
measures under way to improve the manufacturing
capacity and pace of delivery in both New Zealand
and India.
Rakon’s telecommunications product leadership is
demonstrated by a high rate of inclusion in network
equipment reference designs. Being ‘designed-in’ to
major reference designs means there will be a stable
demand for product, over the life of the design
being used.
We experienced a substantial uptake of new
products over the year, particularly OCXO, TCXO
and VCXO products that are used in semiconductor
reference designs for 5G radio heads and small cells.
The coming year will see the release of new next
generation Application Specific Integrated
Circuit (ASIC) based oscillators for 5G mmWave
products, designed to enable even greater levels of
speed, reliability, stability and resilience.
We were also pleased to enter three new strategic
partnerships with important players in 5G and
O-RAN
8
networks. We are continuing to work
globally with key datacentre customers as the
evolution of new 5G open network ecosystems
continues.
Revenue
Gross margin
Our telecommunications products enable data to be transmitted across networks at ever-increasing levels of speed
and reliability, with market growth being led by the unrelenting advancement of telecommunications and cloud
computing equipment and infrastructure. 5G adoption is now well underway and has many more years to run.
$40m
$54m
$65m
$77m
$86m
Core markets
FY18 FY19 FY20 FY21 FY22
$14m
$20m
$26m
$31m
$38m
FY18 FY19 FY20 FY21 FY22
34%
38%
40%40%
44%
Rakon products:
OCXOs, TCXOs, VCXOs, XOs and Crystals
7
Refers to recognised key players within their respective industries and which make up a significant market share.
8
O-RAN – mobile networks that are more intelligent, open, virtualised and fully interoperable.
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17
After a steady first half, second half revenue
was impacted by reduced US government
investment in the country’s defence programme
and a subsequent decrease in product demand.
Defence represents around 60% of this
segment, and 9% of Rakon’s total revenue. The
gross margin percentage remained relatively
consistent.
With a strong level of space product orders,
our focus remains on delivery, building and
strengthening relationships in the NewSpace
ecosystem and participating in new mega
Low Earth Orbit (LEO) satellite constellation
contract bids. Good progress is being made
in NewSpace, where Rakon is working with
a number of partners including the Centre
national d’etudes spatiales (CNES), to develop
subsystems and modules for LEO satellites. We
announced a new suite of LEO satellite products
in the second half of the year, and now offer
the broadest range of frequency generation,
communication and positioning products in the
sector. Initial market interest has been pleasing.
We will continue to closely monitor defence
sector developments with our US and European
partners, working within Rakon’s Trade
Compliance Policy and all export controls.
Revenue $26m ▼13%
15% of total Rakon revenue
Our space and defence products enable connectivity in the most extreme environments and to the most demanding
performance specifications for applications such as satellites, ground stations, radar, aviation, communications and
positioning systems. We work with government agencies and commercial programmes in key markets to develop next
generation solutions.
Space & defence
Revenue
Gross margin
$28m
$32m
$28m
$30m
$26m
FY18 FY19 FY20 FY21 FY22
$19m
$22m
$19m
$20m
$18m
FY18 FY19 FY20 FY21 FY22
68%
69%
69%
68%
69%
Rakon products:
System Solutions, OCSOs, USOs, VCSOs, VCOs, OCXOs,
TCXOs, VCXOs, XOs, Crystal Filters and Crystals
Rakon’s very strong FY22 revenue performance
was driven by a combination of market growth in
our target segments, and the successful capture
of opportunities stemming from global TCXO
chip shortages. A significantly improved mix of
higher margin products resulted in the average
gross margin increasing from 48% to 56%.
We are seeing demonstrable benefits from
our strategic pivot to industrial and precision
applications such as autonomous agricultural,
mining and industrial machinery. Revenue for
this core segment showed a significant uplift,
both due to strong market growth and increased
share of customer spend. The emergency
locator beacon segment experienced growth as
recreational activities resumed after Covid-19
lockdowns.
The TCXO shortage opportunities have enabled
Rakon to build new customer relationships and
develop some longer-term business. Orders
stemming from this shortage will continue to be
fulfilled through FY23.
We will remain focused on building and
strengthening customer relationships and
capturing opportunities as the industrial,
emergency locator beacons, agricultural and
mining segments continue to grow. Forward
orders are strong. In the automotive segment,
electric and autonomous vehicle growth is
expected to continue putting pressure on
component supply, and the need for higher
performance and higher reliability frequency
control products is expected to grow as
autonomous vehicle industry standards evolve.
Revenue $27m ▲94%
11% of total Rakon revenue
Our positioning products enable the highest levels of precision and accuracy in applications such as
aircraft and marine navigation; automotive positioning; autonomous agriculture and mining;
and emergency locator beacons.
Positioning
Revenue
Gross margin
$26m
$20m
$19m
$14m
$27m
FY18 FY19 FY20 FY21 FY22
$11m
$8m
$7m$7m
$15m
FY18 FY19 FY20 FY21 FY22
42%
40%
36%
48%
56%
Rakon products:
OCXOs, TCXOs, VCXOs, XOs and Crystals
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19
IoT, emerging and other
Extraordinary revenue growth was achieved
during the year, arising from orders secured due
to the global TCXO chip shortages for consumer
IoT devices. This opportunity was captured
due to Rakon’s ability to design a solution
and quickly scale up for production, with
manufacturing commencing three months after
securing the order.
Eighty percent of the TCXO order was delivered
by the end of FY22, with the remaining 20% to
be delivered in the first half of FY23.
Revenue $32m ▲363%
19% of total Rakon revenue
With a more than 50-year track record in innovation, we continue to work with partners in delivering solutions for
cutting edge applications such as wireless control, test and measurement, the Internet of Things (IoT), Machine-to-
Machine (M2M), smart grids and metering, as well as other emerging markets.
Revenue
Gross margin
$7m
$8m
$7m
$7m
$32m
FY18 FY19 FY20 FY21 FY22
$1m
$1m
$18m
FY18 FY19 FY20 FY21 FY22
-6%
16%
-5%
15%
58%
Rakon products:
OCXOs, TCXOs, VCXOs, XOs and Crystals
Technology innovation
For more than 50 years, our culture of innovation has underpinned Rakon’s proud record of continuous
improvement and history of industry ‘firsts’. Our portfolio of patented products and technologies provides a
competitive moat against commoditisation as well as delivering long product lifecycles and revenue streams.
We work in multi-year timeframes to develop the next generation of technologies.
Rakon invested $13.1 million in research
and development during the year, focused
primarily on three key areas: development of
new ASIC-based products; the new XMEMS
®
core nanotechnology; and a new suite of
NewSpace products.
Several milestones were achieved in FY22. A first
half highlight was the development and delivery
of new TCXO products as described on page 19.
We were also pleased to achieve the successful
design-in and adoption of new OCXO, TCXO and
VCXO products in 5G millimetre wave radio heads
and small cells (see page 16); and a new
miniature Mercury OCXO, which has been
adopted by two Tier 1 customers.
The recently-announced new suite of LEO satellite
products allows Rakon to offer the largest
product range in its category in the evolving
NewSpace ecosystem. Development and testing
of these products, in partnership with the Centre
national d’etudes spatiales (CNES) and key
research organisations, will continue over FY23
with the first subsystem module scheduled to go
into space during the first half.
Rakon’s new semiconductor chips, which will
underpin the next generation of products, went
into market testing during the year, and are
receiving strong market interest.
Pleasing progress was made in the development
of Rakon’s XMEMS
®
nanotechnology which will
provide a technology core for future products.
Samples have delivered very encouraging testing
results and the company remains on track to
launch multiple XMEMS
®
-based product families
in the coming year.
R&D investment
(including capital expenditure)
$10.1m
$11.8m
$13.3m
$13.3m
$13.1m
FY18 FY19 FY20 FY21 FY22
R&D engineers at Rakon UK’s ASIC design facility
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Customer partnerships
As an approved supplier to the majority of Tier 1 companies in our core markets, Rakon has developed long
and enduring relationships with major customers, international agencies and industry standards organisations.
These partnerships are critical to our continued advancement of industry-leading technologies.
Over the past year, we have worked closely with
a number of partners on product development
opportunities. In the second half, an ultra-low
noise VCXO developed in partnership with a
major customer, was designed-into a major
chipset in the reference design for 5G mmWave
radio units. In NewSpace, we are working with
a North American partner to adapt our master
reference oscillator for LEO satellites.
As the new 5G open network (O-RAN and
C-R AN
9
) ecosystem evolves with the increasing
role of datacentres, we are continuing to
strengthen relationships and build new
partnerships with major players in this sector.
Our long-term customer partnerships assisted us
in navigating through a challenging supply chain
environment through the year. Through our
multi-sourcing strategy and strong relationships,
we have been able to work successfully with
suppliers and customers to ensure delivery.
In the coming year, work with customers will
continue in the development of next-generation
technologies, including semiconductor chipset
reference designs; next level OCXO technologies
for 5G; and further NewSpace opportunities.
We have developed enduring relationships with
major customers, international agencies and
industry standards organisations
9
C-RAN – a cellular network architecture that utilises cloud computing capabilities to provide a more disaggregated network;
i.e. a network where the processing of the data may be broken up into smaller units.
Our global manufacturing strategy focuses on building scale and flexibility at our three sites, lengthening
product lifecycles through lean manufacturing options, mitigating supply chain risk through multiple sourcing
and further developing our partnerships with original equipment manufacturers.
Flexible, scalable operations
Rakon’s continued improvement in operating
capability and resilience has underpinned our strong
FY22 performance. The proactive management
and mitigation of worldwide supply chain and
Covid-19 issues has enabled a strong manufacturing
performance.
During the year, our New Zealand operation
successfully achieved a major capacity expansion
to enable the fulfilment of new orders. Average
monthly revenue over the year was 60% higher than
FY21, delivering record gross margins.
Rakon India’s output was consistent with last year,
with the business demonstrating exceptional
resilience through the impacts of Delta, Omicron
and significant materials shortages. During FY22,
Rakon India has been developing the capability
to undertake part of the production process for
Mercury+ OCXO products. This top-selling product,
is currently only manufactured in New Zealand.
Production in India is expected to commence in
FY23. This important achievement marks a major
milestone in Rakon’s dual-sourcing strategy.
Rakon France likewise matched its previous year’s
manufacturing performance despite the challenges
of Delta, Omicron, materials shortages and remote
working.
Materials supply has remained extremely tight
across the globe, with extended lead times,
price increases and market consolidation.
We are continuing to work hard to overcome
uncertainties around manufacturing capacity
and the procurement of materials and parts.
Like others in our industry, we are also
experiencing increasing pressure from skills
shortages and cost inflation.
Projects to increase delivery capacity are under
way in both New Zealand and India, with planned
investment in building, plant and equipment. The
New Zealand operation will continue to expand
its XMEMS
®
nanotechnology capacity over the
coming year. In India, construction has commenced
on Rakon India’s new manufacturing facility in
Bengaluru (see page 23). The new operation will,
when complete, significantly enhance Rakon’s
manufacturing capability.
This facility will enable us to significantly increase
our OCXO production capacity and will be one
of the world’s largest and most sophisticated
manufacturing sites for frequency control products.
Rakon process engineers at one of our cleanroom facilities
22
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Future-proofing Rakon India
In its new location in the prime aerospace park,
Rakon India will be amongst the world’s leading
aerospace companies. The new operation will
cover 9,755m2 (105,000 square feet), not only
making it 150% larger than the existing sites but
also providing further potential to scale up as we
grow. The integrated nature of the facility will
enable lean manufacturing efficiencies, including
time and cost reduction, reduced material
movement between sites, lower inventories and
an integrated utility plan.
The new R&D and manufacturing centre of
excellence will enhance Rakon’s design and
manufacturing capability, enabling new product
lines to be manufactured. This will accommodate
future growth in Rakon’s core markets.
Importantly, it will also grow Rakon’s presence
within India’s aerospace sector through the
‘Make in India’ programme.
The high quality, economical operating
platform (including a technologically advanced
cleanroom) will allow significantly greater
volumes of products to be produced and
product lifecycles to be extended as they mature.
For example, part of the production of Mercury+
OCXO product range is planned to commence
in FY23, reducing product costs and ensuring
greater longevity. This approach both supports
Rakon’s multiple source manufacturing strategy
and lowers supply risk.
The new facility is planned for completion in
2023, with a comprehensive plan already in place
to enable continuity of supply to customers
through the transition. The facility will enable us
to significantly increase our OCXO production
capacity and is expected to be one of the world’s
largest and most sophisticated manufacturing
sites for frequency control products.
Construction is well underway for Rakon India’s new, world-class manufacturing facility in the aerospace technology hub in
Bengaluru, Karnataka. The new facility will be an integrated centre of manufacturing excellence, future-proofing our Indian
operations and replacing two existing leased Bengaluru sites which the business has outgrown.
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Architectural concept of
completed facility
RAKON Annual Report |
FY 2022
24
Our people
Rakon’s people are our key strength. We value the choice they have made to work with us. We attract high-
calibre talent, invest in their development and create a safe and inclusive environment, focussed on empowering
our people to do their best work while looking after their well-being.
Culture & values
At Rakon, our aim is to provide an environment
where our people are encouraged to be their
authentic self and are able to contribute
meaningfully to Rakon’s goals.
Our culture is built on family values. Our
employees are committed to, and share our
passion around the advancements in the
frequency control environment. At their core our
people share Rakon’s adventurous spirit and our
strong drive to deliver our customers the next
innovative solution. We work hard to ensure our
people are aligned to our purpose and vision,
and that their behaviours are guided in line with
our values of passion, respect, courage,
perseverance and integrity.
The strong engagement of Rakon’s team
members is reflected in our internal surveys
where employees name product, quality,
technology, culture and employee welfare as the
key things they rate most highly about Rakon.
Our values
Passion
Respect
Courage
Perserverance
Integrity
We’re driven by our energy and
excitement to create solutions and new
possibilities.
We’re honest, transparent and strive to
do the right thing by each other and the
planet.
We treat others as we expect to be treated;
we listen, value diverse perspectives and
take nothing for granted.
We’re proactive and challenge the status
quo with a ‘can do’ approach.
We’ve the determination to have another
go and achieve the best outcome as a
team.
Rakon India team
25
RAKON Annual Report |
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Our people
~100032
%
68
%
5
%
153
799.5%
total global
workforce
female
employees
male
employees
voluntary turnover of
our salaried staff
people have worked
for us for 20+ years
lost time injuries
of our worldwide
workforce are double
vaccinated against
Covid-19
Diversity & inclusion
A true multinational organisation, Rakon’s
workforce is spread across 10 countries and
represent 43 different nationalities. We inherently
recognise the importance of diversity and
inclusion in achieving our business objectives,
fulfilling the needs of our customers and creating
a high-performing, values-driven culture.
Our diversity policy outlines our commitment
to a diverse and inclusive working environment
globally. We ensure that the unique strengths and
characteristics of our employees are recognised,
and strive to provide an atmosphere where
all employees feel free to bring their whole
selves to work. Our global talent acquisition
and management programmes, along with our
succession management processes ensure our
ability to attract, develop and retain high calibre
candidates and employees who are aligned to our
culture and values.
Our global team has a varied range of skills,
values, backgrounds, ethnicities and experiences.
This ensures that our workforce reflects the
diverse range of customers we have and the
communities in which we operate.
Learning & development
As a technology pioneer for more than 50 years,
Rakon has always strived to develop and promote
from within and provide meaningful career
opportunities for its employees. This is particularly
important in the current highly competitive skills
environment.
Developing leadership is a continuous focus for
Rakon across all levels of people leadership. We
ensure that our people leaders are developed
through a number of different programmes,
including in-house leadership programmes
delivered around the globe. During the pandemic
we have continued these programmes to ensure
51 people leaders globally had the ability to
continue on their leadership journey.
Every year our global business actively recruits
graduates, with engineering graduates often
starting with us via an internship. This allows
new graduates to sample different parts of the
business, eventually working in an area most
suited to their capabilities. In India, we partner
with technical institutes across the different
states to ensure we have a varied range of skills,
backgrounds and experiences joining our team.
We offer professional development across our
business and continue to expand in this area.
Through our graduate programme, we support
our people where appropriate to continue their
educational qualifications, from bachelors’
degrees through to PhDs and other qualifications.
So far, 26 current employees have achieved
qualifications through this programme, whether
it be an apprenticeship, diploma, bachelors’
degrees, masters or PhD qualification.
Our people
Health, safety and well-being
Rakon is committed to health, safety and
wellness. Established practices promote a safe
and healthy working environment globally to
ensure all our employees keep safe each day.
While each location is compliant with local
health and safety legislation, our areas of focus
remain Covid-19, education & training and safety
improvement opportunities.
Over the year, seven Lost Time Incidents (LTIs)
were recorded (compared to five in FY21)
and 47 incidents were recorded (compared
to 35 in FY21). These higher numbers can be
attributed to a higher number of hours worked
over the year and greater education around
reporting. Critical risk improvement reviews were
conducted, with improvement initiatives being
implemented.
Employee well-being
The well-being and mental health of our
employees has always been a focus for Rakon.
We continue to review and implement new
initiatives designed to promote and improve
employee well-being where appropriate, so that
our people can perform at their best within our
business, their families and community.
These include:
• Flexible working, including a move globally
to hybrid working where employees can
perform some of their roles from home.
At our manufacturing operations, employees
are able to request shift adjustments to
accommodate personal circumstances
• Access for employees to Rakon’s outsourced
Employee Assistance Programme (EAP) or
similar counselling services
• Access to online seminars on well-being,
stress management, boosting mental health
and personal wellness
• Additional special leave to accommodate
effects of Covid-19 on employees and
families
• Regular check-ins from managers to their
team members, and where appropriate,
employee surveys focused on how our
people are doing.
Rakon supply chain employee at work in our
Inward Goods and Dispatch area
26
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27
Our people
C ov i d-19
Rakon’s global operations experienced minimal
personnel disruption driven by Covid-19
throughout FY22 despite being subject to
country outbreaks and lockdowns brought about
by the pandemic.
The ability of our people to remain agile and
pivot when necessary to new ways of working
to accommodate the pandemic meant our
manufacturing plants were able to continue with
limited disruptions.
Stringent health and safety measures were
maintained at all locations and hybrid or remote
working was implemented where appropriate.
Whilst our employees had freedom of choice
around vaccinations (provided by Rakon where
applicable), we were pleased to achieve high
double vaccination rates around the world,
including 100% uptake in India and 99% in New
Zealand and elsewhere.
As a manufacturer of essential products, it was
critical to maintain manufacturing operations
wherever possible. A range of measures were
introduced to minimise the risk of site outbreaks,
including reconfiguring shifts to longer hours
per day, but less days per week. Employees
continued to be educated and resourced to
implement strict hygiene standards and were
monitored daily for wellness.
Unfortunately, our employees were not always
able to escape community infection, however,
our flexible shift management and flexible
working arrangements, combined with stringent
health & safety measures, including daily rapid
antigen testing where appropriate, ensured we
were largely able to avoid workplace outbreaks.
It is to the credit of our employees that our
operational output across our manufacturing
sites either met or exceeded their manufacturing
targets, and that at the peak of Covid-19
outbreaks we had less than 10% of employees
off isolating.
In our employee surveys, feedback shows that
our team members have felt well-supported
through the year, with employee welfare being
named in the top three things Rakon does well.
Rakon production team leader Rakon production team leader
at our cleanroom facilitiesat our cleanroom facilities
Our board
Board of Directors with a strong mix of global experience and technology expertise
Keith Oliver
Independent Director
BE (Hons)
Appointed 2017
Keith is a professional
director and business
advisor with an extensive
management, governance
and investment
background in NZ
technology companies
operating in international
markets in Asia, Europe and
the Americas.
He is currently the
Executive Chair of
Blackhawk Tracking
Systems, a director and
business advisor with Alto
Capital and a director
of Wellington Drive
Technologies and vWork.
Keith Watson
Independent Director
NZCE (Telecom); CMI
Appointed 2018
Keith is a professional
director with substantial
governance and leadership
experience in technology
and engineering companies
across Asia Pacific, the
Americas, Central Europe,
UK, Australia and
New Zealand.
He is currently Chair of the
New Zealand Institute of
Economic Research (NZIER)
and a director of Acumen
Trust, Acumen Republic,
Counties Power, ECL Group
and Complete 3D.
He is a Chartered Member
of the Institute of Directors
in New Zealand.
Yin Tang (Tony) Tseng
Non-independent Director
Hon Master NTUST
Appointed 2017
Tony is the current
Chair of Siward Crystal
Technology Co. Limited,
a substantial shareholder
(12.3%) in Rakon.
He has more than 30
years of experience in the
frequency control product
industry, having founded
Siward in 1988 and grown
the company to become
one of the industry’s
global leaders.
Tony is a director of
Securitag Assembly Group
Limited.
Steve Tucker
Independent Director
BMS; FCA; CMInstD
Appointed October 2021
Steve is a professional
director with extensive
governance and
leadership experience in
the technology sector,
including Deputy Chief
Executive of
Gallagher Group.
He is currently Chair of
Gallagher Holdings and
Goodnature, and a director
of HJ Asmuss and Co, Taska
Prosthetics, 5th Element
and Purpose Capital Impact
Fund. He is also Chair of
Caprine Innovations NZ.
Steve is a Chartered
Member of the Institute
of Directors in New
Zealand and a Fellow of
the Institute of Chartered
Accountants.
Sinead Horgan
Independent Director
BComm; MAcc; CMInstD; FCA
Appointed January 2022
Sinead is a business consultant
and professional director
with significant experience
in financial analysis,
strategy development, risk
management and M&A across
Europe, the Americas, Asia,
Australia, and New Zealand.
She is a director and Chair of
the Audit and Risk Committees
of FMG (Farmers Mutual
Group), Bank of China (NZ)
and EcoCentral. She is also a
director or trustee of a number
of other private companies and
not-for-profit organisations.
She is a Chartered Member
of the New Zealand Institute
of Directors and a Fellow of
the Institute of Chartered
Accountants Ireland.
Lorraine Witten
Independent Director
BMS (Hons); CFInstD; FCA
Appointed 2017
Lorraine is a professional
director with extensive
experience in technology
and Information
Communications
Technology (ICT) sectors,
as well as strategy and
entrepreneurship.
She is Chair of Move
Logistics and a director of
Pushpay Holdings, Horizon
Energy Group and vWork.
She is a Chartered Fellow of
the New Zealand Institute
of Directors and a fellow
of Chartered Accountants
Australia and New Zealand
(CAANZ).
Brent Robinson
Executive Director
Hon FIPENZ
Appointed 1991
Brent’s 42 years at Rakon
includes establishing global
operations and markets
and almost 36 years as
Managing Director/CEO.
Brent is an Honorary
Fellow of the Institute of
Professional Engineers New
Zealand and was awarded
the New Zealand Hi-Tech
Trust – Flying Kiwi Award
in 2011.
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29
Our executive team
Dr Sinan Altug
Chief Executive Officer
PhD (EE); MBA; MSc (EE); BSc(EE)
Sinan joined Rakon in 2002 and
become CEO in April 2022. Prior
to this, he was COO where he led
the company’s global operations
to sustainably and profitably
meet increasing customer
demand, delivery and quality
requirements.
Sinan has previously been
Managing Director of Rakon’s
European businesses based in
France, and Global Business
Development Director based in
the US. Prior to joining Rakon
Sinan held various management
positions in the frequency control
product industry, including
Director of European Operations
for Champion Technologies.
An experienced team with deep industry and functional experience
Anand Rambhai
Chief Financial Officer
CA, BCom
Anand joined Rakon in January
2012 and was appointed CFO in
November 2018. He brings strong
leadership, commercial skills and
in-depth business knowledge
to the company. As CFO he is
responsible for Rakon’s finance,
information systems and investor
relations functions.
Anand’s previous experience
includes financial and
management roles with
organisations including Sony,
British Telecom and Deloitte.
Anand is a member of Chartered
Accountants Australia and New
Zealand (CAANZ).
Brent Robinson
Chief Technology Officer
Hon FIPENZ
Brent has been with Rakon since
1979. As Chief Technology Officer,
Brent oversees Rakon’s technology
development and innovation.
He has 42 years’ experience in
the design and manufacture of
crystals and oscillators, and has
included leading the development
of Rakon’s leading products and
technologies.
Brent was Managing Director
and Chief Executive Officer for
almost 36 years, until April 2022.
Under Brent’s leadership, Rakon
has grown into a global company
and recognised leader in the
frequency control product industry.
Darren Robinson
Chief Marketing Officer
Dip Export Marketing
Darren has led Rakon’s sales and
marketing function since 1990
and has been instrumental in the
company’s expansion into new
markets, its commercialisation
of new applications and its
development of business
relationships with many Fortune
500 companies.
Through his in-depth
understanding of Rakon’s
markets, Darren also plays an
integral role in steering the
company’s R&D efforts, guiding
product development teams
to develop solutions and meet
new requirements in emerging
applications and solving
customer problems.
Margo Thomas
General Manager
Global People and Capability
BA, PGDip, DipTchg, PGCertC
Margo joined Rakon in January
2016 and is responsible for
Rakon’s Human Resources (HR)
strategy, policies and processes,
including organisational
alignment, talent acquisition,
leadership development, change
management, employment relations
and health and safety.
Prior to this, Margo was
General Manager of People and
Capability New Zealand. She has
more than 20 years’ experience
working in HR including senior HR
positions in a range of industries
with Crowe Horwath, Spark,
Westpac and New Zealand Post.
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Our executive team
Scott Stemper
Global Quality Manager
BSc (EE)
Scott joined Rakon in January 2015.
He leads the development and
improvement of quality processes and
systems to enhance Rakon’s drive to
be the leading provider of world-class
frequency control products.
Scott’s background includes ten
years as Global Quality Manager with
Raltron Electronics Corporation and
20 years with CTS Frequency Controls
in oscillator product engineering and
quality management roles.
He has also held senior quality
management positions with L3
Technologies and D&S Consultants
Incorporated.
Scott is a member of the of the
American Society for Quality (ASQ).
Borja Thomas Schuhmacher
Head of Global Product Management
BEng (Elec), BEng (Telecom)
Thomas joined Rakon in April 2015 and is
currently responsible for overseeing the
profitable and sustainable management
of the company’s product offerings.
He has more than ten years’ experience
in the electronics sector, and former
Rakon positions include Head of Product
Management New Zealand and Senior
Product Line Manager.
Prior to joining Rakon, Thomas was
a Product Line Manager for Nexans
(formerly Alcatel) in France, leading the
launch of two new product lines for the
smart grid and electric vehicle markets.
Thomas has also held product
consultancy roles in France and began his
career as an R&D Engineer in the UK.
Dr Roy Cann
Head of Global Engineering
PhD (EE), BSc (Eng Science) 1st class Honours,
C.Eng (UK), MIET, DIC
Roy joined Rakon in May 2018 and is
responsible for driving new product
developments and leveraging the benefits
of a collaborative global R&D team.
Prior to joining Rakon, Roy was Electronic
Controls Design Manager at Fisher and
Paykel Technologies, where he was
responsible for the design and supply
chain management of high volume
microprocessor-based motor controllers
across New Zealand and China.
Previous roles include Engineering
Director at Trimble, plus other senior roles
with multi-site responsibilities, including
positions with Avery Weightronix (UK),
Rolls-Royce Aerospace (UK), Meissner
Power Systems (South Africa), and
Connetics (NZ).
Roy is a member of the Institution of
Engineering and Technology (MIET).
Maureen Shaddick
Company Secretary
LLB, BA
Maureen joined Rakon in
November 2018 and provides legal,
company secretarial and regulatory
advice and support. She has more
than 25 years’ experience as a
commercial lawyer and governance
adviser in private practice,
corporates and not-for-profit
organisations in New Zealand,
London and Dubai.
Maureen was the General Counsel
and Company Secretary of Genesis
Energy from 2003 to 2016. She
is the Chair of Cancer Research
Trust New Zealand and has been
a Trustee since 2003. She has also
held a number of other not-for-
profit governance roles.
Arun Parasnis
Managing Director, Rakon India
BEng (Elects & Comm); CPIM (APICS)
PGDip IB; PGDip Strategy
Arun joined Rakon in October 2018 and
is responsible for overseeing all business
functions at Rakon India.
He has more than 30 years experience
in the electronics industry, overseeing
a range of functions including
engineering, operations, business
development and profit and loss
management. His electronics experience
includes electronic components,
consumer electronics and Electronics
Manufacturing Services (EMS).
Prior to joining Rakon, Arun was the Vice
President of Cyient. He has also held
senior positions at Radiall India, Jabil
Circuit India and Vishay Components
India (formerly the Philips Electronics
Passive Components division).
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Environment, social and governance
Last year we began our journey to adopt a formal framework for Environmental, Social and Governance (ESG) reporting.
Our first step has been to identify our most material ESG topics, and from this we will create a sustainability strategy and reporting roadmap.
Materiality assessment
Our materiality assessment sought to identify
the most important sustainability aspects for
Rakon to measure, manage and report on.
This assessment entailed a desktop review of
internal and external input information, including
current trends, peer analysis, media reports
and reporting frameworks along with internal
policy, procedure and reporting documentation.
The assessment also involved stakeholder
engagement, including representatives of
institutional and other investors, potential
investors, senior management and other staff to
determine our material ESG topics.
The outputs of this work are illustrated here. The
materiality matrix graph summarises the relative
importance ratings of each ESG related topic to
our external and internal stakeholders and the
table of key material issues that follows on page
32 describes the most important ESG topics to
Rakon.
ESG framework
Results of materiality assessment
Most material topics
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Our key material issues
The table on this page summarises and
defines the most material ESG-related topics
for Rakon which have been distilled from the
initial long list identified during the review and
engagement process.
ESG framework
These findings were not a surprise to us and
are aligned with where we have been focusing
our efforts to improve our sustainability and
manage our risks. The following pages 33–35
provide examples of the past year’s initiatives to
improve our sustainability.
TopicSub-topicsDefinition
Environment
Sustainable products• Sustainable materials and product design
• Waste and circularity
• Decarbonisation (scope 3)
Minimising the negative impact of our products and embracing innovation to
positively impact the environment.
Sustainable operations• Waste and hazardous material management
• Water management
• Decarbonisation (scope 1 and 2)
• Climate adaptation and resiliency
Sustainable and efficient use and protection of resources in the operating
processes, particularly manufacturing. Adapting to the physical impacts of
climate change to maintain a resilient business model.
Social
Ethical supply chain• Responsible sourcing of materials
• Modern slavery
• Responsible selling of products
Ethical sourcing of raw materials, especially in relation to conflict minerals,
and labour, particularly in partner manufacturing plants outside New Zealand
where labour laws are less stringent. Ensuring sales of products that may have
a military end use comply with international humanitarian law and trade laws.
An engaged, healthy, diverse
and capable workforce
• Employee health, safety and well-being
• Employee engagement and growth
• Diversity and inclusion
Cultivating a strong, healthy workplace culture that attracts, engages and
develops high performing teams that embrace diversity of thought.
Governance
Risk management• Risk management
• Disclosure
• Compliance to legal and regulatory
requirements
Maintaining robust risk management processes.
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Our sustainability strategy will detail:
• Rakon’s vision for sustainability and how it
connects to our broader business strategy
• Rakon’s material sustainability topics, as well
as descriptions of how they affect, and are
affected by, our operations
• Rakon’s sustainability goals, objectives and
commitments.
Our sustainability strategy will include the
following key areas where Rakon has existing
initiatives in place:
• Reducing waste to landfill and committing to
a waste reduction target
• Reducing greenhouse gas (GHG) emissions
and committing to a GHG intensity reduction
target
• Improved visibility and management both up
and down the supply chain and commitments
relating to these
• Maintaining low rates of workplace injury and
committing to a target
• Maintaining high levels of employee
engagement and committing to a targeted
response rate to the employee engagement
survey.
Our reporting roadmap will outline key steps
towards mature sustainability reporting. Tasks
related to filling any climate change (TCFD)
disclosure gaps will be prioritised in preparation
for mandatory reporting from FY23.
Taskforce on Climate-related Financial
Disclosures (TCFD) disclosures
Rakon recognises that by improving transparency
and revealing climate-related information within
financial markets, our financial decision-making
will become more resilient, and climate change
risks and other financial risks better managed.
As a first step, we have undertaken a TCFD gap
analysis to determine Rakon’s current readiness
to be able to make disclosures in accordance with
the TCFD recommendations by FY23.
Next year’s annual report will include our
approach to climate-related risks and
opportunities: how they affect Rakon, and how
Rakon’s operations affect climate change. We will
also have benchmarked and tracked meaningful
metrics against our most material impacts.
Supply chain visibility
Rakon recognises that visibility of labour
practices, sources of materials and end use of
products are important issues for many of our
stakeholders including suppliers, customers,
investors, employees and regulators. In addition
to addressing these matters in our supplier and
broader Business Code of Conduct, Rakon’s Trade
Compliance Policy requires compliance with trade
laws, which typically regulate imports, exports,
trade sanctions and boycotts.
Rakon’s products are used in a wide range of
applications in many different industries and
market sectors. With customers in the defence
industry, we are particularly focused on ensuring
we comply with rules designed to control the
export of goods that may have a military end use
(including in weapons) in all the countries where
we do business.
Rakon’s Trade Compliance Policy requires
compliance with export controls and
restrictions in each of the countries it designs
and manufactures products within; including
application for export permits or licences. Our
Trade Compliance Policy states that we will not
sell products which could be used in weapons
of mass destruction (or their means of delivery);
or in cluster munitions or for terrorist activity.
Further, Rakon must undertake customer due
diligence when it is aware products may be
purchased for a military end use.
Rakon has a comprehensive compliance
framework in place including: staff training,
business management system protocols and
senior management oversight and escalations.
Compliance assurance reporting is required by
the Board bi-annually.
In accordance with our ongoing commitment to sustainability, we will build on these material topics to develop a sustainability
strategy and reporting roadmap over the next few months.
ESG framework
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Our EMS strives to deliver continuous
environmental improvement and maintain
business excellence. Across our facilities we seek
to:
• minimise waste, as well as treat it to
prevent pollution
• be efficient in the use of energy and
natural resources
• create environmentally friendly
products and technologies.
We have been reporting to CDP (formerly known
as the Carbon Disclosure Project) since 2010. The
information we measure and provide across our
global operations includes refrigerant use and
the consumption of carbon dioxide, electricity,
fuel and natural gas.
In New Zealand, our EMS is reviewed on an
ongoing basis following the Plan-Do-Check-
Act methodology. This includes establishing
objectives, implementing processes, monitoring
and measuring against environmental policy,
targets and legal requirements and then
reporting results. Actions are taken to improve
the performance of the EMS in a continuous
improvement approach, and our staff are invited
to provide input into the review process. Our
EMS targets are based on the last 2 years
of data.
Our New Zealand focus continues to be on
reducing waste and pollution, reducing water,
electricity and CO2 emissions, and reducing
hazardous materials on site. For example an
initiative to replace lights with LED panels and
sensor lighting is now 90% complete and energy
consumption has reduced by 6% over the last 2
years. Water consumption has reduced by 20%
based on litre per part produced since 2020.
At Rakon India we obtained our ISO14001
recertification during the year with zero non-
compliances. Improvements included reducing
consumption of the compounds Acetone and
Stycast in production, as well as eliminating the
use of the chemical Galden through installing a
new machine which is operated by electricity to
perform leak testing.
A new initiative is also planned for FY23 in India
to put a new solvent recycling machine into
production. The recycling process separates the
original solvent from waste materials picked up
during its use, then recondenses it for reuse.
Trials of the new machine are in progress and
we have seen 90% of the used solvent being
recovered.
In France, through the tremendous efforts of
the engineering team, we have been reducing
products classed as ‘REACH’ (Registration,
Evaluation, Authorisation and Restriction
of Chemical Substance) throughout our
manufacturing processes. We have also almost
completed the replacement of lights at our sites
with LED lighting where possible.
Rakon is ISO14001 certified at our manufacturing facilities in New Zealand and India. This standard sets out the requirements
for our Environmental Management System (EMS).
Improving our environmental footprint
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In India, our Rakon team has donated to Swami
Vivekananda Youth Movement (SVYM) and
provided palliative care services for 148 patients
living with or dying from advanced progressive
illness such as cancer, paralysis, kidney failure,
cerebral palsy and severe neurological disorders.
We also helped fund an athletics day at a local
polytechnic college for electrical engineering
students in the Bengaluru area, as well as
providing career opportunities for graduates.
In France, we participate in a government
initiative to support engineering students
by offering intern programmes and financial
assistance with their studies. This creates
a win-win by creating opportunities for
financially disadvantaged students to pursue an
engineering career as well as broadening the
pool of talent available for high tech companies
such as Rakon.
Our Research and Development centre in the
United Kingdom, has for the past five years,
assisted a charity radio station at the nearby
Princess Alexandra hospital through advertising
support.
In New Zealand, we support young people
studying engineering by providing two
scholarships annually to Auckland University’s
Engineering school.
We have also built connections with a range of
New Zealand charities that improve well-being
and quality of life with a focus on our tamariki
(next generation). Over the past year, we have
donated to Radio Lollipop, Koru Care, Special
Children’s Christmas Party, Kidney Kids NZ, the
New Zealand Down Syndrome Association, the
Rotary Club of Newmarket, Burn Support Group
Charitable Trust, Remuera Lions Club Charitable
Trust and the Auckland Rescue Helicopter Trust.
As a global employer, Rakon aims to actively and positively contribute to the communities where it operates.
Over the past year we have supported a range of initiatives that improve well-being or assist with education and career prospects.
Making positive social contributions
Rakon India is a supporter of SVYM
(here and above)
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Corporate governance
The Board of Rakon Limited is committed to conducting business in the right way and maintaining the highest standards of corporate behaviour and accountability.
The Board regularly reviews Rakon’s corporate governance framework and supports best practice reporting.
Code of ethical behaviour
We are committed to ensuring the
highest standards of honesty and
integrity are maintained by our
Directors, employees, suppliers,
contractors and consultants, in all
activities conducted by, or in the
interests of, Rakon
.
Corporate policies, guidelines, procedures and
practices address how we support our people,
respect communities, act in the interests of our
investors, conduct our business and protect the
environment. This includes our requirements in
relation to health, safety and well-being, and
ethical behaviour,
Ethical standards and guiding principles are
set out in our
Business Code of Conduct.
The high standards of honesty, integrity and
ethical conduct which Directors are required to
maintain, are also set out in the
Board Charter
which is regularly reviewed by the Board.
The Board confirms that in the year to 31 March
2022, the company’s corporate governance
practices complied with the recommendations
in the NZX Corporate Governance Code, 10
December 2020 (NZX Code).
The governance information in this Annual
Report is current as at May 2022 and has been
approved by the Board.
Rakon is listed on the NZX Main Board and is
subject to regulatory control and monitoring
by both the NZX and the Financial Markets
Authority (FMA).
Rakon’s Business Code of Conduct sets out
expectations of ourselves and our suppliers, of
how we operate and do business. It includes
respect for, and compliance with, all laws in the
countries in which we operate and universally
recognised standards for the environment,
human rights, labour and ethics.
Rakon has processes in place to ensure all new
and existing employees have awareness and
understanding of the Business Code of Conduct
and other company policies. These include an
Employee Handbook which is regularly reviewed
and updated and is available on the in-house
portal, along with all human resources and
governance policies and procedures. Training
sessions with managers and team leaders
ensure they are well equipped to guide and
support their teams. Rakon continues to work
on improving its processes for promoting
awareness and for receiving assurance of
understanding and compliance.
The Business Code of Conduct requires
Directors and employees to promptly report
material breaches of the Code. Rakon’s
Protected
Disclosure (whistleblowing) Policy
supports
the expectation that employees should report
breaches of the Business Code of Conduct
and policies, as well as other wrongdoing or
suspected wrongdoing. The policy provides a
framework and process for safe reporting and
is accessible by all employees on the in-house
portal.
Rakon’s Financial Product Trading Policy
addresses the risk of insider trading in Rakon
securities by Directors and employees. Additional
trading restrictions apply to Restricted Persons
as defined in the policy, including Directors and
certain employees.
Details of Directors’ shareholdings as at 31
March 2022 are set out in the Shareholder
Information section on page 98. The policy is
also available on the in-house portal and notices
about restricted trading periods and reminders
about the rules regarding financial product
trading and related policies are provided to
employees.
The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
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Board composition and performance
The Board is ultimately responsible for
Rakon’s strategic direction and oversight
of Rakon’s management, with the aim
of increasing shareholder value and
ensuring the company’s obligations are
met.
The Board operates under a written charter
which sets out the structure of the Board and the
procedures for the nomination, resignation and
removal of Directors; and outlines the respective
responsibilities and roles of the Directors and
management. It also identifies procedures to
ensure that the Board meets regularly, conducts
its meetings in an efficient and effective manner
and that Directors are fully empowered to
perform their duties and to fully participate in
meetings of the Board.
Rakon’s day-to-day management and operation
is delegated by the Board to the senior
management team under the leadership of the
Combined board experience
Enterprise leadership
Industry technology
Listed corporate
governance
Finance audit & risk
MarketingManufacturing
M&AInternational
Corporate governance
Chief Executive Officer. This delegation and
further sub-delegation is subject to financial
controls and limitations advised from time to
time as set out in detailed Delegated Authorities
Schedules.
In discharging their duties, Directors have direct
access to, and may rely upon, Rakon’s senior
management and external advisers.
Directors have the right, with the approval of
the Chair or by resolution of the Board, to seek
independent legal or financial advice at the
company’s expense to assist them in the proper
performance of their duties.
While the appointment of new Directors is the
responsibility of the whole Board, the
People
Committee Charter
outlines the Committee’s
particular duties and responsibilities in relation
to the selection and appointment of new
Directors and succession planning.
The People Committee is responsible for
identifying and recommending candidates for
the role of Director, taking into account such
factors as it deems appropriate, including
tenure, capability, skill sets, experience, diversity,
qualifications, judgement and the ability to work
with other Directors.
The Board recognises a skills matrix can assist
with identifying and assessing existing Directors’
skills and competencies as well as new skills and
competencies which may be needed to meet
Rakon’s future governance requirements. The
skills and experience the Board has determined
are important to Rakon’s strategic direction and
those collectively held by the current Directors
are shown on this page.
The number of elected Directors and the
procedure for their appointment, retirement and
re-election at annual meetings are set out in
Rakon’s Constitution and the NZX Listing Rules.
All Directors, including any executive Director
must retire by rotation and if eligible, may stand
for re-election at the third annual meeting, or
three years after their last election, whichever
is longer. Any Director appointed since the
previous annual meeting must also retire and is
eligible for election.
All new Directors enter into a written agreement
with the company in the form of a letter of
appointment. The letter sets out the key terms
and conditions of their appointment. The letter
addresses tenure, duties and responsibilities and
requirements outlined in relevant legislation, the
NZX Listing Rules, Rakon’s Constitution and the
Board Charter and is supported by general rules
and practice.
The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
Information about each of Rakon’s Directors is
available on the Rakon website and on page 28.
The company maintains an interests’ register and
particulars of the entries made in the interests’
register during the year ended 31 March 2022 in
relation to Directors’ interests are disclosed in
the Shareholder Information section on Pages
99–101.
Board Audit & Risk
Committee
People
Committee
Total number of meetings held1155
Bruce Irvine1155
Keith Oliver11–5
Brent Robinson1055
Lorraine Witten1155
Roger Yao: Observer for Yin Tang Tseng
1
11––
Keith Watson115–
Steve Tucker
2
52
Sinead Horgan
3
21
1
Roger Yao is an observer for Director Yin Tang (Tony) Tseng, with the consent of the Board, in June 2017. Tony is the current
Chair of Siward Crystal Technology Co. Limited, a substantial shareholder (12.3%) in Rakon and is actively involved in the
governance of Rakon.
2
Steve Tucker was appointed to the Board with effect from 1 October 2021
3
Sinead Horgan was appointed to the Board with effect from 25 January 2022
Corporate governance
Image for here?
Board meetings and attendance
The Board meets as often as it deems
neccessary, including sessions to review the
company’s performance against agreed plans,
and to consider the Rakon’s strategic direction
and forward-looking business plans. Video and/
or phone conferences are used as required
including to accommodate the restrictions on
face-to-face meetings due to Covid-19.
The table below sets out Directors’ attendances
at the Board, Audit and Risk Committee and the
People Committee meetings during the year
ended 31 March 2022. In total, there were 11
Board meetings, five Audit and Risk Committee
meetings and five People Committee meetings.
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The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
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Diversity
At Rakon we recognise the value of diversity
of thinking and skills in our recruitment,
management and governance practices, and
we seek to create inclusive work environments
where all our people are valued and respected.
We recognise diversity means one or more of a
number of different characteristics and factors,
including but not limited to: gender, ethnic
background, religion, age, marital status, culture,
disability, economic background, education,
language, physical appearance and sexual
orientation. In building our teams we consider
the different backgrounds, communication
styles, life-skills and interpersonal skills of
Directors and employees to be valuable in
creating successful teams.
Rakon’s
Diversity and Inclusion Policy requires
Rakon to set objectives for measuring and
promoting diversity and inclusion within the
company. Progress on these objectives is
required to be monitored and assessed by
the People Committee and the Board at least
annually.
The Board has set two key diversity and inclusion
objectives which were continued through
FY22, aimed at reflecting the undertakings and
intentions of the Diversity and Inclusion Policy in
Rakon’s planning, recruitment and remuneration
practices:
• Ensure succession plans for critical business
roles are aligned to Rakon’s Diversity and
Inclusion Policy and represent the diversity in
the Rakon business; and
• Collect and analyse data based on gender
with a view to designing and implementing a
three-to-five-year plan to achieve gender pay
equality.
In setting these objectives, we have recognised
that alignment with our Diversity and Inclusion
Policy needs to be addressed in the ongoing
development of succession plans for critical
business roles, and that gender pay equality
is a key indicator of a diverse and inclusive
organisation. Rakon gender data across all of
its global operations is recorded in the People
section on page 25.
As at 31 March 2022, women represented 25%
(FY21: 16.7%) of Rakon’s Directors and 22%
(FY21: 22%) of Rakon’s Officers (as defined
in NZX Listing Rule 3.8.1(c)). A quantitative
breakdown of the number of male and female
Directors and the number of male and female
Officers as at 31 March 2022 and as at 31 March
2021 is set out in the table on this page.
In the table the Chief Technology Officer, who
was the Managing Director and Chief Executive
Officer, is included as a Director. Officers are the
other direct reports of the Chief Executive Officer
having key functional responsibilities.
With effect from 1 April 2022 and the resignation
of Director and Chair Bruce Irvine, the total number
of Directors reduced to seven and accordingly the
percentage of Directors who are women is ~29%.
Also, with effect from 1 April 2022, the Managing
Director position held by Brent Robinson, ceased and
he became Chief Technology Officer while remaining
an Executive Director and accordingly, will continue
to be counted as a Director for the purposes of the
diversity statistics.
Date of
determination
31 March
2022
31 March
2021
Directors
Females225%116.7%
Males6 75%583.3%
Officers
Females222%222%
Males7 78%7 78%
Corporate governance
The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
Director development
All Directors are encouraged to undertake
appropriate training and education to build
on their governance and directorship skills.
Appropriate training and education includes:
attending presentations on changes in
governance, legal and regulatory frameworks;
attending technical and professional
development courses; and attending
presentations from industry experts and key
Rakon advisers. Senior management provide
updates to the Board on relevant industry and
company issues. A number of Rakon’s Directors
are chartered members of the New Zealand
Institute of Directors.
Board, committee and director evaluation
The Board Charter requires the Board to
regularly consider individual and collective
performance, together with the skill sets, training
and development and succession planning
required to govern the business. In FY22 the
Board’s key focus was succession planning,
which took into account previous Director
and Board performance evaluation exercises
Corporate governance
undertaken by the Board as a group, and on a
one-on-one basis. The Board engaged to discuss
the attributes, skills and experience required
from Directors for the good governance of the
company and its strategic direction.
The charters of the Board’s Committees also
require the Committees to undertake a self-
review process, including receiving feedback
from the Board as a whole and reporting to
the Board on the outcome of the reviews.
Review and evaluation checklists are used by
each Committee for the review and evaluation
exercise.
Independence
The Board currently comprises seven Directors:
six non-executive Directors, and one executive
Director. The executive Director was the
Managing Director and Chief Executive Officer
until 31 March 2022 and now holds the position
of Chief Technology Officer. In order for a
Director to be independent, the Board has
determined, among other things, they must
not be an executive of Rakon and must have no
disqualifying relationships. The Board records
guidance for determining independence in its
Charter and follows the guidelines in the NZX
Listing Rules.
By reference to this guidance, the Board
considers that as at 1 April 2022, a majority (five)
of the Directors are independent of the company,
and do not have any interests, positions,
associations or relationships which might
interfere, or might be seen to interfere, with
their ability to bring independent judgement
to the issues before the Board. It accordingly
confirms: Lorraine Witten (Chair), Keith Oliver,
Keith Watson, Steve Tucker and Sinead Horgan
are independent; and Brent Robinson and Tony
Tseng are not independent.
The Board recognises that from time to time it
is appropriate for the Board to confer without
executive Directors or other senior management
present, and for there to be separate meetings of
independent Directors.
The Chair of Rakon is an independent Director.
While the Board Charter does not require the
chair of the Board to be an independent Director,
if the Directors appoint a fellow Director as
Chair who is not independent, then they are
required to disclose this fact in the company’s
annual report, along with reasons justifying such
a decision. The Rakon Board Charter records
the Board’s intention that the Chair and the
Managing Director or Chief Executive Officer
shall not be the same person.
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RAKON Annual Report |
FY22
The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
41
RAKON Annual Report |
FY22
Committees
Audit and Risk CommitteePeople Committee
Membership
From 1 April 2022:
• Sinead Horgan (Chair)
• Lorraine Witten
• Steve Tucker
From 1 April 2022:
• Keith Oliver (Chair)
• Lorraine Witten
• Keith Watson
To 31 March 2022: Lorraine Witten (Chair), Bruce Irvine, Keith Watson,
Steve Tucker, Sinead Horgan
To 31 March 2022: Keith Oliver (Chair), Bruce Irvine, Lorraine Witten
Purpose
Ensure oversight of all matters related to Rakon’s financial accounting and
reporting, monitoring the processes undertaken by external auditors and
internal audit activity, operational risk management and compliance with
all financial corporate governance requirements. Duties and responsibilities
include:
• Review of consolidated financial statements
• Oversight of compliance with financial reporting rules and accounting
policies
• Review of performance of the external auditor and their appointment and
removal if required
• Oversight of the adequacy and effectiveness of internal controls
• Review of internal control procedures, risk management framework and
operational risk management, including insurance
• Regularly meet external auditor without management present.
Assist the Board in establishing coherent human resources, remuneration
and Director nomination policies and practices, to support the successful
management of Rakon. Duties and responsibilities include:
• Review of human resources strategy, organisational structure and
management succession planning
• Review of employee incentive schemes, remuneration for the Chief
Executive, senior management and Directors
• Oversight of compliance with human resources and health and safety
legislation
• Oversight of Director succession planning, selection, appointment and
evaluation
• Review of induction and training programmes for new and existing
Directors.
Corporate governance
The Board has delegated certain
activities to committees to assist in the
execution of its responsibilities. The
current committees of the Board are
the Audit and Risk Committee and the
People Committee (Committees).
The Committees meet as required and have terms
of reference (charters), which are approved and
regularly reviewed by the Board, and are available
on Rakon’s website.
The Committees review and analyse policies
and strategies, which are within their terms of
reference. They examine reports, information
and proposals and, where appropriate, make
recommendations to the full Board. Committees
do not take action or make decisions on behalf
of the Board unless specifically mandated by
prior authorisation from the Board to do so.
All members of the Board receive the minutes
of each Committee meeting and all Directors
are entitled to attend any Committee meeting.
In pursuing its duties and responsibilities,
each Committee is empowered to seek any
information it requires from employees and to
obtain independent legal or other professional
advice. Each Committee is required to report to
the Board after each meeting of the Committee.
The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
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RAKON Annual Report |
FY22
Corporate governance
The Audit and Risk Committee’s Charter provides
that the Committee must be comprised solely
of Directors of Rakon, have a minimum of three
members, have a majority of independent
Directors and have at least one Director with an
accounting or financial background. The Chair of
the Audit and Risk Committee is not the Chair of
the Board and all three of the current members
are independent Directors and have accounting
and financial backgrounds.
The People Committee’s work plan reflects
duties and responsibilities that would otherwise
be covered by separate remuneration and
nomination committees. This approach is
sensible from an administrative and resourcing
perspective and facilitates regular oversight of
both remuneration and nomination matters
through the year. Currently Rakon health and
safety matters are the responsibility of the full
Board with oversight of legislative compliance
and policy by the People Committee.
Management may attend Committee meetings
at the invitation of the Committee Chairs.
Other committees
The Board Charter specifically requires the Board
to assess regularly whether there is a need for
any further standing committees and the Board
acknowledges that any committee established
should operate under a written charter. From
time to time, special purpose committees may be
formed to review and monitor specific projects
with senior management.
Takeover response guidance
Rakon has not developed a specific policy
governing the Board’s response to a takeover
situation. Current legal advice on process that
should be followed in the event of a takeover
offer is readily accessible by Directors in their
online Resource Centre. In the case of a takeover
offer, Rakon will form an Independent Takeover
Committee to oversee disclosure and response,
and engage expert legal and financial advisers to
provide advice on procedure.
Reporting and disclosure
Rakon’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.
Continuous disclosure
Rakon has a
Continuous Disclosure Policy to
ensure that material information is identified,
reported, assessed and disclosed promptly
and without delay to the market. This policy is
regularly reviewed and circulated to Directors
and employees, along with further guidance
on the application of the policy and additional
reminders. Continuous disclosure is a standing
agenda item for each Board meeting for formal
consideration as to whether there is any relevant
material information that should be disclosed to
the market. In addition to all information required
by law, Rakon also seeks to provide
sufficient meaningful information, including
financial and non-financial information, to ensure
stakeholders and investors are well-informed of
all material information.
Financial information
Our business teams are responsible for
implementing and maintaining the appropriate
accounting and financial reporting principles,
policies and internal controls designed to ensure
compliance with accounting standards and
applicable laws and regulations.
The Audit and Risk Committee oversees the
quality and integrity of external financial
reporting, including the accuracy, completeness,
clarity, balance and timeliness of financial
statements. It reviews Rakon’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 for the reporting period ended 31
March 2022.
For the financial year ended 31 March 2022, 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 compliance of the
financial statements with the Financial Markets
Conduct Act 2013.
The Chief Executive Officer and Chief Financial
Officer have confirmed in writing to the Board
that Rakon’s external financial reports present
a true and fair view of the company’s financial
position in all material aspects.
Rakon’s full and half-year financial statements
for the current year and the past seven years are
available on our website.
The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
Non-financial information
This year for the first time, we combined non-
financial reporting into the Annual Report,
recognising the interdependence of financial
and non-financial matters to the long-term
sustainability of the business. During FY22
Rakon initiated a formal process to understand
Environmental, Social and Governance (ESG)
priorities including input from stakeholders
as we build our formal framework for mature
sustainability reporting. For further information
see pages 31–33.
Remuneration
Rakon applies a fair and equitable
approach to remuneration having regard
to the financial position of the company
and the external environment.
For full information please refer the
Remuneration section at page 96.
Corporate governance
Risk management
Rakon is committed to the identification,
monitoring and management of
material financial and non-financial risks
associated with all its business activities
in the interests of all of its stakeholders.
The Board has overall responsibility for Rakon’s
system of risk management and internal control
and delegates day-to-day management of risk
to the Chief Executive Officer. The Audit and
Risk Committee provides additional and more
specialised oversight of the company’s risks to
support the Board’s oversight.
As recorded in the Audit and Risk Committee’s
Charter, the Board delegates specific
responsibilities to the Committee in regard
to risk assurance. The Committee’s work plan
and meeting schedule provide dedicated time
for review of the company’s risk management
framework, financial risks, operational risk
registers and review of the company’s risk
appetite. The Committee is required to report its
findings to the full Board.
The Board maintains a strategic risk register
which is required to be reviewed and updated
as required at each meeting. The Board and
management are focused on the continuous
improvement and effectiveness of Rakon’s risk
management framework.
Managers are required to regularly review the
key risks in their areas of responsibility and to
assess, rate, control, mitigate or monitor such
risks. Key operational, quality management
system, environmental management system,
business continuity, project and strategic
risks are required to be reviewed by the
senior management team to assess whether
appropriate risk management actions are being
taken, and the key risks are reported to the
Audit and Risk Committee and Board for further
oversight.
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RAKON Annual Report |
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The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
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RAKON Annual Report |
FY22
IssueRisk Description Controls and Mitigation
Health, Safety and Well-beingEmployee workplace accidents and illness Rakon maintains a global focus on health, safety and well-being
through policy, practices and management. Information on the
management of health, safety and well-being across Rakon’s global
operations is provided regularly to the Board including incident
reporting and critical risks.
Product QualityDefects in product causing losses or damage to custom-
ers or public
Rakon maintains global quality management system (ISO certified)
at manufacturing sites in New Zealand, France and India, and strong
cultural focus on quality.
Intellectual Property and Technology Disruption Third party assertion of intellectual property rights and
competing technology
Rakon maintains a significant investment in R&D and a strong
cultural focus on technology leadership in the frequency control
product industry and management of its patent portfolio.
Business ContinuityCatastrophic events and supply chain disruptionRakon maintains business continuity protocols and manages and
maintains its focus on dual sourcing and inventory management,
dual manufacturing capability and Plan B business management
system arrangements.
Access to MarketsGeo-political issues affecting suppliers of parts and salesRakon maintains diversification of global suppliers, product lines,
customers and operating locations.
Cyber SecurityCyber-attack or data breachRakon maintains a continuous improvement process including
policies, practices and control mechanisms to protect personal and
customer and business information and address risk of cyber attacks
and data breaches.
Health, safety and well-being
Health, safety and well-being matters are the
responsibility of the full Board, with oversight of
policy and legislative compliance by the People
Committee. The Board recognises that effective
management of employee health, safety and
well-being is essential for the operation of a
successful business, and to prevent harm and
promote well-being for employees, contractors
and customers.
The Board is responsible for governance and
oversight of Rakon’s health and safety framework.
This includes ensuring that the systems used
to identify and manage health and safety risks
foster an effective health and safety culture, set
clear expectations, are fit for purpose, and are
effectively implemented, properly resourced,
regularly reviewed and continuously improved.
Rakon continues to review its health and safety
policy and practices to achieve consistency of
behaviour, processes and expectations across its
global businesses.
Corporate governance
Key risks
Climate-related risks
Rakon documents, scores and manages
operational climate-related risks
through its ISO14001 Environmental
Management System processes.
Rakon recognises the importance of fully
integrating its climate related risk assessment
processes into its risk management framework,
ensuring management review and Board level
oversight to ensure the impact of climate change
risks and opportunities form part of Rakon’s
strategy and financial planning. Based on advice
from management to the Board, Directors are
satisfied Rakon does not currently have any
significant climate-related risks.
Management of waste and hazardous material
management, water and carbon emissions
and climate adaptation and resiliency
were recognised as important topics by
stakeholders during Rakon’s recent assessment
of its Environmental, Social and Governance
materiality issues as more particularly discussed
on pages 31–33.
The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
Corporate governance
Auditors
External audit
The Board is committed to ensuring
audit independence, both in fact and
appearance, in order that Rakon’s
external financial reporting is viewed as
being highly objective and without bias.
The Audit and Risk Committee reviews the
quality and cost of the audit undertaken by
the company’s external auditor and provides a
formal channel of communication between the
Board, senior management and external auditor.
For the financial year ended 31 March 2022,
PricewaterhouseCoopers (PwC) was Rakon’s
external auditor, a position it has held since
2006.
As outlined in the Audit and Risk Committee
Charter, the Committee regularly meets with
the external auditor to approve the terms
of engagement, audit partner rotation (at
least every five years) and audit fee, and to
review and provide feedback in respect of the
annual audit plan. A comprehensive review
and formal assessment of the independence
and effectiveness of the external auditor
is undertaken periodically. The Committee
routinely allows time to meet with the external
auditor without management present.
The Audit and Risk Committee assesses the
auditor’s independence on an annual basis.
All audit work at Rakon is fully separated from
non-audit services, to ensure that appropriate
independence is maintained. Other services
provided by PwC in FY22 were non-audit related.
These services were deemed to have no effect
on the independence or objectivity of the
auditor in relation to audit work. The fees paid to
PwC for audit and non-audit work are identified
in note 7 to the Financial Statements in this 2022
Annual Report.
Rakon’s External Auditor Independence Policy
provides comprehensive and current guidance
to Directors and management to assist them in
determining the services that may or may not be
performed by the external auditor.
PwC has provided the Audit and Risk Committee
with written confirmation that, in their view, they
were able to operate independently during FY22.
The audit partner of the company’s external
auditor, PwC, is asked to attend the company’s
annual meetings, and to be available to answer
questions from shareholders at those meetings.
The PwC audit partner attended Rakon’s 2021
Annual Shareholders’ Meeting and is expected
to be in attendance at the 2022 Annual
Shareholders’ Meeting.
Internal audit
Rakon has a number of internal controls
overseen by the Audit and Risk Committee
and the Board, which are supported by policy,
processes and procedures and regular reporting.
These include controls for computerised
information and management systems, cyber
risk and information security, business continuity
management, insurance, health and safety,
conflicts of interest, prevention and identification
of fraud and legislative compliance.
The company does not have a permanent
internal audit function. From time to time and
as required external audit services are engaged
to review its systems and internal controls. To
maintain its ISO accreditation for a number of
its management systems including the Quality
Management System and the Environmental
Management System Rakon is subject to
rigorous, regular independent audits.
45
RAKON Annual Report |
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The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
46
RAKON Annual Report |
FY22
Shareholder rights and relations
Corporate governance
We are committed to open and
regular dialogue and engagement with
shareholders.
Rakon seeks to ensure that investors understand
its activities by communicating effectively
with them and giving them access to clear and
balanced information. The Board regularly
reviews its shareholder communications strategy.
In FY22 Rakon undertook an Investor Perception
Study and also engaged with investors, potential
investors and investor representatives to inform
its assessment of its material Environmental,
Social and Governance issues.
Rakon maintains a website: www.rakon.com
where shareholders and other stakeholders may
obtain up-to-date financial and operational
information and key governance information
along with other information about the company
and its products.
The annual review of Rakon’s compliance with
the NZX Corporate Governance Code (NZX
Code) is available on Rakon’s website in the
relevant annual report.
Rakon has a calendar of communications and
events for shareholders, including but not
limited to:
• Annual Report and half year shareholder
communications
• Annual and half year results announcements
• Annual and interim business update and
results presentations
• Annual meetings
• Investor Day
• Ad hoc investor presentations to institutional
investors and retail brokers
• Easy access to information through the Rakon
website: www.rakon.com
• Access to management and the Board via a
dedicated email address:
investors@rakon.com
• Option to sign-up via website to receive
email notification of investor news
• Option to sign-up via website to receive
product updates.
Shareholders are actively encouraged to attend
the company’s annual meetings and vote on
major decisions, which affect Rakon. Voting
is by poll, upholding the ‘one share, one vote’
philosophy. Shareholders may raise matters for
The key corporate governance
documents, charters and policies
referred to in this report are available
on Rakon’s website at:
www.rakon/investors/corporate-governance
discussion at these events. While to date, Rakon
has held in-person meetings only, allowing
shareholders who are unable to attend to receive
audio and more recently video transmission of
the meeting, it is now Rakon’s intention to move
to a hybrid meeting allowing those not present
to actively participate in the meeting. Rakon
believes this change will better recognise the
wide geographic dispersion of shareholders in
New Zealand and overseas as well as addressing
concerns regarding Covid-19.
All shareholders have the option to elect to
receive electronic communications from the
company through the company’s share registrar
(Computershare) and by electing to receive
notification of investor news.
In addition to shareholders, Rakon 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
and regulators, as well as Rakon employees,
customers and suppliers.
In accordance with the Companies Act 1993,
Rakon’s Constitution and the NZX Listing Rules,
Rakon will refer major decisions which may
change the nature of Rakon to shareholders for
approval.
The Board notes the NZX Code recommendation
in relation to considering the interests of all
existing financial product holders.
The Board will take account of the
recommendation in the event of a capital
raise, as well as the expectation that it should
explain why any capital raising method other
than pro-rata was preferred when reporting its
governance practices against the NZX Code.
Glossary
Find out more
Visit our Investor Centre:
www.rakon.com/investors
At our Investor Centre you can sign up for our
email alerts and receive investor news updates
straight to your inbox.
Crystal Filter
A filter that allows only the desired frequency to
pass through to the output.
Crystal Micro-Electro-Mechanical System
(XMEMS
®
)
Rakon’s advanced quartz-based resonator
technology. It is made using Rakon’s
NanoQuartz™ microfabrication process,
delivering unprecedented resonator and
oscillator performance.
Crystal Oscillator (XO)
A crystal resonator combined with appropriate
circuitry to generate a variety of repeating
electrical signal waveforms (e.g. CMOS / square
wave).
Crystal (Xtal) Resonator
At the heart of XOs, VCXOs, TCXOs and OCXOs
are quartz crystal resonators, which naturally
oscillate at a certain frequency with electrical
stimulation. This frequency is based off their
width and the piezoelectric effect.
Oscillator
A circuit or device that generates a fixed
frequency signal and consists of a resonator and
electronic components.
Oven Controlled Crystal Oscillator (OCXO)
A crystal oscillator that uses a miniaturised oven
to keep its internal temperature constant.
Oven Controlled SAW Oscillator (OCSO)
An oven controlled oscillator using Surface
Acoustic Wave (SAW) technology.
Surface Acoustic Wave (SAW) Resonator
At the heart of SAW oscillators are SAW
resonators. This is a special type of crystal
resonator that has the piezoelectric effect
occurring on the resonator’s surface, compared
to traditional resonators which are through the
bulk of the crystal resonator.
System Solutions
Refers to Rakon’s solutions that include
high performance products, equipment and
consulting services for Space & Defence.
Temperature Compensated Crystal Oscillator
(TCXO)
A crystal oscillator with additional circuitry to
remove frequency variations due to temperature
change.
Ultra Stable Oscillator (USO)
An extremely stable oscillator used in high-end
space and instrumentation applications.
Ultra Stable TCXO
Using unique technology these TCXOs can
achieve stabilities of 50 parts per billion (ppb)
over temperature.
Voltage Controlled Crystal Oscillator (VCXO)
A VCXO is an XO that allows the user to manually
adjust a control voltage; it helps to compensate
for instabilities in the output frequency. It is
mainly used to bring the oscillator back to
frequency after being impacted by instabilities
(e.g. long term stability).
Voltage Controlled Oscillator (VCO)
A purely electronic oscillator circuit with an
adjustable output frequency, without the use of
a crystal or SAW resonator.
Voltage Controlled SAW Oscillator (VCSO)
Similar to the VCXO, but uses a SAW resonator
instead of a traditional crystal resonator.
Definition of Underlying EBITDA
Rakon has used ‘Underlying EBITDA’ as a non-gap financial measure in this 2022 Annual Report
document. Underlying EBITDA is defined as ‘Earnings before interest, tax, depreciation, amortisation,
impairment, employee share schemes, non-controlling interests, adjustments for associate’s share of
interest, tax and depreciation, loss on disposal of assets and other cash and non-cash items’. Refer
to note 5 of the Financial statements section of this document for additional information including a
reconciliation to Net Profit After Tax (NPAT).
Surface Mount Technology (SMT) Pick & Place machine
47
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Financial statements
48
RAKON Annual Report |
FY22
49
RAKON Annual Report |
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Table of contents
Directors’ Statement .......................................................................................................................................50
Statement of Comprehensive Income .......................................................................................................51
Statement of Changes in Equity ..................................................................................................................52
Balance Sheet ....................................................................................................................................................53
Statement of Cash Flows ...............................................................................................................................54–55
Notes to the Financial Statements ..............................................................................................................56–90
Independent Auditor’s Report .....................................................................................................................91–95
Shareholder Information ...............................................................................................................................96 –101
Directory .............................................................................................................................................................102
Directors’ statement
The Directors are responsible for ensuring
that the financial statements fairly present the
financial position of the Group as at 31 March
2022 (FY2022) and the financial performance and
cash flows for the year ended on that date.
The Directors consider that the financial
statements of the Group have been prepared
using appropriate accounting policies,
consistently applied and supported by reasonable
judgements and estimates, and that all relevant
financial reporting and accounting standards
have been followed.
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 the
Group and facilitate compliance of the financial
statements with the Financial Markets Conduct
Act 2013.
The Directors consider they have taken adequate
steps to safeguard the assets of the Company and
the Group and to prevent and detect fraud and
other irregularities.
The Directors present the financial statements,
set out in pages 49 – 90, of Rakon Limited and
subsidiaries for the year ended 31 March 2022.
The Board of Directors of Rakon Limited
authorised these financial statements for issue on
25 May 2022.
On behalf of the Directors
L. Witten S. Horgan
Chair Chair of the Audit and Risk Committee
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51
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FY 2022
Statement of Comprehensive Income
For the year ended 31 March 2022
Note
2022
$000s
2021
$000s
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Decrease in fair value cash flow hedges (697)9,906
Cost of hedging (725)(105)
Income tax relating to components of other comprehensive
income
398(2,745)
Exchange differences on translation of foreign operations (517)(4,826)
Long term incentive plan 108–
Items that will not be reclassified subsequently to profit or loss
Changes in fair value of equity investments – Thinxtra (440)203
Other comprehensive income for the year, net of tax (1,873)2,433
Total comprehensive income for the year attributable to
equity holders of the Company
31,23812,071
Earnings per share attributable to the equity holders
of the Company
CentsCents
Basic earnings per share2414.6 4.2
Diluted earnings per share24 14.5 4.2
The accompanying notes form an integral part of these financial statements.
For the year ended 31 March 2022
Note
2022
$000s
2021
$000s
Continuing operations
Revenue6171,967128,260
Cost of sales (81,907)(69,344)
Gross profit 90,06058,916
Other operating income81,6342,604
Operating expenses
Selling and marketing (9,424)(9,441)
Research and development7(11,726)(12,944)
General and administration (28,193)(26,636)
Total operating expenses (49,343)(49,021)
Other (losses)/gains – net9(937)(1,181)
Operating profit 41,41411,318
Finance income103929
Finance costs10(1,945)(1,628)
Share of net profits of associates172,3821,446
Profit before income tax 41,89011,165
Income tax expense22(8,779)(1,527)
Net profit after tax for the year attributable to equity holders
of the Company
33,1119,638
52
RAKON Annual Report |
FY 2022
Statement of Changes in Equity
The accompanying notes form an integral part of these financial statements.
For the year ended 31 March 2022
Note
Share
capital
$000s
Retained
earnings
$000s
Other
reserves
$000s
Total
equity
$000s
Balance at 31 March 2020 181,024 (65,875)(23,293) 91,856
Net profit after tax for the year – 9,638 – 9,638
Currency translation differences25 – – (4,826) (4,826)
Cash flow hedges, net of tax25 – – 7,056 7,056
Changes in fair value of equity investments at fair
value through other comprehensive income –
Thinxtra
25 – – 203 203
Total comprehensive income for the year – 9,638 2,433 12,071
Balance at 31 March 2021 181,024(56,237)(20,860)103,927
Net profit after tax for the year –33,111–33,111
Currency translation differences25––(517)(517)
Cash flow hedges, net of tax25–– (1,024)(1,024)
Changes in fair value of equity investments at fair
value through other comprehensive income –
Thinxtra
25––(440)(440)
Total comprehensive income for the year –33,111(1,981)31,130
Contribution of equity net of transaction costs
Employee share schemes
Value of employee services30––108108
Balance at 31 March 2022 181,024(23,126)(22,733)135,165
53
RAKON Annual Report |
FY 2022
Balance Sheet
As at 31 March 2022
Note
2022
$000s
2021
$000s
Assets
Current assets
Cash and cash equivalents1139,22915,073
Trade and other receivables1244,52238,906
Inventories1357,32137,699
Derivative financial instruments 261,3452,521
Financial asset at fair value through profit or loss26201333
Current income tax asset 213478
Total current assets 142,83195,010
Non-current assets
Property, plant and equipment1421,38818,296
Intangible assets157,1647,584
Right-of-use assets164,7927,195
Interest in associates1716,17212,333
Trade and other receivables121,9413,843
Financial asset at fair value through other comprehensive
income – Thinxtra
182,6803,120
Derivative financial instruments261,095587
Deferred tax asset221,8066,398
Total non-current assets 57,03859,356
Total assets 199,869154,366
As at 31 March 2022
Note
2022
$000s
2021
$000s
Liabilities
Current liabilities
Bank overdraft19–3,599
Borrowings191,2976,433
Trade and other payables2036,00826,026
Current income tax liabilities 2,457–
Lease liabilities162,0762,272
Deferred income12–2,806
Provisions21631330
Derivative financial instruments2685429
Total current liabilities 43,32341,495
Non-current liabilities
Borrowings1914,684–
Provisions212,8173,134
Lease liabilities163,4045,418
Derivative financial instruments 26385260
Deferred tax liabilities2291132
Total non-current liabilities 21,3818,944
Total liabilities 64,70450,439
Net assets 135,165103,927
Equity
Share capital23181,024181,024
Other reserves25(22,733)(20,860)
Accumulated losses (23,126)(56,237)
Total equity 135,165103,927
The accompanying notes form an integral part of these financial statements.
54
RAKON Annual Report |
FY 2022
Statement of Cash Flows
For the year ended 31 March 2022
2022
$000s
2021
$000s
Operating activities
Cash provided from
Receipts from customers168,226123,876
Advance from customers–2,806
R&D grants received2,1921,812
Covid-19 government assistance632,517
Other income received9823
170,579131,034
Cash was applied to
Payment to suppliers and others(84,108)(59,087)
Payment to employees(53,947)(50,060)
Interest paid(1,811)(534)
Income tax paid(475)(1,294)
(140,341)(110,975)
Net cash inflow from operating activities30,23820,059
Investing activities
Cash was applied to
Purchase of property, plant and equipment(8,461)(4,194)
Purchase of intangibles(1,708)(882)
(10,169)(5,076)
Net cash outflow from investing activities(10,169)(5,076)
For the year ended 31 March 2022
2022
$000s
2021
$000s
Financing activities
Cash was provided from
Proceeds from borrowings10,0006,450
10,0006,450
Cash was applied to
Lease liabilities payments(2,625)(2,962)
Cash was applied to financing activities(2,625)(2,962)
Net cash inflow from financing activities7,3753,488
Net increase in cash and cash equivalents27,44418,471
Effects of exchange rate changes on cash and cash equivalents311765
Cash and cash equivalents at the beginning of the year11,474(7,762)
Cash and cash equivalents at the end of the period39,22911,474
Refer to note 11 for the breakdown of cash and cash equivalents.
The accompanying notes form an integral part of these financial statements.
55
RAKON Annual Report |
FY 2022
Statement of Cash Flows (continued)
For the year ended 31 March 2022
2022
$000s
2021
$000s
Reconciliation of net profit to net cash flows from operating activities
Reported net profit after tax33,1119,638
Adjustments for
Depreciation and amortisation expense8,9388,692
Net increase in allowance for expected credit loss29173
Interest expenses–17
Gain on dilution of investment in Timemaker(634)–
Provisions provided551(338)
Movement in foreign exchange rates(851)(961)
Share of net profits of associate(2,382)(1,446)
Deferred tax movement5,041(67)
Employee share based expense108–
11,0625,970
Change in operating assets and liabilities
(Increase)/decrease in trade and other receivables(3,714)1,498
Increase in inventories(21,559)(1,870)
Decrease in provisions(17)(168)
Increase in trade and other payables10,3574,528
Decrease in tax provisions and deferred tax998463
Total impact of changes in working capital items(13,935)4,451
Net cash flow from operating activities30,23820,059
The accompanying notes form an integral part of these financial statements.
56
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FY 2022
Notes to the financial statements
1. General information ......................................................................................................................57
2. Impact of Covid-19 ........................................................................................................................57
3. Going concern ................................................................................................................................57
4. Statement of significant accounting policies .........................................................................57
5. Segment information ...................................................................................................................58
6. Revenue ............................................................................................................................................60
7. Expenditure included in net profit ............................................................................................62
8. Other operating income ..............................................................................................................63
9. Other (losses)/gains – net ............................................................................................................63
10. Net finance (costs)/income .........................................................................................................64
11. Cash and cash equivalents ..........................................................................................................64
12. Trade and other receivables ........................................................................................................64
13. Inventories .......................................................................................................................................66
14. Property, plant and equipment .................................................................................................66
15. Intangible assets ............................................................................................................................68
16. Leases ................................................................................................................................................71
17. Interest in associates .....................................................................................................................72
18. Financial asset at fair value through other comprehensive income – Thinxtra ...........74
19. Borrowings .......................................................................................................................................75
20. Trade and other payables ............................................................................................................77
21. Provisions .........................................................................................................................................77
22. Taxation ............................................................................................................................................78
23. Share capital ....................................................................................................................................80
24. Earnings per share .........................................................................................................................80
25. Other reserves.................................................................................................................................81
26. Financial risk and capital management ...................................................................................81
27. Commitments .................................................................................................................................86
28. Principal subsidiaries ....................................................................................................................86
29. Related party transactions ..........................................................................................................87
30. Share based payments .................................................................................................................88
31. Contingencies .................................................................................................................................90
32. Subsequent events ........................................................................................................................90
57
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
1. General information
Rakon Limited (‘the Company’) and its subsidiaries (‘the Group’) are a global technology company that design
and manufacture advanced frequency control and timing solutions for a wide range of applications. Rakon’s
core markets are Telecommunications, Space & Defence, and Global Positioning. The Company is a limited
liability company, incorporated and domiciled in New Zealand, and listed on the New Zealand Stock Exchange
(NZX code: RAK). The address of the registered office is 8 Sylvia Park Road, Mt Wellington, Auckland.
The Company is registered under the Companies Act 1993 and is a FMC reporting entity under Part 7 of
the Financial Markets Conduct Act 2013. The financial statements of the Group have been prepared in
accordance with the requirements of Part 7 of the Financial Markets Conduct Act 2013 and the NZX (Main
Board) Listing Rules.
The financial statements of the Group have been presented in New Zealand dollars and have been rounded
to the nearest thousand unless otherwise indicated.
2. Impact of Covid-19
There remains a heightened level of uncertainty given the continued presence of Covid-19. The risks and
uncertainties faced by the Group relate to (and are not limited to):
• The impact of wider global economic pressures and shift in market dynamics
• A potential outbreak at one of the Group’s production facilities, significantly affecting site access,
production and sales
• Supply chain disruptions
However, management continuously monitors these risks and plans accordingly to reduce the impact of
these on the Group.
3. Going concern
These financial statements have been prepared on a going concern basis. The Directors are not aware of
material uncertainties related to events or conditions that may cast significant doubt upon the entity’s ability
to continue as a going concern. In making this assessment management and the Directors considered
factors including the current profitability of the Group, and the potential future impact of Covid-19.
4. Statement of significant accounting policies
a. Basis of preparation and measurement base
The consolidated financial statements of the Group have been prepared in accordance with New Zealand
Generally Accepted Accounting Practice (NZ GAAP). They comply with New Zealand equivalents to
International Financial Reporting Standards (NZ IFRS), other New Zealand accounting standards and
authoritative notices that are applicable to entities that apply NZ IFRS. The consolidated financial statements
also comply with International Financial Reporting Standards (IFRS). The Group is a Tier 1 for-profit entity.
The financial statements have been prepared on a historical cost basis, with the exception of certain financial
assets and liabilities, and equity instruments, which are measured at fair value.
b. Basis of consolidation and equity accounting
The financial statements of the subsidiaries are included in the Group’s financial statements from the date
on which control commences until the date on which control ceases refer to note 28 for information on
subsidiaries. All material intercompany transactions, balances and unrealised gains on transactions between
the subsidiaries are eliminated on consolidation. Interest in associates are accounted for by using the equity
method, refer to note 17.
c. Significant accounting estimates and judgements
The preparation of the financial statements in accordance with NZ IFRS requires management to make
judgements, estimates and assumptions that affect the application of policies and reported amounts of
assets and liabilities, income and expenses. The estimates and assumptions that involved a higher degree of
judgement or complexity, or are significant to the financial statements are listed below and disclosed within
the specified notes:
• Identification of reportable segment (note 5)
• Calculation of inventory obsolescence (note 13)
• Valuation and estimated useful lives of product development assets (note 15)
• Valuation of the Group’s investment in Thinxtra (note 18)
58
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
d. Significant accounting policies and new accounting standards
The significant accounting policies adopted in the preparation of these consolidated financial statements
are disclosed within each of the applicable notes to the financial statements. The accounting policies have
been consistently applied to all years presented with the exception of the treatment of certain ’Software-
as-a-Service’ arrangements. The Group has reconsidered its accounting treatment of certain ’Software-as-
a-Service’ arrangements based on the publication of the IFRS Interpretations Committee (IFRIC) agenda
decision on Configuration or Customisation Costs in a Cloud Computing Arrangement in March 2021 and
ratified by the International Accounting Standards Board (IASB) in April 2021 and changed its accounting
policy for software intangible assets. The impact of the change did not have material effect on the Group’s
financial statements, refer to note 15.
Prior period information has been re-presented to ensure consistency with current year disclosures and to
provide more meaningful comparison. In note 7, $700,000 research and development tax credit has been
reclassified from general and administration expense to research and development expense.
e. New standards and interpretations not yet adopted
Certain new accounting standards, amendments to accounting standards and interpretations have been
published that are not mandatory for 31 March 2022 reporting periods and have not been early adopted by
the Group. These standards, amendments or interpretations are not expected to have a material impact on
the entity in the current or future reporting periods and on foreseeable future transactions.
f. Consideration of climate change
The Group has considered the impact of climate change, particularly in the context of the disclosures
included in the Annual Report this year. The assessment and risk identification is ongoing. There have been
no material impact on the financial reporting judgements and estimates arising from these considerations.
g. Foreign currency translation
Functional and presentation currency
The financial statements of each of the Group’s overseas operations are measured using the currency of
the primary economic environment in which the overseas entity operates (the functional currency). The
consolidated financial statements are presented in New Zealand dollars, (the presentation currency), which is
also the functional currency of the Company.
Transactions and balances
Foreign currency transactions are translated into the relevant functional currency of the Group’s overseas
operations at the exchange rates at the dates of the transactions. Monetary assets and liabilities
denominated in foreign currencies at balance date are translated to the functional currency at the foreign
exchange rate at that date. Foreign exchange differences arising from translation are recognised in the
Statement of Comprehensive Income, except for qualifying cash flow hedges which are recognised in other
comprehensive income (OCI). Non-monetary assets and liabilities that are measured in terms of historical
cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-
monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated
at foreign exchange rates at the dates the fair value was determined.
The assets and liabilities of all Group companies that have a functional currency that differs from the Group’s
presentation currency, including goodwill and fair value adjustments arising on consolidation, are translated
to New Zealand dollars at foreign exchange rates at balance date. The revenues and expenses of these
foreign operations are translated to New Zealand dollars at rates approximating to the foreign exchange
rates at the dates of the transactions. Exchange differences arising from the translation of foreign operations
are recognised in the foreign currency translation reserve, refer to note 25.
Goodwill and fair value adjustments arising from the acquisition of a foreign entity are treated as assets and
liabilities of the foreign entity and are translated at the foreign exchange rates at the balance date.
5. Segment information
The chief operating decision maker (CODM), is responsible for allocating resources and assessing
performance of the operating segments. During the year an internal restructure and realignment of
operating segments caused a change in the responsibilities of the previous CODM positions (the Chief
Marketing Officer, Chief Technology Officer and Chief Financial Officer) and as such the CODM has been
redefined to be the Chief Executive Officer.
The operating segments are presented in a manner consistent with the internal reporting provided to the
CODM. Significant judgement has been applied in the determination of reportable operating segments.
Ownership of products’ intellectual property have been used as the key factor to identify reportable
operating segment and aggregation criteria.
The CODM assess the performance of the operating segments based on ‘Underlying EBITDA’, a non-GAAP
measure, defined as: ‘Earnings before interest, tax, depreciation, amortisation, impairment, employee share
schemes, non-controlling interests, adjustments for associate’s share of interest, tax & depreciation, loss
59
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
NZ
$000s
France/
India
$000s
France
HiRel
$000s
T’maker
$000s
Other
1
$000s
Total
$000s
Segment revenue by market
Telecommunications57,26927,200377–1,40086,246
Global Positioning26,34550217–52627,138
Space and Defence10,9492,49912,628–20126,277
Other25,8712005,645–59032,306
Total segment revenue by market120,43429,94918,867–2,717171,967
Underlying EBITDA42,0103,7431,3704,5932,71554,431
Total assets
2
121,95337,92522,21016,1721,609199,869
Additions of property, plant and
equipment, and intangibles
6,4201,9771,714––10,111
Total liabilities
3
36,99414,06212,106–1,54264,704
NZ
$000s
France/
India
$000s
France
HiRel
$000s
T’maker
$000s
Other
1
$000s
Total
$000s
Segment revenue by market
Telecommunications47,26628,697784–29577,042
Global Positioning13,628117194–6114,000
Space and Defence12,3032,57014,855–6529,793
Other2,324814,997–237,425
Total segment revenue by market75,52131,46520,830–444128,260
Underlying EBITDA14,4552,3272103,2883,20423,484
Total assets
2
84,37430,81324,81812,3332,028154,366
Additions of property, plant and
equipment, and intangibles
4,105501470––5,076
Total liabilities
3
26,33110,05812,999–1,05150,439
on disposal of assets and other cash and non-cash items’. The CODM also receives information about the
segments’ revenue on a monthly basis.
During the year, management has completed internal reorganisation of operations which has affected
how the CODM views segment information. Accordingly, to reflect these changes the segment reporting
and comparatives have been restated. Before the change, segment information was based on geography.
Increased synergies between the businesses across the geography has led to the formation of operating
segments that is not limited by geography. The new segments are representative of these changes and are
described below.
a. Segment results
1
Revenue is gains on cash flow hedges apportioned to each segment based on hedged currency.
2
Segment assets are measured in the same way as in the financial statements. These assets are presented as
it is regularly provided to the chief operating decision maker.
3
Segment liabilities are measured in the same way as in the financial statements. These liabilities are
presented as it is regularly provided to the chief operating decision maker.
b. Segment description and principal activities
The New Zealand (NZ) operating segment designs and manufactures products for Telecommunications,
Global Positioning and Defence markets. The segment includes research and development (R&D)
engineering teams located in NZ and UK which develop new products and process innovations.
The France / India operating segment designs and manufactures products for the Telecommunication
market. Design and support services are in France and NZ, with manufacturing in India.
Rakon’s India facility in Bengaluru contract manufacture products exclusively for the Group. They also design
and manufacture products for the local Indian defence, aeronautics and space markets. Though there is
potential for future growth in the domestic market, this business currently is not large enough for the CODM
to view separately, therefore is aggregated with France Telecom.
31 March 2022
31 March 2021 Restated
Information relating to each reportable segment is set out below.
60
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
Continuing operations
Note
2022
$000s
2021
$000s
Underlying EBITDA 54,43123,484
Depreciation and amortisation7(8,938)(8,692)
Adjustment for associate share of interest, tax and depreciation (2,222)(1,848)
Finance costs – net10(1,906)(1,599)
Dilution gains on Timemaker investment17634–
Other non-cash items (109)(180)
Profit before income tax 41,89011,165
Income tax expense22(8,779)(1,527)
Net profit after tax for the year 33,1119,638
The France HiRel operating segment designs and manufactures products for the Space & Defence markets.
Design, support services and manufacturing are predominantly carried out in France.
The Timemaker Group (T’maker) produces crystal blanks and represents the Group’s 37.07% (2021: 40%)
ownership interest, refer to note 17.
All other segments (Other) includes Rakon Financial Services Limited, Rakon UK Holdings Limited, and
Rakon Investment HK Limited. These are not operating segments and are not separately included in reports
provided to the CODM. Also included are the head office, and group sales and marketing services segments.
These are reported separately to the CODM.
c. Reconciliation of Underlying EBITDA to net profit after tax for the year
Underlying EBITDA is a non-GAAP measure that has not been presented in accordance with GAAP. The
Directors present Underlying EBITDA as a useful non-GAAP measure to investors, in order to understand
the underlying operating performance of the Group and each operating segment, before the adjustment of
specific cash and non-cash items and before cash impacts relating to the capital structure and tax position.
Underlying EBITDA is considered by the Directors to be the closest measure of how each operting segment
within the Group is performing. Management uses the non-GAAP measure of Underlying EBITDA internally,
to assess the underlying operating performance of the Group and each operating segment.
6. Revenue
The Group designs, manufactures and sells frequency control solutions for a wide range of applications.
Revenue is derived from the transfer of goods over time and at a point in time at an amount that reflects
the consideration the Group expects to be entitled to in exchange for products and services excluding any
applicable taxes. Arrangements are agreed with the customers, set out in the terms and conditions which
cover the pricing, settlement of liabilities, return policies and any other negotiated performance obligations.
Typically, control transfers to the customer at the same time as the legal title of the product is passed to the
customer. This is usually on terms of delivery of the product. The transaction price includes all amounts that
the Group expects to be entitled to, net of any sales taxes.
A receivable is recognised based on the delivery terms of the products as this is the point in time when the
consideration is unconditional.
Sale of products – at a point in time
The Group recognises revenue when the performance obligations are satisfied by transferring control of
products to the customer based on the specified contract price.
Products and services transferred over time – France HiRel segment
For certain contracts in the France HiRel segment, the revenue is recognised over time as the Group’s
performance creates an asset, which does not have an alternative use to the Group, and the Group has
an enforceable right to be paid for work completed to date. The Group applies judgement by using the
percentage-of-completion method to determine the appropriate amount to recognise in a given period. The
stage of completion is measured by reference to the contract costs incurred up to the end of the reporting
period as a percentage of total estimated costs for each contract.
In case of fixed price contracts, payments are received from the customer based on an agreed payment
schedule. A contract liability is recognised when the payments exceed estimated work completed, and
contract asset when estimated work completed exceeds payments.
61
RAKON Annual Report |
FY 2022
31 March 2022
NZ
$000s
France/
India
$000s
France
HiRel
$000s
Other
$000s
Total
$000s
Products transferred at a point in time120,43429,94915,4512,717168,551
Products and services transferred over time––3,416–3,416
Sales to external customers120,43429,94918,8672,717171,967
31 March 2021 Restated
NZ
$000s
France/
India
$000s
France
HiRel
$000s
Other
$000s
Total
$000s
Products transferred at a point in time75,52131,46517,387444124,817
Products and services transferred over time––3,443–3,443
Sales to external customers75,52131,46520,830444128,260
Notes to the financial statements (continued)
2022
$000s
2021
$000s
Total current contract assets 1,8433,051
Total current contract liabilities(1,935) (1,573)
(92) 1,478
The contract assets have decreased as the Group has provided fewer services ahead of the agreed payment
schedules. Customer contracts liabilities are payments received in advance for subsequent delivery of
services and goods to the customers. In prior year $1,573,000 was recognised as customer contract
liabilities, and is recognised as revenue in the year ended 31 March 2022. The remaining performance
obligations at 31 March 2022 have an expected duration of less than a year.
The performance obligation of the products and services transferred over time which were in progress at
31 March 2021 were completed during the year. The remaining performance obligations at 31 March 2022
have an expected duration of less than a year. As a consequence, the Group does not adjust any of the
transaction prices for the time value of money.
b. Revenue by geography
2022
$000s
2021
$000s
Asia 114,69569,950
North America29,274 29,035
Europe25,672 26,970
Others2,326 2,305
171,967 128,260
The Group’s trading revenue is derived in the following regions. Revenue is allocated based on the country in
which the customer is located.
c. Assets and liabilities related to contract customers
a. Reportable segment revenue from contracts with customers
The Group has recognised the following assets and liabilities related to contracts with customers
in France HiRel segment.
62
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
2022
$000s
2021
$000s
Employee benefit expenses
Wages and salaries50,35446,292
One-off redundancy costs–1,092
Contributions to defined plans723671
Increase in liability for French retirement indemnity plan (note 21)325200
Increase in liability for long service leave (note 21)274150
Long term incentive plan (note 30)148–
Total employee benefit expenses51,82448,405
Depreciation and amortisation
Depreciation on property, plant and equipment (note 14)4,6633,952
Amortisation on intangible assets (note 15)1,8492,064
Depreciation on right-of-use assets (note 16)2,4262,676
Total depreciation and amortisation8,9388,692
Research and development
Research and development expenses13,80215,312
Research and development government grant(277)(939)
Research and development tax credit(1,799)(1,429)
Net research and development expense11,72612,944
2022
$000s
2021
$000s
Fees to the auditors
Audit and review of financial statements
PwC573577
BDO Limited (Hong Kong)
1
1611
T S Tay Public Accounting Corporation ( Singapore)
1
89
Morison (Mauritius)
1
–4
MHA MacIntyre Hundson (UK)
1
3435
Total audit and review fees631636
Assurance and audit related services
Performed by PWC France
Certification of expenditure for the purposes of the European Union
subsidy for community projects
118
Performed by PWC India
Certification of expenditure for the purposes of the Production Linked
Incentive Scheme
2–
Total assurance and audit related services138
Other services
Performed by PwC New Zealand
Provision of market data relating to executive remuneration– 14
Performed by PWC France
Statutory reporting required in France in respect of capital
10–
Certification of expenditure for the purposes of the European grants on
innovation projects
6–
Total other services fees1614
Total fees paid to auditors660658
7. Expenditure included in net profit
Additional information in respect of expenses included in the Statement of Comprehensive Income is as follows:
a. Expenditure by nature
1
The fee relates to the annual audit of the local territory financial statements.
63
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
Employee benefits expenses
Employee entitlements to salaries, wages and annual leave to be settled within 12 months of balance date
represent present obligations resulting from employees’ services provided up to the balance date. These are
calculated at undiscounted amounts based on remuneration rates that the Group expects to pay.
Superannuation schemes
The Group’s New Zealand and overseas operations participate in their respective government
superannuation schemes. Where the Group is required to pay fixed contributions into a separate entity,
the Group has no legal or constructive obligations to pay further contributions if the fund does not have
sufficient assets to pay all employees the benefits relating to the employee service in the current and prior
periods. The contributions are recognised as an employee benefit expense when they are due.
Redundancy
In 2021 the Group’s strategic plan involved realignment of global resources which resulted in redundancies
in some business units and creation of new positions in others.
Research and development
Expenditure on research activities has been undertaken with the prospect of gaining new scientific or
technical knowledge and understanding. Any research and development taxation credits and government
grant funding for research and development are recognised when eligibility criteria have been met and
there is a reasonable assurance that tax credits and the grants will be received.
Grants and tax credits from governments are recognised at their fair value. The research and development
grants and tax credits are recognised in trade and other receivables (note 12), and in the Statement of
Comprehensive Income. Government grants are offset against the related expenses over the periods in
which those costs are recognised.
8. Other operating income
Revenue from activities which are not related to principal activities of the Group.
1
Eligible New Zealand wage subsidy, the UK Government funded furlough, and French Government
assistance were received in prior year. The current year includes New Zealand Covid leave support subsidy.
2022
$000s
2021
$000s
Other income478260
Sale of raw materials459–
Dilution gain on Timemaker investment (note 17)634–
Covid-19 government assistance
1
632,344
Total other operating income1,6342,604
9. Other (losses)/gains – net
1
Includes realised and unrealised (losses)/gains arising from accounts receivable and accounts payable.
2022
$000s
2021
$000s
Gain/(Loss) on disposal of property, plant and equipment, and intangible assets17(24)
Foreign exchange (losses)/gains – net
Forward foreign exchange contracts
Financial asset at fair value through profit or loss327304
Revaluation of foreign denominated monetary assets and liabilities
1
(1,281)(1,461)
Total foreign exchange losses – net(954)(1,157)
Total other losses – net(937)(1,181)
64
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
10. Net finance (costs)/income
Interest income and costs are recognised in the Statement of Comprehensive Income as it accrues, using the
effective interest rate applicable.
Interest expense rate
The average interest rate was as follows. Additional information on borrowings is presented in note 19.
• Tanarra Credit Partners 9.11% (2021: Not Applicable)
• ASB facility in New Zealand – not applicable (2021: 5.33%)
• State Bank of India facility 8.70% (2021: 9.15%)
• Crédit Agricole Provence Côte D’Azur facility in France 0.25% (2021: 0.25%)
11. Cash and cash equivalents
Cash and cash equivalents comprise of cash balances, call deposits, and other short-term highly liquid
investments with original maturities of three months or less, that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank
overdrafts are shown separately from borrowings on the balance sheet.
2022
$000s
2021
$000s
Finance income
Interest income3929
Finance costs
Interest expense on borrowings(1,563)(534)
Unwinding of lease make good provision(17)(17)
Interest on lease liabilities (note 16) (365)(1,077)
Total finance costs(1,945)(1,628)
Net finance costs(1,906)(1,599)
12. Trade and other receivables
Trade and other receivables are recognised initially at the amount of consideration that is unconditional and
subsequently measured at amortised cost using the effective interest method. Due to the short-term nature
of the trade and other receivables, their carrying amount is considered to be the same as their fair value.
Trade receivables are amounts due from customers, who are considered of acceptable credit quality, for
products or services performed in the ordinary course of the business and are non-interest bearing. They
are generally due for settlement within 30 to 120 days.
The Group has established credit policies under which each new customer is analysed individually for credit-
worthiness before payment and delivery terms and conditions are agreed. The Group’s review includes
trade references and external ratings, where appropriate and in some cases bank references. Purchase limits
are established for each customer, which represents the maximum open amount; these limits are reviewed
periodically. Customers that fail to meet the Group’s benchmark credit-worthiness may transact with the
Group only on a prepayment basis.
2022
$000s
2021
$000s
Cash at bank and on hand39,22915,073
Cash, cash equivalents and bank overdrafts include the following for the
purposes of the Statement of Cash Flows
Cash and cash equivalents39,22915,073
Bank overdrafts (note 19)–(3,599)
39,22911,474
65
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
Current
$000s
Less than
30 days
past due
$000s
30 days
to 180
days
past due
$000s
More
than 180
days
past due
$000s
Total
$000s
As at 31 March 2022
Gross carrying amount of trade receivables 24,2275,59189043731,145
Expected loss rate 0.77%5.19%22.28%74.72%
Allowance for the expected credit loss1872901983271,002
As at 31 March 2021
Gross carrying amount of trade receivables 25,9473,4281,50050331,378
Expected loss rate 0.99%2.30%16.90%20.00%
Allowance for the expected credit loss25779253101690
The trade receivables balances included $10,500,000 (2021: $8,700,000) representing 32.0% (2021: 28.0%)
due from the Group’s three largest customers. The balances due from these customers are current and are
considered a low credit risk to the Group.
During prior year an advance of US$2.0m was received from a customer for future supply of products. A
corresponding deferred income was recorded.
The maximum exposure to credit risk at balance date is the carrying value of each class of receivable
mentioned below. The Group does not hold any collateral as security.
a. Trade and other receivables balances
1
Other receivables includes research and development related tax credits and government grants.
b. Allowance for expected credit loss
Impairment losses on trade receivables are presented as net impairment losses within operating profit.
Trade receivables are written off when considered to have become uncollectable. Subsequent recoveries of
amounts previously written off are credited against the same line item.
The Group applies the NZ IFRS 9 Financial Instruments simplified approach to measure the expected credit
loss provision that uses a lifetime expected loss allowance for all trade receivables and contract assets. The
management applies judgement based on the historical credit losses, customer ageing, and forward-looking
information on factors affecting the ability of the customers to settle the receivables to calculate allowance
for expected credit loss.
The loss allowance was determined as follows:
2022
$000s
2021
$000s
Trade receivables33,09631,378
Less: allowance for expected credit loss(1,002)(690)
Net trade receivables32,09430,688
Prepayments1,490953
GST/VAT receivable1,5651,085
Receivables from related parties (note 29)354266
Other receivables
1
10,9609,757
Total trade and other receivables46,46342,749
Less non-current other receivables
1
1,9413,843
Current trade and other receivables44,52238,906
66
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
Trade receivables are written-off where all reasonable effort to collect the overdues have been exhausted.
Indicators that there is no expectation of recovery include failure of an overdue debtor to engage in an
agreed repayment plan.
2022
$000s
2021
$000s
Opening balance690 763
Increase in allowance recognised in profit or loss during the year321220
Receivables written off during the year –(247)
Foreign exchange difference (9) (46)
Allowance for expected credit loss as at 31 March 20221,002690
13. Inventories
Inventories are stated at the lower of cost (weighted average cost for raw materials, and standard costs
for finished goods) or net realisable value. Standard costs comprise direct materials, direct labour and
appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis
of normal operating capacity. Net realisable value is the estimated selling price in the ordinary course of
business, less the estimated costs of completion and selling expenses.
a. Inventory classification and balances
Due to component shortages and increased lead time, the Group made the decision to hold higher
contingency inventory for high demand products in order to reduce customer disruptions.
b. Amounts recognised in profit and loss
Inventories recognised as an expense during the year amounted to $52,614,000 (2021: $34,860,000). Write-
downs of inventories to net realisable value amounted to $7,000 (2021: $50,000). These were included in the
cost of sales.
There were no new or reversal of unused inventory obsolescence provisions during the year (2021: nil).
c. Inventory obsolescence
In recognising the provision for inventory, significant judgement has been applied by considering a range of
factors including inventory ageing and expected future consumptions.
An inventory obsolescence provision of $6,930,000 (2021: $7,970,000) is included in the inventory balances
above. The carrying value of inventory items were reviewed in detail with adjustments to provisions made
on an item-by-item basis.
The Group has not seen a material negative change in demand for its products due to Covid-19.
Accordingly, Covid-19 is not expected to adversely impact the carrying value of inventory.
During the year inventory of $1,540,000 (2021: $2,466,000) was scrapped.
14. Property, plant and equipment
The Group recognises the cost of an item as property, plant and equipment only if it is probable that future
economic benefits associated with the item will flow to the entity, and the cost of the item can be measured
reliably.
a. Cost
The cost of purchased property, plant and equipment is the value of the consideration given to acquire
the assets and the value of other directly attributable costs, which have been incurred in bringing the
assets to the location and condition necessary for their intended service. The initial estimate of the costs of
dismantling and removing the items and restoring the site on which it is located is also included in the cost.
Where parts of an item of property, plant and equipment have different useful lives, they are accounted for
as separate items. The costs of day-to-day maintenance of an asset are not included in the carrying amount
of the asset but expensed when incurred.
2022
$000s
2021
$000s
Raw materials21,65812,487
Work in progress25,93217,960
Finished goods9,7317,252
Total inventories57,32137,699
The reconciliation of the loss allowance is as follows:
67
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
LandNil
Buildings15 – 20 years
Leasehold improvements5 – 25 years
Plant and equipment1 – 20 years
Computer hardware1 – 10 years
Furniture and fittings3 – 20 years
Assets under constructionNil
After initial recognition, the property, plant and equipment are stated at cost, less accumulated depreciation
and any impairment losses.
b. Depreciation methods and useful lives
Depreciation of property, plant and equipment, other than freehold land, is calculated on a straight-line
basis to expense the cost of the assets to their expected residual values over their useful lives as follows:
The assets’ residual values and useful lives are reviewed, and adjusted if applicable at each balance date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are
recognised within the ‘other (losses)/gains – net’ in the Statement of Comprehensive Income.
Land and
buildings
$000s
Leasehold
improve-
ments
$000s
Plant and
equipment
$000s
Computer
hardware
$000s
Other
$000s
Assests
under
construction
$000s
Total
$000s
At 31 March 2020
Cost 5,8458,79889,4095,9892,6543,122115,817
Accumulated depreciation &
impairment
(4,415)(6,667)(78,516)(5,126)(2,143)(26) (96,893)
Net book value1,4302,13110,8938635113,09618,924
Year ended 31 March 2021
Opening net book value 1,4302,13110,8938635113,09618,924
Foreign exchange differences(126)(145)(497)(30)(38)(31)(867)
Additions7322,768570417764,194
Disposals––(123)(600)(12)–(735)
Depreciation charge(68)(386)(3,012)(429)(57)– (3,952)
Depreciation reversal on
disposals
––12259812–732
Transfers––2,08928–(2,117)–
Closing net book amounts1,2431,63212,2401,0004571,72418,296
At 31 March 2021
Cost 5,7268,68593,6465,9572,6451,750118,409
Accumulated depreciation &
impairment
(4,483)(7,053)(81,406)(4,957)(2,188)(26)(100,113)
Net book value1,2431,63212,2401,0004571,72418,296
68
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
15. Intangible assets
The Group recognises intangible assets where it is able to demonstrate control on the asset to obtain
future economic benefit. The Group also recognises internally generated intangible assets arising from
development phase of an internal project if following conditions are demonstrated:
• the technical feasibility and the intention to complete the intangible asset
• how the intangible asset will generate probable future economic benefits
• the availability of adequate technical, financial and other resources to complete the development and
to use the intangible asset
• ability to measure reliably the expenditure attributable to the intangible asset during its development
a. Cost
Identifiable intangible assets that are acquired or developed by the Group are stated at cost less
accumulated amortisation and impairment losses. Subsequent expenditure on intangible assets is
capitalised only when it increases the future economic benefits embodied in the specific asset to which it
relates. All other expenditure is expensed as incurred.
b. Amortisation and useful lives
Amortisation is charged to the “operating expenses” in the Statement of Comprehensive Income on a
straight-line basis over the estimated useful lives as follows:
Land and
buildings
$000s
Leasehold
improve-
ments
$000s
Plant and
equipment
$000s
Computer
hardware
$000s
Other
$000s
Assests
under
construction
$000s
Total
$000s
Year ended 31 March 2022
Opening net book value 1,2431,63212,2401,0004571,72418,296
Foreign exchange differences(61)(53)(150)(10)(18)(17)(309)
Additions1,5801833,105426943,0158,403
Disposals––(1,810)(1,384)–(383)(3,577)
Depreciation charge(67)(337)(3,759)(452)(48)– (4,663)
Depreciation reversal on
disposals
––1,7641,384–– 3,148
Transfers–181,234197(1,278)–
Transfer from intangibles9090
Closing net book amounts2,6951,44312,6249834923,15121,388
At 31 March 2022
Cost 7,2458,83396,0255,0082,7283,177123,016
Accumulated depreciation &
impairment
(4,550)(7,390)(83,401)(4,025)(2,236)(26) (101,628)
Net book value2,6951,44312,6249834923,15121,388
GoodwillNil
Patents20 years
Software3 – 10 years
Product development3 – 10 years
Assets under constructionNil
69
RAKON Annual Report |
FY 2022
Goodwill
$000s
Patents
$000s
Software
$000s
Product
development
$000s
Assests under
construction
$000s
Total
$000s
At 31 March 2020
Cost 3,1402,9779,47014,81592631,328
Accumulated amortisation &
impairment
(1,846)(2,442)(8,868)(9,169)–(22,325)
Net book value1,294 535 602 5,646 926 9,003
Year ended 31 March 2021
Opening net book value 1,2945356025,6469269,003
Foreign exchange differences–(25)(27)(175)–(227)
Additions ––371246265882
Disposals––(54)–(12)(66)
Amortisation charge––(462)(1,602)– (2,064)
Amortisation reversal on
disposals
––56––56
Transfers––33117(150)–
Closing net book amounts1,294 510 519 4,232 1,029 7,584
Goodwill
$000s
Patents
$000s
Software
$000s
Product
development
$000s
Assests under
construction
$000s
Total
$000s
At 31 March 2021
Cost 3,1402,9529,79315,0031,02931,917
Accumulated amortisation &
impairment
(1,846)(2,442)(9,274)(10,771)– (24,333)
Net book value1,294510 519 4,232 1,029 7,584
Year ended 31 March 2022
Opening net book value 1,2945105194,2321,0297,584
Foreign exchange differences–(22)(9)(34)(1)(66)
Additions ––238971,3731,708
Disposals–– (1,465)(60)–(1,525)
Amortisation charge–(2)(489)(1,358)– (1,849)
Amortisation reversal on
disposals
––1,4002–1,402
Transfers––255683(938)–
Transfers to property, plant and
equipment
––––(90)(90)
Closing net book amounts1,294 486 449 3,562 1,3737,164
At 31 March 2022
Cost 3,1402,9308,81215,6891,37331,944
Accumulated amortisation &
impairment
(1,846)(2,444)(8,363)(12,127)– (24,780)
Net book value1,2944864493,5621,3737,164
Notes to the financial statements (continued)
70
RAKON Annual Report |
FY 2022
c. Software
The Group may design and develop identifiable and unique software products for their use. These are
recognised as intangible assets where the capitalisation criteria are met. 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 Group had previously capitalised costs incurred in configuration or customisation of certain suppliers’
application software in certain computing arrangements as intangible assets. Following the publication of
the IFRS Interpretations Committee (IFRIC) agenda decision on Configuration or Customisation Costs in
a Cloud Computing Arrangement in March 2021 and ratified by the International Accounting Standards
Board (IASB) in April 2021, the Group has adopted the guidance set out in the IFRIC agenda decision,
which establishes a process to identify and recognise costs as intangible assets only if the activities create
an intangible asset that the Group controls and the intangible asset meets the recognition criteria. Costs
that are not capitalised as intangible assets are expensed as incurred unless they are paid to the supplier
of the cloud-based software to significantly customise the cloud-based software in which case the cost
paid upfront is recorded as a prepayment for services and amortised over the expected term of the cloud
computing arrangements.
As a result, the Group has reconsidered its accounting treatment in relation to the capitalisation of software
implementation costs relating to Software-as-a-Service arrangements and changed its accounting policy.
The Group has determined and subsequently derecognised certain software implementation costs that
should have been expensed when they were incurred as no separate intangible assets controlled by the
Group were created. The impact of the change did not have a material effect on the Group’s financial
statements.
d. Product development
Expenditure on development activities, whereby research findings are applied to a plan or design for the
production of new or substantially improved products and processes, is capitalised based on significant
judgement if the product or process is technically and commercially feasible and the Group has sufficient
resources to complete development. Other development expenditure is recognised in the Statement of
Comprehensive Income as an expense when incurred.
Total capitalised development costs are $4.7m (2021: $5.0m) at balance date, made up of product
development assets and assets under construction. During the year, specific product development projects
and projects in progress were reviewed for recoverability based on the expected cash flows to be generated
by the projects. The expected cash flows supported the carrying values and no impairment was recorded.
The Group estimates the useful life of the new product development assets based on the significant
judgement of the technical advancements of such assets and experiences with similar assets. The actual
useful life may be shorter or longer depending on technical innovations and competitor actions.
e. Impairment tests for goodwill and the cash generating units (CGUs)
Goodwill is attributed to business units acquired through 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 (CGU) and is tested annually for impairment, or more frequently if there is an impairment indicator. The
business units are determined to be the CGUs of the Group.
The current balance of goodwill was generated on 2 May 2018, when the Group acquired the remaining 51%
of the issued shares it did not own in Centum Rakon India Private Limited, a previously held joint venture.
Subsequent to acquisition, the name of the investment was changed to Rakon India Private Limited.
Impairment tests for CGUs within the Group
The carrying amounts of the Group’s other non-financial assets are reviewed at each balance date to
determine whether there is any indication of impairment. If an indicator of impairment exists, the asset’s
or CGU’s recoverable amount is estimated being the higher of an asset’s fair value less costs to sell and the
asset’s value in use (VIU). An impairment loss is recognised whenever the carrying amount of an asset or its
CGU exceeds its recoverable amount. Impairment losses are recognised in the Statement of Comprehensive
Income. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount
of any goodwill allocated to CGUs and then, to reduce the carrying amount of the other assets in the unit
on a pro rata basis. An impairment loss is reversed only to the extent that the asset’s carrying amount does
not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no
impairment loss had been recognised. Accumulated impairment losses on goodwill are not reversed.
As at 31 March 2022, the Group concluded that there were no indicators of impairment relating to the New
Zealand, France, India and China CGU, same as the prior year. In making this assessment management and
the Directors considered factors including the current profitability of the Group, the market capitalisation
value of the Company in comparison to the Group’s net asset value and the impact of Covid-19 on the
Group’s operations (note 2).
Notes to the financial statements (continued)
71
RAKON Annual Report |
FY 2022
Goodwill
The Group has undertaken an impairment review and have concluded that the goodwill is not impaired
based on the current and future expected trading performance of Rakon India. The recoverable amount for
Rakon India is estimated to be $18.7m (2021: $21.0m) calculated on a VIU basis which exceeds the carrying
amount of the CGU at balance date by $1.4m (2021: $5.0m). The calculation uses cash flow forecasts
approved by the Board of Directors covering a five-year period. Cash flows beyond the five year period
are extrapolated using estimated terminal growth rate which is consistent with the long term average
growth rate observed by the Group. Based on the assumptions below no impairment of goodwill has been
recognised in the Statement of Comprehensive Income.
The forecasts used in impairment testing require assumptions and judgements about the future which are
inherently uncertain. Key assumptions are those to which the model is most sensitive to. No reasonable
adverse changes in the key assumptions would result in the carrying amount to exceed the recoverable value.
Key assumptions used in the VIU calculation
1
Sales growth – the management has forecasted sales to grow over the period of the cash flow projection,
due to a combination of factors including industry forecasts for the key market segments in which Rakon
India operates, future product innovation and estimations of its own share of the market reflective of the
quality of its product range and technology advantages.
2
Gross margin – Management forecasted gross margin based on past performance and its expectations of
market development also taking into account gradual decline in average selling prices. Anticipated industry
trends, product innovations, manufacturing efficiency and raw material cost improvements have also been
factored into these gross margin assumptions.
Growth Rate and Discount Rate
The pre-tax discount rate used of 22.5% (2021: 22.6%). The terminal value within the VIU assessment has
been calculated using a terminal growth rate assumption of 2.5% (2021: 2.5%).
16. Leases
Right-of-use assets and lease liabilities arising from a lease are initially measured at present value by
discounting the future lease payments using the interest rate implicit to the lease. Where it is difficult to
determine the implicit interest rate, the incremental borrowing rate is used. The incremental borrowing
rate is determined by using where possible, a recent third-party financing received as a starting point and
adjusted for any changes since finance was received. If not, a build-up approach is used where the risk-free
interest rate is adjusted for credit risk for leases and specific to the lease terms.
Lease payments are allocated between the principal and finance cost. Right-of-use assets are depreciated
over the shorter of the asset’s useful life and the lease term on a straight-line basis.
The Group leases various properties, equipment and cars. Lease terms are negotiated on an individual basis
and contain a wide range of different terms and conditions. The leases do not impose any covenants, and
leased assets are not used as security for borrowings.
The Group’s lease agreements are for 12 months to 12 years and may have extension options exercisable by
the Group. Management applied judgement to determine the lease term for contracts that include renewal
options. The lease term assessment may significantly affect the amounts recognised for lease liabilities and
right-of-use assets. The Group has considered all facts and circumstances in their decisions relating to lease
extension options and have included all extension options for the manufacturing facilities and offices in the
calculations. The costs and business disruption were considered significant factors in this decision.
The lease term is reassessed if an option is exercised or terminated. No changes to lease options were
recorded in the current year (2021: nil).
The lease assets and liabilities do not include potential future increases in variable lease payments based on
an index. The lease liability is reassessed when these increases occur and are adjusted against the right-of-
use asset.
The total cash outflow for leases was $2,625,000 (2021: $2,962,000).
2022AssumptionRange5 Year CAGR
IndiaAnnual sales growth rate
1
6% to 20%10.0%
Gross margin %
2
21% to 28%n/a
Notes to the financial statements (continued)
2021AssumptionRange5 Year CAGR
IndiaAnnual sales growth rate
1
5% to 13%7.9%
Gross margin %
2
27% to 31%n/a
72
RAKON Annual Report |
FY 2022
b. Lease liabilities
Properties
$000s
Equipment
$000s
Motor vehicle
$000s
Total
$000s
As at 31 March 2021
Cost11,26792026112,448
Accumulated depreciation(4,296)(767)(190)(5,253)
Net book value6,971153717,195
Opening net book value6,971153717,195
Foreign exchange difference(204)812(121)
Additions 144––144
Disposals–(807)(166)(973)
Depreciation charge(2,154)(217)(55)(2,426)
Depreciation reversal on disposals–807166973
Closing net book value4,75717184,792
As at 31 March 2022
Cost10,7341756610,975
Accumulated depreciation(5,977)(158)(48)(6,183)
Net book value4,75717184,792
Total
$000s
As at 1 April 2021 7,690
Movements during the year
Additions 147
Accertion on interest365
Payments(2,625)
Foreign exchange difference (97)
Closing value5,480
In the prior year, under the Covid-19 Related Rent Concessions – Amendment to the NZ IFRS 16 Leases, the
Group had recorded rent concessions of $83,000 in other operating income, refer to note 8.
17. Interest in associates
Associates are entities over which the Group has significant influence but not control, generally
accompanying a shareholding of between 20% and 50% of the voting rights. The Group’s associates are
accounted for using the equity method. Under the equity method of accounting, the investments are initially
recognised at cost and adjusted thereafter to recognise the Group’s share of the post-acquisition profits or
losses of the associates in the Statement of Comprehensive Income. Dividends received or receivable from
associates are recognised as a reduction in the carrying amount of the investment.
2022
$000s
2021
$000s
Current 2,0762,272
Non-Current 3,4045,418
5,480 7,690
Notes to the financial statements (continued)
a. Right-of-use assets
Current and non-current lease liabilities:
73
RAKON Annual Report |
FY 2022
Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the
Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides
evidence of an impairment of the asset transferred.
Set out below is the significant associate of the Group. The entities listed below have share capital consisting
solely of ordinary shares, which are held directly by the Group. The proportion of ownership interest is the
same as the proportion of voting rights held.
a. Timemaker Group
The Timemaker Group is the world’s largest quartz blank manufacturer and a key supplier to Rakon.
The tables below provides summarised financial information for the Timemaker Group. The information
disclosed reflects the amounts presented in the financial statements of the relevant associate and not the
Group’s share of those amounts. They have been amended to reflect adjustments made by the entity when
using the equity method, including fair value adjustments and modifications for differences in accounting
policy. The total Timemaker Group is an aggregate of Chengdu Timemaker Crystal Technology Co. Limited
and Shenzhen Taixiang Wafer Co. Limited.
The Company is entitled to a seat on the board of Timemaker Group and participates in all significant
financial and operating decisions. The Group therefore determined that it has significant influence.
Assets of Shenzhen Taixiang Wafer Co. Limited have been distributed and the company is undergoing
voluntary liquidation.
During the year Timemaker issued new shares to the employee share options scheme and to a new investor,
resulting in a reduction in Rakon’s shareholding and a gain on dilution.
Notes to the financial statements (continued)
% of ownership
interest
Net
Investment
Equity
accounted profit
Name of entity
Country of
Incorporation
2022
2021
Nature of
relationship
Measurement
method
2022
$000s
2021
$000s
2022
$000s
2021
$000s
Chengdu Timemaker
Crystal Technology Co. Ltd
China37%40%AssociateEquity
method
16,17211,902
Shenzhen Taixiang Wafer
Co. Ltd
China37%40%AssociateEquity
method
–431
Total Timemaker Group 16,17212,3332,3821,446
Chengdu Timemaker Crystal
Technology Co. Ltd
Shenzhen Taixiang
Wafer Co. Ltd
Total
Timemaker Group
2022
$000s
2021
$000s
2022
$000s
2021
$000s
2022
$000s
2021
$000s
Summarised Statement of
Comprehensive Income
Revenue61,78537,715––61,78537,715
Depreciation and
amortisation
(3,592)(2,943)––(3,592)(2,943)
Interest expenses(1,580)(1,034)––(1,580)(1,034)
Profit for the period6,1683,615––6,1683,615
Chengdu Timemaker Crystal
Technology Co. Ltd
Shenzhen Taixiang
Wafer Co. Ltd
Total
Timemaker Group
2022
$000s
2021
$000s
2022
$000s
2021
$000s
2022
$000s
2021
$000s
Summarised Balance Sheet
Current assets
Cash & cash equivalents9,0162,326–99,0162,335
Other current assets47,88433,967–1,06747,88435,034
Total current assets56,90036,293–1,07656,90037,369
Non–current assets34,43827,140––34,43827,140
Current liabilities
Financial liabilities (excluding
trade payables)
26,29316,349––26,29316,349
Other current liabilities19,79815,617––19,79815,617
Total current liabilities46,09131,966––46,09131,966
Non-current liabilities
Other non-current liabilities3,3321,712––3,3321,712
Total non-current liabilities3,3321,712––3,3321,712
Net assets41,91529,755–1,07641,91530,831
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RAKON Annual Report |
FY 2022
18. Financial asset at fair value through other comprehensive
income – Thinxtra
Subsequent to losing significant influence in Thinxtra and ceasing equity accounting of the investment on
1 June 2018, the Group elected to present changes in fair value of its investment in other comprehensive
income (FVOCI).
Notes to the financial statements (continued)
Chengdu Timemaker Crystal
Technology Co. Ltd
Shenzhen Taixiang
Wafer Co. Ltd
Total
Timemaker Group
2022
$000s
2021
$000s
2022
$000s
2021
$000s
2022
$000s
2021
$000s
Reconciliation of net assets
to carrying amount
Rakon's share in %37%40%37%40%37%40%
Rakon's share of associate's
net assets
15,53811,902–43115,53812,333
Investment diluted634–––634–
Carrying amount16,17211,902–43116,17212,333
Movement in carrying
amount
Opening net assets 1 April 12,33311,714
Dividend (156)–
Equity accounted profit 2,3821,446
Dilution of sharehloding 634–
Foreign exchange movement 979(827)
Carrying amount 16,17212,333
The FVOCI are strategic investments which are not held for trading, and which the Group has irrevocably
elected the classification at initial recognition, considering this to be more relevant. For assets measured at
FVOCI, gains and losses on revaluation are recorded in OCI reserve. On disposal of these equity investments,
any related balance within the OCI reserve is reclassified to retained earnings.
a. Thinxtra
Thinxtra Pty Limited (Thinxtra) is an ‘Internet of Things’ (IoT) business that started in 2016. Thinxtra’s focus is
on establishing an IoT network in Australia, New Zealand and Hong Kong and providing products, services
and solutions enabling connectivity of devices to the network. Thinxtra’s business model is based on
subscription for access to the network, platform solutions and the sale of IoT products. Further information
is available at www.thinxtra.com.
Rakon was one of the founding members of Thinxtra in 2016, and has a 7.0% ownership interest at 31 March
2022 (March 2021: 6.9%). This is calculated on a fully diluted basis including the exercise of any existing options.
The Directors have reviewed the information and observations available and confirm a valuation of A$2.5m
or A$3.16 per share as at 31 March 2022 (31 March 2021: A$2.8m).
b. Valuation of the investment in Thinxtra at 31 March 2022
It is recognised that there is a high level of volatility and judgement required in valuing Thinxtra given its
early stage of business; the new and developing IoT market and ecosystem in which it operates; the volatility
in prices achieved by historic capital raises, it being a private company investment not actively traded; and
the track record of the Company in achieving its forecast performance. The Directors recognise there is a
high risk of the valuation will change significantly over time and have chosen to adopt this consistent overall
methodology for the valuations reported at since 31 March 2019.
In forming the Directors’ judgement, the Directors have taken into consideration whether there is an active
market in Thinxtra as indicated by the last capital raise in February 2020 for A$9m, which concluded in August
2020 with an additional subscription of A$1m. The Directors concluded that there is not. If there is an active
market, the fair value would be considered to be the recent share issue price as the investment would be
treated as a Level 1 investment under the fair value hierarchy (refer to scenarios below).
The Directors reviewed the available information to date including Thinxtra’s audited financial statements
75
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
for the year ended 30 June 2021 and other shareholder communications. Weightings have been adjusted to
recognise that forecasts were not fully met in the latest financial statements.
Valuation methodology and key inputs
In undertaking the fair value assessment, given the range of potential outcomes, it was considered that one
single valuation method would not provide an appropriate result. Accordingly, the Directors have used a
range of valuation techniques which provide different scenario outcomes. These outcomes have then been
assigned a weighting based on the available information and Directors’ judgement. The methodology, key
inputs and overall outcome is summarised as follows:
The valuation was based on Rakon having a 7.0% shareholding which assumed any existing share options
were exercised and all shares were issued under the capital raise offer that was open. No weighting was
assigned to the additional A$1m raised as an extension of the February 2020 capital raise.
The resultant valuation of A$3.16 per share is adopted in the 31 March 2022 financial statements (2021:
A$3.57).
Weighting Assigned
Valuation Technique
20222021
A: Discounted cash flow (discount rate 15%)20%30%
B: February 2020 capital raise of A$9m at A$2.29 per share80%70%
Sensitivities on key inputs
The Directors recognise that the valuation outcomes under each technique are dependent on assumptions
used. The following table provides an analysis of the impact on the final valuation where key assumptions
are changed:
Scenario
Assumptions changes
Valuation
NZ$m
change
a) Base case valuationBase case2.7
b) Discounted cash flowCash flow is 50% lower than forecast2.1(0.6)
c) Discounted cash flowDiscount rate is 1% higher (ie 16%)2.5(0.2)
Valuation TechniqueBase caseAlternate case AAlternate case B
Discounted cash flow20%70% 0%
A$9m capital raise80%30%100%
100%100%100%
Valuation NZ$m2.74.51.9
change in valn NZ$m+1.8-0.7
Sensitivities on probability weightings assigned
The Directors recognise that the final valuation is dependent on weightings assigned to each scenario/
valuation technique combination. The following table provides an analysis of the impact on the final valuation
where the weightings are changed.
To provide an indication about the reliability of the inputs used in determining fair value, the Directors
classified the fair valuation of Thinxtra investment as a level 3 investment. Instruments are classified as level
3 only if one or more of the significant inputs for the valuation is not based on observable market data.
19. Borrowings
The borrowings are initially recognised at fair value and subsequently measured at amortised cost. Fees paid
are recognised in the Statement of Comprehensive Income when the draw down occurs. Borrowings are
removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or
expired. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer
settlement of the liability for at least 12 months after balance date.
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RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
The Group is reliant on its bank facilities and equity as the principal sources of capital management. The ability
of the Group to remain in compliance with its banking covenants has been considered by the Directors in the
adoption of the going concern assumption during the preparation of these financial statements.
a. Line of credits
The Group maintains following line of credits.
b. Tanarra
On 30 April 2021, a $20m New Zealand Dollars debt facility was agreed with Tanarra Credit Partners. An
initial $10m was drawn down immediately and used to repay the existing ASB Bank working capital facility
which was reduced to nil. The debt facility is repayable at the end of five years and is secured by a general
security deed over all the present and after-acquired property of the guaranteeing group comprising Rakon
Limited, Rakon Financial Services Limited and Rakon International Limited.
Rakon has agreed to certain conditions in relation to other indebtedness, financial accommodation and
distributions. The financial covenants include debt to total tangible assets, net debt to Underlying EBITDA
and cash available for debt servicing to interest. The interest rate is based on the New Zealand bank bill
reference rate, margin and line fees as applicable.
During the year the Company operated within its required financial covenants.
c. State Bank of India
Rakon India has an existing facility with the State Bank of India including ₹150m (NZ$3.2m) which can be
used for cash based working capital requirements, unchanged from the prior year.
d. Crédit Agricole Provence Côte D’Azur
The bank borrowings include a €3.5m French government backed loan that was made available to Rakon
France (2021: €3.5m). In May 2021, the Company exercised its option to extend this loan for a further five
years. Repayment of the loan is spread equally over the final four years to June 2026. The effective interest
rate is 1.24% for the remaining term of five years. There are no covenants on the loan and no additional
security is required.
e. ASB
At 31 March 2021 a $6.7m combined trade facility and a $3.3m overdraft was in place. The facility was ended
upon receipt of the Tanarra debt facility.
f. Borrowings balance
Refer to note 26 for the exposure of the Group’s bank borrowings to interest rate changes and the
contractual re-pricing dates at the balance date.
g. Borrowings costs
Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying
2022
$000s
2021
$000s
Current
French Government loan1,1795,894
Other borrowings118539
Current borrowings1,2976,433
Bank overdrafts–3,599
Total current borrowings1,29710,032
Non-current
Tanarra loan10,000–
French Government loan4,412–
Other borrowings272–
Non-current borrowings14,684–
77
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
asset are capitalised. The Group did not have any capitalised borrowing costs. Other borrowing costs are
expensed in the period in which they incur, refer note 10.
h. Net debt reconciliation
20. Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Group prior to the
end of the financial period, which are unpaid. The carrying amounts are considered to be the same as fair
values, due to their short-term nature. The trade payables are unsecured and are usually paid within 60 days
of recognition. Employee entitlements are liabilities for wages and salaries, and annual leave in respect to
employees’ services up to the reporting date expected to be settled within 12 months of the reporting date.
Other assetLiabilities from financing
activities
Cash/bank
overdraft
$000s
Borrowings
$000s
Leases
$000s
Total
$000s
Balance as at 1 April 2020(7,762)(145)(9,445)(17,352)
Cash flows to (increase)/reduce liabilities18,471–2,96221,433
Acquisitions–(6,450)(531)(6,981)
Foreign exchange changes7651624011,328
Interest on lease liabilities––(1,077)(1,077)
Balance as at 31 March 202111,474(6,433)(7,690)(2,649)
Cash flows to reduce liabilities27,444–2,62530,069
Acquisitions–(10,000)(147)(10,147)
Foreign exchange changes31145297860
Interest on lease liabilities––(365)(365)
Balance as at 31 March 202239,229(15,981)(5,480)17,768
21. Provisions
A provision is recognised when the Group has a present legal or constructive obligation as a result of a
past event and it is probable that an outflow of economic benefits, which can be reliably estimated, will be
required to settle the obligation. The carrying value is the best estimate of the management. If the effect
is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that
reflects current market assessments of the time value of money and where appropriate, the risks specific to
the liability.
2022
$000s
2021
$000s
Trade payables 17,21511,207
Amounts due to related parties (note 29) 4,034890
Employee entitlements 10,59110,737
Accrued expenses 4,1683,192
Total trade and other payables 36,00826,026
78
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
a. Retirement provision
The Group’s net obligation in respect of the French retirement indemnity plan is the amount of future
benefit that employees have earned in return for their service in the current and prior periods. The
obligation is calculated using the projected unit credit method and is discounted to its present value and the
fair value of any related assets is deducted. The French retirement indemnity plan entitles permanent French
employees to a lump sum on retirement. The payment is dependent on an employee’s final salary and the
number of years of service rendered.
French employees are entitled to a retirement pay-out once they have met specific criteria. This is a one-
off payment based on service time at retirement date. A provision has been created to recognise this cost
taking in consideration the time served, probability of attainment and discount rates. An actuarial valuation
was performed at 31 March 2022.
b. Long service leave
The Group’s net obligation in respect of long service leave is the amount of future benefit that employees
have earned in return for their service in the current and prior periods. The obligation is calculated using the
projected unit credit method and is discounted to its present value.
New Zealand employees are entitled to long service leave after the completion of 10 years of continuous
service, in the form of special holidays and allowance. A provision has been created to recognise this cost,
taking into consideration the time served, probability of attainment and discount rates.
c. Lease make good
The Company is required to restore the leased premises at Mt Wellington, Auckland, New Zealand and
Bengaluru, India to their original condition at the end of the respective lease terms. A provision is recognised for
the present value of the estimated expenditure required to remove any leasehold improvements. These costs
have been capitalised as part of the cost of leasehold improvements and are amortised over the lease terms.
22. Taxation
The Group is subject to income taxes in several jurisdictions. Judgement is required in determining the worldwide
provision for income taxes and recognition of deferred tax. There are many transactions and calculations for
which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax
outcome of these matters is different from the amounts that were initially recorded, such differences will affect
the income tax and deferred tax provisions in the period in which such determination is made.
Retirement
provisions
$000s
Long service
leave
$000s
Lease make
good
$000s
Total
$000s
At 31 March 20202,4315186833,632
Charged to the Statement of Comprehensive
Income
Additional provisions recognised200150–350
Unwinding of discount––1616
Unused amount reversed–(12)–(12)
Used during the year(132)(168)–(300)
Foreign exchange(222)––(222)
At 31 March 20212,2774886993,464
Charged to the Statement of Comprehensive
Income
Additional provisions recognised325274–599
Unwinding of discount––1616
Unused amount reversed–(48)–(48)
Used during the year(404)(72)–(476)
Foreign exchange(107)––(107)
At 31 March 20222,0916427153,448
Current portion389242–631
Non-current portion1,7024007152,817
Total provisions2,0916427153,448
79
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
The current and deferred tax is recognised in the Statement of Comprehensive Income, except to the extent
that it relates to items recognised in Statement of Other Comprehensive Income (OCI), or directly in equity.
In this case, the tax is recognised in the OCI or equity, respectively.
a. Income tax expense
Income tax expense is calculated on applicable income tax rate for each jurisdiction, and adjusted by the
changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and
adjustments relating to the prior period.
The tax on the Group's result before tax differs from the theoretical amount that would arise using the
weighted average tax rate applicable to the results of the consolidated entities.
2022
$000s
2021
$000s
Current tax(3,738)(1,594)
Deferred tax expense(5,041)67
Income tax expense(8,779)(1,527)
The weighted average applicable tax rate was 21% (2021: 14%).
Property
plant and
equipment
$000s
Employee
benefits
$000s
Other
1
$000s
Future
income tax
benefit
$000s
Total
$000s
At 31 March 2020(422)6616,3192,5029,060
(Charged)/credited to profit or loss154588(731)5667
Losses transferred to subsidiaries–––(37)(37)
Charged to equity––(2,745)–(2,745)
Foreign exchange difference(5)–(74)–(79)
At 31 March 2021(273)1,2492,7692,5216,266
(Charged)/credited to profit or loss(328)231(2,342)(2,602)(5,041)
Charged to equity––398–398
Foreign exchange difference(10)–218192
At 31 March 2022(611)1,480846–1,715
Reconciliation of income tax expense
2022
$000s
2021
$000s
Profit before tax 41,89011,165
Tax calculated at domestic tax rates applicable to profits in the respective
countries
(10,950)(2,312)
Non-deductibles(99)26
Expenses deductible for tax purposes2,343–
Prior year adjustment(370)(253)
Associate result reported net of tax496238
Change in deferred tax rate(109)–
Recognition and utilisation of previously unrecognised tax losses–2,800
Tax losses for which no deferred income tax asset was recognised(90)(2,026)
Income tax expense(8,779)(1,527)
b. Deferred tax
Deferred tax is recognised using the liability method on the temporary differences between the tax bases of
assets and liabilities and their carrying amounts. Deferred tax assets are recognised only if management is
certain that the future benefits of the taxable amount will be utilised. Judgement is required when deferred
tax assets are reviewed at each reporting date. The management uses future forecasts to ascertain future
benefits of deferred tax assets.
1
Includes deferred tax arising from financial instruments (cash flow hedges) and inventory provisioning.
In the prior year, the Company had recorded the remaining balance of unrecognised tax losses amounting
to $10,896,000.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax
assets and current tax liabilities and when the deferred income taxes relate to the same taxation authority.
80
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
c. Imputation balances
Imputation credit account with Inland Revenue.
23. Share capital
Ordinary shares are classified as equity. The holder of the ordinary shares present in a meeting or by proxy
is entitled to one vote per share held. The holder is also entitled to participate in dividends, and to share in
the proceeds of winding up the Group in proportion to the number of shares held. Incremental costs directly
attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the
proceeds.
At 31 March 2022 the total number of ordinary shares that were authorised and issued, including treasury
shares, is 229,055,272 shares (2021: 229,055,272) made up as follows:
• 226,961,983 are fully paid shares (2021: 226,961,983)
• 321,972 unpaid ordinary shares were on issue and held in trust on behalf of participants in the Rakon
Share Plan (2021: 321,972)
• 1,771,317 unpaid ordinary shares were held by Rakon ESOP Trustee Limited for future allocation to
participants (2021: 1,771,317)
At 31 March 2022, the share capital remained unchanged at $181,024,000.
24. Earnings per share
Earnings per share is the amount of post-tax profit attributable to each share.
a. Basic
2022
$000s
2021
$000s
Deferred tax assets 1,806 6,398
Deferred tax liabilities(91) (132)
Net deferred tax asset1,715 6,266
2022
$000s
2021
$000s
Imputation credit available for use in subsequent periods13,26911,205
b. Diluted
Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares
outstanding to assume conversion of all dilutive potential ordinary shares.
2022
$000s
2021
$000s
Weighted average number of ordinary shares on issue (000s) (note 23)226,962 226,962
Continuing operations
Earnings attributable to equity holders of the Group ($000s) 33,1119,638
Basic earnings per share (cents per share)14.6 4.2
2022
$000s
2021
$000s
Weighted average number of ordinary shares on issue (000s) (note 23) 226,962226,962
Adjustments for dilutive potential ordinary shares (restricted ordinary shares
and share options)
1,302322
Weighted average number of ordinary shares for diluted earnings per share228,264 227,284
Continuing operations
Earnings attributable to equity holders of the Group ($000s)33,111 9,638
Diluted earnings per share (cents per share)14.5 4.2
81
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
25. Other reserves
1
OCI – Thinxtra revaluation through other comprehensive income.
Foreign
currency
translation
reserve
$000s
Hedging
reserve
$000s
Share option
reserve
$000s
OCI
1
revaluation
$000s
Total
$000s
At 31 March 2020(19,243)(5,028)3,064(2,086)(23,293)
Cash flow hedges
Fair value gains in year–9,461––9,461
Cost of hedge–(105)––(105)
Changes in fair value of equity investments
at fair value through other comprehensive
income – Thinxtra
–––203203
Tax on fair value gains–(2,620)––(2,620)
Transfers to revenue–445––445
Income tax on transfers to revenue–(125)––(125)
Subsidiaries(3,999)–––(3,999)
Associate – Timemaker Group(827)–––(827)
At 31 March 2021(24,069)2,0283,064(1,883)(20,860)
Cash flow hedges
Fair value loss in year–(3,414)––(3,414)
Cost of hedge–(725)––(725)
Changes in fair value of equity investments
at fair value through other comprehensive
income – Thinxtra
–––(440)(440)
Tax on fair value loss–1,159––1,159
Transfers to revenue–2,717––2,717
Income tax on transfers to revenue–(761)––(761)
Subsidiaries(1,496)–––(1,496)
Associate – Timemaker Group979–––979
Long term incentive plan––108–108
At 31 March 2022(24,586)1,0043,172(2,323)(22,733)
a. Foreign currency translation reserve
Recognises exchange differences arising on translation of the foreign controlled entities, as described
in note 4. The cumulative amount is reclassified to the Statement of Comprehensive Income when the
investment is disposed.
b. Hedging reserve
The hedging reserve comprises the effective portion of the cumulative net change in the fair value of
hedging instruments and the cost of hedging used in cash flow hedges. The cost of hedging is subsequently
recognised in the Statement of Comprehensive Income, or directly included in the initial cost or other
carrying amount of a non-financial asset or non-financial liability.
c. Share option
The share-based payments reserve is used to recognise:
• the grant date fair value of options issued to employees but not exercised
• the grant date fair value of shares issued to employees
• the grant date fair value of deferred shares granted to employees but not yet vested.
d. Financial asset at fair value through other comprehensive income (FVOCI)
The Group has elected to recognise the change in fair value of investment in Thinxtra in other
comprehensive income, refer to note 18. These changes are accumulated within the FVOCI reserve, and
transferred to retained earnings when investment is derecognised.
26. Financial risk and capital management
The Group’s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk.
The Board has overall responsibility for the establishment and oversight of the Group’s risk management
framework. The Board has established the Audit and Risk Committee, which together with the Board, is
responsible for developing and monitoring the Group’s risk management policies.
The Group’s risk management policies are established to identify and analyse the risks faced by the Group,
to set appropriate risk limits and controls and to monitor risk adherence to limits. Risk management policies
and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities.
The Group’s risk management is predominantly controlled at the head office in New Zealand (Group
treasury) under policies approved by the Board. The Group treasury identifies, evaluates and hedges
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RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
financial risks in close co-operation with the Group’s operating units. The Board provides written principles
for overall risk management, as well as policies covering specific areas, such as foreign exchange risk,
interest rate risk, and credit risk, use of derivative financial instruments and non-derivative financial
instruments, and investment of excess liquidity.
a. Derivatives
The Group is exposed to certain risks relating to its ongoing business operations. To mitigate the risks the
Group uses derivative financial instruments such as foreign currency forward exchange contracts and foreign
currency collar options. These instruments are held for risk and asset management purposes only and not
for the purpose of speculation.
In accordance with its wider risk management, it is the Group’s strategy to apply cash flow hedge accounting
to keep its foreign currency revaluation fluctuations within its established limits. Applying cash flow hedge
accounting enables the Group to reduce the cash flow fluctuations arising from foreign exchange risk on an
RiskExposure arising fromMeasurementManagement
Financial risk
management and
capital management
Cash and cash
equivalents, trade
receivables, derivative
financial instruments
Aging analysis
Credit ratings
Credit limits and terms
Liquidity riskBorrowings and other
liabilities
Rolling cash flow forecastsAvailability of committed
credit lines and
borrowing facilities
Market risk – foreign
exchange
Recognised financial
assets and liabilities
not denominated in
Group currency units
Cash flow forecasting
Sensitivity analysis
Foreign currency
forwards and foreign
currency options
Market risk – interest
rate
Bank overdraft at
variable rates
Sensitivity analysisInterest rate swaps
instrument or group of instruments, or to hedge mismatches. A cash flow hedge is a hedge of the exposure
to variability in cash flows that is attributable to a particular risk associated with a recognised asset or
liability or a highly probable forecast transaction that could affect profit or loss.
Derivatives and hedge accounting
The Group designates certain derivatives to be part of a hedging relationship. These are classified as cash
flow hedges. The Group enters into hedge relationships where the critical terms of the hedging instrument
match exactly with the terms of the hedged item. The Group performs a qualitative assessment of
effectiveness and maintains hedging documentation which describes the economic relationship, objective
and strategy for the hedge transactions. The effectiveness of the hedged relationships are assessed on an
ongoing basis.
The fair value changes to the effective portion of the cash flow hedges are recognised (including related tax
impacts) through OCI in the cash flow hedge reserve in equity, refer to note 25. The balance of the cash flow
hedge reserve in relation to each particular hedge is transferred to the Statement of Comprehensive Income
in the period when the hedged item affects Statement of Comprehensive Income. Hedge accounting is
discontinued when a hedging instrument expires, is sold, terminated, or when a hedge no longer meets the
criteria for hedge accounting.
If the maturity of the hedged item is less than 12 months, the full fair value of a hedging derivative is
classified as a current asset or liability, otherwise non-current asset or liability. Derivatives that do not meet
the hedge accounting criteria are classified as held for trading for accounting purposes and are accounted
for at fair value through profit and loss.
83
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
The following table sets out the Group’s derivative financial instruments in the Balance Sheet.
Forward foreign exchange contracts
In hedges of foreign currency purchases, ineffectiveness may arise if the timing of the forecast transaction
changes from what was originally estimated, or if there are changes in the credit risk of the derivative
counterparty. The hedged highly probable forecast transactions denominated in foreign currency are
expected to occur at various dates during the next 24 months.
Where option contracts are used as the hedging instrument, the Group designates only the intrinsic value.
These are recognised in the cash flow hedge reserve within equity. The changes in time value of the options
that related to the hedged item are recognised within OCI in the cost of hedging reserve with equity.
When forward contracts are used to hedge, the Group designates full change in fair value of the forward
contract as the hedging instrument.
2022
Assets
$000s
2022
Liabilities
$000s
2021
Assets
$000s
2021
Liabilities
$000s
Forward foreign exchange contracts — cash flow
hedges
1,7435742,71139
Forward foreign exchange collar option — cash flow
hedges
697471397250
Total derivative financial instruments2,4401,0453,108289
Less: non-current forward foreign exchange — cash
flow hedges
1,095385587260
Current derivative financial instruments1,3456602,52129
Financial assets/ liabilities at fair value through profit
or loss
201194333–
Total derivative financial instruments1,5468542,85429
The following table summarises the Group’s current hedging instruments.
b. Credit risk
The Group is exposed to credit risk arising from trade customers, financial instruments (notes 18, 26a),
and cash and cash equivalents (note 11). The maximum exposure to credit risk at the end of the period is
represented by the carrying value of these financial assets.
20222021
Foreign
currency
options
Foreign
currency
forwards
Foreign
currency
options
Foreign
currency
forwards
Notional amount ($000s)21,520103,37618,08747,569
Maturity date Apr-22
to Dec-23
Apr-22
to Mar-24
Nov-21
to Jan-23
Apr-21
to Oct-22
Hedge ratio1:11:11:11:1
Change in intrinsic value of outstanding hedging
instruments
87 148
Weighted average strike rate on outstanding
options
GBP/USD– 1.32
NZD/USD0.677 0.682
Weighted average contract rate on forwards
NZD/USD 0.677 0.655
GBP/USD 1.32 1.28
INR/USD 77.27 74.32
JPY/USD 114.73 108.86
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RAKON Annual Report |
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Notes to the financial statements (continued)
The Group has financial assets of trade receivables from sales of inventory that are subject to the expected
credit loss model. The Group has established credit policies, and applies the NZ IFRS 9 Financial Instruments
simplified approach to measure expected credit losses which uses a lifetime expected loss allowance for all
trade receivables, refer to note 12. The Group’s exposure to credit risk is influenced mainly by the individual
characteristics of each customer. The demographics of the Group’s customer base, including the default risk
of the industry and country, in which customers operate, has less influence.
The Group only deals with institutions with high credit quality for banking and derivative counterparty.
c. Liquidity risk
The Group maintains committed credit facilities to ensure adequate cash is available to meet obligations
when due. Management monitors rolling forecasts of the Group’s liquidity position on the basis of expected
cash flow. Forecasts indicate that the Group operates within its credit facilities.
The following table shows the contractual undiscounted cash flow maturities of financial liabilities, including
interest payments and excluding the impact of netting agreements.
d. Market risk – foreign exchange
The objective of market risk management is to manage and control market risk exposures within acceptable
parameters, whilst optimising the return on risk. The Group enters into derivatives in the ordinary course of
business and also incurs financial liabilities in order to manage market risks. All such transactions are carried out
within the guidelines set by the Board and the Audit and Risk Committee. Generally, the Group seeks to apply
hedge accounting in order to manage volatility in the Statement of Comprehensive Income.
The Group is exposed to currency risk on sales and purchases that are denominated in a currency other than the
respective functional currencies of the Group’s entities, primarily New Zealand Dollars (NZD), Sterling Pounds
(GBP), Euros (EUR) and Indian Rupees (INR). The currencies in which these sales and purchases transactions are
primarily denominated are US Dollars (USD), Japanese Yen (JPY), INR, NZD, GBP and EUR. The Group uses foreign
currency forward exchange contracts and collar options to hedge its currency risk. The table below summarises
the foreign exchange exposure on the net monetary assets of the Group against its respective functional
currency, expressed in NZD.
31 March 2022Carrying
amount
$000s
6 months
or less
$000s
6 - 12
months
$000s
1-2
years
$000s
2-5
years
$000s
5- 10
years
$000s
Financial liabilities
Secured bank loans (note 19)4,412(470)(706)(1,178)(2,110)–
Derivatives (note 26)1,239(479)(375)(279)(105)–
Trade and other payables
(note 20)
21,249(21,249)––––
Other borrowings (note 19)10,390(58)(58)(123)(10,151)–
Lease liabilities (note 16)5,480(883)(949)(1,597)(1,916)(121)
Total financial liabilities42,770(23,139)(2,088)(3,177)(14,282)(121)
31 March 2021Carrying
amount
$000s
6 months
or less
$000s
6 - 12
months
$000s
1-2
years
$000s
2-5
years
$000s
5- 10
years
$000s
Financial liabilities
Secured bank loans (note 19)5,894(5,900)––––
Derivatives (note 26)289(21)(7)(261)––
Trade and other payables
(note 20)
26,026(26,026)––––
Other borrowings (note 19)539(179)(49)(98)(213)–
Bank overdraft (note 19)3,599(3,695)––––
Lease liabilities (note 16)7,690(1,346)(1,314)(2,092)(3,996)(210)
Total financial liabilities44,037(37,167)(1,370)(2,451)(4,209)(210)
USD
$000s
EUR
$000s
GPB
$000s
JPY
$000s
31 March 202242,833 1,657 122 (1,375)
31 March 202127,9522,149(72)(2,053)
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RAKON Annual Report |
FY 2022
The following significant exchange rates applied during the year.
Notes to the financial statements (continued)
Sensitivity analysis
Underlying exposures
A 10% weakening of the NZD against the following currencies at 31 March would have increased
(decreased) equity and profit or loss by the amounts shown below. Based on historical movements, a 10%
increase or decrease in the NZD is considered to be a reasonable estimate. This analysis assumes that all
other variables, in particular interest rates remain constant. The analysis was performed on the same basis
for 2021.
Average rateReporting date rate
2022202120222021
NZD/USD0.69670.66950.69470.6994
NZD/EUR0.59940.57390.62600.5939
NZD/GBP0.50980.51120.53040.5072
NZD/INR51.851249.453652.784250.8746
NZD/JPY78.208070.857785.100076.7000
A 10% strengthening of the NZD against the above currencies at 31 March would have had the equal but
opposite effect, on the basis that all other variables remain constant.
20222021
Equity
$000s
Profit
or loss
$000s
Equity
$000s
Profit
or loss
$000s
USD 4,759 4,7593,1063,106
EUR 184184239239
GBP 14 14(8)(8)
JPY (153) (153)(228)(228)
Forward foreign exchange contracts
A 10% weakening of the purchased currencies below against the forward foreign exchange contracts
outstanding at 31 March, would have increased (decreased) equity and profit or loss by the amounts shown
below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis
is performed on the same basis for 2021.
20222021
Fair
value
$000s
Equity
$000s
Profit
or loss
$000s
Fair
value
$000s
Equity
$000s
Profit
or loss
$000s
Forward foreign exchange
contracts – Cash flow hedge
Net buy NZD sell USD10,604(10,604)–5,172(5,172)–
Net buy GBP sell USD159(159)–187(187)–
Net buy INR sell USD(201)201––––
Net buy JPY sell USD(725)725–72(72)–
Forward foreign exchange
contracts – held for trading
Net buy NZD sell USD(2,761)(955)(955)283(278)(278)
Net buy GBP sell USD(34)(159)(48)42(60)(60)
Net buy INR sell USD65201808(80)(80)
Net buy JPY sell USD520725132–––
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RAKON Annual Report |
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Notes to the financial statements (continued)
e. Market risk – interest rate
The Group adopts a policy to manage its exposure to interest rate risk by considering interest rates swap
agreements.
Profile
At 31 March the interest rate profile of the Group’s interest bearing financial instruments.
Sensitivity analysis
An increase of 100 basis points in interest rates at 31 March would have increased/(decreased) equity and
profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular
foreign exchange rates, remain constant. The analysis for 2022 was performed on the same basis as 2021.
Variable rate instruments
2022
$000s
2021
$000s
Financial assets (note 11) 39,229 15,073
Financial liabilities (note 19) (10,000) (3,599)
Net variable rate instruments 29,229 11,474
Fixed rate instruments
Financial liabilities (note 19) (5,981) (6,433)
Net fixed rate instruments (5,981) (6,433)
A decrease of 100 basis points in interest rates at 31 March would have the opposite impact to what is
shown above.
f. Capital risk management
The Group’s objective when managing capital is to maintain its ability to continue as a going concern, meet
its debt obligations, maintain an appropriate capital structure that provides flexibility to take advantage of
growth opportunities, and manage capital costs. The Group’s capital comprises of all components of equity.
The Group also maintains borrowings and credit facilities, refer to note 19 for details.
27. Commitments
a. Capital commitments
Capital expenditure contracted for at the balance date but not incurred is $1,600,000 (2021: $721,000).
28. Principal subsidiaries
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group
is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to
affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date
on which control is transferred to the Group. The acquisition method of accounting is used to account for
business combinations by the Group. They are deconsolidated from the date that control ceases.
All material transactions between subsidiaries or between the parent company and subsidiaries are
eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the Group.
20222021
Equity
$000s
Profit
or loss
$000s
Equity
$000s
Profit
or loss
$000s
Variable rate instruments(100) (100)(36)(36)
Fixed rate instruments ––(5)(5)
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RAKON Annual Report |
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Notes to the financial statements (continued)
The list of subsidiaries is as follows:
Rakon ESOP Trustee Limited and Rakon PPS Trustee Limited are classified as in-substance subsidiaries and
are consolidated into the Group financial statements.
During the year, Rakon (Mauritius) Limited was voluntarily liquidated.
29. Related party transactions
a. Key management personnel compensation
% interest held by
the Group
Name of entity
Principal activities
Country of
incorporation
Balance
date
2022
2021
Rakon America LLCMarketing supportUSA31-Mar100100
Rakon Singapore (Pte)
Limited
Marketing supportSingapore31-Mar100100
Rakon Financial Services
Limited
FinancingNew Zealand31-Mar100100
Rakon International
Limited
Marketing supportNew Zealand31-Mar100100
Rakon UK Holdings
Limited
Holding companyUnited Kingdom31-Mar100100
Rakon UK LimitedResearch and
development
United Kingdom31-Mar100100
Rakon France SAS R&D, manufacturing and
sales
France31-Mar100100
Rakon Investment HK
Limited
Holding companyHong Kong31-Mar100100
Rakon Crystal Electronic
International Limited
Marketing supportChina31-Mar100100
Rakon India Pvt Limited Manufacturing, R&D and
sales
India31-Mar100100
Rakon (Mauritius) LimitedHolding companyMauritius31-Mar–100
Rakon ESOP Trustee
Limited
Share trusteeNew Zealand31-Mar––
Rakon PPS Trustee
Limited
Share trusteeNew Zealand31-Mar––
b. Transactions with other related parties
No amounts owed by a related party have been written off or forgiven during the year. Following is
the summary of transactions between related parties, and closing receivables and payables balance. All
transactions were made on normal commercial terms and condidtions.
2022
$000s
2021
$000s
Salaries and other short-term employee benefits4,854 4,275
Directors' fee449 318
Total key management compensation 5,303 4,593
2022
$000s
2021
$000s
Transactions with associates
Sales to associate, Chengdu Timemaker Crystal Technology Co. Limited - 42
Purchases from associate, Chengdu Timemaker Crystal Technology Co.
Limited
(2,948)(1,625)
Net transactions (2,948) (1,583)
Payables to Chengdu Timemaker Crystal Technology Co. Limited (962) (255)
Receivables from Rakon HK Limited 179 160
Transactions with Siward Crystal Technologies Co. Limited
Sales 2,143 683
Purchases (11,579) (2,003)
Net transactions (9,436) (1,320)
Payables to Siward Crystal Technologies Co. Limited (3,072)(635)
Receivables from Siward Crystal Technologies Co. Limited 175 106
88
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
30. Share based payments
The Group’s management awards qualifying employees’ bonuses, in the form of share options and
conditional rights to redeemable ordinary shares, from time to time, on a discretionary basis. These are
subject to vesting conditions and their fair value is recognised as an employee benefit expense with a
corresponding increase in other reserve equity over the vesting period. The fair value determined at
grant date excludes the impact of any non-market vesting conditions, such as the requirement to remain
in employment with the Group. Non-market vesting conditions are included in the assumptions about
the number of options that are expected to vest and the number of redeemable ordinary shares that are
expected to transfer.
a. Long term incentive plan
Certain key personnel of the Group, based in New Zealand, receive remuneration in the form of share-
based payments, whereby employees render services as consideration for equity instruments (equity-settled
transactions). Employees working overseas are granted Phantom Share Rights which are settled in cash
(cash-settled transactions).
Equity-settled transactions
The cost of equity-settled transactions is determined by the fair value at the date when the grant is made
using an appropriate valuation model.
That cost is recognised in employee benefits expense note 7, together with a corresponding increase in
equity (other capital reserves), over the period in which the service conditions are fulfilled (the vesting
period). The cumulative expense recognised for equity-settled transactions at each reporting date until the
vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the
number of equity instruments that will ultimately vest. The expense or credit in the statement of profit or
loss for a period represents the movement in cumulative expense recognised as at the beginning and end of
that period.
Service conditions are not taken into account when determining the grant date fair value of awards, but
the likelihood of the conditions being met is assessed as part of the Group’s best estimate of the number
of equity instruments that will ultimately vest. Market performance conditions are reflected within the grant
date fair value. Any other conditions attached to an award, but without an associated service requirement,
are considered to be non-vesting conditions.
When the terms of an equity-settled award are modified, the minimum expense recognised is the grant date
fair value of the unmodified award, provided the original terms of the award are met. An additional expense,
measured as at the date of modification, is recognised for any modification that increases the total fair value
of the share-based payment transaction, or is otherwise beneficial to the employee. Where an award is
cancelled by the entity or by the counterparty, any remaining element of the fair value of the award that has
not yet been recognised as an expense is expensed immediately through profit or loss.
Cash-settled transactions
A liability is recognised for the fair value of cash-settled transactions. The fair value is measured initially
and at each reporting date up to and including the settlement date, with changes in fair value recognised
in profit or loss in employee benefits expense note 7. This fair value is expensed over the period until the
vesting date with recognition of a corresponding liability. The fair value is determined using a Monte Carlo
model. The approach used to account for vesting conditions when measuring equity-settled transactions
also applies to cash-settled transactions.
Estimates and judgements
Estimating fair value for share-based payment transactions requires determination of the most appropriate
valuation model, which depends on the terms and conditions of the grant. This estimate also requires
determination of the most appropriate inputs to the valuation model including market price volatility, risk
free rates, liquidity and making assumptions about them. The Group initially measures the cost of cash-
settled transactions with employee using a Monte Carlo model to determine the fair value of the liability to
be incurred. For cash-settled share-based payment transactions, the liability needs to be re-measured at the
end of each reporting period up to the date of settlement, with any changes in fair value recognised in profit
or loss. This requires a reassessment of the estimates used at the end of each reporting period.
For the measurement of the fair value of equity-settled transactions with employees at the grant date, the
Group uses a Monte Carlo model.
Rakon’s Long Term Incentive Plan (“LTIP”) was established on 13 December 2021. Under the LTIP, Share
Rights and Phantom Share Rights of the parent are granted to key management personnel of the parent
and certain subsidiaries, respectively. Employees are entitled to shares of the parent and cash payment upon
vesting of Share Rights and Phantom Share Rights, respectively. No payment is required to be made by
employees to accept the offer or upon receipt of ordinary shares in the parent with respect to any vested
Share Rights or upon receipt cash payment with respect to any vested Phantom Share Rights.
89
RAKON Annual Report |
FY 2022
Notes to the financial statements (continued)
Vesting of Share Rights and Phantom Share Rights is dependent on the Group’s total shareholder return
(“TSR”) exceeding the TSR of the NZX50 over the measurement period. Employees must remain in service
for a period of 2.5 years from grant date (December 2021).
Share Rights
Key personnel of parent are granted Share Rights. The fair value of Share Rights is estimated at the grant
date using a model, taking into account the terms and conditions upon which the Share Rights were
granted.
The model simulates the TSR and compares it against the TSR of the NZX50. It takes into account historical
and expected dividends, and the share price fluctuation to predict the distribution of relative share
performance.
There are no cash settlement alternatives. The Group does not have a past practice of cash settlement for
these Share Rights. The Group accounts for the Share Rights as equity-settled transactions.
Phantom Share Rights
Key personnel of certain overseas subsidiaries are granted Phantom Share Rights, settled in cash. The
liability for the Phantom Share Rights is measured initially and at each reporting period until settled, at fair
value of the Phantom Share Rights, by applying a Monte Carlo model, taking into account the terms and
conditions on which the Phantom Share Rights were granted, and the extent to which the employees have
rendered services to date.
The carrying amount of the liability relating to the Phantom Share Rights at 31 March 31, 2021 was $40,000.
There were no cancellations or modifications to the awards in 2021. The weighted average fair value of share
rights and phantom share rights granted during the year were $1.31 and $1.23, respectively.
The expense recognised for employee services received during the year is shown in the following table:
Share rights
2022
$000s
Phantom share rights
2022
$000s
Granted during the year703276
Outstanding at 31 March703276
Movement for the year
b. Rakon Share Plan
In March 2006, Rakon Limited established a share plan to enable selected employees of Rakon Limited to
acquire shares in the Company through the plan trustee, Rakon ESOP Trustee Limited. Under the terms
of the share plan, 2,759 ordinary shares were issued at deemed market value at that time to Rakon ESOP
Trustee Limited to hold on behalf of the participating employees. Following a share split on 13 April 2006,
the resulting number of shares under this plan was 859,137. As at 31 March 2022, balance of shares held
was 321,972 (31 March 2021: 321,972). All shares have been allocated and rank equally in all respects with
all other ordinary shares issued by the Company. The outstanding loan balance, provided on an interest
free basis by Rakon Limited to participating employees in respect of these shares, totals $195,000 (2021:
$195,000). A participant may repay all or part of the loan at any time, and may request share transfer upon
full repayment. No repayments were due at 31 March 2022 (2021: nil). The Trust Deed makes provision for
the Company to require repayment of the loans in certain circumstances. The Company may remove and
appoint trustees at any time. The Directors and shareholders of Rakon ESOP Trustee Limited are Keith Oliver
and Bruce Irvine. Shares held by the share plan represent approximately 0.14% of the Company’s total shares
on issue as at balance date (2021: 0.14%).
2022
$000s
2021
$000s
Expenses arising from equity-settled share-based payment transactions108–
Expenses arising from cash-settled share-based payment transactions40–
Total expenses arising from share-based payment transactions148–
90
RAKON Annual Report |
FY 2022
31. Contingencies
Prior to acquisition, Rakon India received income tax and indirect taxes assessments, which had been in
dispute. The Directors of Rakon India believe the positions are likely to be upheld and accordingly no
provision was made. The below summarises the potential impacts on Rakon India’s tax balances if the
assessments are upheld.
Income taxes
• 2011/12 – an increase in taxable income of $1.4m (tax value $900,000)
• 2012/13 – an increase in taxable income of $1.8m (tax value $35,000)
• 2013/14 – no increase in taxable income (tax value $520,000)
Indirect taxes
• December 2010/August 2012 – excess input credit availed (tax value $390,000). Penalty applicable at
100% of tax value.
32. Subsequent events
The Directors are not aware of any material events subsequent to the balance date 31 March 2022.
Notes to the financial statements (continued)
91
RAKON Annual Report |
FY 2022
PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz
Independent auditor’s report
To the shareholders of Rakon Limited
Our opinion
In our opinion, the accompanying financial statements of Rakon Limited (the Company), including its
subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at
31 March 2022, its financial performance and its cash flows for the year then ended in accordance
with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and
International Financial Reporting Standards (IFRS).
What we have audited
The Group's financial statements comprise:
● the balance sheet as at 31 March 2022;
● the statement of comprehensive income for the year then ended;
● the statement of changes in equity for the year then ended;
● the statement of cash flows for the year then ended; and
● the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of providing market survey data relating
to executive remuneration levels, providing certificates of expenditure for the purpose of the European
Union subsidy for community projects in France, providing a certificate of expenditure for the purposes
of the Production Linked Incentive Scheme in India and providing statutory reporting required in
France in respect of capital. The provision of these other services has not impaired our independence
as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. These matters were addressed in the context
of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
PwC 2
Description of the key audit matter How our audit addressed the key audit matter
Initial recognition and valuation of
research and development costs
associated with the development of
new products
Note 15 of the financial statements
provide details of the costs incurred by
the Group with respect to developing new
products that were capitalised as at 31
March 2022. This is included within the
product development and assets under
construction categories of the note and
amounts to $4.7 million at 31 March
2022.
Note 7 of the financial statements provide
details of research and development
expenditure in the Statement of
Comprehensive Income during the year
of $13.8 million.
There is judgement involved in assessing
whether the costs that are being
capitalised for development meet the
criteria for capitalisation as an intangible
asset under NZ IAS 38 Intangible Assets,
or whether they should be expensed.
There is also judgement and often
uncertainty around the potential for
success of new products as well as the
technical feasibility and probable future
economic benefits associated with new
and existing projects.
Our audit focused on this area due to the
value of the capitalised research and
development costs balance and the
judgement involved in the application of
the accounting standards.
The Directors have assessed the future
income generating ability of capitalised
development expenditure by referring to
current demand for the new products in
production and to the business case for
future sales of products not yet in
production.
Our procedures included the following:
● Updating our understanding of how the costs for
research and development are captured and,
where appropriate, are approved for capitalisation
and the controls over these processes;
● Obtaining an understanding of the projects which
have been capitalised during the year. Costs
capitalised during the year ended 31 March 2022,
are immaterial for further testing;
● Assessing overall costs capitalised for compliance
with Group policies and the requirements defined
in NZ IAS 38 for capitalisation of product
development costs;
● Tested a sample of expensed research and
development costs to ensure accounting treatment
is appropriate;
● Challenging the Director’s assessment of the future
income expected from products in production,
where costs were capitalised and are now being
amortised, by comparing the future sales estimate
with the level of sales currently being achieved;
and
● Updating our understanding of the status of
products which are not yet in production including
the future income expected from these products.
The carrying value of these products as at 31
March 2022 is immaterial for further testing.
We have no matters to report as a result of our
procedures.
PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz
Independent auditor’s report
To the shareholders of Rakon Limited
Our opinion
In our opinion, the accompanying financial statements of Rakon Limited (the Company), including its
subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at
31 March 2022, its financial performance and its cash flows for the year then ended in accordance
with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and
International Financial Reporting Standards (IFRS).
What we have audited
The Group's financial statements comprise:
● the balance sheet as at 31 March 2022;
● the statement of comprehensive income for the year then ended;
● the statement of changes in equity for the year then ended;
● the statement of cash flows for the year then ended; and
● the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of providing market survey data relating
to executive remuneration levels, providing certificates of expenditure for the purpose of the European
Union subsidy for community projects in France, providing a certificate of expenditure for the purposes
of the Production Linked Incentive Scheme in India and providing statutory reporting required in
France in respect of capital. The provision of these other services has not impaired our independence
as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. These matters were addressed in the context
of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
PwC 2
Description of the key audit matter How our audit addressed the key audit matter
Initial recognition and valuation of
research and development costs
associated with the development of
new products
Note 15 of the financial statements
provide details of the costs incurred by
the Group with respect to developing new
products that were capitalised as at 31
March 2022. This is included within the
product development and assets under
construction categories of the note and
amounts to $4.7 million at 31 March
2022.
Note 7 of the financial statements provide
details of research and development
expenditure in the Statement of
Comprehensive Income during the year
of $13.8 million.
There is judgement involved in assessing
whether the costs that are being
capitalised for development meet the
criteria for capitalisation as an intangible
asset under NZ IAS 38 Intangible Assets,
or whether they should be expensed.
There is also judgement and often
uncertainty around the potential for
success of new products as well as the
technical feasibility and probable future
economic benefits associated with new
and existing projects.
Our audit focused on this area due to the
value of the capitalised research and
development costs balance and the
judgement involved in the application of
the accounting standards.
The Directors have assessed the future
income generating ability of capitalised
development expenditure by referring to
current demand for the new products in
production and to the business case for
future sales of products not yet in
production.
Our procedures included the following:
● Updating our understanding of how the costs for
research and development are captured and,
where appropriate, are approved for capitalisation
and the controls over these processes;
● Obtaining an understanding of the projects which
have been capitalised during the year. Costs
capitalised during the year ended 31 March 2022,
are immaterial for further testing;
● Assessing overall costs capitalised for compliance
with Group policies and the requirements defined
in NZ IAS 38 for capitalisation of product
development costs;
● Tested a sample of expensed research and
development costs to ensure accounting treatment
is appropriate;
● Challenging the Director’s assessment of the future
income expected from products in production,
where costs were capitalised and are now being
amortised, by comparing the future sales estimate
with the level of sales currently being achieved;
and
● Updating our understanding of the status of
products which are not yet in production including
the future income expected from these products.
The carrying value of these products as at 31
March 2022 is immaterial for further testing.
We have no matters to report as a result of our
procedures.
Independent auditor’s report
To the shareholders of Rakon Limited
Our opinion
In our opinion, the accompanying financial statements of Rakon Limited (the Company), including its
subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at 31
March 2022, its financial performance and its cash flows for the year then ended in accordance with New
Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and International Financial
Reporting Standards (IFRS).
What we have audited
The Group’s financial statements comprise:
• the balance sheet as at 31 March 2022;
• the statement of comprehensive income for the year then ended;
• the statement of changes in equity for the year then ended;
• the statement of cash flows for the year then ended; and
• the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ))
and International Standards on Auditing (ISAs). Our responsibilities under those standards are further
described in the Auditor’s responsibilities for the audit of the financial statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of providing certification of expenditure
for the purpose of the European Union subsidy for community projects in France, providing certification
of expenditure for the purposes of the European grants on innovation projects in France, providing
certification of expenditure for the purposes of the Production Linked Incentive Scheme in India and
providing statutory reporting required in France in respect of capital. The provision of these other services
has not impaired our independence as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial statements of the current year. These matters were addressed in the context of our
audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
92
RAKON Annual Report |
FY 2022
PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz
Independent auditor’s report
To the shareholders of Rakon Limited
Our opinion
In our opinion, the accompanying financial statements of Rakon Limited (the Company), including its
subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at
31 March 2022, its financial performance and its cash flows for the year then ended in accordance
with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and
International Financial Reporting Standards (IFRS).
What we have audited
The Group's financial statements comprise:
● the balance sheet as at 31 March 2022;
● the statement of comprehensive income for the year then ended;
● the statement of changes in equity for the year then ended;
● the statement of cash flows for the year then ended; and
● the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of providing market survey data relating
to executive remuneration levels, providing certificates of expenditure for the purpose of the European
Union subsidy for community projects in France, providing a certificate of expenditure for the purposes
of the Production Linked Incentive Scheme in India and providing statutory reporting required in
France in respect of capital. The provision of these other services has not impaired our independence
as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. These matters were addressed in the context
of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
PwC 2
Description of the key audit matter How our audit addressed the key audit matter
Initial recognition and valuation of
research and development costs
associated with the development of
new products
Note 15 of the financial statements
provide details of the costs incurred by
the Group with respect to developing new
products that were capitalised as at 31
March 2022. This is included within the
product development and assets under
construction categories of the note and
amounts to $4.7 million at 31 March
2022.
Note 7 of the financial statements provide
details of research and development
expenditure in the Statement of
Comprehensive Income during the year
of $13.8 million.
There is judgement involved in assessing
whether the costs that are being
capitalised for development meet the
criteria for capitalisation as an intangible
asset under NZ IAS 38 Intangible Assets,
or whether they should be expensed.
There is also judgement and often
uncertainty around the potential for
success of new products as well as the
technical feasibility and probable future
economic benefits associated with new
and existing projects.
Our audit focused on this area due to the
value of the capitalised research and
development costs balance and the
judgement involved in the application of
the accounting standards.
The Directors have assessed the future
income generating ability of capitalised
development expenditure by referring to
current demand for the new products in
production and to the business case for
future sales of products not yet in
production.
Our procedures included the following:
● Updating our understanding of how the costs for
research and development are captured and,
where appropriate, are approved for capitalisation
and the controls over these processes;
● Obtaining an understanding of the projects which
have been capitalised during the year. Costs
capitalised during the year ended 31 March 2022,
are immaterial for further testing;
● Assessing overall costs capitalised for compliance
with Group policies and the requirements defined
in NZ IAS 38 for capitalisation of product
development costs;
● Tested a sample of expensed research and
development costs to ensure accounting treatment
is appropriate;
● Challenging the Director’s assessment of the future
income expected from products in production,
where costs were capitalised and are now being
amortised, by comparing the future sales estimate
with the level of sales currently being achieved;
and
● Updating our understanding of the status of
products which are not yet in production including
the future income expected from these products.
The carrying value of these products as at 31
March 2022 is immaterial for further testing.
We have no matters to report as a result of our
procedures.
Description of the key audit matter
Initial recognition and valuation of research and development costs associated with the
development of new products
Note 15 of the financial statements provide details of the costs incurred by the Group with respect to
developing new products that were capitalised as at 31 March 2022. This is included within the product
development and assets under construction categories of the note and amounts to $4.7 million at 31
March 2022.
Note 7 of the financial statements provide details of research and development expenditure in the
Statement of Comprehensive Income during the year of $13.8 million.
There is judgement involved in assessing whether the costs that are being capitalised for development
meet the criteria for capitalisation as an intangible asset under NZ IAS 38 Intangible Assets, or whether
they should be expensed.
There is also judgement and often uncertainty around the potential for success of new products as well as
the technical feasibility and probable future economic benefits associated with new and existing projects.
Our audit focused on this area due to the value of the capitalised research and development costs balance
and the judgement involved in the application of the accounting standards.
The Directors have assessed the future income generating ability of capitalised development expenditure
by referring to current demand for the new products in production and to the business case for future sales
of products not yet in production.
How our audit addressed the key audit matter
Our procedures included the following:
● Updating our understanding of how the costs for research and development are captured and, where
appropriate, are approved for capitalisation and the controls over these processes;
● Obtaining an understanding of the projects which have been capitalised during the year. Costs
capitalised during the year ended 31 March 2022, are immaterial for further testing;
● Assessing overall costs capitalised for compliance with Group policies and the requirements defined in
NZ IAS 38 for capitalisation of product development costs;
● Testing a sample of expensed research and development costs to ensure accounting treatment is
appropriate;
● Challenging the Director’s assessment of the future income expected from products in production,
where costs were capitalised and are now being amortised, by comparing the future sales estimate with
the level of sales currently being achieved; and
● Updating our understanding of the status of products which are not yet in production including the
future income expected from these products. The carrying value of these products as at 31 March 2022
is immaterial for further testing.
We have no matters to report as a result of our procedures.
93
RAKON Annual Report |
FY 2022
PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz
Independent auditor’s report
To the shareholders of Rakon Limited
Our opinion
In our opinion, the accompanying financial statements of Rakon Limited (the Company), including its
subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at
31 March 2022, its financial performance and its cash flows for the year then ended in accordance
with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and
International Financial Reporting Standards (IFRS).
What we have audited
The Group's financial statements comprise:
● the balance sheet as at 31 March 2022;
● the statement of comprehensive income for the year then ended;
● the statement of changes in equity for the year then ended;
● the statement of cash flows for the year then ended; and
● the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of providing market survey data relating
to executive remuneration levels, providing certificates of expenditure for the purpose of the European
Union subsidy for community projects in France, providing a certificate of expenditure for the purposes
of the Production Linked Incentive Scheme in India and providing statutory reporting required in
France in respect of capital. The provision of these other services has not impaired our independence
as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. These matters were addressed in the context
of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
PwC 2
Description of the key audit matter How our audit addressed the key audit matter
Initial recognition and valuation of
research and development costs
associated with the development of
new products
Note 15 of the financial statements
provide details of the costs incurred by
the Group with respect to developing new
products that were capitalised as at 31
March 2022. This is included within the
product development and assets under
construction categories of the note and
amounts to $4.7 million at 31 March
2022.
Note 7 of the financial statements provide
details of research and development
expenditure in the Statement of
Comprehensive Income during the year
of $13.8 million.
There is judgement involved in assessing
whether the costs that are being
capitalised for development meet the
criteria for capitalisation as an intangible
asset under NZ IAS 38 Intangible Assets,
or whether they should be expensed.
There is also judgement and often
uncertainty around the potential for
success of new products as well as the
technical feasibility and probable future
economic benefits associated with new
and existing projects.
Our audit focused on this area due to the
value of the capitalised research and
development costs balance and the
judgement involved in the application of
the accounting standards.
The Directors have assessed the future
income generating ability of capitalised
development expenditure by referring to
current demand for the new products in
production and to the business case for
future sales of products not yet in
production.
Our procedures included the following:
● Updating our understanding of how the costs for
research and development are captured and,
where appropriate, are approved for capitalisation
and the controls over these processes;
● Obtaining an understanding of the projects which
have been capitalised during the year. Costs
capitalised during the year ended 31 March 2022,
are immaterial for further testing;
● Assessing overall costs capitalised for compliance
with Group policies and the requirements defined
in NZ IAS 38 for capitalisation of product
development costs;
● Tested a sample of expensed research and
development costs to ensure accounting treatment
is appropriate;
● Challenging the Director’s assessment of the future
income expected from products in production,
where costs were capitalised and are now being
amortised, by comparing the future sales estimate
with the level of sales currently being achieved;
and
● Updating our understanding of the status of
products which are not yet in production including
the future income expected from these products.
The carrying value of these products as at 31
March 2022 is immaterial for further testing.
We have no matters to report as a result of our
procedures.
Description of the key audit matter
Valuation of the investment in Thinxtra
The carrying value of the Group’s investment in Thinxtra Limited (Thinxtra) is A$2.5 million ($2.7 million) as
at 31 March 2022, reducing by $0.4 million in the current year.
Consistent with the prior year, the Directors used a range of valuation techniques with assigned
weightings. The techniques applied include discounted cash flows and the share price of the last
successful capital raise. Weightings were assigned to each technique based on the Directors’ available
information and judgement.
Based on the information available to the Directors, Thinxtra’s performance is below the forecast provided
by Thinxtra. The valuation techniques and weightings have been adjusted by management in the current
financial year to recognise that forecasts by Thinxtra have not been fully met in the latest financial
statements.
The Directors also considered sensitivity of the key inputs in the valuation by determining other reasonably
possible scenarios and assessing its impact on the valuation.
The results of the Directors’ assessment and sensitivity analysis is disclosed in note 18 to the financial
statements.
We considered the valuation of the investment in Thinxtra a key audit matter because of the uncertainty
involved in the estimation process and the significant judgements the Directors made in determining
fair value. Changes in the assumptions applied as part of the estimation process can lead to significant
movements in the fair value of the investment.
How our audit addressed the key audit matter
Our procedures in relation to the fair value determination of the investment in Thinxtra included the
following:
● Obtaining an understanding of, and evaluating, Rakon’s processes and controls relating to the valuation
of the investment in Thinxtra;
● Obtaining an understanding of the valuation techniques used by the Directors and the key assumptions
applied in determining the fair value of the investment in Thinxtra as at 31 March 2022;
● Comparing the discounted cash flow model to the prior year and reconfirming its mathematical
accuracy. The model agrees to the Information Memorandum issued by Thinxtra in 2020;
● Considering the discounted cash flow model which formed part of the Director’s basis of valuation.
Consistent with the prior year, we determined the underlying forecasts used in the model continue to be
unreliable due to Thinxtra’s history of not meeting budgeted results. Accordingly, we have not assigned
any weighting to this when considering our valuation approach;
● Our valuation approach considered all information available to the Directors. We determined that there
can be a wide valuation range attributable to this investment, however, based on its Level 3 nature and
the limited information available to the Directors, we concluded that the observable inputs from the
most recent capital raise in February 2020, which was extended in August 2020, continues to represent
the best evidence of the fair value as at 31 March 2022. This results in a lower fair value than that
determined by the Directors;
● The difference between the Directors’ assessment of fair value and our valuation, was reported to the
Directors who determined that this judgemental difference was not material in the context of the
financial statements. This difference is below our overall Group materiality;
● Engaging our valuation expert to review our valuation approach to ensure all economic factors have
been considered and appropriate conclusions were reached; and
● Assessing the adequacy of disclosures in the financial statements to ensure that this is compliant with
the requirements of NZ IFRS.
94
RAKON Annual Report |
FY 2022
PwC 3
Valuation of the investment in Thinxtra
The carrying value of the Group’s
investment in Thinxtra Limited (Thinxtra)
is A$2.5 million ( $2.7 million) as at 31
March 2022, reducing by $0.4 million in
the current year.
Consistent with the prior year, the
Directors used a range of valuation
techniques with assigned weightings. The
techniques applied include discounted
cash flows and the share price of the last
successful capital raise. Weightings were
assigned to each technique based on the
Directors’ available information and
judgement.
Based on the information available to the
Directors, Thinxtra’s performance is
below the forecast provided by Thinxtra.
The valuation techniques and weightings
have been adjusted by management in
the current financial year to recognise
that forecasts by Thinxtra have not been
fully met in the latest financial
statements.
The Directors also considered sensitivity
of the key inputs in the valuation by
determining other reasonably possible
scenarios and assessing its impact on
the valuation.
The results of the Directors’ assessment
and sensitivity analysis is disclosed in
note 18 to the financial statements.
We considered the valuation of the
investment in Thinxtra a key audit matter
because of the uncertainty involved in the
estimation process and the significant
judgements the Directors made in
determining fair value. Changes in the
assumptions applied as part of the
estimation process can lead to significant
movements in the fair value of the
investment.
Our procedures in relation to the fair value
determination of the investment in Thinxtra included the
following:
● Obtaining an understanding of, and evaluating,
Rakon’s processes and controls relating to the
valuation of the investment in Thinxtra;
● Obtaining an understanding of the valuation
techniques used by the Directors and the key
assumptions applied in determining the fair value
of the investment in Thinxtra as at 31 March 2022;
● Comparing the discounted cash flow model to the
prior year and reconfirming its mathematical
accuracy. The model agrees to the Information
Memorandum issued by Thinxtra in 2020;
● Considering the discounted cash flow model which
formed part of the Director’s basis of valuation.
Consistent with the prior year, we determined the
underlying forecasts used in the model continue to
be unreliable due to Thinxtra’s history of not
meeting budgeted results. Accordingly, we have
not assigned any weighting to this when
considering our valuation approach;
● Our valuation approach considered all information
available to the Directors. We determined that
there can be a wide valuation range attributable to
this investment, however, based on its Level 3
nature and the limited information available to the
Directors, we concluded that the observable inputs
from the most recent capital raise in February
2020, which was extended in August 2020,
continues to represent the best evidence of the fair
value as at 31 March 2022. This results in a lower
fair value than that determined by the Directors;
● The difference between the Directors’ assessment
of fair value and our valuation, was reported to the
Directors who determined that this judgemental
difference was not material in the context of the
financial statements. This difference is below our
overall Group materiality;
● Engaging our valuation expert to review our
valuation approach to ensure all economic factors
have been considered and appropriate conclusions
were reached; and
● Assessing the adequacy of disclosures in the
financial statements to ensure that this is compliant
with the requirements of NZ IFRS.
We have no matters to report as a result of our
procedures.
PwC 4
Our audit approach
Overview
Overall group materiality: $1,700,000, which represents 1% of total
revenues.
We chose total revenues as the benchmark because, in our view,
revenue provides a more stable measure for establishing our
materiality benchmark and best reflects performance of the Group.
Following our assessment of the risk of material misstatement, we:
● Performed full scope audits for the two principal businesses in
New Zealand and France based on their financial significance;
● Performed specified procedures and analytical review
procedures over the business unit in India;
● Specified audit procedures over the business in the UK; and
● Analytical review procedures were performed on the investment
in Timemaker and all other remaining entities.
As reported above, we have two key audit matters, being:
● Initial recognition and valuation of research and development
costs associated with the development of new products
● Valuation of the investment in Thinxtra
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
PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz
Independent auditor’s report
To the shareholders of Rakon Limited
Our opinion
In our opinion, the accompanying financial statements of Rakon Limited (the Company), including its
subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at
31 March 2022, its financial performance and its cash flows for the year then ended in accordance
with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and
International Financial Reporting Standards (IFRS).
What we have audited
The Group's financial statements comprise:
● the balance sheet as at 31 March 2022;
● the statement of comprehensive income for the year then ended;
● the statement of changes in equity for the year then ended;
● the statement of cash flows for the year then ended; and
● the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of providing market survey data relating
to executive remuneration levels, providing certificates of expenditure for the purpose of the European
Union subsidy for community projects in France, providing a certificate of expenditure for the purposes
of the Production Linked Incentive Scheme in India and providing statutory reporting required in
France in respect of capital. The provision of these other services has not impaired our independence
as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. These matters were addressed in the context
of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
PwC 2
Description of the key audit matter How our audit addressed the key audit matter
Initial recognition and valuation of
research and development costs
associated with the development of
new products
Note 15 of the financial statements
provide details of the costs incurred by
the Group with respect to developing new
products that were capitalised as at 31
March 2022. This is included within the
product development and assets under
construction categories of the note and
amounts to $4.7 million at 31 March
2022.
Note 7 of the financial statements provide
details of research and development
expenditure in the Statement of
Comprehensive Income during the year
of $13.8 million.
There is judgement involved in assessing
whether the costs that are being
capitalised for development meet the
criteria for capitalisation as an intangible
asset under NZ IAS 38 Intangible Assets,
or whether they should be expensed.
There is also judgement and often
uncertainty around the potential for
success of new products as well as the
technical feasibility and probable future
economic benefits associated with new
and existing projects.
Our audit focused on this area due to the
value of the capitalised research and
development costs balance and the
judgement involved in the application of
the accounting standards.
The Directors have assessed the future
income generating ability of capitalised
development expenditure by referring to
current demand for the new products in
production and to the business case for
future sales of products not yet in
production.
Our procedures included the following:
● Updating our understanding of how the costs for
research and development are captured and,
where appropriate, are approved for capitalisation
and the controls over these processes;
● Obtaining an understanding of the projects which
have been capitalised during the year. Costs
capitalised during the year ended 31 March 2022,
are immaterial for further testing;
● Assessing overall costs capitalised for compliance
with Group policies and the requirements defined
in NZ IAS 38 for capitalisation of product
development costs;
● Tested a sample of expensed research and
development costs to ensure accounting treatment
is appropriate;
● Challenging the Director’s assessment of the future
income expected from products in production,
where costs were capitalised and are now being
amortised, by comparing the future sales estimate
with the level of sales currently being achieved;
and
● Updating our understanding of the status of
products which are not yet in production including
the future income expected from these products.
The carrying value of these products as at 31
March 2022 is immaterial for further testing.
We have no matters to report as a result of our
procedures.
Our audit approach
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.
Overall group materiality: $1,700,000, which represents
approximately 1% of total revenues.
We chose total revenues as the benchmark because, in our view,
revenue provides a more stable measure for establishing our
materiality benchmark and best reflects performance of the Group.
Following our assessment of the risk of material misstatement, we:
● Performed full scope audits for the two principal businesses in
New Zealand and France based on their financial significance;
● Performed specified procedures and analytical review
procedures over the business unit in India;
● Specified audit procedures over the business in the UK; and
● Analytical review procedures were performed on the investment
in Timemaker and all other remaining entities.
As reported above, we have two key audit matters, being:
● Initial recognition and valuation of research and development
costs associated with the development of new products
● Valuation of the investment in Thinxtra
Overview
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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
PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz
Independent auditor’s report
To the shareholders of Rakon Limited
Our opinion
In our opinion, the accompanying financial statements of Rakon Limited (the Company), including its
subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at
31 March 2022, its financial performance and its cash flows for the year then ended in accordance
with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and
International Financial Reporting Standards (IFRS).
What we have audited
The Group's financial statements comprise:
● the balance sheet as at 31 March 2022;
● the statement of comprehensive income for the year then ended;
● the statement of changes in equity for the year then ended;
● the statement of cash flows for the year then ended; and
● the notes to the financial statements, which include significant accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of providing market survey data relating
to executive remuneration levels, providing certificates of expenditure for the purpose of the European
Union subsidy for community projects in France, providing a certificate of expenditure for the purposes
of the Production Linked Incentive Scheme in India and providing statutory reporting required in
France in respect of capital. The provision of these other services has not impaired our independence
as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. These matters were addressed in the context
of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
PwC 2
Description of the key audit matter How our audit addressed the key audit matter
Initial recognition and valuation of
research and development costs
associated with the development of
new products
Note 15 of the financial statements
provide details of the costs incurred by
the Group with respect to developing new
products that were capitalised as at 31
March 2022. This is included within the
product development and assets under
construction categories of the note and
amounts to $4.7 million at 31 March
2022.
Note 7 of the financial statements provide
details of research and development
expenditure in the Statement of
Comprehensive Income during the year
of $13.8 million.
There is judgement involved in assessing
whether the costs that are being
capitalised for development meet the
criteria for capitalisation as an intangible
asset under NZ IAS 38 Intangible Assets,
or whether they should be expensed.
There is also judgement and often
uncertainty around the potential for
success of new products as well as the
technical feasibility and probable future
economic benefits associated with new
and existing projects.
Our audit focused on this area due to the
value of the capitalised research and
development costs balance and the
judgement involved in the application of
the accounting standards.
The Directors have assessed the future
income generating ability of capitalised
development expenditure by referring to
current demand for the new products in
production and to the business case for
future sales of products not yet in
production.
Our procedures included the following:
● Updating our understanding of how the costs for
research and development are captured and,
where appropriate, are approved for capitalisation
and the controls over these processes;
● Obtaining an understanding of the projects which
have been capitalised during the year. Costs
capitalised during the year ended 31 March 2022,
are immaterial for further testing;
● Assessing overall costs capitalised for compliance
with Group policies and the requirements defined
in NZ IAS 38 for capitalisation of product
development costs;
● Tested a sample of expensed research and
development costs to ensure accounting treatment
is appropriate;
● Challenging the Director’s assessment of the future
income expected from products in production,
where costs were capitalised and are now being
amortised, by comparing the future sales estimate
with the level of sales currently being achieved;
and
● Updating our understanding of the status of
products which are not yet in production including
the future income expected from these products.
The carrying value of these products as at 31
March 2022 is immaterial for further testing.
We have no matters to report as a result of our
procedures.
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.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken
so that we might state those matters which we are required to state to them in an auditor’s report and
for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company’s shareholders, as a body, for our audit work, for this
report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Indumin Senaratne
(Indy Sena).
For and on behalf of:
Chartered Accountants
25 May 2022 Auckland
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Remuneration
Oversight of policy and processes in relation to the remuneration of Directors and executives is a key
responsibility of the People Committee.
Director Remuneration
The total remuneration available for Directors is approved by shareholders. The Board determines the level
of remuneration paid to Directors from the approved collective pool. Directors are also reimbursed for
reasonable travelling, accommodation and other expenses incurred in the course of performing their duties.
In accordance with Listing Rule 2.11.1(a), the total annual fees pool increased from $360,000 to $460,000
with effect from 1 October 2021 following approval by shareholders of new levels of director fees at the
2021 Annual Shareholders’ Meeting. The new annual fees pool allows for an increase to the rate paid to
ordinary directors, an increase to the rate payable to the Chair, an allowance recognising the additional work
undertaken by the chairs of the Audit and Risk Committee and the People Committee and for a small pool
from which the Board may approve payment to directors who have undertaken significant additional work.
In the course of FY22, the Board undertook a Board succession programme resulting in the appointment of
two new directors before long-term Director and Chair, Bruce Irvine, announced his resignation with effect
from 1 April 2022. The decision of the Board to increase its number to seven means, with effect from 1 April
2022, the total annual fees pool is $530,000. The additional Director is paid at the same annual rate as the
approved rate for other ordinary Directors.
Remuneration report
Any future proposed increases in the level of non-executive Directors’ fees will also be put to shareholders for
approval. When the Board seeks advice in relation to Directors’ remuneration, the consultants are required
to declare their independence. If the Board elects to state publicly that it is relying on such advice in respect
of its remuneration proposal, a summary of the findings will be disclosed to shareholders as part of the
approval process.
Rakon’s Remuneration (Directors and Executives) Policy recognises that investors have a particular interest
in director and executive remuneration and that the remuneration of directors and executives should
be transparent, fair and reasonable. The policy outlines the framework within which Rakon determines
remuneration for its Directors and executives.
Rakon applies a fair and equitable approach to remuneration having regard to the financial position of the
company and the external environment.
The Remuneration (Directors and Executives) Policy records that Rakon and its People Committee may obtain
independent advice and relevant market data and benchmarking in New Zealand and other regions in which
it operates from appropriately qualified consultants to assist in setting remuneration for its executives, Chief
Executive and Directors. External advice is sought on a regular basis to ensure remuneration is benchmarked to
the market.
Details of individual Directors’ remuneration for the year ended 31 March 2022 are set out in the table below:
Director Remuneration Paid
ROLEDIRECTORS’ FEES
from 1/10/2021)
Chair$140,000
Non-executive Director $70,000
Chair of Audit & Risk Committee$12,000
Chair of People Committee $8,000
Provision for additional work if required$20,000
Total Fees Pool based on six Directors $460,000
Total Fees Pool based on seven Directors$530,000
DirectorFees paid
Bruce Irvine (Board Chair) $130,000
Lorraine Witten (Chair of Audit & Risk Committee)$71,000
Brent Robinson
1
$899,700
Keith Oliver (Chair of People Committee)$69,000
Keith Watson$65,000
Yin Tang (Tony) Tseng $65,825
Steve Tucker
2
$35,000
Sinead Horgan
3
$13,009
The key corporate governance documents, charters and policies referred to in this report are available on
Rakon’s website at: www.rakon/investors/corporate-governance
1
Employed as Managing Director and Chief Executive Officer until 31 March 2022, received salary and other benefits and did not receive any director fees .
2
Appointed to the Board with effect from 1 October 2021
3
Appointed to the Board with effect from 25 January 2022.
Directors fees detailed exclude both GST and reimbursed costs directly associated with carrying out their duties.
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Executive remuneration
In general, executive and senior management remuneration comprises of a fixed base salary and an at-risk
portion being a percentage of executives’ fixed remuneration determined annually. Some executives also
receive fringe benefits. Some executives have been invited to participate in a long term incentive plan.
Performance targets for at-risk incentives are set at the commencement of the period and are generally
based on financial measures including company earnings targets, progress against objectives related to the
strategic plan, business unit objectives and personal objectives.
Short term incentives (STI) linked to company objectives are agreed with the Board and achievement
and payment is determined at the discretion of the Board with achievement measured against company
performance metrics and criteria based on company priorities. The Chief Executive Officer is responsible for
agreeing and assessing achievement of his direct reports’ personal objectives.
LTI Plan
In December 2021 Rakon implemented a Long Term Incentive Plan (LTI Plan) for key employees including
some members of the executive team. The LTI Plan is designed to promote the retention of key employees
across Rakon’s global team and drive longer-term performance and alignment of incentives with the
interests of the company’s shareholders.
Under the rules of the LTI Plan, the Board will issue a number of share rights or phantom share rights to
selected key employees of Rakon; determined by dividing the gross value of the grant by the value of one
Rakon share at the calculation date. Phantom share rights may be offered at the Board’s discretion to key
employees based outside New Zealand or where additional regulatory requirements would apply to their
receipt of shares.
The performance hurdle for the LTI Plan offer made in 2021 is dependent upon Rakon achieving a higher
Total Shareholder Return (TSR) (TSR measures share price movement and dividends and other distributions)
over a three year vesting period relative to the TSR of companies within the NZX50 Index.
In order to meet the performance hurdle and satisfy that vesting condition, the percentage change in the
TSR of Rakon over the vesting period must be greater than the percentage change in the NZX50 Index over
the same period. To minimise the impact of short term price volatility, TSR for Rakon as at the vesting period
commencement date and the vesting date is calculated using the volume weighted average price (VWAP)
of Rakon shares calculated from trades through the NZX Main Board over the 20 trading days up to and
including the date on which the relevant calculation is made.
The Board has discretion in relation to determining whether the vesting conditions have been satisfied
including reserving the right to adjust calculations relating to the calculation of TSR of Rakon or the NZX50
to take account of any capital reconstructions, corporate transactions, changes to the composition of the
NZX50 or other circumstances which in its opinion are appropriate in the circumstances and consistent with
the intention of the performance hurdle.
At vesting, subject to meeting the performance hurdles set at the time of the grant, each share right is
converted to one ordinary share or the equivalent value in cash where the key employee has been issued
phantom share rights.
The employee is liable for tax on any shares or cash received. Under the LTI Plan which is subject to the
discretion of the Board, grants of share rights or phantom rights will continue to be made annually with
performance measured over a three-year period.
The value of the grant to each key employee for the 2021 LTI Plan was set at a percentage of fixed annual
remuneration which was determined by reference to weighting criteria applied to each key employee
including a range of metrics for leadership, expertise, experience industry and future potential.
CEO remuneration
The review and approval of the Chief Executive Officer’s remuneration is the responsibility of the People
Committee and the Board.
External advice is sought on the remuneration of the Chief Executive Officer.
For the year ended 31 March 2022 Brent Robinson’s remuneration for his role as the Chief Executive Officer
comprised a fixed base salary, fringe benefits, and an at-risk STI. The Chief Executive Officer’s STI for FY22
was set at 30% of Base Salary with performance measures linked 50% to achievement of certain company
performance targets for earnings and progress against objectives related to the strategic plan and linked
50% to achievement of certain personal objectives. The Chief Executive Officer’s performance is assessed by
the Board and payment of at-risk incentives is at the discretion of the Board.
Remuneration
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Remuneration
The remuneration detailed in the table below relates to payments made to Chief Executive Officer Brent
Robinson in the year ended 31 March 2022 (FY22) and does not include any STI payments in relation to
FY22 performance to be determined and paid in the 2023 financial year (FY23). Brent Robinson did not
participate in the 2021 LTI Plan.
Actual Payments made to CEO in FY2022
CEO Salary Last five years
The following table records the payments made to the Chief Executive as reported in each of the previous
five years listed. In each case the STI payment recorded relates to assessment of performance in the prior
year.
Employees’ remuneration
During the year ended 31 March 2022, the number of employees or former employees of Rakon Limited
and its subsidiaries, not being Directors of Rakon Limited received remuneration including the value of other
benefits in excess of $100,000 in the following bands:
Financial Year Ended 31 MarchBase remuneration & benefitsShort term Incentive
2017$656,053–
2018$652,402$73,500
2019$668,202$147,000
2020$671,956$165,376
2021$680,794$86,063
RemunerationNumber of employees
$100,000 – $110,00013
$100,001 – $120,00017
$120,001 – $130,0006
$130,001 – $140,00016
$140,001 – $150,0008
$150,001 – $160,00011
$160,001 – $170,0006
$170,001 – $180,0007
$180,001 – $190,0007
$190,001 – $200,0004
$200,001 – $210,0005
$210,001 – $220,0004
$220,001 – $230,0005
$230,001 – $240,0003
$240,001 – $250,0002
$250,001 – $260,0003
RemunerationNumber of employees
$260,001 – $270,0002
$270,001 – $280,0002
$280,001 – $290,0001
$290,001 – $300,0002
$300,001 – $310,0001
$310,001 – $320,0001
$320,001 – $330,0001
$340,001 – $350,0001
$350,001 – $360,0001
$360,001 – $370,0001
$380,001 – $390,0001
$390,001 – $400,0001
$440,001 – $450,0001
$470,001 – $480,0001
$520,001 – $530,0001
$700,001 – $710,0001
$710,001 – $720,0001
Base salary
payments
BenefitssubtotalSTI% STI
achieved
Total
renumeration
FY2022$675,349$33,101$708,450$191,25094%$899,700
FY2021$648,112$32,682$680,794$86,06345%$766,857
At risk incentive for previous year
Total employees earning $100,000+137
CEO salary for FY23
For the year beginning 1 April 2022 Sinan Altug’s remuneration for his role as Chief Executive Officer
comprises Fixed Annual Remuneration made up of Base Salary plus benefits (including medical insurance)
and a STI set at 30% of Base Salary. STI performance measures are linked to both company and personal
performance objectives. Sinan Altug is also a participant in the 2021 LTI Plan which has a vesting date in
June 2024.
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Shareholder information
Directors of subsidiaries
Directors of the company’s subsidiaries do not receive any remuneration or other benefits in respect of their
appointments. The remuneration and other benefits of any such Directors (not being Directors of Rakon
Limited) who are employees of the Group totalling $100,000 or more during the year ended 31 March 2022
are included in the relevant bandings for remuneration disclosed in the Remuneration Information section of
the 2022 Annual Report.
The following people held office as Directors of subsidiary companies at 31 March 2022:
The company maintains an interests’ register in accordance with the Companies Act 1993 and the Financial
Markets Conduct Act 2013. The following are particulars of entries, including the date of disclosure shown in
brackets, made in the Directors’ interests’ register for the year ended 31 March 2022.
Bruce Irvine
Ceased as Director and Chair of Rakon Limited from 1 April 2022 (March 2022)
Keith Oliver
Appointed Director of vWork Limited (September 2021)
Lorraine Witten
Appointed Chair of Move Logistics Group Limited (September 2021)
Appointed Chair of Rakon Limited from 1 April 2022 (March 2022)
Steve Tucker
Appointed as Director of Rakon Limited (October 2021)
Director and Chair of Gallagher Holdings Limited (October 2021)
Director and Chair of Goodnature Limited (October 2021)
Director of 5
th
Element Limited and subsidiary Taska Prosthetics Limited (October 2021)
Director of HJ Asmuss & Co Limited (October 2021)
Chair of Caprine Innovations NZ Programme MPI Primary Growth Partnership with NZ Dairy Goat
Co-operative (October 2021)
Independent Director of Purpose Capital Impact Fund (October 2021)
Sinead Horgan
Appointed as a Director of Rakon Limited (January 2022)
Director and Chair of Audit and Risk Committee Eco Central Limited (January 2022)
Director and Chair of Audit and Risk Committee FMG (January 2022)
Director and Chair of Audit and Risk Committee Bank of China NZ (January 2022)
Trustee and Chair Assistance Dogs New Zealand Trust (January 2022)
Director Taggart Earthmoving Limited (January 2022)
Director and Owner Morrison Horgan (January 2022)
Brent Robinson
Ceased as Managing Director and continues as Executive Director of Rakon Limited from 1 April 2022
(December 2021).
EntityDirector (or authorised representative where noted)
Rakon America LLCJohn Mundschau (authorised representative)
Rakon Singapore (Pte) LimitedBrent Robinson, Darren Robinson, Aloysius Wee
Rakon Financial Services LimitedBrent Robinson, Darren Robinson
Rakon International LimitedBrent Robinson
Rakon UK Holdings LimitedBrent Robinson, Darren Robinson, Sinan Altug
Rakon UK LimitedBrent Robinson, Darren Robinson, Sinan Altug
Rakon France SASBrent Robinson
Rakon (Mauritius) Limited Brent Robinson, Darren Robinson, Neernaysingh
Madhour, Kamalam Pillay Rungapadiachy
Rakon Investment HK LimitedBrent Robinson
Rakon Crystal Electronic International LimitedDaryoush Shahidi (authorised representative)
Rakon HK LimitedBrent Robinson, Darren Robinson, Zhuzhi Ye,
Rongguo Chen
Rakon ESOP Trustee LimitedBruce Irvine, Keith Oliver
Rakon PPS Trustee LimitedBruce Irvine, Keith Oliver
Rakon India (Private) LimitedBrent Robinson, P.M. Unnikrishnan, Arun Parasnis
Directors’ interests entries
As permitted by the Companies Act 1993 and the company’s constitution, all Directors received the benefit
of an indemnity from Rakon Limited and the benefit of Directors and Officers liability insurance cover
maintained by the company.
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Shareholder information
Directors’ shareholdings
Directors’ shareholdings in Rakon Limited as recorded in the interests’ register of the Company as at
31 March 2022 are set out below:
1
Bruce Irvine and Keith Oliver jointly hold the same parcel of 2,093,299 ordinary shares as trustees of Rakon
ESOP Trustee Limited.
Substantial Quoted Financial Product holders
The following information is given pursuant to Section 293 of the Financial Markets Conduct Act 2013.
According to the notices given under Financial Markets Conduct Act 2013 (or its predecessor the Securities
Markets Act 1988), the following persons were substantial product holders in the company as at 31 March
2022 in respect of the number of voting products below. As at 31 March 2022, the company had one share
class on issue, comprising of 229,055,272 voting shares:
NameCategoryShareholding
Brent Robinsonshares held with beneficial interest34,846,237
Bruce Irvineshares held with beneficial interest454,278
Bruce Irvineshares held with non-beneficial interest
1
2,093,299
Bruce Irvineshares held by associated person289,824
Lorraine Witten shares held with beneficial interest 192,720
Keith Watsonshares held with beneficial interest100,000
Keith Olivershares held with non-beneficial interest
1
2,093,299
Sinead Horganshares held by associated person950
NameRelevant InterestNumber Held%
Siward Crystal Technology
Co. Limited
registered holder28,016,68112.23
Brent John Robinsonregistered holder9,915,4144.32
Brent John Robinsonregistered holder and beneficial owner24,930,82310.88
Darren Paul Robinsonregistered holder9,914,1804.32
Darren Paul Robinsonregistered holder and beneficial owner24,930,82310.88
Wairahi Investments Limitedregistered holder12,000,0005.24
Size of HoldingNumber of holders%Tortal number held%
1 – 99390.7918250.00
100 – 199701.429,0930.00
200 – 4992434.9473,2790.03
500 – 9993607.32229,6660.10
1,000 – 1,99978015.87999,0690.44
2,000 – 4,999123025.203,706,5041.62
5,000 – 9,99972214.694,631,3572.02
10,000 – 49,9991,13323.0522,242,0059.71
50,000 – 99,9991603.2510,535,0754.60
100,000 – 499,9991352.7525,667,80311.21
500,000 – 999,999120.2613,450,8415.87
1,000,000 – 99,999,999280.60147,508,75564.40
Total4,916100.00229,055,272100.00
Spread of Quoted Financial Product holders and holdings as at 27 April 2022
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Shareholder information
NameShareholding%
Siward Crystal Technology Co. Limited28,016,68112.23
Brent John Robinson and Darren Paul Robinson as trustees of Ahuareka Trust24,930,82310.88
Wairahi Investments Limited12,000,0005.24
Brent John Robinson 9,915,4144.32
Darren Paul Robinson 9,914,1804.32
Forsyth Barr Custodians Limited <1-Custody>7,837,5393.42
New Zealand Depository Nominee Limited <A/C 1 Cash Account>6,277,667 2.74
Nicholas Theobald Sibley & Sally Gay Sibley5,200,0002.27
Accident Compensation Corporation
1
5,194,5602.27
Custodial Services Limited<A/C4>4,210,6371.83
Etimes Group International Limited3,697,7161.61
Michael Murray Benjamin 3,000,0001.30
Fergus David Elliott Brown3,000,0001.30
F B Trustee Limited3,000,0001.30
FNZ Custodians Limited2,920,3511.27
Hobson Wealth Custodians Limited <Resident Cash Account>2,874,9081.25
Rakon ESOP Trustee Limited2,093,2890.91
Forsyth Barr Custodians Limited <Account 1E> 2,036,0000.88
Phillip Malcolm Cook1,700,0000.74
HLR Holdings Company Limited1,584,7360.69
Twenty largest Quoted Financial Product holders as at 27 April 2022
1
Held through New Zealand Central Securities Depository Limited, which is a depository that allows
electronic trading of securities by members.
NZX waivers
For the purposes of Rakon’s disclosure obligation under Rule 3.7.1(g) Rakon confirms:
There were no NZX waivers granted or published by NZX within, or relied upon, in the 12 months ending
31 March 2022.
Credit rating
The Company does not currently have an external credit rating status.
Exercise of disciplinary powers
Neither the NZX nor the Financial Market Authority took any disciplinary action against the Company during
the financial year ended 31 March 2022.
Registered Office
Rakon Limited
8 Sylvia Park Road
Mt Wellington
Auckland 1060
New Zealand
Telephone: +64 9 573 5554
Mailing Address
Rakon Limited
Private Bag 99943
Newmarket
Auckland 1149
New Zealand
Directors
Sinead Horgan
Keith Oliver
Brent Robinson
Yin Tang Tseng
Steve Tucker
Lorraine Witten (Chair)
Keith Watson
Share Registrar
Computershare Investor Services Limited
Private Bag 92119
Victoria Street West
Auckland 1142, New Zealand
Managing Your Shareholding Online
To change your address, update
your payment instructions or view
your investment portfolio, including
transactions, please visit:
www.investorcentre.com/nz
General enquiries can be directed to:
enquiry@computershare.co.nz
Telephone: +64 9 488 8777
www.rakon.com
Directory
Principal Lawyers
Bell Gully
PO Box 4199
Shortland Street
Auckland 1140
New Zealand
Auditors
PricewaterhouseCoopers
Private Bag 92162
Auckland 1142
New Zealand
Bankers
ASB Bank
PO Box 35
Shortland Street
Auckland 1140
New Zealand
102
RAKON Annual Report |
FY22
---
0
Enabling the connected future
FY22 financial results & business update
12 monthsto 31 March 2022
26 May 2022© Rakon Limited
1
This presentation contains not only a review of operations, but also some forward looking statements
about Rakon Limited and the environment in which the company operates. Because these statements are
forward looking, Rakon Limited's actual results could differ materially
Although management and directors may indicate and believe that the assumptions underlying the
forward looking statements are reasonable, any of the assumptions could prove inaccurate or incorrect
and, therefore, there can be no assurance that the results contemplated in the forward looking
statements will be realised
Media releases, management commentary and investor presentations are all available on the company's
website and contain additional information about matters which could cause Rakon Limited's
performance to differ from any forward looking statements in this presentation. Please read this
presentation in the wider context of material previously published by Rakon Limited
Disclaimer
2
Sinan Altug
Anand Rambhai
2
Agenda
Key highlights and achievementsSinanAltug(CEO)
Operating performance & marketupdateSinanAltug
FinancialoverviewAnandRambhai(CFO)
Summary &outlookSinanAltug
Q&A
3
FY22 –key highlights & achievements
3
3
4
12.1m
11.3m
14.8m
23.5m
FY18FY19FY20FY21FY22
EBITDA
core businessTCXO chip shortage
Financial results –highlights
Notes:
All figures are presented in New Zealand dollars unless otherwise indicated
All comparisons are to the prior corresponding period (i.e. 12 months to 31 March 2021) unless otherwise noted
1
Refer to note 5 of the FY22 audited consolidated financial statements for an explanation of how ‘Non-GAAP Financial Information’ is used, including a definition of ‘Underlying EBITDA’ and reconciliation
to NPAT
4
Record performance driven by increased revenue and margins
Revenue
$172.0m
$43.7m +34%
Net profit after tax
$33.1m
$23.5m +244%
Operating cash flow
$30.2m
$10.2m +51%
Net cash/(debt)
$23.2m
Underlying EBITDA
1
$54.4m
$30.9m +132%
$18.2m +361%
101m
114m
119m
128m
172m
FY18FY19FY20FY21FY22
Revenue
core businessTCXO chip shortage
54.4m
36.0m
141m
Revenue
Underlying EBITDA
5
FY22 key achievements
Strong delivery amidst supply chain challenges, technology advancement continues
•Record earnings performance
primarily driven out of NZ
•Strong revenue growth
Including 10% average core market growth
•Increased market share
in key telecommunications and positioning markets
•Significant lift in capacity and output
To meet core market growth and new business stemming from global chip shortages
•Proactive risk management
Successful navigation through supply chain disruptions, materials shortages and Covid-19
•Technology innovation and product development
Key milestones achieved in new products, plus chip and XMEMS® technologies
5
5
6
Operating performance and market update
6
6
7
7
7
How we create value
We drive the advancement of precision timing and frequency control solutions in our core markets,
and ensure long product lifecycles through operational excellence and enduring customer relationships
8
8
Core markets –Telecommunications
Strong 5G growth and improved market share
FY22 achievements
•Revenue up 12% driven by increased Tier 1 customer share and 5G rollout. Growth constrained by
component shortages and capacity limitations
•Gross margin % increased to 44% from improved product mix
•Substantialuptake of new 5G radio headsand small cells using majorsemiconductor
referencedesigns
•Key customer relationships within evolving O-RAN ecosystem
FY23 focus
•5G: strong order book continues: 5G base stations, distribution units and radio heads
oOngoing delivery risk management in NZ and India, incl. materials availability and factory move
oNew products planned for release –enabling greater speed, reliability, stability & resilience
•Datacentres: build new customer relationships as datacentres move to become communication
service providers, and the need for tighter/better synchronisation evolves
•Ongoing involvement in industry bodies developing 6G standards
40m
54m
65m
77m
86m
FY18FY19FY20FY21FY22
Revenue
Revenue
14m
20m
26m
31m
38m
34%
38%
40%
40%
44%
FY18FY19FY20FY21FY22
Grossmargin
Rakon in the Telecommunications market:
Our market-leading telecommunications products enable data to be transmitted across networks at ever-increasing levels of speed and reliability, with market growth being led by the
unrelenting advancement of telecommunications and cloud computing equipment and infrastructure.
We are a primary supplier to 5 of the top 7 global telecommunications infrastructure companies, with segment revenue generating 50% of Rakon’s total FY22 revenue.
9
9
FY22 achievements
•New LEO product suite announced –broadest range of frequency generation and
distribution products in the sector
•Continued with the transformation of the Space customer base with now more of the
Space revenue emanating from NewSpacecustomers
•Revenue 13% lower, primarily due to delayed investment in US Defence programme
spending from the prior year
•Highest gross margin % within core markets, stable
FY23 focus
•Space order book is strong –focus on delivery
•NewSpace business development:
oBid participation/success in new mega satellite constellation contracts
oEstablish credibility as a key subsystem equipment provider in the ecosystem
•Watching defence developments closely with US and European partners.Will work within
Rakon policy andexport code requirements
Core markets –Space & Defence
New LEO satellite (NewSpace) products announced
28m
32m
28m
30m
26m
FY18FY19FY20FY21FY22
Revenue
19m
22m
19m
20m
18m
68.2%
68.8%
68.7%
67.7%
69.4%
FY18FY19FY20FY21FY22
GrossMargin
Rakon in the Space & Defence markets:
Our space and defence products deliver highest levels of performance in extreme environments; in aviation, satellites, radar,communications and positioning systems. Market growth is
being led by the emerging low earth orbit (LEO) satellite market.
We have longstanding customer relationships with government agencies and commercial programmes around the world, with segmentrevenue contributing 15% of Rakon’s total FY22
revenue (6% space; 9% defence)
10
10
FY22 achievements
•Revenue 94% higher, driven by industrial applications and global TCXO chip shortages
•Gross margin % also up due to improved product mix
•35% growth in underlying industrial, automotive and precision segments. Existing customer
relationships leveraged leading to increased share of business
FY23 focus
•Capture opportunities in growing industrial positioning market
•Retain expand strategic new business in industrial, automotive, safety and tracking
applications
•Autonomous vehicles and industry standards evolving –focus on growing existing business
and new opportunities where our products meet technology roadmaps
Core markets –Positioning
Strong underlying growth in industrial, automotive and precision
19m
26m
20m
19m
14m
FY18FY19FY20FY21FY22
Revenue
core businessTCXO chip shortage
27m
Rakon in the Positioning market:
Our products meet the most accurate positioning requirements in key industries: aircraft/marine navigation, emergency beacons, automotive, autonomous agriculture & mining. Market
growth is being led by autonomous industrial equipment, autonomous vehicles and precision equipment.
In recent years we have pivoted away from consumer high-volume/low value segments to focus on the high-growth segments where we have a product performance advantage.
Positioning revenue contributed 16% of Rakon’s total revenue in FY22.
11m
8m
7m
7m
42%
40%
36%
48%
56%
FY18FY19FY20FY21FY22
Gross margin
15m
11m
Rakon in the IoT, emerging and other market:
Our products are used in emerging industrial applications such as wireless control, test and measurement, Internet of Things (IoT), Machine-to-Machine, smart grids and metering.
In FY22 this segment contributed 19% of Rakon’s revenue as we captured we captured opportunities stemming from global chip shortages.
11
11
Core markets –IoT, emerging & other
Worldwide chip shortage opportunity captured
7m
8m
7m
7m
FY18FY19FY20FY21FY22
Revenue
core businessTCXO chip shortage
32m
10m
FY22 achievements
•Revenue and gross margin higher primarily from orders due to global TCXO chip
shortages (application: IoT devices)
•80% of TCXO chip shortage orders delivered
FY23 focus
•Pursue ongoing multi-source customer requirements
1m
1m
4m
18m
-6%
16%
-5%
15%
58%
FY18FY19FY20FY21FY22
Gross margin
Customer partnerships
12
12
Long term relationships with industry leaders
Key participants in Rakon’s core markets
FY22 achievements
•Three new strategic relationships with emerging 5G & networking players
•Manufacturing delivery achieved through supply chain/materials shortages with
continued support from Tier 1 customers
•Strengthened relationships through localised customer support during Covid
FY23 focus
•Continued work with customers on next generation technologies (incl. semi-
conductor chipset reference designs; next level OCXO technologies for 5G;
NewSpace)
•Reduced customer supply risk through dual sourcing/dual manufacturing strategy
•Ongoing pricing management in inflationary environment
•Investing to build new relationships and strengthen existing relationships in all
core markets
Our competitive advantage:
Rakon’s deep, enduring (10–30+ year) industry relationships drive the development of industry-leading next generation technologies which are aligned to our customers’ future needs, and
enable the inclusion of our products into customers’ reference designs.
We are the supplier to the majority of Tier 1 companies in all our core markets., with our top 10 customers contributing 55% of Rakon’s total revenue
13
13
FY22 achievements
•Semiconductor chip design team established in New Zealand as an extension of our
UK team of experts to expand and future-proof continuous core IP development
•New products and technologies:
oNew TCXO chip -based products developed/delivered in 3 months
oNewSpace (low earth orbit) suite of products announced
oXMEMs
®
nanotechnology based products are delivering industry leading performance
oStrong market interest in products using next-generation semiconductor chips
FY23 focus
•Scaling up for mass production of XMEMS®nanotechnology based products
•Release of next-generation products using new chips
•NewSpace subsystem modules: develop technology partnerships within ecosystem
Technology innovation
New technologies delivering industry-leading performance
10.1m
11.8m
13.3m
13.3m
13.1m
FY18FY19FY20FY21FY22
R&D investment
including capitalised R&D
Our competitive advantage:
Rakon has a 50+ year history of working with customers and partners in multi-year timeframes to develop next-generation technologies.
Our product performance advantage and difficulty of replication ensures long product lifecycles and revenue streams, and our portfolio of patented products and technologies provides a
competitive moat against commoditisation.
FY22 achievements
•Successful navigation of numerous supply chain issues through various initiatives including multiple-
source procurement; proactive inventory management
•Strong manufacturing performance through global supply chain and Covid-19 disruptions:
oNZcapacity increase delivered 60% higher output and record grossmargins;
oIndia and France delivered similar output levels to last year despite significantdisruptions
oSiward OEM partnership delivered higher volumes
FY23 focus
•Continue to increase manufacturing capacity, flexibility and redundancy:
oCompletion of new Rakon India facility; smooth transition and minimised disruption
oNZ build capacity for mass production ofXMEMs®nanotechnology-based products
oIndian production of some of ASIC-based OCXOs previously manufactured in NZ only
oOEM partnerships to extend higher-volume product lifecycles
•Ongoing supply chain focus, with raw material supply constraints expected to continue
•Management of skill shortages and cost inflation
Flexible, scalable operations
Proactively managing supply chain risk, scaling up for growth
14
14
Our competitive advantage:
Our global manufacturing strategy focuses on building scale and flexibility at three sites, lengthening product lifecycles through lean manufacturing options, mitigating supply chain risk
through multiple sourcing and further developing our partnerships with original equipment manufacturers.
15
Financial overview
15
12.1m
11.3m
14.8m
23.5m
FY18FY19FY20FY21FY22
Underlying EBITDA
1
core businessTCXO chip shortage
10.0m
3.4m
4.0m
9.6m
FY18FY19FY20FY21FY22
Net profit
core businessTCXO chip shortage
101m
114m
119m
128m
172m
FY18FY19FY20FY21FY22
Revenue
core businessTCXO chip shortage
Revenue and earnings trends
43m
52m
52m
59m
90m
43%
45%
44%
46%
52%
FY18FY19FY20FY21FY22
Gross margin
core businessTCXO chip shortage
19.9m
33.1m
54.4m
36.0m
141m
72m
16
16
Revenue
Net profit
Notes
1
Referto Note5oftheFY22auditedconsolidatedfinancialstatementsforanexplanationofhow‘Non-GAAPFinancial
Information’isused,includinga definitionof‘Underlying EBITDA’and reconciliationtonetprofitaftertax
17
Segment information
Revenue by market segment and business unit (FY22 $m)
Business UnitNZFrance/ IndiaFrance HiRelT'makerOtherTotal% of total
Market segment
Telecommunications
57270-18650%
Global Positioning
2600-12716%
Space and Defence
11213-02615%
Other
2606-13219%
Total1203019-3172100%
% of total70%17%11%0%2%100%
Underlying EBITDA
1
by business unit (FY22 $m)
Business UnitNZFrance/ IndiaFrance HiRelT'makerOtherTotal
Total42.03.71.44.62.754.4
Notes
1
Referto Note5oftheFY22auditedconsolidatedfinancialstatementsforanexplanationofhow‘Non-GAAPFinancial Information’isused,
includinga definitionof‘Underlying EBITDA’and reconciliationtonetprofitaftertax
17
17
Increase innetprofitcompared to
prior year explained
Net profit & Underlying EBITDA explained
18
18
How the current year net profit
translates to EBITDA
Other
1
–includes movement in other operating income, and other (losses)/gains –net
Timemaker share
2
–Rakon’s share of Timemaker’s interest, tax and depreciation
Core business
Chip
shortage
How net profit translates to cash
19
19
Other
1
–includes unrealised foreign exchange, provisions provided, deferred tax, finance costs –net and movement in deferred income
How net profit translates to operating cash
How operating cash translatesto
movement in net cash
Higher working capital supports growth & mitigates supply chain risks
Strong balance sheet for future growth
20
20
Planned investment in growth
•New manufacturing facility in India
•Continued development of XMEMS® capability and capacity expansion
•Expand NewSpace product portfolio into higher value subsystems
•Continued development of proprietary semiconductor chips
net of borrowings
Notes
All comparisons are to the prior corresponding period (i.e. 12 months to 31 March 2021) unless otherwise noted
1
Referto Note5oftheFY22auditedconsolidatedfinancialstatementsforanexplanationofhow‘Non-GAAPFinancial Information’isused,
includinga definitionof‘Underlying EBITDA’and reconciliationtonetprofitaftertax
2
excluding NZ IFRS 16
Financial metrics & hedging
Hedging programme
•99% of revenue is in non-NZD currencies (mostly USD)
•Most significant currency exposure is NZD/USD
•Hedging covers up to 24 months exposures on a net basis
•NZD/USD hedging position
Performance for the year to MarchFY22FY21variance% change
Revenue172.0128.3+43.7+34%
Gross profit90.158.9+31.1+53%
Gross margin %52.4%45.9%+6.4 ppts
Operating expenses49.349.0+0.3+1%
Other operating income1.62.6-1.0-37%
Net profit after tax33.19.6+23.5+244%
Underlying EBITDA
1
54.423.5+30.9+132%
Capital expenditure10.15.1+5.0+99%
Operating cash flow30.220.1+10.2+51%
Financial PositionMar-22Mar-21variance% change
Net cash / (net debt)
2
23.25.0+18.2+361%
Inventory57.337.7+19.6+52%
21
21
($m)
New dividend policy
•Key policy aims
oTo articulate Rakon’s aspirations as a growth company
oTo confirm its intentions to maintain a strong balance sheet
oTo provide clarity about when a dividend will be considered and paid
•No current intention to pay dividends
oCash surpluses prioritised towards growth-focused capital and R&D projects
oTo be reviewed at least annually against stated criteria
•FY22 cash surplus allocated to support planned growth and capital
expenditure
•Policy available on our website
22
22
Building a sustainable organisation
ESG framework development
•Materiality assessment complete
•Sustainability roadmap is focused on:
oESG strategy
oDevelopment of targets
oPrioritised actions
oReporting framework
•Alignment of climate change reporting to TCFD in readiness for 2023
Builds on existing work in key areas
•Reducing waste and greenhouse gas (GHG) emissions
•Improved visibility and management up and down the supply chain
•Maintaining low rates of workplace injury
•Maintaining high levels of employee engagement
Solid progress on ESG framework
23
23
Governance & risk update
Board and CEO succession
•Board succession and CEO transition
oNew CEO appointment
oTwo new directors appointed (Steve Tucker and Sinead Horgan)
oNew Chair Lorraine Witten following Bruce Irvine’s retirement
•Close monitoringof Covid-19 and supply chain risks to protecthealth
and safety of staff and maintain operations
•Continued stakeholder engagement and communications (including
investors)
•Newdividend policy
•Trade compliance policy and process review
•Foreign currency risk, hedging policy and hedging levels in place
24
24
25
25
25
25
25
Summary & outlook
25
25
25
•Record FY22 earnings performance
Revenue $172.0m (+34% yoy); Underlying EBITDA $54.4m (+132%)
•Core growth driven by market leadership in high-growth tech industries
including telecommunications and precision positioning
•Market opportunity created by global chip shortages
Organisational agility enabled a significant short-term boost above core growth
•Global operation provides delivery flexibility and risk management
Scalability and proactive management of supply chain, materials shortages and Covid-19
•Long-term customer relationships with global tier 1 tech companies
including primary supplier to 5 of top 7 telecommunications infrastructure companies
•Globally-recognised technology pioneer and innovator
Leading edge technologies being developed to meet next generation technology
requirements
•Strong balance sheet supporting longer-term investment in future growth
Increased manufacturing scalability and flexibility, new technologies and products
26
Summary and investment highlights
Ongoing growth will be driven by innovation, long term customer relationships and
leading market position in rapidly expanding high-tech industries
•Strong order book
for 5G telco, space and global positioning products
•Solid growth momentum
Continued strong growth in core telecommunications and positioning markets
Building in emerging LEO satellites and datacentre networking markets
•Release of new cutting-edge products and platforms
based on proprietary semiconductor chip and XMEMS® nanotechnology
•Increasing manufacturing capacity and capability
to meet demand growth
•New India facility
completion and transition
•Proactive risk management
of supply chain, Covid-19, skill shortages and cost inflation
27
FY23 outlook and focus
Strong orders, market momentum, proactive risk management, strategic investments
28
Q&A
28
29
Outlook
Appendices
29
Cloud computing: Allows users to have on-demand availability of a remote
computer system’s resources for improved computing power or data
storage (usually located quite far from the user, such as in another country)
Datacentres: Usually a building that is used to hold a computer system and
other components to backup data
Design-in: An opportunity that allows Rakon’s product to be used as the
reference component for certain customer reference designs (a technical
blueprint of a system intended to be used by customers)
Edge computing: Allows users to have on-demand availability of a remote
computer system’s resources for improved computing power or data
storage (usually located close to the user, such as within the same city)
5G: 5th generation of the telecommunications standard, providing 10 to
1000 times better performance in many different applications
5G millimetre wave technology: The equipment that enables higher
frequency data transmission in 5G
NewSpace/ NewSpace LEOs: Refers to space sector commercialisation,
that are mainly low earth orbit (LEO) satellites
Mercury™ / Mercury+™: Rakon’s proprietary integrated circuit used in
OCXOs to achieve clock variations to less than 1 billionth of a second, these
enable precision timing in 5G applications
OCXO: Oven Controlled Crystal Oscillator. A crystal oscillator that uses a
miniaturised oven to keep its internal temperature constant
O-RAN: Mobile networks that are more intelligent, open, virtualised and fully
interoperable
Pluto®: Rakon’s proprietary integrated circuit used in TCXOs to achieve clock
variations to less than 100 millionth of a second; these enable higher data rates
in 5G applications
System solutions:Refers to Rakon’s solutions that include high performance
products, equipment and consulting services for Space & Defence
TCXO: Temperature Compensated Crystal Oscillator. A crystal oscillator with
additional circuitry to remove frequency variations due to temperature change
Tier 1customers: recognised key players within their respective industries, that
make up a significant market share
VCXO: Voltage Controlled Crystal Oscillator (VCXO). A crystal oscillator with an
adjustable output frequency
XMEMS®: Crystal Micro-Electro-Mechanical System. Rakon’s advanced quartz-
based resonator technology. It is made with Rakon’s nano-technology
microfabrication process, delivering unprecedented resonator and oscillator
performances
30
30
Glossary
www.rakon.com
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