EBOS Group Annual Report 2022
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EBOS Group Limited Annual Report 2022
Annual Report 2022
Celebrating
100 years
Our story has been enriched through
an investment strategy to build a
diverse portfolio of high-performing
market-leading businesses backed
by our shareholders and talented
workforce. It is through our
collective efforts that we lead the
way in providing the high-quality
healthcare and animal care products
and services that customers across
New Zealand, Australia, and now
Southeast Asia deserve.
When acquiring Symbion, EBOS inherited the rich history of the Faulding brand, which celebrated 177 years in business on 19 May
2022. Francis Hardy Faulding opened his first pharmacy at 5 Rundle Street, Adelaide in 1845 and while the business has evolved
considerably since then, Faulding continues to live on as part of the EBOS Group, a respected brand that supports the health
and wellbeing of Australians.
Table of contents
Business Overview
Page 4
Foreword
Page 4
Summary of Results
Page 6
Chair & CEO Report
Page 8
Celebrating 100 Years
Page 12
EBOS Group Overview
Page 16
Our People
Page 18
Our Customers
Page 22
Environmental, Social
and Governance Program
Page 24
EBOS Becomes a Leader
in Devices
Page 26
Business Highlights
Healthcare
Page 28
Business Highlights
Animal Care
Page 32
Our Board
Page 34
Financials
Page 36
Financial Summary
Page 36
Financial Report
Page 38
Auditor’s Report
Page 40
Financial Statements
Page 44
Corporate Governance
Page 102
Remuneration
Page 105
Directors’ Interests
& Disclosures
Page 114
Directory
Page 119
Page 3
EBOS Group Limited Annual Report 2022
Page 4EBOS Group Limited Annual Report 2022
One hundred years of dedication, innovation, vision,
resilience and teamwork.
These values have shaped EBOS Group’s
transformation from a humble dental and surgical
supply business into New Zealand and Australia’s
largest healthcare and animal care company.
What started as small steps have become giant strides
for our Trans-Tasman company which has been guided
by a commitment to delivering the best outcomes for
everyone who relies on our business.
In our milestone one-hundredth year we pay tribute
to the partnership with our valued shareholders,
customers, business partners, and especially our
employees – past and present – who have believed in
our vision for a positive impact on our communities.
Our annual report highlights that EBOS’ strength has
been the sum of its parts working in unison with a
shared vision for success.
Our story has been enriched through an investment
strategy to build a diverse portfolio of high-performing
market-leading businesses backed by our shareholders
and talented workforce.
It is through our collective efforts that we lead the way
in providing the high-quality healthcare and animal
care products and services that customers across New
Zealand, Australia, and now Southeast Asia deserve.
We are proud of our heritage, we thank all of our
stakeholders who have been part of our journey,
and we look forward to the next one hundred years.
Page 4EBOS Group Limited Annual Report 2022
Foreword
We are proud of our heritage, we thank all of
our stakeholders who have been part of our
journey, and we look forward to the next one
hundred years.
Page 5
EBOS Group Limited Annual Report 2022
$89.2
billion revenue
million net investment in capital works
Highlights
$10.7
$1, 299.1
million acquisition investment spend
12,765
shareholders
96.0c
total dividends per share (NZ)
Our business
5,000
employees
Australia
60%
New Zealand
21%
Southeast Asia
19%
109
locations in Australia, New Zealand
and Southeast Asia
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
Page 6EBOS Group Limited Annual Report 2022
Summary of Results
Financial Highlights
Revenue
Underlying Profit Results
Five year revenue trend for the year to 30 June ($ billions)
8.765
2020
6.930
2019
6.986
2018
Five year NPAT trend for the year to 30 June ($millions)
2022
228.2
188.2
2021
162.9
2020
144.4
2019
137.3
2018
Five year EBIT trend for the year to 30 June ($millions)
2022
355.0
294.5
2021
263.1
2020
229.6
2019
218.2
2018
$10.7129.0c
billion revenueunderlying earnings per share
$228.2 NZ96.0c
million underlying net profit after taxdividends per share
+ 16.6% increase+ 12.2% increase
+ 21.3% increase+ 8.5% increase
2022
10.734
9.202
2021
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EBOS Group Limited Annual Report 2022
Segment and divisional earnings overview
Data based on gross operating revenue, which comprises revenue less cost of sales
Revenue
EBIT
Australia 84%
Australia 80%
New Zealand
and other 20%
New Zealand
and other 16%
Healthcare
87%
Animal Care
13%
Pharmacy 46%
Institutional 31%
Animal Care 13%
Contract Logistics 10%
Segment distribution
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
Page 8EBOS Group Limited Annual Report 2022
From the commencement of operations in 1922,
Early Brothers Trading Company, the founding
corporation of today’s EBOS Group, provided a broad
range of products and wholesale services that catered
to the needs of communities across New Zealand. It is
with a great deal of satisfaction that 100 years later,
through our diversified range of healthcare and animal
care businesses, EBOS continues to serve and provide
for communities across New Zealand, Australia and
now Southeast Asia.
We are pleased to report on the 2022 financial year
and, given it marks our centenary, it is especially fitting
to be able to report on another record result including
revenues exceeding $10 billion for the first time.
Highlights
Our FY22 performance underlines EBOS’ disciplined
adherence to our value creation strategy,
consisting of maximising the organic growth in our
market leading businesses, disciplined cash flow
management, investing for future growth through
capital investments in our operational infrastructure
and strategic acquisitions and delivering strong
returns for our shareholders. Consistent with this
strategy EBOS continued to expand and diversify its
operations with a number of acquisitions completed
during the financial year.
The acquisition of Sentry Medical, an Australian
distributor of medical consumable products to
hospitals, general practitioners, aged care facilities
and government agencies, further strengthened
EBOS’ presence in the distribution of medical
consumables. Our medical devices business
continued its growth trajectory with the acquisition
of Pioneer Medical, a New Zealand importer and
distributor of spine and major joint implants primarily
for orthopaedic and neurosurgery, and MD Solutions,
an Australian distributor of medical devices and
consumables principally for interventional oncology,
urology and gynaecology, gastroenterology and ear,
nose and throat procedures.
In December 2021, EBOS announced its largest
ever acquisition with the $1.167 billion purchase
of LifeHealthcare Group, a leading independent
distributor of third-party medical devices,
consumables, capital equipment and in-house
manufactured allograft material in Australia,
New Zealand and Southeast Asia.
The transaction, which includes LifeHealthcare,
Australian Biotechnologies and a majority investment
in Transmedic, further diversifies our healthcare
portfolio and increases our exposure to the high value
medical devices sector. The addition of Singapore
headquartered medical technology provider
Transmedic to our portfolio gives our Group its first
material investment in Southeast Asia. Together
with our other medical devices businesses they will
form a business within EBOS of approximately 1,000
employees across the region.
The acquisition provides EBOS’ medical devices
division with an enlarged operating platform
providing the business with greater depth to service
original equipment manufacturer (OEM) relationships
across our region as well as enhancing our ability to
expand and develop new relationships and growth
opportunities.
The Group also continued to invest in its operational
infrastructure with several capital projects being
progressed across our Healthcare segment whilst in
Animal Care we completed construction of our state-
of-the-art $82 million pet care manufacturing facility
in Parkes, New South Wales (NSW).
The Healthcare projects commenced or completed
in 2022 included expanding our pharmaceutical
distribution centres in Brisbane and Melbourne,
opening new medical consumables distribution
centres in Sydney and Perth and within our Contract
Logistics division we commenced construction of two
new distribution centres in Auckland and Sydney.
These investments not only increase our storage
capacity, of particular importance with the ongoing
disruptions to the global supply chains but will
also provide for more modern and energy efficient
facilities.
The completion of our pet care manufacturing
facility in Parkes, which commenced operations in
the second half of FY22, places our Animal Care
segment in a strong position to meet the increasing
demand for premium pet food products. The Parkes
facility allows Masterpet to self manufacture its
premium Black Hawk dog and cat kibble for the first
time, allowing for greater controls over nutritional
excellence and product innovation. Importantly,
aligned with our focus on sustainable practices,
nearly half of the fresh ingredients used in production
are sourced locally, thereby limiting our food miles
and ensuring greater quality control along the supply
chain of the vet-formulated product range.
The COVID-19 lockdowns of recent years, and with
those prolonged periods of working from home,
drove an increase in pet ownership and together
with the ongoing trends of humanisation of pets and
premiumisation of pet care products combined to
drive our growth.
Chair & CEO Report
Page 9
EBOS Group Limited Annual Report 2022
In another milestone for EBOS, our Terry White
Chemmart (TWC) community pharmacy business
celebrated the opening of its 500th pharmacy in
Matraville, NSW, in March. This achievement reflects
the success across many facets of the TWC business,
including industry-leading business support, world-
class education programs, innovations in health and
the deeper connections TWC community pharmacies
are forging with their customers every day. Overall,
51 new pharmacies joined the network during the year.
In March 2022, the TWC network surpassed the
administration of one million COVID-19 vaccinations,
setting the bar for vaccination in community
pharmacy. In FY22, the network delivered more than
1.7 million vaccinations to support the COVID-19 and
Influenza vaccine rollouts in Australia.
In recognition of the efforts of the 1,500 vaccinating
pharmacists, TWC received the 2022 Customer
Experience of the Year Award from Inside Retail in the
Medium to Large Business category.
With the milestone 500th store opening, administering
one million COVID-19 vaccinations and award-winning
communication campaigns, TWC has cemented
its reputation as one of Australia’s leading retail
pharmacy networks.
The importance of workplace health and safety at
EBOS continues to be a major focus and was further
strengthened by the establishment of the Group Safety
Committee, chaired by the CEO, with representatives
from across our business units. The Committee
focusses on developing Group wide health and safety
initiatives, identifying areas for further improvement
and facilitating learning and experience in safety
matters across the Group. In FY22, it was pleasing to
see a continued reduction in recordable injuries.
This positive result reinforces our focus on ensuring the
ongoing safety and well-being for all employees.
COVID-19
COVID-19 continues to have an impact across many
areas of EBOS, and this has required us to be flexible
in managing situations across our operations.
Our businesses continue to follow COVID-19 protocols
and the advice of the local authorities as applicable
to the circumstances at the time. We continue to
maintain prudent controls with the objective of
keeping our people safe, and our primary distribution
facilities open to ensure the uninterrupted supply of
products across the community.
We are pleased to report on the 2022 financial
year and, given it marks our centenary,
it is especially fitting to be able to report on
another record result including revenues
exceeding $10 billion for the first time.
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
Chair & CEO Report
Whilst the need for community-wide lockdowns has
diminished, the continued prevalence of COVID-19
infections across the community and the subsequent
requirement for self-quarantining is impacting
our people and in turn placing pressure on our
operations. This has been compounded by the return
of widespread flu infections, affecting the health of
our employees and their families.
To encourage all our employees to get vaccinated
against COVID-19, EBOS provided flexibility for all
staff to receive the vaccine during work hours and
in August 2021 we introduced an incentive program
for all ‘double dose’ vaccinated employees. Linked to
the incentive program, EBOS committed to donate
to UNICEF’s VaccinAid appeal for every eligible
vaccinated employee. The total amount committed to
UNICEF was in excess of $217,000.
We thank and congratulate all of our employees who
made the commitment to protecting themselves
and their families, their colleagues and the wider
community by getting vaccinated.
Sustainability and Community
During FY22, EBOS developed strategies for
several high priority topics within our ESG Program.
This included setting targets
1
, milestones and
KPI’s for areas including Environmental Stewardship,
Consumer Packaging, Ethical Sourcing and
Our People.
EBOS is committed to reducing carbon emissions
from its business operations. We are progressing
plans to work towards carbon neutrality, aiming to be
carbon neutral for Scope 1 emissions in FY23, Scopes 1
and 2 emissions in FY27 and Scopes 1, 2 and 3 building
emissions in FY28. This year the EBOS Board also
approved a proposal for the scoping of an 18.8MW
solar array that will meet the current and estimated
future electricity needs of our Australian operations.
We are also pleased to celebrate our 15-year
partnership with Greenfleet this year. Since 2007,
EBOS has been offsetting the estimated greenhouse
gas emissions from transport associated with
customer deliveries of healthcare products in
Australia, totaling more than 90,000 tonnes of CO2.
We look forward to continuing this important and
long-standing partnership.
We strive to build an engaged, diverse and talented
workforce at EBOS. During FY22, we launched our
Integrity training which included training on our Code
of Ethics and Discrimination and Harassment.
New leaders were also trained on Unconscious Bias.
We also commenced Cultural Awareness training in
New Zealand after a successful rollout in Australia in
FY21. We celebrated International Women’s Day and
our Be Well from Anywhere Program offered staff
a range of activities to improve their wellbeing and
keep them connected. In Australia, we continue to
implement action items within our Reconciliation Action
Plan, identifying areas where we can further develop
appropriate and relevant initiatives for our business.
We have continued to assist with charitable causes
across our communities such as our Healthcare
teams sourcing crucial medical supplies for Ukraine
after an urgent plea for help on behalf of the
Australian Federation of Ukrainian Organisations.
Domestically, we once again supported Ovarian
Cancer Australia, LandSAR, BackTrack, Fight MND
(Motor Neuron Disease) and Cerebral Palsy Alliance.
You can read about these initiatives in more detail in
our 2022 Sustainability Report.
Our Board
In July 2021 Dr Tracey Batten was appointed to our
Board and has been a valued addition with her
extensive executive career in the healthcare sector.
Succession planning for directors remains a focus of
the Board given there are directors with long tenures
who have indicated an intention to retire over the
next few years. The Board has been undertaking an
extensive search process to ensure that a range of
potential candidates with the necessary skills, diverse
backgrounds, cultural fit and experience in different
geographic markets, are considered.
Dividends
The Directors declared a final dividend of NZ 49.0
cents per share. In combination with the interim
dividend, this brings total dividends declared for FY22
to NZ 96.0 cents per share (up 8.5%), representing a
74.2% underlying pay-out ratio .
The Dividend Reinvestment Plan (“DRP”) will
be operational for the upcoming final dividend.
Shareholders can elect to take shares in lieu of a cash
dividend at a discount of 2.5% to the volume weighted
average share price (“VWAP”).
The record date for the dividend is 9 September 2022
and the dividend will be paid on 30 September 2022.
The final dividend will be imputed to 25% for New
Zealand tax resident shareholders and fully franked
for Australian tax resident shareholders.
Page 10EBOS Group Limited Annual Report 2022
1
Excludes LifeHealthcare, Transmedic and Australian Biotechnologies.
Outlook
EBOS is pleased with the strong earnings growth
in FY22 and we expect another year of profitable
growth in FY23.
The Group’s portfolio of businesses has proven to be
very resilient throughout the COVID-19 pandemic,
however given the global economic and geopolitical
environment there are material uncertainties
that may impact upon the Group’s future trading
performance.
Capital expenditure for FY23 is expected to remain
elevated as EBOS embarks upon facility expansions
and upgrades to support the growth in the business.
EBOS‘ balance sheet is within its target range and
is well positioned to support the capital expenditure
requirements and pursue growth opportunities.
The success we have achieved as a business across
the 2022 financial year is the result of the combined
efforts of our almost 5,000 employees across
New Zealand, Australia and now Southeast Asia.
We acknowledge their commitment to each other,
our businesses and to the communities they serve.
We thank our shareholders for their ongoing support
and the trust placed in the Board, Executive and
employees of EBOS.
Elizabeth Coutts
Chair
John Cullity
CEO
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EBOS Group Limited Annual Report 2022
The success we have
achieved as a business
across the 2022 financial
year is the result of
the combined efforts
of our almost 5,000
employees across New
Zealand, Australia and
now Southeast Asia.
We acknowledge their
commitment to each other,
our businesses and to the
communities they serve.
Business Overview
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Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
Celebrating 100 Years
A century ago, King Tutankhamun’s tomb is discovered
in Egypt, the BBC takes to the airwaves, and a
Canadian teenager is the first diabetic treated with
insulin revolutionising treatment of the condition.
In New Zealand, as the post-war economy strives to
recover, a small company with big ambitions is born.
Lively newspaper advertisements showcase the
company’s diverse suite of goods – gas lamps,
kitchen and camp stoves, radiators and even fire
extinguishers for cars. “If your car is not insured,
the Fire-Gun is a first-class insurance against loss
by fire,” one advertisement proclaims.
The firm is Early Bros Trading Company Limited,
purveyors of domestic and commercial heating
equipment and much more. But in the 1950s,
the company eschews household appliances for
healthcare and in 1954 rebrands as Early Bros Dental
& Surgical Supplies, setting the scene for a long and
fruitful corporate journey.
Six years later, the firm lists on the New Zealand Stock
Exchange and in 1964 it acquires an Auckland-based
dealer of intravenous and transfusion equipment. By
1986, the company officially becomes EBOS Group
Limited, a small player in the New Zealand health sector,
with annual revenues of approximately NZ$8 million.
Three years pass and in 1989, under renewed
leadership, EBOS Group makes the leap across
the Tasman and begins trading in Australia as an
orthopaedic specialist sales and marketing company.
It is the springboard for a new chapter of ambitious
acquisitions as the Company pursues a growth
strategy to drive revenue, diversify its earnings, and
generate strong returns for shareholders.
In 1999, EBOS Healthcare is formed to represent
healthcare suppliers and manufacturers and in
2000, EBOS Group becomes New Zealand’s largest
independent healthcare company. By 2006 it enters
the Top 50 on the New Zealand Stock Exchange.
The once humble company does not stand still,
acquiring New Zealand-based Health Support Ltd
(now Onelink) and New Zealand pharmaceutical
wholesaler ProPharma, adding to its high-performing
stable of companies. By 2008, EBOS’ revenues exceed
NZ$1 billion for the first time.
Recognising that human health is intertwined with
that of their pets, EBOS Group makes a shrewd entry
into the fast-growing animal care market, with the
acquisition of market leading New Zealand based
Masterpet. EBOS later bolsters its Animal Care
segment with Australian premium pet food brand
Black Hawk.
During this time, healthcare remains a key focus and
the Company accelerates its ambitions to become
a leader in the field when in 2013, it undertakes the
acquisition of Australian pharmaceutical wholesaler
Symbion for NZ$1.1 billion.
EBOS’ rich history is made stronger as it inherits
the Faulding pharmaceutical brand as part of
the Symbion transaction, a legacy that stretches
back to 1845, when chemist Francis Hardy Faulding
established a small shop in Adelaide, Australia.
EBOS Group’s growth is supercharged when
Chemmart merges with Terry White to create one of
the largest community pharmacy brands in Australia.
By now, EBOS’ revenue has exceeded NZ$7 billion.
Since 2013, the Group has undertaken twenty
acquisitions through a proven investment strategy.
This approach has delivered more than 2,000% in
shareholder returns since the year 2000.
To date, our workforce has grown to nearly
5,000-strong across 109 locations in New Zealand,
Australia and Southeast Asia and in FY22, EBOS
exceeded revenues of A$10 billion for the first time.
Following the recent acquisition of LifeHealthcare,
EBOS Group’s footprint now extends beyond the
Trans-Tasman with operations spread across
Southeast Asia.
In recent years, our employees – many of them
long-serving members – have not only helped
to grow our business but displayed adaptability,
dependability and resourcefulness in responding to
one of history’s greatest health emergencies.
We emerge through this period stronger, more
focused, and more energised to deliver returns to
our shareholders; serve our customers and the
community, and write the next 100 years in our story.
Page 12EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
1
2
1. Faulding delivery vehicles.
2. Early Bros Dental & Surgical Supplies newspaper article, 1965. Stuff Limited.
In 1999, EBOS Healthcare is
formed to represent healthcare
suppliers and manufacturers
and in 2000, EBOS Group
becomes New Zealand’s largest
independent healthcare
company.
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
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Business Overview
Celebrating
100 Years
1922
Early Brothers Trading
Co. Ltd is founded in New
Zealand. The company
sells carriage lamps
and lighting for rural
properties.
1999
EBOS Healthcare is
formed. Representing
healthcare suppliers and
manufacturers, EBOS
Healthcare markets and
sells products in NZ.
2000
EBOS becomes NZ’s largest
independent healthcare
supply company with
the acquisition of Medic
Corporation.
2002
EBOS acquires Health
Support Ltd (now Onelink).
The business provides
specialised logistics of
medical consumables and
pharmaceuticals to several
district health boards.
2006
EBOS Group attains a Top
50 listing on the NZ Stock
Exchange and becomes a
leading Australian medical
wholesaler in the primary care
market with the acquisition of
medical wholesaler Tasmed
Pty Ltd.
1954
The company’s name
is changed to Early
Bros Dental & Surgical
Supplies Ltd.
1986
EBOS Dental & Surgical
Supplies Ltd officially
becomes EBOS Group Ltd.
1996
EBOS enters the Australian
market as a medical supplier.
1960
Early Bros Dental &
Surgical Supplies Ltd is
listed on the NZ Stock
Exchange.
Page 14EBOS Group Limited Annual Report 2022
2016
Chemmart merges with
Terry White Group forming
TerryWhite Chemmart, one
of Australia’s largest retail
pharmacy networks.
EBOS exceeds NZ$7 billion
in revenue.
2021
EBOS acquires Sentry
Medical, an Australian
designer, marketer and
distributor of medical
consumable products.
2022
EBOS acquires one of
the largest independent
distributors of medical
devices in Australia, New
Zealand and Southeast
Asia, LifeHealthcare,
for $1.167 billion.
EBOS revenues exceed
$10 billion.
2017
EBOS Group acquires HPS
and becomes a leader in
outsourced pharmacy
services to hospitals.
2018
EBOS acquires 100%
ownership of TerryWhite
Chemmart, Victoria-based
veterinary distribution
business Therapon,
Australian retail pharmacy
management company
Ventura Health and medical
and surgical supplies
wholesaler Warner &
Webster.
2007
EBOS acquires NZ
pharmaceutical wholesaler
ProPharma, and third-party
logistics provider Healthcare
Logistics.
2008
EBOS Group revenues
exceed NZ$1 billion for the
first time.
2019
EBOS enters the medical
device sector following
the acquisition of LMT
and National Surgical
Businesses.
2020
EBOS acquires its second
business in the medical
device sector following the
acquisition of Cryomed
Aesthetics.
2011
EBOS acquires animal
care business Masterpet
Corporation and 50% of the
Animates pet store group.
2013
EBOS acquires Symbion,
a leading pharmaceutical
wholesaler in Australia,
and whose brands include
Chemmart and Faulding.
EBOS also takes ownership of
Lyppard, a leading veterinary
wholesaler in Australia.
2015
EBOS Group revenues
exceed NZ$6 billion.
EBOS acquires ZEST,
a leading healthcare
communications business,
and Red Seal, a major
natural health products
business.
2014
EBOS acquires Australian
premium pet food brand,
Black Hawk.
Page 15
EBOS Group Limited Annual Report 2022
Business Overview
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& Disclosures
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Directory
Business Overview
EBOS Group Overview
Page 16EBOS Group Limited Annual Report 2022
EBOS’ success is built on a diverse range of industry leading brands spanning community pharmacy,
institutional healthcare, contract logistics and animal care.
Community PharmacyInstitutional Healthcare
Healthcare
Page 17
EBOS Group Limited Annual Report 2022
Contract LogisticsAnimal Care
Animal Care
Business Overview
Financials
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& Disclosures
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Business Overview
Our People
Our valued people are the foundation of
EBOS’ success. Each of our nearly 5,000
employees – individually and collectively
– contributes to delivering for our
customers and the community each
and every day.
Whether it is packing healthcare and
animal care products, fielding customer
queries, or coordinating time-sensitive
deliveries, our employees’ contributions
underpin our success, add to our
corporate legacy, and ensure we remain
a competitive and agile company.
We are particularly proud of the tenacity
and resilience of our employees in their
determined response to the dynamic
business and healthcare landscape
posed by COVID-19 which continues
to disrupt all sectors of the global
economy.
The endeavour, teamwork, skills,
and leadership our employees have
displayed in rising to every challenge
reinforces our commitment to invest in
them so they can build long, healthy and
fulfilling careers with our company.
It is our priority to continually support
and develop all of our employees, from
those beginning the EBOS journey to
those who have been with us for many
years such as the dedicated employees
we are proud to profile here.
Page 18EBOS Group Limited Annual Report 2022
Perina Kuljis exemplifies the EBOS spirit of service with
an extraordinary 52-year career with our pharmaceutical
wholesaler business, ProPharma.
Perina began working with ProPharma in 1970 as a customer
representative in Auckland, when the business was known as
the Stevens Drug Company.
Perina was a colourful and valued member of the ProPharma
team, whose commitment, work ethic and customer service
acumen will remain a lasting legacy of her time with the
company.
In her half-century tenure, Perina rode the wave of
technological advancement, including the transition to B2B
transmissions in place of manual typed-out orders.
It is estimated Perina, who retired in March 2022, answered the
phone 750,000 times to pharmacists across New Zealand.
Perina Kuljis
Customer Service Representative,
ProPharma New Zealand (recently retired)
52 years with EBOS
From left, Product Managers Bridget Englebretsen and Martin O‘Sullivan,
and CEO Animal Care Julie Dillon at Interzoo, the world’s largest Pet Care
Trade Show event in Germany.
Terry Hayes began his healthcare
journey in warehouse operations at
Faulding in 1978 when he was aged 18
and there was an employee to serve
staff refreshments.
Forty-three years later and the
refreshments service is a distant
memory but Terry has carried with him
the importance of making customers
central to delivering strong results for
the company and shareholders.
Terry has worked across Symbion’s
pharmacy and retail divisions, and for
more than 20 years has held senior
management positions with the
company.
Since 2016 he has been Symbion’s
General Manager, Supply Chain,
managing 45 staff across Demand
& Supply Planning, Master Data and
Pricing & Analytics. He oversees billions
of dollars of purchases annually.
Terry is committed to the delivery of
superior service to Symbion’s highly
valued customers while at the same
time efficiently managing the inventory
component of working capital.
“Our business really does encourage
innovation and ideas ... it’s an
environment that is really important
to bringing to market innovation which
benefits the business,” Terry said.
Terr y Hayes
General Manager Supply Chain,
Symbion Australia
43 years with EBOS
Page 19
EBOS Group Limited Annual Report 2022
Martin O’Sullivan
Senior Group Product Manager Australasia, Masterpet
41 years with EBOS
Skipping school is not something to be encouraged but
helping his twin brother set Martin O’Sullivan on course with
a long relationship with Masterpet.
“My brother Michael left school and our uncle David Molloy,
who was a sales rep, organised a temporary job for him at
Masterpet,” Martin said.
“When it was busy, I would wag school and come and help Michael
unload containers and work at the Wellington warehouse.
“Within two years I was part of the sales team and had
a company car by the time I was 19, which my family and
friends thought was cool.”
By 23, Martin was managing the company’s Auckland
operations.
He has been in his present role for more than a decade
working with Masterpet distribution centres on supply,
pricing, new product development capacity, and sourcing
new business opportunities.
“Masterpet has always been a dynamic business with pet
passionate people, I’ve been fortunate to start at a young
age and grow with the business,” he said.
“The single biggest thrill I get working for Masterpet is seeing
fantastic people given opportunities and seeing them grow
with the business.”
Business Overview
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Remuneration
Directory
Business Overview
Our People
Page 20EBOS Group Limited Annual Report 2022
Terry White AO and Rhonda White AO
TerryWhite Chemmart, 63 years in Pharmacy
A picturesque seaside village linked to one of history’s
great explorers was also the starting point for what
is now one of Australia’s greatest pharmacy success
stories.
In 1799, Englishman Matthew Flinders and his crew
landed at what is now known as Woody Point,
in Queensland’s Moreton Bay, as part of his historic
circumnavigation of Australia. It was also here that
Terence Anthony “Terry” White AO opened his first
pharmacy in 1958, lighting the fire for what would
become part of the TerryWhite Chemmart brand –
an integral business of the EBOS community.
In 1961, Terry married Rhonda White AO (nee Conn)
and formed an amazingly successful partnership in
business and in life.
Early on after purchasing his pharmacy at Woody Point,
Terry soon realised that the pharmacy was isolated,
surrounded on three sides by Moreton Bay. In response
to this challenge, Terry and Rhonda converted a Fiat
500 and later a Holden panel van to deliver medicine
and assisted living equipment to customers.
In another sign of their entrepreneurship and
teamwork, Terry and Rhonda used a two-way radio to
relay scripts from a patient’s house to the dispensary
to ensure the medication would be ready by the time
Rhonda returned to collect it.
Over the next ten years, five pharmacies and five
children later, Terry and Rhonda both decided to
undertake further studies. Terry pursued a political
career with the Australian Liberal Party and Rhonda
became engrossed in Organisational Development
(Psychology), working with a number of national and
international companies.
In the early 80s, Rhonda returned to pharmacy
and with her passion for Systems Management set
about working with the teams from each of the three
pharmacies they had retained, to document best
practice operating systems for Community Pharmacy.
Their eldest son Anthony, then a young aspiring
graduate working with PricewaterhouseCoopers,
joined Rhonda as in-house accountant.
Terry returned to the business in 1989 and they
worked together to grow the pharmacies. The building
blocks were in place to build a brand.
The Terry White Chemists flagship Gold Coast store
opened in 1990 and would redefine Community
Pharmacy, incorporating cosmetics, fragrance, an
extensive range of health, wellness and preventative
healthcare products, supported by systems and
processes that assured a consistent standard of service
and care that is still the focus and culture today.
The Whites were overwhelmed with interest in this
cutting-edge concept.
“A pharmacist owner is required to be responsible
for what goes on in all parts of the pharmacy at all
times. It was clear to me that the only way to meet
that standard in all our pharmacies was to develop
documented systems and protocols by which all must
operate,” Rhonda said.
“With the numbers growing, we invited another family
member, our son and Project Manager, William,
who subsequently rolled out the first 100 stores.”
“Some time in 1993 one of our managers called to say,
‘I don’t want to be a manager anymore. I want to buy
my own pharmacy, but I want to call it Terry White
Chemists’. That’s when the franchise began, and the
brand took off.”
The first franchise opened in 1994 and within four
years, there were 80 stores.
In 2016 Terry White Group merged with the EBOS
owned Chemmart pharmacy franchise to create
TerryWhite Chemmart, one of Australia’s leading
pharmacy franchise networks, with EBOS moving
to 100% ownership in 2018.
When asked about their relationship with EBOS Group,
the Whites said there is mutual admiration and respect
built on years of a very positive business association.
“Having the backing of EBOS has ensured the
TerryWhite Chemmart network can keep up with the
demands of an ever-evolving pharmacy landscape.
Never did we think that the marriage with EBOS would
take the Brand to 500 stores and more to come.”
There are now over 500 TerryWhite Chemmart network
stores, serving 2 million customers every month.
Terry and Rhonda were made Officers of the Order
of Australia in 2006 and 2014 for their service to the
pharmacy profession, and in 2022, were awarded a
Lifetime Achievement Award by the Pharmaceutical
Society of Australia.
Page 21
EBOS Group Limited Annual Report 2022
2009201620182022
1963199019941999
Terry White
opens his first
pharmacy
at Woody Point,
Queensland. They
delivered products to
customers, relaying
scripts using
two-way radios
Rhonda opens
her own White’s
pharmacy at Clontarf,
Queensland
Their flagship
Gold Coast store,
designed by Rhonda,
opens and becomes
a model for the
modern-day
Community
Pharmacy
Terry White
Chemists franchise
established
Terry White
Chemists Brand is sold
to Faulding. F H Faulding
taken over by Mayne
Pharma
Terry, Rhonda,
and other pharmacy
owners, reacquire the
Terry White Chemists
Brand. Anthony White
is brought on board
as CEO to steer the
business in the right
direction
Terry White Group
merges with Chemmart
to create TerryWhite
Chemmart
EBOS Group moves to
100% ownership of Terry
White brand
TerryWhite
Chemmart reaches
500 community
pharmacies
in Australia
1
3
2
4
1. Terry and Rhonda
celebrate the opening of
TWC’s iconic
Australia Fair
store on the Gold Coast.
2. Terry White - President of
the Pharmacy Guild in 1974.
3. Terry White (TWC
Margate 1967) serving a
customer.
4. A delivery vehicle used by
Terry and Rhonda to bring
health and wellness to their
community.
Business Overview
Financials
Corporate Governance
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& Disclosures
Remuneration
Directory
Business Overview
1958
Page 22EBOS Group Limited Annual Report 2022
Our Customers
The EBOS story and our success is shaped not just by our dedicated employees, but also our valued customers.
We recognise the importance of a customer-first focus and pride ourselves on building long-standing
relationships with them through the ups and downs of business.
Many customers have been part of the journey for many decades and we thank them for entrusting our
products, services and people to drive their business success.
Rod Garozzo
TerryWhite Chemmart Pharmacist,
Symbion Customer, 40 years
Pharmacist Rod Garozzo’s relationship with Symbion is
nudging 40 years and it is a partnership that has endured
significant challenges.
Tragedy struck in 2000 when fire gutted Rod’s Terry White
Chemist store at Arana Hills, in Brisbane, which he now
co-owns.
Rod said Symbion’s response in helping him rebuild the
business was something he would “never forget”.
“Symbion were just fantastic in what they did after the
pharmacy burned down in helping to refill us across the
road in a temporary store,” he said. “They went far above
and beyond what you would expect.”
In 1956 Rod’s father opened a pharmacy in the Brisbane
suburb of Mitchelton, and Rod is now a co-owner of that
branch which is also a TerryWhite Chemmart.
“If you can get continuity in business, things run a lot
smoother. Life isn’t always clear sailing, but Symbion have
always been fantastic for us through the ups and downs,”
Rod said.
Bernie McKone
Unichem Waikiki Pharmacy Customer,
40 years
Bernie McKone credits the
“inspirational” and “high calibre”
ProPharma team with having a hand in
his business success.
Bernie, who has worked with the
pharmaceutical wholesaler in New
Zealand for more than 40 years,
cites the company’s ‘can do’ attitude
to business, strategic planning and
mentoring as critical to his professional
journey.
“I had the benefit of working with
an inspirational team of people
who encouraged innovation and
participation in events such as the New
Zealand Marketing awards,” he said.
“I finished runner-up before winning the
title in the 1990s.
“This was a major influence on how
I was able to shape and build the
pharmacy business from a small
pharmacy in Gore to eventually running
services across Eastern Southland.
“I have been privileged to work with a
high calibre, positive group of people
and would encourage anyone in
business to consider the true value
of maximising their relationship with
ProPharma as their wholesaler.”
Page 23
EBOS Group Limited Annual Report 2022
John Spick
TerryWhite Chemmart Pharmacist and Symbion Customer, 50 years
For 50 years John Spick has served customers
from his Adelaide Hills pharmacy – and Australia’s
leading pharmacy wholesaler Symbion has been by
his side from the beginning.
John has been with Symbion since the 1970s when
he opened a small pharmacy in Blackwood under
the Faulding banner, as Symbion was known at the
time.
The pharmacy expanded over the years and has
transitioned through the Symbion brand portfolio,
from Pharmacy Choice to Chemmart, then
becoming a TerryWhite Chemmart in 2016.
Today John works in a locum capacity serving
fourth-generation customers.
Symbion Senior Key Account Manager Michael
McNeil, who worked with John for 30 years as his
account manager, says John is a humble and quiet
achiever.
“As a loyal business operator, and in his very
unassuming way, he has always sought to be
treated with the same care in which he looks after
his customers – and that’s certainly the foundation
on which we built a relationship with him,” he says.
John Counihan
Owner Mount Barker Pet Care Centre, Masterpet customer 30 years
John Counihan has a strong allegiance to the
Masterpet brand honed over more than 30 years in
pet care retailing and product development.
A former South Australian sales manager with Pets
International, which Masterpet acquired in 2001,
John has a connection with Masterpet through his
former sales role and, later, operating several pet
care businesses in South Australia.
John, who has for the past 15 years run the highly
successful Mount Barker Pet Care Centre in
South Australia’s fastest growing township said
Masterpet’s strengths were its people and products.
“I think, for me, it’s the range of product they keep
from food through to general accessories, and
they’re particularly strong in the dog area and
that’s 80% of my business,” he said.
“I’d also say the representation is a strength of the
company. Our rep Robert Downie is wonderful.
I’ve known him since he began. He’s well respected,
the company are well respected.
“He’s just very good at following up with us, keeping
us updated with changes in price rises, new
products and even tracking where my business
stands in terms of growth in certain product areas.”
John said Masterpet did some “great marketing”
when it acquired the Black Hawk pet food brand
in 2014.
“The marketing helped grow the brand and helped
to grow our business,“ he said.
From left: Mary-Anne Pitman - TWCM Business Development Manager; Colleen Rodgers - Retail Manager at TWCM Blackwood;
Mr John Spick - Pharmacy Owner - TWCM Blackwood; Irene Sardelis - Symbion Key Account Manager SA/NT; and Gary Flynn -
TWCM State Operations Manager SA/NT.
Business Overview
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Corporate Governance
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& Disclosures
Remuneration
Directory
Business Overview
Environmental, Social and
Governance Program
With our reach across
New Zealand, Australia,
and Southeast Asia, and our
diverse portfolio of products
and services, EBOS, together
with our shareholders, has the
ability to effect positive change.
Each day we strive to improve
lives through our Healthcare and
Animal Care segments, and we
are passionate about using our
influence and resources to make
the world a better place socially
and environmentally.
Our Company has been on a
journey towards greater corporate
social responsibility and while we
have only recently started formal
reporting on our Environmental,
Social and Governance activity, we
have a long history of implementing
sustainability initiatives.
In FY22, we continued our charitable
endeavours through efforts such
as: supporting not-for-profit
organisations fighting to find
cures for cancers, offsetting our
carbon emissions through financing
revegetation projects, and feeding
search and rescue dogs.
We joined the medical relief efforts
in the Ukraine, our employees
helped to raise funds for UNICEF’S
COVID-19 response, and they
walked that extra mile to raise
money for cerebral palsy research.
The EBOS Board has approved
the scoping of an 18.8MW solar
array to demonstrate the Group’s
commitment to cutting carbon
emissions. This major piece of
infrastructure is planned to meet
the total annual electricity demand
of our Australian operations
Our second Sustainability
Report highlights in more detail
achievements and targets
1
under
our Environmental, Social and
Governance (ESG) Program which
is centred on five pillars: Health and
Animal Care Partners, Consumers
and Patients, Community and
Environment, Our People, and
Responsible Business.
Page 24EBOS Group Limited Annual Report 2022
donated to
UNICEF
VaccinAid fund
$217k
stock donation
to Ukraine
$160k
steps for
Cerebral Palsy
Alliance
96,261,533
1
Excludes LifeHealthcare, Transmedic and Australian Biotechnologies.
• Legal compliance
• Reporting with integrity
• Ethical behaviour
• Corporate governance
Responsible Business
• Employee safety, health and wellbeing
• Culture and engagement
• Talent and capability
• Performance and reward
Our People
Consumers
& Patients
Managing the impacts of our
products
• Packaging and Waste
• Ethical Sourcing
Upholding our Quality Promise
• Quality Management
• Compliance
Environmental Stewardship
• Minimising our impact
• Carbon offsetting
Reaching out to help out
• Supporting causes close to us
• Advancing equity, fairness and
opportunity in society
Delivering essential infrastructure
for human and animal health
• Community service role
• Nurturing customer and
government relationships
Implementing robust systems
• Business continuity management
• Data and technology security/
privacy
Health & Animal
Care Partners
Community
& Environment
Page 25
EBOS Group Limited Annual Report 2022
EBOS celebrates its 15 Year partnership with Greenfleet. EBOS CEO John Cullity (left) and EBOS Transport Manager Bruce Blair
supporting Greenfleet’s tree planting day.
Business Overview
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Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
EBOS Becomes a
Leader in Devices
EBOS substantially accelerated its
medical devices strategy with the
$1.167 billion acquisition of leading
distributor LifeHealthcare Group in a
significant milestone for our company.
LifeHealthcare is an independent
distributor of third party medical
devices, consumables, capital
equipment and in-house manufactured
allograft material in Australia,
New Zealand and Southeast Asia.
The transaction, which includes
LifeHealthcare, Australian
Biotechnologies and a majority
investment in Transmedic, aligns with
our vision of investing for growth,
diversifies our medical devices
portfolio and increases exposure to a
high value healthcare sector.
The addition of Singapore
headquartered medical technology
provider Transmedic to our portfolio
gives our company its first significant
investment in Southeast Asia.
EBOS announced it completed the
acquisition of LifeHealthcare to the
New Zealand and Australian stock
exchanges on 31 May 2022.
LifeHealthcare, Transmedic and
Australian Biotechnologies will join our
existing medical device businesses
LMT, Cryomed, Pioneer Med and MD
Solutions.
Together they will form a business unit
within EBOS with approximately
1,000 employees across Australia,
New Zealand and Southeast Asia.
The acquisition provides EBOS’
medical devices business with
sufficient breadth and depth
to service original equipment
manufacturer (OEM) relationships and
develop new relationships.
It will allow us to accelerate our
medical devices strategy, gives us
scale, expands and diversifies
EBOS’ earnings by segment and
creates a platform to capitalise on
future growth.
LifeHealthcare’s CEO, Matt Muscio,
is the new CEO of the expanded
medical devices business.
“The continued success of EBOS is
underpinned by our adherence to
a disciplined strategy that includes
investing for growth and expanding
and diversifying our earnings,”
EBOS Chair Elizabeth Coutts said.
“The acquisition of LifeHealthcare is
consistent with this strategy and part
of our overall objective to deliver value
to our shareholders.”
Page 26EBOS Group Limited Annual Report 2022
1
1. LifeHealthcare team conference.
2. Matt Muscio who, together with his
management team, will lead the day to day
operations of our devices division.
2
Page 27
EBOS Group Limited Annual Report 2022
Business Overview
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Directory
Business Overview
Connecting communities to care
EBOS Group’s Healthcare segment has again delivered strong
results for the Company and provided crucial community care
while responding to the dynamic environment posed by the
pandemic.
It was a case of business as usual for our company as the
healthcare demands of COVID-19 again tested the resilience
and adaptability of our employees and systems.
In another busy year, governments in New Zealand and Australia
– and their communities – again counted on the industry-
leading expertise and professionalism of our healthcare team to
meet the COVID-19 response efforts.
And rise to the challenge they did. Whether it was delivering
millions of vaccines or providing advice to pharmacy customers
– our employees were integral to communities getting the right
care where and when they needed it.
Our leadership, expertise and sophisticated systems have
helped us manage supply chain constraints due to the
pandemic.
We have continued our strategy to acquire quality healthcare
assets and are expanding our distribution centres across our
healthcare portfolio to position the Company for future
growth, better serve our communities and deliver returns for
our shareholders.
Business
Highlights
Healthcare
Page 28EBOS Group Limited Annual Report 2022
The frontline team at Symbion, Keysborough.
EBOS integral to COVID-19 response
As federal governments in New Zealand and Australia
seek to control community transmission of the virus,
RATs became an important tool in slowing the spread,
particularly with the arrival of the Omicron variant.
Our Healthcare team was a crucial ally in supplying
RATs to communities across New Zealand and
Australia, often procuring and delivering the stock
at short notice and from overseas, amid supply
constraints back home.
In New Zealand, our Healthcare Logistics (HCL)
business continues to be an integral distribution
partner for the New Zealand Ministry of Health’s
national COVID-19 response.
During the Omicron surge in early 2022, HCL’s daily
warehouse activities increased significantly amid
demand for products including Personal Protective
Equipment (PPE).
Healthcare segment delivers despite challenging
circumstances
The depth of our wholesale network, our deep supplier
and customer contacts, and our dedicated employees
have all demonstrated their value in the face of
significant business and community adversity.
The past 12 months saw disruptions to the global
medical supply chain, resulting in higher rates of
supplier out-of-stock products, reduced overall
availability and longer lead times for wholesalers to
secure stock. In response, Symbion adapted to deliver
medicines to pharmacies and hospitals wherever
possible by increasing inventory holdings, training
extra staff members and deploying additional
delivery vans to meet the challenges posed by supply
chain disruptions.
Healthcare Logistics Australia’s focus on safety,
quality, service and continuity planning mitigated
disruption to the supply of critical medicines despite
the challenges posed by the pandemic. The extra
resources and adaptability helped HCL’s partners
overcome these challenges and respond to and
recover from stock shortages faster to continue to
connect communities to care.
EBOS Healthcare continued to support Australia’s
National Immunisation Program, providing storage
and distribution for close to four million government-
funded vaccine doses in Victoria. This support has
now been extended to Western Australia. In New
Zealand HCL is expecting to deliver approximately
1.5 million doses of the flu vaccine in 2022.
We commend the determination of our operations
team members and logistic partners in providing
medicines to flood-affected customers in Queensland
and New South Wales. In many cases our colleagues
were working despite not knowing whether their own
properties had been damaged in the flood disaster.
The actions of all our teams in continuing the supply
of medicines under trying conditions is a testament to
our team’s valuable contribution to the Australian and
New Zealand healthcare industry.
Delivering expanded distribution network
We continue to invest in the expansion of our
distribution centres in a strategy that aligns with our
growth and will enable us to better serve the needs
of our growing customer base in New Zealand and
Australia. The investment not only increases our
storage capacity but also provides for more modern
and energy-efficient facilities.
Page 29
EBOS Group Limited Annual Report 2022
Featured developments strengthening our ‘essential infrastructure’
Symbion
Keysborough, VIC
Beginning construction
in FY22, we are adding
3,000 sqm of storage
space and investing
in automation and
supporting infrastructure
at this existing site.
Symbion
Acacia Ridge, QLD
Our new 3,000 sqm
expansion at this
existing site increased
much needed capacity
for storage of 4,500
additional pallets.
Healthcare
Logistics, Auckland
Due for completion in
FY23, our new 12,500 sqm
facility will be the biggest
in New Zealand standing
at an impressive 16.7m in
height with capacity to
store 13,400 pallets.
Business Overview
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& Disclosures
Remuneration
Directory
Business Overview
Page 30EBOS Group Limited Annual Report 2022
Page 31
EBOS Group Limited Annual Report 2022
TerryWhite Chemmart opens its 500th pharmacy with the unveiling of the outlet in Matraville, Sydney.
TerryWhite Chemmart success
With a milestone 500th store opening, administering
one million COVID-19 vaccinations and award-
winning communication campaigns, TerryWhite
Chemmart (TWC) has cemented its reputation as one
of Australia’s leading retail pharmacy networks.
In March 2022 TWC achieved a significant milestone
with the opening of the network’s 500th pharmacy
in Matraville NSW. This achievement reflects the
success across many facets of the TWC business,
including industry-leading business support, world-
class education programs, innovations in health and
the deeper connections TWC community pharmacies
are forging with their customers every day.
In the same month, the TWC network surpassed one
million COVID-19 vaccinations, setting the bar for
vaccination administration in community pharmacy.
Over FY22, the network delivered over 1.7 million
vaccinations in total to support both the COVID-19
and influenza vaccine roll outs in Australia.
It was therefore worthy acknowledgement of the
incredible effort of the 1,500 vaccinating pharmacists
when TWC received the 2022 Customer Experience
of the Year Award from Inside Retail in the Medium
to Large Business category. The award was in
recognition of the efforts displayed by all TWC
pharmacies in delivering vaccination services to
the community. The network has worked incredibly
hard to deliver a professional, safe and convenient
vaccination experience for customers.
TWC’s investment in and focus on education over
the past 5 years has supported the development of
industry leading programs for pharmacists like the
‘TerryWhite Chemmart Masterclass’. The educational
event is the pinnacle professional development
experience for pharmacists on the pharmacy
industry calendar attracting over 400 pharmacists
and pharmacy professionals demonstrating a desire
for continued education and learning.
Page 31
EBOS Group Limited Annual Report 2022Page 30EBOS Group Limited Annual Report 2022
Page 31
EBOS Group Limited Annual Report 2022
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
Business Highlights
Healthcare Continued
Sentry Medical acquisition
Our investment strategy for growth was reflected
in the exciting acquisition of Australian medical
consumable marketer and distributor, Sentry
Medical, in August 2021.
Sentry supplies customers including wholesalers,
hospitals, general practitioners, dental surgeries,
aged care facilities, pharmacies and government
agencies with their own brands and other agency
brands.
The investment further strengthens EBOS’ presence
in the distribution of medical consumables.
Inspiring our next leaders
Professional development of our employees is
essential for EBOS to retain and attract the best and
brightest people.
To cultivate and support our future leaders, we
launched an internal eight-month sponsorship and
development program, Catalyst.
Catalyst is designed to support emerging talent
within EBOS and develop career progression and
networking by connecting our leaders of today with
our leaders of tomorrow.
The program was introduced into our Healthcare
segment giving participants one-on-one coaching,
an executive sponsor from within the business,
networking opportunities and learning and
development via workshops.
The program is another critical part of our
overarching people strategy and gives employees
the opportunity to advance their careers with us.
Support for Ukraine and UNICEF
As part of our important charitable commitments
our Australian operations responded to the global
humanitarian response following Russia’s invasion
of Ukraine. In March 2022 EBOS received an urgent
request to provide medical aid to Ukraine whose
people’s lives have been turned upside down by what
is now a prolonged and devastating war.
Our team jumped to action providing $160,000 worth
of stock which was palletised, wrapped, and delivered
to holding centres in Melbourne and Sydney for
transport to Ukraine.
We also raised $217,000 for UNICEF’s VaccinAid
appeal by encouraging our employees to have
their COVID-19 vaccinations in exchange for EBOS
making a $75 donation per vaccination to the
humanitarian aid organisation.
Almost 3,000 employees rolled up their sleeves with
the money helping to pay for COVID-19 vaccinations
for health workers, teachers, social workers and
vulnerable people around the world.
UNICEF Australia’s CEO Tony Stuart wrote to EBOS in
February 2022 expressing UNICEF’s gratitude for the
donation which will support its work in addressing the
global vaccine equity crisis.
Almost 3,000 employees
rolled up their sleeves with
the money helping to pay
for COVID-19 vaccinations
for health workers,
teachers, social workers
and vulnerable people
around the world.
Page 32EBOS Group Limited Annual Report 2022
Business Highlights
Animal Care
$82m Pet Care Manufacturing Facility
COVID-19 has raised awareness of maintaining our
health and for many New Zealanders and Australians
that healthy lifestyle extends to their precious pets.
Lockdowns and working-from-home continued to fuel
strong spending across animal ownership and for our
Animal Care segment.
The segment is well-positioned to meet the demand
by raising the bar in the pet-food industry with
production ramping up at our $82 million state-of-
the-art Pet Care Manufacturing Facility at Parkes,
NSW, which commenced operations in the second
half of FY22.
We recognise the extraordinary efforts of our team
to deliver this game-changing manufacturing facility
which allows Masterpet to manufacture its premium
Black Hawk brand dog and cat kibble in house for the
first time.
Nearly half of the fresh ingredients are sourced within
200 kilometres of the 12,800m
2
facility – reducing
our food miles – and ensuring greater quality control
along the supply chain for the vet-formulated product
range.
Nutritional excellence and innovation are a
centrepiece of the facility as we strive towards a
goal of human-grade pet food. To meet our stringent
standards and ensure we deliver products pet owners
trust, we have partnered with local farmers to ensure
crops used in food production are grown to our
precise specifications.
The facility has created more than 50 direct jobs in
Parkes and there is scope to expand the plant to meet
future demand.
Puppy power
Our pets, much like our children, need the best start
in life and that means eating well.
In FY22, Black Hawk launched a new pet food range
specifically developed for puppies based on their
breed size and age, to ensure they receive the right
body and brain nutrition so they can achieve optimal
growth.
The Black Hawk Original Puppy range is specifically
formulated by our pet nutritionists and is produced at
our Parkes Pet Care Manufacturing Facility.
The product packaging is designed to enhance
consumer recognition of the products specific to
their puppy and aid in self-selection. The launch
has proven a success with Black Hawk reaching
approximately 20% share in the premium puppy food
category in both Australia and New Zealand.
Nutritional excellence
and innovation are a
centrepiece of the facility
as we strive towards a
goal of human-grade
pet food.
Page 33
EBOS Group Limited Annual Report 2022
Pet Care Manufacturing Facility in Parkes, NSW.
Black Hawk and VitaPet go from strength to strength
Our Black Hawk brand is a leading premium dog
food brand sold in pet specialty stores across both
Australia and New Zealand. Black Hawk grew sales
by 18% in FY22 and increased its market share in
New Zealand.
Our pet treats brand VitaPet has also performed
strongly and remains the number 1 brand in the
grocery dog treats category by revenue in both
Australia and New Zealand.
The increasing sales of premium pet food reflects the
underlying trend of the humanisation of pets with pet
parents willing to spend more on their pet’s needs.
In Australia, pet ownership has increased in the last
two years with 69% of households now owning a pet,
in contrast to 61% two years ago. Initially the growth
was from owners servicing the needs of their puppies
and kittens, but as these animals mature, the growth
continues into the adult premium pet food category.
The dog treat category has followed similar trends
to premium pet food with strong double-digit
growth over the last three years. In Australia, 47% of
households now have at least one dog with 34% of
New Zealand households now also counting a dog
as part of the family. The increase in dog population
across both countries combined with pet parents
spending more on their dogs has been a key driver of
this category over the past three years.
Lyppard supports vets in Australia
Lyppard has again delivered strong growth through
targeting new business with independent veterinary
clinics as well as focusing on bolstering relationships
with large veterinary groups.
The veterinary sector has continued to grow with
demand increasing for the care of domestic pets.
The increase in pet ownership during the COVID-19
pandemic, with the extra time that pet parents spent
caring for their pets, resulted in stronger demand
for high quality animal care services and products.
Despite the COVID-19-driven wave in the market
having peaked, and begun to slow since the start
of 2022, pet numbers are still high and the demand
for high-quality animal care services and products
continues to remain at a level higher than before the
pandemic began.
In November 2021, Lyppard moved its Brisbane
operations to a new 3,800sqm distribution facility.
This has allowed the business to better serve its
customers in the region and also provides capacity
to support future business growth.
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
Elizabeth Coutts, Independent Chair
ONZM, BMS, FCA
Elizabeth Coutts was appointed to the EBOS Group
Limited Board in July 2003. She is Chair of the
Remuneration Committee and a member of the
Audit and Risk Committee. She is Chair of Oceania
Healthcare Limited, Skellerup Holdings Limited and
Voyage Digital (NZ) Limited, Director of EBOS Group
subsidiaries in New Zealand and Member, Marsh
New Zealand Advisory Board.
Elizabeth is a former Chair of Ports of Auckland
Limited, Meritec Group, Industrial Research, Life
Pharmacy Limited, former director of Air New
Zealand Limited, the Health Funding Authority,
Sanford Limited, the Yellow Group of Companies
and Tennis Auckland Region Incorporated, former
Deputy Chairman of Public Trust, former board
member of Sport NZ, former member of the
Pharmaceutical Management Agency (Pharmac),
former Commissioner for both the Commerce and
Earthquake Commissions, former external monetary
policy adviser to the Governor of the Reserve Bank
of New Zealand, a former president of the Institute
of Directors Inc. and former Chief Executive of the
Caxton Group of Companies.
Dr Tracey Batten, Independent Director
MBBS, MHA, FRACMA, MBA, FAICD
Dr Tracey Batten was appointed to the EBOS Group
Limited Board in July 2021. She is a member of the
Remuneration Committee.
Tracey is currently a non-executive director of
Medibank Private Limited, the Accident Compensation
Corporation, and the National Institute of Water
and Atmospheric Research. She was previously a
non-executive director of Abano Healthcare Group
Limited and various other healthcare-related research
institutes, charities and industry and government
bodies.
During her executive career she was Group CEO of
Imperial College Healthcare NHS Trust in the United
Kingdom, Group CEO of St Vincent’s Health Australia,
CEO of Eastern Health and CEO of Dental Health
Services Victoria.
Our Board
Page 34EBOS Group Limited Annual Report 2022
Stuart McGregor, Independent Director
BCOM, LLB, MBA
Stuart McGregor was appointed to the EBOS Group
Limited Board in July 2013. Stuart was educated at
the University of Melbourne and the London School of
Business Administration, gaining degrees in Commerce
and Law. He was previously admitted as an Associate
of the Australian Society of Accountants (now CPA
Australia) and also completed a Master of Business
Administration at the University of Melbourne.
Currently, Stuart is a director of Symbion Pty Ltd and
other EBOS Group subsidiaries.
Stuart has been Company Secretary of Carlton United
Breweries, Managing Director of Cascade Brewery
Company Limited in Tasmania and Managing Director
of San Miguel Brewery Hong Kong Limited. In the public
sector, he served as Chief of Staff to a Minister for
Industry and Commerce in the Federal Government
and as Chief Executive of the Tasmanian Government’s
Economic Development Agency. He was formerly a
director of PrimeLife Limited and Chairman of Two Way
TV Limited and Donaco International Limited.
Peter Williams, Independent Director
Peter Williams was appointed to the EBOS Group
Limited Board in July 2013. He was formerly a director
of Green Cross Health Limited and an executive of
Zuellig Group.
Sarah Ottrey, Independent Director
BCOM, CF. Inst.D
Sarah Ottrey was appointed to the EBOS Group
Limited Board in September 2006. She is a member
of the Audit and Risk Committee. Sarah is Chair of
Whitestone Cheese Limited and a director of Skyline
Enterprises Limited and subsidiaries, Mount Cook
Alpine Salmon Limited, Christchurch International
Airport Ltd, Sarah Ottrey Marketing Limited,
and a committee member of the NZ Institute of
Directors Otago/Southland Branch. She is a past
board member of the Public Trust and the Smiths
City Group Ltd. Sarah has held senior marketing
management positions with Unilever and Heineken.
Stuart McLauchlan, Independent Director
BCOM, FCA, CF. Inst.D
Stuart was appointed to the EBOS Group Limited
Board in July 2019. He is Chairman of the Audit and
Risk Committee and a member of the Remuneration
Committee. Stuart is a Chartered Fellow of the
Institute of Directors and a Past President. He is a
chartered accountant, partner of G S McLauchlan
& Co, and a Fellow of the New Zealand Institute of
Chartered Accountants. He is currently Chairman of
Scott Technology Ltd and ADInstruments Ltd. He is a
director of Argosy Properties Ltd as well as a number
of private companies. He is also a governor of the
New Zealand Sports Hall of Fame, a member of the
Marsh New Zealand Advisory Board and a member of
the Advisory Board to the Partridge Jewellers group.
He was formerly a director of Ngāi Tahu Tourism Ltd.
Page 35
EBOS Group Limited Annual Report 2022
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
Page 36EBOS Group Limited Annual Report 2022
Financial Summary
EBOS delivered another record financial result and
double-digit NPAT growth.
Group revenue exceeded $10 billion for the first time,
up 16.6% on the prior year, driven by growth in both
our Healthcare and Animal Care segments, including
strong performances from our Community Pharmacy,
Institutional Healthcare, Contract Logistics and
Animal Care businesses.
EBOS recorded Underlying Earnings Before Net
Finance Costs and Tax (EBIT) of $355.0 million,
representing 20.5% growth and Underlying Net Profit
After Tax (NPAT) attributable to shareholders of
$228.2 million, representing 21.3% growth.
Healthcare
The Healthcare segment reported revenue of
$10.2 billion and Underlying EBIT of $316.2 million,
representing 17.1% and 24.0% growth respectively.
In Australia, Healthcare revenue increased to $8.2
billion and Underlying EBIT increased to $267.1 million,
representing 18.0% and 23.6% growth respectively.
In New Zealand, Healthcare revenue increased to $2.0
billion and Underlying EBIT increased to $49.1 million,
representing 13.4% and 26.2% growth respectively.
This was driven by strong performances from our
Community Pharmacy, Institutional Healthcare and
Contract Logistics businesses.
Animal Care
The Animal Care segment had a strong performance
with revenue of $541.3 million and EBIT of $72.6 million,
representing 8.8% and 15.3% growth respectively.
Our Animal Care businesses continued to capitalise
on strong pet market conditions as a result of their
leading market positions. This growth was driven
by strong performances from our leading brands
and businesses, including Black Hawk, Vitapet and
Lyppard.
Cash flow and balance sheet
EBOS has reported underlying operating cash flows
before capital expenditure of $291.0 million.
This cash performance reflects a higher investment
for the year into net working capital to cater for sales
growth and higher tax payments.
Net capital expenditure for the year was $89.2
million which included business-as-usual capital
expenditure of $59.2 million and $30.0 million of
capital expenditure associated with EBOS’ new pet
food manufacturing facility in New South Wales.
Return on Capital Employed for June 2022 was
18.6%, up 0.6% on the prior year. The net debt to
EBITDA ratio was 1.94x, excluding the impact of IFRS
16 Leases and reflecting a higher net debt balance
following the completion of the LifeHealthcare
acquisition.
Acquisitions
Consistent with our strategy of investing for growth,
during the last 12 months, EBOS announced a
number of acquisitions to expand and further
diversify our earnings. These acquisitions consist
of LifeHealthcare, a leading distributor of a range
of medical devices within Australia, New Zealand
and Southeast Asia; Sentry Medical, an Australian
distributor of medical consumable products to
wholesalers, hospitals and primary care facilities;
Pioneer Medical, a New Zealand importer and
distributor of spine and major joint implants primarily
for orthopaedic and neurosurgery; and MD Solutions,
an Australian distributor of a range of medical devices
and consumables primarily for interventional oncology,
urology and gynaecology, gastroenterology and ear,
nose and throat procedures.
Dividends
The Directors are pleased to declare a final FY22
dividend of NZ 49.0 cents per share, which equates
to a full-year dividend of NZ 96.0 cents per share.
For the full year, this represents an increase of 8.5%
on the prior year and a dividend payout ratio of 74.2%
on an underlying basis.
The record date for the final dividend is 9 September
2022 and the dividend will be paid on 30 September
2022. The final dividend will again be imputed to
25% for New Zealand tax resident shareholders
and will be fully franked for Australian tax resident
shareholders. The Dividend Reinvestment Plan (DRP)
will be operational for the final dividend. Shareholders
can elect to take shares in lieu of a cash dividend at
a discount of 2.5% to the volume weighted average
share price (“VWAP”).
Page 36EBOS Group Limited Annual Report 2022
Page 37
EBOS Group Limited Annual Report 2022
Page 37
EBOS Group Limited Annual Report 2022
Consistent with our strategy of
investing for growth, during the
last 12 months, EBOS announced
a number of acquisitions to
expand and further diversify
our earnings.
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Business Overview
Page 38EBOS Group Limited Annual Report 2022
Page 39
EBOS Group Limited Annual Report 2022
Financial Report
Introducing this report 50
Section A: EBOS performance
A1. Revenue and expenses 52
A2. Segment information 55
A3. Taxation 58
A4. Earnings per share 60
Section B: Key judgements made
B1. Goodwill and intangibles 61
B2. Acquisition information 66
Section C: Operating assets and liabilities used by EBOS
C1. Trade and other receivables 71
C2. Inventories 72
C3. Trade and other payables 73
Section D: Capital assets used by EBOS to operate our business
D1. Property, plant and equipment 74
D2. Capital work in progress 75
Section E: How we fund the business
E1. Share capital 76
E2. Dividends 77
E3. Borrowings 78
E4. Borrowing facilities maturity profile 79
E5. Operating cash flows 80
Section F: EBOS Group structure
F1. Subsidiaries 82
F2. Investment in associates 85
F3. Non-controlling interests 87
Section G: How we manage risk
G1. Financial risk management 88
G2. Financial instruments 90
Section H: Other disclosures
H1. Contingent liabilities 93
H2. Commitments for expenditure 93
H3. Subsequent events 93
H4. Related party disclosures 93
H5. Remuneration of auditors 94
H6. Leases 95
H7. New accounting standards 97
Contents
Directors’ Responsibility Statement 39
Independent Auditor’s Report 40
Financial Statements 44
Consolidated Income Statement 44
Consolidated Statement of Comprehensive Income 45
Consolidated Balance Sheet 46
Consolidated Statement of Changes in Equity 48
Consolidated Cash Flow Statement 49
Notes to the consolidated Financial Statements 50
Additional stock exchange information 98
Key
Key judgements and other judgements madeAccounting policy
Explanatory noteSubsequent event
Risks
Page 38EBOS Group Limited Annual Report 2022
Page 39
EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
Directors’ Responsibility
Statement
The Directors of EBOS Group Limited
are pleased to present to shareholders
the financial statements for EBOS
Group Limited and its controlled
entities (together the “Group”) for the
year to 30 June 2022.
The Directors are responsible for
presenting financial statements in
accordance with New Zealand law
and generally accepted accounting
practice, which give a true and fair
view of the financial position of the
Group as at 30 June 2022 and the
results of their operations and cash
flows for the year ended on that date.
The Directors consider the financial
statements of the Group have been
prepared using accounting policies
which have been 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 Group and
facilitate compliance of the financial
statements with the Financial Markets
Conduct Act 2013.
The Directors consider that they
have taken adequate steps to
safeguard the assets of the Group,
and to prevent and detect fraud and
other irregularities. Internal control
procedures are also considered to
be sufficient to provide reasonable
assurance as to the integrity and
reliability of the financial statements.
The financial statements are signed
on behalf of the Board by:
Elizabeth Coutts
Chair
Stuart McLauchlan
Director
23 August 2022
Page 40EBOS Group Limited Annual Report 2022
Page 41
EBOS Group Limited Annual Report 2022
Independent Auditor’s
Report to the Shareholders
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of EBOS Group Limited and its subsidiaries
(the ‘Group’), which comprise the consolidated balance sheet as at 30 June 2022, and the consolidated
income statement, statement of comprehensive income, statement of changes in equity and cash flow
statement for the year then ended, and notes to the consolidated financial statements, including a
summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements, on pages 44 to 97, present fairly,
in all material respects, the consolidated financial position of the Group as at 30 June 2022, and its
consolidated financial performance and 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’).
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (‘ISAs’) and
International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities under those
standards are further described in the
Auditor’s Responsibilities for the Audit of the Consolidated
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.
We are independent of the Company in accordance with Professional and Ethical Standard 1
International Code of Ethics for Assurance Practitioners (including International Independence
Standards) (New Zealand) issued by the New Zealand Auditing and Assurance Standards Board and
the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional
Accountants (including International Independence Standards), and we have fulfilled our other ethical
responsibilities in accordance with these requirements.
Our firm carries out other assignments for the Group in the area of taxation compliance services.
These services have not impaired our independence as auditor of the Group. In addition to this, partners
and employees of our firm deal with the Group on normal terms within the ordinary course of trading
activities of the business of the Group. The firm has no other relationship with, or interest in, the Group.
Audit Materiality
We consider materiality primarily in terms of the magnitude of misstatement in the financial statements
of the Group that in our judgement would make it probable that the economic decisions of a reasonably
knowledgeable person would be changed or influenced (the ‘quantitative’ materiality). In addition, we
also assess whether other matters that come to our attention during the audit would in our judgement
change or influence the decisions of such a person (the ‘qualitative’ materiality). We use materiality both
in planning the scope of our audit work and in evaluating the results of our work.
We determined materiality for the Group financial statements as a whole to be AUD $14.75m.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the consolidated financial statements of the current period. These matters were addressed
in the context of our audit of the consolidated financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.
Page 40EBOS Group Limited Annual Report 2022
Page 41
EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
Key audit matterHow our audit addressed the key audit matter
Goodwill and Indefinite Life Intangible Asset Impairment Assessment
Goodwill and Indefinite Life Intangible Asset Impairment
Assessment
The Group has $2,140m of goodwill and $117m of indefinite life
intangible assets, including brands of $91m, on the balance
sheet at 30 June 2022 as detailed in note B1 to the financial
statements.
The carrying values of goodwill and indefinite life intangible
assets are dependent on the future cash flows expected to be
generated by the underlying businesses, and there is a risk if
these cash flows do not meet the Group’s expectations that
the assets may be impaired.
The Group tests goodwill and indefinite life intangible assets
at least annually by determining the recoverable amount
(the higher of value-in-use or fair value less costs to sell) of
the individual assets where possible, or otherwise the cash
generating units to which the assets belong and comparing
the recoverable amounts of the assets to their carrying
values.
The impairment assessment models prepared by the Group
contain a number of significant assumptions. Changes in
these assumptions might lead to a change in the carrying
value of indefinite life intangible assets and goodwill.
The Group has assessed the recoverable amount of brands
based on fair value using the relief from royalty method.
The key assumptions applied in the above models are:
• Annual revenue and expense growth rates for the 5 year
forecast period;
• pre-tax discount rates;
• royalty rates; and
• terminal growth rates.
The Group has assessed the recoverable amount of each
cash generating unit (“CGU”) or group of CGU’s to which
goodwill has been allocated based on value-in-use models.
The key assumptions applied in the value-in-use models are:
• Annual revenue and expense growth rates for the 5 year
forecast period;
• pre-tax discount rates; and
• terminal growth rates.
We have included the impairment assessments of goodwill
and indefinite life intangible assets as a key audit matter
due to the significance of the balances to the financial
statements and the level of judgement applied by the Group
in determining the key assumptions used to determine the
recoverable amounts.
We considered whether the Group’s methodology
for assessing impairment is compliant with NZ IAS
36: Impairment of Assets. We focused on testing
and challenging the suitability of the models and
reasonableness of the assumptions used by the Group
in conducting their impairment reviews.
Our procedures included:
• Agreeing a sample of future cash flows to Board
approved forecasts;
• Challenging the reliability of the Group’s revenue and
expense growth rates by comparing the forecasts
underlying the growth rates to historical forecasts
and actual results of the underlying businesses (where
applicable). This also included consideration of the
impact of COVID-19 on both forecast revenue and
profitability of the CGU’s; and
• Assessing the reasonableness of key assumptions and
changes to them from previous years.
We used our internal valuation specialists to assist with
evaluating the models and challenging the Group’s key
assumptions. The procedures of the specialists included:
• Evaluating the appropriateness of the valuation
methodology;
• Testing the mathematical integrity of the models;
• Evaluating the Group’s determination of the pre-tax
discount rates and royalty rates used in the models
through consideration of the relevant risk factors for
each CGU, the cost of capital for the Group, and market
data on comparable businesses; and
• Comparing the terminal growth rates to market data for
the industry sectors.
We evaluated the sensitivity analysis performed by
management to consider the extent to which a change
in one or more of the key assumptions could give rise to
impairment in the goodwill and indefinite life intangible
assets.
Page 42EBOS Group Limited Annual Report 2022
Page 43
EBOS Group Limited Annual Report 2022
Key audit matterHow our audit addressed the key audit matter
Acquisition Accounting – Life Healthcare Group
New Zealand equivilents to International Financial Reporting
Standards (NZ IFRS) require the purchaser to identify the
assets and liabilities acquired in a business combination,
including the identifiable intangible assets, and to measure
them at fair value at the date of acquisition. Goodwill arising
(excess of consideration paid over the fair value of the assets
and liabilities acquired) is required to be allocated to a Cash
Generating Unit (CGU) or groups of CGU’s benefitting from
the acquisition.
As detailed in note B2 EBOS Group acquired the Life
Healthcare Group (LHC) for $1,194m at 31 May 2022. Due to
the timing of the acquisition detailed valuations to determine
the fair value of the underlying assets and liabilities acquired
have not been able to be completed. As a result, the
acquisition balance sheet was determined on a provisional
basis at 30 June 2022.
The provisional acquisition balance sheet, including the
provisional goodwill of $991m, will be revised to determine
the fair value of the assets and liabilities acquired within the
measurement period of one year from the date of acquisition.
We have included the acquisition of LHC as a key audit
matter due to its significance to the financial statements.
We obtained the sale and purchase agreement and
related documents to corroborate the assets and
liabilities acquired.
We confirmed the fair value of the consideration paid,
including deferred consideration, to the sale and purchase
agreement.
We ensured call and put options related to the subsequent
purchase of non controlling interests were appropriately
recognised.
We considered the appropriateness of the provisional
accounting for the acquisition balance sheet of LHC.
We considered the judgements applied by the Group
in determining whether there was any impairment of
goodwill arising from the LHC acquisition under NZ IAS-36
Impairment of Assets.
Page 42EBOS Group Limited Annual Report 2022
Page 43
EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
Mike Hawken, Partner
For Deloitte Limited
Christchurch, New Zealand
23 August 2022
Other information
The directors are responsible on behalf of the Group for the other information. The other information
comprises the information in the Annual Report that accompanies the consolidated financial
statements and the audit report.
Our opinion on the consolidated financial statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and consider whether it is materially inconsistent
with the consolidated financial statements or our knowledge obtained in the audit or otherwise
appears to be materially misstated. If so, we are required to report that fact. We have nothing to
report in this regard.
Directors’
responsibilities for the
consolidated financial
statements
The directors are responsible on behalf of the Group for the preparation and fair presentation of
the consolidated 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 consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible on behalf of the
Group 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
consolidated financial
statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements as a whole are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs and ISAs (NZ) will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on the basis of these consolidated financial
statements.
A further description of our responsibilities for the audit of the consolidated financial statements is
located on the External Reporting Board’s website at:
https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-
report-1
This description forms part of our auditor’s report.
Restriction on use
This report is made solely to the Company’s shareholders, as a body. Our audit has been
undertaken so that we might state to the Company’s shareholders those matters we are required
to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by
law, we do not accept or assume responsibility to anyone other than the Company’s shareholders
as a body, for our audit work, for this report, or for the opinions we have formed.
Page 44EBOS Group Limited Annual Report 2022
Page 45
EBOS Group Limited Annual Report 2022
Financial Statements
Notes to the financial statements are included on pages 50 to 97.
Consolidated Income Statement
The Consolidated Income Statement presents income earned and expenditure incurred by the Group during the financial year in
determining profit.
For the financial year ended 30 June 2022Notes
2022
A$’000
2021
A$’000
Revenue
A1(a)10,734,1199,202,886
Income from associatesF29,7497,071
Profit before depreciation, amortisation,
net finance costs and tax expense (EBITDA)
405,810
363,297
DepreciationA1(b)(67,534)(60,544)
AmortisationA1(b)(14,338)(12,101)
Profit before net finance costs and tax expense (EBIT)
323,938290,652
Finance income2,762713
Finance costs – borrowings(22,943)(20,641)
Finance costs – leasesH6(8,504)(7,705)
Profit before tax expense
295,253263,019
Tax expenseA3(93,215)(78,970)
Profit for the year
202,038184,049
Profit for the year attributable to:
Owners of the Company202,605185,297
Non-controlling interests(567)(1,248)
202,038184,049
Earnings per share:
Basic (cents per share)A4114.5113.2
Diluted (cents per share)A4114.5113.2
Page 44EBOS Group Limited Annual Report 2022
Page 45
EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
Notes to the financial statements are included on pages 50 to 97.
Consolidated Statement of Comprehensive Income
The Consolidated Statement of Comprehensive Income presents profit for the year, plus gains and losses that are not
recognised in the Consolidated Income Statement and instead are required to be taken directly to reserves within equity.
For the financial year ended 30 June 2022
2022
A$’000
2021
A$’000
Profit for the year
202,038184,049
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Cash flow hedge gains10,3415,933
Related income tax(3,212)(1,750)
Movement in foreign currency translation reserve(15,937) (2,993)
(8,808)1,190
Items that will not be reclassified subsequently to profit or loss:
Movement on equity instruments fair valued through other comprehensive income(3,441)(2,433)
Total comprehensive income net of tax
189,789 182,806
Total comprehensive income for the year is attributable to:
Owners of the Company190,356184,054
Non-controlling interests(567)(1,248)
189,789 182,806
Page 46EBOS Group Limited Annual Report 2022
Page 47
EBOS Group Limited Annual Report 2022
Consolidated Balance Sheet
The Consolidated Balance Sheet presents a summary of the Group’s assets, liabilities and equity at the end of the financial year.
As at 30 June 2022Notes
2022
A$’000
2021
A$’000
Current assets
Cash and cash equivalents517,316168,953
Trade and other receivablesC11,374,7311,156,499
Prepayments32,70614,111
InventoriesC21,120,053784,761
Current tax refundable127278
Other financial assets – derivativesG219,72244
Total current assets
3,064,6552,124,646
Non-current assets
Property, plant and equipmentD1302,389172,209
Capital work in progressD224,99270,362
Prepayments1,36030
Deferred tax assetsA3 (b)180,805141,806
GoodwillB1 (a)2,140,036999,339
Indefinite life intangiblesB1 (b)117,432122,354
Finite life intangiblesB1 (d)123,88340,089
Right of use assetsH6249,596222,367
Investment in associatesF245,91247,896
Other financial assets13,4858,660
Total non-current assets
3,199,8901,825,112
Total assets
6,264,5453,949,758
Current liabilities
Trade and other payablesC32,021,2111,623,904
Bank loansE3331,517116,640
Lease liabilitiesH642,62736,498
Current tax payable40,39535,600
Employee benefits75,88058,706
Other financial liabilities – derivativesG2-6,631
Total current liabilities
2,511,6301,877,979
Notes to the financial statements are included on pages 50 to 97.
Page 46EBOS Group Limited Annual Report 2022
Page 47
EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
Notes to the financial statements are included on pages 50 to 97.
As at 30 June 2022Notes
2022
A$’000
2021
A$’000
Non-current liabilities
Bank loansE31,046,259323,565
Lease liabilitiesH6227,203203,621
Trade and other payablesC321,2833,617
Deferred tax liabilitiesA3 (b)160,585127,428
Employee benefits9,0297,845
Other financial liabilities – derivativesG2137,000-
Total non-current liabilities
1,601,359666,076
Total liabilities
4,112,9892,544,055
Net assets
2,151,5561,405,703
Equity
Share capitalE11,810,562993,616
Share-based payments reserve11,22810,350
Foreign currency translation reserve(37,100)(21,163)
Retained earnings481,666433,453
Equity instruments fair valued through other comprehensive income(6,002)(2,561)
Cash flow hedge reserve4,458(2,671)
Equity attributable to owners of the Company
2,264,8121,411,024
Non-controlling interestsF3(113,256)(5,321)
Total equity
2,151,5561,405,703
Consolidated Balance Sheet continued
Page 48EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Consolidated Statement of Changes in Equity
The Consolidated Statement of Changes in Equity presents the components of capital and reserves of the Group and explains the
movements in each component during the financial year.
For the financial year ended
June 2022Notes
Share
capital
A$’000
Share-
based
payments
reserve
A$’000
Foreign
currency
translation
reserve
A$’000
Retained
earnings
A$’000
Equity
instruments
fair valued
through
other com-
prehensive
income
reserve
A$’000
Cash flow
hedge
reserve
A$’000
Non-
controlling
interests
A$’000
Total
A$’000
Balance at 1 July 2020961,4866,601(18,170)372,012(128)(6,854)(4,073)1,310,874
Profit for the year---185,297--(1,248)184,049
Other comprehensive income
for the year, net of tax
--
(2,993)-(2,433)4,183
-
(1,243)
Payment of dividendsE2---(123,856)---(123,856)
Share-based payments- 3,749 ----- 3,749
Dividends reinvestedE1 27,553 - ----- 27,553
Employee LTI shares exercisedE1 3,056 - ----- 3,056
Employee share plan shares issuedE1 1,665 - ----- 1,665
Employee share issue costsE1
(144)
- ----- (144)
Balance at 30 June 2021 993,616 10,350 (21,163) 433,453 (2,561) (2,671) (5,321) 1,405,703
Balance at 1 July 2021 993,616 10,350(21,163)433,453(2,561)(2,671)(5,321) 1,405,703
Profit for the year - --202,605--(567) 202,038
Other comprehensive income
for the year, net of tax
--(15,937)-(3,441)7,129
-
(12,249)
Payment of dividendsE2 - - - (154,392) - - - (154,392)
Arising on acquisition of subsidiariesB2 - - - - - - 29,63229,632
Option over non-controlling interestsF3------(137,000)(137,000)
Share-based payments - 878 - - - - - 878
Share placementE1 638,155 - - - - - - 638,155
Retail offerE1 159,981 - - - - - - 159,981
Script considerationE1 22,638 - - - - - - 22,638
Share placement and retail offer issue costsE1 (10,769) - - - - - - (10,769)
Tax on deductible issue costsE1 3,097 - - - --- 3,097
Employee LTI shares exercisedE1 2,343 - ----- 2,343
Employee share plan shares issuedE1 1,617 - ----- 1,617
Employee share issue costsE1
(116)
- ----- (116)
Balance at 30 June 2022
1,810,562 11,228 (37,100)481,666(6,002)4,458(113,256)2,151,556
Notes to the financial statements are included on pages 50 to 97.
Page 48EBOS Group Limited Annual Report 2022
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Notes to the financial statements are included on pages 50 to 97.
Consolidated Cash Flow Statement
The Consolidated Cash Flow Statement presents the cash generated and used by the Group during the financial year.
For the financial year ended 30 June 2022Notes
2022
A$’000
2021
A$’000
Cash flows from operating activities
Receipts from sale of goods and services10,599,1659,080,007
Interest received2,762713
Dividends received from associatesF210,6075,761
Payments for purchase of goods and services(10,217,016)(8,687,637)
Taxes paid(115,335)(72,184)
Interest paid(31,447)(28,346)
Net cash inflow from operating activities
E5248,736298,314
Cash flows from investing activities
Sale of property, plant and equipment453217
Purchase of property, plant and equipment(27,567)(20,354)
Payments for capital work in progress(54,205)(56,800)
Payments for intangible assets(7,862)(5,106)
Acquisition of subsidiariesB2(1,299,120)(31,223)
Investment in other financial assets(7,896)(497)
Net cash (outflow) from investing activities
(1,396,197)(113,763)
Cash flows from financing activities
Proceeds from issue of sharesE1791,21132,130
Proceeds from borrowingsE51,160,88849,600
Repayment of borrowingsE5(255,427)(181,459)
Repayment of lease liabilitiesH6(40,941)(35,261)
Dividends paid to equity holders of parent(154,110)(124,986)
Net cash inflow/(outflow) from financing activities
1,501,621(259,976)
Net increase/(decrease) in cash held354,160(75,425)
Effect of exchange rate fluctuations on cash held(5,797)(400)
Net cash and cash equivalents at the beginning of the year168,953244,778
Net cash and cash equivalents at the end of the year
517,316168,953
Page 50EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Notes to the consolidated financial statements
For the financial year ended 30 June 2022.
Introducing this report
The notes to the financial statements include information that is considered relevant and material to assist the reader in the
understanding of the financial performance and financial position of EBOS Group Limited and its controlled entities
(together “the Group” or “EBOS”).
Information is considered relevant and material if:
• the amount is significant because of its size and nature;
• it is important to assist the readers understanding of the results of EBOS;
• it helps to explain to the reader the changes in the business and/or operations of EBOS; or
• it relates to an aspect of operations that is important to the future performance of EBOS.
EBOS Group Limited (‘the Company’) is a profit-oriented company incorporated in New Zealand, registered under the Companies
Act 1993 and dual listed on both the New Zealand Stock Exchange and the Australian Securities Exchange.
Basis of preparation
The financial statements have been prepared in
accordance with Generally Accepted Accounting
Practice (‘GAAP’). They comply with New Zealand
Equivalents to International Financial Reporting
Standards (‘NZ IFRS’) and other applicable reporting
standards as appropriate for-profit oriented entities.
The financial statements comply with International
Financial Reporting Standards (‘IFRS’).
EBOS is a Tier 1 for-profit entity in terms of the
New Zealand External Reporting Board Standard A1.
The Company is a FMC reporting entity for the purposes
of the Financial Markets Conduct Act 2013, and its
financial statements comply with this Act.
The financial statements have been prepared on the
basis of historical cost, except for the revaluation of
certain financial instruments. Cost is based on the fair
value of the consideration given in exchange for assets.
The information is presented in thousands of Australian
dollars, unless otherwise stated.
Critical accounting estimates and judgements
In the process of applying the Group’s accounting
policies and the application of accounting standards,
EBOS has made a number of judgements and
estimates. The estimates and underlying assumptions
are based on historic experience and various other
factors that are considered to be appropriate under
the circumstances. Therefore, there is an inherent risk
that actual results may subsequently differ from the
estimates made.
These estimates and underlying assumptions are
reviewed on an on-going basis. Revisions to accounting
estimates are recognised in the period in which the
estimate is revised if the revision affects only that
period, or in the period of the revision and future periods
if the revision affects both current and future periods.
Judgements and estimates that are considered material
to understanding the performance of EBOS are found
in the relevant notes to the financial statements. Key
judgements have been made in regard to assumptions
that support the impairment assessment for goodwill
and indefinite life intangibles (note B1) and business
combination accounting (note B2 and note F3).
Page 50EBOS Group Limited Annual Report 2022
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Introducing this report continued
Basis of consolidation
The Group’s financial statements comprise the
financial statements of EBOS Group Limited, the
parent company, combined with all the entities that
comprise the Group, being its subsidiaries (listed in
note F1) and its share of associate investments (listed
in note F2). The financial statements of the members
of the Group, including associates, are prepared for
the same reporting period as the parent company,
using consistent accounting policies.
Subsidiaries are consolidated on the date on which
control is obtained to the date on which control is
lost. The results of subsidiaries acquired or disposed
of during the year are included in the Consolidated
Income Statement from the effective date of
acquisition or up to the effective date of disposal, as
appropriate.
All significant inter-company transactions and
balances are eliminated on consolidation.
Adopting of new and revised standards and interpretations
In the current year, the Group adopted all mandatory
new and amended standards and interpretations.
None had a material impact on these financial
statements.
The Group is not aware of any NZ IFRS Standards
or Interpretations that have been recently issued
or amended that have not yet been adopted by the
Group that would materially impact the Group for the
reporting period ended 30 June 2022.
Foreign currency
Functional currency
The financial statements of each of the Group’s
entities are measured using the currency of the
primary economic environment in which that entity
operates (“the functional currency”).
Transactions and balances
Foreign currency transactions are translated into
the functional currency using the exchange rate
on the date of the transaction. At each balance
sheet date, monetary assets and liabilities that are
denominated in foreign currencies are translated at
the rates prevailing on the balance sheet date.
Non-monetary assets and liabilities that are
measured in terms of historical cost in a foreign
currency are not retranslated.
Exchange differences arising on the settlement of
monetary items, and on the translation of monetary
items, are included in the Consolidated Income
Statement for the period.
Foreign operations
On consolidation, the assets and liabilities of EBOS’
overseas operations are translated at the exchange
rate at the reporting date. Income and expense items
are translated at the average rates for the period.
Exchange differences arising are recognised in the
foreign currency translation reserve (in equity) and
recognised in profit or loss on disposal of the foreign
operation.
Goodwill and fair value adjustments arising on the
acquisition of a foreign entity are treated as assets
and liabilities of the foreign entity and translated at
the exchange rate at the reporting date.
Other Accounting Policies
Other accounting policies that are relevant to the
readers understanding of the financial statements
are included throughout the following notes to the
financial statements.
Page 52EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
A1. Revenue and expenses
(a) Revenue
Revenue consisted of the following items:
2022
A$’000
2021
A$’000
Community Pharmacy 6,441,693 5,389,989
Institutional Healthcare 3,069,546 2,686,014
Contract Logistics Services 123,240 88,615
Contract Logistics Sales 762,222 718,911
Interdivisional eliminations (203,923)(178,167)
Healthcare 10,192,778 8,705,362
Animal Care 541,341 497,524
10,734,119 9,202,886
Recognition and measurement
Community Pharmacy and Institutional Healthcare
Revenue is derived from the supply of human healthcare products to pharmacies, hospitals, aged care facilities,
supermarkets and other healthcare providers in Australia, New Zealand and Southeast Asia markets. This includes
the supply of agency products and EBOS’ own branded human healthcare products such as Red Seal, Grans Remedy,
Faulding, Natures Kiss and Quitnits. Following delivery of the goods, the customer obtains control as it has full discretion
over the manner of distribution and price to sell the goods, has the primary responsibility when on selling the goods and
bears the risks of loss in relation to the goods.
A receivable is recognised by the Group when it passes control of the goods, which is when the goods are delivered to
the customer as this represents the point in time at which the right to consideration becomes unconditional, as only the
passage of time is required before payment is made.
The transaction price may be adjusted for customers who pay their account in full, earlier than what standard credit terms
would require, or for incremental costs incurred in obtaining a sales contract which are recognised over the contractual
period. Under the Group’s standard terms with customers, product returns, refunds and provision for warranties are in
accordance with local requirements. Accumulated experience has been used to determine that such returns are not
significant.
Section Overview
This section explains the financial performance of EBOS by:
a) displaying additional information about individual items in the Consolidated Income Statement;
b) presenting further analysis of EBOS’ operating segments by revenue and expenses; and
c) providing an analysis of the components of EBOS’ tax balances for the year and the current imputation credit
account balance.
Section A: EBOS performance
Page 52EBOS Group Limited Annual Report 2022
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A1. Revenue and expenses continued
(a) Revenue continued
Recognition and measurement
Contract Logistics
Sales: Sales consist of the sale of human healthcare
products to a wide range of healthcare customers
(wholesalers, pharmacies and medical centres),
in accordance with agreed terms with the customer.
A receivable is recognised by the Group when it
passes control of the goods which is when the goods
are confirmed to be on sold by the customer, as this
represents the point in time at which the right to
consideration becomes unconditional, as only the
passage of time is required before payment is made.
Under our standard terms with customers product
returns, refunds and provision for warranties
provided are in accordance with local requirements.
Accumulated experience has been used to determine
that such returns are not significant.
Service fees: Revenue is derived from the provision
of logistics services for a fee to healthcare
manufacturers for their operating activities in
Australia and New Zealand. Service fees are typically
charged for storage of manufacturer’s inventory
holdings and pick, pack and delivery services
provided over a period of time, typically on a monthly
basis, as specified within contractual rates agreed
with the manufacturer.
The performance obligation is satisfied either at a
point in time or over time, as applicable, at which point
the right to consideration becomes unconditional, as
only the passage of time is required before payment
is made.
Animal Care
Revenue is derived from the supply of animal care
products to pet retail, supermarkets and vet clinics
across Australia and New Zealand. Upon delivery of
the goods, the customer assumes full control as it has
complete discretion over the manner of distribution
and pricing of goods, has the primary responsibility
when on-selling the goods and bears the risks of loss
in relation to the goods.
A receivable is recognised by the Group when it
passes control of the goods, which is when the goods
are delivered to the customer as this represents
the point in time at which the right to consideration
becomes unconditional, as only the passage of time is
required before payment is made.
Under the Group’s standard terms with customers
product returns, refunds and provision for warranties
are in accordance with local requirements.
Accumulated experience has been used to determine
that such returns are not significant.
Page 54EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
A1. Revenue and expenses continued
(b) Expenses
Profit before tax expense has been arrived at after charging the following expenses by nature:
2022
A$’000
2021
A$’000
One-off items
(1)
(31,038)(3,813)
Cost of sales (9,488,854)(8,210,446)
Writedown of inventory (11,438)(8,127)
Impairment loss on trade and other receivables (1,683)(988)
Depreciation of property, plant and equipment (22,557)(20,813)
Depreciation on right of use assets (44,97 7)(39,731)
Amortisation of finite life intangibles (14,338)(12,101)
Short-term and low value asset leases (7,423)(5,080)
Donations (514)(228)
Employee benefit expense (392,479)(332,566)
Defined contribution plan expense (21,335)(18,285)
Other expenses (383, 294)(267,127)
Total expenses (10,419,930)(8,919,305)
(1) One-off items comprise merger and acquisition costs incurred.
Recognition and measurement
Impairment
EBOS reviews the recoverable amount of its tangible and intangible assets, including goodwill, at each balance date. If the
carrying value of an asset exceeds the recoverable amount, an impairment expense is recognised in the income statement.
Tangible assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs).
The recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of future cash flows
expected to be generated by the asset (value in use).
Depreciation and amortisation
Depreciation is provided for on a straight line basis on all property, plant and equipment other than freehold land, at
depreciation rates calculated to allocate the assets’ cost less estimated residual value, over their estimated useful lives.
Refer to note D1 for the useful lives used in the calculation of depreciation.
Amortisation is charged on a straight line basis over the estimated useful life of finite life intangibles. Refer to note B1(d)
for the useful lives used in the calculation of amortisation.
Short term and low value asset leases
EBOS leases certain land, buildings, plant and equipment.
The Group has elected not to recognise right of use assets and lease liabilities for short-term leases and low value asset
leases. The Group recognises the lease payments associated with the leases as an expense (recognised within other
expenses in the Income Statement on a straight-line basis over the lease term).
Page 54EBOS Group Limited Annual Report 2022
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A1. Revenue and expenses continued
(b) Expenses continued
Employee expenses
Provision is made for benefits owing to employees in respect of wages and salaries, annual leave, long service leave
and employee incentives for services rendered. Provisions are recognised when it is probable they will be settled and
can be measured reliably. They are carried at the remuneration rate expected to apply at the time of settlement
and discounted to the present value of the expected payment to the employee at balance date.
Net finance costs
Finance costs include bank interest and amortisation of costs incurred in connection with borrowing facilities.
Finance costs are expensed immediately as incurred, using the effective interest method, unless they relate to
acquisition and development of qualifying assets, in which case they are capitalised.
Interest income is recognised on a time-proportionate basis using the effective interest method.
A2. Segment information
(a) Reportable segments
EBOS’ major products and services are the same as the reportable segments, i.e. Healthcare and Animal Care,
with no major products and services allocated to Corporate.
(b) Segment revenues and results
The following is an analysis of EBOS’ revenue and results by reportable segment:
Revenue from external customers (A$’000)
Corporate
Includes net funding costs and
central administration expenses
that have not been allocated to the
Healthcare or Animal Care segments.
Animal Care Segment
Sales of animal care products in a
range of sectors, own brands,
retail and wholesale activities.
Healthcare Segment
Sales of healthcare products in a
range of sectors, own brands,
retail healthcare, pharmacy and
logistic services and wholesale
activities.
20222021
Healthcare 95%
$8,705,362
Animal Care 5%
$497,524
Animal Care 5%
$541,341
Healthcare 95%
$10,192,778
Page 56EBOS Group Limited Annual Report 2022
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A2. Segment information continued
EBIT (A$’000)
Net profit/(loss) after tax for the year attributable to owners of the Company (A$’000)
Associate information:
2022
A$’000
2021
A$’000
Included in the segment results above is income from associates:
Animal Care7,4 42 5,687
Healthcare2,307 1,384
Total income from associates9,749 7,07 1
(b) Segment revenues and results continued
Healthcare
300
250
200
150
100
50
0
200
150
100
50
0
($33,768)($23,397)
Animal CareCorporate
2021
2022
Healthcare
($46,953)
($38,450)
Animal CareCorporate
2021
2022
$53,190
$45,743
$285,124
$251,107
$72,582
$62,942
$196,368
$178,004
Page 56EBOS Group Limited Annual Report 2022
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Financials
The following is an analysis of other financial information by reportable segment:
HealthcareAnimal CareCorporate
2022
A$’000
2021
A$’000
2022
A$’000
2021
A$’000
2022
A$’000
2021
A$’000
Revenue from external customers 10,192,7788,705,362 541,341497,524--
EBITDA 358,517316,223 79,96169,350 (32,668)(22,276)
Depreciation of property, plant and
equipment (21,029)(19,933) (1,528)(880)--
Depreciation on right of use assets (38, 275)(33, 281) (5,602)(5,329) (1,100)(1,121)
Amortisation of finite life intangibles (14,089)(11,902) (249)(199)--
EBIT
285,124251,107 72,58262,942 (33,768)(23,397)
Net finance costs---- (28,685)(27,633)
Tax (expense)/benefit (89,323)(74,351) (19,392)(17,199) 15,50012,580
Profit for the year
195,801 176,756 53,190 45,743 (46,953)(38,450)
Non-controlling interests 567 1,248 - - - -
Profit for the year attributable to owners of
the Company
196,368
178,004
53,190
45,743
(46,953)
(38,450)
(c) Geographical information
EBOS operates in two principal geographical areas: Australia and New Zealand and Other (country of domicile).
EBOS’ revenue from external customers by geographical location and information about its segment assets
(non-current assets), excluding investment in associates and deferred tax assets, are detailed below:
AustraliaNew Zealand and OtherGroup
2022
A$’000
2021
A$’000
2022
A$’000
2021
A$’000
2022
A$’000
2021
A$’000
Continuing operations
Revenue from external customers 8,636,607 7,355,220 2,097,512 1,847,666 10,734,119 9,202,886
Non-current assets
2,530,530 1,287,114442,643348,2962,973,1731,635,410
A2. Segment information continued
(b) Segment revenues and results continued
Page 58EBOS Group Limited Annual Report 2022
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A3. Taxation
(a) Tax expense recognised in Consolidated Income Statement
The tax rates used are principally the corporate tax rates of 28% (2021: 28%) payable by New Zealand and 30% (2021: 30%) payable
by Australian corporate entities on taxable profits under tax law in each jurisdiction.
2022
A$’000
2021
A$’000
Tax expense comprises:
Current tax expense:
Current year 111,481 94,335
Adjustments for prior years (1,840) (1,833)
109,641 92,502
Deferred tax (credit)/expense:
Current year (17,892)(14,942)
Adjustments for prior years 1,466 1,410
(16,426) (13,532)
Total tax expense
93,215 78,970
The prima facie income tax expense on pre-tax accounting profit from operations
reconciles to the income tax expense in the financial statements as follows:
Profit before tax expense 295,253 263,019
Tax expense calculated at 28% (2021: 28%) 82,671 73,645
Non-deductible expenses 8,277 4,109
Effect of different tax rates of subsidiaries operating in overseas jurisdictions 5,005 4,363
(Over) provision of tax expense in prior years (374)(422)
Other adjustments (2,364)(2,725)
Total tax expense
93,215 78,970
(d) Information about major customers
No revenues from transactions that are with a single customer amount to 10% or more of EBOS’ revenues (2021: Nil).
Recognition and measurement
The reportable segments of EBOS have been identified in accordance with NZ IFRS 8 ‘Operating Segments’.
The Group’s operating segments are identified on the basis of internal reports about components of the Group that are regularly
reviewed by the chief operating decision-maker in order to allocate resources to the segment and to assess its performance.
The accounting policies of EBOS have been consistently applied to the operating segments. Profit before net finance
costs and tax expense (EBIT) is the measure reported to the chief operating decision-maker for the purpose of resource
allocation and assessment of segment performance.
Assets are not allocated to operating segments as they are not reported to the chief operating decision-maker at a segment level.
Page 58EBOS Group Limited Annual Report 2022
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A3. Taxation continued
(b) Deferred tax assets and liabilities
Taxable and deductible temporary differences arise from the following:
2022
A$’000
2021
A$’000
Gross deferred tax liabilities:
Property, plant and equipment 6,962 6,130
Other payables 4,018 631
Other financial assets – derivatives 752 161
Right of use assets 72,107 68,269
Intangible assets 76,746 52,237
Total gross deferred tax liabilities
160,585 127,428
Gross deferred tax assets:
Property, plant and equipment 12,270 12,928
Other payables 72,962 43,386
Other financial assets – derivatives - 1,938
Lease liabilities 76,092 71,086
Intangible assets 16,490 12,204
Tax losses carried forward 2,991 264
Total gross deferred tax assets
180,805 141,806
(c) Imputation credit account balances
2022
A$’000
2021
A$’000
Imputation credit account balances
Imputation credits available directly and indirectly to
shareholders of the parent company:13,354 7,481
Imputation credits allow EBOS to pass on to its shareholders the benefit of the New Zealand income tax it has paid by attaching
imputation credits to the dividends it distributes, reducing shareholders’ net tax obligations.
Recognition and measurement
Taxable profit differs from profit before tax reported in the Consolidated Income Statement as it excludes items of
income and expense that are taxable or deductible in other years (temporary differences) and also excludes items that
will never be taxable or deductible (permanent differences).
Income tax expense components are current income tax and deferred tax.
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A3. Taxation continued
Deferred tax is income tax that is expected to be payable or recoverable in the future as a result of the unwinding of
temporary differences. These arise from differences in the recognition of assets and liabilities for financial reporting and
for the filing of income tax returns.
Deferred tax is recognised on all temporary differences, other than those arising:
• from goodwill;
• from the initial recognition of assets and liabilities in a transaction (other than in a business combination) that affects
neither the accounting nor taxable profit or loss; and
• investments in associates and subsidiaries where EBOS is able to control the reversal of the temporary differences and
such differences are not expected to reverse in the foreseeable future.
Deferred tax is calculated at the tax rates that are expected to apply to the year when a liability is settled or an asset
realised, based on tax rates and tax laws that have been enacted or substantively enacted at balance date.
A deferred tax asset is recognised to the extent it is probable that future taxable profits will be available to use the asset.
This is reviewed at each balance date and reduced to the extent that it is no longer probable that sufficient taxable profits
will be available in the future to utilise the deferred tax asset.
A4. Earnings per share
Basic earnings
per share
Diluted earnings
per share
2022
A$’000
2021
A$’000
2022
A$’000
2021
A$’000
Earnings used in the calculation of
total earnings per shareA$’000202,605185,297202,605185,297
Weighted average number of ordinary shares for
the purposes of calculating earnings per share
No.
(000’s)176,916163,711176,916163,711
Earnings per shareCents114.5113.2114.5113.2
Basic earnings per share is calculated by dividing the profit attributable to the shareholders of the company by the
weighted average number of ordinary shares on issue during the year excluding shares held as treasury stock.
Diluted earnings per share assumes conversion of all dilutive potential ordinary shares in determining the denominator.
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Directory
Financials
B1. Goodwill and intangibles
(a) Goodwill
Notes2022
A$’000
2021
A$’000
Gross carrying amount
Balance at beginning of financial year 999,339 969,623
Recognised from business acquisition during the yearB21,149,25930,435
Effects of foreign currency exchange differences (8,562)(719)
Net book value
2,140,036999,339
Recognition and measurement
Goodwill arising on the acquisition of a subsidiary is recognised as an asset at the date that control is acquired
(the acquisition date). Goodwill is measured as the excess of the sum of the consideration transferred, the amount of
any non-controlling interest in the acquiree, and the fair value of the acquirer’s previously-held equity interest
(if any) in the acquiree over the fair value of the identifiable net assets recognised.
Goodwill is not amortised, but is reviewed for impairment at least annually. For the purpose of impairment testing,
goodwill is allocated to each of EBOS’ CGUs or groups of CGUs expected to benefit from the synergies of the
combination.
CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an
indication that the unit may be impaired. The recoverable amount is the higher of fair value less costs to sell and value
in use. If the recoverable amount of the CGU is less than its carrying amount, the impairment loss is first allocated to
reduce the carrying amount of any goodwill and then to the other assets of the unit on a pro-rata basis.
Any impairment loss on goodwill is recognised immediately in profit or loss and is not subsequently reversed.
Section B: Key judgements made
Section Overview
This section identifies the balances and transactions to which key judgements have been made by EBOS in
the preparation of these financial statements. Key judgements have been made in regards to the estimates
for future cash flows for goodwill and indefinite life intangibles impairment assessment purposes, and the
identification of intangible assets and recognition of goodwill for business acquisitions.
Page 62EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
B1. Goodwill and intangibles continued
(b) Indefinite life intangibles
TerryWhite
Chemmart
Brands
A$’000
Other
Healthcare
Brands
A$’000
Franchise
Network
A$’000
Animal
Care
Brands
A$’000
Healthcare
Trademarks
A$’000
To tal
A$’000
Gross carrying amount
Balance at 1 July 2020 36,550 33,823 10,954 25,071 16,102 122,500
Effects of foreign currency exchange
and other differences (12) (62) - (20) (52) (146)
Balance at 30 June 2021
36,538 33,761 10,954 25,051 16,050 122,354
Reclassification to finite life intangibles - (3,624) - - - (3,624)
Effects of foreign currency exchange
and other differences - (635) - (182) (481) (1,298)
Balance at 30 June 2022 36,538 29,502 10,954 24,869 15,569 117,432
Recognition and measurement
Indefinite life intangible assets represent purchased brands, trademarks and a franchise network asset that are initially
recognised at fair value. These intangible assets are tested annually for impairment on the same basis as for goodwill.
Judgement: useful lives of indefinite life intangible assets
The Directors have assessed these brands, trademarks and a franchise network asset as having an indefinite useful
life. In coming to this conclusion the expected expansion of these assets across other products and markets, the typical
product life cycle of these assets, the stability of the industry in which the assets are operating, the level of maintenance
expenditure required and the period of legal control over these assets has been considered.
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Financials
B1. Goodwill and intangibles continued
(c) Cash-generating units
The carrying amount of goodwill and indefinite life intangibles allocated to CGUs or groups of CGUs is as follows:
GoodwillIndefinite life intangibles
2022
A$’000
2021
A$’000
2022
A$’000
2021
A$’000
Healthcare Australia
1, 5
709,369 623,009 9,059 12,682
Healthcare New Zealand
2
66,034 68,081 20,444 21,079
Healthcare: Pharmacy/Logistics NZ
3
85,823 88,484 15,568 16,050
Healthcare: TerryWhite Group
4
39,726 27, 2 29 47,492 47,492
Healthcare: Medical Devices
5
1,086,248 37,909 - -
Animal Care
6
152,836 154,627 24,869 25,051
2,140,036 999,339 117,432 122,354
1 Australian Consumer, Hospital, Pharmacy, Primary Healthcare sectors.
2 New Zealand Consumer, Hospital, Primary Healthcare, Aged Care and International Product Supplies.
3 New Zealand Pharmacy Wholesaler and Logistic Services.
4 Australia – Terry White Group.
5 Healthcare: Medical Devices identified as a new CGU in the current year and separated from Healthcare Australia, due to the acquisitions made during the year.
6 Australia and New Zealand Animal Care.
For the year ended 30 June 2022, the Directors have determined that there is no impairment of any of the CGUs containing
goodwill, brands, trademarks or the franchise network asset (2021: Nil).
Key judgement: impairment assessment assumption
The recoverable amounts of cash generating units are determined on the basis of value in use calculations.
The recoverable amount calculations are most sensitive to changes in the following assumptions:
Revenue
Estimated by management based on revenue achieved in the period immediately before the
start of the assessment period and adjusted each year for any anticipated growth.
Operating costs
Estimated by management based on current trends at the start of the assessment period and
adjusted for expected changes in the business or sector in which the business operates.
Discount rates
Estimated by management based on a current market assessment of the time value of money,
cost of capital and risks specific to the asset or CGU to which the cash flows generated by that
asset or CGU are being assessed.
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B1. Goodwill and intangibles continued
(c) Cash-generating units continued
20222021
Goodwill
Annual revenue growth rates3.5% - 6.2%2.5% - 7.0%
Allowance for increases in expenses3.0% - 6.0%2.5% - 4.9%
Pre-tax discount rates10.4% - 12.2%11.6% - 13.7%
Terminal growth rate 2.5%2.5%
Key estimate: value in use calculation
The value in use calculation uses cash flow projections based on financial forecasts approved by the Board and
management covering a five year period, including terminal value, and management’s past experience. The following
estimates were used in the value in use calculation:
Key estimate: value in use calculation
The fair value of indefinite life intangibles has been calculated using the relief from royalty method. The following estimates
were used:
Management has carried out a sensitivity analysis and believe that any reasonable possible change in the key assumptions
would not cause the book value of any CGUs or groups of CGUs to exceed their recoverable amount.
Indefinite life intangibles
Annual revenue growth rates5.0% - 8.5%3.0% - 7.2%
Allowance for increases in expenses3.0% - 6.0%2.5% - 4.9%
Royalty rate3.0% - 11.8%3.0% - 11.8%
Pre-tax discount rates12.1% - 18.0%12.3% - 20.3%
Terminal growth rate 2.5%2.5%
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Financials
B1. Goodwill and intangibles continued
(d) Finite life intangibles
Customer
relationships/
contracts
A$’000
Supplier
contracts
A$’000
Other
A$’000
To tal
A$’000
Gross carrying amount 106,874 1,387 39,099 147,360
Accumulated amortisation and impairment (86,882) (1,387) (19,002) (107, 27 1)
Balance at 30 June 2021
19,992 - 20,097 40,089
Gross carrying amount 100,877 89,640 47,150 237,667
Accumulated amortisation and impairment (88,806) (2,796) (22,182) (113,784)
Balance at 30 June 2022
12,071 86,844 24,968 123,883
Aggregate amortisation recognised as an expense during the year:
2022
A$’000
2021
A$’000
Customer relationships and contracts
(1)
9,270 8,263
Supplier contracts
(1)
1,451 -
Other 3,617 3,838
14,338 12,101
Recognition and measurement
Finite life intangible assets are recorded at cost less accumulated amortisation. Amortisation is charged on a straight
line basis over their estimated useful life.
Other finite life intangible assets comprise primarily software.
Judgement: Software as a Service (SaaS) and useful lives of finite life intangible assets
The Group completed its assessment of the implementation and ongoing costs of SaaS arrangements, in response
to the agenda decisions issued by IFRIC on how accounting standards apply to these types of arrangements.
The implication of these agenda decisions did not have a material effect on the Group’s financial statements.
In determining the estimated useful life of finite life intangible assets (of a period of between one to 12 years)
the following characteristics have been assessed: (i) expected expansion of the usage of the assets, (ii) the typical
product life cycle of these assets, (iii) the stability of the industry in which the assets are operating, and (iv) the level of
maintenance expenditure required. The estimated useful life and amortisation period is reviewed at the end of each
annual reporting period.
(1) Non-cash amortisation recognised on acquisitions.
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B1. Goodwill and intangibles continued
(e) Goodwill and intangibles accounting policies
Accounting policies
At each balance sheet date, EBOS reviews the carrying amounts of its non-current assets to determine whether there is
any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of
the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate
cash flows that are independent from other assets, EBOS estimates the recoverable amount of the CGU to which the asset
belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have
not been adjusted.
If the recoverable amount of an asset (CGU) is estimated to be less than its carrying amount, the carrying amount of the
asset (CGU) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately.
Where an impairment loss subsequently reverses, other than for Goodwill, the carrying amount of the asset (CGU) is
increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does
not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset
(CGU) in prior years. A reversal of an impairment loss is recognised as income immediately. Impairment losses cannot be
reversed for goodwill.
B2. Acquisition information
The following material acquisitions of subsidiaries took place during the year:
Name of business acquiredPrincipal activities
Date of
acquisition
Cost of
acquisition
A$’000
2022:
100% of the business assets and liabilities of
Pioneer Medical Limited (Pioneer)HealthcareAugust 202138,512
100% of the business assets and liabilities of
Sentry Medical Pty Limited (Sentry)HealthcareAugust 202180,521
100% of the business assets and liabilities of MD Solutions Australasia
Pty Limited and MD Solutions NZ Limited (MD Solutions Group)HealthcareSeptember 202132,258
100% of the assets of Aaxis Pacific (Aaxis)HealthcareMay 202234,692
100% of the business assets and liabilities of
Pacific Health Supplies TopCo1 Pty Limited and
Pacific Health Supplies TopCo2 LLC (LifeHealthcare Group)HealthcareMay 20221,194,266
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Financials
B2. Acquisition information continued
LifeHealthcareOther acquisitionsTo tal
Fair value on
acquisition (i)
A$’000
Carrying
value
A$’000
Fair value
adjustment
A$’000
Fair value on
acquisition
A$’000
Fair value on
acquisition
A$’000
Current assets
Cash and cash equivalents 19,042 19,704 - 19,704 38,746
Trade and other receivables 68,062
1
15,939 (1,468)
1
14,471 82,533
Prepayments 6,086 556 (90)
2
466 6,552
Inventories 131,038 24,137 (3,010)
3
21,127 152,165
Other financial assets – derivatives 968 - - - 968
Non-current assets
Property, plant and equipment 33,776 3,554 (1,051)
4
2,503 36,279
Finite life intangibles 91,466 - - - 91,466
Deferred tax assets 2,461
5
- 3,144
5
3,144 5,605
Right of use assets 16,072 - 6,677
6
6,677 22,749
Other financial assets 506 - - - 506
Current liabilities
Trade and other payables (58,288) (6,620) (514)
7
(7,134) (65,422)
Bank loans (5,768) - - - (5,768)
Lease liabilities (2,721) - (3,327)
8
(3,327) (6,048)
Current tax payables (1,482) (9,000) (628)
9
(9,628) (11,110)
Employee benefits (11,445) (882) (83)
10
(965) (12,410)
Non-current liabilities
Trade and other payables(676) (132) - (132)(808)
Bank loans (26,417)-- - (26,417)
Lease liabilities (13,351) - (3,350)
8
(3,350) (16,701)
Deferred tax liabilities (16,285) - (1,226)
11
(1,226) (17, 511)
Employee benefits (401) (313) (445)
10
(758) (1,159)
Net assets acquired
232,643 46,943 (5,371) 41,572274, 215
Combined details of acquisitions undertaken during the current year are as follows:
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B2. Acquisition information continued
LifeHealthcareOther acquisitionsTo tal
Fair value on
acquisition (i)
A$’000
Carrying
value
A$’000
Fair value
adjustment
A$’000
Fair value on
acquisition
A$’000
Fair value on
acquisition
A$’000
Goodwill on acquisition991,255 158,0041,149,259
Non-controlling interest arising on acquisition (29,632)- (29,632)
Total consideration1,194,266 199,576 1,393,842
Less cash and cash equivalents acquired (19,042) (19,704) (38,746)
Less Script consideration (22,638) - (22,638)
Less Deferred purchase consideration- (41,222) (41,222)
Net cash outflow from acquisition
1,152,586 138,6501,291,236
Judgements made:
1.
To recognise the fair value of trade and other receivables on acquisition.
2.
To recognise the fair value of prepayments on acquisition.
3.
To recognise the fair value of inventories on acquisition.
4.
To recognise the fair value of property, plant and equipment on acquisition.
5.
To recognise deferred tax assets on acquisition.
6.
To recognise right of use assets on acquisition.
7.
To recognise the fair value of trade and other payables on acquisition.
8.
To recognise lease liabilities on acquisition.
9.
To recognise the fair value of current tax payable on acquisition.
10.
To recognise the fair value of employee benefits on acquisition.
11.
To recognise deferred tax liabilities on acquisition.
Recognition and measurement
Acquisitions of subsidiaries and businesses are accounted for using the acquisition method.
The cost of acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities
incurred or assumed, and equity instruments issued by EBOS in exchange for control of the acquiree. Acquisition-related
costs are recognised in profit or loss as incurred.
Where applicable, the cost of acquisition includes any asset or liability resulting from a contingent consideration
arrangement, measured at its acquisition date fair value. Subsequent changes in such fair values are adjusted against the
cost of acquisition where they qualify as measurement period adjustments. All other subsequent changes in the fair value
of contingent consideration classified as an asset or liability are accounted for in accordance with relevant NZ IFRSs.
Changes in the fair value of contingent consideration classified as equity are not recognised.
(i) Due to the proximity of the acquisition date to balance date and the material nature of the entity being acquired no fair value adjustments have yet been made to the
initial carrying value except for a provisional provision for doubtful debts of $13.1m and associated deferred tax assets of $2.5m. Consequentially, accounting for the
business combination is considered provisional at balance date, as allowable under IFRS 3. The Group also entered into arrangements providing a pathway to 100%
ownership of Transmedic (a subsidiary of LifeHealthcare Group), resulting in a financial liability – derivative of $137.0m being recognised on the balance sheet (refer to
Note G2) and a corresponding adjustment to non-controlling interests (refer to Note F3). Subsequent changes to the carrying value of the financial liability – derivative
will be recognised in equity. The acquisition accounting for Aaxis is also considered provisional as at 30 June 2022.
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Goodwill arising on acquisition
Goodwill arose on the acquisitions of the business operations
of Pioneer, Sentry, MD Solutions Group, LifeHealthcare
Group and Aaxis because the cost of acquisition included a
control premium paid. In addition, goodwill resulted from the
consideration paid for the benefit of future expected cash
flows above the current fair value of the assets acquired and
the expected synergies and future market benefits expected
to be obtained. These benefits are not recognised separately
from goodwill as the expected future economic benefits
arising cannot be reliably measured and they do not meet the
definition of identifiable intangible assets. The accounting
for the LifeHealthcare Group business combination including
goodwill arose is considered provisional at balance date and
will be finalised within 12 months of the acquisition date.
Pioneer is a New Zealand based supplier of orthopaedic
supplies and MD Solutions Group is an Australian based
supplier of healthcare products. Both businesses were
acquired as they are profitable businesses which the Group
believes fit strategically within its healthcare business assets.
Sentry and Aaxis are Australian based distributors of surgical
and medical consumables. Both businesses were acquired as
they are profitable Australian healthcare businesses which the
Group believes fits strategically with its Australian healthcare
business assets.
LifeHealthcare Group is an independent distributor of third
party medical devices, consumables, capital equipment
and inhouse manufactured allograft material in Australia,
New Zealand and Southeast Asia. LifeHealthcare Group
was acquired as it is a profitable ANZ and Southeast Asia
healthcare business which the Group believes fits strategically
with its healthcare business assets and establishes a
measured strategic entry into Southeast Asia for EBOS.
Deferred consideration of $41.2m was recognised as future
financial performance earn out targets of the businesses
acquired, on which the consideration is payable, has been,
or are expected to be achieved.
Had the acquisitions made during the year been effective at
1 July 2021, the revenue of the Group would have been $11.096b
and the net profit for the period would have been $233.0m.
The impact to net profit for the period includes amortisation
on previous acquisitions made by the acquired entities,
but does not include amortisation that may arise once the
provisional acquisition accounting for the LifeHealthcare
acquisition is completed.
Page 70EBOS Group Limited Annual Report 2022
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B2. Acquisition information continued
Impact on the Consolidated Cash Flow Statement of all acquisitions during the year:
2022
A$’000
2021
A$’000
Subsidiaries acquired
Consideration
Cash and cash equivalents 1,329,982 30,398
Script consideration 22,638 -
Deferred purchase consideration 41,222 8,500
Total consideration 1,393,842 38,898
Represented by
Net assets acquired274, 215 8,463
Non-controlling interest (29,632) -
Goodwill on acquisition1,149,259 30,435
Total consideration 1,393,842 38,898
Net cash outflow on acquisitions
Cash and cash equivalents consideration 1,329,982 30,398
Deferred purchase consideration paid in relation to prior year acquisition 7, 8 84 836
Less cash and cash equivalents acquired (38,746) (11)
Net cash consideration paid 1,299,120 31,223
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Financials
C1. Trade and other receivables
2022
A$’000
2021
A$’000
Trade receivables (i) 1,310,185 1,112,747
Other receivables 96,636 57,625
Provision for expected credit losses (ii) (32,090)(13,873)
1,374,731 1,156,499
Recognition and measurement
Trade receivables are measured on initial recognition at fair value and are subsequently carried at amortised cost.
They are presented as current assets unless collection is not expected for more than 12 months after the reporting date.
The Group writes off a financial asset when there is information indicating that the debtor is in severe financial difficulty
and there is no realistic prospect of recovery.
The Directors believe that the carrying amount of trade and other receivables approximates their fair value
(i) Trade receivables are non-interest bearing. Interest may be charged on outstanding overdue balances in accordance with the
terms and conditions under which goods are supplied. Trade debtors generally have terms of 30 days.
(ii) Provision for expected credit losses
Section C: Operating assets and liabilities used by EBOS
Not due
A$’000
30–60
days
A$’000
60–90
days
A$’000
90+
days
A$’000
To tal
2022
A$’000
Trade receivables – total1,213,99759,43411,68825,066 1,310,185
Provision for expected credit losses – total (537)(7,073)(1,755)(22,725) (32,090)
Not due
A$’000
30–60
days
A$’000
60–90
days
A$’000
90+
days
A$’000
To tal
2021
A$’000
Trade receivables – total 1,084,519 21,842 2,992 3,394 1,112,747
Provision for expected credit losses – total (1,017) (8,306) (1,686) (2,864) (13,873)
Section Overview
This section provides further analysis on the significant operating assets and liabilities of EBOS. These balances
comprise the material net working capital balances used by EBOS to run its day to day operating activities.
The increase in provision for expected credit losses is attributable to the provisional take on balances of the LifeHealthcare
Group acquisition (refer to Note B2).
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C1. Trade and other receivables continued
Recognition and measurement
The Group recognises a loss allowance for expected credit losses (“ECL”) on trade receivables. The amount of ECL
is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial
instrument.
The Group measures the provision for ECL using the simplified approach to measuring ECL, which uses a lifetime expected
loss allowance for all trade receivables. The Group determines lifetime ECL for groups of trade receivables with shared
credit risk characteristics. Groupings are based on customer, trading terms and ageing.
An ECL rate is determined based on the historic credit loss rates for the Group, adjusted for other current observable data
that may materially impact the Group’s future credit risk. This other observable data includes specific factors in relation to
each debtor or general economic conditions of the industry in which the debtors operate.
Irrespective of the above analysis, the Group considers that default has occurred when a financial asset is more than
90 days past due unless the Group has reasonable basis that a more lagging default criterion is more appropriate.
C2. Inventories
2022
A$’000
2021
A$’000
Raw materials – at cost 22,267 6,503
Finished goods – at cost 1,097,786 778,258
1,120,053 784,761
Recognition and measurement
Inventories consist of raw materials (for the manufacturing operations of EBOS) and finished goods. Inventories are
recognised at the lower of cost, determined on a weighted average basis, and net realisable value. Cost comprises
direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing
the inventories to their present location and condition. Net realisable value represents the estimated selling price in the
ordinary course of business, less all estimated costs of completion and costs to be incurred in marketing, selling and
distribution.
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Financials
C3. Trade and other payables
2022
A$’000
2021
A$’000
Current
Trade payables1,767,5721,469,202
Other payables218,324142,710
Deferred purchase consideration 35,315 11,992
2,021,2111,623,904
Non-current
Other payables11,0363,617
Deferred purchase consideration10,247-
21,2833,617
Recognition and measurement
Trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs.
Trade and other payables, are initially measured at fair value and subsequently measured at amortised cost, using the
effective interest method.
The Directors consider that the carrying amount of trade payables approximates to their fair value.
Trade payables are unsecured and are generally settled within the month following the invoice date.
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Reconciliation of the net carrying amount from the beginning to the end of the year (A$’000)
D1. Property, plant and equipment
Freehold
land
A$’000
Buildings
A$’000
Leasehold
improvements
A$’000
Plant and
equipment
A$’000
Office equipment,
furniture and fittings
A$’000
To tal
A$’000
Cost 28,643 43,115 38,857 116,448 34,816 261,879
Accumulated depreciation - (9,217) (15,167) (45,389) (19,897) (89,670)
Balance at 30 June 2021
28,643 33,898 23,690 71,059 14,919 172,209
Cost 28,590 76,01547,311 219,730 38,090 409,736
Accumulated depreciation - (10,567)(18,432) (54,620) (23,728)(107,347)
Balance at 30 June 2022
28,590 65,44828,879 165,110 14,362 302,389
Section D: Capital assets used by EBOS to operate our business
350,000
300,000
250,000
200,000
150,000
100,000
50,000
-
$27,567
$36,279
($370)
($22,557)($393)
$89,654
$172,209
$302,389
Opening
balance
AdditionsTransfer from
WIP
AcquisitionsDisposalsDepreciationForexClosing
Balance
Section Overview
This section explains what capital assets, such as property, plant and equipment, that EBOS uses to operate its
business activities. This section also describes the material movements in capital assets during the year.
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Recognition and measurement
Property, plant and equipment is initially recorded at cost. Cost includes the original purchase consideration and
those costs directly attributable to bringing the item of property, plant and equipment to the location and condition
for its intended use. After recognition as an asset, property, plant and equipment is carried at cost less accumulated
depreciation and impairment losses.
Depreciation of property, plant and equipment assets, other than freehold land, is calculated on a straight-line basis.
This allocates the cost or fair value amount of an asset, less any residual value, over its estimated useful life.
Judgements and estimates – useful lives
EBOS estimates the remaining useful life of assets as follows:
• Buildings: 20 to 50 years
• Leasehold improvements: two to 15 years
• Plant and equipment: two to 20 years
• Office equipment, furniture and fittings: two to 10 years
The residual value and useful lives are reviewed and if appropriate adjusted at each reporting date.
D2. Capital work in progress
2022
A$’000
2021
A$’000
Capital work in progress 24,992 70,362
24,992 70,362
D1. Property, plant and equipment continued
Page 76EBOS Group Limited Annual Report 2022
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Capital management
EBOS manages its capital, meaning total shareholders’ funds, to provide appropriate returns to shareholders whilst maintaining a
capital structure that safeguards its ability to remain a going concern and optimises the cost of capital.
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the
number of shares held. Every ordinary shareholder present at a meeting of the Company in person or by proxy, is entitled to one vote,
and upon a poll each ordinary share is entitled to one vote.
E1. Share capital
2022
No.
000’s
2022
To tal
A$’000
2021
No.
000’s
2021
To tal
A$’000
Fully paid ordinary shares
Balance at beginning of financial year164,164993,616162,864961,486
Dividend reinvested--1,23327, 553
Share placement – December 202119,526638,155--
Retail offer – January 20224,955159,981--
Script consideration69122,638--
Share placement and retail offer issue costs-(10,769)--
Tax on deductible issue costs-3,097--
Issue of shares to staff under employee share plan471,617671,665
Employee share issue costs-(116)-(144)
Shares vested under the long term executive incentive scheme
-2,343-3,056
189,3831,810,562164,164993,616
Section E: How we fund the business
Section Overview
This section explains how EBOS funds its operations and shows the sources of other available facilities that it
may call upon if required to fund its operational or future investing activities.
Recognition and measurement
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its
liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs.
2022
No.
000’s
2021
No.
000’s
Treasury stock
Opening stock-585
Share scheme – shares fully vested-(585)
--
Page 76EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
E2. Dividends
Recognition and measurement
Dividends are approved by the Board in New Zealand dollars. Dividends recognised in the Statement of Changes in
Equity are converted from New Zealand dollars to Australian Dollars at the exchange rate applicable on the date the
dividend was approved.
Unrecognised dividends are converted at the exchange rate applicable on the reporting date
20222021
A$ Cents
per share
To tal
A$’000
A$ Cents
per share
To tal
A$’000
Recognised amounts
Fully paid ordinary shares:
Final – prior year44.172,22836.559,225
Interim – current year43.782,16439.564,631
Dividends per share 87.8154,39276.0123,856
Unrecognised amounts
Final dividend44.383,80642.870,305
2022
NZ$ Cents
per share
2021
NZ$ Cents
per share
Recognised amounts
Fully paid ordinary shares:
Final – prior year46.040.0
Interim – current year47.042.5
Dividends per share 93.082.5
Unrecognised amounts
Final dividend49.046.0
Subsequent event
A dividend of NZ 49.0 cents per share was declared on 23 August 2022 with the dividend being payable on 30 September
2022. The anticipated cash impact of the dividend is approximately $67.0m.
The following table shows dividends approved in New Zealand dollars:
New Zealand dollar dividends paid to equity holders of the parent are translated into Australian dollars and disclosed in the cash
flow statement at the foreign currency exchange rate applicable on the date they are paid.
Page 78EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
E3. Borrowings
2022
A$’000
2021
A$’000
Current
Bank loans – securitisation facility (i)221,517116,640
Bank loans (ii)110,000-
331,517116,640
Non-current
Bank loans (ii)1,046,259323,565
1,046,259323,565
(i) EBOS, through a subsidiary company, has a trade debtor securitisation facility of $400.0m (2021: $400.0m) of which $178.5m
was unutilised at 30 June 2022 (2021: $283.4m). The securitisation facility involves providing security over the future cash flows
of specific trade receivables, which meet certain criteria, in return for cash finance on a contracted percentage of the security
provided. As recourse, in the event of default by a trade debtor, remains with EBOS, the trade receivables provided as security and
the funding provided are recognised on the EBOS Consolidated Balance Sheet.
In April 2022, the Group entered into an agreement to extend the maturity date of this securitisation facility to April 2025.
At 30 June 2022, the value of trade receivables provided as security under this securitisation facility was $271.6m (2021: $158.5m).
The net cash flows associated with the securitisation programme are disclosed in the Consolidated Cash Flow Statement as cash
flows from financing activities.
(ii) EBOS has gross bank term loan facilities of $1,380.3m (2021: $789.5m), of which $224.0m was unutilised at 30 June 2022
(2021: $465.9m).
In May 2022, in conjunction with the acquisition of LifeHealthcare Group, the Group entered into additional bank debt funding
facilities of $540.0m in total, split evenly between a 3 and 4 year maturity tenor.
EBOS is in full compliance with its debt facility financial covenants. All bank loans, excluding the securitisation facility, are secured
by a charge over the assets of EBOS.
Recognition and measurement
All loans and borrowings are initially recognised at cost, being the fair value of the consideration received plus issue
costs associated with the borrowing. After initial recognition, these loans and borrowings are subsequently measured
at amortised cost using the effective interest method, which allocates the cost through the expected life of the loan or
borrowing. The fair value of non-current borrowings is approximately equal to their carrying amount.
Bank loans are classified as current liabilities unless EBOS has an unconditional right to defer settlement of the liability for
at least 12 months after the balance sheet date.
Page 78EBOS Group Limited Annual Report 2022
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Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
2022
A$’000
2021
A$’000
Bank overdraft facility, reviewed annually and payable at call:
Amount unused 7,329 1,364
7,329 1,364
Bank loan facilities with various maturity dates through to June 2026
(2021: June 2026)
Amount used 1,377,776 440,205
Amount unused 402,496 749,295
1,780,272 1,189,500
E4. Borrowings facilities maturity profile
As at 30 June 2022, EBOS had unrestricted access to the following lines of available credit:
FacilityA$millionsMaturity
Term debt facilities ($AUD) 250.0 < 1 year
Term debt facilities ($SGD) 52.2 1-2 years
Term debt facilities ($NZD) 45.2 1-2 years
Term debt facilities ($AUD) 125.0 1-2 years
Term debt facilities ($AUD) 563.0 2-3 years
Term debt facilities ($AUD) 345.0 3-4 years
Securitisation facility ($AUD) 400.0 2-3 years
Less than
1 year
A$’000
1–2 years
A$’000
2–3 years
A$’000
3–4 years
A$’000
4–5 years
A$’000
5+ years
A$’000
To tal
A$’000
Bank loans
2022 151,297 188,324 802,383 354,736 - -1,496,740
2021 7,178 7,178 170,859 228,738 50,251 - 464,204
The following table shows the remaining contractual maturity for EBOS’ borrowings at balance date. The table includes both
interest and principal (undiscounted) cash flows, with total bank loans of $1,377.8m (2021: $440.2m):
Financing activities
Page 80EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
E5. Operating cash flows
Reconciliation of profit for the year with cash from operating activities:
For the financial year ended 30 June 2022
2022
A$’000
2021
A$’000
Profit for the year
202,038184,049
Add/(less) non-cash items:
Depreciation of property, plant and equipment22,55720,813
Depreciation on right of use assets44,97739,731
Loss/(gain) on sale of property, plant and equipment434(103)
Amortisation of finite life intangible assets14,33812,101
Share of profit from associates(9,749)(7,07 1)
Expense recognised in respect of share-based payments6,2663,749
Deferred tax(16,426)(13,532)
62,39755,688
Movement in working capital:
Trade and other receivables(218,232)(133,912)
Prepayments(19,925)(1,330)
Inventories(335, 292)(47,062)
Current tax refundable/payable4,94619,994
Trade and other payables414,973209,619
Employee benefits18,35816,479
Foreign currency translation of working capital balances1587
(135,157)63,875
Balances classified as investing activities(30,883)(12,914)
Working capital items acquired150,3417,616
Net cash inflow from operating activities248,736298,314
Page 80EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
Accounting policies
Cash and cash equivalents comprise cash on hand and deposits readily convertible to cash and which are not subject
to a significant risk of change in value.
The Consolidated Cash Flow Statement is prepared exclusive of Goods and Services Tax (GST), which is consistent with
the method used in the Consolidated Income Statement.
• Operating activities include all transactions and other events that are not investing or financing activities.
• Investing activities are those activities relating to the acquisition and disposal of current and non-current investments
and any other non-current assets.
Financing activities are those activities relating to changes in the equity and debt capital structure of the Group and
those activities relating to the cost of servicing EBOS’ equity capital.
Reconciliation of debt:
1 July
2021
A$’000
Net
borrowings
A$’000
Borrowings
acquired
A$’000
Foreign currency
movement
A$’000
30 June
2022
A$’000
Bank loans440,205905,46132,185(75)1,377,776
1 July
2020
A$’000
Net
repayments
A$’000
Borrowings
acquired
A$’000
Foreign currency
movement
A$’000
30 June
2021
A$’000
Bank loans571,838(131,859)-226440,205
E5. Operating cash flows continued
Page 82EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
F1. Subsidiaries
The following entities comprise the significant trading and holding companies of the Group:
Parent and head entity: EBOS Group Limited
Ownership Interests
and Voting Rights
Subsidiaries (all balance dates 30 June unless otherwise noted)
Country of
Incorporation20222021
Pet Care Holdings Australia Pty LtdAustralia100%100%
EBOS Group Australia Pty LtdAustralia100%100%
EBOS Health & Science Pty LtdAustralia100%100%
PRNZ LtdNew Zealand100%100%
Pharmacy Retailing NZ LtdNew Zealand100%100%
Pet Care Distributors Pty LtdAustralia100%100%
Masterpet Corporation LtdNew Zealand100%100%
Masterpet Australia Pty LtdAustralia100%100%
Botany Bay Imports and Exports Pty LtdAustralia100%100%
QPharma Pty Ltd (formerly Aristopet Pty Ltd)Australia100%100%
EAHPL Pty LimitedAustralia100%100%
ZHHA Pty LtdAustralia100%100%
ZAP Services Pty LtdAustralia100%100%
Symbion Pty LtdAustralia100%100%
Intellipharm Pty LtdAustralia100%100%
Lyppard Australia Pty LtdAustralia100%100%
DoseAid Pty LtdAustralia100%100%
Symbion Trade Receivables Trust
1
Australia100%100%
Endeavour Consumer Health LimitedNew Zealand100%100%
Nexus Australasia Pty LtdAustralia100%100%
EBOS PH Pty LtdAustralia100%100%
TerryWhite Group Pty LtdAustralia100%100%
Chemmart Holdings Pty LtdAustralia100%100%
TW&CM Pty LtdAustralia100%100%
TWC IP Pty LtdAustralia100%100%
PBA Wholesale Pty LtdAustralia100%100%
Section F: EBOS Group structure
Section Overview
This section provides information to assist in understanding the EBOS Group legal structure and how it affects
the financial position and performance of the Group. Details of businesses acquired are presented in Section B.
Page 82EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
Ownership Interests
and Voting Rights
Subsidiaries (all balance dates 30 June unless otherwise noted)
Country of
Incorporation20222021
VIM Health Pty LtdAustralia100%100%
PBA Finance No. 1 Pty LtdAustralia100%100%
PBA Finance No. 2 Pty LtdAustralia100%100%
Chem Plus Pty LtdAustralia100%100%
Pharmacy Brands Australia Pty LtdAustralia100%100%
VIM Health IP Pty LtdAustralia100%100%
Tony Ferguson Weight Management Pty LtdAustralia100%100%
Lite Living Pty LtdAustralia100%100%
Alchemy Holdings Pty LtdAustralia100%100%
Alchemy Sub-Holdings Pty LtdAustralia100%100%
HPS Holdings Group (Aust) Pty LtdAustralia100%100%
HPS Hospitals Pty LtdAustralia100%100%
HPS Corrections Pty LtdAustralia100%100%
HPS Services Pty LtdAustralia100%100%
Hospharm Pty LtdAustralia100%100%
HPS IVF Pty LtdAustralia100%100%
HPS Finance Pty LtdAustralia100%100%
HPS Brands Pty LtdAustralia100%100%
Endeavour CH Pty LtdAustralia100%100%
Ventura Health Pty LtdAustralia100%100%
You Save Management Pty LtdAustralia100%100%
Mega Save Management Pty LtdAustralia100%100%
Cincotta Holding Company Pty LtdAustralia100%100%
CC Pharmacy Investments Pty LtdAustralia100%100%
CC Pharmacy Promotions Pty LtdAustralia100%100%
CC Pharmacy Management Pty LtdAustralia100%100%
Shanghai EBOS Trading Co Ltd (formerly Shanghai EBOS Business Management Co Ltd)Australia100%100%
ACN 618 208 969 Pty LtdAustralia100%100%
Warner and Webster Pty LtdAustralia100%100%
W & W Management Services PLAustralia100%100%
EBOS Medical Devices NZ LimitedAustralia100%100%
EBOS Medical Devices Australia Pty LtdAustralia100%100%
LMT Surgical Pty LtdAustralia100%100%
National Surgical Pty LtdAustralia100%100%
Healthcare Supply Partners Pty LtdAustralia100%100%
EBOS Aesthetics Pty LimitedAustralia100%100%
Page 84EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Ownership Interests
and Voting Rights
Subsidiaries (all balance dates 30 June unless otherwise noted)
Country of
Incorporation20222021
Pioneer Medical LtdNew Zealand100%-
Sentry Medical Pty LtdAustralia100%-
MD Solutions Australasia Pty LtdAustralia100%-
MD Scopes Pty LtdAustralia100%-
Fibertech Medical Australia Pty LtdAustralia100%-
Klinic Solutions Australasia Pty LtdAustralia100%-
Surgical and Medical Supplies Pty LtdAustralia100%-
MD Solutions NZ LtdNew Zealand100%-
Pacific Health Supplies TopCo1 Pty Ltd Australia100%-
Pacific Health Supplies TopCo2 Pty LtdUSA100%-
Pacific Health Supplies TopCo Pty Ltd Australia100%-
Pacific Health Supplies Mezzco Pty Ltd Australia100%-
Pacific Health Supplies Holdco Pty LtdAustralia100%-
Pacific Health Supplies Bidco Pty LtdAustralia100%-
LifeHealthcare Group Pty LtdAustralia100%-
LifeHealthcare Finance Pty LtdAustralia100%-
LifeHealthcare Pty LtdAustralia100%-
LifeHealthcare Distribution Pty LtdAustralia100%-
LifeHealthcare Services Pty LtdAustralia100%-
LifeHealthcare LtdNew Zealand100%-
LifeHealthcare Distribution (NZ) LtdNew Zealand100%-
Culpan Distributors LtdNew Zealand100%-
Culpan Medical Pty LtdAustralia100%-
Spiran Pty LtdAustralia100%-
Australian BioTechnologies Pty LtdAustralia100%-
ABT Medical Pty LtdAustralia100%-
Tissuelife Pty LtdAustralia100%-
Tissue Technologies Pty LtdAustralia50.01%-
Transmedic Pte LtdSingapore51%-
PT. Transmedic IndonesiaIndonesia51%-
Transmedic Healthcare Sdn BhdMalaysia51%-
Transmedic Company LtdVietnam51%-
Transmedic Healthcare Co LtdVietnam51%-
Transmedic Philippines, IncPhilippines51%-
F1. Subsidiaries continued
Page 84EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
(1) The balance date of all subsidiaries is 30 June aside from the Symbion Trade Receivables Trust which has a balance date of 31 December. The results of the Symbion
Trade Receivables Trust (“the Trust”) have been included in the Group results for the year to 30 June 2022. The Trust is consolidated as EBOS has the exposure, or rights,
to variable returns from its involvement with the Trust and the Group considers that it has existing rights that give it the current ability to direct the relevant activities of
t h e Tr u s t .
Ownership Interests
and Voting Rights
Subsidiaries (all balance dates 30 June unless otherwise noted)
Country of
Incorporation20222021
Transmedic Holdings Philippines IncPhilippines51%-
T-Medic Co LtdThailand51%-
Transmedic (Thailand) Co LtdThailand51%-
Transmedic China LtdHong Kong51%-
Swissmed Pte LtdSingapore51%-
Ophthaswissmed Philippines IncPhilippines50.49%-
Swissmed Sdn BhdMalaysia51%-
F2. Investment in associates
Name of associate companyPrincipal activities
Date of
acquisition
Proportion
of shares
and voting
rights
acquired
Cost of
acquisition
A$’000
Animates NZ Holdings LimitedAnimal CareDecember 201150% 17,353
Good Price Pharmacy Franchising Pty LimitedHealthcareOctober 201444.18%7, 286
Good Price Pharmacy Management Pty LimitedHealthcareOctober 201444.18%7, 286
The reporting date for Animates NZ Holdings Limited is 30 June. Animates NZ Holdings Limited is incorporated in New Zealand.
Although the company holds 50% of the shares and voting power in Animates NZ Holdings Limited, this entity is not deemed to
be a subsidiary as the other 50% is held by a single shareholder, therefore EBOS is unable to exercise control over this entity.
The reporting date for Good Price Pharmacy Franchising Pty Limited and Good Price Pharmacy Management Pty Limited is
30 June. They are incorporated in Australia.
The summarised financial information in respect of the Group’s associates is set out below:
Page 86EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
F2. Investment in associates continued
The summary financial information in respect of the Group’s associates is set out below:
2022
A$’000
2021
A$’000
Statement of Financial Position
To tal as s e t s 120,439 108,875
Total liabilities (80,429)(66,020)
Net assets 40,010 42,855
Group’s share of net assets 19,706 21,250
Income Statement
Total revenue 184,035 157,325
Total profit for the year 20,050 14,478
Group’s share of profits of associates 9,749 7,07 1
Movement in the carrying amount of the Group’s investment in associates:
Balance at the beginning of the financial year 47, 896 46,679
Share of profits of associates 9,749 7,07 1
Share of dividends (10,607)(5,761)
Net foreign currency exchange differences (1,126)(93)
Balance at the end of the financial year 45,912 47, 896
Goodwill included in the carrying amount of the Group’s investment in associates 23,277 23,724
The Group’s share of the contingent liabilities of associates - -
The Group’s share of capital commitments of associates - -
Recognition and measurement
An associate is an entity over which EBOS has significant influence and that is neither a subsidiary nor an interest in a joint
venture or joint operation. EBOS has significant influence when it has the power to participate in the financial and operating
policy decisions of the investee, but is not in control or joint control over those policies.
Investments in associates are incorporated in the Group’s financial statements using the equity method of accounting.
Under the equity method, investments in associates are carried in the Consolidated Balance Sheet at cost and adjusted for
post-acquisition changes in EBOS’ share of the net assets of the associate, less any impairment in the value of individual
investments and less any dividends. Losses of an associate in excess of EBOS’ interest in that associate are recognised only
to the extent that EBOS has incurred legal or constructive obligations or made payments on behalf of the associate.
Any excess of the cost of acquisition over EBOS’ share of the net fair value of the identifiable assets, liabilities and contingent
liabilities of the associate recognised at the date of acquisition is recognised as goodwill. The goodwill is included within the
carrying amount of the investment and is assessed for impairment as part of that investment.
Page 86EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
F3. Non-controlling interests
The following non-wholly owned subsidiaries of the Group have material non-controlling interests. The other non-controlling
interests are not considered material and are therefore not disclosed in the financial statements.
Recognition and measurement
Non-controlling interests in subsidiaries are identified separately from the Group’s equity. The non-controlling interests
on the date of acquisition are initially measured at the non-controlling interests’ proportionate share of the fair
value of the identifiable net assets assumed. Subsequent to the acquisition, the carrying amount of non-controlling
interests is the valuation on initial recognition plus the non-controlling interests’ share of subsequent changes in equity.
Transactions with non-controlling interests are recorded directly in equity.
Name of subsidiary
Principal place of
business
Proportion
of ownership
interests held by
non-controlling
interests
Profit allocated to
non-controlling
interests for the
year 2022
A$’000
Non-controlling
interests
1
Transmedic Pte Limited (Transmedic)Southeast Asia49%613(106,755)
(1) The Group entered into arrangement providing a pathway to 100% ownership of Transmedic, resulting in a financial liability – derivative of $137.0m has been recognised
on the balance sheet (refer to Note G2). The non-controlling interests consist both the share of net assets and the recognition of the financial liability – derivative.
2022
A$’000
Statement of Financial Position
To tal as s e t s121,284
Total liabilities(59,560)
Net assets61,724
Equity attributable to owners of the company31,479
Non-controlling interests30,245
Non-controlling interests in %49%
Income Statement
Total revenue9,807
Total profit for the year1,254
Profit attributable to owners of the Company641
Profit attributable to non-controlling interests613
Cash Flow Statement
Net cash inflow from operating activities1,938
Net cash (outflow) from investing activities(2,416)
Net cash (outflow) from financing activities(232)
Total net cash (outflow)(710)
The summarised financial information in respect of the Group’s subsidiaries that have material non-controlling interests as at
30 June 2022, reflecting 100% of the underlying subsidiary’s relevant figures, is set out below:
Page 88EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Section G: How we manage risk
G1. Financial risk management
The EBOS corporate treasury function provides services to the Group’s entities, co-ordinates access to financial markets, and
manages the financial risks relating to the operation of the Group.
EBOS does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes.
The use of financial derivatives is governed by Group policies approved by the Board of Directors, which provide written
principles on the use of financial derivatives. Compliance with policies and exposure limits is reviewed by the Board of Directors
on a regular basis.
Foreign currency risk
EBOS is exposed to foreign currency risk arising
primarily from the procurement of goods
denominated in foreign currencies (US dollar,
Australian dollars, Thai baht, Euro and British pound).
It is the policy of the Group to enter into foreign exchange
forward contracts to manage the foreign currency risk
associated with anticipated sales and purchase transactions
typically out to 12 months of the exposure generated. It is the
policy of the Group to enter into foreign exchange forward
contracts for up to 100% of forecasted foreign currency
transactions for the next six months and up to 80% of six to
12 months of forecasted foreign currency transactions.
All forward foreign currency contracts entered into fixed
the exchange rate of highly probable forecast transactions,
denominated in foreign currencies, and are designated as cash
flow hedges to reduce the Group’s cash flow exposure resulting
from variable movements in exchange rates.
The Group performs a qualitative assessment of effectiveness
of hedges using the critical terms of the underlying transaction
and hedging instrument. It is expected that the value of the
forward contracts and the value of the corresponding hedged
items will systematically change in opposite direction in
response to movements in the underlying exchange rates.
EBOS enters into forward foreign exchange contracts only in
accordance with the Board approved treasury policy.
No sources of ineffectiveness emerged from these hedging
relationships.
Interest rate risk
EBOS is exposed to interest rate risk as it borrows funds
in both New Zealand dollars and Australian dollars at
floating interest rates.
The risk is assessed and managed by the use of
interest rate swap and interest rate collar contracts.
In interest rate swap contracts, EBOS agrees to
exchange the difference between fixed and floating
rate interest amounts calculated on agreed notional
principal amounts. In interest rate collar contracts,
EBOS pays upfront premiums to cap the interest at
strike rates on agreed notional principal amounts.
Such contracts enable EBOS to mitigate the risk of
changing interest rates on debt held.
It is the policy of the Group to enter into interest rate
swap and interest rate collar contracts to manage
base interest rate risk associated with floating rate
Group borrowings of up to 100% of the exposure
generated for 1-3 years, up to 80% for
3-5 years and up to 50% for 5-10 years.
All interest rate swap contracts exchanging floating
rate interest amounts for fixed rate interest amounts
and interest rate collar contracts capping the floating
rates at strike rates are designated as cash flow
hedges to reduce the Group’s cash flow exposure
resulting from variable interest rates on borrowings.
The interest rate swaps and the interest payments
on the loan occur simultaneously, and the amount
accumulated in equity is reclassified to profit or
loss over the period that the floating rate interest
payments on debt affect profit or loss.
Section Overview
This section describes the financial risks that EBOS has identified and how it manages these risks, to protect its
financial position and financial performance. Management of these risks includes the use of financial instruments to
hedge against unfavourable interest rate and foreign currency movements.
Page 88EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
In 2022, the Group entered a number of interest
rate collar contracts. Under the interest rate collar
contracts, for each period where floating rates are
above strike rates, the interest payments are limited
to the strike rates. Changes in fair value of the collar
due to intrinsic value changes are deferred in the
cash flow hedge reserve. Changes in fair value of
the collar due to changes in time value are deferred
in a separate component of equity. The premium
paid for the collars are recorded as an expense over
the life of the instruments on a straight-line basis.
The Group performs a qualitative assessment
of the effectiveness of hedges using the critical
terms of the underlying transaction and hedging
instrument. It is expected that the value of the
interest rate swaps or interest rate collars, and the
value of the corresponding hedged items (floating
rate borrowings) will systematically change in
opposite direction in response to movements in the
underlying interest rates.
Interest rate swap and interest rate collar contracts
are only entered into in accordance with the
Group’s Board approved treasury policy.
No sources of ineffectiveness emerged from these
hedging relationships.
Interest rate sensitivity analysis
The sensitivity analyses below have been
determined based on the exposure to interest
rates for both derivatives and non-derivative
instruments at the reporting date. For floating rate
liabilities, the analysis is prepared assuming the
amount of liability outstanding at the reporting
date was outstanding for the whole year. A one per
cent increase or decrease is used when reporting
interest rate risk internally to key management
personnel and represents management’s
assessment of the reasonably possible change in
interest rates.
If interest rates for the year ended 30 June 2022
had been one per cent higher/lower with all other
variables held constant, the Group’s:
• Profit before tax would decrease/increase by
$1.1m. This is attributable to the Group’s unhedged
exposure to interest rates on its variable rate
borrowings.
• Other comprehensive income would decrease/
increase by $0.9m as a result of the changes in the
fair value of interest rate swaps.
Liquidity risk
EBOS is exposed to liquidity risk as it must invest in
significant levels of working capital such as inventory
and accounts receivable which can impact liquidity
unless they are converted to cash.
EBOS manages liquidity risk by maintaining
adequate reserves, banking facilities and reserve
banking facilities by continuously monitoring forecast
and actual cash flows and matching maturity profiles
of financial assets and liabilities. Refer to note E4 for
information on EBOS’ borrowings facility maturity
profile.
Credit risk
EBOS is exposed to the risk of default in relation to
receivables owing from its healthcare and animal
care customers, hedging instruments and guarantees
and deposits held with banks and other financial
institutions.
EBOS has adopted a policy of only dealing with credit
worthy counter parties as a means of mitigating the
risk of financial loss from defaults. All bank balances
are assessed to have low credit risk at each reporting
date as they are held with reputable international
banking institutions.
Trade receivables consist of a large number of
customers, spread across diverse sectors and
geographical areas. On-going credit evaluation is
performed on the financial condition of the trade
receivables. Credit assessments are undertaken to
determine the credit quality of the customer, taking
into account their financial position, past experience
and other relevant factors. Individual risk limits are
granted in accordance with the internal credit policy
and authorised via appropriate personnel as defined
by the Group’s delegation of authority manual.
The carrying amount of financial assets recorded in
the financial statements, net of any allowances for
losses, represents the maximum exposure to EBOS of
any credit risk.
EBOS does not have any significant credit risk
exposure to any single counter party. The credit risk
on liquid funds and derivative financial instruments
is limited because the counter parties are banks with
high credit ratings assigned by international credit
rating agencies.
EBOS has not changed its overall strategy regarding
the management of risk from 2021.
G1. Financial risk management continued
Page 90EBOS Group Limited Annual Report 2022
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G2. Financial instruments
Derivatives
2022
A$’000
2021
A$’000
Other financial assets – derivatives (at fair value)
Forward foreign exchange contracts (i)4,33044
Interest rate swaps (i)392-
Interest rate collars (i)15,000-
19,72244
Other financial liabilities – derivatives (at fair value)
Forward foreign exchange contracts (i)-577
Interest rate swaps (i)-6,054
Other financial liabilities - consideration for remaining non-controlling interest (ii)137,000-
137,0006,631
(i) Designated and effective as a cash flow hedging instrument carried at fair value.
(ii) Represents the present value of management’s estimate of the financial obligation (put option) if the Group were to acquire the remaining 49% of Transmedic, a subsidiary
of LifeHealthcare Group (refer to note B2). As at 30 June 2022, there have been no material changes in fair value of the option over non-controlling interests.
Recognition and measurement
EBOS has categorised these derivatives, both financial
assets and financial liabilities, as Level 2 under the
fair value hierarchy contained within NZ IFRS 13. There
were no transfers between fair value hierarchy levels
during the current or prior periods.
The fair value of forward foreign exchange contracts
is determined using a discounted cash flow valuation.
Key inputs are based upon observable forward
exchange rates, at the measurement date, with the
resulting value discounted back to present values.
Interest rate swaps and interest rate collars are valued
using a discounted cash flow valuation. Key inputs for
the valuation of interest rate swaps and interest rate
collars are the estimated future cash flows based on
observable yield curves at the end of the reporting
period, discounted at a rate that reflects the credit risk
of the various counter parties.
Derivatives are initially recognised at fair value on
the date a derivative contract is entered into and are
subsequently remeasured to their fair value.
The fair values of financial assets and financial
liabilities are determined as follows:
• The fair value of financial assets and financial
liabilities with standard terms and conditions and
traded on active liquid markets are determined with
reference to quoted market prices.
• The fair value of other financial assets and
financial liabilities are determined in accordance
with generally accepted pricing models based on
discounted cash flow analysis.
• The fair value of derivative instruments are
calculated using quoted prices. Where such prices
are not available use is made of discounted cash
flow analysis using the applicable yield curve for the
duration of the instruments.
The carrying amount of financial assets and financial
liabilities recorded in the financial statements
approximates their fair values.
As hedge accounting has been applied for all
derivatives except the option over non-controlling
interests, and no hedge ineffectiveness has occurred
during the period, the movement in these instruments
has been recognised in other comprehensive income.
The premium paid for the interest rate collars are
recorded as an expense over the life of the instruments
on a straight-line basis. The recognition in profit or loss
depends on the nature of the hedge relationship. EBOS
designates these derivatives as cash flow hedges of
highly probable forecast transactions. Hedging gains
or losses are recognised in the profit or loss when the
hedged items affect the profit or loss except where
they are hedging non-financial items in which case they
are recognised as an adjustment to the initial carrying
value of the non-financial items (basis adjustment).
When a forward contract is used in a cash flow hedge
relationship the Group has designated the change in
fair value of the entire forward contract, i.e. including
the forward element, as the hedging instrument.
Page 90EBOS Group Limited Annual Report 2022
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Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
G2. Financial instruments continued
Cash flow hedges
At the inception of a hedge relationship, the Group
documents the relationship between the hedging
instrument and the hedged item, along with its
risk management objectives and its strategy for
undertaking various hedge transactions.
Furthermore, at the inception of the hedge and on
an ongoing basis, the Group documents whether
the hedging instrument that is used in a hedging
relationship is highly effective in offsetting changes
in cash flows of the hedged item attributable to the
hedged risk.
The effective portion of changes in the fair value of
derivatives that are designated and qualify as cash
flow hedges is recognised in other comprehensive
income and accumulated as a separate component
of equity in the hedging reserve. The gain or loss
relating to the ineffective portion is recognised
immediately in profit or loss.
Financial liability – derivative
(put option over non-controlling interests)
Where the Group writes a put option with the non-
controlling shareholders on their equity interest in a
non-wholly owned subsidiary for settlement in cash
a financial liability – derivative, at the present value
of the exercise price of the option, is recognised.
When the non-controlling interests still have present
access to the returns associated with the underlying
ownership interest, non-controlling interests continue
to be recognised and accordingly the liability is
considered a transaction with owners and recognised
within non-controlling interests. Subsequent to
the initial recognition, any changes in the carrying
amount of the financial liability – derivative, including
the accretion of interest, are recognised directly in
equity within non-controlling interests.
Judgement: measurement of financial liability –
derivative (put option over non-controlling interests)
Valuation of the financial liability – derivative is based
upon management’s most recent assessment of the
consideration to be payable, in the event that the
option is exercised by the minority shareholders.
Consideration payable is subject to future financial
performance of the subsidiary and the current
market assessment of the time value of money.
In the event that the option is not exercised during
the option period, and therefore expires, then the
financial liability – derivative is derecognised with no
impact to Profit or Loss.
Page 92EBOS Group Limited Annual Report 2022
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EBOS Group Limited Annual Report 2022
2022
A$’000
2021
A$’000
Less than 1 year--
1 to 3 years 180,000 -
3 to 5 years 420,000 -
Greater than 5 years 200,000 -
800,000 -
Outstanding interest rate collar contracts: nominal value
G2. Financial instruments continued
2022
A$’000
2021
A$’000
Buy Australian dollars 6,111 6,853
Buy Euro 6,374 3,735
Buy British pounds 4,289 2,454
Buy Thai baht 10,624 10,941
Buy US dollars 46,736 25,886
Buy CH francs 926 -
75,060 49,869
Outstanding forward foreign currency contracts: nominal value
2022
A$’000
2021
A$’000
Less than 1 year170,00094,655
1 to 3 years25,000195,000
3 to 5 years--
Greater than 5 years--
195,000289,655
Outstanding interest rate swap contracts: nominal value
Page 92EBOS Group Limited Annual Report 2022
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Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
H4. Related party disclosures
Key management personnel compensation
2022
A$’000
2021
A$’000
Employee benefits23,99314,106
23,99314,106
EBOS operates a long term incentive scheme whereby eligible staff receive performance rights entitling each holder of the
performance right to 1 new share per right issued (or payment of cash in lieu, at the Board’s discretion). Performance rights do
not vest until performance conditions are met over a three year period. In the current year 320,068 performance rights were
issued with a 3 year performance period of 1 July 2021 to 30 June 2024 (2021: 313,890 with a 3 year performance period of
1 July 2020 to 30 June 2023).
Section H: Other disclosures
H1. Contingent liabilities
2022
A$’000
2021
A$’000
Contingent liabilities
Guarantees given to third parties2,988320
2,988320
H2. Commitments for expenditure
2022
A$’000
2021
A$’000
Capital expenditure commitments:
Plant10,872 22,232
10,872 22,232
H3. Subsequent events
Subsequent event
Subsequent to year end the Board has approved a final dividend to shareholders. For further details please refer to
note E2.
Section Overview
This section includes the remaining information relating to EBOS that is required to be presented so as to comply
with its financial reporting requirements.
Page 94EBOS Group Limited Annual Report 2022
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H5. Remuneration of auditors
All non-audit services provided by EBOS Group’s Auditor require pre-approval by the Audit and Risk Committee. Before any
non-audit services are approved, the Audit and Risk Committee must be satisfied that the provision of such services will not have
any influence on the independence of the auditors.
2022
A$’000
2021
A$’000
Auditor of the Group (Deloitte)
Audit of the financial statements1,122600
Audit related services for review of interim financial statements 244 202
Taxation compliance 4 4
1,370806
Page 94EBOS Group Limited Annual Report 2022
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Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
H6. Leases
The Group as a lessee
The Group assesses whether a contract is or contains a
lease at inception of the contract. The Group recognises
a right of use (ROU) asset and a corresponding liability
with respect to all lease arrangements in which it is the
lessee, except for short-term leases (defined as leases
with a lease term of twelve months or less) and leases of
low value assets. For these leases, the Group applies the
practical expedient and recognises the lease payments
as an operating expense on a straight-line basis over
the term of the lease unless another systematic basis
is more representative of the time pattern in which
economic benefits from the lease assets are consumed.
The lease liability is initially measured at the present
value of the lease payments that are not paid at the
commencement date, discounted by using the rate
implicit in the lease. If this rate cannot be readily
determined, the Group uses its incremental borrowing
rate (IBR).
Lease payments included in the measurement of the
lease liability comprise:
• fixed lease payments, less incentives receivable;
• variable lease payments that depend on an index or
rate, initially measured using the index or rate at the
commencement date;
• the amount expected to be payable by the lessee
under residual value guarantees;
• the exercise price of purchase options, if the lessee is
reasonably certain to exercise the options; and
• payments of penalties for terminating the lease,
if the lease term reflects the exercise of an option to
terminate the lease.
The lease term is the non-cancellable period of a lease,
together with periods covered by an option (available
to the lessee only) to extend or terminate the lease
if the lessee is reasonably certain to exercise/not to
exercise that option. In determining the lease term,
the Group considers all facts and circumstances that
create an economic incentive to exercise/not exercise
an option.
The lease liability is presented as a separate line in the
Consolidated Balance Sheet.
The lease liability is subsequently measured by
increasing the carrying amount to reflect interest on
the lease liability (using the effective interest method)
and by reducing the carrying amount to reflect the
lease payments made.
The Group remeasures the lease liability (and makes
a corresponding adjustment to the related ROU asset)
whenever:
• the lease term has changed or there is a change in the
assessment of exercise of a purchase option, in which
case the lease liability is remeasured by discounting
the revised lease payments using a revised discount
rate.
• the lease payments change due to changes in an
index or rate or a change in expected payment under
a guaranteed residual value, in which cases the lease
liability is remeasured by discounting the revised
lease payments using the initial discount rate.
• a lease contract is modified and the lease
modification is not accounted for as a separate
lease, in which case the lease liability is remeasured
by discounting the revised lease payments using a
revised discount rate.
The ROU assets comprise the initial measurement of
the corresponding lease liability, lease payments made
at or before the commencement date and any initial
direct costs. They are subsequently measured at cost
less accumulated depreciation and impairment losses.
Whenever the Group incurs an obligation for costs to
dismantle and remove a leased asset, restore the site
on which it is located or restore the underlying asset
to the condition required by the terms and conditions
of the lease, a provision is recognised and measured
under NZ IAS 37 Provisions, Contingent Liabilities and
Contingent Assets.
ROU assets are depreciated over the shorter period of
either the lease term or the useful life of the underlying
asset. If a lease transfers ownership of the underlying
asset or the cost of the ROU asset reflects that the
Group expects to exercise a purchase option, the
related ROU asset is depreciated over the useful life
of the underlying asset. The depreciation starts at the
commencement date of the lease.
The ROU assets are presented as a separate line in the
Consolidated Balance Sheet.
The Group applies NZ IAS 36 Impairment of Assets
to determine whether a ROU asset is impaired and
accounts for any identified impairment loss under this
standard.
Variable rents that do not depend on an index or rate
are not included in the measurement of the lease
liability and the ROU asset. The related payments are
recognised as an expense in the period in which the
event or condition that triggers those payments occurs
and are included in the line “operating lease rental
expenses” in the Consolidated Income Statement.
As a practical expedient, NZ IFRS 16 Leases permits
a lessee not to separate non-lease components, and
instead account for any lease and associated non-
lease components as a single arrangement. The Group
has adopted this practical expedient.
Page 96EBOS Group Limited Annual Report 2022
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Right of use assets
Land and
buildings
A$’000
Office, plant and
equipment
A$’000
Motor vehicles
A$’000
To tal
A$’000
Cost
Balance as at 1 July 2021 27 7,742 11,917 4,792 294,451
Additions (including business combination) 74,006 2,082 1,123 7 7, 2 11
Disposals (8,102) (2,686) (1,082) (11,870)
Forex (2,175) (148) (51) (2,374)
Balance as at 30 June 2022
341,471 11,165 4,782 357,418
Accumulated depreciation
Balance as at 1 July 2021 (64,977) (4,837) (2,270) (72,084)
Disposals 5,223 1,980 1,083 8,286
Depreciation expense (40,499) (2,871) (1,607) (44,97 7)
Forex 875 51 27 953
Balance as at 30 June 2022
(99,378) (5,677) (2,767) (107, 82 2)
Net book value
As at 30 June 2021
212,765 7,080 2,522 222,367
As at 30 June 2022
242,093 5,488 2,015 249,596
H6. Leases continued
Page 96EBOS Group Limited Annual Report 2022
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Business Overview
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Financials
2022
A$’000
2021
A$’000
Amounts recognised in profit and loss
Depreciation on right of use assets 44,977 39,731
Finance costs – leases 8,504 7,705
Expense relating to short term leases and low value assets 7,423 5,080
Lease liabilities
Current 42,627 36,498
Non-current 227,203 203,621
Maturity analysis (undiscounted future cash flows)
Ye ar 1 52,145 43,388
Ye ar 2 48,869 38,899
Ye ar 3 45,430 36,871
Ye ar 4 38,233 33,660
Ye ar 5 30,596 26,268
Onwards 103,545 92,736
318,818 271,822
Cash outflows for leases
Interest on lease liabilities (8,504)(7,705)
Repayments of lease liabilities (40,941)(35, 261)
Short term leases and low value asset leases (7,423)(5,080)
(56,868)(48,046)
H7. New accounting standards
The Group has adopted all new accounting standards that have become effective during the current year. The adoption of
these new standards has had no impact upon these financial statements.
The Group is not aware of any NZ IFRS Standards or Interpretations that have been recently issued or amended that have not
yet been adopted by the Group that would materially impact the Group for the reporting period ended 30 June 2022.
Page 98EBOS Group Limited Annual Report 2022
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As at 25 July 2022
Twenty largest shareholdersFully paid shares
Percentage of
paid capital
Sybos Holdings Pte Limited 35,285,353 18.63
Custodial Services Limited 15,755,060 8.32
Citibank Nominees (New Zealand) Limited - NZCSD 10,454,801 5.52
HSBC Nominees (New Zealand) Limited - NZCSD 9,215,016 4.87
JP Morgan Nominees Australia Limited 7, 590,783 4.01
JPMorgan Chase Bank Na NZ Branch-Segregated Clients Acct - NZCSD 7,281,283 3.84
Forsyth Barr Custodians Limited 6,484,058 3.42
FNZ Custodians Limited 5,266,356 2.78
HSBC Custody Nominees (Australia) Limited 5,215,323 2.75
BNP Paribas Nominees (NZ) Limited - NZCSD 5,132,553 2.71
HSBC Nominees (New Zealand) Limited A/C State Street - NZCSD 5,095,802 2.69
Accident Compensation Corporation - NZCSD 4,718,820 2.49
National Nominees Limited - NZCSD 3,445,326 1.82
HSBC Nominees A/C NZ Superannuation Fund Nominees Limited - NZCSD 3,349,425 1.77
Tea Custodians Limited Client Property Trust Account - NZCSD 3,105,996 1.64
JBWere (NZ) Nominees Limited 2,833,514 1.50
ANZ Wholesale Australasian Share Fund - NZCSD 2,164,148 1.14
National Nominees Limited 2,026,426 1.07
Citicorp Nominees Pty Limited 2,016,648 1.07
New Zealand Depository Nominee Limited 1,988,730 1.05
138,425,421 73.09
Number of ordinary sharesAs at balance dateAs at 25 July 2022
189,383,176189,387,837
Number of unquoted performance rightsAs at balance dateAs at 25 July 2022
756,0401,074,519
Substantial product holders and number of securities
The following information is provided in compliance with section 293 of the Financial Markets Conduct Act and the ASX
Listing Rules.
Additional stock exchange information
Substantial holder name*Ordinary shares as at
balance date
Percentage of share
capital as at
balance date
Ordinary shares as
at 25 July 2022
Percentage of share
capital as at
25 July 2022
Sybos Holdings Pte Limited35,285,35318.63%35,285,38318.63%
* based on substantial holding notices received by the Company.
Page 98EBOS Group Limited Annual Report 2022
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& Disclosures
Remuneration
Directory
Financials
Distribution of shareholders and shareholdingsHolders
Fully paid
ordinary shares
Percentage of
paid capital
Size of Holding
1 to 1,000 7,358 2,689,054 1.42
1,001 to 5,000 3,966 9,027,34 4 4.77
5,001 to 10,000 787 5,551,298 2.93
10,001 to 100,000 623 13,383,184 7.07
100,001 and over 62 158,736,957 83.81
To tal 12,796 189,387,837 100.00
Distribution of performance rights (not quoted on NZX and ASX)
As at 25 July 2022
Number of
performance
rights participants
Number of
performance rights
Percentage of
performance rights
1 to 1,0002317,17222.0
1,001 to 5,0003383,5809.8
5,001 to 10,0001071,4178.4
10,001 to 100,00014467,83443.1
100,001 and over2434,56736.6
To tal821,074,519100.00
Additional stock exchange information continued
Page 100EBOS Group Limited Annual Report 2022
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Unmarketable parcels
As at 25 July 2022, there were 268 shareholders (with a total of
1,782 shares) holding less than a marketable parcel of shares
based on the closing price of the Company’s shares on the ASX
of A$35.19. The ASX Listing Rules define a marketable parcel of
shares as a parcel of shares of not less than A$500.
Restricted securities
A total of 691,015 fully paid ordinary shares are subject to
voluntary escrow. The escrow will cease to apply at the end of
the relevant escrow period, or earlier in limited circumstances.
Of the escrowed shares, 195,604 fully paid ordinary shares are
subject to escrow until the later of (subject in each case to ASX
Listing Rule 3.10A) 4.14 pm on:
(a) the first trading day 12 months after completion of the
LifeHealthcare acquisition (with completion occurring on
31 May 2022); and
(b) the trading day following the day on which EBOS’ results for
the financial year ending 30 June 2023 are released to ASX
and NZX.
Of the escrowed shares, 495,411 fully paid ordinary shares are
subject to escrow until 4.14pm on 29 February 2024.
References to time are to Melbourne, Australia time.
Waivers granted from the NZX Listing Rules/ASX Admission
There were no waivers granted by NZX during the year or
waivers of NZX Listing Rules relied upon by the Company during
the year.
The terms of the Company’s admission to the ASX and
on-going listing requires the following disclosures:
1. The Company is not subject to Chapters 6, 6A, 6B and 6C of
the Australian Corporations Act dealing with the acquisition of
shares (including substantial holdings and takeovers).
2. Limitations on the acquisition of securities imposed under
New Zealand law are as follows:
(a) In general, securities in the Company are freely transferable
and the only significant restrictions or limitations in relation
to the acquisition of securities are those imposed by New
Zealand laws relating to takeovers, overseas investment
and competition.
(b) The New Zealand Takeovers Code creates a general rule
under which the acquisition of 20% or more of the voting
rights in the Company or the increase of an existing holding
of 20% or more of the voting rights of the Company can
only occur in certain permitted ways. These include a full
takeover offer in accordance with the Takeovers Code, a
partial takeover in accordance with the Takeovers Code, an
acquisition approved by an ordinary resolution, an allotment
approved by an ordinary resolution, a creeping acquisition
(in certain circumstances), or compulsory acquisition of
a shareholder holding 90% or more of the shares.
(c) The New Zealand Overseas Investment Act 2005 and
Overseas Investment Regulations 2005 (New Zealand)
regulate certain investments in New Zealand by overseas
interests. In general terms, the consent of the New Zealand
Overseas Investment Office is likely to be required where
an ‘overseas person’ acquires shares in the Company that
amount to 25% or more of the shares issued by the Company,
or if the overseas person already holds 25% or more,
the acquisition increases that holding.
(d) The New Zealand Commerce Act 1986 is likely to prevent
a person from acquiring shares in the Company if the
acquisition would have, or would be likely to have, the effect
of substantially lessening competition in the market.
Voting Rights
Shareholders may vote at a meeting of shareholders either in
person or by proxy, attorney, or representative.
In a poll every shareholder present in person or by proxy,
attorney or representative has one vote for each share.
Page 100EBOS Group Limited Annual Report 2022
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Financials
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Page 102EBOS Group Limited Annual Report 2022
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Corporate Governance
ObjectiveProgress during 2021/2022
Aim to increase the proportion of women on the Board
as vacancies arise, having regard to the circumstances
(including skill requirements) relating to the vacancies.
There has been an increase in the number of women on the
Board from two to three.
As at 30 June 2022, 50% of directors were female.
Succession planning for directors remains a focus of the Board
given there are directors with long tenures at the Company
who have indicated an intention to retire over the next few
years. The Board has been mindful to ensure a diverse range of
potential candidates are considered as part of this process.
Aim to increase the proportion of women in executive and
senior leadership roles by identifying internal talent through
robust succession planning, developing female leaders
and acquiring external talent through fair and objective
recruitment practices.
There has been an increase in the number of women on the
Executive Leadership Team from three to four. As at 30 June
2022, 40% of Executive Leadership Team members were female.
The Recruitment and Selection Policy was launched in 2021/22
and continues to be further embedded in the Group, including
ensuring recruitment and selection processes have diverse
representation for both decision makers and candidates.
EBOS has a sponsorship and development program called
‘Catalyst’ and is committed to 40:40:20 representation on
that program. Under the current intake of the program,
53% of participants are female.
Ensure a remuneration framework is in place that will allow
the organisation to complete an objective analysis of EBOS
pay equity annually to monitor pay rates and identify if there
are any gender based pay issues that need to be addressed.
A new remuneration framework was developed and
implemented during 2021/22. This enabled greater objectivity
in relation to assessing pay outcomes. This also formed the
basis of a pay equity report which was reviewed by the Board.
Continue to promote family friendly and flexible work place
practices including but not limited to a commitment to
supporting those on parental leave, supporting flexible
return to work arrangements and on-going flexible work
arrangements that suit both the organisation and the
individual.
There has been ongoing support for flexible working during
2021/22, particularly having regard to the impact of the
COVID-19 pandemic on our people.
In 2021/22 parental leave returns were monitored and tracked.
81% of those who took parental leave returned to the business
after their leave.
Continue to commit to the EBOS Reconciliation Action Plan
in Australia and improving cultural awareness across both
Australia and NZ.
EBOS commenced development of a First Peoples
Engagement Strategy in partnership with a first nations
consulting firm. The strategy is a part of delivering on actions
as part of our Reconciliation Action Plan.
Māori inclusion training delivered by a third party was offered
to a number of leaders in New Zealand.
The Board and management of EBOS Group Limited are
committed to ensuring that the Company adheres to best
practice and governance principles and maintains high
ethical standards.
The 2022 Corporate Governance Statement relating to the
Company and its subsidiaries (the Group) can be found at:
https://ebosgroup.gcs-web.com/corporate-governance.
The Corporate Governance Statement refers to a number
of codes, policies and charters of the Group. These
documents (or a summary of them) can be found at
https://ebosgroup.gcs-web.com/corporate-governance.
For the purposes of compliance with the NZ Companies Act,
NZX Listing Rules and NZX Corporate Governance Code dated
17 June 2022 (NZX Code), the following disclosures are included
in the Annual Report.
Diversity
The Group has a Diversity & Inclusion Policy which is set out
as Appendix F of the Corporate Governance Code. Under
the policy, the Board is responsible for setting measurable
objectives for achieving diversity. The Board set the current
objectives in February 2021. Set out below is the Board’s
assessment of those objectives for the 2021/22 year:
1
1
The assessment of the Group’s diversity and inclusion objectives does not include initiatives or data related to LifeHealthcare, noting that the acquisition completed on
31 May 2022. This will be included in future reports.
Page 102EBOS Group Limited Annual Report 2022
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& Disclosures
Remuneration
Directory
Financials
Corporate Governance
ObjectiveProgress during 2021/2022
Educate our leaders through training to ensure they are
equipped and can role model the principles outlined in our
Diversity and Inclusion policy and bring the policy to life in
our workplace.
In 2021/22, we implemented our online Integrity Training.
This included a number of topics such as our Code of Ethics,
anti-bullying and harassment and workplace health and
safety. These policies support the principles in our Diversity
and Inclusion Policy. EBOS also continues to provide
unconscious bias training.
Gender representation
The Group’s gender representation as at 30 June 2022 was as follows:
BoardFemale %Female (no.)Male %Male (no.)Gender Diverse %Gender Diverse (no.)
2021/2250%350%30%0
2020/2133.3%266.6%40%0
OfficerFemale %Female (no.)Male %Male (no.)Gender Diverse %Gender Diverse (no.)
2021/2240%460%60%0
2020/2133.3%366.6%60%0
GroupFemale %Male %
2021/225743
2020/215941
Officer has the meaning given in the NZX Listing Rules.
The Group data does not include LifeHealthcare employees.
Page 104EBOS Group Limited Annual Report 2022
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Director independence
The Board’s assessment of the independence of each person
that was a director as at 30 June 2022 is set out below.
NameStatusAppointment date
Elizabeth CouttsIndependent
1
July 2003
Tracey BattenIndependentJuly 2021
Stuart McGregorIndependentJuly 2013
Stuart McLauchlanIndependentJuly 2019
Sarah OttreyIndependentSeptember 2006
Peter WilliamsIndependentJuly 2013
The Board has determined that all directors are Independent.
Dr Tracey Batten was appointed to the Board on 1 July 2021 and
Stuart McLauchlan was appointed to the Board on 1 July 2019,
neither Tracey Batten or Stuart McLauchlan have relationships
which the Board considers affects its assessment of their
independence. On 6 July 2021, it was announced that the Board
determined that Peter Williams and Stuart McGregor were
Independent Directors (as defined in the NZX Listing Rules).
Peter Williams and Stuart McGregor were first appointed to the
EBOS Board in 2013 in connection with the investment in EBOS
by Sybos (an entity that is part of the Zuellig Group). Peter
Williams and Stuart McGregor’s associations with the Zuellig
Group changed since 2013 and neither have executive or
non-executive roles representing Zuellig Group interests.
In relation to Elizabeth Coutts and Sarah Ottrey, the Board is
unanimously of the view that each director brings, amongst
other things, an independent view to decisions in relation to
EBOS and that their tenure is not, of itself, an indication that
they are no longer Independent.
NZX Code
Under NZX Listing Rule 3.8.1(b), EBOS is required to state in the
annual report which recommendations in the NZX Code were
not followed in the financial year ended 30 June 2022.
RecommendationComment
3.4 – Nomination
Committee
The Board does not have a nomination committee. The Board has determined, having regard to the current
composition of the Board, that a nomination committee is not currently required. The Board undertakes the
functions that were previously delegated to a nominations committee.
5.2 – Remuneration
policy
EBOS has a remuneration policy. The policy does not include the relative weightings of remuneration and
performance criteria. This information is included in the Company’s Corporate Governance Statement
(as required under the policy) to ensure it accurately reflects the remuneration structures.
8.4 – equity raisingThe acquisition of LifeHealthcare, announced on 9 December 2021, was partly funded by a placement
of shares conducted in December 2021 and a retail offer (share purchase plan) which closed in January
2022. The placement and retail offer structure was considered to be in the best interests of the Company
and preferred because: (i) it was regarded as challenging to undertake a traditional rights issue over the
Christmas and New Year period and (ii) it allowed pricing with a smaller discount to the market price
than would be typical for a traditional rights issue, meaning less dilution for those shareholders who were
unable to (or chose not to) participate.
As part of the placement allocation process, EBOS and the lead manager applied an allocation policy
to ensure fairness across existing shareholders – i.e. ensuring that existing shareholders had the
opportunity to receive a minimum of their pro rata, should they apply for it.
The retail offer price was structured to provide participating shareholders with downside pricing
protection for the period between the announcement of the placement and retail offer and closing of the
retail offer. The price was structured to be the lower of the placement price or a price based on a 5 day
volume weighted average price up to the closing of the retail offer. Further, in recognition of the strong
support from shareholders, EBOS elected to increase the size of the retail offer, setting it at an amount
that provided participating eligible shareholders with their pro rata allocation
2
(up to the maximum
application amount
3
).
1
Independent means that the director is considered to be an Independent Director as defined under the NZX Listing Rules and independent having regard to the factors set
out in the ASX Corporate Governance Council’s Corporate Governance Principles & Recommendations.
2
Pro rata allocation based on the announced offer size on 9 December 2021 comprising a NZ$674 million (A$642 million) placement and NZ$105 million (A$100 million)
Retail Offer, representing the same offer size that was used to calculate pro rata for shareholders who participated in the placement.
3
Or the amount applied for if an eligible shareholder applied for a lower amount.
Page 104EBOS Group Limited Annual Report 2022
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Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Directory
Remuneration
Remuneration Overview
EBOS Group Limited presents this remuneration overview for
the Company and its controlled entities for the year ended
30 June 2022. This overview provides details beyond those
required under New Zealand laws and the NZX Corporate
Governance Code. The Board considers that it is important to
provide an appropriate level of transparency around EBOS’
approach to remuneration in order to encourage confidence
in EBOS’ executive and director remuneration processes.
This overview provides details of EBOS’ approach to
remuneration including incentive plans for senior executives
that were in place for the reporting year and remuneration
received by the CEO and the directors.
Remuneration Philosophy and Principles
During the year ended 30 June 2022 (FY2022), a review
was undertaken of EBOS’ Remuneration Policy. A copy
of the revised policy is available on the Group’s website
(https://ebosgroup.gcs-web.com/corporate-governance).
The revised policy formalises EBOS’ existing remuneration
philosophy and guiding principles. As described in that
policy, EBOS believes that it is in the best interests of both
EBOS and its employees to pay everyone fairly for the value
of the work performed, in a financially responsible manner.
EBOS adopts an objective, market-competitive system to
determine the remuneration levels of roles at EBOS based on
the job requirements, skills, and knowledge required of a fully
competent job incumbent without bias. This approach is also
flexible enough to ensure that EBOS is able to recruit, develop
and retain a highly qualified workforce. Attracting, developing
and retaining people of a high calibre is critical to support the
business and its strategy and the remuneration of directors
and executives is set having regard to this.
Specifically in relation to executives, EBOS aligns
components of executive remuneration with the
performance of EBOS. Accordingly, executive remuneration
comprises fixed and ‘at risk’ (or performance-based)
elements which are both short and long-term in nature. The
purpose of this structure is to ensure that the interests of the
executives, EBOS and its shareholders are aligned during
the period over which the business results are realised.
As a result, the remuneration framework is structured to
promote the long-term sustainable growth of the Group
with a significant portion of performance-based executive
remuneration awarded as rights to equity to reinforce
alignment with the interests of EBOS and its shareholders
over this period.
Remuneration Governance
As set out in the Charter for the Remuneration Committee,
the Committee is responsible for reviewing, recommending
and, if delegated by the Board, setting, in accordance with
EBOS’ Remuneration Policy and practices, all components
of the remuneration of the directors and executives. The
charter for the Remuneration Committee can be found at
https://ebosgroup.gcs-web.com/corporate-governance.
The Remuneration Committee is responsible for:
• approving the remuneration of executives; and
• recommending non-executive director remuneration to
the Board.
The Board is responsible for:
• approving non-executive director remuneration; and
• approval of remuneration policies.
The members of the Remuneration Committee during the
year were Elizabeth Coutts (Chair), Stuart McLauchlan,
Sarah Ottrey and Tracey Batten. Dr Batten replaced
Ms Ottrey as a member of the Remuneration Committee
at which time Ms Ottrey was appointed to the Audit & Risk
Committee.
Executive Remuneration Framework
The Group’s remuneration structure for executives,
including the CEO, comprises three elements:
• Total Fixed Remuneration (TFR);
• Short-Term Incentive (STI); and
• Long-Term Incentive (LTI).
The following summarises each component of executive
remuneration. A summary of the remuneration of the CEO,
Mr John Cullity, is set out in section 5.
a. Total Fixed Remuneration (TFR)
Fixed remuneration may include a component of
compulsory superannuation contributions for Australian-
based executives and KiwiSaver contributions for New
Zealand-based executives. Executives fixed remuneration
is set having regard to the person’s position accountabilities,
their qualifications, performance experience and record of
achievement at EBOS, market data for similar positions at
broadly comparable companies (typically by size, industry
classification and complexity) and any other relevant talent
market considerations.
b. Short Term Incentive (STI)
The STI is currently an annual cash payment which is
dependent on the achievement of a combination of Group
and individual performance measures.
The performance measures for the STI are set by reference
to the executive’s responsibilities and particular projects
relevant to that executive and the business or function for
which they are responsible. The purpose of the STI is to
reward executives for meeting measurable objectives linked
to a financial year.
For example, for executives that are responsible for
businesses in the Group, their performance measures may
be set by reference to the performance of that business and
the Group as a whole.
For executives that have functional responsibilities, their
performance objectives may be set by reference to the
financial performance of EBOS.
Remuneration
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FeatureApproach
Purpose
Align individual performance with Group objectives.
Provide individuals with a competitive market position for total reward (i.e. variable and fixed pay
components).
Eligibility
Those considered for participation in the program must be able to impact the performance of their
own work area, their business or function and also contribute to the Group’s overall performance.
InstrumentCash.
Performance Criteria
The following criteria must be met before any payments are made:
• Group Profit Before Tax (PBT) target for the financial year; and
• for those with business unit responsibilities either Segment EBITDA or EBIT targets for the financial
year (Healthcare or Animal Care).
The Board determined that the 2022 STI for executives, including the CEO, and other managers
on short term incentives would include a stretch incentive that explicitly incentivises and rewards
outperformance. The maximum STI entitlement for achieving this outperformance is 150% of the
applicable executive’s target STI entitlement. The details of Mr Cullity’s 2022 STI opportunity are set
out in section 5d below.
Table 1: FY2022 STI plan
FeatureApproach
Purpose
Align a portion of executives’ total remuneration with the medium to long term performance of the
Group.
Eligibility
The Remuneration Committee determines whether an LTI plan will operate and the extent (if any) to
which each executive is invited to participate in an LTI plan.
Instrument
Performance rights which are rights to acquire ordinary shares in EBOS for nil consideration.
Performance periodThree years from 1 July 2021 to 30 June 2024.
Table 2: FY2022 LTI plan
c. Long-Term Incentive (LTI)
EBOS has a long-term incentive plan which currently takes the form of a performance rights plan. The table below sets
out the key terms for the LTIs granted during FY2022 (2022 LTI).
For FY2022, the Board introduced a stretch component to
STIs for executives whereby 150% of an executive’s target STI
entitlement would be paid for financial outperformance by the
Group. Further details regarding the stretch component for
the CEO are set out in section 5d.
The Board also has the flexibility to award short term incentive
payments for special or strategically important projects.
The performance measures for the STI for executives are
considered by the Board at the same time as the audited
accounts for the relevant financial year. Accordingly, the STI
outcomes in respect of the year ended 30 June 2022 (2022 STI)
will be paid in FY2023.
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Financials
Corporate Governance
Directors’ Interests
& Disclosures
Directory
Remuneration
FeatureApproach
Performance Criteria
The performance criteria (vesting conditions) for executives are:
• continuous employment with the Group;
• growth in EBOS’ earnings per share over the performance period must equal or exceed a specific
compound annual growth percentage target.
The Board determined that the vesting conditions for the 2022 LTI would include a ‘stretch’ target
for certain senior executives to incentivise and reward outperformance by EBOS. The details of
performance rights issued to Mr Cullity as his 2022 LTI are set out in section 5d and includes this
stretch target.
The performance criteria is assessed at the end of the 3 year performance period.
Settlement
If the Board determines that performance rights have vested it may determine with respect to each
vested right whether to:
• allot and issue, or transfer, shares to a participant (equity settle); or
• pay a cash amount to a participant equivalent to the ‘market value’ of a share as at the date of
vesting of the performance rights (cash settle). The market value of an EBOS share is calculated
by reference to the volume weighted average price of EBOS shares on NZX for the 5 trading days
immediately prior to the date that the Board determines the rights have vested.
Dividends and
voting rights
Performance rights do not have voting rights or accrue dividends.
Clawback
The Board has broad discretion to adjust downwards (including to zero) unvested or vested LTI
awards where, in the opinion of the Board; the CEO or an executive has:
• acted fraudulently, dishonestly or engaged in gross misconduct or is in breach of their obligations
to EBOS;
• acted in a way that has contributed to material reputational damage to EBOS; or
• received performance rights that have vested as a result of fraud, dishonesty or breach of
obligations of any person or as a result of a material misstatement of the financial statements of
EBOS.
Restriction on hedging
Hedging of performance rights by executives is prohibited under the plan rules and EBOS’ Securities
Trading Policy.
Change of control
Vesting of performance rights is subject to Board discretion.
Cessation of
employment
Resignation: subject to the Board determining otherwise, unvested performance rights are forfeited.
Termination for cause: if an executive’s employment is terminated for cause, subject to the Board
determining otherwise, unvested and vested performance rights are forfeited.
Termination without cause (including circumstances such as redundancy and retirement):
the Board shall determine the treatment of unvested performance rights. All vested performance
rights remain on foot unless otherwise determined by the Board.
Table 2: FY2022 LTI plan continued
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d. Executive Remuneration Mix
EBOS’ Remuneration Policy does not include the relative weightings of remuneration and performance criteria.
As required under the Remuneration Policy, the relative weightings of realised executive remuneration components in FY2022
is set out in the Group’s Corporate Governance Statement. The relative weightings of the CEO’s remuneration are included in
section 5c below for completeness.
CEO Remuneration
a. Past Financial Performance
The table below presents the financial performance for EBOS Group Limited for the previous five financial years.
Table 3: Past Financial Performance
20222021202020192018
N PAT
1
A$202.6mA$185.3mA$162.5mA$137.7mA$137.3m
Basic EPS (Annual)
A$114.5cpsA$113.2cpsA$100.6cpsA$89.8cpsA$90.4cps
Compound growth in Basic EPS (3 year)
8.4%
per annum
(2020-2022)
7.8%
per annum
(2019-2021)
6.6%
per annum
(2018-2020)
Share price at end of financial yearNZ$39.01NZ$32.30NZ$21.61NZ$23.15NZ$17.95
Market capitalisation at end of financial year
NZ$7,38 8mNZ$5,302mNZ$3,519mNZ$3,743mNZ$2,738m
Total dividends in period (NZ$ cps)96.088.57 7.571.568.5
Total shareholder return (annual)
2
23.7%53.56%(3.30%)32.95%6.5%
Total shareholder return (3 year)
79.8%
(2020-2022)
93.2%
(2019-2021)
35.9%
(2018-2020)
53.9%
(2017-2019)
93.7%
(2016-2018)
Total shareholder return (4 year)
135.9%
(2019-2022)
Note 1: Net profit after tax attributable to owners of the company.
Note 2: Total shareholder return is calculated as the share price at the end of the year plus dividends declared in relation to that year divided by the opening share price
for the year.
Table 4: CEO Contract
Contract durationNotice period –
company
Notice period –
CEO
Termination provision
(where notice provided)
Post-employment
restraint
Ongoing until terminated by
either party
12 months unless
for cause
12 months12 months18 months
b. Key terms of CEO employment contract
The table below sets out the key terms of Mr Cullity’s employment contract.
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& Disclosures
Directory
Remuneration
Table 5: Summary of total realised remuneration
Table 6: Expected STI
Financial yearFixed remuneration
(including compulsory superannuation)
STILT ITotal
2022A$1,417, 500A$1,820,000A$2,614,036A$5,851,536
2021A$1,350,000A$1,350,000A$1,000,000A$3,700,000
Financial yearExpected STI
2023$2,550,000
c. Relative weightings of CEO remuneration
The table below sets out the relative weightings of Mr Cullity’s remuneration:
d. CEO Remuneration Outcomes for FY2022
The table below sets out the realised remuneration outcomes for Mr. Cullity for FY2022 and FY2021
The amounts set out in this section may differ from the
amounts included in Note H4 to the Financial Report and the
table of employee remuneration included on pages 112 and 113
which are reported according to accounting standards.
The accounting values of remuneration reported may not
reflect what a person was actually paid during the financial
year, particularly due to the valuation of share based
payments and accrual of short term incentives.
Fixed remuneration
In FY2022, Mr Cullity received fixed remuneration of
$1,417,500. This included compulsory superannuation
contributions.
Short Term Incentive (STI) payment – Realised 2021 STI
and Expected 2022 STI
Realised 2021 STI
In FY2022, Mr Cullity received an STI payment of $1,820,000.
This was based on the financial performance of EBOS for the
prior year (that is, the year ended 30 June 2021) (2021 STI) and
was paid following the finalisation of EBOS’ audited accounts
for that year.
With regard to the 2021 STI, a target was originally set by
reference to EBOS’ FY2021 underlying Profit Before Tax results
(2021 Target). If EBOS’ FY2021 underlying Profit Before Tax
(PBT) results were equal to:
• the 2021 Target, 75% of the STI was payable;
• 102% of the 2021 Target, 90% of the STI was payable; and
• 103.5% of the 2021 Target, Mr Cullity’s maximum STI
entitlement was payable.
At the time the 2021 Target was set Mr Cullity’s maximum
STI entitlement was $1,400,000. The Board exercised its
discretion and determined that the STI paid in respect of that
financial year to executives, including Mr. Cullity, and other
senior managers on short term incentives would be increased
to 130% of this originally set maximum entitlement in
recognition of EBOS’ and the executives’ outstanding overall
performance. Accordingly, Mr Cullity received $1,820,000
(130% of $1,400,000) for his 2021 STI and this amount was
paid in FY2022.
Expected 2022 STI
In relation to the STI target for senior executives for FY2022,
the Board implemented a structure that included a stretch
target that explicitly rewards outperformance. For FY2022,
if EBOS’ underlying PBT results (2022 Target) were equal to:
• the 2022 Target, 75% of the STI is payable;
• 102% of the 2022 Target, 90% of the STI is payable;
• 103.5% of the 2022 Target, 100% of the STI is payable
(‘target STI entitlement’);
Chief Executive Officer21% fixed remuneration
39% short term incentive
40% long term incentive
The table below sets out the expected STI that will be paid shortly after the release of the annual report in respect of the
Group’s FY2022 results (2022 STI).
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Performance PeriodInstrumentVested/Unvested
LTI – 2022/20251 July 2022 to 30 June 202580,195 performance rightsUnvested
LTI – 2021/20241 July 2021 to 30 June 202494,124 performance rightsUnvested
LT I – 2020/20231 July 2020 to 30 June 202375,000 performance rightsUnvested
LT I – 2019/20221 July 2019 to 30 June 202245,455 performance rightsUnvested
LT I – 2018/20211 July 2018 to 30 June 202147,500 performance rightsVested (cash settled)
LT I – 2017/2020 1 July 2017 to 30 June 2020110,000 loan-backed sharesVested
LT I – 2016/20191 July 2016 to 30 June 201995,000 loan backed sharesVested
Table 7: LTIs – Chief Executive Officer
• from 104.4% to 108% of the 2022 Target, between 110% to 150%
(‘maximum STI entitlement’) of the target STI entitlement is
payable on a straight line basis.
Mr Cullity’s target STI entitlement under the 2022 STI is
$1,700,000 and his maximum STI entitlement is $2,550,000
(150% of his target STI entitlement). It is expected that
Mr Cullity will receive $2,550,000 for his 2022 STI, with this
amount to be paid in FY2023. Mr Cullity will also be eligible for
a special short term incentive for the additional effort and
successful execution of the LifeHealthcare acquisition.
Long Term Incentives
During the year ended 30 June 2022, Mr Cullity received long
term incentives totalling $2,614,036 in cash. This comprised:
• An award of $1,000,000 in cash for full achievement of EPS
performance hurdles over the three year performance period
from 1 July 2018 to 30 June 2021; and
• Full vesting and cash settlement of 47,500 performance
rights (with a value of $1,614,036 on vesting) as a result of the
achievement of the EPS performance hurdles for the three
year performance period from 1 July 2018 to 30 June 2021.
$731,500 of this cash payment that was made on vesting
was attributable to strong share price performance over the
relevant three year performance period above, reinforcing
alignment with shareholder value creation over this period.
Mr Cullity will not share in any share price accretion from this
point into the future in respect of these performance rights
as they have been cash settled.
Expected 2020 LTI Vesting
In relation to the 45,455 performance rights issued in respect
of the performance period 1 July 2019 to 30 June 2022, it is
expected that these performance rights will vest shortly after
the release of the annual report.
Granted 2022 LTI
The performance conditions for the performance rights
granted during FY2022 (2022 LTI) are described in section
4.c above. The maximum LTI opportunity in the form of equity
instruments for Mr Cullity, which is inclusive of a stretch
component as described in section 4c, for the financial year
ended 30 June 2022 was $2,850,000. These rights will be
tested after 30 June 2024 following the conclusion of the
relevant performance period with any vesting occurring
during FY2025.
Granted 2023 LTI
In July 2022, Mr Cullity, together with other senior executives,
was issued with performance rights in relation to the
performance period 1 July 2022 to 30 June 2025. Although this
grant of performance rights occurred after FY2022, the details
are included in Table 7 for completeness.
Vested LTI Shares
In previous financial years, EBOS operated a long term
incentive share plan whereby EBOS provided an interest
free, non-recourse loan to participating senior executives,
including Mr Cullity, in order for those executives to purchase
shares in the Company. Those shares have vested. The loan
balances in respect of those vested shares as at 30 June 2022
are as follows:
• LTI 2016/2019 – 95,000 shares – NZ$1,403,851;
• LTI 2017/2020 – 110,000 shares – NZ$1,584,202.
Summary of LTIs
Long term incentives in the form of equity instruments
received by Mr Cullity since the commencement of his
employment with the Group in 2009 are:
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Directors’ Interests
& Disclosures
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Remuneration
PositionFees (NZ$)
Chair$336,000
Director (other than Chair)$168,000
Chair of Audit & Risk Committee$40,000
Chair of Remuneration Committee$33,000
Member of Audit & Risk Committee $20,000
Member of Remuneration Committee$16,500
Special exertion fee pool$75,000*
Table 8: Non-executive director fees by position
Non-Executive Director Remuneration
To support the attraction and retention of directors of the
highest calibre and requisite expertise from New Zealand,
Australia and internationally, the Group aims to set
remuneration of non-executive directors having regard to:
• the time commitment and responsibilities of the non-
executive directors (including any commitment as a
member of a standing or ad hoc Board committee and
special exertion for significant project work outside of the
normal workload for the Board and Committees); and
• market rates for non-executive director remuneration for
comparable companies (by size, industry classification and
complexity).
Non-executive director remuneration is in the form of fees.
Non-executive directors do not receive performance-based
or equity-based remuneration.
Total remuneration for non-executive directors is subject
to an aggregate fee pool limit of NZ$1,565,000 (including
payments made in respect of KiwiSaver and compulsory
superannuation contributions) in any financial year. The fee
pool was approved by shareholders at the Annual Meeting
held on 19 October 2021. The table below sets out the current
fee allocations for director fees by position.
Directors’ remuneration and other benefits required to be disclosed pursuant to section 211(1) of the Companies Act 1993
for the year ended 30 June 2022 were as follows:
Table 9: Non-executive director fees paid during the year ended 30 June 2022
Director
Base Fee
NZ$
Audit and Risk
Committee
NZ$
Remuneration
Committee
NZ$
Total
NZ$
E Coutts$336,000$20,000$33,000$389,000
T Batten$168,000-$2,810$170,810
S McGregor$168,000--$168,000
S McLauchlan$168,000$40,000$16,500$224,500
S Ottrey$168,000$3,407$13,690$185,097
P Williams$168,000--$168,000
N Dowling*$102,200$12,167-$114,367
*No special exertion fees were paid to directors during FY2022.
*Mr Dowling ceased to be a director on 8 February 2022
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Employee Payment Bands
Grouped below, in accordance with Section 211 of the Companies Act 1993, are the number of employees or former employees
of the Company and its subsidiaries, including those based outside of New Zealand, who received remuneration and other
benefits in their capacity as employees totalling NZ$100,000 or more during the year.
Employee
remuneration (NZ$)
30 June 2022
Number of Employees
$100,000 to $110,000221
$110,000 to $120,000156
$120,000 to $130,000127
$130,000 to $140,000111
$140,000 to $150,00084
$150,000 to $160,00072
$160,000 to $170,00048
$170,000 to $180,00045
$180,000 to $190,00032
$190,000 to $200,00023
$200,000 to $210,00020
$210,000 to $220,00027
$220,000 to $230,00020
$230,000 to $240,00017
$240,000 to $250,00012
$250,000 to $260,00014
$260,000 to $270,0008
$270,000 to $280,00011
$280,000 to $290,0004
$290,000 to $300,0009
$300,000 to $310,0005
$310,000 to $320,0004
$320,000 to $330,0002
$330,000 to $340,0004
$340,000 to $350,0003
$350,000 to $360,0005
$360,000 to $370,0002
$370,000 to $380,0001
$380,000 to $390,0002
$390,000 to $400,0003
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Corporate Governance
Directors’ Interests
& Disclosures
Directory
Remuneration
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Employee
remuneration (NZ$)
30 June 2022
Number of Employees
$400,000 to $410,0003
$410,000 to $420,0001
$420,000 to $430,0002
$430,000 to $440,0001
$450,000 to $460,0001
$460,000 to $470,0003
$470,000 to $480,0002
$480,000 to $490,0004
$490,000 to $500,0002
$510,000 to $520,0001
$520,000 to $530,0002
$550,000 to $560,0001
$560,000 to $570,0001
$610,000 to $620,0002
$700,000 to $710,000 1
$710,000 to $720,0001
$810,000 to $820,000 1
$830,000 to $840,0001
$910,000 to $920,000 1
$1,080,000 to $1,090,000 1
$1,240,000 to 1,250,0001
$1,280,000 to $1,290,000 1
$1,640,000 to $1,650,000 1
$1,660,000 to $1,670,000 1
$1,750,000 to $1,760,0001
$1,890,000 to $1,900,000 1
$1,930,000 to $1,940,000 1
$2,750,000 to $2,760,0001
$6,270,000 to $6,280,0001
Page 114EBOS Group Limited Annual Report 2022
Page 115
EBOS Group Limited Annual Report 2022
Directors’ Interests
and Disclosures
Disclosure of interests
In accordance with section 140(2) of the Companies Act 1993,
the directors named below have made a general disclosure
of interest, by a general notice disclosed to the Board and
entered in the Company’s interests register during the year
ended 30 June 2022, as follows:
E.M. Coutts: Chair of Oceania Healthcare Limited and
Skellerup Holdings Limited, Director of EBOS Group
subsidiaries in New Zealand and Member, Marsh New Zealand
Advisory Board.
T.L. Batten: Director of Medibank Private Limited, NIWA
Australia Pty Ltd, National Institute of Water and Atmospheric
Research Limited and Accident Compensation Corporation.
S.J. McGregor: Director of Symbion Pty Ltd and other EBOS
Group subsidiaries.
S.J. McLauchlan: Chairman of Scott Technology Limited,
Analog Digital Instruments Limited, Cargill Hotel 2002 Ltd,
G S McLauchlan & Co, Otago Community Hospice and Wood
Solutions. Director of Southlink Health Education Trust,
Argosy Property Ltd, Dunedin Casinos Ltd, NZ Whisky and
Scenic Hotels Group. Governor, NZ Sports Hall of Fame.
Member, Advisory Board to Partridge Jewellers group.
Member, Marsh NZ Advisory Board.
S.C. Ottrey: Chair of Whitestone Cheese Ltd and director
of Sarah Ottrey Marketing Ltd, Skyline Enterprises Limited
and subsidiaries, Mount Cook Alpine Salmon Limited and
Christchurch International Airport Ltd. Member of the Institute
of Directors – Otago Southland Branch committee, Trustee for
the SGE and AA Berry Family Trust.
P.J. Williams: Director of Green Cross Health Limited.
Former director
N.W Dowling: Director of ABI Dowling Pty Ltd, Balmoral
Australia Pty Ltd, Balmoral Financial Investments Pty Ltd,
Balmoral Operations Pty Ltd, BPI Property Investments Pty Ltd
and BPI Property Developments Pty Ltd.
Indemnity and Insurance
In accordance with section 162 of the Companies Act 1993
and the constitution of the Company, the Company has given
indemnities to, and has effected insurance for, the directors
and executives of the Company and its related companies
which, except for some specific matters that are expressly
excluded, indemnify and insure directors and executives
against monetary losses as a result of actions undertaken by
them in the course of their duties. Specifically excluded are
certain matters, such as the incurring of penalties and fines,
which may be imposed for breaches of law.
Use of information
There were no notices from directors of the Company
requesting to use Company information received in their
capacity as directors, which would not otherwise have been
available to them.
Share dealings by Directors
The directors have disclosed to the Board under section 148(2) of the Companies Act 1993 particulars of acquisitions or
disposals of a relevant interest in the Company’s shares during the year ended 30 June 2022.
Director
Ordinary Shares
Purchased/(Sold)
Consideration
Paid/(Received)
Date of
Transaction
Elizabeth Coutts
1,449NZ$49,990.5024 January 2022
Tracey Batten
1,500A$54,746.4013 December 2021
Stuart McLauchlan284NZ$9,798.0024 January 2022
Sarah Ottrey1,166NZ$40,22724 January 2022
419NZ$14,45524 January 2022
Former director
Nicholas Dowling*(1,198)A$(45,478.47)11 January 2022
206A$6,707.3624 January 2022
*Mr Dowling resigned from the Board with effect from 8 February 2022. The information is as at the date of his resignation.
Page 114EBOS Group Limited Annual Report 2022
Page 115
EBOS Group Limited Annual Report 2022
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Directory
Remuneration
Directors’ shareholdings
Director30 June 202230 June 2021
Elizabeth Coutts– Indirect/beneficial interest35,32333,874
– Direct, non-beneficial interest – trustee of EBOS Staff Share Plan71,59271,592
Tracey Batten– Direct interest1,500N /A
Stuart McLauchlan– Indirect/beneficial interest2,3552,071
Sarah Ottrey– Indirect/beneficial interest3,4693,050
– Held with associated person9,6508,484
Former Director
Nicholas Dowling*– Indirect/beneficial interest508*1,500
DirectorBoardAudit & RiskRemuneration
Eligible
to AttendAttended
Eligible
to AttendAttended
Eligible
to AttendAttended
Elizabeth Coutts17173344
Tracey Batten1717--11
Stuart McGregor1715----
Stuart McLauchlan17173344
Sarah Ottrey17151133
Peter Williams1717----
Former director
Nicholas Dowling111111--
Attendance at Board and committee meetings
*Mr Dowling resigned from the Board with effect from 8 February 2022. The information is as at the date of his resignation.
Page 116EBOS Group Limited Annual Report 2022
Page 117
EBOS Group Limited Annual Report 2022
Disclosures relating to subsidiaries
SubsidiaryCurrent Directors
ABT Medical Pty LtdJ Cullity
ABT Nevada LLCJ Cullity
L Hansen
M Muscio
S Berry
J Goldberg
ACN 618 208 969 Pty LtdJ Cullity
S McGregor#
Alchemy Holdings Pty LtdJ Cullity
S McGregor#
Alchemy Sub-Holdings Pty LtdJ Cullity
S McGregor#
Australian Biotechnologies
Pty. Limited
J Cullity
Beaphar Pty LtdJ Cullity
BFCMC Pty LtdJ Cullity
S McGregor#
Blackhawk Premium Pet Care Pty LtdJ Cullity
S McGregor#
Botany Bay Imports Exports Pty LtdJ Cullity
CC Pharmacy Investments Pty LtdJ Cullity
S McGregor#
CC Pharmacy Management Pty LtdJ Cullity
S McGregor#
CC Pharmacy Promotions Pty LtdJ Cullity
S McGregor#
Chem Plus Pty LtdJ Cullity
S McGregor#
Chemmart Holdings Pty LtdJ Cullity
S McGregor#
Cincotta Holding Company Pty LtdJ Cullity
S McGregor#
Clinect Pty LtdJ Cullity
S McGregor
Clinect NZ Pty LimitedE Coutts
J Cullity
L Hansen
Collaboration Medical Clinics Pty LtdJ Cullity
S McGregor#
SubsidiaryCurrent Directors
Collaboration Medical Clinics
Investments Pty Ltd
J Cullity
Culpan Distributors LtdJ Cullity
L Hansen
Culpan Medical Pty LtdJ Cullity
Developing People Pty LtdJ Cullity
S McGregor#
DoseAid Pty LtdJ Cullity
S McGregor
EAHPL Pty LtdJ Cullity
S McGregor#
EBOS Aesthetics Pty LtdJ Cullity
EBOS Group Australia Pty LtdJ Cullity
S McGregor#
EBOS Health & Science Pty LtdJ Cullity
S McGregor#
EBOS Medical Devices
Australia Pty Ltd
J Cullity
S McGregor#
EBOS Medical Devices NZ LimitedE Coutts
J Cullity
L Hansen
EBOS PH Pty LtdJ Cullity
S McGregor#
Endeavour CH Pty LtdJ Cullity
S McGregor#
Endeavour Consumer Health LimitedE Coutts
J Cullity
L Hansen
Fibertech Medical Australia Pty Ltd
J Cullity
Healthcare Supply Partners Pty LtdJ Cullity
Hospharm Pty LtdJ Cullity
S McGregor#
HPS Brands Pty LtdJ Cullity
S McGregor#
HPS Corrections Pty LtdJ Cullity
S McGregor#
HPS Finance Pty LtdJ Cullity
S McGregor#
Page 116EBOS Group Limited Annual Report 2022
Page 117
EBOS Group Limited Annual Report 2022
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Directory
Remuneration
SubsidiaryCurrent Directors
HPS Holdings Group (Aust) Pty LtdJ Cullity
S McGregor#
HPS Hospitals Pty LtdJ Cullity
S McGregor#
HPS IVF Pty LtdJ Cullity
S McGregor#
HPS Services Pty LtdJ Cullity
S McGregor#
Intellipharm Pty LtdJ Cullity
S McGregor
Klinic Solutions Australasia Pty LtdJ Cullity
LifeHealthcare LimitedJ Cullity
L Hansen
LifeHealthcare Distribution (NZ)
Limited
J Cullity
L Hansen
LifeHealthcare Pty LimitedJ Cullity
LifeHealthcare Distribution Pty LimitedJ Cullity
LifeHealthcare Finance Pty LimitedJ Cullity
LifeHealthcare Group Pty LimitedJ Cullity
LifeHealthcare Services Pty LtdJ Cullity
Lite Living Pty LtdJ Cullity
S McGregor#
LMT Surgical Pty LtdJ Cullity
S McGregor#
Lyppard Australia Pty LtdJ Cullity
S McGregor#
Masterpet Australia Pty LimitedJ Cullity
Masterpet Corporation LimitedE Coutts
J Cullity
L Hansen
Masterpet Logistics Pty LtdJ Cullity
MD Scopes Pty LtdJ Cullity
MD Solutions Australasia Pty LtdJ Cullity
MD Solutions NZ LimitedJ Cullity
L Hansen
Current DirectorsCurrent Directors
Mega Save Management Pty LtdJ Cullity
S McGregor#
National Surgical Pty LtdJ Cullity
S McGregor#
Nexus Australasia Pty LimitedJ Cullity
S McGregor#
Pacific Health Supplies Topco1
Pty Limited
J Cullity
Pacific Health Supplies TopCo2
LLC
J Cullity
Pacific Health Supplies BidCo
Pty Limited
J Cullity
Pacific Health Supplies HoldCo
Pty Limited
J Cullity
Pacific Health Supplies MezzCo
Pty Limited
J Cullity
Pacific Health Supplies TopCo
Pty Limited
J Cullity
PBA Finance No. 1 Pty LtdJ Cullity
S McGregor#
PBA Finance No. 2 Pty LtdJ Cullity
S McGregor#
PBA Wholesale Pty LtdJ Cullity
S McGregor#
Pet Care Distributors Pty LtdJ Cullity
S McGregor#
Pet Care Holdings Australia Pty LtdJ Cullity
S McGregor#
Pet Care Wholesalers Pty LtdJ Cullity
S McGregor#
Pets International Pty LtdJ Cullity
Pharmacy Brands Australia Pty LtdJ Cullity
S McGregor#
Pharmacy Retailing (NZ) LimitedE Coutts
J Cullity
L Hansen
Pioneer Medical LimitedE Coutts
J Cullity
L Hansen
Page 118EBOS Group Limited Annual Report 2022
Page 119
EBOS Group Limited Annual Report 2022Page 118EBOS Group Limited Annual Report 2022
Page 119
EBOS Group Limited Annual Report 2022
No employee of the Group appointed as a director of the
Company or its subsidiaries receives remuneration or other
benefits in their role as a director. The remuneration and other
benefits of such employees, received as employees, are included
in the relevant bandings for remuneration disclosed under
employee remuneration range on page 112.
Auditor
The Company’s Auditor, Deloitte, will continue in office in
accordance with the Companies Act 1993.
The directors are satisfied that the provision of non-audit
services, during the year by the auditor is compatible with the
general standard of independence for auditors imposed by the
Companies Act 1993. Details of amounts paid or payable to the
auditor for non-audit services provided during the year by the
auditor are outlined in note H5 of the financial statements.
Elizabeth Coutts
Chair of Directors
Stuart McLauchlan
Director
SubsidiaryCurrent Directors
PRNZ LimitedE Coutts
J Cullity
L Hansen
QPharma Pty Ltd J Cullity
Richard Thomson Pty LimitedJ Cullity
S McGregor#
Sentry Medical Pty LimitedJ Cullity
Shanghai EBOS Business
Management Co Ltd
J Cullity
Spiran Pty. Ltd.J Cullity
Surgical and Medical Supplies Pty. Ltd. J Cullity
Symbion Pty LtdJ Cullity
S McGregor
Terry White Group Pty LtdJ Cullity
S McGregor#
Tissue Technologies Pty LtdJ Cullity
Tissuelife Pty LimitedJ Cullity
Tony Ferguson Weight Management
Pty Ltd
J Cullity
S McGregor#
Transmedic Pte Ltd J Cullity
TW&CM Pty LtdJ Cullity
S McGregor#
TWC IP Pty LtdJ Cullity
S McGregor#
Ventura Health Pty LtdJ Cullity
S McGregor#
VIM Health Pty LtdJ Cullity
S McGregor#
VIM Health IP Pty LtdJ Cullity
S McGregor#
Vitapet Corporation Pty LimitedJ Cullity
Warner & Webster Pty LtdJ Cullity
S McGregor#
W & W Management Services Pty LtdJ Cullity
S McGregor#
SubsidiaryCurrent Directors
You Save Management Pty LtdJ Cullity
S McGregor#
ZAP Services Pty LtdJ Cullity
S McGregor
ZHHA Pty LtdJ Cullity
S McGregor
# Alternate director.
Page 118EBOS Group Limited Annual Report 2022
Page 119
EBOS Group Limited Annual Report 2022
Business Overview
Financials
Corporate Governance
Directors’ Interests
& Disclosures
Remuneration
Directory
Page 118EBOS Group Limited Annual Report 2022
Page 119
EBOS Group Limited Annual Report 2022
Registered offices
108 Wrights Road
PO Box 411
Christchurch 8024
New Zealand
Telephone: +64 3 338 0999
Email: ebos@ebos.co.nz
Level 7, 737 Bourke Street
Docklands 3008
PO Box 7300
Melbourne 8004
Australia
Telephone: +61 3 9918 5555
Email: ebos@ebosgroup.com
Website address
www.ebosgroup.com
Directors
Elizabeth Coutts
Independent Chair
Tr a c ey B a t t e n
Independent Director
Stuart McGregor
Independent Director
Stuart McLauchlan
Independent Director
Sarah Ottrey
Independent Director
Peter Williams
Independent Director
Senior executives
John Cullity
Chief Executive Officer
Brett Barons
CEO Symbion
Andrea Bell
Chief Information Officer
Simon Bunde
EGM Strategic Operations,
ESG and Innovation
Janelle Cain
General Counsel
Julie Dillon
CEO Animal Care
Leonard Hansen
Chief Financial Officer
David Lewis
EGM Strategy
Jacinta McCarthy
Group GM – Human Resources
Matt Muscio
CEO Medical Technology
Auditor
Deloitte Limited
Christchurch
Securities exchange
EBOS Group Limited shares are
quoted on the New Zealand Securities
Exchange and the Australian Securities
Exchange (NZX/ASX code: EBO).
Share register
Computershare Investor Services Ltd
Private Bag 92119
Auckland 1142
New Zealand
Telephone: +64 9 488 8777
Computershare Investor Services
Pty Ltd
GPO Box 3329
Melbourne, Victoria 3001
Australia
Telephone: 1800 501 366
Managing your
shareholding online
To change your address, update your
payment instructions and to view
your Investment portfolio, including
transactions, please visit:
www.computershare.com/
investorcentre
General enquiries can be directed to:
• enquiry@computershare.co.nz
• Private Bag 92119, Auckland 1142,
New Zealand or GPO Box 3329,
Melbourne, Victoria 3001, Australia
• Telephone (NZ) +64 9 488 8777 or
(Aust) 1800 501 366
• Facsimile (NZ) +64 9 488 8787 or
(Aust) +61 3 9473 2500
Please assist our registrar by quoting
your CSN or shareholder number.
Annual Meeting
The Annual Meeting of EBOS Group
Limited will be held on Thursday,
27 October 2022 at 2pm, at the Park
Hyatt Hotel, 99 Halsey Street,
Auckland, New Zealand.
This Annual Report is printed on environmentally responsible paper, produced using
FCS® certified 100% Post Consumer Recycled, Process Chlorine Free (PCF) pulp.
Directory
ebosgroup.com
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.