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Fonterra Shareholders’ Fund Interim Results 2023

Half Year Results15 March 2023FCGConsumer Staples

Page 1

Results for announcement to the market

Results for announcement to the market

Name of issuer Fonterra Shareholders’ Fund

Reporting Period 6 months to 31 January 2023

Previous Reporting Period 6 months to 31 January 2022

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$39,000 N/A

Total Revenue $39,000 N/A

Net profit/(loss) from continuing

operations

$nil -%

Total net profit/(loss) $nil -%

Interim Distribution

Amount per Quoted Equity

Security

$ 0.10

Imputed amount per Quoted

Equity Security

Not Applicable

Record Date 23/03/2023

Distribution Payment Date 14/04/2023

Current period Prior comparable period

Net tangible assets per Quoted

Equity Security

$3.23 $3.50

A brief explanation of any of the

figures above necessary to

enable the figures to be

understood

Please refer to the unaudited interim financial statements for further

explanation. Revenue from continuing operations comprises net fair value

movements of Economic Rights of Fonterra Shares, and (if any) dividend

income. Revenue from continuing operations has moved from a loss in the

prior period of $10,000,000 to a gain for the current reporting period.

Therefore, the percentage change is not considered meaningful.

Authority for this announcement

Name of person


authorised to

make this announcement

Andrew Cordner


Contact person for this

announcement

Simon Till


Contact phone number

+64 21 777 807


Contact email address

Investor.relations@fonterra.com


Date of release through MAP


16/03/2023


Unaudited interim financial statements accompany this announcement.

---

Fonterra
Shareholders’

Fund

Interim Report

FOR THE SIX MONTHS ENDED 31 JANUARY 2023

Contents
CHAIR REPORT03

MANAGER’S STATEMENT04

STATEMENT OF COMPREHENSIVE INCOME05

STATEMENT OF CHANGES IN AMOUNTS ATTRIBUTABLE TO UNIT HOLDERS05

STATEMENT OF FINANCIAL POSITION06

CASH FLOW STATEMENT06

SIGNIFICANT ACCOUNTING POLICIES07

NOTES TO THE INTERIM FINANCIAL STATEMENTS08

INDEPENDENT REVIEW REPORT10

DIRECTORY11

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

02

Chair Report
Dear unit holders,

Fonterra has had a strong first six months for the 2023 financial year.

Profit after tax increased 50% to $546 million, and an interim dividend of

10 cents per share has been declared.

As a result, unit holders will receive an interim distribution of 10 cents

per unit. The record date for the interim distribution is 23 March

2023 and the payment date is 14 April 2023. The suspension of the

distribution reinvestment plan remains in place as Fonterra progresses

the requirements to implement its Flexible Shareholding structure on

28 March 2023.

Fonterra has upgraded its full year forecast normalised earnings from

50-70 cents per share to 55-75 cents per share, and noted it expected

to be able to pay a strong full year dividend. It has also provided an

update on its proposed capital return to shareholders and unit holders,

including the intention to distribute around 50 cents per share, subject to

completion of the sale of its Chilean business, Soprole.

It is pleasing to see Fonterra performing well against a backdrop of

ongoing market volatility, with the business’ scale and diversification

across channels and markets enabling it to navigate through disruption

and make the most of favourable market conditions in several areas.

I will take the opportunity to note in this report some of the highlights

and challenges so far. For further clarity and detail, I encourage you to

read Fonterra’s 2023 Interim Report.

At the AGM in November 2022 we farewelled John Shewan, Kim Ellis and

Donna Smit from the Board and two new Independent Directors; Carlie

Eve and Alastair Hercus were elected to the Board. Fonterra appointed

John Nicholls as a Director.

Capital returns

Fonterra had previously stated an intention to return around NZ$1 billion

to shareholders and unit holders by FY24, subject to the reviews of its

ownership of Fonterra Australia and Soprole. Fonterra has since made

the decision to retain full ownership of Fonterra Australia. However,

the sale of Soprole is proceeding and recently received approval from

the Chilean competition authority in February. The sale of Soprole

remains subject to satisfaction of several other conditions including

commencement of an irrevocable public tender offer process in Chile for

the outstanding shares in Soprole not already owned by Fonterra.

Following completion of the sale of Soprole, Fonterra intends to return

around 50 cents per share and unit, which is approximately $800 million.

Fonterra CEO, Miles Hurrell, has said Fonterra is aiming for a record date

for the proposed capital return in late September 2023, with cash to be

received by shareholders and unit holders the following month.

FSF Management Company Limited (FSF) has been briefed on the

proposed mechanism by which Fonterra proposes to return capital to

shareholders and unit holders later this year. The board of FSF formed a

subcommittee of independent directors to consider the matter and has

obtained independent legal advice.

The independent directors are satisfied the mechanism proposed

by Fonterra is appropriate to ensure unit holders are paid the same

proportionate amount of cash in relation to the economic rights held

in the Fonterra Shareholders’ Fund, as would be distributed to Fonterra

shareholders.

More information on the process will be provided to shareholders and

unit holders in due course.

Business performance for the first six months

of FY23

The Fund, and the Board of FSF Management Company Limited that

oversees it, have no direct involvement in Fonterra’s operations.

However, as a holder of economic rights in Fonterra, the performance of

the Fund is tied directly to Fonterra’s performance.

Fonterra’s operating performance is up significantly on the prior year,

with Total Group normalised EBIT of $940 million, up $333 million or

55%, from $607 million.

The performance reflects favourable margins in Fonterra’s Ingredients

channel driven mainly by the demand for protein and cheese products

across multiple markets at a time of constrained supply. The Ingredients

channel normalised EBIT increased $494 million, or 118%, to $911 million.

Fonterra’s Foodservice channel normalised EBIT has also improved, up

$81 million, or 95%, to $166 million as its in-market product prices adjust

to reflect the higher cost of milk.

Fonterra’s Consumer channel normalised EBIT was down $177 million

and resulted in a loss of $94 million, mainly due to several markets

continuing to find conditions challenging and Fonterra recognising

impairments to its New Zealand consumer business and its Asia brands

Anlene™, Anmum™ and Chesdale™.

Fonterra’s domestic consumer business, Fonterra Brands New Zealand

(FBNZ), has been under margin pressure for some time and is not

improving as fast as planned. The performance of Fonterra’s Asia brands

has been impacted by weakening currency in the markets they operate,

higher interest rates and a declining economic environment in some

South East Asian markets.

For these reasons, Fonterra has revised down the valuation of FBNZ by

$92 million and its Asia brands Anlene™, Chesdale™ and Anmum™ by

$70 million.

Fonterra has noted that the global operating environment remains

challenging with heightened market volatility, inflationary pressures, higher

interest rates, as well as weather events impacting the supply chain.

Despite these challenges, Fonterra notes that it continues to exercise

financial discipline with a focus on delivering returns, while managing

higher costs and ongoing market disruption. Fonterra’s return on capital

over the last 12 months was 8.6%, up from 6.1% for the prior period, and

its free cash flow for the first six months is more favourable relative to

the same time last year, reflecting increased earnings and the sale of the

additional inventory held at the end of the 2022 financial year.

Outlook for remainder of FY23

Mr Hurrell has noted the strong margins in Fonterra’s Ingredients

channel have been sustained longer than initially assumed, which is

factored into the increase of the full year forecast normalised earnings

guidance up to 55-75 cents per share. The forecast does assume that

these higher margins will return to more normal levels later in the

year. Fonterra’s contract rate for product to customers is in line with

its expectations, but there are a number of risks Fonterra continues to

watch and this is reflected in the 20 cent quantum of the guidance range.

Mr Hurrell believes the outlook for high quality sustainable New Zealand

dairy remains positive, and with Fonterra’s clear strategy it is well-

positioned to take advantage of this demand.

Mary Jane Daly

Chair

FSF Management Company Limited

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

03

CONTENTS

Manager’s Statement
FOR THE SIX MONTHS ENDED 31 JANUARY 2023

FSF Management Company Limited (the Manager) presents to the unit

holders the interim financial statements for the Fonterra Shareholders’

Fund (the Fund) for the six months ended 31 January 2023.

The Manager is responsible for presenting interim financial statements

for the six months which fairly present the financial position of the Fund

and its financial performance and cash flows for that period.

The Manager considers the interim financial statements of the Fund 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 Manager believes that proper accounting records have been kept

which enable, with reasonable accuracy, the determination of the

financial position of the Fund and facilitate compliance of the interim

financial statements with the Financial Markets Conduct Act 2013 and

the Fonterra Shareholders’ Fund Trust Deed.

The Manager considers that it has taken adequate steps to

safeguard the assets of the Fund, and to prevent and detect fraud

and other irregularities.

The Manager approves and authorises for issue the interim financial

statements for the six months ended 31 January 2023 presented on

pages 5 to 9.

For and on behalf of the Board of the Manager:

Mary Jane Daly

Chair

FSF Management Company Limited

15 March 2023

Alastair Hercus

Director

FSF Management Company Limited

15 March 2023

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

04

CONTENTS

Statement of Comprehensive Income
FOR THE SIX MONTHS ENDED 31 JANUARY 2023

$ MILLION

SIX MONTHS ENDEDYEAR ENDED

31 JAN 2023

UNAUDITED

31 JAN 2022

UNAUDITED

31 JUL 2022

AUDITED

Net fair value gain/(loss) on revaluation of Economic

Rights of Fonterra shares23(26)(78)

Dividend income161621

Investment income/(expense)39(10)(57)

Net (increase)/decrease in fair value of amounts

attributable to unit holders(23)2678

Distributions to unit holders(16)(16)(21)

Finance (cost)/income(39)1057

Profit before tax–––

Tax exp ense–––

Profit for the period–––

There are no items of other comprehensive income.

Statement of Changes in Amounts Attributable to Unit Holders

FOR THE SIX MONTHS ENDED 31 JANUARY 2023

$ MILLION

Amounts attributable to unit holders at 1 August 2022

324

Movements:

Revaluation of amounts attributable to unit holders23

Amounts attributable to unit holders at 31 January 2023 (unaudited)347

Amounts attributable to unit holders at 1 August 2021402

Movements:

Revaluation of amounts attributable to unit holders(26)

Amounts attributable to unit holders at 31 January 2022 (unaudited)376

Amounts attributable to unit holders at 1 August 2021

402

Movements:

Revaluation of amounts attributable to unit holders(78)

Amounts attributable to unit holders at 31 July 2022 (audited)324

The accompanying significant accounting policies and notes form part of these interim financial statements.

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

05

CONTENTS

Cash Flow Statement
FOR THE SIX MONTHS ENDED 31 JANUARY 2023

$ MILLION

SIX MONTHS ENDEDYEAR ENDED

31 JAN 2023

UNAUDITED

31 JAN 2022

UNAUDITED

31 JUL 2022

AUDITED

Cash flows from operating activities

Cash was provided from:

–Dividends received161621

Net cash flows from operating activities161621

Cash flows from financing activities

Cash was applied to:

–Distributions paid to unit holders (16)(16)(21)

Net cash flows from financing activities(16)(16)(21)

Net change in cash and cash equivalents–––

Cash and cash equivalents at the beginning of

the period–––

Cash and cash equivalents at the end of the period–––

Statement of Financial Position

AS AT 31 JANUARY 2023

NOTES

$ MILLION

31 JAN 2023

UNAUDITED

31 JAN 2022

UNAUDITED

31 JUL 2022

AUDITED

Assets

Economic Rights of Fonterra shares2347376324

Total assets347376324

Liabilities

Amounts attributable to unit holders3347376324

Total liabilities347376324

The accompanying significant accounting policies and notes form part of these interim financial statements.

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

06

CONTENTS

Significant Accounting Policies
FOR THE SIX MONTHS ENDED 31 JANUARY 2023

a) General information

The Fonterra Shareholders’ Fund (FSF or the Fund) is a New Zealand managed investment scheme established

to be the ‘Authorised Fund’ under Fonterra’s Trading Among Farmers scheme. It is an FMC Reporting Entity

registered under the Financial Markets Conduct Act 2013 and its governing document is the Fonterra

Shareholders’ Fund Trust Deed (the Trust Deed) dated 23 October 2012 (as amended) and has a life of

80 years. Under the Trust Deed, the Fund may invest only in authorised investments, which are the Economic

Rights of Fonterra shares (Economic Rights), and issue units to investors. It may not invest directly in Fonterra

shares (Shares).

The Fund is listed on the NZX Main Board operated by NZX Limited and as a Foreign Exempt Listing on the

Australian Securities Exchange operated by ASX Limited. The activities of the Fund and the issue of units to the

public are managed by FSF Management Company Limited (the Manager). The immediate and ultimate parent of

the Fund is Fonterra Co-operative Group Limited (Fonterra, or the Co-operative).

The New Zealand Guardian Trust Company Limited (the Trustee) acts as the trustee for the Fund. The Economic

Rights assets are held on trust for the Trustee under the Fonterra Economic Rights Trust by Fonterra Farmer

Custodian Limited (the Custodian). The trustees of the Fonterra Farmer Custodian Trust also hold one unit known

as the Fonterra unit.

The registered office of the Manager is 109 Fanshawe Street, Auckland Central, Auckland 1010, New Zealand.

These interim financial statements were authorised for issue by the Manager on 15 March 2023.

Fonterra interim financial statements

Investors are encouraged to read the interim financial statements of Fonterra, together with the interim financial

statements of the Fund, given that the performance of the Fund is driven by the performance of Fonterra.

The Fonterra interim financial statements can be found at www.fonterra.com in the ‘Investors/Results &

Reporting’ section.

Fonterra’s capital structure review

At a Special Meeting held on 9 December 2021, Fonterra shareholders voted in favour of capital structure related

amendments to Fonterra’s Constitution that would give effect to the Flexible Shareholding structure (Flexible

Shareholding). The legislative changes required to enable Flexible Shareholding have been approved by Parliament

and Fonterra has announced that Flexible Shareholding will be implemented in late March 2023.

Since 6 May 2021 when Fonterra commenced consultation on its capital structure review and capped the Fund,

the ability for the Fund to acquire Economic Rights and issue units to investors (i.e. to exchange shares for units)

on a day-to-day basis has been suspended. This remains, as a capped Fund is a feature of Flexible Shareholding.

Under the Constitution, the Fonterra Board retains its current rights to regulate this process. If, in the future,

the Board considered it was appropriate to increase the Fund size, it could do so up to the overall limit specified

in the Constitution.

Flexible Shareholding caps the overall Fund size at 10% of the total number of Fonterra shares on issue. As at

31 January 2023, the Fund size is 6.7%.

On 8 June 2022 Fonterra announced that it would allocate up to $50 million to an on-market share buyback

programme, commencing 30 June 2022. During the six months ended 31 January 2023 Fonterra had bought

back 3,530,916 shares at total cost of $9 million. The buyback has not had a material impact to the Fund

size percentage.

Units continue to be available on the NZX and ASX to buy and sell and unit holders continue to be eligible to

receive distributions.

Information about Fonterra’s capital structure review is available in the ‘Investors/Capital Structure’ section of

Fonterra’s website.

As the Fund is retained under Flexible Shareholding, and Fonterra has no current intention to buy back the Fund,

these financial statements have been prepared on a going concern basis.

Activities

The principal activity of the Fund is to acquire and hold Economic Rights and issue units to investors to allow

investors in the Fund an opportunity to earn returns based on the financial performance of Fonterra.

b) Basis of preparation

These unaudited interim financial statements comply with International Accounting Standard 34 Interim Financial

Reporting and New Zealand Equivalent to International Accounting Standard 34 Interim Financial Reporting.

They have also been prepared in accordance with Generally Accepted Accounting Practice (GAAP) applicable to

for-profit entities. These interim financial statements do not include all the information and disclosures required

in the annual financial statements, and should be read in conjunction with the financial statements for the year

ended 31 July 2022.

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

presentation currency, and rounded to the nearest million, except where otherwise stated.

The accounting policies applied in the preparation of these interim financial statements are consistent with those

applied in the financial statements for the year ended 31 July 2022.

c) Operating segments

The Fund’s investments only include Economic Rights assets and the Fund’s performance is evaluated on an

overall basis. Therefore, the Fund is a single-segment entity.

All of the Fund’s income is from investments in the Economic Rights.

The internal reporting provided to the Board of the Manager, which is the Fund’s chief operating decision maker,

for the Fund’s assets, liabilities and performance is prepared on a consistent basis with the measurement and

recognition principles of NZ IFRS. The Board of the Manager reviews the Fund’s internal reporting in order to

assess the performance and position of the Fund.

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

07

CONTENTS

1 FAIR VALUE MEASUREMENT
The Fund measures the Economic Rights and amounts attributable to unit holders at fair value.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants at the measurement date.

The Fund uses the following fair value hierarchy that reflects the significance of the inputs used in making

the measurements:

–Level 1: Quoted price (unadjusted) in an active market for an identical instrument.

–Level 2: Valuation techniques based on observable inputs, either directly (i.e. as prices) or indirectly

(i.e. derived from prices). This category includes instruments valued using: quoted prices in active markets for

similar instruments; quoted prices for identical or similar instruments in markets that are considered less than

active; or other valuation techniques for which all significant inputs are directly or indirectly observable from

market data.

–Level 3: Valuation techniques using significant unobservable inputs. The Fund has no Level 3 instruments.

The Fund’s amounts attributable to unit holders is a Level 1 instrument as the unit price is quoted on the NZX

Main Board, which is considered to be an active market. The Manager considers market prices to be the most

representative measure of fair value as they are used by market participants as a practical expedient for fair

value measurement.

Where there is a bid and ask price, the Fund uses the price within that range that is most representative of fair

value. Where the last traded price is within that range, the Fund uses the last traded price as fair value. Where the

last traded price falls outside that range the Fund uses the mid-point between the bid and ask prices.

The market is monitored on an on-going basis to confirm that it remains active for the purposes of establishing

fair value.

Economic Rights are Level 2 instruments as Economic Rights are not listed and there is no active market for

Economic Rights assets. Economic Rights are valued using the quoted price of units (which are considered to be a

materially comparable instrument) in the Fund listed on the NZX Main Board. The validity of assumptions relating

to the comparability between a unit and an Economic Right has been considered in the context of Fonterra’s

capital structure review and remains appropriate.

There have been no transfers between the categories in the fair value hierarchy during any of the

periods presented.

2 ECONOMIC RIGHTS OF FONTERRA SHARES

The Economic Rights are held on trust for the Fund by the Fonterra Farmer Custodian Trust under the Fonterra

Economic Rights Trust.

AS AT

31 JAN 2023

UNAUDITED

AS AT

31 JAN 2022

UNAUDITED

AS AT

31 JUL 2022

AUDITED

Value of Economic Rights ($ million)347376324

Number of Economic Rights107,410,984107, 417, 32 2107, 417, 32 2

The Economic Rights are measured at fair value, calculated as the number of Economic Rights held multiplied by

the established fair value for each Economic Right.

$ MILLION

SIX MONTHS ENDEDYEAR ENDED

31 JAN 2023

UNAUDITED

31 JAN 2022

UNAUDITED

31 JUL 2022

AUDITED

Opening value of Economic Rights 324402402

Movements:

Revaluation of Economic Rights23(26)(78)

Closing value of Economic Rights347376324

Notes to the Interim Financial Statements

FOR THE SIX MONTHS ENDED 31 JANUARY 2023

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

08

CONTENTS

Notes to the Interim Financial Statements (CONTINUED)
FOR THE SIX MONTHS ENDED 31 JANUARY 2023

3 AMOUNTS ATTRIBUTABLE TO UNIT HOLDERS

SIX MONTHS ENDEDYEAR ENDED

31 JAN 2023

UNAUDITED

31 JAN 2022

UNAUDITED

31 JUL 2022

AUDITED

Value of amounts attributable to unit holders at the end of the

period ($ million)

1

347376324

Opening number of units on issue

2

1 0 7, 4 1 7, 3 2 2107,420,162107,420,162

Movements:

Number of units redeemed (6,338)(2,840)(2,840)

Closing number of units on issue107,410,984107, 417, 32 2107, 417, 32 2

1 The amounts attributable to unit holders is measured at fair value, calculated as the number of units on issue multiplied by the unit market price at

31 January 2023 of $3.23 (31 January 2022: $3.50; 31 July 2022: $3.02).

2 Included in the total number of units is one Fonterra unit, held by the Fonterra Farmer Custodian Trust, which was issued at inception of the Fund.

The key rights of the Fonterra unit holder are set out in the Fund’s Annual Financial Statements for the year ended 31 July 2022.

4 NET ASSETS PER SECURITY

As at 31 January 2023, the net assets per unit on issue was $3.23 (31 January 2022: $3.50; 31 July 2022: $3.02).

5 COMMITMENTS AND CONTINGENT LIABILITIES

The Fund has no material commitments or contingent liabilities as at 31 January 2023 (31 January 2022: nil;

31 July 2022: nil).

6 SUBSEQUENT EVENTS

Declaration of distribution

On 15 March 2023, the Board of Directors of Fonterra declared an interim dividend of 10 cents per share.

Following Fonterra’s dividend declaration, the Board of the Manager declared an interim distribution of 10 cents

per unit. The distribution will be paid on 14 April 2023 to the unit holders on the register at 23 March 2023.

The Distribution Reinvestment Plan does not apply to this distribution.

Changes in unit price

Units are traded on the NZX and ASX and accordingly the unit price changes regularly, including during the period

between balance date and the date these interim financial statements were authorised for issue. Changes in the

market price of the units result in a corresponding change in the value of the Economic Rights asset held by the

Fund. Daily unit prices are available on the NZX website.

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

09

CONTENTS

Independent Review Report
To the unit holders of Fonterra Shareholders’ Fund

REPORT ON THE INTERIM FINANCIAL STATEMENTS

Conclusion

We have completed a review of the accompanying interim financial statements which comprise:

–the statement of financial position as at 31 January 2023;

–the statements of comprehensive income, changes in amounts attributable to unit holders and the cash flow

statement for the 6 month period then ended; and

–notes, including a summary of significant accounting policies and other explanatory information.

Based on our review, nothing has come to our attention that causes us to believe that the interim financial

statements on pages 5 to 9 do not:

i. present fairly in all material respects the Fund’s financial position as at 31 January 2023 and its financial

performance and cash flows for the 6 month period ended on that date; and

ii. comply with NZ IAS 34 Interim Financial Reporting (NZ IAS 34) and IAS 34 Interim Financial Reporting (IAS 34).

Basis for conclusion

A review of interim financial statements in accordance with NZ SRE 2410 Review of Financial Statements Performed

by the Independent Auditor of the Entity (“NZ SRE 2410”) is a limited assurance engagement. The auditor performs

procedures, consisting of making enquiries, primarily of persons responsible for financial and accounting matters,

and applying analytical and other review procedures.

As the auditor of Fonterra Shareholders’ Fund, NZ SRE 2410 requires that we comply with the ethical

requirements relevant to the audit of the annual financial statements.

Other than in our capacity as auditor we have no relationship with, or interests in, the Fund.

Use of this Independent Review Report

This report is made solely to the unit holders as a body. Our review work has been undertaken so that we might

state to the unit holders those matters we are required to state to them in the Independent Review 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 unit holders as a body for our review work, this report, or any of the opinions we have formed.

Responsibilities of the Manager for the interim financial statements

The Manager, on behalf of the Fund, are responsible for:

–the preparation and fair presentation of the interim financial statements in accordance with NZ IAS 34 and

IAS 34;

–implementing necessary internal control to enable the preparation of interim financial statements that are fairly

presented and free from material misstatement, whether due to fraud or error; and

–assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to

going concern and using the going concern basis of accounting unless they either intend to liquidate or to cease

operations or have no realistic alternative but to do so.

Auditor’s Responsibilities for the review of the interim financial statements

Our responsibility is to express a conclusion on the interim financial statements based on our review. We

conducted our review in accordance with NZ SRE 2410. NZ SRE 2410 requires us to conclude whether anything

has come to our attention that causes us to believe that the interim financial statements are not prepared, in all

material respects, in accordance with NZ IAS 34 and IAS 34.

The procedures performed in a review are substantially less than those performed in an audit conducted in

accordance with International Standards on Auditing (New Zealand). Accordingly, we do not express an audit

opinion on these interim financial statements.

This description forms part of our Independent Review Report.

KPMG

Auckland

15 March 2023

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

10

CONTENTS

Directory
REGISTERED OFFICE OF THE MANAGER OF THE FUND – NEW ZEALAND

109 Fanshawe Street

Auckland Central, Auckland 1010

Telephone: +64 9 374 9000

REGISTERED OFFICE OF THE MANAGER OF THE FUND – AUSTRALIA

C/o Fonterra Australia Pty. Ltd.

Level 2, 40 River Boulevard

Richmond, Victoria 3121

Telephone: +61 3 8541 1588

DIRECTORS OF THE MANAGER OF THE FUND

Mary Jane Daly

Carlie Eve

Alastair Hercus

Andrew Macfarlane

John Nicholls

COMPANY SECRETARY

Andrew Cordner

SUPERVISOR

The New Zealand Guardian Trust Company Limited

Level 6, 191 Queen Street

Auckland Central, Auckland 1010

New Zealand

AUDITOR OF THE FUND AND THE MANAGER OF THE FUND

KPMG

18 Viaduct Harbour Avenue

Auckland 1010

New Zealand

LEGAL ADVISERS TO THE MANAGER OF THE FUND

Chapman Tripp

Level 34, PwC Tower

15 Customs Street West, Auckland 1010

New Zealand

SHARE REGISTRAR – NEW ZEALAND

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna, Auckland 0622

Private Bag 92119, Auckland 1142

Telephone: +64 9 488 8700

SHARE REGISTRAR – AUSTRALIA

Computershare Investor Services Pty. Limited

Yarra Falls, 452 Johnston Street

Abbotsford, Victoria 3067

GPO Box 2975

Melbourne, Victoria 3000

Telephone: 1800 501 366 (within Australia)

Telephone: +61 3 9415 5000 (outside Australia)

FONTERRA SHAREHOLDERS’ FUND

INTERIM REPORT 2023

11

CONTENTS

fonterra.com

---

Page 1

Distribution Notice

Section 1: Issuer information

Name of issuer

Fonterra Shareholders’ Fund

Financial product name/description Fonterra Shareholders’ Fund Units

NZX ticker code FSF

ISIN (If unknown, check on NZX website) NZFSFE0001S5

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year Quarterly

Half Year X Special

DRP applies

Record date 23/03/2023

Ex-Date (one business day before the

Record Date)

22/03/2023

Payment date (and allotment date for DRP) 14/04/2023

Total monies associated with the

distribution

1


$10,741,098


Source of distribution (for example, retained

earnings)

Retained earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.10000000

Gross taxable amount

3

$0.10000000

Total cash distribution

4

$0.10000000

Excluded amount (applicable to listed PIEs) $0.10000000

Supplementary distribution amount Not Applicable

NOTE: FSF is a Foreign Investment Variable Rate PIE. The whole distribution is excluded income for NZ

resident investors. PIE tax (for resident investors) or NRWT (for non-residents) may be deducted at the rate

appropriate for the investor.


1

Based on the number of units on issue at the date of the form.

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of Resident

Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT. This should include

any excluded amounts, where applicable to listed PIEs.



Page 2


Section 3: Imputation credits and Resident Withholding Tax

5


Is the distribution imputed Fully imputed

Partial imputation

No imputation

If fully or partially imputed, please state

imputation rate as % applied

6


Not Applicable

Imputation tax credits per financial product Not Applicable

Resident Withholding Tax per financial

product

$-

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any) Not Applicable

Start date and end date for determining

market price for DRP

Not Applicable Not Applicable

Date strike price to be announced (if not

available at this time)

Not Applicable

Specify source of financial products to be

issued under DRP programme (new issue

or to be bought on market)

Not Applicable

DRP strike price per financial product Not Applicable

Last date to submit a participation notice for

this distribution in accordance with DRP

participation terms

Not Applicable

Section 5: Authority for this announcement

Name of person authorised to make this

announcement

Andrew Cordner

Contact person for this announcement Simon Till

Contact phone number +64 21 777 807

Contact email address Investor.relations@fonterra.com

Date of release through MAP 16/03/2023



5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is fully imputed the

imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute advice as to whether or not RWT

needs to be withheld.


6

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

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

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