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NZK – NZ King Salmon Investments Limited FY23 Results

Full Year Results28 March 2023NZKConsumer Staples

Market Announcement

29 March 2023 


NZK - NEW ZEALAND KING SALMON INVESTMENTS LIMITED ANNOUNCES FY23 RESULT


New Zealand King Salmon Investments Ltd (NZX & ASX: NZK) reports its financial performance for

the 12 months period ended 31 January 2023 (FY23). Key points include:



• FY23 net profit for the year of $1.9 million, compared to a net loss of $73.2 million

in FY22.

• FY23 pro-forma EBITDA was a loss of $4.4 million, compared to an EBITDA profit of $6.7

million in FY22 (FY22 included $13.5 million of gains from the early close of FX

contracts).

• Sales volumes decreased from 7,672MT in FY22 to 5,837MT in FY23 (a decrease of

24%).

• Revenues decreased from $174.5 million in FY22 to $167.1 million in FY23 (a decrease of

4%).

• The mortality cost increased from $20.8 million in FY22 to $25.9m in FY23. 



New Zealand King Salmon Chairman John Ryder said: “I am pleased to say that after a particularly

difficult period, our results have improved. This is due to several changes we have made across the

business, including the excellent work done by our aquaculture team in executing our new farming

strategies over summer.


“The company’s balance date of 31 January results in summer spanning across two financial year

ends. The increase in mortality expense on FY22 is attributable to the mortality event which

occurred during the previous summer. We are now seeing the benefit of our new farming strategies

in the current summer period (1 December – 22 March) with mortality reducing from $13.5m to

$2m, which is a significant improvement on the same period last year. This is reflected in the chart

below (orange line reflects the most recent summer):






















01

Dec

08

Dec

15

Dec

22

Dec

29

Dec

05

Jan

12

Jan

19

Jan

26

Jan

02

Feb

09

Feb

16

Feb

23

Feb

02

Mar

09

Mar

16

Mar

23

Mar

30

Mar

Summer 2022/23 Mortality lowest in last 6 years

(Metric Tonnes)

2017 / 182018 / 192019 / 20

2020 / 212021 / 222022 / 23


“In a supplementary strategy, we implemented a seasonal harvest, whereby we harvest smaller fish

as additional volume prior to the summer months. Towards the end of FY23, we successfully

completed the first seasonal harvest from Ruakaka farm in the Queen Charlotte Sound, resulting in

an approximate increase of 750 tonnes of biomass,” Mr Ryder added.


“The key lesson in facing adversity is how you react to it. The Board and leadership team have made

significant changes to our operations that gives us confidence for the future.”



Acting Chief Executive Graeme Tregidga said: “First and foremost we have focused on the health of

our fish and the right sizing of the business. We are making good progress and we acknowledge we

have much more work to do.



“We also received news that our Blue Endeavour resource consent application to farm in the open

ocean (7km north of Cape Lambert, in Cook Strait) had been approved by commissioners. We had

two appeals that the company hopes to mediate to a successful conclusion,” Mr Tregidga added.



The Board is providing pro-forma EBITDA guidance in a range of $21m to $25m for FY24. In providing

this guidance, NZK is no longer removing the impact of IFRS16 leases, which has the impact of adding

~$1.4m to the EBITDA range.



Authorised by:

Board of Directors of New Zealand King Salmon Investments Limited



For investor or analyst queries, please contact:

Graeme Tregidga, Acting CEO, New Zealand King Salmon Investments Ltd,


graeme.tregidga@kingsalmon.co.nz

Ben Rodgers, CFO and Company Secretary, New Zealand King Salmon Investments Ltd,

ben.rodgers@kingsalmon.co.nz




About New Zealand King Salmon 


New Zealand King Salmon is the world’s largest aquaculture producer of the premium King salmon

species. We operate under our four key brands: Ōra King, Regal, Southern Ocean, and Omega Plus,

as well as our New Zealand King Salmon label. We have been growing and selling King salmon to

consumers for more than 30 years. 




More information can be found at www.kingsalmon.co.nz

---

NZK
Results announcement

31 January 2023



Results for announcement to the market

Name of issuer New Zealand King Salmon Investments Limited

Reporting Period 12 months to 31 January 2023

Previous Reporting Period 12 months to 31 January 2022

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$167,131 (4%)

Total Revenue $167,131 (4%)

Net profit from continuing

operations

$1,891 <>%

Total net profit $1,891 <>%

Interim/Final Dividend

Amount per Quoted Equity

Security

$ nil

Imputed amount per Quoted

Equity Security

$ nil

Record Date N/A

Dividend Payment Date N/A

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$0.30 $0.76

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Decrease Net tangible asset per Quoted Equity Security reflects

the impact of the rights issue completed in May.

No final dividend was declared in respect of the 12 months

ended 31 January 2023.

Authority for this announcement

Name of person


authorised

to make this announcement

Ben Rodgers

Contact person for this

announcement

Ben Rodgers

Contact phone number 03 548 5714

Contact email address Ben.rodgers@kingsalmon.co.nz

Date of release through MAP


29/03/23


Audited financial statements accompany this announcement. Pursuant to ASX Listing

Rule 1.15.3, New Zealand King Salmon Investments Limited confirms that it continues

to comply with the rules of its home exchange (the NZX Main Board)

---

ANNUAL REPORT
2023

Contents
OVERVIEW .......................................3

OUR PEOPLE, CULTURE

AND PROCESSES ...............................15

AQUACULTURE .................................18

SUSTAINABILITY ..............................23

KEEPING OUR BRANDS PROMINENT ......27

LEADERSHIP & CORPORATE

GOVERNANCE ..................................31

FINANCIAL STATEMENTS ....................64

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS2

Overview

CHAIR AND
CEO REPORT

CLIMATE CHANGE

NZKS farms King salmon in Pelorus and Queen Charlotte

Sounds in the Marlborough Sounds, as well as Tory

Channel. In recent years, the two Sounds have seen water

temperatures consistently above the optimum range for

salmon farming. In comparison, Tory Channel is exposed

to southerly swells, has strong tidal currents, consistently

colder water and has always been a haven for farming

salmon during warmer months.

According to the National Institute of Water and

Atmospheric Research (NIWA), 2022 was the hottest

year on record in New Zealand, driven by another La Niña

event. This resulted in extremely high fish mortalities

throughout January, February, and March (particularly

A key lesson when facing adversity is

how you react to it. The New Zealand

King Salmon Board and leadership

team have made significant changes

to our operations that gives us

confidence in future prospects.

the last two months) and a record loss for FY22.

We embarked upon a capital raise of $60.1 million to

preserve liquidity and restructure the balance sheet –

repaying all bank debt on a net basis.

We needed smarter strategies, with fish health being our

number one priority. In addition, fish that are fed and

raised but do not survive are expensive for the company

– costing over $20 million in mortalities for 2022. We

therefore sought a change of approach to our farming

practices to minimise the impact of ongoing climate

change. In a simple but significant move, we decided

to avoid the detrimental effect that warmer summer

temperatures had on our fish, rather than fight it.

John Ryder

CHAIR

Graeme Tregidga

ACTING CHIEF

EXECUTIVE OFFICER

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS4

OVERVIEW

IMPROVEMENT IN MORTALITIES
Our revised sea farm strategy involves maintaining

year–round farming operations in the Tory Channel,

which is consistently cooler than the Pelorus Sound

due to incoming water from the east coast current.

Three of the four active Pelorus Sound farms — Forsyth

Bay, Kopaua and Waihinau will be fallowed. The

one remaining Pelorus farm, Waitata, will remain

operational to evaluate vaccine and seasonal smolt

strategies.

In a supplementary strategy, we have implemented

a seasonal harvest, whereby we harvest smaller fish

as additional volume prior to the summer months.

Towards the end of FY23, we successfully completed

the first seasonal harvest from Ruakaka farm in the

Queen Charlotte Sound, resulting in an approximate

increase of 750 tonnes of biomass.

The 2023 summer mortalities improvement is

illustrated in the graph.

01

DEC

15

DEC

29

DEC

12

JAN

26

JAN

09

FEB

23

FEB

09

MAR

23

MAR

06

APR

SUMMER MORTALITY THIS YEAR

COMPARED TO LAST 5 YEARS

2022/232021/222020/212019/202018/192017/18

MT

Note that the orange “summer of 23” mortality line is well below

the green line for 2022.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS5OVERVIEWOVERVIEW

RIGHT SIZING
There is always a trade-off with significant change.

The adaptations we have made to our farming model

have naturally reduced our production volumes to an

annual harvest capacity of around 6,500 tonnes. To

compensate, the company embarked on a “right sizing”

exercise to lower expenses to a more appropriate level.

We reduced team numbers by around 20 per cent,

mostly by natural attrition (assisted by a strong labour

market), while other substantial cost saving initiatives

were successfully implemented.

IMPACT ON EARNINGS

Shareholders will appreciate that the company has a 31

January balance date. This means that the FY23 financial

year still had a legacy of mortality losses from the

previous summer, particularly February and March 2022.

FY23 had a net profit for the year of $1.9 million in FY23,

compared to a net loss of $73.2 million in FY22.

Pro-forma EBITDA for FY23 was a loss of $4.4 million,

compared to a pro-forma EBITDA profit of $6.7 million in

FY22 (including $13.5 million of positive forex close-outs).

However, the FY23 result was above our original guidance

range of an $8-$12 million pro-forma EBITDA loss provided

during the equity raise.

Sales volumes decreased from 7,672MT in FY22 to 5,837 in

FY23 (a decrease of 24%).

Revenues decreased from $174.5 million in FY22 to $167.1

million in FY23 (a decrease of 4%). This figure benefitted

from price increases in all markets.

The mortality cost increased from $20.8 million in FY22 to

$25.9 million in FY23.

We are happy to advise that with the warmer vulnerable

2023 months now largely behind us and the company

benefitting from a much lower level of mortalities at

the start of the financial year, FY24 is well placed for a

positive increase in earnings.

TARGET TONNES HARVESTED

6,500

REDUCTION TO

TEAM NUMBERS

20%

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS6OVERVIEWOVERVIEW

BLUE ENDEAVOUR
In November, we received the good news that our

Blue Endeavour resource consent application to farm

in the open ocean (7km north of Cape Lambert, in

Cook Strait) had been approved by the Commissioners –

albeit with two appeals that the company hopes to

successfully resolve.

It has taken six years and nearly $7 million to get to this

point and the hearing took nearly a year. The application

was supported by the Ministry for Primary Industries,

and we have now received a significant and encouraging

decision that will benefit the future for aquaculture

in New Zealand.

It also endorses the Government’s aspiration for the

nation to have $3 billion in revenue from aquaculture

farming by 2030. Protein is needed to feed the world

and salmon farming can be more sustainable than other

forms of protein farming, traditionally found on land.

New Zealand has one of the world’s largest Exclusive

Economic Zones, with a marine area more than 15 times

larger than its land mass and is therefore well placed to

provide quality King salmon to markets around the world.

Blue Endeavour is a medium to long term project with the

potential to add 10,000MT to our harvest volume, working

in conjunction with our nursery sites.

SUSTAINABILITY

Sustainability is a critical part of our business and social

licence, and we are adapting our programme to suit

environmental needs. We were therefore gratified to

see this recognised by receiving the 2022 Sustainability

Award at the Marlborough Chamber of Commerce

annual awards.

We completed another successful Best Aquaculture

Practices audit, receiving the highest possible 4-star

rating for the fifth consecutive year and submitted a

second Modern Slavery Statement to the ASX.

BUSINESS UPDATE

As part of the temporary austerity measures, we have

cut back and deferred capital expenditure. A major part

of the FY23 spend related to the continuation of capex

projects that commenced in FY22 (a new barge and net

cleaning vessel). The ongoing expenditure associated with

the Blue Endeavour resource consent application is also

coming to an end.

We also sold our Waiau hatchery at the end of FY23,

as it was surplus to requirements. Our two remaining

hatcheries are in Takaka and Tentburn.

Global supply chain issues continue, but we are pleased

to have a more consistent supply of feed due to the

recent commencement of direct shipping routes by the

two Tasmanian feed companies, Biomar Australia and

Skretting into the Top of the South.

Our brands also flourished in international markets, with

North American premium demand continuing to be

strong for Ōra King in foodservice and the Regal brand

in retail. Regal remains New Zealand’s most preferred

smoked salmon brand.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS7OVERVIEWOVERVIEW

John Ryder
CHAIR

Paul Steere

CHAIR, AUDIT AND FINANCE COMMITTEE

LEADERSHIP CHANGES

In November, Grant Rosewarne resigned after 13

years with the company. As CEO, Grant made a

significant contribution to the company, including

leading it through the IPO and the creation of its

global Ōra King brand. He had a wonderful passion

for the product and firmly believed in the quality

and health benefits of King salmon. This passion

led to major opportunities and successes overseas.

Grant also guided the company through several

recent challenges, including the Covid-19

pandemic and the application for the open ocean

water space. He has been a great champion for

the company and the aquaculture industry in

general. We wish him well.

The company has appointed Graeme Tregidga

as Acting CEO and commenced an international

search for a new CEO. Graeme is highly

experienced and was previously the company’s

General Manager of Sales.

SUMMARY

It has been a challenging year and the Board would like

to thank management and team members for their

commitment, and ability to adapt and navigate the

company during difficult times. We believe we have a more

stable farming and business model that reduces our mortality

risk and will profitably sustain a temporary reduction in

output, with a positive path towards increasing production.

Our earnings guidance range for FY24 of a pro-forma EBITDA

profit of $21m - $25m reflects these improvements.

Underpinning our efforts is the fact that we grow a healthy

and nutritious protein product, with a minimal environmental

footprint. The company remains the largest global producer

of the King salmon species, a premium fish in international

markets. Our brands continue to attract exceptionally high

prices around the world.

On behalf of the Board, we would also like to take this

opportunity to thank all stakeholders, including shareholders

and customers, who have continued to support us

throughout the year.

The annual report is dated 28 March 2023 and signed

on behalf of the Board by:

NEW ZEALAND KING SALMON fi ANNUAL REPORT FY23CONTENTS8OVERVIEWOVERVIEW

PERFORMANCE HIGHLIGHTS
GAAPPro-Forma*

NZ$000sFY23FY22% chg.FY23FY22% chg.

Volume Sold (t)5,837 7,672 -24%5,837 7,672 -24%

Revenue167,131 174,530 -4%167,131 174,530 -4%

Gross Margin30,623 12,743 140%22,285 21,563 3%

Gross Margin %18%7%13%12%

EBITDA11,698 (15,593)<>(4,415)6,698 <>

EBITDA %7%-9%-3%4%

EBIT3,276 (84,973)<>(11,251)(60,935)<>

NPAT1,891 (73,202)<>(8,417)(55,715)<>

GROUP FINANCIAL PERFORMANCE

KEY DRIVERS

• Performance impacted by mortality events

in Q1FY23, resulting in higher than forecast

mortality expenses

• Performance improvements in second half

of year in addition to a fair value uplift in

salmon biomass at sea

• Decrease in revenue is a direct result of

reduced biomass and volume

• Price increases, product optimisation and market

selection helped minimise the financial impact

of a reduction in volume

• Capex constrained to completion of pre-committed

long-term projects, with a considered approach to

overall reduction of operating expenses implemented

• Completion of pro rights offer in 1H23 contributed

to net cash position

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS9OVERVIEWOVERVIEW

PERFORMANCE HIGHLIGHTS
NZ$000

FY23 GAAP NPAT

FY23 PROFORMA

OPERATING EBITDA

NZ$000

-10

0

10

20

30

25.225.1106.7

7.1

1.9

FY19

(Jun)

FY20

(Jun)

FY22

(Jan)

FY21

(7 mths

to Jan)

FY23

(Jan)

FY19

(Jun)

FY20

(Jun)

FY22

(Jan)

FY21

(7 mths

to Jan)

FY23

(Jan)

4.4

-75

-50

-25

0

25

11.3

18

73.2

NZ$000

FY23 GAAP NPAT

FY23 PROFORMA

OPERATING EBITDA

NZ$000

-10

0

10

20

30

25.225.1106.7

7.1

1.9

FY19

(Jun)

FY20

(Jun)

FY22

(Jan)

FY21

(7 mths

to Jan)

FY23

(Jan)

FY19

(Jun)

FY20

(Jun)

FY22

(Jan)

FY21

(7 mths

to Jan)

FY23

(Jan)

4.4

-75

-50

-25

0

25

11.3

18

73.2

FY23FY22% chg.

Harvest Volume G&G (MT)6,0147, 3 8 2-19%

Average G&G Harvest Weight (Kg)3.123.50-11%

Feed Conversion Ratio (FCR)1.661.87-11%

Closing Livestock Biomass4,6206,015-23%

Feed Cost ($ / Kg of feed)3.062.3928%

BIOLOGICAL PERFORMANCE

FISH PERFORMANCE

Fish performance continues to be a key focus

for the business, we are confident the recent

adaptations to the sea farm production model

will ensure our future sustainability.

• Reduced harvest volumes as a result of

increased mortality events, overall harvest

volume for FY24 will increase as the cooler

water space in the Tory Channel is optimised

• Adapted aquaculture model has been fully

implemented, with the summer of 2022-2023

being the first year without stocks held in the

majority of the warmer water sites

• Seasonal harvest concept outperformed

initial expectations, resulting in overall lift

in FY23 harvest volume

• Significant increases in feed prices

throughout FY23 due to raw material

constraints (impact of global pandemic

and Russia/Ukraine war)

• Waitata farm in the Pelorus Sound is

showing encouraging results from the

commercial vaccine trial. Full results due

at end of Q1FY24

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS10OVERVIEWOVERVIEW

37
%

NORTH

AMERICA

NEW

ZEALAND

41

%

10

%

AUSTRALIA

5

%

ASIA

EX JAPAN

3

%

JAPAN

4

%

EUROPE

O U R

GLOBAL

SALES

FOOTPRINT

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS11OVERVIEW

NZ — 41% (FY22 40%)
Constrained supply across the business saw reduced

volumes being sold within the NZ domestic market

throughout FY23. Demand for quality protein remains

strong and this was reflected in pricing for premium

products. Supply chains have yet to fully recover and

this has created further demand for our product,

particularly in the retail sector.

Australia — 10% (FY22 7%)

Demand throughout the year was firm. Lower

supply volumes in the first half of the year meant a

realignment of pricing and rebuilding of sales. The

second half of the year saw strengthening foodservice

sales. Retail sales of our Regal branded products

continue to perform well despite the increase in price.

Demand for our high quality branded range

continues to outstrip supply. We have carefully

managed customer relationships to achieve a

price premium and strong brand engagement.

MARKET DYNAMICS

(SALES VALUE PER MARKET)

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS12OVERVIEW

Regal
19

%

New Zealand

King Salmon

40

%

34

%

Ōra King

Southern

Ocean

6

%

Omega

Plus

1

%

SALES BY

BRAND

($ FY23)

8

%

Wood

Roasted

Cold

Smoked

Other

6

%

15

%

Whole

Salmon

50

%

21

%

Fillets and

Portions

SALES BY

PRODUCT

($ FY23)

Domestic

retail

22

%

International

foodservice/retail

59

%

Domestic

Foodservice

19

%

SALES BY

CHANNEL

($ FY23)

North America — 37% (FY22 39%)

North American premium demand remains strong

with Ōra King in foodservice and Regal branded retail.

Foodservice sales volumes were reduced throughout

1HY23 and were in a rebuilding phase for 2HY23.

North America suffered with significant supply chain

disruptions that mostly affected our retail sales.

Japan — 3% (FY22 6%)

The Japan market volume reduction when comparing

to FY22 is due to cessation of frozen whole salmon

agreements as well as removal of some promotional

events. Inflation in Japan has been significantly lower

than our other trading markets and pricing increases

have been more challenging to implement.

Europe — 4% (FY22 3%)

Like other markets, Europe has been in a rebuilding

phase. We were unable to meet all the demand due

to the shortage of our supply. Pricing remains firm

and we have extended our Regal branded products

into additional retail outlets.

Asia (exc. Japan) — 5% (FY22 5%)

Supply chain disruptions provided challenging

trading conditions. Price increases added additional

pressures which suppressed demand. Support

remains strong for our product, and we continue

to drive our Regal branded products into retail

throughout Asia.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS13OVERVIEW

OUR YEAR IN
SUMMARY

FEB

APR

JUN

2022

2023

Elevated summer

temperatures

contribute to increased

fish mortalities at

sea farms

Victoria Taylor

appointed to the Board

of New Zealand King

Salmon Investments

Limited as an

Independent Director

Elevated summer

temperatures

contribute to

increased fish

mortalities at

sea farms

Introduction of fish to

Tentburn’s new first

feeding facility

NZKS announces a

$60.1 million pro rata

rights offer, proceeds

used to repay

debt following the

impact of elevated

mortalities

$60.1 million pro

rata rights offer

successfully completed

Regal Maple cold

smoked salmon

awarded Superior

Taste Award of 3

stars by International

Taste Institute

5 NZKS scholarships

awarded to NMIT

students

Establishment of

Fish Farming Review

Committee to focus on

improving outcomes

25% of all team

members’ computer

hardware replaced

to meet current

business needs

Workforce reduced

by 18% — on target

to right-sizing the

organisation

End of 1H23 — results on

track with forecast

Final harvest at

Waihinau Bay

and Kopaua sea

farms, fallow period

commences

BAP 4-star accreditation

is awarded for fifth

consecutive year

Final harvest for three

Pelorus sea farms

complete, fallow period

commences

First launch into

European retail with

Regal Manuka cold

smoked range in

Carrefour, Italy

Release of 1H23 results

and reconfirmation

of full year earnings

guidance

Tory Channel sea farms

remote feeding system

fully operational

First delivery of feed via

the new direct shipping

route from Tasmania,

Australia

Omega Plus awarded

China-based, Pet

Dahoop’s ‘2022 Pet

Owner Favourite

Imported Dog Treat

Brand’ award

NZKS head office

teams relocated to

offices in Bullen St and

Merton Place, Nelson.

Kai Hamāna barge and

Ika Mā net cleaning

vessel arrive in the

Marlborough Sounds

Resource consent granted

for Blue Endeavour, New

Zealand’s first open

ocean finfish farm

CEO Grant Rosewarne

resigns, Graeme Tregidga

is appointed Acting CEO

NZKS receives the

Sustainability Award at

Marlborough Chamber

of Commerce Business

Awards

Takaka freshwater site

undertakes the largest

Ōra King TYEE harvest

of 64 fish


First seasonal harvest

from Ruakaka farm in

QC Sound provides an

additional ~750 tonnes

of biomass

Construction complete

on new facilities for

Regal smoked salmon

dips range

Waiau freshwater

facility sold

MAR

MAY

JUL

AUG

SEP

OCT

NOV

DEC

JAN

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS14OVERVIEWOVERVIEW

Our People,
Culture and

Processes

There is no doubt the organisation has
faced many challenges and change

throughout FY23. With the need to reduce

costs, departments have been restructured,

teams consolidated, and offices relocated.

Across all divisions, our people were tasked with

rationalisation, simplification, cost control and

productivity gains.

The process has given the organisation a renewed clarity

on what is essential to the successful operations of our

business and what are ‘nice to haves’. Although we have

taken care not to sacrifice what is needed, we now carry

out our BAU (business as usual) in a different way. We

operate in a much leaner and effective manner; our

people have found creative and innovative solutions and

have been agile to the changes implemented.

Our overall workforce has been reduced by 20 per cent;

with the processing division seeing an overall reduction

of 30% due to the reduced volume and streamlined

operations. Natural attrition accounted for 80% of the

overall reduction and 20% was focused redundancies. A

staged approach was taken to this process, whilst closely

observing the national labour market. The company

partnered with local industry and government agencies to

support affected team members into other employment.

Throughout this right-sizing process, we ensured our

existing workforce were supported, involved, and

engaged. We continued to develop our people, and teams

have taken pride in directly contributing to the cost-

saving initiatives. We worked hard to ensure changes were

communicated effectively throughout the organisation –

both the how and the why.

Throughout the year, team members have shown

resilience, none more so than our aquaculture division

who had to deal with the increase in mortalities in early

2022. However, despite the challenges, our team remains

committed, proud, and engaged. There is renewed

optimism for FY24 and beyond with our adapted models

and a changed leadership team.

OUR PEOPLE, CULTURE

AND PROCESSES

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS16OUR PEOPLE, CULTURE AND PROCESSES

OUR PEOPLE, CULTURE AND PROCESSES

ACHIEVEMENTS:
42%

17%

25%

147

0

24%

270

increase in whole fish productivity

by primary processing team

increase in primary processing

portioning output

of all team members’ computer

hardware replaced to meet

current business needs

training courses completed by

team members via Go1, online

learning management tool

reduction in LTIFR and

8% reduction in LTI count

notifiable WorkSafe incidents

Way We Work nominations and

53 Positive Safety nominations

submitted by team members

Find out about our

‘Way We Work’ framework

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS17OUR PEOPLE, CULTURE AND PROCESSES

Aquaculture

Our aquaculture division has remained
nimble throughout FY23; expertly adapting

sea farming operations as needed, whilst

ensuring that every decision has the best

possible outcome for our King salmon.

Although our production volumes are

reduced, our sea farming operations are now

focused on the areas that are best suited

to salmon farming; we may be a smaller

operation, but we are more effective.

In addition to the strong focus on sea farm operations

and gains seen in this space, progress has also been

made in other areas. Working closely with our partners

the Cawthron Institute, we have an ongoing thermal

tolerance research project for brood stock fish, in addition

to various fish-health based trials.

We have continued to simplify on-farm processes

and in FY23, a semi-automatic vaccination machine

was ordered for our Tentburn freshwater facility. Due

to arrive mid-FY24, this will result in a more efficient

vaccination process.

The infrastructure upgrade projects that commenced in

FY22 were delivered in late FY23. The Ika Mā net cleaning

vessel and Kai Hāmana barge are functioning well with

final commissioning due early FY24. The Ika Mā features

the AKVA FNC8, a state-of-the-art, remote operated net

cleaner which is expected to increase the net cleaning

team’s capacity as it is more than twice as efficient as

previous net cleaners.

AQUACULTURE

Kai Hāmana at Clay Point farm in the Tory Channel

was a much-needed replacement for an old

barge. Upgraded features include a 320-tonne

feed storage capacity, purpose-built loading deck,

along with an increased number of feed lines and

blowers which allow a greater number of pens to be

serviced simultaneously.

The implementation of a centralised feeding station

for the Tory Channel, using remote cameras and

technology has resulted in a more focused and

efficient approach to feeding which has enabled the

team to concentrate on other essential operations.

Preparations have also commenced on renewal

applications for sea farm consents due to expire in

2024. This work will continue into FY24 and beyond.

In the meantime, we will continue to evolve our

adapted sea farming model throughout FY24 to suit

the conditions.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS19AQUACULTURE

Waihinau Bay - 2024
Waitata - 2049

Kopāua - 2049

Forsyth Bay - 2024

Blue Endeavour

Crail Bay(2 sites) - 2024

Ruakaka - 2024

Otanerau - 2024

Ngamahau - 2049

Te Pangu - 2036

Clay Point - 2036

P

e

l

o

r

u

s


S

o

u

n

d

Q

u

e

e

n


C

h

a

r

l

o

t

t

e


S

o

u

n

d

T

o

r

y


C

h

a

n

n

e

l

0

500

1000

1500

2000

2500

Te Pangu

Ngamahau

Ruakaka

Otanerau

Forsyth Bay

Waihinau

Waitata

Kopaua

Crail Bay (x2)

Clay Point

524

2,310

0

736

522

321

136

1,306

124

0

Fallowed sites

Active sites

Seaweed trial

Blue Endeavour region

Farm Name — Consent Expiry

Farm LocationsFY23 G&G Harvest Volumes (MT)

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS20AQUACULTURE

Blue Endeavour remains a project which
could deliver growth to our company. As

New Zealand’s first approved resource

consent for an open ocean finfish farm,

our primary focus is to ensure the farm is

built to withstand the conditions and the

production plans adhere to the imposed

consent conditions.

We expect the appeals lodged against the resource

consent to delay our timeline, so whilst working with

the external parties to mitigate their concerns, our

aquaculture team will continue to work through the

resource consent conditions, weaving them into the

production model and plans. Whilst also working

closely with key supply-chain partners, such as pen

manufacturers in Norway. The pens will undergo further

testing and trials to confirm the integrity and ability

to withstand the conditions of the Blue Endeavour site

which we continue to monitor. It is expected that the

development of the farm will be staged and structured.

BLUE ENDEAVOUR

In Summary

• A new open ocean salmon farm in the Cook Strait,

the first of its kind in New Zealand

• Expansion of employment opportunities in Te Tau Ihu

(Top of the South)

• Developed in conjunction with independent scientists

to meet strict environmental standards

• A sustainable and low-impact method of producing

healthy, nutritious protein

• A key contributor to achieving the Government’s

aquaculture strategy target of $3 billion by 2030

REVENUE

PER

YEAR

million

$

200

+

SURFACE

HECTARES

OF FARM

SPACE

12

OF SALMON

PRODUCED

PER YEAR

tonnes

10,000

NORTH OF THE OUTER

MARLBOROUGH SOUNDS

7

km

Watch our Blue Endeavour video

NEW ZEALAND KING SALMON fi ANNUAL REPORT FY23CONTENTS21AQUACULTURE

ACHIEVEMENTS:
Resource consent

granted for New

Zealand’s first open

ocean finfish farm,

subject to appeal

A successful first

seasonal harvest

at Ruakaka sea

farm, with results

outperforming

expectations

Ngamahau sea

farm’s new single

net system has

further reduced

the risk to native

wildlife in addition

to reducing

net cleaning

requirements

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS22AQUACULTURE

Sustainability

To independently verify our
sustainable operating practices, we

are regularly audited and assessed by

expert third-party organisations.

RECOGNISING SUSTAINABILITY

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS24SUSTAINABILITY

• NZKS received the Sustainability Award at
the Marlborough Chamber of Commerce

2022 Business Awards for our company-wide

approach and dedication to sustainability

• We were awarded a four-star rating for

the fifth consecutive year from Global

Aquaculture Alliance’s (GAA) Best

Aquaculture Practices (BAP) programme.

This is the highest designation in the

programme

ACHIEVEMENTS:

Preparations for Aotearoa New Zealand

Climate Reporting Standards

The External Reporting Board (XRB) was mandated by

the New Zealand Government to establish a climate-

related disclosures framework and in December 2022,

the final version of the climate reporting standards

were published. The mandatory reporting regime takes

effect for accounting periods that start on or after the

1 January 2023. In 2024, NZKS will report for the period

Feb 2023 — Jan 2024.

As the XRB’s climate reporting standards are aligned

with the globally supported Task Force on Climate-

Related Disclosures (TCFD) framework, the TCFD

climate disclosure gap assessment conducted in

FY22 has served as a foundation to our preparations.

An internal sustainability working group is being

established to develop the Group’s strategic response

to climate risk in line with the recommendations of the

new XRB climate-related disclosure requirements. We

are developing our disclosure plan under the four key

themes of governance, strategy, risk management

and targets.

We are liaising with industry to share insights and

learnings on the upcoming requirements and have

recruited a dedicated resource to help identify our

climate related risks and opportunities and better

understand the resilience of our business model and

strategy to climate change.

We identified the need for specialised data capturing

software and have partnered with the external

organisation thinkstep-anz. Throughout FY24, we will

utilise their carbon tool to capture our operational

metrics and translate these into emissions in carbon

dioxide equivalent (CO2e). This specialised software

also acts as a reporting and management platform

that will facilitate collecting, sharing and reporting of

this vital data. This is a progression from our Life Cycle

Analysis (LCA) work carried out in FY20 as it includes

downstream stages of our King salmon life cycle such

as the distribution and consumer phases.

We are developing our disclosure

plan under the four key themes of

governance, strategy, risk management

and metric and targets.

View our Sustainability

initiatives

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS25SUSTAINABILITY

A VERIFIED MEASURE FOR
CLIMATE IMPACTS

The company participated in a New Zealand salmon

industry LCA, with the results due to be published

in Q1 FY24.

The objective of this LCA is to better understand the

cradle to grave impacts of New Zealand’s farmed King

salmon industry as a whole, and compare with other

sources of dietary protein.

It is hoped the LCA will:

• Identify hotspots for potential future process

improvements across the King salmon lifecycle

• Compare the environmental footprint of King salmon

with other forms of edible protein

This work follows on from the individual LCA completed

by NZKS in FY20.

In FY22 we led the way in creating a standard, credible,

consistent method for the global salmon industry to

measure its environmental footprint. We collaborated to

create the world-first Product Category Rules (PCR) for

global salmon production. These PCR were used in the

New Zealand salmon industry LCA process.

We also used the PCR to develop our first

Environmental Product Declaration (EPD) in FY22 which

is still relevant today. An EPD assesses a product across

a range of environmental indicators, including its

potential to emit carbon and deplete natural resources.

As EPDs are verified by an independent third party, they

are a reputable, trusted source of information and can

be benchmarked against other EPDs. We were the first

food company in Australasia to complete an EPD and

the first King salmon company globally.

We led the way in creating a standard,

credible, consistent method for the

global salmon industry to measure its

environmental footprint.

View our EPD

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS26SUSTAINABILITY

Keeping
our Brands

Prominent


The Ōra King brand has maintained its

premium positioning by engaging key

chefs and decision makers across all

major markets.

Our focus has evolved from large-scale

communications and activations to a more

targeted approach. We have concentrated

our efforts on supporting key stakeholders,

increasing digital presence and re-purposing

global assets, including documentary

content, into bespoke communication tools

that are relevant to individual markets.

This has resulted in our customers

remaining engaged and loyal despite

the supply constraints.

Ambassador engagement continues to be

at the core of Ōra King. In FY23, we had our

most successful ambassador event with NZ

chefs hosting a ‘cook-off’ experience at Peter

Gordon’s Homelands in Auckland.

Having protected our core customer base,

rebuilding relevance for the brand is the key

focus moving into FY24.

Our brands continue to

perform well domestically and

internationally. North American

premium demand remains strong

for Ōra King in foodservice and

the Regal and Omega Plus brands

in retail.

KEEPING OUR

BRANDS PROMINENT

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS28KEEPING OUR BRANDS PROMINENT

Regal remains New Zealand’s most preferred smoked
salmon brand, proving consumer trust in the Regal

brand, and the exceptional quality and consistency of

our King salmon and value-added product offerings.

To maintain and expand brand presence with our

audiences in the most cost-efficient manner, the Regal

brand team concentrated their efforts on in-house digital

and social media programmes throughout FY23. With the

primary objective of telling the brand story and building

brand awareness across international markets to support

offshore sales.

Subsequently, Regal achieved a 20% increase across all

digital metrics in FY23, with 16,000 people visiting our

global website every month. As the most frequented

pages are the recipe pages, we have continued to develop

enticing and delicious new recipes to inspire and engage

our Regal fans.

Our Regal product offerings have been streamlined across

all markets, taking care to maintain the balance between

consumer demand for individual products and increased

operational and financial efficiencies.

Whilst balancing a shortened supply of product and

product rationalisation projects, we have worked hard

to maintain our existing commitments and expand our

customer base. In FY23, we celebrated our first European

retail launch with Regal Manuka cold smoked into

Carrefour Italy and are seeing increasing demand from

other European retailers. In Australia, we expanded our

cold smoked offering to the Woolworths group which

complements our existing listings with the Coles group.

Domestically, we finished the year with a 43% market

share and an average brand awareness of 57%. This

lower-than-average brand awareness figure is a direct

result of the product rationalisation and simplification

process and we aim to increase this throughout FY24.

Total Regal branded sales were $22.6m domestic sales

and $11.0m from international sales.

In FY24 we will continue with in-house digital solutions

and are focussed on brand development with the aim

of expanding our customer base to reach a younger

demographic. With a number of strategic product

launches in the pipeline, there are also some exciting new

offerings to keep our customers engaged.

16,000 people visit our global Regal

website every month, with the most

popular content being the recipe pages

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS29KEEPING OUR BRANDS PROMINENT

Our premium pet food brand, Omega Plus
has experienced increasing demand across

target markets throughout FY23.

We have expanded distribution in North

America with the successful launch of Omega

Plus cat treats into PetSmart. Distribution will

grow to over 1,000 stores in FY24 with North

American volumes forecast to double.

We continue to refresh our digital, social media

and ambassador programmes to maintain

brand presence across New Zealand and China,

whilst establishing a base-line digital presence

in North America to accumulate high-end, pet

owners in this target market.

FY24 will see us continue to invest in the three

key markets of New Zealand, North America

and China in order to increase profitable sales.

30,000

VOTED FOR

BY OVER

PET OWNERS

ACHIEVEMENTS:

A record harvest

of 64 Ōra King TYEE in

one day. Demand and

sales of TYEE continue to

exceed expectations

Regal Maple cold smoked

salmon awarded Superior

Taste Award 3 stars by

Omega Plus awarded

China-based, Pet Dahoop’s ‘2022

Pet Owner Favourite Imported

Dog Treat Brand’ award

Learn more

First

shipment

of Omega

Plus range

sent to

Taiwan

Successful launch

of two new Regal smoked

salmon dip flavours into

domestic retail stores

3

INTERNATIONAL

TASTE INSTITUTE

Distribution will grow to over 1,000

stores in FY24 with North American

volumes forecast to double.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS30KEEPING OUR BRANDS PROMINENT

Leadership
& Corporate

Governance

BOARD OF DIRECTORS
With overall responsibility for setting the Company’s

strategic direction and enhancing shareholder value,

our Board is committed to ensuring the Company

meets best practice governance principles and

maintains the highest ethical standards.

LEADERSHIP

& CORPORATE

GOVERNANCE

EXECUTIVE

The Executive is focused on ensuring

the organisation is managed at

the highest strategic level and they

work to realise the company’s long-

term corporate objectives.

Ben Rodgers

Chief Financial Officer

BBS, PGDipAcc

Graeme Tregidga

Acting Chief

Executive Officer

In addition to the Executive, the Senior Leadership Team

includes Grant Lovell (GM Aquaculture), Richard Smith

(GM Processing), Fiona Couchman (GM People & Culture),

David Wright (GM ICT), Denver McGregor (GM Food

Safety & Quality), Cindy Steele (Assistant GM Omega Pet

Foods), Nikki Rackley (Head of People & Culture).

John Ryder

Independent

Non-Executive Chair

MCom (Hons), FCA, CMA

Catriona Macleod

Independent

Non-Executive Director

GIBio, MSc, PhD, GAICD

Chiong Yong Tiong

Non-Executive Director

MCom, BCom

Jack Porus

Non-Executive Director

BCom, LLB

Carol Chen

Non-Executive Director

BBA

Paul Steere

Independent

Non-Executive Director

Victoria Taylor

Independent

Non-Executive Director

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS32LEADERSHIP & CORPORATE GOVERNANCE

CORPORATE GOVERNANCE
CORPORATE GOVERNANCE STATEMENT

The Board of New Zealand King Salmon Investments Limited (the Company) is

committed to ensuring that the Company meets best practice governance principles and

maintains the highest ethical standards. This Corporate Governance Statement provides

an overview of the Company’s governance framework. It is structured to follow the NZX

Corporate Governance Code (NZX Code) and disclose practices relating to the NZX

Code’s recommendations.

The Board’s view is that during the reporting period the Group has complied with the

corporate governance principles and recommendations set out in the NZX Code apart

from specific areas noted in this report. The Board believes our governance structures

and in particular, our remuneration approach meets our strategic objectives. In forming

our conclusions, we have sought external feedback from shareholders and advisors to

challenge our thinking and validate our findings, which we have appreciated.

The Company’s key corporate governance documents referred to in this statement,

including charters and policies, can be found on the Company’s website,

www.kingsalmon.co.nz.

The Company’s Corporate Governance Code was reviewed, updated and approved

by the Board in December 2022. The extent to which the Company has followed the

recommendations in the NZX Code for the financial period to 31 January 2023 is detailed

in this Corporate Governance Statement, which is dated and was approved by the Board,

on 28 March 2023.

1. PRINCIPLE 1 – CODE OF ETHICAL BEHAVIOUR

Directors should set high standards of ethical behaviour, model this behaviour and

hold management accountable for these standards being followed throughout the

organisation.

Recommendation 1.1

The Board should document minimum standards of ethical behaviour to which the

issuer’s Directors and employees are expected to adhere (a Code of Ethics).

Code of Ethics

The Board sets a framework of ethical standards for the Group via its Code of Ethics,

which is contained in the Company’s Corporate Governance Code. These standards

are expected of all Directors and employees of the Group.

The Code of Ethics covers a wide range of areas including requiring Directors,

employees, contractors and advisers to:

• Act honestly and with personal integrity in all actions.

• Declare conflicts of interest and proactively advise of any potential conflicts.

• Undertake proper receipt and use of corporate information, assets and property.

• In the case of Directors, give proper attention to the matters before them.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS33CORPORATE GOVERNANCE

• Act honestly and in the best interests of the Company, as required by law, and
take account of interests of shareholders and other stakeholders.

• Adhere to any procedures around giving and receiving of gifts.

• Adhere to any procedures about whistle blowing.

• Manage breaches of the Code of Ethics.

No breaches of the Code of Ethics were reported during the year to 31 January 2023.

Every new Director, employee and contractor is provided with a copy of the Code of

Ethics and must confirm that they have read and understand the Code of Ethics. The

Code of Ethics is available on the Company’s website.

The Code of Ethics is subject to regular review by the Board.

The Company maintains an interests register, on which Directors and executives

disclose any interests such as other Directorships, shareholdings or ownership, which

may potentially lead to conflicts or perceived conflicts of interest.

Recommendation 1.2

An issuer should have a financial product dealing policy which applies to employees

and Directors.

Share trading by Company Directors and Employees

The Board of the Company has implemented a formal procedure to handle trading

in the Company’s quoted financial products. All Directors, officers, employees,

contractors and advisers of the Group must comply with the procedures set out in

the Financial Products Trading Policy and Guidelines as detailed in the Company’s

Corporate Governance Code.

All trading by Directors and senior managers (as defined by the Financial Markets

Conduct Act 2013) is required to be reported to NZX and recorded in the Company’s

securities trading register. A blackout period is imposed for all Directors and

employees between the end of the half year and full year and the release to NZX of

the result for that period. The policy provides that shares may not be traded at any

time by any individual holding material information. The full procedures are outlined

in the Financial Products Trading Policy and Guidelines, which is contained in the

Company’s Corporate Governance Code, available on the Company’s website.

2. PRINCIPLE 2 – BOARD COMPOSITION & PERFORMANCE

To ensure an effective Board, there should be a balance of independence, skills,

knowledge, experience and perspectives.

Recommendation 2.1

The Board of an issuer should operate under a written charter which sets out the

roles and responsibilities of the Board. The Board charter should clearly distinguish

and disclose the respective roles and responsibilities of the Board and management.

Responsibilities of the Board

The Board is the ultimate decision-making body of the Company and appoints the

Chief Executive Officer (CEO) to whom it delegates the responsibility of managing

day-to-day operations.

The Board is responsible for setting the strategic direction of the Company, directing

the Company and enhancing shareholder value in accordance with good corporate

governance principles.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS34CORPORATE GOVERNANCE

In addition to the duties and obligations of the Board under the Companies Act 1993
(the Act) and the NZX Listing Rules, the functions of the Board include:

• Appointing the Chair and the CEO.

• Providing counsel to, and reviewing the performance of, the CEO and CFO.

• Reviewing and approving the strategic, business and financial plans prepared by

management.

• Monitoring performance against the strategic, business and financial plans.

• Approving major investments and divestments.

• Ensuring ethical behaviour by the Company, Board, management and

employees.

• Assessing its own effectiveness in carrying out its functions.

The Board monitors these matters by receiving reports and plans from management

and appropriate experts, and by maintaining an active programme of Company

site visits.

The Board uses committees to address certain issues that require detailed

consideration by members of the Board who have specialist knowledge and

experience. The Board retains ultimate responsibility for the functions of its

committees and determines their responsibilities.

The Board has a statutory obligation to maintain responsibility for certain matters.

It also deals directly with issues relating to the Company’s mission, appointments to

the Board, strategy, business and financial plans.

Details of the Board’s role, composition, responsibilities, operation, policies and

committees are provided in the Company’s Corporate Governance Code.

Recommendation 2.2

Every issuer should have a procedure for the nomination and appointment of

Directors to the Board.

Director nomination and appointment

The Board is responsible for appointing Directors. The Nominations and

Remuneration Committee manages the appointment process for new Directors

and the re-election of existing Directors in order to make a recommendation to the

Board. The nomination and appointment procedure is set out in the Committee’s

charter, which is included in the Company’s Corporate Governance Code.

When considering an appointment, the Committee will undertake a thorough check

of the candidate and their background. Where the Board determines a person is an

appropriate candidate, shareholders are notified of that and are provided with all

material information that is relevant to the decision on whether to elect or re-elect a

Director.

The Nominations and Remuneration Committee also has responsibility for reviewing

the composition of the Board to ensure that the Company has access to the most

appropriate balance of skills, qualifications, experience, perspectives and background

to effectively govern the Company.

In FY23 the Board engaged an external advisor to undertake a 360-degree feedback

review of the CEO and peer and management review of the Board, against best

practice benchmarks. As part of this work, a revised skills matrix has been developed:

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS35CORPORATE GOVERNANCE

The composition of the Board is reviewed by the Board to ensure that the Company
has access to the most appropriate balance of skills, qualifications, experience,

perspectives and background to effectively govern the Company. A number of areas

will be supplemented by on-going Director training. The Board noted the range of

qualifications, experience, perspectives, and backgrounds were appropriate at this

time. The average tenure of the current Directors is 7.4 years.

Recommendation 2.3

An issuer should enter into written agreements with each newly appointed Director

establishing the terms of their appointment.

Letter of appointment

All new Directors enter into a written agreement with the Company setting out the

terms of their appointment.

Recommendation 2.4 and 2.8

Every issuer should disclose information about each Director in its annual report or

on its website, including a profile of experience, length of service, independence,

ownership interests and Director attendance at Board meetings.

A majority of the Board should be independent Directors.

Board of Directors

The Directors are listed on page 32 of this report. A more detailed profile is

available on the company website here which includes information on the year of

appointment, skills, experience and background of each Director.

The roles of the Board Chair, Audit and Finance Committee Chair, and CEO are not

held by the same person.

Ownership of the Company’s shares by Directors is encouraged rather than being a

requirement. Directors’ ownership interests are disclosed at page 60.

The Board does not have a tenure policy; however, it recognises that a regular

refreshment programme leads to the introduction of new perspectives, skills,

attributes and experience.

Director period of appointment0-3 years3-9 years9 years +

Number of Directors223

9

%

10

%

10

%

12

%

11

%

10

%

4

%

4

%

2

%

11

%

7

%

10

%

8

%

8

%

8

%

8

%

8

%

8

%

9

%

8

%

9

%

9

%

8

%

9

%

Weighted Skills Chart

SELF RATINGTARGET

IndustryCommercial turnaroundPeople and culture

GovernanceCustomer connectionStrategy and growth

Financial expertiseStakeholder connectionLeadership

Commercial experienceTechnologySustainability

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS36CORPORATE GOVERNANCE

Interests Register
The Board maintains an Interests Register. Any Director with an interest in a

transaction with the Company must immediately disclose to the Board the

nature, monetary value and extent of the interest. A Director who is interested

in a transaction may attend and participate at a Board meeting at which the

transaction is discussed but may not be counted in the quorum for that meeting or

vote in respect of the transaction, unless it is one of which Directors are expressly

required by the Companies Act 1993 to sign a certificate or it relates to the granting

an indemnity.

Particulars of entries made in the Interests Register for the period to 31 January 2023

are included in the Director Disclosures section on pages 58–60.

Director Independence

On the advice of the Nominations and Remuneration Committee, the Board

determines annually on a case-by-case basis who, in its view, are Independent

Directors. The guidelines set out in the NZX Code are used for this purpose. The

Board will review any determination it makes on a Director’s independence

on becoming aware of any new information that may affect that Director’s

independence. For this purpose, Directors are required to ensure they immediately

advise the Board of any new or changed relationship that may affect their

independence or result in a conflict of interest.

The Board confirms the designation of John Ryder, Paul Steere, Catriona MacLeod

and Victoria Taylor as independent Directors as at 31 January 2023, noting Paul

Steere resigned as CEO of the Company in 2009. The Board has determined that

these Directors, including the Chair of the Board, remained independent during the

reporting period.

The Board currently has seven Directors, four of whom are considered independent.

Recommendation 2.5

An issuer should have a written diversity policy which includes requirements for

the Board or a relevant Committee of the Board to set measurable objectives for

achieving diversity (which, at a minimum, should address gender diversity) and to

assess annually both the objectives and the entity’s progress in achieving them. The

issuer should disclose the policy or a summary of it.

The Company recognises the value in diversity and seeks to ensure that the Board

and workforce of the Group is as diverse as the community in which we operate. A

formal diversity policy was adopted by the Board and can be found in the Company’s

Corporate Governance Code at https://www.kingsalmon.co.nz/governance/.

The Company does recruit, promote and compensate on the basis of merit,

regardless of gender, ethnicity, religion, age, nationality or union membership. The

Company does require that people in the workplace are treated with respect in

accordance with the Company’s Code of Conduct and Way We Work document.

The Board is reviewing the most appropriate measurable objectives and will report

against its progress in meeting any specific diversity objectives set by the Board in its

2024 Annual Report.

The Board is committed to increasing the level of diversity at Board and executive

level wherever possible, however no measurable objectives were set for the year

ended 31 January 2023.

Responsibility for workplace diversity and the setting of measurable objectives is held

by the Nominations and Remuneration Committee.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS37CORPORATE GOVERNANCE

The gender composition of the Company is as follows:
The Company has a long-term target of equal male and female representation at

Board and SLT level however this target has not yet been achieved.

Recommendation 2.6

Directors should undertake appropriate training to remain current on how to best

perform their duties as Directors of an issuer.

Director Training

The Board ensures that there is appropriate training available to all Directors to

enable them to remain current on how best to discharge their responsibilities and

keep up to date on changes and trends in areas relevant to their work. Directors

are provided with industry information and receive copies of appropriate company

documents to enable them to perform their role. The Board has allocated funding

of $1,000 per annum for each Director to provide resources to help develop and

maintain skills and knowledge.

Directors are expected to maintain their knowledge of latest governance and

business practices in order to perform their duties.

The Board also ensures that new Directors are appropriately introduced to

management and the businesses.

Recommendation 2.7

The Board should have a procedure to regularly assess Director, Board and

Committee performance.

Board Performance Evaluation

The Board annually assesses its effectiveness in carrying out its functions and

responsibilities. The Chair of the Board leads the review and evaluation of the Board

as a whole, and of the Board Committees, against their charters. The Chair of the

Board also engages with individual Directors to evaluate and discuss performance

and professional development.

In FY23 the Board engaged an external advisor to undertake a 360-degree feedback

review of the CEO and a peer and management review of the Board, against best

practice benchmarks. This provided the opportunity for a formal review of Board

as a whole and individual feedback for each Director. The report was delivered in

December 2022, and the Board are working through the feedback. The intention is to

implement a number of actions for Board development and working practice and to

implement these within our Corporate Governance Code.

Recommendation 2.9

An issuer should have an independent Chair of the Board. If the Chair is not

independent, the Chair and the CEO should be different people.

Chair assessment

The Chair of the Board has been determined as independent and the role of Chair

and CEO are held by separate individuals to ensure that a conflict of interest does

not arise. The Chair of the Board is responsible for leading the Board, facilitating the

effective contributions of all Directors and promoting constructive and respectful

relations between Directors and between the Board and management. The Chair is

also responsible for setting the Board’s agenda and ensuring that adequate time is

available for discussion of all agenda items, in particular strategic issues.

As at 31 January 2023As at 31 January 2022

PositionFemaleMaleFemaleMale

Board3 (43%)4(57%)2 (29%)5(71%)

Senior Leadership Team3 (33%)6 (67%)2 (20%)8 (80%)

NZKS Organisation171 (39%)264 (61%)232 (40.6%)339 (59.4%)

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS38CORPORATE GOVERNANCE

Issuers should have an independent Chair who can contribute to a culture of
openness and constructive challenge that allows for a diversity of views to be

considered by the Board. Good governance demands an appropriate separation

between those charged with managing a listed entity and those responsible for

overseeing its managers.

3. PRINCIPLE 3 – BOARD COMMITTEES

The Board should use committees where this will enhance its effectiveness in key

areas, while still retaining Board responsibility.

Board Committees

The Board formally constituted three committees in June 2018: the Nominations

and Remuneration Committee, the Audit and Finance Committee and the Health,

Safety and Risk Committee. Each committee focuses on specific areas of governance

and together they strengthen the Board’s oversight of the Company. Committee

membership is reviewed annually.

In FY23 following the summer mortality event, the Board established the Fish

Farming Review Committee as a new temporary Committee. The Fish Farming

Review Committee was established to consider all aspects of NZKS fish farming, with

focus on fish health, farming strategies and opportunities and risks.

Each non-temporary Committee has a written charter that is approved by the Board

and sets out its mandate. The charters are reviewed regularly with any proposed

changes recommended to the Board for approval. The charters can be found within

the Company’s Corporate Governance Code.

Attendance at Meetings

The table below sets out Director attendance at Board and Committee meetings

during the financial year to 31 January 2023.


DirectorBoard

Audit &

Finance

Committee

Nominations &

Remuneration

Committee

Health,

Safety & Risk

Committee

Fish Farming

Review

Committee

John Ryder

(Chair)10/103/3---

Paul Steere

(Chair Audit

and Finance Committee)

1

9/103/32/2--

Jack Porus

4

(Chair Fish

Farming Review Committee)

8/103/32/2-16/16

Catriona Macleod

(Chair

Health, Safety and Risk

Committee)

4

10/10--4/416/16

Chiong Yong Tong10/10--3/4-

Yuen Ping Carol Chen10/10----

Victoria Taylor

(Chair

of Nominations and

Remuneration Committee)

2

10/10-2/2--

Grant Rosewarne

(Executive Director)

3

5/10----

1

Paul Steere stepped down as the Chair of the Nominations and Remuneration Committee in May 2022.

2

Victoria Taylor was appointed to the NZKS Board on 23 February 2022 and appointed to Chair the Nominations and

Remuneration Committee from May 2022.

3

Grant Rosewarne retired as a Director on 27 June 2022 and resigned as CEO effective 1 November 2022.

4

The Fish Farming Review Committee was established in May 2022.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS39CORPORATE GOVERNANCE

Recommendation 3.1
An issuer’s Audit and Finance Committee should operate under a written charter.

Membership on the Audit and Finance Committee should be a majority of

Independent Directors and comprise solely of non-executive Directors of the issuer.

The Chair of the Audit and Finance Committee should not also be the Chair of the

Board.

Audit and Finance Committee

The primary function of the Audit and Finance Committee is to assist the Board in

fulfilling its oversight responsibilities relating to the Company:

• To oversee the financial reporting and continuous disclosure processes ensuring

that the interests of shareholders are properly protected.

• To ensure internal control and disclosure maintains integrity, transparency

and adequacy.

• To provide the Board with an independent assessment of the Company’s

financial position and accounting affairs.

• To oversee the Company’s capital and treasury management.

The members of the Committee are majority Independent Directors and all non-

executive Directors, all with accounting and financial knowledge. The members

are Paul Steere (Chair) (independent, non-executive), John Ryder (independent,

non-executive) and Jack Porus (nominated as a Director by Oregon Group Limited

and thus not independent). The Chair of the Audit and Finance Committee and

the Board Chair are different people. The Audit and Finance Committee held three

meetings during the period to 31 January 2023. The agenda items for each meeting

generally relate to financial governance, external financial reporting, external audit,

internal controls and processes, and compliance.

Recommendation 3.2

Employees should only attend Audit and Finance Committee meetings at the

invitation of the Audit and Finance Committee.

Meeting Attendance

The CEO, Chief Financial Officer (CFO) and Financial Controller are regularly

invited to attend Audit and Finance Committee meetings. The Committee also

regularly holds private sessions with the external auditors, which management

is excluded from.

Recommendation 3.3 and 3.4

An issuer should have a Remuneration Committee which operates under a written

charter (unless this is carried out by the whole Board). At least a majority of

the Remuneration Committee should be independent Directors. Management

should only attend Remuneration Committee meetings at the invitation of the

Remuneration Committee. An issuer should establish a nomination committee to

recommend Director appointments to the Board (unless this is carried out by the

whole Board), which should operate under a written charter. At least a majority of

the nomination committee should be independent Directors.

Nominations and Remuneration Committee

The Nominations and Remuneration Committee’s role is to assist the Board by:

• Establishment of a clear framework for oversight and management of the

Company’s remuneration structure, policies, procedures and practices to ensure

the Company’s remuneration is fair and reasonable.

• Defining the roles and responsibilities of the Board and senior management.

• Reviewing and making recommendations on Board composition and succession.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS40CORPORATE GOVERNANCE

In particular, the Nominations and Remuneration Committee’s role is to ensure
that the Board is balanced in terms of skills and knowledge and to ensure that the

method of nomination and appointment of Directors is transparent.

Under the Nominations and Remuneration Committee Charter, the Committee shall

comprise of, wherever possible, a majority of independent Directors.

The current members of the Committee are Victoria Taylor (Chair) (independent,

non-executive) and Jack Porus (nominated as a Director by Oregon Group Limited

and thus not independent). Therefore, the Nominations and Remuneration

Committee does not currently have a majority of independent Directors as

recommended by the NZX Code Recommendations 3.3 and 3.4. The Company

has decided that the current composition of the Nominations and Remuneration

Committee best serves the Company and is appropriate given the current

composition of the Board and allocation of Director responsibilities.

The Committee held two meetings during the financial year to 31 January 2023.

Recommendation 3.5

An issuer should consider whether it is appropriate to have any other Board

committees as standing Board committees. All committees should operate under

written charters. An issuer should identify the members of each of its committees,

and periodically report member attendance.

Health, Safety and Risk Committee

The Company has since 2015 operated a management Health & Safety Steering

Group, generally meeting quarterly and with attendance by a Board Director.

The Board’s commitment to ensuring a safe and healthy workplace for team

members, contractors and visitors led to it establishing a Health, Safety and Risk

Committee in June 2018, which operates under a written charter.

The primary functions of the Health, Safety and Risk Committee are:

• To assist the Board to provide leadership and policy for health and safety, in

addition to other risks such as sustainability.

• To assist the Board to fulfil its responsibilities and to ensure compliance with

all legislative and regulatory requirements in relation to the health and safety

practices of the Company as those activities affect employees and contractors.

• To support the ongoing improvement of health and safety in the workplace.

• Ensure and overview the identification of risk to the Company’s operations, both

financial and non-financial, the mitigation measures in place and such further

measures to be enacted so risk is managed to as satisfactory a level as practical.

The members of the Committee are Catriona Macleod (Chair) (independent, non-

executive) and Chiong Yong Tiong (nominated as a Director by Oregon Group Limited

and thus not independent).

The Committee held four meetings during the financial year to 31 January 2023.

Fish Farming Review Committee:

In 2023 following the summer mortality event the Board established the Fish Farming

Review Committee as a new temporary Standing Committee.

Fish Farming Review Committee was established to consider all aspects of

NZKS fish farming.

The primary functions of the Fish Farming Review Committee are:

• To assist the Board in considering all aspects of NZKS fish farming and to present

recommendations to the Board and the CEO of the Company.

• To support the ongoing improvement in fish health and farming strategies.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS41CORPORATE GOVERNANCE

• Ensure the identification of both the opportunities and risks to the Company’s
fish farming operations.

The members of the Committee are Jack Porus (Chair) (nominated as a Director

by Oregon Group Limited and thus not independent) and Catriona Macleod

(independent, non-executive).

The Committee held sixteen meetings during the financial year to 31 January 2023.

Recommendation 3.6

The Board should establish appropriate protocols that set out the procedure to

be followed if there is a takeover offer for the issuer including any communication

between insiders and the bidder. The Board should disclose the scope of independent

advisory reports to shareholders. These protocols should include the option of

establishing an independent takeover committee, and the likely composition and

implementation of an independent takeover committee.

Takeover Protocols

The Board has documented and adopted a series of protocols to be followed in the

event of a takeover offer being made, including communication between insiders and

any bidder.

It is proposed that the Board would form a subcommittee to oversee the protocols

and act as the takeover committee. The Committee would have responsibility for

managing the takeover in accordance with the Board protocols and the New Zealand

Takeovers Code.

4. PRINCIPLE 4 – REPORTING AND DISCLOSURE

The Board should demand integrity in financial and non-financial reporting, and in

the timeliness and balance of corporate disclosures.

Recommendation 4.1

An issuer’s Board should have a written continuous disclosure policy.

Shareholder Communications and Market Disclosure

The Company’s Board is committed to the principle that high standards of reporting

and disclosure are essential for proper accountability between the Company and its

investors, employees and stakeholders.

The Company achieves these commitments, and the promotion of investor

confidence, by ensuring that trading in its shares takes place in an efficient,

competitive and informed market. The Company has in place a written Shareholder

Communications and Market Disclosure Policy designed to ensure this occurs. The

policy includes procedures intended to ensure that disclosure is made in a timely and

balanced manner and in compliance with the NZX Listing Rules, such that:

• All investors have equal and timely access to material information concerning

the Company, including its financial situation, performance, ownership

and governance.

• Company announcements are factual and presented in a clear and

balanced way.

The CFO is responsible for the Company’s compliance with NZX and ASX continuous

disclosure requirements and the Board is advised of, and considers, continuous

disclosure issues at each Board meeting or whenever else required.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS42CORPORATE GOVERNANCE

Significant market announcements, including the preliminary announcement of the
half year and full year results, the financial statements for those periods, and any

advice of a change in earnings forecast, are approved by the Board.

Directors consider at each Board meeting whether there is any material information

which should be disclosed to the market.

Recommendation 4.2

An issuer should make its Code of Ethics, Board and Committee charters and the

policies recommended in the NZX Code, together with any other key governance

documents, available on its website.

Governance Policies and Charters

The Company’s key corporate governance documents, including charters and

policies, can be found at https://www.kingsalmon.co.nz/governance/

Recommendation 4.3

Financial reporting should be balanced, clear and objective. An issuer should provide

non-financial disclosure at least annually, including considering environmental,

economic and social sustainability factors and practices. It should explain how

operational or non-financial targets are measured. Non-financial reporting should

be informative, include forward looking assessments, and align with key strategies

and metrics monitored by the Board.

Financial and Non-Financial Reporting

The Board is responsible for ensuring the integrity and timeliness of its financial

reporting. As noted above under ‘Board Committees’, the Audit and Finance

Committee monitors financial reporting risks in relation to the preparation of the

financial statements.

The Audit and Finance Committee, with the assistance of management, works

to ensure that the financial statements are founded on a sound system of risk

management and internal control and that the system is operating effectively in all

material respects in relation to financial reporting risks.

The Audit and Finance Committee oversees the quality and integrity of external

financial reporting including the accuracy, completeness, balance and timeliness

of financial statements. It reviews half-year and annual financial statements and

makes recommendations to the Board concerning accounting policies, areas of

judgement, compliance with financial reporting standards, stock exchange and

legal requirements, and the results of the external audit. All matters required to be

addressed and for which the Committee has responsibility were addressed during the

period under review.

All interim and full-year financial statements are prepared in accordance with

relevant financial standards.

Both financial and non-financial disclosures are made at least annually, including

reporting of material exposure to environmental, economic and social sustainability

risks and other key risks.

The Sustainability update for 2023 included in this report at pages 23-26 provides

details of the Company’s initiatives in this area. The Company draws on five of the

United Nations Sustainable Development Goals focusing on the food sector and

aquaculture industry both nationally and globally. The five Goals being focused on

are: decent work and economic growth, climate action, good health and well-being,

responsible consumption and production, and life below water.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS43CORPORATE GOVERNANCE

5. PRINCIPLE 5 – REMUNERATION
The remuneration of Directors and senior management should be transparent, fair

and reasonable.

Recommendation 5.1

An issuer should recommend Director remuneration to shareholders for approval in a

transparent manner. Actual Director remuneration should be clearly disclosed in the

issuer’s annual report.

Recommendation 5.2

An issuer should have a remuneration policy for remuneration of Directors and senior

management, which outlines the relative weightings of remuneration components

and relevant performance criteria.

Recommendation 5.3

An issuer should disclose the remuneration arrangements in place for the CEO

in its annual report. This should include disclosure of the base salary, short-term

incentives and long-term incentives and the performance criteria used to determine

performance-based payments.

Remuneration Report Introduction

This Remuneration Report outlines the Company’s overall reward strategy for the

period to 31 January 2023 and provides detailed information on the remuneration

arrangements in this period for the Directors of the Company, including the CEO, and

other nominated executives.

The Company’s Remuneration Policy, which may be amended from time to time,

is reviewed at least once a year. The Company has also established a number of

additional policies to support a strong governance framework and uphold ethical

behaviour and responsible decision making.

Remuneration Policy

The Nominations and Remuneration Committee is responsible for making

recommendations to the Board on remuneration policies and packages for Directors,

the CEO and nominated executives. The primary objectives of the Remuneration

Policy are to provide a competitive and flexible structure that reflects market practice

but is tailored to the specific circumstances of the Company and which reflects each

person’s duties and responsibilities, in order to attract, motivate and retain people

of the appropriate quality. This includes the Company’s responsibility to monitor

diversity and ensure pay equity.

The Nominations and Remuneration Committee reviews market data on

remuneration structure and quantum. The remuneration packages of the CEO and

nominated executives are structured to include a Short-Term Incentive Scheme (STI

Scheme) that is directly linked to the overall financial and operational performance

of the Company. The CEO and nominated executives may also be invited to

participate in the Company’s Long-Term Incentive Scheme (LTI Scheme). The long-

term benefits of the LTI Scheme are currently conditional upon the Company share

price meeting certain performance criteria and staff tenure criteria.

Remuneration Structure

In accordance with best practice corporate governance, the structure of non-

executive Director remuneration is separate and distinct from the remuneration of

the CEO and other executives.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS44CORPORATE GOVERNANCE

Each non-executive Director receives a fee for services as a Director of the Company.
An additional fee is also paid for being a member of the Board’s Nominations and

Remuneration Committee, Audit and Finance Committee, Health, Safety & Risk

Committee and Fish Farming Review Committee (established by the Board in FY23).

The payment of an additional fee recognises the additional time commitment

required by Directors who serve on those committees. Directors are also entitled to

be reimbursed for costs associated with carrying out their duties.

Fees paid to the non-executive Directors of the Company for the period to 31 January

2023 were as follows:

1

Paul Steere stepped down as Chair of the Nominations and Remuneration Committee in May 2022

2

Victoria Taylor was appointed to the NZKS Board on 23 February 2022 and appointed to Chair the Nominations and

Remuneration Committee from May 2022

3

Chiong Yong Tiong – took a reduction in Director fees to help fund the establishment of the Fish Farming Review Committee

4

The Fish Farming Review Committee was established in May 2022

Components of Compensation - Non-Executive Directors

a. Remuneration

The Board seeks to set aggregate remuneration for non-executive Directors at a level

which provides the Company with the ability to attract and retain Directors of the

highest calibre, whilst incurring a cost which is acceptable to shareholders.

No remuneration is payable to non-executive Directors unless it is approved by

the Company’s shareholders. The NZX Listing Rules specify that shareholders can

approve a per Director remuneration amount or an aggregate Directors’ fee pool.

Shareholders approved an aggregate fee pool of $520,000 at the November 2019

Annual Shareholders Meeting, an increase to the fee pool will be requested at the

2023 Annual Meeting.

The aggregate remuneration paid to non-executive Directors and the manner

in which it is apportioned amongst Directors is reviewed annually, with any

proposed increase in the aggregate pool put to shareholders for approval at the

Company’s next Annual Shareholders Meeting. The Board reviews its fees to ensure

the Company’s non-executive Directors are fairly remunerated for their services,

recognising the level of skill and experience required to fulfil the role and to enable

the Company to attract and retain talented non-executive Directors. The process

involves benchmarking against a group of peer companies. In addition, the Board

reviews the Committee structure and appropriate level of resourcing required to

make an on-going contribution to long term value creation.

Non-executive Directors have no entitlement to any performance-based

remuneration or participation in any share-based incentive schemes. This policy

reflects the differences in the role of the non-executive Directors, which is to provide

oversight and guide strategy, and the role of management, which is to operate

the business and execute the Company’s strategy. Non-executive Directors are

encouraged to be shareholders but are not required to hold shares in the Company.

Fees paid for serving on CommitteesTotal

DirectorBase Fee

Audit &

Finance

Committee

Nominations &

Remuneration

Committee

Health,

Safety


& Risk

Fish Farming

Review

Committee

4

Fees paid

/ payable

John Ryder

(Chair)$120,000$0$0$0$0$120,000

Jack Porus

(Chair Fish

Farming Review Committee)

4

$60,000$4,500$4,500$0$6,750$75,750

Paul Steere

(Chair

Nominations & Remuneration

Committee)

1

$60,000$9,000$2,250$0$0$71,250

Catriona MacLeod

(Chair Health, Safety & Risk

Committee)

4

$60,000$0$0$9,000$3,375$72,375

Chiong Yong Tiong

3

$53,000$0$0$4,500$0$57,500

Yuen Ping Carol Chen$60,000$0$0$0$0$60,000

Victoria Taylor

(Chair

of Nominations and

Remuneration Committee)

2

$56,250$0$6,750$0$0$63,000

Total$469,250$13,500$13,500$13,500$10,125$519,875

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS45CORPORATE GOVERNANCE

Remuneration of CEO and Employees
The number of employees of the Group (including former employees), not being

Directors, who received remuneration and other benefits in excess of $100,000 in the

period to 31 January 2023 is set out in the remuneration bands detailed below:

* Includes redundancy payments, other prescribed fringe benefits.

Components of Compensation – CEO and Other Nominated Senior Leaders

a. Structure

The Company aims to reward the CEO and nominated Senior Leaders with a level

and mix of remuneration commensurate with their position and responsibilities within

the Group, so as to:

• Reward them for Company performance against targets set by reference to

appropriate benchmarks and key performance indicators.

• Align their interests with those of shareholders.

• Ensure total remuneration is competitive by market standards.

Remuneration consists of both fixed and variable remuneration components. The

variable remuneration component comprises the STI Scheme and the LTI Scheme.

The proportion of fixed remuneration and variable remuneration is established

for the CEO and for each nominated Senior Leader by the Board, following

recommendations from the Nominations and Remuneration Committee and the

CEO (in the case of the nominated Senior Leaders only).

The remuneration packages for the CEO and nominated Senior Leaders are all

subject to Board approval. No LTI grant was made in FY23 as the Nominations and

Remuneration Committee is considering designing a new scheme, the Nominations

and Remuneration Committee intention is to reflect the grants that would otherwise

been made under the LTI for FY23 once a new scheme has been designed and

approved by the Board.

Number of employees

RemunerationFY23FY22

$100,000 to $109,999137

$110,000 to $119,99966

$120,000 to $129,999510

$130,000 to $139,99975

$140,000 to $149,99935

$150,000 to $159,99975

$160,000 to $169,99951

$170,000 to $179,99932

$180,000 to $189,99920

$210,000 to $219,99912

$220,000 to $229,99910

$250,000 to $259,99911

$260,000 to $266,99911

$310,000 to $319,99911

$340,000 to $349,99910

$530,000 to $539,99901

$1,020,000 to $1,029,99910

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS46CORPORATE GOVERNANCE

The mix of fixed versus variable ‘at risk’ remuneration payable in
respect of FY23 and FY22 are provided below:

1

Base Salary includes Super contributions, insurance premiums and any leave cashed in.

2

Grant Rosewarne resigned as CEO effective 1 November 2022, following Grant's resignation, Graeme Tregidga was appointed

as Acting CEO.

3

Short Term Incentive payments correspond to the achievement of performance targets in the previous reporting period unless

otherwise stated (i.e., The Short-Term Incentive in FY22 relates to the achievement of performance related targets in FY21)

1. Fixed annual remuneration

Remuneration levels are reviewed at a minimum of every three years to ensure

that they are appropriate for the responsibility, experience and performance of the

CEO and each nominated Senior Leaders and are competitive with the market.

In addition, the overall mix of variable compensation and their terms are also

considered when setting and/or reviewing fixed remuneration.

The CEO and nominated Senior Leaders receive their fixed annual remuneration

in cash and a limited range of prescribed fringe benefits such as superannuation,

motor vehicle and health insurance. The total employment cost of any remuneration

package, including fringe benefit tax, is considered in determining an employee’s

fixed annual remuneration.

2. Variable remuneration – STI Scheme

The objective of the STI Scheme is to link the achievement of the annual financial

and operational targets with the remuneration received by the Senior Leaders

charged with meeting those targets. The total potential remuneration under the STI

Scheme is set at a level so as to provide sufficient incentive to the Senior Leaders to

achieve the targets such that the cost to the Company is flexible and in line with the

trading outcome for the year.

Actual STI Scheme payments granted to the CEO and each nominated Senior Leader

depend on the extent to which specific targets set at the beginning of the year

are met. The target for FY23 is directly related to achieving budgeted pro-forma

Fixed RemunerationPay For Performance

YearBase salary

1

Vehicle allowance

Contractual

obligations on

resignation and

exit payments

Total fixed

remuneration

Short-Term

Incentive (STI)

3

Long-Term

Incentive (LTI)Total at risk

Total

remuneration

CEO

Grant RosewarneFY22$500,219$17,634-$517,853$16,391-$16,391$534,244

Grant Rosewarne

2

FY23$376,165$18,300$633,430$1,027,895---$1,027,895

Graeme Tregidga

2

FY23$112,196$7,877-$120,073---$120,073

Other SLT MembersFY22$1,636,871$15,252$11,850$1,663,973$25,200-$25,200$1,689,173

Other SLT MembersFY23$1,814,496$15,252$60,000$1,889,748---$1,889,748

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS47CORPORATE GOVERNANCE

operating EBITDA result, capex target and employee engagement score.
The Nominations and Remuneration Committee considers the performance against

the targets and determines the amount, if any, to be allocated to the CEO and

nominated Senior Leader. STI Scheme payments are delivered as a taxable cash

bonus and are payable on completion of the annual audited financial statements.

It should be noted that the level of remuneration detailed may include STI bonus

payments that were achieved in the previous financial year.

1

This relates to the period he was Acting CEO in FY23 (from 1 November 2022). An additional amount relating to his role as GM

Sales is included within 'Other nominated Executives'.

STI Scheme payment values are set as a percentage of base cash remuneration,

being 30% for the CEO and 25% for the other nominated executives for the financial

period to 31 January 2023. For the financial period to 31 January 2023 there were 10

nominated Senior Leaders in the STI Scheme, (31 January 2022: 10 nominated Senior

Leaders). In addition to the CEO and nominated Senior Leaders, an addiitonal

$70k has been accrued for a number of individuals within the wider senior

management team.

In addition to the STI Scheme the Board reserves the ability to pay ad hoc bonus

payments to any employee, again either directly related to the trading outcome or

a specific performance target. For the financial period to 31 January 2023, there

were no ad hoc bonus payments to the CEO or other nominated Senior Leaders (31

January 2022, $nil).

3. Variable remuneration – LTI Scheme

The LTI Scheme has been designed to link reward with key performance indicators

that drive sustainable growth in shareholder value over the long term. The objectives

of the LTI Scheme are to:

• Align the CEO and nominated participants’ interests with those of shareholders.

• Help provide a long-term focus.

• Retain high calibre senior employees by providing an attractive equity-based

incentive that builds an ownership of the Company mindset, encouraging

executives to think and act like owners.

The hurdle rate used for the LTI scheme is an absolute share price growth hurdle,

which is more challenging over time than a relative TSR approach. This approach only

rewards executives if the shareholders also do well.

Under the LTI Scheme, the CEO and nominated participants are offered an interest

free loan which is to be applied to acquire shares in the Company. Shares acquired

under the LTI Scheme are held by a custodian and will only vest to the employee if

they are still employed by the Company after three years from the date of issue.

All dividends paid during this period are offset against the loan balance. Once the

shares vest, the employee remains obligated to repay the outstanding balance of the

loan. If an employee leaves employment before the expiry of the three-year period,

the custodian may exercise a call option to have the employee’s beneficial interest

in the shares transferred to it in consideration of the custodian taking the balance

of the loan. Any shares so transferred can be used for future grants or alternatively

the custodian is authorised to sell that employee’s shares with the proceeds applied

to repay the balance of the loan, with any deficit covered by the Company and any

surplus retained by the Company.

STI Year

CEO

Grant

Rosewarne

Acting CEO

Graeme

Tregidga

1

Other

nominated

ExecutivesTotal

FY21 STI Paid in FY22

$16,391$0 $32,039$48,430

FY22 STI accrued in FY22

(payable FY23)

$0$0$0$0

FY22 STI Paid in FY23

$0$0$0$0

FY23 STI accrued in FY23

(payable FY24)

$140,490$30,000$392,315$562,805

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS48CORPORATE GOVERNANCE

An offer may be made under the LTI Scheme to the CEO and nominated participants
each financial year and is based on individual performance as assessed by the annual

appraisal process. If a nominated participant does not sustain a consistent level of

high performance, they will not be nominated for participation in the LTI Scheme.

The Nominations and Remuneration Committee reviews all nominated participants,

with participation in the LTI Scheme subject to final Board approval. The Board

has retained the discretion to vary the applicable criteria for each offer under the

LTI Scheme. Once the Board has fixed the criteria for a specific offer under the LTI

Scheme, those performance hurdles cannot be varied in respect of that offer.

Each employee’s loan amount (which determines how many shares will be acquired)

is set as a percentage of their base salary and selected employees will be offered a

loan for this amount if the criteria set by the Board are met.

No LTI grant was made in FY23 as the Nominations and Remuneration Committee

is considering the design of a new scheme, the Nominations and Remuneration

Committee intention is to reflect the grants that would otherwise have been made

under the LTI for FY23 once a new scheme has been designed and approved by the

Board. (31 January 2022: 559,855 shares acquired with matching interest free loans

of $888,977)

During the year, a number of employees left the Company, resulting in the forfeiture,

buy back or exercise of 1,500,530 shares (31 January 2022: 1,159k shares), the

consequent exercise of call options and redemption of gross loans of $2,231,125 (31

January 2022: $1,051). Details of a put option held by ex-CEO Grant Rosewarne in

relation to loans outstanding on vested shares acquired by a family trust associated

by Mr Rosewarne are detailed under loans outstanding on vested shares.

LTI Scheme loan amounts are set as a percentage of base cash remuneration, being

30% for the CEO and between 5% and 15% for other nominated participants in

respect of the financial year ended 31 January 2022 (No grant LTI was made in FY23).

As at 31 January 2023, there were 42 nominated participants remaining in the LTI

Scheme, (31 January 2022: 51 nominated executives).

Shares held by the CEO and nominated executives

The total numbers of shares allocated under the Senior Executive Share Ownership

Scheme and LTI Schemes as at 31 January 2023 are as follows:

Number of Shares

Scheme

Allocation

date

Vesting

date

Average

share

price

Balance

at start

of year

Granted

during

the year

Vested

during

the year

Lapsed or

transferred

during

the year

Balance

at the

end of

the year

LTI 2018

Scheme

(A)

27 Sep 20181 Sep 2021$1.30179,772--(179,772)-

LTI 2019

Scheme

(A)

5 Nov 20191 Sep 2022$1.41178,377--(178,377)-

LTI 2019

Scheme

(B)

5 Nov 20191 Sep 2022$2.1325,114--(25,114)-

LTI 2020

Scheme

-Sen. Exec.

8 Oct 20204 Nov 2022$1.72907,907--(907,907)-

LTI 2020

Scheme

(A)

28 Jan 20221 Sep 2023$1.53276,843--(147,308)129,535

LTI 2021

Scheme

(A)

28 Jan 20221 Sep 2024$1.76253,055--(126,504)126,551

LTI 2021

Scheme

(E)

28 Jan 20221 Sep 2024$1.3687, 2 0 6--(13,759)73,447

LTI 2021

Scheme

-Sen. Exec.

28 Jan 202214 Oct 2024$1.48219,595--219,595

Totals2,127,869--(1,578,741)549,128

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS49CORPORATE GOVERNANCE

CEO - Grant RosewarneNumber of Shares
Scheme

Allocation

Date

Vesting

Date

Weighted

average

share

price

Balance

at start

of year

Granted

during

the year

Vested

during

the year

Lapsed or

transferred

during

the year

Balance

at the

end of

the year

LTI 2018

scheme

27 Sep 20181 Sep 2021$1.3090,510--(90,510)-

LTI 2019

scheme

5 Nov 20191 Sep 2022$1.4183,449--(83,449)-

SLT LTI 2020

scheme

8 Oct 20204 Nov 2022$1.72544,535--(544,535)-

LTI 2020

scheme

8 Oct 20201 Sep 2023$1.5391,824--(91,824)-

LTI 2021

scheme

28 Jan 20221 Sep 2024$1.7679,824--(79,824)-

Totals890,142--(890,142)-

Acting CEO - Graeme TregidgaNumber of Shares

Scheme

Allocation

Date

Vesting

Date

Weighted

average

share

price

Balance

at start

of year

Granted

during

the year

Vested

during

the year

Lapsed or

transferred

during

the year

Balance

at the

end of

the year

LTI 2018

scheme

27 Sep 20181 Sep 2021$1.3022,509--(22,509)-

LTI 2019

scheme

5 Nov 20191 Sep 2022$1.4120,753--(20,753)-

SLT LTI 2020

scheme

8 Oct 20204 Nov 2022$1.72125,000--(125,000)-

LTI 2020

scheme

8 Oct 20201 Sep 2023$1.5321,078---21,078

LTI 2021

scheme

28 Jan 20221 Sep 2024$1.7618,324---18,324

Totals207,664--(168,262)39,402

Grant Rosewarne resigned as CEO effective 1 November 2022, following Grant’s

resignation Graeme Tregidga was appointed as Acting CEO.

It should be noted under the relevant accounting standards that the loans granted

to participants in both the Executive Share Ownership Scheme and LTI Schemes

participants are not recorded on the Group’s balance sheet.

Senior Executive Share Ownership Scheme

The CEO and certain other senior executives were participants in an executive share

ownership scheme prior to the IPO, in which participants have been provided with an

interest free loan of up to 200% of the amount which the senior executive invests in

the Company. As at 31 January 2023, 2,327,191 shares are held by current or former

senior executives via the Ownership Scheme, partly funded by interest free loans of

$893,750. Details of a put option held by ex-CEO Grant Rosewarne in relation to

loans outstanding on vested shares acquisition by a family trust associated by Mr

Rosewarne are detailed under loans outstanding on vested shares.

These shares, which have been subject to sale restrictions since the IPO, were

released from escrow on announcement of the 2018 financial results.

Under accounting standard IFRS 2 Share Based Payments, as the LTI shares are

classified as options, the total cost of each annual allocation is spread across the

three years of the vesting period from the date of issue.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS50CORPORATE GOVERNANCE

The actual allocation cost is adjusted after
the issue date to reflect any shares which

do not vest due to performance on tenure

hurdles which are not met. The total LTI

expense/(credit) recognised in the financial

statements for the year ended 31 January

2023 was ($429k)(31 January 2022: $136k).

SchemeIssue date

Vesting

date

Hurdle

price

Shares

granted

Shares

forfeited

Shares

vested

Shares

settled/

sold back

to NZKS

Shares

remaining

with loan

balance

Loans in

respect

of these

shares

Less

dividend

received

after tax

paidNet loans

Senior Executive Share

Ownership Scheme

2011 – 201629-Aug-18$0.483,062,164-3,062,164734,9732,327,191893,750-893,750

LTI IPO31-Aug-161-Sep-19$1.12993,671220,500773,171280,830492,341551,42277,886473,536

LTI 2017a29-Sep-171-Sep-20$1.22270,27415,073255,201121,318133,883163,33714,950148,387

LTI 2017b29-Sep-171-Sep-20$1.7747,24117,61129,63017,56912,06121,3483,30918,039

Total4,373,350253,1844,120,1661,154,6902,965,4761,629,85796,1451,533,713

1

Grant Rosewarne resigned as CEO effective

1 November 2022, and Graeme Tregidga was

appointed as Acting CEO. In connection with

Grant Rosewarne’s resignation, the Company

has agreed to grant Mr Rosewarne a Put Option

in connection with certain long term incentive

plans for the purpose of repaying a loan owed

by Mr Rosewarne to the Company in relation to

the acquisition of certain shares held by a family

trust associated by Mr Rosewarne. Pursuant to

the Put Option Mr Rosewarne may require the

Company to acquire up to 2,340,883 shares

(the Option Shares) held by Mr Rosewarne and

Bianca Rosewarne as holders of the Rosewarne

NZ Family Trust issued in connection with

certain long term incentive plans of NZKS for

the purpose of repaying a loan owed by Mr

Rosewarne to the Company in relation to the

acquisition of the Option Shares. The Put Option

may be exercised by Mr Rosewarne such that

the Option Shares are acquired by the Company

on or before 28 February 2024.

CEOYearShares VestedLoan

Grant Rosewarne FY222,340,883$ 1,102,189

Grant Rosewarne

1

FY232,340,883$1,102,189

Graeme Tregidga

1

FY23185,594$118,562

Loans outstanding on vested shares

The table below shows the loans associated for shares which have vested under

both the executive share ownership scheme prior to the IPO and LTI schemes:

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS51CORPORATE GOVERNANCE

NZKS has determined that it will offer to acquire the Option Shares (Buyback Offer).
The terms of the Buyback Offer are as follows:

1. Pursuant to the Put Option, the Company offers to buyback the Option Shares at

the volume weighted average price of NZKS’ ordinary shares (the Shares) traded on

the NZX Main Board for the five trading days prior to the exercise of the Put Option.

2. The Put Option may only be exercised once, and the proceeds will be applied to

repayment of a loan owing by Mr Rosewarne to the Company in relation to the

Option Shares.

Employee Share Ownership Scheme

At the time of the Company’s initial public offering, it established an employee share

ownership scheme to facilitate an increase in the level of participation by employees

as shareholders, which improves the alignment of interests between employees and

shareholders. Under the scheme, each eligible employee was offered an interest free

loan up to $5,000 to fund 50% of the subscription price for the shares which the

employee wished to acquire in the Company. Employees are obliged to repay their

loans when the shares are sold or when they leave the Company.

A total of 187,076 shares were issued at the time, supported by loans of $104,762 from

the Company. During the period to 31 January 2023, 4 employees holding shares

have left the Company (31 January 2022: 5), and no shares have been sold by current

employees (31 January 2022: 0). As at 31 January 2022, the following shares were

held by employees under the Employee Share Ownership Plan.

6. PRINCIPLE 6 - RISK MANAGEMENT

Directors should have a sound understanding of the material risks faced by the issuer

and how to manage them. The Board should regularly verify that the issuer has

appropriate processes that identify and manage potential and material risks.

Recommendation 6.1

An issuer should have a risk management framework for its business and the issuer’s

Board should receive and review regular reports. An issuer should report the material

risks facing the business and how these are being managed.

Risk Management Framework

The Board is responsible for ensuring that key business and financial risks are

identified, and that appropriate controls and procedures are in place to effectively

manage those risks.

The Health, Safety and Risk Committee has overall responsibility for ensuring that

the Company’s risk management framework is appropriate and that it appropriately

identifies, considers and manages risks. In addition, in FY23 the Board established

the Fish Farming Review Committee to consider all aspects of NZKS fish farming.

Risk management is an integral part of the Company’s business. A risk management

framework incorporating a risk register is used to identify those situations and

circumstances in which the Company may be materially at risk and for which

risk mitigation activities are appropriate. This approach is intended to provide a

comprehensive, company-wide awareness of risk in senior management, supported

by a consistent method of identifying, assessing, controlling, monitoring and

reporting existing and potential risks to the Company’s business.

Allocation dateVesting dateNumber of shares

Scheme

Balance at

start of year

Sold during

the year

Balance at the

end of the year

Employee Share

Ownership Plan

19 Oct 201619 Oct 201677,96222,64255,320

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS52CORPORATE GOVERNANCE

The Company has designed and implemented a risk framework for the oversight and
management of financial and non-financial business risks, as well as related internal

compliance systems that are designed to:

• Ensure team members and contractors work in a safe and healthy working

environment.

• Optimise the return to stakeholders whilst also protecting their interests.

• Safeguard the Company’s assets, biological assets and the environment.

• Maintain food quality standards and product quality.

• Fulfil the Company’s strategic objectives.

• Manage the financial and non-financial risks associated with the business.

The Board has delegated responsibility to the Health, Safety & Risk Committee

to establish and regularly review the Company’s risk management framework.

As part of this framework the Committee is tasked with identifying situations

and circumstances in which the Company may be materially at risk and initiating

appropriate action through the Board or CEO. A risk management policy is overseen

by the CEO and supports a comprehensive approach to the management of those

risks identified as material to the Company’s operations. Risk management is a

standing item on the agenda for Health, Safety & Risk Committee meetings, with

detailed reports provided by senior management.

The CEO and CFO have provided the Board, through the Audit and Finance

Committee, with assurances that in their opinion financial records have been

properly maintained, that the financial statements comply with those accounting

standards under which the Company must report and that the statements give

a true and fair view of the Company’s financial position and performance. These

representations are given on the basis that a sound system of internal controls

and risk management is operating effectively in all material respects in relation to

financial reporting.

In managing the Company’s business risks, the Board approves and monitors policy

and procedures in areas such as treasury management, financial performance,

taxation and delegated authorities.

Insurance

The Company has insurance policies in place covering most areas where risk to its

assets and business can be insured at a reasonable cost.

Recommendation 6.2

An issuer should disclose how it manages its health and safety risks and should report

on their health and safety risks, performance and management.

Health and Safety

The Board and management are committed to promoting a safe and healthy

working environment for everyone working in, or interacting with, the Company. The

Company strives for continuous improvement that takes us beyond compliance in

health, safety and wellness. This includes the reviewing of our health and safety policy

statement as well as the systems and processes that support our safety objectives.

The Company’s Health, Safety & Risk Committee Charter creates a shared

responsibility for all our team members and contractors to so far as reasonably

practicable take all steps in providing a working environment that promotes health

and wellbeing. Effective controls based on industry knowledge and best practice

guidelines inform and support our risk management across in all areas of the

business.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS53CORPORATE GOVERNANCE

The Company uses a risk-based approach, having identified a number of critical risk
areas, including:

• Access to water space

• Fish health

• Climate change

• Food safety

• Health & safety (maritime operations, plant and equipment)

Each of these critical risk areas has initiatives designed to eliminate, isolate or

minimise risk.

The Company uses a combination of leading and lagging performance measures in

health and safety.

7. PRINCIPLE 7 – AUDITORS

The Board should ensure the quality and independence of the external audit process.

Recommendation 7.1

The Board should establish framework for the issuer’s relationship with its external

auditors. This should include procedures:

(a) for sustaining communication with the issuer’s external auditors;

(b) to ensure that the ability of the external auditors to carry out their statutory

audit role is not impaired, or could reasonably be perceived to be impaired;

(c) to address what, if any, services (whether by type or level) other than their

statutory audit roles may be provided by the auditors to the issuer; and

(d) to provide for the monitoring and approval by the issuer’s Audit and Finance

Committee of any service provided by the external auditors to the issuer other

than in their statutory audit role.

Recommendation 7.2

The external auditor should attend the issuer’s Annual Shareholders Meeting to

answer questions from shareholders in relation to the audit.

External Auditor

The Company’s Audit and Finance Committee is responsible for oversight of the

Company’s external audit arrangements to safeguard the integrity of financial

reporting. The Company maintains an External Auditor Independence Policy to

ensure that audit independence is maintained, both in fact and appearance.

The policy covers the following areas:

• Appointment of the external auditor.

• Provision of other assurance services by the external auditor.

• Pre-approval process for the provision of other assurance services.

• External auditor lead and engagement partner rotation.

• Hiring of staff from the external auditor.

• Relationships between the external auditor and the Company.

• Reporting on fees and non-audit work.

The role of the external auditor is to audit the financial statements of the Company

in accordance with applicable auditing standards in New Zealand and to report on

its findings to the Board and shareholders of the Company.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS54CORPORATE GOVERNANCE

The External Auditor Independence Policy is available in the Corporate Governance
Code which is available on the Company’s website at www.kingsalmon.co.nz/

governance/.

Ernst & Young is the Company’s current external auditor. Brendon Summerfield is the

current audit engagement partner, in his second year following a partner rotation at

the completion of the 2021 audit. Fees paid to Ernst & Young are included in note 30

of the notes to the financial statements.

Both the Company’s Audit and Finance Committee Charter and the External Auditor

Independence Policy require the external auditor to be independent, recognising the

importance of facilitating frank dialogue between the Audit and Finance Committee,

the auditor and management. The External Auditor Independence Policy requires

that the audit partner be rotated after a maximum of five years.

The Audit and Finance Committee Charter requires the Committee to facilitate the

continuing independence of the external auditor by assessing the external auditor’s

independence, qualifications, overseeing and monitoring their performance. This

involves monitoring all aspects of the external audit, including the appointment of

the auditor, the nature and scope of its audit and reviewing the auditor’s service

delivery plan.

The auditor has been invited to attend the Annual Shareholders’ Meeting and will

be available to answer questions about the audit process and the independence

of the auditor.

Recommendation 7.3

Internal audit functions should be disclosed.

Internal Audit

The Company does not have an internal audit function. However, the Company

does have a quality and compliance team dedicated to food hygiene in relation to

the processing of harvested fish through to finished goods that are dispatched to

the end customer. The objective of the quality and compliance team is to enhance

and protect the organisational value of the Company by providing risk-based and

objective assurance. The management Health and Safety Steering Group has

overseen internal safety audits throughout the farming and manufacturing process.

The Health, Safety and Risk Committee now oversees this function.

Where necessary, external expertise is obtained for specific audit activities.

Independent Professional Advice

With the approval of the Audit and Finance Committee, Directors are entitled to seek

independent professional advice on any issue related to the fulfilment of his or her

duties, at the Company’s expense. During FY23 the Directors sought independent

professional advice from:

• an external advisor to undertake a 360-degree feedback review of the CEO

and peer and management review of the Board

• an external advisor to assist with expert knowledge for the Fish Farming

Review Committee

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS55CORPORATE GOVERNANCE

8. PRINCIPLE 8 – SHAREHOLDER RELATIONS
The Board should respect the rights of shareholders and foster constructive

relationships with shareholders that encourage them to engage with the issuer.

Recommendation 8.1

An issuer should have a website where investors and interested stakeholders can

access financial and operational information and key corporate governance

information about the issuer.

Shareholder Relations

The Company is committed to maintaining a full and open dialogue with its

shareholders and other stakeholders. Annual reports, links to stock exchanges,

governance policies and charters and a variety of corporate information are posted

on the Company’s website.

The Company’s preference is for electronic communications in the interests of

sustainability and efficiency; however, each shareholder is entitled to receive a paper

copy of each annual report.

Shareholder meetings will be held at a time and location to encourage participation

in person by shareholders. Annual meetings are currently held in the Nelson /

Marlborough region, reflecting the head office and production locations for the

Company.

The Company’s website includes a range of information relevant to shareholders and

others concerning the operation of the Company, including information about the

sites we operate, Aquaculture Best Management Practices (BMP), certifications, our

brands and the corporate governance policies of the Company.

Recommendation 8.2

An issuer should allow investors the ability to easily communicate with the

issuer, including providing the option to receive communications from the issuer

electronically.

Electronic Communications

Shareholders have the option of receiving their communications electronically. This is

the company’s preferred method of communication.

Contact details for the Company’s head office are available on the website.

Recommendation 8.3

Quoted equity security holders should have the right to vote on major decisions

which may change the nature of the issuer in which they are invested in.

Major Decisions

Directors’ commitment to timely and balanced disclosure is set out in its Shareholder

Communications and Market Disclosure Policy and includes advising shareholders on

any major decisions. Where voting on a matter is required, the Board encourages

investors to attend the meeting or to send in a proxy vote. Shareholders may raise

matters for discussion at the Annual Shareholders’ Meeting either in person or by

emailing the Company with a question to be asked.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS56CORPORATE GOVERNANCE

Recommendation 8.4
If seeking additional equity capital, issuers

of quoted equity securities should offer

further equity securities to existing equity

security holders of the same class on a pro

rate basis, and on no less favourable terms,

before further equity securities are offered

to other investors.

Equity raise

The Board is responsible for considering the

interests of all existing equity holders when

assessing their capital raising options.

Recommendation 8.5

The Board should ensure that the notices

of annual or special meetings of quoted

equity security holders is posted on the

issuer’s website as soon as possible and at

least 20 working days prior to the meeting.

Notice of Meeting

The Company’s Notice of Meeting will be

available at least 20 working days prior to

the meeting on the NZX/ASX with a link to

stock exchange announcements provided

in the Investors section of the company’s

website.

DIRECTOR DISCLOSURES

The following persons were Directors of New Zealand King Salmon Investments Limited and its subsidiaries during the period

to 31 January 2023:

1

Grant Rosewarne retired as a Director New Zealand King Salmon Investments Limited on 27 June 2022. Grant Rosewarne

resigned as CEO and his other NZKS Directorships 1 November 2022

Directors

John

Ryder

Jack

Porus

Chiong

Yong

Tiong

Paul

Steere

Grant

Rosewarne

1

James V.

Kilmer

Justin

Reynolds

Catriona

MacLeod

Carol

Chen

Victoria

Taylor

Graeme

Tregidga

New Zealand King Salmon

Investments Limited

The New Zealand King Salmon Co.

Limited

New Zealand King Salmon Exports

Limited

New Zealand King Salmon USA

Incorporated

The New Zealand King Salmon Pty

Limited

NZKS Custodian Limited

King Salmon Limited

MacCure Seafoods Limited

Omega Innovations Limited

Ora King Limited

Regal Salmon Limited

Southern Ocean Salmon Limited

Southern Ocean Seafoods Limited

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS57CORPORATE GOVERNANCE

INTERESTS REGISTER
The following entries were made in

the interests register of the Company

during the year ended 31 January 2023:

Share Dealings by Directors

Dealings by Directors and key senior

managers during the period ended 31

January 2023 as entered in the Interest

Register of the Company are as follows:

1

Source Computershare

2

Grant Rosewarne resigned as CEO effective 1 November 2022, following Grant's resignation Graeme Tregidga was appointed as

Acting CEO. Graeme Tregidga's share dealings are from the time of his appointment as Acting CEO.

Name of Director / Senior ExecutiveNo. of sharesNature of interest

Acquisition /

Disposal

Consideration


(per share)Date

Grant Rosewarne

2

8,943,447Beneficial OwnerAcquisition$0.1512 May 2022

2,300Beneficial OwnerDisposal$0.2612 May 2022

90,510Beneficial Owner

Forfeiture of shares

under LTI scheme

$1.23 14 Jun 2022

83,449Beneficial Owner

Forfeiture of shares

under LTI scheme

$1.3930 Sep 2022

716,183Beneficial Owner

Forfeiture of shares

under LTI scheme

$1.701 Nov 2022

Graeme Tregidga

2

125,000Beneficial Owner

Forfeiture of shares

under LTI scheme

$1.7212 Dec 2022

Jack Porus4,389,671Beneficial OwnerAcquisition$0.1512 May 2022

Paul Steere1,660,000Beneficial OwnerAcquisition$0.1512 May 2022

John Ryder3,333,334Beneficial OwnerAcquisition$0.1512 May 2022

Share Dealings by Directors/Officers

1

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS58CORPORATE GOVERNANCE

Disclosure of interest in
the Interests Register

Details of Director’s

disclosures entered in

the interests register for

the Company as at 31

January 2023 were as

follows:

1

Represent additions into the

interests register during the

year ended 31 January 2023.

DirectorName of InterestNature of Interest

John Ryder

(Chair)

Aged Care Education (NZ) LimitedDirector & Shareholder

Alpine View Care Centre LimitedDirector

Alpine View Lifestyle Village LimitedDirector

Ashbury Heights LimitedDirector

Banbury Park LimitedDirector

Broadwater Village LimitedDirector

Brycharl Corporation LimitedDirector & Shareholder

Burlington Village LimitedDirector

Castle Recruitments LimitedDirector & Shareholder

Coastal View LimitedDirector

Direct Capital VI Management LimitedDirector

Kindly LimitedDirector

Qestral Corporation LimitedDirector & Shareholder

Questral Corporation LimitedDirector

Spyglass Trading LimitedDirector & Shareholder

Sweat Equity LimitedDirector & Shareholder

Tuatara Tours NZ LimitedDirector & Shareholder

Brycharl Custodian Limited

1

Director

Brycharl Investments Limited

1

Director & Shareholder

Bloody Good Events Limited

1

Director

Spritely Limited

1

Director

Jack Porus

Glaister Ennor Holdings Ltd and associated

entities

Consultant

GEK Property Management Ltd and

associated entities

Director & Shareholder

Ernslaw One Ltd

1

Director

The Neil Group Ltd

1

Director

Vulcan Mortgage Management Ltd

1

Director & Shareholder

Harbour View Investments Ltd

1

Director

Whitford Forest Holdings Company

1

Director

Mortgage Holdings Ltd

1

Director & Shareholder

The Rotary Club of Auckland Trustee

Company Ltd

1

Director

Pinnacle Life Ltd

1

Director

Tauranga Storage Ltd

1

Director & Shareholder

Norfolk Mortgage Management Ltd Director & Shareholder

Paul Steere

Aquaculture Advisory Panel, South Pacific

Community

Chair

Nelson City Council City for all Ages

Committee

1

Chair

Chiong TiongAotea Dairy LimitedDirector

Forestland Investment LimitedDirector

Aotea Housing LimitedDirector

Maraetai Land Development LimitedDirector

The Lumberbank New Zealand LimitedDirector

Waimarino Forests LimitedDirector

CEP Auckland LimitedDirector

Nugent Fitness LimitedDirector

Neil Corporation LimitedDirector

Winstone Pulp International LimitedDirector

Oregon Group LimitedDirector

Ernslaw One LimitedDirector

The Neil Group LimitedDirector

Neil Construction LimitedDirector

Timbergrow LimitedDirector

Catriona

Macleod

Australian Sustainable Seaweed AllianceDirector

Derwent Estuary ProgramDirector

The Institute of Marine & Antarctic Studies

at the University of Tasmania

1

Director

Victoria

Taylor

AsureQuality NED

1

Director

Three60 Consult

1

Chair

FreshCo

1

Chair

Primary Connection

1

Director & Shareholder

Foot Science International

1

Director

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS59CORPORATE GOVERNANCE

Relevant Interests
The table below records the ordinary shares in which Directors had a relevant

interest as at 31 January 2023.

(1) Neither Catriona Macleod, Chiong Yong Tiong, Carol Chen nor Victoria Taylor held any relevant interests (beneficial or

non-beneficial) as at 31 January 2023.

Use of Company Information by Directors

No notices were received from Directors pursuant to section 145 of the Companies

Act 1993 to use Company information, received in their capacity as Directors,

which would otherwise not have been available to them.

Directors Liability

As permitted by the Company’s Constitution and in accordance with Section

162 of the Companies Act 1993, the Company has indemnified all Directors and

arranged Directors’ and Officers’ Liability Insurance which ensures that, to the

extent permitted by law, Directors will incur no monetary loss as a result of actions

undertaken as Directors. Certain actions are specifically excluded, for example, the

incurring of penalties and fines, which may be imposed in respect of breaches of

the law.

Shareholder Information

As at 31 January 2023 there were 541,454,710 ordinary shares on issue in the

Company, each conferring on the registered holder the right to vote on any resolution

at a meeting of shareholders, held as follows:

Name of Director

Number of Ordinary

Shares - Beneficial

Number of Ordinary

Shares - Non-Beneficial

John Ryder

(Chair)5,500,978-

Jack Porus4,762,128-

Paul Steere2,445,325-

Size of Holding

Number of

ShareholdersNumber of Shares held%

1 - 4,9991,1712,264,7730.4

5,000 - 9,9994383,054,8430.6

10,000 - 49,99997622,970,5474.2

50,000 - 99,99926618,046,9943.3

100,000 - 499,99919239,442,4697. 3

500,000 - 999,9992013,913,2562.6

Over 1,000,00033441,761,82881.6

Total3,096541,454,710100

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS60CORPORATE GOVERNANCE

20 Largest Shareholders
Set out below are details of the 20 largest shareholders of the Company as at 6

March 2023:

Substantial Product Holders

Set out below are details of the substantial product holders of the Company as

advised by notice to the Company as at 31 January 2023. The number of shares

shown below is as advised in the most recent substantial product holder notices

given to the Company and may not be their holding as at 31 January 2023.

ShareholderShares% of shares

Oregon Group Limited214,146,07839.55

China Resources Enterprise Limited 53,125,9349.81

HSBC Nominees A/C NZ Superannuation Fund

Nominees Limited - NZCSD

49,162,7189.08

Masfen Securities Limited 15,121,4682.79

ANZ Wholesale Australasian Share fund - NZCSD11,901,0472.20

Grantley Bruce Rosewarne & Bianca Jade Rosewarne9,840,8731.82

New Zealand Depository Nominee Limited9,464,4921.75

Accident Compensation Corporation - NZCSD8,828,8691.63

FNZ Custodians Limited 6,797,9831.26

Custodial Services Limited6,134,4711.13

John William Dudley Ryder5,322,9780.98

HSU-Cheng Yang4,890,0000.90

Jack Lee Porus & Robert Narev4,762,1280.88

NZKS Custodian Limited2,855,2460.53

MA Investments Two Limited2,774,8250.51

Hobson Wealth Custodian Limited2,752,0460.51

Takutai Limited2,500,0000.46

Peter Plowman2,333,8080.43

Iconic Investments Limted2,282,1860.42

Citibank Nominees (New Zealand) Limited - NZCSD2,054,6410.38

ShareholderNumber of SharesClass of Share

Oregon Group Ltd.214,146,078Ordinary

China Resources Enterprise, Ltd.53,125,934Ordinary

New Zealand Superannuation Fund Nominees Ltd49,162,718Ordinary

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS61CORPORATE GOVERNANCE

Annual Shareholders Meeting
The Company’s 2023 Annual Shareholder’s Meeting will be an in-person meeting

held on 14 June 2023. Shareholders will be given an opportunity at the meeting to

ask questions and comment on relevant matters. Notice of Meeting will be sent to

shareholders in advance of the meeting.

NZX Waiver

On 31 March 2022, the Company was granted a waiver from NZX Listing Rule 3.5.1,

which ordinarily requires the Company to release a Results Announcement through

MAP no later than 60 days after the end of its financial year. In reliance on this

waiver, the Company released its results for the 12 months ending 31 January 2022 on

13 April 2022. The delay was due to the disruption caused by the Omicron variant of

COVID-19, which impacted either directly or indirectly (close contacts) members of

the Company’s finance team and its audit provider.

Exercise of NZX Disciplinary Powers

NZX Limited did not exercise any of its powers under Listing Rule 5.4.2 in relation to

the Company during the period to 31 January 2023.

Donations

Donations made by the Group during the period to 31 January 2023 totalled $4,775

(31 January 2022:$9,656). No donations were made to political parties.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS62CORPORATE GOVERNANCE

CORPORATE DIRECTORY
BOARD OF DIRECTORS

John William Dudley Ryder

Independent Non-Executive Chair

Grantley Bruce Rosewarne

Chief Executive Officer and

Managing Director (retired as

a Director on 27 June 2022 and

resigned as CEO effective 1

November 2022)

Jack Lee Porus

Non-Executive Director

Paul James Steere

Independent Non-Executive

Director

Chiong Yong Tiong

Non-Executive Director

Catriona Macleod

Independent Non-Executive

Director

Carol Chen

Non-Executive Director

Victoria Taylor

Independent Non-Executive

Director

COMMITTEE MEMBERS

Audit and

Finance Committee

Paul Steere (Chair)

John Ryder

Jack Porus

Nomination and Remuneration

Committee

Victoria Taylor (Chair)

Jack Porus

Health, Safety and Risk

Committee

Catriona Macleod (Chair)

Chiong Yong Tiong

Fish Farming Review

Committee

(Est. May 2022)

Jack Porus (Chair)

Catriona Macleod

BANKERS

The Bank of New Zealand

Deloitte Centre, Level 6, 80 Queen

Street, Auckland

AUDITOR

Ernst & Young (EY)

Level 4/93, Cambridge Terrace

Christchurch, New Zealand

LAWYERS

Chapman Tripp

Level 34, 15 Customs Street West,

Auckland, New Zealand

Gascoigne Wicks

79 High Street, Blenheim

New Zealand

Duncan Cotterill

197 Bridge Street, Nelson

New Zealand

NEW ZEALAND

KING SALMON

INVESTMENTS LIMITED

Ticker: NZK

Listed on the NZX Main Board

and as a Foreign Exempt Listing

on the ASX

NZ company number: 2161790

Registered Office

17 Bullen Street, Tahunanui,

Nelson 7011, New Zealand

Postal Address

PO Box 1180, Nelson 7040

New Zealand

Telephone

+64 3 548 5714

Website

www.kingsalmon.co.nz

Investor Relations

investor@kingsalmon.co.nz

SHARE REGISTRY

Computershare Investor

Services Limited

Level 2, 159 Hurstmere Road,

Takapuna, Auckland 0622

New Zealand

+64 9 488 8777

enquiry@computershare.co.nz

Computershare Investor

Services Pty Limited

Yarra Falls, 452 Johnston Street,

Abbotsford VIC 3001, Australia +61

3 9415 4083

enquiry@computershare.co.nz

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS63CORPORATE DIRECTORY

Financial
Statements

For the year ended 31 January 2023

Contents
Statement of comprehensive income 66

Statement of financial position 67

Statement of changes in equity 68

Statement of cash flows 69

Notes to the financial Statements 70

1. Corporate information 70

2. Basis of preparation 70

3. Significant accounting policies 72

4. New standards adopted and standards

issued not yet adopted

80

5. Impairment 80

6. Other income 80

7. Expenses 81

8. Finance income and costs 81

9. Income tax 81

10. Components of other

comprehensive income 83

11. Earnings per share 83

12. Cash and cash equivalents 83

13. Trade and other receivables 84

14. Inventories 84

15. Biological assets 85

16. Property, plant and equipment 87

1 7. Intangibles 88

18. Right-of-use assets 89

19. Lease liabilities 89

20. Interest bearing loans and borrowings 90

21. Trade and other payables 90

22. Employee benefits 90

23. Commitments and contingencies 90

24. Risk management 91

25. Fair value of financial instruments 94

26. Capital management 95

27. Capital and reserves 96

28. Events after balance date 97

29. Related party disclosures 97

30. Auditor's remuneration 98

31. Reconciliation of net operating

cash flow to profit /(loss)

98

32. Revenue from contracts with customers 99

33. Segment information 100

Independent Auditor’s Report 101

Glossary 106

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS65

STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 January 2023

20232022

Note$000$000

Revenue from contracts with customers32167,131 174,530

Cost of goods sold14(164,657)(177,774)

Fair value gain on biological transformation1549,628 41,261

Freight costs to market(21,479) (25,275)

Gross profit30,62312,743

Other income68,577 402

Sales, marketing and advertising expenses(12,245) (13,471)

Distribution overheads(3,463) (5,204)

Corporate expenses(10,854)(8,649)

Other expenses7(940) (1,414)

Profit/(loss) before interest, tax, depreciation,

amortisation and impairment

11,698(15,593)

Depreciation and amortisation expense16,17,18(7,915) (10,125)

Impairment5(507)(59,255)

Finance income8337 17

Finance expenses8(1,499) (2,636)

Profit/(loss) before tax2,114(87,593)

20232022

Note$000$000

Income tax credit / (expense)9(223)14,390

Net profit/(loss) after tax1,891(73,202)

Other comprehensive income

Other comprehensive income that may be reclassified to profit

or loss in subsequent periods:


Exchange differences on translation of foreign operations10334 214

Movement on cash flow hedges103,878 (11,765)

Release of early closed out foreign exchange contracts10(7,775) -

Deferred tax on early closed out foreign exchange contracts102,177 -

Income tax effect of movement on cash flow hedges10(1,074) 3,294

Net other comprehensive income / (loss)(2,460) (8,257)

Total comprehensive income / (loss)(569) (81,459)

Earnings per share

Basic earnings per share11 $0.00 $(0.53)

Diluted earnings per share11 $0.00 $(0.53)

The consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS66STATEMENT OF COMPREHENSIVE INCOME

20232022
ASSETSNote$000$000

Current assets

Cash and cash equivalents1219,221 2,913

Trade and other receivables1316,573 19,817

Taxation receivable164294

Inventories1429,72934,636

Biological assets1560,348 65,529

Derivative financial assets251,906 1,338

Total current assets1 2 7,941124,527

Non-current assets

Property, plant and equipment1648,176 50,620

Biological assets1512,344 9,432

Derivative financial assets254,106 3,112

Intangible assets173,486 3,893

Right-of use assets184,316 5,744

Deferred tax asset9919-

Goodwill17- -

Total non-current assets73,34772,801

TOTAL ASSETS201,288197,328

20232022

LIABILITIESNote$000$000

Current liabilities

Trade and other payables2113,66216,434

Employee benefits223,465 2,831

Borrowings20750 49,659

Lease liabilities191,1911,531

Other financial liabilities29278 233

Derivative financial liabilities253,1123,628

Taxation payable- 301

Total current liabilities22,458 74,617

Non-current liabilities

Employee benefits22501 430

Borrowings202,750 -

Lease liabilities193,3284,402

Deferred tax liabilities9- -

Derivative financial liabilities254,345 6,650

Total non-current liabilities10,924 11,482

TOTAL LIABILITIES33,382 86,099

NET ASSETS167,906111,229

EQUITY

Share capital27180,143 122,606

Reserves7, 4 2 310,175

Retained earnings /(deficit)(19,660)(21,552)

TOTAL EQUITY167,906111,229

STATEMENT OF FINANCIAL POSITION

As at 31 January 2023

DIRECTOR – JOHN RYDER

28 March 2023

DIRECTOR – PAUL STEERE

28 March 2023

The consolidated statements of financial position should be read in conjunction with the accompanying notes.

For and on behalf of the Board, who authorised the issue of these financial statements on 28 March 2023.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS67STATEMENT OF FINANCIAL POSITION

Share
Capital

Foreign Currency

Translation

Reserve

Hedge

Reserve

Share Based

Payment

Reserve

Retained

Earnings/

(Deficit)

Total

Equity

Note$000$000$000$000$000$000

Balance as at 01 February 2022122,606 (948) 10,003 1,120 (21,551) 111,230

Profit for the year- - - - 1,891 1,891

Other comprehensive income/(loss)10- 334 (2,794) - - (2,460)

Total comprehensive income/(loss) for the year- 334 (2,794) - 1,891 (569)

Share issue2757,537 - - - - 57,537

Share based payment expense/(credit)- - - (292) - (292)

Balance as at 31 January 2023180,143 (614) 7, 2 09 828 (19,660) 167,906

Balance as at 1 February 2021122,606 (1,162) 18,474 974 51,651 192,543

Loss for the period- - - - (73,202) (73,202)

Other comprehensive income/(loss)10- 214 (8,471) - - (8,257)

Total comprehensive income/(loss) for the period- 214 (8,471) - (73,202) (81,459)

Share based payment expense- - - 146 - 146

Balance as at 31 January 2022122,606 (948) 10,003 1,120 (21,551) 111,230

STATEMENT OF CHANGES IN EQUITY

For the year ended 31 January 2023

The consolidated statements of changes in equity should be read in conjunction with the accompanying notes.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS68STATEMENT OF CHANGES IN EQUITY

20232022
Note$000$000

Operating activities

Receipts from customers170,641171,644

Payments to suppliers(118,404)(129,077)

Payments to employees(40,972) (43,556)

Interest received337 17

Interest paid(1,047)(1,685)

Insurance and settlement income2 1

Government grants received205340

Proceeds from foreign currency forward contracts closed early- 13,495

Income tax paid(287) (4,171)

Net cash flows from / (used in) operating activities3110,475 7,008

Investing activities

Proceeds from sale of property, plant and equipment1,243 17

Purchase of property, plant and equipment(4,557) (10,295)

Purchase of intangible assets(664) (2,907)

Net cash flow (used in) / from investing activities(3,978) (13,185)

Financing activities

Proceeds from borrowings51,500 174,796

Repayment of borrowings(97,659) (167,411)

Gross proceeds from share issue60,123 -

Equity raise costs(2,587)-

Payment of lease liabilities(1,573) (1,719)

Net cash flows (used in) / from financing activities9,8045,666

Net increase/(decrease) in cash and cash equivalents16,301 (511)

Net foreign exchange difference7 (55)

Cash and cash equivalents at beginning of the year122,9133,479

Cash and cash equivalents at year end1219,221 2,913

STATEMENT OF CASH FLOWS

For the year ended 31 January 2023

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS69STATEMENT OF CASH FLOWS

NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 January 2023

1. CORPORATE INFORMATION

The consolidated financial statements of New Zealand King Salmon Investments

Limited (the Company) and its subsidiaries (together the Group) for the year ended

31 January 2023 were authorised by the directors on 28 March 2023.

New Zealand King Salmon Investments Limited is a profit-orientated company

incorporated and domiciled in New Zealand. The Company is registered under the

Companies Act 1993 and listed on the NZX Main Board ("NZX") and the Australian

Securities Exchange ("ASX"). The Company is an FMC reporting entity under the

Financial Markets Conduct Act 2013.

The Group is principally engaged in the farming, processing and sale of premium

salmon products.

2. BASIS OF PREPARATION

a. Statement of compliance

The consolidated financial statements comply with New Zealand Equivalents to

International Financial Reporting Standards (NZ IFRS) and also with International

Financial Reporting Standards (IFRS). The financial statements are prepared under

New Zealand Generally Accepted Accounting Practices (NZ GAAP) and Financial

Markets Conduct Act 2013.

b. Basis of measurement

The financial statements have been prepared on a historical cost basis except for

biological assets and certain financial instruments which have been measured at

fair value. The carrying values of recognised assets and liabilities that are designated

as hedged items in hedging instruments, otherwise carried at amortised cost, are

adjusted to recognise changes in the fair values attributable to the risks that are

being hedged in effective hedge relationships. The consolidated financial statements

are presented in New Zealand dollars and all values are rounded to the nearest

thousand ($000), except when otherwise indicated.

c. Significant accounting judgements, estimates and assumptions

The preparation of the Group's consolidated financial statements requires

management to make judgements, estimates and assumptions that affect the

reported outcomes of revenues, expenses, assets, liabilities and the accompanying

disclosures. The Group based its assumptions and estimates on parameters available

when the consolidated financial statements were prepared. Uncertainties about

these assumptions and estimates could result in an outcome that requires a material

adjustment to the carrying amount of assets or liabilities in future periods.



NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS70NOTES TO THE FINANCIAL STATEMENTS

Specific areas requiring significant estimates and judgements include:
Valuation of biological assets

The Group recognises stocks of live fish at fair value according to the principles

of NZ IAS 41 Agriculture. The fair value is measured using a valuation model that

relies on various assumptions and information available at balance date. Inputs

include anticipated market prices, quality mix, current weights of livestock relative

to expected harvest weight, mortality rates, growth rates and production costs.

The income or loss that is ultimately recognised at time of sale may be significantly

different from that implied by the fair value adjustment at the end of a reporting

period. The fair value uplift from accumulated costs to date has no cash impact in

the reporting period. Further details of the valuation and sensitivity to change in key

inputs are given in note 15.

Inventory (Finished goods and work in progress) obsolescence

Inventories are stated at the lower of cost or net realisable value, and the Group uses

judgment and estimates to determine the net realisable value of inventory at the end

of each reporting period.

The Group estimates the net realisable value of inventory for obsolescence and

unmarketable items at the end of reporting period and then writes down the cost

of inventories to net realisable value. The net realisable value of the inventory is

determined based on assumptions of future demand and pricing and estimates over

the remaining shelf life of the inventory.

d. Foreign currency translation

Functional and presentation currency

The Group's consolidated financial statements are presented in New Zealand dollars,

which is also the parent company's functional currency. The Australian subsidiary's

functional currency is Australian dollars which is translated into the presentation

currency in these financial statements. The USA subsidiary's functional currency

is United States dollars which is translated into the presentation currency in these

financial statements.

Transactions and balances

Transactions in foreign currencies are initially recorded in the functional currency and

then translated by applying the exchange rates ruling at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are retranslated at

the rate of exchange at balance date.

Non-monetary items that are measured in terms of historical cost in a foreign

currency are translated using the exchange rate as at the date of the initial

transaction. Non-monetary items measured at fair value in a foreign currency are

translated using the exchange rates at the date when the fair value was determined.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS71NOTES TO THE FINANCIAL STATEMENTS

3. SIGNIFICANT ACCOUNTING POLICIES
a. Basis of consolidation

The financial statements comprise the financial statements of New Zealand King

Salmon Investments Limited and its subsidiaries (per note 29). Subsidiaries are all

those entities over which the Company has control.

The financial statements of the subsidiaries are prepared for the same reporting

period as the Parent company using consistent accounting policies.

In preparing the consolidated financial statements, all intercompany balances and

transactions, income and expenses and profit and losses resulting from intra-group

transactions have been eliminated in full.

Subsidiaries are fully consolidated from the date on which control is obtained by the

Group and cease to be consolidated from the date on which control is transferred

out of the Group.

b. Financial instruments

Financial assets are classified at initial recognition as subsequently measured at

amortised cost, fair value through other comprehensive income (OCI), and fair value

through profit or loss. In order for a financial asset to be classified and measured

at amortised cost or fair value through OCI, it needs to give rise to cash flows

that are ‘solely payments of principal and interest (SPPI)’ on the principal amount

outstanding. This assessment is referred to as the SPPI test and is performed at an

instrument level. Financial assets with cash flows that are not SPPI are classified

and measured at fair value through profit or loss, irrespective of the business model.

Subsequently the Group applies the following accounting policies for financial

instruments:

Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at bank and call

deposits. For the purpose of the statement of cash flows, cash and cash equivalents

consist of cash and short-term deposits net of outstanding bank overdrafts.

Trade and other receivables

Short term trade and other receivables are not discounted and are initially stated at

cost. Gains and losses are recognised in the profit or loss when the receivables are

written off or impaired.

For trade receivables and contract assets, the Group applies a simplified approach

in calculating an allowance for expected credit loss (ECL). Therefore, the Group does

not track changes in credit risk, but instead recognises a loss allowance based on

lifetime ECL's at each reporting date. The Group has established a provision matrix

that is based on its historical credit loss experience, adjusted for forward-looking

factors specific to the debtors and the economic environment.

Loans with related parties

Loans and amounts owing from related companies are non-derivative financial

assets with fixed or determinable payments that are not quoted in an active market.

After initial recognition such assets are carried at amortised cost using the effective

interest method. Gains and losses are recognised in profit or loss when the loans are

derecognised or impaired.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS72NOTES TO THE FINANCIAL STATEMENTS

Trade and other payables
Trade and other payables are carried at cost due to their short term nature and are

not discounted. They represent liabilities for goods and services provided to the Group

prior to the end of the financial year that are unpaid, and arise when the Group

becomes obliged to make future payments in respect of the purchase of these

goods and services. The amounts are unsecured and are usually paid within 30-90

days of recognition.

Interest bearing borrowings

After initial recognition interest bearing borrowings are subsequently measured at

amortised cost using the effective interest method. Fees paid on establishment of

loan facilities that are yield related are included as part of the carrying amount.

Borrowings are classified as current liabilities unless the Group has an unconditional

right to defer settlement of the liability for at least 12 months after the balance date.

Borrowing costs are generally recognised as an expense when incurred, with the

exception of borrowing costs associated with a qualifying asset which are capitalised

as part of the cost of that asset.

Financial guarantees

Financial guarantee contracts issued by the Group are those contracts that require a

payment to be made to reimburse the holder for a loss it incurs because the specified

debtor fails to make a payment when due in accordance with the terms of a debt

instrument. Financial guarantee contracts are recognised initially as a liability at

fair value, adjusted for transaction costs that are directly attributed to the issuance

of the guarantee. Subsequently the liability is measured at the higher of the best

estimate of the expenditure required to settle the present obligation at balance date

and the amount recognised less cumulative amortisation.

Derivative financial instruments and hedging

The Group uses derivative financial instruments including forward currency contracts,

options and interest rate swaps to hedge risks associated with interest rate and

foreign currency fluctuations. Such derivative financial instruments are initially

recognised at fair value on the date on which a derivative contract is entered into

and are subsequently re-measured to fair value at balance date. Derivatives are

carried as assets when their fair value is positive and as liabilities when their fair value

is negative.


The fair values of forward currency contracts are calculated by reference to

current forward exchange rates for contracts with similar maturity profiles. The

fair values of interest rate swaps are determined by reference to market values for

similar instruments.

The Group designates its derivative financial instruments as hedges of a particular

risk associated with a recognised asset or liability or a highly probable commitment

that could affect profit or loss. The effective portion of the gain or loss on the

hedging instrument is recognised directly in other comprehensive income in the cash

flow hedge reserve, while the ineffective portion is recognised immediately in the

statement of profit or loss.

Amounts accumulated in equity are transferred to profit or loss when the hedged

item affects profit or loss.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS73NOTES TO THE FINANCIAL STATEMENTS

c. Inventories
Inventories including raw materials, work in progress and finished goods are valued at

the lower of cost or net realisable value. Costs incurred in bringing each product to its

present location and condition are accounted for as follows:

Raw materials - The cost of feed and packing materials is based on the purchase

price including import duties and other taxes, transport, handling and other costs

directly attributable to the acquisition of the goods and materials. Costs are

determined on a weighted average basis.

Manufactured finished goods and work in progress - Cost of direct materials,

labour and a proportion of manufacturing overheads appropriate to the stage

of manufacture. Costs are assigned on the basis of standard costs. The cost of

items transferred from biological assets is their fair value less costs to sell at the

point of harvest.

Net realisable value - The estimated selling price in the ordinary course of business

less estimated costs of completion and the estimated costs necessary to make

the sale.

d. Biological assets

Biological assets include fish livestock measured at fair value less estimated costs

to sell. The net gain or loss resulting from the fair value measurement is recognised

in profit or loss.

The fair value of fish livestock is derived from the amount expected to be received

from the sale of the asset in an active market. The target live weight of the

harvestable fish is defined as a fish with a live weight of 4kg. Many fish

are harvested with a live weight above or below this weight.

For brood stock and fish where little biological transformation has taken place since

initial cost was incurred, cost less impairment is used as an approximation of fair

value. This value is used up to the point at which fish are transferred to sea water.

Fish stock is transferred to inventory at the time of harvest. The transfer is recorded

at its fair value which is deemed to be cost for the purposes of inventory valuation.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS74NOTES TO THE FINANCIAL STATEMENTS

e. Property, plant and equipment
Property, plant and equipment are stated at historical cost less accumulated

depreciation and impairment. Depreciation is provided on a straight line basis over

the estimated useful lives of the assets as follows:

The residual values, useful lives and methods of depreciation of property, plant and

equipment are reviewed at each financial year end and adjusted prospectively if

appropriate. An asset's carrying value is written down immediately to its recoverable

amount if its carrying value is greater than its estimated recoverable amount.

An item of property, plant and equipment is derecognised upon disposal or when no

further future economic benefits are expected from its use or disposal. Any gain or

loss arising on de-recognition of the asset (calculated as the difference between the

net disposal proceeds and the carrying amount of the asset) is included in profit or

loss in the year the asset is derecognised.

Freehold landnot depreciated

Freehold buildingstwenty to fifty years

Building fit outthree to twenty five years

Leasehold improvementsfive to ten years

Plant, furniture and fittingsthree to twenty years

Motor vehiclesfive to ten years

Sea vesselsten to twenty years

f. Leases

At the inception of a contract, the Group is required to assess whether a contract is,

or contains, a lease. A contract is, or contains, a lease if the contract conveys

the right to control the use of an identified asset for a period in exchange

for consideration.

Right-of-use assets

The Group recognises Right-of-use assets at the commencement date of the lease

(i.e. the date the underlying asset is available for use). Right-of-use assets are

measured at cost, less any accumulated depreciation and impairment losses,

and adjusted for any remeasurement of lease liabilities.


The cost of Right-of-use assets includes the amount of lease liabilities recognised,

initial direct costs incurred, and lease payments made at or before the

commencement date less any lease incentives received. Right-of-use assets are

depreciated on a straight-line basis over the shorter of the lease term and the

estimated useful lives of the assets.

The Group's lease portfolio

- Property leases

The Group’s real estate includes office buildings and storage facilities. The Group has

recognised some storage contracts that meet the identifiable criteria as a Right-of-

use asset and corresponding liability portfolio under NZ IFRS 16.

- Vehicle leases

The Group lease vehicles are predominantly used by sales staff and the

transportation of personnel between operating locations. These vehicles are generally

held for a term of three years.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS75NOTES TO THE FINANCIAL STATEMENTS

- Plant and Equipment Leases
The Group sometimes leases machinery used for the production or processing of

salmon. The current leases relate to equipment being utilised for the upwelling on sea

farms and various forklifts operated throughout the company. The Group has elected

to apply the recognition exemption for short-term leases for all other machinery

employed for less than 12 months duration and for leases where the underlying asset

is of low value.

- Lease Liabilities

At the commencement date of the lease, the Group recognises lease liabilities

measured at the present value of lease payments to be made over the lease term.

The lease payments include fixed payments (including in-substance fixed payments)

less any lease incentives receivable, variable lease payments that depend on an index

or a rate, and amounts expected to be paid under residual value guarantees.

The Group enters into certain lease transactions that result in no liability or asset

recognised on the balance sheet due to payments on those leases being variable

as they are linked to future harvest volumes and activity level and are not based

on an index or a rate. During the period $3.6m was recognised in operating expense

(2022: $3.6m).

g. Impairment of non financial assets

The Group assesses, at each reporting date, whether there is an indication that an

asset may be impaired. If any indication exists, or when annual impairment testing

for an asset is required, the Group estimates the asset’s recoverable amount. An

asset’s recoverable amount is the higher of an asset’s or CGU’s fair value less costs of

disposal and its value in use. The recoverable amount is determined for an individual

asset, unless the asset does not generate cash inflows that are largely independent

of those from other assets or groups of assets. When the carrying amount of an

asset or CGU exceeds its recoverable amount, the asset is considered impaired and

is written down to its recoverable amount. For any impairment recognised on fixed

and intangible assets (excl. goodwill) NZKS assesses whether there is any indication

that previously recognised impairment losses no longer exist, or if the assessed

impairment amount has decreased.

h. Intangibles

Intangible assets acquired separately or in a business combination are initially

measured at cost. The cost of an intangible asset acquired in a business combination

is its fair value as at the date of acquisition. Following initial recognition, intangible

assets are carried at cost less any accumulated amortisation and any accumulated

impairment losses.

The useful lives of intangible assets are assessed to be either finite or indefinite.

Intangible assets with finite lives are amortised over the useful life and tested

for impairment whenever there is an indication that the intangible asset may be

impaired. The amortisation period and the amortisation method for an intangible

asset with a finite useful life is reviewed at least at each financial year-end.

Changes in the expected useful life or the expected pattern of consumption of

future economic benefits embodied in the asset are accounted for prospectively by

changing the amortisation period or method, as appropriate, which is a change in

accounting estimate. The amortisation expense on intangible assets with finite lives

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS76NOTES TO THE FINANCIAL STATEMENTS

is recognised in profit or loss in the expense category consistent with the function of
the intangible asset.

Intangible assets with indefinite useful lives or not yet available for use are not

amortised but are tested for impairment annually, either individually or at the cash-

generating unit level. The assessment of useful life is reviewed annually to determine

whether the indefinite life continues to be supportable. If not, the change in useful

life from indefinite to definite is made on a prospective basis.

A summary of the policies applied to the Group’s intangible assets is as follows:

Trade marks

Useful lives:Indefinite

Internally generated or acquired:Acquired

Intellectual property, marine farm and hatchery licences and marina berth

Useful lives:Finite

Amortisation method used:Straight line, five to thirty five years

Internally generated or acquired:Acquired

Computer Software

Useful lives:Finite

Amortisation method used:Straight line, four to seven years

Internally generated or acquired:Acquired

i. Research and development costs

Research costs are expensed as incurred. Development expenditures are capitalised

as intangible assets when the Group can demonstrate:

• Costs can be reliably measured.

• Completion of the project is technically feasible.

• Resources are available to complete the project.

• There is an intention to use the resulting asset and it will generate future

economic benefits.

During the period of development the asset is tested for impairment annually.

j. Employee benefits

Wages, salaries, annual leave and sick leave

Liabilities for wages and salaries including non-monetary benefits, annual leave and

accumulating sick leave expected to be settled within 12 months of the reporting

date are recognised in respect of employees' services up to the reporting date. They

are measured at the amounts expected to be paid when the liabilities are settled.

Liabilities for non-accumulating sick leave are recognised when the leave is taken

and are measured at the rates paid or payable.

Long service leave

The liability for long service leave is recognised and measured at the present value of

expected future payments to be made in respect of services provided by employees

up to the reporting date using the projected unit credit method. Consideration is

given to expected future wage and salary levels, experience of employee departures

and periods of service.


NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS77NOTES TO THE FINANCIAL STATEMENTS

Defined contribution plans
Contributions made to a defined contribution plan are expensed as incurred.

k. Contributed equity

Ordinary shares

Ordinary shares are classified as equity. Incremental costs directly attributable to the

issue of new shares or options are shown in equity as a deduction net of tax from the

proceeds. Other capital raising costs are expensed as incurred.

l. Revenue and Income Recognition

Revenue from contracts with customers

The Group is in the business of growing, processing and selling King salmon to

customers in New Zealand and overseas. Revenue from contracts with customers is

recognised when control of the goods is transferred to the customer at the amount

that reflects the consideration to which the Group expects to be entitled in exchange

for those goods. The Group has generally concluded that it is the principal in its

revenue arrangements because it typically controls the goods before transferring

them to the customer.

NZ IFRS 15 established a five-step model to account for revenue arising from

contracts with customers and requires that revenue be recognised at an amount

that reflects the consideration to which an entity expects to be entitled in exchange

for transferring goods or services to a customer.

Interest income

Revenue is recognised as interest accrues using the effective interest method.

Insurance proceeds

Insurance proceeds are recognised in the financial statements when receipt is

virtually certain and can be measured reliably.

m. Taxes

Income taxes

Current tax assets and liabilities for the current and prior periods are measured at

the amount expected to be recovered from or paid to the taxation authorities based

on the current period's taxable income. The tax rates and tax laws used to compute

the amount are those that are enacted or substantively enacted by the balance

sheet date.

Deferred income tax is provided on all temporary differences at the balance sheet

date between the tax bases of assets and liabilities and their carrying amounts for

financial reporting purposes.

The carrying amount of deferred income tax assets is reviewed at each balance sheet

date and reduced to the extent that it is no longer probable that sufficient taxable

profit will be available to allow all or part of the deferred income tax asset to be

utilised. Unrecognised deferred income tax assets are reassessed at each balance

sheet date and are recognised to the extent that it has become probable that future

taxable profit will allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are

expected to apply to the year when the asset is realised or the liability is settled,

based on tax rates (and tax laws) that have been enacted or substantively enacted

at the balance sheet date.

Income taxes relating to items recognised directly in equity are recognised in equity

and not in profit or loss.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS78NOTES TO THE FINANCIAL STATEMENTS

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable
right exists to set off current tax assets against current tax liabilities and the deferred

tax assets and liabilities relate to the same taxable entity and the same taxation

authority.

Other taxes

Revenues, expenses and assets are recognised net of the amount of GST,

except when:

• The GST incurred on a purchase of goods and services is not recoverable from

the taxation authority, in which case the GST is recognised as part of the cost of

acquisition of the asset or as part of the expense item as applicable.

• Receivables and payables, which are stated with the amount of GST included.

• The net amount of GST recoverable from or payable to the taxation authority is

included as part of receivables or payables in the balance sheet.

• Commitments and contingencies are disclosed net of the amount of GST

recoverable from or payable to the taxation authority.

• The Group recognises uncertain tax positions as a liability where it is probable

that an outflow of resources will be required.

n. Share-based payments

Certain employees of the Group receive remuneration in the form of share-

based payments, whereby employees render services as consideration for equity

instruments (equity-settled transactions). The cost of equity-settled transactions

is determined by the fair value at the date when the grant is made using an

appropriate valuation model.



That cost is recognised in employee benefits expense, together with a corresponding

increase in equity (other capital reserves), over the period in which the service and,

where applicable, the performance conditions are fulfilled (the vesting period). The

cumulative expense recognised for equity-settled transactions at each reporting

date until the vesting date reflects the extent to which the vesting period has

expired and the Group’s best estimate of the number of equity instruments that will

ultimately vest. The expense or credit in the statement of comprehensive income

for the period represents the movement in cumulative expense recognised as at the

beginning and end of that period.

Service and non-market performance conditions are not taken into account when

determining the grant date fair value of awards, but the likelihood of the conditions

being met is assessed as part of the Group’s best estimate of the number of equity

instruments that will ultimately vest. Market performance conditions are reflected

within the grant date fair value. Any other conditions attached to an award, but

without an associated service requirement, are considered to be non-vesting

conditions. Non-vesting conditions are reflected in the fair value of an award and

lead to an immediate expensing of an award unless there are also service and/or

performance conditions.

No expense is recognised for awards that do not ultimately vest because non-market

performance and/or service conditions have not been met. Where awards include a

market or non-vesting condition, the transactions are treated as vested irrespective

of whether the market or non-vesting condition is satisfied, provided that all other

performance and/or service conditions are satisfied.

When the terms of an equity-settled award are modified, the minimum expense

recognised is the grant date fair value of the unmodified award, provided the original

terms of the award are met. An additional expense, measured as at the date of

modification, is recognised for any modification that increases the total fair value

of the share-based payment transaction, or is otherwise beneficial to the employee.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS79NOTES TO THE FINANCIAL STATEMENTS

Where an award is cancelled by the entity or by the counterparty, any remaining
element of the fair value of the award is expensed immediately through profit or loss.

o. Comparatives

Certain prior year comparatives have been reclassified to align with the current

period’s presentation. The reclassification is in respect of Note 9 – Tax Note

(Statement of comprehensive income impact of deferred tax assets and liabilities).

4. NEW STANDARDS ADOPTED AND STANDARDS ISSUED

NOT YET ADOPTED

a. New standards adopted and interpretations

No new standards, amendments or interpretations that have been issued and are

effective have had a significant impact on the Group in these financial statements.

No new standards, amendments or interpretations that are not yet effective have

been early adopted by the Group in these financial statements.

5. IMPAIRMENT

20232022

Impairment$000$000

Plant, equipment and fittings- 12,117

Vehicles and sea vessels- 511

Development in progress507 5,587

Trademarks- 13

Farm and hatchery licenses- 1,009

Software- 763

Goodwill- 39,255

Total impairment50759,255

20232022

Other income$000$000

Grants received 205 340

Profit on sale of property, plant and equipment- 17

Release of early closed out foreign exchange contracts from OCI7, 7 7 5 -

Other income597 45

Total other income8,577 402

In the prior year, following on from an unexpected increase in sea farm mortality

predominantly seen at our warmer sites towards the end of FY22, the Group

approved a strategy change to reduce farming at our warmer sites over summer.

This strategy had a significant impact on future harvest volumes and therefore a

reduction in future cash flows. A value in use calculation using a discounted cash

flow approach (DCF) was prepared at 31 January 2022 resulting in a $39.255m

impairment to goodwill, $5.6m impairment to development in progress and an

additional impairment of $14.4m, which has been allocated on a pro rata basis to

intangible assets and plant and equipment.

In FY23 consideration has been given to the status of development projects in light

of appeals relating to the Blue Endeavour consent, which was approved in November

2022. These appeals raise uncertainty on timing to complete this capital project. As

a result, the capitalised development costs have been written off at balance date.

6. OTHER INCOME

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS80NOTES TO THE FINANCIAL STATEMENTS

7. EXPENSES
20232022

Other expenses include:$000$000

Trade receivables written off--

Impairment /(Reversal) of trade receivables(78) 44

Research costs473 768

Net loss on sale of assets15153

Low value leases- 3

Directors' fees520429

Other directors' expenses510

Donations510

Employee benefits expense$000$000

Wages and salaries35,09636,427

Defined contribution plan expenses885914

Restructuring costs30012

Other employee benefits expenses4,4455,301

Outsourced labour500890

Total employee benefits expense41,22643,544

Compensation of key management personnel of the Group$000$000

Short-term employee benefits

(including contractual obligations on resignation & exit payments)

2,9462,027

Share based payment expense/(credit)(375)21

Post employment pension and medical benefits92112

Total compensation of key management personnel

of the Group

2,6632,160

20232022

Finance income$000$000

Interest income337 17

Total finance income337 17

Finance costs$000$000

Bank facility fees452 920

Interest on bank loans and overdrafts838 1,467

Interest on leases209 249

Total finance costs1,499 2,636

8. FINANCE INCOME AND COSTS

9. INCOME TAX

20232022

Recognised in the consolidated statement of comprehensive

income

$000$000

Current income tax expense129 (794)

Deferred tax relating to origination and reversal of temporary

differences

94 (13,596)

Total income tax expense / (credit) in the statement of

comprehensive income

223 (14,390)

Tax amounts posted directly to other comprehensive income(1,103) (3,294)

Tax amounts posted directly to equity90 (32)

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS81NOTES TO THE FINANCIAL STATEMENTS

20232022
Reconciliation of tax expense to statutory income tax rate$000$000

Profit / (loss) before tax2,114(87,593)

Income tax using the company tax rate 28%592(24,526)

Non deductible/non assessable items212

Impairment of goodwill-10,991

Unrecognised tax losses(105)105

Prior period adjustment(266)(991)

Adjustment for varying tax rates(27)10

Other differences819

Total tax expense / (credit)223(14,390)

Statement of financial position deferred tax

assets and liabilities

20232022

Deferred tax liabilities$000$000

Fair value adjustment to biological assets(8,632)(6,829)

Unrealised gains on foreign currency hedges(1,684)(1,246)

Increase accounting cost for finished goods(69)(304)

Total deferred tax liabilities(10,385)(8,379)

Deferred tax assets

Accelerated depreciation for tax purposes2,3272,605

Leases57-

Provision for doubtful trade debtors1841

Provision for employee benefits692897

Share based payments205295

Tax losses5,3501,326

Unrealised losses on foreign currency hedges2,0882,725

Other provisions567490

Total deferred tax assets11,3048,379

Net deferred tax assets (liabilities)919–

Unused tax losses

Unused tax losses for which no deferred tax asset has been

recognised

- 378

Potential tax benefit @ 28%- 106

The unused tax losses relate to the New Zealand operations and

can be carried forward indefinitely subject to the shareholder

continuity test.

Statement of comprehensive income impact

of deferred tax assets and liabilities

20232022

Deferred tax liabilities$000$000

Fair value adjustment to biological assets1,803(2,457)

Unrealised gains on foreign currency hedges437(4,848)

Increase accounting cost for finished goods(235)(260)

Total deferred tax liabilities2,005(7,565)

Deferred tax assets

Accelerated depreciation for tax purposes278(5,714)

Leases(57)-

Provision for doubtful trade debtors24(12)

Provision for employee benefits205(132)

Tax losses(4,024)(1,326)

Unrealised gains on foreign currency hedges637(2,207)

Other provisions(77)66

Total deferred tax assets(3,014)(9,325)

Deferred tax expense / (credit)(1,009)(16,890)

Imputation credit account

The imputation credit account balance in the Group as at 31 January 2023 is $10,549k

(31 January 2022: $9,517k).

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS82NOTES TO THE FINANCIAL STATEMENTS

20232022
Movement in reserves$000$000

Forward currency contracts

Reclassification during the period to profit or loss42 (64)

Income tax effect- 18

Realised/unrealised net gain/(loss) during the period 3,836 (13,193)

Income tax effect(1,074) 3,694

Release of early closed out foreign exchange contracts(7,775) -

Income tax effect2,177 -

Interest rate swaps

Realised/unrealised net gain/(loss) during the period - 944

Income tax effect- (265)

Reclassification during the period to profit or loss- 547

Income tax effect- (153)

Currency translation differences

Translation of foreign operations334 214

Net movement in other comprehensive income(2,460) (8,257)

20232022

Earnings per share$000$000

Profit / (Loss) attributable to ordinary equity holders 1,891(73,202)

# of Shares# of Shares

$000$000

Weighted average number of ordinary shares for basic and

diluted earnings per share

431,642 139,004

Basic earnings per share $0.00 $(0.53)

Diluted earnings per share $0.00 $(0.53)

20232022

Cash and cash equivalents$000$000

Cash at bank and on hand5,341 2,452

Short-term deposits12,680461

Cash in solicitors trust account relating

to sale of Waiau hatchery

1,200 -

Total cash and cash equivalents19,221 2,913

10. COMPONENTS OF OTHER COMPREHENSIVE INCOME

11. EARNINGS PER SHARE

Basic earnings per share amounts are calculated by dividing the profit for the period

attributable to shareholders of the Company by the weighted average number of

ordinary shares on issue during the period. Diluted earnings per share are calculated

by dividing the profit attributable to shareholders of the Company by the weighted

average number of ordinary shares outstanding during the year plus the weighted

average number of shares that would be issued on conversion of all dilutive potential

ordinary shares into ordinary shares.

12. CASH AND CASH EQUIVALENTS

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS83NOTES TO THE FINANCIAL STATEMENTS

13. TRADE AND OTHER RECEIVABLES
20232022

Trade and other receivables$000$000

Trade receivables13,492 16,615

Allowance for expected credit losses(63) (141)

Prepayments2,5182,851

Other receivables626 492

Total trade and other receivables16,573 19,817

Trade receivables generally have 20-30 day terms and are recognised at their realisable value.

20232022

Ageing analysis of trade receivables$000$000

> 90 days overdue845

61 - 90 days overdue292

31 - 60 days overdue264103

< 30 days overdue3,7953,747

Not yet due9,32012,758

Total receivables13,49216,615

20232022

Receivables impairment$000$000

As at beginning of the year14197

Additional provisions for impairment-44

Receivables written off during the period--

Reversal of unused amounts(78)-

As at year end63141

20232022

Inventories$000$000

Raw materials6,419 10,509

Work in progress1,5541,705

Finished goods21,75622,422

Total inventories29,72934,636

The carrying value of finished goods as at 31 January 2023 includes a fair value uplift at point of harvest of

$6,891k (2022: $8,665k) and net realisable value provision of $5,631k (2022: $7,708k).

20232022

Amount of inventories recognised as an expense in the

statement of comprehensive income

$000$000

Cost of inventories recognised as an expense166,742180,987

Movement in net realisable value provision (2,085)(3,213)

Total cost of goods sold including fair value uplift at point

of harvest

164,657177,774

The cost of inventories recognised as an expense for the year ended 31 January 2023 includes a fair value

uplift at point of harvest of $45,977k (2022: $54,313k).This cost is included in cost of goods sold in the

Statement of Comprehensive Income.

The cost of inventory includes fish harvested at the fair value less cost to sell at harvest date, based on

management’s expected future sales pricing and mix of product (“deemed cost”). As at 31 January 2023

no volumes were forecasted to be sold at returns materially below deemed cost plus further manufacturing

costs. As a result, the overall deemed cost of inventory on hand takes this into account and therefore

increase the carrying value by the impact of the higher expected sales prices.

14. INVENTORIES

NEW ZEALAND KING SALMON ( ANNUAL REPORT FY23CONTENTS84NOTES TO THE FINANCIAL STATEMENTS

15. BIOLOGICAL ASSETS
The Group has two hatcheries (2022: three hatcheries) in the South Island and

six operational (2022: nine operational) marine salmon farms in the Marlborough

Sounds. The fish livestock typically grow for up to 31 months before harvest.

Cost Fair Value GainTotal

Biological assets$000$000$000

As at 1 February 202250,575 24,38674,961

Increase due to biological transformation

1

77,712 42,967120,679

Decrease due to harvest

2

(59,463)(44,203)(103,666)

Decrease due to mortality

3

(25,943)-(25,943)

Changes in fair value

4

-6,6616,661

As at 31 January 202342,881 29,81172,692

Cost Fair Value GainTotal

Biological assets$000$000$000

As at 1 February 202155,025 33,163 88,188

Increase due to biological transformation83,311 33,876 117,187

Decrease due to harvest(66,920) (50,038) (116,958)

Decrease due to mortality(20,841) -(20,841)

Changes in fair value-7,385 7,385

As at 31 January 202250,575 24,386 74,961

1

Biological transformation fair value is impacted by volume increases and fish weight at reporting date relative to the target fish

harvest weight of 4 kgs (proportional recognition).

2

Harvested fair value is included in cost of goods sold in the statement of comprehensive income and is calculated by

multiplying the current period's harvest (biomass) by the prior period's estimated gross margin per kg (recognised at 100%).

3

Mortality cost is expensed directly to the statement of comprehensive income within the cost of goods sold in the period which

it occurs and is not subject to a fair value uplift.

4

Changes in fair value are impacted by movements in margin primarily being changes in sales price and costs to sell (fish cost,

harvest, processing and freight to market).

20232022

Biological assets$000$000

Current         60,348       65,529

Non-Current         12,344         9,432

As at 31 January 2023 72,69274,961

20232022

Fair value gain/(loss) recognised in profit and loss$000$000

Gain arising from growth of biological assets42,967 33,876

Movement in fair value of biological assets6,661 7,385

Total fair value gain on biological transformation49,628 41,261

20232022

Estimated closing biomasstonnestonnes

Closing fresh water stocks163 199

Closing sea water stocks4,4575,816

Total estimated closing biomass live weight as at year end4,620 6,015

20232022

tonnestonnes

Total live weight harvested for the year6,8348,389

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS85NOTES TO THE FINANCIAL STATEMENTS

Fair value measurement
Measurement of fair value is performed using a fair value model. The method of

valuation therefore falls into level three of the fair value hierarchy as the inputs are

unobservable inputs.

The valuation of biological assets is carried out separately for each site at a brood

and strategy level. Estimated actual cost up to the date of harvest per site is used

to measure the expected margin at the time the fish is defined as ready for harvest,

being 4.0kg live weight. Selling price is estimated at balance date based on the most

relevant future market price at expected harvest date. The expected gross margin is

recognised proportionately based on average biomass at reporting date. Fair value

measurement commences at the date of transfer to sea water as this is considered

the point at which the fish commence their grow-out cycle.

Fair value risk and sensitivity

The Group is exposed to financial risks relating to the production of salmon

stock including increasing climate change volatility, climatic events, disease and

contamination of water space.

The Group seeks to produce and market the highest quality salmon products.

Extensive monitoring and benchmarking is carried out to provide optimum conditions

and diets to maximise fish performance during the grow out cycle. Sales are

maintained in a range of brands, products and markets to maximise returns from

the quality mix of fish harvested. The Group has insurance to cover some of the risks

relating to the livestock.

The estimated unrealised fair value gain from cost at 31 January 2023 has increased

due to a decrease in forecasted mortalities and a consequential increase in the

forecasted harvest. Mortality assumptions made in the fair value model are in line

with the FY24 forecast which sees the lower motalities experienced at the end of

FY23 continue into FY24. Average price increases are forecast due to continuing

robust global demand for the product and rising costs of inputs. Changes in

these assumptions will impact the fair value calculation. The realised profit which

is achieved on the sale of inventory will differ from the calculations of fair value

of biological assets because of changes in key factors such as the final market

destinations and product mix of inventory sold, changes in price, foreign exchange

rates, harvest weight, growth rates, mortality, cost levels and differences in harvested

fish quality.

Leaving all other variables constant, a 15% increase/decrease in average future sales

prices would increase/decrease the fair value of biological assets on hand and profit

before tax by $14.6m (2022: $13.2m) (excludes the impact of finished goods), while

a 15% increase/decrease in future harvest volume would increase/decrease the fair

value of biological assets on hand and profit before tax by $ 2.2m (2022: $3.3m).

A 15% increase/decrease in costs to sell would decrease/increase the fair value of

biological assets on hand and profit before tax by $ 13.6m (2022: $9.7m). Changes in

fish health and environmental factors may affect the quality of harvested fish, which

may be reflected in realised profit via both achieved sales price and production costs.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS86NOTES TO THE FINANCIAL STATEMENTS

Note
Freehold land &

buildings

Plant, equipment

& fittings

Vehicles & sea

vessels

Capital Work in

progressTotal

Cost$000$000$000$000$000

As at 1 February 202111,770 89,604 3,7286,094111,196

Additions---10,38410,384

Disposals-(1,604)(43)-(1,647)

Transfers from WIP2,4881,52343(4,054)-

As at 31 January 202214,258 89,523 3,72812,424119,933

Additions---4,5584,558

Disposals(761)(1,422)(183)-(2,366)

Transfers from WIP2,5488,606-(11,154)-

As at 31 January 202316,04596,7073,5455,828122,125

Depreciation and impairment

As at 1 February 20212,96545,6301,885-50,480

Depreciation548 6,889263-7, 70 0

Impairment-12,116511-12,627

Disposals-(1,449)(45)-(1,494)

As at 31 January 20223,51363,1862,614-69,313

Depreciation6445,032139-5,815

Impairment-----

Disposals(144)(888)(147)-(1,179)

As at 31 January 20234,01367,3302,606-73,949

Net Book Value

As at 31 January 202210,74526,3371,11412,42450,620

As at 31 January 202312,03229,3779395,82848,176

16. PROPERTY, PLANT AND EQUIPMENT

Property, Plant and Equipment is stated at

historical cost less depreciation and any impairment

adjustments. Historical cost includes expenditure

that is directly attributable to the acquisition of

Property, Plant and Equipment. Asset residual

values and useful lives are reviewed, and adjusted

if appropriate, at each balance date or whenever

events or changes in circumstances indicate that the

carrying amount may not be recoverable.

Borrowing costs

There were no borrowing costs capitalised in year

ending 31 January 2023 (2022: $nil).

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS87NOTES TO THE FINANCIAL STATEMENTS

17. INTANGIBLES
Note

Development

in progressTrademarks

Farm &

hatchery

licensesSoftwareGoodwillTotal

Cost$000$000$000$000$000$000

As at 1 February 20212,860 242 4,295 5,578 39,255 52,230

Additions2,817 -64 26 -2,907

Disposals(90) ----(90)

Transfers from WIP------

As at 31 January 20225,587 242 4,359 5,604 39,255 55,047

Additions507 --157 -664

Disposals--(150) --(150)

Transfers from WIP------

As at 31 January 20236,094242 4,209 5,761 39,255 55,561

Amortisation and impairment

As at 1 February 2021-200 976 2,673 -3,849

Amortisation- -167 510 -677

Impairment5,587 131,009 763 39,255 46,627

Disposals--1--1

As at 31 January 20225,587 213 2,1533,946 39,255 51,154

Amortisation--115 397 -512

Impairment5507 ----507

Disposals--(98) --(98)

As at 31 January 20236,094213 2,1704,343 39,255 52,075

Net Book Value

As at 31 January 2022-29 2,2061,658 -3,893

As at 31 January 2023-29 2,0391,418 -3,486

Goodwill

Goodwill resulted from the acquisition of The New

Zealand King Salmon Co Limited and was subject

to annual impairment testing. The Group considers

the requirements of NZ IAS 36, when reviewing

for indicators of impairment. In the year ended 31

January 2022 a value in use calculation using a

discounted cash flow (DCF) approach was prepared

to estimate the recoverable amount of the CGU. The

DCF supported a $39.255m goodwill impairment to

goodwill, a $5.6m impairment on developments in

progress and an additional impairment of $14.4m

which has been allocated on a pro rata basis to

intangible assets and plant and equipment on the

basis of the carrying amount of each asset, but not

below its fair value or value in use.

Trademarks

Trademarks are externally acquired and are carried

at cost less impairment. They have indefinite useful

lives and are assessed annually for impairment. No

impairment has been recognised during the year

(2022: $13k).

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS88NOTES TO THE FINANCIAL STATEMENTS

18. RIGHT-OF-USE ASSETS
Land &

Buildings Motor Vehicles

Plant &

EquipmentTotal

Cost$000$000$000$000

As at 1 February 20216,906 724 1,597 9,227

Additions- 545 -545

Disposals-(48) -(48)

Remeasurement131 7 -138

As at 31 January 20227,037 1,228 1,597 9,862

Additions- 210618828

Disposals(1,433)(516)(1,082)(3,031)

Remeasurement30461311

As at 31 January 20235,9089281,1347,970

Depreciation

As at 1 February 20211,3173707302,417

Depreciation1,0192604701,749

Disposals-(48)-(48)

As at 31 January 20222,3365821,2004,118

Depreciation1,0262642961,586

Disposals(534)(466)(1,050)(2,050)

As at 31 January 20232,8283804463,654

Net Book Value

As at 31 January 20224,7016463975,74 4

As at 31 January 20233,0805486884,316

Land &

Buildings

Motor

Vehicles

Plant &

EquipmentTotal

$000$000$000$000

Lease liabilities at 1 February 20215,696 365 908 6,969

Additions- 544 -544

Remeasurement131 7 -138

Interest for the period2111919249

Lease payments made(1,179) (297) (491) (1,967)

Lease liabilities as at 31 January 20224,859 638 436 5,933

Additions- 209 618 827

Disposals(924) (25) (31) (980)

Remeasurement30461311

Interest for the period1752212209

Lease payments made(1,149) (292) (340) (1,781)

As at 31 January 20233,265 558 696 4,519

19. LEASE LIABILITIES

Short term leases

The Group recognised $771k of payments for short term lease equipment in the year

(2022: $1,178k).

Total lease payments

The Group had total cash outflows for leases of $2,552k in 2023 (2022: $3,148k).

20232022

$000$000

Current1,191 1,531

Non-current3,328 4,402

Total lease liabilities 4,519 5,933

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS89NOTES TO THE FINANCIAL STATEMENTS

20. INTEREST BEARING LOANS AND BORROWINGS
20232022

Current interest bearing loans and borrowings$000$000

Secured bank loans750 47,000

Other borrowings-2,659

Total current interest bearing loans and borrowings750 49,659

Non-current interest bearing loans and borrowings

Secured bank loans2,750-

Total non-current interest bearing loans and borrowings2,750-

20232022

Current employee benefits$000$000

Bonuses982 65

Employee annual and sick leave benefits2,2182,592

Long service leave265 174

Total current employee benefits3,465 2,831

Non-current employee benefits

Long service leave501 430

Total non-current employee benefits501 430

20232022

$000$000

Trade payables11,327 14,223

Other payables2,3352,211

Total trade and other payables13,66216,434

The Company has a facility with BNZ for $6.5m (expiry 30 April 2024), secured by a

general security over the assets of the Group. Nothing was drawn as at 31 January

2023. The company also secured a Business Finance Scheme Loan via BNZ for $5m

(expiry October 2025) that arose from the Government providing financial assistance

following the pandemic virus Covid-19. At 31 January 2023 the balance drawn on the

Business Finance Scheme was $3.5m. The BNZ have waived financial covenents post

equity raise until the next test date of 30 April 2023.

21. TRADE AND OTHER PAYABLES

22. EMPLOYEE BENEFITS

Long service leave

Long service leave provisions are calculated based on the expected future payments

to employees, discounted to their net present value.

23. COMMITMENTS AND CONTINGENCIES

Capital commitments

The Group has entered into agreements to purchase plant and equipment. As at 31

January 2023 the total commitment is $58k (2022: $1,929k).

Contingencies

The Group has a contingent liability of $1,045k in respect of a fish transport contract

requiring the Group to purchase four bulk tankers, should the Group terminate the

contract early (2022: $1,152k).


Guarantees

The Group has three guarantee facilities totalling $131k (2022: $132k).

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS90NOTES TO THE FINANCIAL STATEMENTS

24. RISK MANAGEMENT
The Group's activities expose it to a variety of risks: market risk, credit risk,

liquidity risk and climate change risk. The Health, Safety and Risk Committee has

responsibility for the oversight of all risk domains, which includes managing climate

risk, as delegated by the Board. The Group uses derivative financial instruments to

hedge certain risk exposures. Financial risk management is the responsibility of the

Chief Financial Officer in accordance with the Treasury Policy approved by the Board

of Directors. In addition, the Group has a Treasury Committee that oversees financial

risk management.

Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument

will fluctuate because of changes in market prices. This comprises of two key types of

risks; currency and interest rate risk.

Currency risk

The Group has exposure to foreign exchange risk as a result of transactions

denominated in foreign currency, arising primarily from normal trading activities, but

also from the net investment in the foreign subsidiary.

The Group manages its foreign currency risk by hedging its future exposure in respect

of its import purchases and its export sales, over a maximum of five years, when

exposures are considered highly probable. The Group hedges this exposure with

the use of forward foreign exchange contracts and options. The Group has a policy

of hedging foreign exchange exposures within a range of hedging limits broadly

summarised as follows: Up to two years – 15% to 100%, two to five years – 0% to 50%.

The notional contract amounts of forward foreign exchange contracts and options

outstanding at balance date were $39.8m on the import side (2022: $82.9m) and

$273.1m on the export side (2022: $273m), for delivery over the next five financial

years, in line with anticipated payment dates.

The Group imports nearly all of its feed from Australia, purchases of which are in

Australian dollars. In order to protect against exchange rate movements and to

manage the inventory costing process, the Group has entered into forward exchange

contracts to purchase Australian Dollars. The Group exports salmon to many

countries, the major ones being Australia, Japan and the United States. Sales are

denominated in Australian dollars (AUD), Japanese yen (JPY) and United States

dollars (USD) respectively. In order to protect against exchange rate movements

and to manage the inventory costing process, the Group has entered into forward

exchange contracts and options to hedge the net exposure to AUD, JPY and

USD respectively.

The cash flows are expected to occur up to 60 months from 1 February 2023.

Realised gains /losses on exercise of foreign exchange contracts and options is

recognised within revenue when the hedged transactions occur.

Foreign exchange forward contracts are designated as hedging instruments in cash

flow hedges of highly probable forecast sales in USD, AUD and JPY and forecast

purchases in USD, and AUD. The Group has typically hedged 50-55% of the net

exposure of these forecast transactions. The foreign exchange forward contract

balances vary with the level of expected foreign currency sales and purchases and

changes in foreign exchange forward rates.

There is an economic relationship between the hedged items and the hedging

instruments as the terms of the foreign exchange and commodity forward contracts

match the terms of the expected highly probable forecast transactions (i.e., notional

amount and expected payment date). The Group has established a hedge ratio of

1:1 for the hedging relationships as the underlying risk of the foreign exchange and

commodity forward contracts are identical to the hedged risk components. To test

the hedge effectiveness, the Group uses the hypothetical derivative method and

compares the changes in the fair value of the hedging instruments against the

changes in fair value of the hedged items attributable to the hedged risks.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS91NOTES TO THE FINANCIAL STATEMENTS

The hedge ineffectiveness can arise from:
• Differences in the timing of the cash flows of the hedged items and the hedging

instruments.

• Different indexes (and accordingly different curves) linked to the hedged risk of

the hedged items and hedging instruments.

• The counterparties' credit risk differently impacting the fair value movements of

the hedging instruments and hedged items.

• Changes to the forecasted amount of cash flows of hedged items and hedging

instruments.

The NZ dollar equivalent of unhedged currency risk on assets at balance date, 31

January 2023 is $1,137k (2022: $897k) whilst the NZ dollar equivalent of unhedged

currency risk on liabilities at balance date, 31 January 2023 is nil (2022: $1,459k).

Currency sensitivity

The following table demonstrates the sensitivity to a reasonably possible change in

AUD, USD and JPY exchange rates. The impact on the Group's pre-tax profit is the

result of a change in fair value of monetary assets and liabilities. The impact on the

Group's equity is due to changes in the fair value of forward exchange contracts and

options designated as cash flow hedges.

Change in

AUD rateEquityProfit

$000$000$000

2023+10%(3,603) 193

-10%4,403 (236)

2022+10%(6,686) (232)

-10%8,171 284

Change in

USD rateEquityProfit

$000$000$000

2023+10%13,519 658

-10%(16,887) (805)

2022+10%15,710 760

-10%(19,420) (928)

Change in

JPY rateEquityProfit

$000$000$000

2023+10%1,257 51

-10%(1,513) (62)

2022+10%1,882 152

-10%(2,262) (186)

Interest rate risk

The Group has exposure to interest rate risk. Interest earned on call deposits are

based on the current interest rate. Interest rate swaps are used to manage interest

rate risk. The Group has a policy of fixing interest rates within a range of 50% to 100%

of the exposure.


NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS92NOTES TO THE FINANCIAL STATEMENTS

Interest rate sensitivity
The following table demonstrates the sensitivity of the fair value of the interest rate

swaps to a reasonably possible change in interest rates:

20232022

$000$000

Impact of an increase of 50 basis points-126

Impact of a decrease of 50 basis points-(131)

20232022

$000$000

Cash and short term deposits19,221 2,913

Trade and other receivables16,573 19,817

Derivative financial assets- -

Credit risk

Credit risk is the risk of financial loss that arises if a counterparty to a financial

instrument does not meet its contractual obligations. Financial instruments which

potentially subject the Group to credit risk principally consist of bank balances, trade

receivables, derivative financial instruments and financial guarantees.

Customer credit risk is managed centrally subject to the Group’s established policy,

procedures and control relating to customer credit risk management. Credit quality

of a customer is assessed based on an extensive external credit rating scorecard and

individual credit limits are defined in accordance with this assessment. Outstanding

customer receivables and contract assets are regularly monitored and any shipments

to major customers are generally covered by trade credit insurance.

An impairment analysis is performed at each reporting date using the accounts

receivable aging report to measure expected credit losses. The impairment analysis

is based on days past due for all customers with coverage by trade credit insurance.

The calculation reflects the probability-weighted outcome, the time value of money

and reasonable and supportable information that is available at the reporting date

about past events, current conditions and forecasts of future economic conditions.

Generally, trade receivables are written-off if past due for more than one year and

are not subject to enforcement activity.

Financial instruments are only entered into with banks that have in place an

executed International Swaps and Derivatives Association (ISDA) Master Agreement

with the Group.

Maximum exposures to credit risk as at balance date are:

The above maximum exposures are net of any recognised provision for losses. No

collateral is held on the above amounts.

Concentrations of credit risk

Bank balances are maintained with National Australia Bank in Australia, PNC Bank

in USA, and with Bank of New Zealand. There is a wide spread of debtors, in terms of

size and geographical location within New Zealand and overseas. Concentration of

credit risk in trade receivables is not considered significant as the Group's customers

operate in different market channels and geographic areas.

Liquidity risk

The Group performs cash flow forecasting activities on a daily basis to ensure it

has sufficient cash to meet operational needs and monitors performance against

bank covenants on a monthly basis. Surplus cash is invested in short-term or money

market deposits.

Undrawn committed facilities and/or liquid assets are maintained at all times at an

amount sufficient to cover the forecast cash payments to employees, suppliers, tax

authorities and banking institutions as they fall due.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS93NOTES TO THE FINANCIAL STATEMENTS

The following table analyses the contractual cash flows for all financial liabilities
including proposed repayment of term debt with BNZ FY24 H1:

Less than

one year

Between one

& two years

Between two

& five yearsFive + years

As at 31 January 2023$000$000$000$000

Bank loans750 750 2,000 -

Credit card facilities350 - --

Lease liabilities1,191 916 1,139 1,273

Trade and other payables13,662---

Financial guarantee contracts132 - --

Total non-derivative liabilities16,085 1,666 3,139 1,273

Forward foreign currency exchange

contracts

76,678 48,834 8,702 -

Forward foreign currency options 43,288 51,448 84,108 -

Total derivative liabilities119,966 100,282 92,810 -

As at 31 January 2022

Bank loans47,000 ---

Credit card facilities350 ---

Lease liabilities1,5311,002 3,400-

Trade and other payables16,434---

Financial guarantee contracts132 ---

Total non-derivative liabilities65,447 1,002 3,400 -

Forward foreign currency exchange

contracts

95,864 81,805 29,141 -

Forward foreign currency options20,79143,288 75,042-

Interest swaps126---

Total derivative liabilities116,781 125,093 104,183 -

Climate Risk

The Group recognises climate change will have a significant impact on our

operations. The key risks are both physical risks (climate and water temperature

impacting fish health) and transition risks resulting from the process of consumers

adjusting their taste and preferences towards a low carbon economy. During the

transition period, regulatory risk has also been identified, as the cost of compliance

is increasing and not showing any signs of stabilising. The Health, Safety and Risk

Committee has responsibility for the oversight of all risk domains, which includes

managing climate risk, as delegated by the Board. An internal sustainability

working group is being established to develop the Groups strategic response to

climate risk in line with the new Aotearoa New Zealand Climate Standards released

by the External Reporting Board (XRB) in December 2022.

25. FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying value of cash and short term deposits, trade receivables, trade payables

and other current liabilities is considered a reasonable approximation to their fair

value due to the short term maturities of these instruments.

The carrying value of the Business Finance Scheme Loan via BNZ is $3.5m and

is considered a reasonable approximation of its fair value due to the short term

maturities of the drawings.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS94NOTES TO THE FINANCIAL STATEMENTS

The following financial instruments of the Group are carried at fair value:
20232022

Current derivative financial assets$000$000

Forward exchange contracts1,341 1,028

Foreign exchange options565 310

Total current derivative financial assets1,906 1,338

Non-current derivative financial assets

Forward exchange contracts928 1,043

Foreign exchange options3,1782,068

Total non-current derivative financial assets4,106 3,112

Current derivative financial liabilities

Forward exchange contracts2,123 2,772

Foreign exchange options989 308

Interest rate swaps- 548

Total current derivative financial liabilities3,112 3,628

Non-current derivative financial liabilities

Forward exchange contracts369 2,618

Foreign exchange options3,976 4,032

Interest rate swaps--

Total non-current derivative financial liabilities4,345 6,650

Valuation method

Financial instruments have been categorised into the following hierarchy and

valued according to the following definitions, based on the lowest level input that is

significant to the fair value measurement as a whole:

Level 1: Quoted prices in active markets for identical assets or liabilities that the

entity can access at the measurement date

Level 2: Inputs other than quoted prices included within Level 1 that are observable

for the asset or liability either directly (i.e. as prices) or indirectly (i.e. derived from

prices)

Level 3: Inputs for the assets or liabilities that are not based on observable market

data (unobservable inputs)

All derivative financial instruments for which a fair value is recognised have been

categorised within level 2 of the fair value hierarchy. Industry experts have provided

the fair values for all derivatives based on an industry standard model. There were

no transfers between Level 1 and Level 2 during the period ended 31 January 2023 (31

January 2022 - nil).

26. CAPITAL MANAGEMENT

Group capital

The capital of the Group consists of share capital, reserves and retained earnings /

(deficit). The Group's objectives when managing capital are to safeguard the Group's

ability to continue as a going concern in order to provide returns for shareholders,

benefits for shareholders and to maintain an optimal capital structure to reduce the

cost of capital.

In addition to this the Group aims to ensure that it meets financial covenants

attached to the interest bearing loans and borrowings that define capital structure

requirements. Refer to note 20 Borrowings.

In order to maintain or adjust the capital structure the Group may adjust dividends

paid to shareholders, return capital to shareholders, issue new shares or sell assets to

reduce debt.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS95NOTES TO THE FINANCIAL STATEMENTS

27. CAPITAL AND RESERVES
Share capital20232022

Issued shares$000$000

Ordinary shares541,455 140,638

Total issued shares541,455 140,638

20232022

$000$000

Unrealised gain / (loss) 2,804(18,187)

Realised gain / (loss) -9,716

Total gain / (loss) on hedge reserves 2,804 (8,471)

Ordinary shares are fully paid with no par value. Each ordinary share has an equal

right to vote, to participate in dividends and to share in any surplus on winding up

of the Company. No dividend was declared nor paid during the year 2023 (2022: No

dividend was declared nor paid).

On the 12th May 2022, 400,817,007 ordinary shares were issued under an

underwritten rights offer announced on the 13th April 2022 for total proceeds of

$60.1m. Total transaction costs for shares issued under the underwritten rights offer

was $2.6m for net proceeds of $57.5m.

# of SharesShare Capital

2023202220232022

Movement in ordinary share capital00$000$000

The beginning of the period140,638138,986122,606122,606

Share issue400,817-57,537-

Share issue for employee LTI share scheme -1,652--

Share issue recognised on repayment of

employee loans

----

Total share capital as at period end541,455140,638180,143122,606

Reserves

Foreign currency translation reserve

The foreign currency translation reserve is used to record exchange differences arising

from the translation of the financial statements of the foreign subsidiary.

Hedge reserve

The hedge reserve represents the unrealised gains and losses on interest rate swaps

and foreign currency forward contracts that the Group has taken out in order to

mitigate interest rate and foreign currency risks, net of deferred tax. Also included

are the realised gains on early closed foreign currency forward contracts where the

hedged future cash flows are still expected to occur (net of tax).

Retained earnings

Retained earnings represents the profits retained in the business.

Share based payment reserve

The share based payment reserve relates to one long term incentive (LTI) scheme

and two employee share ownership schemes. All of these schemes involve the

Company making interest-free limited recourse loans to selected personnel to

acquire shares in the Company. The employees must remain in employment for

the duration of the vesting or escrow periods before the employees receive the full

benefit of share ownership subsequent to repayment of the loan balance remaining

at time of vesting.

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS96NOTES TO THE FINANCIAL STATEMENTS

28. EVENTS AFTER BALANCE DATE
No final dividend was declared in respect of the year ended 31 January 2023

(2022: Nil).

29. RELATED PARTY DISCLOSURES

Subsidiaries

New Zealand King Salmon Investments Limited has the following trading subsidiaries.

Subsidiary

Country of

Incorporation

Equity Interest

The New Zealand King Salmon Co LimitedNew Zealand100%

New Zealand King Salmon Exports LimitedNew Zealand100%

The New Zealand King Salmon Pty LimitedAustralia100%

New Zealand King Salmon USA IncorporatedUnited States of America100%

The principal activity of The New Zealand King Salmon Co Limited is the farming

and processing of salmon. The activity of New Zealand King Salmon Exports Limited,

The New Zealand King Salmon Pty Limited, and New Zealand King Salmon USA

Incorporated is the distribution of salmon.

At balance date Oregon Group Limited owned 39.55% (2022: 39.55%), China

Resources Ng Fung Limited owned 9.81% (2022: 9.81%) and NZ Superannuation

Fund owned 9.08% (2022: 6.47%) of the shares in New Zealand King Salmon

Investments Limited.

20232022

Related party payments$000$000

Goods and services purchased from other related parties -  -

Directors fees475459

Total related party payments475 459

Related party sales$000$000

Goods sold to related parties 2-

Total related party sales2-

Amounts owing to related parties20232022

Current amounts owing to related parties$000$000

Other amounts owing to related parties233 233

Fees payable to directors45-

Total current amounts owing to related parties278 233

Amounts owing by related parties$000$000

Amounts owing by related parties- 2

Total amounts owing by related parties- 2

Transactions with related parties

The following provides the total amount of transactions that were entered into with

related parties for the relevant financial year:

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS97NOTES TO THE FINANCIAL STATEMENTS

Other assurance services include performance of agreed upon procedures on
sustainability information and tax advisory services include a research and

development funding workshop.

20232022

Reconciliation of the profit / (loss) for the period

with the net cash from operating activities

$000$000

Profit / (loss) before tax2,114(87,593)

Adjusted for

Depreciation and amortisation 7,91510,125

Impairment50759,255

(Gain)/loss on sale of assets(4)135

Release of early closed out foreign exchange contract

close outs from OCI

(7,775)-

Share-based payments (292)146

Net foreign exchange differences (143)13,633

Net loss /(profit) on derivative instruments at fair

value through profit or loss

42483

(Increase)/decrease in trade and other receivables and

prepayments

3,244(3,631)

(Increase)/decrease in inventories and biological assets7,1 7621,080

Increase/(decrease) in trade and other payables(2,022)(2,455)

Income tax paid (287)(4,171)

Net cash flow (to) / from operating activities 10,4757,008

31. RECONCILIATION OF NET OPERATING

CASH FLOW TO PROFIT /(LOSS)

20232022

$000$000

Audit fees296 309

Other assurance1210

Tax advisory services120

Total auditor's remuneration320 319

30. AUDITOR'S REMUNERATION

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS98NOTES TO THE FINANCIAL STATEMENTS

c. Performance obligations
Information about the Group's performance obligations is summarised below:

Delivery to customer

The performance obligation is satisfied upon delivery of salmon products to the

customer, and payment terms generally range between cash on delivery and 20th of

the month following invoice date.

On collection

The performance obligation is satisfied upon collection of salmon products by the

customer and payment terms are generally on collection.

Receipt into store

The performance obligation is satisfied upon delivery of salmon products when

receipted into the customer's store and payment terms are generally on the 20th of

the month following invoice date.

CIF, into hold

The performance obligation is satisfied upon delivery of shipping documents

including either the bill of lading or way bill dependent on transportation mode.

Payment terms generally range between 7 days from invoice date and 20th of the

month following invoice date.

32. REVENUE FROM CONTRACTS WITH CUSTOMERS

a. Sale of goods with variable consideration

Some contracts for the sale of goods provide customers with volume rebates. Under

NZ IFRS 15, volume rebates give rise to variable consideration.

Volume rebates

The Group provides retrospective volume rebates to certain customers on the

quantity of product purchased during the period. The rebate is charged at time of

settlement. Therefore the Group does not see the need to recognise a refund liability

due to timeliness of the transaction.

b. Contract balances: contract liabilities

A contract liability is the obligation to transfer goods to a customer for which

the Group has received consideration from the customer. If a customer pays

consideration before the Group transfers goods to the customer, a contract

liability is recognised when the payment is made or when the payment is due

(whichever is earlier). Contract liabilities are revenue when the Group performs

under the contract.

The Group recognises revenue from the following major brand sources:

• Ōra King

• Regal

• Southern Ocean

• Omega Plus

• New Zealand King Salmon

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS99NOTES TO THE FINANCIAL STATEMENTS

Sales net of settlement discounts to one major customer for the period 1 February
2022 to 31 January 2023 totalled $20.0m or 12.0% of total gross revenue (For the

period 1 February 2021 to 31 January 2022 one major customer totalled $19.1m or

10.9% of total gross revenue).

33. SEGMENT INFORMATION

Segment results

The Group's strategy is to maximise longer term sales and overall margins by focusing

on branded, premium priced and differentiated sales across its range of markets,

channels and customers. The operating results of the whole business are monitored

for the purpose of making decisions about resource allocating and performance.

Accordingly, the Group is considered to consist of one operating segment.

Segment performance - Refer also Note 32 for detail of disaggregation of revenue by

product, brand and geographical area.

20232022

Revenue by Product group$000$000

Whole fish 77,489 88,519

Fillets, Steaks & Portions 39,005 35,418

Wood Roasted 11,060 14,099

Cold Smoked 24,153 26,522

Other 15,424 9,972

Total revenue by product group167,131 174,530

20232022

Revenue by Brand$000$000

Ōra King 56,845 61,477

Regal 32,604 33,922

Southern Ocean 6,635 9,928

Omega Plus 4,606 2,859

New Zealand King Salmon 66,441 66,344

Total revenue by brand 167,131 174,530

20232022

Revenue by geographical location of customers$000$000

New Zealand68,850 69,085

North America62,202 67,626

Australia15,988 11,816

Japan5,711 10,709

Europe6,391 5,750

Other7,9899,544

Total revenue by geographical location of customers167,131 174,530

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS100NOTES TO THE FINANCIAL STATEMENTS

Opinion
We have audited the financial statements of New Zealand King Salmon

Investments Limited (“the company”) and its subsidiaries (together

“the group”) on pages 66 to 100, which comprise the consolidated

statement of financial position of the group as at 31 January 2023, and

the consolidated statement of comprehensive income, consolidated

statement of changes in equity and consolidated statement of cash

flows for the year then ended of the group, and the notes to the

consolidated financial statements including a summary of significant

accounting policies.

In our opinion, the consolidated financial statements on pages 66 to

100 present fairly, in all material respects, the consolidated financial

position of the group as at 31 January 2023 and its consolidated financial

performance and cash flows for the year then ended in accordance with

New Zealand equivalents to International Financial Reporting Standards

and International Financial Reporting Standards.

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 and the company's shareholders, as a body, for our audit

work, for this report, or for the opinions we have formed.

INDEPENDENT

AUDITOR’S REPORT

Independent auditor’s report to the

Shareholders of New Zealand King Salmon

Investments Limited


A member firm of

Ernst & Young Global Limited

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS101NOTES TO THE FINANCIAL STATEMENTS

A member firm of
Ernst & Young Global Limited

Basis for opinion

We conducted our audit in accordance with International Standards on

Auditing (New Zealand). Our responsibilities under those standards are

further described in the Auditor’s Responsibilities for the Audit of the

Financial Statements section of our report.

We are independent of the group in accordance with Professional

and Ethical Standard 1 International Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New

Zealand) issued by the New Zealand Auditing and Assurance Standards

Board, and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and

appropriate to provide a basis for our opinion.

Ernst & Young performs agreed upon procedures in relation to

sustainability information of the group and provide tax advisory services

to the group. Partners and employees of our firm may deal with the

group on normal terms within the ordinary course of trading activities

of the business of the group. We have no other relationship with, or

interest in, the group.

Key audit matters

Key audit matters are those matters that, in our professional judgment,

were of most significance in our audit of the consolidated financial

statements of the current year. These matters were addressed in the

context of our audit of the consolidated financial statements as a whole,

and in forming our opinion thereon, but we do not provide a separate

opinion on these matters. We have determined the matters described

below to be the key audit matters to be communicated in our report.

For the matters below, our description of how our audit addressed the

matters is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s

responsibilities for the audit of the financial statements section of the

audit report, including in relation to those matters. Accordingly, our

audit included the performance of procedures designed to respond to

our assessment of the risks of material misstatement of the financial

statements. The results of our audit procedures, including the procedures

performed to address the matter below, provide the basis for our audit

opinion on the accompanying consolidated financial statements.


NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS102NOTES TO THE FINANCIAL STATEMENTS

Why significantHow our audit addressed the key audit matter
At 31 January 2023, the consolidated statement of

financial position includes biological assets (live salmon)

of $72.7 million with an estimated biomass of 4,620

metric tonnes. This asset is measured at its fair value

less costs to sell and includes a fair value increase above

cost of $29.8 million.

This is a key audit matter because the group’s

estimation of the fair value of biological assets is

assessed using a valuation model that relies on

significant estimation including:

• year end biomass derived from the group’s

livestock model;

• future biomass growth to harvest;

• future fish mortalities;

• forecast sales prices;

• forecast costs to harvest date and of sale;

• forecast sales product mix; and

• use of a weight-based method to recognise the

estimated fair value gain at balance date

Disclosures in relation to biological assets are included in

Note 15 to the group financial statements.

In considering the valuation of live salmon we:

• evaluated the appropriateness of key estimations and assumptions and their impact

on the valuation assessment;

• agreed key estimation inputs used by the group in their valuation model to supporting

data and to board approved forecasts;

• involved our valuation specialists in the evaluation and testing of the mathematical

integrity of the calculations in the valuation model;

• challenged the appropriateness of model inputs compared to historical actual values

and considered the accuracy of previous forecasts; and

• considered post year end harvest mortality data to assess the impact, if any, on the

forecasts used in the valuation model.

In considering live salmon biomass at year end we:

• tested controls over fish count recording at the point of transfer from the freshwater

hatcheries to sea pens;

• considered the key inputs used by the group in estimating growth and biomass;

• tested controls over fish quantity and biomass adjustments in the livestock model;

• performed analytical procedures over feed conversion to biomass; and

• considered the accuracy of historical forecasts of average fish weight and quantity

recorded in the livestock model to actual fish harvest data.

We also considered the appropriateness and sufficiency of biological assets disclosures

included in the group financial statements.


A member firm of

Ernst & Young Global Limited


Biological assets

NEW ZEALAND KING SALMON fi ANNUAL REPORT FY23CONTENTS103NOTES TO THE FINANCIAL STATEMENTS

Why significantHow our audit addressed the key audit matter
At 31 January 2023, the consolidated statement of

financial position includes finished goods inventory

totalling $21.8 million, net of a net realisable value

(NRV) provision of $5.6 million.

Cost of inventory includes the fair value of salmon at the

point of harvest and other processing costs.

The carrying value of inventory is assessed at balance

date to consider whether cost is in excess of NRV.

This is a key audit matter because of the judgement

involved in the estimation of both the fair value of

salmon at the point of harvest and in estimating future

sales prices and costs necessary to make the sales in

determining NRV.

Disclosures in relation to inventories are included in Note

14 to the group financial statements.

In considering inventory valuation we:

• assessed the calculation of the fair value of salmon at the point of harvest included

in the cost of finished goods inventory;

• assessed the calculation of other direct and processing costs included in the cost of

finished goods inventory;

• assessed the future sales inputs used in the NRV calculation by comparison to the

most recent historical sales amounts;

• compared the assessed NRV of a sample of inventory items to subsequent

selling amounts;

• assessed the calculation of estimated costs necessary to make the sale included

within the NRV calculation; and

• tested the mathematical accuracy of the NRV provision calculation.

We also considered the appropriateness and sufficiency of inventory disclosures

included in the group financial statements.

A member firm of

Ernst & Young Global Limited

Finished goods inventory valuation


NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS104NOTES TO THE FINANCIAL STATEMENTS

Information other than the financial statements and
auditor’s report

The directors of the company are responsible for the Annual Report,

which includes information other than the consolidated financial

statements and auditor’s 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.

In connection with our audit of the consolidated financial statements,

our responsibility is to read the other information and, in doing so,

consider whether the other information is materially inconsistent with the

consolidated financial statements or our knowledge obtained during the

audit, or otherwise appears to be materially misstated.

If, based upon the work we have performed, we conclude that there is

a material misstatement of this other information, we are required to

report that fact. We have nothing to report in this regard.

Directors’ responsibilities for the financial statements

The directors are responsible, on behalf of the entity, for the preparation

and fair presentation of the consolidated financial statements in

accordance with New Zealand equivalents to International Financial

Reporting Standards and International Financial Reporting Standards,

and for such internal control as the directors determine is necessary

to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are

responsible for assessing on behalf of the entity 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 cease operations, or

have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the

financial statements

Our objectives are to obtain reasonable assurance about whether the

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 International Standards on Auditing (New Zealand) 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 the auditor’s responsibilities for the audit of the

financial statements is located at the External Reporting Board’s website:

https://www.xrb.govt.nz/standards-for-assurance-practitioners /

auditors-responsibilities /audit-report-1/. This description forms part of

our auditor’s report.

The engagement partner on the audit resulting in this independent

auditor’s report is Brendan Summerfield.



Chartered Accountants

Christchurch

28 March 2023

A member firm of

Ernst & Young Global Limited

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS105NOTES TO THE FINANCIAL STATEMENTS

GLOSSARY
ASX

Australian Securities

Exchange

CEO

Chief Executive Officer

EBIT

Earnings Before Interest

and Tax

EBITDA

Earnings Before Interest,

Tax, Depreciation

and Amortisation

FCR

Feed Conversion Ratio

FMCG

Fast moving consumer

goods

FOB

Free on Board, a term which

means that the price for goods

includes delivery at the seller’s

expense on to a vessel at a

named port and no further. The

buyer bears all costs thereafter

(including costs of sea freight)

FY

Financial Year

G&G

Gilled and gutted weight

GAAP

New Zealand Generally

Accepted Accounting Practice

Group

New Zealand King Salmon

Investments Limited

and its subsidiaries

IPO

Initial Public Offering

LTI Scheme

Long term incentive scheme

MT

Metric Tonnes

New Zealand King Salmon

New Zealand King Salmon

Investments Limited

NPAT

Net Profit after Tax

NZ IFRS

New Zealand equivalents

to International Financial

Reporting Standards

NZX

New Zealand Stock Exchange

NEW ZEALAND KING SALMON | ANNUAL REPORT FY23CONTENTS106GLOSSARY

---

FY23 INVESTOR PRESENTATION
FY23 FINANCIAL RESULTS

FY23 INVESTOR PRESENTATION
DISCLAIMER

1

The information in this presentation has been prepared by New Zealand King Salmon Investments Limited with due care and attention. However, to the maximum extent permitted by law, neither

New Zealand King Salmon Investments Limited nor any of its directors, employees, shareholders nor any other person shall haveany liability whatsoever to any person for any loss (including,

without limitation, arising from any fault or negligence) arising from this presentation or any information supplied in connection with it.

This presentation may contain projections or forward-looking statements regarding a variety of items. Such projections or forward-looking statements are based on current expectations, estimates

and assumptions and are subject to a number of risks, uncertainties and assumptions. There is no assurance that results contemplated in any projections and forward-looking statements in this

presentation will be realised and any forward-looking statements are subject to material adverse events, significant one-off expenses or other unforeseeable circumstances. As such, actual results

may differ materially from those projected in this presentation. No person is under any obligation to update this presentation at any time after its release to you or to provide you with further

information about New Zealand King Salmon Investments Limited.

Our results are reported under NZ IFRS. This presentation includes non-GAAP financial measures which are not prepared in accordance with NZ IFRS. The non-GAAP financial measures used in

this presentation include:

•EBITDA. We calculate EBITDA by adding back (or deducting) depreciation, amortisation, finance expense / (income), and taxation expense to net earnings

•EBIT. We calculate EBIT by adding back (or deducting) finance expense / (income), and taxation expense to net earnings

•Pro-forma Operating EBITDA refers to earnings before interest, tax, depreciation and amortisation after allowing for pro-forma adjustments as described in the Appendix to this document

We believe that these non-GAAP financial measures provide useful information to readers to assist in the understanding of our financial performance, financial position and returns. They should

not, however, be viewed in isolation, nor considered as a substitute for measures reported in accordance with NZ IFRS. Non-GAAP financial measures may not be comparable to similarly titled

amounts reported by other companies.

The information in this presentation is of a general nature and does not constitute financial product advice, investment advice or any recommendation. Nothing in this presentation constitutes legal,

financial, tax or other advice. An investor should, before making any investment decisions, consider the appropriateness of the information in this presentation, and seek professional advice,

having regard to the investor’s objectives, financial situation and needs.

This presentation is solely for use of the party to whom it is provided.

FY23 INVESTOR PRESENTATION
PRESENTERS

2

Graeme Tregidga

Acting Chief Executive

Officer

Ben Rodgers

Chief Financial Officer

Grant Lovell

GM Aquaculture

FY23 INVESTOR PRESENTATION
EXECUTIVE SUMMARY

3

FY23

•FY23 Net profit after tax of $1.9m. Performance was impacted by themortality eventin Q1FY23 this resulted ina higher mortality expense, lower available

harvest and a decline in Salmon biomass at sea (Net loss after tax FY23H1 $24.5m). Performance improved in the second half ofthe year with a significant

reduction in mortality and a fair value uplift in our Salmon biomass at sea. (Net profit after tax FY23H2 $26.4m)

•Pro-forma EBITDA loss of $4.4m, ahead of original market guidance of an $8m –$12m loss

•Mortalityimproved over the second half of the year(H1 $22.3m v H2 $3.6m) albeittracking slightly higher than our original forecasts

•Price increases, product optimisation andmarket choices helped minimise the impact of the reduction in available harvest

•New seasonal harvestconcept outperformed initial expectations – providing 750MTof salmon (expectation~500 MT),resulting in an overall uplift in ourharvest

from~ 5,750 to ~6,000 MT

•Blue Endeavourwas granted a consent (appeal of conditions pending)$909k of costs expensed/impaired in FY23 relating to this application

Balance sheet

•Following the completion of the $60.1 million pro rata rights offer in 1HY23, and positive free cashflow (cashflow from operating activities net of investingactivities)

NZKS has a net cash position of $15.7m at 31 January2023

•FY23 Capex wasconstrained to $5.2m a majority of which was the continuation of pre committed long term projects (Barge and net cleaning vessel and first

feeding facility)

Reset of NZKS

Business

•3 of the 4 active Pelorus farms have been fallowed as planned

•Employee numbers are below targeted headcount, resourcing remains challenging

•Waiaufreshwaterhatchery, mothballed as planned, and was sold end of January 2023 (unplanned)

•Net capex of $5.2m (excluding the proceeds from the sale of the Waiaufreshwaterhatchery received in FY24)for FY23 – following a partial pause of all non-

essential capexduring FY23)

•Focus onthe sensible reduction of opex

FY24 guidance

•Pro-forma EBITDA guidance of$21m to $25m(note we are no longer reversing out NZ IFRS 16 costs resulting in~$1.4mincrease in guidance range)

•FY24 expected harvest ~6,600 MT

FY23 INVESTOR PRESENTATION
FY23 PERFORMANCE

01

4

FY23 INVESTOR PRESENTATIONFY23 INVESTOR PRESENTATION
FY23 OPERATIONAL HIGHLIGHTS

$167

FY23

REVENUE OF

MILLION

6,014

METRIC TONNES

HARVESTED

DURING FY23

41%

GEOGRAPHIC SPREAD

OF REVENUE

3%

37%

10%

EUROPE

5%

4%

NORTH

AMERICA

ASIA EX JAPAN

JAPAN

NEW

ZEALAND

AUSTRALIA

5

11.3

18.0

(7.1)

(73.2)

1.9

(80.0)

(60.0)

(40.0)

(20.0)

-

20.0

40.0

FY19FY20FY21FY22FY23

(Jun)(Jun)(7 months -

Jan)

(Jan)(Jan)

FY23 GAAP NPAT

25.2

25.1

10.0

6.7

(4.4)

(10.0)

(5.0)

-

5.0

10.0

15.0

20.0

25.0

30.0

FY19FY20FY21FY22FY23

(Jun)(Jun)(7 months -

Jan)

(Jan)(Jan)

FY23 PRO-FORMA OPERATING

EBITDA

FY23 INVESTOR PRESENTATION
OUR SUSTAINABILITY DEVELOPMENTS

• Committed to reusable, recyclable or compostable

packaging across our business -currently at 52%

• Submission of second Modern Slavery Report

• Preparation for the incoming Aotearoa New Zealand Climate

Reporting Standards (effective for financial year 2024)

• Best Aquaculture Practices 4-star certification (highest

rating) achieved in FY23

We continue to make progress on our sustainability journey:

6

FY23 INVESTOR PRESENTATION
KEEPING OUR BRANDS PROMINENT

Creating innovative strategies for our markets:

•Connecting with our end-users through:

►Focus on engagement with ŌraKing Ambassadors / key foodservice customers

►Tight management of A&P spend to align with sales growth and margin targets in each market

►In-house digital and social media programmes for our retail and foodservice brandsto maintain brand

presence with relevant audiences in the most cost-efficient way possible

►Continuously refresh Omega Plus digital, social media and ambassador programmes to increase brand

presence in the NZ and China market.

►Establish Omega Plus brand presence in North America and accumulate high end pet owner fans on

social media.

7

Regal Brand Insights

►Regal remains New Zealand’s most preferred smoked salmon brand proving consumer trust in the

Regal brand and theexceptional quality & consistency of our King salmon and value-added product

offerings

►16,000 people visit our global Regal website every month (80% growth YOY). Visitor datahelps us

learn more about our Regal shoppers and their interests.As themost popular pages are for recipes,

we continue to develop first class recipes and content to engage with our Regal fans

FY23 INVESTOR PRESENTATION
64

52

54

100

131

75

71

82

132

87

FY2019FY2020FY2021FY2022FY2023

230

238

169

203

258

296

218

240

290

321

FY2019FY2020FY2021FY2022FY2023

252

309

177

129

104

253

269

149

219

114

FY2019FY2020FY2021FY2022FY2023

1,597

1,686

1,205

1,333

1,156

1,987

1,550

1,550

1,417

1,219

FY2019FY2020FY2021FY2022FY2023

SALES PERFORMANCE

Continuing to target branded premium markets

First half salesSecond half sales

Sales performance

Oursalesmodelcontinuedto improvethroughoutthefinancialyear. Therewasa strongfocus

onmanagingthesupplytomeetthedemandin FY23followinga reducedharvestassociated

withthesummermortality. Supplychaindisruptionsandinflationarypressuresresultedin cost

increasesbeingpassedontothemarket.

•NZconstrainedsupplyacrossthebusinesssawreducedvolumesbeingsoldwithintheNZ

domesticmarketthroughoutFY23.Demandforqualityproteinremainsstrongandthiswas

reflectedin pricingforpremiumproducts.

•NorthAmericanpremiumdemandremainsstrongwithŌraKingin foodserviceandRegal

brandedretail. MuchofthereductionofvolumewhencomparingtoFY22is duetoending

of lowerpricedfrozenwholesalmonagreements.

•TheJapanmarketvolumereductionwhencomparingtoFY22is dueto cessationoflower-

pricedfrozenwholesalmonagreementsaswellastheremovalofsomepromotional

events.

•Asianmarkets,excludingJapan,hadsupplychaindisruptionswhichprovidedchallenging

tradingconditions. Supportremainsstrongforourproduct,andwecontinuetodriveour

RegalbrandedproductsintoretailthroughoutAsia.

•Australianmarketdemandthroughouttheyearwasveryfirm. Lowersupplyvolumesin the

firsthalfoftheyearmeanta realignmentofpricingandtherebuildingofsales.Thesecond

halfoftheyearhadstrengtheningfoodservicesales. RetailsalesofourRegalbranded

productscontinueto performwell.

•TheEuropeanmarketlikeothermarkets,hasbeenin a rebuildingphase.Wewereunable

tomeetallthedemandduetotheshortageinthesupply. Pricingremainsfirmandwe

haveextendedourRegalbrandedproductsintoadditionalretailoutlets.

Domestic Market (MT)North America (MT)

Australia (MT)Europe (MT)

Japan (MT)Asia (MT)Excludes Japan

8

127

139

93

449

150

117

136

313

266

120

FY2019FY2020FY2021FY2022FY2023

1,033

1,177

1,047

1,414

1,086

1,179

1,279

1,301

1,719

1,091

FY2019FY2020FY2021FY2022FY2023

FY23 INVESTOR PRESENTATION
FISH PERFORMANCE

•The altered aquaculture model has been fully implemented with the summer of2022/2023 being the first year without stocksheld in the majority of our

warm water sites.

•At the end of FY23 thestocksperformed wellwith significantly reduced mortality compared to previous summers. This has continued into the start of FY24.

•Harvest volume was reduced for FY23 due to previously disclosed mortality however the seasonal harvest strategy was successful and produced ~250MT

more biomass than originally planned. Overall harvest volume will increase in FY24/FY25 as we optimise thecooler water space inthe Tory Channel.

•TheWaitatafarm (Pelorus Sound) is currently showing encouraging results from thecommercial vaccine trial however this willnot fully be knownuntil the

end ofApril 2023.

•Feed price was under significant pressure over FY23due toraw material pricing (impact ofcovid, Ukraine war).

•Ngamahau(Tory Channel)received a 500MTfeed discharge increase to 2,500MT per annum effective from 2023.

9

Biological Performance

FY23FY22

% chg.

Harvest Volume G&G (MT)6,0147,382-19%

Average G&G Harvest Weight (Kg)3.123.50-11%

Feed Conversion Ratio (FCR)1.661.87-11%

Closing Livestock Biomass4,6206,015-23%

Feed Cost ($ / Kg of feed)3.062.3928%

SoundFarm

G&G Volume Harvested (MT)

FY23FY22

Queen Charlotte

Ruakaka736 1,000

Otanerau522 903

Tory Channel

Clay Point524 1,428

Te Pangu2,310 325

Ngamahau-1,889

Pelorus Sound

Waitata1,306 1,391

Kōpaua124 433

Waihinau136 -

Forsyth321 -

Freshwater

34 14

6,014 7,382

FY23 INVESTOR PRESENTATION
FY23 RESULTS

02

10

FY23 INVESTOR PRESENTATION
FY23 HEADLINE FINANCIAL PERFORMANCE

Volume Sold/Revenue – decreased on the prior year due to the mortality event which occurred late FY22

and Q1FY23 reducing the available biomass for sale. The impact of this was minimised through price

increases, product optimisation andmarket choices.

GAAP

Gross Margin % -Increased on the prior year due to a larger fair value gain on biological assets compared

to the previous year. This was caused by a reduction in forecasted mortalities as a result of the altered

aquaculture model which reduces biomass in our warm water sites.

EBITDA -Was positively impacted by an increase in the Gross Margin noted above and the early close out

of in the money FX contracts in FY22 which were recognised in the hedge reserve in FY22 and will flow

through the GAAP income statement in FY23 – FY26.

NPAT– In addition to the commentary above, the improvementin NPAT comparedto the prior year is due

to the impairment of goodwill of $39.26m and impairment of plant, equipment and intangibles of $20m

recognised in the prior year.

Pro-forma

Gross Margin % -Increased on the prior year as price increases, product optimisation andmarket choices

offset the increase in mortality and cost of fish production on a per kilo basis.

Pro-forma EBITDA-decreased on the prior year despite the improvement in Gross Margin this was

predominately due to the FY22 results including $13.5m of early close out of FX contracts.

Pro-formaNPAT -In addition to the commentary above the improvementin NPAT comparedto the prior

year is due to the impairment of goodwill($39.26m) and plant, equipment and intangibles ($20m) recognised

in FY22.

11

*

A full reconciliation between GAAP and Pro-forma results is shown on pages 20 and 21 of this presentation

Group Financial Performance

GAAPPro-Forma*

NZ$000sFY23FY22

% chg.FY23FY22% chg.

Volume Sold (t)5,837 7,672 -24%5,837 7,672 -24%

Revenue

167,131 174,530 -4%167,131 174,530 -4%

Gross Margin

30,623 12,743 140%22,285 21,563 3%

Gross Margin

%

18%7%13%12%

EBITDA11,698 (15,593)<> (4,415)6,698 <>

EBITDA %7%-9%-3%4%

EBIT3,276 (84,973)<> (11,251)(60,935)<>

NPAT1,891 (73,202)<> (8,417)(55,715)<>

FY23 INVESTOR PRESENTATION
PRO-FORMA

1

EBITDA COMPARISON

12

•Revenueis down on prior period due to a reduction in available harvest post the summer mortality event (Q4FY22 and Q1FY23) this was partially offset by improvements in pricing

and product mix.

•Cost of goods benefitted from a decrease in harvest volume on a total basis however this benefit was partially offset by the rising cost ofraw materials (Feed, labour etc) and scale

inefficiencies cause by fixed or semi-variable costs.

•MortalityThe increase in mortality on 1HY23 reflects the previous summers mortality event which started at the end of FY22 and carriedon into 1HY23. Current summer mortality is

significantly down from prior year.

•Freight is favourable due to a reduction in available harvest post the summer mortality event, on a kg basis freight has improved slightly however still sits well above pre covid levels.

•There have been no early close outs of in the money FX contractsin FY23

1

Refer to pages 20 & 21 for full reconciliation between GAAP and Pro-Forma results

FY23 INVESTOR PRESENTATION
Following the $60.1m equity raise NZ King Salmon is now in a net cash position:

•NZ King Salmon’s net bank (debt)/cash position has improved from a debt position of $46.7m

at 31 January 2022 to a net cash position of $15.7m at 31 January 2023.In addition to cash on

hand NZ King Salmon has access to a $6.5m revolving debt facility which remains undrawn.

•Inventory - Finished goods on hand have decreased as high value SKUs (smoked

products)continue to reduce back to normal levels. This has been offset by the freezing of our

seasonal harvest which will be used to create value added products to balance our production

and supply to enable the optimising of fresh sales during the year under our new seasonal

harvest model.Raw materials on hand have decreased due to the migration of our feed to

consignment stock arrangements

•FY23 has seen a slight reduction in biological assets on hand. The key driver of this is less fish

on hand consistent with the new aquaculture strategy to reduce biomass in the warm water

sites over summer to assist with decreasingmortalities.

•NZ King Salmon invested a net $5.2m in capex for the year ended 31 January 2023 (excluding

the proceeds from the sale of the Waiaufreshwaterhatchery received in FY24) following a

partial pause of all non-essential capex during FY23. A majority of this spend related to the

continuation of capex projects commenced in FY22 (Otaneraupens, a new barge and net

cleaning vessel).

13

BALANCE SHEET – RECAPITALISEDAND DELEVERAGED

Group Financial Position

Jan-23Jan-22

NZ$000sAuditedAudited

Current Assets

Cash and equivalents19,221 2,913

Receivables16,573 19,817

Taxation Receivable164 294

Inventories29,729 34,636

Biological Assets60,348 65,529

Derivative financial assets1,906 1,338

127,941 124,527

Non-current Assets

Property, plant & equipment48,176 50,620

Biological assets12,344 9,432

Other12,827 12,749

73,347 72,801

Total Assets201,288197,329

Current Liabilities

Loans (external)750 49,659

Lease Liabilities1,191 1,531

Payables13,662 16,433

Other6,855 6,994

22,458 74,617

Non-CurrentLiabilities

Loans (external)2,750 -

Lease Liabilities3,328 4,402

Other4,846 7,080

10,924 11,482

Total Liabilities33,382 86,099

Net Assets167,906 111,230

Net Cash / (Debt)15,721 (46,746)

Net tangible assets per share$ 0.30 $ 0.76

FY23 INVESTOR PRESENTATION
STRATEGY UPDATE & FY24

OUTLOOK

15

03

FY23 INVESTOR PRESENTATION
STRATEGIC INITIATIVES - RIGHT SIZING THE BUSINESS

15

InitiativeUpdateStatus

Fallow the Pelorus sea farms

•To mitigate mortality risk from warmer waters over

summer we plan to fallow three of the four active

Pelorus farms.

At the end of January 2023, three farms have been fallowed as

planned. The remaining Waitata site is continuing to be used as

an operational farm for our seasonal harvest and to evaluate

vaccine and seasonal smolt strategies.

Right size our people numbers

•Moving our headcount from ~570 to 452 to better

meet our business needs

As at 31 January 2023 headcount sits at 436.

Like many organisations in New Zealand, we are experiencing

a tight labour market, and are now in a position where we have

vacancies to fill.

Mothball the Waiau Freshwater Facility

The Waiau Freshwater Facility was mothballed in 2HFY23 and

has been subsequently sold at the end of January 2023

(proceeds received early February)

Reduction of net capital expenditure (FY23)

•Reduce FY23 capital expenditure to $6.5m - $7.5m.

Net capex for FY23 was $5.2m (excluding the proceeds from

the sale of the Waiaufreshwaterhatchery received in FY24)for

FY23 – following a partial pause of all non-essential capex

during FY23)

Review of expenditure

Cost saving initiatives have been put in place across the

business including reprioritising and challenging

existing spend.

Like all organisations in New Zealand we are experiencing

inflationary pressure across our cost base.

Management will continue to focus on sensible cost saving

initiatives in FY24.

Key

Completed

On track

(ongoing)

Behind

(ongoing)

FY23 INVESTOR PRESENTATION
MARKET GUIDANCE – FY24

16

Pro-forma EBITDA guidance range for FY24of $21m to $25m

1

In confirming guidance NZ King Salmon notes:

•FY24 Mortalities expense to date (1 February 2023 to 22 March 2023

~$2m)is trackingsignificantly lower than the prior comparable period in

FY23 (1 February 2022 to 22 March 2022 ~$13.5m).Fish health is a

key focus and we continue to learn and adjust our farming practices to

improve fish health outcomes, acknowledging the dynamic nature of

species and the environment.

•Inflationary pressure is continuing to occur across our cost base,

specifically the cost of feedon a kg basis rose substantially in FY23 and

freight cost remainssignificantly above pre covid levels.

1

NZKS is no longer reversing the impact of NZ IFRS 16 from our proforma EBITDA guidance which has the impact of adding ~$1.4m to the EBITDA figure

01

Dec

08

Dec

15

Dec

22

Dec

29

Dec

05

Jan

12

Jan

19

Jan

26

Jan

02

Feb

09

Feb

16

Feb

23

Feb

02

Mar

09

Mar

16

Mar

23

Mar

30

Mar

Summer Mortality last 6 years in Metric Tonnes

2017 / 182018 / 192019 / 20

2020 / 212021 / 222022 / 23

FY23 INVESTOR PRESENTATION
PATHWAY TO FUTURE GROWTH - BLUE ENDEAVOURUPDATE

17

•Our ambition to significantly grow ourfish volumes

remains. Blue Endeavour isa part of thisambition

•We will progress the project in a structured manner to

minimise risk. This will include using the knowledge

gained from our recent strategy changes

•The global focus on offshore fish farming has seen

significant technological advances in recent years

•Blue Endeavour was granted in November. Two

appeals were subsequentlylodged, and mediation

began in March with the parties involved

•Blue Endeavour has the potential to add up to

10,000MT of harvest volume in conjunction with our

nursery sites when fully developed

•Full capacity of existing sites plus Blue Endeavour is

~17,000MT

FY23 INVESTOR PRESENTATION
18

APPENDICES

04

FY23 INVESTOR PRESENTATION
EXISTING SEA FARM RESOURCE CONSENTS AND EXPIRY

FarmsRegionExpiry dateStatus

RuakakaQueen Charlotte2024Active

OtanerauQueen Charlotte2024

Active

Forsyth BayPelorus2024Fallow

WaihinauPelorus2024Fallow

Crail Bay x 2Pelorus2024

1 Fallow, 1

seaweed trial

Clay PointTory Channel2036

Active

Te PanguTory Channel2036

Active

WaitataPelorus2049

Active

NgamahauTory Channel2049

Active

KopauaPelorus2049Fallow

19

•Five licenses are due for expiry or renewal at the end of 2024, all of which represent warmer, low

flow licenses at lower producing sites

•Crail Bay has not been farmed for around 10 years and is currently being used for a seaweed

trial

•Kōpaua, Forsyth andWaihinauare currently fallowed

•Ruakakaand Otanerauform part of the updated production plan, receiving fish post summer

viatow operations from the Tory Channel farms

•The Marlborough District Council intends to release its decisions on the provisions regulating

mussel farming in Q2 2023*.It is unclear what if any of those provisions will apply to salmon

farming.The panel hearing submissions on current proposals has signalled that it is open to

inviting iwi, the Government and the wider community to work on new provisions to enable

alignment with the NZ Aquaculture Strategy.NZ King Salmon is involved in these

discussions.The timing of that process is uncertain, but will logically follow from the Q2 2023

decision.

•Renewingthe 2024 farms will require applications to be lodged, however it is logical to make

progress on the planning provisions before lodging these applications

•Applications would therefore be lodged in 2024 with preparatory work, including consultation with

Iwi, being undertaken beforehand

•Opportunities may arise for consenting via alternative processesin meantime

•Farms will be able to operate on their current consents until all applications and appeals have

been resolved

FY23 INVESTOR PRESENTATION
FY23 RECONCILIATION BETWEEN GAAP RESULTS AND PRO-FORMA

FINANCIALS

20

FY23

NZD 000s

Statutory Financial

Statements

Fair Value

Adjustments

IFRS 16 Lease

Adjustments

FX Close-outsPro Forma

Operating Financial

Information

Revenue167,131 167,131

Cost of goods sold(164,657)43,040 (1,750)(123,367)

Fair value gain / (loss) on biological transformation49,628 (49,628)-

Freight costs to market(21,479)(21,479)

Gross Profit30,623 (6,588)(1,750)-22,285

Other operating income8,577 (7,775)802

Overheads

Sales, marketing and advertising(12,245)(12,245)

Distribution overheads(3,463)(3,463)

Corporate expenses(10,854)(10,854)

Other expenses(940)(940)

EBITDA11,698 (6,588)(1,750)(7,775)(4,415)

Depreciation and amortisation(7,915)1,586 (6,329)

Impairment(507)(507)

EBIT3,276 (6,588)(164)(7,775)(11,251)

Finance income337 337

Finance costs(1,499)209 (1,290)

Net finance costs(1,162)-209 -(953)

Profit / (loss) before Tax2,114 (6,588)45 (7,775)(12,204)

Income tax (expense) / credit(223)1,845 (13)2,177 3,787

Net Profit / (loss) for the Year1,891 (4,743)32 (5,598)(8,417)

FY23 INVESTOR PRESENTATION
FY22 RECONCILIATION BETWEEN GAAP RESULTS AND PRO-FORMA

FINANCIALS

21

FY22

NZD 000s

Statutory Financial

Statements

Fair Value

Adjustments

IFRS 16 Lease

Adjustments

FX Close-outsPro-Forma

Operating Financial

Information

Revenue174,530 174,530

Cost of goods sold(177,774)52,050 (1,968)(127,692)

Fair value gain / (loss) on biological transformation41,261 (41,261)-

Freight costs to market(25,275)(25,275)

Gross Profit12,743 10,788 (1,968)21,563

Other operating income402 13,471 13,873

Overheads

Sales, marketing and advertising(13,471)(13,471)

Distribution overheads(5,204)(5,204)

Corporate expenses(8,649)(8,649)

Other expenses(1,414)(1,414)

EBITDA(15,593)10,788 (1,968)13,471 6,698

Depreciation and amortisation(10,125)1,747 (8,378)

Impairment(59,255)(59,255)

EBIT(84,973)10,788 (221)13,471 (60,935)

Finance income17 17

Finance costs(2,636)249 (2,387)

Net finance costs(2,619)-249 (2,370)

Profit / (loss) before Tax(87,593)10,788 29 13,471 (63,305)

Income tax (expense) / credit14,390 (3,021)(8)(3,772)7,590

Net Profit / (loss) for the Year(73,202)7,768 21 9,699 (55,715)

FY23 INVESTOR PRESENTATION
UNDERSTANDING OUR GAAP RESULTS

The impact of NZ IAS-41 Agriculture, NZ IAS-2 Inventory and NZ IFRS-16 Leases

Our GAAP results are impacted by Fair Value gains or losses arising from the application of NZ IAS-41 Agriculture, NZ IAS-2 Inventory and the classification of leases under NZ

IFRS-16. The impact of these standards are explained below:

Fair Value under NZ IAS-41 Agriculture andNZ IAS-2 Inventory

When we record a change in biomass at sea, or where the expected future profit we realise on fish that we sell changes, thesestandards require us to quantify and recognise the

gain or loss in the current period. This applies to both biomass at sea and inventories of finished products.

Our Statement of Financial Position shows biological assets at their fair value. Pro-forma Operating Financial Performance removes gains / losses associated with the application of these

standards. The company will present Pro-forma results for future reporting periods on this basis.

NZ IFRS-16Leases

Under NZ IFRS-16 a lessee will no longer make a distinction between finance leases and operating leases; all (material) leases will be treatedasfinance leases.

In the statement of financial position we are therefore required to recognize the asset (or right to use the asset) and the liability for the lease, while in the statement of profit and loss we recognize

the interest cost and the depreciation of the leased asset instead of the operating lease expenses. The application of this standard increases EBITDA, assets and liabilities, however this impact is

reversed in our Pro-forma results.

From FY24 NZKS will no longer adjust out the impacts of IFRS 16 within our proforma EBITDA results, this has the estimated impact of adding ~$1.4m to the FY24 EBITDA figure

22

FY23 INVESTOR PRESENTATION
APPENDIX – GLOSSARY OF TERMS

1HY23Financial results for the 6 months from 1 February 2022 to 31 July 2022

2HY23Financial results for the 6 months from 1 August 2022 to 31 January 2023

FY23​Financial results for the 12 months from 1 February 2022 to 31 January 2023

FY22Financial results for the 12 months from 1 February 2021 to 31 January 2022

EBITDAEarnings before interest, tax, depreciation and amortisation

FCRFeed Conversion Ratio – the amount of feed (in kilograms) required to grow 1 kilogram of fish weight

G&GGilled and gutted. Note that all volumetric information presented is on a gilled and gutted basis unless otherwise stated

GWGreenweight

GAAPGenerally Accepted Accounting Practice

Mortality / Mortality RateThe percentage mortality of salmon in seawater, calculatedas the biomass of salmon mortalities in kg divided by the growth of salmon in kg

MTMetric tonnes

NPATNet profit after tax, also reported as net profit for the period in our published financial results

NZKSNew Zealand King Salmon

Pro-Forma Operating EBITDA

Pro-Forma Operating EBITDA refers to earnings before interest, tax, depreciation, amortisation after allowing for pro-forma adjustments as described in the

Appendix to thisdocument. Pro-Forma Operating EBITDA is a non-GAAP profit measure

23

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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