Annual Report
Better
connection.
ANNUAL REPORT 2023
We know the value of connection — connection
to people, places, interests and treasured
possessions — we understand its importance
in the lives of our residents.
Our focus at Oceania is to ensure that our
residents retain connection to what matters
to them, continuing to lead lives filled with
purpose. We create homes in the heart of
communities, and design spaces and services
that enhance social relationships, both within
our villages and the local neighbourhood.
We forge valuable connections with our
providers and keep pace with the wider world,
bringing in ideas to innovate and improve.
Every life is rich with connection, and it is
our privilege to honour that.
Letter from the Chair04
Trading highlights07
At a glance08
Letter from the CEO09
Weather event recovery13
How we create value17
Sustainability18
Customer led design and service26
Board of Directors28
Couple’s care suite32
Three year summary33
Consolidated financial statements34
Corporate Governance73
Contents.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS3
LETTER FROM THE CHAIR
Oceania has capitalised on
premium care earnings when
margins on traditional care
beds are difficult to achieve.
As at 31 March 2023, 37% of
Oceania’s total care beds are
care suites, licensed to residents
under an occupation right
agreement model. Care suites
deliver additional capital and
DMF to the business and improve
free cash flow growth as DMF for
care suites is realised faster than
DMF for villas and apartments.
Care suite DMF has grown from
$7.0m in FY2020 to $14.9m in
FY2023 and this will continue to
grow as the pipeline of care suite
developments is completed.
In providing premium care
services to our residents,
Oceania continues to have a
relatively high ratio of nurses to
residents. This level of investment
is required in order to provide
the highest standard of resident
experience and deliver the level
of care expected by our current,
and future, residents.
Oceania has once again demonstrated its resilience
and strength, delivering a solid financial performance
in a challenging economic environment with a slowing
residential property market, labour shortages and
severe weather events.
Financial Performance
Unaudited Underlying EBITDA
of $80.0m for the year ended 31
March 2023 was 5% higher than
the prior corresponding period
of $76.2m. This was largely as a
result of the continued maturity of
our portfolio supporting increased
deferred management fee (DMF)
and resale gains. Total capital
gains for the year ended 31 March
2023 of $59.4m increased $3.1m,
or 5%, from capital gains in
the prior corresponding period
of $56.3m.
Oceania’s total assets increased
to $2.5b as at 31 March 2023,
compared with $2.2b as at 31
March 2022. This increase is
largely due to the continued
development across 11 sites
during the period, as well
as the developments at The
Helier (Auckland), Lady Allum
(Auckland) and The Bellevue
(Christchurch) being valued as
complete, partially offset by
broadly unfavourable changes
in valuation assumptions which
are reflective of market conditions
over the last year.
For the year ended 31 March
2023, operating cashflow was
$70.2m, compared to $105.5m for
the year ended 31 March 2022.
This reflects a lower number of
new sales in the current year and
an investment in future growth
through the buy back of some
units at development sites.
As at 31 March 2023, Oceania
had current drawn down
debt and bonds of $557.8m,
$7.4m of cash and $174.6m of
undrawn net debt headroom.
Care
Oceania has long been regarded
as the leader in the provision
of high quality residential care
services to older New Zealanders.
Oceania has a higher weighting
of care beds relative to its peers,
and was the pioneer of care suites,
as a premium model of care, back
in 2008. Oceania has invested
heavily in the care suite model
to reduce reliance on Government
funding and maintain attractive
returns on capital. Since the
inception of its care suite product,
Positioning
for future growth.
I am pleased to present our Annual Report
for the year ended 31 March 2023.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS4LETTER FROM THE CHAIR
Looking ahead, Oceania is further
investing in premium models of
care, with its first fully privately
funded care centre opening at
The Helier (Auckland) in FY2024,
providing further premium
revenue growth in the business.
In addition to exiting our
arrangement with Airedale
Property Trust in respect of
Everil Orr, we have entered into
an agreement to sell two of our
smaller Auckland care sites
to another existing aged care
operator. These divestments will
enable cash to be released for
reinvestment with higher returns.
Village
With the significant headwinds
facing the construction sector
over the last year, Oceania has
been introducing measures
to maintain the delivery of a
strong development and sales
pipeline. Oceania is focused on
its cash recovery profile and
the development of independent
living villa products as the
backbone of the next phase of
Oceania’s development projects
will assist this. This is because
villa developments deliver faster
recycling of cash than apartment
or care suite developments, as
well as providing greater flexibility
for staging and settlement
of product. Oceania has key
development sites in the near
term development pipeline that
are exclusively villa product to
allow for staging and presales,
compared to the more complex
and capital intensive apartment
and care developments.
As part of the execution
of Oceania’s greenfield
development strategy, there
will be a reweighting towards the
construction of independent living
villas, rather than apartments or
care suites. As at 31 March 2023,
Oceania’s independent living unit
portfolio comprises 53% villas
and 47% apartments, with most
of these apartments having
been completed in the last four
years. As we come to the end of
our existing site developments,
we will be looking to acquire
land which would be suitable
for villa product to extend our
pipeline. This in turn will result in
a higher portion of villa products
in our portfolio.
Strategic Capital Management
Oceania’s capital structure and
capital management remain a
key area of focus for Directors.
While capital management
has always been a focus for
Oceania, with significant capital
markets experience at both the
Board and management level,
this is becoming increasingly
important in the current economic
environment. Rising interest rates
and economic uncertainty are
seeing a greater focus on cash
generation and balance sheet
management for Oceania, as
well as the sector as a whole.
Oceania has a proven record
of cash generation from its
existing site developments and,
going forward, remains focused
on consistently achieving
positive outcomes in recycling
cash. Oceania’s current pipeline
includes a significant number of
developments at existing sites
which do not require the holding
cost of land banking. Oceania
recognizes that an optimal cash
recovery profile will be a key
driver of value and growth as
development margins come under
pressure in future periods and as
we move to extend the pipeline.
Although current challenges in
the residential property market
are seeing the average number
of days to sell independent living
units increase, there remains a
strong demand from the market
for high quality and bespoke
product. We continue to see
high levels of enquiry for both
our independent living units and
care suites across the country.
Furthermore, settlements of
independent living units continue
to be achieved, albeit a couple
of months later than we were
observing a couple of years ago.
Over 28% of Oceania’s
independent living villas and
apartments and care suites
have been developed since 2016.
We have seen the rewards from
our first flagship developments
at Meadowbank and The Sands,
with net development cash on
cash return from first time sales
and resales, particularly with our
care suite product. Once a site
becomes fully mature, the site
generates not only a significant
increase in resale gains, but also
realised DMF and increases in
weekly village fees.
With a relatively new portfolio,
Oceania’s operating costs and
maintenance capital expenditure
are well controlled. Having said
that, it is important to ensure
that repairs and maintenance
are funded in order to maintain
an appropriate level of condition
and refurbishment of the portfolio.
Oceania has a proven track record of cash
generation for its existing site developments
and remains focused on consistently achieving
positive outcomes in recycling cash.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS5LETTER FROM THE CHAIR
As part of its capital management
programme, Oceania continues to
review its current portfolio of sites
in order to ensure optimal capital
allocation and the recycling of
cash within the business, with
an emphasis on considering the
future of sites that no longer fit
Oceania’s strategy. Oceania has
entered into an agreement to sell
two of its Auckland care sites to a
smaller operator. This agreement
is conditional on the purchaser
obtaining the consent of the
Ministry of Health and Te Whatu
Ora to the transfer and the sale
is expected to settle by August
2023. In the meantime, Oceania
will be working with the purchaser
to ensure a well-managed
transition period for both staff
and residents of these sites.
Dividend Policy and Dividend
Directors have declared a final
dividend of 1.3 per share, taking
full year dividends (non-imputed)
to 3.2 cents per share, which
represents 39% of Underlying
Net Profit After Tax. The Directors
have approved a change in the
dividend policy to the pay out
ratio, now being from 30% to
50% of Underlying Net Profit
After Tax, in order to provide
investment in growth.
A dividend reinvestment plan for
our New Zealand and Australian
shareholders will apply to this
dividend, which is payable on
21 June 2023. This provides a cost
effective and convenient way for
our shareholders to increase their
investment in Oceania without
any brokerage fees, by reinvesting
all or part of any dividend paid on
their shares in additional Oceania
shares instead of receiving that
distribution in cash.
Sustainability
Oceania has made tangible
progress over the last year in
progressing its sustainability
ambitions. Over the last year,
Oceania has committed to the
Science Based Target initiative
and is currently working
towards the implementation
of the Climate-Related Financial
Disclosures regime and climate
risk disclosures.
Oceania has also prepared
its updated Sustainability
Framework, set out on pages 18
to 25 of this report, following an
extensive process gaining insights
from a wide range of stakeholders,
including our people. This
framework will guide Oceania’s
sustainability journey, resetting
our sustainability aspirations
and enabling the preparation
of a clear programme of work
to embed sustainability into
everything we do.
As part of its commitment to
sustainability, the Board has
also established a dedicated
Sustainability Committee.
The Committee (comprising Rob
Hamilton (Chair), Sally Evans and
me) is responsible for assisting the
Board in providing leadership and
policy for sustainability initiatives,
reviewing progress towards
achieving sustainability targets,
overseeing the implementation of
Oceania’s sustainability strategy
and reviewing progress towards
identifying and addressing
climate-related issues.
Governance
During the year, Directors
have continued to meet with
residents at many of our sites
around the country. It is great
to meet our people onsite and
observe the culture and day
to day operations. We always
enjoy the opportunity to meet
with our residents and receive
their feedback which is then
incorporated into our continuous
improvement processes.
I would also like to thank
Directors for their dedication,
commitment and wisdom and
support that they have provided
to the executive team during
these challenging times.
Looking ahead
Oceania will continue to
focus on its care and village
strategy to improve resident
experience, capital management,
sustainability and position itself
for future growth.
On behalf of the Board, I would
like to thank our people for their
enthusiasm, resilience and
dedication throughout the year.
Yours sincerely
Elizabeth Coutts
Chair
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS6LETTER FROM THE CHAIR
TRADING HIGHLIGHTS — 31 March 2023
Aligned for
better outcomes.
Financial
31 March 2023
Operational
31 March 2023
Developments
31 March 2023
Total assets
As at 31 March 2023
$
2.5bn
higher than 31 March 2022
total assets of $2.2bn
15.8%5%
Units and care suites under construction
as at 31 March 2023
Units and care suites completed
in FY2023
Units and care suites expected
to be completed in FY2024
409233200-250246
• The Helier Stage 2
(St Heliers, Auckland)
• Redwood (Blenheim)
• The Bellevue Stage 2
(Christchurch)
• Elmwood Stage 1
(Manurewa, Auckland)
• The BayView Stage 3
(Tauranga)
• Awatere Stage 3
(Hamilton)
• Stoke (Nelson)
• Waterford Stage 1
(Hobsonville, Auckland)
• Lady Allum Stage 1
(Milford, Auckland)
• Woodlands (Motueka)
• The Helier Stage 1
(St Heliers, Auckland)
• St Johns Wood (Taupō)
• Stoke (Nelson)
• Franklin (Pukekohe)
Underlying Earnings Before Interest,
Tax, Depreciation and Amortisation
31 March 2023
Resource consents secured during
FY2023 for units and care suites
$
80.0m
ahead of 31 March 2022 proforma underlying
earnings before interest, tax, depreciation and
amortisation of $76.2m
Reported Total
Comprehensive Income
31 March 2023
$
34.5m
compared to 31 March 2022 reported
total comprehensive income of $114.4m
Operating Cash Flow
31 March 2023
$
70.2m
compared to 31 March 2022 reported
operating cash flow of $105.5m
Resale unitsResale care suites
98182
Total sales
408
Lower than total sales for the period
to 31 March 2022 of 4509.3%
74
54
New care suites
New units
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS7TRADING HIGHLIGHTS
AT A GLANCE
21
Existing sites with
current and planned
developments
In our quest to reimagine the aged care and
retirement living experience we constantly
challenge ourselves to deliver better.
27
Existing sites with
mature operations
As at 31 March 2023
Staff
~3,000
Residents
~4,000
Care beds and care suites
2,635
Units
1,820
Better
experiences.
48
Total sites
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS8AT A GLANCE
LETTER FROM THE CEO
We have been executing on
our five year strategy that we
outlined in last year’s Annual
Report, despite the challenges
that have been driven by global,
economic and climate events
that were outside of our control
over the last year. Although there
have been significant pressures
that have been placed on our
residents, staff and portfolio, we
have shown a tremendous ability
to remain agile and achieve
strong performance through
the disruption, exemplifying the
resilience of our business and our
wonderfully dedicated team.
Weather events
Oceania’s operations were
affected by the unprecedented
weather events in the North
Island in January/February 2023.
Oceania stood up its Emergency
Management Team, which met
regularly to manage Oceania’s
response to these events and
coordinate efforts to support
our residents and staff during
this time. After the worst of the
weather had passed, our focus
turned to the health, safety
and wellbeing of our residents
and staff. Our team worked
tirelessly, standing shoulder to
shoulder in supporting efforts,
providing solutions and ensuring
we delivered great outcomes for
our residents and staff during
this difficult time. The weather
events required significant team
resource reallocation with many
people across the organisation
allocated activities in providing
support to our residents as well
as working on the recovery and
restoration of our sites. The deeper
connections made with our
residents and their families and
friends, during these challenging
weather events, have reinforced
the real sense of community,
connection, respect and dignity
that comes from living at Oceania.
Our purpose is to reimagine the
retirement and aged care living experience
in New Zealand, and we constantly challenge
ourselves to deliver better.
Executing on
our strategy.
Four of our Auckland sites were
affected by flooding following
the weather event on Friday
27 January 2023. It was very
pleasing to see three of these
sites restored to full operations
in the following week. This is a
testament to the hard work of
our team on the ground who
stepped in to help support our
residents and clean up after
the flooding. There was extensive
flooding at our Lady Allum site
(Milford, Auckland) and all of
our independent living apartment
residents were relocated to
alternative accommodation while
repairs to buildings and building
services were undertaken. After
months of hard work, we are very
pleased to see nearly all of our
Lady Allum residents back in the
apartments. We acknowledge
that this has been a confronting
and emotional time for our
residents and we would like to
thank everyone involved for their
efforts in supporting our residents
at Lady Allum during this time.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSLETTER FROM THE CEO9
Oceania has five sites in the
Hawkes Bay and we were very
fortunate to only suffer from
limited surface flooding at one
of these sites, with residents
at Atawhai (Taradale, Napier)
evacuated as a precaution
under the direction of Civil
Defence when floodwaters began
to rise. Although our Hawkes Bay
sites suffered limited physical
damage, the entire environment
was severely compromised and
all of our Hawkes Bay sites were
affected by power cuts, limited
means of communication and
disruption as infrastructure and
supply chains were affected. A
number of our people in the
Hawkes Bay were also impacted
by Cyclone Gabrielle. In the
days following the cyclone, we
managed to make contact with
all of our people in the affected
areas to check they were safe and
we provided immediate financial
assistance to these staff to help
them buy day-to-day essentials
and help get them back on their
feet. We have more recently
established a fund to provide
such emotional, physical and
financial support as is required
to help those most affected.
In looking back at these weather
events and capturing the
learnings from our response,
we recognise that Oceania has
the benefit of well designed and
newer sites, with smaller resident
confusion on immigration
settings and uncompetitive
wages relative to international
markets continue to drive acute
shortages in skilled labour. We
are seeing this particularly in the
case of clinical staff. Although the
actual Government funding being
provided to address pay parity
and equity for aged residential
care nurses is significantly short
of what is required, this additional
funding may assist the sector
in the medium term and in any
event with the increased public
awareness should be an area of
focus for Government in ensuring
New Zealand remains competitive
in a global war for skilled labour.
The impacts of inflation are being
felt across Oceania’s business
operations in our key inputs and
it shows up in increased cost
pressure on wages, food, energy,
medication and development
costs. Oceania has responded
to this in its resident value
proposition, by offering certainty
on entry price for its independent
living villas and apartments and
by providing confidence on the
cost of weekly fees, so residents
do not need to worry about rising
costs such as Council rates,
insurance and maintenance
costs. Oceania is also well
placed relative to its peers as
we are a boutique provider of
services with a smaller resident
population at each village,
which allows us to dynamically
price the scarcity value of the
great environment and service
package that we offer.
Market commentators rightly
draw parallels between a cooling
residential property market and
the corresponding impact on the
retirement village sector. However,
this narrative is overly simplistic
and fails to differentiate between
residents who are making a
lifestyle choice to move into a
retirement village and those
residents who make a needs-
based decision to move into a
village or care centre. The current
residential property market
conditions are irrelevant for the
large number of residents who
make a needs-based decision to
come into an Oceania village or
care centre and we are continuing
to see high levels of demand for
our care suite product. While
Oceania has certainly seen an
increase in the average days
to sell its independent living
villas and apartments, we
have observed higher levels of
enquiry for our premium offering.
This is in part due to Oceania
offering an attractive downsizing
option for residents within
their local community, which
allows residents to crystallize
wealth that has been trapped
in a larger residential home.
In addition, Oceania provides
a trusted pathway to high
quality care through our highly
successful care suite product.
The tail of COVID-19 is continuing
to impact the construction sector
and while projects are being
delivered, they are taking longer
to complete as contractors are
finding it challenging to have a
full complement of teams working
on site.
Strategic Pillars
Oceania has developed four
foundational strategic pillars
in order to meet its ambition to
create sustainable retirement
and aged care living experiences
for today, and for our people of
tomorrow. These pillars are Offer,
Resident Experience, People
Capability and Growth.
populations to look after. Like
many of our peers, Oceania had
already invested in resilience
measures to mitigate the risks
associated with these type of
events. These natural events once
again highlighted the value that
retirement and aged care living
provides for our residents.
Market conditions
In addition to the challenges
presented by the weather
events, the New Zealand
economy has also come under
pressure in the last year from
labour shortages, increasing
inflation and a falling residential
property market. Oceania has
adapted and evolved to respond
to many of these challenges,
while also looking ahead to the
opportunities that have emerged
from this challenging and
changing environment.
In order to overcome
difficult market
conditions, Oceania
is maintaining its focus
on quality, managing
its balance sheet and
maintaining maximum
optionality within
its business.
Oceania has undoubtedly been
adversely affected by ongoing
labour shortages. Closed borders,
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSLETTER FROM THE CEO10
Offer
A cornerstone of Oceania’s
business is its Offer – the design,
development, build and sale
of perfect properties for our
residents of the future. Amidst
challenging construction market
conditions, we have taken a
more targeted approach to
development execution. This
has led to the premiumisation
of Oceania’s built form and
a bespoke “right product,
right place” approach when
undertaking new developments.
Oceania contracts out
its construction to a small
number of trusted high quality
and capable construction
partners. This has served us well
and has allowed us to focus our
attention on the replenishment
of the development pipeline.
This approach has also allowed
us to take a disciplined approach
to our design and development
activities, which in turn protects
development margins.
Over the last 18 months, we
have been re-evaluating our
development pipeline to take a
more targeted approach to our
development activities. In the
past, Oceania was exclusively
a developer of brownfield sites.
This caused a volatility in earnings
as well as additional complexities
and costs with the construction,
as we needed to work around
existing residents and operations.
As we foreshadowed in last
year’s Annual Report, we are
coming to the end of this type
of development and are now
accenting to the development
of greenfield sites.
Oceania has sites
around New Zealand and has
intentionally designed smaller
boutique villages. Most of
our villages have a resident
population of well below 200
and we have built recent new
developments on less than one
hectare of land. These smaller
developments enable us to
recycle cash more efficiently than
from other larger developments.
In the year ended 31 March
2023, Oceania completed 66
independent living units and
167 care suites across five sites
in Auckland, Taupo, Nelson
and Motueka.
As at 31 March 2023, Oceania
had 409 units under construction
on eight sites in Auckland,
Tauranga, Hamilton, Nelson,
Blenheim and Christchurch.
Despite the headwinds facing
the construction sector, which
have resulted in slight delays
to two of our projects that
were originally anticipated to
be delivered in FY2023, we
are making good progress
on these developments. We
expect to complete Stage Two
of The Helier (Auckland) which
comprises 17 apartments and
32 care suites by the end of
2023, 46 apartments at The
Bellevue (Christchurch) in July
2023, 55 care suites at Redwood
(Blenheim) in August 2023 and
28 apartments at The BayView
(Tauranga) in November 2023.
In addition to this we are forecast
to complete the development of
our 106 care suite development
at Elmwood (Auckland) at the
end of FY2024.
When Oceania acquired
Bream Bay Village in July 2022,
we also entered into an option
agreement to acquire 6.7 hectares
of greenfield development land
adjacent to the village. The option
agreement may be exercised
once a plan change that is
currently before the Whangarei
District Council has become
operative. Once this land has
been acquired by Oceania,
we will look to start building
villas in a staged development.
Resident Experience
While Oceania has been
on a quest to modernise
and premiumise its physical
building, landscapes and assets,
we recognise that this alone will
not deliver the required outcomes
if our service offering has not
been tailored to match the
physical build.
Oceania is therefore reimagining
retirement living through its
service offering, focusing on
resident health and wellbeing,
recreation and convenience.
We were delighted to receive
a Highly Commended award in
the Readers Digest Trusted Brand
Awards this year, recognising
that Oceania’s vision to Believe
in Better is resonating well
with consumers.
Oceania is well known for
pioneering its innovative care
suite product to reduce reliance
on Government funding and to
maintain attractive returns on
capital. The care suite model is
now well accepted by the market.
We are continuing to see high
levels of demand for our care
suites, with 256 care suites sold
in the year ended 31 March 2023
(up from 240 in the year ended
31 March 2022). Moving on
beyond the concept of care suites,
Oceania is continuing to innovate
in this space, with its first fully
privately funded care offering.
This will provide residents with
bespoke, personalised care while
maintaining utmost comfort and
enjoyment. Our residents will have
the opportunity to decide the level
of care services that match their
needs and circumstances, without
the restrictions imposed by the
aged related residential care
contract. We are excited by this
new opportunity and are looking
forward to welcoming our first
privately funded care residents
into The Helier later in the year.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSLETTER FROM THE CEO11
People Capability
Oceania is, and has always
been, a people business. We
have approximately 3,000 staff
delivering outstanding resident
experience and service to our
4,000 residents every single day.
Given the challenging labour
market, Oceania is focused on
becoming an employer of choice
and on developing a “Believe
in Better” culture for its people.
Over the last year, we have been
refining our employee value
proposition. It was great to see
75% of new staff participate in
our Employee Share Scheme
offer again in September 2022,
as well as the vesting of shares
in September 2022 for those
employees who joined the
first scheme in 2019.
We have recently completed
our annual employee
engagement survey and it was
great to see not only a much
higher level of participation but
also an increased employer NPS
score across the board. The
survey showed that, despite
the challenges presenting
the sector, there is improved
employee sentiment overall.
We are reviewing the feedback
that we received from the
survey and are looking into
how we can provide other
financial and non-financial
benefits to our people in order
to appropriately reward and
recognise them.
Oceania is also committed
to growing the capability of
its people. There has been
a noticeable shift in the
professionalisation of its
people over the last year.
We are developing our learning
and development programmes
across all teams and continue
to invest and grow our people.
An example of this is Oceania’s
Wesley Institute of Nursing
Education. This provides both
a Competency Assessment
Programme for internationally
qualified nurses to gain
registration as a registered nurse
in New Zealand, as well as a
Return to Nursing Programme
for New Zealand nurses wanting
to return to the workforce after
a period of absence. We have
seen a significant increase in
class sizes in recent intakes and
it is great to be able to support
the sector in developing career
pathways for these individuals.
Growth
Oceania’s fourth strategic pillar
is to deliver outstanding financial
performance and sustainable
growth. Oceania is a disciplined,
prudent investor of its capital and
we are taking a long term lens
with respect to creating value.
Despite the current head winds
facing the sector, we continue
to see a good level of enquiry
for sales across our 48 sites. The
sector continues to be supported
by a growing population of older
New Zealanders who are seeking
improved security, lifestyle and
health outcomes while remaining
part of their local community.
Furthermore, we are continuing
to observe strong development
margins and resale capital gains
from sales of our independent
living villas and apartments
and care suites.
Oceania is well underway in
the execution of its strategy of
delivering quality, sustainable
and well curated environments.
Oceania’s properties have
substance, purpose and create
wonderful community and
connection for our residents. This
coupled with an increased offer of
tailored services, for our growing
resident population, support our
growth ambitions ahead.
The Helier
Our premier development,
The Helier, in St Heliers (Auckland)
is an example of how the four
strategic pillars have come
together to create something
that is really special. The Helier
is reimagining the future of later
life and will give our residents
the opportunity to live in a
way that has not been seen
before in New Zealand. The
independent living apartments
boast bespoke details and are
fitted out with quality materials
and finishes. However, the
amenities and services are what
set The Helier apart from other
retirement villages, with a range
of dining, wellbeing and health
wellbeing opportunities. Through
the delivery of these first class
services and facilities, The Helier
allows its residents to maintain
the luxurious and independent
lifestyles they are accustomed
to and value so highly, in a
community that they love.
We are seeing strong levels
of enquiry from prospective
residents who are looking to move
into The Helier later in the year.
Looking ahead
This year has been an
important year for Oceania
as we demonstrate the
advancement and successful
execution of our strategy.
Oceania continues to position
itself well as the provider of
critical infrastructure and
essential services for older
New Zealanders.
Our team have continued
their absolute dedication
to delivering the very best
of services, particularly
with the observed weather
events and more challenging
macro-economic environment.
We welcome our new residents,
alongside our wonderful existing
residents. We have enjoyed
your company, your stories,
connections and daily life at
Oceania and look forward to
another rewarding year of growth.
Brent Pattison
Chief Executive Officer
Oceania is focused on becoming an employer
of choice and on developing a “Believe in Better”
culture for its people.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSLETTER FROM THE CEO12
This is an uplifting story about
the power of kindness, how
a community facing disaster
looked to each other for help.
No one could foresee the damage
Cyclone Gabrielle would inflict.
Knowing it was coming was one
thing, knowing how the day
would unfold was a mystery
that developed by the hour.
Mark Renwick, our Atawhai
Village Manager, exudes a
gentle confidence and quiet
resolve. He spent a restless night
listening to the rain pound on
It was supposed to be a Valentine’s Day
celebration – a shared meal, a few winks
and a laugh, a smile or two shared but
556mm of rain overnight put a dampener on
that. February 14th, 2023 was a day like no
other at Atawhai Village, a tale of a dark day
that was illuminated by human warmth and
compassion. This is how it played out.
his roof, the phone at his bedside,
ready to respond if there was an
emergency at the home. But that
night passed peacefully, however,
he still had a gnawing doubt
about the day ahead.
He made sure he arrived at the
village early the next morning
and did a quick tour of the
property with the maintenance
man, Gavin. Everything looked
good. They were a bit short-
staffed and there were a few
puddles, but apart from that,
there was no apparent damage.
All for one,
one for all.
They thought they’d dodged a
bullet. What they didn’t know
was that about a quarter of
Napier’s annual rainfall had
just fallen on the surrounding
hills overnight. All that water
was funnelling down the
valley, picking up steam and
debris, and one by one at least
six bridges would be swept
aside. And as each bridge and
riverbank collapsed a surge of
water rushed toward them.
At nine o’clock in the morning,
Mark heard a rumour that
the nearby river Tutaekuri had
breached its banks. He jumped
in his car and drove down
toward the river and found a
lone policewoman. He asked if
the river had breached but she
did not know. All communications
and power in the area had
suddenly gone down at 8.00 am.
He told her, “I am from Atawhai
with 130 residents,”
She replied, “Just be ready
to evacuate.”
Atawhai Village Manager, Mark Renwick, with resident Phyllis
WEATHER EVENT RECOVERY
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS13WEATHER EVENT RECOVERY
There was an emergency plan in
place, but the plan was designed
for flooding from the sky, but
this was flooding from the river.
The official evacuation point was
at the front of the property.
“If we’d followed the laid out plan,
the residents would be up to their
waists in water.”
At this point, things could have
gone badly wrong. It was at
this moment when everyone
at Atawhai, residents and team
members showed what their
community meant to them.
There was no hesitation, everyone
wanted to help. That day, only
twenty out of thirty-five staff had
been able to get into work and
many of them were not able to
do their jobs because the power
was out. They also had their
own homes and families to worry
about but their first thought was
to look after the residents of
A number of village residents took
responsibility to organise their
fellow residents from the village
so they could self-evacuate with
their cars. Everyone knew what
to do and where to go.
Phyllis Jane, a six year resident
of Atawhai summed it up,
“Everything just seemed to go
so well, we were informed what
we needed to do and it just fell
into place. We just all supported
each other.”
Within a few hours, all 130
residents had been safely
relocated to an emergency
evacuation centre at a local
intermediate school. Although
safe, it was still not an ideal
situation for the residents.
Atawhai. And when Mark asked for
volunteers, there were no qualms.
Everyone rolled into action.
The water was creeping ever
closer, so the first step was to
evacuate the residents from
the care centre to the main hall.
Many of them were bedridden
and with no power their beds
were frozen in whatever position
they were in when the power went
out, so they had to be moved.
Mark’s flight to the riverbank had
brought Atawhai to the attention
of the emergency services but
they were stretched all over the
Napier area. They were told they
would have to evacuate. Gina,
the laundry supervisor, had a
brainwave. They would use the
laundry truck to move bed-bound
residents. It had a powered
tailgate, so for the next five hours,
they moved beds into the truck
and ferried them to safety.
Oceania laundry team, Kirsty and Kim
Evacuating care centre residents
Everything just seemed
to go so well, we were
informed what we
needed to do and it just
fell into place. We just all
supported each other.
Phyllis – village resident
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS14WEATHER EVENT RECOVERY
All they’d been able to take with
them were their emergency bags.
Keith is a resident of the care
centre, he’d made sure his wife
was safe and was able to grab his
treasured walking stick he’s had
since his fortieth birthday (given
to him by a young employee and
with the words “happy birthday
you old stick” engraved on it)
but very little else. “There was no
panic whatsoever. I thought the
organisation was excellent. The
worst part of the day from my
point of view was I spent about
two hours sitting on a school chair.
The most uncomfortable thing
I ever sat on in my life.”
Everyone was back home but
the hard work was just beginning.
The pragmatism of staff and
residents would set the tone.
Two residents, Helen and Val,
wheeled out their barbecue and
set up a meal station in the village
hall. Two barbecues that would
feed fifty people, two meals a
day for a week.
Val remembers, “The first day I
had mince and macaroni. I took
them all out and we warmed
them up. Someone else had some
bread and someone else brought
some sausages. There was no
power so everything in the fridges
would go off, so people offered
up their food to the group.”
The kitchen staff from the home
were fully aware of everyone’s
plight. They had thought they
were going to make a Valentine's
meal in the dining hall that day,
but instead, they collected all
the food and took it down to
the Evacuation Centres, so the
residents and staff were fed and
sustained with teas and coffees.
It wasn’t ideal but it was a start.
What struck Mark was that
everything the residents needed
was back at Atawhai. There were
no beds or no facilities for older
people. Later that day, the water
started to recede and with it,
Mark’s reservations. After a few
consultations, the decision was
made to take everyone back to
Atawhai. There was no power or
lighting but it was their home.
It turned into a very long day.
The water had receded but left
a thick layer of slippery silt
around the property. Six villas
were totally flooded, and water
had risen to within an inch of
the care centre's front step.
Keith’s treasured walking stick
Deborah Dillon, the Business
and Care Manager had been
desperate to get in to help her
team the day before. She tried
every road and every bridge
but could not get through. She
was devastated and arrived two
days later expecting the worst
but found calm and order.
“There were systems in place
the kitchen was running, I was
incredibly proud. You expect
great things out of your people
but to see it delivered...it’s the
team...incredibly proud.”
It took a day to get a generator
up and running for the emergency
lighting and three days before
another generator arrived to
help power the kitchens.
Regional Facilities Manager, Clark, with residents Phyllis and ValGuest Services Manager, Mata, and resident Helen
You expect great things out of your people
but to see it delivered...it’s the team...
incredibly proud.
Deborah – Business and Care Manager
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS15WEATHER EVENT RECOVERY
The clean-up was a whole other
story. Everyone came out to help
shovel the silt out of the way to
make safe passageways. They
just rolled up their sleeves and
got on with it. Residents came
out to help. Staff came in with
family members to help. Atawhai's
loyal local plumber brought his
family with shovels. Everyone
went above and beyond because
they cared deeply.
Oceania fosters a sense of
connection and commitment
to fulfilling the needs of their
residents and the people of
Atawhai exemplify that. What
was high on Mark Renwick’s
priorities after things had settled
down? Finding out what could
they have done better. What
could they learn from that day
from feedback sessions with
the residents?
You cannot minimise the
destruction that Cyclone
Gabrielle left in its wake. Many
people, including residents and
staff at Atawhai lost everything,
their homes, possessions and
precious memories that those
possessions captured. But this
is a story of hope and humanity,
about people who came together
because they cared for each
other. Words can’t convey how
the people at Atawhai feel for
each other, but their actions can.
Care centre residents Keith and Caroline
THE LADY WHO THOUGHT
SHE’D LOST EVERYTHING
At first glance, it looked like a disaster, but
Village manager Mark Renwick was able to
salvage some hope from a destroyed home.
“I managed to find some things in her villa
when I was cleaning through. There was a little
Highlanders doll, and she loves her rugby, I got
that and gave it to her and when she saw that,
her eyes lit up.”
KEITH’S STORY
“Our daughter lives in Knightsbridge. Her
phone was out, our phone was out, no way
of contacting her. We didn’t know whether
Knightsbridge was underwater. How do we
find out about her? I was talking to Nicky (a
carer at Atawhai). We asked her if she knew
what was happening in Knightsbridge and she
came back the next day and said ‘I went out
and talked to your daughter and she’s all fine.’
I was so thankful – she was a lovely person.”
Oceania fosters a sense
of connection and
commitment to fulfilling
the needs of their residents
and the people of Atawhai
exemplify that.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS16WEATHER EVENT RECOVERY
Our value outcomes
Residents love living
in our communities
We delight our residents with
hospitality inspired, customer
led services
We are passionate about the
wellbeing of our staff, residents
and their families
We lead the way in
how we do things
Offer
To design, develop, build and
sell premium properties for our
residents of the future
Resident Experience
To be the leader in the delivery of
resident experience in retirement
villages and aged care centres
People Capability
To build capability and develop a
culture which enables our people
to perform their life’s best work
Growth
To deliver outstanding
financial performance and
sustainable growth
Our strategic pillars
Our value drivers
Our purpose
We are creating sustainable
retirement and aged care
living experiences for today,
and for our people of tomorrow.
Working on
what matters.
HOW WE CREATE VALUE
Our people | Our expertise | Our villages | Our relationships | Our financial capital | Our natural capital
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS17HOW WE CREATE VALUE
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SUSTAINABILITY
Over the course of FY2023, we have
refreshed our Sustainability Framework
that underpins our strategy.
Through the implementation of Oceania’s
refreshed Sustainability Framework 2023-
2030, we will create long term value for our
stakeholders and partners whilst taking
care of the environment for generations to
come. We recognise that when our people
feel happy and valued, they provide the
best experience for our residents.
Oceania’s
Sustainability
Framework.
We are creating
sustainable retirement
and aged care living
experiences for today,
and for our people
of tomorrow
Aspiration
We use resources
sustainably to
build homes that
seamlessly integrate
with, and benefit,
the local community
Aspiration
We are an employer
of choice
Aspiration
We enable our
residents to live
a sustainable
and fulfilled life
Aspiration
We integrate
sustainability
into our thinking,
strategy and
growth initiatives
Goals
We design with
a focus on the
local environment,
community needs
and cultural values
of each location.
We minimise our
environmental
impact and support
a circular economy.
Goals
We attract, grow and
retain great people.
We provide a safe,
diverse, equitable and
inclusive workplace
that fosters our
people’s development
and capability.
Goals
We prioritise resident wellbeing
through conscious design and
exceptional services.
We actively engage with our residents,
people and local community to create
positive social and environment outcomes.
Goals
We adopt a long-term value focus
when making investment decisions
and allocating capital.
We reduce our GHG emissions in
line with our science based target
and integrate climate resilience
into our business.
Offer
Resident
Experience
People
Capability
Growth
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS18SUSTAINABILITY
Oceania is on a
sustainability journey.
Through the implementation
of our refreshed Sustainability
Framework, we will work to
enhance the positive impacts
we have as a company
and minimise or prevent
the potential negative
impacts. We will learn from
experience and adapt our
approach accordingly.
Identifying our material impacts
We have determined Oceania’s
most significant economic, social
and environmental impacts
and these have informed the
development of our refreshed
Sustainability Framework.
The process for identifying and
assessing Oceania’s material
impacts across the company’s
value chain, included 20
one-to-one interviews with
members of the Board, external
independent experts, and
stakeholder representatives,
internal workshops with Oceania’s
“future thinkers” and the executive,
conversations with residents, and
impact related sector research.
The material impacts were
then ranked according to
their significance and grouped
into themes. The prioritisation
of the material topics has
been reviewed and approved
by Oceania’s executive
and leadership.
Although these material
topics have been determined
using the impact focused
GRI standard, many of our
previous material topics are still
incorporated.
1
Resident wellbeing
and experience, as well as our
people’s wellbeing, continues
to be highly material and core
to everything we do.
Oceania takes an integrated
approach to strategy, and
we have grouped the material
topics under the company’s
four strategic pillars - Offer,
Resident Experience, People
Capability and Growth - to
inform the aspirations and goals
in our refreshed Sustainability
Framework, out to 2030. Overall,
this process has helped us to
identify our most material impacts
and prioritise our sustainability
efforts accordingly.
We undertook a review of our most material impacts,
using the latest Global Reporting Initiative (GRI)
standards that came into effect on 1 January 2023.
The updated GRI standards
required us to evaluate
our actual and potential,
positive and negative, direct
and indirect, impacts on
the environment, society
and economy, including
human rights.
Material topic Description of the material impacts
Greenhouse Gas
emissions and climate
GHG emissions from corporate, village and aged care
centre operations and embodied carbon.
Waste and
environmental impact
The impact we have on the environment including waste
going to landfill, biodiversity and ecosystems, emissions
and pollution from operations, water, and the opportunity
to support a circular economy.
Resident wellbeingResident safety and security, provision of quality care,
social connectedness as well as health equity of older
Māori and Pacific peoples and the capacity and capability
of clinical staff.
Employment practicesStaff health and wellbeing can be affected by issues such as
national workforce shortages, pay equity, health and safety
and opportunities for professional development, and diversity
and inclusion.
Community and
social wellbeing
Impacting the cultural value of land, accessibility
and affordability of aged residential care options for
older New Zealanders, supporting the public health system
by helping to free up public hospital beds and training NZ
and internationally qualified nurses.
Economic contributionThrough economic activity and job creation and adding
to housing supply.
Sustainable supply chain Environmental and social impacts of procurement choices
and supply chain practices.
Governance, ethics
and trust
Trust levels with residents and their whānau through
the provision of services to residents and ethical
business conduct.
1 Many of the FY2022 material topics have been grouped together e.g. those in the former Prosperity pillar would fit under governance
and ethics. Others, such as competitive behaviour, are no longer considered to be material topics under the new GRI standard
“materiality” methodology.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS19SUSTAINABILITY
Our FY2023 journey
Waste
Oceania has been measuring
its key operational waste
streams for a number of years
and looking for ways to address
waste. During FY2023, we
successfully concluded the
first phase of a trial focused on
vermicomposting for incontinence
waste management and we
intend to initiate a phase two
trial in FY2024. In collaboration
with several other retirement
village operators, we have also
conducted research with the
University of Otago's Toitū Te
Taiao Sustainability Office,
to report on international and
national best practice with
respect to reducing and dealing
with incontinence waste products.
In FY2023, we set targets, linked
to our sustainability linked loan,
to increase the diversion rate
of construction waste away
from landfill. As we continue
to grow to meet the needs of
New Zealand’s ageing population,
sustainable management of
construction waste will help
to reduce our environmental
impact. In FY2023, we exceeded
our regional diversion target,
and narrowly missed the target
for Auckland by 0.5%.
Our sustainability goals
We want our villages to deliver true
connection with communities, and
tread lightly on the environment.
Place based design
We acknowledge that every place is different and has its
own set of cultural, environmental, community and social
factors that shape its identity and character. We have an
impact on the cultural value of land and on the community.
Through conscious design choices and engagement
Oceania will seek to reinforce the identity of each place
and create a sense of belonging among the people who
live and work there. We will work to codify our approach
in respect of new developments to “design with a focus
on the local environment, community needs and cultural
values of each location”.
Minimising environmental impact and supporting
a circular economy
Through the design, build, and operation of our villages
and care centres, we have an impact on the environment
by consuming energy, water, and resources, generating
waste and pollution, all of which can affect the land,
ecosystem, and biodiversity. We are mindful of this impact
and recognise that our goal to “minimise our environmental
impact and support a circular economy” is important as
we develop more villages and care centres into the future.
Offer
Sustainable refurbishments
Following a pilot at our Eden
Village in FY2023, Oceania
has partnered with Waste
Management and All Heart
NZ to roll out sustainable
deconstruction practices across
Oceania’s portfolio, starting with
the Auckland region.
In the year ahead, Oceania
will review its sustainable
deconstruction options in relation
to its build pipeline. As we review
our Oceania Design Principles,
we will also look to incorporate
circular economy principles.
These initiatives and pilots are a
first step for us to gather data
and set the foundation for
future targets.
Eden, Mt Eden, Auckland
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS20SUSTAINABILITY
Our FY2023 journey
Increasing our ambition
for Homestar and Greenstar
Oceania is designing and
building new retirement
villages to the Green Building
Council’s Homestar certification,
prioritising environmental and
health performance for the
wellbeing of residents.
Our design team are specifying
our new development in Franklin,
Auckland to 7 Homestar, as well
as exploring the feasibility of
Greenstar for its community
building and care centre.
We are exploring the use of
the Green Building Council’s
HomeFit programme for our
refurbishments to enable greater
resident comfort and wellbeing.
Evidence-led design
for dementia
We have completed our evidence-
led design of the new dementia
centre in Meadowbank, Auckland.
The design has been underpinned
by ten research-led design
principles developed by Oceania’s
clinical team in collaboration with
Dementia Auckland.
Care resident wellbeing
As part of our sustainability
linked loan, Oceania set a
target in FY2023 to improve care
resident wellbeing and experience
through excellent quality care.
We designed a tailored metric
that focuses on Oceania’s model
of care excellence, providing
person-centred care, resident
engagement, and including the
residents’ own expression of their
health and wellbeing. Oceania is
pleased to report that it exceeded
its FY2023 target.
Positive outcomes from the
Nurse Practitioner model
Over one third of our care
centres have dedicated
Nurse Practitioners, in place of
contracted General Practitioners.
Access to a Nurse Practitioner
provides greater service flexibility
and responsiveness leading to an
improved care resident experience.
Five Ways to
Wellbeing Programme
Following a successful trial
we adopted the Five Ways to
Wellbeing framework throughout
our villages. This framework is
an evidence-based approach to
improving health and wellbeing
and is endorsed by the Mental
Health Foundation. We have
trained our team members and
redesigned our activity plans
to ensure our residents have
an opportunity to be actively
involved in each important pillar.
Collaboration with Fair Food NZ
In FY2023, Oceania collaborated
with Fair Food NZ, a non-profit
that repurposes donated food to
support vulnerable communities.
Fair Food NZ enlisted Oceania
residents to curate recipes for
the donated food through a
recipe competition. 170 entries
were received, and the compiled
recipes now serve as a repertoire
for Fair Food NZ to create
delicious meals by repurposing
surplus food for those in need.
Our sustainability goals
As a leader in resident experience,
our aspiration is to enable residents
to live a sustainable and fulfilled life.
Conscious design and exceptional services
We recognise that we have an impact on residents’
wellbeing and feelings of safety and security.
We have set a goal to “prioritise resident wellbeing
through conscious design and exceptional services”.
Engaging residents, our people and communities
for social and environmental outcomes
With over 4,000 residents and 3,000 staff, Oceania
recognises it has a real opportunity to enable
residents and staff to help create positive social
and environmental outcomes for the community.
Resident experience
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS21SUSTAINABILITY
Our FY2023 journey
Employee engagement
We had higher participation
rates and an increased employer
Net Promoter Score (NPS) from
our latest annual employee
engagement survey. The results
from the survey show that
despite the challenges in our
sector, employee sentiment has
improved overall.
In FY2023 Oceania introduced
a sector leading parental leave
policy, which tops up the amount
received from the Government
over 26 weeks to employees’
usual pay for that period.
Health, safety and wellbeing
Keeping our people safe is a key
part of employee health, safety
and wellbeing.
In FY2023, during Mental
Health Awareness Week,
Oceania launched its Te
Whare Tapa Whā employee
wellbeing portal. Te Whare Tapa
Whā is a metaphor based on
the four pillars of a wharenui
(meeting house) recognising when
we look after all four aspects, we
look after our hauora (wellbeing).
Our Employee Assistance
Programme services continue
to support our employees
who require counselling for
both personal and work-
related issues. In FY2023, we
expanded our Employee
Assistance Programme to provide
support to our residents who were
affected by the Auckland flooding
and Cyclone Gabrielle.
Training and development
We continued with our
clinical training and
leadership programmes for
Oceania registered nurse
and healthcare assistants.
In the year ahead, we will
focus on developing learning
and development programmes
for our non-clinical staff.
People capability
Our sustainability goals
Oceania is working to build capability
and develop a culture which enables
its people to perform their life’s best
work at Oceania.
We recognise that we impact the health and wellbeing of
our people through our workforce practices, professional
development programmes and approach to diversity and
inclusion, and that our people’s feelings of engagement
and value can have a direct effect on resident experience.
We know that external factors such as national workforce
shortages, and pay equity, also impact on staff health
and wellbeing.
Our aspiration is to be an employer of choice. We have
goals to “attract, grow and retain great people”, and to
“provide a safe, diverse, equitable and inclusive workplace
that fosters our people’s development and capability”.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS22SUSTAINABILITY
Our FY2023 journey
Commitment to a science-
based greenhouse gas
emissions reduction target
We recognise the impact we have
on the environment by generating
greenhouse gas emissions
through building and operating
our villages and care centres.
In FY2023, Oceania committed
to the best practice international
Science Based Targets initiative
(SBTi) to set its GHG emissions
reduction targets. Oceania has
been measuring and managing its
scopes 1, 2 and certain categories
of scope 3 greenhouse gas
emissions since 2019. Oceania has
taken a detailed and considered
approach in measuring its up
front carbon that involved using
the New Zealand Green Building
Council embodied carbon
calculations. Our emissions
from embodied carbon relating
to our developments and
refurbishments is the main
source of our total emissions
profile
2
. We have undertaken
a detailed measurement of
this scope 3 capital goods
emissions category and we will
account for these emissions in
the year that the construction
or refurbishment completes.
Emissions reduction plan
We are committed to reducing
our corporate emissions and have
updated our emissions reduction
plan for how we will meet our
proposed science based targets.
The use of natural gas and LPG
in operating our villages and care
centres is a significant source of
these emissions. Transitioning off
gas is a key pillar of our emissions
reduction plan and we no longer
design for gas.
Both the targets and
emissions reduction plan will
be submitted to the SBTi in
FY2024 for verification.
Energy efficiency
In FY2023, Oceania
continued to implement
energy efficiency measures.
All new developments are
designed and built with LED
lighting. We also piloted a hot
water heat pump system at our
Te Mana care centre. The results
have been pleasing, with a 30%
gain in efficiency at the same
time as increasing the much
needed amount of hot water
capacity required for Te Mana
care centre.
With Oceania building to
Homestar certification, and
investigating the feasibility of
Greenstar, these certifications
ensure that buildings are
designed and built efficiently
to minimise greenhouse gas
emissions once they are
operational, through measures
such as better insulation.
Growth
Our sustainability goals
Oceania is pleased to make a positive
economic contribution for its investors
and stakeholders.
In FY2023, Oceania delivered 233 units and care suites
helping to free up homes for purchase or rent as residents
move into our villages, at a time when New Zealand faces a
housing shortage. As an employer of 3000 staff, we create
jobs for the local community and stimulate demand for
goods and services. As part of our growth, we are mindful
about integrating sustainability into our thinking, strategy
and initiatives. We have set a goal to “adopt a long-
term value focus when making investment decisions
and allocating capital.” This may require higher up front
spending particularly in relation to development spend, but
with the potential to create better long term value.
We know that as we grow, we will impact, and be impacted
by, climate change. We have set a goal to “reduce our
GHG emissions in line with our science based target
and integrate climate resilience into our business.”
2 In FY2023 we rebaselined our emissions using a FY2022 base year, and conducted a full scope 3 (indirect emissions)
materiality assessment. See our GHG Emissions Report for FY2023 and FY2022 on our website.
The Helier, St Heliers, Auckland
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS23SUSTAINABILITY
Oceania has developed a
roadmap to prepare the business
for meeting the requirements in
the External Reporting Board’s
climate-related financial
disclosure standards.
In FY2023, Oceania has made
progress on a number of key
roadmap milestones. These
include our governance structure
relating to sustainability and
climate, with the establishment of
a Board Sustainability Committee
and Management Sustainability
Steering Group. Climate has been
a key agenda item for both the
Committee and Steering Group
meetings since their inception.
Oceania recognises it needs
to proactively manage its
climate risks and opportunities.
In FY2023, we conducted a
physical climate risk exposure
assessment of our assets, and
we are progressing with a full
risk assessment. We were part
of the Technical Working Group
coordinated by the NZ Green
Building Council to develop the
sector scenario analysis for
the building and construction
sector. This analysis will help to
inform our risk and opportunities
assessment, including identifying
transition risks.
Preparation for
Climate Risk Disclosures
We recognise that our strategy
and sustainability framework
needs to be responsive to the
identified risks and opportunities,
over the short, medium and
long term and we will adapt
our response accordingly.
Our refreshed Sustainability
Framework details our goals
in relation to climate and
sustainability.
Oceania will release its first
full mandatory Climate Related
Disclosures report next year.
Oceania recognises it needs to proactively
manage its climate risks and opportunities.
The Sands, Browns Bay, Auckland
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS24SUSTAINABILITY
Sustainability – FY2023 highlights
Increased our green
building ambition to
7 Homestar certification
Measured all our material
scope 3 greenhouse gas
emissions sources for the
first time
Linked
sustainability
performance
to remuneration
RVA Sustainability
Awards finalist for the
resident-led category
Diverted 880.7 tonnes
of construction waste
from landfill
Awarded ACC’s Employer
Accreditation Programme
tertiary level status
Implemented a sector
leading parental leave policy
Trained 633 internationally
qualified registered nurses
through our Nursing
Council accredited
CAP (Competency
Assessment Programme)
Improved
our employer
NPS engagement
scores
Completed a sustainable
refurbishments pilot at
Eden Village, collecting more
than 1,600kg of materials
and avoiding 1.05tCO2e
Residents collaborated
with Fair Food NZ to provide
170 recipes to repurpose
donated food into meals
for vulnerable communities
Launched our
Five Ways
to Wellbeing
programme
Completed a
physical climate risk
exposure assessment
Committed to the Science
Based Targets initiative for
reducing our GHG emissions
Completed a new materiality
assessment and refreshed
our Sustainability Framework,
out to 2030
Established our first
sustainability linked loan
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS25SUSTAINABILITY
It is retirement and aged care
living that have been rethought
from every angle. This stunning
property has been developed
with a deep familiarity and
understanding of what is
important to the residents
in the local area.
Located in the heart of St
Heliers, on the edge of Glover
Park, this bespoke Village offers
residents 360-degree views over
Waitemata Harbour and the
Auckland CBD. It is the scenery
We thought, let’s wipe the slate clean
and re-imagine the future of retirement and
aged care living in a way that has never been
seen in New Zealand. The result is The Helier
by Oceania. This unique lifestyle design is
equivalent to living in a 5-star hotel every day.
The Helier
by Oceania.
that makes living in Auckland
so special and The Helier by
Oceania takes full advantage
of this stunning panorama
with its considered design.
The Village is nestled in a
suburban street. From the
road frontage, it appears
to be only two storeys high,
as a clever and thoughtful
design, which is stepped back
into the cliff face, provides a
sympathetic approach to the
surrounding neighbourhood.
CUSTOMER LED DESIGN AND SERVICE
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS26CUSTOMER LED DESIGN AND SERVICE
This boutique private nursing
model is unique to The Helier
and provides residents with
bespoke, personalised care while
maintaining utmost comfort and
enjoyment, thanks to the Village’s
premier hospitality-led services.
This exciting new Village
was launched via a private
function held in September
2022 at Mantells in Mission
Bay. Sir Graham Henry hosted
this popular event and, like
the experience at The Helier,
it epitomised luxury. Initial
demand has been strong.
We are committed to providing
personalised retirement and
aged care living experiences
that have the bespoke needs
of the local communities at their
heart. One size does not fit all,
and it is our pleasure to develop
living spaces and experiences
that allow our residents to
continue to live the lives they
have been accustomed to.
Naturally, health and wellbeing
are front and centre at The Helier.
A private gym and swimming pool
make it simple to maintain fitness
and a luxurious day spa will help
residents to relax and unwind.
There is also much to enjoy
for gastronomes. Dining
opportunities include a café,
bar, 5-star restaurant and
wine lovers can make use of
an exclusive wine library. An
executive chef service will also
be available to deliver a private
culinary experience to residents
and guests in their apartments.
Through these first-class services
and amenities, The Helier allows
its residents to maintain the
luxurious and independent
lifestyles they are accustomed to
and value highly. We offer a place
to live from not a place to live at.
There are also care residences
for those requiring a little bit
more support.
The Helier’s Private Care
Residences provide premium
healthcare, within luxurious
surroundings, a level of care
second to none.
While aesthetics are important,
it is the amenities and services
that take The Helier from lovely
to luxury. The high-end hotel
experience begins the moment
you arrive at the door thanks
to valet parking. The in-house
concierge service allows residents
to experience their own city in new
and exciting ways, and a personal
chauffeur is on hand to whisk
them away to their destination.
We are committed to providing
personalised retirement and aged care living
experiences that have the bespoke needs of
the local communities at their heart.
CUSTOMER LED DESIGN AND SERVICEOCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS27
BOARD OF DIRECTORS
Heart-centred leadership.
Our Board has a broad and deep range of complementary
skills backed by years of experience.
Elizabeth Coutts
Chair and Independent Director
ONZM, BMS, FCA
Liz Coutts has been a Director of
Oceania since 5 November 2014
and was appointed Chair in 2014.
Liz is also the Chair of EBOS Group
Limited and Voyage Digital (NZ)
Limited trading as Two Degrees. Liz
is a Fellow of Chartered Accountants
Australia and New Zealand. She is
a past President of the Institute of
Directors NZ Inc and was made an
Officer of the New Zealand Order of
Merit in 2016.
Liz has previously been Chief
Executive of Caxton Group, Chairman
of Skellerup Holdings Limited, Meritec
Group Limited, Industrial Research
Limited, Life Pharmacy Limited and
Ports of Auckland Limited, Deputy
Chairman of Public Trust, and a
Commissioner of both the
Commerce Commission and
Alan Isaac
Independent Director
CNZM, BCA, FCA
Alan Isaac has been a Director
of Oceania since 1 October 2015.
Alan is a professional director with
extensive experience in accounting,
finance and governance. He is the
immediate past President of the
Institute of Directors NZ Inc. and
is Chairman of New Zealand
Community Trust and Basin Reserve
Trust. He is also a former President of
the International Cricket Council. Alan
is a Director of Scales Corporation
Limited and Skellerup Holdings
Limited. He is also a Board member
of the Wellington Free Ambulance.
Alan is a former national Chairman of
KPMG, and was made a Companion
of the New Zealand Order of Merit
(CNZM) in 2013. He is a Fellow of
Chartered Accountants Australia
and New Zealand.
Alan is Chair of the Audit Committee
and is a member of the People and
Culture Committee.
Earthquake Commission. She has
been a Director of Sanford Limited,
Ravensdown Fertiliser Cooperative,
the Health Funding Authority,
PHARMAC, Air New Zealand,
Sport and Recreation New Zealand
and Trust Bank New Zealand, and
a member of both the Financial
Reporting Standards Board of the
New Zealand Institute of Chartered
Accountants and the Monetary
Policy Committee of the Reserve
Bank of New Zealand.
Liz is a member of all
Board Committees.
Dame Kerry Prendergast has
been a Director of Oceania since
22 December 2016. Dame Kerry is
a professional director. She was
Mayor of Wellington (2001-2010) and
is currently the Chair of Wellington
Free Ambulance, Wellington Opera
and Royal New Zealand Ballet. Dame
Kerry is also a trustee of New Zealand
Community Trust.
For 25 years Dame Kerry was an
independent midwife after training
as a general nurse in 1970, and
consequently gaining a Diploma
in Intensive Care. She was made
a Companion of the New Zealand
Order of Merit (CNZM) in 2011 and
was promoted to Dame Companion
of the New Zealand Order of Merit
in January 2019 for services to
governance and the community.
Dame Kerry is Chair of the Clinical
and Health & Safety Committee.
Dame Kerry Prendergast
Independent Director
DNZM, CNZM, MBA (VUW), NZRN, NZM
Core Strengths
Markets & Customers
Building & Maintaining Relationships
Delivering Sustainable Growth
Capital Structure & Management
Executive Leadership
Australian Experience Property & Construction
Our Board Skill Set.
Core Competencies
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS28BOARD OF DIRECTORS
Gregory Tomlinson
Independent Director
AME
Greg Tomlinson has been a Director
of Oceania since 23 March 2018.
Greg is a Christchurch domiciled
businessman and investor with
experience in a variety of New
Zealand industries. One of the original
pioneers of the aquaculture industry
in Marlborough, he has also
established construction and
aged care businesses.
Greg established Qualcare before it
was sold into the Oceania Group in
early 2008 and he was a director of
Oceania from 2008 until 2016. Greg
holds directorships on the boards of
a number of New Zealand based
companies and is currently Chair
of Heartland Group Holdings Limited.
Greg is Chair of the
Development Committee.
Rob Hamilton
Independent Director
BSc, BCom
Rob has been a Director of Oceania
since 17 September 2021. He is a
respected member of the capital
markets and finance community
in New Zealand, with more than
30 years’ experience in senior
executive roles. Rob is currently a
Director of Westpac New Zealand
Limited and a Director of Tourism
Holdings Limited. He was previously
Chief Financial Officer at SkyCity
Entertainment Group Limited and
a Managing Director and Head
of Investment Banking at Jarden
(formerly First NZ Capital).
Rob was also previously a member of
the Auckland Grammar School Board
of Trustees and a Board member on
the New Zealand Olympic Committee.
Rob is Chair of the Sustainability
Committee and is a member of
the Audit Committee.
Peter Dufaur
Independent Director
BProp
Peter has been a Director of
Oceania since 17 September 2021.
He has over 25 years’ experience in
the New Zealand property market,
including 10 years as Head of
Development for Goodman Property
Trust. During his time at Goodman
Property Trust, Peter was responsible
for all of the Trust’s development
activity and oversaw more than
$1.5 billion of successful
property development.
Peter also sits on several private
enterprise boards, including until
recently, Chair of building products
manufacturer Thermakraft. Peter is
currently the Managing Director of
Mayfair Group Limited, which is
involved in property development,
asset management and funds
management across a wide variety
of sectors in the New Zealand
property market.
Peter is a member of the
Development Committee.
Sally Evans
Independent Director
BHSc, MSc, FAICD, GAIST
Sally Evans has been a Director of
Oceania since 23 March 2018. Sally
has over 30 years’ experience in the
private, government and social
enterprise sectors in Australia,
New Zealand, the United Kingdom
and Hong Kong.
Sally is a Director of Healius Limited
in Australia, Rest (Australian Super
Fund), Allianz Australian Life Insurance
Limited and Ingenia Communities. She
has previously held Directorships on
the boards of Opal Specialist Aged
Care and Blue Cross Aged Care, was
an inaugural member of the Australian
Federal Government’s Aged Care
Financing Authority and held
executive roles as Healthcare Director
at the FTSE Compass Group plc and
Head of Aged Care at AMP Capital.
Sally is Chair of the People and
Culture Committee and is a member
of the Clinical and Health & Safety
Committee and the Sustainability
Committee.
Core Strengths
Markets & Customers
Building & Maintaining Relationships
Delivering Sustainable Growth
Capital Structure & Management
Executive Leadership
Australian Experience Property & Construction
Our Board Skill Set.
Core Competencies
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS29BOARD OF DIRECTORS
• Commitment to the highest standard of governance.
• Board experience (NZX 50 or equivalent) or experience as
an advisor to Boards for at least 5 years.
• An ability to assess effectiveness of senior management.
• Experience and understanding of sales, marketing and brand
strategy and practices.
• An understanding of the functioning of Government and experience developing
and maintaining a constructive relationship and interactions with Government
and regulators.
• Senior executive or board experience in financial accounting
and reporting, corporate finance and internal controls.
• Understanding of business and property valuation principles
and their implications on the financial performance and position.
• Experience and understanding (either at Board, leadership or senior
consulting level) of the dynamics of the international and/or domestic
aged care, hospitality and customer services markets, and opportunities
and challenges within those markets.
• Experience in and understanding of shareholder and investment
community concerns and developing constructive relationships.
• Developing and overseeing an appropriate risk framework and culture.
• Experience evaluating and managing financial and non-financial risks.
• Experience and understanding of the clinical requirements of the
healthcare sector at a governance, leadership and/ or practitioner level.
• Experience with equity and debt markets, capital structuring
and investment analysis.
• An understanding of the regulatory environment in which we operate
and the role that plays in ensuring sustainable custodianship of our
assets and providing benefit to our customers.
• Familiarity with people and best practice development and
performance structures.
• Experience and understanding of health and safety and wellbeing requirements.
Core Strengths
GovernanceCustomer advocacy
Government relationships
Finance and accounting
Aged care, hospitality & customer service market experience
Shareholder/investment community relationships
7/ 77/ 7
5/7
6/7
7/ 7
6/7
Risk management
Clinical experience
Capital markets and structure
Human resources
Health and safety
7/ 7
4/7
7/ 7
7/ 7
7/ 7
7/ 7
Regulatory knowledge and experience
Markets & Customers
Building & Maintaining Relationships
Our Board skill set
BOARD OF DIRECTORS
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS30BOARD OF DIRECTORS
• A track record of developing and implementing a successful and
sustainable strategy of growth in business.
• Experience as an investor, leader or adviser in the property
development market
• Experience as an investor, leader or adviser in the construction industry.
• Experience with a range of capital structures and management of capital
within an organisation.
• Experience in a senior executive leadership position in a large organisation.
• Experience and understanding (either at Board, leadership or senior
consulting level) of business in Australia.
• Ability to think strategically and assess strategic options and business plans.
• Experience in leading or advising organisational change and creating
value for the benefit of customers and shareholders.
• Understanding of differing business models and the potential for
disruptive models and practices to impact customers and the supply chain.
• Understanding of the opportunity and risks provided by
technology development.
Growth
Property and construction
Capital structure and management
Executive leadership
Australian experience
Strategy
7/ 7
4/7
6/7
7/ 7
2/7
7/ 7
Operational leverage
Business model and technological disruption
7/ 7
7/ 7
Delivering Sustainable Growth
Property & Construction
Capital Structure & Management
Executive Leadership
Australian Experience
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS31BOARD OF DIRECTORS
Take our Couple’s Care Suite
as an example, it enables older
couples to stay together if, and
when, their needs increase. This
ensures they are not separated
from their greatest support
network – each other.
Our Couple’s Care Suite
offering shows how Oceania is
challenging norms and putting
our residents at the heart of every
decision, simply honouring love
and protecting a couple’s right
to age together.
Oceania is on a journey that will never end,
to transform the retirement and aged care
living experience. Listening and adapting,
giving the physical and emotional well-being
of our residents the highest priority.
To celebrate this unique offering,
we developed and launched
a campaign called “The Duet”
that portrays the love story of a
couple through the years they’ve
travelled together through love,
togetherness – and a piano.
Inspired by a true story from
one of our resident couples
at The Bayview, Tauranga,
we were able to authentically
deliver this powerful story with
dignity, empathy and grace.
We produced our own music
to bring the story to life and
shared this with residents and
the general public who wrote
to us asking for it.
Celebrating togetherness
in a Couple’s Care Suite.
COUPLE'S CARE SUITE
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS32COUPLE’S CARE SUITE
THREE YEAR SUMMARY
For the Year Ended 31 March 2023
Financial Metrics
$NZm
March 23
12 Months
March 22
12 Months
March 21
10 Months
Underlying Net Profit after Tax
1,2,3
58.656.7 41.9
Underlying EBITDA
1,2,3
80.076.2 56.0
Profit for the Year
3
15.461.1 85.7
Total Comprehensive Income34.5114.4 1 6 7. 9
Total Assets
3
2,544.92 , 1 9 7.7 1,882.2
Operating Cash Flow
3
70.2105.5 96.0
Operating Metrics
March 23
12 Months
March 22
12 Months
March 21
10 Months
Units1,8201,625 1,367
Care Suites984854 847
Care Beds1,6511,725 1,807
Total4,4554,204 4,021
New Sales128184 194
Resales280266 194
Total408450 388
Occupancy90.4%92.0%92.4%
1 This is a non-GAAP measure, refer to note 2.1 in the consolidated financial statements for further details.
2 On 21 April 2020 the Group claimed, and received payment of, a COVID-19 wage subsidy totalling $1.8m. This amount has subsequently
been repaid in full on 18 May 2021 and as a result has been excluded from the table above. This proforma adjustment increases
underlying EBITDA and underlying earnings in relation to the 12 month period to 31 March 2022 by $1.8m.
3 The March 2021 comparative period includes an adjustment for the impact in change in accounting policy in regards to the accounting
for Software-as-a-Service arrangements. Refer to note 1.2 of the March 2022 report.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS33
Consolidated
Financial
Statements
For the year ended 31 March 2023
Consolidated Statement of Comprehensive Income 35
Consolidated Balance Sheet 35
Consolidated Statement of Changes in Equity 36
Consolidated Cash Flow Statement 36
Notes to the Consolidated Financial Statements 37
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS34
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 March 2023
CONSOLIDATED BALANCE SHEET
As at 31 March 2023
$NZ000’sNotesMarch 23March 22
Revenue2.2 247,178 231,140
Change in fair value of investment property3.119,49763,475
Change in fair value of held for sale assets3.31,886-
Gain on purchase of business assets1.3(i)54310,358
Other income 2.316,8663,508
Total income285,970308,481
Employee benefits and other staff costs2.4 164,483 156,446
Depreciation (buildings and care suites)2.4, 3.2, 3.5 11,363 11,487
Depreciation and amortisation (chattels, leasehold improvements
and software)
2.4, 3.2, 3.5 6,561 7, 1 3 3
Impairment of property, plant and equipment and right of
use asset
2.4, 3.26,5314,741
Impairment of right of use investment property2.4, 3.51,431115
Impairment of goodwill2.4, 5.2 2,347 412
Rental expenditure in relation to right of use investment property3.5 158 2,497
Finance costs2.4 14,315 9,380
Other expenses2.4 66,781 60,020
Total expenses273,970252,231
Profit before income tax12,00056,250
Income tax benefit 5.13,4484,879
Profit for the year15,44861,129
Other comprehensive income
Items that will not be subsequently reclassified to profit or loss
Gain on revaluation of property, plant and equipment for the year,
net of tax
3.2, 5.11 7, 5 9 246,359
Gain on revaluation of right of use assets for the year, net of tax3.5, 5.1-229
1 7, 5 9 246,588
Items that may be subsequently reclassified to profit or loss
Gain on cash flow hedges, net of tax
1,5036,716
Other comprehensive income for the year, net of tax19,09553,304
Total comprehensive income for the year attributable to
shareholders of the parent
34,543114,433
Basic earnings per share (cents per share) 4.22.28.7
Diluted earnings per share (cents per share) 4.22.28.7
The above Consolidated Statement of Comprehensive Income should be read in conjunction with the
accompanying notes.
$NZ000’sNotesMarch 23March 22
Assets
Cash and cash equivalents
7, 4 3 9 9,745
Trade and other receivables5.3108,92969,136
Derivative financial instruments5.6 6,026 3,922
Assets held for sale3.3 101,652 -
Investment property3.11 , 5 9 7,7 2 1 1,378,552
Property, plant and equipment3.2712,169686,592
Right of use assets3.5 4,287 41,139
Intangible assets5.2 6,717 8,603
Total assets2,544,9402 , 1 9 7, 6 8 9
Liabilities
Trade and other payables
5.452,28940,980
Deferred management fee3.445,33442,067
Refundable occupation right agreements3.4879,578775,765
Refundable occupation right agreements held for sale3.447, 0 9 2-
Lease liabilities3.54,7989,894
Borrowings4.4553,589380,140
Deferred tax liabilities5.1--
Total liabilities1,582,6801,248,846
Net assets962,260948,843
Equity
Contributed equity
4.1 713,374 705,291
Retained deficit(68,496)(54,735)
Reserves3 1 7, 3 8 2298,287
Total equity962,260948,843
The Board of Directors of the Company authorised these consolidated financial statements for issue
on 24 May 2023.
For and on behalf of the Board
Elizabeth Coutts Alan Isaac
Chair Director
The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS35
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 March 2023
CONSOLIDATED CASH FLOW STATEMENT
For the year ended 31 March 2023
$NZ000’sNotes
Contributed
equity
Retained
deficit
Asset
revaluation
reserve
Cash flow
hedge
reserveTotal equity
Balance as at 31 March 2021 675,625(86,983)248,849(3,866)833,625
Profit for the year-61,129--61,129
Other comprehensive income
Revaluation of cash flow hedge net
of tax
---6,7166,716
Revaluation of assets net of tax3.2, 5.1--46,359-46,359
Revaluation of right of use assets net
of tax
3.5, 5.1--229-229
Total comprehensive income-61,12946,5886,716114,433
Transactions with owners
Dividends paid
4.1-(29,559)--(29,559)
Share issue4.120,000---20,000
Directly attributable transaction
costs deducted from equity
4.1(475 )---(475 )
Share issue: dividend reinvestment
scheme
4.110,141---10,141
Employee share scheme4.1-678--678
Total transactions with owners29,666(28,881)--785
Balance as at 31 March 2022705,291(54,735)295,4372,850948,843
Profit for the year-15,448--15,448
Other comprehensive income
Revaluation of cash flow hedge net
of tax
---1,5031,503
Revaluation of assets net of tax3.2, 5.1--1 7, 5 9 2-1 7, 5 9 2
Revaluation of right of use assets net
of tax
3.5, 5.1-----
Total comprehensive income-15,4481 7, 5 9 2 1,503 34,543
Transactions with owners
Dividends paid
4.1-(29,889)--(29,889)
Share issue: dividend reinvestment
scheme
4.18,083---8,083
Employee share scheme4.1-680--680
Total transactions with owners8,083(29,209)--(21,126)
Balance as at 31 March 2023 713,374 (68,496)313,029 4,353 962,260
The above Consolidated Statement of Changes in Equity should be read in conjunction with the
accompanying notes.
$NZ000’sNotesMarch 23March 22
Cash flows from operating activities
Receipts from residents for village and care fees
196,601190,096
Payments to suppliers and employees(228,926)( 2 0 7, 8 1 4 )
Rental payments in relation to right of use investment property (158)(2,497)
Receipts from new occupation right agreements 178,842 214,188
Payments for outgoing occupation right agreements (79,267)(69,998)
Net goods and services tax received / (paid) 14,608 ( 7, 6 7 2 )
Receipts from insurance proceeds1.3(iv)1,113-
Interest received 1,759 77
Interest paid(13,921)(10,171)
Interest paid in relation to right of use assets(4 45)(680)
Net cash inflow from operating activities70,206105,529
Cash flows from investing activities
Proceeds from sale and / or disposal of property, plant and
equipment and investment property
-(6)
Payments for property, plant and equipment and intangible assets(55,160)(56,289)
Payments for investment property and investment property
under development
(103,626)(106,317)
Payments for assets held for sale(942)-
Payments for business assets1.3(i)(59,873)(56,208)
Net cash outflow from investing activities(219,601)(218,820)
Cash flows from financing activities
Proceeds from borrowings
228,161 162,513
Repayment of borrowings (54,290)(115,476)
Proceeds from bond issuance-100,000
Repayment of bank borrowing from bond proceeds-(100,000)
Proceeds from share placement-20,000
Capitalised costs in relation to share placement-(475 )
Capitalised borrowing costs (2,171)(1,194)
Principal payments for right of use assets (2,805)(2,820)
Dividends paid (21,806)(19,418)
Net cash inflow from financing activities1 47, 0 8 943,130
Net decrease in cash and cash equivalents (2,306)(70,161)
Cash and cash equivalents at the beginning of the year 9,745 79,906
Cash and cash equivalents at end of year 7, 4 3 9 9,745
The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS36
CONSOLIDATED CASH FLOW STATEMENT (continued)
For the year ended 31 March 2023
Reconciliation of profit after income tax to net cash inflow from operating activities
$NZ000’sNotesMarch 23March 22
Profit for the year15,44861,129
Non cash items included in profit for the year
Deferred management fees accrued but not settled
2.2 (70,206)( 5 7, 5 2 7 )
Depreciation (buildings and care suites)2.4 11,363 11,487
Depreciation and amortisation (chattels, leasehold improvements
and software)
2.4 6,561 7, 1 3 3
Impairment of goodwill 2.4 2,347 412
Net loss on disposal of property, plant and equipment 3,171 1,149
Fair value adjustment to investment property3.1 (19,497)(63,475)
Fair value adjustment to right of use investment property and right
of use land and building
3.5 1,431 115
Impairment / (Reversal of impairment) of property, plant and
equipment
3.26,5314,741
Fair value adjustment to held for sale assets3.3 (1,886)-
Loss allowance for trade and other receivables 2.4 37 41
Interest accrued but not paid (1,009)(2,097)
Fair value movement on residents’ share of resale gains2.4 1,724 825
Fair value movement on cash flow hedges5.6 (6) (58)
Deferred tax benefit5.1 (3,448)(4 ,879)
Employee share scheme4.3 680 678
Gain on purchase of business assets1.3(i)(543) (10,358)
Other non cash items 962670
(61,788)(111,143)
Cash items excluded from profit for the year
Receipts from new occupation right agreements
178,842 214,188
Payments for outgoing occupation right agreements (79,267)(69,998)
99,575 144,190
Increase in operating assets and liabilities
Increase in trade and other receivables
5,64313,110
Increase / (Decrease) in trade and other payables11,328(1,757)
Net cash inflow from operating activities70,206105,529
The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2023
1. General Information 38
1.1 Basis of Preparation 38
1.2 Accounting Policies 38
1.3 Significant Events and Transactions 39
1.4 Market Capitalisation 41
2. Operating Performance 41
2.1 Operating Segments 41
2.2 Revenue 46
2.3 Other Income 47
2.4 Expenses 47
3. Property Assets 48
3.1 Village Assets: Investment Property 49
3.2 Care Assets: Property, Plant and Equipment 52
3.3 Held for Sale 56
3.4 Refundable Occupation Right Agreements 56
3.5 Leases 58
4. Shareholder Equity and Funding 59
4.1 Shareholder Equity and Reserves 59
4.2 Earnings per Share 61
4.3 Employee Share Based Payments 61
4.4 Borrowings 61
5. Other Disclosures 63
5.1 Income Tax 63
5.2 Intangible Assets 64
5.3 Trade and Other Receivables 65
5.4 Trade and Other Payables 66
5.5 Related Party Transactions 66
5.6 Financial Risk Management 66
5.7 Contingencies and Commitments 69
5.8 Events After Balance Date 69
Independent Auditor’s Report 69
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS37
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year ended 31 March 2023
General Information
1.1 Basis of Preparation
(i) Entities Reporting
The consolidated financial statements of the Group are for the economic entity comprising Oceania
Healthcare Limited (the “Company”) and its subsidiaries (together “the Group”). Refer to note 5.5 for
details of the Group structure.
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of
Oceania Healthcare Limited as at 31 March 2023 and the results of all subsidiaries for the year
then ended.
The Group owns and operates various care centres and retirement villages throughout New Zealand.
The Group’s registered office is Level 11, 80 Queen Street, Auckland 1010, New Zealand.
(ii) Statutory Base
Oceania Healthcare Limited is a limited liability company which is domiciled and incorporated
in New Zealand. It is registered under the Companies Act 1993 and is a FMC Reporting Entity in
terms of Part 7 of the Financial Markets Conduct Act 2013. The Company is also listed on the NZX
Main Board (“NZX”) and the Australian Securities Exchange (“ASX”) as a foreign exempt listing. The
consolidated financial statements have been prepared in accordance with the requirements of the
NZX and ASX listing rules, and Part 7 of the Financial Markets Conduct Act 2013.
The consolidated financial statements have been prepared in accordance with New Zealand
Generally Accepted Accounting Practice (“NZ GAAP”). They comply with New Zealand equivalents to
International Financial Reporting Standards (“NZ IFRS”), International Financial Reporting Standards
(“IFRS”) and other applicable New Zealand Financial Reporting Standards, as appropriate for for-
profit entities. The Group is a Tier 1 for-profit entity in accordance with XRB A1.
The consolidated financial statements have been prepared in accordance with the going concern
basis of accounting, which assumes that the Group will be able to realise its assets and discharge
its liabilities in the normal course of business as they come due into the foreseeable future.
The Consolidated Balance Sheet has been prepared using a liquidity format.
(iii) Measurement Basis
These consolidated financial statements have been prepared under the historical cost convention, as
modified by the revaluation of certain assets and liabilities, including investment properties, certain
classes of property, plant and equipment, right of use assets and derivatives.
(iv) Key Estimates and Judgements
The preparation of the consolidated financial statements in conformity with NZ IFRS requires the use
of certain critical accounting estimates. It also requires management to exercise their judgement in
the process of applying the Group’s accounting policies.
The Group makes estimates and assumptions concerning the future. The resulting accounting
estimates will, by definition, seldom equal the related actual results. Estimates and judgements
are continually evaluated and are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable under the circumstances.
The areas involving a higher degree of judgement or complexity, or areas where assumptions and
estimates are significant to the consolidated financial statements are disclosed in the following notes:
– Fair value of assets acquired in business combination (note 1.3(i))
– Insurance proceeds from recent weather event (note 1.3(iv))
– Classification of accommodation with a care or service offering (note 3)
– Fair value of investment property and investment property under development (note 3.1)
– Fair value of freehold land and buildings (note 3.2)
– Classification and fair value of held for sale facilities (note 3.3)
– Revenue recognition of deferred management fees (note 3.4)
– Fair value of right of use assets (note 3.5)
– Recognition of deferred tax (note 5.1)
1.2 Accounting Policies
(i) New Accounting Standards
No changes to accounting policies have been made during the year and the Group has not
early adopted any standards, amendments or interpretations to existing standards that are
not yet effective.
(ii) Measurement of Fair Value
The Group classifies its fair value measurement using the fair value hierarchy that reflects the
significance of the inputs used in making the measurements. The fair value hierarchy has the
following levels.
Level 1: Quoted prices (unadjusted) in active markets for the identical assets or liabilities.
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 asset or liability that are not based on observable market data
(unobservable inputs).
The carrying amount of all financial assets and liabilities is considered to approximate their
fair value.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS38
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
1.3 Significant Events and Transactions
(i) Acquisitions
(A) Waterford on Hobsonville Point (“Waterford”)
In the comparative period to 31 March 2022, Oceania Village Company Limited entered into a
Sale and Purchase Agreement to purchase the business assets of Waterford on Hobsonville Point.
Waterford is an established retirement village with 64 independent living villas and 36 independent
living apartments. The Sale and Purchase Agreement was conditional on the parties obtaining
Statutory Supervisor consent. This consent was received on 8 April 2021 and the transaction was
settled on 23 April 2021 being the date of acquisition.
The business assets have been recognised as at the date of settlement and the future operating
results consolidated from that point forward.
Purchase consideration and fair value of net assets acquired
The purchase price of $56.2m, settled in cash, was linked to the 31 March 2020 CBRE Limited
valuation of Waterford. The acquisition was accounted for using the acquisition method as
prescribed in NZ IFRS 3 Business Combinations. This standard requires that all identifiable assets
and liabilities be assumed at their acquisition date fair value.
(B) Remuera Rise and Bream Bay
On 6 May 2022, a number of Sale and Purchase Agreements were entered into in relation to
Remuera Rise and Bream Bay:
a. Oceania Village Company Limited and Oceania Care Company Limited entered into a Sale and
Purchase Agreement with Remuera Rise Limited and Lifecare Residences NZ Limited to purchase
the business assets in relation to Remuera Rise for a value of $38.1m subject to purchase price
adjustments. Remuera Rise is an established village with 58 independent living apartments and
12 rest home beds. The Sale and Purchase Agreement was subject to the parties obtaining the
consent of the Statutory Supervisor, the Ministry of Health and the Auckland District Health
Board. This transaction was settled on 1 July 2022 which is the date of acquisition.
b. Oceania Village Company Limited entered into a Sale and Purchase Agreement with Private
Health Care (NZ) Limited and PGB Investments Limited to purchase the shares of Bream
Bay Village Limited for a value of $18.9m. At the time of acquisition eight villas were under
construction. In accordance with the provisions of the Sale and Purchase Agreement the
sales value of these villas was paid to the vendor as part of the purchase consideration. As at
30 September 2022 this amounted to $3.0m with all villas now occupied. Bream Bay Village is an
established village with 83 independent living villas, including the eight villas under construction
at the time of acquisition. The Sale and Purchase Agreement was subject to the parties obtaining
Statutory Supervisor consent. This transaction was settled on 1 July 2022 which is the date
of acquisition.
c. On 6 May 2022 Oceania Village Company Limited also entered into an option agreement with
GNLC Limited to purchase 6.7 hectares of development land in Bream Bay, adjacent to Bream
Bay Village. This agreement grants Oceania Village Company Limited the option to acquire this
land for a purchase price of $8.4m plus GST if any. Oceania Village Company Limited may
exercise the option agreement for the development land adjacent to Bream Bay Village within 20
working days of the plan change being made operative by Whangarei District Council following
settlement of any appeals. As at 31 March 2023 Oceania Village Company Limited has not yet
exercised this option.
Purchase consideration and fair value of net assets acquired
The purchase price was linked to the 31 March 2021 CBRE Limited valuation in respect of Remuera
Rise and the 8 December 2021 Colliers valuation of Bream Bay Village Limited and both acquisitions
were settled in cash. The acquisitions were accounted for using the acquisition method which
requires that all identifiable assets and liabilities be assumed at their acquisition date fair value.
The operations of Remuera Rise had an immaterial impact on Net Profit before Tax in the period
since acquisition to 31 March 2023, of which $2.3m is operating revenue. If the acquisition had
taken place on 1 April 2022 the impact of the operations on Net Profit before Tax would have been
immaterial. The impact on the fair value movements in the period is disclosed in note 3.1.
The operations of Bream Bay added $1.7m to Net Profit before Tax in the period since acquisition
to 31 March 2023, of which $2.5m is operating revenue. If the acquisition had taken place on 1 April
2022 the impact of the operations on Net Profit before Tax would have been $2.0m. The impact on
the fair value movements in the period is disclosed in note 3.1.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS39
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Fair Value on Acquisition Date
$NZ000’s
Remuera Rise
March 2023
(provisional)
Bream Bay
March 2023
(provisional)
Waterford
March 2022
Assets
Investment Property
73,89964,111104,022
Freehold Land1,000--
Freehold Buildings150--
Development Land--8,950
Chattels--63
Other Assets6432-
Liabilities
Resident liabilities
( 3 7, 5 9 4 )(41 ,6 3 7 )(4 6,4 3 7 )
Employee entitlements(164)(10)(19)
Other Liabilities-(16)-
Net Assets Acquired3 7, 3 5 522,48066,579
Total Consideration3 7, 9 3 621,93756,221
(Goodwill recognised on purchase) / Gain on purchase of
business asset
(581)54310,358
The goodwill on acquisition of Remuera Rise and the gain on purchase of Bream Bay arise due to
differences in the key assumptions within the external valuer’s valuations, including growth rate and
discount rate, between the reference date for the acquisition and the settlement date. Goodwill
created on the acquisition of Remuera Rise has been impaired in the year ended 31 March 2023.
Contingent liabilities
No material contingent liabilities with respect to any of the above mentioned transactions were noted
during the due diligence process or since acquisition.
(ii) Disposal of leasehold interest
The Group has previously leased the Everil Orr site and assumed the role of Operator of both Care
and Village operations. On 3 March 2023, the Group entered into a Deed with Airedale Property
Trust, the lessor of the Everil Orr leasehold facility to exit the Group from the Everil Orr site. As a
result the care operations were closed on 21 March 2023 and the lease terminated on 31 March
2023. On 31 March 2023 the Group’s operating interest in relation to village operations at Everil
Orr met the definition of held for sale. An amount of $1.1m in respect of the purchase of the Group’s
operational interest was received in full on 3 April 2023.
Refer to note 3.5 for the carrying value of the village business.
(iii) Debt refinancing
On 9 May 2022 it was announced an agreement was entered into with the banking syndicate
to increase total debt facility limits from $350m to $500m for a tenure of five years.
The entire debt facility is sustainability-linked for the entire five year period with a penalty in the
event of the Group not satisfying certain ESG targets and a discount in instances where ESG targets
are met.
(iv) Weather Events: Auckland Floods and Cyclone Gabrielle
A number of significant weather events occurred in New Zealand during the second half of the
year. The Group owns and operates a number of sites in the Auckland and Hawkes Bay regions
which were impacted by these events. The Group is currently engaging with insurers in regards to
a number of claims relating to the flooding in Auckland on 27 January 2023 and Cyclone Gabrielle
on and around 14 February 2023. Claims are progressing under both Material Damage and Business
Interruption policies. As at 31 March 2023 the Group has received $1.2m (including GST) from our
insurers as progress payments on claims with a further $0.3m received since 31 March 2023.
Accounting policy in relation to insurance proceeds
Insurance proceeds are accounted for as reimbursements under IAS 37 Provisions, Contingent
Liabilities and Contingent Assets. Insurance income, and related assets are recognised when
recovery is virtually certain.
The insurance proceeds and receivable in relation to these events have been included within the
Consolidated Statement of Comprehensive Income and the Consolidated Balance Sheet and are
summarised below.
$NZ000’s
Auckland
Flooding
Cyclone
Gabrielle
Statement of Comprehensive Income
Insurance Proceeds – Material Damage
- Investment Properties 7,7 3 6 344
-
Freehold Buildings 1,919 23
Insurance Proceeds – Other1,854149
Balance Sheet
Insurance receivable
10,397516
The Group assess impairment impacts as a result of the weather events and treatment of insurance
proceeds for material damage and business interruption as follows.
Material Damage
Amounts incurred in respect of remediation in the period to 31 March 2023 have been recognised as
additions to the properties they relate. Affected properties have been valued by CBRE Limited as if
the remediation has been completed and as such, an estimate of remaining costs to be incurred to
fully remediate properties has been calculated based on third party quotations and assessments
and has been recognised as a reduction to the property value as at 31 March 2023. Refer to notes
3.1 and 3.2 for impact on fair value.
These initial estimates are sensitive to the final remediation and the final insurance recovery for
damage may differ from the initial assessment once final insurance instalments are received.
As a result, the insurance recovery in respect of the material damage claim of $10.0m is subject
to change.
1.3 Significant Events and Transactions (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS40
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Other
In addition to recovery of the expected remediation costs, the Group seeks recovery of additional
costs. These costs include business interruption costs and lost gross profit associated with the
Auckland and Hawkes Bay sites which were impacted by the weather events and remediation.
Initial recovery for these items is being sought from insurers where appropriate.
Income in relation to these items is recognised as other revenue when the costs or lost gross profit
are incurred, and it is virtually certain that these costs will be reimbursed. The assessment of
whether recoverability of these costs is virtually certain is a key judgement of the Group.
1.4 Market Capitalisation
At balance date, the market capitalisation of the Group (being the 31 March 2023 closing
share price, as quoted on the NZX Main Board, multiplied by the number of shares on issue)
was significantly below the carrying amount of the Group’s net assets and shareholders’ funds.
In considering the difference, the Group notes that over 90% of total assets at 31 March 2023
are property assets carried at fair value as assessed by CBRE Limited and Colliers Limited as
independent valuers. Colliers Limited was also engaged to perform a review of the CBRE Limited
valuation of certain sites in the portfolio comprising 38.1% of the total value of property assets.
The review supported the CBRE Limited valuation. On 8 May 2023 a sale and purchase agreement
was entered into with respect to two sites held for sale for an amount in line with the CBRE Limited
valuation of these sites.
2. Operating Performance
2.1 Operating Segments
The Group’s chief operating decision maker is the Board of Directors.
The operating segments have been determined based on the information reviewed by the Board
of Directors for the purposes of allocating resources and assessing performance. The assets
and liabilities of the Group are reported to the chief operating decision maker in total not by
operating segment.
The Group operates in New Zealand and comprises three segments; care operations, village
operations and other.
Information regarding the operations of each reportable segment is included above. Amongst other
criteria, performance is measured based on segmental underlying earnings before interest, tax,
depreciation and amortisation (“EBITDA”), which is the most relevant measure in evaluating the
performance of segments relative to other entities that operate within the aged care and retirement
village industries.
Additional segmental reporting information
Capital expenditure: Refer to note 3 for details on capital expenditure.
Goodwill: Goodwill is allocated to care cash generating units.
What is Total Comprehensive Income?
Total comprehensive income is a measure of the total performance of all segments under
NZ GAAP. It includes fair value movements relating to the Group’s care centres and cash
flow hedges.
CareVillageOther
ProductIncludes traditional care
beds and care suites.
Includes independent
living and rental
properties.
N/A
ServicesThe provision of
accommodation, care
and related services
to Oceania’s aged
care residents.
Includes the provision
of services such
as meals and care
packages to independent
living residents.
The provision of
accommodation
and related services to
independent residents
in the Group’s
retirement villages.
Provision of support
services to the Group
(includes administration,
marketing and
operations).
In addition this segment
includes the provision of
training by the Wesley
Institute of Nursing
Education.
Recognition
of Operating
Revenue and
Expenses
The Group derives
Operating Revenue from
the provision of care and
accommodation. The
daily fee is set annually
by the Ministry of Health.
In relation to the
provision of superior
accommodation above the
Government specification
the Group derives
revenue from Premium
Accommodation Charges
(“PACs”) or, in the case
of care suites, through
Deferred Management
Fees (“DMF”).
Operating Expenses
primarily include staff
costs, resident welfare
expenses and overheads.
The Group derives
Operating Revenue from
weekly service fees and
rental income. Operating
Revenue also includes
DMF accrued over the
expected occupancy
period for the relevant
accommodation.
Operating Expenses
include village property
maintenance, sales
and marketing,
and administration
related expenses.
Includes corporate office
and corporate expenses
and rental costs relating
to the Group’s two
leasehold sites.
Finance costs relate to
the cost of bank debt
acquired for the purchase
and development of
villages.
Income and expenditure
relating to the Wesley
Institute of Nursing
Education is recognised
in this segment.
1.3 Significant Events and Transactions (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS41
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
CareVillageOther
Recognition
of Fair Value
movements
on New
Developments
Fair value increases or
decreases are recognised
in other comprehensive
income (i.e. not in profit
or loss) for the fair
value movement above
historical cost.
Impairments below
historical cost
are recognised in
comprehensive income
(i.e. profit or loss).
Fair value movements
are recognised in
comprehensive income
(i.e. profit or loss).
N/A
Recognition
of Fair Value
movements on
Existing Care
Centres and
Retirement
Villages
Fair value movements
are treated the same
as above.
When sites are
decommissioned for
development this results
in an impairment of the
buildings and chattels
which is recognised in
comprehensive income
(i.e. profit or loss).
Fair value movements
are recognised in
comprehensive income
(i.e. profit or loss).
N/A
Recognition
in Underlying
Profit (refer
note 2.1
overleaf)
Fair value movements are
removed.
Fair value movements
are removed. Realised
gains on resales and
the development
margins from the sale
of independent living
units and care suites are
included, reflective of the
ownership structure of the
assets.
No material adjustments.
Asset
Categorisation
Assets used, or, in the
case of developments, to
be used, in the provision
of care are recognised
as property, plant and
equipment.
Assets used for village
operations are recognised
as investment property.
Corporate office assets
are recognised as
property, plant and
equipment. Assets include
intangibles (e.g. software).
2.1 Operating Segments (continued)
March 2023
$NZ000’s
Care
Operations
Village
OperationsOtherTotal
Revenue 194,520 48,490 4,168 247,178
Change in fair value of investment property - 19,497 - 19,497
Change in fair value of held for sale assets - 1,886 - 1,886
Gain on purchase of business assets - 543 - 543
Other income 1,326 13,771 10 15,107
Total income 195,846 84,187 4,178 284,211
Operating expenses (174,607) (29,185) (27,630) (231,422)
Impairment of goodwill (1,766) (581) - (2,347)
Impairment of property, plant and equipment(6,531) - - (6,531)
Impairment of right of use investment property - (1,431) - (1,431)
Segment EBITDA12,94252,990 (23,452)42,480
Interest income - 411 1,348 1,759
Finance costs - - (14,315) (14,315)
Depreciation (buildings and care suites) (10,659) - (704) (11,363)
Depreciation and amortisation (chattels, leasehold
improvements and software)
(5,024) - (1,537) (6,561)
(Loss) / Profit before income tax(2,741)53,401 (38,660)12,000
Income tax benefit2,751 (18,625) 19,322 3,448
Profit / (Loss) for the year attributable to shareholders1034,776 (19,338)15,448
Other comprehensive income
Gain on revaluation of property, plant and equipment for
the year, net of tax
1 7, 5 9 2 - - 1 7, 5 9 2
Gain on revaluation of right of use asset for the year,
net of tax
- - - -
Gain on cash flow hedges, net of tax - - 1,503 1,503
Total comprehensive income / (loss) for the year
attributable to shareholders of the parent
1 7, 6 0 234,776 (17,835)34,543
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS42
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
March 2022
$NZ000’s
Care
Operations
Village
OperationsOtherTotal
Revenue 1 8 7, 4 3 441,6072,099231,140
Change in fair value of investment property - 63,475 - 63,475
Gain on purchase of business assets - 10,358 - 10,358
Other income 1,270 1,921 240 3,431
Total income 188,704 1 1 7, 3 6 1 2,339 308,404
Operating expenses (168,410) (23,719) (26,834) (218,963)
Impairment of goodwill(41 2) - - (41 2)
Change in fair value of right of use investment property - (115) - (115)
Impairment of property, plant and equipment (4 ,741) - - (4 ,741)
Segment EBITDA15,141 93,527 (24,495) 84,173
Interest income - 7 70 77
Finance costs - - (9,380) (9,380)
Depreciation (buildings and care suites) (10,899) (3) (585) (11,487)
Depreciation and amortisation (chattels, leasehold
improvements and software)
(5,780) - (1,353) (7,133)
(Loss) / Profit before income tax (1,538) 93,531 (35,743) 56,250
Income tax benefit 1,156 (4 ,3 8 0)8,1034,879
(Loss) / Profit for the year attributable to shareholders(382)89,151 (27,640) 61,129
Other comprehensive income
Gain on revaluation of property, plant and equipment for
the year, net of tax
46,359 - - 46,359
Gain on revaluation of right of use asset for the year, net
of tax
229 - - 229
Gain on cash flow hedges, net of tax - - 6,716 6,716
Total comprehensive income /(loss) for the year
attributable to shareholders of the parent
46,206 89,151 (20,924) 114,433
2.1 Operating Segments (continued)Underlying net profit after tax (“Underlying Profit”)
Underlying Profit and Underlying EBITDA are non-GAAP measures of financial performance and
considered in the determination of dividends. The calculation of Underlying Profit and Underlying
EBITDA requires a number of estimates to be approved by the Directors in their preparation. Both
the methodology and the estimates may differ among companies in the retirement village sector.
Underlying Profit and Underlying EBITDA do not represent cash flow generated during the year.
The Group calculates Underlying Profit and Underlying EBITDA by making the following adjustments
to reported Net Profit after Tax:
Net profit after tax
RemoveChange in fair value of investment property, right of use investment property
assets and cash flow hedges and impairment / reversal of impairment of property,
plant and equipment, right of use property, plant and equipment and held for sale
assets
Add backImpairment of goodwill
Add backRental expenditure in relation to right of use investment property assets
Add back /
remove
Loss / gain on sale, decommissioning or purchase of assets and business assets
including associated costs
Add backDepreciation (care suites)
RemoveInsurance income recognised in relation to material damage due to adverse
weather events
Add backDirectors’ estimate of realised gains on the resale of units and care suites sold
under an ORA
Add backDirectors’ estimate of realised development margin on the first sale of new ORA
units or care suites following the development of an ORA unit or care suite,
conversion of an existing care bed to a care suite or conversion of a rental unit to
an ORA unit
Add backDeferred taxation component of taxation expense so that only the current tax
expense is reflected
=Underlying Profit
RemoveInterest income
Add backFinance costs (including lease interest under NZ IFRS 16 Leases but excluding
hedge ineffectiveness)
Add backDepreciation and amortisation (including right of use and property, plant and
equipment)
=Underlying EBITDA
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS43
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Resale gain – Underlying Profit
The Directors’ estimate of realised gains on resales of ORA units and care suites (i.e. the difference
between the incoming resident’s ORA licence payment and the ORA licence payment previously
received from the outgoing resident) is calculated as the net cash flow received, and receivable at
the point that the ORA contract becomes unconditional and has either “cooled off” (the contractual
period in which the resident can cancel the contract) or where the resident is in occupation at
balance date.
Development margin – Underlying Profit
The Directors’ estimate of realised development margin is calculated as the ORA licence payment
received, and receivable, in relation to the first sale of new ORA units and care suites, at the point
that the ORA contract becomes unconditional and has either “cooled off” or where the resident
is in occupation at balance date, less the development costs associated with developing the ORA
units and care suites. Where the development has been acquired in a business combination the
development costs are equal to the purchase price.
The Directors’ estimate of realised development margin for conversions is calculated based on the
difference between the ORA licence payment received, and receivable, in relation to sales of newly
converted ORA units and care suites, at the point that the ORA contract becomes unconditional and
has either “cooled off” or where the resident is in occupation at balance date, and the associated
conversion costs.
2.1 Operating Segments (continued)
The table below describes the composition of development and conversion costs.
IncludedNew builds:
– the construction costs directly attributable to the relevant project, including
any required infrastructure (e.g. roads) and amenities related to the units
(e.g. landscaping) as well as any demolition and site preparation costs
associated with the project. The costs are apportioned between the ORA
units and care suites, in aggregate, using estimates provided by the project
quantity surveyor. The construction costs for the individual ORA units or care
suites sold are determined on a prorated basis using gross floor areas of the
ORA units and care suites;
– an apportionment of land value based on the gross floor area of the ORA
units and care suites developed. The value for Brownfield
1
development land
is the estimated fair value of land at the time a change of use occurred
2
(from operating as a care centre or retirement village to a development site),
as assessed by an external independent valuer. Greenfield
3
development
land is valued at historical cost; and
– capitalised interest costs to the date of project completion apportioned using
the gross floor area of ORA units and care suites developed.
Conversions:
– of care beds to care suites - the actual refurbishment costs incurred; and
– of rental units to ORA units - the actual refurbishment costs incurred and the
fair value of the rental unit prior to conversion.
Excluded – Construction, land (apportioned on a gross floor area basis) and interest
costs associated with common areas and amenities or any operational or
administrative areas.
1 Brownfield land refers to land previously utilised by, or part of, an operational aged care centre or retirement village.
2 The timing of a change of use is a Directors’ estimate. It is based on a range of factors including evidence of steps taken to secure a
resource consent and/or building consent for a particular development or stage of a development and the decommissioning of existing
operations (either through the buy-back of existing village ORA units or decommissioning of an existing care centre). Note the cost of
buybacks is not included in the development cost as an independent fair value of the land on an unencumbered basis is used as the
value ascribed to the development land.
3 Greenfield land refers to land not previously utilised by, or as part of, an operational aged care centre or retirement village. Greenfield
land is typically bare (undeveloped) land at the time of purchase.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS44
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
March 2023
$NZ000’s
Care
Operations
Village
OperationsOtherTotal
Total comprehensive income / (loss) for the year
attributable to shareholders of the parent
1 7, 6 0 234,776 (17,835)34,543
Adjusted for Underlying Profit items
Less: Change in fair value of investment property, right
of use assets and cash flow hedges and impairment of
property, plant and equipment and held for sale assets
1
(11,061)(19,952) (1,503)(32,516)
Add: Impairment of goodwill 1,766 581 - 2,347
Add: Rental expenditure in relation to right of use asset - 158 - 158
Add: Depreciation (care suites) 9,040 - - 9,040
Less: Gain on purchase of business assets including
associated costs
(735) (147) - (882)
Less: Insurance income in relation to material damage due
to weather events
- (10,022) - (10,022)
Add: Realised resale gain - 26,992 - 26,992
Add: Realised development margin - 32,363 - 32,363
Underlying net profit before tax 16,612 64,749 (19,338)62,023
Less: Deferred tax benefit (2,751) 18,625 (19,322) (3,448)
Underlying net profit after tax 13,861 83,374 (38,660)58,575
Less: Interest income - (411) (1,348) (1,759)
Add: Finance costs (excluding hedge ineffectiveness) - - 14,315 14,315
Add: Depreciation (buildings) 1,619 - 704 2,323
Add: Depreciation and amortisation (chattels, leasehold
improvements and software)
5,024 - 1,537 6,561
Underlying EBITDA
2
20,504 82,963 (23,452)80,015
2.1 Operating Segments (continued)
March 2022
$NZ000’s
Care
Operations
Village
OperationsOtherTotal
Total comprehensive income / (loss) for the year
attributable to shareholders of the parent
46,206 89,151 (20,924) 114,433
Adjusted for Proforma items
Add: Repayment of Wage Subsidy
1
1,768 - - 1,768
Adjusted for Underlying Profit items
Less: Change in fair value of investment property, right
of use assets and cash flow hedges and impairment of
property, plant and equipment
(41 ,8 4 8) (63,359) (6,716) (111,923)
Add: Impairment of goodwill412- - 412
Add: Rental expenditure in relation to right of use asset - 2,497 - 2,497
Add: Depreciation (care suites) 8,403 - - 8,403
Add: Loss / gain on sale, decommissioning or purchase of
assets and business assets
(8) (10,422) 98 (10,332)
Add: Realised resale gain - 23,492 - 23,492
Add: Realised development margin - 32,850 - 32,850
Underlying net profit before tax 14,933 74,209 (27,542)61,600
Less: Deferred tax benefit (1,156) 4,380 (8,103) (4 ,879)
Underlying net profit after tax 13,777 78,589 (35,645)56,721
Less: Interest income - (7) (70) (77)
Add: Finance costs (excluding hedge ineffectiveness) - - 9,380 9,380
Add: Depreciation (buildings) 2,496 3 585 3,084
Add: Depreciation and amortisation (chattels, leasehold
improvements and software)
5,780 - 1,353 7, 1 3 3
Underlying EBITDA 22,053 78,585 (24,397)76,241
1 On 21 April 2020 the Group claimed, and received payment of, a COVID-19 wage subsidy totalling $1.8m. This amount has subsequently
been repaid in full on 18 May 2021 and as a result has been excluded from the table above. This proforma adjustment increases
underlying EBITDA and underlying NPAT in relation to the 12 month period to 31 March 2022 by $1.8m.
1 Includes adjustment for material damage insurance in relation to affected properties.
2 Included in this balance remains an amount of $2.0m in relation to other insurance income. This insurance income relates to
compensation for business interruption costs and lost gross profits incurred prior to 31 March 2023.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS45
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
2.2 Revenue
How we earn revenue
CareVillageOther
Daily care fees for long term and
short term rest home, hospital
and dementia residents
Deferred management fees –
independent living
Training income
Premium accommodation
charges
Village service fees –
independent living
Interest income
Deferred management fees –
care suites
Rental income – residents
without a long term occupation
right agreement
Accounting Policy
Revenue is recognised in accordance with NZ IFRS 15 Revenue from Contracts with Customers (“NZ
IFRS 15”). Deferred management fees and rental income are considered leases under NZ IFRS 16
Leases (“NZ IFRS 16”), and are therefore excluded from the scope of NZ IFRS 15. None of the Group’s
revenue, as defined by NZ IFRS 15, contains significant financing components.
Rest Home and Hospital Service Fees
A contract is in place with all care residents by means of an admission agreement. The resident
receives the benefit as the care is administered and each resident incurs a contracted daily care fee
set by the Government each year. Rest home and hospital service fees are recognised at the point in
time the services are rendered which is specifically linked to the day the service is delivered. Where
applicable these are recognised net of any associated rebates to residents.
Aged care subsidies received from the Ministry of Health, included in rest home, hospital and
dementia fee revenue within the care segment, for the year ended March 2023 amounted to $110.7m
(March 2022: $99.7m).
Premium Accommodation Charges
Premium accommodation charges are payable by residents who occupy a premium room above
the level specified by the Government. The charge is included in their admission agreement and the
charge is recognised when the accommodation is provided.
Deferred Management Fees
Deferred management fees are considered leases and are payable by residents of the Group’s units,
apartments and care suites under the terms of their ORA or unit title rights. Refer to note 3.4.
Management fees are typically payable on termination of the ORA up to a maximum percentage
of a resident’s occupation licence or unit title rights deposit for the right to share in the use and
enjoyment of common facilities.
The timing of the recognition of deferred management fees is a critical accounting estimate and
judgement. The deferred management fee is recognised on a straight line basis over the longer of
the term specified in a resident’s ORA or the average expected occupancy. The expected periods
of occupancy are based on historical Group averages, for the relevant accommodation they are
estimated to be 7 years for units, 5 years for apartments and 3 years for care suites from the date
of occupation. Estimates of deferred management fee tenure are reviewed periodically. Where a
change is made, it is the Group’s policy to recognise the aggregate impact of this change in the
period in which the change in estimate occurs.
Village Service Fees
Village service fees are charged to residents to recover a portion of village operating costs
associated with services provided including staff wages, rates, and electricity. An ORA is in place
with all village residents who receive the benefit of services throughout their stay. Village service fees
are recognised over time as services are rendered.
Training Income
Training income is received from students attending short term training courses at the Wesley
Institute of Nursing Education. Income is recognised when the course is provided.
Rental Income
Rental agreements are in place with all rental residents and set out the relevant weekly / monthly
rental fee. The resident receives the benefit throughout their stay and revenue is recognised as it
is earned.
$NZ000’sMarch 23March 22
Rest home, hospital, dementia fees 173,243 1 6 7, 8 0 4
Premium accommodation charge 5,490 4,820
Deferred management fees – independent living 36,666 30,751
Deferred management fees – care suites 14,861 14,107
Deferred management fees – leased site 2,301 2,360
Village service fees8,939 7, 6 0 5
Training income 4,127 2,094
Rental income 608 877
Other services provided to residents 943 722
247,178 231,140
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS46
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
2.3 Other Income
Interest Income
Interest income is recognised on an accruals basis using the effective interest method.
Insurance Income
Insurance income in relation to recent weather events is recognised as per note 1.3(iv).
Other Income
Other income includes administration and legal income derived from the settlement of ORAs.
$NZ000’sMarch 23March 22
Interest income1,759 77
Insurance income12,025-
Change in fair value of ineffective cash flow hedges 6 58
Gain on disposal of property, plant and equipment740-
Other income 2,336 3,373
16,8663,508
2.4 Expenses
Accounting Policy
All operating expenses are recognised on an accrual basis.
$NZ000’sNotesMarch 23March 22
Profit before income tax includes the following expenses:
Employee benefits and other staff costs
Wages and salaries
1
160,007 151,693
Termination benefits 470 686
Employee share scheme expense4.3 606 414
Other staff costs
2
3,400 3,653
164,483 156,446
Depreciation and amortisation
Depreciation of buildings
3.2 1,791 2,210
Depreciation of care suites3.29,040 8,403
Depreciation of right of use assets (buildings)3.5 532 874
Depreciation of chattels 3.2 4,354 4,827
Depreciation of right of use assets (chattels)3.5 1,553 1,867
Amortisation of software 5.2 654 439
17,924 18,620
Finance costs
Interest on senior debt facilities
13,680 3,427
Interest on Retail Bond 6,175 4,681
Agency, commitment and line fees 4,246 2,990
Interest rate swaps 155 2,236
Capitalised interest and line fees (11,356) (5,114)
Amortisation of bank fees 952 626
Bank interest 18 -
Interest on right of use assets445 534
14,315 9,380
Impairment of property, plant and equipment3.26,531 4,741
Impairment of right of use investment property1,431115
Rental expenditure in relation to right of use investment property3.5158 2,497
Impairment of goodwill5.22,347 412
1 Includes the repayment of a Covid Subsidy in the prior year.
2 Other staff costs include costs such as staff training, uniforms and recruitment.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS47
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
$NZ000’sNotesMarch 23March 22
Other expenses
Fees paid to Auditor
Audit and review of consolidated financial statements
647 540
Other assurance services – Trustee reporting 8 7
Other services – agreed upon procedures in respect of proxy voting
at the Annual Shareholder Meeting
7 7
Other services related to understanding the potential impact of
climate related reporting requirements
17 62
Total fees paid to auditor679 616
Repairs and maintenance of property, plant and equipment
including leasehold care centres
3,486 3,049
Repairs and maintenance of investment property including leasehold
investment property
1,855 1,567
Loss on disposal of property, plant and equipment- 27
Donations 13 33
Loss allowance for trade and other receivables5.3 37 28
Resident consumables18,265 1 7, 4 6 0
Movement of Residents’ share of resale gains 1,724 825
Insurance 4,981 4,332
Legal and professional services 4,390 3,676
Other expenses (no items of individual significance) 31,351 28,407
66,781 60,020
Total Expenses273,970252,231
2.4 Expenses (continued)
3. Property Assets
The Group operates care centres and retirement villages. As outlined in section 2.1, village sites are
typically investment property and care sites are typically property, plant and equipment.
What is Investment Property?
Land and buildings are classified as investment property when they are held to generate
revenue either through capital appreciation or through rental income.
As residents occupying our retirement villages live independently, the level of services provided
is seen as secondary to the provision of accommodation. Accordingly, these buildings are
classified as investment property as they are held primarily to generate DMF income.
What is Property, Plant and Equipment?
Land, buildings and chattels are classified as property, plant and equipment when
they are used to generate revenue through the provision of goods and services or for
administration purposes.
As residents occupying our care centres, including care suites, require services including nursing
care, meals and laundry the buildings in which they live are considered to be operated by the
Group to generate this revenue and are classified as property, plant and equipment.
What is a Care Suite?
Care suites are a premium offering for a resident requiring rest home or hospital level care.
The care suite is located within a care centre. Rather than pay a daily premium accommodation
charge for the provision of the premium room the residents enter into an ORA with a net
management fee.
What is Held for Sale?
Assets are classified as held for sale when the carrying amount will be recovered principally
through a sale transaction rather than through continuing use.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS48
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Classification of Serviced Apartments and Care Suites
Where services are provided to residents who occupy accommodation under an ORA, it is the
Group’s policy to assess their level of significance in the context of the overall income derived from
the serviced apartment or care suite in ascertaining whether the serviced apartment or care suite is
freehold land and buildings (referred to as property, plant and equipment) or investment property.
The Group applies the following principles when ascertaining the appropriate accounting treatment
to be applied:
CLASSIFICATION
CONSIDERATION OF SIGNIFICANCE OF CASH FLOWS
SCENARIO
Additional services
are optional
Services are
compulsory but an
insignificant portion
of total revenue
from the unit
Services are
compulsory and a
significant portion
of the total revenue
from the unit
Full ARRC
1
funded
care is compulsory
for that unit/bed
Independent living
(villa or apartment)
Care suiteServiced apartmentTraditional care bed
Qualitatively the
business model is the
provision of retirement
accommodation
Quantitatively
insignificant
(a guideline of under
20% of total revenue
is adopted) and
qualitatively the
business model is the
provision of retirement
accommodation
Quantitatively
significant.
Qualitatively the
business model is the
provision of care
Qualitatively the
business model is
the provision of care.
Quantitative
assessment not
relevant as price of
accommodation does
not change overall
purpose of the
accommodation
Investment Property
Village Assets
Property, Plant and Equipment
Care Assets
3.1 Village Assets: Investment Property
Accounting Policy
Investment property includes both freehold land and buildings and land and buildings under
development, comprising independent units, serviced apartments and common facilities, provided
for use by residents under the terms of an ORA. Investment property is held for long-term yields and
is not occupied by the Group. Investment property is held at fair value.
The fair value of investment property is determined by the Directors having taken into consideration
the valuation conducted by CBRE Limited and Colliers Limited as independent registered valuers and
the cost of work undertaken in relation to investment property under development.
The movement in the carrying value of investment property, net of additions, transfers and disposals
is recognised as a fair value movement in the Consolidated Statement of Comprehensive Income.
Fair value measurement on investment property under development is only applied if the fair value is
considered to be reliably measurable. Where the fair value of a property under development can be
determined, it is carried at fair value. Where the fair value of investment property under development
cannot be reliably determined, the carrying amount is considered to be the fair value of the land plus
the cost of work undertaken.
1 ARRC refers to age-related residential care
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS49
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
$NZ000’sNotesMarch 23March 22
Investment property under development at fair value
Opening balance
173,899143,720
Acquisition1.3(i)-8,950
Impact of change to GST taxable supplies
1
(4,397)-
Transfer from property, plant and equipment3.2-3,750
Capitalised expenditure (including land acquisitions)92,78890,531
Capitalised interest and line fees2,3012,585
Transfer to completed investment property(150,871)(89,626)
Transfer to property, plant and equipment3.2-(65)
Transfer to held for sale3.3(5,714)-
Change in fair value during the year – developments as at
balance date
33,73213,643
Change in fair value during the year – developments completed
during the year
2
-411
Closing balance141,738173,899
Completed investment property at fair value
Opening balance
1,204,653956,083
Acquisition1.3(i)138,010104,022
Impact of change to GST taxable supplies
1
(4,080)-
Transfer from investment property under development150,87189,626
Transfer to property, plant and equipment3.2(1,552)-
Transfer to held for sale3.3(29,119)-
Capitalised expenditure5,4374,209
Capitalised interest and line fees5,9981,292
Impairment as a result of weather events
3
(8,917)-
Change in fair value during the year - existing villages(13,782)22,511
Change in fair value during the year – recently completed
developments
2
8,46426,910
Closing balance1,455,9831,204,653
Total investment property1 , 5 9 7,7 2 11,378,552
Change in Fair Value Recognised in the Consolidated Statement of Comprehensive Income
$NZ000’sMarch 23March 22
Increase in fair value of investment property219,169278,749
Add / (Less): Transfers to property, plant and equipment, right of use assets and
held for sale during the year
36,385 (3,685)
Less: Capitalised expenditure including capitalised interest(98,047)(165,152)
Less: Resident obligations on acquisition (138,010)(4 6,4 3 7 )
Change in fair value recognised in
Consolidated Statement of Comprehensive Income
19,49763,475
Included in the above change in fair value is an amount of $1.0m (decrease) in respect to fair value
moments since acquisition date of the Remuera Rise site and $3.0m (decrease) in respect to the
Bream Bay site (March 2022: $9.8m (increase) in respect to fair value moments since acquisition date
of the Waterford site). The decrease in fair value at Bream Bay has arisen predominantly on first sell
down of vacant units.
A reconciliation between the valuation and the amount recognised as investment property is
as follows:
$NZ000’sMarch 23March 22
Investment Property under development
Valuation
141,738173,899
141,738173,899
Completed Investment Property
Valuation
74 4,733 592,982
Add: Refundable occupation licence payments 884,890 732,714
Add: Residents’ share of resale gains5,920 6,780
Less: Management fee receivable (147,278) (113,066)
Less: Resident obligations for units not included in valuation (32,282) (14,757)
1,455,983 1,204,653
Total investment property at fair value1 , 5 9 7,7 2 11,378,552
1 Relates to GST claimed on land purchased in a prior period subject to a change in use adjustment in the current period.
2 Recently completed developments refers to those developments which were being sold down during the year.
3 The above differs from the insurance income expected in instances where an indemnity value approach has been agreed
with the insurers.
3.1 Village Assets: Investment Property (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS50
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Where an incoming resident has an unconditional ORA in respect of a retirement village unit and
the corresponding outgoing resident for that same accommodation has not yet been refunded, the
independent valuation is adjusted for the incoming resident balances only. In certain circumstances
accommodation under an ORA is valued as development land. In these situations the independent
valuation is not adjusted for the refundable amounts and consequently no offsetting “gross up” is
required. An adjustment of $33.1m (March 2022: $14.8m) is included in the above reconciliation to
reflect this.
The valuation of investment property is adjusted for cash flows relating to refundable occupation
licence payments, residents’ share of resale gains and management fee receivable recognised
separately on the Consolidated Balance Sheet and also reflected in the valuation model.
Why do we adjust for the liability to residents?
In the external valuation the fair value of investment property includes an allowance for the
amount that is payable by the Group to residents already in occupation within the property.
However, this liability to existing residents is recognised in the Group’s Consolidated Balance
Sheet (referred to as refundable occupation right agreements – refer to note 3.4). Accordingly,
the Group adds this net liability to residents to the external valuation to “gross up” the fair value
of investment property and avoid double counting the liability to residents.
Valuation Process and Key Inputs
Investment Property under Development
CBRE Limited and Colliers Limited (together the ‘external valuers’) provided valuations of
development land in respect of investment property under development as at 31 March 2023.
The fair value of investment property is determined by the Directors having taken into consideration
the valuation conducted by the external valuers as independent registered valuers and the cost of
work undertaken in relation to investment property under development.
The Group has applied the following methodology in relation to the measurement of investment
property under development:
Practical completion not achieved
Where the development still requires substantial work such that practical completion is not going to
be achieved, and a reliable estimate of fair value cannot be made, at or close to balance date, the
fair value recognised is the fair value of the development land per the Directors’ valuation plus the
cost of any work in progress. An amount of $59.5m as at 31 March 2023 (March 2022: $51.1m) has
been recognised in relation to these development sites.
Where an individual development is of both investment property and freehold buildings in nature,
the fair value of land and work in progress is apportioned between investment property under
development and freehold land and buildings under development, by applying the estimated gross
floor area for these respective areas of the development based on information obtained from the
project quantity surveyors at the planning and design stages.
Practical completion achieved
Where a development is practically completed, or likely to be completed at, or close to, balance date
the investment property is measured at its completed fair value per the Directors’ valuation with an
adjustment made for any estimated costs, in accordance with the project budget, to be incurred to
complete the development, and is then transferred to completed investment property.
Completed Investment Property
As required by NZ IAS 40 Investment Property, the valuation of investment property is adjusted for
cash flows relating to refundable occupation licence payments, residents’ share of resale gains and
management fees receivable recognised separately on the Consolidated Balance Sheet and also
reflected in the valuation model.
The Group’s interest in all completed investment property was valued on 31 March 2023 by CBRE
Limited and Colliers Limited, at a total of $744.7m (March 2022: $592.9m).
Property Specific Assumptions
Seismic Assessments
The external valuations, and accordingly the fair value of investment property, incorporates
an allowance in relation to remediation to properties where seismic strength testing has been
carried out.
Weather Events: Auckland Floods and Cyclone Gabrielle
The fair value of completed investment property has been adjusted downwards for the cost of
future works to be undertaken to remediate damage caused by the Auckland Floods and Cyclone
Gabrielle, an amount of $7.7m.
Key Accounting Estimates and Judgements
All investment properties have been determined to be Level 3 (March 2022: Level 3) in the fair value
hierarchy as the fair value is determined using inputs that are unobservable.
Significant Unobservable Inputs
The significant unobservable input used in the fair value measurement of the Group’s development
land is the value per m
2
assumption. Increases in the value per m2 rate result in the corresponding
increases in the total valuation.
The significant unobservable inputs used in the fair value measurement of the Group’s portfolio of
completed investment property are the discount rate and property price growth rate. There are no
interdependencies or interplays between unobservable inputs.
3.1 Village Assets: Investment Property (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS51
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
The following assumptions have been used to determine fair value:
Significant InputDescription20232022
Discount rateThe pre-tax discount rate14.0% - 20.0 %
(median: 15.0 %)
14.0% - 20.0%
(median: 15.0%)
Property price
growth rate
Anticipated annual property price growth over
the cash flow period 0-4 years
0.0 % - 3.0 %0.5% - 3.0%
Property price
growth rate
Anticipated annual property price growth over
the cash flow period 5+ years
2.5 % - 3.5 %2.5% - 3.5%
Sensitivities
At 31 March 2023Adopted Value
Discount Rate
+0.5%
Discount Rate
-0.5%
Property
Growth Rate
+50 bp
Property
Growth Rate
-50 bp
Completed investment
property
Valuation $NZ000’s
74 4,733
Difference $NZ000’s(24,447)26,54143,075(4 0, 216)
Difference %(3.3%)3.6%5.8%(5.4%)
At 31 March 2022Adopted Value
Discount Rate
+0.5%
Discount Rate
-0.5%
Property
Growth Rate
+50 bp
Property
Growth Rate
-50 bp
Completed investment
property
Valuation $NZ000’s
592,982
Difference $NZ000’s(19,656)20,28132,693(30,888)
Difference %(3.3%)3.4%5.5%(5.2%)
The stabilised occupancy period is a key driver of the CBRE Limited valuation. A significant increase
/ (decrease) in the occupancy period would result in a significantly lower/ (higher) fair value
measurement.
Significant Input20232022
Stabilised Occupancy Period2.5 yrs – 8.9 yrs (median: 7.3 yrs)2.7yrs – 8.8yrs (median: 7.1yrs)
Current ingoing price, for subsequent resales of ORAs, is a key driver of the CBRE Limited and
Colliers Limited valuations. A significant increase / (decrease) in the ingoing price (as driven by the
property growth rates) would result in a significantly higher / (lower) fair value measurement.
3.1 Village Assets: Investment Property (continued)3.2 Care Assets: Property, Plant and Equipment
Accounting Policy
Property, plant and equipment comprises owner-occupied freehold land and buildings and plant
and equipment operated by the Group for the provision of care services, care suites and land and
buildings that are to be developed into care centres in the future.
Following initial recognition at cost, completed owner occupied freehold land and buildings and
land and buildings under development are carried at fair value. Independent valuations are
performed with sufficient regularity to ensure that the carrying amount does not differ materially
from the assets’ fair value at balance date. Any depreciation at the date of valuation is deducted
from the gross carrying value of the asset, and the net amount is restated to the revalued amount
of the asset. In periods where no valuation is carried out, the asset is carried at its revalued amount
plus any additions, less any impairment and less any depreciation incurred since the date of the
last valuation.
All other plant and equipment is stated at historical cost less depreciation and impairment. Historical
cost includes expenditure that is directly attributable to the acquisition of the items.
In relation to land and buildings under development, fair value is determined by the Directors having
taken into consideration the valuation conducted by CBRE Limited as an independent registered
valuer and the cost of work undertaken.
A property under construction is classified as land and buildings within property, plant and
equipment where the completed development will be classified as such and as investment
property where the completed development will be classified as an investment property. Fair value
measurement on property under construction is only applied if the fair value is reliably measurable.
Where the fair value of property under construction cannot be reliably determined the value is the
fair value of the land plus the cost of work undertaken. Property under construction classified as
land and buildings under development is revalued annually and is not depreciated.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow
to the Group and the cost of the item can be measured reliably. All other repairs and maintenance
are expensed to the Consolidated Statement of Comprehensive Income during the financial period in
which they are incurred.
Increases in the carrying amount arising on revaluation of land and buildings above cost are
credited to the asset revaluation reserve in other comprehensive income; increases that offset
previous decreases taken through profit or loss are recognised in profit or loss. Decreases that
offset previous increases of the same asset are charged against the asset revaluation reserve in
other comprehensive income; all other decreases are charged to profit or loss. When revalued assets
are sold, or held for sale, the amounts included in the reserve are transferred to retained earnings.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS52
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Land is not depreciated. Depreciation on other assets is calculated using the straight line method to
allocate their cost, net of their residual values, over their estimated useful lives, as follows:
CategoryUseful Life Range
Weighted Average
Depreciation Rate
- Freehold buildings10 - 50 years2.4%
- Chattels and leasehold improvements2 - 50 years20%
- Motor vehicles5 years22%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each
balance date. No depreciation is charged in the year of sale for all assets other than buildings in
which case depreciation is charged to the earlier of the date of classification to held for sale or the
date of sale.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s
carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing the net disposal proceeds
with the carrying amount of the asset. These are included in the Consolidated Statement of
Comprehensive Income.
3.2 Care Assets: Property, Plant and Equipment (continued)
$NZ000’sNotes
Freehold Land
and Buildings
Under
Development
Freehold
Land
Freehold
Buildings
Chattels and
Leasehold
ImprovementsTotal
Year ended 31 March 2023
Opening net book amount
105,150 113,031 448,426 19,985 686,592
Additions45,340 1,000 5,345 3,442 55,127
Impact of change to GST
taxable supplies
1
(894)---(894)
Capitalised interest and line
fees
2,680 - 381 - 3,061
Disposals - - - (2) (2)
Depreciation - - (10,831) (4,35 4) (15,185)
Transfer from investment
property
3.1--1,552 - 1,552
Transfer to held for sale3.3 (1,319) (14,740) (14,418) (1,519) (31,996)
Reclassification within
Property, Plant and Equipment
(58,452) 16,035 42,417 - -
Revaluation surplus
Comprehensive income
- Impairment as a result of
weather events
--(1,943)-(1,943)
- Existing care centres(2,189) (640) (1,759) - (4,588)
- Care centres recently
developed / under
development
- - - - -
Other comprehensive income
2
- Existing care centres (2,014) (5,615) 27,278 - 19,649
- Care centres recently
developed / under
development
796 - - - 796
Closing net book amount 89,098 109,071 496,448 17,552 712,169
At 31 March 2023
Cost
- - - 54,548 54,548
Valuation 89,098 109,071 496,448 - 694,617
Accumulated depreciation - - - (36,996) (36,996)
Net book amount89,098 109,071 496,448 17,552 712,169
1 Relates to GST claimed on land purchased in a prior period subject to a change in use adjustment in the current period.
2 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS53
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
3.2 Care Assets: Property, Plant and Equipment (continued)
$NZ000’sNotes
Freehold Land
and Buildings
Under
Development
Freehold
Land
Freehold
Buildings
Chattels and
Leasehold
ImprovementsTotal
Year ended 31 March 2022
Opening net book amount
54,767 92,800 4 3 7, 0 7 9 19,627 604,273
Additions 45,071 1,259 4,919 5,300 56,549
Capitalised interest and line
fees
1,067 - 170 - 1,237
Disposals - - - (115) (115)
Depreciation - - (10,613) (4 ,8 27 ) (15,440)
Transfer from investment
property
3.1 65 (3,750) - - (3,685)
Reclassification within
Property, Plant and Equipment
320 - (320) -
Revaluation surplus
Comprehensive income
- Existing care centres
- 152 (4 ,9 6 3 ) - (4 ,81 1)
- Care centres recently
developed / under
development
- - 70 - 70
Other comprehensive income
1
- Existing care centres- 22,570 8,024 - 30,594
- Care centres recently
developed / under
development
3,860 - 14,060 - 1 7, 9 2 0
Closing net book amount 105,150 113,031 448,426 19,985 686,592
At 31 March 2022
Cost
- - - 56,981 56,981
Valuation 105,150 113,031 448,426 - 666,607
Accumulated depreciation - - - (36,996) (36,996)
Net book amount 105,150 113,031 448,426 19,985 686,592
1 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.
Land and Buildings Under Development
A valuation in respect of development land was provided by CBRE Limited as at 31 March 2023.
Any costs incurred to 31 March 2023 on the developments are included in arriving at the fair value
as at 31 March 2023.
The Group has applied the following methodology in relation to the measurement of land and
buildings under development:
Practical completion not achieved
Where the development still requires substantial work such that practical completion is not going to
be achieved, and a reliable estimate of fair value cannot be made, at or close to balance date, the
fair value recognised is the fair value of the development land per the Directors’ valuation plus the
cost of any work in progress. An amount of $63.9m as at 31 March 2023 (March 2022: $59.1m) has
been recognised in relation to these development sites.
Where an individual development is of both investment property and freehold buildings in nature,
the fair value of land and work in progress is apportioned between investment property under
development and freehold land and buildings under development, by applying the estimated gross
floor area for these respective areas of the development based on information obtained from the
project quantity surveyors at the planning and design stages.
Practical completion achieved
Where a development is practically completed, or likely to be completed at, or close to, balance date
the land and buildings are measured at its completed fair value per the Directors’ valuation with an
adjustment made for any estimated costs, in accordance with the project budget, to be incurred to
complete the development, and is then transferred to completed land and buildings.
Completed Land and Buildings
A valuation in respect of completed land and buildings was provided by CBRE Limited as at
31 March 2023.
The valuation of the Group’s care centres was apportioned to land, buildings, chattels and goodwill.
The fair value of land and buildings as calculated by CBRE Limited is based on the level of rent
able to be generated from the maintainable net cash flow of the site subject to average efficient
management. The fair value of the Group’s land and buildings as determined by the Directors is
based on these apportionments. However, chattels are carried at historic cost less depreciation
and the amount apportioned to goodwill by CBRE Limited is not recorded in the consolidated
financial statements.
Care Suites and Serviced Apartments
As discussed earlier in note 3, where services are provided to residents who occupy accommodation
under an ORA, it is the Group’s policy to look at the significance of these services in the context of
the overall revenue derived from the care suite or serviced apartment in ascertaining whether the
care suite or serviced apartment is property, plant and equipment or investment property. Care
suite residents occupying accommodation under an ORA receive a significant level of services.
Hence, they are included in property, plant and equipment. Care suite land and buildings are
held at fair value.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS54
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Property Specific Assumptions
Weather Events: Auckland Floods and Cyclone Gabrielle
The fair value of completed freehold buildings has been adjusted downwards for the cost of
future works to be undertaken to remediate damage caused by the Auckland Floods and Cyclone
Gabrielle, an amount of $1.8m.
Key Accounting Estimates and Judgements
All land and buildings have been determined to be Level 3 (March 2022: Level 3) in the fair value
hierarchy as the fair value is determined using inputs that are unobservable.
Critical Judgements and Estimates in Applying Accounting Policies
Classification of Care Suites
An area of significant judgement is determining the classification of those properties which are
operated as care suites. Refer note 3 for further information.
Valuation of Freehold Land and Buildings
The valuation approach for the freehold land and buildings as at 31 March 2023 was an income
capitalisation approach and/or discounted cash flow analysis supplemented by the direct
comparison approach. The valuation is determined by the capitalisation of net cash flow profit/
earnings before interest, tax, depreciation, amortisation and rent (“EBITDAR”) under the assumption
a positive cash flow will be generated into perpetuity. Capitalisation rates used for the 31 March
2023 valuation range from 11.25% to 16.25 % with a median value of 12.50% (March 2022: 11.5%
to 16.5% with a median value of 13.0%). The valuation was apportioned between land, buildings,
chattels / plant and equipment and goodwill to determine the fair value of the assets.
The significant unobservable input used in the fair value measurement of the Group’s development
land is the value per m
2
assumption. Increases in the value per m2 rate result in corresponding
increases in the total valuation.
The significant unobservable input used in the fair value measurement of the Group’s portfolio
of completed land and buildings is the capitalisation rate applied to earnings. A significant
decrease/ (increase) in the capitalisation rate would result in significantly higher / (lower) fair
value measurement.
Sensitivities
At 31 March 2023
Adopted
Value
Capitalisation
Rate +50 bp
Capitalisation
Rate -50 bp
Freehold land and buildings
Valuation $NZ000’s
605,519
Difference $NZ000’s(35,120)39,359
Difference %(5.8%)6.5%
At 31 March 2022Adopted Value
Capitalisation
Rate +50 bp
Capitalisation
Rate -50 bp
Freehold land and buildings
Valuation $NZ000’s
561,457
Difference $NZ000’s(34,642)38,684
Difference %(6.2%)6.9%
At 31 March 2023
Adopted
Value
Discount Rate
+0.5%
Discount Rate
-0.5%
Property
Growth Rate
+50 bp
Property
Growth Rate
-50 bp
Completed care suite property
Valuation $NZ000’s
188,380
Difference $NZ000’s(6,184)6,713(10,173)10,896
Difference %(3.3%)3.6%(5.4%)5.8%
At 31 March 2022
Adopted
Value
Discount Rate
+0.5%
Discount Rate
-0.5%
Property
Growth Rate
+50 bp
Property
Growth Rate
-50 bp
Completed care suite property
Valuation $NZ000’s
188,380
Difference $NZ000’s(6,244)6,44310,386(9,813)
Difference %(3.3%)3.4%5.5%(5.2%)
Carrying Value of Assets
The carrying amount at which both land and buildings would have been carried had the assets been
measured under historical cost is as follows:
$NZ000’s
Freehold
land
Freehold
buildings
Freehold land and
buildings under
developmentTotal
Carrying amount
- Historical cost 2023
32,161250,77435,813318,748
Carrying amount
- Historical cost 2022
31,1612 7 7, 0 2 635,138343,325
3.2 Care Assets: Property, Plant and Equipment (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS55
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
3.3 Held for Sale
Assets are classified as held for sale when their carrying amount is to be recovered principally
through a sale transaction and a sale is considered highly probable. They are stated at the lower of
carrying amount and fair value less costs to sell, except for investment property assets held for sale
which are carried at fair value.
As at 31 March 2023 ten sites are being actively marketed for sale and as such meet the definition
of held for sale. These sites and their respective land, building, investment property and plant and
equipment have been reclassified for reporting purposes. As at 31 March 2023 one Right of Use
Investment Property also met the definition of held for sale, refer to 1.3(ii)
Assets previously classed as Investment Properties and Right of Use Investment Properties are held
on the Consolidated Balance Sheet at their fair value, assets previously classed as Property, Plant
and Equipment are held on the Consolidated Balance Sheet at current valuation, which is the lower
of fair value less costs to sell and the carrying amount.
Changes in fair value from the date of classification to held for sale are recognised in comprehensive
income. See note 3.4 for resident liabilities associated with these held for sale assets.
$NZ000’sNotesMarch 23March 22
Opening balance - -
Transfer from investment property3.1 34,833 -
Transfer from property, plant and equipment3.2 31,996 -
Transfer from right of use assets3.5 31,995 -
Additions 942 -
Change in fair value during the year 1,886 -
Closing balance 101,652 -
3.4 Refundable Occupation Right Agreements
What is an ORA?
An ORA is a contract which sets out the terms and conditions of occupation of an independent
living unit or care suite. A new resident is charged a refundable occupation licence payment in
consideration for the right to occupy one of the Group’s units, apartments or care suites. On
termination of the ORA the occupation licence payment is repaid to the exiting resident.
What is DMF?
An amount equal to a capped percentage of the occupation licence payment is charged by the
Group as a management fee for the right of use and enjoy the common areas of the village. The
deferred management fee is payable by the resident on termination of the ORA.
Accounting Policy
The occupation licence payment becomes payable when the ORA is unconditional and has either
“cooled off” or where the resident is in occupation. The Group has a legal right to set-off any
amounts owing to the Group by a resident against that resident’s occupation licence payment. Such
amounts include deferred management fees, recovery of village operating costs and recovery of
outstanding obligations to the village.
The management fee receivable is recognised in accordance with the terms of the resident’s ORA.
The deferred management fee represents the difference between the management fees receivable
under the ORA and the portion of the management fee accrued which is recognised on a straight-
line basis over the longer of the term specified in a resident’s ORA or the average expected
occupancy for the relevant accommodation i.e. 7 years for units, 5 years for apartments and 3 years
for care suites (March 2022: 7yrs, 5yrs, 3yrs).
The management fee recognised in the Consolidated Statement of Comprehensive Income
represents income earned in line with the average expected occupancy.
Included in the obligation to residents is an estimate of the amount expected to be paid to those
residents whose ORA or unit title arrangement allows them to participate in the resale gain of the
unit or apartment they occupy.
As the refundable occupation licence payment is repayable to the resident upon termination (subject
to a new ORA being issued to an incoming resident), the fair value is equal to the amortised cost,
being the amount that can be demanded.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS56
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
$NZ000’sMarch 23March 22
Village
Refundable occupation licence payments
884,890 732,714
Residents’ share of resale gains5,9206,780
Less: Management fee receivable (per contract)(191,599)(149,636)
699,211589,858
Leasehold Village
1
Refundable occupation licence payments-38,650
Less: Management fee receivable (per contract)-(9,019)
-29,631
Care Suites
Refundable occupation licence payments
215,206 186,987
Accommodation rebate 83 144
Less: Management fee receivable (per contract)(34,922)(30,855)
180,367156,276
Total refundable occupation right agreements879,578 775,765
Held for Sale
2
Refundable occupation licence payments 58,475 -
Residents’ share of resale gains220-
Less: Management fee receivable (per contract)(15,282) -
43,413 -
3.4 Refundable Occupation Right Agreements (continued)
1 Leasehold village balances relate to those refundable occupation licence payments and management fee receivable in relation to the
Everil Orr site. The leasehold arrangement meets the definition of held for sale as at 31 March 2023.
2 The amount on the face of the Balance Sheet in relation to refundable occupation right agreements held for sale includes an amount
of $3.7m in relation to deferred management fees detailed further in this note.
Reconciliation of Management Fees recognised under NZ IFRS and per ORA
$NZ000’sMarch 23March 22
Village
Management fee receivable (per contract)
(191,599)(149,636)
Deferred management fee44,32136,570
Management fee receivable (per NZ IFRS) (147,278)(113,066)
Leasehold Villages
Management fee receivable (per contract)
-(9,019)
Deferred management fee-3,165
Management fee receivable (per NZ IFRS)-(5,854)
Care Suites
Management fee receivable (per contract)
(34,922)(30,855)
Deferred management fee1,0132,332
Management fee receivable (per NZ IFRS) (33,909)(28,523)
Held for Sale
Management fee receivable (per contract)
(15,282) -
Deferred management fee3,679 -
Management fee receivable (per NZ IFRS) (11,603) -
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS57
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
3.5 Leases
What’s a right of use asset?
Right of use assets are assets held under a lease arrangement. It represents the value of
the lessee’s right to use an asset over the life of the lease. There is a corresponding lease
liability on the Consolidated Balance Sheet which represents the present value of the future
lease payments.
Accounting Policy
Right of use assets and lease liabilities arising from a lease are initially measured on a present
value basis. Lease liabilities include the net present value of the remaining lease payments.
Lease payments to be made under reasonably certain extension options are also included in
the measurement of the liabilities.
Right of use assets are initially recognised at cost, comprising of the initial amount of the lease
liability less any lease incentives received. Right of use assets relating to equipment and motor
vehicles, recognised in chattels, are subsequently depreciated using the straight line method
from the commencement date to the end of the lease. Right of use assets relating to care centres
are subsequently measured at fair value as determined by the Directors having taken into
consideration the valuation performed by CBRE Limited. In considering the lease term, the Group
applies judgement in determining whether it is reasonably certain that an extension or termination
option will be exercised.
The lease payments are discounted using the interest rate Implicit in the lease. If that rate cannot
be readily determined the incremental borrowing rate at the commencement of the lease is used.
Right of Use Asset
$NZ000’s
12 months ended 31 March 2023Notes
Investment
Property
Land and
BuildingsChattelsTotal
Opening net book value 33,373 4,188 3,578 41,139
Additions 53 439 1,336 1,828
Disposals - (4 0) (14) (54)
Modifications-(3,772)-(3,772)
Depreciation - (532) (1,553) (2,085)
Transfer to held for sale3.3 (31,995)--(31,995)
Gain on disposal/modification-657-657
Revaluation for the year –
Comprehensive Income
(1,431)-- (1,431)
Revaluation for the year
1
- Other
Comprehensive Income
- - - -
Net book value as at 31 March 2023- 940 3,347 4,287
$NZ000’s
12 months ended 31 March 2022Notes
Investment
Property
Land and
BuildingsChattelsTotal
Opening net book value 33,4464,1694,09941,714
Additions 42 1,608 1,346 2,996
Disposals - (1,034) - (1,034)
Depreciation - (874) (1,867) (2,741)
Revaluation for the year –
Comprehensive Income
(115) - - (115)
Revaluation for the year – Other
Comprehensive Income
- 319 - 319
Net book value as at 31 March 2022 33,373 4,188 3,578 41,139
$NZ000’s
31 March 2023
Investment
Property
Land and
BuildingsChattelsTotal
Cost - - 10,51010,510
Valuation-940 - 940
Accumulated depreciation - - (7,163)(7,163)
Net book value as at 31 March 2023-9403,3474,287
A reconciliation between the valuation and the amount recognised on the Consolidated Balance
Sheet as right of use investment property is as follows:
$NZ000’sMarch 23March 22
Right of use Investment Property
Valuation
- 577
Add: Refundable occupation licence payments- 38,650
Less: Management fee receivable- (5,854)
-
1
33,373
1 All interests in the operations of the Everil Orr leasehold site were transferred to held for sale during the year.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS58
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Lease Liabilities
$NZ000’s
Year Ended 31 March 2023
Investment
Property
Land and
BuildingsChattelsTotal
Opening net book value - 5,986 3,908 9,894
Additions - 435 1,321 1,756
Disposals-- (17)(17)
Interest - 111 334 445
Modification-(4,029)-(4,029)
Lease payments made - (1,342) (1,909) (3,251)
Lease liabilities as at 31 March 2023 - 1,161 3,637 4,798
$NZ000’s
Year Ended 31 March 2022
Investment
Property
Land and
Buildings Chattels Total
Opening net book value -7, 0 2 14,49211,513
Additions- 1,605 1,346 2,951
Disposals- (1,750) - (1,750)
Interest - 353 327 680
Lease payments made - (1,243) (2,257) (3,500)
Lease liabilities as at 31 March 2022-5,9863,9089,894
Lease of Investment Property
The Group leased one site, Everil Orr, which met the definition of investment property. The site
comprised both apartments and common facilities provided for use by residents under the terms
of an ORA. Payments to the lessor under this lease were made as ORAs are sold. Subsequent cash
flows upon the sale and resale of the units were shared between the lessor and the Group.
On 3 March 2023 the Group entered into a Deed with Airedale Property Trust in respect of its
leasehold interest at the Everil Orr site in Mt Albert in Auckland. Post that date the care building was
closed and residents and employees were retained by Oceania and transferred to other sites across
Auckland. The care operations were closed on 21 March 2023 and the lease terminated on 31 March
2023. On 31 March 2023 the Group’s operating interest in relation to village operations at Everil
Orr met the definition of held for sale. An amount of $1.1m in respect of the purchase of the Group’s
operational interest was received in full on 3 April 2023.
The carrying value of the right of use asset as at 31 March 2023 in respect of this leased site is
recognised in held for sale at a value of $31.8m as at 31 March 2023 (31 March 2022: $33.4m in
relation to the village site recognised as right of use investment property and $1.2m in relation to the
care site recognised in right of use land and buildings).
Lease of Property, Plant and Equipment
The Group leases one care centre (March 2022: two care centres) which is valued as right of use
assets as well as one corporate office building and various equipment and motor vehicles.
A valuation in respect of right of use property assets was provided by CBRE Limited as at
31 March 2023.
4. Shareholder Equity and Funding
4.1 Shareholder Equity and Reserves
March 2023
Shares
March 2022
Shares
March 2023
$NZ000’s
March 2022
$NZ000’s
Share capital
Issued and fully paid up capital
720,555,185710,204,500713,374705,291
Total contributed equity720,555,185710,204,500713,374705,291
Movements
Opening balance of ordinary shares issued
710,204,500689,276,946705,291675,625
Shares issued for employee share scheme 1,174,602 9 3 7, 2 1 3--
Shares issued for dividend reinvestment plan 9,176,083 7, 5 2 5 , 0 8 78,08310,141
Treasury shares reacquired-(3,164,556)--
Share issue (rights issue)-15,629,810-20,000
Capitalised costs in relation to rights issue---(475 )
Closing balance of ordinary shares issued720,555,185710,204,500713,374705,291
All ordinary shares rank equally with one vote attached to each fully paid ordinary share. The shares
have no par value. The Company incurred no transaction costs issuing shares during the period
(31 March 2022: nil).
Share Issue (Rights Issue)
On 16 April 2021, a total of 15,619,810 ordinary shares were issued with a value of $20.0m ($1.2796
per share) were issued in relation to the Retail Offer. Fees incurred of $0.5m have been offset against
funds raised.
3.5 Leases (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS59
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Dividend Reinvestment Plan (“DRP”)
On 25 July 2019, the Board approved the implementation of a dividend reinvestment plan for
New Zealand and Australian shareholders. This plan has been effective for all subsequent dividends.
This plan shall also be effective for the dividend payable on 21 June 2023 at a discount of 1% to the
volume weighted average price of shares sold on the NZX Main Board over a period of five trading
days starting on 6 June 2023. The dividend reinvestment plan shall apply to those shareholders who
have provided a participation election by 5:00pm on the dividend election date, being 8 June 2022.
March 2023
value per share
March 2023
number of
shares
March 2022
value per share
March 2022
number of
shares
Reinvestment of final dividend for the prior period $0.98753,823,536$1.40403,963,659
Reinvestment of interim dividend for the period $0.80415,352,547$1.28373,561,428
Long Term Incentive (“LTI”)
On 15 September 2020 the Board approved a new Long Term Incentive Scheme for its senior
executives (“LTI Scheme”). The LTI Scheme has been established to:
– provide an incentive to key executives to commit to Oceania for the long term; and
– align these executives’ interests with the interests of Oceania’s shareholders.
Participants in the Scheme will be granted Share Rights from time to time which will, on vesting,
convert into an entitlement to receive ordinary shares. Vesting will depend on achievement of certain
performance hurdles relating to Oceania’s total shareholder return relative to the NZX50 and, for
certain schemes Oceania’s performance against EBITDA targets.
Share Rights become exercisable if the holder remains employed on the vesting date and
performance hurdles are met over the period from the commencement date to the measurement
date, and in certain other exceptional circumstances. On becoming exercisable, each Share Right
will entitle the holder to receive one fully paid ordinary share in Oceania Healthcare Limited, less an
adjustment for tax paid on the holder’s behalf for the benefit received under the Scheme. The Share
Rights have a nil exercise price.
Performance Hurdles
The Share Rights in the 2020 and 2021 grant are divided between two performance hurdles;
– Share Rights will qualify for vesting on a straight-line basis, from 0%, where the total shareholder
return (TSR) from the commencement date to the measurement date is equal to the 35th
percentile of the NZX50 Group, to 100% where the TSR is equal to or greater than the 75th
percentile of the NZX50 Group; and
– For the second performance hurdle, Share Rights will qualify for vesting if the Group’s annual
growth in underlying earnings (before interest, tax, depreciation and amortisation) per share
(UEPS) from the commencement date to the measurement date is equal to or greater than the
target for growth in UEPS for that period.
The Share Rights for the 2022 grant are subject to one performance hurdle. Share Rights will qualify
for vesting on a straight line basis, from 0%, where the TSR from the commencement date to the
measurement date is equal to the 25th percentile of the NZX50 Group, to 100% where the TSR is
equal to or greater than the 75th percentile of the NZX Group.
Lapse
– Share Rights will lapse where the performance hurdles are not met on a relevant measurement
date or, in general, where the participant ceases to be employed by the Group before the vesting
date (except in certain circumstances).
Recognition and Measurement
– On 18 November 2022, 1,430,150 share rights were issued for nil consideration and a nil exercise
price in relation to the LTI Scheme for the provision of performance based remuneration in relation
to the 2022 tranche.
– On 6 September 2021, 1,078,125 share rights were issued for nil consideration and a nil exercise
price in relation to the LTI Scheme for the provision of performance based remuneration in relation
to the 2021 tranche.
Vesting
– Of the 1,951,873 shares granted in respect of the 2020 LTI scheme a total of 349,007 have now
vested and will be issued to the two remaining participants.
Dividends
On 24 May 2023, a final dividend of 1.3 cents per share (not imputed) was declared and will be paid
on 21 June 2023. The record date for entitlement is 7 June 2023.
March 2023
cents
per share
March 2023
$NZ000’s
March 2022
cents
per share
March 2022
$NZ000’s
Final dividend for the prior period 2.316,3352.114,475
Interim dividend for the period 1.913,5892.114,840
Total dividends declared during the period
1
29,92429,315
Asset Revaluation Reserve
The asset revaluation reserve is used to record the revaluation of freehold land and buildings and
land and buildings under development. The amounts are recognised in the Consolidated Statement
of Comprehensive Income when it affects profit or loss. Refer to note 3.2.
Cash Flow Hedge Reserve
The cash flow hedge reserve is used to record gains or losses on instruments used as cash flow
hedges. The amounts are recognised in the Consolidated Statement of Comprehensive Income when
the hedged transaction affects profit or loss. Refer to note 5.6.
4.1 Shareholder Equity and Reserves (continued)
1 Total dividends declared during each period differs to dividends paid per the Consolidated Statement of Changes in Equity as a result of
dividends payable on shares held within the Group.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS60
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
4.2 Earnings per share
Basic
Basic earnings per share is calculated by dividing the profit after tax of the Group by the weighted
average number of ordinary shares outstanding during the period.
March 2023March 2022
Profit after tax ($’000)15,44861,129
Weighted average number of ordinary shares outstanding (‘000s)715,333705,400
Basic earnings per share (cents per share)2.28.7
Diluted
Diluted Earnings per share is calculated by adjusting the weighted average number of ordinary
shares outstanding to assume conversion of all dilutive potential ordinary shares. As at 31 March
2023 there were 349,007 shares with a dilutive effect (31 March 2022: nil).
March 2023March 2022
Profit after tax ($’000)15,44861,129
Weighted average number of ordinary shares outstanding (‘000s)715,683705,400
Basic earnings per share (cents per share)2.28.7
4.3 Employee Share Based Payments
Employee Share Plan
On 27 September 2022, 1,174,602 shares were issued as part of an employee share scheme (“ESS”).
All permanent employees as at that date were invited to participate. Full time employee participants
were allocated an equivalent of $800 of shares and part time employee participants were
allocated an equivalent of $400 of shares. The shares are held in trust and will be transferred to the
employee if the employee remains employed by Oceania (or any of its subsidiaries) for the following
three years.
In the comparative year, on 7 December 2021, 937,213 shares were issued as part of the ESS.
4.4 Borrowings
Accounting Policy
Borrowings are initially recognised at fair value, including transaction costs incurred. Borrowings are
subsequently measured at amortised cost. Any difference between the proceeds (net of transaction
costs) and the redemption amount is recognised in the Consolidated Statement of Comprehensive
Income over the period of the borrowings using the effective interest method.
Specific borrowing costs directly attributable to the acquisition, construction or production of
qualifying assets, which are assets that necessarily take a substantial period of time to get ready for
their intended use or sale, are added to the cost of those assets, until such a time as the assets are
substantially ready for their intended use. Other borrowing costs are recognised in the Consolidated
Statement of Comprehensive Income in the year in which they are incurred.
$NZ000’sMarch 2023March 2022
Secured
Bank loans
332,764 154,845
Deferred payment on acquisition 250 3,500
Capitalised loan costs (1,990)(270)
Retail Bond – OCA010 125,000 125,000
Retail Bond – OCA020 100,000 100,000
Capitalised bond costs (2,435)(2,935)
Total borrowings 553,589 380,140
Current 250 3,250
Non current 557,764 380,095
Total borrowings excluding capitalised loan costs 558,014 383,345
Recognition and Measurement
Bank Loans
Interest is charged using the BKBM Bill rate plus a margin and line fee. Interest rates applicable in the
year to 31 March 2023 ranged from 4.05% to 7.52%(March 2022: 2.48% to 3.7%).
Deferred Payment on Acquisition of Previously Leased Site
Relates to the purchase of a previously leased site. The deferred payment is secured by a first
charge mortgage over the property. No interest is charged unless the payment is in default.
Retail Bond
NZDX IDIssue DateNo. of bonds$NZ000’sMaturity
Fixed
Interest
Trading
Interest at
March 23
Trading
Interest at
March 22
OCAO1019 Oct 20125.0m$125,00019 Oct 272.3%7. 4 %4.8%
OCA02013 Sept 21 100.0m$100,00013 Sept 283.3%7. 3 %4.7%
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS61
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
The bonds are quoted on the NZX Debt Market and their fair value at balance date is based on their
listed market price as at balance date. Interest on OCA010 is payable quarterly in January, April,
July and October in equal instalments.
Interest on OCA020 is payable quarterly in March, June, September and December in
equal instalments.
Debt Financing
On 9 May 2022 it was announced an agreement was entered into with the banking syndicate to
increase total debt facility limits from $350m to $500m for a tenure of five years as follows:
i. General Corporate Facility limit increased to $235m (formerly $85m); and
ii. Development Facility limit remains at $265m
The facilities are held by a banking syndicate comprising ANZ, ASB and ICBC.
The entire debt facility is sustainability-linked for the entire five year period with an interest penalty
in the event of the Group not satisfying certain ESG targets and an interest discount in the event
that certain targets are met.
Financing Arrangements
At 31 March 2023, the Group held committed bank facilities with drawings as follows:
$NZ000’sMarch 2023March 2022
CommittedDrawnCommittedDrawn
General Corporate Facility235,000111,85085,00021,500
Development Facility265,000220,914265,000133,345
Total500,000332,764350,000154,845
The Group’s revolving Development Facility is utilised to cover costs associated with current
development projects. The revolving General Corporate Facility is used for general corporate
purposes as well as for development land and initial costs for projects not currently funded by
the Development Facility.
Interest on the General Corporate Facility is typically payable quarterly. Interest on the Development
Facility is capitalised and repaid together with principal using the ORA licence proceeds received
upon settlement of initial sales of newly developed units and care suites. Line fees are payable
quarterly on the committed General Corporate Facility and the Committed Development Facility.
The financial covenants in the Group’s senior debt facilities, with which the Group must
comply include:
a) Interest Cover Ratio - the ratio of Adjusted EBITDA to Net Interest Charges, where interest
charges relates to the interest and commitment fees in relation to the General Corporate
Facility and retail bonds, is not less than 2.0x;
b) Loan to Value Ratio – the ratio of total bank and retail bonds indebtedness shall not exceed
50% of the total property value of all Group’s properties (including the “as-complete” valuations
for projects funded under the Development Facility); and
4.4 Borrowings (continued)
c) Guarantor Group Coverage – at all times the Adjusted EBITDA of the Guaranteeing Group
must be at least 90% of the Adjusted EBITDA of the total tangible assets of the Group; and
d) Development – at all times the outstanding principal amount under the Development Facility
shall not exceed the Development Value. Development Value (per the most recent valuation
excluding any settled stock) is the aggregate value of all Residential Facilities in all Developments
that are being funded by the Development Facility less their cost to complete.
The covenants are tested half yearly. All covenants have been complied with during the period.
The definition of Adjusted EBITDA is as prescribed in the Syndicated Facilities Agreement
and adjusts for non cash items and is based on the accounting treatment in use before the
introduction of NZ IFRS 16 Leases.
Assets Pledged as Security
The bank loans and bonds of the Group are secured by mortgages over the Group’s care centre
freehold land and buildings and rank second behind the Statutory Supervisors where the land and
buildings are classified as investment property and investment property under development.
As at 31 March 2023 the balance of the bank loans over which the properties are held as security
is $332.8m (March 2022: $154.8m).
Net Debt Reconciliation
Cash and cash equivalents include cash on hand. The following provides an analysis of net debt
and the movements in net debt for the year.
$NZ000’sMarch 2023March 2022
Cash and cash equivalents 7, 4 3 9 9,745
Debt - repayable within one year (2,152)(5,743)
Debt - repayable after one year(560,660)(387,495)
Net Debt(555,373)(383,493)
Cash and liquid investments 7, 4 3 9 9,745
Gross debt - fixed interest rates(230,048)(238,393)
Gross debt - floating interest rates (332,764)(154,845)
Net Debt(555,373)(383,493)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS62
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Liabilities from Financing Activities
$NZ000’sCash
Finance
leasesBorrowingsTotal
Net Debt as at 31 March 2021 79,906 (11,513) (329,930) (261,537)
Cash flows(70,161)7, 4 1 3(47,037)(109,785)
Acquisitions - finance leases - 2,481 - 2,481
Terminations – finance leases - (10,929) - (10,929)
Other non-cash movements - 2,655(6,378)(3,723)
Net debt as at 31 March 20229,745(9,893)(383,345)(383,493)
Net Debt as at 31 March 20229,745(9,893)(383,345)(383,493)
Cash flows (2,306)3,250(166,928)(165,984)
Acquisitions - finance leases - (1,755) - (1,755)
Terminations – finance leases - 4,046 - 4,046
Other non-cash movements - (4 4 6) ( 7,74 1)(8,186)
Net debt as at 31 March 2023 7, 4 3 9 (4,798)(588,014)(555,373)
5. Other Disclosures
5.1 Income Tax
What is Current Tax?
Current tax is an estimate of the tax that is payable to Inland Revenue for the current
financial year.
What is Deferred Tax?
Deferred tax is an estimate of income tax that will be payable or recoverable in respect of
temporary differences relating to the accounting and tax values of the Group’s assets and
liabilities. Deferred tax also includes the value of tax losses that we consider we will use in the
future to meet any income tax obligation.
Accounting Policy
The tax expense or benefit for the year comprises current and deferred tax. Tax is recognised in the
calculation of profit for the year in the Consolidated Statement of Comprehensive Income, except to
the extent that it relates to items recognised in other comprehensive income. In this case the tax is
also recognised in other comprehensive income.
The current income tax charge is calculated on the basis of the tax laws enacted at the balance
date. The Directors periodically evaluate positions taken in tax returns with respect to situations in
which applicable tax regulation is subject to interpretation.
Deferred income tax is recognised, using the liability method, on temporary differences arising
between the tax base of assets and liabilities and their carrying amounts in the consolidated
financial statements. However, the deferred income tax is not accounted for if it arises from initial
recognition of an asset or liability in a transaction other than a business combination that at the
time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax
is determined using tax rates (and laws) that have been enacted or substantially enacted by the
Balance Sheet date and are expected to apply when the related deferred income tax asset is
realised or the deferred income tax liability is settled.
Deferred income tax assets are recognised only to the extent that it is probable that future taxable
profit will be available against which the temporary differences, and losses can be utilised.
$NZ000’sMarch 2023March 2022
Income tax benefit
Current tax
- -
Deferred tax(3,448)(4 ,879)
(3,448)(4 ,879)
Taxation expense is calculated as follows:
Profit before income tax
12,00056,250
Tax at the New Zealand tax rate of 28% 3,36015,750
Adjusted by the tax effect of:
Non-taxable gain on purchase of business assets
(156)(2,900)
Non-deductible impairment of goodwill 657 115
Non-deductible expenditure 683 563
Capitalised interest deductible for tax (3,181) (1,432)
Taxable deferred management fees(9,748) (6,787)
Non-assessable revaluation of investment property (8,519) ( 1 7,74 0 )
Taxable depreciation (7,968) (5,891)
Accounting depreciation 4,264 4,473
Right of use asset (179) (194)
Non-deductible impairment of fixed assets 1,850 1,327
Adjustment for timing difference of provisions (532) 1,006
Losses generated 19,469 11,710
Current tax expense--
Impact of movements in investment property3,068 (2,076)
Impact of movements in property, plant and equipment (3,072) (4 ,071)
Impact of movements in right of use assets430 218
Impact of movements in held for sale assets8,084-
Other adjustments 652 (1,071)
Deferred management fee8,307 6,787
(Reversal of other deferred tax assets not recognised) / Other deferred tax assets
not recognised
- (777)
Losses (recognised) / utilised or derecognised (20,917)(3,889)
Deferred tax benefit(3,448)(4,879)
Income tax benefit (3,448)(4 ,879)
4.4 Borrowings (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS63
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Movement in the Deferred Tax Balance:
$NZ000’s
Balance
1 April 2022
Recognised in
Consolidated
Statement of
Comprehensive
Income
Recognised
in Other
Comprehensive
Income
Balance
31 March 2023
Investment property5,265 (3,068) - 2,197
Property, plant and equipment(11,163)3,072 (2,853) (10,944)
Right of use assets594(430)-164
Held for sale assets-(8,084)-(8,084)
Provisions and other assets / liabilities6,416 (652) (595) 5,169
DMF revenue in advance(5,001) (8,307) - (13,308)
Tax losses3,88920,917 - 24,806
Deferred tax (liabilities) / assets- 3,448 (3,448)-
$NZ000’s
Balance
1 April 2021
Recognised in
Consolidated
Statement of
Comprehensive
Income
Recognised
in Other
Comprehensive
Income
Balance
31 March 2022
Investment property 3,189 2,076-5,265
Property, plant and equipment (13,079)4,071(2,155)(11,163)
Right of use assets 902 (218)(90)594
Provisions and other assets / liabilities 7, 9 7 9 1,071(2,634)6,416
DMF revenue in advance 1,786 (6,787)-(5,001)
Tax losses - 3,889-3,889
Deferred tax assets not recognised (777)777--
Deferred tax (liabilities) / assets - 4,879(4 ,879)-
Recognition and Measurement
No income tax was paid or payable during the year (March 2022: nil).
Key Accounting Judgements
Deferred Tax on Investment Property
Deferred tax on investment property is assessed on the basis that the asset value will be realised
through use (“Held for Use”). An initial recognition exemption has been applied to newly developed
village sites in accordance with NZ IAS 12 Income Taxes.
The Group’s ORAs comprise two distinct cash flows (being an ORA deposit upon entering the unit
and the refund of this deposit upon exit). In determining the tax base of investment property, the
Group considered whether taxable cash flows are received at the end of the ORA period (i.e. upon
refund of the ORA deposit by way of set off on exit by a resident) or at the beginning of the ORA
period (i.e. at time of the receipt of the ORA deposit). The Group has carefully evaluated all the
available information and considers it appropriate to recognise and measure the tax base and
associated deferred tax based on the taxable cash flows being receivable at the end of the ORA
period as this best represents the Group’s contractual entitlement.
5.1 Income Tax (continued)
In calculating deferred tax under the Held for Use methodology, the Group has made significant
judgements to determine taxable temporary differences. The carrying value of the Group’s
investment property is determined on a discounted cash flow basis and includes cash flows that
are both taxable and non-taxable in the future. The Group has recognised deferred tax on the cash
flows with a future tax consequence being DMF and deductible amounts as provided by external
valuers, to the extent that it doesn’t relate to land. The Group uses the external valuers valuation of
land and improvements to estimate the apportionment of cash flows arising from the depreciable
(i.e. buildings) and non-depreciable components (i.e. land).
Recognition of Deferred Tax on Tax Losses
After taking into consideration tax losses generated in the year to 31 March 2023, the Group now
has an estimated $201.3m (March 2022: $130.3m) of available tax losses as at 31 March 2023.
The Group may recognise deferred tax assets to the extent that it is probable that the Group will
generate future economic profits to offset the deferred tax assets or to the extent that they offset
deferred tax liabilities. A deferred tax asset of $24.8m (March 2022: $3.9m) representing tax losses
generated has been recognised as at 31 March 2023 in order to offset the net deferred tax liability
position. All other available losses generated are held off balance sheet and are noted below:
NZ$000’sMarch 23March 22
Opening balance – tax losses130,33386,875
Prior period adjustments: other1,1691,637
Losses per Inland Revenue131,50288,512
Losses utilised for the year --
Losses forfeited during the year--
Losses generated during the year69,78041,821
Closing balance – tax losses201,282130,333
The deferred tax liability recognised in respect of assets held for sale includes $7.9m relating to
an expected taxable amount arising on transfer of the Group’s village operations at Everil Orr
that completed on 3 April 2023 (refer to note 1.3(ii) for more details). This is expected to utilise
approximately $28.3m of gross tax losses on completion of the transaction.
5.2 Intangible Assets
Accounting Policy
Goodwill
Goodwill represents the excess of cost of an acquisition over the fair value of the Group’s share of
the net identifiable assets of the acquired subsidiary or business at the date of acquisition. Goodwill
is not amortised. Instead, goodwill is tested at least once annually for impairment at 31 March and
carried at cost less accumulated impairment losses. Impairments are recognised in the Statement
of Comprehensive Income. Gains and losses on the disposal of an entity or cash generating unit
(“CGU”) include the carrying amount of goodwill relating to the entity or CGU sold. Goodwill is
allocated to CGUs and these CGUs are grouped where appropriate for the purpose of impairment
testing. The allocation is made to those CGUs or groups of CGUs that are expected to benefit from
the business combination in which the goodwill arose.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS64
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Computer Software
Costs associated with maintaining computer software programmes are recognised as an expense as
incurred. Acquired computer software licenses are capitalised on the basis of the costs incurred to
acquire and bring to use the specified software. Where computer software licences are housed in the
cloud they are capitalised to the extent the Group controls the licence and has rights to the software
beyond rights to access. These costs are amortised on a straight line basis over their estimated
useful lives (2.5 – 8 years).
$NZ000’sGoodwillSoftwareTotal
Year ended 31 March 2022
Opening net book amount
5,3453,1238,468
Additions-986986
Amortisation-(4 39)(4 39)
Impairment charge(41 2)-(41 2)
Closing net book amount4,9333,6708,603
As at 31 March 2022
At cost
2 0 7, 3 8 74,655212,042
Accumulated amortisation and impairment(202,454)(985)(203,493)
Net book amount4,9333,6708,603
Year ended 31 March 2023
Opening net book amount
4,9333,6708,603
Additions 581 534 1,115
Amortisation - (654) (654)
Impairment charge
1
(2,347) - (2,347)
Closing net book amount 3,167 3,550 6,717
As at 31 March 2023
At cost
207,968 5,189 213,157
Accumulated amortisation and impairment (204,801) (1,639) (206,440)
Net book amount 3,167 3,550 6,717
Impairment Test for Goodwill
The carrying value of goodwill has been assessed on a site by site basis taking into account the sites
results as a whole. An impairment is recognised when the carrying value of goodwill plus chattels is
greater than the CBRE Limited value of goodwill plus chattels.
The carrying amount of goodwill at each site is not significant in comparison to the total amount of
goodwill. All goodwill is allocated to the care CGUs.
Goodwill in relation to the Everil Orr site has been impaired on termination of the lease.
5.2 Intangible Assets (continued)Key Judgements in Applying the Accounting Policies
Care CGUs Recoverable Amount
The recoverable amount of the individual care sites has been determined based on an external
valuation of fair value less costs to sell by CBRE Limited as an external valuer. The fair value less
costs to sell is considered level 3 in the fair value hierarchy. This has been used for comparison
to current carrying value. The assumptions used in determining the fair value for care centres are
disclosed in note 3.2.
5.3 Trade and Other Receivables
Accounting Policy
Trade receivables are amounts due from residents and various government agencies in the ordinary
course of business and are recognised initially at fair value, being its transaction price, plus
transaction costs. Trade receivables are held with the objective of collecting the contractual cash
flows and therefore they are subsequently measured at amortised cost using the effective interest
method, less a provision for impairment.
Occupation licence payment receivables are recognised at the point in time that an ORA becomes
unconditional and has either “cooled off” or where the resident is in occupation, and the resident
has not yet made all of the contractual licence payment to the Group. The long term portion
of this receivable has been discounted by $0.9m (March 2022: $0.5m). All other receivables are
considered current.
$NZ000’sMarch 23March 22
Net trade and other receivables
Trade receivables
21,78822,462
Less: Loss allowance (379) (4 5 0)
21,40922,012
Occupation licence payment receivable
1
74,146 44,435
Insurance Receivable10,913-
Prepayments 2,461 2,689
Trade and other receivables108,92969,136
Recognition, Measurement and Judgements in Applying Accounting Policies
The Group applies the simplified approach to measuring expected credit losses which uses a lifetime
expected loss allowance for all trade receivables and requires recognition from initial recognition of
the trade receivable. To measure expected credit losses, trade receivables have been grouped and
reviewed on the basis of the number of days since resident departure and the funding stream and
type of debtor. Judgement is used in selecting the inputs to the impairment calculation and is based
on past history and forward looking assumptions.
1 Impairment charge in the 12 months to 31 March 2023 includes $0.8m in relation to the disposal of goodwill at leasehold sites.
1 Occupation licence receivable includes an amount of $64.2m in relation to short term occupation licence receivables expected to be
recovered in less than 12 months. (31 March 2022: $43.2m).
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS65
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
The Group has the following financial assets subject to the application of the expected credit
loss model:
– Trade receivables from care operations for the provision of care fees revenue for rest home and
hospital fees. These are split between private amounts owed by residents and amounts due from
agencies such as the Ministry of Health and ACC.
– Trade receivables from village operations for the provision of weekly service fees and occupation
licence payment receivables. These are receivable from residents.
The Group has applied a simplified approach to calculating the expected loss rate expected by
applying a 2% allowance to trade receivables from care operations and 0% from village operations,
adjusted for any other known factors with respect to individual debts.
There is no significant concentration of credit risk as trade receivables relate to individual residents
and government agencies.
5.4 Trade and Other Payables
Accounting Policy
Trade and other payables represent liabilities for goods and services provided to the Group prior to
the end of financial year which are unpaid. The amounts are unsecured and are usually paid within
30 days of recognition.
Trade payables are recognised initially at fair value less transaction costs and subsequently
measured at amortised cost using the effective interest method.
Wages and Salaries, Annual Leave and Long Service Leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave are recognised
in other payables in respect of employees’ services up to the reporting date and are measured at the
amounts expected to be paid when the liabilities are settled.
The liability for employee entitlements is carried at the present value of the estimated future
cash flow.
The liability for long service leave is recognised in the provision for employee entitlements and
measured as the present value of expected future payments to be made in respect of services
provided by employees up to the reporting date. Consideration is given to expected future wage
and salary levels, experience of employee departures and periods of service.
$NZ000’sMarch 23March 22
Trade payables9,787 2,043
Development accruals12,6158,665
Sundry payables and accruals
1
6,9906,334
Accrued interest on external borrowings1,360 938
Employee entitlements21,53723,000
Trade and other payables52,28940,980
5.5 Related Party Transactions
The below entities are subsidiaries of Oceania Healthcare Limited.
Name of EntityPrincipal Activities20232022Class of shares
Oceania Group (NZ) Limited Corporate office functions100%100%Ordinary
Oceania Care Company LimitedOperation of aged care centres100%100%Ordinary
Oceania Village Company Limited
Ownership and operation of
retirement villages100%100%Ordinary
OCA Employees Trustee Limited
Hold Employee Share Scheme
shares on behalf of employees100%100%Ordinary
Bream Bay Village Limited
1
Non operating100%NilOrdinary
All subsidiaries are incorporated in New Zealand and have a balance date of 31 March (2022:
31 March). There are no significant restrictions on subsidiaries.
Key Management Personnel Compensation
Key management personnel are all executives with the authority for the strategic direction and
management of the Group and exclude those in an Acting capacity.
$NZ000’sMarch 23March 22
Directors’ remuneration and expenses 879759
Directors’ dividends including DRP1,3991,151
Salaries and other short term employee benefits3,3593,075
Key management personnel dividends including DRP3758
Termination benefits-308
5,6745,351
Transactions with Related Parties
There are no outstanding balances with related parties (March 2022: nil).
5.6 Financial Risk Management
The Group’s activities expose it to a variety of financial risks: market risks (including cash flow interest
rate risk), credit risk and liquidity risk. The Group’s overall risk management programme focuses
on the unpredictability of financial markets and seeks to minimise potential adverse effects on the
financial performance of the Group. The Group uses derivative financial instruments such as interest
rate swap contracts to hedge certain interest rate risk exposures. Derivatives are exclusively used
for hedging purposes, i.e. not as trading or other speculative instruments. The Group uses different
methods to measure different types of risk to which it is exposed. These methods include sensitivity
analysis in the case of interest rates to determine market risk and aging analysis for credit risk.
1 The business operations and assets of Bream Bay Village Limited were sold to Oceania Village Company Limited on 30 September 2022
at carrying amount. Subsequent to this date the company is dormant.
5.3 Trade and Other Receivables (continued)
1 Sundry payables include $0.1m (March 2022: $0.1m) relating to cash held on behalf of residents.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS66
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Classification and measurement
Financial assets are required to be classified into three measurement categories: those measured
at fair value through profit and loss, those measured at fair value through other comprehensive
income and those measured at amortised cost. The determination is made at initial recognition. The
classification depends on the Group’s business model for managing its financial instruments and
the contractual cash flow characteristics of the instrument. Trade receivables are amounts due from
residents and various government agencies held to collect contractual cash flows in the ordinary
course of business. These balances are held at amortised cost less a provision for impairment.
Risk management is carried out centrally by management under policies approved by the Board of
Directors. The Directors provide written principles for overall risk management, as well as policies
covering specific areas, such as interest rate risk, credit risk, use of derivative financial instruments
and non-derivative financial instruments.
(a) Fair Value Estimation
All financial assets (cash and cash equivalents, trade and other receivables and certain right of use
assets) and financial liabilities (trade and other payables, lease liabilities and bank borrowings),
other than derivatives, are measured at amortised cost, which approximates to fair value. Financial
liabilities measured at amortised cost are fair valued using the contractual cash flows. In considering
the fair value of interest bearing assets and liabilities the estimated future interest rates approximate
the discount rates used in a fair value assessment.
(b) Market Risk
Market risk is the risk that changes in market prices such as interest rates will affect the Group’s
income. The objective of market risk management is to manage and control market risk exposures
within acceptable parameters, while optimising the return on risk.
(c) Cash Flow Risk
The Group has no significant interest-bearing assets, as such the Group’s income is substantially
independent of changes in market interest rates.
The Group’s interest rate risk arises from long-term borrowings. Borrowings issued at variable
rates expose the Group to cash flow interest rate risk. The cash flow and interest rate risks are
monitored by the Directors on a monthly basis. The Directors monitor the existing interest rate profile
with reference to the Group’s Treasury Policy and the Group’s underlying interest rate exposure.
Management present interest rate hedging analysis and strategies to the Directors for consideration
and seek Director approval prior to entering into any interest rate swaps.
The following table shows the sensitivity of the Group’s Profit / (Loss) and equity to a movement in
interest rates of +/-1%. This assumes all other variables remain constant.
+1%-1%
$NZ000’sProfit / (Loss)EquityProfit / (Loss)Equity
2023
Interest expense
2,1041,128(2,104)(1,128)
Change in fair value of cash flow hedges-2,012-(2,065)
2022
Interest expense
723(136)(723)136
Change in fair value of cash flow hedges1123,016(112)(3,119)
Interest Rate Swaps
It is the Group’s policy to manage interest rate risk through the use of interest rate swaps to reduce
the impact of changes in interest rates on its floating rate long term debt. The objective of the
interest rate swaps is to protect the Group from the short to medium term impact to cash flows
which arises out of variability in floating interest rates.
Interest rate swaps are initially recognised at fair value on the date a contract is entered into and
are subsequently measured at fair value on each reporting date. The fair values of the interest
rate swaps are determined based on cash flows discounted to present value using current market
interest rates.
Interest swaps are assessed for effectiveness at each reporting period. A retrospective calculation
will be used to determine the amount of any ineffectiveness to recognised in comprehensive income.
The expected causes of ineffectiveness are as follows:
– Credit risk of the bank;
– Insufficient level of floating rate debt;
– Differing interest settlement dates; or
– Inter Bank Offered Rate (“IBOR”) reform if the BKBM rate is replaced with another measure.
When interest rate swaps meet the criteria for cash flow hedge accounting, the effective portion
of the gain or loss on the hedging instrument is recognised in other comprehensive income (gain of
$1.5m, March 2022: gain $6.7m), while the ineffective portion is recognised in other expenses in the
Consolidated Statement of Comprehensive Income (nil impact, March 2022: gain $0.5m). Amounts
taken to the interest rate reserve are transferred out of the reserve and included in the measurement
of the hedged transaction when the forecast transaction occurs. When interest rate swaps do
not meet the criteria for cash flow hedge accounting, all movements in fair value of the hedging
instruments are recognised in the Consolidated Statement of Comprehensive Income.
5.6 Financial Risk Management (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS67
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
Under the interest rate swap agreements, the Group has a right to receive interest at variable rates
and an obligation to pay interest at fixed rates. Of the interest rate swaps in place at 31 March 2023,
$100.0m (March 2022: $175.0m) are being used to cover approximately 30.1% (March 2022: 113%) of
the loan principal outstanding. Bank loans of the Group currently bear an average fixed interest rate
(including margin and line fees) of 4.1% (March 2022: 4.1%). The fair value of these agreements at
31 March 2023 is a $6.0m asset (March 2022: $3.9m asset). The agreements cover notional amounts
for a period of 3 years, 5 years, and 7 years.
The notional principal amounts and the period of expiry of the interest rate swap contracts are
as follows:
Average contracted
fixed interest rateNotional principal amount
March 23
%
March 22
%
March 23
$NZ000’s
March 22
$NZ000’s
Less than 1 year-3.04-75,000
Between 1 and 3 years3.173.1750,00050,000
Between 3 and 5 years3.353.3550,00050,000
(d) Credit Risk
Credit risk arises from cash and cash equivalents, derivative financial instruments and deposits with
banks and financial institutions, as well as credit exposure from trade and other receivables.
In the normal course of business, the Group has no significant concentrations of credit risk. Other
than on a small number of exceptions, the Group requires settlement of the ORA before allowing
occupation of its villas or apartments. Therefore, the Group does not face significant credit risk. The
values attached to each financial asset in the Consolidated Balance Sheet represent the maximum
credit risk. No collateral is held with respect to any financial assets. The Group enters into financial
instruments with various counterparties in accordance with established limits as to credit rating and
dollar limits and does not require collateral or other security to support the financial instruments.
Concentrations
Cash and cash equivalents of the Group are deposited with one of the major trading banks. Non-
performance of obligations by the bank is not expected due to the credit rating of the counter party
considered. The Standard and Poors credit rating of the counter party as at 31 March 2023 is AA-
(March 2022: AA-).
The Group’s receivables represent distinct trading relationships with each of the residents. There are
no concentrations of credit risk with residents. Large receivables generally relate to the residential
care subsidies which are received from Te Whatu Ora and Work and Income New Zealand. Neither of
these entities has demonstrated, or is considered, a credit risk.
(e) Liquidity Risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the
availability of funding through an adequate amount of committed credit facilities and the ability to
close-out market positions. Due to the dynamic nature of the underlying businesses, the Directors
aim at maintaining flexibility in funding by keeping committed credit lines available.
Cash flow forecasting is regularly performed by management. Management monitors rolling
forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational
needs, while maintaining headroom on its undrawn committed borrowing facilities at all times so
that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. Such
forecasting takes into consideration the Group’s debt financing plans and covenant compliance.
The table below shows the maturity analysis of the Group’s contractual undiscounted cash flows.
$NZ000’s
Less than
1 Year
Between 1
and 2 Years
Between 2 and
5 Years
Over
5 Years
2023
Trade and other payables
22,367---
Lease liabilities2,6581,8143,2514,230
Borrowings6,1756,175474,8 52101,650
Cash flow hedge - interest rate swaps3,3001,4821,144-
Refundable occupation right agreements922,991---
2022
Trade and other payables
1 7, 0 4 2---
Lease liabilities3,0802,2962,9774,194
Borrowings12,326169,99318,5252 3 7, 3 5 0
Cash flow hedge - interest rate swaps148(1,738)(2,486)-
Refundable occupation right agreements775,765---
The derivative financial instruments value of $6.0m on the Consolidated Balance Sheet as at
31 March 2023 is classified as non-current (March 2022: credit balance of $0.1m classified as current
and debit balance of $4.0m classified as non-current).
The refundable ORAs are repayable to the resident on vacation of the unit, apartment, care suite or
on the termination of the occupation right agreement and subsequent resale of the unit, apartment
or care suite. The expected maturity of the refundable ORAs is shown in note 3.4.
(f) Capital Risk Management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue
as a going concern, to provide returns for shareholders and benefits for other stakeholders and
to maintain an optimal capital structure to reduce the cost of capital. The consolidated financial
statements are prepared on a going concern basis.
5.6 Financial Risk Management (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS68
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the year ended 31 March 2023
5.7 Contingencies and Commitments
At 31 March 2023, the Group had no contingent liabilities (March 2022: nil).
At 31 March 2023, the Group has a number of commitments to develop and construct certain
development sites totalling $124.8m (March 2022: $82.7m).
As at 31 March 2022, the Group had commitments of $10.9m in relation to the development of
the Everil Orr site. These commitments have been extinguished as a result of the exit of the lease
agreements in relation to this site.
As at 31 March 2023, the Group has a commitment in relation to the lease of Level 26, 188 Quay
Street, Auckland from February 2024. The commencement date for this lease is 13 March 2024
for a term of 9 years.
There are no significant unrecognised contractual obligations entered into for future repairs and
maintenance at balance date.
5.8 Events After Balance Date
Dividend
On 24 May 2023 a final dividend of 1.3 cents per share (not imputed) was declared and will be
paid on 21 June 2023. The record date for entitlement is 7 June 2023. Refer to note 4.1.
Assets Held for Sale
On 3 April 2023 full and final settlement was received in respect of the right of use assets held
for sale.
On 9 May 2023 the Group entered into a sale and purchase agreement with a third party in respect
of the sale of two sites held for sale, conditional on Te Whatu Ora approval. The carrying amount of
these sites as at 31 March 2023 is $10.2m and the transaction is expected to settle in August 2023.
Land Acquisition
On 5 April 2023 a sale and purchase agreement was entered into to acquire a parcel of land for
$4.2m, settlement is expected to occur on 30 May 2023.
When Oceania acquired Bream Bay Village in July 2022, an option agreement was entered into
to acquire 6.7 hectares of greenfield development land adjacent to the village subject to a future
district plan change.
On 18 May 2023, the plan change was before the Whangarei District Council. The Group has
ten days from notification that the plan change is operative to execute the option.
There have been no other significant events after balance date.
INDEPENDENT AUDITOR’S REPORT
To the shareholders of Oceania Healthcare Limited
PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand
T: +64 9 355 8000, www.pwc.co.nz
Independent auditor’s report
To the shareholders of Oceania Healthcare Limited
Our opinion
In our opinion, the accompanying consolidated financial statements of Oceania Healthcare Limited
(the Company), including its subsidiaries (the Group), present fairly, in all material respects, the
financial position of the Group as at 31 March 2023, its financial performance and its cash flows for the
year then ended in accordance with New Zealand Equivalents to International Financial Reporting
Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).
What we have audited
The Group's consolidated financial statements comprise:
● the consolidated balance sheet as at 31 March 2023;
● the consolidated statement of comprehensive income for the year then ended;
● the consolidated statement of changes in equity for the year then ended;
● the consolidated cash flow statement for the year then ended; and
● the notes to the consolidated financial statements, which include significant accounting policies and
other explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the consolidated financial statements
section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of trustee reporting, agreed upon
procedures in respect of proxy voting at the Annual Shareholder Meeting and services related to
understanding the potential impact of climate related reporting requirements. In addition, certain
partners and employees of our firm may deal with the Group on normal terms within the ordinary
course of trading activities of the Group. The provision of these other services and relationships have
not impaired our independence as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the 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, and we do not provide a separate opinion on these matters.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTSFINANCIAL STATEMENTS69
PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand
T: +64 9 355 8000, www.pwc.co.nz
Independent auditor’s report
To the shareholders of Oceania Healthcare Limited
Our opinion
In our opinion, the accompanying consolidated financial statements of Oceania Healthcare Limited
(the Company), including its subsidiaries (the Group), present fairly, in all material respects, the
financial position of the Group as at 31 March 2023, its financial performance and its cash flows for the
year then ended in accordance with New Zealand Equivalents to International Financial Reporting
Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).
What we have audited
The Group's consolidated financial statements comprise:
● the consolidated balance sheet as at 31 March 2023;
● the consolidated statement of comprehensive income for the year then ended;
● the consolidated statement of changes in equity for the year then ended;
● the consolidated cash flow statement for the year then ended; and
● the notes to the consolidated financial statements, which include significant accounting policies and
other explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s responsibilities for the audit of the consolidated financial statements
section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International
Code of Ethics for Assurance Practitioners (including International Independence Standards) (New
Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the
International Code of Ethics for Professional Accountants (including International Independence
Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of trustee reporting, agreed upon
procedures in respect of proxy voting at the Annual Shareholder Meeting and services related to
understanding the potential impact of climate related reporting requirements. In addition, certain
partners and employees of our firm may deal with the Group on normal terms within the ordinary
course of trading activities of the Group. The provision of these other services and relationships have
not impaired our independence as auditor of the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the 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, and we do not provide a separate opinion on these matters.
INDEPENDENT AUDITOR’S REPORT (continued)
To the shareholders of Oceania Healthcare Limited
PwC 3
Description of the key audit matter How our audit addressed the key audit matter
gains and management fees receivable
which are recognised separately on the
consolidated balance sheet and also
reflected in the Valuers’s cash flow
model, representing the ‘gross up’.
For each completed investment property
and each care suite, assumptions and
estimates were made in respect of:
● property price growth rate;
● stabilised occupancy periods; and
● discount rate.
Investment property under development
and land and buildings to be developed
into care facilities in the future are
recorded in the consolidated financial
statements at a Directors’ valuation which
is based on a range of values determined
by the Valuers as at 31 March 2023,
adjusted by the Directors for the cost of
any work in progress.
For each asset under development,
assumptions and estimates were made in
respect of the value per square metre of
land.
Freehold land and buildings operated by
the Group for the provision of care services
are recorded in the consolidated financial
statements at a Directors’ valuation which
is based on the value determined by the
Valuers as at 31 March 2023.
For each property, assumptions and
estimates are made in respect of:
● forecast net cash flow profit/earnings
before interest, tax, depreciation,
amortisation, and rent; and
● capitalisation rate.
As outlined in note 1.4 of the consolidated
financial statements, the market
capitalisation of the Group was below the
carr ying value of the Group’s net assets.
Over 90% of the total assets of the Group
as at 31 March 2023 are property assets
carried at fair value.
The valuation of the Group’s property
portfolio is inherently subjective. The
– obtaining the calculation of the resident’s share
of capital gains and, on a sample basis, testing
inputs used in this calculation.
Assumptions and estimates
Our work over the assumptions focused on the
largest properties within the portfolio and those
properties where the assumptions used and/or year-
on- year fair value movement suggested a possible
outlier compared to the rest of the portfolio and the
market data for the sector.
On a sample basis, we held discussions with the
Valuers to gain an understanding of the assumptions
and estimates used and the valuation methodology
applied. This included understanding any changes
made to significant inputs and assumptions. We also
sought to understand and consider restrictions
imposed on the valuation process (if any) and the
market conditions at balance date.
On a sample basis, we engaged our in-house expert
to challenge the work performed by the Valuers and
assess the reasonableness of the assumptions used
based on their knowledge gained from reviewing
valuations of similar properties, known transactions
and available market data.
On a sample basis, we understood the apportionment
of the valuations to each class of assets and
assessed the reasonableness of this through
discussions with the Valuers and our in-house expert.
Valuation estimates
Because of the judgement involved in determining
valuations for individual properties and the existence
of alternative assumptions and valuation methods,
there is a range of values which can be considered
reasonable when evaluating the independent property
valuations used by the Group. If we identified an error
in a property valuation or determined that the
valuation was outside of a reasonable range, we
evaluated the error or difference to determine if there
was a material misstatement in the consolidated
financial statements.
We considered whether there were any events
subsequent to the date of the Valuers’ report which
may have caused the valuation of investment
property and freehold land and buildings to be
materially different to those determined by the
Valuers.
PwC 2
Description of the key audit matter How our audit addressed the key audit matter
Valuation of investment property and
freehold land and buildings
As disclosed in note 3.1 of the
consolidated financial statements, the
Group’s investment property portfolio was
valued at $1,597.7 million at 31 March
2023, which includes completed
investment property and investment
property under development.
In addition, freehold land and buildings
disclosed in note 3.2 of the consolidated
financial statements, which are classified
as Property, Plant and Equipment, are
valued at $694.6 million at 31 March 2023.
This includes freehold land and buildings
operated by the Group for the provision of
care services, care suites, and land and
buildings to be developed into care
facilities in the future (together referred to
as freehold land and buildings).
The Group’s accounting policy is to
measure these assets at fair value.
Independent valuations of all investment
property and freehold land and buildings
were carried out by third party valuers,
either CBRE Limited, or Colliers Limited
(the Valuers).
Completed investment property and care
suites are recorded in the consolidated
financial statements at a Directors’
valuation which is based on the value
determined by the Valuers as at 31 March
2023, adjusted by the Directors for:
● the estimated costs to be incurred to:
– complete the development of any
asset not complete at the date of the
valuation
– remediate any assets which have
sustained damage due to weather
events or where seismic
strengthening works are required
but have been valued by the Valuers
as if it was complete; and
● completed investment property,
refundable occupation licence
payments, residents’ share of resale
Our audit procedures focused on obtaining sufficient
audit evidence to evaluate whether the inclusion of
the valuations in the consolidated balance sheet and
disclosures made in the consolidated financial
statements were materially appropriate.
Our procedures included:
External valuations
We read the valuation reports and, on a sample
basis, discussed the reports with the Valuer
responsible for preparing the report. We assessed the
valuation approach and confirmed that this was in
accordance with the relevant accounting standards.
On a sample basis, we tested whether property
specific information supplied to the Valuers by the
Group reflected the underlying property records held
by the Group.
From our discussions with management and the
Valuers, and from our review of the valuation report,
on a sample basis, assumptions (as detailed in the
description of this Key Audit Matter) were determined
for each individual property to reflect its
characteristics, its overall quality, geographic location
and desirability as a whole.
Valuation adjustments
We tested the adjustments made to the valuations
determined by the Valuers as at 31 March 2023 as
detailed in the description of this Key Audit Matter.
This testing included:
● obtaining quantity surveyors reports, on a sample
basis, to support the estimated cost to complete
and/or remediate as at 31 March 2023
● obtaining support for a sample of transactions
included in work in progress as at 31 March 2023
● testing inputs into the gross up calculation
including:
– utilising our data workflow tool to:
○ check the carry over of existing resident
data, which comprises refundable
occupation licence payments in place as at
31 March 2022
○ recalculate management fees receivable
– testing a sample of new refundable occupation
licenses entered into during the year ended 31
March 2023
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS70AUDITOR’S REPORT
INDEPENDENT AUDITOR’S REPORT (continued)
To the shareholders of Oceania Healthcare Limited
PwC 5
Our audit approach
Overview
Overall group materiality: $2.4 million, which represents approximately 1% of
revenue.
We chose revenue as the benchmark because, in our view, it is a key financial
metric used in assessing the performance of the Group and is not as volatile as
other profit or loss measures.
We tailored the scope of our audit in order to perform sufficient work to enable
us to provide an opinion on the consolidated financial statements as a whole,
taking into account the structure of the Group, the accounting processes and
controls, and the industry in which the Group operates.
As reported above, we have two key audit matters, being:
● Valuation of investment property and freehold land and buildings
● Deferred tax on investment property and care suites
As part of designing our audit, we determined materiality and assessed the risks of material
misstatement in the consolidated financial statements. In particular, we considered where
management made subjective judgements; for example, in respect of significant accounting estimates
that involved making assumptions and considering future events that are inherently uncertain. As in all
of our audits, we also addressed the risk of management override of internal controls, including among
other matters, consideration of whether there was evidence of bias that represented a risk of material
misstatement due to fraud.
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain
reasonable assurance about whether the consolidated financial statements are free from material
misstatement. Misstatements may arise due to fraud or error. They are considered material if,
individually or in aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of the consolidated financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall Group materiality for the consolidated financial statements as a whole as set out
above. These, together with qualitative considerations, helped us to determine the scope of our audit,
the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both
individually and in aggregate, on the consolidated financial statements as a whole.
How we tailored our group audit scope
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion
on the consolidated financial statements as a whole, taking into account the structure of the Group, the
accounting processes and controls, and the industry in which the Group operates.
Other information
The Directors are responsible for the other information. The other information comprises the
information included in the Annual Report, but does not include the consolidated financial statements
and our auditor's report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do
not express any form of audit opinion or assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
PwC 4
Description of the key audit matter How our audit addressed the key audit matter
existence of significant estimation
uncertainty, coupled with the fact that only
a small percentage difference in
assumptions on individual properties, when
aggregated, could result in material
differences, is why we have given specific
audit focus and attention to this area.
We considered management’s assessment of the
Group’s market capitalisation compared to the
Group’s net assets. This analysis was completed as
part of our assessment of indicators of impairment.
We considered the adequacy of the disclosures made
in note 3 and note 1.4 to the consolidated financial
statements. These notes explain that there is
significant estimation uncertainty in relation to the
valuation of investment property and freehold land
and buildings.
Deferred tax on investment property
and care suites
As disclosed in note 5.1 of the
consolidated financial statements, the
Group assesses deferred tax on
investment property and care suites on the
basis that the asset value will be realised
through use (‘Held for Use’).
In applying the Held for Use methodology,
the Group makes four key assumptions
which involve significant judgement:
1. Determining the amount of taxable cash
flows;
2. Timing of taxable cash flows, being at
the end of the Occupation Right
Agreement (ORA) period;
3. Apportionment of the value of
investment property between land and
buildings; and
4. Determining the number of years that
commercial investment property is
expected to be in use and depreciable
for tax purposes.
Due to the significant judgement exercised
by the Group in determining the deferred
tax on investment property and care suites,
we have given specific audit focus and
attention to this area.
Assumptions with respect to realisation through
held for use
With respect to the assumptions used in the
calculation of deferred tax, we challenged the work
performed and assessed the reasonableness of the
assumptions based on our knowledge of the tax
legislation and other accepted approaches in the
industry.
1. Determining the amount of taxable cash flows
We agreed the amount of taxable cash flows of
investment property and care suites to the Valuers’
report, which is based on materially the same
assumptions and estimates used in the valuation of
investment property and care suites described
above.
2. Timing of taxable cash flows
We tested a sample of new ORAs to confirm that the
Deferred Management Fees (DMF) are contractually
earned at the end of the ORA period.
3. Apportionment of investment property
We have agreed the inputs to the apportionment
calculation to the Valuers’ land valuation and
recalculated the apportionment between land and
buildings.
4. Determining the number of years that
commercial investment property is expected to
be depreciable for tax purposes
We determined a reasonable range for the expected
period in which the relevant assets will be in use and
depreciable for tax purposes. Management’s
judgement was within this range.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS71AUDITOR’S REPORT
INDEPENDENT AUDITOR’S REPORT (continued)
To the shareholders of Oceania Healthcare Limited
PwC 6
with the consolidated financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated. If, based on the work we have performed on the other information
that we obtained prior to the date of this auditor’s report, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have nothing to report in
this regard.
Responsibilities of the Directors for the consolidated financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of
the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal
control as the Directors determine is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Directors are responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to liquidate
the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements, as a whole, are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements is
located at the External Reporting Board’s website at:
https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/
This description forms part of our auditor’s report.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been
undertaken so that we might state those matters which we are required to state to them in an auditor’s
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our
audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Lisa Crooke.
For and on behalf of:
Chartered Accountants
24 May 2023
Auckland
PwC 6
with the consolidated financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated. If, based on the work we have performed on the other information
that we obtained prior to the date of this auditor’s report, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have nothing to report in
this regard.
Responsibilities of the Directors for the consolidated financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of
the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal
control as the Directors determine is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Directors are responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to liquidate
the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements, as a whole, are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements is
located at the External Reporting Board’s website at:
https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/
This description forms part of our auditor’s report.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been
undertaken so that we might state those matters which we are required to state to them in an auditor’s
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our
audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Lisa Crooke.
For and on behalf of:
Chartered Accountants
24 May 2023
Auckland
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS72AUDITOR’S REPORT
CORPORATE GOVERNANCE
This section of the Annual Report provides information on Directors’ independence, diversity and
inclusion policies, remuneration and statutory disclosures.
Oceania’s governance framework is guided by the recommendations set out in the 2020 edition
of the NZX Corporate Governance Code (NZX Code). Oceania has prepared a statement on
the extent to which it has followed the recommendations in the NZX Code. The Corporate
Governance Statement is current as at 31 March 2023. Oceania considers that it has followed
the recommendations in the NZX Code in all respects during the year ended 31 March 2023.
For detailed information on Oceania’s corporate governance policies, practices and processes please
refer to the Investor Centre section on the Oceania website - oceaniahealthcare.co.nz/investor-
centre/governance. This contains the following documents:
Corporate Governance Statement
Constitution
Charters
– Board Charter
– Audit Committee Charter
– Clinical and Health and Safety Committee Charter
– Development Committee Charter
– People and Culture Committee Charter
– Sustainability Committee Charter
Policies
– Code of Values and Conduct
– Continuous Disclosure Policy
– Diversity and Inclusion Policy
– External Auditor Independence Policy
– Fraud Policy
– Health and Safety Policy
– Privacy Policy
– Remuneration Policy
– Trading in Company Securities Policy
– Whistleblowing Policy
Dividend Reinvestment Plan Offer Document
Director independence
As at 31 March 2023, the Board comprised seven Directors. All of the Directors are non-executive
Directors. The Board has considered which of the Directors are Independent Directors for the
purposes of the NZX Listing Rules (Rules), having regard to the Rules, including the factors in the
NZX Code. The Board has determined that, as at 31 March 2023, all seven Directors are Independent
Directors, including the Chair and the Chair of the Audit Committee. As at the date of this Annual
Report, the Directors are:
Elizabeth CouttsChair, Independent DirectorAppointed in November 2014
Alan IsaacIndependent DirectorAppointed in October 2015
Dame Kerry PrendergastIndependent DirectorAppointed in December 2016
Sally EvansIndependent DirectorAppointed in March 2018
Gregory TomlinsonIndependent DirectorAppointed in March 2018
Robert HamiltonIndependent DirectorAppointed in September 2021
Peter DufaurIndependent DirectorAppointed in September 2021
Committee Membership
The Board has five standing committees to assist in the execution of the Board’s duties, being
the Audit Committee, the People and Culture Committee, the Clinical and Health and Safety
Committee, the Development Committee and the Sustainability Committee. As at 31 March 2023,
membership of the committees was as follows:
Audit Committee – Alan Isaac (Chair), Elizabeth Coutts, Robert Hamilton
People and Culture Committee – Sally Evans (Chair), Elizabeth Coutts, Alan Isaac
Clinical and Health and Safety Committee – Dame Kerry Prendergast (Chair), Elizabeth Coutts,
Sally Evans
Development Committee – Gregory Tomlinson (Chair), Elizabeth Coutts, Peter Dufaur
Sustainability Committee – Robert Hamilton (Chair), Elizabeth Coutts, Sally Evans
Diversity and Inclusion
Oceania’s Diversity and Inclusion Policy is available on its website at oceaniahealthcare.co.nz/
investor-centre/governance. The Diversity and Inclusion Policy aims to ensure that Oceania has a
focus on diversity throughout the organisation. This recognises that a diverse workforce contributes
to business growth and performance, helping to drive an inclusive, high performance environment.
The Board considers that the Diversity and Inclusion Policy has been successfully implemented
across the business with an excellent balance of gender and ethnicity at Director and officer levels.
As at 31 March 2023 (and 31 March 2022 for the prior comparative period), the gender breakdown of
the Directors, officers (as that term is defined in the NZX Listing Rules) and employees is as follows:
31 March 202331 March 2022
GenderMaleFemaleGender Diverse
1
MaleFemaleGender Diverse
1
Directors43043-
Officers23023-
Employees4662,425164482,421-
Oceania is introducing internal systems and processes to allow regular and efficient monitoring of
policy objectives.
1 Gender diverse is self-identified and includes undeclared gender and “other” gender. Gender diverse statistics were not collected as at
31 March 2022.
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS73CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
Remuneration Report
Remuneration Overview
Oceania presents this remuneration overview for the year ended 31 March 2023. This overview
provides details of Oceania’s approach to remuneration including incentive plans for executives that
were in place for the year ended 31 March 2023 and remuneration received by the Chief Executive
Officer (CEO) and the Directors.
Remuneration Principles
It is recognised that in order to drive sustainable business performance and execute the strategic
plan, Oceania must attract and retain people of a high calibre with requisite expertise. Accordingly,
the Board sets the remuneration of executives with regard to this and other business objectives.
It is Oceania’s policy to align components of executive remuneration with the performance of
Oceania and its shareholders. Executive remuneration therefore comprises both fixed and “at risk”
(or performance-based) elements which are both short and long-term in nature. The purpose of
this policy is to ensure that the interests of the executives, Oceania and its shareholders are aligned
during the period over which the business results are realised.
As a result, the remuneration framework is structured to promote the long-term sustainable growth
of Oceania with a portion of performance-based senior executive remuneration awarded as rights
to equity.
Remuneration Governance
Oceania has established a People and Culture Committee to assist the Board in the conduct of the
Board’s responsibilities with regard to people and culture, including remuneration. The People and
Culture Committee Charter can be found at oceaniahealthcare.co.nz/investor-centre/governance.
The People and Culture Committee is responsible for:
– Reviewing and recommending changes to Oceania’s remuneration structure, people policies,
procedures and practices, objectives and performance;
– Reviewing and recommending changes to the remuneration of the CEO and executives,
having regard to Oceania’s strategy, vision, values, business objectives and performance, the
responsibilities and performance of executives and the general external market; and
– Reviewing and recommending changes to Director fees, taking into account the external market,
work load, succession planning and the need to offer competitive fees to attract and retain non-
executive Directors of a high calibre.
The Board is responsible for:
– Approving changes to Oceania’s remuneration structure, people policies, procedures and
practices, objectives and performance;
– Approving changes to the remuneration of the CEO and executives; and
– Recommending changes to non-executive Director remuneration, for approval by shareholders.
The members of the People and Culture Committee during the year ended 31 March 2023 were
Sally Evans (Chair), Elizabeth Coutts and Alan Isaac.
CORPORATE GOVERNANCE (continued)
Executive Remuneration Framework
Oceania’s remuneration structure for executives, including the CEO, comprises three elements:
– Total fixed remuneration (TFR);
– Short term incentive (STI); and
– Long term incentive (LT I).
The following summarises each component of executive remuneration. A summary of the
remuneration of the CEO, Brent Pattison, is set out below.
a. Total Fixed Remuneration
Fixed remuneration includes base salary, the provision of a carpark, a vehicle allowance (in
some cases) and Kiwisaver contributions. Each executive’s fixed remuneration is set based on the
individual’s position, market relativity, and the individual’s qualifications and experience. TFR is
reviewed annually.
b. Short Term Incentive
The STI is currently a cash payment which is dependent on the achievement of a combination of
Oceania and individual performance measures and is capped at a maximum achievement of 100%
of base salary.
The performance measures are set by reference to the executive’s responsibility and particular
projects relevant to that executive and the business or function for which they are responsible.
The purpose of the STI is to reward executives for meeting measurable objectives linked to a
financial year.
The table below sets out the key terms for the STI plan granted to executives during the year ended
31 March 2023.
FeatureApproach
PurposeAlign individual performance with Oceania objectives
Provide individuals with a competitive market position for total reward
(ie variable and fixed pay components)
EligibilityThose considered for participation in the STI programme must be able to
impact the performance of their work area or function and also contribute
to Oceania’s overall performance.
InstrumentCash
Performance criteriaThe following criteria must be met before any payments are made:
– Underlying EBITDA target for the financial year
– Targets related to the delivery of strategic pillar initiatives
– Targets focused on delivery key business projects
– Achievement of a health and safety target
– Achievement of a sustainability target
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS74CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
c. Long Term Incentive
For the year ended 31 March 2023, Oceania had a performance share rights plan as its LTI for
the executive team. The value and targets for the LTI plan are determined by the Board and are
designed to provide an incentive to executives, retain key talent within the executive team and
align the interests of the executive team and shareholders through the successful execution of
Oceania’s strategy.
The table below sets out the key terms for the grants made to executives under the LTI plan during
the year ended 31 March 2023:
FeatureApproach
EligibilityThe Board determines whether an LTI plan will operate and the extent
(if any) to which each executive is invited to participate in an LTI plan
each year.
InstrumentParticipants receive an allocation of Performance Share Rights.
Participants are granted a share right dollar allocation as assessed
by the Board with reference to external benchmarking. The number
of Performance Share Rights to be allocated to each participant
is determined based on the volume weighted average share price
(VWAP) calculated over a 20 working day period on either side of the
year end results announcement.
If the performance hurdle is met at the end of a performance period,
some or all of the Performance Share Rights will become Qualifying
Share Rights.
If the participant remains employed with Oceania until the vesting
date, the Qualifying Share Rights will vest and be eligible for
conversion into ordinary shares in Oceania for nil consideration.
On conversion, participants will receive one ordinary share per
Qualifying Share Right, less an adjustment for the amount of PAYE tax
paid by Oceania on the participant’s behalf for the benefit which the
participant receives from the scheme.
Performance periodThere are three performance periods, each applying to one third of
the Performance Share Rights in a grant, including:
– one year from 1 April 2022 to 31 March 2023;
– two years from 1 April 2022 to 31 March 2024; and
– three years from 1 April 2022 to 31 March 2025.
FeatureApproach
Performance hurdleTSR Performance Hurdle: Oceania’s total shareholder return (TSR)
in the performance period relative to total shareholder return of the
NZX50 group of companies. If Oceania is in the bottom quartile of TSR
performance for the NZX50 group, then no Performance Share Rights
will become Qualifying Share Rights. If Oceania is between 25% and
75% of TSR performance for the NZX50 group, then Performance
Share Rights will become Qualifying Share Rights on a sliding scale.
If Oceania is in the top quartile of TSR performance for the NZX50
group, then 100% of Performance Share Rights will become Qualifying
Share Rights.
Dividends and voting rightsPerformance Share Rights do not have voting rights or entitlement to
dividends.
Cessation of employment – If a participant ceases to be employed due to an Involuntary Event
(such as death, redundancy or total permanent illness or injury),
the Board may, in its absolute discretion, determine whether the
participant’s Qualifying Share Rights and any other Performance
Share Rights may be retained by the participant as if he or she
remained employed by Oceania, or whether the vesting of such
Qualifying Share Rights and any other unvested Performance Share
Rights may be accelerated. Any Performance Share Rights that are
not retained or vested will lapse.
– If a participant ceases to be employed for any other reason, all
of the participant’s Performance Share Rights, including any
Qualifying Share Rights, will lapse.
VestingAlthough Performance Share Rights become Qualifying Share Rights
at the end of each financial year (subject to meeting the performance
hurdle), participants must wait until the vesting date for the Qualifying
Share Rights to become eligible to convert into ordinary shares. The
vesting date is 31 March 2025.
In addition to the grant summarised above, there was a small grant of 2020/2023 Performance
Share Rights to the CEO to reflect an entitlement under the CEO’s employment contract for the year
ended 31 March 2021. This is summarised further under “LTI Payment” below.
The Board is currently considering the structure of the LTI grant for the year ended 31 March 2024.
CORPORATE GOVERNANCE (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS75CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
CEO Remuneration
The remuneration for the CEO for the year ended 31 March 2023 is as follows:
Total fixed remunerationSTISubtotalLTIP
Remuneration
Total
Base SalaryOther Benefits
Paid in FY2023
1
$729,240$116,104$292,500$ 1 , 1 3 7, 8 4 4$ 7, 6 8 5$1,145,529
Earned in FY2023
2
$729,240$116,104$154,000$999,344$ 7, 6 8 5$1,007,029
1. The total fixed remuneration and STI figures above include all monetary payments actually paid during the course of the year ended
31 March 2023, which include performance incentive payments for the year ended 31 March 2022. The table does not include amounts
paid after 31 March 2023 that relate to the year ended 31 March 2023.
2 The total fixed remuneration and STI figures include all monetary amounts earned in respect of the year ended 31 March 2023.
The remuneration for the CEO for the year ended 31 March 2022 (being the prior comparative
period) was as follows
1
:
Total fixed remunerationSTISubtotalLTIP
Remuneration
Total
Base SalaryOther Benefits
$601,839$61,802$292,500$956,141$252,926$1,209,067
1. The total fixed remuneration and STI figures above include all monetary payments actually paid during the course of the year ended
31 March 2022, which include performance incentive payments for the ten month period ended 31 March 2021. The table does not
include amounts paid after 31 March 2022 that relate to the year ended 31 March 2022.
Fixed remuneration
In the year ended 31 March 2023, the CEO, Mr Pattison received fixed remuneration of
$845,344. This includes a base salary, the provision of a carpark, a vehicle allowance and
Kiwisaver contributions.
STI payment
In the year ended 31 March 2023, Mr Pattison received an STI payment of $292,500 for the
achievement of certain targets in the year ended 31 March 2022. Targets were set with reference to a
10% increase in underlying EBITDA, sales and resales volumes, occupancy rates, the number of units
under construction, retention of key staff, the number of care centres achieving three or four year
certification, a health and safety target and an acquisition target.
In relation to the STI for the year ended 31 March 2023, targets were set with reference to a 10%
increase in underlying EBITDA, sales volumes, occupancy rates, the number of units delivered in the
period, employer NPS, a health and safety target, a sustainability target and an acquisition target.
Mr Pattison’s STI entitlement under the STI for the year ended 31 March 2023 is $280,000 and it
is expected that Mr Pattison will receive 55% of the STI entitlement in respect of the year ended
31 March 2023. This payment will be made in May 2023.
LT I p a y m e n t
During the year ended 31 March 2023, Mr Pattison received long term incentive benefits (comprised
of Performance Share Rights) of $400,000 value at the time of grant.
The performance conditions for the 2022/2025 Performance Share Rights granted during the year
ended 31 March 2023 are described above.
Mr Pattison was also granted 3,816 “2020/2023 Performance Share Rights” on the same terms and
conditions, performance hurdles, and measurement periods, as Performance Share Rights granted in
the year ended 31 March 2021. This reflected an entitlement in Mr Pattison’s employment agreement
for that year which had not previously been awarded. These 2020/2023 Performance Share Rights
are subject to two performance hurdles, including:
(a) a TSR performance hurdle; and
(b) a hurdle based on annual growth in underlying earnings (before interest, tax, depreciation and
amortisation) per share.
The vesting date for 2020/2023 Performance Share Rights was 31 March 2023.
Long term incentives in the form of equity instruments received by Mr Pattison to 31 March 2023 are:
Grant DateVesting DateInstrumentStatus
LTI 2022/20251 April 202231 March 2025
395,922 Performance
Share RightsUnvested
LTI 2021/20241 April 202131 March 2024
375,000 Performance
Share RightsUnvested
LTI 2020/202315 September 202031 March 2023
421,254 Performance
Share Rights
1
50% vested
50% lapsed
1 Includes 417,442 Performance Share Rights granted in FY2021 and 3,816 Performance Share Rights granted in FY2023.
Key terms of CEO employment contract
The table below sets out the key terms of Mr Pattison’s employment contract:
Contract duration
Notice period –
company
Notice period –
CEO
Termination
provision (where
notice provided)
Post-employment
restraint
Ongoing until terminated by either party
6 months unless
for cause6 months6 months12 months
Three-year summary – CEO’s remuneration
NameTotal Remuneration
Percentage STI
against maximum
Percentage
vested LTIs
against maximum
Span of LTI
performance period
Brent PattisonFY2023$1,145,52955%50%
2020-2021;
2020-2022; or
2020-2023
3
FY2022$1,209,067100%N /AN /A
FY2021
1
$39,3130%
2
N /AN /A
1 Pro rated from start date of 6 March 2021
2 Mr Pattison’s STI received in FY2021 is not included as the STI related to the period in which Mr Pattison was Chief Financial Officer.
3 Performance Share Rights in this grant had a measurement date of either 31 March 2021, 31 March 2022 or 31 March 2023, on which
date performance against the performance hurdles was measured. All vesting occurred at the end of the three year period, on
31 March 2023.
CORPORATE GOVERNANCE (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS76CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
Breakdown of CEO’s pay for performance (FY2023)
DescriptionPerformance measuresPercentage achieved
STISet at a gross target amount of
40% of base remuneration (giving
a current target of $280,000) and
is achievable in each financial year
100% on company performance55%
LTI – 2020/2023
1
Three-year grant50% based on TSR performance
relative to NZX50 group
33%
50% based on growth in
underlying earnings per share
being equal to or greater than
the target
67%
1 The LTI-2020/2023 grant was based on Mr Pattison’s appointment as Chief Financial Officer
Total Shareholder Return Performance (Five Year Summary)
50
100
150
200
Mar 23Mar 22Mar 21Mar 20Mar 19Mar 18
Total Shareholder Return (rebased to 100)
OceaniaNZX50
Directors’ Fees
Directors’ remuneration is paid in the form of fees. A higher level of fees is paid to the Chair
to reflect the additional time and responsibilities that this position involves. Additional fees are
payable in respect of work carried out by the Chairs of the Audit Committee, People and Culture
Committee, the Clinical and Health and Safety Committee, the Development Committee and the
Sustainability Committee.
Non-executive Directors do not receive performance-based remuneration.
Total remuneration for non-executive Directors is subject to an aggregate fee pool limit. As at
31 March 2023, the maximum fee pool for non-executive Directors was $896,000 (plus GST, if any)
per annum. The pool was last fixed at the Annual Shareholders Meeting on 23 June 2022. This
maximum fee pool comprises total annual fees payable to non-executive Directors of $871,000 (plus
GST, if any) as well as headroom of $25,000 in order to allow for the Board to approve payments to
non-executive Directors for assuming additional responsibilities above and beyond the normal duties
of either the Board or a Committee.
In the year ended 31 March 2023, the amount paid to non-executive Directors was $871,000 (plus
GST and expenses). No payments were made to non-executive Directors for assuming additional
responsibilities above and beyond the normal duties of the Board or a Committee for significant
strategic work or projects.
Director Remuneration paid in the year ended 31 March 2023
DirectorBoard Fees
Audit
Committee
Clinical
and Health
and Safety
Committee
People and
Culture
Committee
Development
Committee
Sustainability
Committee
Total
remuneration
Elizabeth
Coutts (Chair)
$200,000-----$200,000
Alan Isaac$100,000$20,000----$120,000
Dame Kerry
Prendergast
$100,000-$15,000---$115,000
Sally Evans$100,000--$12,000--$112,000
Gregory
Tomlinson
$100,000---$12,000-$112,000
Robert
Hamilton
$100,000----$12,000$112,000
Peter Dufaur$100,000-----$100,000
The above fees exclude GST and expenses.
CORPORATE GOVERNANCE (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS77CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
Employees’ Remuneration
Oceania did not employ people directly in the year ended 31 March 2023. All employees are
employed by the subsidiaries of Oceania. The number of employees and former employees of
Oceania’s subsidiaries, not being a Director of Oceania, who received remuneration and other
benefits the value of which was or exceeded $100,000 during the financial year ended 31 March
2023 is set out in the table of remuneration bands below.
The remuneration figures shown in the “Remuneration” column include all monetary payments
actually paid during the course of the year ended 31 March 2023, which include performance
incentive payments for the year ended 31 March 2022. The table does not include amounts paid
after 31 March 2023 that relate to the year ended 31 March 2023.
RemunerationNumber of EmployeesRemunerationNumber of Employees
$100,000 - $109,99963$230,000 - $239,9991
$110,000 - $119,99927$240,000 - $249,9991
$120,000 - $129,99912$250,000 - $259,9993
$130,000 - $139,99914$270,000 - $279,9991
$140,000 - $149,9998$290,000 - $299,9992
$150,000 - $159,99911$300,000 - $309,9991
$160,000 - $169,99910$360,000 - $369,9991
$170,000 - $179,9996$470,000 - $479,9991
$180,000 - $189,9992$500,000 - $509,9991
$190,000 - $199,9991$510,000 - $519,9991
$200,000 - $209,9993$540,000 - $549,9991
$210,000 - $219,9993$1,130,000 - $1,139,9991
$220,000 - $229,9992
Statutory Disclosures
Disclosure of Directors’ Interests
The following particulars were entered in the Interests Register kept for Oceania and its subsidiaries
during the year ended 31 March 2023:
Elizabeth Coutts: Disclosed the following new position: Chair of Voyage Digital (NZ) Limited, trading
as “Two Degrees”.
Disclosed she ceased to hold the following positions: Chair of Skellerup Holdings Limited and director
of other companies in the Skellerup Group.
Dame Kerry Prendergast: Disclosed the following new position: Executive Chair of Royal
New Zealand Ballet.
Disclosed she ceased to hold the following position: Chair of New Zealand Film Commission.
Gregory Tomlinson: Disclosed the following new position: Chair of Heartland Group Holdings
Limited.
Sally Evans: Disclosed the following new position: Director of Allianz Australia Life Policy Services
Pty Limited.
Robert Hamilton: Disclosed the following new positions: Director of NZX Limited, Member of the
Auckland Grammar School Foundation Trust.
Disclosed he ceased to hold the following positions: Director of NZX Limited, Board Trustee of
Auckland Grammar School.
Peter Dufaur: Disclosed the following new position: Director of Seventh Coalition Holdings Limited.
Specific Disclosures
There were no specific disclosures made by Directors during the year ended 31 March 2023 of any
interests in transactions with Oceania or any of its subsidiaries.
Use of Company Information
During the year ended 31 March 2023, the Board did not receive any notices from Directors
requesting use of Oceania’s or any of its subsidiaries’ information.
CORPORATE GOVERNANCE (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS78CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
Securities Dealings of Directors
Dealings by Directors of Oceania in relevant interests in Oceania’s ordinary shares during the year
ended 31 March 2023 are entered in the Interests Register:
DirectorNumber of
ordinary shares
Nature of
relevant interest
Acquisition /
disposal
Consideration
(per share)
Date of Transaction
Sally Evans
40,000
Registered and
beneficial interest
Acquisition
$1.05
24 May 2022
Elizabeth Coutts
50,000
Beneficial interestAcquisition
$1.01
27 May 2022
Elizabeth Coutts
25,000
Beneficial interestAcquisition
$1.04
2 June 2022
Elizabeth Coutts
40,053
Beneficial interest Acquisition
$0.99
21 June 2022
Alan Isaac
4,709
Beneficial interestAcquisition
$0.99
21 June 2022
Dame Kerry Prendergast
5,464
Registered and
beneficial interest
Acquisition
$0.99
21 June 2022
Sally Evans
2,732
Registered and
beneficial interest
Acquisition
$0.99
21 June 2022
Gregory Tomlinson
619,977
Beneficial interestAcquisition
$0.99
21 June 2022
Peter Dufaur
1,167
Registered and
beneficial interest
Acquisition
$0.99
21 June 2022
Elizabeth Coutts
42,762
Beneficial interest Acquisition
$0.80
14 December 2022
Alan Isaac
4,851
Beneficial interest Acquisition
$0.80
14 December 2022
Dame Kerry Prendergast
5,630
Registered and
beneficial interest
Acquisition
$0.80
14 December 2022
Sally Evans
2,827
Registered and
beneficial interest
Acquisition
$0.80
14 December 2022
Gregory Tomlinson
643,618
Beneficial interest Acquisition
$0.80
14 December 2022
Peter Dufaur
1,202
Registered and
beneficial interest
Acquisition
$0.80
14 December 2022
Directors’ Interests in Shares
Directors of Oceania have disclosed the following relevant interests in shares as at 31 March 2023:
DirectorNumber of shares in which a relevant interest is held
Elizabeth Coutts1,902,507 shares
Alan Isaac311,389 shares
Dame Kerry Prendergast361,297 shares
Sally Evans143,584 shares
Gregory Tomlinson
1
27,882,244 shares
Robert Hamilton40,500 shares
Peter Dufaur77,169 shares
1 Gregory Tomlinson’s relevant interests are legally held by Tomlinson Group Investments Limited and Harrogate Trustee Limited.
Indemnity and Insurance
Oceania has granted indemnities, as permitted by the Companies Act 1993 and the Financial
Markets Conduct Act 2013, in favour of each of its Directors. Oceania also maintains Directors’
and Officers’ liability insurance for its Directors and officers.
Auditor’s Fees
Oceania’s external auditor is PricewaterhouseCoopers. Total fees paid to PricewaterhouseCoopers
in its capacity as auditor during the financial year ended 31 March 2023 were $647,000. Total fees
paid to PricewaterhouseCoopers for other professional services (being trustee reporting, agreed
upon procedures for proxy voting at the Annual Shareholder Meeting and services related to
understanding the potential impact of climate related reporting requirements) during the financial
year ended 31 March 2023 were $31,000. No other fees were paid to PricewaterhouseCoopers
for other professional services.
Total fees paid to PricewaterhouseCoopers in its capacity as auditor during the financial
year ended 31 March 2022 (for the prior comparative period) were $540,000. Total fees paid
to PricewaterhouseCoopers for other professional services (being trustee reporting, requested
procedures for the LTIP, services related to understanding the potential impact of climate related
reporting requirements and agreed upon procedures for the Annual Shareholders Meeting) during
the financial year ended 31 March 2022 (for the prior comparative period) were $76,000. No other
fees were paid to PricewaterhouseCoopers for other professional services.
Donations
During the year ended 31 March 2023, Oceania paid a total of $12,621 in donations.
Listings
Oceania’s shares are listed on the NZX Main Board and the Australian Securities Exchange operated
by ASX Limited. Oceania is listed on ASX as a Foreign Exempt Listing, which means that Oceania is
required to comply with the NZX Listing Rules but it is exempt from the majority of the ASX Listing
Rules. In accordance with ASX Listing Rule 1.15.3, Oceania confirms that it has complied with the
NZX Listing Rules for the financial year ended 31 March 2023.
NZX Waivers
Oceania did not apply for or rely upon any waivers from the requirements of the NZX Listing Rules
during the financial year ended 31 March 2023.
Credit Rating
Oceania currently has not sought a credit rating.
Former Directors
Stephen Speers, Paul Gray and Neville Cook resigned as Directors of Bream Bay Village Limited on
1 July 2022.
Subsidiary Company Directors
Brent Pattison and Kathryn Waugh are the Directors of all Oceania’s subsidiaries as at 31 March
2023, with the exception of OCA Employees Trustee Limited (the Directors of which are Elizabeth
Coutts and Sally Evans).
No remuneration is payable, and there is no entitlement to other benefits, for any directorship of
a subsidiary.
CORPORATE GOVERNANCE (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS79CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
Shareholder and Bondholder Information
Twenty Largest Registered Shareholders
(as at 30 April 2023)
Registered ShareholderNumber of Shares% Shares
1
New Zealand Central Securities Depository Limited
(see further table below)
232,514,39532.26
2
Forsyth Barr Custodians Limited4 7, 4 8 7, 6 7 86.59
3
FNZ Custodians Limited38,732,1925.37
4
Custodial Services Limited38,591,5745.35
5
New Zealand Depository Nominee Limited 24,686,4843.42
6
Tomlinson Group Investments Limited
1
23,831,0553.3
7
Hobson Wealth Custodian Limited 22,866,5343.17
8
Lennon Holdings Limited 8,253,4671.14
9
H & G Limited 6,150,0000.85
10
JB Were (NZ) Nominees Limited 5,656,7400.78
11
FNZ Custodians Limited 5,134,7160.71
12
Andrew Craig Strong and Alison Jean Strong 4,669,0710.64
13
JB Were (NZ) Nominees Limited 4,5 8 5,0740.63
14
Harrogate Trustee Limited
1
4,051,1890.56
15
M A Janssen Limited 3,870,0260.53
16
Forsyth Barr Custodians Limited3,236,4820.44
17
Leveraged Equities Finance Limited 3,206,7840.44
18
OCA Employees Trustee Limited 2,636,6590.36
19
FNZ Custodians Limited 2,464,3650.34
20
Hobson Wealth Custodian Limited 2,437,7070.33
Total485,062,1926 7. 2 1
1 Gregory Tomlinson’s relevant interests are held by Tomlinson Group Investments Limited and Harrogate Trustee Limited
New Zealand Central Securities Depository Limited provides a custodial depository service that
allows electronic trading of securities to its members. It does not have a beneficial interest in these
shares. Its major holdings of Oceania shares are held on behalf of:
NameNumber of Shares% Shares
1BNP Paribas Nominees (NZ) Limited 33,313,659 4.62
2
HSBC Nominees (New Zealand) Limited 25,348,085 3.52
3
MFL Mutual Fund Limited 24,698,588 3.43
4
Accident Compensation Corporation 21,928,302 3.04
5
Generate Kiwisaver Public Trust Nominees Limited 21,716,060 3.01
6
ANZ Wholesale Trans-Tasman Property Securities Fund 20,962,952 2.91
7
Citibank Nominees (New Zealand) Limited 17,619,181 2.45
8
JP Morgan Chase Bank NA NZ 1 7, 5 3 1 ,7 3 7 2.43
9
HSBC Nominees (New Zealand) Limited 1 2 , 3 5 7, 8 6 9 1.72
10
ANZ Wholesale Australasian Share Fund 9,321,825 1.29
11
Simplicity Nominees Limited 6,454,423 0.90
12
TEA Custodians Limited Client Property Trust Account 6,008,710 0.83
13
Pathfinder Nominees Limited 5,934,909 0.82
14
Public Trust Class 10 Nominees Limited 2,681,299 0.37
15
BNP Paribas Nominees (NZ) Limited 2,615,422 0.36
16
ANZ Wholesale Property Securities 2,115,160 0.29
17
BNP Paribas Nominees (NZ) Limited 585,700 0.08
18
ANZ Custodial Services New Zealand Limited 540,946 0.08
19
Public Trust RIF Nominees Limited 370,083 0.05
20
Public Trust RIF Nominees Limited 270,218 0.04
Spread of Registered Shareholdings
(as at 30 April 2023)
Size of HoldingNumber of Shareholders%Number of Shares%
1 – 1,00098611.5482,6090.07
1,001 – 5,0002,12624.796,240,7300.86
5,001 – 10,0001,62318.931 2 , 3 8 7,7 5 81.72
10,001 – 100,0003,39939.63102,095,92214.17
100,001 and over4425.15599,348,16683.18
Totals8,576100720,555,185100
CORPORATE GOVERNANCE (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS80CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
Substantial Product Holders
According to notices given under the Financial Markets Conduct Act 2013, the following were
substantial product holders of Oceania as at 31 March 2023:
Substantial Product HolderNumber of Shares
% of shares held
at date of noticeDate of Notice
ANZ New Zealand Investments Limited, ANZ Bank
New Zealand Limited and ANZ Custodial Services
New Zealand Limited
54,134,5767. 5 6 915 December 2022
Twenty Largest Registered Bondholders OCA 010
(as at 30 April 2023)
Registered BondholderNumber of Bonds% Bonds
1Custodial Services Limited 44,574,00035.65
2
New Zealand Central Securities Depository Limited
(see further table below)
24,351,00019.48
3
FNZ Custodians Limited 17,306,00013.84
4
Hobson Wealth Custodian Limited 11,404,0009.12
5
Forsyth Barr Custodians Limited 5,118,0004.09
6
Investment Custodial Services Limited 2,446,0001.95
7
Forsyth Barr Custodians Limited 1,277,0001.02
8
JB Were (NZ) Nominees Limited 1,275,0001.02
9
FNZ Custodians Limited 940,0000.75
10
FNZ Custodians Limited 695,0000.55
11
David James Foster & Linda Joyce Foster 500,0000.4
12
Craig John Thompson 500,0000.4
13
Custodial Services Limited 452,0000.36
14
Henry & William Williams Memorial Trust Incorporated 400,0000.32
15
Hugh McCracken Ensor 370,0000.29
16
William Leonard Wright & Gillian Wright 350,0000.28
17
Hobson Wealth Custodian Limited 200,0000.16
18
Robert Raymond Paterson 200,0000.16
19
Hobson Wealth Custodian Limited 195,0000.15
20
Gabriele Landvogt 170,0000.13
Total112,723,00090.12
New Zealand Central Securities Depository Limited provides a custodial depository service that
allows electronic trading of securities to its members. It does not have a beneficial interest in these
bonds. Its major holdings of Oceania bonds are held on behalf of:
NameNumber of Bonds% Bonds
1TEA Custodians Limited Client Property Trust Account 12,590,000 10.07
2
Generate Kiwisaver Public Trust Nominees Limited 4,080,000 3.26
3
Mint Nominees Limited 3,490,000 2.79
4
Queen Street Nominees ACF PIE Funds 2,895,000 2.32
5
JP Morgan Chase Bank NA NZ Branch 500,000 0.40
6
Public Trust RIF Nominees Limited 358,000 0.29
7
Public Trust RIF Nominees Limited 160,000 0.13
8
ANZ Custodial Services New Zealand Limited 110,000 0.09
9
Public Trust Class 10 Nominees Limited 97,000 0.08
10
BNP Paribas Nominees (NZ) Limited 71,000 0.06
Spread of Registered Bondholdings OCA 010
(as at 30 April 2023)
Size of HoldingNumber of Bondholders%Number of Bonds%
1,001 – 5,000184.0690,0000.07
5,001 – 10,0008819.86864,0000.69
10,001 – 100,00030368.410,560,0008.45
100,001 and over347. 6 8113,486,00090.79
Totals443100125,000,000100
CORPORATE GOVERNANCE (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS81CORPORATE GOVERNANCE
CORPORATE GOVERNANCE (continued)
Twenty Largest Registered Bondholders OCA 020
(as at 30 April 2023)
Registered BondholderNumber of Bonds% Bonds
1
New Zealand Central Securities Depository Limited
(see further table below)
28,303,00028.3
2
Custodial Services Limited 25,466,00025.46
3
FNZ Custodians Limited 11,242,00011.24
4
Forsyth Barr Custodians Limited 10,425,00010.42
5
Hobson Wealth Custodian Limited 8,223,0008.22
6
Investment Custodial Services Limited 1,830,0001.83
7
Forsyth Barr Custodians Limited 1,066,0001.06
8
FNZ Custodians Limited 922,0000.92
9
Hobson Wealth Custodian Limited 623,0000.62
10
JB Were (NZ) Nominees Limited 569,0000.56
11
KIWIGOLD.CO.NZ Limited 400,0000.4
12
Marianne Mathilde Marie Stoessel 350,0000.35
13
Andrew William Gawlik & Susan Mary Gawlik 280,0000.28
14
Custodial Services Limited 183,0000.18
15
JB Were (NZ) Nominees Limited 175,0000.17
16
FNZ Custodians Limited 173,0000.17
17
Paul Arnold Aitken 170,0000.17
18
Lili Wang 150,0000.15
19
Woodford Enterprises Limited 150,0000.15
20
Visregen Technologies Limited 140,0000.14
Total90,840,00090.79
New Zealand Central Securities Depository Limited provides a custodial depository service that
allows electronic trading of securities to its members. It does not have a beneficial interest in these
bonds. Its major holdings of Oceania bonds are held on behalf of:
NameNumber of Bonds% Bonds
1Generate Kiwisaver Public Trust Nominees Limited 12,100,000 12.1
2
National Nominees Limited 9,553,000 9.55
3
TEA Custodians Limited Client Property Trust Account 5,900,000 5.9
4
JP Morgan Chase Bank NA NZ Branch 400,000 0.4
5
Westpac Banking Corporate NZ Financial Markets Group 172,000 0.17
6
Public Trust RIF Nominees Limited 110,000 0.11
7
BNP Paribas Nominees (NZ) Limited 68,000 0.07
Spread of Registered Bondholdings OCA 020
(as at 30 April 2023)
Size of HoldingNumber of Bondholders%Number of Bonds%
1,001 – 5,0005510.83275,0000.28
5,001 – 10,00013726.971,134,0001.13
10,001 – 100,00028956.897,569,0007. 5 7
100,001 and over275.3191,022,00091.02
Totals508100100,000,000100
CORPORATE GOVERNANCE (continued)
OCEANIA ANNUAL REPORT 2023BETTER CONNECTIONCONTENTS82CORPORATE GOVERNANCE
oceaniahealthcare.co.nz
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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