Fletcher Building reports FY23 result, final dividend of 16
Fletcher Building Limited, Private Bag 92114, Auckland 1142, 810 Great South Road, Penrose, Auckland 1061, New Zealand
Fletcher Building reports FY23 result, final dividend of 16 cps
Auckland, 16 August 2023: Fletcher Building today announced its audited financial results for the
year ended 30 June 2023 (FY23). The company also announced a fully imputed final dividend of
16.0 cents per share.
• Revenue of $8,469 million, compared to $8,498 million in FY22
• EBIT before significant items of $798 million, up 6% from $756 million in FY22
• EBIT margin of 9.4%, compared to 8.9% in FY22
• Net Profit After Tax of $235 million (including significant items of $301 million), compared to
$432 million in FY22
• Return on Funds Employed before significant items 17.1%, compared to 19.3% in FY22
• Cash flows from operations of $388 million, compared to $592 million in FY22
• Fully imputed final dividend 16 cents per share, bringing full-year FY23 dividend to 34 cps
Fletcher Building chief executive Ross Taylor said: “Fletcher Building’s FY23 financial result
continues to build on the progress we have made in both EBIT levels and EBIT margins over the
last several years.
“Despite softer residential markets in New Zealand and Australia, and the major New Zealand
weather events in the second half, Group EBIT before significant items grew by 6% in FY23 to
$798 million. Group EBIT margin of 9.4% in FY23 lifted from 8.9% in FY22, a good performance in
a slowing market. Our return on funds employed (ROFE) remained ahead of target at 17.1%.
“Net profit after tax was $235 million, impacted by significant items charges of $301 million. The
significant items related mainly to additional provisions of $255 million on the New Zealand
International Convention Centre and Hobson Street Hotel (‘NZICC’) project.
“Cash flows from operating activities were $388 million, compared to $592 million in FY22.
Adjusting for tax, funding costs and lease principal repayments, Fletcher Building businesses
generated trading cash flows of $475 million compared to $462 million in FY22. Our balance sheet
remains strong with $1.4 billion liquidity.
“The Board has approved a fully imputed and unfranked final dividend for the year ended 30 June
2023 of 16.0 cents per share to be paid on 5 October 2023. Combined with the 18.0 cents per
share interim dividend, this brings the total dividend to 34.0 cents per share for the FY23 year.
“Looking forward to FY24, we expect some further tightening in our overall volumes and so our
focus remains on strong customer performance, cost control and pricing disciplines across our
businesses. We have shown we are well equipped to continue performing solidly through the
cycle.
Fletcher Building Limited, Private Bag 92114, Auckland 1142, 810 Great South Road, Penrose, Auckland 1061, New Zealand
“We also continue to look beyond the cycle and are now well into our $800 million growth
investment programme for the period FY23-FY26. Identified opportunities have been assessed
against robust criteria including exceeding our ROFE target rates of 15%. These include the
Laminex Taupo wood panels plant, Comfortech insulation, a new Frame & Truss plant, and the
acquisitions of Tumu and Waipapa Timber. These will progressively mature over the coming
couple of years and by FY27 we would expect to see a full run-rate EBIT uplift of approximately
$120 million to our underlying earnings base.
“Our $400 million investment in Winstone Wallboards GIB® plasterboard manufacturing and
distribution facility in Tauranga has now commenced production and will be fully operational by
the end of October 2023. The new plant’s state-of-the-art technology delivers more production
capacity allowing for product innovation and future growth.
“Reflecting on all we’ve accomplished over the past year, I’m pleased with the way our people
have continued to show their resilience, innovative spirit and commitment to supporting our
customers and each other. I also wish to acknowledge and thank our shareholders, customers,
and suppliers for their continued support.”
Authorised by:
Andrew Clarke
Company Secretary
For further information please contact:
MEDIA
Christian May
General Manager – Group Corporate Affairs
+64 21 305 398
Christian.May@fbu.com
INVESTORS AND ANALYSTS
Aleida White
Head of Investor Relations
+64 21 155 8837
Aleida.White@fbu.com
---
Fletcher Building Limited
Fletcher Building
Full Year Results to
30 June 2023
16 August 2023
Important Information
ThispresentationhasbeenpreparedbyFletcherBuildingLimitedanditsgroupofcompanies(“FletcherBuilding”)forinformationalpurposes. Thisdisclaimerappliestothis
documentandtheverbalorwrittencommentsofanypersonpresentingit.
ThispresentationprovidesadditionalcommentontheAnnualReport2023dated16August2023.Assuch,it shouldbereadinconjunctionwithandsubjecttotheexplanations
andviewsgiveninthatdocument.Unlessotherwisespecified,allinformationis fortheyearended30June2023.
Incertainsectionsofthispresentation,FletcherBuildinghaschosentopresentcertainfinancialinformationexclusiveoftheimpactofsignificantitems. A numberofnon-GAAP
financialmeasuresareusedinthispresentationwhichareusedbymanagementtoassesstheperformanceofthebusinessandhavebeenderivedfromFletcherBuilding’sfinancial
statementsforthe12monthsended30June2023.Yo ushouldnotconsideranyofthesestatementsinisolationfrom,orasa substitutefortheinformationprovidedinthe
FinancialStatementsforthe12monthsended30June2023,whichareavailableatwww
.fletcherbuilding.com.
TheinformationinthispresentationhasbeenpreparedbyFletcherBuildingwithduecareandattention,however,neitherFletcherBuildingnoranyofitsdirectors,employees,
shareholdersnoranyotherpersongivenanyrepresentationsorwarranties(eitherexpressorimplied)astotheaccuracyorcompletenessoftheinformationandtothemaximum
extentpermittedbyl a w,nosuchpersonshallhaveanyliabilitywhatsoevertoanypersonforanyloss(including,withoutlimitation,arisingfromanyfaultornegligence)arising
fromthispresentationoranyinformationsuppliedinconnectionwithit.
Thispresentationmaycontainforwardlookingstatements,thatisstatementsrelatedtofuture,notpast,eventsorothermatters. Forwardlookingstatementsmayinclude
statementsregardingourintent,belieforcurrentexpectationsinconnectionwithourfutureoperatingorfinancialperformance,ormarketconditions. Suchforwardlooking
statementsarebasedoncurrentexpectations,estimatesandassumptionsandaresubjecttoa numberofrisksanduncertainties,includingmaterialadverseevents,significantone-
offexpensesandotherunforeseeablecircumstances. Thereisnoassurancethatresultscontemplatedinanyoftheseprojectionsandforwardlookingstatementswillbe
realised. Actualresultsmaydiffermateriallyfromthoseprojected. Exceptasrequiredbyl a w,ortherulesofanyrelevantstockexchangeorlistingauthority,nopersonis underany
obligationtoupdatethispresentationatanytimeafteritsreleaseortoprovidefurtherinformationaboutFletcherBuilding.
Theinformationinthispresentationdoesnotconstitutefinancialproduct,legal,financial,investment,taxoranyotheradviceora recommendation.
Page 2 | Fletcher Building Limited Full Year Results Presentation| © August 2023
Fletcher Building Limited
Agenda
1. ResultsOverviewRoss Taylor
2.Financial ResultsBevan McKenzie
3.OutlookRoss Taylor
FY23 summary
Solid Group EBIT and EBIT margin performance overall
FY23 performance
EBIT $798m, up 6% vs FY22
EBIT margin 9.4%, good performance in a slowing market
Net earnings $235m, includes flagged construction provisions of $255m
ROFE 17.1%, balance sheet strong, solid FY23 trading cash flows of $475m
FY23 final dividend of 16.0 cents per share, fully imputed; total FY23 dividends 34.0 cents per share
Actively positioning for growth in the medium term
Total investment programme $800m+ across FY23-26, of which $308m deployed in FY23
Programme includes WaipapaTimber and Tumu acquisitions, plus organic investments in Laminex wood panels,
Comfortech, PlaceMakers frame & truss, and circular economy, targeting $120m+ full run-rate EBIT growth
Cost base and working capital positioned for a softer FY24 to ensure robust margins and cashflows
Ongoing
Performance
& Growth
Note: EBIT, EBIT margin and ROFE are before significant items
Page 4 | Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 results at a glance
Strong earnings & margin uplift driven by materials & distribution divisions despite softer market & NZ weather events
EBIT Margin (%)
1
Revenue ($b)EBIT
1
($m)
ROFE
1,2
($m)
FY23 trading highlights
8.5
8.5
FY22FY23
Materials & distribution divisionsEBIT up 18% YoY despite market
volumes 5-7% lower in FY23 vs 2H22 peak, effective pricing to
recover 6-7% p.a. input cost inflation. Significant improvement in
Australia, EBIT margin 6.0%
Resi& Devthouse sales solid in a challenging NZ housing market,
margins lower as sales prices compressed. Business remains well-
positioned with homes at lower price points
Construction(ex. NZICC $255m provision) flat FY23 performance
and good-quality order book in place for go-forward business
Group ROFE 17.1%
1. Before significant items
2. Return on Funds Employed (ROFE) is EBIT excluding significant items to average funds (net debt and equity less deferred tax asset)
Note: Measures before significant items are non-GAAP measures used by management to assess the performance of the business & have been derived from
Fletcher Building Limited’s financial statements for the period ended 30 June 2023. Details of significant items can be found in note 2.2 of the financial statements
19.3%
17.1%
FY22FY23
Page 5 | Fletcher Building Limited Full Year Results Presentation| © August 2023
756
798
FY22FY23
8.9%
9.4%
FY22FY23
FY23 results at a glance
Strong 2H23 cash flows after rebuild of land & housing stocks; higher leverage ratio through growth investments
Materials & distribution divisionsstrong trading cash flows
2
of
$720m
Resi& Devtrebuild of land stocks following significant drawdown
in FY21-FY22, housing stocks well-controlled in softer market
Constructionimpacted by $31m legacy cash outflow
Group leverage ratio moves to 1.2x as flagged and at lower end of
1.0x-2.0x target range, driven by growth capex and Resi& Devt
stock rebuild. Leverage expected to increase in FY24 on growth
investments and legacy cash outflows
Balance sheetremains strong: $1.4b liquidity
Leverage (Net Debt/EBITDA
2
)
0.6x
1.2x
FY22FY23
Trading Cash Flow
1
($m)
462
475
FY22FY23
1. Includes lease principal payments, excludes cash tax paid and funding costs paid
2. Before significant items
FY23 trading highlights
Page 6 | Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 results at a glance
Final dividend of 16.0 cents per share declared, fully imputed; total FY23 dividends 34.0 cents per share
Net Earnings of $235m includes Significant Items of $301m (vs
$54m in FY22) mainly related to NZICC construction provision
Net earnings before sig items lower vs FY22 due to improved EBIT
offset by higher funding costs as flagged and higher minority
interests
Final dividend of 16.0 cents per share, fully imputed, to be paid on
5 October 2023
EPS (cps)
Dividend (cps)
60.0
53.5
57.7
30.0
Before sig itemsBasic EPS
FY22FY23
484
432
452
235
Before sig itemsAfter sig items
FY22FY23
Net Earnings ($m)
18.0
18.0
22.0
16.0
FY22FY23
Interim DividendFinal Dividend
40.0
Page 7 | Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 trading highlights
34.0
Safety & Sustainability
Continued progress as safety culture continues to be embedded; Carbon reduction on track
Safety: good progress continues
Total Recordable Injury
Frequency Rate
1
5.0
3.4
3.1
FY21FY22FY23
1. TRIFR = Total no. of recorded injuries per million hours worked. Does not include Restricted Work Injuries. Excludes Rocla, Tumu & Waipapa
2. Carbon Emissions are ‘000 Tonnes Combined Scope 1 and Scope 2 emissions for Group; Carbon Emissions Intensity = FBU CO
2
Tonnes for every $1m
of revenue. ISO 14064-1; FY18 baseline has been adjusted to account for the divestment of Rocla and the acquisition of Tumu
90%
(903) sites injury free
Sustainability: 30% lower carbon by 2030, net zero by 2050
60%
waste diverted from landfill
1,213
1,021
149
120
-15
5
25
45
65
85
105
125
145
165
-
200
400
600
800
1,000
1,200
1,400
1,600
1,800
2,000
FY18FY23
Carbon (CO
2
) Emissions&
Intensity
2
Page 8 | Fletcher Building Limited Full Year Results Presentation| © August 2023
12% reduction in TRIFR vs
FY22
86% of our people believe
‘all injuries are preventable’
4,400 Risk Containment
Sweeps
25,000 hours of Power Up
training sessions with
frontline
19% reduction in carbon
intensity & 16% reduction in
carbon emissions since FY18
71% of revenue from products
sold by our manufacturing
businesses is now from
products with sustainability
certifications
c.46% coal substitution with
alternative fuels in cement
operations & solar energy
projects in Australia
CDP A- rating; DJ
Sustainability
TM
Australia Index
member; S&P Sustainability
Yearbook member
Customer: driving customer solutions & services
Net Promoter Score
1
Customer & People
Improved customer performance from better customer service, product quality & range; Employee
engagement uplift
36
40
FY22FY23
1. Net Promoter Score (NPS) measures how satisfied our customers are with our business (excludes the Group JV’s and associates)
2. DIFOT = Delivered In Full On Time
3. Leadership includes all employees that are classified as frontline leaders, leaders of leaders, GMs & CEs
Engagement: focus on continued improvement
Employee Engagement Rating
23
26
FY22FY23
Above average NPS of 40, on
way to target of ≥55
Strong progress through
improved service offerings,
product availability, DIFOT
2
&
product innovation
Focus on competitive
benchmark NPS (customers &
non-customers) will continue
- there remains a large
opportunity to differentiate
Growing online presence &
full suite of omni channel
offerings across Group
c.$0.9b
Page 9 | Fletcher Building Limited Full Year Results Presentation| © August 2023
Improvements made to
parental leave & transition
leave
$6.8 million & 195,000+ hours
invested in dedicated learning
& development
Ta rget i n g eNPS> 40 (global
upper quartile)
Pay parity 95.8%
Women in leadership
improved to 20% in FY23; plans
in place to lift to 30% women
in leadership by FY27
20%
women in leadership
3
FY23 Online Sales
Divisional performance summary
EBIT
1
& margin improvements across most divisions, strong Resiin tough market
EBIT
1
Margin
14.4%
FY22: 14.1%
7.7%
FY22: 7.7%
14.9%
FY22: 13.2%
6.0%
FY22: 4.0%
2.4%
FY22: 1.8%
24.2%
FY22: 31.4%
Distribution
Building
Products
2
Concrete
2
Construction
3
Residential and
Development
Australia
Division
1. Before significant items
2. FY22 restated for Humes which was moved from Building Products to Concrete
3. Construction EBIT before significant items is prior to elimination of intra-group margin on the construction of WWB plant at Taurikoof $6m in
FY23 and $14m in FY22
EBIT
1
$156m
FY22: $146m
$141m
FY22: $137m
$215m
FY22: $192m
$180m
FY22: $113m
$32m
FY22: $28m
$147m
FY22: $217m
Building Products, Distributionand Concretesolid operational
performance in softening resimarket, but commercial &
infrastructure robust; good recovery of inflation through price,
digital sales higher
AustraliaEBIT up 59%, significant EBIT margin uplift to 6.0%
through higher margin category & customer focus incldigital
strategy; 2H23 softening resimarket
Residential & DevelopmentEBIT good performance in softer
housing market & lower Ind DevtEBIT; housing sales 617 units vs
670 units in FY22
Construction: Good performance from BPC but Higgins lower;
quality $2.5b order book plus additional $1.8b preferred. Three
legacy roads opened in FY23
Page 10| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 trading highlights
Fletcher Building Limited
Agenda
1. ResultsOverviewRoss Taylor
2.Financial ResultsBevan McKenzie
3.OutlookRoss Taylor
Income Statement
EBIT
1
improvement from materials & distribution more than offsetting lower Resi& Devt earnings
Income statement
NZ$m
Jun 2022
12 months
Jun 2023
12 monthsVar
Revenue8,4988,4690%
EBITDA1,1061,1565%
EBIT before significant items7567986%
Significant items(54)(301)NM
EBIT702497(29%)
Lease interest expense(58)(60)3%
Funding costs(46)(94)104%
Tax expense(159)(89)NM
Non-controlling interests(7)(19)NM
Net earnings432235(46%)
Basic earnings per share before sig items (cents)60.057.7(4%)
Basic earningsper share (cents)53.530.0(44%)
Dividends per share (cents)40.034.0
EBIT
1
growth ahead of revenue reflects solid performance in a
softer resimarket & significant NZ weather events in H2
Trading and business interruption losses from weather events
included in EBIT before significant items. Property & equipment
damage costs taken to significant items.
Input cost inflation remained elevated, average 6-7% vs. FY22,
mainly raw materials, freight, labour. Offset by good pricing, GM%
up 170bps vs FY22 in the materials & distribution divisions
Significant items: primarily from $255m increased costs to
complete complex NZICC rebuild, also includes $16m fund related
to the Iplex Australia Pro-fit pipes matter
Funding costs $94m on higher borrowings & interest costs as
flagged
Tax expense lower due to impact of sig items
1. Before significant items
Page 12| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 income statement
EBIT margin uplift despite softening market
Continued focus on operational performance delivering solid outcomes
6.6%
4.5%
8.0%
8.3%
9.4%
FY19FY20FY21FY22FY23
EBIT
1
Margin: Materials & Distribution Divisions
EBIT
1
Margin: Group
7.2%
2.2%
8.2%
8.9%
9.4%
FY19FY20FY21FY22FY23
Page 13| Fletcher Building Limited Full Year Results Presentation| © August 2023
1. Before significant items
2. FY20 includes significant impact of COVID-19
Materials & distribution divisions sustained EBIT margin
improvement since FY19. FY23 margin up 110bps vs FY22 to 9.4%
through:
Effective pricing
Higher sales through digital (lower cost to serve)
Gaining share in higher margin segments
Investments in improved customer service & solutions also evident
in Net Promoter Score improvement
Resi& Devtmargin lower in FY23 as flagged on lower NZ house
prices and higher build costs. Fletcher Residential margin (i.e. excl.
Ind. Devt) of 20% in FY23 vs. 28% in FY22
FY23 EBIT
1
Margin
2
2
Cash flow
Solid trading cash flows particularly in materials & distribution divisions
Cash flow
NZ$m
Jun 2022
12 months
Jun 2023
12 months
EBIT before significant items756798
Depreciation and amortisation350358
Lease principal payments and lease interest paid(244)(256)
Provisions and other(11)(58)
Trading cash flow before working capital movements851842
Working capital movements excl. legacy projects(326)(294)
Trading cash flow excluding legacy & significant items525548
Legacy projects cash flow(35)(31)
Significant items cash flow(28)(42)
Trading cash flow462475
Add: lease principal repayments186196
Less: cash tax paid(13)(191)
Less: funding costs paid(43)(92)
Cash flows from operating activities592388
Materials & distribution divisions: strong trading cash flows
1
of
$720m vs $450m in FY22 with higher earnings & inventory
reduction (resilience stock-build in FY22)
Resi& Devt: trading cash outflow of $107m due to settlement of
land contracted in prior periods, limited new purchases in FY23
Legacy projects cash outflow driven by roading projects, NZICC
cash neutral in FY23 from receipt of CWI
2
insurance proceeds
Significant items cash outflows included $10m transition costs in
WWB for the move to the new Ta u r i koplant
Cash tax payments recommenced in NZ at end FY22 so increased
from $13m paid in FY22 to $191m paid in FY23, as flagged
Page 14| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 cash flows
1. Before significant items
2. CWI = Contracts Works Insurance
Cash flow working capital movements
NZ$m
Jun 2023
12 months
Materials and Distribution Divisions
•Debtors34
•Inventories21
•Creditors(96)
Materials and Distribution Divisions(41)
Residential and Development(240)
Construction excluding legacy projects(13)
Cash flow working capital movements excl. legacy(294)
Working Capital
Land & housing stocks rebuild in Resi& Devt, inventories balanced, customer collections tightly controlled
Materials & distribution divisions:
Debtors well-controlled in softening market, debtor days
increased by <1 day vs. FY22
Inventory reduction following resilience stock build in FY21-22
Creditor balances were elevated through FY22 on resilience
stock purchases; balances now returning to more normal
levels; no change in underlying supplier credit terms
Resi& Devtrebuild of land stocks (c.$235m) from prior land
commitments, housing inventories well-controlled. Market
valuation of land at Jun-23 c.$330m higher than book value
Construction good cash generation in BPC offset by unwind of
advance payments in Higgins
Page 15| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 working capital
Construction legacy projects
Material cash outflow in FY24 on NZICC & P2W will also impact cash tax payments
Actual & ForecastFCC Legacy Project Cash Flows ($m)
Buildings: NZICC cash outflows $105m higher (impact of $70m in
FY24, $35m in FY25) in line with additional provision announced on
8 Aug 2023. Third Party Liability recoveries will be pursued, but
these are now excluded from the cash flow forecast. Contracts
Works Insurance revenue to go of c.$100m & BAU revenue of $50m
included in forecast
Infrastructure: outflows relate mainly to completion of Pūhoito
Warkworth(P2W) ahead of assumed claims settlement no earlier
than FY25. Final FY23 cash flows on P2W were c.$20m favourable to
prior forecast, offset by c.$20m higher outflow in FY24 (i.e. timing
difference)
FY24 phasing: legacy cash outflows in FY24 are H1 weighted due to
timing of NZICC fire reinstatement and remaining P2W works.
Expect c$275m outflow in H1
Cash tax impact: all legacy cash flows shown here are pre-tax. The
Group expects these outflows to materially reduce its FY24 cash tax
payments, which are likely to be in a range of $30m to $50m
11
(300)
(42)
(65)
c.90
FY23FY24FFY25F
BuildingsInfrastructureClaim Recoveries
Page 16| Fletcher Building Limited Full Year Results Presentation| © August 2023
Iplex AU Pro-fit Pipes
Update on product quality complaints received in Western Australia
Iplex Australia (Iplex AU) has received product quality complaints relating to a hot-and cold-water polybutylene pipe, Pro-fit,that it previously
manufactured and sold. The Pro-fit product was sold only in Australia. Iplex AU ceased the sale of Pro-fit in mid-2022
Currently c.1,500 of the c.15,000 houses built in Western Australia (WA) using Pro-fit in the period mid-2017 to mid-2022 have experienced leaks. The
product was installed into an equivalent number of homes outside WA, but no abnormal leak patterns have been recorded in those other States
In April 2023, we announced a provision for this matter of A$15 million to cover expected costs through FY23-FY24 of repairs andreplacement work. We
did this to support our customers and homeowners on a “no faults” basis. To date, c.200 home repairs have been supported through our fund
The WA building regulator (DMIRS) has informed Iplex AU that it has identified concerns regarding the Pro-fit manufacturing process; the results of DMIRS’
investigations and the basis for its statements have not been provided to Iplex AU. On 10 August 2023 DMIRS advised that it hadreferred the matter to
the ACCC, which is expected to undertake its own investigation
Iplex AU has been doing its own extensive testing and quality assurance reviews, considering a range of factors which may be relevant to determining root
cause. At this time, the work that Iplex AU has undertaken or commissioned does not identify a manufacturing defect
The extent to which Iplex AU is ultimately held to have any responsibility and the impact that may have on the Group is not ableto be established at this
time. This could be a material impact and will depend on resolution of several matters, including: determination of root cause(s) and allocation of
responsibility; type and scale of remediation required; any losses suffered by third parties; if and how any relevant insurance policies respond; and time
frames over which payments may be required. Iplex AU will continue to work with relevant stakeholders on an appropriate path forward
Page 17| Fletcher Building Limited Full Year Results Presentation| © August 2023
Capex
Base capex well-controlled, above base investments underway to deliver growth opportunities
Capex and Investments
NZ$m
Jun 2022
12 months
Jun 2023
12 months
Base capex213230
Above Base: WWB new plant15690
Above Base: growth capex & investments35308
Less: Proceeds on disposal of PPE(7)(6)
Net Capex397622
Other Capex: Vivid Living-19
Total Capex and Investments397641
Base capex includes maintenance spend, manufacturing
automation improvements, ERP improvements, data & analytics
and customer-facing eCommerce tools; and focus on cost & carbon
emissions reduction; well-controlled at c.$200-$250m p.a.
‘Above Base’ capex and investments – FY23
WWB plant – project on time & budget, now commissioning
Growth – FY23 investments progressed on Laminex Taupo
wood panels plant, Comfortech, new Frame & Truss site, plus
Tumu, Waipapaand circular economy
‘Above Base’ capex and investments – looking ahead to FY24
c.$250m growth capex
c.$30m for final phase of WWB plant
Page 18| Fletcher Building Limited Full Year Results Presentation| © August 2023
Investment focus
Net debt
Investment initiatives underway, returns to shareholders and tax payments prominent features of FY23
1. Other includes: Significant items trading cash $42m, Treasury shares $13m, FX/Hedging adjustment $(7m) & Net minority contribution $(24m)
2. Trading cash flow before working capital movements
Net Debt: Jun 22 to Jun 23 (NZ$m)
670
1,412
21
842
240
44
62
92
641
191
311
24
Net Debt
Jun-22
Inventory -
Manufacturing
& Distribution
Resi & Dev't
Working
Capital
Construction
Working
Capital
Other
Working
Capital
Funding
Costs
Net
Capex &
Investments
Tax paidDividendOtherTrading
Cash
Net Debt
Jun-23
1
2
Page 19| Fletcher Building Limited Full Year Results Presentation| © August 2023
Leverage
Increased to lower end of target range as flagged, balance sheet continues to be in a strong position
Leverage (Net Debt / EBITDA
1
)
0.6x
1.2x
FY22FY23
Target range
2.0x
1.0x
Group leverage higher at FY23 due to growth investments and Resi
& Devt– as flagged
Strong balance sheet supports ongoing ‘Above Base’ growth
projects
Expect investments in growth initiatives & FCC legacy cash
outflows to lift the leverage ratio through FY24 but continue to
remain within the Group’s target 1.0x-2.0x range
1. Before significant items
Page 20| Fletcher Building Limited Full Year Results Presentation| © August 2023
Leverage and Balance Sheet
Funding
Group is well-funded and has strong liquidity of $1.4b
Undrawn credit lines of $1,014m and cash on hand of $365m as at
30 Jun 23; total liquidity of $1.4b
Bank facility of NZD$300m establishedin Jun 23 strengthening
liquidity position
Group gearing (after hedging) 27.8% at 30 Jun 23, compared with
28.3% at 31 Dec 22
Average maturity 3.1 years; average interest rate on debt is 5.7%
FY24F funding costs expected to be c.$140-150m
Debt maturity profile ($m)
Debt facilities and drawings
NZ$m
Facilities
30 Jun 23
Drawings
30 Jun 23
Bank Loans1,960946
USPP458458
Capital Notes343343
Other3030
To t a l2,7911,777
280
69
93
849
78
80
55
90
40
249
209
300
735
325
600
FY24FY25FY26FY27FY28+
Capital NotesUSPPBank LoansOther
380
664
Page 21| Fletcher Building Limited Full Year Results Presentation| © August 2023
805
Dividend
Final dividend of 16.0 cents per share
1.Pay-out ratio is expressed as a percentage of Net Earnings excluding Significant Items. policy to pay dividends in the range of 50% to 75% of
net earnings before significant items and having regard to available cash flow.
2. Dividend Reinvestment Plan will not be operative for this dividend
FY23 full-year dividend of 34 cps is a 59% pay-out ratio
1
Reflects a solid FY23 earnings result, while also having regard to the
expected cash-flow impact of the FCC legacy projects
FY23 final dividend fully imputed for NZ taxation purposes
Dividend reinvestment plan will not be active for this dividend
Final dividend to be paid on 5 October 2023
2
The Company continues to target a sustainable dividend pay-out in
the range of 50% to 75% of net earnings before significant items and
having regard to available cash flows
Due to lower cash tax payments in FY24, the Company does not
expect to be in a position to impute the interim FY24 dividend
18.0 18.0
22.0
16.0
FY22FY23
Interim DividendFinal Dividend
Dividend (cps)
Page 22| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 dividend
40.0
34.0
Fletcher Building Limited
Agenda
1. ResultsOverviewRoss Taylor
2.Financial ResultsBevan McKenzie
3.OutlookRoss Taylor
Outlook
Well positioned for cycle, disciplines & culture driving performance, with clear pathway for growth
Solid FY23 delivered in softer trading conditions
Construction legacy nearing completion, some risk to manage
FY24:
Materials & Distribution focus on preserving operational gains as market reverts to mid-cycle levels, volumes c.8% below FY23
NZ resimarket shows signs of stabilising, average YoY margins in Resilikely to contract in FY24, maintain control of funds invested
Construction go-forward business focused on strong operational disciplines and building on the high-quality order book
Medium-term outlook remains positive, all sectors supported by macro tailwinds
Strategic focus shifting from cost / efficiency to top-line growth, especially investment in adjacencies, improved customer service &
solutions and people focus
Balance sheet in good shape to support $800m+ committed growth investment
Pipeline of further growth opportunities available once we have certainty of cycle
Page 24| Fletcher Building Limited Full Year Results Presentation| © August 2023
Fletcher Building Limited
Appendix
1. Before significant items
Building Products
FY23 results: delivery of new products, continued capex investment & margin performance improvement
EBIT Margin (%)
1
EBIT ($m)
1
Revenue down 1%: softening 2H23 resimarket& persistent wet
weather; focus on customer offerings and effective price
disciplines
EBIT up 12% with EBIT margin up 170bps to 14.9%:strong price
and cost focus given sustained inflationary pressure on input costs,
espgypsum, paper, resin and freight partly offset by lower utility
costs
New products include Superbatts® glasswool insulation range for
new H1 Building Code reg. change, new PVC-O technology and
Restrain manufacturing in plastic pipes, Laminates new wood
veneer emulation product and PCC switched to lower carbon infra-
red ovens
Strong trading cash flows as stock levels normalised
192
215
FY22FY23
13.2%
14.9%
FY22FY23
1,458
1,443
FY22FY23
Gross Revenue ($m)
110
172
FY22FY23
Trading cash flow ($m)
Page 26| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 trading performance
Distribution
FY23 results: return to more normal trading conditions
1. Before significant items
EBIT ($m)
1
137
141
FY22FY23
EBIT Margin (%)
1
7.7%7.7%
FY22FY23
1,789
1,824
FY22FY23
Gross Revenue ($m)
70
185
FY22FY23
Trading cash flow ($m)
Revenue up 2%: improved pricing & sales disciplines, customer
centricity focus with sales capability enhanced and rollout of Sales
& Service Transformation in PlaceMakers®
EBIT up 3% with stable EBIT margin of 7.7%:ongoing operational
efficiency focus, incl. Regional Hub expansion programme offset
labour, property & supply chain inflation impacts
Tumu® stores and frame & truss facility included from Sep-22 ($9m
EBIT); new PlaceMakers stores in Dunedin & Winton, new Mico
branches in Mangawhai& Kaitāia; Mico®’snew Trade Portal &
Customer App launched
Trading cash flow strong: effective working capital management,
reduced inventory levels from improvements in supply chain
reliability & optimisation of inventory levels; customer cash
collection tightly controlled
Page 27| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 trading performance
1. Before significant items
Concrete
FY23 results: strong performance despite softening resimarket, inflation & weather events
EBIT Margin (%)
1
EBIT ($m)
1
146
156
FY22FY23
14.1%
14.4%
FY22FY23
Gross Revenue ($m)
1,033
1,085
FY22FY23
172
156
FY22FY23
Trading cash flow ($m)
Revenue up 5%: commercial & infra. market supportive but
softening resimarket & wet weather
EBIT up 7% and EBIT margin of 14.4%: continued price discipline as
input cost (coal, diesel & freight) inflation remained elevated
Continued focus on market leading solutions: egFirth® HotEdge®;
circular economy focus (recycled & reused >100k tonnes of waste
across alternative fuels & raw materials, clinker substitution, and
demolition waste recycling); and new Golden Bay® customer portal
(real-time, on-demand access to manage orders, delivery &
fulfilment)
Urban Quarry® acquisition completed in April 2023
Trading cash flow strong but lower than FY22 (key raw material
purchase phasing); working capital tightly managed
Page 28| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 trading performance
EBIT Margin (%)
1
EBIT ($m)
1
Australia
FY23 results: higher margin category & customer focus through enhanced product offerings & digital
4.0%
6.0%
FY22FY23
Gross Revenue ($m)
2,806
3,016
FY22FY23
Trading cash flow ($m)
80
177
FY22FY23
113
180
FY22FY23
Revenue up 7%: supportive civil market, but softening 2H23 resi. &
A&A sector; strong pricing discipline, core product range & new
product offerings and digital enhancements
EBIT up 59%, margin improved to 6.0%: significant 1H23 input
(steel, resin, freight & labour) cost inflation eased in 2H23
Focus on customer solutions & margin-accretive segments:
digital sales now 15% of total divisional revenue;
new products e.g. Laminex® Surround & Fletcher Insulation®
Firmasoft®;
focus on improving DIFOTIS; and
share growth in higher margin segments –e.g. Stramit sheds
and doors, Laminex® decorative, and the bathroom category
for Oliveri®
Trading cash flows reflected inventory investment unwind & tight
debtor controls
1. Before significant items
Page 29| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 trading performance
1. Before significant items
2. FY23 $915m funds balance: $601m housing land (at cost), $300m housing WIP, $76m industrial development land, $(62m) other
Residential and Development
FY23 results: lower house sales but solid result in challenging market
20.2%
FY22FY23
ResiTotal EBIT Margin
169
112
48
35
FY22FY23
ResiInd. Dev't
EBIT Margin (%)
1
EBIT ($m)
1
27.6%
24.2%
Funds employed ($m)
2
651
915
264
FY22Land &
Housing WIP
FY23
692
607
FY22FY23
Gross Revenue ($m)
Revenue down 12% with lower sales, prices and Industrial
Development. In Residential: 617 unit sales (vs. 670 in FY22), solid
performance in challenging housing market from increased interest
rates but product in deepest part of market
Residential EBIT $112m; margins lower on increase in build cost
however still above target 15%-20% range
Industrial Development EBIT $35m: large Auckland site sale vs 2
significant Australia site sales in FY22
Funds employed increase reflects settlement of $235m land from
prior commitments, housing WIP well-controlled
Land pipeline c.4,800 lots (c.3,100 residential lots & two rural
properties on balance sheet, c.1,400 units under unconditional
contracts & c.300 units under conditional contracts)
217
147
31.4%
Page 30| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 trading performance
1. Before elimination of the construction of WWB plant at Tauriko; intra-group EBIT was $14m in FY22 and $6m in FY23
2. Before significant items
Construction
FY23 results: three roads opened, good BPC but weather impacts, espin Higgins
EBIT Margin (%)
1,2
EBIT ($m)
1,2
Revenue down 16%: reduced volume of work on legacy roading &
vertical build
EBIT $32m: BPC performed well; while Higgins lower due to
weather events, low margin on maintenance work & execution on
small projects
Legacy projects ($0.3b revenue to go):
Hamilton City Edge, PekaPekato Ōtaki and Pūhoito
Warkworthroads opened
$255m cost provision for additional costs on NZICC; work
continues with completion forecast for late 2024
Division trading cash outflow of $26m: legacy projects $31m
outflow, partly offset by $5m inflows on non-legacy
$2.5b orderbook & additional $1.8b preferred status, lower risk
infrastructure alliance projects & framework agreements
28
32
FY22FY23
1.8%
2.4%
FY22FY23
Gross Revenue
1
($m)
1,573
1,325
FY22FY23
(24)
(26)
FY22FY23
Trading cash flow
1
($m)
Page 31| Fletcher Building Limited Full Year Results Presentation| © August 2023
FY23 trading performance
Divisional revenue exposure and FB revenue by market
Resi, 46%Com, 33%Infra, 21%
Resi, 73%Com, 27%
Resi, 43%Com, 27%Infra, 30%
Resi, 61%Com, 27%
Infra,
12%
33%
17%17%
20%
9%
4%
NZ
Residential
NZ
Commercial
NZ
Infrastructure
AU
Infrastructure
AU
Commercial
AU
Residential
Total FB Revenue by Market (%)
Divisional Revenue Exposure by Sector
Distribution
Building
Products
Concrete
Australia
Page 32| Fletcher Building Limited Full Year Results Presentation| © August 2023
---
Annual Report 2023
Fletcher Building Limited
PlaceMakers customer and home renovation specialist Al
Wilkinson of Craftsman Builders checks against their online
order with driver Manpreet Singh.
Fletcher Building Limited Annual Report 2023
2
2
Fletcher Building Limited Annual Report 2022
Our Year
04 We are Fletcher Building
05 At a Glance
06 Chair’s Report
07 CEO’s Report
09 Building an enduring sustainable business
10 Zero injuries, every day
12 Frontline safety profile
14 Lower carbon cement and concrete
16 Customer-centric digital solutions
18 Driving sustainable business growth
20 Winstone Wallboards new GIB plant
26 Sustainability
30 Digging in for our communities
34 Our People
36 Growing a pipeline of female talent
38 Embracing cultural diversity
Performance
42 Group Performance
44 Group Overview
48 Building Products
50 Distribution
52 Concrete
54 Australia
56 Residential and Development
58 Construction
Governance
62 Board and Executive Team
66 Corporate Governance
79 Sustainability Materiality
and Methodology
83 Remuneration Report
Financial Report
100 Trend Statement
101 Financial Statements
107 Notes to the Financial Statements
154 Independent Auditor’s Report
Other Disclosures
158 Statutory Disclosures
166 Corporate Directory
Contents
Welcome to our FY23 Annual Report, which describes our business operations, approach to doing business
and performance for the year. As with our previous reports, we have included commentary on our strategy,
governance, environmental and social performance of our business alongside our financial results.
We welcome questions, comments or suggestions about this report to investor.relations@fbu.com.
This report and our previous reports and presentations are available at fletcherbuilding.com.
This Annual Report is dated 16 August 2023
and is signed on behalf of the Board by:
Throughout this annual report there
are QR codes that you can scan with
your mobile phone camera to view
additional online material.
Front cover: Project Director Stewart
Vaughan with Distribution site
coordinator Keri Wyrill oversee final
touches made as the new Winstone
Wallboards® facility at Tauriko, Bay
of Plenty as it gets set to begin
shipping GIB® plasterboard.
Fletcher Building Limited Annual Report 2023
3
Welcome to the interactive PDF. For the best experience,
use Adobe Acrobat Reader. Click on the sections above
to go to the desired pages. To go back to the contents,
click on the
CONTENTS
menu button on the top right
of each page. The financial statements, notes, and
references are also clickable for your convenience.
Throughout this annual
report there are QR
codes that you can scan
with your mobile phone
camera to view additional
online material.
Front cover: Project
Director, Stewart Vaughan,
with Distribution site
coordinator, Keri Wyrill,
oversee final touches
made at the new Winstone
Wallboards® facility,
Tauriko, Bay of Plenty as it
gets set to begin shipping
GIB® plasterboard.
Fletcher Building Limited Annual Report 2023
4
We are
Fletcher
Building
(1) Measures before significant items are non-GAAP measures used by management to assess
the performance of the Group and have been derived from Fletcher Building’s consolidated
financial statements for the year ended 30 June 2023.
(2) Total Recordable Injury Frequency Rate. Total number of recorded injuries per million hours
worked. Does not include Restricted Work Injuries. Excludes Rocla®, Tumu® and Waipapa.
(3) Net Promoter Score measures how satisfied our customers are with our business; excludes
Altus and the Construction division.
(4) Combined Scope 1 and Scope 2 emissions reduction for the Group. Refer to page 26 for
further details.
Fletcher Building is a significant manufacturer,
retailer, home builder and partner on major
construction and infrastructure projects. Spanning
the full value chain, we operate diversified
businesses across our core markets of New Zealand
and Australia, from resource extraction, product
manufacturing and distribution through to property
development and infrastructure construction.
Our purpose, ‘improving the world around us
through smart thinking, simply delivered’ is
focused on accessing the best ideas from around
the world, or through innovating in our own right,
and bringing them to market in ways that make
our customers’ lives easier. As a business, we are
decarbonising, recycling, minimising waste and
continually innovating to produce better, more
sustainable products and homes. In doing so, we
are building better environments for our customers
and communities, and a more sustainable future
for generations to come.
Fletcher Building is dual listed on the NZX and
ASX, and operates through six divisions – Building
Products, Distribution, Concrete, Australia,
Residential and Development and Construction.
3.1
Safety TRIFR
(2)
2022 3.4
40
Customer NPS
(3)
2022 36
reduction from
FY18 baseline year
Carbon
emissions
(4)
26
16%
Employee eNPS
2022 23
14,900+
People in New Zealand,
Australia and the South Pacific
980
Operating sites
34.0¢
2022 40.0¢
Total dividend
At a glance
30.0¢
Earnings per share
2022 53.5¢
2022 $756m
$
798m
EBIT before
significant items
(1)
$
8,469m
Revenue
2022 $8,498m
$
388m
Cash flows from
operating activities
2022 $592m
Net earnings – reported
2022 $432m
$
235m
1.2x
Leverage ratio
(net debt/EBITDA)
2022 0.6x
2022 8.9%
9.4%
EBIT margin before
significant items
(1)
Fletcher Building Limited Annual Report 2023
5
Chair’s Report
During the year, the Board oversaw the implementation of a
more ambitious sustainability strategy and targets which are
outlined in this report. We have committed to become a net
zero business by 2050. We also have targets to derive 75% of
the revenue from products made or sold by our manufacturing
businesses from sustainably certified products and to divert
70% of our waste from landfill by FY26.
Further enhancing our safety performance remains a key
priority as we target our long-term goal of zero serious injuries
and 100% of our sites being injury free.
We are also prioritising building an inclusive culture and
on cultivating a better gender and ethnicity balance in
leadership. As a demonstration of our commitment, we are
aiming to achieve 30% female representation in leadership
roles by FY27. These initiatives are ambitious, but we believe
that as an industry leader, we can have a direct influence in
addressing these gaps.
We are making good progress in enhancing our digital
capabilities across the Group, growing our online presence
and services to deliver better experiences for our customers
and more personalised data-led insights.
It is pleasing to see the performance culture that is becoming
embedded to deliver long-term sustainable performance
across both financial and non-financial metrics. Importantly,
this focus is aligned to driving meaningful outcomes for our
people and customers.
On governance, we appointed Sandra Dodds as a non-
executive director of the Company effective 1 September
2023. With over thirty years’ experience in senior executive
and board roles, Sandra brings strong leadership skills,
relevant industry experience, commercial acumen and
governance expertise to the Board. We also increased the
minimum share ownership by directors as well as reducing the
Nominations Committee to a subset of the Board, comprising
three members.
Continued enhancements were made to remuneration as
outlined in the Remuneration Report. Given the improvement
of our safety performance and maturity, with TRIFR at record
low levels and nearing global best, we reviewed our approach
to safety in the STI plan, so that it aligns to our strategic
approach.
As a Board we remain focused on our core responsibilities to
ensure Fletcher Building has the right strategy and execution,
talent and risk management to deliver value in the near- and
longer-term. While we are anticipating a tougher market in
FY24, we have a good operational cadence which positions
us well for through-the-cycle performance and the growth
investments we are making will further enhance the strength
and earnings of our business. Notwithstanding the risks
related to the Construction legacy projects and the Iplex
Australia Pro-fit pipes matter, as outlined in the CEO’s Report,
we are confident about the pathway Fletcher Building is on
which strongly positions the organisation for the future, both
in New Zealand and Australia.
I would like to express my gratitude, on behalf of the Board,
to our people across the Group for their commitment and
efforts to deliver another successful year. We also thank our
shareholders for your continued support.
Bruce Hassall
Chair
Dear Shareholders
I am pleased to introduce Fletcher Building’s Annual Report
for FY23. Fletcher Building successfully continues to execute
its strategy with the delivery of another strong year. In a
rapidly changing environment, we continue to be guided by
our purpose of 'improving the world around us through smart
thinking, simply delivered'. Our purpose connects the different
parts of our business and demonstrates how the work we do
can make a positive impact on the people and communities
around us.
In a slowing residential market, the Group held revenue flat
and delivered further improved year-on-year underlying profit
and margins while return on funds employed remained ahead
of target. Net earnings attributable to shareholders was $235
million compared to $432 million in FY22. This included $255
million additional construction provisions relating to the New
Zealand International Convention Centre and Hobson Street
Hotel (‘NZICC’). Despite good progress on the site, these
provisions reflect the significant complexity of the rebuild
and where costs are expected to exceed insurance proceeds.
The Company will continue to pursue its rights to recovery
under the Third Party Liability ('TPL') policy. This is in addition
to an amount recoverable from the Contract Works Insurance.
NZICC is Fletcher Construction’s last project in the vertical
sector, as a decision to fully exit this sector was made in 2021.
The Board is focused on seeing the project to completion
whilst remaining focused on driving the continued success of
our overall Group strategy.
Significantly, approximately $640 million was strategically
invested back into the business during the year. This included
the construction of the new Winstone Wallboards plant at
Tauriko, growth investments such as the acquisitions of
Waipapa Timber in Northland and Tumu stores in the Hawke's
Bay, the commencement of organic investments into a new
Laminex panels plant in Taupō and land acquired for our new
frame & truss operations in Auckland. Additional investments
are focused on developing more sustainable building solutions
for our customers along with circular initiatives that focus on
reducing waste.
Against this backdrop, the Board was pleased to approve a
final dividend for the year ended 30 June 2023 of 16.0 cents
per share (fully imputed and unfranked) to be paid on 5
October 2023. Combined with the 18.0 cents per share interim
dividend, this brings the total dividend to 34.0 cents per share
for FY23. This is in line with the policy to pay dividends in the
range of 50% to 75% of net earnings before significant items
and having regard to available cash flow.
Bruce Hassall, Chair
Fletcher Building Limited Annual Report 2023
6
operational by the end of October 2023. The new plant’s
state-of-the-art technology, delivers more production capacity
allowing for product innovation and future growth.
Underpinning our financial performance is our commitment to
raising the bar across all our non-financial goals; safety, people
engagement, customer experience and the sustainability of
our business and activities.
Our people’s commitment to workplace safety achieved a 12%
improvement in Total Recordable Injury Frequency Rate (TRIFR)
from 3.4 to 3.1 and 90% of sites were injury free over the year.
People engagement lifted again in FY23, and we received an
employee Net Promoter Score (eNPS) of 26 which is in line with
the global median. The feedback we collected from our people
in the engagement survey will support our efforts to make
Fletcher Building an even better place to work.
Improved service offerings, product availability, commitment
to delivery in full, on time (DIFOT) and product innovation
contributed to a 4 point lift in our customer Net Promoter
Score (NPS) to 40 in FY23.
We continue to make good progress on decarbonising our
operations and products with our combined scope 1 and 2
emissions of 1.021 Mt CO2e in FY23. This was 4% lower than
FY22, and 16% lower than our FY18 baseline year.
The majority of our Construction legacy projects are now
nearing conclusion. The opening of the Ara Tūhono – Pūhoi to
Warkworth motorway to vehicles in June 2023 was a significant
step towards this. While the need to take further provisions
through the year on the NZICC project was very disappointing,
the project continues to move closer to final completion.
We expect all carpark levels and the Hotel component to
be complete through this year and the overall project to be
completed by December 2024.
We have acknowledged that Iplex Australia has received a
number of product quality complaints in Western Australia
relating to polybutylene hot and cold-water pipe product it
manufactured under the name "Pro-fit". While Iplex Australia
has not yet determined the cause of the problem, we also
acknowledge the frustration and inconvenience impacted
homeowners have been facing. In April we established a
A$15 million fund to provide financial support to builders
and plumbers to repair leaks and damage and replace pipes,
while gathering data to understand causation. Iplex Australia
continues to focus on a resolution for all stakeholders.
Looking forward to FY24, we expect some further tightening
in our overall volumes and so our focus remains on strong
customer performance, cost control and pricing disciplines
across our businesses. We have shown we are well equipped
to continue performing solidly through the cycle.
Reflecting on all we’ve accomplished over the past year, I’m
pleased with the way our people have continued to show their
resilience, innovative spirit and commitment to supporting our
customers and each other. I also wish to extend once again
my thanks to our shareholders, customers, and suppliers. I
look forward to connecting you with further updates on our
progress in FY24.
Ross Taylor
CEO
Fletcher Building’s FY23 financial result continues to build
on the progress we have made in both EBIT levels and EBIT
margins over the last several years.
Despite softer residential markets in New Zealand and Australia
and the major New Zealand weather events in the second
half of FY23, Group revenue for the year was $8,469 million
compared to $8,498 million in FY22 and EBIT before significant
items was $798 million, up 6% from $756 million in FY22.
Group EBIT margin of 9.4% in FY23 lifted from 8.9% in FY22
which was a good performance in a slowing market where
overall FY23 volumes fell 5% to 7% below the 2H22 peak. Our
New Zealand residential business sold 617 homes in FY23,
while this was less than the prior year, it was a strong result in
a challenging market. Our return on funds employed (ROFE)
remained ahead of target at 17.1%.
Net profit after tax was $235 million, after adjusting for
significant items of $301 million. This included the additional
Construction provisions of $255 million, which relates to the
NZICC project.
Cash flows from operating activities were $388 million,
compared to $592 million in FY22. Adjusting for tax, funding
costs and lease principal repayments, Fletcher Building
businesses generated trading cash flows of $475 million
compared to $462 million in FY22. Our balance sheet remains
strong with $1.4 billion liquidity.
Importantly, we continue to look forward and are focused
on positioning the business for growth in the medium
term. We are now well into our $800 million investment
programme in a number of opportunities across our markets
and businesses. Projects commenced in FY23 include
the expansion of Laminex New Zealand’s Taupō plant,
the expansion of our insulation plant in Auckland, and the
commitment to grow and automate our Auckland frame &
truss operation. The acquisition of Northland’s Waipapa Pine
Limited and Renewable Fuels Limited (‘Waipapa’) has seen us
establish a new Wood Products business and we increased
our distribution network in the lower North Island through
the purchase of six Tumu building supply stores and a frame
& truss plant. All growth opportunities have been assessed
against robust criteria including exceeding our ROFE target
rates of 15%. These will progressively mature over the coming
couple of years and by FY27 we would expect to see a full run-
rate EBIT uplift of approximately $120 million to our underlying
earnings base.
Our $400 million investment in Winstone Wallboards GIB
plasterboard manufacturing and distribution facility in Tauriko,
Tauranga has now commenced production and will be fully
CEO’s Report
Ross Taylor, CEO
Fletcher Building Limited Annual Report 2023
7
General manager, Mike Arthur,
and HR advisor, Joyce Lau, inspect
stock at Laminex® New Zealand
distribution centre in Penrose.
Fletcher Building Limited Annual Report 2023
8
Building an enduring
sustainable business
We are confident the New Zealand and Australian building sectors provide an attractive environment to invest and continue
growing our business. We work within stable economic and political environments, and our relative isolation combined with
our deep commercial understanding of these markets provides the right conditions for Fletcher Building to be industry leaders
across our portfolio of businesses.
By understanding the opportunities we have within our markets, we have adapted and shaped what we need do, and how we
need to do it.
Maximise local market opportunities
The size, scale and isolation of our local markets allow us to
be competitive against importers, as well as lead the way
on disruptive innovation. In both New Zealand and Australia,
the long-term growth outlook for the sector is robust owing
to a combination of strong population growth, and an
infrastructure deficit across both countries that requires
major catch-up expenditure.
Align to our purpose
We invest where opportunities align to our purpose. Our
commitment to living up to our purpose of 'improving the
world around us through smart thinking simply delivered',
continues to underpin the choices we make for Fletcher
Building’s future success.
Five goals have driven Fletcher Building’s strategic direction over the past five years. We have lifted
our safety performance, delivered better outcomes for our customers, strengthened our cost and
pricing disciplines, elevated our businesses’ relative market positions and led the way by advancing
our sustainability and innovation outcomes.
Anchored by our values
Driven through key focus areas
Build market leadership
Our investments are aligned to areas in which we are
confident we can reach a market position of #1 or #2.
We also look for opportunities that can achieve sufficient
scale to provide us with a sustainable competitive
advantage against local and global competition.
Apply global best practice for competitive advantage
We source and apply global best practice in the local
market for each of our businesses, to support our
aspiration to provide our customers with market leading
products and services.
SAFETYCUSTOMEROPERATIONAL
& FINANCIAL
PERFORMACE
INNOVATION
& GROWTH
SUSTAINABILITYCAPABLE &
HIGHLY ENGAGED
PEOPLE
Fletcher Building Limited Annual Report 2023
9
SAFETY
CAPABLE & HIGHLY
ENGAGED PEOPLE
We continued to make progress in delivering our Protect programme
and our people-led further safety performance improvements this year.
Our Total Recordable Injury Frequency Rate (TRIFR) of 3.1 reduced 12%
from last year. In addition, all recordable injuries reduced to 146 this
year compared to 156 in FY22. This means that 10 more people went
home safe and healthy to their families.
In the past 12 months, we recorded three serious injuries (compared to two in FY22), and
90% of our sites were injury free. This shows that while we have improved safety significantly
in recent years, getting to our goal of zero injuries needs persistence, innovation and
sustained effort.
Our leaders at the frontline are responsible for daily safety practices on our sites and
continue to drive and embed our safety culture as our safety performance improves. They
delivered more than 25,000 hours of Power Up frontline training this year, an important
formalisation of what we know already, that our frontline people are our safety experts on
site. Feedback from our people was very positive with over 95% saying that they believed
that Power Up would make them safer as a team.
Looking ahead to manage and monitor risk
Our focus on our critical risks continued
throughout the year. In addition to our
Life Saving Rules, focus on high potential
incidents and our Risk Containment
sweeps, we started the verification of the
Critical Controls we expect to be in place
across the business across our 21 Critical
Risks. In addition to Leader Walks and Risk
Containment sweeps, Critical Control
Verification (CCV) provides leaders with
another tool in their toolkit for our people
to engage meaningfully with safety on
site. Importantly it also provides leaders a
measure of confidence that safety culture is
having an effect on safety practices, and that
our critical risks are contained and controlled
to the standards that leaders expect. In
FY23, we completed more than 4,400 risk
containment sweeps, contained more than
1,700 high severity risks, and completed
more than 2,800 critical control verifications
across the business.
Adopting critical controls marks a significant
change in the way we measure and review
our progress on safety as our culture
across the Group matures towards a more
‘interdependent’ state, characterised by high
competency and a collective supportive
safety environment. We have been
continually moving towards lead indicators
to help guide our approach to safety and
CCVs will form an important part of this
movement towards risk elimination. We are
starting to use our data to predict injuries
before they happen and innovate how we
control our risks.
One example of how we do this is Fletcher
Construction’s piloting of digital exclusion
zones with machine-control technology at
the Eastern Busway project in Auckland.
This year, the Engineering Services team
has been successfully building and testing
a workflow to lock out an excavator from
contact with Auckland’s most significant
water pipe. The opportunity for this
technology goes beyond preventing possible
harm to also avoiding further cost and
delay disruption for customers and local
stakeholders.
Zero injuries, every day
3.1
TRIFR
a 12% reduction
since FY22
89%
of our people
believe leaders take
responsibility for safety
25,000
hours of Power Up
frontline engagement
1,700+
high severity risks
contained
2,500+
Fully trained safety leaders
In FY23
Fletcher Building Limited Annual Report 2023
10
I live and breathe this [Protect] Value at work and at home. I want to
be able to come to work in the mornings and go home safe to my
family at the end of every day. I am very passionate about my ‘why’!
Anon, FBuSay Survey 2023.
Action on building belief
Our progress in the four years since we made
Protect a value and reset our safety culture
through its namesake programme, has been
a point of pride for our 14,900+ people
across the Group. We understand that as a
safer business, we are a better business for
ourselves, our customers and the communities
we support.
In FY23, we sent 18 more people home safe
and serious injury-free, than four years ago.
On the same time horizon, 130 more people
also went home without any injury this year
(a 47% improvement on FY19). As a result, our
Total Recordable Injury Frequency Rate (TRIFR)
reduced from 5.2 in FY19 to TRIFR of 3.1.
We put these improvements down to a simple
concept which we have embraced and which
has been shown to be life changing in how our
people think about safety at Fletcher Building:
We believe all injuries are preventable.
In FY23, the results of our annual engagement
survey highlighted that our people in all areas
of the business feel a powerful connection to
this belief – 86% in fact - and that the belief
has inspired a strong connection among safety
leaders with 89% of people reporting that their
immediate leader, supervisor or manager takes
responsibility for safety at work.
When it comes to safety, we know we can
never be too comfortable. We still have high
potential incidents which remind us that our
work is never done.
But we also know there is time to celebrate
success, and with each improvement we make
sure we recognise those that do the hard work
- our people. They are doing a fantastic job of
caring for each other.
47%
reduction
in recordable injuries
since FY19
This means
18
more people sent home
serious injury free this
year compared to FY19
Since Protect Reset:
Serious Injury (A3+)
21
FY19
7
8
2
TRIFR (A2+)
3
FY20
FY21
FY22FY23
Power Up
Frontline
Programme
Risk
Containment
Sweeps
Safety
Leadership
Programme
Protect as
a Value
5.2
5.7
5.0
3.4
3.1
Our Protect strategy is having an impact
Video:
This is Protect - our
safety programme
86%
reduction
in serious Injuries
since FY19
Fletcher Building Limited Annual Report 2023
11
SAFETY
CAPABLE & HIGHLY
ENGAGED PEOPLE
Norman York, Easysteel – Northern Distribution Manager
Passionate about frontline safety
Northern Distribution Manager at Easysteel, Norman York, oversees the day-to-day operations
and safety practices for 47 people at Penrose sites in Auckland where his energy for delivering
exceptional safety is legendary. In May 2023, Norm was awarded the Protect Individual
Achievement award at Fletcher Building’s biennial Excellence Awards.
Widely regarded by his team as a ‘safety
leader champion’ with great respect,
Norm has been quick to understand the
opportunity for personal growth and
development to all people regardless of their
role or job site through our Protect safety
programme.
Following his own transformative experience
as a member of one of the very first Safety
Leadership Programme cohorts, Norm
jumped at the chance to use his own
expertise and insight to tailor the frontline
programme, as the new Power Up safety
training programme for site-based people
took shape. Made up of 15 bite-sized
activities, Power Up is delivered in 30-minute
sessions that can be easily inserted into
existing toolbox talks or team meetings,
common to frontline teams who are heavily
shift-led. During the past year, Power Up
modules have been the subject of 25,000+
of training hours across the Group, and in
Steel business units alone, 54 teams, across
27 sites have participated in 480 Power Up
sessions.
As Easysteel is organised into a number of
shifts and separate operational teams, Norm
opted to break the mould, bringing several
groups together for Power Up, to maximise
the chance to grow a Protect culture onsite
based on shared values.
“Protect is a culture. It’s a culture that we
live and breathe on our site, it’s not just a
value that we put on the wall. Before, when
I thought of the word ‘protect’, I thought of
shield or armour keeping somebody safe.
Now when I hear the word ‘protect’, I think
development and encouragement. To now
see people embracing development through
Power Up and pushing themselves, it’s
amazing to see. It’s really rewarding for the
team” he said.
Importantly, more Steel people are returning
home safely every day, and the new goal is to
consider what may lie ‘beyond zero injuries’,
meaning how we can enrich our people’s
working lives further to return them home
in better shape mentally and physically than
how they came to us.
In the past twelve months, Norm and his
team have built on this momentum of care
to champion a range of supporting causes
that promote a more positive protective
working environment. Wellness initiatives
like ‘the Biggest Loser’ team-based healthy
eating and exercise programme and Speak
Up safety programme to empower people
to find their voice and call out anything that
they are worried about at work, are having
a real impact. In Norm’s team employee
engagement scores have been consistently
high over the past years with an employee
Net Promoter Score (eNPS) of 39 in FY23.
“For me, the beauty that I see through our
Protect programme is our people want to
develop and grow", said Norm.
Protect is a culture. It’s a
culture that we live and
breathe on our site, it’s
not just a value that we
put on the wall
Norman York, Easysteel – Northern
Distribution Manager.
2.29
Total Recordable Injury
Frequency Rate (TRIFR)
at Fletcher Steel
480
Power Up training
sessions in Steel in
FY23
Video: Living the
Values - Protect
Fletcher Building Limited Annual Report 2023
12
Norman York and his team at
Easysteel catch-up on important
Protect safety updates.
Fletcher Building Limited Annual Report 2023
13
We believe all
injuries are
preventable
We never walk
past – we speak
up and take action
We celebrate
the good stuff
We care for
each other
Lower carbon cement
and concrete solutions
for customers to use at scale everyday
Fletcher Building’s Concrete division is leading the way in
decarbonising cement and concrete in New Zealand. Inspired
to help customers ‘build a better future’, the division has made
impressive progress in developing a comprehensive and highly
competitive range of more sustainable products and solutions to
meet growing demand.
Their decarbonisation success has
stemmed from taking a customer-
centric, holistic view to innovating, and
by embracing the challenge to make it
easy for customers to meet their own
sustainability goals.
The key to achieving this is focusing
on understanding the end-consumer
goals, and meeting customers’ needs
for more sustainable, lower carbon
solutions that don’t add complexity to
the build. At the same time the division
has taken a comprehensive look across
all business units, reviewing its own
operations from supply chain through
to product, and making some changes
all to deliver the lowest carbon products
on the market. This has included using
renewable energy sources, recycled
water, reducing carbon in their supply
chain through moving freight from
roads to sea, along with the introduction
of electric vehicles including the
country’s first electric concrete mixer
and an electric 90-tonne dump truck at
Winstone Aggregates®.
Another step on this carbon reduction
journey was the launch of EcoSure®
cement, which, produced by Golden
Bay®, is the lowest carbon general
purpose ‘GP’ cement in the New
Zealand market.
“The development of EcoSure®
represents an example of creating a
sustainable circular economy - make,
use, reuse and recycle,” says Nick
Traber, Chief Executive Concrete.
This has been achieved by replacing
a significant proportion of coal
with alternative fuels such as used
tyres and construction waste in the
manufacturing process, as well as using
the latest binder technology.
In FY23, Golden Bay® diverted close to
100,000 tonnes of waste from landfill
by coprocessing end-of-life tyres,
construction waste and pond ash.
Golden Bay® also introduced EcoZero®,
New Zealand's first carbon neutral
cement, made with EcoSure®, the
remaining carbon is offset through
quality third-party verified carbon
credits sourced and cancelled by Toitū
Envirocare.
EcoSure® is also being used by
Firth® to make EcoMix®, meaning the
company is now able to offer a lower
carbon concrete at scale across New
Zealand. The aim is to make it it easy
for customers to achieve their lower
carbon construction goals with a
10-20% reduction in every batch of
EcoMix® compared to the Infrastructure
Sustainability Council (ISC) baseline.
The innovation doesn’t stop there.
Golden Bay® has also partnered with
Genesis Energy to address the issue
of bottom ash waste product at Huntly
Power Station. This waste stream that
was previously taken to landfill, is now
being incorporated as material into the
cement, effectively upcycling waste as
an ingredient.
“Contributing to waste reduction at a
large scale for the benefit of all New
Zealanders is incredibly rewarding.
It is a win-win for the environment
and for Kiwis who want to use more
environmentally friendly products,” says
Gian Raffainer, Golden Bay®’s General
Manager.
SUSTAINABILITYCUSTOMER
INNOVATION
& GROWTH
~100,000
tonnes
of waste diverted from landfill
Firth® take EcoSure®
cement and make
EcoMix®, at scale
85%
of their concrete
is lower carbon
27%
less embodied carbon
in EcoSure® than the
ISC baseline using 46%
alternative fuels
Fletcher Building Limited Annual Report 2023
14
We are prioritising cement decarbonisation. Our
carbon emissions per tonne of cement are 27%
below the ISC 2020 baseline.
The Concrete division opened New Zealand’s
first commercial Concrete Innovation Lab in
Christchurch this year.
“Our Concrete Innovation Lab provides an
environment for our team to be bold and
creative so we can bring new products to the
market more quickly than ever before. In short,
it represents an opportunity to continue to solve
real-world challenges for our customers and
communities while improving the world around
us,” explains Nick.
Georgia Izzett of Golden Bay®.
Contributing to waste reduction at a
large scale for the benefit of all New
Zealanders is incredibly rewarding.
It is a win-win for the environment
and for Kiwis who want to use more
environmentally friendly products,
Gian Raffainer, General Manager Golden Bay®.
Fletcher Building Limited Annual Report 2023
15
Customer-centric digital solutions
making it even easier to do business with Laminex® Australia
In just four years, the development of
an e-commerce platform has resulted in
Laminex® growing to become a highly digital
business in the Group, with its online sales
already representing 36% of total Laminex®
sales and a new way of doing business.
As a leading supplier of high-quality
laminates and surface materials, Laminex®
pins its e-commerce performance on
designing experiences based on customer
feedback and data insights around the
moments that matter for its customers.
Customers were invited to participate in
the design for the online tools. 856 people
provided detailed feedback on their ‘must-
haves’ to enhance their online experience.
Order status updates, delivery notifications
and the ability to edit orders themselves
came out as most important and, as such,
became the priorities for improvement.
Further, when compared with call centre
enquiry data and our Net Promoter Score
(NPS) tracking, we could see these were the
most common topics for discussion.
Laminex® Australia’s Head of Customer
Experience and Digital Transformation,
Amber McDougall, explains, that the
business has a history of innovating and
so it has aligned customer experience,
with digital transformation to accelerate
improvements for customers.
“We are committed to designing and
co-creating market leading experiences
with our customer communities to make
it easier to do business with Laminex®. We
have developed a range of digital solutions,
including a new Trade Hub mobile app that
enables busy tradies to place quick orders
on the go, a Specifier Design Hub that helps
architects and designers to manage their
many projects and samples, and we have
many new features being developed and
implemented by the expertise of our agile
digital team.”
The team also registered that customer
behaviours were moving towards an omni-
channel approach, meaning that individual
customers now prefer to use a combination
of showroom and online methods to engage
with their product ranges. This led the team
to check that interactions are unified across
all channels, including customer operations,
mobile app, webchat and e-commerce. The
team researched market leading innovation
opportunities and implemented sales order
automation in customer operations utilising
a robotic process automation solution.
Pivotal to these developments is a customer
panel that trials the new ideas.
New digital solutions are achieving a strong
uptake with 46% of Laminex® customers
now transacting on digital channels every
month,” says Amber.
“What’s more, thanks to being able to easily
monitor our customers’ spend, we know
they are ordering more products through
our digital channels than they were before.
And best of all, they have started calling us
with suggestions for what they want us to
focus on next, which truly is the best form of
customer engagement, evidenced by great
improvements in our NPS,” says Amber.
36%
Laminex® Australia
sales online
46%
of customers transacting
online monthly
49 NPS
for customer online
experience
Laminex® Australia credits its 'customer-first' approach and a mantra to always be ‘easy to do
business with’ for the impressive online growth of its laminex.com.au channel, Design Hub
tools and Trade Hub mobile app.
CUSTOMER
INNOVATION
& GROWTH
OPERATIONAL &
FINANCIAL PERFORMACE
Fletcher Building Limited Annual Report 2023
16
New online Laminex® tools making it much easier for
customers to browse, design, select and manage their orders.
It is about bringing the wow factor, that comes from deeply
understanding our customers’ needs and daily challenges. They tell us
that they feel in control and they love the speed of placing a quick order
as it is locked into our product ordering system.
Amber McDougall, Head of Customer Experience and Digital Transformation at Laminex® Australia.
Fletcher Building Limited Annual Report 2023
17
Driving sustainable
business growth
The focus for the Group has been to
identify attractive opportunities that
are both sustainable and scalable; that
will allow us to reach the number one
or number two market position; and
generate a sustainable competitive
advantage through the application of
innovative best practice.
Through this lens we have invested in
both new acquisitions and sensible
organic growth opportunities. Our
committed growth investment now sits
at over $800 million between FY23 and
FY26.
Joining the Group in June 2023,
Waipapa Pine Limited in Northland,
New Zealand is a well-run operation
specialising in industrial and structural
grades of sawn timber and includes a
renewable fuels business, Renewable
Wood Fuels. Geographically
advantaged with a sawmill in Kerikeri
and treatment plant in Whangarei,
Waipapa is highly valued by customers
from the Far North down to as far south
as Hamilton in the Waikato and has
good potential for production capacity
expansion, initially by 15%, and then
doubling output within the next three
years. The benefit of this flex is our
ability to distribute any demand outside
current customer requirements through
our PlaceMakers® network.
Further south, servicing the East
Coast and Lower North Island, the
acquisition of Tumu® completed in
FY23 expanded our New Zealand
Distribution division with six building
supply centres and a frame & truss
operation. This strengthens our
foothold in a strategically valuable
region where we have previously been
underrepresented by our PlaceMakers®
brand. Continuing to operate as Tumu®,
the transition has been a win-win for
customers and the community Tumu®
so proudly supports.
Our organic growth programme sees
us investing in our existing operations,
through identification of disruption
opportunities in the value chain. At
Comfortech®, we are expanding the
current Pink® Batts® manufacturing
site to triple production capacity
by 2027. This is a direct response
to the opportunity presented by
changes to the New Zealand Building
Code requiring increased thermal
performance in homes. Later this year,
Winstone Wallboards®’ will vacate the
Felix Street facility in Auckland. The
facility will be repurposed as a new,
highly automated PlaceMakers® frame
& truss operation, with increased
production by 2026.
Our current Laminex® site in Taupō is
expanding its base to include a $270
million new wood panels plant to
expand its product offering. Together
with the Waipapa acquisition, these
investments represent a significant
move into Wood Products for the
Group. It is a sector that fits with
strong customer preference trends in
our markets and that supports New
Zealand’s broader sustainability goals
through greater use of renewable
resources.
In Auckland, Winstone Aggregates® has
fast-tracked plans to extend its circular
and recycling solutions for customers
through the acquisition of The Urban
Quarry®. With sites located in the
west and south of the city, it provides
aggregate supply for city-based
construction sites while collecting
construction and demolition waste.
≥15%
ROFE
$
800m+
Investment programme
$
120m+
full run-rate EBIT growth
Over several years we have been deliberate in establishing a solid base on which we can drive growth
in the medium term. This has been achieved through a sustained focus on optimising our operating
discipline performance, while also maximising sensible growth opportunities where we see value for
our customers and the communities we serve.
Waipapa Pine Limited,
Kerikeri, Northland.
Fletcher Building Limited Annual Report 2023
18
INNOVATION
& GROWTH
Vernicia Kelleher at Waipapa Pine Limited in
the Far North of New Zealand. Specialising
in industrial and structural grades of sawn
timber, the plant provides sustainable wood
products, popular for modern building.
We like the isolation and smaller relative scale of the New Zealand
and Australian markets. This allows for local players to be competitive
against importers and to be leaders on disruptive innovation.
Ross Taylor, CEO
Fletcher Building Limited Annual Report 2023
19
Winstone Wallboards®
$400m new GIB® plant
Three and half years ago, Winstone Wallboards® made a commitment to invest $400 million to
build a state-of-the art plasterboard manufacturing and distribution facility in the heart of the
North Island, Tauranga.
Due to be fully commissioned by the end of
October 2023, the new technologically advanced,
highly automated, safer, and more sustainable,
Winstone Wallboards® manufacturing and
distribution facility will support New Zealand’s
building sector with an immediate increase in
capacity of the popular GIB® plasterboard range.
The well-considered design and layout of the
plant also promises opportunities for future
expansion, if required, in years to come.
In the meantime, the increased capacity will allow
the Winstone Wallboards® team to innovate and
bring new products to market.
INNOVATION
& GROWTH
A family affair
The construction of the new plant showcases the
breadth of Fletcher Building’s ability to operate
across the building and construction value chain with
14 of our businesses directly involved in delivering
the project alongside other local businesses.
45,000
tonnes
of gypsum (raw material) storage capacity
12.8
hectares
of land
Fletcher Building Limited Annual Report 2023
20
50%
more capacity
on the plasterboard
line than the previous
manufacturing plant
67,000
m
2
of buildings
occupying approximately 50%
of the overall site
Fletcher Building Limited Annual Report 2023
21
Improved sustainability
Designing in sustainability was part of Fletcher Building’s
decision to invest in the new Tauriko plant from the start.
The new plant is more energy efficient, and reduces carbon
emissions per square metre of plasterboard, supporting
Fletcher Building’s carbon reduction target of a 30% reduction
in carbon emission by 2030. There will also be onsite recycling
and reuse of process wastewater plus innovative technology is
providing the capability for waste plasterboard recycling.
Environmental improvements
• 13% reduction in CO2e emissions per square
metre compared with the Auckland plant.
• Upward of 10% of total board volume can use
recycled gypsum.
• Zero manufacturing trade waste.
• Highly energy efficient LED lighting and smart
controls panels.
• Extra Low Energy Dryer - 15% more efficient
than Auckland plants dryer.
• Energy monitoring and reporting system to
monitor and maintain energy efficiency.
• Heat recovery systems linking multiple
processes to improve energy efficiency.
• Single site reduces truck movement between
warehouse facilities.
• Plant future-proofed to hold solar panels and
switch to alternative energy sources.
INNOVATION
& GROWTH
4,000
tonnes of structural steel
Winstone Wallboards® $400m new GIB® plant
(continued)
SUSTAINABILITY
Building from the ground up and
applying smart thinking has seen us
future-proof plasterboard manufacturing
in New Zealand. Our products will be
more sustainable, and through driving
the growth of Winstone Wallboards® we
will have a meaningful impact on the
regional economy and create positive
opportunities for the community.
Hamish McBeath, Chief Executive Building Products.
Fletcher Building Limited Annual Report 2023
22
Part of the community
Winstone Wallboards® knew that moving to a new region
came with responsibilities to the local community.
Engaging with their new neighbours has been a priority
throughout the construction of the plant.
They connected early with local hapū, Ngai Tamarawaho
and Ngāti Hangarau, to understand what their aspirations
were. The local school, Taumata School, took on the role of
kaitiaki (guardian) of the site's whenua while construction
was underway and the team worked closely with local
employment agencies, including Priority One and Māori
training provider Solomon Group to find local talent to join
the team.
The new plant will bring significant benefit to the region,
both through employment and through the take up of
ancillary services needed to support a plant of this scale –
such as cleaning companies right through to engineering,
maintenance and logistics companies.
Building a new
local team
• 97 employees.
• 70% of employees have been
employed from the Bay of
Plenty area.
• 30% of employees relocated
from Auckland to Tauranga.
• 30% of new hires at GIB®
Tauriko are female.
• 7,000 training hours
deployed since January 2023.
30,000
m
3
concrete
foundations, slabs and yard areas
Fletcher Building Limited Annual Report 2023
23
INNOVATION
& GROWTH
CAPABLE & HIGHLY
ENGAGED PEOPLE
Fletcher Building Limited Annual Report 2023
24
Leading a New Zealand
manufacturing generational project
Stewart Vaughan has walked every step of the
five and a half year journey to design and build
Winstone Wallboards®’ new plant. He’s also quite
possibly walked every inch of the expansive
67,000 sqm set of buildings!
As project lead, Stewart steered the project from feasibility
study, design, consenting, business case, land acquisition,
procurement, plant construction oversight through to the the
installation and commissioning of the manufacturing plant.
Following Board approval in December 2019, the project
quickly took shape. Four months later COVID-19 hit along with
disruptions to global procurement, shipping and ongoing
supply chain challenges. Fast-forward three years, the project
is completing on-time and on-budget with the plant set to be
fully commissioned by the end of October 2023.
“To lead a greenfield project of this size and scale and be part
of a team delivering an iconic New Zealand manufacturing
legacy for the next 50 years has been the opportunity of a
lifetime.” says Stewart. “Getting through to the commissioning
of the plant and manufacturing that first piece of plasterboard
has been cause for huge celebration and relief.”
“Aside from dealing with the impacts of COVID-19, the biggest
complexity by far has been the onsite building construction
works’ interface with plant and equipment installation. These
were two huge projects in themselves, inter-meshed with each
other and led exceptionally well by my Capital Works Manager
Nick Stenson,” Stewart says.
Developing strong community partnerships and relationships
has been pivotal to the project’s success, and Stewart is
particularly proud of the enduring relationship forged with
local iwi and hapū, Ngai Tamarawaho and Ngati Hangarau.
“At our first meeting, Winstone Wallboards®, General
Manager, David Thomas and I stood alongside mana whenua
representatives on a hill right in the middle of where the site is
now and genuinely committed to delivering a positive impact
for the community,” Stewart says.
“Throughout the project we worked with so many passionate
people and it gives me great satisfaction that this has allowed
us to show them Winstone Wallboards® is more than just a
new local business. We are in fact part of the community and
committed to doing our best to support it now and in the
future.”
Stewart praises the commitment of his project team who in
most cases uprooted their lives to move to Tauranga to help
deliver the facility as well as the support and governance
provided by the Winstone Wallboards® senior management
team, in particular David Thomas and Simon Cooper.
“A project of this scale takes a village,” he says. “No one person
can deliver a project of this size and scale alone. It’s about
involving the right people, with the right passion, and giving
them the autonomy to do their jobs and as leader, having
intimate knowledge across all parts of the project to be able to
guide and support them.”
He says it’s with satisfaction, not sadness, the project is
coming to a close.
“The new plant is a legacy that will take Winstone Wallboards®
and New Zealand into the future. Not only that, but it will enrich
the region by creating wealth, economic benefits, exciting job
opportunities and a strong sense of community.”
All the passionate people we’ve worked
with along the way have come to
understand that Winstone Wallboards®
is more than just a manufacturing and
distribution business. We want to have a
real, positive impact on this community.
Stewart Vaughan, Project Lead – Winstone Wallboards® Tauriko build.
Sustainability
Winstone Aggregates®' Head of Sustainability, Ian Wallace (front) and Mary-Jane Vavetuki,
testing water near the Pukekawa Quarry. The team are at the centre of developing a new
biodiversity strategy for the Concrete division, which will start in FY24.
Fletcher Building Limited Annual Report 2023
25
SUSTAINABILITY
16%
reduction in carbon
emissions since FY18
46%
Coal substitution
with lower emission
alternatives
We engaged with
suppliers covering
65%
of our Scope
3 emissions to
encourage them to
reduce their emissions
A-
CDP ‘Leadership’ level
for management of
Greenhouse Gas (GHG)
emissions
(1)
Refer to page 80 for further details on the Greenhouse Gas (GHG) emissions calculation.
We have a genuine commitment to making a positive impact environmentally and socially. With our
purpose, ‘Improving the world around us through smart thinking, simply delivered' in mind, we have
set ourselves some ambitious goals to make a difference.
S&P Global ESG Score 2022
Sustainability
Yearbook Member
As of , 2023.
Position and Score are industry specific and reflect exclusion
screening criteria. Learn more at spglobal.com/esg/yearbook
Fletcher Building Limited
Building Products
February 7
Within our overarching sustainability strategy, we have set long-term goals to work
toward a net positive environmental impact, lead the way in offering sustainable
products and building solutions, and will continue our efforts to reduce waste as part of
committing to a circular economy approach across our business. We are also focused
on nurturing a safe, diverse and inclusive workplace and putting our community at the
heart of everything we do.
You can read about how we have lifted our safety performance in the ‘Zero injuries,
every day’ section of this report, and find more detail about our people initiatives and
some of the community initiatives the Fletcher Building businesses have been involved
in over the past year in the ‘Our People’ and ‘Our Communities’ sections.
Net positive environmental impact
We understand that that our business activities can have impacts on the environment.
While we expect this will always be the case to some extent, our long-term goal is for the
balance to be positive. This means we are putting significant effort into actions that can
create meaningful change.
We have set targets and we are progressing against the goals in our sustainability
strategy, with a particular focus on mitigating climate change by reducing our
greenhouse gas emissions
(1)
.
Scope 1 and 2 carbon emissions
Scope 2 emissions (t CO2e)
Scope 3 emissions for FY23 were 1.45 Mt CO2e
Scope 1 emissions (t CO2e)
0
200,000
400,000
600,000
800,000
1,000,000
1,200,000
1,400,000
Emissions (tCO
2
e)
FY18
FY19
FY20
FY21
FY22FY23
Our combined Scope 1 and 2 emissions in FY23 were 1.021 Mt CO2e, which is 4% lower
than FY22 and a reduction of 16% from our FY18 baseline year. This puts us well underway
to achieving our Science-based Target of 30% reduction by 2030 and moves us toward
our long-term goal of net zero emissions by 2050.
Fletcher Building Limited Annual Report 2023
26
Leading in sustainability
Tyler Sharratt from the Winstone Aggregates® Environmental Team at Pukekawa Quarry.
We have a carbon reduction roadmap in place across our
businesses, which we use to identify the areas we can achieve
the most significant reductions. For us, this involves focusing
on our major sources; our cement operations at Golden Bay®,
electricity used in our Australian businesses, and fuel used as
part of our construction operations in New Zealand. We made
solid progress in all these areas in FY23.
• At Golden Bay®, we have reduced our reliance on fossil
fuels, substituting 46% of the energy demand from coal
with waste wood and waste end-of-life tyres in FY23. This
emissions reduction is part of how we’ve been able to
produce EcoSure®, our lower carbon cement. Carbon
emissions from Golden Bay® reduced by 17,000 t CO2e from
FY22 to FY23.
• In Australia, we have an established plan to move toward
greener electricity across our operations. This includes
purchasing a proportion of offsite renewable energy for our
Australian operations, and in FY23 we started installation
of rooftop solar systems on three of our larger facilities
in Victoria and Queensland. These actions, together with
increasing renewable content of grid electricity in Australia,
reduced emissions by over 15,000 t CO2e from FY22 to
FY23. In FY24 we will continue to review renewable energy
and energy efficiency options for our Australian businesses.
• In our Construction operations, the most significant action
we can take to reduce direct emissions is to reduce fuel
emissions through low emission vehicles. We are well
underway, with 18% hybrid vehicles in our Construction
fleet of cars and utility vehicles. In FY24, we’ll also be using
low emission options within our heavy vehicle fleet - our
team at Brian Perry Civil® is planning our first zero emission
construction crew, with an electric excavator, tipper and
wheel loader. We will be trialling electric equipment in our
Concrete division as well, with our first electric dumper in
our quarry business, Winstone Aggregates®, and an electric
concrete mixer in Firth®.
We recognise that for our Construction operations, what we
build and the energy used during operation can be more
significant than our direct emissions during the construction
process. We talk about what we are doing to produce lower
carbon building products, and buildings, in the next section of
this report.
Working with our supply chain to support reduction in their
emissions is another significant action we can take and is
critical to our long-term goal of reaching net zero emissions.
To reduce our Scope 3 emissions, we are working directly
with the highest emitters in our supply chain to quantify the
emissions associated with the products and services they
provide us, and to understand their reduction pathways. We
are starting with the most significant suppliers who provide
us with steel products, logistics and transport services,
representing an estimated 57% of our Scope 3 emissions.
In addition to direct engagement with our highest emitters,
we provide free access to Carbon Disclosure Project (CDP)
supplier engagement programme for 40 suppliers, who
represent a further 8% of our emissions, to report and reduce
their own emissions.
In FY23, our Scope 3 (supply chain) emissions were 1.450 Mt
CO2e, an increase from FY22. This increase reflects improved
information we have gained because of engaging directly with
our supply chain. We were proud to be recognised for our
supplier engagement by the CDP in FY23 with an ‘A-’ rating for
our supplier engagement on carbon reduction.
As we progress toward net zero carbon, we’ll continue to work
with the Science-based Targets initiative and with the Global
Cement and Concrete Association’s net zero workstream to
understand what the pathway to net zero looks like for us.
We know that a range of solutions will be needed to fully
decarbonise our operations, and some of these solutions don’t
exist at present. We will track innovation and progress in our
industry, while remaining firmly focused on what we know that
we can do now.
Beyond carbon reduction, in FY23 we began working with
Nature Positive on biodiversity commitments we can make
within our quarry operations, and we will implement this work
in FY24.
Fletcher Building Limited Annual Report 2023
27
SUSTAINABILITY
In our Residential and Development
division, the Low Carbon home (LowCO)
pilot is now underway with the build at
Waiata Shores, South Auckland. In May
23 the LowCO Home project team won
the Fletcher Building Excellence Awards
Better Together: Exceptional Business
Collaboration award.
Website: scan for more
information on the
LowCO home, and a
video in timelapse
Leading the way in sustainable products and solutions
We believe the future of our sector relies
on using and developing more sustainable
building products and solutions. We are
proud of the progress we have made in FY23.
Our product revenue from sustainably
certified products has increased
approximately 20% over the past three
years to 71% in FY23, well on the way to
our goal of 75% by FY26. When we refer to
‘sustainably certified’ products, we mean
products made or sold by our manufacturing
businesses that hold a credible, third party
verified, sustainability certification, that is
recognised in green building and sustainable
infrastructure ratings.
We focus on changing our own products, and
also on working with our supply chain.
In FY23 we recertified several products from
our Iplex® Australia pipe range, and updated
the Environmental Product Declaration
for our cement, now known as EcoSure®,
with information demonstrating its lower
embodied carbon content. We also worked
with suppliers to encourage certification of
their products where we on-sell those in our
product ranges, and pleasingly our major
steel suppliers increased the number of
certifications they held this year.
As well as sustainably certified products, our
goal is to provide lower carbon and more
sustainable building solutions into the market.
We began construction on our LowCO pilots
in FY23 with a freestanding 3-bedroom
family home and three 3-bedroom terrace
homes being built in Auckland. LowCO is
designed to use seven times less carbon than
the equivalent standard-built home over its
lifetime. The benefits extend into water and
energy efficiency, meaning it is warmer, drier
and cheaper to operate.
LowCO has been designed as a smart home.
Building performance will be measured
to help the occupants to understand and
optimise the benefits of their new home,
and to improve our design.
LowCO is an industry leading sustainable
housing offer and has already opened
up a number of new product offerings
and opportunities for us to partner with
likeminded industry partners. In FY24, we
will integrate key energy efficiency and low
embodied carbon learnings from LowCO into
our standard build.
Beyond our direct impacts and building
solutions, we want to drive positive change
in our industry. We are active members of
industry associations who focus on more
sustainable products and building solutions,
including the New Zealand Green Building
Council, the Infrastructure Sustainability
Council, and the Global Cement and
Concrete Association.
To help our customers understand and
use more sustainable products, we help
customers choose lower carbon options
for cement and concrete by providing our
Firth carbon calculator, we published our
'Understanding Environmental Product
Declarations’ explainer in FY23, and we
are working with partners to create an
Environmental Product Declaration library
for New Zealand.
71%
Product revenue from
sustainably certified
products
Fletcher Building Limited Annual Report 2023
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Circular economy commitment across our business
Our commitment to the circular economy is
a core part of our sustainability strategy, and
one as a portfolio of businesses across the
value chain, we are in a unique position to
lead the way on.
To drive this commitment, we are
collaborating across all our operations to
find opportunities to reduce or reuse waste
and we are also opening doors to work with
other businesses who have a common goal
to drive positive environmental change
through the circular economy.
We are already making good progress. In
FY23 we achieved 60% diversion of waste
from landfill, an improvement from 51%
in FY22.
We have product stewardship schemes
in place for plasterboard in New Zealand,
and our Tauriko plant will expand our
ability to include recycled content into new
plasterboard. Our ‘Pipeback’ consumer
take-back programme has been running
for over a year for a range of pipe products
and fittings in Australia. In FY24 we will be
expanding this in New Zealand with a trial
of collection stations on customer sites to
enable off-cuts of PVC and PE to be returned
to our production site for re-processing into
new pipe.
We were proud to receive a WasteMINZ
National Excellence Award for Fletcher
Living in FY23 which recognised our
outstanding contribution to minimising
waste to landfill generated in the
construction of homes. Fletcher Living®
addresses one of the main waste streams
from housing construction by implementing
segregation of plasterboard at all house
building sites in Auckland, enabling the
gypsum in plasterboard to be recovered and
reused. Fletcher Living also began collecting
hard to recycle soft plastics which will be
made into SaveBOARD, a 100% recyclable
alternative to plywood. These initiatives
add to the waste reduction from the one
in six homes delivered to Fletcher Living®
by Clever Core®, in which the approach of
designing out waste produces much less
waste per home than a traditional build.
Teaming up with other businesses to grow
the circular economy is essential and
rewarding. We are pleased to help others
find new ways to reduce waste by using their
waste as a raw material. As an example, our
partnership with Genesis will see 20,000
tonnes of pond ash from Huntly Power
station diverted from landfill and used in
our cement manufacturing process at
Golden Bay®.
Business collaboration and a commitment
to circular economy solutions is supported
by acquisition of The Urban Quarry®. The
Urban Quarry® caters specifically for the
needs of urban development, providing a
dual service hub of aggregate supply for
city-based construction sites, and collection
of construction and demolition waste. It will
provide the platform to capture sufficient
waste quantities at a central point to enable
recycling on an efficient scale and will
accelerate access to expanded circular
economy and recycling solutions for our
customers.
60%
Waste diverted
from landfill
In three years, a range of focused initiatives have enabled
Fletcher Living® to increase waste diverted from landfill
from 10% in 2019 to over 40% in the year to December
2022. In October 2022 the team were recognised for
these efforts in WasteMINZ National Excellence Awards.
Fletcher Building Limited Annual Report 2023
29
Pipes donated
JCU Caraplace Turtle
Research
Iplex® Australia
$105,000
Habitat for
Humanity donation
Comfortech® (plus
team built 12 new beds
for Northland families)
$250,000
Red Cross donation
Hawkes Bay Recovery
$160,000
Clubhouse Rescue
PlaceMakers®
$32,815
Make a Wish
Fundraiser
Mico®
$36,615
Mates in Construction
partnership
PlaceMakers®
$25,000
New Zealand Asthma and
Respiratory Foundation
annual donation
Comfortech®
$25,000
Wish4Fish Charity
Winstone Wallboards®
$2,500
product donated to
Awapuni Primary School
bike park - Gisborne
Firth®
$107,167
Southern Scooter
Challenge for
Hospice Southland
and The Charity
Hospital
PlaceMakers®
Our businesses are encouraged to ‘act local’ to support the communities they work in. These
contributions take many forms, big and small financial contributions, national and grassroot
sponsorships, volunteering and product donations. The commonality is to make a positive
difference to the lives of others.
Below is a snapshot of some of the contributions Fletcher Building businesses made
throughout the last year.
Digging in for our
communities
15 Volunteers
Ashburton River
Clean up
Iplex® New Zealand
$40,000
Mens Shed Donation
Stramit®
Fletcher Building Limited Annual Report 2023
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$50,000
product donated to House for Karen
Cancer Retreat, Taranaki and Sanctuary
Mountain Ecological Park, South Waikato
Pacific Coilcoaters
$41,000
Oke School Garden
sponsorship and working bee
at Mangapikopiko School &
Oranga School
Fletcher Living®
$1,500
Concrete for
Gisborne’s
Children’s Hospital
Firth®
$1,900 donated
plus volunteer time
Sustainable Coastlines clean
up event at Avon Ōtākaro River
Fletcher Living®
Concrete offcut
planter boxes donated
to Hamilton kindergartens,
schools, and community groups
Humes®
$ 7, 5 0 0
Central Northland
Science and Tech
fair Sponsorship
Golden Bay®
$1,500
Fielding
Grassroots and
Youth Rugby
Firth®
GIB® plasterboard
donated
to support 20 degrees project
repair homes and make them
healthier & warmer
Bay of Plenty
$30,000
GIB® donated to
help build Heart
Foundation Lottery
homes
Winstone Wallboards®
$20,000
Portland School
Sponsorship
Golden Bay®
$80,000
WaterAid Australia
partnership
Iplex® Australia
$10,000
Westpac Rescue
Helicopter
Pacific Coilcoaters
Fletcher Building Limited Annual Report 2023
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People
Fletcher Building Limited Annual Report 2023
32
Members of the Pride Group, Eric Yu (left) and Charlie Gray (second
from right), working on new initiatives. The group have led policies
to increase workplace inclusivity, such as new Transitioning at Work
Guidelines and related Gender Affirmation Leave.
Fletcher Building Limited Annual Report 2023
33
Connecting with our people
Measuring how our people think and feel about their
experience of working at Fletcher Building is important to
understanding our ability to enhance their experience.
In 2023 we changed our employee engagement methodology
to the employee Net Promoter Score (eNPS). In 2023 our eNPS
score was 26. To put this in context this result is at the median
for global organisations and approximately three points higher
than our 2022 result. Organisations in the global top quartile
score 40 or above.
A key driver of people engagement across our business is
recognising their contribution to our collective success.
In 2023 we celebrated the return of the Fletcher Building
Excellence Awards, our groupwide awards programme
centred on recognising high performing teams and
individuals. We received more than 200 high quality
nominations, each sharing impressive business outcomes
and customer impact, all while demonstrating the power of
our organisational values. Thirty-three finalists were celebrated
for their contribution to Fletcher Building at a very special
night in Auckland.
Driving inclusion
We understand that creating space for our people to live
authentically and be themselves at work is vital to support
them to do their best work. It is for this reason, and as a proud
Rainbow Tick accredited organisation, we have implemented
a number of small changes that can make a big difference to
a feeling of belonging.
We are pleased that 253 parents in the past year accessed
our gender-neutral parental leave policy. These parents say
they are delighted to know they can provide a great start for
their children through the improved financial benefit and
having greater return to work flexibility.
While we have focused on improving our pay parity position
over the last three years and made good progress, some of
our previous gains have been eroded. This was mainly due to
the tight labour market and rising wages in an already male
dominated industry, increasing our pay parity gap from 3.5%
in FY22 to 4.2%. We will undertake a comprehensive review of
our practices in FY24 and introduce enhancements to close
the gap.
Led by our Pride employee action group, Gender Affirmation
Leave and Transitioning at Work Guidelines were introduced
in recognition that gender transitioning can mean different
things to different people and included our Pride and Rainbow
Commitment into new employee inductions.
Growing and recognising talent
We believe Fletcher Building is a place where our people can
grow their career and develop personally and professionally.
To be true to that belief, in FY23, we invested over $6.8
million and 195,000+ hours in dedicated learning and
development with a specific focus on key areas aligned
with our overall purpose and strategy. These include
nurturing high-quality leadership, fostering our culture of
safety excellence and enhancing operational capabilities
in areas such as customer experience, pricing and sales. In
addition to this we continue to invest in our people’s ongoing
recurrency and compliance training to ensure they stay safe
on the job.
The investment in our award-winning
1
Protect Safety
Leadership Programme has developed more than 3,000 fully-
fledged safety leaders. These leaders are now successfully
passing on their knowledge and experience by introducing
their own teams to the power of safety leadership through
our frontline safety programme. This programme, Power
Up, has been the recipient of more than 25,000 of training
hours across the Group in the past 12 months, supporting
a collaborative workforce of safety-passionate people who
have achieved our best ever safety performance.
Our People
We want Fletcher Building to be a place where everyone truly feels they belong. The foundation for
this is a strong culture which celebrates our diversity while bringing us together as teams. This kind
of inclusivity supports our people develop and grow great careers.
We believe delivering an exceptional experience for the talented people working for us is
fundamental to our ability to deliver excellence for our customers and communities.
Coming out at work is daunting and scary,
there can be a lot of mental anxiety; like
wondering if the people you’re working
with will accept you when they hear that
you’re transitioning, wondering if and
how your working life may change.
Having helpful information out there
is really valuable for both sides of a
workplace transition.
Jacob Hassan, Customer Service Dimond Roofing, Wellington.
CAPABLE & HIGHLY
ENGAGED PEOPLE
1
Safety Leadership Programme winner of Best Leadership Development Programme at the New Zealand Association for Training and Development Awards 2022.
Fletcher Building Limited Annual Report 2023
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In addition to employee training
opportunities and on-the-job
development, the Fletcher Building
Employee Education Fund (EEF) offers
a range of benefits and support.
In FY23, 173 employees accessed
support for study, and close to 400
families received extra tuition offered
by the fund. Additionally, 127 children
participated in highly regarded
development opportunities for young
people run by Outward Bound, the
YMCA and Artz on Show.
Fletcher Building has a strong history
of growing great leaders inhouse
and in 2023 we re-designed our
programme to develop mid-level
leaders to enable a greater emphasis
on innovation for growth, and to
foster better inclusion and diversity
in our teams. 73 established leaders
participated in Gear Up this year.
Delivered through a mix of live events,
self-paced learning, coaching and
small group work, the programme
focuses on helping create a culture
of innovation, experimentation
and continuous improvement. The
programme will also drive performance
in challenging environments, build
leadership bench strength, as well
as support skills to deliver change
programmes and improve adaptability
and resilience in the business.
Encouraging female leaders
Increasing the presence and impact of women in our operations continues to be
a focus area. During the past 12 months, 296 more women have been placed in
operational roles across our businesses. Typically, women have been less well
represented in our male-dominated industry. We believe that to grow a healthier,
more diverse industry we have a responsibility to encourage women to take up
a rewarding career within the industry. We have set an ambitious target to have
30% of women in leadership by FY27. Our businesses have each committed to
their own action plans to achieve this goal, which features a mix of development
opportunities, flexible working conditions, cadet programmes, mentoring and
recruitment strategies.
More women are taking on operational leadership roles across Fletcher Building.
This year we have 36 more women leading operational teams, this means 15.7%
of our operational leaders are now female, up from 14.4% in FY22. Women across
Fletcher Building are benefiting from programmes designed to build their leadership
confidence and skills. In the past 12 months, 90 women took part in leadership
mentoring. Participants engaged with senior male and female mentors, with
the mentors themselves commenting on how effective the programme was in
helping them really engage with the benefits that greater gender balance brings to
leadership. In Australia, 10 emerging women leaders took part in the Rise Up pilot.
Rise Up is designed to set participants up with the skills they need to have successful
careers through an interactive programme including psychometric assessment to
raise insight, individual coaching and facilitated workshops.
Sustainability Manager, Jamie
Rodriguez, and team at Laminex®
New Zealand distribution centre.
26
eNPS
Employee Net Promoter Score
253
people accessed
enhanced parental
leave policy in FY23
195,000
training hours
undertaken
Transitioning
at Work
guidelines and Gender
Affirmation leave introduced
Video:
Excellence
Awards
Fletcher Building Limited Annual Report 2023
35
CAPABLE & HIGHLY
ENGAGED PEOPLE
Growing a pipeline
of female talent
At Fletcher Building we are focused on making our business a great place for women to work and
grow, personally and professionally. There are plenty of opportunities for women at all stages of
their careers to grow their leadership, and we are working on targeted initiatives to attract more
women into our industry.
Here we share stories of three women at different points on their career journey, demonstrating
how diverse and rewarding working at Fletcher Building can be.
AURELIE LE GALL
Fletcher Living® branch manager – Auckland North
Aurelie Le Gall’s progression at Fletcher Building
demonstrates what is possible with an open mind and the
courage to step into a new career path within the Group.
She initially joined Fletcher Building as talent acquisition
manager, where she gained insight into all the different
business units of Fletcher Building. After going through
a leadership development programme, she shifted her
career path and accepted an opportunity to join Fletcher
Living® as Operations Manager – Residential.
One year later, she was promoted to Fletcher Living®
Manager – Auckland North, a senior, operational role
leading a branch team that designs, procures, builds and
sells residential homes.
Aurelie mentors other females at Fletcher Living® and, as a founding member of our
Group-wide employee action group, The Equality Network, is one of our greatest
champions for encouraging women to seize leadership opportunities within the operating
side of our business.
“People tend to focus on career progression in a vertical sense, within your function. But
there are only so many leadership roles available if you are just looking to get the next job
title in the space you are in,” Aurelie says.
“We have a deep pool of talented females in functional roles across the business, who
would be amazing leaders in operational roles, if they’re open to considering a different
path.”
Aurelie loves connecting people and inspiring them to think about different roles and
opportunities on their career journey.
Her inspiration has made a difference, forging a path for three female site managers within
Fletcher Living®. There were none when she arrived.
Under Aurelie’s leadership, work will begin in late 2023 on ‘BUILDhers’, the first all-female
build where women will lead the planning, designing, building, marketing and selling of a
new Fletcher Living® home at Whenuapai.
“Few businesses would match the diversity of Fletcher Building. There are a phenomenal
range of career paths you can take within the Group, which keeps it interesting. I
encourage any female wanting to grow their career to be open to the many opportunities
that can present themselves working in such a diverse set of businesses,” Aurelie says.
In May, Aurelie was awarded the Fletcher Building Excellence Award for Better Together:
Inclusion and Diversity Champion and the CEO Supreme Award.
90
emerging female leaders
in mentoring activities
22.6%
women in operational roles
378
female operational
leaders across the Group
Fletcher Building Limited Annual Report 2023
36
LUCY CLARK
Crane Operator, Brian Perry Civil®
Lucy Clark scaled new heights
when she joined Brian Perry
Civil® as its first female crane
operator.
The 32 year-old began her ten-
year construction career as a
piling foundations apprentice
in England and moved to New
Zealand with her family to join
Brian Perry Civil® in 2022.
The qualified crawler crane
operator and site crew
supervisor has since worked
across a range of large
construction projects including the RNZAF Base in Whenuapai
and the Snells Beach wastewater treatment plant.
Lucy was used to being the only woman on the construction
site in the UK and says it’s encouraging to see more females in
the construction industry, generally, in New Zealand.
“When I arrived here, a lot of the team on site had never worked
with a female crane operator before. I’m often the biggest joker
on site as I love to have a laugh and some banter, and they
probably didn’t know how to take me, so it has been a learning
curve,” Lucy says.
Lucy is grateful for the career support females receive within
Fletcher Building. For her this could include furthering her
development towards management and site supervision.
For now, she takes every chance to promote the opportunities
that construction careers offer to women.
“I have a five-year-old daughter and I tell her that when it comes
to her career, she can do whatever she wants. It is important to
educate kids in this way when they are young and to get in and
show them what they can be capable of,” Lucy says.
“I always say, being a female should not affect what you want
to do in life, even in a male-dominated industry. The younger
generation should never question or doubt themselves and
their abilities and they should be encouraged to follow their
dreams. Do what you want to do. Nothing should stop you.”
MARY-JANE VAVETUKI
Environmental coordinator
– Winstone Aggregates®
New graduate Mary-Jane Vavetuki is embracing every learning
opportunity as she takes her first steps in her career.
The 21 year-old joined the teams at Winstone Wallboards®
and Fletcher Living® over summer on the TupuToa internship
programme for Māori and Pacific tertiary students.
She then secured a role as environmental coordinator at Winstone
Aggregates® where her work covers site rehabilitation planning,
compliance management, planting and plant maintenance,
pest control, sponsorship and environmental monitoring and
reporting. While she is based at head office, she visits sites up to
twice a week to meet with quarry managers, contractors, iwi and
ecological trusts.
Winstone Aggregates®’ positive biodiversity strategy is a new
project she is involved with and is excited for the year ahead.
“I have felt so supported coming in as a graduate and have been
surrounded by people willing to help me along the way. I also
meet with my development manager fortnightly to talk about my
role and career,” Mary-Jane says.
With the approach of always saying yes to opportunities, she is
now enrolled in a Tikanga Māori course through Fletcher Building,
to strengthen her understanding of Māori culture and community
relationships with iwi.
Mary-Jane will return to university part-time next year to complete
her Bachelor of Advanced Science (Honours) in Ecology with the
support of the Employee Education Fund that supports employees
returning to university by paying a portion of the fees.
“I am excited to return to study, as I can see how everything fits
into place within the workplace. So much of what I’m doing at
work relates to what I’ve studied,” she says.
Her message to other young females embarking on construction
industry careers: “I say just go for it. Put yourself out there and
keep pursuing what you want to do and what makes you happy.”
Mary-Jane Vavetuki is getting stuck in early in her career, as
a member of Winstone Aggregates® Environment team. She
is looking forward to continuing her study and taking further
development opportunities offered by the business.
Fletcher Building Limited Annual Report 2023
37
Embracing cultural diversity
across our business
Whakatupu's impact can be felt across our businesses. Winstone Aggregates®
have adopted the Whakatupu-initiated rōpū (project) Kotuia programme, which
is supporting senior leaders to develop deeper understanding and cultural
capability. This will enhance the ongoing development of relationships with
mana whenua across the regions we operate.
CAPABLE & HIGHLY
ENGAGED PEOPLE
Video: Winstone
Aggregates® Kotuia
Workshop
Fletcher Building Limited Annual Report 2023
38
We have found the development of our first
Reflect Reconciliation Action Plan to be a
thoughtful and reflective process for us and
lays the foundation for listening and learning.
Dean Fradgley, Chief Executive Australia
As a diverse business, with 29 cultures represented in our
operations in New Zealand, Australia and the South Pacific, we
recognise the importance of fostering a culture that celebrates
our differences.
In Australia, an important first step forward was taken this year in establishing
Fletcher Building’s own Reconciliation Action Plan (RAP), a significant milestone
for our Australian division and the Group as it embraces its role in the country’s
reconciliation journey.
Now endorsed by Reconciliation Australia (the lead governing body for
reconciliation in Australia) the plan sets out our commitment to tangible and
impactful actions, both in the present and the future, to actively contribute
to the ongoing process of reconciliation. To signify this important first step, a
piece of artwork was commissioned from a First Nations artist to explore and
represent Fletcher Building’s values, people, customers and community.
Similarly in Aotearoa New Zealand, our dedicated Māori strategy Te Kākano, is
now in place to help our business continue to embrace and adopt the Māori
identity and world view into our business practices, which will in turn create
stronger relationships with mana whenua in the community.
We start with attracting diverse talent at the start of their careers. In New
Zealand, we continued our support of First Foundation with eight scholarships
and by employing nine Tupu Toa interns in the last year, each initiative set up to
create career opportunities for Māori and Pasifika tertiary students.
In June we celebrated our landmark Whakatupu dedicated Māori leadership
programme as the final 16 tauira (students) graduated, before the programme
opens up to include Pasifika leaders in the first FY24 intake. Over seven years,
Whakatupu has grown Māori leaders right across our organisation, many of
whom have enthusiastically gone on to continue building internal connections
via our Māori leadership network Tātai.
Whakatupu-ia tupu is a combined Māori / Pasifika leadership programme, and
builds on the success of its predecessor Whakatupu. Cross-cultural values
form the basis for holistic and indigenous leadership, resilience and wellbeing
learning to develop prosperous, confident and resilient leaders. The refreshed
curriculum will include the addition of a fifth wananga (training session) specific
to principles of Pasifika leadership and led by Pasifika people.
36
Māori/Pasifika
participants in
Whakatupu-ia tupu
200+
Māori leaders
developed through Whakatupu
Fletcher Building Limited Annual Report 2023
39
Quarry manager, Lance Gosling (right),
and digital channels manager, Michelle
Starns, onsite at Pukekawa Quarry,
northern Waikato.
Group Performance
Fletcher Building Limited Annual Report 2023
40
Fletcher Building Limited Annual Report 2023
41
Group Performance
Fletcher Building Limited Annual Report 2023
42
2023
NZ$M
2022
NZ$M
Revenue8,469 8,498
EBIT before significant items
(1)
798 756
Significant items
(2)
(301) (54)
EBIT
497 702
Lease interest expense (60) (58)
Funding costs (94) (46)
Earnings before tax
343 598
Tax expense (89) (159)
Earnings after tax
254 439
Non-controlling interests (19) (7)
Net earnings
235 432
Net earnings before significant items
452 484
Basic earnings per share (cents)30.0 53.5
Basic earnings per share before significant items (cents)5 7.7 60.0
Dividends declared per share (cents)34.0 40.0
Cash flows from operating activities 388 592
Capital expenditure461409
Investments 183 12
Revenue
2023
NZ$M
Restated
(3)
2022
NZ$M
Building Products1,4431,458
Distribution1,8241,789
Concrete1,0851,033
Australia3,0162,806
Materials and distribution divisions7,3 6 87,0 8 6
Residential and Development607692
Construction1,3191,559
Other1011
Gross revenue9,3049,348
Less: intercompany revenue(835) (850)
External revenue8,4698,498
(1) EBIT before significant items is a non-GAAP measure used by management to assess the performance of the business and has been derived from Fletcher Building
Limited’s consolidated financial statements for the period ended 30 June 2023. Further details of Significant items can be found in note 2.2 of the consolidated financial
statements.
(2) Further details of Significant items can be found in note 2.2 of the consolidated financial statements.
(3) The comparatives have been restated as a result of a change in segmental classification of Humes Pipeline Systems which was previously under the Building Products
division has been re-presented within the Concrete division. Further details of the change can be found in note 4 of the consolidated financial statements.
Note: Revenue includes income from the Group's Vertical Buildings Business (2023: $101 million; 2022: $265 million), which the Group is in the process of exiting. The
New Zealand International Convention Centre and Hobson Street Hotel (NZICC) represent the last projects to complete in this sector. EBIT before significant items,
however, excludes any earnings from these projects.
Fletcher Building Limited Annual Report 2023
43
EBITEBIT before significant items
(2)
Reported
2023
NZ$M
Restated
(1)
2022
NZ$M
Reported
2023
NZ$M
Restated
(1)
2022
NZ$M
Building Products 200 192 215 192
Distribution 140 136 141 137
Concrete 154 146 156 146
Australia 170 67 180 113
Materials and distribution divisions664 541 692 588
Residential and Development 147 217 147 217
Construction(247) 3 26 14
Corporate and other(67) (59) (67) (63)
Total EBIT497 702 798 756
Lease interest expense (60) (58) (60) (58)
Funding costs (94) (46) (94) (46)
Earnings before tax343 598 644 652
Tax expense (89) (159) (173) (161)
Earnings after tax254 439 471 491
Non-controlling interests (19) (7) (19) (7)
Net earnings235 432 452 484
Group Performance (cont.)
(1) The comparatives have been restated as a result of a change in segmental classification. Humes Pipeline Systems which was previously under the Building Products
division has been re-presented within the Concrete division. Further details of the change can be found in note 4 of the consolidated financial statements.
(2) EBIT before significant items is a non-GAAP measure used by management to assess the performance of the business and has been derived from Fletcher Building
Limited’s consolidated financial statements for the period ended 30 June 2023. Further details of Significant items can be found in note 2.2 of the consolidated financial
statements.
* Before significant items
1
FY19 is a pro forma number adjusted for discontinued operations and NZ IFRS 16 to allow for like-for-like comparison
2
FY20 significantly impacted by COVID-19 lockdowns
46%
NZ Materials
& Distribution
32%
AU Materials
& Distribution
15%
Construction
7% Residential and Development
Value chain revenueRevenue weighted to marketFocus across NZ & Australia
$3b revenue
$5.4b revenue
Group
EBIT* Margin
9.4%
7. 2 %
8.2%
2.2%
8.9%
Group
EBIT* ($m)
798
598
668
160
756
Materials & Distribution divisions
EBIT* Margin
FY19
1
FY20
2
FY21 FY22 FY23FY19
1
FY20
2
FY21 FY22 FY23FY19
1
FY20
2
FY21 FY22 FY23
9.4%
6.6%
8.0%
4.5%
8.3%
52%
Residential
26%
Commercial
22%
Infrastructure
Group Overview
Fletcher Building Limited Annual Report 2023
44
The FY23 result reflects a solid operational performance in a
market where activity levels were lower than the prior year,
and which was impacted by significant weather events. Market
volumes for the materials and distribution divisions (Building
Products, Concrete, Distribution and Australia) in New Zealand
and Australia were 5% to 7% lower in FY23 compared to the
peak in the second half of FY22. The decline was driven
primarily by the residential sector, while commercial and
infrastructure markets were more robust, which also supported
workload in the Construction division. For the Residential
and Development division, the New Zealand housing market
proved challenging, as a sharp increase in interest rates led to
a material reduction in both housing demand and prices.
Despite the softer markets, the materials and distribution
divisions delivered strong year-on-year growth. EBIT before
significant items increased to $692 million compared to
$588 million in the prior year, and EBIT margins lifted by 110
basis points to 9.4%. Input cost inflation remained elevated
at 6% to 7% per annum on average, driven particularly by raw
materials, freight, and labour cost increases. Offsetting these
impacts were: good price recoveries; higher sales through
digital channels which have a lower cost-to-serve; and a
sustained focus on gaining share in higher-margin segments.
This resulted in gross margins for the four divisions expanding
by 170 basis points compared to the prior year. Investments in
improved customer service and solutions were also evident in
these divisions’ Net Promoter Score (NPS), which lifted to an
average of 38 from 33 in the prior year. ROFE lifted to 18.8%
from 18.2% in the prior year, notwithstanding the significant
investments in growth projects during the year.
The Residential and Development division delivered EBIT of
$147 million, compared to $217 million in the prior year. The
Fletcher Residential businesses reported EBIT of $112 million,
down from $169 million in FY22. A total of 617 units were
taken to profit compared to 670 in FY22, a solid result in the
challenging market environment. Lower house prices and
higher build costs saw EBIT margins reduce to 20% from 28%
in FY22, though remained above the business’s 15% – 20%
target level. The Industrial Development business reported
EBIT of $35 million, down from $48 million in FY22. ROFE for
the division remained solid at 16%.
The Construction division delivered EBIT before significant
items of $32 million (prior to elimination of intra-Group
margin), slightly ahead of the prior year’s $28 million. Brian
Perry Civil® performed well, while Higgins®' result was below
expectations due to low margins on maintenance work,
underperformance on a range of small construction projects,
and impacts of wet weather. Positively, the Construction
division’s order book exited the year in a strong position,
with $2.5 billion of work in hand (excluding legacy projects)
and a further $1.8 billion of preferred projects. The division’s
committed and preferred work consists primarily of lower risk
forms of contracts, notably alliances, enterprise agreements
and maintenance contracts.
The Group’s legacy construction projects are nearing
completion, with most of the remaining risks related to
claims and disputes on three projects. The New Zealand
International Convention Centre and Hobson Street Hotel
(NZICC) remains on schedule for completion at the end of
calendar year 2024, with progressive handover of carparks
and the hotel planned through the first half of FY24. In
FY23, additional provisioning of $255 million on NZICC was
required due to: project costs increasing above the Contract
Works Insurance policy limits; and targeted recoveries on
Third Party Liability (TPL) insurance not yet being virtually
certain, as required for recognition under accounting
standards. The Pūhoi to Warkworth motorway was opened in
June 2023, with some deferred works to finish through FY24.
The project has lodged >$200 million of claims (of which
the Group’s share is 50%), mainly related to COVID-19 delays
and which require successful resolution to hold the current
project provision. The balance of legacy projects (circa 80 in
total) is now complete, with a small number of disputes and
defects to resolve. The most substantial of these is on the
Wellington International Airport carpark, where a circa $40
million claim has been lodged against FCC, which it disputes.
Across the Group, significant item charges in the year totalled
$301 million, compared to $54 million in the prior year.
Outside of the additional NZICC provisioning, the principal
charges were; $22 million for property and equipment
damage from the significant weather events in New Zealand
in early 2023 and A$15 million to establish a fund to support
homebuilders in Western Australia related to the Iplex®
Australia Pro-fit pipes matter.
Net interest expense for the Group was $154 million in the
year, of which $94 million related to funding costs and $60
million related to lease expenses. Tax expense was $89
million in the year compared to $159 million in the prior year.
Basic earnings per share were 30.0 cents for the year,
compared to 53.5 cents in the prior year. Excluding the impact
of significant items, earnings per share were 57.7 cents, a 4%
decrease on the 60.0 cents reported in the prior year.
Group cash flows
Cash flows from operating activities for the Group were
$388 million, compared to $592 million in the prior period.
The year-on-year reduction in operating cash flows was due
mainly to higher cash tax payments ($191 million compared
to $13 million in FY22) and higher funding costs paid ($92
million compared to $43 million). Outside of these areas,
underlying trading cash flows (excluding significant items
and legacy construction projects) were robust at $548
million, compared to $525 million in the prior year.
In the materials and distribution divisions, trading cash
flows before significant items were strong at $720 million,
materially higher than the $450 million in the prior year.
External revenue of $8,469 million was broadly in line with the prior year’s $8,498 million. EBIT before
significant items was $798 million, up 5.6% compared to $756 million in the prior year, with Group EBIT
margin before significant items improving to 9.4%. Group net earnings were $235 million, compared to
$432 million reported in the prior year. Cash flows from operating activities were $388 million, compared
to $592 million in the prior year. Return on funds employed (ROFE) was 17.1%, down on prior year of 19.3%.
Fletcher Building Limited Annual Report 2023
45
The improvement was driven by higher earnings and a
reduction in inventories in FY23, compared to a significant
stock-build in the prior year in response to stretched supply
chains.
The Residential and Development division reported a trading
cash outflow of $107 million. A working capital outflow of
$240 million in the year was driven by the settlement of circa
$235 million of land purchases, almost all of which were
contracted in prior periods, while housing work-in-progress
was actively controlled in line with the softer market. The
division made limited new land commitments in FY23 and
remains well-positioned to support its future sales pipeline
through a total of circa 4,800 sections under its control. For
the circa 3,100 sections and two rural properties on balance
sheet at June 2023, the assessed market valuation was circa
$330 million higher than the book value.
Construction recorded an underlying trading cash flow of
$5 million, with good cash generation in Brian Perry Civil®
offset by unwind of advance payment positions in Higgins®.
Legacy project cash outflows were $31 million, principally
driven by legacy roading projects, while NZICC was broadly
cash neutral as Contract Works Insurance receipts offset fire
remediation costs.
Total significant items cash outflows (excluding legacy
construction projects) in FY23 were $42 million, with the
largest item being $10 million of transition costs in Winstone
Wallboards® for the move to the new Tauriko plant.
Net capital expenditure and investments for the Group
were $641 million in FY23. Base capital expenditure of $230
million (consisting of maintenance, digital/ERP, sustainability,
and efficiency capital expenditure) remained in line with
Group Overview (cont.)
Cash flow
H1 2023
NZ$M
H2 2023
NZ$M
2023
NZ$M
2022
NZ$M
EBIT before significant items
(1)
360438798756
Depreciation and amortisation180178358350
Lease principal payments and lease
interest paid
(127)(129)(256)(244)
Provisions and other(19)(39)(58)(11)
Trading cash flow before working capital
movements
394448842851
Working capital movements(457)163(294)(326)
Trading cash flow excluding significant
items and legacy projects
(63)611548525
Legacy projects cash flow(28)(3)(31)(35)
Significant items cash flow(16)(26)(42)(28)
Trading cash flow(107)582475462
Add: lease principal repayments 9799196186
Less: cash tax paid(154)(37)(191)(13)
Less: funding costs paid(39)(53)(92)(43)
Cash flows from operating activities(203)591388592
the Group’s target range of $200 million to $250 million.
Capital expenditure for the new Winstone Wallboards®
plasterboard plant was $90 million, with the project entering
the commissioning phase in late FY23 and remaining on time
and on budget.
Growth capital expenditure and investments totalled $308
million in FY23 as the Group made material progress on its
push into growth adjacencies. Organic growth investments
included: $30 million on the new Laminex® Taupō wood
panels plant; $30 million on acquiring a new distribution
and processing site for Steel’s Auckland operations; and
$38 million on property acquisition for a new PlaceMakers®
frame and truss plant. Key acquisitions in FY23 were: the
purchase of six Tumu® building centres and a frame and truss
operation, expanding the PlaceMakers® offering servicing the
East Coast of the North Island ($50 million with an additional
$11 million working capital adjustment settled in January
2023); and Waipapa Pine Limited and Renewable Wood Fuels
Limited (together, “Waipapa”) in June 2023 as part of the
Building Products divisional growth strategy into the Wood
Products sector ($106 million with further potential earn-out
up to $13 million to be assessed through FY24). Other smaller
acquisitions in the year included a Water Filters operation ($6
million) to complement the Oliveri® business in Australia; and
the acquisition of The Urban Quarry® ($10 million) supporting
the Concrete division’s circular economy strategy.
In addition, the Group invested $19 million in the Vivid Living®
retirement village developments.
Dividend payments in the year were $311 million, consisting
of the FY22 final and FY23 interim dividends.
(1) EBIT before significant items is a non-GAAP measure used by management to assess the performance of the business and has been derived from Fletcher Building
Limited’s consolidated financial statements for the period ended 30 June 2023. Further details of Significant items can be found in note 2.2 of the consolidated
financial statements.
A seamless omni-channel experience enables
customers to simply navigate the best of PlaceMakers®'
services online, in-store and in the real world.
Fletcher Building Limited Annual Report 2023
46
Balance sheet, returns and funding
The Group’s balance sheet and funding profile remain strong.
ROFE before significant items for the year was 17.1%. Funds
employed increased to $4.8 billion compared to $4.2 billion
at 30 June 2022, underpinned by the Group’s continued
investment in attractive growth opportunities to deliver at
least 15% ROFE when mature.
The Group’s leverage ratio (net debt / EBITDA before
significant items) at 30 June 2023 was 1.2 times, higher than
the 0.6 times at 30 June 2022, but remaining at the lower
end of the target range of 1.0 to 2.0 times. Looking ahead,
the Group expects its investments in growth initiatives and
construction legacy cash outflows to lift the leverage ratio
through FY24 but continue to remain within the target range.
The Group’s gearing at 30 June 2023 was 27.8% compared
with 15.1% at 30 June 2022.
In FY23, as part of its syndicated revolving credit facility,
the Group negotiated an additional Australian dollar
denominated tranche of $674.5 million together with an
extension of a New Zealand dollar denominated tranche
of $200 million for a further five years to 2028. In addition,
the Group negotiated a New Zealand dollar denominated
committed liquidity facility of $300 million which matures
in October 2024. Total funding available to the Group at 30
June 2023 was $2,791 million of which $1,014 million was
undrawn and there was an additional $365 million of cash
on hand. The Group’s liquidity was therefore strong at
$1.4 billion.
The average maturity of the Group’s debt at 30 June 2023
was 3.1 years, with the currency split being 19% Australian
dollar; 80% New Zealand dollar; and 1% spread over various
other currencies.
The Group currently has 61% of all borrowings with fixed
interest rates with an average duration of 2.8 years. Inclusive
of floating rate borrowings, the average interest rate on the
debt (based on period-end borrowings) was 5.7%.
Dividend
The 2023 final dividend is 16.0 cents per share. The final
dividend will be fully imputed but unfranked for tax purposes.
The final dividend will be paid on 5 October 2023 to holders
registered as at 5:00 pm (NZ time) on 15 September 2023.
The shares will be quoted on an ex-dividend basis from
14 September 2023 on the NZX and ASX. The Dividend
Reinvestment Plan will not be operative for this dividend
payment.
Group Overview (cont.)
Divisional Performance
Workers at Laminex® New Zealand distribution
centre in Penrose, Auckland, getting product
ready for customer collection.
Fletcher Building Limited Annual Report 2023
47
The Building Products division reported gross revenue of $1,443 million,
broadly in line with the prior year. EBIT before significant items was $215
million, $23 million higher than the prior year, with EBIT margin before
significant items expanding 170 basis points to 14.9%.
For the Building Products division,
the FY23 trading environment was
characterised by a softening in the
residential market through the second
half of the year, as well as persistent
wet weather and sustained inflationary
pressure on input costs. Substantial cost
increases were absorbed on gypsum,
paper, resin and freight, partially offset
by lower utility costs from the drop in
electricity prices. The continuing focus on
cost management across all businesses,
combined with effective pricing disciplines
and focus on improved customer
offerings, resulted in 110 basis points
improvement in gross margin. Overall,
EBIT before significant items of $215
million was 12% higher than the prior year.
The division continues to build strong
relationships with customers through
positive product and service experience.
In FY23, Comfortech® developed the
Pink® Superbatts® glasswool insulation
range specifically suited to meet the New
Zealand H1 Building Code regulations
change. Iplex® successfully commissioned
a new PVC-O technology and Restrain
manufacturing which are both unique
to the New Zealand market, providing
market leading trenchless pipe solutions.
Pacific Coilcoaters switched to new
infra-red ovens, the first installation of this
technology for coil coating in Australasia,
which will see the delivery of substantial
carbon reduction in the coming years.
Laminex® launched a new wood veneer
emulation product that is both UV and
moisture resistant.
The division delivered a trading cash flow
of $172 million, $62 million higher than the
prior year, mainly owing to significantly
lower investments in stock. Inventory
holdings in most businesses returned
to normalised levels as supply chain
disruptions eased, except in Iplex® where
channel destocking meant inventory levels
remained elevated at year-end.
Capital expenditure in the year was
$191 million, of which $90 million was
for the new Winstone Wallboards®
plasterboard plant in Tauriko, with the
project progressing within planned cost
and timeline. This project is already in
its commissioning phase, with BRANZ
product certification underway across the
product range. Other key capital projects
in FY23 included: commencement of
the Laminex® Taupō wood panels plant
($30 million); purchase of a new Steel
distribution and processing site at Hunua
($30 million); new electric ovens in the
division’s coil business ($7 million); and
the preliminary planning and design of
the new glass wool manufacturing plant
($5 million).
As part of the divisional growth strategy
into the Wood Products sector, acquisition
of the Waipapa business was completed
in June 2023 for $119 million, $13 million
of which is a deferred earn-out expected
to be settled in H2 FY24. Together with
the Laminex® wood panels project, these
two wood-based product businesses
are aimed at strengthening the division’s
position in the broader building products
sector and delivering innovative new
products to customers.
Building Products
Revenue
Revenue Weighted
Sector Exposure
46% Residential
33% Commercial
21% Infrastructure
$
1,443m
16%
of group
revenue
* before significant items
192
FY22
215
FY23
13.2%
14.9%
EBIT* margin
EBIT*
ROFE: 18%
Safety
2.5
(TRIFR
1
)
Customer
49
(NPS
1
)
Environment
62,000 tCO
2
e
Carbon emissions
2
73%
(Revenue from
sustainably certified
products)
People
41
(eNPS)
1 Excludes Altus® and Waipapa
2 Combined Scope 1 & 2 carbon
emissions with an allocation of
Corporate emissions. Excludes
Waipapa
48
Financial Summary
Year ended 30 June
2023
NZ$M
Restated
(1)
2022
NZ$M
Gross revenue1,4431,458
External revenue1,1541,155
Gross margin34.0%32.9%
EBIT before significant items
(2)
215192
EBIT margin before significant items
(2)
14.9%13.2%
Significant items
(3)
(15)
Funds1,210892
ROFE
(4)
18%22%
Trading cash flow172110
Capital expenditure191191
Investments
(5)
106
EBIT before significant items
(2)
Year ended 30 June
2023
NZ$M
Restated
(1)
2022
NZ$M
Light Building Products159146
Metals6359
Wood Products
Divisional costs(7)(13)
Total215192
(1) The comparatives have been restated as a result of a change in segmental
classification. Humes Pipeline Systems (which was previously under the Building
Products division has been re-presented within the Concrete division being
reclassified into the Concrete division. Further details of the change can be found in
note 4 of the consolidated financial statements.
(2) EBIT before significant items is a non-GAAP measure used by management to assess
the performance of the business and has been derived from Fletcher Building
Limited's consolidated financial statements for the period ended 30 June 2023.
(3) Details of Significant items can be found in note 2.2 of the consolidated financial
statements.
(4) EBIT before significant items / closing funds.
(5) Excludes $13 million deferred settlement of Waipapa earn-out.
Our Building Products businesses
Light Building Products
Metals
Wood Products
Fletcher Building Limited Annual Report 2023
49
Building Products Chief
Executive, Hamish McBeath
(right), and consultant, Grant
Arnold, at Waipapa Pine
Limited in Kerikeri, Northland.
Distribution
The Distribution division reported gross revenue of $1,824 million,
which was 2% higher than the prior year. EBIT before significant items
was $141 million, compared to $137 million in the prior year, with EBIT
margin before significant items remaining in line with the prior year
at 7.7%.
For the Distribution division, FY23
represented a return to more normal
trading conditions from the prior
year where demand had outstripped
supply in many areas. The division’s
gross revenue was 2% higher than the
prior year and gross margin improved
by 80 basis points. The improvement
in gross margin was primarily driven
by the ongoing focus on operational
efficiency, including the expansion
of PlaceMakers®’ Regional Hub
programme, and improved pricing and
sales disciplines. Along with the addition
of Tumu®, this helped offset inflationary
impacts across labour, property and
supply chain. Overall, EBIT before
significant items increased by 3% to
$141 million.
The division’s performance was
underpinned by its focus on customer
centricity, with ongoing investment in
the introduction of new tools to support
best-in-class customer service. During
FY23, the division focused on enhanced
sales team capability and the rollout
of the Sales & Service Transformation
in PlaceMakers®, which creates a 360°
view of the customer to support first
call resolution and seamless service. In
FY24, PlaceMakers® plans to introduce
innovative new store formats and
continue to drive market-leading
fulfilment through digitisation of end-to-
end supply chain.
Trading cash flow was $185 million for
the year, $115 million higher than the
prior year. This was a result of effective
working capital management, with
inventory levels reducing as supply
chain reliability improved. Customer
cash collections were tightly controlled,
with debtors’ days up circa 2 days on the
prior year. This was in line with a tougher
credit environment across the building
merchant industry.
Capital expenditure in the year was
$62 million, primarily comprising: the
purchase of a property to relocate
PlaceMakers®’ frame and truss
manufacturing plant in Auckland, which
will contribute to greater operational
efficiency and increased capability to
enable share growth for the business;
and continued investment in digital
programmes, including the launch of
Mico®’s new Trade Portal and Customer
App. PlaceMakers® opened new
branches in Dunedin and Winton during
FY23, while Mico® opened new branches
in Mangawhai and Kaitāia.
In addition, the acquisition of the Tumu®
business was completed in September
2022, strengthening the division’s
network in the eastern North Island and
delivering FY23 EBIT of $9 million. The
focus remains on retaining key talent
and preserving a strong team culture to
deliver exceptional customer service to
the region and favourable earnings to
the division.
Revenue
Revenue Weighted
Sector Exposure
73% Residential
27% Commercial
$
1,824m
20%
of group
revenue
* before significant items
FY22FY23
EBIT* margin
EBIT*
ROFE: 45%
137
141
7.7 %7.7 %
Safety
4 .1
(TRIFR
1
)
Customer
31
(NPS
1
)
Environment
10,000 tCO
2
e
Carbon emissions
2
People
30
(eNPS)
1 Excludes Tumu®
2 Combined Scope 1 & 2 carbon
emissions with an allocation of
Corporate emissions
50
Financial Summary
Year ended 30 June
2023
NZ$M
2022
NZ$M
Gross revenue1,8241,789
External revenue1,7921,764
Gross margin28.9%28.1%
EBIT before significant items
(1)
141137
EBIT margin before significant items
(1)
7.7 %7.7 %
Significant items
(2)
(1)(1)
Funds312246
ROFE
(3)
45%56%
Trading cash flow18570
Capital expenditure6211
Investments61
(1) EBIT before significant items is a non-GAAP measure used by management to assess
the performance of the business and has been derived from Fletcher Building
Limited's consolidated financial statements for the period ended 30 June 2023.
(2) Details of Significant items can be found in note 2.2 of the consolidated financial
statements.
(3) EBIT before significant items / closing funds.
Our New Zealand
Distribution businesses
Fletcher Building Limited Annual Report 2023
51
Distribution Chief Executive,
Bruce McEwen (second
from right) at Hoani Waititi
Marae for the June 2023,
Whakatupu graduation.
Concrete
The Concrete division reported gross revenue of $1,085 million, which
was 5% higher than the prior year. EBIT before significant items was
$156 million compared to $146 million in the prior year, with EBIT
margin before significant items expanding by 30 basis points to 14.4%.
Market activity remained supportive
in the commercial and infrastructure
sectors, while a softening residential
market and wet weather impacted
activity in the second half of the year.
Input cost inflation remained elevated,
averaging around 12% per annum,
particularly in areas such as coal, diesel
and freight. Good pricing disciplines
enabled the division to hold gross
margins broadly in line with the prior
year. The division also continued to
benefit from its recent investments
differentiating its customer offering,
extending capacity and debottlenecking
key operations. Overall, EBIT before
significant items of $156 million was up
7% on prior year, with EBIT margin before
significant items increasing slightly to
14.4%. These continued improvements
have seen the division increase its EBIT
margin before significant items by 420
basis points since FY19.
The division continues to focus on
offering market-leading solutions to
customers, notably through:
• New Zealand’s largest range of low
carbon products, such as Firth®
HotEdge®, a thermally insulated
flooring solution designed to increase
building lifecycle efficiency;
• Being at the forefront of the circular
economy – the division recycled and
reused >100,000 tonnes of waste
across alternative fuels and raw
materials, clinker substitution, and the
recycling of demolition waste;
• Embracing technology solutions that
enhance customer experience and
optimise production and supply chain
operations – e.g. in FY23 the division
launched a new customer portal in
Golden Bay® to provide real-time,
on-demand access to manage orders,
delivery, and fulfilment; and
• Improved market coverage and supply
resilience via capacity increases and
bolt-on acquisitions.
Trading cash flow for the division was
strong at $156 million, although slightly
lower than the prior year due to the
phasing of raw material purchases.
Working capital remains tightly managed
and a key focus for the division.
Capital expenditure in the period of $65
million was focused on asset renewal,
quarry capacity expansion, and key
strategic projects to drive future growth
through innovation, digital and more
sustainable operations and customer
offers. The acquisition of The Urban
Quarry® was completed in April 2023
for $10 million, supporting the division
to fast-track recycling of deconstruction
waste and offering circular solutions to
customers.
Revenue
Revenue Weighted
Sector Exposure
43% Residential
27% Commercial
30% Infrastructure
$
1,085m
12%
of group
revenue
Safety
3.4
(TRIFR)
Customer
52
(NPS)
Environment
625,000 tCO
2
e
Carbon emissions
1
76%
(Revenue from
sustainably certified
products)
People
28
(eNPS)
* before significant items
FY22FY23
EBIT* margin
146
156
EBIT*
ROFE: 20%
14.1%
14.4%
1 Combined Scope 1 & 2 carbon
emissions with an allocation of
Corporate emissions
52
Financial Summary
Year ended 30 June
2023
NZ$M
Restated
(1)
2022
NZ$M
Gross revenue1,0851,033
External revenue800772
Gross margin28.9%28.7%
EBIT before significant items
(2)
156146
EBIT margin before significant items
(2)
14.4%14.1%
Significant items
(3)
(2)
Funds789729
ROFE
(4)
20%20%
Trading cash flow156172
Capital expenditure6594
Investments10
(1) The comparatives have been restated as a result of a change in segmental
classification. Humes Pipeline Systems which was previously under the Building
Products division has been re-presented within the Concrete division being
reclassified into the Concrete division. Further details of the change can be found in
note 4 of the consolidated financial statements.
(2) EBIT before significant items is a non-GAAP measure used by management to assess
the performance of the business and has been derived from Fletcher Building
Limited's consolidated financial statements for the period ended 30 June 2023.
(3) Details of Significant items can be found in note 2.2 of the consolidated financial
statements.
(4) EBIT before significant items / closing funds.
Our Concrete businesses
Fletcher Building Limited Annual Report 2023
53
Concrete Chief Executive, Nick Traber, overlooks
the new Winstone Aggregates® processing plant
at Whitehall Quarry, Waikato.
Australia
The Australia division reported gross revenue of $3,016 million, 7%
higher than the prior year. EBIT before significant items was $180
million, compared with $113 million in the prior year. EBIT margin
before significant items increased to 6.0% compared to 4.0% in the
prior year.
During FY23, market activity in Australia
remained broadly supportive in the
first half, while residential new-build
and alterations markets softened in the
second half as interest rate rises began
to impact activity. Revenue growth in
the year was driven mainly by Laminex®
and Iplex®, which both reported gross
revenue in local currency 13% higher than
the prior year, with Iplex® benefiting from
good levels of civil project activity.
Significant input cost inflation remained
a feature of the trading environment.
This was particularly in areas such as
steel, resin, freight and labour, although
these pressures eased somewhat in the
second half. Strong pricing discipline and
governance ensured higher input costs
were successfully recovered, with gross
margins increasing 300 basis points on
the prior year. Earnings and profitability
in the division also continued to benefit
from simplification of business models
and rationalisation of manufacturing
and distribution footprints in prior years.
Overall EBIT before significant items of
$180 million was a pleasing 59% higher
than the prior year, with EBIT margin
before significant items increasing 200
basis points to 6.0%.
The division’s focus on customer and on
growing in margin-accretive segments,
was evident in FY23 through:
• Continued build-out of digital omni-
channel solutions, with digital sales
now 15% of total divisional revenue;
• Investment in new product
development – e.g. Laminex®
Surround and Fletcher Insulation®
Firmasoft®;
• Ongoing focus on improving
DIFOTIS (Delivery in Full on Time in
Specification); and
• Share growth in higher margin
segments – e.g. Stramit® sheds and
doors, Laminex® decorative, and the
bathroom category for Oliveri®.
Significant item charges in the division
included an additional provision for
silica-related claims of A$7.5 million (see
note 11 of the consolidated financial
statements) and A$15 million to establish
a fund to support homebuilders in
Western Australia related to the Iplex®
Pro-fit pipes matter - see further
commentary on page 77.
Trading cash flow was $177 million
compared with $80 million in the prior
year. The cash flow result reflected
continued tight debtor controls and
unwinding of investments in inventories.
Capital expenditure in the year was $59
million, with key investments continuing
in the areas of new product development,
latest automation technologies in the
manufacturing businesses and digital
omni-channel programmes. Additionally,
the division acquired a Water Filters
operation for the Oliveri® business for
$6 million.
Revenue
Revenue Weighted
Sector Exposure
61% Residential
27% Commercial
12% Infrastructure
$
3,016m
32%
of group
revenue
Safety
3.2
(TRIFR
1
)
Customer
20
(NPS
2
)
Environment
282,000 tCO
2
e
Carbon emissions
3
67%
(Revenue from
sustainably certified
products
4
)
People
14
(eNPS)
* before significant items
FY22FY23
4.0%
6.0%
EBIT* margin
EBIT*
ROFE: 13%
113
180
1 Excludes Rocla®
2 Excludes Haven and Water
Filters Australia
3 Combined Scope 1 & 2 carbon
emissions. Excludes Rocla®
4 Excludes Tradelink® revenue
54
Financial Summary
Year ended 30 June
2023
NZ$M
2022
NZ$M
Gross revenue3,0162,806
External revenue2,9532,740
Gross margin32.4%29.4%
EBIT before significant items
(1)
180113
EBIT margin before significant items
(1)
6.0%4.0%
Significant items
(2)
(10)(46)
Funds1,3681,365
ROFE
(3)
13%8%
Trading cash flow17780
Capital expenditure5955
Investments6
EBIT before significant items
(1, 4)
Year ended 30 June
2023
NZ$M
2022
NZ$M
Building Products Australia14185
Distribution Australia1622
Steel Australia3120
Divisional costs(8)(11)
Total180116
(1) EBIT before significant items is a non-GAAP measure used by management to assess
the performance of the business and has been derived from Fletcher Building
Limited's consolidated financial statements for the period ended 30 June 2023.
(2) Details of Significant items can be found in note 2.2 of the consolidated financial
statements.
(3) EBIT before significant items / closing funds.
(4) Excluding the impact of Rocla®.
Our Australia businesses
Dean Fradgley, Chief Executive Australia, with learning
and organisational development team members,
Rita Slogrove (left) and Jordyn McCosker (right).
Building Products Australia
Distribution Australia
Steel Australia
Fletcher Building Limited Annual Report 2023
55
Residential and
Development
The Residential and Development division reported gross revenue of
$607 million, 12% lower than the prior year. EBIT of $147 million was a
material decrease on the $217 million in the prior year. EBIT margin of
24.2% compares to 31.4% in the prior year.
Trading conditions in the New Zealand
housing market proved challenging in
FY23. A rapid increase in interest rates
resulted in a material drop in buyer
demand and an average circa 15%
reduction in house prices. Increased
materials and labour costs further
compressed margins, while extended
consenting timelines and delays in
apartment construction led to late
delivery of some units.
In this environment Fletcher Residential
delivered a solid result, with 617 units
taken to profit compared to 670 in the
prior year. The business’s focus on lower
price points meant it was operating in the
most active part of the housing market
in FY23, and it continued to benefit from
its high-quality developments and strong
customer reputation. Clever Core®,
the division’s panelisation business,
delivered 147 homes in the year, a 40%
increase on FY22. Overall, Fletcher
Residential reported EBIT of $112 million,
down from $169 million in FY22, and
EBIT margins of 20% compared to 28% in
FY22. The FY23 margin remained above
the business’ 15% to 20% target level,
and above the 16% delivered in FY19.
The Industrial Development business
delivered EBIT of $35 million for FY23,
driven by one large land transaction in
Auckland in the second half of the year.
This compares to $48 million in the prior
year, which resulted from two significant
transactions in Australia.
The division continues to optimise
house typologies in proven locations to
meet customer preferences and target
price points. In Auckland, Vivid Living®
provides a previously unavailable offering
to retirement age customers within their
existing developments, with completion
of the first settlements at Red Beach due
in the first half of FY24, and construction
soon commencing at Karaka and Waiata
Shores. The division also continues to
lead on sustainability through innovation
in low carbon homes, and in FY23
diverted over 40% of waste away from
landfill.
Trading cash flow in FY23 was an outflow
of $107 million and divisional funds
employed at 30 June 2023 were $915
million, compared to $651 million at 30
June 2022. This increase was driven
primarily by the settlement of circa $235
million of land purchases, almost all of
which were contracted in prior periods,
while housing work-in-progress was well-
controlled.
The division made limited new land
commitments in FY23 and remains well-
positioned to support its future sales
pipeline through a total of circa 4,800
sections under control. For the circa
3,100 sections and two rural properties
on balance sheet at June 2023, the
assessed market valuation was circa
$330 million higher than the book value,
providing a degree of margin resilience
for the business in future periods.
Revenue
Revenue Weighted
Sector Exposure
92% Residential
8% Commercial
$
607m
Safety
3.0
(TRIFR)
Customer
72
(NPS)
Environment
< 1,000 tCO
2
e
Carbon emissions
1
People
40
(eNPS)
217
FY22
147
FY23
31.4%
24.2%
EBIT margin
EBIT
ROFE: 16%
7%
of group
revenue
1 Combined Scope 1 & 2 carbon
emissions with an allocation
of Corporate emissions
56
Financial Summary
Year ended 30 June2023
NZ$M
2022
NZ$M
Gross revenue607692
External revenue594680
EBIT
(1)
147217
EBIT margin24.2%31.4%
Funds915651
ROFE
(2)
16%33%
Trading cash flow(107)107
Capital expenditure
(3)
238
EBIT
(1)
Year ended 30 June
2023
NZ$M
2022
NZ$M
Fletcher Residential112169
Industrial Development3548
Total147217
(1) The EBIT result includes revaluation gains totalling $16 million. This consists of $10
million gain from transfer of land from Fletcher Living® to Vivid Living® (2022: $9 million)
and $6 million gain on revaluation of Vivid Living® investment property (2022: nil).
(2) EBIT / closing funds.
(3) Capital expenditure includes investment property development.
Our Residential and
Development businesses
Residential and Development
Chief Executive, Steve Evans
(left) at turning the sod at
Fletcher Living® Ōkahukura
site in Albany.
Fletcher Building Limited Annual Report 2023
57
Construction
The Construction division reported gross revenue of $1,325 million,
which was 16% lower than the prior year. EBIT before significant items
(and prior to elimination of intra-Group margin) was $32 million,
compared $28 million in the prior year.
The reduction in revenue relative to
FY22 was driven by the reducing volume
of work on legacy roading and vertical
building projects. During the year, road
openings were achieved on Hamilton
City Edge, Peka Peka to Ōtaki and Pūhoi
to Warkworth. Pūhoi to Warkworth was
materially impacted in time and cost by
COVID-19, with contractual claims being
pursued. Work continues on NZICC
with completion expected by the end of
calendar 2024. Revenue to go on legacy
projects is $0.3 billion, consisting mainly
of remaining works on NZICC.
In the go-forward business, Brian
Perry Civil® performed well in FY23,
as it executed on a strong pipeline of
specialist civil work. Higgins® had a
disappointing year owing to low margins
on maintenance work and poor execution
on a range of small construction projects.
Higgins® was additionally impacted in
the year by significant and numerous
weather events, resulting in lower levels
of plant and labour recoveries. Overall,
EBIT for the division was $32 million and
EBIT margin was 2.4%, with overheads
relatively flat year on year.
Significant items for the year included
the additional $255 million provisions
for completion works at NZICC plus
$17 million of costs associated with the
impacts of Cyclone Gabrielle on fixed
plant, mobile equipment and buildings in
the Hawke’s Bay region. Insurance claims
for Cyclone Gabrielle have been lodged
with no insurance proceeds having been
recognised as at 30 June 2023.
The Construction division orderbook
closed the financial year at $2.5 billion
excluding legacy projects. A further $1.8
billion of contracts are in exclusive and/
or negotiated position at June 2023,
including the Riverlink, Eastern Busway
second phase, and Auckland Airport
Taxiway Mike projects. The orderbook
continues to reflect alliance projects,
framework and maintenance agreements,
which are lower risk forms of contracts.
Trading cash flow for the division in
FY23 was an outflow of $26 million. This
comprised legacy cash outflows of $31
million, with the balance of the business
generating a $5 million inflow.
Capital expenditure in the year of $19
million compared to $29 million in prior
period, with a concentration of spend on
cyclical replacement of civil equipment
for Higgins® and Brian Perry Civil®
businesses.
Revenue
Revenue Weighted
Sector Exposure
76% Infrastructure
24% Commercial
$
1,325m
* before significant items
FY22FY23
EBIT* margin
EBIT*
ROFE: 38%
28
32
1.8%
2.4%
14%
of group
revenue
1 Combined Scope 1 & 2 carbon
emissions with an allocation
of Corporate emissions
Safety
2.9
(TRIFR
3
)
Environment
41,000 tCO
2
e
Carbon emissions
1
People
25
(eNPS)
58
Financial Summary
Year ended 30 June
2023
NZ$M
2022
NZ$M
Gross revenue
(1)
1,3251,573
External revenue1,1761,387
EBIT before significant items
(1, 2)
3228
EBIT margin before significant items
(1, 2)
2.4%1.8%
Significant items
(3)
(273)(11)
Funds85278
ROFE
(1, 4)
38%10%
Trading cash flow
(1)
(26)(24)
Capital expenditure1929
(1) Prior to elimination of intra-Group margin in relation to Winstone Wallboards® Tauriko plant and
Laminex® NZ Taupō Plant.
(2) EBIT before significant items is a non-GAAP measure used by management to assess the
performance of the business and has been derived from Fletcher Building Limited's consolidated
financial statements for the period ended 30 June 2023.
(3) Details of Significant items can be found in note 2.2 of the consolidated financial statements.
(4) EBIT before significant items / closing funds.
Note: Revenue includes income from the Group's Vertical Buildings Business (2023: $101 million;
2022: $265 million), which the Group is in the process of exiting. The New Zealand International
Convention Centre and Hobson Street Hotel (NZICC) represent the last projects to complete in
this sector. EBIT before significant items, however, excludes any earnings from these projects.
Our Construction businesses
Construction Chief
Executive, Phil Boylen
(centre right), at Watercare
project at Snell’s Beach.
Fletcher Building Limited Annual Report 2023
59
Members of the Board and Executive team visit Waipapa
Pine Limited, in Kerikeri, Northland in March 2023.
Our Board and
Executive Team
Fletcher Building Limited Annual Report 2023
60
Fletcher Building Limited Annual Report 2023
61
Fletcher Building Limited Annual Report 2023
62
Our Board
(1) M Brydon, R McDonald, D McKay, C Quinn were members of the Nominations Committee until 31 March 2023.
Bruce Hassall
BCom, CMInstD
Chair and Independent
Non-Executive Director
Term of office: Appointed
director 1 March 2017,
last elected 2020 annual
meeting.
Board committees:
Chair of the Nominations
Committee, Member of the
People and Remuneration
Committee.
Bruce has had a
distinguished career with
broad and deep commercial
and strategic experience,
and connections across
the New Zealand economy,
including in the small
medium enterprise (SME),
commercial, government
and export sectors.
As former senior partner
and CEO of PwC New
Zealand, he has extensive
advisory background and
knowledge of the corporate
environment.
Bruce is the Chair of The
Farmers’ Trading Company
Limited and Profile Group
Holdings Limited and is a
director of Fonterra Co-
operative Group Limited.
Barbara Chapman
CNZM, BCom, CMInstD
Independent Non-Executive
Director
Term of office: Appointed
director 1 September 2018,
last elected 2020 annual
meeting.
Board committees:
Chair of the People and
Remuneration Committee,
Member of the Nominations
Committee.
Barbara brings extensive
and diverse trans-Tasman
executive experience to the
Board having served as CEO
and managing director of
ASB Bank for seven years
and having held a number
of senior executive roles
responsible for marketing,
communications, human
resources, life insurance and
retail banking in New Zealand
and Australia. She has an
extensive list of professional
achievements to her credit,
including being named
New Zealand Herald’s 2017
Business Leader of the Year.
In 2019, Barbara was made
a Companion of the New
Zealand Order of Merit for
services to business.
Barbara is the Chair of
Genesis Energy Limited
and NZME (New Zealand
Media and Entertainment)
Limited, deputy Chair of The
New Zealand Initiative and
is a director of Bank of New
Zealand.
Martin Brydon
MBA, FAICD, FAIM, Dip Elect
Eng, Dip Elron Eng
Independent Non-Executive
Director
Term of office: Appointed
director 1 September 2018,
last elected 2020 annual
meeting.
Board committees:
1
Member of the People and
Remuneration Committee,
Member of the Safety,
Health, Environment and
Sustainability Committee.
Martin has more than 40
years’ experience in the
Australian building products
sector, having started his
career as an indentured
engineering cadet with
BHP. He joined Cockburn
Cement Limited in 1981,
where he then served as CEO
from 1998-1999. Following
Cockburn Cement’s merger
into Adelaide Brighton in
1999, he held a number of
senior management roles
before his appointment as
CEO and managing director
in 2014. Martin retired
following a distinguished
30-year career with Adelaide
Brighton in January 2019.
He is Chair of ASX listed
company Duratec Limited.
Peter Crowley
BEcon, BA, FAICD
Independent Non-Executive
Director
Term of office: Appointed
director 1 October 2019,
last elected 2022 annual
meeting.
Board committees:
Member of the Audit and
Risk Committee, Member of
the Nominations Committee,
Member of the Safety,
Health, Environment and
Sustainability Committee.
Peter has over 40 years
of experience in the
construction materials and
building products industries
across Australia, New
Zealand, Asia, Europe and
North America.
From 2003-2015, he served
as managing director and
CEO of GWA Group Limited,
a leading Australian supplier
of building fixtures and
fittings to households and
commercial premises. He
also spent 18 years in the
cement industry, including
various chief executive roles
with The Rugby Group plc.
and a variety of managerial
roles with Queensland
Cement and its parent
company Holcim.
Peter is a director of
Barrambin Trading Company
Pty Limited and The Riverside
Coal Transport Company Pty
Limited.
Fletcher Building Limited Annual Report 2023
63
Cathy Quinn
ONZM, LLB, CMInstD
Independent Non-Executive
Director
Term of office: Appointed
director 1 September 2018,
last elected 2021 annual
meeting.
Board committees:
1
Member of the Audit and Risk
Committee, Member of the
Safety, Health, Environment
and Sustainability
Committee.
Cathy practised as one of
New Zealand’s foremost
commercial and corporate
lawyers for over 30 years.
In 2016, Cathy was made an
Officer of the New Zealand
Order of Merit for services to
law and women.
Cathy is a director of
Fonterra Co-operative
Group Limited and Rangatira
Limited, chairs Tourism
Holdings Limited and Fertility
Associates Holdings Limited,
and is Pro-Chancellor of
the University of Auckland
Council.
Sandra Dodds
BCom, FCA, GAICD
As announced in June
2023, Sandra Dodds was
appointed an independent
non-executive director of
Fletcher Building Limited
and Fletcher Building
Industries Limited, effective
1 September 2023, and
will stand for election at
Fletcher Building’s Annual
Shareholders’ Meeting in
October 2023.
(1) M Brydon, R McDonald, D McKay, C Quinn were members of the Nominations Committee until 31 March 2023.
Rob McDonald
BCom, FCA, CMInstD
Independent Non-Executive
Director
Term of office: Appointed
director 1 September 2018,
last elected 2021 annual
meeting.
Board committees:
1
Chair of the Audit and Risk
Committee, Member of the
People and Remuneration
Committee.
Rob's finance career spans
over 30 years with a strong
track record in financial and
risk management, developed
over two decades with Air
New Zealand. As the airline’s
chief financial officer,
he received a number of
accolades during his career,
including CFO of the Year
in the Deloitte Top 200 in
2015 and the Fairfax Media
New Zealand CFO of the Year
award in 2010.
Rob is the Chair of Contact
Energy Limited, a director of
AIA New Zealand Limited and
the Chartered Accountants
of Australia and New
Zealand, and a member of
the University of Auckland
Council.
Doug McKay
ONZM, BA, AMP (Harvard),
CFInstD
Independent Non-Executive
Director
Term of office: Appointed
director 1 September 2018,
last elected 2021 annual
meeting.
Board committees:
1
Chair of the Safety, Health,
Environment and
Sustainability Committee,
Member of the Audit and
Risk Committee
Doug brings considerable
business leadership and
commercial experience,
as the former CEO of
major manufacturing and
distribution businesses such
as Lion Nathan, Carter Holt
Harvey, Goodman Fielder,
Sealord and Independent
Liquor, and as the inaugural
CEO of the amalgamated
Auckland Council.
Doug is the Chair of Bank
of New Zealand, a director
(and Chair elect) of Vector
Limited, IAG New Zealand
Limited and National
Australia Bank. Doug’s
previous governance
experience includes
directorships in Ryman
Healthcare, Eden Park Trust,
Genesis Energy and other
prominent New Zealand
companies.
Doug is a chartered fellow
of the New Zealand Institute
of Directors. In 2015, he was
made an Officer of the New
Zealand Order of Merit for
services to business and
local government.
Fletcher Building Limited Annual Report 2023
64
For the full biographies of our Executive Team, please see www.fletcherbuilding.com/about-us/board-and-management.
Ross Taylor
Chief Executive Officer
Steve Evans
Chief Executive Residential
and Development
Hamish McBeath
Chief Executive Building Products
Claire Carroll
Chief People Officer
Dean Fradgley
Chief Executive Australia
Bruce McEwen
Chief Executive Distribution
Wendi Croft
Chief Health and Safety Officer
Joe Locandro
Chief Information Officer
Bevan McKenzie
Chief Financial Officer
Phil Boylen
Chief Executive Construction
Andrew Clarke
Group General Counsel and
Company Secretary
Nic k Trab e r
Chief Executive Concrete
Executive Team
Winstone Wallboards® project director, Stewart
Vaughan, onsite at the new Tauriko GIB® facility.
Fletcher Building Limited Annual Report 2023
65
Corporate Governance
The Board is committed to ensuring that Fletcher Building has appropriate corporate governance
arrangements in place that are consistent with the size and nature of the Group’s operations.
At Fletcher Building, governance is about creating a strong and principled ethics-based culture, where accountability and
transparency improve the quality and clarity of decision-making within the Group. The primary objective is to create and
adhere to a corporate culture that is open and transparent, develops capabilities, and identifies opportunities to create value
for our stakeholders.
The Group’s approach to applying the principles and recommendations outlined in the NZX Corporate Governance Code
dated 17 June 2022 (“the Code”) is set out below (including where its practice materially differs from the Code). The Group’s
constitution, the Board and committee charters, code of conduct and policies referred to in this statement are available to
view on our website at fletcherbuilding.com/investor-centre/corporate-governance.
This governance statement is current as at 30 June 2023 and was approved by the Board on 15 August 2023.
Principle 1 – Code of Ethical Behaviour
" Directors should set high standards of ethical behaviour, model this behaviour
and hold management accountable for these standards being followed
throughout the organisation.”
CODE OF CONDUCT
The Group has a Code of Conduct with which all directors, senior executives and employees are required to comply. The
Code of Conduct documents minimum standards of ethical behaviour, the Group’s purpose and values, operating safely and
responsibly, acting with integrity and honesty, protecting our assets, complying with the law, and speaking up.
In addition, the Group’s Anti-bribery and Corruption Policy provides for a zero-tolerance approach to bribery and corruption,
whether in the private or public sector, anywhere in the world. The policy also sets out expectations around giving and
receiving gifts, charitable donations and dealings with business partners. The policy notes that political donations are not
permitted without approval of the Board. No requests for such approval were made in FY23. All Fletcher Building personnel
must adhere strictly to the requirements of this policy. There were no reported breaches of this policy in FY23.
Fletcher Building has a free phone and online service (“FBuCall”) which can be used by any directors and employees of
Fletcher Building Limited and its subsidiaries (“Fletcher Building personnel”), to report suspected unacceptable, unethical or
illegal behaviour in the workplace. This service is operated by independent external providers so calls are kept anonymous.
Fletcher Building strongly believes in upholding human rights across all its business operations. Human rights are fundamental
civil, political, economic and social rights and freedoms that every human is entitled to without discrimination and include
the right to be treated decently at work, to express opinions and beliefs without fear of recrimination, to have privacy, and to
be free from harassment, abuse or discrimination. Our Human Rights Policy describes how Fletcher Building will uphold and
monitor human rights within its business operations.
The Modern Slavery Act 2018 is Australian legislation which commenced on 1 January 2019. Our Human Rights Policy includes
the statement that Fletcher Building prohibits the use of all forms of forced labour, including indentured labour, bonded
labour, prison labour, modern forms of slavery, and any form of human trafficking within our supply chain. Modern Slavery
Statements are reported to the Australian Border Force and published on our website and in the online modern slavery
register controlled by the Australian Border Force.
SECURITIES TRADING POLICY
The Group has a Securities Trading Policy which applies to all Fletcher Building personnel, and their related persons.
The policy also applies to any Fletcher Building secondee, adviser or contractor who is in possession of material information
that is not available to the market and who intends to trade, or advise or encourage others to trade, in listed securities of
Fletcher Building or any of its subsidiaries.
The policy employs the use of black out periods to restrict persons covered by the Securities Trading Policy who are
more likely to have knowledge of, or access to, inside information from trading. This group of personnel must notify the
Company Secretary of their intent to trade. In addition, through our share registry, Computershare Investor Services Limited
(Computershare), we actively monitor trading in Fletcher Building shares by senior personnel.
Fletcher Building Limited Annual Report 2023
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Corporate Governance (continued)
Principle 2 – Board Composition and Performance
“ To ensure an effective board, there should be a balance of independence, skills,
knowledge, experience and perspectives.”
BOARD’S ROLES AND RESPONSIBILITIES
The role of the Board is to provide overall strategic guidance and effective oversight of management for the purposes of
protecting and enhancing the value of Fletcher Building assets in the best interests of the Group. The Board has statutory
responsibility for the affairs and activities of the Group, which in practice is achieved through delegation to the CEO who is
charged with the day-to-day leadership and management of the Group.
The Board’s roles and responsibilities are formalised in a Board Charter, which is available on the Group’s website. The Board
Charter sets out those functions that are delegated to management and those that are reserved for the Board.
NOMINATION AND APPOINTMENT OF DIRECTORS
Procedures for the appointment and removal of directors are governed by the Group’s constitution. The Nominations Committee
makes recommendations to the Board in respect of Board and committee composition and, when required, identifies individuals
it considers to be qualified to become Board members.
Before a person is appointed to the Board, checks as to the person’s character, experience, education, criminal record and
bankruptcy history are conducted. Each director receives a letter formalising his or her appointment. That letter outlines the key
terms and conditions of his or her appointment, including Fletcher Building’s expectations of the role of director, and is required
to be countersigned confirming agreement.
DIRECTOR INDEPENDENCE
The Group acknowledges the importance of having independent directors who have an appropriate balance of skills to optimise
the performance of the Group.
The Board currently comprises seven directors, with a wide range of skills and experience. The appointment of an eighth director
on 1 September 2023 has been announced. The qualifications and experience of each of the directors, including length of
service, are set out in “Our Board” section.
The factors that the Board will consider in deciding whether a director is ‘independent’ are set out Appendix A to the Nominations
Committee Charter. Any director who has a change in relevant circumstance to any of those factors must immediately notify the
Chair of that change so that his or her independence can be re-assessed. If there is a change in the Board’s determination, it will
be announced to the market. The Board considers all the current directors as at 30 June 2023 to be independent.
The Chair is an independent director and is not the CEO. In addition, the Chair of the Audit and Risk Committee is not the Chair of
the Board and, pursuant to its charter, all members of this committee are non-executive and independent directors.
Fletcher Building Limited Annual Report 2023
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Corporate Governance (continued)
INCLUSION AND DIVERSITY
Fletcher Building’s Inclusion and Diversity Policy is available on the Group’s website. The People and Remuneration Committee
annually reviews progress against inclusion and diversity initiatives developed by the Group to deliver outcomes against the policy.
The Board is satisfied with the initiatives being implemented by the Group and its performance with respect to the Inclusion and
Diversity Policy. Our inclusion and diversity strategy, set in 2019, concentrates on three dimensions: greater female representation,
more diverse ethnicity in leadership and creating an inclusive culture.
We are members of the Champions for Change network in New Zealand and continue to provide diversity reporting as input into the
Champions for Change Annual Diversity Report. This report provides a benchmark against appropriate external comparators as per
current policy requirements. Participating in the report holds us accountable year on year to increase our representation of women
across our business at all levels.
Our goal to increase annually females in operational roles, at both a leadership and individual contributor level, continues. The
original targeted increase of 1% across the Group each year was achieved in FY23 and has helped to shift mindsets and build
confidence and momentum. We now have strong foundations to set a more ambitious but achievable goal of 30% women in leader
and individual contributor roles by the end of FY27.
Throughout this year, we have focused our efforts on creating targeted Gender Action Plans for each business unit to support us
achieving our FY27 gender goal. These business plans are supported by group initiatives, including our enhanced parental leave
policy, as well as development and mentoring programmes.
As announced in June 2023, Sandra Dodds will join as an independent director, effective 1 September 2023, which will increase
female representation on our Board to 37.5%. Sandra will stand for election at the Annual Shareholders’ Meeting in October 2023.
Our Australian division launched their first Reconciliation Action Plan that represents our commitment to tangible and impactful
actions, both in the present and the future, to actively contribute to the ongoing process of reconciliation in Australia. Te Kakano,
our Māori strategy was also launched this year to help our business embrace and adopt the Māori identity and world view in our
business practices which will in turn create stronger relationships with mana whenua in the community.
We have strong people led Employee Action Groups to support our inclusive culture. FB Pride were instrumental in developing and
launching our Gender Affirmation Leave and Transitioning at Work Guidelines. We are also pleased to have been re-accredited with
the Rainbow tick through to June 2024. The results of our re-accreditation report exemplify Fletcher Building’s improvement over
the past year to make our workplace safer and more inclusive for our employees. Our leading gender-neutral parental leave policy
(introduced in FY22, and strongly advocated for by the Equality Network) has also been featured on the New Zealand Parental Leave
Register this year.
Comparison of gender composition within Fletcher Building between 30 June 2022 and 30 June 2023 is set out in the table below.
20232022
FemaleMale
Gender
Diverse
(2)
FemaleMale
Gender
Diverse
(2)
Board of directors2 (29%)
(1)
5 (71%)0 (0%)2 (29%)5 (71%)0 (0%)
Executive committee2 (17%)10 (83%)0 (0%)2 (17%)10 (83%)0 (0%)
Senior management
(3)
19 (26%)55 (74%)0 (0%)18 (24%)57 (76%)0 (0%)
All employees25%75%0%24%76%0%
(1) In June 2023, Sandra Dodds agreed to join the Board, effective 1 September, taking female representation to 37.5%.
(2) Pursuant to NZX Listing Rule 3.8.1(c), gender diverse data was introduced to annual report reporting in June 2022.
(3) Senior management for these purposes includes any leader who reports to a member of the executive committee.
Fletcher Building Limited Annual Report 2023
68
BOARD SKILLS MATRIX
The Board has adopted a skills matrix which takes account of the breadth of the Group’s business interests and the nature of the
Group’s strategic focus. Skills and diversity that are relatively underweight are considered when making appointments to the
Board. The table below shows the representation of expertise among the current directors for the Board as a whole.
Business contextCapabilityKey elementsDirector expertise
Product and market
knowledge
Industry
Manufacturing and distribution / land and property
development / construction and infrastructure
New Zealand / Australia building products sector
Functional Expertise
Financial expertise
Prior CFO, Audit and Risk Committee Chair
experience, financial risk management
Commercial depth
Business operations at scale, commercialisation of
research-based innovation
Technology and
digital innovation
Cybersecurity, data analytics, disruptive
technology, digital platforms
Sales and go-to-
market
Marketing, retail, service delivery, customer
engagement, omnichannel
M&A, divestments,
corporate
restructuring
M&A, divestments, corporate and balance sheet
structuring
Environmental, social
and governance
Shareholder engagement, sustainability
frameworks, ESG indexes and reporting
Government, legal,
regulatory
Engagement with government stakeholders,
legal, policy and regulatory environments,
NZX/ASX experience
Health and safetySafety standards and best practice
People, culture
transformation
Leading transformation / cultural turnaround, talent
management and remuneration
Key: Very strong Strong Solid Some gaps
This key represents the assessment of the strength of the skills and experience of the Board as a whole.
DIRECTOR INDUCTION AND DEVELOPMENT
The Board conducts induction and continuing development for directors, which includes visits to Group operations and briefings
from key executives and industry experts. Directors conducted site visits to observe first-hand the safety and other management
practices and business responses to issues. In addition, all directors carried out an in-depth cyber training workshop which
included simulating a cyber crisis situation.
BOARD PERFORMANCE
Reviews of the performance of the Board and individual directors are carried out to assist the Board as a whole and individual
directors to perform to a high standard.
Further to comprehensive reviews of its performance and processes completed in 2019 and 2021, the Board conducted a
performance review in 2023 with the assistance of the NZ Institute of Directors. The next comprehensive review is scheduled for
early 2024.
Corporate Governance (continued)
Fletcher Building Limited Annual Report 2023
69
Principle 3 – Board Committees
“ The board should use committees where this will enhance its effectiveness in key areas,
while still retaining board responsibility.”
In accordance with the Board Charter, committees have been set up to enhance the Board’s effectiveness in key areas, while still
retaining overall responsibility. As at 30 June 2023, the Board committees were:
–Audit and Risk Committee (ARC)
(1)
–Nominations Committee
–People and Remuneration Committee
–Safety, Health, Environment and Sustainability Committee (SHES)
(1)
Each committee is governed by a charter setting out its roles and responsibilities (a copy of which is available on the Group’s
website). Committees do not take action or make decisions on behalf of the Board unless specifically mandated by prior Board
authority to do so. Employees only attend committee meetings at the invitation of the particular committee. From time to time,
the Board may create ad-hoc committees to examine specific issues on its behalf.
CommitteeRoles and Responsibilities
Members as at
30 June 2023
Audit and Risk
Committee
The role of the ARC is to advise and assist the Board in discharging the responsibilities
with respect to external financial reporting, internal control environment, internal audit
and external audit functions, and risk management practices.
Rob McDonald (Chair)
Peter Crowley
Doug McKay
Cathy Quinn
Nominations
Committee
The committee oversees all matters relevant to the composition of the Board and
its committees (including renewal, succession, independence, and diversity), Board
performance, and professional development for directors.
Bruce Hassall (Chair)
Barbara Chapman
Peter Crowley
People and
Remuneration
Committee
The principal role of the committee is to oversee and regulate compensation and
organisation matters affecting the Group, including remuneration and benefits,
people-related policies (including diversity), performance and remuneration of the
Group’s senior executives and management development, and succession planning of
the CEO and his direct reports.
Barbara Chapman
(Chair)
Martin Brydon
Bruce Hassall
Rob McDonald
Safety, Health,
Environment
and
Sustainability
Committee
The role of the committee is to support and advise the Board on strategies related to
safety, health, environment, and sustainability (SHES); monitor emerging trends; oversee
management of risks, opportunities and impacts; review SHES governance framework
and management systems; monitor performance of related targets and commitments;
incorporate appropriate metrics into operating frameworks and reporting; and approve
public disclosures related to its roles and responsibilities.
Doug McKay (Chair)
Martin Brydon
Peter Crowley
Cathy Quinn
(1) As announced in June 2023, Sandra Dodds agreed to be appointed an independent director of Fletcher Building Limited and Fletcher Building Industries Limited,
effective 1 September 2023. Ms Dodds will join the Audit and Risk Committee and the Safety, Health, Environment and Sustainability Committee.
Corporate Governance (continued)
Fletcher Building Limited Annual Report 2023
70
Corporate Governance (continued)Corporate Governance (continued)
ATTENDANCE AT BOARD AND COMMITTEE MEETINGS
The table below shows directors’ attendance at the Board and committee meetings during the year ended 30 June 2023.
Board
Audit and Risk
Committee
Nominations
Committee
(2)
People and
Remuneration
Committee
Safety, Health,
Environment and
Sustainability
Committee
Number of meetings held 114334
Bruce Hassall (Chair)
(1)
112331
Martin Brydon10333
Barbara Chapman1133
Peter Crowley11434
Rob McDonald11433
Doug McKay11434
Cathy Quinn11434
(1) Bruce Hassall attended Committee meetings in an ex officio capacity.
(2) From April 2023, the members of the Nominations Committee are Bruce Hassall, Barbara Chapman and Peter Crowley. Prior to that date all directors were members of this
Committee. Martin Brydon, Rob McDonald, Doug McKay and Cathy Quinn attended June 2023 Nominations Committee meeting in an ex officio capacity.
The directors' meetings referred to in the table above do not include additional ad hoc or transactional committee meetings held
through the year.
TAKEOVER PROTOCOLS
The Board has established detailed protocols that set out the procedure to be followed if there were a takeover offer for the
Group, including any communication between Group insiders and the bidder.
Fletcher Building Limited Annual Report 2023
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Corporate Governance (continued)
Principle 4 – Reporting and Disclosure
“ The Board should demand integrity in financial and non-financial reporting, and in the
timeliness and balance of corporate disclosures.”
CONTINUOUS DISCLOSURE
Fletcher Building is committed to providing all of our investors with timely access to full and accurate material information about the
Group. Our Disclosure Policy sets out the internal processes designed to enable the Group to comply with the disclosure obligations
of the NZX and ASX. The Board has adopted this policy, which applies to all members of the Board and executive, all employees of
Fletcher Building and its affiliated entities, as well as consultants, contractors and other service providers where they have a relevant
contractual obligation to Fletcher Building or one of our businesses. The Disclosure Policy is available on the Group’s website.
Directors formally consider at each Board meeting whether there is relevant material information which should be disclosed to the
market.
DISCLOSURE OF CODES AND CHARTERS
All of our key governance documents (including the Code of Conduct, key corporate policies and Board and committee charters)
are available on our website at fletcherbuilding.com/investor-centre/corporate-governance.
INTEGRITY IN NON-FINANCIAL REPORTING
The Board has approved an overarching Sustainability Policy and a sustainability strategy for the business.
That strategy was developed by evaluating non-financial environmental, social and governance issues that are material to the
business. It includes non-financial goals and measures for the business. The strategy and progress measures are published on
our website.
Progress against the strategy is reported to the Board Committee responsible for the strategy area, as determined in each board
char ter.
Annual progress against the non-financial measures in the sustainability strategy goals and measures are reviewed by
management and by the relevant Board Committee. This internal review covers matters including the methodology applied to
calculate the measure (with reference to external benchmarks, frameworks, and global standards if relevant); the coverage of the
measure; the completeness of the measure; any key assumptions in relation to the measure; the comparability of the measure to
historic reporting; the materiality of the measure; and management’s confidence that the measure and supporting information is
materially correct.
Climate-related reporting
In addition to the internal review for Group measures described above, the Group receives third party assurance on reported
greenhouse gas emissions for Scope 1, 2 and 3. The assurance statement is publicly available on our website.
The Group also issues a statement in relation to Climate-related risks, which covers aspects required under the TCFD framework.
Significant transitional risks resulting from climate change are reported to the Safety, Health, Environment and Sustainability
Committee and significant physical risks are included in the risk management process for the business and reported to the Audit
and Risk Committee. These risks are summarised in a Climate-related Disclosure document which is available on our website.
NEW ZEALAND CLIMATE-RELATED DISCLOSURE FRAMEWORK
In December 2022, the External Reporting Board (XRB) issued the climate-related disclosure (CRD) framework for New
Zealand which aligns closely with the emerging international standards, primarily the standard published by the International
Sustainability Standards Board (ISSB); IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information
and IFRS S2 Climate-related Disclosures.
The framework includes:
• Aotearoa New Zealand Climate Standard 1 (NZ CS 1): Climate-related disclosures;
• Aotearoa New Zealand Climate Standard 2 (NZ CS 2): Adoption of Aotearoa New Zealand Climate Standards (i.e. transitional
provisions); and
• Aotearoa New Zealand Climate Standard 3 (NZ CS 3): General Requirements for Climate-related disclosures.
This framework on climate-related disclosures is mandatory for Fletcher Building as a climate reporting entity for accounting
periods commencing on or after 1 January 2023.
Fletcher Building intends to provide a separate disclosure on this matter for the 30 June 2024 reporting period.
Fletcher Building Limited Annual Report 2023
72
Principle 6 – Risk Management
“ Directors should have a sound understanding of the material risks faced by the
issuer and how to manage them. The board should regularly verify that the issuer has
appropriate processes that identify and manage potential and material risks.”
Fletcher Building's risk management framework is aligned with ISO31000: 2018 Risk Management – Principles and Guidelines
standard. The purpose of the risk management framework is to identify, assess, control, monitor and report the key risks we face
so that the Group can achieve its objectives and protect its staff, customers and reputation. The framework provides a consistent
structure for risk management and is aligned with Group strategy.
The Group’s risk management framework is based on the three lines of defence model, as shown in Figure 1 below. Responsibility
for operational risk management sits with the managers in the individual business units and the divisional chief executives.
Our risk management and assurance processes support this through our Group functions and are ultimately overseen by the
Board and the Executive Leadership Team. A dedicated internal audit team takes a risk-based approach to auditing key business
activities and reports directly to the Audit and Risk Committee (ARC). In this reporting period, the Group commenced additional
reporting to the Safety, Health, Environment and Sustainability Committee (SHES) on responsible procurement processes and
practices and Fletcher Building’s approach to management of human rights including modern slavery aspects.
FBU Board
ARC CommitteeSHES Committee
Internal Audit
Executive Committee
Finance
Legal
People
Division
BUBUBUBU
Division
EHS
Group
Risk
IT
Property
3rd Line of Defence:
Board, Executive and
Internal Assurance
2nd Line of Defence:
Group Functions
1st Line of Defence:
Business Units
Figure 1
As part of its risk management responsibility, the Audit and Risk Committee receives regular reports of the existing and
emerging key risks, progress on the closure of recommendations that are generated through the risk engineering programme,
current and target risk ratings as well as controls to mitigate or manage risks. This includes key risks, uncertainties and
judgments on key construction projects as disclosed in note 2.6 of the consolidated financial statements. The SHES Committee
and the People and Remuneration Committee also periodically receive risk updates related to matters specifically covered by
the relevant board charters.
Principle 5 – Remuneration
“The remuneration of directors and executives should be transparent, fair and reasonable.”
Fletcher Building’s remuneration strategy is designed to attract, retain and motivate high calibre people at all levels of the
organisation with remuneration programmes that are market-competitive, flexible and affordable. Our frameworks provide
incentive to drive for both annual and long-term results, and to maximise shareholder value.
Our practices for setting remuneration are detailed in our Remuneration Policy. The policy is governed by the People and
Remuneration Committee in line with its charter, which is available on our website.
The ‘Remuneration Report’ section details the remuneration framework of Fletcher Building, as well as the remuneration of the
directors, the CEO and other executives, and senior management. This includes a discussion on share-based remuneration.
Fletcher Building Limited Annual Report 2023
73
Corporate Governance (continued)
ACTIVITIES IN FY23
In FY23, the Group continued its focus on risk management in four key areas: governance and reporting, response and recovery
advice, risk management expertise and guidance, and business resilience.
A total of 25 risk workshops were held with the individual business unit leadership teams in FY23. These workshops are a key
component of the Group’s risk management approach and assist in developing a bottom-up reporting process. Additionally,
the risk workshops process supports the individual business units’ leadership teams to consider that the appropriate risk
management strategies are being pursued.
During FY23, a review of the Group’s significant supply chain exposures was completed focusing on risk management strategies
being deployed to manage disruptions. Several initiatives to improve the Group’s preparedness in respect of cyber events were
also completed through FY23.
Fletcher Building utilises a number of external experts to enhance risk management and help manage some of its key risks, such
as business resilience, product quality and information security. As part of our risk engineering programme, external engineers
conducted 28 site surveys, including seismic assessments for 4 of our Christchurch sites. The reports and recommendations
produced from these site surveys provide valuable risk and resilience insights to Group management as well as our insurers. In
relation to information security, we use the international NIST Cybersecurity Framework to help reduce our risk and protect our
network data.
We have continued our product quality assurance programme with the assistance of external product quality auditors surveying
selected manufacturing facilities. These audits assess the effectiveness of existing controls and processes to assist the continued
evolution of the Group’s product quality systems.
In FY22, the Group appointed Aon New Zealand to assess climate related transitional and physical related risks and issued its first
Climate-related Risk Disclosure. The physical risk assessment was a refresh of an exercise completed by Aon New Zealand in
2020 using the ‘reasonable worst case’ climate scenario known as RCP8.5 against a 2030 and 2070 timeframe. The assessment
focused on a number of climate-related hazards, including rainfall, temperature, sea level rise and extreme storm events. The
assessment generated a number of key outputs including:
• no material change in risk is expected in the FY30 time frame;
• some change in risk is expected for the FY70 timeframe due to changes in climate stressors; and
• less than 2% of the Group’s asset value has high or extreme flood hazard exposure.
As part of this FY22 assessment, AON supported the Group to assess transitional risks and opportunities in the areas of
policy, regulation, market risk, technology risk and reputational risk within the short to medium term. Key transitional risks and
opportunities were also included in the FY22 disclosure.
In FY23, the Group reviewed sector-wide risks as part of the New Zealand property sector Climate-Related Disclosures group,
which was convened to develop consistent climate risk scenarios for property sector entities to use as part of meeting incoming
mandatory climate risk reporting requirements in New Zealand. For the Group, these mandatory reporting requirements will
apply for our FY24 reporting year, and therefore in FY24, the group will expand its climate risk assessment to encompass the
three scenarios developed for the property sector and will include these in a FY24 Climate-related Risk Disclosure, to meet
mandatory disclosure requirements.
Fletcher Building Limited Annual Report 2023
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Corporate Governance (continued)
KEY RISKS
The Fletcher Building risk management framework is focused on ten key commercial (non-health and safety) risks that the Group
faces across its business. However, these risks are dynamic and new risks and uncertainties may materialise in the future due to
changes in economic conditions, regulatory environment, and other factors. The current ten key risks are:
Description
How this risk may impact
Fletcher Building
How we manage this risk at Fletcher Building
Business resilience
A disruption to business processes,
particularly the loss of key assets,
may lead to an inability to undertake
the activities of a business unit or the
Group.
A disruption event at a key
site could lead to an extended
operational interruption,
which may negatively impact
the financial performance of a
business unit and, ultimately,
the Group.
–Business units have business continuity plans in place that
address the identified operational continuity risks. Our
focus is on continuous improvement to strengthen these
plans in respect of various risks including natural events
and in particular, flooding.
–Regular monitoring of the risk environment occurs to
consider that key risks are appropriately covered by
insurance, where practical and cost-effective.
–An established independent risk engineering review
programme is in place for our key sites.
–The business has carried out scenario analysis for physical
climate change risk in FY20 and FY22. We review short,
medium, and long-term risks associated with climate
change and resource availability at divisional and Group
level to assess our resilience and the risk horizon.
Economic and construction downturn
The building and construction
industry in which the Group operates
is fundamentally cyclical and is
impacted by the macroeconomic
conditions within both the New
Zealand and Australian economies.
The failure by the Group to
identify early and respond
to cyclical downturns may
impact financial results and
cause sub-optimal business
performance by business units
and the Group.
–Senior leadership teams of business units and divisions
monitor their key markets and are supported by its
Corporate centre with in-depth market analysis.
–Regular operational reviews are undertaken with
businesses units and divisions as well as the Board
undertaking divisional deep dives.
–Strong focus on working capital, capital expenditure and
balance sheet management.
Regulatory and legal
With the Group operating in a number
of different business sectors as well
as countries, it is subject to a wide
range of regulatory requirements and
jurisdictions. These regulations and
jurisdictions can be complex, subject
to change and may affect the Group’s
operations.
Failure to adhere to, or adapt
to changes in, the various
regulatory requirements
may lead to the imposition
of penalties, operational
disruption and/or reputational
damage.
–The Group has developed a broad range of policies that
address the regulatory and legal risks that are faced by
the businesses. A number of these policies are located at:
https://fletcherbuilding.com/investor-centre/corporate-
governance/
–The Group periodically reviews emerging regulation and
emerging international standards and frameworks to
identify potential future regulatory changes.
–The Group’s Golden Rules provide a framework for all staff
on the type of contractual risks that the Group is prepared
to accept.
Product quality
The Group constructs, manufactures
as well as sources from third parties
a range of structures and building
products that are required to meet
local and international standards and
regulations.
Products and structures
manufactured, supplied and/
or purchased that may not
meet relevant international or
local standards and regulations
may lead to product recalls,
remediation costs and/or
financial penalties.
–Product quality control systems and processes exist
within our businesses to manage this risk.
–Supplier vetting and reviews are undertaken by both our
businesses, and where appropriate, by third parties.
–External experts provide independent Product Quality
Review (PQR) audits on business units’ manufacturing and
product quality control processes.
–For more information on material product quality
claims currently being managed, please refer to page
77 and notes 11 and 25 of the consolidated financial
statements.
Supply chain
Disruption to business unit operations
through the ineffective coordination
and control of the organisational
supply chain. The Group’s supply
chain may face a variety of challenges
such as pandemics, logistical and
public infrastructure constraints or
disruption to key suppliers.
Disruption to business unit
or Group operations through
ineffective coordination and
control of the organisational
supply chain may result
in operational disruption,
penalties and reputational
damage.
–Business units have business continuity plans in place that
look to address the identified supply chain issues.
–Where possible, business units look to establish
contingent supply agreements across material/product
suppliers and logistical providers.
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75
Corporate Governance (continued)
Description
How this risk may impact
Fletcher Building
How we manage this risk at Fletcher Building
People
The failure by the Group to attract,
retain and engage our people
(including engagement with
collective representation groups)
negatively impacting business units
or the Group.
The failure of the current
processes to attract and
retain talented staff can have
a negative impact on the
functioning of a business unit
and the Group.
Additionally, industrial action
by collective representation
groups can cause operational
disruption.
–The People and Performance function within the Group
supports the business by providing advice, tools,
processes and policies to drive employee, team and
business performance.
–Business units and the Group benefit from the
development and learning activities provided by the
central Organisational Development team.
–FBuSay, the Group-wide employee engagement survey,
provides valuable insights about staff engagement.
Environment
Business unit operations may cause
environmental damage through the
failure to comply with the required
environmental laws, resource
consents and regulations.
Additionally, execution of strategic
sustainability initiatives is required
for the Group to achieve its purpose
of ‘improving the world around us’
in relation to sustainability goals, in
particular achieving a 30% reduction
of carbon emissions by 2030.
Failure to comply with the
environmental laws, resource
consents and regulations
may result in imposition of
penalties and reputational
damage.
Additionally, a failure to meet
the Group’s sustainability
objectives may result in
decreased demand from
customers for the Group’s
building materials.
–Business units that have potential significant
environmental impacts have Environmental Management
Plans in place and have monitoring processes in place for
resource consents.
–At both the Group and business unit levels, we engage
with regulators on proposed changes to standards and
regulations.
–The Group has a stated sustainability strategy with
short- and medium-term goals and accompanying group
progress measures.
Technology resilience
Like many businesses, Fletcher
Building is dependent on information
technology systems to maintain its
operations.
Failure to provide reliable, resilient,
adaptable and efficient technology
infrastructure may impact the
operations of the business units or
the Group.
Additionally, the Group is also exposed
to threats by third parties that can
create operational disruption or result
in the loss of personal information or
confidential data.
Failure to provide reliable,
resilient, adaptable, and
efficient technology
infrastructure may cause
operational disruption and/
or reputational damage to
business units or the Group.
Failure to safeguard personal
information or confidential
information may also result
in the imposition of penalties
and reputational damage.
–Continued capital expenditure investment in technology
systems across the Group to support our operations.
–A dedicated team within Group Technology to address
the constantly evolving cybersecurity threats that the
Group faces.
–Group-wide education and awareness training, including
the Board of Directors, in relation to cyber-threats and
cyber breach preparedness.
–We use international experts and partners to enhance our
cyber resiliency.
–We proactively undertake disaster recovery planning for
our systems and infrastructure.
Contractual
The Group has a diverse portfolio of
business units and the execution of
onerous contract(s) by any one of
the business units may result in the
Group being liable for liabilities or
performance under contracts that are
commercially adverse.
The execution of onerous
contracts may have the
potential to negatively impact
financial performance or the
reputation of a business unit
or the Group.
–The Group has established delegated financial authorities
(‘DFA’) that business units and the Group must adhere to.
–The Group has developed Golden Rules which govern the
way we contract with external parties.
–For more information about risks and claims relating
to our construction contracts, please see note 2.6 of
the consolidated financial statements, "Construction
Accounting".
Corporate reputation and social licence to operate
The Group appreciates the privileged
position it has in the communities in
which it operates in and the social
responsibility that it has to a wide
range of stakeholders. In a diverse
and ever-changing economic and
social environment, the Group needs
to consider whether its operations
continue to address the interests of
all its key stakeholders.
The failure to act in a way that
supports a strong corporate
and social reputation for
the Group with its key
stakeholders (Government,
investors, customers and
communities) may result
in adverse commercial,
reputational or regulatory
outcomes leading to
negatively impacting the
financial performance of a
business unit or the Group.
–Engagement with the communities and how we work with
stakeholders takes different forms for each business unit
and project.
Fletcher Building Limited Annual Report 2023
76
Corporate Governance (continued)
IPLEX® AUSTRALIA PIPES UPDATE
As noted in the 2023 Interim Financial Results and an NZX announcement on 17 April 2023, Iplex® Australia has received a number of
product quality complaints relating to a hot and cold water polybutylene pipe product it previously manufactured (under the name
"Pro-fit"). The complaints relate to leaks in homes, primarily built by group home builders in Western Australia, which have required
repair or replacement of the pipes and, in some cases, damage to the affected homes.
Reports to Iplex® Australia are that, to date, about 1,500 (up from about 1,200 in April) of the houses constructed in Western Australia
using Pro-fit in the period mid-2017 to mid-2022 have experienced leaks. Iplex® Australia ceased the sale of Pro-fit in mid-2022.
The Pro-fit product was also sold into other States of Australia in that period. Reports to Iplex® Australia are that the leak rate in those
other States is not materially unusual for a product of this type. The Pro-fit product was sold only in Australia.
The Western Australia building regulator (the Department of Mines, Industry Regulation and Safety, known as DMIRS) has investigated
the matter. It has informed Iplex® Australia that, as foreshadowed in the Company's 17 April 2023 NZX announcement, "concerns
were identified" regarding the manufacturing process used for Pro-fit by Iplex® Australia. Neither the results of those investigations or
the basis for that statement have been provided to Iplex® Australia. DMIRS has referred the matter to the Australian Competition and
Consumer Commission (ACCC). Iplex® Australia expects to continue to engage with both DMIRS and the ACCC on this issue. Third
party plumbers and builders in Western Australia have also asserted to Iplex® Australia their belief that the cause is a manufacturing
defect.
For its own part, Iplex® Australia continues to consider a range of factors which may be relevant to determining root cause. At this
time, the work that Iplex® Australia has undertaken or commissioned that has been completed does not identify a manufacturing
defect. Iplex® Australia's investigation into the cause(s) include a range of factors it believes needs to be considered.
In the near term, Iplex® Australia continues to work with relevant stakeholders on an appropriate path forward. That path will be
informed by the cause(s) identified, whether those matters are agreed or contested, the facts and patterns observed in the data
provided by all parties, whether regulator(s) and homeowners accept any proposed response plan and the availability of resources
in the market to undertake work. The range of outcomes of that work plan may include product replacement in the homes where the
Pro-fit product was installed, in whole or in part. There are a number of factors which may impact any work plan, including whether it
extends to product that has not leaked.
As advised to the market, Iplex® Australia has made a provision for this matter of A$15 million which is treated as a Significant Item.
That provision is not an indication of Iplex® Australia's view as to the costs it will or may incur in relation to this matter. The provision
is in respect of costs expected to be incurred by Iplex® Australia in investigating this matter and providing funds to Western Australia
builders who choose to take advantage of its offer to contribute to the cost of repairs and replacement work in the interim, as
described in the Company’s April 17 NZX announcement. Iplex® Australia has not adjusted that provision at balance date but will
continue to review that treatment as facts and circumstances evolve.
Ultimately, if Iplex® Australia is found to bear some responsibility, the cost to it in rectifying homes with Pro-fit installed (as well as to
meet any damages claims, fines and other costs) may be a sum that could have a material impact on the Group’s financial position.
However, the extent to which Iplex® Australia is ultimately held to have any responsibility and the impact that may have on the Group is
not able to be established at this time. Those matters will depend on resolution of a number of matters, including:
• the final determination as to cause(s) and the allocation of responsibility between Iplex® Australia and other parties;
• the type and scale of remediation required, including the cost of undertaking it;
• other losses suffered by third parties ultimately attributable to Iplex® Australia;
• if and how any relevant insurance policies respond; and
• the time frames over which payments may be required. For example, removing Pro-fit from houses in Western Australia may take
a number of years to do, given the scale of that task and the constrained resources in the Western Australia market likely to be
available to undertake that work. If Iplex® Australia was to become subject to litigation in respect of this matter, final judgment may
not be reached for some time.
As these matters may continue to take some time to be identified and settled, Iplex® Australia will continue to work with relevant
stakeholders including homebuilders on an appropriate path forward.
RISK CAPTURE AND REPORTING
The risk and uncertainties that are faced by the individual business units are captured in the Group-wide risk management tool,
RADAR. The information captured in RADAR enables risk management information captured at the business unit level to be
disseminated at higher levels of the organisation.
The Group undertakes operational risk reporting through business unit operational reviews. This allows the Group to see how business
units are making decisions in assessing risks and implementing their business strategies. It also assists the Group in understanding
how different risks affect different parts of the business.
In addition to the risks captured in RADAR, specific updates on Group level impacts, such as risks associated with regulatory change,
climate change and modern slavery, are reviewed annually and reported to the Board or to the relevant Board Committee.
Fletcher Building Limited Annual Report 2023
77
Corporate Governance (continued)
Principle 7 – Auditors
“The Board should ensure the quality and independence of the external audit process.”
The Audit and Risk Committee performs an annual performance assessment of the external auditor to ensure ongoing quality and
effectiveness. EY is our external auditor.
The Auditor Independence Policy includes requirements for the rotation of external audit engagement partners. The Auditor
Independence Policy is available on our website. In addition, the policy covers the provision of non-audit services by the Group’s
auditor. Auditor’s fees and expenses paid to EY are presented within note 6 of the consolidated financial statements included in this
Annual Report. The other work performed by the external auditor beyond the statutory audit was pre-approved in accordance with
the policy and is not considered to compromise independence as the services did not constitute material sums of money or relate to
strategic matters affecting the Group.
Representatives from EY attend our Annual Shareholders’ Meeting each year, where they are available to answer questions from
shareholders relevant to the audit.
INTERNAL AUDIT
Fletcher Building has an internal audit function, which evaluates and improves the effectiveness of key risk management, control
and governance processes. Internal audit develops an annual internal audit plan for approval by the Audit and Risk Committee and is
accountable for its implementation. To provide for the independence of the internal audit function, internal audit reports functionally
to the Audit and Risk Committee and administratively to the Chief Financial Officer.
Principle 8 – Shareholder Rights and Relations
“The Board should respect the rights of shareholders and foster constructive relationships
with shareholders that encourage them to engage with the issuer.”
COMMUNICATING WITH SHAREHOLDERS
Fletcher Building maintains a website, which contains information about Fletcher Building’s financial performance, operational
activities, corporate governance and other information of specific relevance to investors and stakeholders. The website has been
enhanced to include detailed information on Fletcher Building’s ESG (environmental, social and governance) measures which
allows our stakeholder community to monitor our performance and easily identify and access the processes, measures, initiatives
and certifications that underpin our commitment in these areas. The core requirements on communicating with shareholders are
formalised in a Shareholder Communications Policy, most recently approved in May 2022, and available on our website.
The Group operates an investor relations programme, which includes scheduled interactions with investors, analysts and other
market commentators. Presentations are disclosed on the Group’s website and the NZX and ASX announcement platforms.
Shareholder meetings with the Chair and other directors are facilitated throughout the year. The Chief Executive Officer, Chief
Financial Officer, and at times, operational executives, present via an analysts’ and investors’ conference call after the release of the
interim and full year results and answer questions raised by analysts and investors. A hybrid investor day was held in June 2023 with
presentations by the Chief Executive Officer, Chief Financial Officer and operational executives. Each presentation included question
and answer sessions. Site visits also form part of the investor relations programme throughout the year. The Board bi-annually
obtains research on the perceptions that the New Zealand and Australian investment community has of the Group, management and
performance. In 2023, the Board has been addressing governance matters including increasing the minimum share ownership by
directors, increasing female representation to the Board, and reducing the Nominations Committee to three members. In addition, all
directors carried out an in-depth cyber training workshop which included simulating a cyber crisis situation.
ELECTRONIC COMMUNICATIONS
Shareholders have the option to receive communications from, and send communications to, Fletcher Building in electronic form.
Shareholders are actively encouraged to take up this option.
SHAREHOLDER VOTING
Major decisions that may change the nature of Fletcher Building are presented as resolutions at the Annual Shareholders’ Meeting
and voted on by shareholders. There have been no major decisions made during the year which would change the nature of Fletcher
Building and which would require shareholder approval.
ANNUAL SHAREHOLDERS’ MEETING
All shareholders are entitled to attend the Group’s Annual Shareholders’ Meeting, either in person or by a representative.
Resolutions at the shareholders' meeting are by way of a poll, where each shareholder has one vote per share. Fletcher Building
encourages shareholders to ask questions in advance of the meeting, to encourage further engagement with the Group and provide
management with a view of the concerns of the Group’s shareholders. Our notice of meeting is sent to all our shareholders and is
posted on our website at least 20 working days prior to the meeting.
Fletcher Building Limited Annual Report 2023
78
Sustainability Materiality
and Methodology
MATERIALITY ANALYSIS
As a large business, we recognise our operations have an impact on many people. Our sustainability strategy is based on what
is most important to our business, people, communities, customers, key stakeholders and investors; where we have the most
impact; and where our actions can lead to meaningful change. These are our material sustainability impacts, and they form the
basis of the goals within our sustainability strategy.
Material impacts assessment
In FY22 we engaged an independent specialist consultancy to conduct a materiality assessment. The assessment followed 2021
Global Reporting Initiative (GRI) Standards, in particular GRI 3: Material Topics, to identify and assess our impacts. Our FY18
materiality assessment served as a starting point, complemented by analysis of external benchmarks including those from, at
that time, the Sustainability Accounting Standards Board (SASB), the Living Standards Framework, leading industry peers, and
sustainability investor indices including the Dow Jones Sustainability Index (DJSI) and MSCI together with internal workshops
with subject matter experts from several of our divisions.
Following the principle of double materiality, the analysis was designed to look at external environmental, social and governance
impacts on our organisation and also to identify our impacts on the economy, environment, and people across Fletcher Building’s
activities and business relationships. The impacts identified included those caused by our activities, impacts where our activities
contribute to an impact, and impacts that are neither caused nor contributed to by our activities but where our operations are
associated with the impact. The severity of the impacts was assessed based on the scale of the impact, scope of the impact, and
the degree to which remediation of the impact is possible.
Stakeholder insights
As part of the assessment, our consultant conducted confidential interviews with selected subject matter experts, following
the AA1000 Stakeholder Engagement Standard (SES). Representatives from the public sector, infrastructure providers, industry
peers and experts, industry associations, sustainability consultancy, investor experts, academia and a cohort of early career
employees from within our business were interviewed. The interviews provided specific insights on the significance of different
impacts; expectations and requirements about performance; and how Fletcher Building could further accelerate and refine its
approach to sustainability.
The key insights from the interviews were that stakeholders want to see sustainability embedded within the business strategy for
Fletcher Building, and for the business to look at impacts and opportunities to improve sustainability not just within the business
but across the value chain through partnering and providing thought leadership within our sectors of operation. Internal and
external stakeholders saw great potential for Fletcher Building to contribute to society, largely in areas we already focus on,
including greenhouse gas emissions, material usage and waste, and health safety and wellbeing.
Material impacts and integration with our strategy
The assessment identified 26 sustainability impacts that are material for Fletcher Building, which we prioritised to 12 impacts with
highest severity. These fall into the three broad categories summarised below:
• Climate change impacts: Scope 1 and Scope 2 emissions and climate mitigation; Scope 3 supply chain emissions and
embodied carbon, and Scope 3 emissions from use of our products
• Resources, emissions and the circular economy: Use of raw materials; operational waste and resources efficiency; modern
methods of construction and innovation; circularity in construction; ecosystem impacts; and healthy products
• Health, safety and wellbeing: Health, safety and wellbeing of our workforce; employment practices; and employee,
community and civic engagement
Both the material impacts and the stakeholder insights from our FY22 materiality analysis have been integrated into our refreshed
FY23 sustainability strategy, which was signed off by our board in September 2022.
Climate change impacts are addressed in the Net positive environmental impact strategic goal, as well as in the net zero carbon
group measure. Resources, emissions and the circular economy impacts are addressed in the Leading the way in sustainable
building products and solutions and Circular economy commitment across our business goals, as well as the Revenue from
sustainably certified products and Waste avoided, recycled, and/or reused measures. These goals also reflect stakeholders
desire to see sustainability embedded within our business strategy and value chain. Health, safety and wellbeing impacts are
addressed in the Safe, diverse and inclusive workspace and in the Our community at the heart of what we do goals, as well as the
rest of the group measures.
As part of partnering and providing thought leadership within our sectors of operation, we are active member of the following
sustainability organisations:
–Infrastructure Sustainability Council of Australia –New Zealand Green Building Council
–Sustainable Business Council –Green Building Council Australia
–Sustainable Business Network –Climate Leaders Coalition
Progress against the goals in our sustainability strategy is reported in the front sections of this Annual Report. We note the recent
issue of ISSB standards, and will refer to these in our next assessment of material impacts.
Fletcher Building Limited Annual Report 2023
79
Sustainability Materiality and Methodology (continued)
METHODOLOGY USED FOR NON-FINANCIAL MEASURES
Greenhouse Gas (GHG) emissions
The Greenhouse Gas (GHG) emissions included in this report were calculated for the period from 1 July 2022 to 30 June 2023 in
accordance with the GHG Protocol and ISO 14064-1:2018 International Standard for GHG Emissions Inventories and Verification.
Scope 1 and Scope 2 emissions from our businesses were calculated on the equity share basis. This means that emissions from
our businesses and from joint ventures we are part of have been included. For joint ventures, the percentage of emissions
included is based on our percentage ownership of the joint venture.
The divisional GHG emissions included in this report represent the share of our Group GHG emissions resulting from operations
within those divisions. As with Group emissions, these were calculated on the equity share basis. Divisional emissions in this
report also include an allocation of corporate GHG emissions from our head office operations in New Zealand. These corporate
GHG emissions have been allocated to the New Zealand divisions in proportion to the divisional contribution to overall GHG
emissions for Fletcher Building.
Scope 3 emissions, those from our supply chain, were calculated in accordance with the GHG Protocol. Reported supplier data
was used for circa 58% of reported emissions. For the balance of emissions, where emission factors from goods and services
are published by the New Zealand or Australian governments, as applicable, we have used these factors to convert the mass,
volume or other units for goods and services into tonnes of CO
2
equivalent (tCO
2
e). Where specific data on quantities of supply
chain goods and services was not available, we have estimated emissions using spend based factors, using the internationally
recognised DEFRA factor set, corrected for exchange rates and inflation.
As required periodically by the Greenhouse Gas Protocol accounting standard, we have re-baselined our emissions from FY18
to FY23 to account for acquisitions, divestments, methodology changes and improved availability of historic data. Re-baselined
figures have been used in this report for all years. Re-baselining means that the GHG emissions and emission reductions
are based on what our real-world emissions would have been for all years from, and including, FY18 if the boundary of our
operations for those years had been the same as for FY23.
The main adjustments were the divestment of our Rocla® operations, the acquisition of the Laminex® Monkland operations,
the acquisition of the Tumu® business, and an adjustment of the emissions factors for coal and biomass used at Golden Bay®
to provide improved specificity on emissions from the actual fuels used. Collectively, these adjustments result in slightly lower
reported emissions for the Group across all reporting years, including the baseline year of FY18 which changes from 1.238 m
tCO
2
e to 1.213 m tCO
2
e.
Our reported Scope 3 emissions for FY23 now include data sourced directly from our largest steel and cement suppliers. By
doing this, we are more accurately accounting for the emissions associated with the production of these products that we use
in our operations. It is important to note that this increase does not necessarily mean that our actual emissions have increased
compared with previous reporting periods. We expect that our Scope 3 emissions will have further changes in future reports as
we obtain more accurate emissions data on our purchased goods and services. Our Scope 1, Scope 2 and Scope 3 emissions,
including all adjustments related to the re-baselining, have been externally verified by Toitū Envirocare in accordance with ISO
14064-1:2018. Their assurance statements for FY18 to FY23 are available on our website.
Waste diverted from landfill
The waste diverted from landfill figure included in this report is the tonnage of waste diverted from landfill, and includes waste
managed as part of our principal waste contracts, which represents most of the waste generated from our operations. The figures
for waste diverted from landfill do not include waste material resulting from our operations that was reused as cleanfill or hardfill,
or waste used for energy recovery. The waste figures in this report do not include waste that is not managed under our principal
waste contracts, and where specific waste measurements for our operations are not provided to us.
Revenue from sustainably certified products
The revenue from sustainably certified products included in this report is revenue from products that hold a credible, third party
verified, sustainability certification.
The sustainability certifications that we include are Type I environmental labelling requirements under the ISO 14024 Standard
(Environmental Choice New Zealand, Good Environmental Choice Australia, Global GreenTag GreenRate) and the Type III
environmental declaration requirements under the ISO 14025 Standard.
These certifications qualify for the sustainable products credits in either the Green Star or IS Rating construction sustainability
ratings within New Zealand and Australia.
We calculate the revenue for sustainably certified products as a percentage of the total revenue from products made or sold
by our manufacturing businesses. We exclude revenue from non-manufacturing businesses (our distribution and construction
businesses) from the total revenue used for this calculation.
Fletcher Building Limited Annual Report 2023
80
Total Recordable Incident Frequency Rate (TRIFR)
Total Recordable Incident Frequency Rate (TRIFR) included in this report is the total number of recordable injuries and illnesses
per million hours worked in a year by Fletcher Building.
TRIFR calculation is on a 12-month rolling period and is the total number of recordable injuries multiplied by a million and
divided by total number of hours worked. Recordable injury definitions are derived from the Occupational Safety and Health
Administration standards, and include Medical Treatment Injuries, Lost Time Injuries, Serious injuries and Fatal Injuries, and
exclude Restricted Work Injuries. Total number of hours worked excludes holiday time and includes contractors, it is estimated
where required based on work activities.
TRIFR in this report includes all employees and contractors working under Fletcher Building control or on Fletcher Building
controlled sites.
Employee Net Promotor Score (eNPS)
Employee Net Promotor Score (eNPS) included in this report is the result from a Group-wide employee engagement survey
which provides insights on employees’ engagement and provides them the opportunity to share their experience working for
Fletcher Building. The survey is run using an external survey platform. eNPS is measured by surveying our people and measuring
the difference between the promoters and detractors. This is then compared to the provider’s benchmark data set, to show how
Fletcher Building compares to other organisations.
eNPS is calculated by subtracting the percentage of detractors (i.e. those who gave scores of 0 – 6) from the percentage of
promoters (i.e. those who gave scores of 9 – 10). The range of possible eNPS scores ranges from -100 to 100. The eNPS figure in
this report is based on a survey of all permanent employees of Fletcher Building and excludes fixed term casual employees and
contingent workers.
Fletcher Building changed to using eNPS in FY23. In light of this, the FY22 comparative (reported as engagement percentile using
the previous methodology) has been recalculated in line with the presentation for FY23.
Net Promotor Score (NPS)
Net Promotor Score (NPS) is a widely used measure for customer satisfaction. NPS ranges from -100 to 100 and is calculated by
subtracting the percentage of detractors (i.e. those who gave survey scores of 0 – 6 out of 10) from the percentage of promoters
(i.e. those who gave survey scores of 9 – 10 out of 10). NPS is measured at regular intervals via surveys at a cadence appropriate
for each business. An external third-party platform is used to conduct surveys, receive and follow-up on feedback, and generate
insights. Businesses refresh customer lists regularly to make sure a representative sample is surveyed.
NPS in this report includes all business units other than the Group's joint ventures and associates, newly acquired business units
(Tumu®, Waipapa, Haven Kitchens and Water Filters Australia), and the Construction division.
Fletcher Building Limited Annual Report 2023
81
Remuneration Report
Winstone Wallboards®' production team leaders, Victor
Peyroux (centre), with operators, Brandon Chase and Silvia
Fianco, in the control room at the Tauriko GIB® facility.
Fletcher Building Limited Annual Report 2023
82
Message from the People and Remuneration Committee Chair
Dear Shareholders
On behalf of the Board, I am pleased to present Fletcher Building’s Remuneration Report for the financial year ended 30 June 2023.
The year in review
Fletcher Building has continued to perform well despite softer
market activity and wet weather conditions, and we remain well-
positioned for growth over the longer-term. Short-term incentive
(STI) outcomes of our CEO and Chief Executives range between
13% to 66% of maximum, reflecting solid performance against
stretching targets set by the Board.
We take a prudent and responsible approach towards executive
remuneration, tailored across each of our divisions and based
on a range of financial and non-financial metrics. Based on this
approach, the Executives in our Residential and Development
and Construction divisions were not eligible for individual goal
achievement, having not achieved their financial gateways.
In addition to financial returns, we are committed to having a
positive impact on the environment, creating a safe, diverse and
inclusive workplace, and enriching the lives of our customers and
the communities in which we operate. Our approach to assessing
this performance is guided by our sustainability strategy which
includes targets of a 30% reduction in carbon emissions by FY30
(and achieving net zero by FY50), 30% women in leadership by
FY27 and top quartile customer and employee engagement.
These ESG (Environmental, Social & Governance) targets are
incorporated into the STI scorecards of our senior leaders to
drive focus and outcomes beyond the financial year. We have
been impressed by the considerable progress our teams have
made this year, through applying innovative technologies and
approaches to achieve these goals. This is reflected in our world-
class sustainability credentials such as being a member of the
2023 S&P Sustainability Yearbook and listed in the Dow Jones
Sustainability Index for Australia.
As a reminder, we introduced three changes to our executive
long-term incentive (LTI) framework in FY23 to increase
shareholder alignment and the link between sustainable
performance and remuneration outcomes. These were the
addition of ROFE (return on funds employed) as a performance
measure (in addition to rTSR); removing the LTI retest dates; and
aligning the grant and test dates to the Group’s full year results.
We also adjusted the financial vs non-financial weightings of the
STI scorecard for the Group CEO and Operational leaders from
70%:30% to 65%:35% at target. This resulted in a more balanced
approach between financial and non-financial measures,
enabling us to better incorporate strategic ESG goals.
The year ahead
To carefully manage costs through the expected economic
downturn, the CEO, Chief Executives and General Managers will
receive no fixed remuneration increases next year. However, in
lieu of a salary increase, and to motivate and engage our leaders
through FY24, the STI pay-out at target for this group will increase
from 100% to 110% for FY24 only. This uplift only applies to the
financial component of the STI, and it is therefore closely linked
to performance and is self-funded.
While we have focused on improving our pay parity position
over the last three years and made good progress, some of our
previous gains have been eroded. This was mainly due to hiring
externally in a tight labour market, with increasing wages in a
male-dominated industry. The gap increased from 3.5% in FY22 to
4.2% this year. We will undertake a comprehensive review of our
practices in FY24 and introduce enhancements to close the gap.
Given the improvement of our safety performance and maturity,
with TRIFR levels in some of our businesses nearing global best,
we have also reviewed our approach to safety in the STI, so it
aligns to our strategic approach. Further details about these and
other changes are set out on the next page of this report. The
remainder of the remuneration section of the Annual Report
provides an overview of the remuneration framework that applied
for FY23.
We have introduced a number of reporting enhancements
to increase disclosure about the alignment of performance
and remuneration outcomes, and to ease investor analysis.
These enhancements include a 5-year summary of STI and
LTI performance measure results and the CEO’s remuneration
outcomes; STI and LTI term sheet tables; the CEO’s maximum
remuneration opportunity in dollar terms; and a Frequently Asked
Questions (FAQ) section.
The Committee and I would like to thank all our teams for their
contribution to the achievements delivered in FY23. I invite you to
review the 2023 remuneration report.
Barbara Chapman
People and Remuneration Committee Chair
Remuneration Report
In addition to financial returns, we are
committed to having a positive impact on
the environment, creating a safe, diverse
and inclusive workplace, and enriching
the lives of our customers and the
communities in which we operate. These
ESG targets are incorporated into the STI
scorecards of our senior leaders to drive
focus and action.
Barbara Chapman
People and Remuneration Committee Chair
Fletcher Building Limited Annual Report 2023
83
Remuneration Report (continued)
1. FY24 REMUNERATION FRAMEWORK CHANGES
The following table summarises key changes to our remuneration policies and frameworks for FY24 and beyond and provides the
rationale and outcomes of these changes.
ChangeDetailRationale and outcome
A revised approach for
incorporating safety
performance into our
short-term incentive
(STI).
For businesses with TRIFR (Total Recordable Injury Frequency
Rate) >2.0, the safety component of the STI will continue to
include a safety lead (risk) and lag (TRIFR) measure, weighted at
5% each.
For businesses with TRIFR <2.0 (i.e. top quartile performance
globally), the safety component will move to lead indicators only,
weighted at 10%. TRIFR will still be tracked for these businesses,
and if it increases past the overall group TRIFR, they will lose 5%
of the total 10% safety weighting in the STI.
As our safety performance improves and our
businesses mature, we needed to review our
approach to incorporating safety in the STI.
TRIFR is at record low levels for some of our
businesses (<2.0). As such, using TRIFR as a
target becomes less meaningful, with some
businesses only experiencing incremental
improvement. Therefore, we needed to look to
lead measures to drive continued improvement
in safety excellence.
This approach creates closer alignment between
our safety strategy (recognising our businesses
can be at different stages of maturity) and the
approach to safety in the STI.
Nil fixed remuneration
increases for senior
leaders, and a 10%
increase in STI pay-out
at target for FY24
only. The uplift only
applies to the financial
component of the STI.
The CEO, Chief Executives, and General Managers will receive no
fixed remuneration increase for FY24.
In lieu of an increase for this group, STI pay-out at target will
increase from 100% to 110% for FY24 only.
The 110% pay-out at target will be delivered via a 10% step
increase when financial targets are achieved only, as follows:
• straight-line between threshold to target (0% - 100%);
• increase with a 10% step at target; and
• straight-line between target and maximum (110% - 150%), with
the maximum opportunity remaining at 150%.
The STI uplift only applies to the financial component of the STI
and the additional cost of this approach will be added to our
EBIT targets – i.e. additional STI will only be achieved if more
stretching EBIT targets are met.
Increasing the STI pay-out at target motivates
and engages our senior leaders through a
challenging FY24 and carefully manages costs
given that this approach is performance-based
and self-funded.
2. FY23 REMUNERATION FRAMEWORK
The following sections describe the remuneration framework in place during FY23.
2.1 The role of the People and Remuneration Committee
The principal role of the People and Remuneration Committee is broader than purely remuneration matters. Its role is to oversee
and regulate remuneration, and organisation matters affecting the Group, including remuneration and benefits policies, diversity
and inclusion, culture, performance and remuneration of the Group’s senior executives, development and succession planning
for the CEO and executives (i.e. leadership roles reporting directly to the CEO), and major organisation changes.
The People and Remuneration Committee is kept apprised of relevant market information and best practice, obtaining advice
from external advisors when necessary.
Key decisions made and reviews undertaken by the People and Remuneration Committee during FY23 included: review and
approval of the FY23 STI and LTI for senior leaders, review of succession depth and development for the CEO, approval of
updated remuneration proposals, review of pay parity, and pension plan governance matters.
2.2 Remuneration strategy and framework
The remuneration framework and how it supports the strategy set out on the next page, is based on the FY23 framework.
Fletcher Building Limited Annual Report 2023
84
CONTENTS
1. FY24 Remuneration Framework Changes
84
2. FY23 Remuneration Framework
84
3.Performance Outcomes
89
4.CEO Remuneration
91
5.Frequently Asked Questions
94
6.Employee Remuneration
95
7.Directors’ Remuneration
96
Remuneration Report (continued)
Vision
To be the leader in New Zealand and Australian building products and solutions
Purpose
Improving the world around us through smart thinking, simply delivered
Governance
Our Board is responsible for the Group’s remuneration policy, which is available on our website, with the People and
Remuneration Committee assisting in the conduct of its responsibilities. A key role of the Committee is to oversee and
regulate remuneration and organisation matters affecting the Group.
Remuneration Principles
(a full set of our remuneration principles is available in our remuneration policy)
Risk
Encourage conduct that
does not expose the Group
to inappropriate risk while
promoting high standards
and accountability
Strategy
Focus on sustainable
earnings, growth and
key Company goals and
objectives (short and
long-term)
Our People
Attract and retain high
calibre people, rewarding
high standards of
performance and values
Shareholder
Focus on the creation of
shareholder value by driving
an ownership culture with
‘skin-in-the-game’
Remuneration framework and how it supports the strategy
FY23 REMUNERATION FRAMEWORK
Retains and motivates
key talent, and drives
alignment by rewarding for
achievement of the Group
goals and creation of
shareholder value
Rewards for safety,
financial and individual
performance measured
using a balanced
scorecard
Following the release of
the final audited financial
year results, a portion
is paid in cash and the
remainder is deferred into
equity for 2 years
Short-Term Incentive
Recognises on a
discretionary basis,
achievement of the Group
and individual performance
objectives
Supporting the alignment
of our most senior people
with shareholder interests,
ensuring value is created for
our people where relative
TSR is realised and ROFE
is achieved. Encouraging
long-term sustainability, a
focus on performance and
growth, and achievement of
the Group strategy
Two equally weighted
measures: Relative Total
Shareholder Return (rTSR)
referenced to an industry
comparator peer group
and Return on Funds
Employed (ROFE)
Allocation of Fletcher
Building shares, with
vesting after 3 years,
based on achievement of
shareholder return over
this period. Allocation is
made using face value at
the time of grant
Long-Term Incentive
Aim to drive long-
term, sustainable
results, and creation
of shareholder value
At-risk remuneration components (subject to performance outcomes)
Attract and retain key
talent to drive the delivery
of the Group strategy.
Rewards ongoing
performance in role
Set based on capability,
performance, job size, and
industry benchmarks
Includes base salary,
any allowances, non-
cash benefits, and
superannuation/KiwiSaver
Fixed Remuneration
Executives are
benchmarked against a
peer group composed of
New Zealand and Australian
companies generally
comparable in size,
complexity and industry
Guaranteed remuneration components
Relationship
to Strategy
Performance
Measure
Remuneration
Element
Element
Delivery
Fletcher Building Limited Annual Report 2023
85
Remuneration Report (continued)
2.3 Fixed Remuneration
Fletcher Building’s policy is to set fixed remuneration based on capability, performance, size of role, and industry benchmarks in
the country in which the employee is located. Participation in retirement savings plans is made available to employees as required
by remuneration practices in relevant countries.
Remuneration levels are reviewed and benchmarked annually for market competitiveness, and alignment with strategic and
performance priorities. A peer group which comprises New Zealand and Australian companies, generally comparable in size,
complexity and industry is used to benchmark executives. Our peer organisations display similar characteristics to Fletcher
Building by way of industry/sector, market capitalisation, revenue, geographic scope and employee numbers and generally
reflects where the Group wins talent from and loses talent to.
2.4 Short-Term Incentive (STI)
The following table summarises the Senior STI which applied to the CEO and Chief Executives in FY23.
STI ElementDescription
General
Eligibility
• Participation in the STI is by annual invitation at the discretion of the Board and typically includes senior
leaders who have a direct impact on the Group’s performance.
Opportunity
• Group CEO: Target = 112% of Base Salary
• Chief Executives: Target = 70% - 80% of Base Salary (role dependent)
• Maximum opportunity is 150% of Target for all participants
Vehicle
• Group CEO: 50% cash; 50% deferred into equity (share rights) for 2 years
• Chief Executives: 60% cash; 40% deferred into equity (share rights) for 2 years
Performance Conditions
Performance
conditions
and
weightings
• The weightings of financial, safety and individual goals vary by role, as outlined below.
MeasureDescription
Operational
Executives
Functional
Executives
Safety
gateway
• Safety leadership interactions reinforce a line-led safety culture,
and places emphasis on the importance of active and authentic
leadership for safety on-site.
126
Financial
• CEO and Functional Executives in Corporate: Group EBIT, EBIT
margin and trading cash (excluding significant items).
• Operational Executives in divisions: Divisional EBIT and trading
cash, capital management or work won, depending on the
division's priorities.
• EBIT is a gateway to the individual goals, i.e. if the EBIT threshold
is not met, no individual component of the STI is payable.
• To strike an appropriate balance between focusing on division
financials and those of the Group, a multiplier (either up or
down) is applied based on the achievement of a Group EBIT
target.
Target: 65%
(115% max)
Target: 50%
(100% max)
Safety
• All roles have a safety lead and lag measure, weighted at 5%
each.
• The safety lead target differs by role, with operating executives
based on risk containment sweeps, and functional executives on
those areas of safety culture they are most able to influence.
• The safety lag measure is based on injury reduction targets, i.e.
reduction in TRIFR (Total Recordable Injury Frequency Rate).
10%10%
Individual
• Individual goals for the executives are aligned to the different
priorities of their businesses or functions, and may include
above plan growth, employee engagement (eNPS), customer
(NPS), talent, diversity, sustainability, innovation, and other
strategic goals that drive performance beyond the current
financial year.
25%40%
Total STI scorecard at target (Financial Target + Safety + Individual)100%100%
Total STI scorecard at maximum (Financial Max + Safety + Individual)150%150%
• Performance hurdles for our financial measures are set at two levels: a threshold level, which must be met
before any STI is paid, and a maximum level that reflects stretch performance. Financial thresholds are
generally set at 80% of maximum hurdles.
• The performance range for individual and safety measures is between 0% and 100% of the goal, with no
opportunity for stretch performance.
Fletcher Building Limited Annual Report 2023
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Remuneration Report (continued)
STI ElementDescription
Timing
Assessment
of awards
• An assessment of performance against the performance conditions occurs following finalisation of the
Group’s full year results.
• Each of these financial measures is assessed separately at this time and achievement against each
executive’s individual goals is reviewed and approved by the Board.
• Eligibility for consideration of a payment under the STI requires a participant to remain employed by the
Group at the date of payment, following the end of the financial year.
• Both the cash and deferred equity (share rights) components are awarded as soon as reasonably
practicable after the announcement of the Company’s full year results in August each year.
Deferred
Equity:
Disposal
restrictions
and
dividends
• A participant is entitled to receive one ordinary share for each vested share right.
• The share rights will vest and be automatically exercised into shares on the second anniversary of the
grant date, subject to the plan’s leaver provisions.
• There will be no disposal restrictions on the shares received following the vest and exercise of share
rights, subject to any minimum shareholding obligations and insider trading policies.
• No dividends (or voting rights) are received on the deferred share rights during the deferral period.
2.5 Long-Term Incentive (LTI)
The table below summarises the Group's share based executive long-term share scheme (ELSS).
LTI Element
Description
General
Eligibility
• Participation in the ELSS is by annual invitation at the discretion of the Board and includes the Group CEO
and Chief Executives.
Opportunity
• Group CEO: Target = 80% of Base Salary
• Chief Executives: Target = 40% - 50% of Base Salary (role dependent)
• Maximum opportunity is 100% of Target for all participants
Vehicle
• Under the ELSS, participants purchase shares in the Group at the offer price with an interest-free loan. The
offer price is established at market value at the commencement of the three-year restrictive period. The
shares are held by a trustee on behalf of participants until the end of that three-year restrictive period.
• Provided the nominated share performance criteria are met and participants remain employed with the
Group throughout the restrictive period, a cash bonus is paid to meet the repayment of the interest-free
loan and legal title in the shares is then transferred to the participants.
• To the extent that the performance criteria are not met, or the participant ceases to be employed by the
Group, the shares are forfeited, and the proceeds used to repay the interest-free loan. Exceptions to this
are considered in the case of redundancy or retirement.
• A taxable bonus is paid sufficient to repay the loan related to the vested shares. Subject to the impact of
any increase in the tax rate since allocation, net after-tax dividends related to the vested shares are paid to
the employee.
• The legal title to the shares is transferred to the employee.
Fletcher Building Limited Annual Report 2023
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Remuneration Report (continued)
LTI Element
Description
Performance Conditions
Overview
• The ELSS is designed to align executive remuneration with sustainable financial outcomes for
shareholders over the longer term, and to attract and engage participants.
Performance
conditions,
weightings,
and timing
(2022 ELSS
grant)
• The 2022 ELSS grant is subject to two equally weighted performance criteria, tested at the end of a 3-year
restrictive period:
• Relative total shareholder return (rTSR); and
• Return on Funds Employed (ROFE).
• TSR performance is determined by benchmarking, by way of percentile ranking, the TSR performance of
the Group against the TSR performance for the same period of a group of Australasian companies. The
comparator group used for the 2022 offer comprises Adelaide Brighton, BlueScope, Boral, Brickworks,
CSR, GWA Group, James Hardie, Metro Performance Glass, Reece and Steel & Tube.
• Note: The Board have sought independent advice as to whether the continued presence of Boral in the
comparator group is appropriate given its recent corporate activity. If that advice confirms that it is not
appropriate (i.e. that it distorts the cohort), the Board will follow advice on how to measure rTSR going
forward, while adjusting for that distortion. This may require adjustment to remove Boral from those tests.
The Board is obtaining independent advice as to the most appropriate composition to provide the right
balance for ELSS participants, the Company, and shareholders.
• The relative TSR performance and vesting entitlements are set out in the table below:
TSR Percentile Percentage entitlement
Below 51
st
NIL
At 51
st
50%
Above 51
st
to below 75
th
51% - 99% linear pro-rata
At 75
th
or above
100%
• ROFE performance is determined by dividing EBIT by average funds employed and assessing it using the
following performance thresholds:
• The ROFE performance range includes a threshold at the point where ROFE equals the weighted average
cost of capital and a maximum of 15%. Performance is assessed in the year of vesting based on EBIT,
excluding the impact of M&A and restructuring costs.
• The ROFE performance and vesting entitlements are set out below:
ROFE Percentile Percentage entitlement
At or below weighted average cost of
capital (WACC)
NIL
Between WACC and 15%
1% - 99% linear pro-rata
At or above 15%
100%
• The Board has the discretion to determine the extent to which any shares held in the ELSS should be
transferred in any takeover, merger or corporate restructure.
2.6 Minimum shareholding requirement
Over time, the CEO, Executives (reporting directly to the CEO) and General Managers must acquire and maintain a holding in
the Group’s ordinary shares until such time as the greater of the sum invested or the market value of their shareholding exceeds
100%, 75% and 50% of their base remuneration respectively. Any shares granted under the ELSS scheme do not count towards
the minimum shareholding requirement unless they vest.
Although there is no time limit in which the CEO and executives must build this investment, any shares which vest under the STI,
LTI or any similar scheme can't be sold until their shareholding equals or exceeds the minimum requirement.
These shareholding requirements strengthen the alignment of executives’ equity with long-term Group performance and the
interests of shareholders.
As at 30 June 2023, the CEO had a holding in the Group’s ordinary shares equal to 91% of his base remuneration. It has been
calculated in accordance with the minimum shareholding requirement methodology, which uses the greater of the sum invested
or the market value of the shares. This does not include any in-flight STI or LTI equity awards.
Fletcher Building Limited Annual Report 2023
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Remuneration Report (continued)
2.7 FBuShare
FBuShare is Fletcher Building’s employee share plan available to all permanent employees. The plan aims to connect our people
with our performance, and to promote employee engagement and retention. Employees acquire shares in the Group and, if they
continue to be employed after a three-year qualification period, they become entitled to receive one bonus award share for every
two shares purchased in the first year of each qualification period and still owned at the end of that period. FBuShare does not
require any performance criteria to be met. FBuShare has a minimum contribution rate of NZ$250 per annum and a maximum
contribution rate of NZ$5,000 per annum (or the equivalent currency in other countries). Directors are not eligible to participate
in FBuShare.
2.8 Malus & clawback
Our malus and clawback framework applies to unvested and vested STI, both cash and deferred, and unvested and vested LTI
awards. Under this framework, the company has the right to reduce the incentive remuneration component prior to payment
or vesting, and clawback the incentive remuneration amount from a participant for a period of three years from the end of the
financial year for which the STI payment is made or vesting of the LTI.
There are four key steps in the framework, each of which contain a set of parameters and/or questions that guide management
and Directors in determining the extent to which any STI or LTI would be impacted. These steps include:
1. Identifying & investigating trigger events;
2. Assessing trigger events and required consequences;
3. Determining accountability and intent; and
4. Quantifying the adjustment and application.
Although a list of financial and non-financial trigger events have been identified for which this framework would apply, this list
is not exhaustive and management, the People and Remuneration Committee or Board may determine other events apply in its
ultimate discretion.
During FY23, no trigger events were identified and therefore, the Board was not required to consider application of the malus &
clawback framework.
3. PERFORMANCE OUTCOMES
3.1 5-year performance summary
Financial yearFY23FY22FY21FY20FY19
Short-term performance
Net earnings/(loss) ($m)235432305(196)164
EBIT ($m)
(1)
782756668160631
Cash ($m)
(2)
517592879410153
CEO STI achieved (as a % of maximum) 36.092.594.00.036.0
(1) EBIT is excluding significant items but including the impact of Iplex® Australia Pro-Fit costs.
(2) The Cash measure was operational cash flow in FY19-FY22, and trading cash flow (excluding significant items) in FY23. Trading cash flow excluding significant items
is calculated consistently with the published Group cash flow from operations, excluding cash tax, non-lease interest costs and significant items, but adjusting/
deducting for lease principal payments classified as part of cash flows from financing activities, to represent business unit-controlled cash flows.
Long-term performance
1-year TSR (%)
(3)
15(28)107(21)(29)
3-year TSR (%)
(4)
74.411.512.0(44.7 )(23.1)
ROFE (%)17.1 19.318.83.711.8
Dividends (cents per share)
(5)
40.0 36.012.015.08.0
Year-end share price ($)5.42 5.047. 5 23.704.85
CEO LTI Vested (as a % of maximum) 0.00.00.00.0N /A
CEO LTI grant date
(6)
1 July 20201 July 20191 July 20181 July 20171 July 2016
(3) Share price movement in year and gross dividend received, to prior year closing share price.
(4) Using 5-day VWAP as per the ELSS.
(5) Gross dividend paid during the period.
(6) The current CEO commenced employment on 22 November 2017.
Fletcher Building Limited Annual Report 2023
89
Remuneration Report (continued)
3.2 FY23 Short-term incentive (STI) performance
Safety performance
All executives met or exceeded the required safety leadership interactions in FY23 and fully achieved their safety lead
performance measures. TRIFR performance across the Group is tracking well, with the FY23 result down to 3.1 from 3.4 in FY22.
This performance resulted in the 5% safety lag goal of the STI scorecard being achieved.
In the event of a fatality or serious injury, the Board has the discretion to adjust any or all of the STI payment and in doing so
considers the leader’s length of time in role (and therefore ability to influence), their demonstrated leadership prior to the
incident as well as the quality of the leader’s response post-incident. The Board recognises the importance of this discretion and
has and will continue to adjust outcomes where it considers it appropriate.
In FY23, we had 3 serious injuries, 2 of which were non-life-threatening hand injuries, and the other was a vehicle related incident
where the individual suffered a spinal cord injury resulting in paraplegia. Aligned to our belief that all injuries are preventable,
the Safety, Health, Environment and Sustainability (SHES) Committee considered all factors associated with these incidents,
including leadership performance and efforts of the teams.
Where appropriate, the SHES Committee provides its findings to the People and Remuneration Committee to review the impact
on remuneration outcomes using the STI Discretionary Impact Framework. As per this framework, only serious injuries which
were fatal or serious with potentially fatal consequences are reviewed to assess whether discretion should be applied to impact
STI outcomes. This ensures that leaders are not unfairly sanctioned for events which, under slightly different circumstances,
would not have caused serious harm.
Given that the two non-life-threatening hand injuries were not potentially fatal, and after considering all associated factors, there
has been no impact to relevant individual leaders on the STI this year. We have also been impressed by the extensive actions
undertaken following these incidents such as the glove awareness campaigns, information sessions and mandatory glove policy
for contractors.
Following the impact assessment conducted for the vehicle related incident, Directors exercised their discretion to reduce the
STI outcome of the following relevant leaders:
• Business Unit GM and functional leaders (-10%): Planning and resources were being allocated and there was genuine
commitment by leadership, however, the severity of the injury required some impact to be made.
• Country Manager (-50%): This manager is responsible for enforcing the Life Saving Rules and ensuring subcontractors are
prequalified, inducted and have fit-for-purpose equipment.
Financial performance
While EBIT performance during FY23 was below threshold for our Construction and Residential & Development divisions, it was
at or above threshold levels for the Group and remaining divisions. This resulted in the CEO and CEs of the remaining divisions
meeting the gateway requirement to be eligible for payment on individual goals.
With the exception of the Residential & Development division which performed below the threshold hurdle, cash performance
was between threshold and maximum for the remainder of divisions and the Group. The Residential & Development division also
has a Capital Envelope measure, and the team maintained sensible limits on working capital investment resulting in performance
for this measure between threshold and maximum.
Our Construction division similarly exceeded the threshold for their division-specific New Work Won measure to deliver a strong
future pipeline.
Further details about the Group’s financial performance in FY23 is set out on page 100.
Individual performance
Where the EBIT gateway to individual goals were met, achievement against individual goals for executives in FY23 range from
60% to 100%. Further details of the CEO’s individual goal performance are outlined in section 4.4 on page 93.
Throughout the year, Iplex® Australia increased the provision for issues related to its previously manufactured Pro-Fit products
in Western Australia, from A$2 million to A$15 million. As a result, the Board applied discretion to deduct the A$15 million
from Group, divisional and business unit EBIT performance (see CEO FY23 STI Outcome on page 93). After incorporating this
adjustment, the FY23 STI outcomes of our CEO and Chief Executives range between 13% to 66% of maximum. In reviewing these
outcomes, the Board considered that the team delivered solid performance against stretching targets set by the Board. Given
that performance was good but not exceptional, the outcomes are appropriate against the stretching and robust targets set by
the Board. No further discretionary adjustments were made.
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90
Remuneration Report (continued)
3.3 Long-term incentive (LTI) performance
The July 2019 long-term share scheme grant, which was within the 12-month retest period up to 30 June 2023, was below the
minimum threshold performance level and therefore was forfeited. The July 2020 long-term share scheme grant was below
the minimum threshold performance level and therefore entered the 12-month retest period. Further details on each of these
incentive schemes are provided in section 2 of the report.
The vesting and forfeiture of shares (due to failure to meet performance criteria) over the last five years are set out in the
following table:
Date of grantShares granted% vested% forfeited
September 2022
(1)
616,654
In-flightJuly 2021
(2)
395,085
July 2020
(3)
1,998,635
July 2019
(4)
1,386,1000%100%
July 2018
(5)
1,041,6050%100%
(1) As per the prospective LTI changes introduced in FY23, grant and test dates were aligned to the announcement of the Group’s full year results, and the retests were
removed.
(2) Due to a change in the remuneration framework for General Managers (GMs) during FY21, this employee group is no longer eligible for LTI awards, resulting in a lower
number of shares granted in July 2021 compared to previous years. Equity is delivered for GMs through the equity deferral of their STI component.
(3) Fletcher Building's TSR did not meet the minimum vesting threshold for the three years ended 30 June 2023 for the 2020 issue. Therefore, the restrictive period has
been extended to 30 June 2024.
(4) The restrictive period for the 2019 issue was extended for 12 months until 30 June 2023. Fletcher Building's TSR did not meet the minimum vesting threshold for the
period ended 30 June 2023. Therefore, 100% of the shares in the 2019 issue will be forfeited in August 2023.
(5) The restrictive period for the 2018 issue was extended for 12 months until 30 June 2022. Fletcher Building's TSR did not meet the minimum vesting threshold for the
period ended 30 June 2022. Therefore, 100% of the shares in the 2018 issue were forfeited in August 2022.
4. CEO REMUNERATION
4.1 Remuneration package overview
The following diagram shows how remuneration is delivered to the CEO.
End of
Ye ar 1
End of
Ye ar 2
End of
Ye ar 3
Fixed RemunerationBase salary and other benefits
Short-term incentive
Cash (50%)
Deferred equity (50%)
Long-term incentive
Shares
50% Relative TSR and 50% ROFE
Start of the
year
Fletcher Building Limited Annual Report 2023
91
Equity Pay
Variable Pay (at risk)
LTI: Long-Term Incentive
STI: Short-Term Incentive
FR: Fixed Remuneration
(includes base salary and
other benefits)
Remuneration Report (continued)
CEO
on Target
Performance
Pay Mix
27%
LTI
19%
STI
Equity
35%
FR
19%
STI Cash
CEO
Maximum
Performance
Pay Mix
22%
LTI
24%
STI
Equity
30%
FR
24%
STI Cash
4.2 Remuneration mix
Ross Taylor’s annual base remuneration as at 30 June 2023 was $2,223,600, with an on-target STI of 112% of base salary and
LTI of 80% of base salary. The current mix of remuneration components for the CEO is set out below, and clearly shows the
significant weighting of variable pay (at risk), which is subject to achievement of short-term and long-term strategic goals.
The charts below show the CEO’s remuneration package pay mix as a percentage of total package for both on-target
performance and maximum performance.
The table below outlines the CEO's remuneration package at target and at maximum in NZD.
Remuneration element
At targetAt maximum
Value in NZD% of total packageValue in NZD% of total package
Fixed Remuneration$2,358,51135.6%$2,358,51130.0%
STI Cash $1,245,21618.8%$1,867,82423.7%
STI Equity$1,245,21618.8%$1,867,82423.7%
LT I$1,778,88026.8%$1,778,88022.6%
Total remuneration package$6,627,823100%$7,873,039100%
4.3 Remuneration received
The remuneration Ross Taylor received for FY23 and FY22 is set out in the table below.
FY23FY22
Base remuneration$2,223,600$2,148,400
Other benefits
(1)
$134,911$131,032
Short-term incentive accrued in the financial year$1,345,286
(2)
$3,338,614
One-off share-based retention award – granted in 2019, vested on 30 June 2022
(3)
$970,981
Received
(4)
$3,703,797$6,589,027
Long-term incentives
Granted but only awarded after 3 years, if performance criteria are metFY23FY22
Long-term incentive - number of shares granted168,296
(5)
121,663
(6)
Long-term incentive - face value of grant$1,778,880$1,718,720
Refer above for details of the STI and ELSS.
(1) Includes medical insurance, KiwiSaver and Australian superannuation for days worked in Australia as required by Australian taxation law.
(2) FY23 base remuneration x STI Target (112% of base remuneration) x FY23 STI maximum outcome (36%) x 150%. 50% payable in September of the following financial year
and 50% deferred into equity for 2 years.
(3) Calculated based on 191,939 share rights and a volume weighted average share price as at 30 June 2022 of $5.06.
(4) This table sets out remuneration awarded for the relevant financial year. The table on page 95 shows remuneration received during the year, which includes amounts
relating to prior years but paid in the year due to timing differences.
(5) Based on a share price of NZ$5.61/AU$5.01, being the volume weighted average price for the five business days prior to 1 September 2022. The number of shares
granted was calculated by converting the Long-term incentive value to the Australian dollar equivalent and using the Australian tax rate for the relevant financial year.
(6) Based on a share price of NZ$7.48/AU$6.97, being the volume weighted average price for the five business days prior to 1 July 2021. The number of shares granted was
calculated by converting the Long-term incentive value to the Australian dollar equivalent and using the Australian tax rate for the relevant financial year.
Fletcher Building Limited Annual Report 2023
92
4.4 CEO FY23 STI outcome
For FY23, the following financial and non-financial measures were considered by the Board to incentivise earnings and operating
cash, and to drive sustainable business performance. STI performance for FY23 was measured between threshold and maximum
hurdles, with straight-line pro-rate from 0% at threshold to 150% at maximum. The table below summarises performance against
targets for each of these measures under the CEO’s FY23 STI.
Measure
Scorecard weighting
pay-out range
Actual
outcome: %
of maximum
Comment
Safety gateway
Gate
for any
payment
Provided active and authentic leadership for safety on-site through
safety walks and active leadership of the Protect Strategy and
Executive EHS Council.
Financial goals
FB Group EBIT
(gateway to individual goals)
0%-85%
The annual EBIT (excluding significant items but including the impact
of Iplex® Australia Pro-Fit costs) result of $782 million outperformed
threshold but was below the maximum performance hurdle. This was
due mainly to lower-than-expected earnings in the Group’s Residential
& Development businesses.
This EBIT result, combined with forward-looking margin outcomes for
FY24, resulted in a partial payment being achieved for this financial
goal. Given that EBIT is also the gate to eligibility for payment against
individual goals, the gateway for individual goals was opened
FB Group Cash0%-30%
Trading cash flow performance (excluding significant items) of
$517 million was between the threshold and maximum performance
hurdle, mainly due to lower-than-expected cash-flow delivery in the
Residential & Development businesses.
Safety goals
Risk containment sweep and critical control
verification plans, sweeps completed to plan
and actions closed within timeframes.
0%-5%
The focus on the roll-out of critical risk initiatives is key in driving the
right behaviours and focus. With high uptake, the number of sweeps
completed across FB materially exceeded the target, resulting in
more risks controlled and creating a safer workplace.
FB Group Total Recordable Injury Frequency
Rate (TRIFR) at or below: 3.1
0% OR
5%
The Group Total Recordable Injury Frequency Rate (TRIFR) has
decreased by 12% during FY23. As such, the targeted reduction was
exceeded. This is a positive outcome of the ongoing Protect strategy
implementation across the Group.
Individual goals
Legacy construction projects continue to track
within provision envelope
0%-5%
Not achieved.
Development of a multi-year social license
strategy, including the organisational structure
and capability required to deliver. Successfully
deliver against the FY23 component of this plan.
0%-5%
Strategy and roadmap delivering to agreed plan. Phase one
completed, which included an in-depth stakeholder research
programme to understand current perceptions of the brand and to
identify the key levers to build social license.
Increase female operational leaders and develop
a plan for FY24 to increase female operational
leaders in line with a 30% target by FY27.
0%-5%
Increases in the percentage of female operational leaders
outperformed the FY24 target and a stretching yet viable plan has
been developed for FY27, resulting in the full achievement of the
related STI goal.
Digital@Fletcher: delivering to Board approved
plan with all FY23 milestones met.
0%-5%
The first implementation has gone well in Iplex® NZ, but the lessons
learned from this have delayed the other pilots by a few months and
have required adjustments to the overall project approach.
Performance and Growth: Group set up to
achieve 100bps to 200bps of EBIT margin
improvement in FY26 with initiatives and plans
progressively locked in to support delivery of
this improvement.
0%-5%
Our FY26 plan is above target with significant and credible growth /
margin expansion initiatives incorporated. As a result, the related STI
payment was fully achieved.
FY23 STI Outcome (as a % of maximum)
0%-150%36%
Remuneration Report (continued)
Key:
Maximum achievementPartial achievementAt or below threshold achievement
Fletcher Building Limited Annual Report 2023
93
Remuneration Report (continued)
5. FREQUENTLY ASKED QUESTIONS
Key QuestionsFletcher Building ResponseReference
FY24 Changes
Given that only some of your
businesses have top quartile
TRIFR performance, is it the right
time to introduce an evolved
safety approach in the STI?
Our businesses can be at different phases of safety maturity and our safety strategy
provides a framework which recognises this. By introducing this change, we are aligning
the safety goals in our STI to our strategic framework. The safety approach will only be
adjusted for businesses where TRIFR is <2.
Furthermore, TRIFR will continue to play a critical role in our assessment of safety
performance across all businesses. As a 5% goal for those businesses with TRIFR > 2.
For those businesses with TRIFR < 2, if the business' TRIFR increases past the Group value,
5% of the total 10% safety weighting in the STI will be forfeited.
Section 1
Is there a talent / retention risk of
not awarding increases to senior
leaders in FY24?
We have low turnover in Senior Leadership group (14%) and they are highly engaged and
committed. They have been supportive of this approach to careful cost management in
FY24.
A 10% increase in STI pay-out at target provides our leaders with the opportunity to ‘earn
back’ the foregone increase, noting they are currently competitively remunerated. We will
continue to monitor potential retention risks of critical skills on a case-by-case basis.
Section 1
How will the 10% in STI pay-out at
target be “self-funded”?
The STI uplift only applies to the financial component of the STI and the additional costs
will be added to our EBIT targets – i.e. the additional STI will only be achieved if more-
stretching EBIT targets are met or exceeded.
Section 1
Remuneration Framework
Do you think the executives’
remuneration framework
balances the short and long
term?
Executives are focused on the quality of earnings over the longer term via the LTI
component (which is a significant element of total remuneration), the two-year STI deferral
(which is aligned with shareholders via share price appreciation or depreciation during that
time), and those individual STI goals which are future-focused.
The introduction of STI deferral in FY22 was also accompanied by an increase in the
mandatory shareholding for the CEO from 50% to 100% of base salary, and from 50% to
75% for other executives.
Section 2
Why did you make changes to the
LTI performance measures?
Given that the LTI has to be achievable yet stretching, ROFE (return on funds employed)
plus rTSR (relative total shareholder return) provides it:
• The relative TSR measure was chosen because it is a direct alignment of LTI outcomes
with shareholders’ experience. Many of our investors have a similar performance
measure.
• The use of ROFE in our LTI aligns well with our focus on “performance and growth”. It
places emphasis on both earnings performance and effective use of capital to drive
growth. It provides a strong link between performance and management’s reward
outcomes which is valued by executives, and supports attracting, retaining, and
motivating them.
The inclusion of 2 performance measures in our LTI is also aligned to market practice and
investor feedback received.
Section 2.5
Why is the ROFE maximum value
set at 15%?
Our view is that the 15% target value is achievable but sufficiently stretching. Given that the
organisation is focused on driving both performance and growth, it is important for our
executives to keep focused on returns as they employ capital but that they are sufficiently
incentivised to make sensible growth investments for the longer term.
A target too far above WACC (or too far above the long-term Group target of 15%) may
discourage investments. Also, the Group’s growth investments are expected to be
primarily organic, and the 15% target takes account of the period in which we build out
these organic investments but are not generating earnings from them.
Section 2.5
How is ROFE calculated?ROFE is EBIT on average funds. With regards the treatment of significant items for the
purposes of calculating LTI, ROFE will include any asset impairments that have been made
but exclude any M&A divestments and restructuring costs.
We take the deduction on asset impairment because management hasn’t supported the
value of the business. But for M&A, almost invariably a divestment is not being made
by the management team who bought it. We don’t want to have perverse incentives
where management might not look to do a divestment if there’s going to be a write down
and negatively impact their LTI. Or conversely, asset sales just because of the gain, to
positively impact their LTI.
Section 2.5
ROFE is measured in the year of
vesting – i.e. the 2022 grant will
be tested on the Group’s FY25
ROFE. Why are you measuring it
in this way?
We consider that it is clearer and more transparent to use the ROFE in the year of vesting –
i.e. vs. an average ROFE across the three-year grant period.
Furthermore, major investment decisions in the Company can often have longer-term
payback horizons – we want to ensure that executive management have regard to returns
over the longer-term.
Section 2.5
Fletcher Building Limited Annual Report 2023
94
Remuneration Report (continued)
6. EMPLOYEE REMUNERATION
Section 211(1)(g) of the Companies Act 1993 requires disclosure of the number of employees or former employees of the Group
whose remuneration and any other benefits received by them during the year in their capacity as employees, was equal to or
exceeded $100,000 per annum and to state the number of such employees or former employees in brackets of $10,000. These
amounts are included below and include all applicable employees or former employees of Fletcher Building worldwide. The
remuneration amounts include all monetary amounts and benefits actually paid during the year, including redundancies and the
face value of long-term incentives vested.
From NZ$ to NZ$
New Zealand
business
activities
International
business
activitiesTotal
100,000 – 110,000598
378976
110,000 – 120,000
474279753
120,000 – 130,000
317223540
130,000 – 140,000
275181456
140,000 – 150,000
260172432
150,000 – 160,000
168150318
160,000 – 170,000
118100218
170,000 – 180,000
8778165
180,000 – 190,000
7357130
190,000 – 200,000
6543108
200,000 – 210,000
463783
210,000 – 220,000
352661
220,000 – 230,000
462874
230,000 – 240,000
302252
240,000 – 250,000
322153
250,000 – 260,000
281038
260,000 – 270,000
22325
270,000 – 280,000
171431
280,000 – 290,000
13619
290,000 – 300,000
13821
300,000 – 310,000
13720
310,000 – 320,000
9615
320,000 – 330,000
10414
330,000 – 340,000
11415
340,000 – 350,000
7512
350,000 – 360,000
7310
360,000 – 370,000
7411
370,000 – 380,000
819
380,000 – 390,000
527
390,000 – 400,000
538
400,000 – 410,000
358
410,000 – 420,000
011
420,000 – 430,000
437
430,000 – 440,000
606
440,000 – 450,000
213
450,000 – 460,000
628
460,000 – 470,000
404
470,000 – 480,000
404
480,000 – 490,000
202
490,000 – 500,000
325
From NZ$ to NZ$
New Zealand
business
activities
International
business
activitiesTotal
500,000 – 510,000123
510,000 – 520,000213
520,000 – 530,000202
530,000 – 540,000202
540,000 – 550,000224
550,000 – 560,000112
560,000 – 570,000022
570,000 – 580,000112
580,000 – 590,000213
590,000 – 600,000213
600,000 – 610,000011
610,000 – 620,000213
620,000 – 630,000112
630,000 – 640,000303
660,000 – 670,000101
680,000 – 690,000314
800,000 – 810,000202
810,000 – 820,000011
830,000 – 840,000101
860,000 – 870,000101
880,000 – 890,000011
970,000 – 980,000202
1,020,000 – 1,030,000101
1,030,000 – 1,040,000011
1,040,000 – 1,050,000101
1,060,000 – 1,070,000011
1,070,000 – 1,080,000011
1,110,000 – 1,120,000101
1,130,000 – 1,140,000101
1,160,000 – 1,170,000101
1,390,000 – 1,400,000101
1,420,000 – 1,430,000101
1,600,000 – 1,610,000101
1,700,000 – 1,710,000101
1,740,000 – 1,750,000101
1,850,000 – 1,860,000101
2,430,000 – 2,440,000011
2,570,000 – 2,580,000101
6,670,000 – 6,680,000101
2,8771,9104,787
The increase in the highest bracket in FY23 (6,670,000 – 6,680,000) compared to the highest bracket in FY22 (5,160,000 –
5,170,000) is as a result of the one-off share-based retention award granted to the Group CEO in 2019, which vested on 30 June
2022 but was allocated in FY23.
This table is required by law and sets out remuneration that has been received during this year, and so includes amounts that
relate to prior periods (due to timing of payments).
Fletcher Building Limited Annual Report 2023
95
Remuneration Report (continued)
7. DIRECTORS’ REMUNERATION
The current total directors’ remuneration pool approved by shareholders in 2011 is $2 million per annum. Directors receive
remuneration determined by the Board on the recommendation of the Nominations Committee. Remuneration in aggregate per
annum must be within the remuneration pool approved by shareholders. There are no schemes for retirement benefits for non-
executive directors. Information of directors’ holding of securities is set out in the Statutory Disclosures section.
In June 2023, the Nominations Committee considered the appropriateness of current fees and recommended to the Board no
change to the directors’ fees for FY24 to be paid out of the current shareholder approved remuneration pool of $2 million per
annum, as shown in the following table.
The remuneration scale for directors is outlined below:
Remuneration scale
(1)
Position
FY23FY24
Board of directorsChair
(2)
$391,000$391,000
Non-Executive director$155,500$155,500
Audit and Risk CommitteeChair$38,000$38,000
Member$19,500$19,500
Nominations CommitteeChair--
Member$8,500$8,500
People and Remuneration Committee
(3)
Chair$29,000$29,000
Member$14,500$14,500
Safety, Health, Environment and Sustainability CommitteeChair$29,000$29,000
Member$14,500$14,500
Overseas based directors - travelling allowance$18,000$18,000
(1) FY24 fees are effective from 1 July 2023.
(2) No additional fees are paid to the Board Chair for committee roles.
(3) Remuneration Committee changed to People and Remuneration Committee from September 2022.
Fees to directors for unscheduled additional work required for the Group is time based payable at $1,200 per half day. Directors
do not receive any further remuneration for also being directors of Fletcher Building Industries Limited, the NZX listed issuer
of the Group’s capital notes. Directors’ fees exclude GST, where appropriate. In addition, Board members are entitled to be
reimbursed for costs directly associated with carrying out their duties, including travel costs.
Details of the total remuneration received by each Fletcher Building director for FY23 are as follows:
DirectorsBoard Fees
Audit and Risk
Committee
Nominations
Committee
(1)
People and
Remuneration
Committee
Safety, Health,
Environment
and
Sustainability
Committee
Overseas
based directors
travelling
allowance
Total
Remuneration
Bruce Hassall
(Chair)
(2)
$391,000 $ -
(Chair)
$ - $391,000
Martin Brydon$155,500 $6,375 $14,500 $14,500 $18,000 $208,875
Barbara Chapman$155,500 $8,500 $29,000
(Chair)
$193,000
Peter Crowley$155,500 $19,500 $8,500 $14,500 $18,000 $216,000
Rob McDonald$155,500 $38,000
(Chair)
$6,375 $14,500 $214,375
Doug McKay$155,500 $19,500 $6,375 $29,000
(Chair)
$210,375
Cathy Quinn$155,500 $19,500 $6,375 $14,500 $195,875
Total $1,324,000 $96,500 $42,500 $58,000 $72,500$36,000 $1,629,500
(1) From April 2023, the members of the Nominations Committee are Bruce Hassall, Barbara Chapman and Peter Crowley. Prior to that date all non-executive directors were
members of this Committee.
FY23 fees are effective from 1 July 2022.
(2) No additional fees are paid to the Board Chair for committee roles.
Fletcher Building Limited Annual Report 2023
96
Fletcher Building Excellence Awards 2023
In May we celebrated the return of the Fletcher Building Excellence Awards at the
Auckland Museum. The night featured 200 of our best and brightest, people and teams
who exemplify our values and who are committed to delivering outstanding outcomes
for our people, customers and communities.
Watch: Fletcher Building
Excellence Awards
highlights video
Fletcher Building Limited Annual Report 2023
97
Kitchen installation onsite at
Fletcher Living’s Waiata Shores
development, South Auckland.
Financial Report
Continuous improvement lead, Victer
Veldman (left), and plant trainer, Rhon Reddy,
inspect plans at the Tauriko GIB® facility.
Fletcher Building Limited Annual Report 2023
98
Fletcher Building Limited Annual Report 2023
99
Notes
June
2023
NZ$M
June
2022
NZ$M
June
2021
(3)
NZ$M
June
2020
(2)
NZ$M
June
2019
(1)
NZ$M
Financial performance
Operating revenue8,4698,4988,1207,3 0 99,307
Earnings before interest and taxation (EBIT)497702540(116)397
Net earnings/(loss)235432305(196)164
Cash flow from operations388592879410153
Earnings per share - basic (cents per share)30.053.537.0(23.5)19.2
Dividends for the period (cents per share)34.040.0 30.0 23.0
Return on average funds (%)
(4)
10.618.015.2(2.7)7.4
Return on average equity (%)
(5)
6.411.78.6( 5.1)4.0
Financial performance - before significant items
Earnings before interest and taxation (EBIT)798756668160631
Net earnings 4524844133367
Earnings per share - basic (cents per share)57.760.050.10.443.0
Return on average funds - before significant items (%)
(4)
1 7.119.318.83.711.8
Return on average equity - before significant items (%)
(5)
12.213.211.60.18.8
Balance sheet
Current assets3,3303,2773,1253,8244,121
Non-current assets5,7515,1444,8494,9543,589
Total assets9,0818,4217,9748,7787,710
Current liabilities2,2012,1571,9062,3852,330
Non-current liabilities3,2032,4992,3332,8581,207
Total liabilities5,4044,6564,2395,2433,537
Capital2,9933,0033,2483,2803,427
Reserves657747471220714
Minority equity2715163532
Total equity3,6773,7653,7353,5354,173
Total liabilities and equity9,0818,4217,9748,7787,710
Other financial data
Total shareholders' return (%)
(6)
15(28)107(21)(29)
Net tangible assets per share ($)3.173.473.302.873.53
Gearing (%)
(7)
2 7.815.14.412.37. 2
Leverage (%)
(8)
1.20.60.20.90.4
(1) The Group divested Roof Tile Group business on 1 November 2018 and the global Formica business on 3 June 2019.
(2) Includes the impacts of NZ IFRS 16 .
(3) Restated following revisions to NZ IAS 38 Intangible Assets adopted by the Group.
(4) EBIT to average funds (net debt and equity less deferred tax asset).
(5) Net earnings to average shareholders' funds.
(6) Share price movement in year and gross dividend received, to opening share price.
(7) Net debt (borrowings less cash and deposits) to net debt and equity.
(8) Net debt to EBITDA before significant items.
Trend Statement
Fletcher Building Limited Annual Report 2023
100
Consolidated Income Statement
For the year ended 30 June 2023
Note
2023
NZ$M
2022
NZ$M
Revenue
8,469
8,498
Cost of goods sold
(5,838)
(5,989)
Gross margin
2,631
2,509
Selling, general and administration expenses
(1,883)
(1,786)
Share of profits of associates and joint ventures
34
24
Revaluation gain on investment property
16
9
Significant items
(301)
(54)
Earnings before interest and taxation (EBIT)
497
702
Lease interest expense
(60)
(58)
Funding costs
(94)
(46)
Earnings before taxation
343
598
Taxation expense
(89)
(159)
Earnings after taxation
254
439
Earnings attributable to non-controlling interests
(19)
(7)
Net earnings attributable to the shareholders235
432
Net earnings per share (cents)
Basic
30.0
53.5
Diluted
28.4
50.3
Weighted average number of shares outstanding (millions of shares)
Basic
783
807
Diluted
848
880
Dividends declared per share (cents)
34.0
40.0
The accompanying notes form part of and are to be read in conjunction with these consolidated financial statements.
On behalf of the Board, 16 August 2023.
Bruce Hassall Robert McDonald
Chair Director
Fletcher Building Limited Annual Report 2023
101
Consolidated Statement of Comprehensive Income
For the year ended 30 June 2023
2023
NZ$M
2022
NZ$M
Net earnings attributable to shareholders
235
432
Net earnings attributable to non-controlling interests
19
7
Net earnings after tax
254
439
Other comprehensive income
Items that do not subsequently get reclassified to Consolidated Income Statement:
Movement in pension reserve17
17
Items that may be reclassified subsequently to Consolidated Income Statement in the
future:
Movement in cash flow hedge reserve
2
27
Movement in currency translation reserve
(23)
49
Reclassification of foreign currency reserve to Consolidated Income Statement42
(21)
118
Other comprehensive income
(21)
135
Total comprehensive income for the year233
574
The accompanying notes form part of and are to be read in conjunction with these consolidated financial statements.
Fletcher Building Limited Annual Report 2023
102
Consolidated Statement of Movements in Equity
For the year ended 30 June 2023
NZ$MNoteShare capitalRetained earningsShare-based payments reserveCash flow hedge reserveCurrency translation reservePension reserveTotalNon-controlling interestsTotal equity
Total equity at 30 June 20213,248 562 28 (19)(146)46 3,719 16 3,735
Total comprehensive income for the year 432 27 91 17 567 7 574
Movement in non-controlling interests (8)(8)
Dividends paid to shareholders of the parent19 (292)(292)(292)
Movement in share-based payment reserve5 3 (2)6 6
Repurchase of shares 20 (250)(250)(250)
Total equity at 30 June 20223,003 705 26 8 (55)63 3,750 15 3,765
Total comprehensive income for the year2352 (23)21419 233
Movement in non-controlling interests (7)(7)
Dividends paid to shareholders of the parent19 (311)(311)(311)
Movement in share-based payment reserve3 5 2 10 10
Movement in treasury stock20(13)(13)(13)
Total equity at 30 June 20232,993 63428 10 (78)63 3,650 27 3,677
The accompanying notes form part of and are to be read in conjunction with these consolidated financial statements.
Fletcher Building Limited Annual Report 2023
103
Consolidated Balance Sheet
As at 30 June 2023
AssetsNote
2023
NZ$M
2022
NZ$M
Current assets:
Cash and cash equivalents7
365
351
Current tax assets26
6
Contract assets2.6
141
127
Derivatives18
18
17
Debtors8
1,1 76
1,275
Inventories9
1,624
1,507
Total current assets3,330
3,277
Non-current assets:
Property, plant and equipment12
2,072
1,800
Investment property13
58
34
Intangible assets14
1,253
1,116
Right-of-use assets15
1,324
1,351
Investments in associates and joint ventures22
225
195
Inventories9
456
292
Retirement plan assets27
126
124
Derivatives18
44
23
Deferred tax assets26
193
209
Total non-current assets 5,751
5,144
Total assets9,081
8,421
Liabilities
Current liabilities:
Creditors, accruals and other liabilities10
1,416
1,512
Provisions11
403
173
Lease liabilities15
192
185
Current tax liabilities26107
Derivatives18
20
4
Contract liabilities2.6
82
112
Borrowings16
88
64
Total current liabilities2,201
2,157
Non-current liabilities:
Creditors, accruals and other liabilities10
52
28
Provisions11
31
24
Lease liabilities15
1,404
1,470
Derivatives18
1
1
Borrowings16
1,715
976
Total non-current liabilities 3,203
2,499
Total liabilities5,404
4,656
Equity
Share capital20
2,993
3,003
Reserves
657
747
Shareholders' funds
3,650
3,750
Non-controlling interests
27
15
Total equity 3,677
3,765
Total liabilities and equity9,081
8,421
The accompanying notes form part of and are to be read in conjunction with these consolidated financial statements.
Fletcher Building Limited Annual Report 2023
104
Consolidated Statement of Cash Flows
For the year ended 30 June 2023
Note
2023
NZ$M
2022
NZ$M
Cash flow from operating activities
Receipts from customers
8,496
8,273
Dividends received
4
15
Payments to suppliers, employees and other
( 7,7 6 9 )
(7,582)
Interest paid
(152)
(101)
Income tax paid
(191)
(13)
Net cash from operating activities7388
592
Cash flow from investing activities
Sale of property, plant and equipment
6
7
Sale of subsidiaries51
Purchase of subsidiaries
(183)
Purchase of property, plant and equipment and intangible assets
(445)
(399)
Payments for investment property and investment property under development
(19)
(5)
Return of advances to associates and joint ventures2
Investments in associates and joint ventures(12)
Net cash from investing activities(641)
(356)
Cash flow from financing activities
Issue of capital notes
50
90
Repurchase of capital notes
(56)
(100)
Repurchase of shares(250)
Repurchase of shares - transferred to treasury stock
(13)
Drawdown of borrowings
7 74
180
Repayment of borrowings
(3)
(4)
Principal elements of lease payments
(196)
(186)
Contributions from non-controlling interests
37
13
Distribution to non-controlling interests
(13)
(8)
Dividends paid to shareholders of the parent
(311)
(292)
Net cash from financing activities269
(557)
Net movement in cash held
16
(321)
Add: opening cash and cash equivalents7
351
666
Effect of exchange rate changes on net cash
(2)
6
Closing cash and cash equivalents7365
351
The accompanying notes form part of and are to be read in conjunction with these consolidated financial statements.
Fletcher Building Limited Annual Report 2023
105
Significant changes in the current reporting period
The financial position and performance of the Group were particularly affected by the following events and transactions during the
reporting period:
• The Group announced additional loss provisions on the New Zealand International Convention Centre and Hobson Street Hotel
(NZICC) project, the additional provisions of $255 million have been recognised as a Significant item in the Consolidated Income
Statement. Refer to and .
• Cyclone Gabrielle and North Island floods, that took place during January and February 2023, had an impact on the Group's
operations. The cumulative cost associated with remedial works and damages to stock, buildings, leased assets and sites have been
recognised in Significant items. Business interruption costs and trade losses are excluded from these amounts. Refer to .
• During the year, the Group acquired a number of businesses in New Zealand and Australia which have been recognised under the
Concrete, Building Products, Distribution and Australia divisions. Refer to and .
• The Group has updated its segmental reporting disclosure as a result of the operational restructure of Humes Pipeline Systems
under the Concrete division. Refer to .
• During the year, the Group increased the total borrowing facilities available to it with the addition of; a new Australian Dollar
denominated, three year tranche syndicated revolving credit facility (“Tranche D”) of A$674.5 million; and a new a short-term New
Zealand Dollar denominated facility of $300 million with Westpac New Zealand Limited, expiring on 31 October 2024. Additionally,
the Group extended $200 million of its New Zealand Dollar denominated Tranche A syndicated revolving credit facility for an
additional five year term. Refer to .
• Iplex® Australia has received a number of product quality complaints relating to polybutylene pipe product it previously
manufactured (under the name of "Pro-fit"). These complaints relate to leaks in homes, which have required repair or replacement
of pipes and, in some cases, damage to the affected homes. The underlying root cause or causes of the leak continue to be
investigated, including whether they are the consequence of pipe defect, building practices, local conditions or a combination of
factors. Refer to .
NoteDescription
Financial Performance
Statement of accounting policies
Key estimates, judgements and other financial
information
Revenue from contracts with customers
Segmental information
Net earnings per share
Consolidated Income Statement disclosures
Working Capital Management
Cash and cash equivalents
Debtors
Inventories, including land and property
developments
Creditors, accruals and other liabilities
Provisions
Long-term Investments
Property, plant and equipment
Investment property
Intangible assets
Leases
NoteDescription
Funding and Financial Risk Management
Borrowings
Net funding costs
Financial risk management
Group Structure and Related Parties
Dividends and shareholder tax credits
Capital
Non-controlling interests
Investments in associates and joint ventures
Related party disclosures
Other Information
Capital expenditure commitments
Contingent liabilities
Taxation
Retirement plans
Share-based payments
Subsequent events
Contents
Fletcher Building Limited Annual Report 2023
106
1. Statement of accounting policies
General information
The consolidated financial statements presented are those of Fletcher Building Limited (the Company) and its subsidiaries (the
Group). The Group is primarily involved in the manufacturing and distribution of building materials and residential, commercial
and infrastructure construction. Fletcher Building Limited is domiciled in New Zealand. The registered office of the Company is 810
Great South Road, Penrose, Auckland.
The Company is registered under the Companies Act 1993 and is a Financial Markets Conduct Act (FMCA) 2013 reporting entity in
terms of the Financial Reporting Act 2013. The Group is a for-profit entity.
Basis of presentation
These consolidated financial statements have been prepared in accordance with Generally Accepted Accounting Practice in New
Zealand, which is the New Zealand equivalent to International Financial Reporting Standards (NZ IFRS). They also comply with
International Financial Reporting Standards.
These consolidated financial statements are presented in New Zealand dollars ($), which is the Group’s presentation currency, and
rounded to the nearest million unless otherwise stated.
The consolidated financial statements comprise the income statement, statement of comprehensive income, statement of
movements in equity, balance sheet, statement of cash flows, and statement of accounting policies, as well as the notes to these
consolidated financial statements.
Accounting convention
The consolidated financial statements are based on the general principles of historical cost accounting, except that certain
financial assets and liabilities, as described below are stated at their fair value.
The accounting policies have been applied consistently by the Group and are in line with prior year, unless otherwise stated.
The consolidated financial statements have been prepared on a historical cost basis, except for the following:
• Certain financial assets and liabilities (including derivative instruments) and investment property – measured at fair value or
revalued amounts;
• Defined benefit pension plans – net plan assets measured at fair value; and
• Investment property – measured at fair value.
Where necessary, certain comparative information has been reclassified to conform to changes in presentation in the current year.
Accounting policies are disclosed within each of the applicable notes to the consolidated financial statements and are marked with
this colour.
Critical accounting estimates and judgements
The preparation of consolidated financial statements in conformity with NZ IFRS requires the Directors to make estimates and
judgements that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of
the consolidated financial statements and the reported amounts of sales and expenses during the reporting period. 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. Actual results could differ from those estimates. Estimates and
assumptions are reviewed on an ongoing basis.
The estimates and judgements that are critical to the determination of the amounts reported in the consolidated financial statements
have been disclosed with the relevant notes in the consolidated financial statements and are marked with this colour, or where applied
to the financial statements as a whole, are detailed below.
Basis of consolidation
The consolidated financial statements comprise the Company, its controlled entities and its interest in associates, partnerships and
joint arrangements. Intercompany transactions and balances are eliminated in preparing the consolidated financial statements.
Subsidiaries
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has
rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct
the activities of the entity.
Subsidiaries are included in the consolidated financial statements using the acquisition method of consolidation, from the date
control commences until the date control ceases. The acquisition method of accounting is used to account for all business
combinations, regardless of whether equity instruments or other assets are acquired.
Notes to the Consolidated Financial Statements 2023
Fletcher Building Limited Annual Report 2023
107
Foreign currency
Translation of the financial statements of foreign operations
The assets and liabilities of the Group’s overseas operations are translated into New Zealand currency at the rates of exchange
prevailing at balance date. The revenue and expenditure of these entities are translated using an average exchange rate reflecting an
approximation of the appropriate transaction rates. Exchange variations arising on the translation of these entities and other currency
instruments designated as hedges of such investments are recognised directly in the currency translation reserve and in Other
comprehensive income. The cumulative exchange variations are reclassified subsequently to the Consolidated Income Statement if the
overseas operation to which the reserve relates are sold or otherwise disposed of.
Foreign currency transactions
Transactions in foreign currencies are translated at exchange rates at the date of the transactions.
Monetary assets and liabilities in foreign currencies at balance date are translated at the rates of exchange prevailing at balance date.
Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in earnings, except where deferred
in Other comprehensive income as qualifying cash flow hedges and qualifying net investment hedges.
Non-monetary assets in foreign currencies are translated at the exchange rates in effect when the amounts of these assets were
recognised.
The following key exchanges rates were applied in the preparation of the consolidated financial statements:
NZD/AUD20232022Change
Average rates
0.9142
0.9365(2.4%)
Closing rates
0.9173
0.90451.4%
2. Key estimates, judgements and other financial information
This section provides details of the key estimates and judgements undertaken when preparing these consolidated financial statements.
2.1 CHANGES IN ACCOUNTING POLICIES, INTERPRETATION AND AGENDA DECISIONS
New and amended accounting standards and interpretation adopted
There are no new or amended standards and interpretations that became effective for the year ended 30 June 2023 that have a material
impact to the Group.
No new or amended standards that are issued but not yet effective have been early adopted by the Group. These standards,
amendments or interpretations are not expected to have a material impact in the current or future reporting periods.
2.2 SIGNIFICANT ITEMS
In reporting financial information, the Group presents non-GAAP performance measures, which are not defined or specified under the
requirements of NZ IFRS.
The Group believes that these non-GAAP measures, which are not considered to be a substitute for or superior to NZ IFRS measures, provide
stakeholders with additional useful information on the performance of the business. The non-GAAP measures are consistent with how the
business performance is planned and reported to the Board and Audit and Risk Committee.
The Group makes certain Significant item adjustments to the statutory profit measures in order to derive non-GAAP measures. The Group
discloses certain non-operating items as Significant items. The Group’s policy is to recognise Significant items for transactions or events
outside of the Group's ongoing operations that have a significant impact on reported profit. This policy provides stakeholders with additional
useful information as a means to assess the year-on-year trading performance of the Group. On this basis, the following items are included
within Significant items:
–Restructuring and other associated costs arising from significant strategy changes that are not considered by the Group to be part of the
normal operating costs of the business.
–Impacts of significant one off events that have a material effect on the Group's financial performance and asset valuation.
–Impairment charges and provisions that are considered to be significant in nature and/or value to the trading performance of the business.
–Net gains and losses on the disposal of properties and businesses where a commitment to close has been demonstrated.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
108
Notes to the Consolidated Financial Statements 2023 (Continued)
Significant items totalled $301 million for the year ended 30 June 2023 (30 June 2022: $54 million) and comprise the following
categories:
New Zealand International Convention Centre and Hobson Street Hotel (NZICC)
$255 million relates to additional announced provisions for costs to complete the New Zealand International Convention Centre and
Hobson Street Hotel (NZICC) build, the Group's last project as it winds down its operations in the vertical building sector.
Cyclone Gabrielle and North Island Floods in New Zealand
Property damage losses and direct remedial works resulting from impacts of Cyclone Gabrielle and North Island Floods recognised
in the New Zealand business amounted to $22 million. Impacted business units include Higgins® New Zealand ($17 million), Winstone
Aggregates® ($2 million), Fletcher Steel® ($1 million), PlaceMakers® and Mico® ($1 million) and others.
Cyclone and flood losses include impairment of property, plant and equipment ($8 million), write down of inventories ($3 million),
and other direct remediation works of owned sites ($1 million) and rectification of damages to leased assets ($10 million). Any future
insurance recoveries related to these losses will be recognised by the Group as Significant items when confirmed. Business interruption
costs and trade losses are excluded from these amounts.
Australia property
The Group recognised significant item gains of $14 million associated with leased and owned properties in Australia, including:
• $10 million impact from terminations and modifications of leases by Laminex® Australia and Iplex® Australia. The gains originated
from the estimates assumed on adoption of NZ IFRS 16 in 2020, with opening balance adjustments taken to retained earnings; and
• $4 million reversal of land impairment, previously recognised in Significant items, in relation to land held in Queensland by Iplex®
Australia.
Winstone Wallboards® transition to Tauriko
$10 million has been incurred by the Group in the year as it transitions Winstone Wallboards® operations from Auckland to Tauriko (Bay
of Plenty, New Zealand).
Iplex® Australia Pro-Fit claims remediation fund
A provision of $16 million (A$15 million) has been recognised by Iplex® Australia in relation to Pro-Fit pipes matter, to establish a fund to
identify and support homebuilders in Western Australia with remedial works and repair of the affected homes. Iplex® Australia’s exposure
to future claims, if any, will depend on the final determination as to their causes and the extent to which it and/or third parties are
responsible and any relevant insurance policies respond. Refer to and further information on page 77 of the Annual Report.
Silica-related claims
The Group recognised an additional A$7.5 million ($8 million) provision as it considered the exposure Laminex® Australia may have for
the existing and future claims. Refer to .
M&A activity
During the year, the Group acquired five businesses in New Zealand and Australia which have been presented under the Building
Products, Concrete, Distribution and Australia operating segments. All transaction and integration related costs of acquired business
are treated as Significant items, $3 million of costs have been recognised in relation to the acquisition of Waipapa business in the year
ended 30 June 2023. Refer to .
20232022
NZ$MEBIT
Significant
items
EBIT before
significant
itemsEBIT
Significant
items
Restated
(1)
EBIT before
significant
items
Building Products 200 (15) 215 192 192
Distribution 140 (1) 141 136 (1) 137
Concrete 154 (2) 156 146 146
Australia 170 (10) 180 67 (46) 113
Materials and distribution divisions 664 (28) 692 541 (47) 588
Residential and Development 147 147 217 217
Construction (247)(273) 26 3 (11) 14
Corporate and other (67) (67) (59)4 (63)
Group 497 (301) 798 702 (54) 756
(1) The comparatives have been restated as a result of a change in segmental reclassification. Humes Pipeline Systems which was previously under the Building Products division has
been re-presented within the Concrete division. This results in an increase to the Concrete division and decrease in Building Products division of the comparative EBIT (June 2022:
$18 million) and EBIT before significant items (June 2022: $18 million) recognised.
Fletcher Building Limited Annual Report 2023
109
2.3 INTANGIBLE ASSET IMPAIRMENT TESTING
The Group tests indefinite life intangible assets, including goodwill and brands, for impairment on an annual basis. Each cash generating
unit (CGU) to which goodwill is allocated is valued on a fair value less cost to sell (FVLCS) basis using a discounted cash flow model. This is
representative of the higher of fair value less costs to dispose and value-in use.
Management has used its past experience of sales growth, operating costs and margin, and external sources of information where
appropriate, to determine cash flow projections for the future. These cash flow projections are principally based on the business units'
forecast five-year plan, which are risk adjusted where appropriate. Cash flows beyond five years have been extrapolated using estimated
terminal growth rates, which do not exceed the long-term average growth rate for the industries and countries in which the business units
operate. Cash flows are discounted using a nominal rate specific to each business and jurisdiction.
New Zealand CGUs
The goodwill and brand balances for 15 New Zealand CGUs represent 48% of the Group. Discount rates between 8.6% and 10.7% (2022:
between 8.5% and 10.7%) have been used for New Zealand business units, reflecting the risk profile and the regions in which they
operate. The terminal growth rate employed for New Zealand businesses was 2.0% (2022: 2.0%).
Australia CGUs
The goodwill and brand balances for four Australia CGUs represent 49% of the Group. Discount rates between 7.6% and 8.1% (2022: 7.5%
and 7.8%) have been used for Australian business units, reflecting the risk profile and the regions in which they operate. The terminal
growth rates employed for Australia businesses was 2.5% (2022: 2.5%).
No impairment of indefinite life intangibles assets required at 30 June 2023
The impairment assessments confirmed that no impairment of indefinite life intangibles assets was required at 30 June 2023 for the Group.
With the exception of Higgins® New Zealand, Higgins® Fiji and Tradelink®, no reasonably possible change in key assumptions used
in the determination of the recoverable value of CGUs would result in a material impairment to the Group. At 30 June 2023, Group
management classified Higgins® New Zealand, Higgins® Fiji and Tradelink® (2022: Higgins® Fiji, Laminex® Australia and Tradelink®) as
'watchlist' business units for the purpose of the Group’s impairment testing procedures, where these CGUs demonstrate a heightened
sensitivity/risk of impairment to reasonably possible changes in key assumptions.
Sensitivity to reasonably possible changes in assumptions
The following table sets out the Goodwill and Brands balance for those CGUs, where a reasonably possible change in key assumptions
could result in impairment:
2023
Tradelink®
NZ$M
Higgins® NZ
NZ$M
Higgins® Fiji
NZ$M
Goodwill6211432
Brands53192
Higgins® New Zealand (Higgins® NZ)
The combined impact of the adverse operating environment, weather events and focus to complete legacy and low margin projects
have negatively impacted the earnings result of Higgins® NZ in the year ended 30 June 2023. These challenges are expected to
continue to impact the forecast cash flows over the near term and as such have been included in the discounted cash flow model used
to support the carrying value of the business.
Group and Construction divisional management implemented a number of strategic and operational initiatives through FY22 and FY23
aimed at resetting the business to generate margin growth and improve productivity. These initiatives, coupled with a lower-risk and
higher quality forward order book (alliance contracts, national and local maintenance cost plus contracts) are expected to support
productivity and drive better profitability going forward.
Management recognises that the full benefits of implemented strategic changes and the business unit's transition to higher profitability
will be achieved over the longer-term, and, in part, will be dependent on the sustained long-term growth of the New Zealand economy
and infrastructure construction market, overcoming of strategic challenges, and capturing potential market opportunities. This
transition is expected to begin generating meaningful contributions to earnings in years beyond FY24 where cash flow forecast
show a higher rate of growth in years four and five compared to years one to three, as Higgins® NZ works to fully realise benefits of
implemented initiatives.
No impairment was recognised during the financial year, however, a change in any of the key assumptions noted below would result in a
break-even position with no remaining headroom.
Key AssumptionsValue attributedSensitivity (absolute movement)
Revenue growth (5-year Cumulative Average Growth Rate (CAGR))4.10%Decrease by 1.2 ppts
EBIT margin (5-year average)4.50%Decrease by 1.4 ppts
Discount rate10.10%Increase by 0.8 ppts
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
110
Tradelink®
Group and Australia divisional management undertook a comprehensive strategic review of the Tradelink® business in 2018, identifying
a number of initiatives to implement over the near to medium-term to set the business up for long-term earnings margin growth.
While implementation of these initiatives has contributed to a lift in Tradelink®'s performance to date, current profitability is behind
managements original long-term targets and expectations. Management recognise that opportunities continue to exist for the business
to transition to higher profitability, and are focused on executing and delivering initiatives to do so. These are largely underpinned by
the business' ability to improve pricing strategies and gross margins, which need only be incremental to avoid any impairment. No
impairment was recognised during the financial year, however, a change in any of the key assumptions noted below would result in a
break-even position with no remaining headroom.
Key AssumptionsValue attributedSensitivity (absolute movement)
Revenue growth (5-year Cumulative Average Growth Rate (CAGR))2.20%Decrease by 0.5 ppts
EBIT margin (5-year average)2.40%Decrease by 0.3 ppts
Discount rate8.10%Increase by 1.2 ppts
Higgins® Fiji
The goodwill and brand balance for Higgins® Fiji represent 3% of the total balance for the Group. The cash flows are discounted using
a nominal rate specific to Fiji with the business having employed a discount rate of 19.4% (2022: 18.7%), reflecting the risk profile of the
region in which the CGU operates. The terminal growth rate employed for Fiji business was 2.5% (2022: 2.5%).
Contracts to maintain and build infrastructure projects remain key to the long-term sustainability of Higgins® operations in Fiji.
Partnering with the Fijian authorities to deliver these projects enable Higgins® Fiji to generate steady earnings and reliable cash flows.
Recent change in the Fijian government and the impact it may have on transport and infrastructure policy are a key risk in assessing
the recoverable value of Higgins® Fiji's assets. Group and Construction divisional management have considered a range of possible
outcomes including the Fijian Road Authority (FRA) shifting away from foreign suppliers of civil construction when awarding future work.
The final outcome of any future policy changes and its impact on Higgins®' operations in Fiji remain uncertain and will be subject to
further assessment once the final set of reforms are finalised and announced. The government's recent budget announcement has been
seen as favourable to the business unit's present and future economic outlook. No impairment was recognised during the financial year,
however, any adverse changes in the FRA's contracting policy would require management to review the assumptions used in Higgins®
Fiji's impairment assessment, where impairment may be required.
Key AssumptionsValue attributedSensitivity (absolute movement)
Revenue growth (5-year Cumulative Average Growth Rate (CAGR))3.70%Decrease by 1.7 ppts
Discount rate19.40%Increase by 3.2 ppts
2.4 SUPPLEMENTARY DISCLOSURES: EARNINGS PER SHARE
Earnings per share is disclosed in full in . The below disclosure has been included to provide additional useful information by
removing the impact of Significant items in the current and prior year, and the resulting impact on the earnings per share measure.
The effect of Significant items on earnings per share is as follows:
2023
NZ$M
2022
NZ$M
Net earnings after taxation (as per Consolidated Income Statement)
235
432
Add back: significant items before taxation (note 2.2)301
54
Less: tax benefit on signification items (note 26)(84)
(2)
Net earnings before significant items
452
484
Net earnings per share before significant items (cents)
5 7.7
60.0
Net earnings per share - as reported per Consolidated Income Statement (cents)30.0
53.5
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
111
2.5 BUSINESS COMBINATIONS
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of
the consideration transferred, which is measured at acquisition date fair value, and the amount of any non-controlling interests in the
acquiree. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair value
or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred and included in
Significant items.
The Group determines that it has acquired a business when the acquired set of activities and assets include an input and a substantive
process that together significantly contribute to the ability to create outputs. The acquired process is considered substantive if it is critical
to the ability to continue producing outputs, and the inputs acquired include an organised workforce with the necessary skills, knowledge,
or experience to perform that process or it significantly contributes to the ability to continue producing outputs and is considered unique or
scarce or cannot be replaced without significant cost, effort, or delay in the ability to continue producing outputs
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Contingent
consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity.
Goodwill
Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and the amount recognised for non-
controlling interests and any previous interest held over the net identifiable assets acquired and liabilities assumed). After initial recognition,
goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a
business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units that are expected to benefit from
the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.
Provisional values at acquisition date
Tumu®
NZ$M
Waipapa
NZ$M
Other
acquisitions
NZ$M
Total
NZ$M
Assets
Property, plant and equipment3 63268
Debtors, prepayments and other assets19 625
Inventories16 4121
Deferred tax asset1 1
Right-of-use assets19 3325
58 76 6140
Liabilities
Creditors, accruals and other liabilities16 5122
Lease liabilities19 3325
Deferred tax liability66
35 14 4 53
Total identifiable net assets at fair value
23 62 287
Minority interest recognised(1)(1)
Goodwill arising on acquisition385715110
Purchase consideration transferred61 119 16 196
Tumu®
On 1 September 2022, the Group acquired six Tumu® building supply centres and a frame and truss operation, servicing the East Coast,
Hawkes Bay and Wairarapa regions from the Tumu® Group. The acquired branches are full service building supplies merchants selling to
both wholesale and retail customers as well as a frame and truss manufacturing business.
The acquisition delivers a stronger proposition and level of capability in the building supply market in the East Coast of the North Island,
seen as a strategically valuable region for the Distribution division. The table above considers all seven entities.
For the entities acquired, less than 100% of the equity shares were acquired. Non-controlling interest share ownership percentages
range from 2.12% to 25% with the Group electing to measure the non-controlling interests in the acquiree by reference to the non-
controlling interests proportionate ownership of net assets of the acquiree.
The fair values of the identifiable assets and liabilities of the seven entities combined as at the date of acquisition are above. The Group has
12 months from the date of acquisition to finalise the acquisition accounting and therefore the amounts presented above are provisional.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
112
The fair value of trade receivables recognised at acquisition was $19 million, representing the full contracted amount to be collected.
The Group measured acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition.
The right-of-use assets were measured at an amount equal to the lease liabilities and adjusted to reflect the favourable terms of the
lease relative to market terms.
Goodwill is allocated to PlaceMakers® as a single cash-generating unit, reflecting the synergies created with PlaceMakers® through
operational and supply chain efficiencies and access to the untapped regional market. PlaceMakers® is part of the Distribution
division. The amount recognised is not expected to be deductible for tax purposes.
The Group incurred acquisition related costs of $1 million in FY22 which were recognised in Significant items. The transaction was
debt free and therefore after consideration of acquisition costs, the net cash flow on acquisition was $62 million, including a $11
million working capital adjustment settled in January 2023 that was subsequently realised through unwinding of inventory and
debtors as at 30 June 2023.
Waipapa
On 9 June 2023, Fletcher Building Products Limited, a fully owned subsidiary of Fletcher Building Limited, acquired 100% of the
issued share capital of Waipapa Pine Limited and Renewable Wood Fuels Limited ("Waipapa"), a manufacturer of structural, industrial
grade timber and wood pallets, serving Building merchants, independents and frame and truss plants between the Northland and
Auckland regions.
The acquisition complements the Group’s existing building products offering.
The fair values of the identifiable assets and liabilities of the two entities combined as at the date of acquisitions are above. The
Group has 12 months from the date of acquisition to finalise the acquisition accounting and therefore the amounts presented above
are provisional.
The purchase consideration of $119 million includes a $13 million deferred consideration liability recognised as Contingent
Consideration, in provisions, which represents the remaining undiscounted value of the Group’s probability-weighted estimate of the
cash outflow associated with earn-out. The earn-out is payable only if the certain pre-determined production output rates from May
2022 to April 2024 are achieved. It reflects management’s estimate and expectation that the maximum targets will be achieved. The
final consideration is estimated to be paid by June 2024.
As at 30 June 2023, there have been no changes in the estimate of the probable cash outflow and change in fair value.
The fair value of trade receivables recognised at acquisition was $6 million, representing the full contracted amount to be collected.
The Group measured acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition.
The right-of-use assets were measured at an amount equal to the lease liabilities and adjusted to reflect the favourable terms of the
lease relative to market terms.
Goodwill is allocated to Waipapa as a single cash-generating unit, reflecting the synergetic benefit seen through vertical integration
of Building Products division and distribution supply chain through the rest of the Group. The amount recognised is not expected to
be deductible for tax purposes.
The net cash outflow of the acquisition is expected to be $123 million which includes transaction and integration related costs of $3
million in FY23, recognised as Significant items.
Other acquisitions
During the year, the Group acquired three other businesses in New Zealand and Australia. These acquisitions have been recognised
within the Concrete and Australia divisions. The considerations paid for the acquisitions in New Zealand were $10 million (plus $0.1
million relating to deed of covenant) and A$5.2 million (plus A$0.2 million working capital adjustment) for Australia. The goodwill
recognised for these New Zealand and Australia acquisitions were $9.4 million and A$4.8 million respectively.
Financial impact
If the above combinations had taken place at the beginning of the year, Group revenue would have been $8,629 million and Group
EBIT would have been $517 million. From the date of acquisition, Tumu®, Waipapa and other acquisitions have contributed $100
million to Group revenue and $10 million to Group EBIT.
Cromwell JV
At 30 June 2023, the Group had entered into a conditional Sale and Purchase Agreement to acquire the remaining interest of
Cromwell Certified Concrete Limited, which the Group currently holds a 50% share, for consideration of $7 million. The acquisition
was completed in July 2023.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
113
2.6 CONSTRUCTION ACCOUNTING
The Group's Construction division is engaged with a wide variety of customers to construct and maintain building and infrastructure
projects across New Zealand and the South Pacific. Services provided by the division include construction contract works, engineering
and maintenance services. Each project has a different risk profile based on its individual contractual and delivery characteristics. The
Group's policies for accounting for such projects are outlined below, including related estimate and judgements made by management
that have the most significant effect on the carrying value of assets and liabilities of the Group as at 30 June 2023.
Estimates and judgements are made relating to a number of factors when accounting for construction contracts. On the income side,
these include estimates and judgements made on variations to consideration which typically include variations due to changes in scope
of work, recoveries of claim income or bonus elements from customers, and potential liquidated damages or penalties that may be levied
by customers. On the cost side, these include estimates and judgements related to the assessment of future costs after considering; the
programme of work throughout the contract, any changes in the scope of work, any maintenance and defect liabilities, expected inflation
(for unlet sub-trades), and the recovery of any cost through insurance claims. For cost reimbursable contracts, there are also estimates
required on the level of disallowable costs which requires an assessment of whether costs are recoverable under the terms of the contract
and therefore should be recognised as income. Estimates of the final outcome of each contract may include cost contingencies to take
account of specific risks within each contract that have been identified.
Construction projects are inherently more uncertain earlier in their lifetime, which leads to a number of significant estimates and
judgements being made at these early stages. Construction divisional management perform regular reviews of their project positions
including reassessment of cost to complete estimates, including any cost contingencies and estimated recoverability of any variations at
each reporting date. Significant estimates and judgements are reviewed on a regular basis throughout the contract life and are adjusted
where appropriate. However, the nature of the risks on contracts are such that they often cannot be resolved until the project has been
completed.
The significant judgements inherent in accounting for the Group’s most material construction projects are:
–The extent to which a project progresses in line with the complex project programme and timetable previously formed and the resulting
impact of any programme delays or gains on project costs, especially project overheads (preliminary and general costs) and any liquidated
or other damages or penalties;
–Sub-contractor costs, in particular costs that are yet to be agreed in scope or price (including inflationary pressures) or cost increase that
may arise due to programme prolongation;
–Recovery of any insurance claims;
–The outcome of ongoing commercial negotiations, including elements of variable consideration and changes in project scope with
customers; and
–Future weather and ground conditions.
The Group's Construction division has a diverse portfolio of long term construction contracts. The nature and complexity of these contracts
means the outcome can be subject to a significant level of estimation uncertainty, particularly in relation to the likelihood and quantum
of any variation claims receivable, as well as the quantification and assessment of any other claims/counterclaims that may exist. Actual
outcomes could be different from estimated amounts which may impact projection positions recognised.
Construction accounting policies
Revenue recognition
Construction contract revenue
The Group derives revenue from the construction of building and infrastructure projects across New Zealand and the South Pacific.
Contracts entered into may be for the construction of one or several separate inter-linked pieces of large infrastructure. While it is
uncommon, contracts can be entered into for the delivery of several projects. Where this occurs, management determine whether a single
or multiple performance obligations exist, and allocate the total contract price across each performance obligation based on the relative
stand-alone selling prices. The nature of construction projects ordinarily lead to variations in the project size and scope over time, it is also
normal practice for contracts to include bonus and penalty elements based on timely construction or other performance criteria, recognised
as variable consideration.
Generally, contracts identify various inter-linked activities required in the construction process and the performance obligation is fulfilled over
time and as such revenue is recognised over time. Revenue is invoiced based on the measured output of each process based on appraisals that
are agreed with the customer on a regular basis, with the Group's right to payment occurring on a performance to date basis also.
Revenue on construction contracts (including sub-contracts) are determined using the percentage of completion method and represent the
value of work carried out during the period, including amounts not invoiced. Costs are recognised as incurred and revenue is recognised
on the basis of the proportion of total costs at the reporting date to the estimated total costs of the contract. Margin on a contract is
not recognised until the outcome of the contract can be reliably estimated. Management use their professional judgement to assess
both the timing of physical completion of the project and the risks associated with forecast financial result of the contract as part of this
determination.
Maintenance contract revenue
Services revenue is primarily generated from maintenance services supplied to roading assets owned by local or central Government in
New Zealand and the South Pacific. This revenue also arises in respect of infrastructure assets previously constructed by the Group where
maintenance was included in the contract. The service contracts are typically determined to have one single performance obligation which
is significantly integrated and is fulfilled over time.
Variable consideration
Revenue in relation to variations, such as a change in the scope of the contract, is only included in the contract price when it is approved by
the parties to the contract, the variation is enforceable, or in certain circumstances when it is highly probable that a significant reversal of
revenue recognised will not occur and is approved by the Board of Directors.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
114
Contract assets, contract liabilities and provisions for onerous contracts
Contract assets/liabilities are usually stated at cost plus profit recognised to date, less progress billings. Costs include all expenditure
directly related to specific projects and an allocation of fixed and variable overheads incurred in the Group’s contract activities based on
normal operating capacity.
Onerous contract are defined in NZ IAS 37 Provisions; where the unavoidable costs (i.e. the costs that the division cannot avoid because it
has to fulfil the contract) of meeting the obligations under a contract exceed the economic benefits expected to be received under it. When
a contract is identified as onerous ('loss-making'), a provision is made for estimated future losses on the entire contract. Onerous contract
provisions recognised in relation to the Group's legacy building and infrastructure projects have been disclosed in note 11.
A summary of the major construction projects and their approximate stage of completion is disclosed to demonstrate the uncertainty
that remains on these projects.
Status of construction projects (> $200 million original contract value) as at 30 June 2023:
Forecast
Percentage of
completion 2023
Business unitcompletion*(% cost)
New Zealand International Convention Centre and Hobson Street
Hotel (NZICC) - Fixed price contract and fire reinstatement
Buildings202476%
Pūhoi to Warkworth - Fixed price contract (Public Private Partnership)Infrastructure202494%
* Calendar year
Revenue backlog
Revenue backlog, as disclosed below, refers to the level of construction work the Group is contracted to but is not yet complete as at
period end. This represents the performance obligations that are yet to be completed for the construction contracts active as at 30 June
2023. The long-term nature of the contracts held by the Buildings, Infrastructure, Brian Perry Civil® and Higgins® businesses will see
these performance obligations completed over a period generally between one to five years, although some may extend longer.
Revenue backlog by business unit as at 30 June 2023:
Current Revenue Backlog
NZ$M
Top 5 projects as a % of
Revenue Backlog
Buildings
292
100%
Infrastructure
348
97%
Brian Perry Civil®
1,298
45%
Higgins®
807
39%
South Pacific
71
97%
2,816
NA
Revenue backlog by business unit as at 30 June 2022:
Current Revenue Backlog
NZ$M
Top 5 projects as a % of
Revenue Backlog
Buildings
417
100%
Infrastructure
813
68%
Brian Perry Civil®
1,1 3 3
17%
Higgins®
777
39%
South Pacific
77
84%
3,217
NA
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
115
Contract assets
The gross amount of construction and maintenance work in progress consists of costs attributable to work performed and emerging profit
after providing for any foreseeable losses. In applying the accounting policies on providing for these losses, accounting judgement is
required.
Construction contracts with cost and margin in advance of billings are presented as part of contract assets.
Contract liabilities
Construction contracts where the total progress billings issued to clients (together with foreseeable losses if applicable) on a project exceed
the costs incurred to date plus recognised profit on the contract are recognised as a liability.
2023
NZ$M
2022
NZ$M
Construction contracts with cost and margin in advance of billings
141
127
Contract assets141
127
Construction contracts with billings in advance of cost and margin
82
112
Contract liabilities82
112
New Zealand International Convention Centre and Hobson Street Hotel (NZICC)
On 22 October 2019, there was a significant fire at the project construction site causing damage to both the New Zealand International
Convention Centre and Hobson Street Hotel (NZICC). Contract Works and Third Party Liability insurances are in place on the project, and the
Fletcher Construction Company Limited (FCC) is an insured party under these policies.
As announced to the NZX on 16 December 2022, the Group expects the costs of the rebuild to exceed the Contract Works Insurances
(CWI) coverage. As a consequence, an additional provision of $150 million to complete the project was recognised in the interim financial
statements as at 31 December 2022, classified as a Significant Item. The increased project costs were attributed mainly to: (1) significant
complexity of the remediation approach and rebuild environment, particularly due to remediation of the water damage and mould that
occurred following the fire; (2) as a result of this complexity, a greater number of project resources being required to complete the rebuild
works; and (3) inflation of labour, trade and material costs, as is being experienced across the broader construction industry.
At 30 June 2023, a further provision of $105 million was recognised, classified as a Significant Item. This reflected: $50 million of project cost
risks recognised; a $20 million reduction in expected Contract Works Insurance (CWI) recoveries, due to additional claims paid to SkyCity
(also an insured under the CWI policy); and a reassessment of assumed Third Party Liability (TPL) insurance recoveries to nil, compared to
$35 million previously.
While the Company considers it has good grounds to recover material amounts under the TPL policy, it has determined that these proceeds
are not yet “virtually certain” in accordance with NZ IAS 37 Provisions, Contingent Liabilities and Contingent Assets to be recognised. As
such, no amount has been recognised to be recovered under the TPL policy in the project position. The Company will continue to pursue its
rights to recovery under the TPL policy, though this is not expected to be settled until calendar year 2025.
The project is continuing to track to a target completion date in late 2024.
The assessment of the net cost to complete the project continues to rely on the application of estimates and judgements (e.g. programme
to complete, remediation costs, the expected receipt of insurance recoveries and quantification of any claims and costs that are outside of
insurance cover) and, as such, may be subject to change as the project progresses. Certain costs resulting from the fire may fall outside the
scope of the Contract Works policies, with the possibility they may be unrecoverable by the Group. The costs that are known or considered
probable to be unrecoverable as at balance date have been included in the assessment of the onerous contract provision.
As part of the estimate of final margin loss on the project, it is expected that FCC will secure remaining CWI proceeds of circa $100 million,
with a further circa $50 million of ‘BAU’ client revenues to be received (i.e. for work that was still to complete at time of fire). Risks associated
with proceeds under the Contract Works policy include insurers disputing FCC's claims, as while coverage has been confirmed, the extent of
damage and recoverable costs have not all been agreed.
It is possible that the final provision could be below or above the levels currently allowed for, either through changes in costs to complete or
the final level of insurance recoveries. As the project approaches completion, there is also risk of dispute over delay and cost with SkyCity.
No claims have been received to date and project forecast and expected final margin does not allow for any.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
116
Notes to the Consolidated Financial Statements 2023 (Continued)
Pūhoi to Warkworth (P2W)
The Fletcher Construction Company Limited (FCC) and its 50% joint venture partner, Acciona (together Construction JV), are subcontracted
for the design and construction of P2W motorway, by the Northern Express Group (NX2), which is undertaking the project on behalf Waka
Kotahi NZ Transport Agency (Waka Kotahi).
Road Opening was achieved on the 14 June 2023. Deferred works are targeted to be completed in March 2024.
The project was initially set to be completed in December 2021. However, programme delays and inefficiencies were experienced, as a result
of constraints on resource and productivity arising from the impacts of the 2020 NZ Government's COVID-19 pandemic response. In July
2020, an agreement was reached between the parties which included revising the planned service commencement date to May 2022, with
Waka Kotahi issuing a notice acknowledging the right to relief under the Project Agreement for certain COVID-19 events.
COVID-19 events – further lockdowns in 2021, introduction of a traffic light system and national and regional border closures – and the
consequent impacts of those matters on supply chain and resource availability, further adversely impacted the progress of project
construction and associated costs.
The Construction JV has lodged a claim of more than $200 million with NX2 and Waka Kotahi for the impacts and delays arising from
COVID-19 events. In December 2022, the Construction JV entered into an agreement with Waka Kotahi, which provided it with some interim
and potentially refundable financial support, but without any party agreeing variations for compensation or extensions of time for the
project to reach the contract Service Commencement Date. If no variations or extension of time are agreed between the parties or ultimately
determined under the contract, the Construction JV will incur unrecoverable costs and liquidated damages (from 16 August 2022, being the
current contractual Planned Service Commencement Date to mid-June 2023). Unless the Construction JV and Waka Kotahi agree otherwise,
that claim will be resolved through an agreed dispute resolution process, unlikely to be earlier than 2025.
Separately, 18 landslips and 3 weather events have occurred on the project, resulting in damages to Works. For claims that have been
notified, coverage has been confirmed under Construction JV’s Contract Works Insurance policy, with the cost impact of these events being
discussed with insurers. An assessment of recovery for all events has been included in the determination of the final project position and
estimated final margin.
Finally, as the project completes the Construction JV will expect to make claims against some of its suppliers and may be subject to claims
against it by suppliers and subcontractors.
The Group has assessed the facts and circumstances known to it relating to the Construction JV’s estimate of net cost to complete
programme works, including the merits of Construction JV’s claims and likelihood of receipt of further relief under the Project Agreement,
quantification of any claims and costs under this relief, the expected recovery under insurance policies, and concluded that no additional
provision is required to be recognised as at 30 June 2023. There remains a risk that, ultimately, the full amount of the Construction JV’s
claims will not be recovered.
Wellington International Airport Limited (WIAL)
In October 2018, Fletcher Construction Company Limited (FCC) completed a multi-level carpark for Wellington International Airport Limited
(WIAL), which has alleged there are a number of defects to the carpark and the adjacent storm water drainage. It is claiming the cost of
remediation and other related losses in the order of $40 million. FCC disputes and will defend these claims and will also bring claims against
WIAL including for unpaid variations and extensions of time.
These matters may take some time to be resolved, but there is a risk that FCC will be liable to WIAL for some or all of its claims. As FCC is
exiting its vertical Buildings business, any such loss will be treated as a Significant item.
Fletcher Building Limited Annual Report 2023
117
This section explains the results and performance of the Group, including the segmental analysis and earnings per share.
3. REVENUE FROM CONTRACTS WITH CUSTOMERS
The Group revenue is derived from the following streams:
–Sale of building products and materials
–Development and sale of properties
–Construction of building and infrastructure projects (refer to note 2.6)
–Maintenance service contracts (refer to note 2.6)
Revenue from contracts with customers is recognised when control of the goods or services is transferred to the customer at an amount
that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. The Group has generally
concluded that it is the principal in its revenue arrangements, because it typically controls the goods or services before transferring them to
the customer.
Building Products and Distribution divisions
Sale of building products and materials
The materials and distribution businesses within the Group recognise revenue when control of the goods has passed to the customer, the
associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods,
and there is a high probability that a significant reversal in the revenue recognised will not occur. Revenue is measured net of returns, trade
discounts and volume rebates. The timing of the transfer of control varies depending on the individual terms of the sales agreement. For
most sales, this occurs when the product is delivered to the customer.
Residential and Development division
Development and sale of properties
Through the Residential and Development division, the Group derives income from the sale of completed houses and apartments, and the
sale of development sites surplus to Group requirements. Revenue is recognised when control passes to the customer for each type of
transaction. Residential unit sales are commonly recognised at the time of settlement, when title passes to the customer and payment is
received. Land development sales are recognised in line with the requirements of the specific sale and purchase agreement.
Performance obligations vary between the types of transactions. The sale of a completed house to a customer is a single performance
obligation, as residential units are not constructed under contract from a customer. For development sales, the division reviews the terms of
the sale to determine whether the performance obligations are distinct and separately identifiable.
2023
Sale of
building
products and
materials
NZ$M
Development
and sale of
properties
NZ$M
Construction
contract
revenue
NZ$M
Maintenance
contract
revenue
NZ$M
Total
NZ$M
Goods and services transferred at a point in time 6,699 5947,293
Goods and services transferred over time6445321,176
Total revenue from contracts with customers 6,699 5946445328,469
2022
Sale of
building
products and
materials
NZ$M
Development
and sale of
properties
NZ$M
Construction
contract
revenue
NZ$M
Maintenance
contract
revenue
NZ$M
Total
NZ$M
Goods and services transferred at a point in time 6,430 680 7,110
Goods and services transferred over time 851 537 1,388
Total revenue from contracts with customers 6,430 680 851 537 8,498
Financial Review
Notes to the Consolidated Financial Statements 2023
(Continued)
Fletcher Building Limited Annual Report 2023
118
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
119
4. SEGMENTAL INFORMATION
Segmental information is presented in respect of the Group’s industry and geographical segments. The use of industry segments as the
primary format is based on the Group’s management and internal reporting structure, which recognises groups of assets and operations
with similar risks and returns. Inter-segment pricing is determined on an arm’s length basis.
Description of industry segments
Building Products
The Building Products division is a manufacturer, distributor, and marketer of building products used in the residential,
industrial and commercial markets in New Zealand.
Distribution
The Distribution division consists of building and plumbing product distribution businesses in New Zealand.
Concrete
The Concrete division includes the Group's interests in the concrete value chain, including extraction of aggregates, and
the production of cement, concrete and concrete products. The division operates in New Zealand.
Australia
The Australia division manufactures and distributes building materials for a broad range of industries across Australia.
Residential and
Development
The Residential and Development division operates both in New Zealand and Australia. In New Zealand, the division's
operations include building and sale of residential homes and apartments, development and sale of commercial and
residential land, and management of retirement village assets. In Australia, the division's operations include development
and sale of commercial and residential land. Development activity includes sale of land property which are surplus to the
Group's operating requirements.
Construction
The Construction division is a supplier of building and maintenance services for infrastructure projects across New Zealand
and the South Pacific. The division is exiting the vertical building sector, with NZICC being the last project for the Group.
Industry segments
Gross revenue
2023
NZ$M
Restated
(1)
Gross revenue
2022
NZ$M
External revenue
2023
NZ$M
Restated
(1 )
External revenue
2022
NZ$M
Building Products
1,443
1,458
1,154
1,155
Distribution
1,824
1,789
1,792
1,764
Concrete
1,085
1,033
800
772
Australia
3,016
2,806
2,953
2,740
Materials and distribution divisions
7,368
7,0 8 6
6,699
6,431
Residential and Development
607
692
594
680
Construction
1,319
1,559
1,1 76
1,387
Corporate and other
10
11
Group
9,304
9,348
8,469
8,498
Less: intercompany revenue
(835)
(850)
External revenue
8,469
8,498
8,469
8,498
Note: Revenue includes income from the Group's Vertical Buildings Business (2023: $101 million; 2022: $265 million), which the Group is in the process of exiting. The New Zealand
International Convention Centre and Hobson Street Hotel (NZICC) represent the last projects to complete in this sector. EBIT before significant items, however, excludes any earnings
from these projects.
EBIT before
significant items
2023
NZ$M
Restated
(1)
EBIT before
significant items
2022
NZ$M
Funds*
2023
NZ$M
Restated
(1)
Funds*
2022
NZ$M
Building Products
215
192
1,210
892
Distribution
141
137
312
246
Concrete
156
146
789
729
Australia
180
113
1,368
1,365
Materials and distribution divisions
692
588
3,679
3,232
Residential and Development
147
217
915
651
Construction
26
14
85
278
Corporate and other
(67)
(63)
(1,002)
(396)
Group
798
756
3,677
3,765
(1) The comparatives have been restated as a result of a change in segmental reclassification. Humes Pipeline Systems which was previously under the Building Products division have
been re-presented under the Concrete division. This results in an increase to the Concrete division and decrease in Building Products division of the comparative Gross Revenue (June
2022: $152 million), External Revenue (June 2022: $146 million), EBIT before significant items (June 2022: $18 million), Funds base (June 2022: $132 million), Depreciation, depletion
and amortisation expense (June 2022: $6 million) and Capital expenditure (June 2022: $13 million) recognised.
* Funds represent the external assets and liabilities of the Group and are used for internal reporting purposes. Group balances such as borrowings and taxation are allocated to
Corporate as these are managed at a Group level.
Depreciation,
depletion and
amortisation
expense
2023
NZ$M
Restated
(1)
Depreciation,
depletion and
amortisation
expense 2022
NZ$M
Capital
expenditure
+
2023
NZ$M
Restated
(1)
Capital
expenditure
+
2022
NZ$M
Building Products
48
46
191
191
Distribution
53
48
62
11
Concrete
70
72
65
94
Australia
132
128
59
55
Materials and distribution divisions
303
294
377
351
Residential and Development
3
3
23
8
Construction
39
41
19
29
Corporate and other
13
12
42
33
Group
358
350
461
421
+ Capital expenditure represents additions to the balance sheet of property, plant and equipment and intangible assets, excluding the impacts of the investments/acquisitions of
companies or businesses.
(1) The comparatives have been restated as a result of a change in segmental reclassification. Humes Pipeline Systems which was previously under the Building Products division have
been re-presented under the Concrete division. This results in an increase to the Concrete division and decrease in Building Products division of the comparative Gross Revenue (June
2022: $152 million), External Revenue (June 2022: $146 million), EBIT before significant items (June 2022: $18 million), Funds base (June 2022: $132 million), Depreciation, depletion
and amortisation expense (June 2022: $6 million) and Capital expenditure (June 2022: $13 million) recognised.
Geographic segments
External revenue
2023
NZ$M
External revenue
2022
NZ$M
EBIT before
significant items
2023
NZ$M
EBIT before
significant items
2022
NZ$M
New Zealand
5,353
5,527
612
594
Australia
2,959
2,813
177
152
Other jurisdictions
157
158
9
10
Group
8,469
8,498
798
756
Significant items (note 2.2) (301)
(54)
Earnings before interest and taxation (EBIT)
497
702
Non-current assets
+
2023
NZ$M
Non-current assets
+
2022
NZ$M
Funds*
2023
NZ$M
Funds*
2022
NZ$M
New Zealand
3,762
3,101
3,403
2,788
Australia
1,574
1,634
1,381
1,424
Other (including debt and taxation)
52
53
( 1,1 07 )
(447)
Group
5,388
4,788
3,677
3,765
+ Excludes deferred tax assets, retirement plan surplus and financial instruments.
* Funds represent the external assets and liabilities of the Group and are used for internal reporting purposes. Group balances such as borrowings and taxation are allocated to
Corporate as these are managed at a Group level.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
120
5. NET EARNINGS PER SHARE
Earnings per share is the portion of a company's profit allocated to each outstanding ordinary share and is calculated by dividing the
earnings attributable to shareholders by the weighted average of ordinary shares on issue during the year including treasury stock. Capital
notes and options are convertible into the Company's shares and may therefore result in dilutive securities for purposes of determining the
diluted net earnings per share. The Group may, at its option, purchase or redeem the capital notes for cash at the principal amount plus any
accrued but unpaid interest.
20232022
Net earnings per share (cents)
Basic
30.0
53.5
Diluted
28.4
50.3
NumeratorNZ$MNZ$M
Net earnings
235
432
Numerator for basic earnings per share
235
432
Dilutive capital notes
6
11
Numerator for diluted net earnings per share241
443
Denominator (millions of shares)
Weighted average number of shares outstanding (note 20)783
807
Conversion of dilutive capital notes
65
73
Denominator for diluted net earnings per share848
880
6. CONSOLIDATED INCOME STATEMENT DISCLOSURES
2023
NZ$M
2022
NZ$M
The following items are specific disclosures required to be made and are included
within the Consolidated Income Statement:
Net periodic pension cost
2
2
Employee related short-term costs
(1)
1,581
1,493
Other long-term employee related benefits
58
55
Research and development expenditure
5
2
Amortisation of intangibles
16
18
Bad debts written off
4
4
Donations and sponsorships
4
3
Maintenance and repairs
158
154
Loss on disposal of property, plant and equipment2
(1) Short-term employee benefits for the executive committee included in the above are disclosed in note 23.
Auditor's remuneration
2023
NZ$000's
2022
NZ$000's
Audit and review of the financial statements
(1)
3,652
3,284
Total audit and assurance services
3,652
3,284
Other services
(2)
73
38
Total non-assurance services
73
38
Total auditor's remuneration3,725
3,322
(1) The audit includes fees for both the annual audit of the financial statements and the review of the interim financial statements.
(2) Other services relate to agreed upon procedures ($10,000), taxation compliance ($3,000), financial statement compilation services ($10,000) and pre-assurance over
non-financial metrics ($50,000).
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
121
Working Capital Management
This section provides details of the key elements of working capital which includes cash, receivables, inventories and short-term liabilities.
7. CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash and demand deposits with banks that are readily convertible to cash.
Cash and cash equivalents include the Group's share of amounts held by joint operations of $40 million (2022: $15 million).
At 30 June 2023, approximately $42 million (2022: $37 million) of total cash and deposits were held in subsidiaries that operate in
countries where exchange controls and other legal restrictions apply and are not immediately available for general use by the Group.
2023
NZ$M
2022
NZ$M
Cash and bank balances
271
148
Contract retention bank balances
18
17
Short-term deposits
76
186
Cash and cash equivalents
365
351
Reconciliation of net earnings to net cash from operating activities
2023
NZ$M
2022
NZ$M
Net earnings
235
432
Earnings attributable to minority interest
19
7
254
439
Add/(less) non-cash items:
Depreciation, depletions and amortisation
358
350
Other non-cash items
211
(27)
Taxation
(102)
146
Net loss on disposal of businesses and property, plant and equipment45
467
514
Net working capital movements
Residential and Development
(240)
(103)
Construction
(52)
(55)
Other divisions:
Debtors
34
(48)
Inventories
21
(239)
Creditors
(96)
84
(333)
(361)
Net cash from operating activities388
592
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
122
8. DEBTORS
Debtors are amounts due from customers for goods sold or services performed in the ordinary course of business. They are generally due
for settlement within 30 to 90 days and are therefore all classified as current. Debtors are recognised initially at the amount of consideration
that is unconditional, unless they contain significant financing components, when they are recognised at fair value. The Group holds the
trade receivables with the objective of collecting the contractual cash flows and therefore measures them subsequently at amortised cost
using the effective interest method. Details about the Group’s credit risk policies and the calculation of the loss allowance are provided in
note 18.3.
2023
NZ$M
2022
NZ$M
Trade debtors
875
844
Contract debtors126124
Contract retentions
35
38
Less expected credit loss provisions
(20)
(20)
Trade and contract debtors
1,016
986
Other receivables
160
289
1,1 76
1,275
Current893855
0 - 30 days over standard terms
94
104
31 - 60 days over standard terms
12
15
61+ days over standard terms
37
32
Provision
(20)
(20)
Trade and contract debtors
1,016
986
Fair values of debtors
Due to the short-term nature of the current receivables, their carrying amount is considered to be the same as their fair value.
Recoverability and risk exposure
Information about the recoverability of trade receivables and the Group’s exposure to foreign currency risk and credit risk can be found
in notes 18.1 and 18.3.
9. INVENTORIES, INCLUDING LAND AND PROPERTY DEVELOPMENTS
Raw materials, stores, work in progress and finished goods
Raw materials, stores, work in progress and finished goods are stated at the lower of cost and net realisable value. Cost comprises direct
materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of
normal operating capacity. Cost includes the reclassification from equity of any gains or losses on qualifying cash flow hedges relating to
purchases of raw material but excludes borrowing costs. Costs are assigned to individual items of inventory on the first-in, first-out basis.
Costs of purchased inventory are determined after deducting rebates and discounts. Net realisable value is the estimated selling price in the
ordinary course of business less the estimated costs of completion and the estimated costs and replacement costs in the consumable stores
and spares necessary to make the sale.
Property and land inventories
Residential units and freehold land held for resale are stated at the lower of cost and net realisable value. Freehold land under development
comprises land acquisition and development costs as well as any direct or indirectly attributable overheads. Residential units, both
completed and under development, comprise apportioned land costs as well as direct materials, labour costs, site overheads, associated
professional charges and other attributable overheads. Net realisable value represents the estimated selling prices less all estimated costs
of completion and overheads.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
123
2023
NZ$M
2022
NZ$M
Manufacturing, distribution and other inventories
Raw materials
249
235
Work in progress16 14
Finished goods
797
835
Consumable stores and spare parts
41
41
1,1 0 3
1,125
Inventories held at cost1,003986
Inventories held at net realisable value100139
1,1 0 31,125
Property and land inventories
Freehold land
26
26
Freehold land under development455303
Properties under development
364
273
Completed properties
132
72
977
674
All property and land inventories are held at cost.
Total inventories
Current portion1,6241,507
Non-current portion456292
2,080 1,799
Inventory classified as non-current
The non-current portion of inventories relates to land and developments that are expected to be held for greater than 12 months
(current portion of $522 million, 2022: $382 million).
Land and property commitments
The Group's Residential and Development division has commitments for the purchase of land and building services totalling $455
million (2022: $787 million), of which $236 million is expected to be delivered in the year ending 30 June 2024.
Emissions units
Emissions units held for own use are allocated to the Group under the New Zealand Emissions Trading Scheme (ETS) and used to
settle the Group's emissions obligation. The units are initially recognised at cost with subsequent reassessment for lower of cost or net
realisable value. Emissions units held by the Group as at 30 June 2023 have been recognised at nil value (2022: nil).
10. CREDITORS, ACCRUALS AND OTHER LIABILITIES
Trade creditors and other liabilities are stated at cost or estimated liability where accrued. Employee entitlements include annual leave
which is recognised on an accrual basis and the liability for long service leave which is measured as the present value of expected future
payments to be made in respect of services provided by employees.
Assumptions in determining long service leave relate to the discount rate, estimates relating to the expected future long service leave
entitlements, future salary increases, attrition rates and mortality.
2023
NZ$M
2022
NZ$M
Trade creditors
772
791
Contract retentions23 23
Accrued interest
18
15
Other liabilities
429
455
Employee entitlements
219
247
Workers' compensation schemes
7
9
1,468
1,540
Current portion1,4161,512
Non-current portion
52
28
Carrying amount at the end of the year1,468
1,540
The non-current portion of creditors and accruals as at 30 June 2023 primarily relates to long service employee entitlement obligations
and deferred land purchases.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
124
11. PROVISIONS
Provisions for restructuring, service and environmental warranties and other provisions are recognised when the Group has a present legal or
constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and the
amount can be reliably estimated. Provisions are not recognised for future operating losses other than losses recognised on onerous contracts.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering
the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the
same class of obligations may be small.
Provisions are measured at the present value of management’s best estimate at the end of the reporting period of the expenditure required
to settle the present obligation. The discount rate used to determine the present value is a pre-tax rate that reflects current market
assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is
recognised as an interest expense.
Restructuring
Restructuring provisions are recognised when the Group is demonstrably committed, without realistic possibility of withdrawal, to a formal
detailed plan. Costs relating to ongoing activities are not provided for.
Warranty and environmental
Warranty provisions represent an estimate of potential liability for future rectification work in respect of products sold and services provided.
Environmental provisions represent an estimate for future liabilities relating to environmental obligations.
Onerous contracts
An onerous contract is a contract under which the unavoidable costs (i.e. the costs that the Group cannot avoid because it has the contract)
of meeting the obligations under the contract exceed the economic benefits expected to be received under it. The unavoidable costs
under a contract reflect the least net cost of exiting from the contract, which is the lower of the cost of fulfilling it and any compensation
or penalties arising from failure to fulfil it. The cost of fulfilling a contract comprises the costs that relate directly to the contract (i.e. both
incremental costs and an allocation of costs directly related to contract activities).
Other
Other provisions relate to miscellaneous matters, across the Group, including any make good provisions.
Restructuring
NZ$M
Warranty &
environmental
NZ$M
Onerous
contracts
NZ$M
Other
NZ$M
Total
NZ$M
2023
Carrying amount at the beginning of the year16 25 78 78 197
Charged to earnings27 255 47311
Settled or utilised(7)(6)(52)(22)(87)
Released to earnings(1)(2)(13)(16)
Recognised on balance sheet28 28
Currency translation 11
11 24281118434
2022
Carrying amount at the beginning of the year28 28 84 68 208
Charged to earnings5 4 24 33
Settled or utilised(14)(4)(6)(15)(39)
Released to earnings(3)(3)(3)(9)
Recognised on balance sheet3 3
Currency translation1 1
16 25 78 78 197
2023
NZ$M
2022
NZ$M
Current portion
403
173
Non-current portion
31
24
Carrying amount at the end of the year434197
During the year, the Group utilised $7 million (2022: $14 million) in respect of restructuring obligations across various businesses. The $11
million remaining provision, in relation to restructuring, is expected to be utilised within the next 12 months. Warranty and environmental
provisions are expected to be utilised over the next two years. Onerous contracts include a charge to earnings of $255 million associated with
the completion of the NZICC project (refer to note 2.6). Other provisions include a charge to earnings for the recognition of a fund related to
the Iplex® Australia Pro-fit pipes matter (refer to note 25), and an additional provision for the settlement of silicosis claims in Australia.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
125
Silicosis
Laminex® Australia (together with other engineered stone manufacturers and fabricators in Australia) is the subject of a number of
silica related personal injury claims in Australia and more such claims were received in the period ended 30 June 2023. While Laminex®
Australia has settled the majority of claims that have been brought against it to date, further claims are possible in the future. The Group
has considered the exposure Laminex® Australia may have for existing and future claims, with a provision recognised based on the facts
and circumstances known at balance date. In FY23, an additional A$7.5 million provision for these costs has been made, which has been
classified as Significant items. Despite the information obtained from settling claims in recent years, the Group’s full exposure to these
claims remain significantly uncertain, with risk associated to:
–the number of claims that may be received and the timing of them;
–the nature of those claims and the amounts sought to be recovered, which vary considerably based on the condition and circumstances of
the injured worker;
–the size of any settlement amounts agreed or damages awarded, particularly given different laws in various States; and
–the degree to which other parties, such as the worker’s employer and other manufacturers, are liable to (and do) contribute to any amount
owed to the worker.
So there remains a risk that, ultimately, the final exposure of Laminex® Australia to these claims will be greater than the amount currently
allowed.
Product Claims
Fletcher Insulation® Australia is the subject of a small number of customer complaints relating to installed glass wool insulation containing an
imported foil. Fletcher Insulation® is currently investigating the complaints to ascertain the cause and extent of the issue, including whether
any other products may be impacted. Fletcher Building’s New Zealand insulation business, Comfortech®, did not use the same imported
foil. The Group has considered the exposure Fletcher Insulation® Australia may have for the existing and future claims, with a provision
recognised based on the facts and circumstances known at balance date. Fletcher Insulation® Australia is also assessing potential recoveries
from its supplier of the product. There remains a risk that the Groups full exposure will be greater than the amount currently allowed as
investigations are completed.
Long-term Investments
This section details the long-term assets of the Group including property, plant and equipment, investment property, intangible assets
and leases.
12. PROPERTY, PLANT AND EQUIPMENT
Land, buildings, plant and machinery and fixtures and fittings are stated at historical cost less depreciation. Historical cost includes
expenditure that is directly attributable to the acquisition of the items. The cost of purchasing land, buildings, plant and machinery,
fixtures and equipment is the value of the consideration given to acquire the assets and the value of other directly attributable costs which
have been incurred in bringing the assets to the location and the condition necessary for their intended service, including subsequent
expenditure. To the extent acquisition, development and construction of capital projects extend over a period of 12 months, attributable
borrowing costs are capitalised as part of the cost of the asset while the asset is being developed or constructed. On completion of
development, all assets included in assets under construction are reclassified appropriately into the relevant categories of property, plant
and equipment.
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. The carrying
amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged
to the Consolidated Income Statement during the reporting period in which they are incurred.
Depreciation of property, plant and equipment is calculated on the straight line method. Expected useful lives, which are regularly reviewed,
typically range between:
Buildings30–50 years
Plant and machinery5–15 years
Fixtures and equipment2–10 years
Resource extraction assets are held at historic cost and depleted over the shorter of the life of the site or right to use period. Site
development costs incurred in order to commence extraction are capitalised as resource extraction assets.
Assets are reviewed annually for impairment indicators. 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 proceeds with carrying amount. These are included in the Consolidated Income
Statement.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
126
2023
Land
NZ$M
Buildings
NZ$M
Plant &
Machinery
NZ$M
Fixtures &
Equipment
NZ$M
Resource
Extraction
NZ$M
Total
NZ$M
Carrying value at the beginning of the year1832591,1231331021,800
Additions68632094011391
Acquisitions from business combination10848268
Disposals(1)(1)(2)(2)(6)
Depreciation expense(9)(98)(32)(9)(148)
Reversal of impairment44
Impairment(6)(6)
Transfer of assets to inventory(22)(2)(1)(25)
Currency translation(2)(4)(6)
2423161,2701401042,072
Represented by:
Cost2424482,6784171473,932
Accumulated depreciation and impairment(132)(1,408)(277)(43)(1,860)
Carrying value at the end of the year2423161,2701401042,072
2022
Land
NZ$M
Buildings
NZ$M
Plant &
Machinery
NZ$M
Fixtures &
Equipment
NZ$M
Resource
Extraction
NZ$M
Total
NZ$M
Carrying value at the beginning of the year1611941,012133861,586
Additions27782073128371
Acquisitions from business combination
Disposals(7)(1)(8)
Depreciation expense(8)(98)(30)(11)(147)
Impairment
Transfer of assets to inventory(6)(6)(1)(13)
Currency translation11911
1832591,1231331021,800
Represented by:
Cost1873862,4744091423,598
Accumulated depreciation and impairment(4)(127)(1,351)(276)(40)(1,798)
Carrying value at the end of the year1832591,1231331021,800
As at 30 June 2023, property, plant and equipment includes $607 million of assets under construction that are not depreciated until they
are commissioned and brought into use (2022: $454 million).
Physical impacts from climate-related risk
In FY22, the Group appointed Aon New Zealand to assess climate transitional and physical related risks and issued its first Climate-
related Disclosure. The physical risk assessment was a refresh of an exercise completed by Aon New Zealand in 2020 using the
'reasonable worst case' climate scenario known as RCP8.5 against a 2030 and 2070 timeframe. The assessment focused on a number of
climate-related hazards, including rainfall, temperature, sea level rise and extreme storm events. The assessment generated a number of
key outputs including:
• that no material change in risk is expected in the 2030 timeframe;
• some change in risk is expected for the 2070 timeframe due to changes in climate stressors; and
• less than 2% of the Group's asset value has high or extreme flood hazard exposure.
During the year, there were property damages and direct remedial works resulting from the impacts of Cyclone Gabrielle and North
Island Floods in New Zealand, which amounted to $22 million as detailed in note 2.2. Those businesses and locations impacted, are
included within the 2% of identified Groups assets exposed to high or extreme flood hazards per the report. Overall, the analysis
quantified a physical risk which is not material to the Group’s future cash flows. The analysis confirmed no change to the expected useful
economic lives of non-current assets as disclosed.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
127
13. INVESTMENT PROPERTY
The Group's investment property primarily relates to Vivid Living®, the Group's retirement operations, and is held for long-term yields and
is not occupied by the Group. The Group's investment property includes freehold development land and building units under development
including adjacent common facilities.
Investment property is initially measured at cost and includes land and property construction costs, together with any directly attributable
overheads of bringing the asset to the condition necessary for it to be capable of operating in the manner intended by management.
The Group applies the fair value model for subsequent measurement of its development land and completed retirement units, with any
resulting gain or loss being recognised in the Consolidated Income Statement. The measurement of fair value is within the scope of NZ IFRS
13 Fair Value Measurement, and determined by way of an independent valuation undertaken of the retirement village assets in accordance
with professional valuation standards as at 30 June 2023.
All investment property has been determined to be level 3 in the fair value hierarchy as the fair value is determined using inputs that are
unobservable.
The Group's investment property is categorised as follows:
2023
NZ$M
2022
NZ$M
Development land at fair value
14
22
Retirement units under construction at cost1712
Completed retirement units at fair value27
58 34
Movement in the Group's investment property balances is outlined below:
2023
NZ$M
2022
NZ$M
Opening balance
34
Additions19 5
Transferred from inventory3 20
Transferred to inventory(14)
Change in fair value16 9
Closing balance58 34
The Group’s interest in all completed investment property was valued on 30 June 2023 by Colliers Limited, at a total of $27 million
(2022: nil).
14 . INTANGIBLE ASSETS
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangibles are carried at cost
less any accumulated amortisation and accumulated impairment losses.
The Group's intangible assets with indefinite useful lives are not amortised but are tested for impairment annually, either individually or at
the cash-generating unit level. Intangible assets with a definite life are amortised on a straight-line basis.
Goodwill is stated at cost, less any impairment losses. Goodwill is allocated to cash-generating units and is not amortised but is tested
annually for impairment, and when an indication of impairment exists. Brands for which all relevant factors indicate that there is no limit to
the foreseeable net cash flows are considered to have an indefinite useful life and are held at cost and are not amortised but are subject to an
annual impairment test.
For the purposes of considering whether there has been an impairment, assets are grouped at the lowest level for which there are
identifiable cash flows that are largely independent of the cash flows of other groups of assets. When the book value of a group of assets
exceeds the recoverable amount, an impairment loss arises and is recognised in the Consolidated Income Statement immediately.
Amortisation of definite life intangible assets are calculated on the straight line method. Expected useful lives, which are regularly reviewed,
typically range between:
Intangible assets, including software 5-15 years
Cloud computing arrangements
The Group recognises costs incurred in configuring or customising cloud application software as an intangible asset only if the activities
create a resource that the Group can control and from which it expects to benefit. Such costs are amortised over the estimated useful life
of the software application on a straight-line basis. The remaining useful life is reviewed at least at the end of each reporting period and any
changes are treated as changes in accounting estimates.
Where the Group cannot determine whether it has control of the cloud application software, the arrangement is deemed to be a service
contract and any implementation costs (i.e. cost incurred to configure or customise the cloud application software, are expensed to the
Consolidated Income Statement as incurred).
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
128
Where the provider of the cloud application software provides both configuration and customisation services, judgement is required to
determine whether these services are distinct from the underlying use of the software application. Distinct configuration and customisation
costs are expensed as incurred as the software application is configured or customised (i.e. upfront). Non-distinct configuration and
customisation costs, that significantly enhance or modify the cloud-based application, are recognised as a prepaid asset and expensed over
the contract term on a straight-line basis.
To the extent the acquisition and development of capital intangible projects extend over a period of 12 months, attributable borrowing
costs are capitalised as part of the cost of the asset while the asset is being developed. On completion, all cost included in asset under
development are reclassified as Other Intangibles and amortised when available for use.
Assessing the carrying value of goodwill and indefinite life brands requires management to estimate future cash flows to be generated by
the related cash-generating unit. The key assumptions used in the value-in-use or fair value less costs of disposal basis include the expected
rate of growth of revenues and earnings, the terminal growth rate and the appropriate discount rate to apply, and are detailed in note 2.3.
2023
Goodwill
NZ$M
Brands
NZ$M
Other
Intangibles
NZ$M
Total
NZ$M
Carrying value at the beginning of the year 7172891101,116
Additions5353
Disposals(3)(3)
Acquired from business combination110110
Impairment (1)(1)
Amortisation expense(16)(16)
Currency translation (4)(2)(6)
8232871431,253
Represented by:
Cost8233673101,500
Accumulated impairment/amortisation(80)(167)(247)
Carrying value at the end of the year8232871431,253
2022
Goodwill
NZ$M
Brands
NZ$M
Other
Intangibles
NZ$M
Total
NZ$M
Carrying value at the beginning of the year 706282821,070
Additions4545
Disposals
Acquired from business combination
Impairment (1)(1)
Amortisation expense(18)(18)
Currency translation 117220
7172891101,1 1 6
Represented by:
Cost7173702601,347
Accumulated impairment/amortisation(81)(150)(231)
Carrying value at the end of the year7172891101,1 1 6
As at 30 June 2023, Other intangible assets include $82 million of assets under development (2022: $42 million).
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
129
Goodwill
2023
NZ$M
Goodwill
2022
NZ$M
Brands
2023
NZ$M
Brands
2022
NZ$M
Significant intangible balances within cash-generating units (CGUs)
Laminex® Australia
157
159
124
126
Higgins® New Zealand
114
114
19
19
Iplex® New Zealand
105
105
7
7
Stramit®
62
63
41
42
Tradelink®
62
63
53
53
PlaceMakers®
56
18
Waipapa
57
Higgins® Fiji
32
32
2
2
Other
178
163
41
40
823
717
287
289
The goodwill allocated to significant CGUs accounts for 78% (2022 restated to include PlaceMakers®: 77%) of the total carrying value of
goodwill. The remaining 'other' CGUs, which comprise 12 (2022 restated to exclude PlaceMakers®: 12) in total, are each less than 6% of total
carrying value. The significant brand assets account for 86% (2022 restated to include PlaceMakers®: 86%) of the total carrying value of
brands. The remaining 'other' brand assets are each less than 5% of total carrying value (2022: 5%).
15. LEASES
The Group leases various offices, warehouses, retail stores, equipment and vehicles. Rental contracts are typically made for fixed periods,
but may have extension options.
Lease terms are negotiated on an individual basis and contain a wide range of terms and conditions. The lease agreements do not impose
any covenants other than the security interests in the leased assets that are held by the lessor. Leased assets may not be used as security for
borrowing purposes.
Assets and liabilities arising from a lease are initially measured on a present value basis. The lease payments are discounted using the
interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for property leases in the Group, the
lessee’s incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to
obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.
Right-of-use assets are measured at cost and include, after consideration of the initial measurement of the lease liability, any lease
incentives, initial direct costs and any make-good costs associated with the lease. Right-of-use assets are generally depreciated over the
shorter of the asset's useful life and the lease term on a straight-line basis. If it is reasonably certain the Group will exercise a purchase
option, the right-of-use asset is depreciated over the underlying asset’s useful life.
Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are recognised on a straight-line
basis as an expense in the Consolidated Income Statement. Short-term leases are leases with a lease term of 12 months or less. Low-value
assets comprise IT equipment and small items of office furniture.
The Group has some lease contracts that include extension options. The Group assesses at lease commencement date whether it is
reasonably certain it will exercise the extension options. The Group reassesses whether it is reasonably certain it will exercise the options
if there is a significant event or significant change in circumstances within its control. These options provide flexibility in managing the
leased-asset portfolio and align with the Group’s business needs. Management exercises significant judgement in determining whether these
extension and termination options are reasonably certain to be exercised.
As at 30 June 2023, the four largest property lease contracts (2022: five) have all related extension options included in the estimated
lease term (where management is reasonably certain to exercise the options), resulting in future lease payments being included in the
measurement of the lease liability recorded in the Consolidated Balance Sheet.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
130
Right-of-use assets
2023
Land
NZ$M
Buildings
NZ$M
Plant &
machinery
NZ$M
Total
NZ$M
Opening net book value at the beginning of the year121,1352041,351
Additions and renewals10275177
Acquisitions from business combination12425
Depreciation (1)(126)(67)(194)
Impairment
Terminations(31)(1)(32)
Currency translation(2)(1)(3)
Closing balance at the end of the year121,1022101,324
2022
Opening net book value at the beginning of the year131,1 7 22071,392
Additions and renewals212860190
Acquisitions from business combination
Depreciation (1)(119)(65)(185)
Impairment(1)(1)
Terminations(58)(1)(59)
Currency translation(2)13314
Closing balance at the end of the year121,1352041,351
Lease liabilities
Total
2023
NZ$M
Total
2022
NZ$M
Opening balance1,6551,697
Additions and renewals177190
Acquisitions from business combination25
Repayments(196)(186)
Terminations(59)(62)
Currency translation(6)16
Closing balance1,5961,655
Current portion
192
185
Non-current portion
1,404
1,470
Carrying amount at the end of the year1,5961,655
Lease expenses recognised in Consolidated Income Statement
Total
2023
NZ$M
Total
2022
NZ$M
Right-of-use asset depreciation194185
Right-of-use asset impairment1
Lease interest expense6058
Short-term and low-value lease asset expense5953
313297
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
131
Funding and Financial Risk Management
This section includes details on the Group's funding and outlines the market, credit and liquidity risks that the Group is exposed to and
how these risks are managed, including the use of derivative financial instruments.
Capital risk management
The Group's objectives when managing capital are to provide returns to shareholders and benefits for other stakeholders and to
maintain an optimal capital structure that safeguards the Group's ability to continue as a going concern. In order to maintain or adjust
the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, undertake
share buybacks, issue new shares or sell assets to reduce net debt.
The Group has various debt facilities and covenants in place. A key measure is a through-the-cycle net debt to EBITDA ratio (leverage).
Net debt represents the value of the Group's drawn borrowings adjusted for debt hedging activities and available cash funding. The
target leverage ratio range for the group is 1.0 to 2.0 times. It is intended that the Group will not be materially outside the target leverage
ratio range on a long-term basis.
The Group does not currently hold a credit rating from an accredited rating agency.
16. BORROWINGS
The Group borrows in the form of private placements, bank loans, capital notes and other financial instruments. Funding costs
associated with the Group's borrowings are shown in note 17.
Borrowings are initially recognised at fair value net of attributable transaction costs, and are subsequently measured at amortised cost
using the effective interest rate method. Any borrowings that have been designated as hedged items (USD and any other foreign currency
borrowings) are carried at amortised cost plus a fair value adjustment under hedge accounting requirements. Borrowings denominated in
foreign currencies are retranslated to the functional currency at each reporting date.
Economic debt represents the face value of drawn borrowings adjusted for foreign currency movements hedged with derivative
instruments. The Group uses cross currency interest rate swaps, interest rate swaps and forward foreign exchange contracts to manage
its exposure to interest rates and borrowings sourced in currencies different from that of the borrowing entity's reporting currency.
Details of debt hedging activities and instruments used are included in note 18.
Reconciliation of liabilities arising from financing activities
The table below details changes in the Group’s net debt arising from financing activities, including both cash and non-cash changes.
2022
NZ$M
Cash flows
NZ$M
Currency
translation
NZ$M
Other non-cash
movements
(including hedge
accounting)
NZ$M
2023
NZ$M
Private placements481 16 (13)484
Bank loans 180 773 (7)946
Capital notes 350 (6)(1)343
Other loans 29 1 30
Carrying value of borrowings (as per balance sheet)1,040 768 9 (14)1,803
Less: value of derivatives used to manage changes in
hedged risks on debt instruments
(19)(3)(16)12(26)
Economic debt1,021 765 (7)(2)1,777
Less: Cash and cash equivalents (351)(16)2 (365)
Net debt670 749 (5)(2)1,412
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
132
2021
NZ$M
Cash flows
NZ$M
Currency
translation
NZ$M
Other non-cash
movements
(including hedge
accounting)
NZ$M
2022
NZ$M
Private placements476 44 (39)481
Bank loans 180 180
Capital notes 361 (10)(1)350
Other loans 20 2 7 29
Carrying value of borrowings (as per balance sheet)857 170 46 (33)1,040
Less: value of derivatives used to manage changes in
hedged risks on debt instruments
(18)(4)(36)39 (19)
Economic debt839 166 10 6 1,021
Less: Cash and cash equivalents (666)321 (6)(351)
Net debt173 487 4 6 670
Carrying value of borrowings included within the Consolidated Balance Sheet as follows:
2023
NZ$M
2022
NZ$M
Current borrowings88 64
Non-current borrowings1,715 976
Total borrowings1,803 1,040
At reporting date, the Group had the following funding facilities:
Utilised facilities 1,777 1,021
Unutilised bank loan facilities 1,014 745
Total facilities 2,791 1,766
Private placements
Private placements comprise loans of USD246 million, CAD15 million, EUR41 million and GBP10 million with maturities between 2026
and 2028.
Capital notes
At 30 June 2023, the Group had issued $343 million of listed capital notes to retail investors (2022: $350 million) with maturities
between 2024 and 2028. The capital notes do not carry voting rights and do not participate in any change in value of the issued shares
of Fletcher Building Limited.
Listed capital notes
Listed capital notes are fixed rate unsecured subordinated debt instruments that are traded on the NZDX. On election date, holders may
choose either to keep their capital notes on new terms or convert the principal amount and any interest into shares of Fletcher Building
Limited, at approximately 98% of the market price. Instead of issuing shares to holders who choose to convert, Fletcher Building may,
at its option, purchase or redeem the capital notes for cash at the principal amount plus any accrued interest. If the principal amount of
these notes held at 30 June 2023 were to be converted to shares, $65 million (2022: 71 million) Fletcher Building Limited shares would
be issued at the share price as at 30 June 2023, of $5.42 (2022: $5.04).
As at 30 June 2023, the Group held $157 million (2022: $151 million) of its own capital notes.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
133
Bank Loans
At 30 June 2023, the Group had a NZD925 million (2022: $925 million) and AUD674.5 million (2022: nil) syndicated revolving credit
facility on an unsecured, negative pledge and borrowing covenant basis. The participating lenders are both New Zealand registered
and offshore banks. The facility comprises of four Tranches as follows: AUD674.5 million expiring on 31 October 2025, NZD325 million
expiring on 22 November 2026, NZD400 million expiring on 1 July 2027 and NZD200 million expiring on 31 May 2028. The funds under
the syndicated revolving credit facility can be borrowed in Australian and New Zealand dollars only.
Below are the activities in relation to the syndicated revolving credit facility and other bank loans during the year:
• On 31 October 2022, the AUD674.5 million three year Tranche was added to the syndicated revolving credit facility. This Tranche can be
borrowed in Australian Dollars only.
• On 31 May 2023, the NZD200 million Tranche of the syndicated revolving credit facility was extended from 22 July 2024 to 31 May 2028.
There were no other material changes to the terms of the syndicated revolving credit facility.
On 28 June 2023, the Group executed a NZD300 million revolving credit facility with Westpac New Zealand Limited, expiring on 31
October 2024. As at 30 June 2023, no drawdowns have been made from the facility.
Other Loans
At 30 June 2023, the Group had other loans of $30 million (2022: $29 million) some of which were subject to the negative pledge and
some secured ($7 million). Other loans include bank overdrafts, short-term loans, working capital facilities and vendor loans.
Negative pledge
The Group borrows certain funds based on a negative pledge arrangement. The negative pledge includes a cross guarantee between
a number of wholly owned subsidiaries and ensures that external senior indebtedness ranks equally in all respects and includes the
covenant that security can be given only in very limited circumstances. At 30 June 2023, the Group had debt subject to the negative
pledge of $1,424 million (2022: $660 million).
Covenants
The Group’s financial covenants under its senior borrowing arrangements include interest cover and leverage ratio. The Group was in
compliance with all financial covenants during the year and at balance date.
The impact of debt hedging activities on borrowings is represented in the table below:
2023
Underlying borrowing
exposure
Economic debt
exposure
Currency of borrowings
Fixed rate
NZ$M
Floating rate
NZ$M
Impact of
hedging
NZ$M
Fixed rate
NZ$M
Floating rate
NZ$M% Fixed
New Zealand Dollar351727354 82660658%
Australian Dollar227103 2567477%
British Pound21(21)
Canadian Dollar19(19)
Euro74( 74)
United States Dollar369(369)
Other1515
Total834969(26)1,08269561%
2022
Underlying borrowing
exposure
Economic debt
exposure
Currency of borrowings
Fixed rate
NZ$M
Floating rate
NZ$M
Impact of
hedging
NZ$M
Fixed rate
NZ$M
Floating rate
NZ$M% Fixed
New Zealand Dollar357183133 52115277%
Australian Dollar4329 2607378%
British Pound20(20)
Canadian Dollar19(19)
Euro70(70)
United States Dollar372(372)
Other1515
Total838202(19)78124076%
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
134
Liquidity and funding risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting its financial commitments as they fall due. Funding risk is
the risk that the Group under normal circumstances, will not be able to refinance its maturing debts in an orderly manner. The Group
manages its liquidity and funding risk by maintaining a target level of undrawn committed credit facilities and an appropriate spread of
maturity dates in respect of the Group's debt facilities that it reviews on an ongoing basis.
The following maturity analysis table sets out the remaining contractual undiscounted cash flows, including estimated interest payments
for non-derivative financial liabilities and derivative financial instruments. Creditors and accruals are excluded from this analysis as they
are not part of the Group's assessment of liquidity risk because these are offset by debtors with similar payment terms.
2023
Contractual
cash flows
NZ$M
Up to 1 Year
NZ$M
1–2 Years
NZ$M
2–5 Years
NZ$M
Over 5 Years
NZ$M
Bank loans946946
Capital notes3437980184
Private placements519283236
Other loans301515
Borrowings - principal cash flows1,83894801,428236
Gross settled derivatives - to pay458249209
Gross settled derivatives - to receive(519)(283)(236)
Debt derivatives financial instruments -
principal cash flows
(61)(34)(27)
Total principal cash flows1,77794801,394209
Contractual interest cash flows1836342753
Total lease cash flows1,861224197467973
Total contractual cash flows3,8213813191,9361,185
2022
Contractual
cash flows
NZ$M
Up to 1 Year
NZ$M
1–2 Years
NZ$M
2–5 Years
NZ$M
Over 5 Years
NZ$M
Bank loans180180
Capital notes3505669225
Private placements504274230
Other loans297715
Borrowings - principal cash flows1,0636376694230
Gross settled derivatives - to pay684224250210
Gross settled derivatives - to receive(726)(222)( 274)(230)
Debt derivatives financial instruments -
principal cash flows
(42)2(24)(20)
Total principal cash flows1,0216576670210
Contractual interest cash flows19345429016
Total lease cash flows2,1092362165131,1 4 4
Total contractual cash flows3,3233463341,2731,370
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
135
17. NET FUNDING COSTS
Interest income and expense are recognised on an accrual basis in the Consolidated Income Statement using the effective interest method.
Interest costs relating to qualifying assets under development are capitalised as a component of the cost of development or construction.
Where funds are borrowed specifically for qualifying projects, the actual borrowing costs incurred are capitalised. Where the projects are
funded through general borrowings, the borrowing costs are capitalised based on the weighted average cost of borrowing. Borrowing costs
incurred after commencement of commercial operations are expensed to the Consolidated Income Statement.
Funding costs also include the changes in fair value relating to derivatives used to manage interest rate risk, and the associated changes in
fair value of the borrowings designated in a hedge relationship attributable to the hedged risk.
2023
NZ$M
2022
NZ$M
Interest income
(4)
(2)
Interest on borrowings and derivatives
87
37
Interest capitalised to balance sheet
(5)
Interest expense other
4
1
Net interest expense82
36
Changes in fair value relating to:
Borrowings designated in a hedging relationship
12
39
Derivatives designated in a hedging relationship(12)(39)
Total changes in fair value
Bank fees, registry and other expenses
1
1
Line fees
11
7
Other losses
2
Net funding costs94
46
Included in interest on borrowings and derivatives is the net settlement of the Group's interest derivatives. This consists of $35 million
of interest income and $44 million of interest expense (2022: $21 million interest income; $24 million interest expense). Other losses
includes credit valuation adjustment (CVA)/debit valuation adjustments (DVA) on derivatives.
Capitalisation of borrowing costs
The Group funds capital projects with general borrowings and has applied a weighted average capitalisation rate of 5.20% in FY23,
resulting in $4.8 million of interest cost being capitalised to the balance sheet, mainly in relation to the new Winstone Wallboards®
Tauriko plant.
Interest rate risk
At 30 June 2023, 61% of the Group's debt was subject to a fixed interest rate (2022: 76% fixed).
(i) Interest rate repricing
The following tables set out the interest rate repricing profile of interest bearing financial liabilities assuming floating rate facilities are
utilised to maintain debt levels.
2023
NZ$M
2024
NZ$M
2025
NZ$M
2026
NZ$M
2027
NZ$M
2028
NZ$M
Fixed financial liabilities 1,082844538474285170
Floating financial liabilities6959331,2391,3031,4921,607
Economic Debt1,7771,7771,7771,7771,7771,777
% Fixed61%48%30%27%16%10%
The Group's overall weighted average interest rate (based on year end borrowings) excluding fees is 5.74% (2022: 4.61%).
(ii) Interest rate risk
It is estimated an increase of 100 basis points in interest rates would result in an increase in the Group's interest costs by approximately
$7 million pre-tax on the Group's debt portfolio exposed to floating rates at balance date (2022: $2.4 million) assuming that all other
variables remain constant.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
136
18. FINANCIAL RISK MANAGEMENT
Exposures to credit, liquidity, foreign currency, interest rate and commodity price risks arise in the normal course of the Group’s
business. The principles under which these risks are managed are set out in policy documents approved by the Board. The policy
documents identify the risks and set out the Group’s objectives, policies and processes to measure, manage and report the risks. The
policies are reviewed periodically to reflect changes in financial markets and the Group’s businesses. Risk management is carried out in
conjunction with the Group's central treasury function, which supports compliance with the risk management policies and procedures.
Derivative financial instruments, including forward foreign exchange contracts, interest rate swaps, foreign currency swaps, cross
currency interest rate swaps, options, forward rate agreements and commodity price swaps are utilised to reduce exposure to market
risks. All the Group’s derivative financial instruments are held to hedge risk on underlying assets, liabilities, and forecast and committed
trading and funding transactions. The Group policy specifically prohibits the use of derivative financial instruments for trading or
speculative purposes.
The table below summarises the key financial market risks to the Group and how these risks are managed:
Financial riskDescriptionManagement of risk
Foreign currency
trade transaction risk
( (i))
Arises on the conversion of a business
unit’s foreign currency revenue and
expenditure to its functional currency,
such that a material loss or a gain may be
incurred. This covers imports, exports,
capital expenditure, and foreign currency
bank accounts balances that are not in a
business unit’s functional currency.
It is Group policy that no currency exchange risk may be
entered into or allowed to remain outstanding should it arise
on committed transactions. The Group uses foreign currency
forward contracts and foreign currency options to manage the
risk on firm commitments and recognised material trade related
exposures. The majority of these transactions have maturities of
less than one year from the reporting date.
Foreign currency
balance sheet
translation risk
( (ii))
Arises due to the translation of the Group’s
foreign denominated assets and liabilities,
overseas operations and subsidiaries to
the company’s functional currency of NZD,
such that the Group’s reporting of financial
ratios would be materially affected.
It is the Group's policy to hedge this foreign currency translation
risk by borrowing in the currency of the asset in proportion to the
Group's target debt to debt plus equity ratio.
Where the underlying debt in any currency does not equate to the
required proportion of total debt, debt derivatives, such as foreign
exchange forwards, swaps and cross currency interest rate swaps
are entered into. These are designated as net investment hedges
where the borrowings or contracts are in a different currency
from that of the business in which they are recognised.
To manage the net exposure to foreign currency borrowings, the
Group enters into cross currency interest rate swaps (CCIRS).
CCIRS are used to manage the combined foreign exchange risk
and interest rate risk as they swap fixed rate foreign currency
borrowings and interest payments into equivalent New Zealand
and Australian dollar-denominated amounts of principal with
floating and fixed interest rates.
Interest rate risk
( & )
The risk that the value of borrowings or
cash flows associated with the borrowings
will change due to changes in market rates.
The Group manages the fixed interest rate component of its
borrowings by entering into CCIRS, interest rate swaps, forward
rate agreements and options. It aims to maintain fixed interest rate
borrowings between certain ranges over specific time periods.
Commodity price
risk
Arises from committed or highly probable
trade transactions that are linked to
commodities.
The Group manages its commodity price risks through negotiated
supply contracts and, for certain commodities, by using
commodity price swaps and options. The Group manages its
commodity price risk depending on the underlying exposures,
economic conditions and access to active derivatives markets.
Cash flow hedge accounting is applied to commodity derivative
contracts. At 30 June 2023, the Group has hedged a portion of its
electricity and diesel usage for the period 1 July to 31 March 2024
and 30 June 2024 respectively. The average hedged electricity
price is NZ$149/MWh and the average hedged diesel price (ex-
Singapore) is NZ$0.97/Litre.
A 10% increase in the New Zealand electricity spot price or the
New Zealand diesel spot price at balance sheet date would not
have a material impact on the Group's earnings or equity position.
Disclosure about the credit risk associated with financial instruments and fair value measurement of financial instruments is included in
notes 18.3 and 18.4.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
137
Derivative financial instruments and hedge accounting
Derivatives are recorded at fair value with the resulting gain or loss on remeasurement recognised in the Consolidated Income Statement
unless the derivative is designated into an effective hedge relationship as a hedging instrument, in which case the timing of recognition
in the Consolidated Income Statement depends on the nature of the designated hedge relationship. For a derivative instrument to be
classified and accounted for as a hedge, it must be highly correlated with, and effective as a hedge of the underlying risk being managed.
This relationship is documented from inception of the hedge. The fair values of derivative financial instruments are determined by applying
quoted market prices, where available, or by using inputs that are observable for the asset or liability.
The Group may designate derivatives as:
–Fair value hedges (where the derivative is used to manage the variability in the fair value of recognised assets and liabilities);
–Cash flow hedges (where the derivative is used to manage the variability in cash flows relating to recognised liabilities or forecast
transactions); or
–Net investment hedges (where borrowings or derivatives are used to manage the risk of fluctuation in the translated value of its foreign
operations).
The Group holds derivative instruments until expiry except where the underlying rationale from a risk management point of view changes,
such as when the underlying asset or liability that the instrument hedges no longer exists, in which case early termination occurs.
Fair value hedges
Where a derivative financial instrument is designated as a hedge of a recognised asset or liability, or of a firm commitment, any gain or
loss on the derivative (hedging instrument) is recognised directly in the Consolidated Income Statement, together with any changes in
the fair value of the hedged risk (hedged item).
Cash flow hedges
Where a derivative financial instrument is designated as a hedge of the variability in cash flows of assets or liabilities, or of a highly
probable forecasted transaction, the effective part of any gain or loss is recognised directly in the cash flow hedge reserve within equity
and the ineffective part is recognised immediately in the Consolidated Income Statement. The effective portion is reclassified to the
Consolidated Income Statement when the underlying cash flows affect the Consolidated Income Statement.
If the hedge no longer meets the criteria for hedge accounting, hedge accounting is discontinued. The cumulative gain or loss
previously recognised in the cash flow hedge reserve remains there until the forecast transaction occurs, or is immediately recognised
in the Consolidated Income Statement if the transaction is no longer expected to occur.
Net investment hedges
Where the derivative financial instruments are designated as a hedge of a net investment in a foreign operation, the derivative financial
instruments are accounted for on the same basis as cash flow hedges through the foreign currency translation reserve (FCTR) within equity.
Cost of hedging
The forward elements of foreign exchange forwards and swaps are excluded from designation as the hedging instrument and the foreign
currency basis spreads of CCIRS are separately accounted for and recognised in Other comprehensive income as a cost of hedging.
Derivatives that do not qualify for hedge accounting
Where a derivative financial instrument does not qualify for hedge accounting, or where hedge accounting has not been elected, any
gain or loss is recognised directly in the Consolidated Income Statement.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
138
18.1 FOREIGN CURRENCY RISK
(i) Currency transaction risk
Cash flow hedge accounting is applied to forecast transactions and short-term intra-Group cash funding. The Group designates the spot
element of foreign exchange forwards and swaps to hedge its currency risk and applies a hedge ratio of 1:1. The Group's policy is for the
critical terms of the foreign exchange forwards and swaps to align with the hedged item. The main currencies hedged are the Australian
dollar, the United States dollar and the Euro. The gross value of these foreign exchange derivatives at 30 June 2023 was $592 million
(2022: $551 million).
(ii) Currency translation risk
The effect of the Group’s hedge accounting policy in managing foreign exchange risk related to the Group’s net investments in foreign
operations is presented in the table below:
Hedged investments and hedging instruments used
2023
Maturity:
0-61 months
NZ$M
2022
Maturity:
0-73 months
NZ$M
Amount of investment hedged
Foreign currency AUD
103
329
Notional amount
Cross currency interest rate swaps (37-61 months)
(103)
(105)
Foreign currency swaps (0-1 months)(224)
Hedge effectiveness
Change in value used for calculating hedge ineffectiveness
1
Net investment hedge (gain)/loss recognised in Other comprehensive income
It is estimated a 10% weakening of the New Zealand dollar against the foreign currencies that the Group is exposed to on the net assets
of its foreign operations, would result in an increase to equity of approximately $104.7 million (2022: $153 million) and no material
impact on the Consolidated Income Statement.
The Group applies hedge accounting to foreign currency denominated borrowings that are managed by CCIRS. The hedge ratio
applied is 1:1. The hedge relationship may be designated into separate cash flow hedges and fair value hedges to manage the different
components of foreign currency and interest rate risk:
• fair value hedge relationship where CCIRS are used to manage the interest rate and foreign exchange risks;
• currency risk in relation to foreign currency denominated borrowings with fixed interest rates; and
• cash flow hedge relationship where CCIRS are used to manage the variability in cash flows arising from interest rate movements on
floating interest rate payments and foreign exchange movements on payments of principal and interest.
The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on the
currency, reference interest rates, tenors, repricing dates and maturities and the notional amounts. The Group assesses whether the
derivative designated in each hedging relationship is expected to be effective in offsetting changes in the fair value of the hedged item
using the hypothetical derivative method.
In these hedging relationships, the main sources of ineffectiveness are:
• changes in counterparty credit risk and cross currency basis spreads that are not reflected in the change in the fair value of the
hedged item; and
• differences in repricing dates between the cross currency interest rate swaps and the borrowings.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
139
The effect of the Group’s hedge accounting policies in managing both its foreign exchange risk and interest rate risk related to
borrowings denominated in foreign currency is presented in the table below:
2023
USD
37-61 Months
Floating
NZD/USD
0.6944
NZ$M
CAD*
61 Months
Fixed - 4.43%
AUD/CAD
0.927
NZ$M
EUR*
37 Months
Fixed - 4.30%
AUD/EUR
0.684
NZ$M
GBP*
61 Months
Fixed - 4.80%
AUD/GBP
0.568
NZ$M
Total
NZ$M
Cash flow hedging and fair value hedging
Cross currency interest rate swaps
Nominal amount of the hedging instrument 405 19 74 21 519
Carrying amount 14 1 6 21
Accumulated cost of hedging recognised in Other
comprehensive income
(3) (3)
Change in value used for calculating hedge ineffectiveness (8) (3) (2) (13)
Hedging (gain)/loss recognised in Other comprehensive
income
(4) 3 2 1
Fair value hedge (Consolidated Income Statement) (gain)/loss 12 12
* Designated in cash flow relationship only
2022
USD
49-73 Months
Floating
NZD/USD
0.6944
NZ$M
CAD*
73 Months
Fixed - 4.43%
AUD/CAD
0.927
NZ$M
EUR*
49 Months
Fixed - 4.30%
AUD/EUR
0.684
NZ$M
GBP*
73 Months
Fixed - 4.80%
AUD/GBP
0.568
NZ$M
Total
NZ$M
Cash flow hedging and fair value hedging
Cross currency interest rate swaps
Nominal amount of the hedging instrument 395 19 70 20 504
Carrying amount 15 1 3 19
Accumulated cost of hedging recognised in Other
comprehensive income
(2) (1) (1) (4)
Change in value used for calculating hedge ineffectiveness (32) (1) (33)
Hedging (gain)/loss recognised in Other comprehensive
income
(7) 1 (6)
Fair value hedge (Consolidated Income Statement) (gain)/loss 39 39
* Designated in cash flow relationship only
18.2 INTEREST RATE RISK
The Group applies hedge accounting to the borrowings and the associated interest rate swaps, for movements in benchmark market
interest rates. Hedge accounting is applied to these instruments for floating-to-fixed instruments as cash flow hedges or for fixed-to-
floating instruments as fair value hedges. The Group applies a hedge ratio of 1:1.
The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on the
reference interest rates, tenors, repricing dates and maturities and the notional amounts.
The Group assesses whether the derivative designated in each hedging relationship is expected to be effective in offsetting changes in
the fair value of the hedged item using the hypothetical derivative method.
In these hedging relationships, the main sources of ineffectiveness are:
• the effect of the counterparty and the Group's own credit risk on the fair value of the interest rate swaps that is not reflected in the
change in the fair value of the hedged item; and
• differences in repricing dates between the interest rate swaps and the borrowings.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
140
2023
NZD Borrowings
25-60 Months
4.34%
NZ$M
AUD Borrowings
7 months
1.91%
NZ$M
Total
NZ$M
Cash flow hedging
Interest rate swaps
Nominal amount of the hedging instrument475153628
Carrying amount - derivative assets/(liabilities)729
Change in value used for calculating hedge ineffectiveness6(1)5
Hedging (gain)/loss recognised in Other comprehensive income(6)1(5)
2022
NZD Borrowings
9-61 Months
3.83%
NZ$M
AUD Borrowings
18 months
1.91%
NZ$M
Total
NZ$M
Cash flow hedging
Interest rate swaps
Nominal amount of the hedging instrument164155319
Carrying amount - derivative assets/(liabilities)134
Change in value used for calculating hedge ineffectiveness2911
Hedging (gain)/loss recognised in Other comprehensive income(2)(9)(11)
There was no hedge ineffectiveness recognised in the Consolidated Income Statement during the year.
18.3 CREDIT RISK
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual
obligations. To the extent the Group has a receivable from another party, there is a credit risk in the event of non-performance by that
counterparty and arises principally from receivables from customers, derivative financial instruments and the investment of cash.
(i) Impairment of financial assets
The Group has a credit policy in place under which customers are individually analysed for credit worthiness and assigned a purchase
limit. If no external ratings are available, the Group reviews the customer's financial statements, trade references, bankers' references
and/or credit agencies' reports to assess credit worthiness. These limits are reviewed on a regular basis. Owing to the Group’s industry
spread at balance date, there were no significant concentrations of credit risks in respect of trade receivables. Refer to note 8 for debtor
balances and ageing analysis.
The Group has two types of financial assets that are subject to the expected credit loss model:
• Debtors (including trade debtors, contract debtors and contract retentions) (note 8)
• Construction contract assets (note 2.6)
While cash and cash equivalents are also subject to the impairment requirements of NZ IFRS 9 Financial Instruments, the identified
impairment loss was immaterial.
Most goods are sold subject to retention of title clauses, so that in the event of non-payment the Group may have a secured claim.
Credit risks may be further mitigated by registering an interest in the goods sold and the proceeds arising from that supply. The Group
does not otherwise require collateral in respect of trade receivables.
Debtors and construction contract assets
The Group applies the NZ IFRS 9 simplified approach to measuring expected credit losses (ECL) which uses a lifetime expected loss
allowance for all trade receivables and contract assets.
To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk
characteristics and the days past due. The construction contract assets relate to unbilled work in progress and have substantially the
same risk characteristics as the trade receivables for the same types of contracts. The Group has therefore concluded that the expected
loss rates for trade receivables are a reasonable approximation of the loss rates for the contract assets.
The expected loss rates are based on the payment profiles of historical sales the corresponding historical credit losses experienced
within this period. The historical loss rates are adjusted to reflect current and forward looking information on macroeconomic factors
affecting the ability of the customers to settle the receivables. The Group has identified the GDP and the unemployment rate of the
countries in which it sells its goods and services to be the most relevant factors, and accordingly adjusts the historical loss rates based
on expected changes in these factors.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
141
Notes to the Consolidated Financial Statements 2023 (Continued)
The table below provides movement in the Group's expected credit loss provision:
2023
NZ$M
2022
NZ$M
Opening provision for expected credit losses as at 1 July 2022(20)
(18)
Increase in provision for doubtful debts recognised in the Consolidated
Income Statement
1
(3)
Receivables written off during the year as uncollectible
Unused amount reversed
(1)
1
Closing provision for expected credit losses as at 30 June 2023(20)
(20)
Trade receivables and contract assets are written off where there is no reasonable expectation of recovery. Indicators that there is no
reasonable expectation of recovery include, amongst others, the failure of a debtor to engage in a repayment plan with the Group.
Impairment losses on trade receivables and contract assets are presented as net impairment losses in the Consolidated Income
Statement. Subsequent recoveries of amounts previously written off are credited against the same line item.
(ii) Derivative financial instruments and the investment of cash
The Group enters into derivative financial instruments and invests cash with various counterparties in accordance with established
Board approved credit limits as to credit rating and dollar value but does not require collateral or other security except in limited
circumstances. In accordance with the established counterparty limits, there are no significant concentrations of credit risk in respect
of these financial instruments and no loss is expected.
The Group has not renegotiated the terms of any financial assets that would otherwise be overdue or impaired. The carrying amount of
non-derivative financial assets represents the maximum credit exposure. The carrying amount of derivative financial assets is at their
current fair value.
18.4 FAIR VALUES
The estimated fair value measurements for financial assets and liabilities compared to their carrying values in the Consolidated Balance
Sheet, are as follows:
20232022
Classification
Carrying
value
NZ$M
Fair value
NZ$M
Carrying
value
NZ$M
Fair value
NZ$M
Financial assets
Cash and liquid depositsAmortised cost
365 365
351 351
DebtorsAmortised cost
1,109 1,109
1,180 1,180
Forward exchange contracts - fair value through profit or lossFair value
2 2
6 6
Forward exchange contracts - cash flow hedgeFair value
8 8
8 8
Forward exchange contracts - net investment hedgeFair value
Cross currency interest rate swaps - split designationFair value
30 30
15 15
Cross currency interest rate swaps - cash flow hedgeFair value
7 7
4 4
Interest rate swaps - cash flow hedgeFair value
13 13
5 5
Commodity price swaps - cash flow hedgeFair value
2 2
2 2
Total financial assets 1,536 1,536 1,571 1,571
Fletcher Building Limited Annual Report 2023
142
20232022
Classification
Carrying
value
NZ$M
Fair value
NZ$M
Carrying
value
NZ$M
Fair value
NZ$M
Financial liabilities
Creditors and accrualsAmortised cost 1,197 1,197 1,217 1,217
Bank loansAmortised cost 946 946 180 180
Private placementsAmortised cost 484 480 481 468
Other loansAmortised cost 30 30 29 29
Capital notesAmortised cost 343 315 350 338
Forward exchange contracts - fair value through profit or lossFair value 1 1 1 1
Forward exchange contracts - cash flow hedgeFair value 1 1
Forward exchange contracts - net investment hedgeFair value 2 2
Cross currency interest swaps - split designationFair value1616
Interest rate swaps - cash flow hedgeFair value4 4 1 1
Commodity price swaps - cash flow hedgeFair value
Total financial liabilities3,021 2,9892,262 2,237
Total financial instruments(1,485)(1,453)(691)(666)
Fair value measurement
All of the Group's derivatives are in designated hedge relationships and are measured and recognised at fair value.
All derivatives are level 2 valuations based on accepted valuation methodologies. Forward exchange fair value is calculated using
quoted forward exchange rates and discounted using yield curves derived from quoted interest rates matching maturity of the contract.
The fair value of commodity price swaps is measured using a derived forward curve and discounted using yield curves derived from
quoted interest rates matching the maturity of the contract.
Interest rate derivatives are calculated by discounting the future principal and interest cash flows at current market interest rates that are
available for similar financial instruments.
Level 1 Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) other than quoted
prices included within level 1.
Level 3 Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Fair value disclosures
The fair values of borrowings used for disclosure are measured under level 2, by discounting future principal and interest cash flows
at the current market interest rate plus an estimated credit margin that is available for similar financial instruments with a similar credit
profile to the Group.
The interest rates across all currencies used to discount future principal and interest cash flows are between 2.7% and 7.5% (2022: (0.3%)
and 5.65%) including margins, for both accounting and disclosure purposes.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
143
Group Structure and Related Parties
This section details the Group's capital, non-controlling interest of subsidiaries, investments in associates and joint ventures and
information relating to transactions with other related parties.
19. DIVIDENDS AND SHAREHOLDER TAX CREDITS
Dividends
2023
NZ$M
2022
NZ$M
Full year dividend paid October 2021 (18.0 cents per share)148
Interim dividend paid March 2022 (18.0 cents per share)144
Full year dividend paid October 2022 (22.0 cents per share)
172
Interim dividend paid April 2023 (18.0 cents per share)
139
311
292
In line with the Company's dividend policy, the Board declared a final dividend of 16.0 cents per share for the 2023 financial year.
Shareholder tax credits
Imputation and franking credits allow the Company to transfer the benefit from the tax it has paid in New Zealand and Australia respectively
to its shareholders when it pays dividends.
2023
NZ$M
2022
NZ$M
Imputation credit account
Imputation credits at the beginning of the year
67
5
Taxation paid
58
4
Imputation credits attached to dividend paid
(92)
(42)
Taxation payable
4
100
Imputation credits available for use in subsequent accounting periods
37
67
2023
A$M
2022
A$M
Franking credit account
Franking credits at the beginning of the year
38
35
Taxation paid
Franking credits received 3
Franking credits available for use in subsequent accounting periods
38
38
20. CAPITAL
Ordinary shares are classified as shareholders’ funds. Costs directly attributable to the issue of new shares or options are shown in
shareholders’ funds as a reduction from the proceeds. Acquired shares are classified as treasury stock and presented as a deduction from
share capital under the treasury stock method, as if the shares are cancelled, until they are reissued or otherwise disposed of.
2023
NZ$M
2022
NZ$M
Reported capital at the beginning of the year excluding treasury stock
3,003
3,248
Repurchase of shares
(13)
(250)
Vested share-based payment
3
5
Reported capital at the end of the year excluding treasury stock
2,993
3,003
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
144
All ordinary shares are issued and fully paid and carry equal rights in respect of voting, dividend payments and distribution upon
winding up.
20232022
Number of ordinary shares issued and fully paid
Number of shares on issue at the beginning of the year
783,043,596
821,152,019
Repurchase of shares(38,108,423)
Total number of shares on issue
783,043,596
783,043,596
Less shares accounted for as treasury stock
(6,655,828)
(4,999,501)
776,387,768
778,044,095
The Group completed an on-market share buyback in June 2022, where the Group had repurchased 38,108,423 shares for the total
consideration of $250 million. These purchased shares were subsequently cancelled, leaving the total number of shares on issue at 30
June 2022 of 783,043,596 shares.
21. NON-CONTROLLING INTERESTS
Non-controlling interests are allocated their share of profit for the year in the Consolidated Income Statement and are presented separately
within equity in the Consolidated Balance Sheet. The effect of all transactions with non-controlling interests that change the Group’s
ownership interest but do not result in a change in control are recorded in equity.
2023
NZ$M
2022
NZ$M
Share capital
14
9
Reserves
13
6
27
15
22. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES
Investments in associates and joint ventures are measured using the equity method. The equity method has been used for associate entities
over which the Group has significant influence but not control.
A joint arrangement is an arrangement where two or more parties have joint control. The Group classifies its joint arrangements as either
joint operations or joint ventures depending on the legal, contractual and other rights and obligations.
2023
NZ$M
2022
NZ$M
Investment by associate/joint venture:
Wespine Industries Pty Ltd
72
66
Hexion Australia Pty Ltd
23
23
Altus NZ Limited
78
71
NX2 Hold LP
28
12
Other
24
23
225
195
Equity accounted earnings comprise:
Sales - 100%
596
589
Earnings before taxation - 100%
117
67
Earnings before taxation - Fletcher Building share
42
34
Taxation expense
(8)
(10)
Earnings after taxation - Fletcher Building share34
24
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
145
23. RELATED PARTY DISCLOSURES
The disclosures below set out transactions and outstanding balances that Group companies and other related parties have with each other.
Key management personnel are defined as the Executive Committee and Board of Directors.
Sales to
related parties
NZ$M
Purchased from
related parties
NZ$M
Amounts owing
from related
parties (within
debtors)
NZ$M
Amounts owing
to related parties
(within creditors)
NZ$M
2023
Wespine Industries Pty Ltd and Hexion Australia Pty Ltd42 6
Interpipe Holdings Limited4
Altus NZ Limited15
NX2 Hold LP72
Others4 2
2022
Wespine Industries Pty Ltd and Hexion Australia Pty Ltd47 9
Interpipe Holdings Limited7 1
Altus NZ Limited10 1
NX2 Hold LP893
Others4 2
As at 30 June 2023, the Group held $2.5 million of cash deposits on behalf of three alliances/joint operations; M2PP, Ground
Improvement and Hamilton Expressway. The Group holds 75%, 50% and 61% respective interest in these alliances/joint operations.
2023
NZ$M
2022
NZ$M
Key management personnel compensation
Directors' fees
2
2
Executive committee remuneration paid, payable or provided for:
Short-term employee benefits
18
23
Long-term employee benefits2
Fletcher Building Retirement Plan
As at 30 June 2023, Fletcher Building Nominees Limited (the New Zealand retirement plan) held $3.5 million of shares in Fletcher
Building (2022: $2.9 million of shares).
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
146
Other Information
This section provides additional required disclosures that are not covered in the previous sections.
24. CAPITAL EXPENDITURE COMMITMENTS
Capital expenditure commitments are those where future expenditure has been committed at year-end, but not recognised as liabilities
as follows:
2023
NZ$M
2022
NZ$M
Committed at year end
Property, plant and equipment and other long-term assets
284
204
25. CONTINGENT LIABILITIES
Contingent liabilities are possible legal or constructive obligations arising from past events and whose existence will be confirmed only by
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group. A contingent liability may
also be a present obligation arising from past events but is not recognised on the basis that an outflow of economic resources to settle the
obligation is not viewed as probable, or the amount of the obligation cannot be reliably measured. When the Group has a present obligation,
an outflow of economic resources is assessed as probable and the Group can reliably measure the obligation, a provision is recognised.
The Group, in the normal course of business, may be subject to legal claims and other exposures in respect of which no provision has been
made. Obligations assessed as having probable future economic outflows capable of reliable measurement are provided for at reporting
date and matters assessed as having possible future economic outflows capable of reliable measurement are included in the total amount of
contingent liabilities below.
Individually significant matters, including narrative on potential future exposures incapable of reliable measurement, are disclosed below, to
the extent that disclosure does not prejudice the Group.
Guarantees
In certain circumstances, the Group guarantees the performance of particular business units in respect of their obligations. This includes
bonding and bank guarantee facilities used primarily by the construction business as well as performance guarantees for certain Group’s
subsidiaries.
Contingent liabilities in relation to guarantees, claims and others
2023
NZ$M
2022
NZ$M
Contingent liabilities with respect to guarantees extended on trading transactions,
performance bonds and other transactions
391
383
Contingent liabilities with respect to claims
40
431
383
Product claims
Iplex® Australia has received a number of product quality complaints relating to a hot and cold water polybutylene pipe product it previously
manufactured (under the name "Pro-fit"). The complaints relate to leaks in homes, primarily built by group home builders in Western
Australia, which requires repair or replacement of the pipes and, in some cases, damage to the affected homes. Reports to Iplex® Australia
are that the leak rate in other States is not materially unusual for a product of this type. No legal proceeding has been commenced but
the complaints directed at Iplex® Australia assert that the cause of the failures is attributable to it. Iplex® Australia has not identified the
root cause or causes of the leak. At this time the work Iplex® Australia has undertaken or commissioned that has been completed does not
identify a manufacturing defect. The Western Australia building regulator (the Department of Mines, Industry Regulation and Safety, known
as DMIRS) has investigated the matter and informed Iplex® Australia that, as foreshadowed in the April 17 NZX announcement, "concerns
were identified" regarding the manufacturing processes used for Pro-fit by Iplex® Australia. Subsequent to balance date, DMIRS has referred
the matter to the Australian Competition and Consumer Commission (ACCC). Iplex® Australia’s exposure to future costs incurred by the
leaks, if any, will depend on the final determination of a number of matters. As advised to the market, Iplex® Australia has made a provision
of A$15 million, which is treated as a Significant Item. That provision is not an indication of Iplex® Australia's view as to the costs it will
or may incur in relation to this matter, but in respect of costs expected to be incurred in investigating this matter and providing funds to
Western Australia builders who choose to take advantage of its offer to contribute to the cost of repairs and replacement work in the interim.
At balance date, given current facts and circumstances, Iplex® Australia has concluded that the evidence obtained by it to date does not
establish it is responsible for the matter and, as such, an outflow of funds is not probable. Ultimately, if Iplex® Australia is found to bear some
responsibility, the cost to it in rectifying homes with Pro-fit installed (as well as to meet any damages claims, fines and other costs) may be a
sum that could have a material impact on the Group’s financial position. Further information about this matter is outlined in the Risk Section
of the Annual Report (refer to page 77).
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
147
Construction defects
As part of its business, the Group’s Construction division has exposure for defects in construction projects post their completion. That exposure
arises either from the terms of the relevant contract or at law. As at 30 June 2023, the Group was subject to claims of this type. In assessing
them, the Group has applied estimates and judgements, including assessing the merits of the claim, the cost to repair and the likelihood of
receipt of payment or other recovery. These estimates and judgements may change as the claim or repair work progresses. The Group has
considered its exposure to the claims received to date and, where it considers appropriate to do so, has provided for them. There remains a risk
that, ultimately, the final exposure of the Group to these claims will be greater than the amount allowed.
Class action proceedings
On 13 March 2023, the Group announced that class action proceedings had been filed against it in the Supreme Court of Victoria making
allegations that between 17 August 2016 and 23 October 2017 the Group misrepresented the performance and financial position of its
Building + Interiors (B+I) business and failed to disclose information as to its true financial position. The claim is said to be brought on behalf
of shareholders who acquired an interest in fully paid ordinary shares in the Group on the Australian Securities Exchange or NZX Main Board
between those dates.
The Group will defend the proceedings. Based on current status of the proceedings the Group has determined there is no present obligation
and the claims against the Group have not been quantified.
26. TAXATION
The provision for current tax is the estimated amount due for payment during the next 12 months by the Group. The provision for deferred
tax has been calculated using the balance sheet liability method.
Deferred tax is recognised on tax losses, tax credits and on the temporary difference between the carrying amount of assets and liabilities
and their taxable value where recovery is considered probable. Deferred tax is not recognised on the following temporary differences:
–The initial recognition of goodwill; and
–The initial recognition of asset and liabilities for a transaction that is not a business combination and, at the time of the transaction, affects
neither the accounting nor taxable profit or loss.
There are no significant deferred tax liabilities in respect of the undistributed profits of subsidiaries and associates.
Judgements are required about the application of income tax legislation. These judgements and assumptions are subject to risk and
uncertainty as there is a possibility of future changes in the interpretation and/or application of tax legislation. This may impact the amount
of current and deferred tax assets and liabilities recognised in the Consolidated Balance Sheet and the amount of other tax losses and
temporary differences not yet recognised. In such circumstances, some or all of the carrying amounts of recognised tax assets and liabilities
may require adjustment, resulting in a corresponding credit or charge to the Consolidated Income Statement.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
148
Below is the reconciliation of earnings before taxation to taxation expense:
2023
NZ$M
2022
NZ$M
Earnings before taxation
343
598
Taxation at 28 cents per dollar
96
167
Adjusted for:
Difference in tax rates
2
1
Non-assessable income
(14)
(8)
Non-deductible expenses
4
3
Tax losses for which no deferred tax asset was recognised
13
Utilisation of previous unrecognised tax losses(13)
Tax in respect of prior years
1
(4)
Tax expense on earnings89
159
Tax on earnings before Significant items
173
161
Tax benefit on Significant items
(84)
(2)
89
159
Total current taxation expense
130
163
Total deferred taxation benefit
(41)
(4)
89
159
Current tax assets/(liabilities)
Included within the Consolidated Balance Sheet as follows:
Current tax assets
6
Current tax liabilities(107)
6
(107)
Movement during the year:
Opening provision for current tax assets
(107)
9
Taxation expense
(130)
(163)
Transfer from deferred taxation
50
27
Non-controlling interest share of taxation expense
4
4
Tax recognised directly in reserves
(2)
4
Net tax payments
191
13
Currency movement(1)
6
(107)
Provision for deferred tax assets
Included within the Consolidated Balance Sheet as follows:
Deferred tax assets
193
209
193
209
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
149
2023
NZ$M
2022
NZ$M
Movement during the year:
Opening deferred tax assets
209
238
Taxation expense
41
4
Transfer from current tax
(50)
(27)
Tax recognised directly in reserves (10)
Acquisitions
(5)
Currency movement
(2)
4
193
209
Composed of:
Provisions and other liabilities
167
124
Inventories
16
15
Debtors
6
6
Property, plant and equipment
(37)
(32)
Brands
(85)
(86)
Tax losses
53
91
Right-of-use assets
(369)
(377)
Lease liabilities
444
463
Other
(2)
5
193
209
The net deferred tax asset balance of $193 million at 30 June 2023 largely comprises of Construction division provisions and Australian
tax losses incurred in the current and prior periods. It is expected there will be sufficient future earnings in New Zealand and Australia to
utilise the deferred tax asset in each of these jurisdictions.
Notes to the Consolidated Financial Statements 2023 (Continued)
27. RETIREMENT PLANS
Fletcher Building Limited is the principal sponsoring company of a plan that provides retirement and other benefits to employees of
the Group in New Zealand and Australia. Participation in this plan has been closed for a number of years, although defined contribution
savings plans have been made available.
The Group’s plan assets and liabilities in respect of individual defined benefit retirement plans are calculated separately for each plan by an
independent actuary, as being the fair value of the plan’s assets less the present value of the future obligations to the members. The value
of the asset recognised cannot exceed the present value of any future refunds from the plans or reductions in future contributions to the
plans, unless a constructive right to a refund of the surplus exists, in which case the amount to be refunded is recognised as an asset. In
the Group’s balance sheet, plans that are in a surplus position are not offset with plans that are in a liability position. The refund of the New
Zealand surplus is subject to Financial Markets Authority (FMA) approval under FMCA 2013 Section 177.
Principal assumptions made in the actuarial calculation of the defined benefit obligation relate to the discount rate, rate of salary inflation
and life expectancy. The calculation of the defined benefit obligations are based on years of service and the employees' compensation
during their years of employment. Contributions are intended to provide not only for benefits attributed to service to date but also for those
expected to be earned in the future. A discount rate of 4.76% has been applied in 2023 on benefit obligations (2022: 4.03%). In applying
sensitivity analysis, a 1% lower discount rate assumption increases the defined benefit obligation by $12 million, whilst adding one additional
year of life expectancy of scheme members increases the obligation by $7 million.
The following table provides the weighted average assumptions used to develop the net periodic pension cost and the actuarial present
value of projected benefit obligations for the Group's plans:
2023
%
2022
%
Assumed discount rate on benefit obligations
4.76
4.03
Annual rate of increase in future compensation levels
2.37
2.11
Fletcher Building Limited Annual Report 2023
150
Fletcher Building Limited has an obligation to ensure that the funding ratio of the New Zealand plan's assets is at least 115% of the plan's
actuarial liability. At 31 March 2023, the value of the plan assets was 184% of the actuarial liability and the funded surplus was $122
million (31 March 2022: 182%, $132 million).
During the year the Group contributed less than $1 million (2022: less than $1 million) in respect of its Australian defined benefit plans.
It contributed $58 million (2022: $55 million) in respect of its defined contribution plans worldwide, including Kiwisaver and Australia
Superannuation.
The net period pension cost recognised in the year in earnings before interest and taxation was $2 million (2022: $2 million). The Group
expects to contribute less than $1 million to its New Zealand and Australian defined benefit plans during the year to 30 June 2024. The
Group is currently not contributing to the New Zealand plan.
2023
NZ$M
2022
NZ$M
Recognised net asset
Assets of plans
348
360
Projected benefit obligation
(222)
(236)
Funded surplus
126
124
Asset ceiling effect
Recognised net asset126
124
Movement in recognised net asset
Recognised net asset at the beginning of the year
124
108
Currency translation
(1)
(1)
Actuarial movements for the year18
Net periodic pension cost
3
(1)
Recognised net asset126
124
Assets of the plans
Assets of plans at the beginning of the year
360
401
Actual return on assets
7
2
Total contributions
2
1
Benefit payments
(21)
(44)
348
360
Assets of the plans consist of:
Australasian equities
29
29
International equities
136
128
Property
12
32
Bonds
93
97
Cash and short-term deposits
23
14
Other assets
55
60
348
360
Projected benefit obligation
Projected benefit obligation as at the beginning of the year
(236)
(293)
Service cost
(2)
(2)
Interest cost
(9)
(5)
Past service cost/curtailments(1)
Actuarial loss arising on changes in demographic assumptions
(1)
(1)
Member contributions(1)
Actuarial gain arising on changes in financial assumptions
9
32
Actuarial loss arising on other assumptions - experience adjustments
(3)
(7)
Benefit payments
22
41
Currency translation
(2)
1
(222)
(236)
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
151
28. SHARE-BASED PAYMENTS
The Group has a number of employee incentive schemes, and whilst some are offered to all employees, others are offered only to specific
individuals.
All schemes are equity-settled share-based payment arrangements, accounted for under NZ IFRS 2 Share-based Payments and are
measured at fair value at grant date. The fair value of shares or options granted to employees is recognised as an employee expense in the
Consolidated Income Statement over the restrictive period, with the restrictive period being the period over which the service requirement
of the particular scheme is met, with a corresponding increase in the employee share-based payment reserve.
When shares or options vest and shares are awarded to employees, the amount in the share-based payment reserve relating to those
instruments is transferred to share capital. When share-based payments do not vest as a result of a market conditions not being met,
the amount in the share-based payment reserve is reclassified to retained earnings. When share-based payments do not vest due to a
performance condition not being met, any amount previously recognised is released to the Consolidated Income Statement.
Long-term incentive (LTI) share scheme
The Group has a long-term share-based performance incentive scheme targeted at selected employees most able to influence the
results of the Group (invited to participate at the discretion of the Company). The aim is to drive long-term, sustainable results and
create shareholder value by aligning our most senior people with the shareholders' interests, ensuring value is only created for our
people where relative Total shareholder Return (TSR) is realised.
The long-term share scheme allows scheme participants to acquire shares in the Company at market price (i.e. face value at the time of
grant), funded by an interest-free loan from the Group. The scheme participants are entitled to vote on the shares and to receive cash
dividends, the proceeds of which are used to reduce the loan. The shares are held in trust for the scheme participants by the Trustee,
Fletcher Building Share Schemes Limited.
Entitlement under the scheme is dependent upon the Group's TSR exceeding the 51st percentile of the TSR of the comparator Group
over a three year restricted period. Scheme participants can elect to extend the restrictive period for an additional year if the Group's
TSR means that the vesting level is between the 51st and 75th percentile of the comparator Group. The three-year restrictive period is
automatically extended for an additional year if the minimum vesting threshold is not met.
At the end of the restrictive period or any extension, the Group will pay a bonus to the executives to the extent that performance hurdles
have been met, the after-tax amount of which will be generally sufficient for the scheme participants to repay the balance of the loan in
respect of the shares which are to be transferred.
If the performance hurdles are not met or are only partially met and the shares do not transfer to the scheme participants, the amount
in the share-based payments reserve will remain in equity and will not be released to earnings, with the trustee acquiring the beneficial
interest in some or all of the relevant shares. The loan provided in respect of those shares which do not transfer to the scheme
participants (the forfeited shares) will be novated to the trustee and will be fully repaid by the transfer of the forfeited shares.
During the year, there was an introduction of a return on funds employed (ROFE) measure in addition to the current relative total
shareholder return (rTSR) measure. The use of ROFE in the LTI share scheme aligns to the Group's focus on performance and growth.
The weighting of rTSR has been adjusted from 100% to 50% with ROFE sitting at 50%. For both measures, 0% vests at threshold and
100% at maximum (i.e. up to 50% for each measure) with straight-line vesting in between. All grants do not include the opportunity to
extend the restrictive period.
The following are details with regard to the scheme:
2022
Award
2021
Award
2020
Award
2019*
Award
Grant date1 September 20221 July 20211 July 20201 July 2019
Number of shares granted616,654 395,085 1,998,635 1,386,100
Market price per share at grant date$5.61$ 7.4 8$3.66$5.21
Total value at grant date (NZ$)$3,459,429$2,955,236$7,315,004$7,221,581
Vesting date31 August 202530 June 202430 June 202330 June 2022
Number of shares:
Number of shares originally granted616,654 395,085 1,998,635 1,386,100
Less forfeited over life of scheme(372,296)(328,844)
Less vested over life of scheme(40,803)
Number of shares held at 30 June 2023616,654395,0851,585,5361,057,256
* As of 1 July 2023, this scheme did not vest.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
152
2023
NZ$M
2022
NZ$M
Total fair value expense in year for LTI
4
3
Amount recognised at year end in the share based payment reserve
16
15
Fair value has been determined using Monte Carlo valuation methodology.
Deferred short-term incentive (STI) plan
A senior short-term incentive (STI) share-based payment scheme has been put in place for selected senior employees (invited to
participate at the discretion of the Company), which is recognised on the achievement of the Group and individual performance
objectives using a balanced scorecard. The aim is to align the financial interests of participating senior employees with the Company’s
shareholders and recognise the differing priorities, and development phases in which our businesses are operating through individual
targets and measures.
The scheme grant date is 1 July each year, with 1 July 2021 being the first scheme offered. Following the release of the final audited
financial year results, the selected employees STI's are split between a cash payment and a deferred STI portion entitling the employee
to share rights. Achievement is calculated based on various non-market conditions specific to the individual, safety goals, as well as
financial goals and is performed one year after grant date, generally in September, with the cash component settled at this time. The
share rights portion of award convert into Fletcher Building ordinary shares two years from achievement date, where the number of
share rights awarded are determined based on the share price at 30 June, one year after grant date. For most employees, the award is
subject to the participant remaining employed with the Group for three years.
2023
NZ$M
2022
NZ$M
Total fair value expense in year for deferred STI
5
3
Employee retention share scheme
The employee retention share scheme is a special retention arrangement in the form of one-off share-based payments that have been put
in place for certain senior management and executives.
2023
NZ$M
2022
NZ$M
Total fair value expense in year for employee retention share scheme
1
1
Employee share purchase scheme - FBuShare
FBuShare is Fletcher Building’s employee share purchase scheme available to all eligible Group employees. The plan aims to connect
our people with our performance, and to promote employee engagement and retention. Employees purchase shares (purchased shares)
at market prices in the Group and, if they continue to be employed after a three-year qualification period, they become entitled to
receive one bonus award share for every two shares purchased in the first year of each qualification period and still owned at the end of
that period. FBuShare does not require any performance criteria to be met. FBuShare has a minimum contribution rate of NZ$250 per
annum and a maximum contribution rate of NZ$5,000 per annum (or the equivalent currency in other countries) of the employees after-
tax pay. Directors are not eligible to participate in FBuShare.
Dividends paid will be re-invested in additional shares. Employees will receive award shares on any additional shares, subject to the
same conditions set out above. The employees are responsible for any income tax liability payable on dividends and on the value of any
award shares.
At the end of each three year qualification period, employees may continue to hold any purchased, additional and award shares or they
may sell some or all of the shares.
During the year, approximately 0.5 million award shares vested. At 30 June 2023, approximately 1.5 million shares would be required to
satisfy the obligation to provide award shares to FBuShare participants based on the purchased share balances.
2023
NZ$M
2022
NZ$M
Total fair value expense in year for employee share purchase scheme
1
2
29. SUBSEQUENT EVENTS
On 16 August 2023, the Directors declared a final dividend of 16.0 cents per share, payable on Thursday 5 October 2023.
Notes to the Consolidated Financial Statements 2023 (Continued)
Fletcher Building Limited Annual Report 2023
153
Independent Auditor's Report
Independent Auditor's Report to the Shareholders of Fletcher Building Limited
Opinion
We have audited the financial statements of Fletcher Building Limited (the “Company”) and its subsidiaries (together the
“Group”) on pages 101 to 153 which comprise the consolidated balance sheet of the Group as at 30 June 2023, and the
consolidated income statement, consolidated statement of comprehensive income, consolidated statement of movements
in equity and consolidated statement of cash flows for the year then ended of the Group, and the notes to the consolidated
financial statements including a summary of significant accounting policies.
In our opinion, the consolidated financial statements on pages 101 to 153 present fairly, in all material respects, the
consolidated financial position of the Group as at 30 June 2023 and its consolidated financial performance and cash flows
for the year then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards and
International Financial Reporting Standards.
This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might state to
the Company’s shareholders those matters we are required to state to them in an auditor’s report and for no other purpose.
To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the
Company’s shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our
report.
We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of Ethics for
Assurance Practitioners (including International Independence Standards) (New Zealand) issued by the New Zealand Auditing
and Assurance Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Ernst & Young provides agreed upon procedures, taxation compliance, financial statement compilation services, pre-
assurance over non-financial metrics and other assurance services to the Group. Partners and employees of our firm may deal
with the Group on normal terms within the ordinary course of trading activities of the business of the Group. We have no other
relationship with, or interest in, the Group.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
consolidated financial statements of the current year. These matters were addressed in the context of our audit of the
consolidated financial statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion
on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section
of the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures
designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our
audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion
on the accompanying consolidated financial statements.
Fletcher Building Limited Annual Report 2023
154
Independent Auditor's Report (Continued)
Construction revenue and associated provision for onerous contracts
Why significantHow our audit addressed the key audit matter
A substantial amount of the Group’s revenue
relates to revenue from construction
contracts. Where these contracts are fixed
price and have a long-term duration, revenue
and margin are recognised over time as the
services are performed under individual
contracts. This is calculated based on the
proportion of total costs incurred at the
reporting date compared to the Group’s
estimation of total costs of the contract and
the total expected revenue from the relevant
contract. Expected revenue comprises fixed
contractual revenue and where relevant
other amounts, for example variations due to
scope changes or extension of time claims.
Where the unavoidable costs of meeting
the obligations under a contract exceed the
economic benefits expected to be received
under that contract, a provision is recorded
for the difference between these amounts.
There is a high level of management
judgement and estimation involved in
accounting for the Group’s fixed price and
long-term duration construction contracts, in
particular relating to:
–Initial forecasting of total cost to
complete, including the estimation of
cost contingencies for contracting risks,
and revisions to these forecast costs as a
result of events or conditions that occur
during the performance of the contract
or are expected to occur to complete the
contract;
–the recognition of variable consideration
based on an assessment by the Group as
to whether it is probable that the amount
will be approved by the customer and
therefore recovered; and
–the consideration of the unavoidable cost
and economic benefits expected when a
contract has become onerous.
Disclosures regarding the Group’s
construction contracts are included in
, , and of the financial
statements.
In obtaining sufficient appropriate audit evidence, we:
–confirmed our understanding of the Group’s processes regarding
accounting for contract revenues and costs. We tested controls including:
›the performance of monthly project reviews, which involves management
assessing key aspects of contract performance; and
›the project reviews undertaken by the divisional and Group management
and Audit & Risk Committee.
–selected a sample of contracts for testing based on a number of quantitative
and qualitative factors. These qualitative factors included known or expected
to be onerous contracts, those with significant deterioration of margin and/or
completion dates, significant variations and claims and other factors which
might indicate a greater level of judgement was required by the Group. For
the contracts selected, where relevant, we:
›read the contract terms and conditions to evaluate whether the individual
characteristics of each contract were reflected in the Group’s estimation
of total costs of the contract;
›tested controls as they pertain to contract costs incurred in the
year and validated a sample of costs incurred to date to supporting
documentation;
›sample tested the estimated costs to complete by agreeing key forecast
cost assumptions to underlying evidence such as subcontractor
quotes, historical invoicing, employment records or agreements with
subcontractors;
›evaluated the Group’s ability to forecast total cost to complete by
analysing the accuracy of previous forecasts to actual outcomes or to
current estimates of cost to complete, assessing the reason for changes
to the estimate;
›evaluated, utilising our legal specialists where appropriate, external legal
and construction experts’ reports on contentious matters, to identify
factors which might influence the recognition of variable consideration
or liquidated or other damages included in management’s assessment of
the least net cost to fulfil onerous contracts;
›checked variable consideration, where material, to executive leadership
team and Board approvals, supporting documentation and to underlying
contracts, where relevant;
›evaluated the objectivity and expertise of the external experts utilized by
the Group to support the best estimate of onerous contract provisions;
›evaluated contract performance in the period since year end to the date
of this report to assess the Group’s year end judgements in respect of
revenue recognition and forecast costs to complete; and
›evaluated any insurance recoveries relevant to the expected value of
onerous contract provisions. In these situations, we considered whether
forecast recoveries assumptions were appropriate and whether incurred
and forecast costs claimed and expected to be claimed were within the
total indemnity limits and the sub limits, if relevant.
–considered the adequacy of the associated disclosures in the financial
statements including whether they appropriately describe the assumptions
made and uncertainties in estimating the onerous contract provisions.
Fletcher Building Limited Annual Report 2023
155
Independent Auditor's Report (Continued)
Goodwill and other intangible assets’ impairment assessments
Why significantHow our audit addressed the key audit matter
The Group holds goodwill and other intangible
assets of $1.2 billion at 30 June 2023.
The recoverable amount of the Group’s Cash
Generating Units (“CGUs”) is determined each
reporting period by reference to valuations
prepared using discounted cash flow models
(“DCF models”). DCF models contain significant
judgement and estimation in respect of future cash
flow forecasts, discount rate and terminal growth
rate assumptions. Changes in certain assumptions
can lead to significant changes in the assessment of
the recoverable amount.
Disclosures regarding the Group’s key assumptions
adopted and the sensitivity to reasonably possible
changes in key assumptions which could result
in impairment for certain CGUs are included in
of the financial statements.
In obtaining sufficient appropriate audit evidence, we:
–understood the Group’s goodwill impairment assessment
process and identified relevant controls;
–assessed the Group’s determination of CGUs and of those
CGUs considered to have a higher risk of impairment based on
our understanding of the nature and financial performance of
the Group’s business units;
–obtained the Group’s DCF models and, for those CGUs
with a higher risk of impairment, agreed EBIT forecasts to a
combination of the Board approved FY24 budget and the FY25
- FY26 strategic plan;
–assessed key inputs to the DCF models including future cash
flow forecasts, discount rates and terminal growth rates;
–considered the accuracy of previous Group cash flow
forecasting to inform our evaluation of forecasts included in
the DCF models;
–for those CGUs with a higher risk of impairment, involved
our valuation specialists to assess the Group’s discount and
terminal growth rates. Our valuation specialists were also
involved in benchmarking the Group’s assessed recoverable
values with relevant market multiples and assessing the
integrity of the DCF models;
–performed sensitivity analysis in relation to the discount rate,
terminal growth rate and forecast cash flows to consider the
potential impact of changes in these assumptions; and
–considered the adequacy of the associated disclosures in the
financial statements particularly focusing on the disclosure
of the CGUs where the impairment assessment is sensitive to
reasonably possible changes in assumptions.
Fletcher Building Limited Annual Report 2023
156
Independent Auditor's Report (Continued)
Information other than the financial statements and auditor’s report
The directors of the Company are responsible for the annual report, which includes information other than the consolidated
financial statements and auditor’s report.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our
knowledge obtained during the audit, or otherwise appears to be materially misstated.
If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Directors’ responsibilities for the financial statements
The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial
statements in accordance with New Zealand Equivalents to International Financial Reporting Standards and International
Financial Reporting Standards, and for such internal control as the directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible for assessing on behalf of the entity the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless the directors either intend to liquidate the Group or cease operations, or have no realistic alternative
but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with International Standards
on Auditing (New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these consolidated financial statements.
A further description of the auditor’s responsibilities for the audit of the financial statements is located at the External Reporting
Board’s website: https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/.
This description forms part of our auditor’s report.
The engagement partner on the audit resulting in this independent auditor’s report is Brent Penrose.
Chartered Accountants
Auckland
16 August 2023
Fletcher Building Limited Annual Report 2023
157
Fletcher Building Limited Annual Report 2023
158
Statutory Disclosures
DISCLOSURE OF INTERESTS BY DIRECTORS
The following are particulars of general disclosures of interest by directors holding office as at 30 June 2023, pursuant to section
140(2) of the Companies Act 1993. The director will be regarded as interested in all transactions between Fletcher Building and
the disclosed entity. Changes to entries disclosed during the year to 30 June 2023 are noted in brackets, for the purposes of
section 211(1)(e) of the Companies Act 1993.
Bruce HassallFletcher Building Industries LimitedChair
Prolife Group Holdings LimitedChair
The Farmers' Trading Company LimitedChair
Bank of New Zealand (retired December 2022)Director
Fonterra Co-operative Group LimitedDirector
Martin BrydonDuratec LimitedChair
Brydon Investment Holdings Pty LimitedDirector
Fletcher Building Industries LimitedDirector
Rytysh Pty LimitedDirector
Barbara ChapmanGenesis Energy LimitedChair
NZME LimitedChair
The New Zealand Initiative LimitedDeputy Chair
Bank of New ZealandDirector
Fletcher Building Industries LimitedDirector
Two Tin Pigs LimitedDirector
Peter CrowleyBarrambin Trading Company Pty LimitedDirector
Fletcher Building Industries LimitedDirector
The Riverside Coal Transport Company Pty LimitedDirector
Rob McDonaldContact Energy LimitedChair
The University of Auckland Business School Advisory BoardChair
AIA New Zealand LimitedDirector
Chartered Accountants Australia and New ZealandDirector
Fletcher Building Industries LimitedDirector
RSMcDonald Services LimitedDirector
McDonald Family TrustTrustee
The University of Auckland CouncilMember
Doug McKayBank of New ZealandChair
Eden Park Trust Board (retired June 2023)Chair
Fletcher Building Industries LimitedDirector
Genesis Energy Limited (resigned September 2022)Director
IAG New Zealand LimitedDirector
National Australia Bank LimitedDirector
Vector Limited (appointed September 2022; Chair-elect effective Vector’s 2023
ASM)
Director
Wymac Consulting LimitedDirector
Cathy QuinnFertility Associates Holdings LimitedChair
Tourism Holdings LimitedChair
MinterEllisonRuddWattsConsultant
The University of Auckland CouncilPro-Chancellor
Fletcher Building Industries LimitedDirector
Fonterra Co-operative Group LimitedDirector
Rangatira LimitedDirector
Pin Twenty Limited (corporate trustee of Kintyre Trust)Director / Shareholder
Fletcher Building Limited Annual Report 2023
159
There were no specific disclosures made during the year of any interests in transactions entered by Fletcher Building or any of its
subsidiaries by a director.
INFORMATION USED BY DIRECTORS
There were no notices from directors of the Company requesting to disclose or use Company information received in their
capacity as directors.
INDEMNITY AND INSURANCE
In accordance with section 162 of the Companies Act 1993 and the constitution of the Company, Fletcher Building has continued
to indemnify and insure its directors, executives and employees acting on behalf of the Company, against potential liability or
costs incurred in any proceeding, except to the extent prohibited by law. The insurance does not cover liabilities arising from
criminal actions.
DIRECTORS HOLDING OF SECURITIES
The policy of the Board is that non-executive directors (or their associates) hold at least 40,000 shares in the Company or a
number equivalent to a director’s base fee at the time of joining the Board to demonstrate their commitment and alignment with
the Company. Directors have three years from their date of appointment to accumulate that holding. Non-executive directors do
not participate in any Company share or option plan.
DISCLOSURE OF DIRECTORS’ INTERESTS IN SECURITIES
Securities of the Company in which each director has a relevant interest at 30 June 2023.
DirectorOwnershipOrdinary SharesCapital Notes
Bruce Hassall (Chair)Beneficial42,242
Martin BrydonBeneficial30,000
Barbara ChapmanBeneficial40,000
Peter CrowleyBeneficial40,000
Rob McDonaldBeneficial60,000
Doug McKayBeneficial20,000
Cathy QuinnBeneficial40,000
Non-Beneficial
(1)
121,19728,360,500
(1) Cathy Quinn also held a non-beneficial interest in securities as a director/shareholder of Pin Twenty Limited (corporate trustee of Kintyre Trust).
DISCLOSURE OF DIRECTORS’ INTERESTS IN SHARE TRANSACTIONS
Directors disclosed, pursuant to section 148(2) of the Companies Act 1993, the following acquisitions of relevant interests in
Fletcher Building shares during the year ended 30 June 2023.
DirectorDate of transactionNature of relevant interestConsideration
Number of
securities
Cathy Quinn20 March 2023On-market purchase of ordinary sharesNZ $42,82310,000
Barbara Chapman21 March 2023On-market purchase of ordinary sharesNZ $85,92420,000
Bruce Hassall21 March 2023On-market purchase of ordinary sharesNZ $64,31415,000
Rob McDonald22 March 2023On-market purchase of ordinary sharesNZ $43,52710,000
Martin Brydon28 March 2023On-market purchase of ordinary sharesAU $40,90710,000
Peter Crowley23 June 2023On-market purchase of ordinary sharesAU $72,96915,000
Statutory Disclosures (Continued)
Fletcher Building Limited Annual Report 2023
160
Statutory Disclosures (Continued)
STOCK EXCHANGE LISTINGS
Fletcher Building’s ordinary shares are listed and quoted on the Main Board of NZX Limited and the Australian Securities
Exchange (ASX) under the company code ‘FBU’. Fletcher Building’s listing on the ASX is as a Foreign Exempt Listing. Fletcher
Building must comply with the NZX Listing Rules but is exempt from almost all of the ASX Listing Rules. For the purposes of ASX
Listing Rule 1.15.3, Fletcher Building confirms that it continues to comply with the NZX Listing Rules.
In addition, Fletcher Building Limited maintains a sponsored Level 1 American Depositary Receipt (ADR) programme with
Deutsche Bank Trust Company Americas (Deutsche Bank). The ADRs trade over the counter in the United States of America (US)
under the ticker code ‘FCREY’, with each ADR representing two ordinary Fletcher Building shares. US investors may prefer to
purchase ADRs rather than ordinary shares in Fletcher Building’s home market because ADRs trade, clear and settle according to
US market conventions.
EXERCISE OF NZX DISCIPLINARY POWERS
Neither NZX or ASX has taken any disciplinary action against Fletcher Building during the financial year ended 30 June 2023 and
there was no exercise of powers by NZX under NZX Listing Rule 9.9.3 (relating to powers to cancel, suspend or censure an issuer)
with respect to Fletcher Building during the reporting period.
NZX WAIVERS
There were no waivers granted by NZX or relied on by Fletcher Building Limited in the 12 months preceding 30 June 2023.
DISTRIBUTION OF SHAREHOLDERS
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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.