Promisia Healthcare Limited logo

Annual Shareholders Meeting 2023 – Presentation

AGM28 August 2023PHLHealthcare

Promisia
Healthcare

Limited

2023 Annual

Shareholders’ Meeting

1

BOARD
HELEN DOWN

Acting Chair

Stepping down at the Annual Meeting

THOMAS BRANKIN

Executive Director

CRAIG PERCY

Independent Director

Standing for election

RHONDA SHERRIFF

Independent Director

Standing for election

JILL HATCHWELL

Nominated by the Board

Standing for election as an Independent Director

2

MANAGEMENT

KAREN LAKE

Group General Manager

VIRGINIA DYALL-KALLIDAS

General Manager Group Facilities

INTRODUCING KAREN LAKE, GROUP GENERAL MANAGER
•Commenced role with Promisia from 10 August 2023

•Over 15 years’ experience in aged care and healthcare

sectors, in senior leadership, clinical, quality and operational

management roles

•Has worked for publicly listed providers, Oceania and Ryman

Healthcare for a number of years -most recent position as

Regional Operations Manager for Ryman Healthcare

•Expertise in areas that are a priority for Promisia, particularly

in the delivery of high quality personalisedcare for senior

New Zealanders.

3

AGENDA
•Presentations

•Shareholder Discussion

•Resolutions

•Other Business

•Close of the Meeting

4

5
CHAIR’S

PRESENTATION

HELEN DOWN

Acting Chair

OUR PORTFOLIO
Our aim is to be the aged care

provider of choice in our

communities.

Promisiais a New Zealand based aged care and

retirement living provider, with a focus on

delivering quality personalised care.

•Own and operate four facilities that are each

trading profitably, have strong brand

recognition in our local communities and are

delivering excellent care to our residents.

•Our facilities are located in well-established

and well serviced towns and metropolitan

areas, and integrated into local communities.

•RanfurlyManor is the sixth largest aged care

facility in New Zealand and AldwinsHouse is

also in the top 30.

6

As at 31 July 2023:

369 care beds including care suites

26 independent living units

All facilities are fully owned by Promisia

Fielding:

Ranfurly Manor

Nelson St

Dannevirke:

Eileen Mary

Christchurch:

Aldwins House

OUR STRATEGY
PROVIDING THE CARE PEOPLE NEED AS THEY AGE

At the heart of our business is our focus on providing personalisedcare that focuses on respecting and

helping our residents who need more of a helping hand.

7

POSITIVE PROGRESS AGAINS22
STRATEGIC OBJECTIVES

•Investment into people and technology

•Launch of new payroll and rostering

system

•Standardisation of IT platforms and

systems across the group

•Focus on improved efficiencies across the

group – Aldwins House now contributing

profit, turning around FY22 lossmaking

position

•Restructured the Senior Leadership Team

– appointment of Karen Lake as Group

General Manager from August 2023

•Opened new support office location in

Christchurch

•Increased iwi engagement and integration

8

STRONGER

BUSINESS

Invest in our business and

our people, creating a robust

scalable platform for growth,

with strong leadership and

governance

9
•Building occupancy at Aldwins House in

Christchurch

•Early completion of Ranfurly Manor Village

•Strong demand and sales of new villas and

care suites at Ranfurly Manor village

•Dual purpose beds, allowing rapid response

to changing resident needs

•Ability to respond quickly and reconfigure

facilities to meet needs of community

MAXIMISE

OCCUPANCY

Grow revenue through offering

quality care to maximise

occupancy at existing and future

facilities, and repurposing beds as

needed to meet market demand

•Residential aged care funded by
Government and resident payment

•Hospital care generates higher margins

and remains a priority

•Purpose built care suites are a growing

part of our portfolio of care, delivering

higher margins

•Continuing to look at opportunities to

develop independent living villas and care

suites on new and existing sites

•Provide a range of additional services paid

for by residents

•Gains on value of property resales

10

DIVERSE REVENUE

STREAMS

Increase the focus on

independent living options,

broaden the range of services

at each facility and increase the

number of higher acuity beds

11
•Focus on growing our network through

acquisition and greenfield & brownfield

developments

•Investment criteria including strategic

objectives, risk profile, value accretive

•Assessed five potential acquisitions and

greenfield development opportunities in

FY23 – several discarded, others still under

consideration

•Three small but strategically important land

acquisitions in FY23, leveraging current

investments and providing development

opportunities

NETWORK

EXPANSION

Grow our network through

strategically located value-accretive

acquisitions, brownfield and

greenfield developments

FY23 SUMMARY OF FINANCIAL PERFORMANCE
Profitable business with strong cashflows and balance sheet

12

Financial Year

NZ $000’s

FY22FY23

Operating Revenue19,93923,834

1

Fair value movement(222)47

EBITDAF

2

4,473

3

3,535

Underlying EBITDAF

4

3,5304,107

Net gain for the period2,027692

Total assets51,53571,761

Cash and cash equivalents2,4112,059

Debt17,15430,872

Net operating cashflow4,7917,074

•Total income of $23.8m, up 20% on prior year

•Careful cost management helping to mitigate

increased costs (inflation and workforce)

•Underlying EBITDAF up 16% year on year

•Total assets $71.8m, including cash and cash

equivalents of $2.1m

•Total comprehensive income (including fair

value increase to properties not classed as

investment properties) of $1.4m

•Increase in net debt to $30.9m reflects

acquisition of AldwinsHouse and other

properties

1.Includes gain on sale of investment properties of $0.4m

2. EBITDAF is operating earnings before interest, tax, depreciation, amortisationand fair value adjustments and is a non-GAAP number.

3.Includes FY22 adjustment for gain on lease termination of $0.9m

4. Underlying EBITDAF is EBITDAF excluding transactions considered to be non-trading in nature or size. Excluding these transactions from normalisedearnings can assist users in

forming a view of the underlying performance of the Group. Non-trading adjustments of $0.44m are included in the FY23 results.

13
NETWORK

EXPANSION

TOM BRANKIN

Director

BROWNFIELD DEVELOPMENT: Expand or enhance

existing facilities and maximise development

opportunities


GREENFIELD DEVELOPMENT: Acquire new sites that

offer the potential to build new facilities

FACILITY ACQUISITION: Further growth opportunities

through the acquisition of other aged care facilities,

particularly in provincial New Zealand.

FUNDING: PHL expects additional lending/capital will be

required to fund acquisitions and expects to debt fund

at least 50% of any purchase price

We will pursue acquisition opportunities based on quality,

geographic and cultural fit, demand for services, growth

potential and contribution to profitability.

STRATEGIC APPROACH TO NETWORK EXPANSION
•Five potential acquisitions and greenfield development opportunities were assessed over the FY23 year

•Any acquisition must meet Promisia’sinvestment criteria, including strategic objectives and risk profile, and be

value accretive for shareholders

•Being small but entrepreneurial, we also consider different finance and partnership options for each potential

acquisition

•Continue to assess new opportunities to either switch accommodation types within our facilities, build on

existing land we own; or acquire new sites to develop

•Also see opportunities to grow through the acquisition of existing aged care facilities with development

potential or that offer strong returns develop.

14

EXISTING LANDBANK AND FACILITY DEVELOPMENT OPPORTUNITIES
15

•Ranfurly Manor: All 32 Villas completed and

selling strongly. 14 care suites also completed and

selling

•Eileen Mary: Acquisition of adjoining property

securesa development opportunity to scale up,

leverage the existing infrastructure, meet latent

demand with potential to build 5 villas

•Aldwin’s Road, Christchurch: Acquisition of two

properties adjoining Aldwin’s House in March

2023. Provides opportunity to expand Aldwin’s

House in the future to offer a broader continuum

of care

16
FOCUS ON CARE

KAREN LAKE

Group General Manager

We embrace personal care with genuine compassion and

empathy and our team go the extra mile to ensure every

resident feels valued and cherished, and receives the

respect, attention and support they deserve.

17
•Prioritisingquality care

•Strong relationships

•Respecting all members of the

communities that we foster

•Strong financial performance

•Enhancing brand and culture

•Compliance and risk

WHAT’S IMPORTANT

18
Ranfurly Manor

Fielding

Resthome/Hospital 74

Resthome – dementia care25

Apartments62

Villas38

Nelson Street

Fielding

Resthome 49

Eileen Mary

Dannevirke

Resthome/Hospital39

Care suites19

Villas5

Aldwins House

Christchurch

Resthome/Hospital 145

19
OUTLOOK

ATTRACTIVE SECTOR OPPORTUNITY
20

Strong demand underpinned

by favourable population

demographics

The number of people in New Zealand aged over 65 rose from 12% to 16.4%

of the population between 2001 and 2022. It is expected to reach between

21% and 25% by 2048. The aged care facilities currently available in New

Zealand cannot accommodate the expected increase in demand and new

facilities will need to be built.

Growing demand for high

needs and specialist aged care,

particuarly in regional New

Zealand

12% of people over 75 are in care. 3,000 new care beds are required in New

Zealand each year. There are insufficient beds being built to cater for the

demand, particularly in regional New Zealand

Increasing compliance driving

sector consolidation

Smaller owner operator facilities (fewer than 50 beds) are closing as they

lack the ability to remain profitable and compliant without significant capital

investment.

Variety of care and business

models in the sector, with

different care offerings

Business models range from companies focused on building retirement

villages with villas and apartments which do not provide care (independent

living), through to higher needs care providers. Growing demand for

continuity of care with higher care offerings on site.

OUTLOOK
•Pleasing progress being made against strategy as we

continue to focus on delivering quality personalised

care to our residents

•Positioned well to take advantage of market trends

•Investment into business expected to deliver

efficiency gains and benefits from FY24 onwards

•Continued focus on growth pathways

21

Your Board and Management are preparing for

another year of increased earnings and business

growth in FY24, as Promisiacontinues to deliver

high quality care and positions itself to be the aged

care facility of choice in each of our communities.

OUR PEOPLE
Our thanks go to our incredible team of

carers, nurses and support staff who

provide our residents with care,

friendship, joy and respect every day.

22

23
SHAREHOLDER

DISCUSSION

RESOLUTIONS
Resolution 1: To record the re-appointment of William Buck New Zealand as auditor of the Company and to

authorise the Directors to fix the auditor’s remuneration for the ensuing year.

Resolution 2: That Craig Percy, who was appointed as a Director by the Board during the year, be elected as

a Director of the Company.

Resolution 3: That Rhonda Sherriff, who was appointed as a Director by the Board during the year, be

elected as a Director of the Company.

Resolution 4: That Jill Hatchwell, who has been nominated by the Board, be elected as a Director of the

Company

All voting will be by way of a poll.

24

OTHER
BUSINESS

CLOSE OF THE

MEETING

25

NON-GAAP RECONCILIATION
$000FY22FY23

EBITDA4,2513,582

Fair value movement in property222(47)

EBITDAF4,4733,535

Gain on termination of lease(943)-

Discretionary executive payment-250*

Holiday pay provision-322

Underlying EBITDAF$3,5304,107

26

Non-GAAP financial information: Promisiareports on

several non-GAAP measures when discussing financial

performance including EBITDAF and Underlying EBITDAF.

The company believes that these measures provide useful

information on the underlying performance of Promisia’s

business. They may be used internally to evaluate

performance, analysetrends and allocate resources. Non-

GAAP financial measures should not be viewed in isolation

nor considered as a substitute for measures reported in

accordance with NZ IFRS.

Non-trading adjustments/Unusual transactions: The

financial results for FY23 include transactions considered

to be non-trading in either their nature or size. Unusual

transactions can be as a result of specific events or

circumstances or major acquisitions, disposals or

divestments that are not expected to occur frequently.

Excluding these transactions from normalisedearnings can

assist users in forming a view of the underlying

performance of the Group. Non-trading adjustments of

$(0.6) million were included in the FY23 results.

*Payment made to Tom Brankin for services rendered during the financial year

DISCLAIMER
•This presentation has been prepared by Promisia Healthcare Limited (“PHL”). The information in this presentation is of a general nature

only. It is not a complete description of PHL.

•This presentation is not a recommendation or offer of financial products for subscription, purchase or sale, or an invitation or solicitation for

such offers.

•This presentation is not intended as investment, financial or other advice and must not be relied on by any prospective investor. It does not

take into account any particular prospective investor’s objectives, financial situation, circumstances or needs, and does not purport to

contain all the information that a prospective investor may require. Any person who is considering an investment in PHL securities should

obtain independent professional advice prior to making an investment decision, and should make any investment decision having regard to

that person’s own objectives, financial situation, circumstances and needs.

•Past performance information contained in this presentation should not be relied upon (and is not) an indication of future performance.

This presentation may also contain forward looking statements with respect to the financial condition, results of operations and business,

and business strategy of PHL. Information about the future, by its nature, involves inherent risks and uncertainties. Accordingly, nothing in

this presentation is a promise or representation as to the future or a promise or representation that a transaction or outcome referred to in

this presentation will proceed or occur on the basis described in this presentation. Statements or assumptions in this presentation as to

future matters may prove to be incorrect.

•A number of financial measures are used in this presentation and should not be considered in isolation from, or as a substitute for, the

information provided in PHL’s financial statements available at www.promisia.com

•PHL and its related companies and their respective directors, employees and representatives make no representation or warranty of any

nature (including as to accuracy or completeness) in respect of this presentation and will have no liability (including for negligence) for any

errors in or omissions from, or for any loss (whether foreseeable or not) arising in connection with the use of or reliance on, information in

this presentation.

27

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Market Announcement
28 August 2023

PROMISIA 2023 ANNUAL SHAREHOLDERS’ MEETING SPEECHES


HELEN DOWN, ACTING CHAIR OF PROMISIA

During the last year, your Board initiated a review of our composition, governance structure and

practices, conducted by governance expert, Westlake Consulting. We agreed with Westlake that four

particular areas of expertise would be beneficial to add to Promisia’s Board, being:

• clinical experience;

• accounting, finance and audit experience;

• more general governance experience; and

• more publicly listed governance experience.

In line with this, the Board appointed Rhonda Sherriff in July 2023 as an independent director for her

extensive clinical and governance experience. If elected by shareholders today, the Board intends to

appoint her as the new Chair from the conclusion of the meeting.

The Board has also nominated Jill Hatchwell to stand as an independent director for her accounting,

audit and finance background along with her listed company governance experience.

Craig Percy was also appointed to the Board during the year and will be standing for election by

shareholders today. He has significant and valuable sector experience, having worked in the aged

care and retirement village industries for more than two decades.

We believe that the refreshed Board offers valuable skills, industry and governance experience that

will be of benefit to Promisia.

As my second 3 year term at Promisia comes to a close today I have chosen to not stand for re-

election. It has been a privilege to lead the Board over the last year as we have appointed new

directors, invested into growth and appointed a new Group General Manager.

I’d like to acknowledge and thank all of Promisia’s people, whose resilience, commitment and efforts

over the last three years have been nothing less than extraordinary.

Karen Lake

I am particularly pleased to welcome Karen Lake, Promisia’s new Group General Manager, who

started with our company just a few weeks ago.

Karen has extensive experience in the aged care and healthcare sectors, and worked for publicly

listed providers, Oceania and Ryman Healthcare for a number of years, with her most recent

position as Regional Operations Manager for Ryman Healthcare.


Karen’s appointment was the result of an extensive recruitment process. She has expertise in areas

that are a priority for Promisia, particularly in the delivery of high quality personalised care for senior

New Zealanders. Her passion for excellence, innovative thinking and extensive industry knowledge

were evident throughout the recruitment process and her ability to build strong teams will continue

to lift the standard of Promisia’s offer.

I would like to take this opportunity to thank Stuart Bilbrough who stepped down from the CEO role

earlier this year, after completing key objectives including strengthening the business operations and

establishing a platform for growth.

The Board would also like to acknowledge and thank Virginia Dyall-Kallidas, Promisia’s GM Group

Facilities. Virginia has been key to this business for several years and is fundamental in driving many

of the improvements in each of our facilities. Her passion for the industry, her commitment to our

business, and her expertise is very much valued by the Board, her teams and our residents. Virginia

is also our lead on iwi engagement and our commitment under the Treaty of Waitangi

About Us

FY23 was our second full year of operating in the aged care and retirement village sector and we are

pleased with progress being made as we focus on delivering value for our residents, their families,

our communities, people and shareholders.

Promisia owns and operates four facilities, all of which are trading profitably, have strong brand

recognition in their communities and are delivering excellent care to their residents.

While a small group compared to other listed providers, two of Promisia’s facilities are in the top 30

aged care facilities by bed numbers in New Zealand. Ranfurly Manor in Fielding is actually the sixth

largest aged care facility in the country.

Our Strategy

Our mission is to provide the care people need as they age ... our focus is very much on quality,

personalised care for senior New Zealanders who need higher levels of specialised care and support.

We have a carefully considered strategy based on four pathways which we believe will deliver long

term growth.

Stronger Business

This year a lot of effort has been put into strengthening our business to create a robust and scalable

platform for sustainable growth.

Previously our facilities were run on an individual basis; we are now consolidating and integrating

these into one group, standardising policies and systems, establishing a new senior leadership team

and transitioning to a unified group culture. Investment in new IT systems has been an important

part of this transition.


The challenging economic environment including inflationary pressure and a tight labour market,

have led to increased costs. We have been particularly conscious of this and our team has been

focused on driving efficiencies to create a stronger and more efficient business.

Maximise Occupancy

One of the key drivers in our business is occupancy levels. We have continuing local demand for our

facilities in Fielding and Dannevirke and have been working hard to build occupancy at our newest

facility, Aldwins in Christchurch. This facility has now moved into a cashflow positive position and

made a positive contribution to Promisia’s EBITDA for the current FY23 financial year.

The development at Ranfurly Manor Village has been accelerated, with strong demand and sales of

the new villas and care suites. This development is now completed, having created a further 14 care

suites and 32 villas.

Many of our beds are dual purpose, allowing us to respond quickly to residents’ changing needs and

adapt our services to suit.

In addition to dual purpose beds, one of our key strengths is our ability to respond and reconfigure

our facilities to meet the needs of our communities.

This all helps to ensure occupancy levels are maximised across our facilities.

Diverse Revenue Streams

While we have historically been a provider of residential aged care, a key part of our strategy is to

broaden our revenue base and reduce our reliance on Government funding. In line with this, we

have a number of strategic pathways. We are investing in more care suites, which carry an additional

supplement in return for greater service levels, amenities and aesthetics; and we are developing

more independent living units (villas and apartments), with occupational rights agreements paid for

by the resident.

Promisia also benefits from additional services paid for by the residents, as well as gains on the value

of the property on resale.

We are strategically shifting the mix of revenue to generate a greater share from private payment

for care suites and independent living units.

Network Expansion

Growing our network is also an important part of our strategy, through potential brownfield,

greenfield developments or acquisition.

We have a carefully considered approach and any investment or acquisition must meet strict

criteria, including strategic objectives and risk profile, and be value accretive for shareholders.

Being small but entrepreneurial, we also consider different finance and partnership options for each

potential acquisition.



Over the last year, we assessed five potential acquisitions and greenfield development

opportunities. We undertook extensive modelling and due diligence on several facilities and

properties with some opportunities discarded and others still under consideration. This process

requires significant effort and time and is work expertly carried out by our executive director, Tom

Brankin, with the support of external expertise if and when required.

In March this year, we announced three small but strategically important land acquisitions, which

abut existing properties and provide immediate and future development potential. Acquisition of

these properties also leverages and protects Promisia’s investment in two of its key facilities.

FY23 Financial Performance

Results for the year were pleasing during a period of investment in the business especially given our

focus on consolidation and investment to prepare ourselves for future growth and operation at

scale.

Income for the period increased by 20% to $23.8 million, excluding a $0.9 million gain on lease

termination related to the acquisition of Aldwins House land and buildings in FY22, revenue

increased by 25% year on year.

The challenging macro-economic trends including rising interest rates, inflationary pressure and a

very tight labour market, particularly for nurses and care givers, led to increased costs. Careful cost

management helped to mitigate some of this impact but it is a constantly moving target.

Earnings excluding fair value movements were $3.5 million for the period, down 23% on FY22 which

included a $0.9 million gain on lease termination.

Underlying EBITDAF, which excludes non-trading and one-off transactions, was $4.1 million, 16%

higher year on year.

The Group reported an FY23 net profit after tax of $0.7 million. There was a further fair value

increase to properties, not classed as investment properties, of $0.7 million bringing comprehensive

income for the year to $1.4 million.

At 31 March 2023, total assets were $71.8 million. The increase of $20.2 million was due to the

acquisition of Aldwins House land and buildings, the Ranfurly Manor village expansion and the

purchase of three development properties.

Cash and cash equivalents were $2.1 million as at 31 March 2023.

Debt increased by $13.7 million to $30.9 million, which includes debt associated with the acquisition

of Aldwins House and other properties.



Network Expansion

Network expansion is an important part of our strategy. I’d now like to invite director Tom Brankin

to provide more insight into our plans and recent acquisitions.

See ASM Presentation Slides

Focus on Care

Providing a high quality care that is sensitive and appropriate to people’s individual requirements is

very important to us. I’d now like to invite Karen Lake to share with you her philosophy on care and

her key focus areas as she takes on the role of our Group General Manager.

Karen Lake – Focus on Care

My strengths are in delivering clinical and operational excellence. I have held senior management

positions since 2003 and have contributed to a number of significant dementia and care initiatives

during this time.

One of the most important things to me when considering the role with Promisia, was the

company’s values and principles and how these were imbued into the practices of the people both

living and working in our facility based communities.

Retirement living is a lifestyle choice. Places are just places without the people to fill them.

What we know is that people move into a village/facility to be a part of a community, feel safe and

have the assurance that they can be supported at this time in their lives. Amongst other things, this

means having the continuum of care options for that support couples to remain together in the

same community as they age. My focus is on building communities where our residents feel

connected, safe and well supported.

Our people play an essential role in this. I am passionate about continuing to grow a stable, highly

skilled workforce who have Promisia’s core values and principles of care instilled in the fabric of their

practice. I want these people to be happy in their work, have the opportunity to thrive and to feel

that they are a part of a community who deliver the care and support that our residents and their

families deserve.

As my first priority since starting, I have visited all our villages to connect with as many of our people

as possible in order to understand the culture that exists within each and whether the company

values and principles are more than words on a wall.

I have been impressed by the strong teams in our facilities and the sense of comradery and

community that exists.

Outlook

The demographics and future projections for the aged care sector remain attractive, with increasing

demand for care, particularly in provincial New Zealand which is often under-resourced.


The latest industry report indicates that New Zealand will need an extra 61,000 retirement village

units within the next 10 years to keep up with demand.

The number of people in New Zealand aged over 65 rose from 12% to 16.4% of the population

between 2001 and 2022. It is expected to reach between 21% and 25% by 2048. The aged care

facilities currently available in New Zealand cannot accommodate the expected increase in demand

and new facilities will need to be built.

Our strategy positions us to take advantage of market trends – our focus on local communities

around New Zealand, our reputation for quality care and respect for our residents, and our growth

strategy.

We are pleased with the progress being made and are preparing for another year of increased

earnings and business growth in FY24, as Promisia continues to deliver high quality care and

positions itself to be the aged care facility of choice in each of our communities.

The investments we have made into our business are expected to deliver efficiency gains and

benefits from FY24 onwards.

Our People

I would like to end today’s presentation with acknowledgement of our incredible team of carers,

nurses and support staff who provide our residents with care, friendship, joy and respect every day.

They have continued to do this admirably, despite the ongoing challenges of the pandemic and

extreme weather events across the year.

We continue to work hard to ensure a rewarding and enjoyable workforce for our people. Health,

safety and wellbeing remain a priority for us, and we continue to invest in training and development.

We are fortunate to have a strong, long standing workforce at Promisia, with many of our people

recruited from our local communities and through recommendation from current employees. This

helps to create the family environment that is such an important part of who we are. We are also

pleased to have welcomed a number of new team members across the year, who will help support

our vision of delivering the care people need as they age.

Like others in our industry, we have been advocating for higher funding for the sector for some time

and, while we were pleased with the Government’s commitment for additional funding to bring

aged care nurses’ pay up to the level of public hospital nurses, the allocated funding has fallen short.

Pay equity with the public health sector is essential to attract and retain these vital and qualified

members of our team. Without them and our other dedicated carers, we would be unable to deliver

the high levels of care we believe all older New Zealanders deserve.

We continue to work closely with the aged care sector to encourage appropriate funding which will

allow older people to receive quality care where and when they need it.

ENDS

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