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Correction to FY23 Annual Report

Annual Report30 August 2023VSLMaterials

Vulcan Steel Limited (Vulcan)
ASX/NZX/Media Release

31 August 2023

Correction to Vulcan’s FY23 Annual Report

On Tuesday, 29 August 2023, Vulcan (ASX: VSL, NZX: VSL) released its annual report for the

financial year ended 30 June 2023 (Annual Report).


There was a print omission in the “Adjusted EBITDA NZ$ (excluding significant items)” section

of the “Performance highlights” on page 6 of the Annual Report. The

year-on-year percentage change has been corrected to “-10%” (rather than “10%”).


This error has now been corrected and an updated version of the Annual Report has been

released to ASX and NZX, and uploaded to Vulcan’s Investor Website -

https://investors.vulcan.co/investor-centre/?page=results-centre


An extract from the corrected Annual Report is below:




Vulcan’s FY23 annual result presentation, which was also released on 29 August, contains

the correct year-on-year percentage change (so no changes are required to that

document).


ENDS

Kar Yue Yeo

Investor and media contact

Email: karyue.yeo@vulcan.co

Phone: +64 9 273 7214

This announcement was authorised by Vulcan’s Board of Directors.


About Vulcan

Founded in 1995, Vulcan is an Australasian-wide industrial product distributor and value-

added processor with 72 logistics and processing facilities employing approximately 1,360

staff across the company’s Steel and Metals divisions.

---

ANNUAL REPORT 2023

As we collaborate with our new colleagues in aluminium, we are
forging new pathways for growth. Our principles dedicated to

improvement and ambition guide us at every step.

Economic ups and downs will not sway our motivation or determine

our direction. We see challenges as opportunities to strengthen our

resilience.

Years from now, we at Vulcan aim to reflect on this time, recognising

it as another waypoint in our company’s journey to create continued

value for all stakeholders.

WE INVITE YOU TO JOIN US ON THIS JOURNEY

Forging ahead

VULCAN ANNUAL REPORT 2023VULCAN.CO

Inside...
03

02

01

FINANCIALS

Financial statements 74

Auditors report 100

Glossary

102

Directory 103

ENVIRONMENT

& SUSTAINABILITY

Caring for our people 20

Our community 34

Our environmental footprint 38

Supplier engagement 42

Our governance philosophy 46

Our Board of Directors 48

Our Leadership Team 52

Risk management 56

Shareholder information 57

Remuneration 62

THE BUSINESS YEAR

Performance highlights 6

Report from the Chair 8

Report from the Managing Director and Chief Executive Officer 10

Welcome to Vulcan’s 2023 Annual Report covering the

financial year ended 30 June 2023.

This report covers our performance in the financial year ended

30 June 2023, an update on our growth initiatives, acquisition of

Ullrich Aluminium Co Limited and non-financial matters including

environment, social and governance (ESG) topics relating to Vulcan.

This report should be read in conjunction with all materials released

by Vulcan relating to the company’s 2023 financial year result.

A digital version of this report is available at

https://investors.vulcan.co/Investor-Centre/

The report has been approved and released by the Board on

29 August 2023 and is signed on behalf of Vulcan Steel Limited by

Russell Chenu - Board Chair, and Rhys Jones - Managing Director

and Chief Executive Officer.

VULCAN ANNUAL REPORT 2023 VULCAN.CO

233

Laying the
foundations

for the next

chapter

01

THE BUSINESS YEAR

VULCAN ANNUAL REPORT 2023 VULCAN.CO

45

Performance highlights
CUSTOMERS TRANSACTED

WITH VULCAN

7

+167 or +1.4% on 1H FY23

12,108

-4% on 263,200 tonnes in FY22

SALES VOLUME

251,400t

GROSS MARGIN

-431bps

8

on 40.0% in FY22

35.7%

NET DEBT NZ$

vs $390m as at Dec 2022

$340m

GHG

9

INVENTORY SCOPE 1 AND 2

TOTAL CO

2

(including 5,536t for aluminum)

9,164t in FY22

13,963t

GROSS PROFIT DOLLAR

PER TONNE NZ$

+20% on $1,477 in FY22

$1,765

ADJUSTED EBITDA

2

NZ$

(EXCLUDING SIGNIFICANT ITEMS

3

)

-10% on $243m in FY22

$219m

FINAL DIVIDEND NZ$

(TOTALLING $40m)

Record date 28 Sep 2023

Payable on 12 Oct 2023

100% franked, 44% imputed

6

30.5c

ADJUSTED NPAT

4

NZ$

(EXCLUDING SIGNIFICANT ITEMS)

-33% on $142m in FY22

$95m

ADJUSTED EPS

5

NZ$

(EXCLUDING SIGNIFICANT ITEMS)

-33% on 108.1 cents in FY22

72.3c

REVENUE NZ$

+28% on $973m in FY22

$1,245m

1

OPERATING CASH FLOW NZ$

+$133m on $12m in FY22

$145m

7. Based on customers that transacted with Vulcan at least once in the relevant period (excludes aluminium customers). 8. bps: basis points. 9. Green House Gas.

1. m - millions. 2. Earnings before interest, depreciation and amortisation. 3. Integration costs in FY23, public listing costs & share gift in FY22. 4. Net profit after tax.

5. Earnings per share. 6. The levels of franking and imputation on dividends in future financial years will be subject to the tax credits available for use.

VULCAN ANNUAL REPORT 2023 THE BUSINESS YEARVULCAN.CO

67

The financial year ended 30 June 2023 (FY23) has been a
busy, exciting, as well as a demanding twelve months for

our company and people.

In the face of challenging economic settings, Vulcan

remains focused on opportunities to further create value

over time.

Our new aluminium offering in Australia and New Zealand,

combined with the company’s pre-existing metal product

platforms, provide a strong foundation for the next phase

of our growth. Vulcan has made strong progress with our

aluminium integration programme since completing the

acquisition in August 2022.

In FY23, additional greenfield and brownfield growth

initiatives that our team previously identified, have moved

into revenue generation phase. Further opportunities are

being pursued.

Market conditions have been challenging in FY23

Coming off the indirect boost provided by the COVID-19

policy responses, which benefited the metal distribution

and processing industry in FY22, the financial year ended

30 June 2023 was a more disrupted year for our business.

Higher interest rates and inflationary pressure on costs

constrained activity in our industry.

Under the circumstances, our company and team have

navigated through these challenges well. We continue to

maintain our operating and financial discipline.

Dividend for 2023 financial year

Based on our earnings, cashflows and financial position,

the board has declared a final dividend of 30.5 NZ cents

per share, bringing the total dividend for the financial year

to 55.0 NZ cents per share. This represents a 76.1% payout

ratio of Vulcan’s net profit after tax before significant items

and is in-line with the Board’s current intended payout ratio

of 60% to 80% of annual earnings before significant items.

Dividends declared totalled NZ$72.3m in respect of FY23,

of which NZ$32m was paid as an interim dividend.

Building on our environmental initiatives and

support for our community

In early FY23, we commenced trialling a full-electric truck for

delivery of products to our in-region customers in Auckland.

We remain committed to this trial and are reviewing options

for an electric truck with a longer range. During the 2023

financial year, we continued with the roll out of solar power

for energy efficiency at three facilities across Australia and

New Zealand, bringing our hybrid-powered locations to

a total of 11 sites (from eight in FY22). Vulcan also took the

opportunity to reduce the company’s upstream emission

footprint for our aluminium supply chain, where viable,

through local or in-region sourcing of material.

In 2023, we continued our ongoing support for the Halberg

Youth Council in New Zealand, the New Zealand Dance

Company and the Arts Centre Melbourne in Australia. Vulcan

also provided direct financial assistance to members of the

communities that were affected by the major floods in the

North Island of New Zealand in February 2023.

Board update

Peter Wells and Pip Greenwood retired as directors at the

conclusion of our 2022 annual shareholder meeting in

October 2022. We thank them for their contribution.

We are well-progressed in our search for a new independent

non-executive director.

Thank you

Our Board remains excited and committed to supporting

Vulcan’s growth aspirations. We thank our employees for

their dedication and our customers for their ongoing support,

especially during this challenging period during FY23.

Russell Chenu

CHAIR AND ON BEHALF OF THE BOARD

Report from the Chair

Entering the next phase of

our value creation journey.

FY23 has been busy,

exciting, as well as a

demanding 12 months for

our company and people.

Russell Chenu - Chair

VULCAN ANNUAL REPORT 2023 THE BUSINESS YEAR

8

VULCAN.CO

9

FY23, compared to FY22, was a more challenging year
for Vulcan, following major tailwinds that benefited our

business in FY22. Australasian markets, especially in New

Zealand, progressively softened during FY23. As previous

indirect boost from COVID-19 policy response abated,

customers reduced stock holdings. Further, significantly

higher interest rates impacted on business activity and

investment appetite. High inflation added to the pressure

on business costs. Demand across most segments that we

serve fell, with destocking activity across the industry adding

to the pressure on selling prices and industry margins in

some product and service categories. This, coupled with

increasing operating costs due to inflation, has meant

that our industry is in what we consider to be the most

challenging period we have faced since 2008.

Despite this very difficult environment, Vulcan’s overall

operational performance remained strong. Our customer

service was maintained at high levels with 97.4% DIFOT

in FY23 (compared with 96.4% in FY22). Our team’s higher

customer engagement effort in FY23 drove our active

trading accounts, excluding aluminium, to its highest level

in three years. The combination of strong operational and

financial discipline has enabled Vulcan to continue to

deliver sound financial returns in FY23.

During FY23, we also successfully completed the IT systems

migration for our aluminium business. The IT systems

integration is a major step forward to sustainably elevate

our aluminium business to the next level of operational and

financial excellence over time.

As a team, Vulcan will weather the current economic storm

and emerge stronger, with aluminium expected to be a key

contributor in the coming years.

Statutory basis

• Revenue of NZ$1,244.8m was up by 28.0% from NZ$972.7m

in FY22

• EBITDA of NZ$208.7m was down 7.0% from NZ$224.4m in FY22

• NPAT of NZ$87.9m declined by 29.1% from NZ$124.0m in FY22

• EPS of 66.9 NZ cents was down 29.1% from 94.4 NZ cents

in FY22

Adjusted basis

• EBITDA of NZ$218.9m was down 9.7% from NZ$242.5m in FY22

• NPAT of NZ$95.1m was down by 33.0% from NZ$142.0m in FY22

• EPS of 72.3 NZ cents was down by 33.1% from 108.1 NZ cents

in FY22

Industry demand weakened across Australasia during FY23,

particularly in New Zealand in 2H FY23. Including aluminium

products, Vulcan recorded approximately 251,400 tonnes of

sales in FY23, down 4.5% yoy from 263,200 tonnes in FY22.

Sales volume including aluminium products was down 1.3%

yoy in Australia and 9.8% yoy in New Zealand in FY23. For the

11 months of Vulcan’s ownership in FY23, sales volume for our

aluminium products was down 8.3% yoy with the decline in

Australia partially offset by growth in New Zealand.

Following a 15.3% yoy decline in our average sales volume

tonne per trading day (TPD) in 1H FY23, excluding aluminium,

TPD in 2H FY23 declined by 12.6% yoy mainly due to further

weakness in New Zealand’s market conditions.

Overall, Vulcan Group gross profit per tonne increased

NZ$288 to NZ$1,765 in FY23 (from NZ$1,477 in FY22) mainly

due to the addition of aluminium products. Gross margin

declined by 4.3% to 35.7% in FY23 (compared with 40.0% in

FY22). Gross profit per tonne in 2H FY23 declined slightly to

NZ$1,734, from NZ$1,796 achieved in 1H FY23. Gross margin in

2H FY23 was 35.4% compared with 35.9% 1H FY23. Underlying

EBITDA margin declined by 7.4% to 17.5% in FY23 (from 24.9%

in FY22).

In addition to adjustments made in FY23 to the base

remuneration for our eligible employees, Vulcan also paid

eligible employees a living cost support bonus to help

alleviate the financial pressures on our team and their

families during this period of ongoing high inflation.

Report from the MD and CEO

It has been a challenging, but pivotal

year for our business.

Our team have been busy in

setting the building blocks for

our next phase of growth and

are greatly excited by the

opportunities ahead.

Rhys Jones - MD and CEO

VULCAN ANNUAL REPORT 2023 THE BUSINESS YEAR

10

VULCAN.CO

11

Steel segment
Our Steel segment revenue declined NZ$29.2m (-4.8%) to

NZ$596.3m in FY23 (from NZ$626m in FY22). Sales volume

declined to 182,800 tonnes in FY23 (down 14.6% from the

214,000 tonnes achieved in FY22). Average revenue per

tonne rose NZ$336 (11.5%) to NZ$3,262 in FY23 (from

NZ$2,926 in FY22).

Steel segment gross profit per tonne declined 8.9% yoy,

which translated to 31.2% gross margin in FY23 compared

with 38.2% in FY22. EBITDA margin fell 7.9% to 19.0% in FY23

from 26.9% in FY22. As a result, our Steel segment EBITDA

declined NZ$55.3m (-33%) to NZ$113.2m in FY23

(from NZ$169.5m in FY22).



Metals segment


Our Metals segment revenue rose NZ$302.1m (87.2%) to

NZ$648.6m in FY23 (from NZ$346.5m in FY22) due to the

first-time contribution from our aluminium business. Sales

tonnes increased to 68,600 tonnes in FY23 (up 39.6% from

the 49,200 tonnes achieved in FY22). Average revenue

per tonne rose NZ$2,404 (34.1%) to NZ$9,453 in FY23 (from

NZ$7,049 in FY22) due to higher year-on-year selling price

for our Metal segment products including aluminium.

The Metals segment gross profit per tonne rose due to the

product mix contribution from aluminium. This translated

to 39.7% gross margin in FY23 (compared with 43.2% in

FY22). Metals EBITDA margin (excluding integration costs)

fell 7.5% to 20.2% in FY23 from 27.7% in FY22. Metals segment

EBITDA (excluding integration costs) increased NZ$35.1m

to NZ$131.0m in FY23 (from NZ$95.9m in FY22). Since the

acquisition on 1 August 2022, our aluminium businesses

have delivered strongly to segment earnings.

Operating expenditure (OPEX)

Excluding significant items , OPEX (before depreciation and

amortisation) increased approximately NZ$78.7m (53.8%)

to NZ$225.0m in FY23 (from NZ$146.3m in FY22). This reflects

a combination of inflation on underlying costs and OPEX

relating to our acquired aluminium business.

Due to inflation and the change in our business mix, OPEX

per tonne (excluding integration costs, depreciation and

amortisation) increased to NZ$896.6m in FY23 (from

NZ$555.9m in FY22).

Vulcan’s employees totalled 1,361 at the end of June

2023 compared to 903 employees as at the end of June

2022. Approximately 600 employees were part of the

aluminium business acquired on 1 August 2022. Total

employee benefits (including defined contribution plans)

which accounted for approximately 63% of total OPEX

in FY23 (excluding integration costs, depreciation and

amortisation) increased NZ$49.7m (53.7%) to NZ$142.2m

in FY23 (from NZ$92.5m in FY22).


Cash flow

OPERATING CASH FLOWS

Net cash flow from operating activities improved to

NZ$145.4m in FY23 (from NZ$12.1m in FY22). The increased

operating cash flow reflects improved working capital

position in FY23 compared with FY22 (which is discussed

in the “Balance Sheet” section on page 16).

CAPITAL EXPENDITURE

Capital expenditure was NZ$22.7m in FY23 (compared with

NZ$11.6m in FY22). We expect to spend between NZ$25m

and NZ$30m on capital expenditure in FY24.

DISTRIBUTION

Vulcan paid NZ$81.5m in dividends in FY23, which comprised

NZ$49.3m final dividend from FY22 and NZ$32.2m interim

dividend for FY23. The NZ$104.1m dividend paid in FY22

was a combination of NZ$18.0m ordinary distribution and

NZ$50.0m special distribution paid prior to its public listing,

and NZ$36.1m interim dividend paid in April 2022.

CAH FROW EXTRACT, NZmFY23FY22% change

Receipts from customers1,273.8947.834.4%

Payments to suppliers & employees-1,021.4-879.616.1%

Interest paid-21.2-4.2404.8%

Tax paid-69.4-40.372.2%

Lease interest paid-16.4-11.542.6%

Net cash flows from operating activities145.412.11,101.7%

Capital expenditure-22.7-11.695.7%

Acquisition (incl debt assumed)-169.20.0n/a

Lease liability payments-21.4-12.965.9%

STEEL, NZ$mFY23FY22% change

Revenue596.3626.2-4.8%

EBITDA

1,2

113.2168.5-32.8%

Sales (000 tonnes)182.8214.0-14.6%

Revenue/tonne ($)3,2622,92611.5%

EBITDA margin

1,2

1 9. 0 %26.9%-793 bps

1. Post NZ IFRS 16 basis

2. Before significant item


METALS, NZ$mFY23FY22% change

Revenue648.6346.587.2%

EBITDA

1,2

131.095.936.6%

Sales (000 tonnes)68.64 9. 23 9. 6 %

Revenue/tonne ($)9,4537, 0 4 934.1%

EBITDA margin

1,2

20.2%27.7%-748 bps

1. Post NZ IFRS 16 basis

2. Before significant item


OPEX , NZ$mFY23FY22% change

Employee benefits142.292.553.7%

Selling & distribution (S&D)26.718.445.1%

Occupancy costs11.06.374.6%

General & admin. (G&A)45.129.155.0%

Operating expenses

1,2

225.0146.353.8%

Employee numbers (at period end)1,36190350.7%

Sales volume (000 tonnes)251.4263.2-4.5%

Total opex/tonne ($000)896.6555.961.3%

1. Excludes depreciation & amortisation.

2. Before significant items in FY23 and FY22

VULCAN ANNUAL REPORT 2023 THE BUSINESS YEARVULCAN.CO

1213

LAUNCESTON
HOBART

SYDNEY x 6

CANBERRA

MELBOURNE x 3

ADELAIDE x 2

KURRI KURRI

BATHURST

DARWIN

CAIRNS

ROCKHAMPTON

CALOUNDRA

ALBURY x 2

DUNDOWRAN

PERTH x 2

BUNBURY

COFFS HARBOUR

BRISBANE x 5

NEWCASTLE x 3

GOLD COAST x 2

TOWNSVILLE x 2

MACKAY x 2

ROTORUA

NAPIER x 2

DUNEDIN x 2

WELLINGTON

SILVERDALE

NEW PLYMOUTH

HAMILTON x 2

PALMERSTON NORTH x 2

INVERGARGILL x 2

NELSON x 2

CHRISTCHURCH x4

TIMARU

TAURANGA x 2

AUCKLAND x 6

WHANGAREI x 2

721

,

36112k

STRATEGICALLY LOCATED SITESCOMPANY EMPLOYEESACTIVE CUSTOMERS*

Opportunity to drive more operating leverage from our footprint and scale

Vulcan’s Network

* Excluding Aluminium

VULCAN.CO

15

VULCAN ANNUAL REPORT 2023 REPORT FROM THE MD & CEO

14

Balance Sheet
WORKING CAPITAL

Net working capital (excluding cash and tax payable)

increased to NZ$441.5m on 30 June 2023 (compared with

NZ$343.3m on 30 June 2022), reflecting the working capital

we assumed as part of our aluminium acquisition. Through

active management of stock relative to our sales levels, our

product costs and inventory level peaked during the year

and have since declined. Inventory was at NZ$437.7m on 30

June 2023, compared with NZ$492.5m at 31 December 2022

and NZ$353.2m at 30 June 2022 (which was prior to the

purchase of our aluminium business.

DEBT

Vulcan has made substantial progress in debt reduction

during the second half of the financial year. Excluding lease

liabilities of NZ$289.7m, Vulcan completed the 2023 financial

year with a net debt position of NZ$339.7m. This represented

a NZ$152.8m increase on the NZ$186.9m net debt position

at the end of FY22. The increase in net debt reflects our

aluminium acquisition during the year which was fully

debt-funded. Vulcan currently has total committed credit

facilities of NZ$440m.

At 1.85 times net debt to EBITDA cover as at the end of FY23

and 7.5 times EBIT to net interest cover for 12 months to

30 June 2023 on pre NZ IFRS 16 basis, Vulcan remains well

within its banking covenants.

FUNDS EMPLOYED

Vulcan’s funds employed were NZ$815.3m on 30 June 2023

comprising NZ$185.9m shareholders’ funds, NZ$289.7m

lease liabilities and NZ$339.7m in net debt. As at 30 June

2022, the company’s funds employed were $574.5m.

Ongoing brownfield and greenfield initiatives

A further four Vulcan growth initiatives moved into

revenue generation phase during FY23. We expect

another two initiatives to commence in the next six

months, which would bring the number of Vulcan’s

growth initiatives commissioned to a total of 16 over

the last 24 months.

Outlook – market conditions could remain

challenging for a period

The New Zealand and Australian steel and metal

products markets registered the negative impact of

sharply higher interest rates and cost inflation on

general business consumption and investment

spending throughout FY23. With present monetary

policy settings expected to remain restrictive in the

foreseeable future, the economic backdrop will remain

uncertain and challenging in FY24, especially in New

Zealand where the economic outlook is showing no

sign of improvement.

Global steel demand is projected to grow by 2.3%

in the 2023 calendar year and is also projected to

lift a further 1.7% in the 2024 calendar year. However,

short-term demand for steel in major markets,

including China, may put a cap on the near-term

recovery in global steel prices from current levels.

Vulcan will endeavour to mitigate these market

pressures by focusing on our sales discipline which is

through maintaining a high service level and strong

value proposition for customers, lifting our customer

engagement efforts, and carefully managing our cost

base.

Thank you

We thank our employees for their personal commitment

and great teamwork, as well as our customers for their

ongoing support over the past year. Our culture, and our

employee work ethic and teamwork continue to shine

through despite a constrained market environment.

Rhys Jones

MANAGING DIRECTOR AND

CHIEF EXECUTIVE OFFICER


1. Including NZ$20m working capital to be reduced which will be funded by a

deferred settlement of NZ$20m for the transaction in 1H 2023. NZ$79m of

capitalised lease obligation is excluded for the calculation of this enterprise

value.

Ongoing brownfield

and greenfield initiatives

NZ$m30 Jun 2330 Jun 22% change

Trade and other receivables170.7157.28.6%

Inventories437.7353.223.9%

Less trade and other payables-166.9-167.10.1%

Working capital excluding tax items441.5343.3

Property, plant and equipment86.856.254.5%

Intangibles15.012.817.3%

Right-of-use assets260.4180.744.1%

Other assets and liabilities11.6-18.5n/a

Lease liabilities-289.7-202.343.2%

Net banking debt-339.7-186.981.7%

Net assets/Shareholders funds185.9185.30.4%

We are encouraged by the

progress of our aluminium

business in our first year


of ownership.

Adrian Casey - COO

VULCAN.CO

17

VULCAN ANNUAL REPORT 2023 THE BUSINESS YEAR

16

Mapping our
sustainable

pathway

02

ENVIRONMENT &

SUSTAINABILITY

18

VULCAN.CO

19

VULCAN ANNUAL REPORT 2023

Caring for our people
Vulcan’s sustained growth can be attributed

to our dedication to continuous improvement

across every facet of our business – and this

always starts with our people.

Our employees are the heart of our business and we are

committed to supporting them both professionally and

personally to ensure they are happy and healthy.

Principles and ethos

Our principles and ethos are the foundations of how we

operate and form our unique culture. We are committed to

the ongoing education of all employees on our Principles

and Ethos, to ensure these are not just statements but

actively embodied values.

Preserving our culture

In 2022, we began the process of producing several short

videos for the purpose of embodying and preserving

Vulcan’s unique culture. These videos cover everything

from Vulcan’s story and history to what different roles

look like within the business, to how our flat, flexible, and

autonomous culture is practically embodied day-to-day.

In 2023, we added to this initiative through employee group

conferences and social events designed to build on our

culture. We believe these initiatives play an integral role in

helping new employees understand our culture and feel a

sense of purpose and belonging as they enter the business

Flat structure

Since inception we have operated a flat structure model,

centered around the belief that everyone is important to

our success, therefore should be an active decision maker

and empowered with responsibility and autonomy within

their role. We have found that this mentality keeps our

business agile, efficient, and effective, and our employees

feeling trusted, valued, and fulfilled.

Flexible work environment

We believe in creating flexible, relaxed, enjoyable

workplaces for our team. While not all our roles enable

flexibility in the traditional sense, we believe in supporting

flexibility wherever possible to ensure everyone’s jobs

enhance, not hinder, their lives. We aim to nurture an

open culture where employees feel comfortable initiating

conversations around any support they may need

whether at work or in their personal lives. We have many

examples of employees who have worked internationally,

have very untraditional work hours, or have transitioned

to working entirely from home to support their families.

While we recognise that this level of flexibility is not always

practical for our more hands-on roles, we are committed

to finding personalised solutions on a case-by-case basis

that enable all employees, regardless of their role, to feel

supported. The most important thing to us is nurturing

a culture that enables our people to feel comfortable

initiating these conversations.

Employee Assistance Programme

Our Employee Assistance Programme (EAP) is available to

all employees and their family members. To engage with

this support, employees can either speak to their manager

or reach out directly to our external EAP provider. While

we encourage our people to engage with this support

in whichever way makes them feel most comfortable,

we hope to nurture an environment where they also feel

comfortable bringing their concerns directly to someone

at Vulcan so that we can offer them individualised

support, in addition to what can be offered through our

EAP partners. As a business that genuinely cares about our

people, we want to support our employees in a way that

is completely personalised and flexible to their individual

circumstances and needs. In the past this has ranged from

funding surgeries to family counselling, to drug and alcohol

rehabilitation. There is no rule book or precedent around the

ways in which we are willing to support our staff.

Since inception we have

operated a flat structure model,

centered around the belief that

everyone is equally as important

to our success, therefore should

be an active decision maker.

VULCAN.CO

21

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

20

Our ethos
Team first, with respect for the individual

We’ve got an “everyone supports the team, and the

team supports everyone” culture. No one person is more

important than another, therefore we value and respect

everyone’s individual perspectives and ensure that all

decision making reflects what’s best for the team.

Each person responsible with minimum

mis-understanding

We trust everyone to have complete responsibility and

autonomy within their role. Our staff don’t have someone

looking over their shoulder and should feel empowered

and enabled to do their job to the best of their ability,

in a way that works best for them.

Relaxed, professional and committed

Work should be somewhere our staff enjoy going every

day. We don’t take ourselves too seriously and our relaxed,

yet committed environment ensures everyone feels

comfortable asking questions, receiving feedback and

supporting one another.

Support our local communities

Our people’s health and happiness directly depends

on the health and happiness of those around them.

These extended networks of friends and families across

New Zealand and Australia, are our local communities.

Through understanding their difficulties and helping

support, uplift and improve the lives of these people,

we hope to foster meaningful and lasting change.

Clear profit centre goals

Everyone has a clear understanding of their responsibilities

and goals and has the resources and decision-making

authority to achieve them.

Our principles

Provide an enjoyable workspace

We want you to genuinely enjoy the work you do. Aside

from having well resourced, high standard facilities, we aim

to create a workplace where everyone feels listened to,

valued and supported in reaching their full potential.

Promote a safe working environment

By nature, working with steel has inherent risks, therefore

ensuring our staff safety is our primary, ongoing priority.

Not only do we want our staff to get home safely to

their families every night, we also want them to feel

psychologically safe and supported while at work.

Be financially prosperous

This enables us the freedom to invest in our business and

people to ensure we’re thriving, not just surviving. It gives

us the ability to determine our future success from which

everyone can prosper.

Remain ambitious

Ambition is about being courageous enough to try, know-

ing that while we may not always succeed, we will learn,

grow, adapt and ultimately find a better way. Innovation

isn’t without risk, and we’re here to support our staff in

stepping outside of the box and striving for greatness.

Balance the above

We know that balancing the above is critical to

our success.

We believe that by

creating the right

environment we

inspire the delivery

of amazing results.

At Vulcan we hold

ourselves to the highest

standards in our work,

how we do it and how

we treat one another.

VULCAN.CO

23

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

22

22

Health and wellness programme
Our health and wellbeing programme encompasses

physical exercise, nutrition, and mental health support.

Available to all our employees across New Zealand and

Australia, its purpose is to support our people in feeling their

best so they can show up professionally and personally

contribute to the success of the team and company.

These initiatives are also available to family members of

our staff, as we recognise that the health and happiness of

our people is directly related to the health and happiness

of those close to them. We have seen that this inclusive

approach leads to greater engagement in our health and

wellbeing initiatives as well as ultimately having greater,

more meaningful impacts for our people and their family.

From a health and safety perspective, we also recognise

the importance of these initiatives as stronger, fitter,

healthier and more resilient employees naturally equate

to safer working environments.

Established in 2019, our health and wellbeing programme

is operated with input from specialist providers across New

Zealand and Australia. These providers consist of teams of

professionals from trainers to nutritionists.

Where we have onsite Vulcan gyms, trainers offer an

induction programme and scheduled group fitness classes

each week, as well as being on hand to write and guide

employees through tailored exercise programmes up to

13 hours a week.

We have seen encouraging engagement rates across all

our onsite gyms. We are actively working to ensure that our

new Aluminium colleagues are engaged with our onsite

gyms that they are in close proximity to. We have several

success stories where our health and wellbeing programme

has helped employees make significant improvements to

their physical and mental health.


New onsite gyms

In FY23 we have expanded our onsite gym offering with the

completion of gyms in both our Jandakot site in Western

Australia and our Pooraka site in South Australia. The value

of these additional sites has been positive with over 90% of

employees at Jandakot and 100% of employees at Pooraka

completing their wellness coaching session during launch

week. Further gym roll-outs, where appropriate, are being

considered, with plans currently underway to establish an

onsite gym in our Dandenong site in Victoria by the end of

FY24.



The Vulcan wellness programme has

drastically changed my life. I haven’t

felt this good since I was a teen. My

self-confidence, concentration at work,

and energy have all improved 10 fold,

and my family time has benefitted.

Jared King - Engineering, Brisbane

2019

Health and wellness

programme established.

2020

First onsite gym launched

in Auckland, NZ - used by

multiple Auckland sites.

First onsite gym launched

in Australia at Yatala site

in Queensland – used by

multiple surrounding sites.

2023

Onsite gym launched at

Jandakot site in Western

Australia.

Onsite gym launched

at Pooraka site in South

Australia.

2022

Onsite gym launched

at Smithfield site in New

South Wales, Australia.

2024

Onsite gym planned

for Dandenong site

in Victoria.

VULCAN GYM ROLLOUT ACROSS AUSTRALASIA

VULCAN.CO

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VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

24

Diversity, equity and inclusion
At Vulcan, we are committed to fostering a diverse,

equitable and inclusive workplace where all employees are

treated fairly with dignity and respect. We endeavour to

create an environment where everyone’s differences are

understood, valued and celebrated and where our people

feel empowered to carry out their responsibilities at work.


We believe that fostering a truly diverse and inclusive

workplace not only leads to happier employees who feel

a greater sense of value and belonging, but also plays

an important role in enhancing our culture, creativity and

productivity - leading to an inherently stronger and more

successful business.

To ensure diversity is fostered with perpetuity, we have a

Diversity and Inclusion Policy which is reviewed annually

alongside corresponding objectives. In 2022 a diversity,

equity and inclusion (DEI) team was established, consisting

of three focussed working groups, to create and implement

the Vulcan DEI programme. The DEI programme includes

workshops and trainings, provided to a leadership group of

over 113 employees, and an annual DEI survey of all Vulcan

employees (1,381 people at the time of the survey) to ensure

diversity data is current and action plans best reflect this

DEI working group

Recognising the importance of creating a structured and

ongoing programme around our DEI initiatives, in February

2022 Vulcan established our DEI working group. This group

consists of 16 people across the group. The purpose of this

group is to establish and enable a DEI action plan, and to

facilitate the ongoing implementation of these initiatives.

We are members of Diversity Works New Zealand and

our DEI working group continues to work closely with their

consultants to understand best practice in the DEI space,

facilitate our internal workshops and trainings, establish

robust processes and collate our annual diversity data from

which we set measurable goals and targets for the year

ahead.

Following our 2022 company-wide DEI survey, our DEI team

created three workstream groups to target initiatives based

on the survey results - the Inclusive Facilities group, the

Developmental and Educational Pathways group, and the

Recruitment and Onboarding Experience group.

INCLUSIVE FACILITIES

The key objective of the Inclusive Facilities group is

encouraging and supporting the creation of facilities that

are welcoming and comfortable for a diverse group of

current and prospective employees. Over the past year

comprehensive facilities audits have been undertaken of

all Vulcan sites (prior to our Aluminium acquisition), which

included assessments of toilets, change rooms, private

spaces, lunch areas, and disabled access. Improvement

plans for sites with facilities gaps are underway, as are

audits on our newly acquired aluminium sites.



DEVELOPMENTAL AND EDUCATIONAL PATHWAYS

The key objective of the Developmental and Educational

Pathways group is ensuring our employees are engaged

in training and education that not only helps with their

development but also fosters inclusivity and belonging.

Over the past year a pilot education programme has been

underway in Plate Tauranga. This program covers literacy,

numeracy, communication, and leadership skills. A similar

pilot programme has also been underway in Sydney from

June 2023, and further opportunities are being reviewed

in Auckland and Perth. Cost benefit analysis of the pilot

educational programs will be conducted and presented

later in 2023. In addition, unconscious bias trainings have

been completed by 113 leaders across the business


with further trainings planned for the near future.


RECRUITMENT AND ONBOARDING EXPERIENCE

The key objective of the Recruitment and Onboarding

Experience group is to create a recruitment experience

that reduces barriers and bias in hiring across Vulcan and

implements an onboarding experience which ensures that

once people are hired, they feel a sense of inclusion and

belonging. Over the past year this group has created culture

videos for the purpose of aiding in the communication

of our unique culture. A cultural handbook, induction

programme, standardisation of job ads and review of

advertising channels is also underway.

Celebrating and evolving our culture

An extension of our leadership education around

unconscious bias has been the introduction and education

of our leaders around the importance of belonging. For our

employees to feel truly appreciated, supported, valued,

happy and fulfilled, they must feel a sense of belonging

when they come to work. We aim to nurture a culture where

everyone at Vulcan feels they belong – where they feel

seen and understood, and where what makes them unique

is celebrated. This sense of belonging is foundational to

the ongoing success of our flat structure model, where

everyone feels empowered as an active decision maker

and recognises their value within the business. As is true

when it comes to embedding and maintaining any cultural

principles across the business – infusion from the top down

is essential. Therefore, the importance of belonging and

how to nurture this inclusive environment is a focus through

our monthly leadership hubs and will continue to be a

cultural foundation that is revisited regularly.

Following the acquisition of our Aluminium division we

conducted a cultural integration survey with all aluminium

leaders across the group. This anonymous online survey

was followed by 20-minute one-to-one interviews to gain a

360-degree view on how leaders felt about the integration.

This was an invaluable exercise that was repeated in

August 2023. We have also found that leadership hubs,

leadership development plans, buddy systems, and

education around our core competencies have been

effective vehicles in maintaining a consistent culture across

the group following such a large-scale acquisition.

Unconscious bias training

We have an ongoing partnership with Diversity Works New

Zealand to help facilitate our unconscious bias training.

Facilitated by a Diversity Works consultant, these trainings

are conducted over three sessions with groups of between

70-90 leaders across New Zealand and Australia. These

interactive sessions are invaluable in helping employees

to form a foundational understanding of unconscious bias

from which we can continue to build. Following a formal

education session, site leaders hold informal discussions

with their teams that focus on identifying and sharing

personal experiences of biases and how best to mitigate

these at a site level. As a third step, a leadership meeting

(attended by 91 leaders) is dedicated to site leaders

sharing and reflecting upon these discussions and their

resulting action plans. This three-step process is repeated

bi-annually across New Zealand and Australia to ensure

ongoing education for both new and existing leaders.

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

26

VULCAN.CO

27

We conduct an annual DIE survey to understand the
diversity of our team and from this, how we can best serve

them as employees. This data provides us with valuable

insights into the gender, age, nationality, ethnicity, religious,

language and education diversity across Vulcan. The

anonymous comments section also provides valuable

feedback and suggestions, identifying areas where we can

aim to improve. Following each annual survey, we review

these results and determine our actions for the coming 12

months.

As expected, following our Aluminium acquisition we have

seen significant changes in the DEI survey data from

2022 to 2023. Employee headcount has increased by 54%,

number of birth countries by 29%, and people identifying

as multi-ethnic by 97%. Interestingly, the percentage of

employees who ‘preferred not to say’ which ethnicity they

identified with increased by 6%. Other significant changes

were in the employee age mix where the number of people

in the 20-30 age group increased by approximately 62%,

and both the 40-50 age group and the 50+ age group

increased by approximately 50%.


Diversity, equity and inclusion

survey data results summary 2023


Pay equity

Vulcan undertakes a detailed annual pay review for every

individual employee to ensure there is pay equity across

our organisation. Our people are the heart of our business;

therefore, it is of the utmost importance to us that we

offer a competitive pay structure that reflects each team

members invaluable contribution to our business. We

remain committed to ensuring ongoing pay equity as our

business grows.

71

NUMBER OF TOTAL BIRTH COUNTRIES

98

NUMBER OF TOTAL

ETHNICITIES

132

PEOPLE IDENTIFYING

AS MULTI ETHNIC

15%85%

EMPLOYEE COUNTRY OF ORIGINEMPLOYEE GENDER MIX TOTAL

EMPLOYEE GENDER MIX BY ROLE GROUP

EMPLOYEE AGE MIX BY ROLE GROUP

EMPLOYEE ETHNICITY PERCENTAGE

EMPLOYEE AGE MIX TOTAL

National diversityGender diversity

Ethnic diversity

Age diversity

Understanding our diverse team

Director

1

Management

Central &

support

Sales

Driver &

warehouse

Director

1

Management

Central &

support

Sales

Driver &

warehouse

50+

40

30

20

Gender

NZ/AUS

NZ/AUSRest of the world

Rest of the world

30

37

70

63

020406080100

020406080100

0100200300400500

1,361

930

67%

EMPLOYEES

RESPONDERS

RESPONSE RATE

1. Director excludes executive directors.

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

2829

Learning and development
Helping our people reach their full potential in turn

helps the business to succeed. We support learning

and development and invest time and resources in

upskilling our people to help them progress.

Being a rapidly growing company naturally creates multiple

leadership opportunities for our people at all levels, from

small Business Unit leadership roles to the management

of large and complex Business Units and transformation

projects. Within FY23 we have continued to implement

comprehensive learning and development initiatives

including our Leadership Development Programme,

coaching for high potential employees, and leadership

hubs. We have also invested in sending senior leaders to

the Kellogg Executive Education programme for Maximising

Sales Force Performance, biannually. In addition to these

leadership focussed initiatives, we have ongoing training

programmes in place across all roles within the business to

support employees in expanding their skills and progressing

their career in line with their aspirations.

There is a strong focus on ensuring diversity, equity and

inclusion across all learning and development initiatives.

With 85% of Vulcan’s employees identifying as male, there

is a particularly strong focus on attracting, retaining and

developing female employees. In FY23 three women have

been promoted into site and functional leadership positions

off the back of development plans and mentoring.

With a robust structure around learning and development

initiatives in place, our focus moving forward is to expand

the reach of these programmes and continue to embed

these practices into the business.

Leadership development programme

Our structured leadership development programme

was introduced in November 2021 and continues to form

the foundation of our leadership initiatives. The way the

programme works is that senior and aspiring leaders

from across the business are identified and conversations

initiated around development aspirations both within

current roles and potential future roles. Structured,

personalised professional development plans are then

implemented that align with Vulcan’s core competencies

and encompass mentorship support, leadership coaching

and quarterly reviews. Leaders are identified based on

either the scope of their leadership impact (senior business

leaders), or their leadership potential (new and aspiring

leaders). Initially introduced as a six-month pilot with 14

leaders, as of June 2023 this programme now has 29

participants and will be expanding to include further leaders,

including Aluminium leaders, in the latter part of 2023.

The success of this leadership development programme

has seen multiple people promoted into larger roles and

it continues to be a valuable pathway for preparing and

developing leaders for the next steps in their careers. We

have found it invaluable for retention and motivation as well

as being a great way for functional leaders to learn more

about the business and integrate into the company with

ease. All Leadership Team members are sponsors for the

leadership development programme, as well as most being

participants themselves.

Leadership Hubs

Monthly “Leadership Hubs” were established in August

2021 with their purpose being to share and promote

good leadership practices across the business, as well as

promoting internal networking, enabling leaders to share

personal expertise and experiences on different topics.

Held digitally and attended by almost 100 leaders from

across New Zealand and Australia, each session focuses in

on a specific leadership topic where two to three leaders

share their experience in a way that’s practical and useful,

followed by best practice examples and education given

by certified Leadership Coach, Helene Deschamps. These

Leadership Hubs often spark the desire for further leadership

development and result in practical conversations and

collaboration between leaders from different sites. We have

found these Leadership Hubs a valuable integration vehicle

for our aluminium business leaders following the acquisition

Kellogg Executive Education at

Northwestern University, Chicago

The Kellogg Executive Education programme for Maximising

Sales Force Performance immerses sales leaders in a

collaborative learning environment intensely focused

on practical ways to significantly improve sales force

performance. Recognising that sales force effectiveness is

critical for profitable business growth, we have committed

to sending two cohorts of six to seven leaders annually, in

line with the course offering. Our first cohort completed the

programme in October 2022, our second in April 2023 and

another cohort will be attending the programme in October

2023. This industry leading course exposes senior leaders

to best practice and simultaneously helps to build working

relationships between business leaders.

Coaching for high potential employees

Vulcan has identified the value of ongoing

professional and confidential coaching

support, to complement on-the-job

development. In addition to the leadership

development programme, coaching sessions

are offered to high potential employees

who have expressed a desire in career

development or improving a specific skill,

either on a regular or ad hoc basis. Coaching

is carried out face-to-face or online across

New Zealand and Australia and was initiated

in March 2021. We have found this offering

directly correlates to higher job satisfaction

and success, as well as decreased stress and

improved time management.

There is a strong

focus on ensuring

diversity, equity

and inclusion

across all learning

and development

initiatives.

VULCAN.CO

31

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

30

VULCAN.CO

Health and safety
Health and safety are core aspects of our principles

and ethos. Our view is that all accidents are preventable,

and we are uncompromising in providing a safe and

healthy workplace.

We take a pre-emptive and highly detailed approach to

providing a safe and healthy workplace for our employees,

contractors, visitors, and the public who share the roads

with our trucks. We have a strong focus on how emerging

technology, particularly in the AI space, can enhance

our health and safety systems. Our ‘return to work’ and

rehabilitation practices also have extensive processes in

place to holistically support our people as they recover

from injury. As with all areas of our business, we have a

continuous improvement philosophy around Health and

Safety and will be continuing to actively seek out, trial and

implement all innovative options available.

New work safety software

The most significant update over the past 12 months

regarding health and safety is the introduction of ‘Noggin’

– our Work Safety Software. Still in the early stages of

development while we tailor it to our specific needs, Noggin

will be used to manage every aspect of our safety and

compliance programme within our health and safety

reporting. This will include capturing hazards, near misses,

injuries, incidents, investigations, workplace inspections,

trainings, contractor management, and document

control. It will provide all the tools needed to automate our

management cycle in a centralised, user-friendly platform.

Noggin will be introduced for trial in stages, starting with our

Melbourne sites where the trial commenced in July 2023.

This will expand to include our Aluminium sites towards the

end of 2023, and across the rest of the business in the first

half of 2024.

Safer driving system

In 2021, we began trialling an upgraded version of our safer

driving system that incorporates artificial intelligence and

provides more detailed alerting and detection around

on-road driver safety. While this trial is ongoing, it is proving

to be a valuable addition to our Health and Safety Toolkit,

with AI monitoring improving the reinforcement of positive

behaviours, such following distance monitoring, rather than

only highlighting negatives from incidents. The success of

this Safer Driving System for ongoing implementation will

be assessed upon trial completion.

Inviol

Over the past 12 months we have continued to trial Inviol,

an innovative, AI-driven health and safety programme.

Inviol has achieved further traction with its product with

other major businesses that require significant health and

safety risk management tools.

With AI enabled systems, Inviol constantly monitors our pre-

configured or custom health and safety rules and identifies

high risk events across a range of workspaces including

the back of trucks, our warehouses, manufacturing sites, or

wherever we feel risk assessment is required. When identified,

the team is notified so that there can be quick reinforcement

of Health and Safety rules as well as timely coaching and

development. Existing to identify and remove complacency,

Inviol ensures teams are keeping safe while at work.


While this trial is ongoing, we have found it valuable in

capturing incidents and near misses, while out on the road

and at customer sites which has resulted in improved

employee safety. This has given us the opportunity to

review and introduce additional proactive safety measures

in direct response to incidents. In addition, we have found

that it has added value to our customers as we are able

to provide feedback where appropriate, increasing the

awareness and safe working environments of not just our

employees, but also our customers.

Inviol is the brainchild of James Wells, Vulcan’s Chief

Information Officer. After creating a working proof of

concept, a former Vulcan employee subsequently

approached us around commercialising the system.

Steady state ongoing health and safety initiatives

We have several ongoing health and safety initiatives

which are reviewed and updated regularly in line with best

practice and emerging technologies. These include:

Quarterly health and safety site reviews – undertaken via

peer review and/or self-assessment.

Health and safety policy – this was reviewed and

republished in May 2023.

Drug, alcohol and substance policy and procedures –

these were reviewed and republished in November 2022.

Randomised drug, alcohol and substance testing

regime – pre-employment testing is compulsory and is

supplemented with randomised testing across the whole

business to ensure employees can perform their duties in

a safe, productive, and healthy manner for the benefit of

themselves, their workmates, and the public.

Traffic management plan – this includes on-truck

cameras, exclusion zones, onsite traffic flow and speed limit,

and load restraint training across all sites.

Return to work policy and procedures – this is to

encourage the early return of employees to full duties

as soon as practicable, following a work-related injury

or illness and where practical non-work-related injury or

illness. Where possible, management, in consultation with

medical/rehabilitation professionals, will return employees

to their usual work, modified duties or alternative duties

within their capacity as soon as possible.

Noise assessments – assessments are undertaken to

accurately ensure that noise levels do not exceed the exposure

standard and to understand and determine what control

measures can be taken to ensure our workplaces are safe.

Health and safety training – all employees undertake

a comprehensive company and site induction upon

employment, with annual refreshers. Further internal

training is ongoing and covers Standard Operating

Procedures (SOPs). A Training Needs Analysis is undertaken

for each site and can include specialised training such as

First Aid, Health and Safety Representative / Committee,

Emergency Preparedness, High Risk Work Licences.

LOST TIME INJURY FREQUENCY RATE (LTIFR)

1

(per 1,000,000 hours worked)

0

5

10

15

20

25

30

35

FY23FY22FY21FY20FY19FY18

LTIFRLTIFR (Severe)

20.0

18.7

22.4

16.1

31.2

1.9

13.8

0.6

0.0

3.6

0.6

1.3

TOTAL RECORDABLE INJURY FREQUENCY RATE (TRIFR)

1

(per 200,000 hours worked)

0

2

4

6

8

10

12

14

16

FY23FY22FY21FY20FY19FY18

TRIFR

8.1

5.8

8.6

8.7

9.4

13.0

Detection of unsafe

behaviour enables us to

put an education plan in

place to teach operators

about safer p ractices,

this leads to a reduction

of incidents.

James Wells - CIO

VULCAN.CO

33

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

32

While we have significant, long-term and ongoing
involvement with two larger organisations – the Halberg

Trust in New Zealand and the Arts Centre Melbourne – we

are regularly involved in many smaller initiatives within

our local communities. Often this involvement stems from

staff members coming to us with projects, organisations,

causes or individuals that need support within their direct

communities. An example of this was our support for

several individuals that found themselves the victims of

New Zealand’s devastating floods in February 2023. We

donated a total of $85,000 directly to individuals to support

them and their families in the immediate aftermath of

Cyclone Gabrielle. Through understanding the difficulties

facing our local communities, especially those that directly

impact our people, and being able to offer support, we

hope to play even a small role in improving the lives of our

extended community that fosters meaningful and lasting

change. Vulcan donated a total of $275,000 during FY23

School sponsorship, New Zealand

Vulcan has for several years supported a local, low decile

New Zealand secondary school by providing laptop

computers to pupils and offering financial scholarships to

talented students to enable them to more easily embark on

tertiary study.


New Zealand Dance Company (NZDC)sponsorship,

New Zealand

In 2022 Vulcan began supporting the New Zealand Dance

Company through sponsoring a dancer, enabling an

aspiring young performer to pursue a full-time career in

dance. The New Zealand Dance Company is a sustainable,

full-time arts organisation that creates and presents

innovative and inspiring contemporary dance, for audiences

in New Zealand and around the world.

Bryan Mould, as the NZDC model and coordinator, initiated

the connection between NZDC and The Halberg Foundation

which resulted in the NZDC performing at the annual Halberg

Sports awards. The NZDC received outstanding acclamation

and were subsequently able to raise their profile in front of

a larger live audience than usual as well as coverage on

national TV.





Our community

We believe that giving back to and supporting the

communities that support us and our people, is simply

the right thing to do. Our philosophy around community

support is that wherever possible, we are actively involved

and ensure that our support goes directly where it is

needed - ideally directly to individuals.

Auckland Rescue Helicopter Trust, New Zealand

2024 will mark Vulcan’s 20th anniversary of continued

support for the Auckland Rescue Helicopter Trust. For over 50

years, the life-saving Auckland Westpac Rescue Helicopter

service has assisted the greater Auckland, outer islands and

Coromandel communities. As one of New Zealand’s most

trusted charities and an essential medical service, we are

proud to support this lifesaving organisation.

Image credit: Auckland Rescue Helicopter Trust


1115

MISSIONS DURING 2022

54

RAPID RESPONSE

VEHICLE MISSIONS

60%

18%

22%

VULCAN.CO

35

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

34

Arts Centre Melbourne, Australia
The Arts Centre Melbourne (ACM) is the single feeder of

technical skills to the arts and theatre industry across

Australia. Vulcan has been supporting ACM since 2021 after

Melbourne’s vibrant arts and theatre industry was sadly

devastated by repeated COVID-19 waves, and extended lock

downs, and although the work force was highly casualised, it

did not attract government wage support like other sectors.

We support ACM through making an annual financial

contribution to their Registered Training Organisation

to ensure their Traineeship programme for Production

Technical Staff has the funding to continue. Each year this

donation goes directly towards the training of four talented

young individuals who are selected from a pool of several

hundred applicants following a comprehensive recruitment

process. Those individuals then undertake formalised

workplace-based training and assessment under the

guidance of technical trainers and skilled production

team mentors to achieve their Nationally Recognised

Qualifications.

This Traineeship programme provides training and

employment for young people and addresses an immediate,

ongoing need for skilled and qualified production staff to

work in Australia’s performing arts venues.

In a first for the programme this year, and highly reflective

of the current industry skills crisis, each trainee has also

been provided with the opportunity to learn more about

each other’s production departments (lighting, staging,

sound and vision). This is an important addition to the

programme to help bridge some of the knowledge gaps

across the production team and encourage a more

rounded, multi-skilled outcome, reflective of the wider

industry.

Over the past ten years Vulcan has also purchased

a significant number of artworks from the Arts Centre

Melbourne’s sponsored fine artists including sculptures,

paintings and photographs. The now extensive collection,

which has been collated over many years from these

talented young artists, is on exhibit across our Australian

offices.


Arts Centre Melbourne 2023 technical trainees.

From left to right; Joshua, Kara, Emma and Clara.

Halberg Youth Council sponsorship, New Zealand

The Halberg Youth Council is a group of 10 young leaders

from around New Zealand representing the voices of

physically disabled young people. Youth council members

are selected by the Halberg Foundation and are typically

part of the programme for two to three years in which time

they support the Halberg Foundation’s various programmes

throughout the country and are mentored around a wide

variety of valuable life and business skills. Youth Council

members range from young adults that are currently

working at university or in secondary school.

Vulcan has supported the Halberg Youth Council since

2017, helping in both a practical and financial manner to

assist the Halberg Youth Council in facilitating change and

encourage other young people with physical disabilities to

have more positive and inclusive experiences. We cover all

costs associated with bringing Council members together

biannually for one to two days of presentations and

discussions with business leaders and public servants from

around the country. Three members of Vulcan’s Leadership

Team, Paul Tomich, Shane Temata, and Amber Marshall

are actively involved with the Youth Council and personally

hold one of these presentation and discussion sessions

each year.

The profile of the Halberg Youth Council continues to grow.

In July 2023, they successfully gained another meeting with

Hon Grant Robertson (current Minister of Finance), Dame

Cindy Kiro (current Governor General) and other high-profile

people of influence in Wellington.

Vulcan understands the importance of championing the

voice of young leaders and with it, their ability to lead

change and shape a better, more inclusive future for all.

Through supporting The Halberg Youth Council, we hope to

empower the voices of their young leaders who are building

a pathway towards a brighter future.

Vulcan also provides work experience opportunities to

Youth Council members who wish to gain work experience

with Vulcan. In addition, over the years Vulcan has provided

several individual sponsorships to members who have

wished to gain further experience in specific areas, as well

as supporting with funding for various smaller causes run

by council members on an ad hoc basis.


VULCAN/ HALBERG YOUTH COUNCIL SCHOLARSHIP

To further assist on an individual level, in 2023 Vulcan

initiated an annual scholarship of $5,000 to be awarded

in February of each year to assist the chosen individual

with costs associated with successfully participating in

their chosen field, for example (but not limited to) sports,

education, trades, or the arts. The inaugural scholarship was

awarded to Guy Harrison who is hoping to represent New

Zealand in both swimming and golf in future Paralympics.


Guy intends to use this scholarship for trying to become

the first New Zealander to travel around on the European

Disabled Golf Association Circuit with the aim to play the

big events alongside the European Tour.

I believe in the importance of

sport and recreation which

helps with personal overall

health, especially for those of

us growing up and living with

a physical disability.

Guy Harrison

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

3637

Our environmental footprint
We are dedicated to ensuring a better tomorrow.

We take seriously the risks and opportunities posed

by climate change and as a value-added processor

and distributor of steel, we are committed to making

incremental and ongoing improvements to minimise


the negative impacts and maximise the positive

impacts we have on our environment.

We also endeavour to influence positive change wherever

possible within our supply chain. Some of the initiatives we

are actively engaged with include expanding our sites that

run on solar, transitioning to a hybrid car fleet, trialling our

first fully electric truck, and monitoring the progress around

and suppliers of green steel.

Measuring our carbon emissions

We are committed to minimising the impact our business

activities have on the environment. We produce an internal

annual greenhouse gas (GHG) emissions inventory report

to measure our emissions and take accountability for our

carbon footprint. The annual report is completed with the

support of sustainability specialists. Including our acquired

Aluminium business, our FY23 inventory report estimated

that approximately 13,963 tonnes of CO2 for Scope 1 and 2

was a complete and accurate representation of the GHG

emissions directly resulting from our operations within our

defined scope and boundaries for the 12-months to 30

June 2023.

Deloitte undertake assurance work over our annual

GHG emissions inventory report. For Scope 1 and Scope 2

emissions we obtain reasonable assurance, and for Scope

3 we obtain limited assurance.

We are committed to better understanding and ultimately

improving our operational performance with respect to

carbon emissions. Where possible, we are committed to

supporting our suppliers in the trial and implementation

of green steel solutions. Continual improvement plans will

be made and reviewed annually based around our annual

GHG emission report findings.

Emissions per unit of activity (unless otherwise stated) FY23 FY22 Percent YoY

Revenue NZ$m 1,245 972 28%

Sales volume (000 tonnes) 251 263 -4%

Scope 1, 2 kgs of emissions per sales tonne 55.5 34.8 60%

Scope 3 kgs of emissions per sales tonne 8 6.9 107.9 -20%

Scope 1, 2 tonnes of emissions per million dollars of revenue 11.2 9.4 19%

Scope 3 tonnes of emissions per million dollars of revenue 17.5 29.2 -40%

Vulcan greenhouse gas inventory

Inclusions FY23 Tonnes CO

2

Percent FY22 Tonnes CO

2

Percent Percent YoY

Scope 1 6,400 18% 4,283 12%49%

Scope 2 7,563 21% 4,881 13%55%

Scope 1 and 2 Total 13,963 39% 9,164 24%52%

Scope 3 21,836 61% 28,402 76%-23%

Scope 1, 2 and 3 Total 35,799 100% 37,566 100%-5%

GREENHOUSE GAS EMISSIONS SCOPE 1 AND 2

(TONNES CO

2

)

GREENHOUSE GAS EMISSIONS

COMPOSITION FY23

0

2000

4000

6000

8000

10000

12000

14000

16000

FY23FY22

From business aquiredPre-existing business

5.8

S

C

O

P

E


3

S

C

O

P

E


2

S

C

O

P

E


1

Excluding the Aluminium business (Ullrich acquisition), Vulcan’s scope 1 and 2 emissions reduced by 737 tonnes

or 8%. This is predominantly driven by the reduction in Scope 2 electricity emissions which is a combination of

our efforts around solar transition on more sites, new and more efficient processing machines and volume.

VULCAN.CO

39

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

38

EV truck trial
In July 2022, we commenced the trial of our first electric

truck, a Fuso E-Canter, which is used two to three times

a week for in-region deliveries. While this trial is ongoing,

the primary limiting factor that has been identified is

range. The Fuso E-Canter has an average range of 120kms.

However, a typical range required is 150kms. Since initiating

this trial, there is now an alternative electric truck available

with an average range of 170kms. This is currently being

investigated further as this increased range could make an

electric truck a viable ongoing solution for all in-region runs.

Environmentally efficient trucks

Our truck fleet is kept up-to-date with the latest vehicles

to ensure they are as safe, efficient and comfortable as

possible. By continuing to upgrade our fleet, we are keeping

emissions as low as possible while we continue to explore

alternative options, such as electric and hydrogen, as they

become available. As we replace and refresh our truck fleet,

all new vehicles will be Euro 6 compliant, if available and fit

for purpose. Additional initiatives to keep emissions as low

as possible include optimal route planning and ensuring

trucks are carrying full loads to reduce multiple journeys.

Biodiesel

We are advocates for moving to biodiesel where available.

Owning our own trucking fleet gives us the ability to

encourage, or where appropriate mandate, the adoption

of greener fuel options such as biodiesel.

Transitioning to solar

With most of Australia’s electricity generated from non-

renewable resources, our solar strategy to date has been

centred around prioritising the transition of our Australian

sites to solar. As of June 2023, seven of our 18 Australian sites

(prior to Aluminium acquisition) have been transitioned to

solar, with an additional two Australian sites due to be

transitioned to solar by the end of 2023. We are reviewing

the viability of the remainder of our sites in Australia for


solar deployment.

In comparison, 84% of New Zealand’s electricity is from

renewable sources (New Zealand Ministry of Business

Innovation and Employment, 2020), therefore our solar

strategy in New Zealand has been based around

transitioning our largest sites where weather patterns are

sufficiently dependable to rely on solar power generation.

In January 2022, we transitioned our first New Zealand site

to solar (Stainless Steel Auckland), which has reduced their

total energy consumption from the grid by one third. In

December 2022, we completed our second New Zealand

solar site at our Plate Auckland facility, and we are currently

reviewing the solar viability for other New Zealand sites.

While we will continue to assess the viability of transitioning

the remainder of our New Zealand sites, many of our

locations have minimal power consumption or are prone to

variable weather conditions which make the production of

solar energy more variable.

Hybrid company car fleet

In 2020, we commenced the introduction of hybrid vehicles

(Hybrids) into our sales rep fleets across New Zealand and

Australia. COVID-19 and the associated supply chain and

delivery issues significantly slowed our anticipated uptake

of Hybrids; however, we have continued to transition our

fleets, in line with availability, across New Zealand and

Australia. To date, we have successfully transitioned 50%

of our fleet (Vulcan company cars excluding Aluminium)

to Hybrids where a hybrid solution exists for the vehicle

type required. A key focus over the coming 12 months is

to include our newly acquired Aluminium division in this

initiative, replacing vehicles with Hybrids as they come

up for renewal.

Hybrids are widely considered to be up to 30% more fuel

efficient per mile than conventional fuel-powered vehicles,

and while we believe that hybrids are currently the most

appropriate form of low emission transport for our sales

fleet, we will continue to analyse and trial alternative

options that could be viable, lower emission solutions.

AUSTRALIA

(at June 2023)

Current total fleet size 81

Hybrid vehicles (31% of fleet) 25

NEW ZEALAND

(at June 2023)

Current total fleet size 63

Hybrid vehicles (33% of fleet)* 21

* Numbers exclude Ullrich company cars which will be transitioned over time.

While the options for

commercially viable

long-range, fully electric

heavy class trucks are

limited at present, our

commercial trial of a

lighter class electric truck

for in-region product

delivery is one of several

initiatives underway to

reduce the overall

emissions footprint in our

business over time. As an

intermediary between

steel producers and our

customers, we want to

play our part in the

overall industry efforts to

reduce emissions in the

whole supply chain.

Rhys Jones - MD and CEO

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

4041

We have several policies in place that outline our
procurement philosophies and practices, which include

our Modern Slavery Statement, Environmental Policy,

Human Rights Policy, Procurement Policy, and Supplier

Code of Conduct.

Modern Slavery Statement

We have a zero-tolerance policy for human rights violations

including modern slavery practices. Our Modern Slavery

Statement outlines our commitment to identify and address

the risks of modern slavery practices in our operations and

supply chain. With a company culture proudly centred

around safe and enjoyable workplaces, ensuring modern

slavery practices are not present in our operations or supply

chain is of the highest priority.

We are committed to thoroughly assessing modern

slavery risks within our business, ensuring confidence

to shareholders and stakeholders that modern slavery

practices are not present. We assess and report risks on an

annual and ongoing basis and recognise that tackling the

risk of modern slavery in supply chains will take ongoing

commitment, time and resources and requires awareness

and education of all stakeholders.

In 2022, following our aluminium acquisition, our Modern

Slavery Statement was revised to encompass this division.

In the past 12 months we have also engaged a third party to

conduct a comprehensive desktop audit of our suppliers in

relation to modern slavery. High risk suppliers were identified

and given a risk score. These suppliers will be closely

monitored and reassessed on an ongoing basis.



Procurement Policy

Our Procurement Policy outlines our commitment

to balancing economic, social and environmental

considerations throughout the procurement process.

We are committed to acting fairly, honestly and ethically

and seek to engage with suppliers who share in our

values. We are aligned to high quality suppliers, driving

partnerships with long term objectives, including that of

reducing total carbon emissions.

Two of our suppliers, BlueScope and JFE Steel, have been

listed in Worldsteel Association’s Sustainability Champions

Programme as two of the world’s top 10 sustainable steel

companies, being recognised as clearly demonstrating

their commitment to sustainable development.

Supplier Code of Conduct

At Vulcan, we aim to build long term, trusted partnerships

with our suppliers. We intend to prosper together by

supporting continuous improvement and maintain regular,

clear and open conversation with suppliers to encourage

transparency. We believe that all people have the right to

safe, healthy, fair, honest, non-discriminatory and free places

of work, and that all businesses should consider their impact

on society and the environment. Our Supplier Code of

Conduct outlines the minimum expectations and behaviours

for doing business with Vulcan, with the intention to ensure

alignment across basic, fundamental human rights, labour,

environment and anti-corruption principles.

Our Supplier Code of Conduct is written in line with the Ten

Principles of the United Nations Global Compact.


Supplier engagement

We recognise that the extraction, processing,

and manufacturing of metals can have significant

environmental and social impacts. As processors

and distributors of steel and aluminium products,

we are acutely aware of the role we play in identifying

these impacts within our value chain and actively

partnering with suppliers who are passionate about

incremental and ongoing impact reduction.


Two of our suppliers,

BlueScope and JFE Steel,

have been listed in Worldsteel

Association’s Sustainability

Champions Programme

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

42

VULCAN.CO

43

Steel
LOCALLY SOURCED

We currently purchase up to 85% of our carbon steel

locally, reducing the carbon emissions that can be linked

to importing. One of our local partners has announced

the commissioning of an electric arc furnace, targeting by

2025 a carbon emissions reduction of 90%. We are actively

engaging our overseas suppliers to understand and

document their carbon reduction goals and initiatives.

ENVIRONMENTAL PRODUCT DECLARATIONS

Overseas mills are starting to develop Environmental Product

Declarations (EPDs) which are independently verified and

registered documents that communicate transparent

and comparable data and other relevant environmental

information about the life-cycle environmental impact

of a product. EPDs include multiple datasets such as

resource consumption of energy, water and renewable

resources, and emissions to air, water and soil. This data is

aggregated using multiple environmental impacts including

contributions to climate change (carbon footprint), air, water

and soil pollution and resource depletion. As EPDs become

an industry standard and more countries mandate them,

it will become significantly easier to identify mills with the

lowest impact and highest appetite for change

.

LOWER CARBON MILLS

We are progressively identifying mills that are investing in

electric arc furnaces, switching from raw material inputs

feeding blast furnaces to scrap steel. This, along with

understanding mill energy sources, will enable us to make

environmentally sound sourcing decisions. Countries

around the world have numerous carbon reduction

initiatives. We will keep informed on these and align

sourcing strategies accordingly.

One of our international suppliers has invested extensively

in solar and is trialling the use of renewable energies such

as wind and biofuel.


Engineering steel

LOCAL SOURCING STRATEGY AND LOWER CARBON INITIATIVES

To reduce the carbon emissions of our engineering

steel, we have a local sourcing strategy where we buy

locally wherever commercially possible. One third of our

engineering steel is purchased locally through a mill and

processor in Newcastle, Australia. This mill is leading the

way with lower carbon initiatives, working in partnership

with industry groups to maximise their electricity efficiency.

They have implemented several initiatives such as

modelling their production time around the lowest peak use

periods.

The remaining supply of our engineering steel is

currently imported. We have strong relationships with our

international mills, and we continue to work alongside them

to understand targets and initiatives aligned to that of

Vulcan.

Stainless steel

CULTIVATING RELATIONSHIPS WITH MILLS

Our stainless steel is imported in its entirety from overseas

as there are no local suppliers. While we are actively

working to obtain information about our suppliers’

environmental initiatives, goals and carbon footprints, this is

more challenging than our other divisions due to stainless’

significantly longer supply chain. We primarily deal with

stainless steel traders; however, it is always our intention to

simultaneously build relationships directly with our mills to

understand their values and practices. This is something we

will continue to do and aim to make significant progress on

over the coming 12 months.

Aluminium

EXCLUSIVE LOCAL SOURCING

To reduce the carbon emissions of our aluminium products,

we have made the business decision to exclusively

source aluminium billet locally from New Zealand and

Australia, respectively. In addition, we actively choose

to buy aluminium billet from the smelters closest to our

extrusion sites. This ensures that carbon emissions from

transportation are kept as low as possible. As we are in

control of our own extrusion sites, we are exploring several

initiatives to reduce our footprint around aluminium. Over

the past 12 months we have conducted a complete energy

review and an energy efficiency audit to understand the

areas where we can have the greatest impact.

WORLD’S LOWEST CARBON BILLET

Our New Zealand extrusion site is supplied with billet that

has one of the lowest carbon emissions in the world. The

billet is smelted in NZ and is powered by hydroelectricity,

placing us in a strong position as customers become

increasingly invested in lower carbon products.



Progress on sustainable steel solutions

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

4445

Board of Directors
During the FY23 reporting period, Adrian Casey was appointed to the Vulcan Board and Peter Wells (Vulcan’s founder) and Pip

Greenwood resigned their directorships. The timing of the changes in Directors is set out below:

1 July 2022 to 12 September 202213 September 2022 to 20 October 202221 October 2022 to 30 June 2023

Russell Chenu (Chair)Russell Chenu (Chair)Russell Chenu (Chair)

Rhys Jones (MD and CEO)Rhys Jones (MD and CEO)Rhys Jones (MD and CEO)

Peter WellsPeter WellsWayne Boyd

Wayne BoydWayne BoydBart de Haan

Bart de HaanBart de HaanCarolyn Steele

Pip GreenwoodPip GreenwoodAdrian Casey

Carolyn SteeleCarolyn Steele

Adrian Casey

Adrian Casey was elected, and Wayne Boyd and Russell Chenu were re-elected, as Directors by Vulcan Shareholders at the

ASM on 20 October 2022.

Vulcan has an experienced Board. The tenure, experience and qualifications of Vulcan’s current Directors is noted below:

The Board is committed to maximising performance,

generating appropriate levels of shareholder value and

financial return, and sustaining the growth and success

of Vulcan. In conducting Vulcan’s business with these

objectives, the Board seeks to ensure that Vulcan is properly

managed to protect and enhance shareholder interests,

and that Vulcan and its personnel and representatives

operate in an appropriate environment, and maintain high

standards, of corporate governance. The Board has created

a framework for managing Vulcan, including adopting

relevant internal controls, risk management processes

and corporate governance policies and practices which it

believes are appropriate for Vulcan’s business and which

are designed to promote the responsible management

and conduct of Vulcan.

Vulcan is primary listed on the ASX and has a secondary

listing on the NZX as a foreign exempt issuer. Vulcan’s

corporate governance policies and practices have been

developed with regard to the recommendations set by

the ASX Corporate Governance Council in its Corporate

Governance Principles and Recommendations (fourth

Edition) and the NZX Corporate Governance Code (dated

1 April 2023).

Vulcan has a dedicated investor website which contains

copies of Vulcan’s annual reports and financial statements

(including this FY23 Annual Report), all announcements

made to ASX and NZX, notice of shareholder meetings, key

dates for investors and its corporate governance practices

and policies. The investor website can be found at:

https://investors.vulcan.co/

Our governance philosophy

The Board is committed to maximising performance,

generating appropriate levels of shareholder value and

financial return, and sustaining the growth and success


of Vulcan.

DirectorDate appointedTenure in years (at 29 August 2023)

Russell Chenu (Chair)18 June 20212

Rhys Jones (MD and CEO)5 September 200616

Wayne Boyd2 June 199528

Adrian Casey13 September 202211 months*

Bart de Haan21 September 20157

Carolyn Steele16 August 20212

* Adrian was also previously a director of VSL from 24 May 2001 to 31 December 2015.

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

4647

Russell Chenu
CHAIR AND INDEPENDENT

NON-EXECUTIVE DIRECTOR

Russell has significant

experience across the

corporate sector, having

held senior management

roles in several ASX-listed

companies, including

building products companies

such as James Hardie,

where he was Chief Financial

Officer for 10 years until

2013. In a number of these

roles, Russell was engaged

in significant strategic

business planning and

business change, including

several turnarounds, new

market expansions and

management leadership

initiatives.

Russell currently serves

as a director of Reliance

Worldwide Corp (ASX:

RWC) (where he is the

Chair of the Audit and Risk

Committee and member

of the Nomination and

Remuneration Committee)

and also CIMIC Group

(previously listed on ASX).

He was a director of Metro

Performance Glass and

James Hardie.

Russell holds a Bachelor

of Commerce degree

from the University of

Melbourne, a Masters of

Business Administration

from Macquarie Graduate

School of Management

and is a Member of the

Society of Certified Practising

Accountants (Australia).

Member of Audit and Risk

Management Committee

Member of People and

Remuneration Committee

Rhys Jones

MANAGING DIRECTOR AND

CHIEF EXECUTIVE OFFICER

Rhys joined Vulcan in 2006

as an executive director,

and has been Vulcan’s

Managing Director and Chief

Executive Officer since 2011.

Prior to Vulcan, Rhys held

several management

positions within the steel

industry (including as

an executive of Fletcher

EasySteel NZ and General

Manager/Chief Executive

Officer of Pacific Steel

and Wiremakers) and

was formerly the Chief

Operating Officer of Carter

Holt Harvey’s Pulp, Paper,

Packaging and New

Ventures division.

Rhys currently serves

as a director of Ridley

Corporation (ASX: RIC).


He was a director of Metro

Performance Glass (NZX:

MPG; ASX: MPP) until 24 July

2023.


Adrian Casey

EXECUTIVE DIRECTOR AND

CHIEF OPERATING OFFICER

Adrian re-joined the Vulcan

Board in September 2022,

having previously been a

director for over 14 years

(from May 2001 to December

2015).

Adrian has significant

experience in the steel sector

in Australia and New Zealand,

having worked in that sector

for over 40 years. He held

management positions in

a major New Zealand steel

distribution operation before

leaving to build his own

downstream steel operation

which he then successfully

merged with Vulcan in 1998.

As Vulcan’s Chief Operating

Officer, Adrian has

responsibilities for overall

Group procurement as well

as leading Vulcan’s steel

business in New Zealand

and the integration of the

aluminium business following

the acquisition in August

2022.

Wayne Boyd

NON-EXECUTIVE

DIRECTOR

Wayne has been a director

of Vulcan since Vulcan’s

inception.

Wayne has extensive

experience in law,

investment banking

and governance. In his

governance roles, Wayne

has been the Chair of

publicly listed companies

(Auckland International

Airport, Freightways,

Shotover Jet and Telecom

New Zealand), private

companies (including

Ngai Tahu Holdings and

Meridian Energy) and

non-for-profit organisations

(Halberg Foundation, New

Zealand Blood Service and

the New Zealand Hockey

Foundation).

Wayne holds a Bachelor of

Laws (Honours) from the

University of Auckland.

Member of the People and

Remuneration Committee

Carolyn Steele

INDEPENDENT NON-

EXECUTIVE DIRECTOR

Carolyn’s considerable

experience relates to

capital markets, mergers

and acquisitions and

investment management.

Carolyn is also a director of

Property For Industry Limited

(NZX:PFI), Green Cross Health

(NZX: GXH), Oriens Capital

GP 2 and WEL Networks,

and is currently Chair of

the Halberg Foundation.

Carolyn has previously

served as a director for

Datacom, Metlifecare

and Tuatahi First Fibre.

In an executive capacity,

Carolyn was Portfolio

Manager at Guardians

of New Zealand

Superannuation (the

Crown entity that

manages the New Zealand

Superannuation Fund)

and prior to that spent

10 years in investment

banking at Credit Suisse

and Forsyth Barr.

Carolyn holds a Bachelor

of Management Studies

(Honours) from the

University of Waikato.

Chair of the Audit and Risk

Management Committee

Member of People and

Remuneration Committee

Bart de Haan

INDEPENDENT NON-

EXECUTIVE DIRECTOR

Bart is an experienced

strategy consultant,

having worked with senior

management and boards

of top 50 companies in

Australia, the United States,

and Holland scanning

across numerous sectors

(including energy, transport,

resources and building

products).

Bart co-founded the

boutique strategy

consulting firms Pacific

Strategy Partners and

Australian Consulting

Partners in Australia. Prior to

that, he was a partner at A.T.

Kearney and a consultant

at Boston Consulting Group.

Bart has previously worked

as an advisor at Deloitte

and has held several

directorships in venture

capital and early-stage

businesses.

Bart holds a Bachelor of

Arts in Sociology from the

University of Tilburg and

a Masters of Business

Administration from New

York University.

Chair of the People and

Remuneration Committee

Member of Audit and Risk

Management Committee

Sarah-Jane Lawson

COMPANY SECRETARY

Sarah-Jane joined Vulcan

as Company Secretary in

March 2022.

Prior to joining Vulcan,

Sarah-Jane was a Special

Counsel in the corporate

and commercial team at law

firm, Hudson Gavin Martin,

and also worked at Coca-

Cola Amatil and Bell Gully.

Sarah-Jane holds a Bachelor

of Laws (Honours) and

Bachelor of Commerce

(Accounting) from the

University of Auckland, and

holds a New Zealand Law

Society practising certificate.

Our Board of Directors

Company Secretary

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

4849

Directors’ meetings and interests
BOARD AND COMMITTEE MEETINGS

The number of Board and Board Committee meetings held, and the number attended by each of the Directors of Vulcan,

during the FY23 reporting period are listed below.

For Board Committee meetings there is standing invitation to any Directors who are not members of that Board Committee to

attend and observe such Committee’s meetings, and some Directors do attend from time to time. The above table only reflects

attendance at Committee meetings by those Directors who are members of the relevant Committees.

DISCLOSURE OF INTERESTS BY DIRECTORS

During FY23, the current directors of Vulcan:

• made such disclosures of share dealings (under section 148 of the Companies Act) and general interest disclosures

(under section 140(2) of the Companies Act) as set out in the table below;

• authorised particulars relating to remuneration and other benefits (under section 161 of the Companies Act) are disclosed

in the sections in the Remuneration Report headed “Executive remuneration framework” for Rhys Jones and Adrian Casey,

and “Non-executive director remuneration” for the other four directors;

• authorised the following particulars to be entered into the interest register for each director (in accordance with section

162 of the Companies Act);

• made no disclosures of interests in transactions (under section 140(1) of the Companies Act); and

• made no interest register entries in respect of disclosure or use of company information (under section 145 of the

Companies Act).


Audit & Risk

Management


Committee

total

People &


Remuneration

Committee

totalBoard total

Current directors

Wayne Boyd11/11-5/5

Adrian Casey

1

7/7--

Russell Chenu11/115/55/5

Bart de Haan

2

11/113/35/5

Rhys Jones11/11 - -

Carolyn Steele

3

11/115/54/4

Previous directors

Peter Wells

4

5/52/2-

Pip Greenwood

5

5/52/2-

Share dealings

under section 148

General notice

under section 140(2)

Wayne BoydNil – all 7,303,688 shares are subject to voluntary

escrow until 29 August 2023 (see page 59 of this

Report)

Investor in three property syndicates where

a Vulcan group company is a tenant.

In New Zealand:

• Plasma Investments Limited – Wayne is

a director of one of its shareholders, Partitio

Trustee Limited.

• Texas Properties Limited – Wayne is a director

of one of its shareholders, Partitio Trustee

Limited.

In Australia:

• Tri-Nation Investments Pty Ltd - Shareholder.

Adrian CaseyNil – all 5,870,711 shares are subject to voluntary

escrow until 29 August 2023 (see page 59 of this

Report)

Investor in four property syndicates where

a Vulcan group company is a tenant.

• Palmerston North Investments Limited - Adrian

is a shareholder (and previously was

a director to 29 April 2023).

• Plasma Investments Limited - Adrian is

a shareholder (and previously was

a director to 29 April 2023).

• Pounamu Investments Limited - Adrian is

a shareholder.

• Texas Properties Limited – Adrian is a

shareholder (and previously was a director

to 29 April 2023).

Russell ChenuNil• CIMIC Group Limited - Independent non-

executive director and member of the Ethics,

Compliance and Sustainability Committee.

Previously was Chair of the Audit and Risk

Committee and member of the Remuneration

and Nomination Committee until those

committees were disestablished on 10 October

2022.

• Reliance Worldwide Corporation Limited

(ASX:RWC) - independent non-executive

director, Chair of the Audit and Risk Committee

and since 3 August 2022 has been a member

of the Nomination and Remuneration

Committee.

• Scappino Pty Limited – Director.

Bart de HaanNil-

Rhys JonesNil – all 4,718,000 shares are subject to voluntary

escrow until 29 August 2023 (see page 59 of this

Report)

• Ridley Corporation Limited (ASX: RIC) – Director

• Ceased to be a director of Metro Performance

Glass Limited (NZX: MPG; ASX: MPP) on 24 July

2023

Carolyn Steele


Acquisition of 4,000 ordinary shares on 5

September 2022 - disclosure on 7 September

2022

• Halberg Foundation – Chair.

• Property for Industry (NZX:PFI) – Director

(appointed on 15 August 2022).

• Green Cross Health Limited (NZX: GXH)

- Director

• WEL Networks Limited – Director.

• Oriens Capital GP2 Limited - Director.

• Forsyth Barr Limited – Shareholder.

• Ceased to be a director of First Fibre Bidco

NZ Limited, Tuatahi First Fibre Limited and UFF

Holdings Limited on 28 July 2022.

1. Adrian was appointed as a director by the Board on 13 September 2022 and elected by the shareholders on 20 October 2022.

2. Bart joined the Audit and Risk Management Committee from 20 October 2022.

3. Carolyn joined the People and Remuneration Committee from 20 October 2022.

4. Peter resigned as a director effective from 20 October 2022.

5. Pip resigned as a director effective from 20 October 2022.

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Rhys Jones
MANAGING DIRECTOR AND

CHIEF EXECUTIVE OFFICER

Rhys joined Vulcan in 2006 as an

executive director, and has been

Vulcan’s Managing Director and

Chief Executive Officer since 2011.

Prior to Vulcan, Rhys held several

management positions within

the steel industry (including as

an executive of Fletcher EasySteel

NZ and General Manager/Chief

Executive Officer of Pacific Steel and

Wiremakers) and was formerly the

Chief Operating Officer of Carter Holt

Harvey’s Pulp, Paper, Packaging and

New Ventures division.

Rhys holds a Bachelor of Science

from Victoria University of Wellington,

and a Bachelor of Business Studies

with first class honours and a

Masters in Business Studies by thesis,

both of which are from Massey

University.

Kar Yue Yeo

CHIEF FINANCIAL OFFICER

As Vulcan’s Chief Financial Officer,

Kar Yue leads Vulcan’s finance

and accounting teams, which

includes being responsible for

Vulcan’s financial strategy, reporting,

budgeting and forecasting.

Prior to joining Vulcan, Kar Yue

worked as an adviser to several

publicly listed and private

businesses and as an equity

research analyst covering a range

of industrial sectors including steel

at Jarden, Citigroup and Deutsche

Morgan Grenfell across New

Zealand, Australia and Asia.

Kar Yue holds a Bachelor of

Commerce and Administration from

Victoria University of Wellington.


Adrian Casey

CHIEF OPERATING OFFICER

Adrian has significant experience

in the steel sector in Australia and

New Zealand, having worked in that

sector for over 40 years. He held

management positions in a major

New Zealand steel distribution

operation before leaving to build his

own downstream steel operation

which he then successfully merged

with Vulcan in 1998.

As Vulcan’s Chief Operating Officer,

Adrian has responsibilities for overall

Group procurement as well as

leading Vulcan’s steel business in

New Zealand and the integration

of the Ullrich Aluminium business.

In addition, Adrian has had various

oversight roles across Vulcan’s

business units during his tenure with

Vulcan, including successfully leading

Vulcan’s entry into the Melbourne

market in 2002.

Adrian holds a New Zealand

Certificate in Quantity Surveying

from the Christchurch Polytechnic,

and completed the Advanced

Management Program from the

Wharton Business School of the

University of Pennsylvania.

James Wells

CHIEF INFORMATION OFFICER

James leads Vulcan’s IT team,

having documented, designed

and managed the development of

Vulcan’s fit-for-purpose IT software.

Since 2012 he has also been

responsible for innovation, health

and safety, brand and marketing

and capital expenditure at Vulcan.

Prior to joining Vulcan in 2004,

James consulted to Vulcan, whilst

competing in professional sport.

James has completed courses

in innovative technologies,

business process modelling

and object-oriented analysis.

Helene Deschamps

LEADERSHIP DEVELOPMENT

Helene facilitates Vulcan’s leadership

development programmes for

Vulcan’s executive board and senior

management teams.

Helene is an ICF-accredited

leadership coach, and also a

Managing Director (Executive and

Leadership Coach) at ChangingNow.

Previously, Helene held senior

positions with global and New

Zealand organisations (including

Capgemini and Carter Holt Harvey),

with a focus on shaping behaviour

and culture to achieve the desired

performance outcome.

Helene holds a Bachelor of Arts in

Political Sciences from SciencesPo

Paris, a Masters of Business

Administration from Cape Town

University (South Africa), and an

Evidence Based Coaching Master

Certificate from Fielding University

(Santa Barbara, USA).

Our Leadership Team

Matthew Lee

AUSTRALIAN LEADER

Matthew leads Vulcan’s

procurement activity in Australia,

having joined Vulcan in 2017.

Prior to Vulcan, Matthew held

procurement and manufacturing

managerial roles in the packaging

industry, including at Pro-Pac

Packaging Group, San Miguel

Yamamura Australasia and

International Purchasing Manager

at Cospak.

Matthew holds a Bachelor of

Science from the University of New

South Wales, a Graduate Diploma

in Applied Science from The

University of Tasmania, a Master of

Management from the University of

Wollongong and a Certificate IV in

Work Health and Safety

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Bradley Childs
AUSTRALIAN LEADER

Bradley has been with Vulcan for

almost five years and leads Vulcan’s

Australian distribution business.

Prior to Vulcan, Bradley has held

a number of senior management

roles in both Australia and Europe,

with PACT Group, VISY and Newell

Rubbermaid. These roles have

encompassed, research and

development, technical sales, profit

and loss and general management.

Bradley holds a PhD (Chemistry)

and BSc (Hons, Chemistry) from

the University of New South

Wales, together with a Masters of

Organisational Leadership from

Monash University.

Ken Collin

AUSTRALIAN LEADER

Ken is responsible for Vulcan’s

aluminium operations in Australia

(which were acquired through the

acquisition of Ullrich Aluminium in

August 2022).

Ken was previously responsible for

Vulcan’s Sales Force Effectiveness

across Australia and from 2015 to

2021 he led Vulcan’s steel distribution

business in New Zealand.

He has senior experience at Carter

Holt Harvey in Packaging and

Pulp & Paper, and has consulting

experience in strategy and change

projects across Australia, New

Zealand and South East Asia.

He also worked in the FMCG industry

in sales roles at Procter & Gamble,

Lion Nathan and South African

Breweries.

Ken holds a Bachelor of Arts from

the University of New South Wales

(majoring in History and Political

Science).

Richard Love

AUSTRALIAN LEADER

Richard leads Vulcan’s Engineering

Steel business in Australia.

With over 20 years of experience

in the metals industry across the

country from manufacturing to

warehousing and distribution,

Richard’s industrial distribution

background has specialised in

supply to the mining and

manufacturing industries. Richard

has held operational, procurement

and sales based positions as well

as site and business unit leadership.

Richard has completed courses in

People & Performance Leadership, as

well as Strategic Sales Performance.

Our Leadership Team

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Risk management at Vulcan
The philosophy of risk management within Vulcan is based on the premise that major risk factors which could negatively impact

stakeholders – whether shareholder, supplier, customer, employee, community, environment - will be identified, monitored and

mitigated. Material risks will be transparently analysed, quantified and understood within a wider stakeholder perspective to

ensure Vulcan acts in a manner which is consistent with Vulcan’s core “principles and ethos” (which are Vulcan’s guiding values

and are set out at pages 24 and 25 of this Annual Report).

At Vulcan, the Leadership Team are responsible for establishing Vulcan’s risk management framework, including identifying

major risk areas and establishing policies and processes to identify, monitor and manage these risks. In addition, it is part of

Vulcan’s culture that each employee is responsible for identifying and managing risks relating to their workplace.

The Board is responsible for overseeing Vulcan’s risk management framework, as well as disclosing any material exposure to

environmental and/or social risks and how those risks will be managed. The ARMC is responsible for monitoring and reviewing

the risk management framework, major risk areas and policies and processes in consultation with management.

Set out in the table below are:

• a summary of some of the material business risks which Vulcan considers could impact Vulcan’s ability to achieve its business

objectives and/or its desired financial results and financial position; and

• the mitigation strategy that Vulcan’s Leadership Team has put in place to mitigate each of those risks.

The risks identified in the table are listed in no particular order and do not provide an exhaustive list of the risks that Vulcan


has identified.

Shareholders

The following information is provided in compliance with:

• Rule 4.10 of the ASX Listing Rules and where noted is current as at 31 July 2023 (Disclosure Date) (such date being after

Vulcan’s FY23 balance date of 30 June 2023 and not more than six weeks before the date of this Annual Report, being 29

August 2023); and

• section 293 of the FMC Act and where noted is current as at 30 June 2023 (being Vulcan’s balance date) (Balance Date).

ORDINARY SHARES

As at the Balance Date and the Disclosure Date, Vulcan had 131,408,572 fully-paid ordinary shares on issue.

Vulcan has not issued any other classes of shares.

STOCK EXCHANGE LISTINGS

Since 4 November 2021, Vulcan’s ordinary shares have been listed on the Official List of ASX (ticker code VSL) and on the

NZX Main Board as a foreign exempt issuer (ticker code VSL).

As a foreign exempt issuer on the NZX Main Board, Vulcan must comply with the ASX Listing Rules (other than as waived

by ASX) but does not need to comply with the vast majority of the NZX Listing Rules (including those NZX Listing Rules on

continuous disclosure, periodic reporting, shareholder approval of share issuances, escrow, transactions with persons of

influence and significant transactions). Vulcan does need to comply with the rules specified in NZX Listing Rule 1.7.2, which

are relatively procedural in nature.

VOTING RIGHTS OF ORDINARY SHARES

Each fully-paid ordinary share confers on the holder the right to one vote at a meeting of the company on any resolution

when a poll is called. Where voting is by show of hands or by voice then every Shareholder present in person (or by

representative) has one vote. Voting rights are set out in clauses 3.1(a) and 19.7 of Vulcan’s Constitution (which was adopted

on listing).

Distribution of Shareholders

As at the Disclosure Date, the distribution of Shareholders holding Vulcan’s 131,408,572 ordinary shares is as follows:

Risk descriptionMitigation strategyComments

Information technology (IT) failure

(including cyber)

Regular penetration tests. Top Microsoft Security

Systems. Robust tested backup

Vulcan continues to invest in and update its IT

systems to ensure it has a fit-for purpose and

reliable platforms that support Vulcan’s business

operations

Fail to maintain Vulcan’s principles and

ethos - Vulcan’s culture

Proper succession planning is key. Maintain an

egalitarian and title-less culture, offer leadership

training to staff to improve leadership skillset,

secondment programme for emerging leaders and

holiday internships

Accepting that people and culture intertwine

and that there is also a trade-off at times, Vulcan

accepts the risk of higher turnover and short-term

succession risks in order to preserve its culture

Competitive dynamics deteriorate Focus on customer service, especially in stock

availability and “Delivery-In-Full-On-Time (DIFOT)

level. Strong customer relationships. Active

processes to gain and retain customers

Vulcan continues to focus on maintaining

appropriate stock holdings to ensure high DIFOT

levels for customers continued whilst maintaining

an optimised level of working capital

Failure to achieve growth strategyOngoing strategic review from leadership team

and regular communication with unit managers on

progress. Ongoing channel checks on market and

operational dynamics

Good progress has been made during FY23 in

Vulcan’s organic growth initiatives which remains

an ongoing focus for the team (see “Ongoing

brownfield and greenfield initiatives” in the MD

and CEO Report). The completion of our aluminium

business acquisition in FY23 adds to the growth

opportunities through synergies available to Vulcan

Failure to meet financial performance

targets due to internal and external

factors including a downturn in

economies

Continue to grow active trading accounts (ATAs)

through economic cycle. Manage gross margin

and operating cost efficiency

Vulcan has carefully monitored financial

performance targets in the past financial year.

Vulcan lifted its ATAs in FY23 (compared with FY22)

and remains focused on segment and customer

selection to optimise the overall long-term return

to the business

Health and Safety riskRegular reminder and training of health and

safety practices. Review incidents and on-going

education. Driver training, speed monitoring,

camera on trucks, and a modern fleet and

maintenance programme. The use of an artificial

intelligence-assisted tool that help identifies high-

risk events across a range of workspaces including

back-of-trucks surroundings, the warehouse and

manufacturing sites

Sites are reviewed relative to standard formal

review criteria by internal senior peers every four

months and are independently reviewed by an

external party biennially

Key suppliers unable to fulfil supply for

a period

Partner supplier understanding and relationships.

Multi-mill supply strategy. Maintain contingent

supply through trader channels. Buffer stock

disciplines with several months stock on hand in

place

Reliability of supply in the right stock category

and specification is a key discipline at Vulcan that

enables the company to maintain its high service

level to its customers.

Category (size of shareholding)

Number of

Shareholders

Percentage of

Shareholders

Number of

ordinary shares

Percentage of

total ordinary shares

1 to 1,00078048.99%350,3690.27%

1,001 to 5,00053333.48%1,315,2971.00%

5,001 to 10,0001147.16%842,4950.64%

10,001 to 100,0001096.85%3,356,7202.55%

100,001 and over563.52%125,543,96195.54%

To ta l1,592100.00% 131,408,572100.00%

Risk managementShareholder information

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SUBSTANTIAL HOLDERS
According to substantial product holder notices given to Vulcan under the Corporations Act and the FMC Act and Vulcan’s

records, the following persons were substantial product holders in respect of the ordinary shares in Vulcan as at:

• Balance Date (such disclosure being required under section 293 of the FMC Act); and

• Disclosure Date (such disclosure being required under Rule 4.10.4 of the ASX Listing Rules).

VOLUNTARY ESCROW


A total of 36,428,438 ordinary shares in Vulcan are subject to escrow arrangements that were entered into on 4 November

2021 (being the date of Vulcan’s official quotation on ASX and NZX). These escrow restrictions end at 4:15pm Australian Eastern

Standard Time on 29 August 2023 (being the date that Vulcan’s full year results for FY23 are released to ASX and NZX).

The escrowed shares are held by five shareholders as set out below:

1. Request to trade made in accordance with Vulcan’s Securities Trading Policy.

2. Notice given under sections 277 and 278 of the FMC Act.

3. The ASX Listing Rules only require disclosures relating to substantial holding notices given to an entity, whereas the FMC Act requires disclosures relating to notices given to

an entity and an entity’s own records. This is why this disclosure (which is as at the Disclosure Date – as per the ASX Listing Rules) is for an earlier date than the disclosure

given as at the Balance Date (as per the FMC Act).

4. Notice given under section 671B of Corporations Act.


AS AT BALANCE DATEAS AT DISCLOSURE DATE

Substantial


holder giving

notice

Disclosure to

Vulcan or

Vulcan’s records

Number of ordinary

shares in Vulcan in

which a “relevant

interest” is held

Percentage of

total ordinary

shares

Disclosure to

Vulcan

Number of ordinary

shares in Vulcan in

which a “relevant

interest” is held

Percentage of

total ordinary

shares

Takutai LimitedSecurities Trading

Form dated

31 May 2022

1

and

ASX Appendix

3Y – Change of

Director’s Interest

Notice dated 31

May 2022

18,456,28914.04%NZX Notice of

Disclosure of

movement of 1% or

more dated

8 November 2021

2,3

18,416,03914.01%

Forsyth Barr Group

Limited, Forsyth

Barr Investment

Management Limited

and Octagon Asset

Management Limited

ASX Form 604 -

Notice of Change

of Interests of

Substantial Holder

dated 25 January

2023

4

7,923,2166.03%ASX Form 604 -

Notice of Change

of Interests of

Substantial Holder

dated 25 January

2023

4

7,923,2166.03%

Partitio Trustee LimitedNZX Notice of

Disclosure of

movement of 1%

or more dated 8

November 2021

2

7,303,6885.56%NZX Notice of

Disclosure of

movement of 1%

or more dated 8

November 2021

2

7,303,6885.56%

RankShareholder name

Number of

ordinary shares

Percentage of

total ordinary shares

11=Sentrust Cas Limited3,205,6692.44%

11=Sentrust Res Limited3,205,6692.44%

13Jenny Kam Ching Leung Lau3,069,3392.34%

14=

Brian James Hedge, Rosemary Anne Hedge and Stanley Neil Gollan3,069,3372.34%

14=Marion Jones, Warwick Nelson Jones and GL Bentley Jones Guardian Limited3,069,3372.34%

16Jana Paige Gousmett and Mark Brian Hastings

2,400,0001.83%

17=David Trevor Knight and Gaze Burt Trustees 20 Limited1,800,0001.37%

17=Michelle Andrea Knight and Gaze Burt Trustees 20 Limited1,800,0001.37%

19Brent Washington Smith aAnd Cornelis Jacobus Henrikis Witteman1,732,6691.32%

20Wilson Mckay Trustee Company (107111) Limited1,600,0021.22%

Total 20 largest shareholders’ shares108,889,87582.89%

Total shares on issue 131,408,572100.00%

On 10 August 2023, Mayoral Trust Limited as trustee of the Vulcan Continuity Trust filed a “beginning to have a substantial

holding notice” in Vulcan with ASX and NZX (in accordance with section 276 of the FMC Act). On that date, Mayoral Trust

Limited held 9,247,780 ordinary shares in Vulcan (being 7.04%).

20 LARGEST SHAREHOLDERS


As at the Disclosure Date, the 20 largest Shareholders on Vulcan’s share register held 82.89% of Vulcan’s issued ordinary shares.

Shareholder nameRelated partyEscrowed shares

Takutai Limited as trustee of the Takutai TrustPeter Wells (former director)18,416,039

1


Partitio Trustee Limited as trustee of the Aoraki Partnership TrustWayne Boyd (non-executive

director)

7,303,688

Adrian Casey, Henderika Casey and B.W.S Trustee Limited as trustees

of the Casey Family Trust

Adrian Casey (executive

director and Chief Operating

Officer)

5,870,711

Rhys Jones and Lorraine Susan Taylor as trustees of the Ellsar Trust Rhys Jones (Managing

Director and Chief Executive

Officer)

4,718,000

Kar Yue Yeo and Karin Won jointly

Kar Yue Yeo (Chief Financial

Officer)

120,000

1. Since entering into the escrow arrangements, Takutai Limited has traded in Vulcan shares (in accordance with Vulcan’s Securities Trading Policy). As at the Balance Date,

Takutai Limited held 18,456,289 ordinary shares, with only 18,416,039 ordinary shares being subject to the escrow restrictions.

RankShareholder name

Number of

ordinary shares

Percentage of

total ordinary shares

1Takutai Limited18,456,28914.04%

2

Citicorp Nominees Pty Limited16,955,60212.90%

3New Zealand Central Securities Depository Limited12,543,0429. 5 5 %

4Partitio Trustee Limited

7,303,6885.56%

5

Adrian John Casey, Henderika Fiona Casey and B.W.S Trustee Company

2012 Limited

5,870,7114.47%

6

Helen Cynthia Moore, Patrick James Moore and P J & H C Moore Trustee

Limited

5,400,0004.11%

7J P Morgan Nominees Australia Pty Limited4,779,8003.64%

8Rhys Jones and Lorraine Susan Taylor4,718,0003.59%

9HSBC Custody Nominees (Australia) Limited3,975,5953.03%

10Mayoral Trust Limited3,935,1262.99%

- Continued over

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MARKETABLE PARCELS
On the Disclosure Date, a marketable parcel of Vulcan’s shares was 65 ordinary shares (based on the closing price of AU$7.76

on Monday, 31 July 2023, being the Disclosure Date). Such a parcel of 65 ordinary shares would then have had a total value of

AU$504.40.

On the Disclosure Date, the number of shareholders holding less than a marketable parcel of 65 ordinary shares was 53, and

together those shareholders held 1,669 ordinary shares.

CURRENT ON-MARKET SHARE BUYBACKS

There is no current share buyback in the market.

OTHER MATTERS

There are no issues of securities that have been approved for the purposes of Item 7 of section 611 of the Corporations Act

and which have not yet been completed.

During the FY23 reporting period, there were no securities purchased on-market:

• under or for the purposes of an employee incentive scheme; or

• to satisfy the entitlements of the holders of options or other rights to acquire securities granted under an employee

incentive scheme.

Business

CORPORATE GOVERNANCE STATEMENT

Vulcan’s FY23 Corporate Governance Statement is available on Vulcan’s corporate governance page of Vulcan’s website at

www.investors.vulcan.co/investor-centre/?page=corporate-governance

All of Vulcan’s corporate governance policies can also be accessed via the same page.

DIVIDENDS

On 14 February 2023, an interim dividend (fully imputed, fully franked) of NZ$0.245 per share for the FY23 was declared by

Vulcan’s Board. The interim dividend was paid to eligible Shareholders on 6 April 2023.

On 29 August 2023, Vulcan’s Board declared a final dividend (fully franked, 44% imputed) for FY23 of NZ$0.305 per share.

It is intended that the final dividend will be paid to eligible Shareholders on 12 October 2023.

The Company does not have a dividend reinvestment plan.

EVENTS SUBSEQUENT TO REPORTING DATE

The Directors are not aware of any matter or circumstance that has occurred since the end of the reporting period that has

significantly affected or may significantly affect the operations of Vulcan, the results of those operations or the state of affairs

of Vulcan in subsequent financial reporting periods which has not been covered in this Annual Report.

IMAGE TBC

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Remuneration key questions
On behalf of the Board, I am pleased to present Vulcan’s

remuneration report for FY23 (Rem Report).

This Rem Report describes our remuneration principles and

framework for directors and our Executive KMP. It sets out the

links between our remuneration framework and business

strategy, performance and reward, and shareholder value

creation.

Group performance

FY23 was a challenging year which saw contraction in

sector demand driven by a tighter economic environment

and inventory correction in the steel and metals distribution

industries, mainly due to shortening in global and regional

supply chain lead times. Notwithstanding a weaker financial

outcome, we delivered a strong operational performance

in our overall customer service and engagement levels, as

well as inventory management.

• EBITDA of NZ$218m was down 10% (from NZ$243m in FY22)

• NPAT of NZ$95m was down 33% (from NZ$142m in FY22)

• Operating cashflow of $145m was up $113m (from $12m

in FY22)

• Orders delivered-in-full-on-time improved to 97.4% in FY23

(from 96.4% in FY22)

• Active trading accounts reached its highest level in three

financial years

• Return on capital employed of 21.3% on post IFRS 16 basis

which is equivalent to 31.6% on pre-IFRS 16 basis in FY23

FY23 remuneration

No significant changes were made to the remuneration

framework in FY23.

Vulcan established a long-term incentive plan (LTIP) prior to

the IPO to assist in the motivation, retention and alignment

of the executive key management personnel with the

interest of Shareholders by providing an opportunity to

receive an equity interest in the Company. The first LTIP

offer was granted around completion of Vulcan’s listing on

the ASX and NZX on 4 November 2021 and will vest on 1 July

2024, subject to service and performance conditions. The

second LTIP offer was granted on 4 November 2022, and

will vest on 1 July 2025 (also subject to certain service and

performance conditions).

The FY23 remuneration for our Executive KMP comprised

three elements - fixed base salary, the LTIP and other

benefits (like KiwiSaver). Executive KMPs do not have short-

term incentive opportunities.

Looking forward

The FY24 remuneration framework for our Executive KMP will

be consistent with the FY23 framework and will comprise

fixed annual remuneration (base salary and benefits) and

an annual grant of LTIP. Vulcan has extended the coverage

of its LTIP to a wider group of senior management in FY24.

Vulcan will seek shareholder approval for the LTIP grants to

be made in FY24 to our MD and CEO, and COO (who also

serve as directors). Further details will be provided in our

notice of annual meeting of shareholders.

On behalf of the Board, we recommend this Remuneration

Report to you and welcome any feedback you may have.

Bart de Haan

CHAIR OF VULCAN’S PEOPLE

AND REMUNERATION COMMITTEE

Executive remuneration framework

What was the Executive key management

personnel remuneration structure in FY23?

To align the interests of the Executive KMP with the goals of Vulcan and the creation of

shareholder value, our Executive KMPs’ remuneration packages comprise of:

• Fixed remuneration

• Equity long-term incentives, subject to service and performance over three years

BASE SALARY

MAXIMUM LTIP AS

% OF BASE SALARY

Rhys Jones (MD and CEO)NZ$1,250,000157%

Kar Yue Yeo (CFO)NZ$680,00072%

Adrian Casey (COO)NZ$680,00072%

What portion of remuneration is at-risk? LTIP awards are based on performance and therefore at-risk.

61% of the MD and CEO’s total remuneration is at-risk.

42% of the CFO’s and COO’s total remuneration (excluding other benefits) are at-risk

How does the Board set performance

conditions?

The Board focuses on performance conditions that it believes the executive KMPs can create

the best value for shareholders.

The LTIP performance measures are weighted 50% relative total shareholder return and 50%

return on capital employed. These measures were chosen to drive long-term sustainable

growth in shareholder value while maintaining capital efficiency as a high value-added metals

distributor and processor.

Why is there no short-term incentive

plan for Executive KMP?

The Board and Vulcan’s senior leadership team believe that an excessive focus on short term

results will detract from building a more valuable and sustainable longer term business.


Are there any malus or clawback

provisions for incentives?

No malus or clawback provisions were applicable. However, these provisions will be considered

by the People and Remuneration Committee for future application.

Is there a minimum shareholding policy?There is no formal minimum shareholding requirement for Directors or the Executive KMP.

All Directors and Executive KMP hold shares in Vulcan.

Executive KMP also participate in long-term incentives which are delivered in equity.

1. Adjusted basis to exclude offer costs and share gift.

Remuneration

People and Remuneration

Committee Chair Report.

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People and Remuneration Committee
The People and Remuneration Committee (PRC) provides advice and recommendations to the Board regarding remuneration

matters.

The PRC’s responsibilities include:

• overseeing Vulcan’s remuneration framework and policies to enable it to attract, retain and motivate the talent necessary to

create value for shareholders;

• reviewing and making recommendations on the size and composition of the Board and appointment of directors to Board

Committees, having regard to succession plans for the Board, Board skills matrix and any diversity objectives;

• reviewing and making recommendations to the Board on succession plans for the Board and senior management

(including the Executive KMP);

• reviewing Vulcan’s Code of Conduct, communicating its importance to all Vulcan employees and ensuring the Board is

informed of any material breaches;

• developing and recommending to the Board measurable objectives for achieving gender diversity within the Board, and

reviewing its effectiveness on an annual basis, in accordance with Vulcan’s Diversity and Inclusion Policy; and

• instilling and continually reinforcing a culture across Vulcan of acting lawfully, ethically and responsibly.

A copy of the Charter of the PRC is available on Vulcan’s website in the Corporate Governance section:

https://investors.vulcan.co/investor-centre/?page=corporate-governance.

Members of the PRC on 30 June 2023 were:

• Bart de Haan (Chair)

• Russell Chenu (Member)

• Wayne Boyd (Member)

• Carolyn Steel (Member)

The PRC engages external advisors as required. External advisers provide advice on market remuneration levels and mix,

market trends, incentives and performance measurement, governance, taxation and legal compliance.

Key management personnel


Key management personnel (KMP) covered in this Report are detailed below (see page 48 and 49 for details of each director):

MD & CEO

CFO

COO

39% Base Salary

58% Base Salary

58% Base Salary

61% LTIP

42% LTIP

42% LTIP

PAY MIX OF BASE SALARY AND LTIP

AT MAXIMUM OPPORTUNITY

Remuneration governanceExecutive remuneration

Remuneration principles

The principles of Vulcan’s remuneration framework and policies are:

• to attract, retain and motivate the talent necessary to create and sustain value for shareholders;

• ensure remuneration outcomes are consistent with Vulcan’s delivery of long-term strategic objectives and long-term

shareholder wealth creation;

• reward executives and other employees fairly and responsibly, having regard to the performance of Vulcan and individual;

• be aligned with Vulcan’s Principles and Ethos, flat organisational structure and egalitarian culture; and

• compliance with all relevant legal and regulatory provisions.

Relationship with Vulcan’s performance

The remuneration framework is structured to promote

long-term sustainable growth of Vulcan by the delivery

of a significant portion of remuneration in equity that is

at-risk, aligning the senior leadership team with long-term

performance and shareholder value creation.

The performance measures are chosen to drive long-term

sustainable growth in shareholder value while maintaining

capital efficiency as a high value-added steel and metals

distributor and processor.

The graph below shows Vulcan’s total shareholder return

(TSR) performance compared to the median company in

the S&P/ASX 300 (excluding mining, energy and financial

companies) for the period from listing on 4 November 2021

to 30 June 2023.

Remuneration framework

Remuneration levels are benchmarked against peer

Australian and New Zealand companies that are

comparable in size, complexity, and operational scope.


The remuneration framework is reviewed to ensure

it remains market competitive and aligns with our

remuneration principles.

Vulcan’s Executive KMP remuneration framework comprises

three elements:

• fixed base salary;

• LTIP; and

• other Benefits, including employer contributions to

KiwiSaver, allowances, benefits and fringe-benefits tax.

The figure below illustrates the Executive KMP’s remuneration

mix of fixed base salary and LTIP (based on the maximum

opportunity ) in FY23.



Executive KMP refers to the Executive Directors and Senior Executive as noted in the table above.

NamePosition Held Tenure

NON-EXECUTIVE DIRECTORS

Russell ChenuIndependent Non-Executive ChairFull Year

Wayne BoydNon-Executive DirectorFull Year

Bart de HaanIndependent Non-Executive DirectorFull Year

Carolyn SteeleIndependent Non-Executive DirectorFull Year

Peter WellsNon-Executive DirectorRetired 20 October 2022

Pip GreenwoodIndependent Non-Executive DirectorRetired 20 October 2022

EXECUTIVE DIRECTORS

Rhys JonesManaging Director and Chief Executive Officer (MD & CEO)Full Year

Adrian CaseyExecutive Director and Chief Operating Officer (COO)

Appointed as Director

13 September 2022

SENIOR EXECUTIVE

Kar Yue Yeo


Chief Financial Officer (CFO)Full Year

Fixed annual remuneration

Fixed annual remuneration (FAR) includes base salary, employer contributions to KiwiSaver, allowances, benefits and fringe-

benefits tax.

FAR is reviewed periodically by the Board to ensure that it remains competitive for each Executive KMP’s specific skills,

competence, and value to Vulcan.

On 9 June 2023, the Board approved an increase in the base salary for the COO and CFO for FY24 to NZ$780,000 (from

NZ$680,000). It is intended that the remuneration mix of fixed base salary and LTIP to be a 50:50 mix for the COO and CFO

for FY24.

Peer Group median TSRVulcan Steel TSR

TOTAL SHAREHOLDER RETURN (Indexed to 100)

Nov-21

200

150

100

50

0

May-22Nov-22May-23

VULCAN’S TSR COMPARED TO

BENCHMARK GROUP MEDIAN*

* S&P/ASX 300 companies (excluding mining, energy and financial companies)

as at 4 November 2021

VULCAN.CO

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VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITY

64

Long-term incentive plan
Vulcan established a LTIP to assist in the motivation, retention and reward of eligible employees. The LTIP is designed to align

the interests of employees with the interests of shareholders by providing an opportunity for certain employees to receive an

equity interest in Vulcan.

The terms of the LTIP are detailed below.

FeatureApproach

PurposeTo align the interests of Vulcan’s Executive KMP with the goals of Vulcan and the creation of

shareholder value.

ParticipantsMD and CEO, COO and CFO. Vulcan has extended the coverage of its LTIP to a wider group of

senior management in FY24.

Instruments issuedPerformance share rights (Rights) which are rights to acquire ordinary shares in Vulcan for nil

consideration, conditional on the achievement of pre-determined performance hurdles over

a three-year performance period.

Grant dateRights are granted annually on 1 July to reflect the new financial year.

Dividends and voting entitlementThe Rights do not provide the Participant to any right to participate in any dividend of Vulcan

and do not provide the Participant with any voting rights.

Maximum value of equity to be grantedThe maximum LTIP opportunity is 157% of base salary for the MD and CEO, and 72% of base

salary for the COO and CFO.

POSITION

MAXIMUM FY23 LTIP GRANTED

(FACE VALUE)

MD & CEO$1,965,000

COO$490,000

CFO$490,000

Vesting conditionsThe Rights are subject to two vesting conditions:

• 50% of the Rights issued to a Participant are subject to a Relative Total Shareholder

Return (Relative TSR) vesting condition; and

• 50% of the Rights issued to a Participant are subject to a Return On Capital Employed

(ROCE) vesting condition.

Relative TSR

In order for the Rights subject to the Relative TSR vesting condition to vest, Vulcan’s total

shareholder return (TSR) based on the 20 trading day volume weighted average price (VWAP)

of the Shares prior to the Testing Date will be benchmarked against the TSRs of ASX 300

companies (excluding mining, energy and financial companies) (the Benchmark Group).

Depending on where Vulcan’s TSR ranks against the Benchmark Group companies’ TSRs, certain

Rights will vest. The percentage of Rights subject to the Relative TSR vesting condition that

vest, if any, will be determined over the performance period by reference to the below vesting

schedule:

VULCAN PERCENTILE RANK% OF RELATIVE TSR RIGHTS THAT VEST

Below 50th Percentile0%

At 50th Percentile50%

Between 50th and 75th Percentile50% to 100%, straight-line basis

At or Above 75th Percentile100%

FeatureApproach

Vesting conditions ROCE for each of the three financial years in the Performance Period are averaged. The

percentage of Rights subject to the ROCE Vesting Condition that vest, if any, will be determined

over the performance period by reference to the below vesting schedule:

VULCAN AVERAGE ROCE% OF ROCE RIGHTS THAT VEST

Below 20%0%

At 20%50%

Between 20% and 25%50% to 75%, straight-line basis

Between 25% and 30%75% to 100%, straight-line basis

At or Above 30%100%

Performance periodThe Vesting Conditions for the Rights are tested at:

• the third anniversary from the date the Rights are granted for the Relative TSR Vesting

Condition; and

• the relevant three year financial period for the ROCE Vesting Condition, (the Testing Date).

The performance period for the FY23 LTIP is 1 July 2022 to 30 June 2025.

Expiry of RightsRights which do not achieve both vesting conditions will lapse.

All Rights which have vested, will lapse three years after the relevant vesting date unless

exercised.

ExerciseVested Rights may be exercised by the Participant to receive the equivalent shares. Each

vested Right entitles the Participant to one ordinary share in Vulcan. No amount is payable by

the Participant to exercise the Rights for Shares (other than personal tax obligations).

Restriction on dealingRights may not be sold, transferred, mortgaged, pledged, charged, granted as security or

otherwise disposed of, without the prior approval of the Board, or unless required by law. The

Participants are restricted from entering into any hedging arrangements with respect to the

Rights.

Treatment on terminationThe Board has discretion to determine if a Participant is a “good leaver” and if the Participant,

in such circumstances, will be entitled to retain a pro-rata amount of their unvested Rights.

In the event of a Participant’s redundancy, death or total and permanent disablement where

the Participant otherwise qualifies for Rights, the Participant will be entitled to retain

a pro-rata amount of their unvested Rights (based on the proportion of the term of the offer

that the Participant was employed by the Company with reference to the number of whole

months employed).

In the event of a Participant’s termination with cause, outstanding Rights will lapse. In all other

circumstances of cessation of employment prior to the vesting date, the Board may determine

how to treat the unvested Rights of a Participant in its absolute discretion.

Change of controlIn the event of a change of control or a likely change of control in Vulcan, the Board may, in its

absolute discretion, determine that all or a specified number of a Participant’s Rights vest and

determine whether to exercise vested but unexercised Rights.

Capital structure adjustmentsThe LTIP includes provisions addressing adjustments or otherwise on bonus issues, rights issues

and capital restructures undertaken by Vulcan in future.

- Continued over

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

6667

Employment contracts
Each Executive KMP has a formal contract, known as a “service agreement”. These agreements are of a continuing nature and

have no set term of service (subject to the termination provisions).

The key terms of the service agreements for the Executive KMP for FY23 are summarised below:

TermDescription

Fixed annual remuneration (FAR)Rhys is entitled to receive base salary of NZ$1,250,000. Superannuation will not be payable.

Long-term IncentiveRhys will be eligible to participate in Vulcan’s LTI plan.

FY23 LTIP: Maximum opportunity of 157% of base salary.

Notice period, termination

and termination payments

Either Rhys or Vulcan Steel Limited can terminate Rhys’ employment by giving the other party 12-months

notice in writing (or by Vulcan making payment in lieu of notice of part or all of Rhys’ notice period). Vulcan

may summarily terminate Rhys’ employment in certain circumstances, including where Rhys engages in

serious misconduct.

Rhys’ employment may end by way of ‘no fault’ termination whereby Vulcan will pay Rhys the equivalent

of 12-months fixed annual remuneration.

Non-solicitation/restrictions

on future activities

Rhys’ employment contract contains restraints that apply during his employment and for 6-months post-

employee, including:

• Non-compete restraints;

• Restrictions against soliciting Vulcan customers, contractors or suppliers; and

• Restrictions against soliciting, employing or engaging any employees.

The non-competition restriction above purports to operate in New Zealand and Australia.

The enforceability of the above restraints is subject to all usual legal requirements.

RHYS JONES (MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER) EMPLOYMENT

Shareholdings

Vulcan does not have a formal minimum shareholding requirement for Executive KMP. Nonetheless, all Directors and Executive

KMP hold shares in Vulcan. Executive KMP participate in long-term incentives which are delivered in equity.

The current shareholdings of KMP are summarised in the table below.

Name

Held at

1 July 2022

Received on exercise

of rights or options

Acquisitions

and disposals

Held at

30 June 2023

NON-EXECUTIVE DIRECTORS

Russell Chenu22,7500022,750

Wayne Boyd7,303,688007,303,688

Bart de Haan180,00000180,000

Carolyn Steele16,00004,00020,000

EXECUTIVE DIRECTORS

Rhys Jones4,718,000004,718,000

Adrian Casey5,870,711005,870,711

SENIOR EXECUTIVE

Kar Yue Yeo120,00000120,000

Realised remuneration

The table below sets out the realised remuneration received by Executive KMP during FY23. All amounts are stated in

New Zealand dollars.

The LTIP was established prior to the IPO. The first LTIP offer was granted following completion of the IPO and will vest on

1 July 2024, subject to service and performance conditions.

3. Fuel card benefit.

4. Compulsory employer contributions equal to 3% of base salary plus Employer Superannuation Contribution Tax (ESCT).

Name (Position)Ye a rBase salaryKiwiSaver

Non-monetary

benefits

3


Fixed annual

remunerationLTIP vested

Total

remuneration

received

Rhys Jones (MD and CEO)FY23$1,250,000$0$163$1,250,163$0$1,250,163

Adrian Casey (COO)FY23$680,000$0$1,824$681,824$0$681,824

Kar Yue Yeo (CFO)FY23$680,000$33,442

4

$2,970$716,413$0$716,413

TermDescription

Fixed annual remuneration (FAR)Adrian is entitled to receive base salary of NZ$680,000. Superannuation will not be payable.

Long-term IncentiveAdrian will be eligible to participate in Vulcan’s LTI plan.

FY23 LTIP: Maximum opportunity of 72% of base salary.

Notice period, termination

and termination payments

Either Adrian or Vulcan can terminate Adrian’s employment by giving the other party 6-months notice in

writing (or by Vulcan making payment in lieu of notice of part or all of Adrian’s notice period). Vulcan may

summarily terminate Adrian’s employment in certain circumstances, including where Adrian engages in

serious misconduct.

Adrian’s employment may end by way of ‘no fault’ termination whereby Vulcan will pay Adrian the

equivalent of 12-months fixed annual remuneration.

Non-solicitation/restrictions

on future activities

Adrian’s employment contract contains restraints that apply during his employ and for 6-months post-

employee, including:

• Non-compete restraints;

• Restrictions against soliciting Vulcan customers, contractors or suppliers; and

• Restrictions against soliciting, employing or engaging any employees.

The non-competition restriction above purports to operate in New Zealand and Australia.

The enforceability of the above restraints is subject to all usual legal requirements.

ADRIAN CASEY (CHIEF OPERATING OFFICER) EMPLOYMENT

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

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The table below shows employee remuneration in ranges of NZ$10,000 and the number of employees in the ranges,
in accordance with section 211(1)(g) of the Companies Act.

2. Pip Greenwood retired as a Director on 20 October 2022. Remuneration reflects the period in which she was a KMP.

3. Peter Wells elected to receive $1 for his board director fee and did not receive any fee as a member of the Audit and Risk Management Committee.

Peter Wells retired as a Director on 20 October 2022.

4. Chair.

5. Member.

NameYe a rBase Board

Audit and Risk

Management

Committee

People and

Remuneration

CommitteeOther fees

Total

FY23 fees

Russell ChenuFY23$270,000

4

$0

5

$0

5

$0$270,000

Wayne BoydFY23$120,000

5

-$15,000

5

$0$135,000

Bart de HaanFY23$120,000

5

$13,333

5

$25,000

4

$0$158,333

Carolyn SteeleFY23$120,000

5

$30,000

4

$10,000

5

$0$160,000

Pip Greenwood

1

FY23$40,000

5

$6,667

5

-$0$46,667

Peter Wells

2

FY23$1

5

$0

5

-$0$1

To ta lFY23$670,001 $50,000 $50,000 $0$770,001


Remuneration range (NZD)Number of employeesRemuneration range (NZD)Number of employees

$100,001 - $110,00092

$260,001 - $270,0002

$110,001 - $120,00072$270,001 - $280,0003

$120,001 - $130,00041$300,001 - $310,0001

$130,001 - $140,00025$310,001 - $320,0001

$140,001 - $150,0009$330,001 - $340,0001

$150,001 - $160,0006$350,001 - $360,0001

$160,001 - $170,00011$360,001 - $370,0001

$170,001 - $180,0006$370,001 - $380,0001

$180,001 - $190,0006$410,001 - $420,0001

$190,001 - $200,0004$420,001 - $430,0001

$200,001 - $210,0005$450,001 - $460,0001

$210,001 - $220,0002$520,001 - $530,0001

$220,001 - $230,0002$560,001 - $570,0001

$230,001 - $240,0003$680,001 - $690,0002

$250,001 - $260,0001

$1,250,001 - $1,260,0001

Remuneration for Non-Executive Directors (NEDs) is set to enable Vulcan to attract and retain high calibre Directors with the

necessary skills and experience to ensure the Board can effectively oversee the Company’s governance, and to recognise

the workload of directors.

Aggregate NED fees are limited to NZ$1,300,000 per annum.

Directors may also be reimbursed for all reasonable travel, accommodation and other expenses incurred in attending meetings

of the Board or Committees, or in connection with the business. A Director who is engaged by Vulcan to perform services in a

capacity other than that of Director may be paid additional fees (as determined by the Board).

The table below illustrates the remuneration received by NEDs for FY23.

FY23 NON-EXECUTIVE DIRECTOR FEES

NameChair feeMember fee

BASE BOARD FEE

$270,000

1

$120,000

Audit and Risk Management Committee$30,000$20,000

People and Remuneration Committee$25,000$15,000

1. The Board Chair does not receive any additional fees for committee work.

Non-Executive Director Remuneration

Employee Remuneration

TermDescription

Fixed annual remuneration (FAR)Kar Yue is entitled to receive base salary of NZ$680,000. Vulcan’s employer contributions to KiwiSaver

(3% of base salary plus ESCT) will also be payable on top of this base salary.

Long-term IncentiveKar Yue will be eligible to participate in Vulcan’s LTI plan.

FY23 LTIP: Maximum opportunity of 72% of base salary.

Notice period, termination

and termination payments

Either Kar Yue or Vulcan can terminate Kar Yue’s employment by giving the other party 6-months notice in

writing (or by Vulcan making payment in lieu of notice of part or all of Kar Yue’s notice period). Vulcan may

summarily terminate Kar Yue’s employment in certain circumstances, including where Kar Yue engages in

serious misconduct.

Non-solicitation/restrictions

on future activities

Kar Yue’s employment contract contains restraints that apply during his employ and for 6-months post-

employee including:

• Non-compete restraints;

• Restrictions against soliciting Vulcan customers, contractors or suppliers; and

• Restrictions against soliciting, employing or engaging any employees.

The non-competition restriction above purports to operate in New Zealand and Australia.

The enforceability of the above restraints is subject to all usual legal requirements.

KAR YUE YEO (CHIEF FINANCIAL OFFICER) EMPLOYMENT

VULCAN ANNUAL REPORT 2023 ENVIRONMENT & SUSTAINABILITYVULCAN.CO

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Navigating
the terrain with

determination

03

FINANCIALS

VULCAN ANNUAL REPORT 2023

72

VULCAN.CO

73

VULCAN ANNUAL REPORT 2023 FINANCIALS
NZ$000’s Notes20232022

ASSETS

Current Assets

Cash and cash equivalents 20,318 24,033

Trade and other receivables9 170,662 157,240

Inventories10 437,746 353,243

Tax receivable 2,902 -

Derivative financial instruments20 1,710 5,039

Total current assets 633,338 539,555

Non-Current Assets

Property, plant and equipment11 86,846 56,161

Right-of-use assets12 260,366 180,705

Intangible assets13 15,018 12,785

Deferred tax assets8 8,643 6,174

Total non-current assets 370,873 255,825

TOTAL ASSETS 1,004,211 795,380

LIABILITIES

Current Liabilities

Trade and other payables14 166,869 167,149

Lease liabilities12 22,665 14,004

Tax payable 1,692 29,716

Total current liabilities 191,226 210,869

Non-current Liabilities

Lease liabilities12 267,067 188,276

Interest-bearing liabilities15 360,000 210,970

Total non-current liabilities 627,067 399,246

TOTAL LIABILITIES 818,293 610,115

EQUITY

Share capital16 11,988 11,988

Retained earnings 163,643 157,230

Reserves19 10,287 16,047

TOTAL EQUITY 185,918 185,265

TOTAL LIABILITIES AND EQUITY 1,004,211 795,380

NZ$000’s Notes20232022

Revenue51,244,837 972,667

Cost of sales(800,942)(583,882)

Gross profit443,895 388,785

Selling and distribution expenses6(26,663)(18,401)

General and administrative expenses6(253,799)(173,307)

Total operating expenses(280,462)(191,708)

Operating profit before financing costs163,433 197,077

Financing income751 4

Financing expenses7(38,585)(15,748)

Net financing costs(38,534)(15,744)

Profit before tax124,899 181,333

Tax expense8(37,000)(57,349)

Profit after tax87,899 123,984

Other comprehensive Income

Exchange differences on translation of foreign operations(3,461)5,886

Fair value (loss)/gain on cash flow hedges(4,941)3,801

Tax effect of movement in cash flow hedges1,399 (1,069)

Other comprehensive (loss)/income, net of tax(7,003)8,618

Total comprehensive income80,896 132,602

Attributable to:

Owners of Vulcan Steel Limited 80,896 132,602

Basic earnings per share17$0.67$0.94

Diluted earnings per share17$0.67$0.94

Consolidated Statement of Comprehensive Income

FOR THE YEAR ENDED 30 JUNE 2023

Consolidated Statement of Financial Position

AS AT 30 JUNE 2023

These financial statements and the accompanying notes were authorised by the Board on 29 August 2023.

For the Board


Russell Chenu Rhys Jones

DIRECTOR DIRECTOR

VULCAN.CO

7475

VULCAN ANNUAL REPORT 2023 FINANCIALS
Consolidated Statement of Changes in Equity

FOR THE YEAR ENDED 30 JUNE 2023

Consolidated Statement of Cash Flows

FOR THE YEAR ENDED 30 JUNE 2023

NZ$000’sNotes

Share

capital

Retained

earnings

Share based

payment

reserve

Other

reserves

Attributable

to owners of

Vulcan Steel Ltd

Balance as at 1 July 2021 11,988 137,383 - 4,746 154,117

Comprehensive income

Profit after tax - 123,984 - - 123,984

Other comprehensive income

Foreign currency translation reserve - - - 5,886 5,886

Cash flow hedge reserve - - - 2,732 2,732

Total comprehensive income - 123,984 - 8,618 132,602

Transactions with owners

Transfer of shares to employees18 - - 1,982 - 1,982

Share based payments reserve18 - - 701 - 701

Dividends declared19 - (104,137) - - (104,137)

Balance as at 30 June 202211,988 157,230 2,683 13,364 185,265

Balance as at 1 July 2022 11,988 157,230 2,683 13,364 185,265

Comprehensive income

Profit after tax - 87,899 - - 87,899

Other comprehensive income

Foreign currency translation reserve - - - (3,461)(3,461)

Cash flow hedge reserve - - - (3,542)(3,542)

Total comprehensive income - 87,899 - (7,003) 80,896

Transactions with owners

Share based payments reserve18 - - 1,243 - 1,243

Dividends declared19 - (81,486) - - (81,486)

Balance as at 30 June 202311,988 163,643 3,926 6,361 185,918

NZ$000’sNotes20232022

CASH FLOWS FROM OPERATING ACTIVITIES

Receipts from customers

1

1,273,782 947,799

Interest received51 4

Payments to suppliers and employees

1

(1,021,441)(879,575)

Tax paid(69,391)(40,334)

Interest paid(21,234)(4,249)

Lease interest paid(16,363)(11,499)

Net cash flows from operating activities 145,404 12,146

CASH FLOWS FROM INVESTING ACTIVITIES

Payment for business acquisition26(170,543) -

Sale of property, plant and equipment and intangibles260 618

Purchase of property, plant and equipment and intangibles(22,952)(12,209)

Net cash flows used in investing activities(193,235)(11,591)

CASH FLOWS FROM FINANCING ACTIVITIES

Lease liability payments(21,372)(12,866)

Proceeds from borrowings149,702 129,433

Dividends paid19(85,173)(104,137)

Net cash flows from financing activities43,157 12,430

Net (decrease)/increase in cash(4,674)12,985

Effect of foreign exchange rates(406)885

Cash on acquisition1,365 -

Opening cash 24,033 10,163

Closing cash 20,318 24,033

RECONCILIATION OF CLOSING CASH

Cash and cash equivalents 20,318 24,033

Closing cash 20,318 24,033

CASH FLOW RECONCILIATION

Profit after tax 87,899 123,984

Add/(deduct) non cash items:

Amortisation of right of use assets29,400 18,843

Depreciation, amortisation and impairment of other assets15,867 8,523

Net gain on disposal of assets(188)(159)

Other non-cash items(1,612) -

43,467 27,207

Net working capital movements (net of acquisitions):

Trade and other receivables

2

28,900 (24,868)

Inventories

2

38,581 (156,899)

Trade and other payables

2

(21,053)25,707

Taxation payable

2

(32,550)16,851

Deferred tax asset

2

160 164

14,038 (139,045)

Net cash flows from operating activities 145,404 12,146

1. This statement is prepared exclusive of GST for 2023, the 2022 comparatives have been adjusted by $57.6 million to reflect this change. Net cash flow from operating activities

for 2022 remains unchanged.

2. The working capital movements for 2022 include foreign currency movements of $9.6 million which were previously disclosed separately.


VULCAN.CO

7677

VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
1. REPORTING ENTITY

Vulcan Steel Limited (the “Company”) together with its subsidiaries (the “Group”) is primarily involved in the sale and distribution of steel

and metal products, with operations in New Zealand and Australia. There have been no changes to the nature of the business during the

current financial year.

The Company is a profit-oriented entity, domiciled in New Zealand, registered under the Companies Act 1993 and the financial

statements comply with this Act. The Company is listed on the Australian Securities Exchange (“ASX”) with a dual listing on the NZX main

board (under the code “VSL”). The Company is an FMC Reporting Entity under the Financial Markets Conduct Act 2013 and the Financial

Reporting Act 2013.

2. BASIS OF PREPARATION AND PRINCIPLES OF CONSOLIDATION

Statement of compliance

These consolidated financial statements for the year ended 30 June 2023 have been prepared in accordance with New Zealand

generally accepted accounting practice (NZ GAAP) as appropriate for Tier 1 for-profit entities. They comply with New Zealand equivalents

to International Financial Reporting Standards (NZ IFRS). The consolidated financial statements also comply with International Financial

Reporting Standards (IFRS).

Basis of measurement

The consolidated financial statements have been prepared on the basis of historical cost with the exception of the revaluation of financial

assets and liabilities (including derivative instruments) at fair value through the Consolidated Statement of Comprehensive Income.

The Consolidated Statement of Comprehensive Income has been prepared so that all components are stated exclusive of GST. All items

in the Balance Sheet are stated net of GST, with the exception of receivables and payables, which include GST invoiced. The cash flows

from operating activities are presented exclusive of GST.

Functional currency

The consolidated financial statements are presented in NZD which is the Company’s functional currency. All amounts have been rounded

to the nearest thousand, unless otherwise stated.

Foreign currency transactions and balances

Foreign currency transactions are translated into the relevant functional currency at exchange rates at the dates of the transactions.

Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period end exchange

rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred

in other comprehensive income as qualifying cash flow hedges.

Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated to New

Zealand dollars at exchange rates at the reporting date. The income and expenses of foreign operations are translated to New Zealand

dollars at exchange rates at the dates of the transactions. Foreign currency differences are recognised in the foreign currency translation

reserve (FCTR) in equity. When a foreign operation is disposed of, in part or in full, the relevant amount in the FCTR is transferred to profit

or loss.

Key accounting estimates and judgements

The Group’s management is required to make judgements, estimates, and apply assumptions that affect the amounts reported in the

consolidated financial statements. They have based these on historical experience and other factors they believe to be reasonable.

Actual results may differ from these estimates.

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 30 JUNE 2023

Changes to accounting policies

The accounting policies and computation methods used in the preparation of the consolidated financial statements are consistent with

those used as at 30 June 2022.

There are no new standards or amendments to standards applicable to the Group for the year ended 30 June 2023 that have materially

impacted the financial statements. No other changes to accounting policies have been made during the year and policies have been

consistently applied to all years presented.

Management is currently assessing the following standard that is not yet effective.

On 14th December 2022, the External Reporting Board (XRB) published its climate-related disclosure standards. The mandatory reporting

regime for disclosing risk in the annual report is for reporting periods beginning on or after 1 January 2023.

The Group currently prepares disclosure related information as part of its Environment and Sustainability section in the annual report.

Disclosures aligned to the new standard will form part of the 30 June 2024 annual report.

3. SIGNIFICANT TRANSACTIONS AND EVENTS FOR THE CURRENT PERIOD

Acquisition


On 22 July 2022, the Company signed a conditional sale and purchase agreement with Gilbert Ullrich, the founder owner of Ullrich

Aluminium Company Limited (“Ullrich”) to acquire 100% of the company.

Key conditions in the sale and purchase agreement were satisfied on 1 August 2022 and the Company took control of Ullrich from that

date. The consideration for the acquisition has been fully debt-funded. The accounting for this acquisition is outlined in Note 26.

4. OPERATING SEGMENTS

Vulcan comprises the following operating segments based on internal reports that are reviewed and used by the chief operating decision

maker (CODM - comprising the Managing Director and CEO, CFO and COO) in assessing performance and in determining the allocation of

resources:


Steel business across Australia and New Zealand

Steel distribution – the sale of hollows, merchant products including bars, beams, angles, channels, unprocessed coil and plate;

Plate processing – cutting, drilling, tapping, countersinking and folding of plates to customer requirements;

Coil processing – sheeting & slitting to customer specifications.

Metals business across Australia and New Zealand

Stainless steel – the sale of stainless steel products including hollows, bars, fittings and sheets, and processing services including cutting,

drilling, tapping, countersinking and folding of plates to customer requirements, as well as sheeting & slitting of stainless coil;

Engineering Steel - the sale of high-performance steel and metal products, and cutting service to specification.

Aluminium - distribution of internally extruded standardised and customised products and third party products including sheet, plate and

coil products.

Reporting is received on at least a monthly basis, and performance is measured based on underlying segment earnings before interest,

tax, depreciation and amortisation (EBITDA). EBITDA is used to measure performance as the CODM believes that such information is the

most relevant in evaluating the results of certain segments relative to other entities that operate within this industry.

The Group has a diverse range of customers from various industries, with no single customer contributing more than 10% of the Group’s

revenue.

Interest income and expenses are not allocated to segments, as decisions are made on a pre-NZ IFRS 16 Leases basis. Other interest

income and expense related activities are driven by the central corporate function, which manages the cash position of the Group.

Assets and liabilities are provided to the CODM on a Group basis, and are separately reported with respect to the individual operating

segments.

Sales between segments are eliminated on consolidation. The amounts provided to the CODM with respect to segment revenue are

measured in a manner consistent with that of the financial statements.



ESTIMATE

Assumptions for the future and other major sources of estimation can create uncertainty at the end of the year, resulting in

significant risk of material adjustments to carrying amounts of assets and liabilities in the next financial year. The estimates and

assumptions that have had areas of judgement applied in preparing these financial statements are highlighted throughout

the report in boxes shaded in blue. The key estimates relate to income tax, goodwill, expected credit losses, property plant and

equipment acquisition fair value assessments and incremental borrowing rates.

Significant accounting policies

Basis of consolidation

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of the Group as at balance date and the

results of all subsidiaries for the year then ended. All subsidiaries are 100% owned within the Group.

The Group applies the acquisition method to account for business combinations.

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 consolidated from the date on

which control is transferred to the Group.

Consideration transferred is the fair value of assets transferred, liabilities incurred to the former owners of the acquiree and equity

interests issued by the Group. Consideration transferred also includes the fair value of any asset or liability resulting from a contingent

consideration arrangement. Identifiable assets acquired and liabilities (including contingent liabilities) assumed in a business combination

are measured initially at their fair values at acquisition date.

All intercompany balances and transactions, including unrealised profits on transactions between group companies have been

eliminated.


KEY POLICY

Key accounting policies are disclosed in each of the applicable notes to the financial statements in boxes shaded in grey.

VULCAN.CO

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VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
5. REVENUE

NZ$000’s20232022

Total operating revenue 1,244,837 972,667


KEY POLICY

Revenue from contracts with customers

The Group derives revenue from the processing and distribution of steel and metal products. Revenue is recognised as, or when,

goods are transferred to the customer at a point in time and is measured at an amount that reflects the consideration to which

the Group expects to be entitled in exchange for the goods.


KEY POLICY

Auditor remuneration

Other services comprise fees paid to Deloitte for GHG inventory assurance engagement and as investigating accountant


in relation to their report on historical and forecast information included in the prospectus in respect of the IPO and fees paid

for consulting services.

OPERATING SEGMENTS (CONTINUED)

The following is an analysis of the Group’s results by reportable segment:

20232022

NZ$000’s

Steel MetalsCorporateTo ta lSteel MetalsCorporateTo ta l

Total operating revenue

596,278 648,559 - 1,244,837 626,175 346,492 - 972,667

EBITDA (post NZ IFRS 16 and pre significant items) 113,193 130,965 (25,278) 218,880 168,512 95,896 (21,912) 242,496

Significant items

1

(10,180)(18,053)

EBITDA (post NZ IFRS 16 and significant items) 208,700 224,443

Depreciation & amortisation(45,267)(27,366)

Operating profit before financing costs163,433 197,077

Net financing costs(38,534)(15,744)

Profit before tax124,899 181,333

Tax expense(37,000)(57,349)

Profit after tax87,899 123,984

Depreciation & amortisation of PPE & intangibles(15,867)(9,140)

Amortisation of right of use assets(29,400)(18,226)

Total depreciation & amortisation(45,267)(27,366)

Finance income51 4

Finance expenses - interest, line fees & other(22,222)(4,249)

Finance expenses on lease liabilities(16,363)(11,499)

Net financing costs(38,534)(15,744)

Principal lease payments(16,290)(21,431)(14)(37,735)(13,778)(10,587) - (24,365)

Underlying EBITDA (pre NZ IFRS 16 and significant items)96,903 109,534 (25,292)181,145 154,734 85,309 (21,912)218,131

Significant items

1

IPO costs - - - - - - (15,839)(15,839)

Share gift (refer note 18) - - - - - - (2,214)(2,214)

Ullrich integration costs - - (10,180)(10,180) - - - -

Total significant items - - (10,180)(10,180) - - (18,053)(18,053)

TOTAL ASSETS381,436 567,454 55,321 1,004,211 424,303 319,486 51,591 795,380

TOTAL LIABILITIES


179,847 213,488 424,958 818,293 201,836 146,548 261,731 610,115

Geographical informationNZAustraliaCorporateTo ta lNZAustraliaCorporateTo ta l

TOTAL OPERATING REVENUE 451,875 792,962 - 1,244,837 369,368 603,299 - 972,667

EBITDA (post NZ IFRS 16 and significant items) 105,609 138,549 (35,458) 208,700 110,458 153,668 (39,683) 224,443

TOTAL NON CURRENT ASSETS106,479 232,853 31,541 370,873 57,330 173,912 24,583 255,825

6. EXPENSES

NZ$000’s20232022

Profit before tax includes the following expenses:

Employee benefit expenses132,258 85,623

Defined contribution plans9,981 6,931

Depreciation and amortisation45,267 27,366

Selling and distribution26,663 18,401

Occupancy costs11,048 6,256

Ullrich integration costs10,180 -

IPO costs - 15,839

Share gift costs (refer to Note 18) - 2,214

Other expenses45,065 29,078

Total selling, general and administrative expenses280,462 191,708

Fees paid to auditors:

Audit of financial statements

Auditor remuneration - Audit and review of financial statements 510 416

Other services

IPO Report - 745

Tax services - 7

Greenhouse gas inventory assurance review 25 12

7. FINANCE INCOME AND EXPENSES

NZ$000’s2023 2022

Financing income

Interest income 51 4

Financing expenses

Bank facility fees(2,903)(1,496)

Interest paid and payable(19,319)(2,753)

Interest expense on lease liabilities(16,363)(11,499)

(38,585)(15,748)

Net financing costs(38,534)(15,744)


KEY POLICY

Finance income comprises interest income on funds invested, changes in the fair value of financial assets at fair value through

profit or loss and gains on hedging instruments that are recognised in profit or loss. Interest income is recognised as it accrues,

using the effective interest method.

Finance expenses comprise interest expense on borrowings, interest on leases and bank facility fees.

All borrowing costs are recognised in profit or loss using the effective interest method.

1. Significant Item means any income or expense of such size, nature or incidence that is relevant to the user’s understanding of the performance of the entity and is

disclosed as a “Significant Item” in the Accounts.

VULCAN.CO

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VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
8. INCOME TAX


KEY POLICY

Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the

extent that it relates to items recognised directly in equity, in which case it is recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively

enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax arises due to temporary differences between the carrying amounts of assets and liabilities for financial

reporting purposes and those for tax purposes.

Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by balance date

and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

ESTIMATE

Preparation of the annual financial statements requires management to make estimates as to the amount of tax that will ultimately

be payable, the availability of losses to be carried forward, if any, and the amount of foreign tax credits it will receive. Actual results

may differ from these estimates as a result of reassessment by management or taxation authorities. Tax returns for the Group and

the detailed calculations that are required for filing tax returns are not prepared until after the financial statements are prepared.

Estimates of these calculations are made for the purpose of calculating income tax expense, current tax and deferred tax

balances. As well as this, an assessment of the result of tax audit issues is also made. Any difference between the final tax outcomes

and the estimations made in previous years will affect current year balances.

NZ$000’s2023 2022

Income tax expense

Profit before tax 124,899 181,333

Tax at the New Zealand rate of 28% (2022: 28%) 34,972 50,773

Tax adjustments:

Non-assessable (income)/loss(60) -

Non-deductible expenses1,716 5,405

Adjustments to prior years(1,032)(632)

Foreign rates other than 28%1,319 1,748

Other85 55

Tax expense 37,000 57,349

This is represented by:

Current tax 36,760 57,233

Deferred tax240 116

Tax expense 37,000 57,349

NZ$000’s2023 2022

Deferred tax assets

The balance comprises:

Employee benefits 3,831 2,466

Leased assets and liabilities 8,662 6,374

Cash flow hedge 11 -

Accruals and provisions 1,553 877

Inventory provisions 3,688 -

Provision for doubtful debts 733 591

Other 59 90

18,537 10,398

Deferred tax liabilities

The balance comprises:

Customer book acquired at fair value 806 259

Property, plant and equipment 8,999 2,386

Cash flow hedge 40 1,432

Prepayments 49 147

9,894 4,224

Net deferred tax 8,643 6,174

Imputation credits

There are $6,891,761 imputation credits available for use in New Zealand as at 30 June 2023 (2022: $4,301,124) and $19,681,775 franking

credits available for use in Australia as at 30 June 2023 (2022: $12,420,733).


NZ$000’s

Property,

plant and

equipment

Leased

assets and

liabilities

Cash flow

hedge

Provisions,

accruals and

prepaymentsStockIntangiblesTo ta l

Year ended 30 June 2022

Opening balance(444) 4,618 (374)3,832 - (377)7,255

Adjustments to prior years - - 17 (65) - - (48)

Credit/(charged) to the Consolidated

Statement of Comprehensive Income

(1,942)1,756 - 110 - (40)(116)

(Charged) to equity - - (1,075) - - - (1,075)

Foreign exchange movements(12) 106 - 75 - (11)158

Net deferred tax(2,398)6,480 (1,432)3,952 - (428)6,174

Year ended 30 June 2023

Opening balance

(2,398)6,480 (1,432)3,952 - (428)6,174

Adjustments to prior years

- 219 - 1,239 940 - 2,398

Deferred tax on acquisition

(2,195)1,186 - 747 2,426 (845) 1,319

Credit/(charged) to the Consolidated

Statement of Comprehensive Income

(4,512)908 - 321 352 293 (2,638)

Credited to equity

- - 1,399 - - - 1,399

Foreign exchange movements

106 (131) 4 (132)(30) 174 (9)

Net deferred tax(8,999)8,662 (29)6,127 3,688 (806)8,643

9. TRADE AND OTHER RECEIVABLES

The Group has recognised a loss of $570,371 (2022: $85,809) in respect of bad debts written off. The loss has been included in general and

administrative expenses in the Consolidated Statement of Comprehensive Income. A credit loss allowance has been applied against

trade receivables of $2,562,207 for the year ended 30 June 2023 for the Group (2022: $2,064,378).

NZ$000’s20232022

Trade receivables171,910 159,110

Allowances for credit losses(2,562)(2,064)

Prepayments1,314 194

170,662 157,240

Movement in allowance for credit losses

Opening balance2,064 2,044

Release of provision(734)20

Provision on Acquisition1,263 -

Foreign exchange translation gains/losses(31) -

Balance at the end of the year2,562 2,064

VULCAN.CO

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VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
TRADE AND OTHER RECEIVABLES (CONTINUED) 10. INVENTORIES

11. PROPERTY, PLANT AND EQUIPMENT

ESTIMATE

Calculation of Loss Allowance

When measuring Expected Credit Losses (“ECL”) the Group uses reasonable and supportable forward looking information, which is

based on assumptions for the future movement of different economic drivers and how these drivers will affect each other.

Loss given default is an estimate of the loss arising on default. It is based on the difference between the contractual cash flows due

and those that the Group would expect to receive, taking into account cash flows from collateral and integral credit enhancements.

The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience

of debtors and an analysis of debtors’ current financial position, adjusted for factors that are specific to the debtors, general

economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecast

direction of conditions at the reporting date.

The Group has assessed relevant economic data for determining the factors that are specific to the debtors, the general economic

conditions of the industry in which the debtors operate and the forecast direction of conditions at the reporting date. The Group

hasn’t significantly increased the expected loss rates for trade receivables from the prior year based on its judgement of the

impact of current economic conditions and the forecast direction of travel at the reporting date. There has been no change in the

estimation technique during the current reporting period.

The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and

there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy

proceedings, or when the trade receivables are over two years past due, whichever occurs earlier. None of the trade receivables

that have been written off are subject to enforcement activities.



KEY POLICY

Trade and other receivables, which generally have 30-90 day terms, are recognised and carried at original invoice

amount less an allowance for any uncollectible amounts.

A receivable from a contract with a customer represents the Group’s unconditional right to consideration arising from

the transfer of goods or services to the customer (i.e., only the passage of time is required before payment of the

consideration is due). Subsequent to initial recognition, receivables from contracts with customers are measured at

amortised cost and are tested for impairment.

An allowance for doubtful debts is made using the expected credit loss model. The amount of the provision is recognised

in profit or loss. Bad debts are written off when identified.


KEY POLICY

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on a weighted average

cost basis, and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and

condition. In the case of work in progress, cost includes an appropriate share of production overheads based on normal

operating capacity. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated

costs of completion and selling expenses.

Trade receivables credit risk

As at balance date 85% of trade receivables were current (2022: 85%).

The following table details the risk profile of trade receivables based on the Group’s provision matrix. As the Group’s historical credit loss

experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on

past due status is not further distinguished between the Group’s different customer segments.

Security

At 30 June 2023, the fixed assets of the Group are subject to a first debenture to secure bank loans (see note 15).

NZ$000’s20232022

Finished goods417,862325,805

Goods in transit18,071 26,153

Consumables1,061 290

Work in progress752 995

437,746 353,243

NZ$000’sNot past due

0-30 days

past due

30-60 days

past due

60-90 days

past due

90+ days

past dueTo ta l

2023

Trade receivables1 46,68523,804 942 479 - 171,910

2022

Trade receivables134,732 23,524 854 - - 159,110

Customer and receivable concentration

Five largest customers' proportion of the Group's:

20232022

Operating revenue

4%6%

Trade receivables

5%8%

NZ$000’s

Plant,

machinery

and vehicles

Furniture

fittings &

equipment

Land &

buildings

Capital work

in progressTo ta l

Cost

Balance 1 July 2021102,702 17,895 4,162 1,039 125,798

Additions & reclassifications7,097 1,781 37 3,294 12,209

Disposals(2,412)(198) - - (2,610)

Exchange movement1,973 350 55 63 2,441

Balance 30 June 2022109,360 19,828 4,254 4,396 137,838

Balance 1 July 2022 109,360 19,828 4,254 4,396 137,838

Acquisition 46,050 1,061 - - 47,111

Additions & reclassifications17,744 5,765 541 (1,269) 22,781

Disposals(858)(38) - - (896)

Exchange movement(1,743)(211)(32)(29)(2,015)

Balance 30 June 2023 170,553 26,405 4,763 3,098 204,819

Accumulated depreciation & impairment losses

Balance 1 July 202164,595 9,119 253 - 73,967

Depreciation6,581 1,897 45 - 8,523

Disposals(2,057)(157) - - (2,214)

Exchange movement1,189 203 9 - 1,401

Balance 30 June 202270,308 11,062 307 - 81,677

Balance 1 July 2022 70,308 11,062 307 - 81,677

Acquisition 23,615 363 - - 23,978

Depreciation11,588 2,617 51 - 14,256

Disposals(789)(35) - - (824)

Exchange movement(996)(113)(5) - (1,114)

Balance 30 June 2023 103,726 13,894 353 - 117,973

Carrying amounts

As at 30 June 202138,107 8,776 3,909 1,039 51,831

As at 30 June 202239,052 8,766 3,947 4,396 56,161

As at 30 June 202366,827 12,511 4,410 3,098 86,846

VULCAN.CO

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VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
PROPERTY, PLANT AND EQUIPMENT (CONTINUED) 12. RIGHT-OF-USE ASSETS


KEY POLICY

Recognition and Measurement

Items of property, plant and equipment, other than land, are measured at cost less accumulated depreciation and impairment

losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-constructed assets

includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to a working condition

for its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located.

Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items

(major components) of property, plant and equipment.

Subsequent Costs

The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the item if it is

probable the future economic benefits embodied within the part will flow to the Group and its cost can be measured reliably.

The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.

Depreciation

Depreciation is recognised in Consolidated Statement of Comprehensive Income. The estimated useful lives, residual values and

depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for

on a prospective basis.

The depreciation rates of the Group for the current and comparative periods are as follows:

Plant, machinery and vehicles 8% to 75% Diminishing value

Furniture, fittings and equipment 2.5% to 80.4% Diminishing value and straight line

Buildings 2.5% Straight line

ESTIMATE

Lease liabilities have been measured at the present value of the remaining lease payments, discounted using a discount rate

derived from the incremental borrowing rate for each asset class as the interest rate implicit in the lease was not readily available.

Incremental borrowing rates applied to lease liabilities range between 5.75% - 5.95% (2022: 5.75% - 5.95%).

NZ$000’sMotor vehiclesBuildingsTo ta l

Cost

Balance 1 July 2021 4,503 212,159 216,662

Additions and renewals 902 14,765 15,667

Exchange movement 93 5,507 5,600

Balance 30 June 20225,498 232,431 237,929

Balance 1 July 20225,498 232,431 237,929

Additions and renewals3,076 107,794 110,870

Disposals(356)(3,638)(3,994)

Exchange movement(54)(3,129)(3,183)

Balance 30 June 20238,164 333,458 341,622

Accumulated amortisation

Balance 1 July 20212,590 35,070 37,660

Amortisation for the year1,062 17,164 18,226

Exchange movement66 1,272 1,338

Balance 30 June 20223,718 53,506 57,224

Balance 1 July 20223,718 53,506 57,224

Disposals(1,614)(3,027)(4,641)

Amortisation for the year2,285 27,115 29,400

Exchange movement(36)(691)(727)

Balance 30 June 2023 4,353 76,903 81,256

Carrying amounts

As at 30 June 2021 1,913 177,089 179,002

As at 30 June 2022 1,780 178,925 180,705

As at 30 June 2023 3,811 256,555 260,366

NZ$000’s20232022

Lease liabilities included in the Consolidated Statement of Financial Position

Current 22,665 14,004

Non-current 267,067 188,276

289,732 202,280

Lease expenses included in Consolidated Statement of Comprehensive Income

Interest on leases 16,363 11,499

Right-of-use asset amortisation 29,400 18,226

45,763 29,725

Lease cash flows included in Consolidated Statement of Cash Flows

Interest paid on leases (operating activities) 16,363 11,499

Payments for lease liabilities principal (financing activities) 21,372 12,866

Total cash outflows from lease liabilities 37,735 24,365

ESTIMATE

The determination of the appropriate useful life for a particular asset requires management to make judgements about, among

other factors, the expected period of service potential of the asset, the likelihood of the asset becoming obsolete as a result of

technological advances, and the likelihood of the Group ceasing to use the asset in its business operations. Assessing whether an

asset is impaired may involve estimating the future cash flows the asset is expected to generate. This will in turn involve a number

of assumptions, including rates of expected revenue growth or decline, expected future margins and the selection of an

appropriate discount rate for valuing future cash flows. Assets that are subject to depreciation or amortisation are reviewed for

impairment at least annually or when changes in circumstances indicate that the carrying amount may not be recoverable. The

recoverable amount is the higher of an asset’s fair value less costs of disposal, and value in use. For the purposes of assessing

impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units).

The Group has leases for buildings and motor vehicles. Leases are either non-cancellable or may only be cancelled by incurring

a substantive termination fee. Some leases contain an option to purchase the underlying leased asset outright at the end of the lease,

or to extend the lease for a further term. The building leases typically run for a period from 10 to 20 years. Lease payments for buildings

are increased every one to three years to reflect market rentals. Some leases provide for additional rent payments based on changes in

the local price index.

The Group is prohibited from selling or pledging the underlying leased assets as security. Each lease generally imposes a restriction that,

unless there is a contractual right for the Group to sublet the asset to another party, the right-of-use asset can only be used by the Group.


VULCAN.CO

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VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
13. INTANGIBLE ASSETS

Impairment testing for cash-generating units containing goodwill

For the purpose of impairment testing, goodwill is allocated to the Group’s operating divisions which represent the lowest level within the

Group at which the goodwill is monitored for internal management purposes. The aggregate carrying amounts of goodwill allocated to

each unit are as follows:

The annual impairment test is performed as at 30 June each year. Goodwill is considered to be impaired if the carrying amount of the

relevant cash generating units (“CGUs”) exceeds its recoverable amount. The recoverable amount of a CGU is the higher of its fair value

less costs of disposal (“FVLCOD) and its value-in-use (“VIU”). The Group uses a VIU approach to estimate the recoverable amount of the

CGU to which each goodwill component is allocated. Based on this assessment no impairment was identified for any CGU therefore a

FVLCOD calculation was not required.

Goodwill and other intangible assets with indefinite useful lives are tested at least annually for any impairment. All CGUs were tested for

impairment at the reporting date. The recoverable amounts of CGUs have been determined on a consistent basis to 30 June 2022.

The recoverable amount of the cash generating unit (“CGU”) was calculated on the basis of value in use using a discounted cash flow

model. Future cash flows were projected out five years, based on a conservative 2% terminal growth rate based on Board approved

business plans for the year ended 30 June 2024, with key assumptions being EBITDA and capital expenditure for the CGU. A post-tax

discount rate of 11.1% was utilised for all the CGU’s (2022: 9.7%). The values assigned to the key assumptions represent management’s

assessment of future trends in the steel industry and are based on both external sources and internal sources (historical data). The cash

flows beyond the five year period have been extrapolated on a similar basis. A reasonable possible change in assumptions will not result

in an impairment.

.


KEY POLICY

Goodwill - Recognition and Measurement

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets

of the acquired business at the date of acquisition.

Goodwill on acquisition of businesses is included in intangible assets. Goodwill is not amortised. Instead, goodwill is tested for

impairment annually and more frequently, if events or changes in circumstances indicate that it might be impaired, and is carried

at cost less accumulated impairment losses.

Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

Impairment

Impairment is determined by the CGU (group of CGUs) to which the goodwill relates. When the recoverable amount of the CGU

(group of CGUs) is less than the carrying amount, an impairment loss is recognised firstly in relation to the goodwill and then pro

rata to the other assets. Any impairment loss is recognised immediately in the Consolidated Statement of Comprehensive Income

and if it relates to goodwill is not reversed in a subsequent period.


Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset

to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised in

Consolidated Statement of Comprehensive Income when incurred.

Computer software

Computer software has been predominantly internally developed and have a finite useful life. Computer software costs are

capitalised and written off on a straight line basis over the useful economic life of 2 to 5 years. Costs associated with maintaining

computer software programs are recognised as an expense as incurred. Costs directly associated with the production of

identifiable and unique software products controlled by the Group and that will probably generate economic benefits exceeding

costs beyond one year, are recognised as intangible assets. The estimated useful life and amortisation method are reviewed at

the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

Customer book

The customer book relates to the Horan Steel Holdings Pty Limited and the Ullrich Aluminium Limited acquisitions. These were

recognised at the fair value at the date of acquisition and subsequently amortised on a straight-line based on the timing of

projected cash flows of the contracts over their estimated useful lives (being 5 years for Horan Steel and 3 years for Ullrich Aluminium).


ESTIMATE

The carrying value of goodwill is assessed at least annually to ensure it is not impaired. Performing this assessment generally

requires management to estimate future cash flows to be generated by the investment, which entails making judgements including

the expected rate of growth of revenues, margins expected to be achieved, the level of future capital expenditure required to

support these outcomes and the appropriate discount rate to apply when valuing future cash flows.

NZ$000’sGoodwill

Computer

software

Customer

bookTo ta l

Cost

Balance 1 July 202112,822 13,882 2,093 28,797

Disposals - (491) - (491)

Exchange movement138 5 65 208

Balance 30 June 202212,960 13,396 2,158 28,514

Balance 1 July 202212,960 13,396 2,158 28,514

Acquisitions292 8 3,468 3,768

Additions & reclassifications - 171 - 171

Exchange movement(70)(4)(45)(119)

Balance 30 June 202313,18213,571 5,581 32,334

Amortisation & impairment losses

Balance 1 July 20211,196 13,462 837 15,495

Amortisation for the Year - 202 415 617

Disposals - (429) - (429)

Exchange movement - 4 42 46

Balance 30 June 20221,196 13,239 1,294 15,729

Balance 1 July 20221,196 13,239 1,294 15,729

Acquisitions - 2 - 2

Amortisation for the Year - 128 1,483 1,611

Exchange movement - (3)(23)(26)

Balance 30 June 20231,196 13,366 2,754 17,316

Carrying Amounts

Balance at 30 June 2021 11,626 420 1,256 13,302

Balance at 30 June 2022 11,764 157 864 12,785

Balance at 30 June 2023 11,986 205 2,827 15,018

NZ$000’s20232022

Horan Steel2,384 2,423

Plate Australia2,178 2,215

Plate New Zealand7,126 7,126

Ullrich Aluminium299 -

11,987 11,764

VULCAN.CO

8889

VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
20232022

FULLY PAID ORDINARY SHARES

Number

of shares

Share capital

NZ$000’s

Number

of shares

Share capital

NZ$000’s

Opening balance131,408,572 11,988 131,408,572 11,988

Issue of shares - - - -

Closing balance131,408,572 11,988 131,408,572 11,988

14. TRADE AND OTHER PAYABLES

15. INTEREST-BEARING LIABILITIES

16. SHARE CAPITAL

17. EARNINGS PER SHARE

18. EMPLOYEE SHARE BASED COMPENSATION

Gifting of shares

On 31 May 2022, Mary and Peter Wells made a gift of 250 shares each in Vulcan Steel Limited (the Company) via their shareholding entity

Takutai Limited, to 839 Vulcan employees across New Zealand and Australia. Peter Wells is the founder, a director at the time of the

gifting of the shares and shareholder of Vulcan Steel Limited. The offer was open to all employees employed on 18 March 2022 and still

employed on 31 May 2022, but was not dependent on continued employment past this date.

Takutai Limited also funded the tax liabilities of the Company and its employees arising from the gift of shares.

Takutai Limited acquired the shares on market and the Company did not provide any financial assistance to Takutai Limited in

connection with the acquisition of the gift offer shares. The Company has facilitated the delivery of these shares by entering into an

arrangement with Sharesies to provide the platform to transfer the shares to each employee and by the payment of associated tax

liabilities for both the Company and its employees. The tax liabilities of the employees were paid via the payroll system. Takutai Limited

reimbursed the Company for these tax payments.

The Company has incurred costs associated with the administration of this transaction which included fees for legal advice and fees

paid to Sharesies Limited for the use of their trading platform and will not be reimbursed for these costs.

The share gift has been accounted for in accordance with New Zealand IFRS 2 for share-based payment resulting in a NZD$1,982,000

non-cash expense item and an offsetting increase in reserves.



Payables denominated in currencies other than the functional currency comprise 69% of trade payables (2022: 62%).

The Group has $440 million loan facility across the Bank of New Zealand, National Australia Bank Ltd, Westpac New Zealand Ltd, ANZ

Bank. The facility expires, $40 million 1 November 2023, $75 million 16 July 2024, $250 million 3 July 2025, $75 million 16 July 2026. Loans are

drawn down on a rolling basis as necessary.


Security

The loans have been provided by Bank of New Zealand, National Australia Bank Ltd, Westpac New Zealand Ltd, ANZ Bank New Zealand

Ltd and MUFG Bank Ltd under a facility agreement dated 28 June 2018 (as amended and restated most recently on 15 May 2023)

together with tranche letters with each bank.

The Group is not subject to any externally imposed capital requirements, other than those imposed by the banks under the financing

arrangements.

The Group will not create a security interest over all of the assets of the Group other than the first ranking security interest created under

the General Security and Common Terms Deed in favour of Bank of New Zealand dated 15 December 2011 (as amended and restated on

22 September 2014) (and equivalent security that has been granted by the members of the Group incorporated in Australia).

The Group’s policies in respect of capital management and allocation are reviewed regularly by the Board of Directors.

There have been no breaches of debt covenants for the current or prior period.

Bank borrowings are initially recognised at fair value net of transaction costs incurred. They are subsequently stated at amortised cost

using the effective interest rate method where appropriate. Borrowings are classified as current liabilities unless the Group has an

unconditional right to defer settlement of the liability for more than 12 months after balance date.

All shares are fully paid. All ordinary shares carry one vote per share, carry a right to dividends and a pro rata share of net assets on a wind up.


KEY POLICY

Trade and other payables

Creditors are recognised at amounts to be paid in the future for goods and services already received, whether or not billed to

the Group. They are non-interest bearing and are normally settled on 30-90 day terms.

Trade and other payables are carried at amortised cost and represent liabilities for goods and services provided to the Group

prior to the end of the financial period that are unpaid and arise when the Group becomes obliged to make future payment in

respect of the purchase of these goods and services.

Employee benefits

Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12 months of

the reporting date are recognised in respect of employees’ services up to the reporting date. They are measured at the amounts

expected to be paid when the liabilities are settled.

Expenses for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.



KEY POLICY

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as

a deduction from equity, net of any tax effects.


KEY POLICY

Basic earnings per share is calculated by dividing the profit after tax of the Group by the weighted average number of ordinary

shares outstanding during the year.

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume

conversion of all dilutive potential ordinary shares.

NZ$000’s20232022

Trade payables 142,762 150,089

Employee benefits 18,927 14,399

Other taxes (GST) 5,180 2,661

166,869 167,149

NZ$000’s20232022

Secured bank loans - non current360,000 210,970

360,000 210,970

NZ$000’s20232022

Profit after tax 87,899 123,984

Ordinary shares outstanding (number of shares)

131,408,572 131,408,572

Basic earnings per share (cents per share)

$0.67 $0.94

Diluted earnings per share (cents per share)

$0.67 $0.94

NZ$000’s2022

Included in profit before tax:

Value of shares gifted to employees1 ,982

Tax liabilities

1,285

Reimbursement from Takutai Limited of tax liabilities

(1,285)

Costs associated with administration of the transaction

232

2,214

Included in reserves

Transfer of shares from Takutai Limited to employees1,982

NZ$000’s’20232022

Unused lines of credit

Bank overdraft facilities 20,891 4,215

Borrowing facility 67,765 30,080

88,656 34,295

NZ$000’s20232022

Reconciliation of movement in secured Bank loans

Opening balance210,970 80,000

Net cashflow from financing activities 149,702 129,433

Foreign exchange movements(672)1,537

Closing balance360,000 210,970

VULCAN.CO

9091

VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
EMPLOYEE SHARE BASED COMPENSATION (CONTINUED)

Performance share rights plan

The Company has established a Long-Term Incentive Plan (LTIP), effective 1 July 2021, to assist in the motivation, retention and reward of

eligible employees. The LTIP is designed to align the interests of employees with the interests of Shareholders by providing an opportunity

for certain employees to receive an equity interest in the Company.

The Board may determine the individual employees who are eligible to participate in the LTIP from time to time. Determination of

eligibility is at the Board’s sole and absolute discretion.

Under the LTIP, the Company may grant Performance Share Rights (PSR) to a Participant. Each PSR unit entitles the holder (at no cost

to the Participant) to one ordinary share in the Company. Unless otherwise stated, PSR grants are to be made annually on 1 July.

All incentives have a 3-year vesting period. The LTIs are split into 2 components (“Tranche 1” and “Tranche 2”). The vesting criteria for

Tranche 1 is based on Return on Capital Employed (“ROCE”) thresholds while Tranche 2 is based on the Company’s total shareholder

return (“TSR”) ranking relative to a “Benchmark Group”. For both tranches the individual must remain employed by the Company.

The Benchmark Group comprise all companies in the ASX 300 index (excluding mining, energy and financial companies). The

measurement of both the Company’s and benchmark TSRs will be the gross return based upon any capital gains/(losses) and the cash

component of dividends only (i.e., excluding returns attributable to franking credits). The share price returns of the Company and/or the

Benchmark Group will also be adjusted for:

- The impact of bonus issues and /or capital reconstructions; and

- Referenced to the 20-day Volume Weighted Average Price (“VWAP”) of the Company’s share price prior to the testing date.

The fair value of PSRs are recognised as an expense in the Consolidated Statement of Comprehensive Income over the vesting period

of the rights with a corresponding entry to the share based payments reserve.

An additional 332,417 PSR’s (FY23 Grant) were granted in the current period with a combined face value of $2,495,000. Grants previously

issued were the FY22 Grant of 391,622 PSR’s with a combined face value of $2,103,000.

The total expense recognised in the year to 30 June 2023 in relation to equity settled share based payments was $1,243,365 (2022:

$701,004). No rights were exercised during the year.


Measurement

The fair value of PSRs is independently determined using a Monte Carlo simulation valuation methodology. The key inputs and assumptions

are included in the table below. Guerdon Associates completed the valuation.

Movements in the number of share rights outstanding and their exercise prices are as follows:




19. RESERVES AND DIVIDENDS

Nature and purpose of reserves

Capital reserve

The capital reserve relates to capital gains and losses transferred from retained earnings. These reserves can be distributed tax free on

the eventual wind-up of the company.

Cash flow hedge reserve

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in the

hedging reserve.

Foreign currency translation reserve

The foreign currency translation reserve comprises all foreign currency differences arising from the translation of the financial statements

of foreign operations.

Share based payment reserve

This reserve is used to recognise the fair value of shares and PSRs granted but not exercised or lapsed. Tax deductions in excess of the

cumulative share based payment expense are recognised in equity. Amounts are transferred to share capital (including income tax

benefits) when the vested shares or PSRs are exercised or lapse.

Dividends

All dividends are recognised as distributions to shareholders.

Dividends of $81,485,797 were declared and paid by the Group to qualifying shareholders for the year ended 30 June 2023 (2022:

$104,137,357). Supplementary dividends of $3,687,681 were also paid during the year.



(i) The expected share price volatility is derived by analysing the historical volatility of peer companies over the most recent historical period corresponding to the term of

the PSR.

20232022

Performance

share rights

Performance

share rights

Number outstanding

As at beginning of the year 391,622 -

Granted during the year 332,417 391,622

Vested during the year - -

Lapsed during the year - -

As at end of the year 724,039 391,622

Exercisable at year end - -

Number of employees holding PSRs and ESRs 3 3

Weighted average remaining contractual life (months) 18 24

Fair value of rights granted during the year ($000) 2,495 2,103

Fair value of rights granted during the year ($ per share) 4.90 5.37

Key inputs and assumptions used in fair value of grants during the year

Share price at grant date ($ per share) 7.71 7.52

Contractual life (years) 3 3

Expected volatility (i)30.08%39.31%

Expected dividend yield8.43%5.25%

5 year NZD risk free rate3.51%1.18%

NZ$000’s20232022

Capital reserve8,548 8,548

Cash flow hedge reserve65 3,607

Foreign currency translation reserve(2,252)1,209

Share based payment reserve 3,926 2,683

10,287 16,047


KEY POLICY

The fair value of PSRs are recognised as an expense in the Statement of Profit or Loss over the vesting period of the rights with

a corresponding entry to the share based payments reserve.


VULCAN.CO

9293

VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
20. DERIVATIVE FINANCIAL INSTRUMENTS21. FINANCIAL INSTRUMENTS

Fair Value Estimation

NZ IFRS 13 for financial assets and liabilities measured at fair value requires disclosure of the fair value measurements by level from the fair

value hierarchy, described as follows:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; or

Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (prices)

or indirectly (derived from prices); or

Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

All the Group’s financial instruments held at fair value have been measured at the fair value measurement hierarchy of level 2 (2022: level 2).

The carrying value of the Group’s financial assets and liabilities approximate the fair values.


Financial risk management

The Group’s activities expose it to a variety of financial risks - market risk (including currency risk and interest rate risk), credit risk and

liquidity risk.

The Board of Directors has approved policies and guidelines for the Group that identify and evaluate risks and authorise financial

instruments to manage financial risks. These policies and guidelines are reviewed regularly. Management monitors and manages the

financial risks relating to the operations of the Group through internal risk reports which analyse exposures by degree and magnitude

of risks.

a) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and prices will affect the Group’s profit

or the value of financial instruments. The Group’s activities expose it primarily to the financial risks of changes in foreign exchange rates

and interest rates. The Group enters into derivative arrangements in the ordinary course of business to manage foreign currency risks.

Market risk exposures are analysed by sensitivity analysis.


KEY POLICY

Derivatives

The Group uses derivative financial instruments to hedge its exposure to foreign exchange using foreign currency forward

exchange contracts. Derivatives are recognised initially at fair value at the date a derivative contract is entered into and are

subsequently remeasured to their fair value at each reporting date. The resulting gain or loss is recognised in the Consolidated

Statement of Comprehensive Income immediately unless the derivative is designated and deemed effective as a hedging

instrument, in which event the timing of the recognition in the Consolidated Statement of Comprehensive Income depends on

the nature of the hedge relationship. A derivative with a positive fair value is recognised as a financial asset whereas a derivative

with a negative fair value is recognised as a financial liability. Derivatives are not offset in the financial statements unless the

Group has both legal right and intention to offset.

Cash flow hedges

The Group designates certain derivatives as hedging instruments in respect of cash flow hedges. At the inception of the hedge

relationship, the Group documents the relationship between the hedging instrument and the hedged item, along with its risk

management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge

and on an ongoing basis, the Group documents whether the hedging instrument is effective in offsetting changes in fair values or

cash flows of the hedged item attributable to the hedged risk, which is when the hedging relationships meet all of the following

hedge effectiveness requirements:

(i) there is an economic relationship between the hedged item and the hedging instrument;

(ii) the effect of credit risk does not dominate the value changes that result from that economic relationship; and

(iii) the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the

Group actually hedges and the quantity of the hedging instrument that the Group actually uses to hedge that quantity

of hedged item.

The effective portion of changes in the fair value of derivatives and other qualifying hedging instruments that are designated

and qualify as cash flow hedges is recognised in other comprehensive income and accumulated under the heading of cash

flow hedging reserve, limited to the cumulative change in fair value of the hedged item from inception of the hedge. The gains

or losses in the cash flow hedge reserve are reclassified or recognised in the profit or loss in the same period as the hedged item

affects profit or loss in the same line as the hedged item. If the hedged item is a non-financial item, the amount accumulated in

the cash flow hedge reserve is removed from equity and included in the initial carrying amount of the hedged item.

The Group discontinues hedge accounting only when the hedging relationship (or a part thereof) ceases to meet the qualifying

criteria. This includes instances when the hedging instrument expires or is sold, terminated or exercised. The discontinuation

is accounted for prospectively. Any gain or loss recognised in other comprehensive income and accumulated in cash flow

hedge reserve at that time remains in equity and is reclassified to profit or loss when the forecast transaction occurs. When a

forecast transaction is no longer expected to occur, the gain or loss accumulated in the cash flow hedge reserve is reclassified

immediately to the Consolidated Statement of Comprehensive Income.


KEY POLICY

Financial assets and financial liabilities are recognised in the Consolidated Statement of Financial Position when the Group

becomes a party to the contractual provisions of the instrument. Financial assets and financial liabilities are initially measured

at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities

(other than financial assets and financial liabilities at fair value through the Consolidated Statement of Comprehensive Income)

are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition.

Financial Assets

All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis. All recognised

financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification

of the financial assets.

Classification of Financial Assets

Shareholder loan accounts, cash and cash equivalents and trade receivables are measured subsequently at amortised cost.

Derivatives are measured subsequently at fair value through profit or loss (FVTPL).

Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses

recognised in the Consolidated Statement of Comprehensive Income to the extent they are not part of a designated hedging

relationship (see derivatives and hedge accounting policy).

Cash and cash equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term liquid

investments with maturities of three months or less that are readily convertible to known amounts of cash and which are subject

to an insignificant risk of changes in value, and bank accounts.

Financial Liabilities

The Group’s financial liabilities include trade and other payables and lease liabilities.

All financial liabilities other than derivatives are measured at amortised cost. They are measured at fair value (minus transaction

costs directly attributable) on initial recognition and then subsequently measured at amortised cost.

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest

expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments

(including all transaction costs and other premiums or discounts), through the expected life of the debt instrument, or, where

appropriate, a shorter period, to the gross carrying amount of the debt instrument on initial recognition. The amortised cost of

a financial liability is the amount at which the financial liability is measured at initial recognition minus the principal repayments,

plus the cumulative amortisation using the effective interest method of any difference between that initial amount and the

maturity amount.

2023 2022

NZ$000’sAssetsLiabilitiesAssetsLiabilities

Foreign currency forward exchange contracts - cash flow hedges 1,710 - 5,039 -

VULCAN.CO

9495

VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
FINANCIAL INSTRUMENTS (CONTINUED)

(i) Foreign exchange risk

The Group is exposed to foreign currency risk on purchases and borrowings that are denominated in a currency other than the Company’s

functional currency, New Zealand dollars ($), which is the presentation currency of the Group. The currencies in which transactions are

primarily denominated are Australian dollars (AUD) and US dollars (USD). At any point in time the Group hedges at least 80 percent of its

committed foreign currency exposure in respect of purchases over the following six months. The Group uses forward exchange contracts


to hedge its foreign currency risk. All of the forward exchange contracts have maturities of less than one year at the balance date.

The carrying amounts of significant non derivative financial assets and liabilities are denominated in the following foreign currencies:




(ii) Interest rate risk

Interest rate risk is the risk that the value of the Company and Group’s assets and liabilities will fluctuate due to changes in market

interest rates. Both the Company and the Group are exposed to interest rate risk primarily through its cash balances and interest-bearing

liabilities.

The Group has a policy of managing its interest rate risk by fixing borrowings for up to 180 days. The Group does not use derivatives to

manage interest rate risk.

At 30 June 2023 the Group had the following mix of financial assets and liabilities exposed to variable interest rate risk:




b) Credit risk

Credit risk is the risk that the counter party to a transaction with the Group will fail to discharge its obligations, causing the Group to incur

a financial loss. The Group is exposed to credit risk through trade receivables, financial instruments, and cash and cash equivalents in the

normal course of business. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the

Consolidated Statement of Financial Position.

Management has a credit policy in place under which each new customer is individually analysed for credit worthiness and assigned

a purchase limit before the standard payment and delivery terms and conditions are offered. Where available the Group reviews external

ratings. In other instances bankers’ references are obtained. Purchase limits are reviewed on a regular basis.

The Group may require collateral in respect of trade and other receivables.

Vulcan Australia operations are indemnified by Euler Hermes for any loss sustained, to permitted limits, as a result of the insolvency

or protracted default of customers, provided the delivery of goods or services occurs within the policy period.

The Group’s exposure to credit risk from cash, bank accounts, deposits and derivatives is limited due to the credit rating of the financial

institutions concerned.


c) Liquidity risk

Liquidity risk represents the Group’s ability to meet its contractual obligations. The Group evaluates its liquidity requirements on an

ongoing basis. In general, the Group generates sufficient cash flows from its operating activities to meet its obligations arising from

its financial liabilities and has credit lines in place to cover potential shortfalls.

The analysis below has been determined based on contractual maturity dates and circumstances existing at 30 June 2023.

The expected timing of actual cash flows from these financial instruments may differ.


Capital Management

The Group’s capital consists of debt and leases, cash and cash equivalents, and equity, including share capital, reserves and retained

earnings as shown in the Consolidated Statement of Financial Position. The Group’s objectives when managing capital are to safeguard

the Group’s ability to continue as a going concern in order to provide returns for shareholders, and to maintain an optimal capital structure

to reduce the cost of capital. In order to maintain or adjust the required capital structure the Group may issue new shares, sell assets to

reduce debt and/or adjust amounts paid to investors.

The Group is not subject to any externally imposed capital requirements, other than created by the general security and common terms

deed (as restated on 22 September 2014 and amended from time to time) and other security granted for the benefit of ANZ/BNZ/MUFG

and Westpac. The Group’s policies in respect of capital management and allocation are reviewed regularly by the Board of Directors.

There have been no material changes in the Group’s management of capital during the period.


The following table summarises the sensitivity of the Group’s financial assets and financial liabilities to foreign exchange risk. A sensitivity

of +/-10% has been selected. The Group believes that this is reasonably possible given the exchange rate volatility observed on a

historical basis. All variables other than the applicable exchange rates are held constant:


The following table summarises the sensitivity of the Group’s financial assets and financial liabilities to interest rate risk. A 0.25% increase or

decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the

reasonably possible change in interest rates. All variables other than the applicable interest rates are held constant:

NZ$000’sNZDAUDTo ta l

2022

Cash (725) 24,758 24,033

Trade receivables 62,476 94,764 157,240

Trade and other payables(48,111)(88,478)(136,589)

Borrowings(170,000)(40,970)(210,970)

(156,360)(9,926)(166,286)

2023

Cash 6,745 13,573 20,318

Trade receivables58,919 111,743 170,662

Trade and other payables(11,141)(96,356)(107,497)

Borrowings(360,000) - (360,000)

(305,477)28,960 (276,517)

NZ$000’s 2023 2022

Foreign exchange rate change

-10%+10%-10%+10%

Impact on profit after tax4,924 (4,029)6,782 (5,549)

Impact on hedging reserves (within equity)39 (39)(361)361

4,963 (4,068)6,421 (5,188)

NZ$000’s 2023 2022

Interest rate change

-0.25%+0.25%-0.25%+0.25%

Impact on profit after tax622 (622)247(247)

622 (622)247(247)

NZ$000’s20232022

Financial assets

Cash and cash equivalents20,318 24,033

Total financial assets exposed to interest rate risk20,318 24,033

Financial liabilities

Interest-bearing liabilities(360,000)(210,970)

Total financial liabilities exposed to interest rate risk(360,000)(210,970)

Net exposure(339,682)(186,937)

NZ$000’s

Payable

< 1 year

Payable

1-2 years

Payable

2-5 years

Payable

> 5 years

Total

contractual

cashflows

2022

Non derivative financial liabilities

Trade payables 136,589 - - - 136,589

Lease liabilities 14,004 13,630 43,332 131,314 202,280

Interest bearing liabilities - - 210,970 - 210,970

Derivative financial liabilities

Forward exchange contracts 30,559 - - - 30,559

Group contractual cashflows181,152 13,630 254,302 131,314 580,398

2023

Non derivative financial liabilities

Trade payables 107,497 - - - 107,497

Lease liabilities 38,552 38,458 110,168 215,075 402,251

Interest bearing liabilities - 35,000 325,000 - 360,000

Derivative financial liabilities

Forward exchange contracts 59,372 - - - 59,372

Group contractual cashflows 205,421 73,458 435,166 215,075 927,120

VULCAN.CO

9697

VULCAN ANNUAL REPORT 2023 NOTES TO FINANCIALS
22. CAPITAL COMMITMENTS

Total capital expenditure contracted as at balance date but not provided for in the accounts was $1,201,469 (2022: $4,382,445).

23. CONTINGENT LIABILITIES

There is a bank guarantee with National Australia Bank Ltd of $13.3 million (2022:$11.0 million) over property in Australia.

24. RELATED PARTIES

The Group has related party relationships with its controlled entities and with key management personnel.

Key management includes the Managing Director and Chief Executive Officer, the Chief Financial Officer and the Chief Operating Officer.

In addition Directors’ fees of $770,001 (2022: $834,186) were paid.


Shareholder loan accounts - management personnel

As at 30 June 2023 there were no shareholder loans (2022: nil).

Building leases

The following table shows the lease principals paid to related party landlords during the year, together with the outstanding lease liabilities

payable. Some investors in the property syndicates below were Directors and senior managers at the company during the year (being Peter

Wells, Wayne Boyd and Adrian Casey).


Other transactions

During the year a $120,000 loan was provided to Inviol Limited and remained payable at 30 June. Also during the year the Group paid

Inviol $9,000 for health and safety services.

Gifting of shares

On 31 May 2022 Mary and Peter Wells (founder and shareholder) made a gift of shares in Vulcan Steel Limited to company employees via

their shareholding in Takutai Limited. Refer to note 18 for details of this gift.

25. EVENTS OCCURRING AFTER BALANCE DATE

Dividend

On 29 August 2023, the Directors approved a final dividend of 30.5 cents per share totalling $40.1 million. The dividend record date

is 28 September 2023 and payment will occur on 12 October 2023. The dividend will be fully franked and 44% imputed.

No other matters or circumstances have arisen since the end of the financial year which significantly affect the company, the results

of those operations, or the state of affairs of the company in future financial years.


26. ACQUISITION OF SUBSIDIARY

On 22 July 2022, the Company signed a conditional sale and purchase agreement with Gilbert Ullrich, the founder owner of Ullrich Aluminium

Company Limited (“Ullrich”) to acquire 100% of the company. Key conditions of the sale and purchase agreement were satisfied on 1 August

2022 and the Company took control of Ullrich from that date.

Ullrich is a major integrated distributor of industrial aluminium products in Australasia with a large sales network, extrusion facilities and

fabrication operations. The acquisition of Ullrich significantly adds to the network reach and scale of the Group and supports the Groups

growth strategy.

The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are as set out in the table below.









SUBSIDIARIES AND ASSOCIATES

Principal

activity

Place of

incorporation

2023

Holding

2022

Holding

Vulcan Steel Australia Pty LimitedSteel DistributionAustralia100%100%

Global Metals Pty Limited (non-trading, in liquidation)Steel DistributionAustralia100%100%

Ullrich Aluminium LimitedAluminium DistributionNew Zealand100% -

Ullrich Aluminium Pty LimitedAluminium DistributionAustralia100% -

Ullrich Fabrications Pty Limited (non-trading)Aluminium DistributionAustralia100% -

Ullrich Noyes Administration Services Pty Limited (non-trading)Aluminium DistributionAustralia100% -

Wintec Aluminium Pty Limited (non-trading)Aluminium DistributionAustralia100% -

Inviol Limited

Health & Safety SystemsNew Zealand30%30%

20232022

NZ$000’s

Principal lease

payment

Lease liability

outstanding

Principal lease

payment

Lease liability

outstanding

Tri-Nation Investments Pty Ltd2,975 35,032 3,054 35,719

Pounamu Investments Ltd1,490 10,892 1,265 9,666

Palmerston North Investments Ltd636 4,413 613 4,208

Texas Properties Ltd623 4,079 527 3,693

Plasma Investments Ltd370 1,818 364 2,067

Angitu Limited Partnership564 3,476 572 3,743

6,658 59,710 6,395 59,096

TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL NZ$000’s20232022

Salaries paid (including KiwiSaver and cashed-up annual leave)2,610 2,656

Bonuses paid - 200

Total remuneration2,610 2,856

NZ$000’s2023

Fair value of consideration transferred

Amount settled in cash127,750

Recognised amounts of identifiable net assets

Property, plant and equipment23,139

Customer list value3,468

Deferred tax assets1,319

Right-of-use assets421

Total non-current assets28,347

Inventories 126,775

Trade and other receivables 34,247

Prepayments 9,138

Cash and cash equivalents 1,365

Total current assets171,525

Borrowings

1

42,793

Tax payable 5,606

Total non-current liabilities48,399

Other liabilities 5,212

Capitalised lease obligations 444

Trade and other payables 18,359

Total current liabilities24,015

Identifiable net assets127,458

Goodwill on acquisition292

Consideration transferred

The acquisition of Ullrich was settled in cash amounting to $127,750,000.

Acquisition-related costs amounting to $793,617 are not included as part of consideration transferred and have been recognised as an

expense in the Consolidated Statement of Comprehensive Income, as part of administration expenses.

Identifiable net assets

The fair value of the trade and other receivables amounted to $34,247,131, with a gross contractual value of $35,509,898. The best

estimate at acquisition date of the contractual cash flows not to be collected is $1,262,767.

The fair value of inventory amounted to $126,774,547, with a gross value of $140,740,427. An inventory provision was established for

$13,965,880 on acquisition.

Goodwill

The calculation of goodwill of $291,802 arising from the acquisition consists of growth expectations, expected future profitability, the skills

and expertise of Ullrich’s workforce and expected cost synergies. Goodwill has been allocated to the metals division and is not expected

to be deductible for income tax purposes.

Ullrich’s contribution to the Group results

Ullrich contributed $274,438,857 revenue and $23,110,044 to the Group’s profit before tax for the period between the date of acquisition

and the reporting date. If the acquisition of Ullrich had been completed on the first day of the financial year, Group revenues for the year

would have been $1,269,704,625 and Group profit before tax would have been $127,233,367.

1. Borrowings of $42.8 million were repaid as part of the settlement of the acquisition.

ESTIMATE

Significant judgement and estimation is required when valuing both the tangible and intangible assets acquired as part of the

acquisition to ensure that the fair value of the recognised amounts of identifiable assets acquired and liabilities assumed is appropriate.

The fair value of property, plant and equipment was completed using a depreciated replacement cost approach. The cost approach

considers the current replacement costs adjusted for the age of property, plant and equipment acquired and residual useful lives.

Where appropriate the estimate also considered the secondary market for certain assets. Customer lists valuation reflects the present

value of assessed excess earnings and the attrition rate from revenue generating customers. Inventory valuation is based on the lower

of cost or net realisable value following a review of market value of the inventory. As part of this review, management considered the

saleability of items and for any items not deemed saleable consideration was given to scrap values in determining the realisable value.

Trade receivables valuation is based on face value net of assessed allowance for potential credit losses.


VULCAN.CO

9899

VULCAN ANNUAL REPORT 2023 AUDITORS REPORT
Opinion

We have audited the consolidated financial statements of

Vulcan Steel Limited and its subsidiaries (the ‘Group’), which

comprise the consolidated statement of financial position

as at 30 June 2023, and the consolidated statement of

comprehensive income, consolidated statement of changes

in equity and consolidated statement of cash flows for the

year then ended, and notes to the consolidated financial

statements, including a summary of significant accounting

policies.


In our opinion, the accompanying consolidated financial

statements, on pages 74 to 99, present fairly, in all material

respects, the consolidated financial position of the Group


as at 30 June 2023, and its consolidated statement of

comprehensive income and consolidated statement of

cash flows for the year then ended in accordance with


New Zealand Equivalents to International Financial Reporting

Standards (‘NZ IFRS’) and International Financial Reporting

Standards (‘IFRS’).

Basis for opinion

We conducted our audit in accordance with International

Standards on Auditing (‘ISAs’) and International Standards

on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities

under those standards are further described in the Auditor’s

Responsibilities for the Audit of the Consolidated Financial

Statements section of our report.

We believe that the audit evidence we have obtained is

sufficient and appropriate to provide a basis for our opinion.

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

the International Ethics Standards Board for Accountants’

International Code of Ethics for Professional Accountants

(including International Independence Standards), and we

have fulfilled our other ethical responsibilities in accordance

with these requirements.

Our firm carried out another assignment for the Group,

providing assurance services in respect of green house


gas inventories. These services have not impaired our

independence as auditor of the Company and Group.


In addition to this, partners and employees of our firm deal

with the Company and its subsidiaries on normal terms

within the ordinary course of trading activities of the business

of the Company and its subsidiaries. The firm has no other

relationship with, or interest in, the Company or any of its

subsidiaries.

Key audit matters

Key audit matters are those matters that, in our professional

judgement, were of most significance in our audit of the

consolidated financial statements of the current period.

These matters were addressed in the context of our audit

of the consolidated financial statements as a whole, and

in forming our opinion thereon, and we do not provide

a separate opinion on these matters.

KEY AUDIT MATTER

Revenue cut-off

The Group reported revenue of $1,245 million during the

year, from $973 million in 2022 as set out in note 5 of the

financial statements.

The Group recognises revenue from the processing and

distribution of steel and metal products. The Group’s policy

is to recognise revenue when goods are delivered to

customers, which is the point when control is transferred

to customers and the performance obligation is fullfiled.

Revenue cut-off is a key audit matter due to the

significance of the revenue balance to the Group and the

potential impact that would arise from revenue being

recorded in the incorrect period.

In particular, cut-off risk arises due to large volume of

orders being placed on or around balance date and the

manual process used by management to trigger revenue

recognition in the accounting system.

How our audit addressed the key audit matter

Our audit approach focused on the recording of revenue

around year end by performing the following procedures:

• Obtained an understanding of the revenue process and

controls through corroborative inquiry and walkthroughs

of key controls over the recording of revenue;


For a sample of revenue transactions recorded in the

period leading up to and post year end, assessed whether

the timing of revenue recognition was appropriate by

inspecting the supporting documentation, such as

shipping documents and Incoterms, that evidence

appropriate point of recognition has passed; and

• Tested manual journal entries posted to revenue

accounts around year end applying parameters designed

to identify entries that were not in accordance with our

expectations.

KEY AUDIT MATTER

Acquisition of Ullrich Aluminium Co Limited

On 1 August 2022, the Group acquired the Ullrich Aluminium

Co Limited’s business as disclosed in note 26. The acquisition

of the Ullrich Aluminium business was significant due to the

subjectivity and complexity inherent in this business

acquisition and the requirements of NZ IFRS 3 Business

Combinations.

The Group recorded the identifiable tangible and intangible

assets acquired, and liabilities assumed at their fair value


as at acquisition date. Goodwill of $0.3 million was recorded

as the excess of the consideration paid of $127.8 million over

the fair value of the net assets acquired of $127.5 million.

We considered this a key audit matter due to the significance

of the acquisition to the Group, coupled with the significant

judgements and estimates involved in identifying and

determining the fair value of the assets and liabilities

acquired.

How our audit addressed the key audit matter

As part of our audit we:

• Read the sale and purchase agreement relating to the

acquisition to understand key terms and conditions of

the transaction;

• Assessed Management’s evaluation of the sale and

purchase agreement to determine the associated

accounting treatment by comparing those terms and

conditions against the requirements of NZ IFRS 3; Business

Combinations and other relevant guidance;

• Evaluated the appropriateness and completeness of

the intangible assets identified by the Group based on

knowledge of business, the industry and other relevant

guidance;

• Engaged our internal valuation specialists to assist with

assessing the resonableness of the fair value of net assets

acquired by reviewing the valuation methodology and

mathematical accuracy of models, comparing discount

rate assumptions to market observable inputs, and tested

the mathematical accuracy of the Group’s purchase

price accounting calculation;

• Recalculated the resulting goodwill to be recognised on

acquisition; and

• Considered the adequacy of the disclosures in the

consolidated financial statements against NZ IFRS 3.

Other information

The directors are responsible on behalf of the Group for

the other information. The other information comprises the

information in the Annual Report that accompanies the

consolidated financial statements and the audit 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.

Our responsibility is to read the other information and

consider whether it is materially inconsistent with the

consolidated financial statements or our knowledge

obtained in the audit or otherwise appears to be materially

misstated. If so, we are required to report that fact. We have

nothing to report in this regard.

Directors’ responsibilities for the consolidated

financial statements

The directors are responsible on behalf of the Group for

the preparation and fair presentation of the consolidated

financial statements in accordance with NZ IFRS and IFRS,

and for such internal control as the directors determine

is necessary to enable the preparation of consolidated

financial statements that are free from material

misstatement, whether due to fraud or error.

In preparing the consolidated financial statements,

the directors are responsible on behalf of the Group for

assessing the Group’s ability to continue as a going concern,

disclosing, as applicable, matters related to going concern

and using the going concern basis of accounting unless the

directors either intend to liquidate the Group or to cease

operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the

consolidated financial statements

Our objectives are to obtain reasonable assurance about

whether the consolidated financial statements as a whole

are free from material misstatement, whether due to fraud

or error, and to issue an auditor’s report that includes our

opinion. Reasonable assurance is a high level of assurance,

but is not a guarantee that an audit conducted in

accordance with ISAs and ISAs (NZ) will always detect


a material misstatement when it exists. Misstatements can

arise from fraud or error and are considered material if,

individually or in the aggregate, they could reasonably be

expected to influence the economic decisions of users taken

on the basis of these consolidated financial statements.

A further description of our responsibilities for the audit of

the consolidated financial statements is located on the

External Reporting Board’s website at:

https://www.xrb.govt.nz/standards-for-assurance-

practitioners/auditors-responsibilities/audit-report-1

This description forms part of our auditor’s report.

Restriction on use

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’s shareholders as a body, for our audit work,

for this report, or for the opinions we have formed.


Andrew Boivin, Partner

for Deloitte Limited

Auckland, New Zealand

29 August 2023

This audit report relates to the consolidated financial statements of of Vulcan Steel Limited (the ‘Company’) for the year ended 30 June 2023 included on the Company’s website.

The Directors are responsible for the maintenance and integrity of the Company’s website. We have not been engaged to report on the integrity of the Company’s website. We

accept no responsibility for any changes that may have occurred to the consolidated financial statements since they were initially presented on the website. The audit report

refers only to the consolidated financial statements named above. It does not provide an opinion on any other information which may have been hyperlinked to/from these

consolidated financial statements. If readers of this report are concerned with the inherent risks arising from electronic data communication they should refer to the published

hard copy of the audited consolidated financial statements and related audit report dated 29 August 2023 to confirm the information included in the audited consolidated

financial statements presented on this website.

INDEPENDENT AUDITOR’S REPORT

To the Shareholders of Vulcan Steel Limited

VULCAN.CO

100101

VULCAN ANNUAL REPORT 2023 GLOSSARY
BOARD OF DIRECTORS

Russell Chenu (Chair)

Rhys Jones

Adrian Casey (appointed 13 September 2022)

Wayne Boyd

Bart De Haan

Carolyn Steele

Pip Greenwood (ceased 20 October 2022)

Peter Wells (ceased 20 October 2022)

EXECUTIVE TEAM

Rhys Jones

MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER

Adrian Casey

CHIEF OPERATING OFFICER

Kar Yue Yeo

CHIEF FINANCIAL OFFICER

REGISTERED OFFICE

New Zealand

29 Neales Road

East Tamaki

Auckland 2013

Telephone: +64 9 273 7214

Australia

c/o - Pitcher Partners Advisors Proprietary Limited

Level 13, 664 Collins Street

Docklands

VIC 3008

Telephone: +61 3 8610 5000

ADMINISTRATIVE OFFICE

New Zealand

269 Ti Rakau Drive

East Tamaki

Auckland 2013

Telephone: +64 9 272 7495

Australia

72-86 Nathan Road

Dandenong South

VIC 3175

Telephone: +61 3 8792 9699

SHARE REGISTRY

Vulcan’s register of securities is maintained by Link Market

Services Limited, and is held at the following addresses:

In Australia:

Level 12, 680 George Street

Sydney, NSW 2000

Telephone: +61 1300 554 474

in New Zealand:

Level 30, PwC Tower

15 Customs Street West

Auckland 1010

Telephone: +64 9 375 5998

AUDITORS

Deloitte Limited

COMPANY NUMBERS

New Zealand company number: 68137

New Zealand business number: 9429038466052

Australian registered business number: 652 996 015

Corporate DirectoryGlossary

1Hfirst half of FY23, being 1 July 2022 to 31 December 2022

2Hsecond half of FY23, being 1 January 2023 to 30 June 2023

2023 Annual ReportVulcan’s annual report for FY23 dated 29 August 2023

ARMCVulcan’s Audit and Risk Management Committee

ASMannual meeting of shareholders

ASXAustralian Securities Exchange

ASX Recommendationa recommendation developed by the ASX Corporate Governance Council and set out

in the ASX Corporate Governance Principles and Recommendations (fourth Edition)

Balance Date30 June 2023

BoardVulcan’s Board of Directors

CFOVulcan’s Chief Financial Officer

CommitteesARMC and PRC

Companies ActCompanies Act 1993 (New Zealand)

ConstitutionConstitution as adopted by Vulcan on listing on 4 November 2021

COOVulcan’s Chief Operating Officer

Corporations ActCorporations Act 2001 (Cth) (Australia)

DeloitteDeloitte Limited (New Zealand)

EBITDAearnings before interest, tax, depreciation and amortisation

ESGenvironment, social and governance

Executive KMP

MD and CEO, COO and CFO, which for FY23 was Rhys Jones, Adrian Casey and Kar Yue Yeo

respectively

FMC ActFinancial Markets Conduct Act 2013 (New Zealand)

FY22financial year starting 1 July 2021 and ending on 30 June 2022

FY23financial year starting 1 July 2022 and ending on 30 June 2023

Leadership TeamRhys Jones (MD and CEO), Adrian Casey (COO), Kar Yue Yeo (CFO), James Wells (Chief

Information Officer), Helene Deschamps (Leadership Development), Bradley Childs

(Australian Leader), Matthew Lee (Australian Leader), Ken Collin (Australian Leader)

and Richard Love (Australian Leader)

MAPmarket announcement platform

MD and CEOVulcan’s Managing Director and Chief Executive Officer

NZXNew Zealand Stock Exchange

Personnelall Vulcan directors, officers and employees, including temporary employees

PRC

Vulcan’s People and Remuneration Committee

Prospectusprospectus issued by Vulcan on 15 October 2021, which contained an initial public

offering to acquire fully-paid ordinary shares in Vulcan

Representativesany consultants, secondees, contractors, agents and intermediaries who have been

engaged to work for and/or represent Vulcan

Shareholdersshareholders of Vulcan

StatementVulcan’s corporate governance statement for the reporting period which ended on

30 June 2023

TPDtonne per trading day

VulcanVulcan Steel Limited (NZBN 9429038466052 /ARBN 652 996 015)

Vulcan GroupVulcan and each of its subsidiaries, including Vulcan Steel (Australia) Pty Limited (ACN

100 061 283), Global Metals Pty limited (ACN 003 981 664, liquidated on 20 June 2023),

Ullrich Aluminium Co Limited (NZ company number 47279) and Ullrich Aluminium Pty

Limited (ACN 001 697 445)

yoyyear on year

VULCAN.CO

102103

VULCAN.CO

VULCAN.CO

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.