Scales Corporation Limited logo

2023 Annual Results Announcement

Full Year Results21 February 2024SCLIndustrials

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)






Results for announcement to the market

Name of issuer Scales Corporation Limited

Reporting Period 12 months to 31 December 2023

Previous Reporting Period 12 months to 31 December 2022

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$565,356 -9%

Total Revenue $565,356 -9%

Net profit/(loss) from

continuing operations

$5,235 -73%

Total net profit/(loss) $5,235 -73%

Interim/Final Dividend

Amount per Quoted Equity

Security

Not Applicable. Any final dividend in respect of FY23 is

expected to be declared in May

Imputed amount per Quoted

Equity Security

Not Applicable

Record Date Not Applicable

Dividend Payment Date Not Applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$2.34 $2.37

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Please refer to the attached reports for commentary and audited

consolidated financial statements

Authority for this announcement

Name of person


authorised

to make this announcement

Steve Kennelly

Contact person for this

announcement

Steve Kennelly

Contact phone number +64 3 3712263

Contact email address steve.kennelly@scalescorporation.co.nz

Date of release through MAP


22/02/2024


Audited financial statements accompany this announcement.

---

SCALES CORPORATION LIMITED
Bringing Nutrition to the World

22 February 2024

Annual Results Presentation

For the Year Ended 31 December 2023

2
Scales Corporation Limited –2023 Full Year Results

1.FY23 Results

I.Summary

II.Group Performance

III.Divisional Performance

IV.Capital Management

V.Sustainability

2.FY24 Outlook

Appendices:

A.NZ IFRS Reconciliation

B.Disclaimer

1. FY23 Results

I. Summary

5
Scales Corporation Limited –2023 Full Year Results

✓Underlying result at the top end of FY23 Guidance range:

✓Underlying* NPAT Attributable to Shareholders of $19.0m (2022: $27.6m), down 31%

✓Reported NPAT Attributable to Shareholders of $5.2 m (2022: $19.4m), down 73%

✓Strong performance by Global Proteins, reflecting the ability of the division to execute its strategy and adjust to market conditions

✓Admirable Horticulture result following the effects of Cyclone Gabrielle:

✓Higher in-market prices helped to offset lower volumes

✓Effects of Cyclone Gabrielle expected to be largely limited to the 2023 season

✓Outstanding effort, skill and resilience from the Horticulture team to undertake the remediation work required

* Underlying Results exclude some New Zealand International Financial Report Standards (NZ IFRS) non-cash and other adjustments. Management and the Board believe that Underlying Results more accurately demonstrate the operational performance of the

Group. Underlying NPAT and Underlying EBITDA are shown before the deduction of share of Non-Controlling Interests. Note that our definition of “Underlying” includes the effects of NZ IFRS 16 Leases in line with current market practice. All Underlying result

numbers, including comparatives, are inclusive of NZ IFRS 16 effects. A reconciliation of Underlying to Reported Measures is provided in Appendix A

✓Solid result from Logistics despite the impact of lower volumes and geopolitical tensions in key trade routes

✓Commendable Group performance in a disrupted year, underpinned by strong Global Proteins earnings

✓Performance benefited from diversified strategy

6
Scales Corporation Limited –2023 Full Year Results

137,477 MT

Petfood ingredients

sold

1

(2022: 158,595)

3,920,000

TCEs of apples

exported

4


(2022: 4,580,000)

$12.0m

Net cash

(2022: $27.0m)

26,010

TEU

2

equivalents

managed

(2022: 27,580)

19.0 cents

per share paid

(2022: 19.0 cps)

2,733,000

TCEs of own-grown

apples exported

(2022: 3,324,000)

$565.4m

Revenue

(2022: $619.2m)

10.8%

ROCE

3

(2022: 13.5%)

1.Includes 100% of petfood ingredient volumes from relevant businesses; i.e. total petfood ingredient volumes controlled directly and indirectly by Global Proteins, but excludes volumes sold by Meateor Australia and Esro Petfood.

2.TEU is a Twenty-foot Equivalent Unit is a unit of cargo capacity to describe container volumes.

3.Return on Capital Employed, calculated as EBIT divided by Capital Employed, where Capital Employed is calculated as non-current assets plus working capital (excluding cash, overdrafts and borrowings, NZ IFRS 16 right-of-use asset and lease liability, dividends

declared, derivative assets / liabilities and employee loans).

4.TCE is a Tray Carton Equivalent, a measure of apple and pear weight, defined as 18.6kg packed weight which equates to 18.0kg sale weight. Includes own grown and external grower volumes including those volumes exported by Fern Ridge Fresh.

II. Group Performance

8
Scales Corporation Limited –2023 Full Year Results

Positive results in a testing year

•Reported NPAT Attributable to Shareholders of $5.2m, down 73% (2022: $19.4m):

•The impact of Cyclone Gabrielle and market conditions have resulted in NZ IFRS goodwill impairment and asset write-downs at Mr Apple (post-tax earnings impact of $10.9m)

•Underlying NPAT Attributable to Shareholders of $19.0m, down 31% (2022: $27.6m)

•Underlying NPAT of $38.4m, down 17% (2022: $46.4m)

•Underlying EBITDA of $67.5m, down 13% (2022: $77.9m)

•Revenue of $565.4m, down 9% (2022: $619.2m)

9
Scales Corporation Limited –2023 Full Year Results

Underlying EBITDA

Underlying NPAT

Attributable to Shareholders

Revenue

10
Scales Corporation Limited –2023 Full Year Results

Continuing to benefit from diversified strategy

•Expansion of Global Proteins division providing strong foundation for future growth:

•Excellent progress made with Meateor Australia and Esro Petfood, with both businesses operational by 4Q23

•Resilient Horticulture result following adverse effects of Cyclone Gabrielle:

•In part due to strong 2H23 sales and higher in-market prices, which helped offset lower volumes

•Effects of Cyclone Gabrielle expected to be largely limited to the 2023 season

•Solid result from Logistics despite lower volumes and geopolitical tensions

11
Scales Corporation Limited –2023 Full Year Results

Global ProteinsLogisticsHorticulture

12
Scales Corporation Limited –2023 Full Year Results

Scales continues to operate with a strong financial position

•Movement in working capital primarily reflects realignment of trade and other receivables,

trade and other payables and inventories in line with historical levels

•Movement in Net Cash primarily relates to:

◦Capital expenditure (including Cyclone-related capex)

◦Dividend payments (including payments to minority shareholders)

◦Investment in Fayman, Meateor Australia and Esro Petfood

Net Cash Reconciliation ($m)

III. Divisional Performance

14
Scales Corporation Limited –2023 Full Year Results

Global Proteins - Volumes Sold (MT 000s)

•FY23 profit margins in line with FY22:

◦2023 includes a full year of contribution from Fayman

•Movement in revenue, Underlying EBITDA and volumes reflects:

◦Petfood ingredient customers returning to lower, pre-COVID inventory levels, resulting in

lower volumes sold

◦Transition of Australian business and start-up phase of Esro Petfood

◦Pleasing performance from Fayman, complementing our petfood ingredients operations

Solid results during post-COVID inventory rebalancing

* 2022 edible protein volumes are for a 2 month period

** 2023 petfood ingredient volumes exclude those sold at Meateor Australia and Esro Petfood, both operational by 4Q23

Global Proteins - Underlying EBITDA ($m)

15
Scales Corporation Limited –2023 Full Year Results

Creating growth in unit revenue and EBITDA

•Key performance drivers:

◦Increased % processed vs traded product, which drives greater margin

◦Change in species mix to higher margin products (e.g. beef)

◦Introduction of blending and new product development at key US facilities,

leading to improved product mix, increased yields and higher margins

◦Leveraging our supply chain excellence and reliability during COVID to drive

overall division performance

◦Ability to manage supply / demand dynamics maintaining margin despite

lower volumes in 2023

Petfood Ingredients Revenue and Underlying EBITDA / KG

16
Scales Corporation Limited –2023 Full Year Results

Delivering on our strategy

•Commissioned the Meateor Australia plant, with first sales

made in Q423

•Established Esro Petfood joint venture and commissioned the

first processing line in Belgium in Q423:

◦The plant has already commenced salmon and beef processing,

sourced from the Netherlands

◦Other locations and site optimisation will be investigated

throughout FY24

•It is believed these investments will be extremely important

strategic investments for the long-term

•Introduced new blending capability:

◦Blending project in Hastings completed

◦New blending line in the Dodge City toll processing plant

commissioned

Meateor Australia

Esro Petfood

Salmon processing at Esro Petfood

17
Scales Corporation Limited –2023 Full Year Results

Commendable results given significant physical, financial and volumetric impacts of Cyclone Gabrielle

•Decline in revenue and Underlying EBITDA primarily due to lower volumes:

◦Margins remain in line with 2022

•18% decrease in Mr Apple total own-grown export volumes:

◦Continued increased focus on Premium varieties

◦Strong performance from Dazzle

TM

and Posy

TM

within the Asia and Middle East markets

Horticulture - Underlying EBITDA ($m)

Mr Apple Own Export Volumes (TCE 000s)Movement in Premium Volumes (TCE 000s)

18
Scales Corporation Limited –2023 Full Year Results

Evidence of the “fruits” of our team’s hard work

•Impact of damage from Cyclone Gabrielle expected to be largely limited to the 2023 season:

◦2024 volumes and performance expected to revert to more normal levels, with volumes expected to increase to around 3.4 million TCEs

◦Total planted orchard area currently around 1,100 hectares, approximately only 5% below the total area at the same time last year.

Before

Before

After

After

19
Scales Corporation Limited –2023 Full Year Results

Higher in-market apple prices helped compensate for lower volumes

•Strong finish to the season due, in part, to limited supply in key markets, which contributed to

higher in-market pricing

•Supported by marketing activities undertaken across the Asia & Middle East region included:

◦Customers supported with instore sampling activity and branded displays

◦Growth of digital and social media presence in key markets, using data to drive efficiency

◦Season launch events undertaken to complement brand advertising

•Mr Apple continues to focus on supply of Premium varieties such as Dazzle

TM

and Posy

TM

to the

Asia and Middle East markets, supported by increasing in-market prices:

◦Development of these varieties was accelerated during 2023 and we anticipate higher sales volumes as

plantings mature

•Steady volume of juice concentrate sold at Profruit

* External grower volumes comprise external grower volumes handled by Mr Apple and

Fern Ridge Fresh

20
Scales Corporation Limited –2023 Full Year Results

Steady results delivered by the Logistics division

•Decrease in revenue to $92.6m (2022: $123.3m)

•Decrease in Underlying EBITDA to $4.3m (2022: $6.6m)

•Ocean freight volumes impacted by Cyclone Gabrielle and geopolitical tensions

in key trade routes

•Airfreight volumes in part affected by a slow start to the stone fruit season

Logistics - Underlying EBITDA ($m)

IV. Capital Management

22
Scales Corporation Limited –2023 Full Year Results

Continuing to invest in line with divisional strategies

•ROCE affected by lower FY23 earnings

•A significant proportion of capital expenditure for FY23 was Cyclone-related,

principally in respect of the re-planting and grafting of trees

•Other material capital expenditure related to capital work-in-progress at Shelby, more

details of which will be provided once complete

V. Sustainability

24
Scales Corporation Limited –2023 Full Year Results

Governance

•Prepared our Climate Related Disclosure report, which will be released in April 2024

People

•Positive progress at Mr Apple on its people strategy, including annual leadership programmes and new digital systems

•Cyclone recovery support included donations of $250,000, tailored assistance to staff particularly affected and wellbeing workshops for all staff

•Mr Apple also supported RSE workers through counselling and replacing lost personal possessions, whilst partnering with the Hastings DHB to

undertake medical health checks

Environment

•Progress on our water and decarbonisation initiatives, including:

•Refrigeration upgrades at Meateor NZ

•New electric forklifts, boiler heat exchanger and CO

2

refrigeration at Meateor Australia

•Other water efficiency initiatives included:

•Upgrade of the plant boiler at Shelby’s Amarillo plant

•Installation of a water filtration / reticulation system at Mr Apple, which is reducing water usage at the Whakatu packhouse

•The regenerative farming trial at Kinross will recommence, following damage incurred by Cyclone Gabrielle

2. FY24 Outlook

26
Scales Corporation Limited –2023 Full Year Results

Group update

•Pleased to re-confirm Guidance as previously advised of Underlying Net Profit after Tax Attributable to Shareholders of between $30.0 million to

$35.0 million, implying:

◦An Underlying Net Profit after Tax range of between $47.0 million and $55.0 million

◦An Underlying EBITDA range of between $81.0 million and $91.0 million

•This takes into account the following:

◦A continued strong performance by Global Proteins, despite post-COVID rebalancing of inventories amongst petfood manufacturers

◦The start-up nature of Meateor Australia and Esro Petfood. We are working with our partners to realise the exciting opportunities from our investments in these

key markets

◦An anticipated return to more normal trading by Horticulture

•FY23 dividend payments likely to be made in 2 instalments:

◦The first instalment, of 4.25 cps, was paid on 18 January 2024

◦A second instalment will be reviewed and advised on in early May 2024

◦Total dividends expected to be between 50% and 75% of Underlying Net Profit After Tax Attributable to Shareholders

Appendices

28
Scales Corporation Limited –2023 Full Year Results

29
Scales Corporation Limited –2023 Full Year Results

30
Scales Corporation Limited –2023 Full Year Results

The information in this presentation has been prepared by Scales Corporation Limited with due care and attention. However, neither Scales Corporation Limited nor any of its directors, employees,

shareholders nor any other person shall have any liability whatsoever to any person for any loss (including, without limitation, arising from any fault or negligence) arising from this presentation or

any information supplied in connection with it.

This presentation supplements our full year results announcement. It should be read subject to and in conjunction with the additional information in that release, and other material which we have

released to the NZX.

This presentation may contain projections or forward-looking statements regarding a variety of items. Such projections or forward-looking statements are based on current expectations, estimates

and assumptions and are subject to a number of risks, uncertainties and assumptions. There is no assurance that results contemplated in any projections and forward-looking statements in this

presentation will be realised. Actual results may differ materially from those projected in this presentation. No person is under any obligation to update this presentation at any time after its release

to you or to provide you with further information about Scales Corporation Limited.

Our results are reported under NZ IFRS. This presentation includes non-GAAP financial measures which are not prepared in accordance with NZ IFRS. The non-GAAP financial measures used in this

presentation include:

•EBITDA. We calculate EBITDA by adding back (or deducting) depreciation, amortisation, finance charges / (revenue), and taxation expense to net earnings / (loss) from continuing operations

•EBIT. We calculate EBIT by adding back (or deducting) finance charges / (revenue), and taxation expense to net earnings / (loss) from continuing operations

•Underlying EBITDA and EBIT are calculated by adding back (or deducting) certain non cash NZ IFRS and other adjustments

•Underlying Net Profit is calculated by adding back or (or deducting) the after-tax effect of certain non cash NZ IFRS and other adjustments

A full reconciliation of Underlying to reported measures is provided in our Annual Report.

We believe that these non-GAAP financial measures provide useful information to readers to assist in the understanding of our financial performance, financial position or returns, but that they

should not be viewed in isolation, nor considered as a substitute for measures reported in accordance with NZ IFRS. Non-GAAP financial measures may not be comparable to similarly titled

amounts reported by other companies.

Forward-looking statements are subject to any material adverse events, significant one-off expenses or other unforeseeable circumstances.

The information in this presentation is of a general nature and does not constitute financial product advice, investment advice or any recommendation. Nothing in this presentation constitutes

legal, financial, tax or other advice.

---

Scales Corporation Limited
consolidated financial statements

for the year ended 31 December 2023

Scales Corporation Limited
Contents

Directory3

Consolidated statement of comprehensive income4

Consolidated statement of changes in equity6

Consolidated statement of financial position7

Consolidated statement of cash flows8

Notes to the consolidated financial statements11

Independent auditor's report57

2

Scales Corporation Limited
Directory

Board of DirectorsAuditor

Mike Petersen (Chair) (Appointed 28 April 2023)Deloitte Limited

Andrew Borland (Managing Director)Level 4

Tony Batterton (Appointed 22 August 2023)151 Cambridge Terrace

Miranda BurdonChristchurch 8013

Nick Harris

Alan IsaacBankers

Nadine TunleyANZ Bank New Zealand Limited

Qi XinLevel 3

Mark Hutton (Resigned 7 June 2023)ANZ Centre

Tim Goodacre (Resigned 28 April 2023)267 High Street

Christchurch 8011

Audit and Risk Management Committee

Alan Isaac (Chair)Coöperatieve Rabobank U.A., New Zealand Branch

Nick HarrisLevel 4

Tony Batterton32 Hood Street

Hamilton 3204

Nominations and Remuneration Committee

Tony Batterton (Chair)Westpac New Zealand Limited

Mike PetersenLevel 4

The Terrace

Finance and Treasury Committee83 Cashel Street

Tony Batterton (Chair)Christchurch 8011

Andrew Borland

Solicitors

Health & Safety and Sustainability CommitteeAnthony Harper

Nadine Tunley (Chair)Level 9

Andrew BorlandAnthony Harper Tower

Miranda Burdon62 Worcester Boulevard

Christchurch 8013

Registered Office

52 Cashel StreetChapman Tripp

Christchurch 8013Level 34

New ZealandPwC Tower

15 Customs Street West

Postal AddressAuckland 1010

PO Box 1590

Christchurch 8140Corporate Advisor

New ZealandMaher & Associates

17 Albert Street

TelephoneAuckland 1010

+64 3 379 7720

Share Registry

WebsiteComputershare Investor Services Limited

www.scalescorporation.co.nzLevel 2

159 Hurstmere Road

Takapuna

Auckland 0622

3

Scales Corporation Limited
Consolidated statement of comprehensive income for the year ended 31 December 2023

20232022

Note$000's$000's

RevenueB1565,356619,173

Cost of salesB2(444,662)(492,547)

120,694126,626

Administration and operating expensesB2(64,123)(53,003)

Impairment of property, plant and equipmentC1(4,729)(3,729)

Impairment of goodwillC4(8,531)-

Share of profit of entities accounted for using the equity methodC38,1314,624

Other incomeB38,56967

Other lossesB3(6,336)(6,069)

EBITDA53,67568,516

AmortisationC7(497)(379)

DepreciationC1(10,245)(10,220)

Depreciation of right-of-use assetG2(8,711)(9,087)

EBIT34,22248,830

Finance revenue2,0561,045

Finance costB4(3,331)(1,284)

Finance cost of lease liabilityG2(3,144)(2,953)

PROFIT BEFORE INCOME TAX EXPENSE29,80345,638

Income tax expenseB5

(5,129) (7,407)

PROFIT FOR THE YEAR24,67438,231

Profit for the year is attributable to:

Equity holders of the Company5,23519,412

Non-controlling interests19,43918,819

24,67438,231

EARNINGS PER SHARE ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY:

Basic earnings per share (cents)D53.713.7

Diluted earnings per share (cents)D53.713.7

The notes to the financial statements on pages 11 to 56 form part of and should be read in conjunction with this statement.

4

Scales Corporation Limited
Consolidated statement of comprehensive income for the year ended 31 December 2023 (continued)

20232022

Note$000's$000's

OTHER COMPREHENSIVE INCOME

Items that may be reclassified subsequently to profit or loss:

Gain (loss) on cash flow hedges11,231

(10,704)

Income tax relating to cash flow hedges(3,145)

2,997

Share of other comprehensive income of joint venturesC31,554

817

Income tax relating to share of other comprehensive income of joint ventures22

(229)

Foreign exchange gain on translating foreign operations307

330

9,969(6,789)

Items that will not be reclassified to profit or loss:

Revaluation of land and buildings(3,122)

10,355

Income tax relating to buildings(740)

(331)

Revaluation of apple trees936

(3,873)

Income tax relating to apple trees(262)

1,084

Remeasurement of net defined benefit liability238

372

Income tax relating to remeasurement of net defined benefit liability(36)

(44)

(2,986)7,563

OTHER COMPREHENSIVE INCOME FOR THE YEAR6,983774

TOTAL COMPREHENSIVE INCOME FOR THE YEAR31,65739,005

Total comprehensive income for the year attributable to:

Equity holders of the Company12,12320,037

Non-controlling interests19,53418,968

31,65739,005

The notes to the financial statements on pages 11 to 56 form part of and should be read in conjunction with this statement.

5

Scales Corporation Limited
Consolidated statement of changes in equity for the year ended 31 December 2023

Share

capital

ReservesRetained

earnings

Attributable

to owners

of the

Company

Non-

controlling

interests

Total

Note$000's$000's$000's$000's$000's$000's

Balance at 1 January 2022

99,588 92,160192,644 384,3925,922

390,314

Profit for the year--19,41219,41218,81938,231

Other comprehensive income for the year-625-625149774

Total comprehensive income for the year-62519,41220,03718,96839,005

Recognition of share-based paymentsD2-

609

-

609-

609

Shares soldD1

116--116-

116

Shares fully vestedD1, D2

2,271(804)(234)1,233-

1,233

DividendsD3

--(21,947) (21,947) (17,516)

(39,463)

Balance at 31 December 2022101,97592,590189,875384,4407,374391,814

Profit for the year--5,2355,23519,43924,674

Other comprehensive income for the year-6,888-6,888956,983

Total comprehensive income for the year-6,8885,23512,12319,53431,657

Recognition of share-based paymentsD2

-456-456-

456

Shares soldD1

96--96-

96

Shares fully vestedD1, D2

1,374(499)(145)730-

730

DividendsD3

--(24,493) (24,493) (15,312)

(39,805)

Balance at 31 December 2023103,44599,435170,472373,35211,596384,948

The notes to the financial statements on pages 11 to 56 form part of and should be read in conjunction with this statement.

6

Scales Corporation Limited
Consolidated statement of financial position as at 31 December 2023

20232022

Note$000's$000's

EQUITY

Share capitalD1

103,445101,975

ReservesD2

99,43592,590

Retained earnings

170,472189,875

Equity attributable to Scales Corporation Limited shareholders373,352384,440

Equity attributable to non-controlling interests11,5967,374

TOTAL EQUITY384,948391,814

CURRENT ASSETS

Cash and bank balances

77,63868,144

Trade and other receivablesE1

34,02942,102

Current tax assets

3,9385,334

Other financial assetsE2

5,9894,938

Unharvested agricultural produceC2

24,22225,149

InventoriesC5

29,54342,647

Prepayments

4,3374,783

TOTAL CURRENT ASSETS179,696193,097

NON-CURRENT ASSETS

Property, plant and equipmentC1

221,219221,204

Investments accounted for using the equity methodC3

63,90254,743

GoodwillC4

36,97245,527

Defined benefit plan net asset

60-

Other financial assetsE229,07715,511

SoftwareC7

1,1601,332

Right-of-use assetG2

49,57249,044

TOTAL NON-CURRENT ASSETS401,962387,361

TOTAL ASSETS581,658580,458

CURRENT LIABILITIES

Bank overdrafts

-2,368

Trade and other payablesE3

26,44637,226

Dividend declaredD3

6,0418,503

Current tax liabilities

616-

Other financial liabilitiesE518,52415,445

Lease liabilityG2

10,96310,925

TOTAL CURRENT LIABILITIES62,59074,467

NON-CURRENT LIABILITIES

BorrowingsE4

65,64738,732

Deferred tax liabilitiesB5

17,10417,821

Defined benefit plan net liability

-170

Other financial liabilitiesE56,69913,388

Lease liabilityG2

44,67044,066

TOTAL NON-CURRENT LIABILITIES134,120114,177

TOTAL LIABILITIES196,710188,644

NET ASSETS384,948391,814

The notes to the financial statements on pages 11 to 56 form part of and should be read in conjunction with this statement.

7

Scales Corporation Limited
Consolidated statement of cash flows for the year ended 31 December 2023

20232022

Note$000's$000's

CASH FLOWS FROM OPERATING ACTIVITIES

Cash was provided from:

Receipts from customers571,987606,293

Insurance proceeds4,809-

Government grants received1,986-

Dividends and distributions received7511,876

Interest received1,8141,393

581,347609,562

Cash was disbursed to:

Payments to suppliers and employees(502,201)(545,477)

Interest paid(6,475)(4,237)

Income tax paid(7,971)(14,983)

(516,647)(564,697)

NET CASH PROVIDED BY OPERATING ACTIVITIES64,70044,865

CASH FLOWS FROM INVESTING ACTIVITIES

Cash was provided from:

Proceeds from maturing term deposits-85,000

Advances repaid255112

Sale of property, plant and equipment and software(424)161

(169)85,273

Cash was applied to:

Purchase of property, plant and equipmentC1(16,808)(14,592)

Purchase of softwareC7(325)(994)

Purchase of non-controlling shareholding-(2,180)

Acquisition of interest in joint ventures-(25,968)

Advances to joint ventures(11,869)(2,818)

(29,002)(46,552)

NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES(29,171)38,721

CASH FLOWS FROM FINANCING ACTIVITIES

Cash was provided from:

Treasury stock sold96116

Drawdowns of term facility borrowingsE427,306-

27,402116

Cash was applied to:

Dividends paid

D3

(26,955)(26,863)

Dividends paid to non-controlling interests

F2

(15,312)(17,516)

Repayments of lease liabilities

G2

(8,420)(8,281)

(50,687)(52,660)

NET CASH USED IN FINANCING ACTIVITIES(23,285)(52,544)

The notes to the financial statements on pages 11 to 56 form part of and should be read in conjunction with this statement.

8

Scales Corporation Limited
Consolidated statement of cash flows for the year ended 31 December 2023 (continued)

20232022

Note$000's$000's

NET INCREASE IN NET CASH12,24431,042

Net foreign exchange difference(382)1,532

Cash and cash equivalents at the beginning of the year65,77633,202

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR77,63865,776

Represented by:

Cash and bank balances

77,638

68,144

Bank overdrafts

-

(2,368)

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR77,63865,776

NET CASH GENERATED BY OPERATING ACTIVITIES

Reconciliation of profit for the year to net cash generated by operating activities:

Profit for the year24,67438,231

Non-cash items:

Depreciation (including on right-of-use asset)18,95619,307

(Gain) loss on lease modification(177)1,854

Impairment on revaluation4,7293,729

Amortisation497379

Share of equity accounted results(8,131)(4,624)

Hedging instruments(416)192

Gain on disposal of property, plant and equipment(118)(66)

Share-based payments456609

Change in value of call and put options4,1214,215

Deferred tax(4,867)(1,774)

Interest capitalised into loans(111)(24)

Fair value loss on interest-free related party loans, net of interest income1,913-

Impairment of goodwill8,531-

Foreign exchange on related party loans232-

Joint ventures purchase price receivable(1,307)-

Operating cash receipts not included in profit for the year:

Dividends received from equity accounted entities7501,875

Changes in net assets and liabilities:

Trade and other receivables9,662(12,812)

Unharvested agricultural produce927(588)

Inventories13,040(12,553)

Prepayments445(712)

Trade and other payables(11,131)13,429

Current tax assets and liabilities2,025(5,802)

NET CASH PROVIDED BY OPERATING ACTIVITIES64,70044,865

The notes to the financial statements on pages 11 to 56 form part of and should be read in conjunction with this statement.

9

Scales Corporation Limited
Consolidated statement of cash flows for the year ended 31 December 2023 (continued)

Statement of cash flows

For the purpose of the statement of cash flows, cash and cash equivalents include cash and bank balances and

bank overdrafts.

The following terms are used in the statement of cash flows:

Operating activitiesare the principal revenue producing activities of the Group and other activities that are not

investing or financing activities.

Investing activitiesare the acquisition and disposal of long-term assets and other investments not included in cash

equivalents.

Financing activitiesare activities that result in changes in the size and composition of the contributed equity and

borrowings of the Group.

For and on behalf of the Board of Directors who authorised the issue of the financial statements on 21 February 2024.

Mike Petersen, ChairAndy Borland, Managing Director

The notes to the financial statements on pages 11 to 56 form part of and should be read in conjunction with this statement.

10

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

ABOUT THIS REPORT

IN THIS SECTION

The notes to the financial statements include information which is considered relevant and material to assist the

reader in understanding the financial performance and financial position of the Scales Corporation Limited Group

("Scales" or the "Group"). Information is considered relevant and material if:

• the amount is significant because of its size and nature;

• it is important for understanding the results of Scales;

• it helps to explain changes in Scales’ business; or

• it relates to an aspect of Scales’ operations that is important to future performance.

Scales Corporation Limited (the "Company") is a for-profit entity domiciled and registered under the Companies

Act 1993 in New Zealand. It is an FMC reporting entity for the purposes of the Financial Markets Conduct Act

2013. The Group consists of Scales Corporation Limited, its subsidiaries and joint ventures. The principal activities

of the Group are to grow apples, provide logistics services, export products, manufacture and trade food ingredients,

provide insurance services to companies within the Group and operate processing facilities.

The financial statements have been prepared:

• in accordance with Generally Accepted Accounting Practice (GAAP), International Financial Reporting Standards

(IFRS), the New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) and other applicable

financial reporting standards, as appropriate for a Tier 1 for-profit entity;

• in accordance with the requirements of the Financial Markets Conduct Act 2013;

• in accordance with accounting policies that are consistent with those applied in the previous year;

• on the basis of historical cost, except for certain assets and financial instruments that are measured at fair

values; and

• in New Zealand dollars with all values rounded to the nearest thousand dollars.

Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants at the measurement date, regardless of whether that price is directly observable or

estimated using another valuation technique. In estimating the fair value of an asset or liability, the Group takes

into account the characteristics of the asset or liability if market participants would take those characteristics into

account when pricing the asset or liability at the measurement date.

For financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree

to which the inputs to the fair value measurements are observable. The levels are described as:

• Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity

can access at the measurement date;

• Level 2 inputs are inputs, other than quoted prices within Level 1, that are observable for the asset or liability,

either directly or indirectly; and

• Level 3 inputs are unobservable inputs for the asset or liability.

Key judgements and estimates

In the process of applying the Group’s accounting policies and the application of financial reporting standards,

Scales has made a number of judgements and estimates. The estimates and underlying assumptions are based on

historical experience and various other factors that are considered to be appropriate under the circumstances.

Actual results may differ from these estimates.

11

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

ABOUT THIS REPORT (CONTINUED)

Key judgements and estimates (continued)

Judgements and estimates which are considered material to understanding the performance of Scales are

explained in the following notes:

• Apple trees in note C1;

• Unharvested agricultural produce in note C2;

• Assessment of Group goodwill for impairment in note C4.

Basis of consolidation

The Group financial statements incorporate the financial statements of the Company and its subsidiaries (being

entities controlled by Scales Corporation Limited), and the equity accounted result, assets and liabilities of the

joint ventures.

The financial statements of members of the Group, are prepared for the same reporting period as the parent

company, using consistent accounting policies.

In preparing the Group financial statements, all material intra-group transactions, balances, income, expenses and

cash flows have been eliminated. Subsidiaries are consolidated from the date on which control is obtained to the

date on which control is lost.

Other accounting policies

Other accounting policies that are relevant to an understanding of the financial statements are provided

throughout the notes to the financial statements.

Adoption of new and revised standards and interpretations; standards and Interpretations issued but not yet effective

All mandatory amendments and interpretations have been adopted in the current year. None had a material impact

on these financial statements.

The Group has reviewed the standards, interpretations and amendments to existing standards

issued but not yet effective and does not expect these standards to have a material effect on the

financial statements of the Group when adopted.

12

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

A. SEGMENT INFORMATION

IN THIS SECTION

This section explains the financial performance of the operating segments of Scales, providing additional

information about individual segments, including:

• total segment revenue and revenue from external customers;

• segment profit before income tax; and

• total segment assets and liabilities.

SEGMENT REPORTING

Operating segments are reported in a manner consistent with the internal reporting provided to the chief

operating decision maker, being the Managing Director. The Managing Director monitors the operating

performance of each segment for the purpose of making decisions on resource allocation and strategic direction.

Inter-segment pricing is determined on an arm’s length basis. Segment results include items directly attributable

to a segment as well as those that can be allocated on a reasonable basis.

No single external customer’s revenue accounts for 10% or more of the Group’s revenue.

Change in segments:

In 2022 the presentation of operating segments was amended. The Food Ingredients segment was renamed to Global Proteins

and now includes the new entities acquired during the previous year. Profruit (2006) Limited was moved to the Horticulture

segment. This impacted the share of profit in entities accounted for using the equity method and the carrying value of

investments accounted for using the equity method.

The Group comprises the following operating segments:

Global Proteins: processing and marketing of proteins such as pet food ingredients, edible meat and offal products.

Meateor Foods Limited, Meateor Foods Australia Pty Limited, Meateor Group Limited, Meateor US LLC,

Shelby JV LLC Group (Shelby Cold Storage LLC, Shelby Exports Inc, Shelby Foods LLC, Shelby JV LLC, Shelby Properties LLC,

Shelby Trucking LLC), Meateor GP Limited, Meateor Pet Foods Limited Partnership, Scales FI Group Holdings Pty Limited,

Meateor Australia Pty Limited, FI Group Holdings Pty Limited Group (FI Group Holdings Pty Limited,

Fayman International Group Pty Limited and Fayman New Zealand Limited), ANZ Exports Pty Limited and Esro Petfood B.V.

Horticulture: orchards, fruit packing, juice concentrate processing and marketing. Mr Apple New Zealand Limited,

New Zealand Apple Limited, Fern Ridge Produce Limited, Longview Group Holdings Limited and Profruit (2006) Limited.

Logistics: logistics services. Scales Logistics Limited and Scales Logistics Australia Pty Ltd.

Other: Scales Corporation Limited, Geo. H. Scales Limited, Scales Employees Limited, Scales Holdings Limited

and Selacs Insurance Limited.

Global Proteins HorticultureLogisticsOtherEliminationsTotal

$000's$000's$000's$000's$000's$000's

2023

Total segment revenue298,547209,93992,5683,007(38,705)565,356

Inter-segment revenue--(35,684)(3,021)38,705-

Revenue from external customers298,547209,93956,884(14)-565,356

Gain on sale of non-current assets(5)123---118

Insurance proceeds-4,809---4,809

Share of profit of entities accounted for6,3691,762---8,131

using the equity method

Impairment of property, plant and equipment-(4,729)---(4,729)

Goodwill impairment-(8,531)---(8,531)

Gain on lease modification-177---177

13

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

SEGMENT REPORTING (CONTINUED)

Global Proteins HorticultureLogisticsOtherEliminationsTotal

$000's$000's$000's$000's$000's$000's

EBITDA52,2454,4934,281(7,344)-53,675

Amortisation expense-(473)(17)(7)-(497)

Depreciation expense(791)(9,213)(217)(24)-(10,245)

Depreciation of right-of-use asset(66)(8,071)(493)(81)-(8,711)

Finance revenue33686571,577-2,056

Finance costs(57)(7)(36)(3,231)-(3,331)

Finance cost of lease liability(12)(2,753)(339)(40)-(3,144)

Income tax expense(8,978)2,558(928)2,219-(5,129)

Segment profit (loss) after income tax42,677(13,380)2,308(6,931)-24,674

Global Proteins HorticultureLogisticsOtherEliminationsTotal

$000's$000's$000's$000's$000's$000's

Segment assets177,176324,68920,79758,996-581,658

Segment liabilities30,30188,69612,65765,056-196,710

Segment carrying value of investment56,0337,870---63,903

accounted for using the equity method

Segment acquisition of property, plant and6,15710,608234137-17,136

equipment and software

Segment acquisition of right-of-use assets(0)10,051356760-11,167

2022

Total segment revenue319,923228,854123,3382,893(55,835)619,173

Inter-segment revenue--(52,894)(2,941)55,835-

Revenue from external customers319,923228,85470,444(48)-619,173

Gain on sale of non-current assets-66---66

Share of profit of entities accounted for3,5561,068---4,624

using the equity method

Reversal of (impairment) impairment on revaluation-(3,729)---(3,729)

Loss on lease modification-(1,854)---(1,854)

-

EBITDA58,91310,3326,595(7,324)-68,516

Amortisation expense-(361)(18)--(379)

Depreciation expense(747)(9,285)(176)(12)-(10,220)

Depreciation of right-of-use asset(64)(8,393)(572)(58)-(9,087)

Finance revenue362018971-1,045

Finance costs(25)(62)(39)(1,158)-(1,284)

Finance cost of lease liability(14)(2,664)(264)(11)-(2,953)

Income tax expense(11,012)2,871(1,615)2,32326(7,407)

Segment profit (loss) after income tax47,087(7,542)3,929(5,269)2638,231

14

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

SEGMENT REPORTING (CONTINUED)

Global Proteins HorticultureLogisticsOtherEliminationsTotal

$000's$000's$000's$000's$000's$000's

Segment assets169,018345,09629,03237,312-580,458

Segment liabilities46,398107,85015,96718,429-188,644

Segment carrying value of investment47,8856,858---54,743

accounted for using the equity method

Segment acquisition of property, plant and3,49111,89816826-15,583

equipment and software

Segment acquisition of right of use assets426,61433--6,689

Non-current assets other than financial instruments by geographical location

New ZealandAustraliaUSATotal

20232022202320222023202220232022

$000's$000's$000's$000's$000's$000's$000's$000's

Property, plant and equipment208,421213,614253112,7737,559221,219221,204

Investments accounted for29,50327,67434,39927,069--63,90254,743

using the equity method

Goodwill7,65716,189--29,31529,33836,97245,527

Software1,1601,332----1,1601,332

Right-of-use asset49,19748,57812314925231749,57249,044

15

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

B. FINANCIAL PERFORMANCE

IN THIS SECTION

This section explains the financial performance of Scales, providing additional information about individual items

in the statement of comprehensive income, including:

• accounting policies, judgements and estimates that are relevant for understanding items recognised in the

statement of comprehensive income; and

• analysis of Scales’ performance for the year by reference to key areas including revenue, expenses and taxation.

B1. REVENUE

20232022

$000's$000's

By nature:

Revenue from the sale of goods

492,874 525,298

Revenue from the rendering of services

77,271 88,990

Fees and commission

1613

Net foreign exchange loss/(gain)

(9,450)(544)

Rental revenue

4,6455,416

565,356 619,173

By market:

New Zealand

68,354 95,627

Asia

159,907 162,097

Europe

30,540 32,262

North America

304,001 325,855

Other

2,5543,332

565,356 619,173

By segment and type:

Horticulture - sale of agricultural produce193,759214,084

Horticulture - agricultural produce related services11,5439,363

Horticulture - other4,6375,407

Global Proteins - sale of pet food ingredients290,216310,517

Global Proteins - other8,3319,406

Logistics services56,88470,444

Other(14)(48)

565,356 619,173

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts

collected on behalf of third parties. The Group recognises revenue when it transfers control of a product or service

to a customer.

16

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

B1. REVENUE (CONTINUED)

Sale of agricultural produce

The Group sells apples to more than 160 customers in 40 countries. Sales-related quality claim provisions are

recorded in accordance with NZ IAS 37Provisions, Contingent Liabilities and Contingent Assets.Revenue is

recognised when control of the goods has transferred, being when the goods have been shipped to the customer

("outright sales") or when the goods have been sold by the customer ("consignment sales"). In addition, the apple

season finishes before the end of the calendar year, with performance obligations under both sales types satisfied

for all sales made during that season.

Outright sales

Following shipment, revenue is recognised when the customer obtains control as it has full discretion over the

manner of distribution and price to sell the goods, has the primary responsibility when onselling the goods and

bears the risks of loss in relation to the goods. A receivable is recognised by the Group when it loses control,

which is when the goods are delivered on the ship at the port of shipment as this represents the point in time at

which the right to consideration becomes unconditional, as only the passage of time is required before the

payment is due. Terms of payment are up to 45 days on arrival.

Consignment sales

Revenue is recognised by the Group when it loses control, which is when the goods are confirmed to be on-sold

to the ultimate customer as this represents the point in time at which the right to consideration becomes

unconditional, as only the passage of time is required before the payment is due. Terms of payment are

immediate upon on-sale.

Sale of petfood ingredients

The Group sells petfood ingredients to a number of international and domestic customers. Revenue is recognised

when control of the goods has transferred, being when the goods have been delivered to the customer ("delivered

to destination sales") or when shipped to the customer ("outright sales"). Terms of payment are up to 120 days.

Delivered to destination sales

Following delivery, revenue is recognised when the customer obtains control as it has full discretion over the

manner of distribution and price to sell the goods, has the primary responsibility when onselling the goods and

bears the risks of loss in relation to the goods. A receivable is recognised by the Group when it loses control, which is

when the goods are delivered to the destination named by the customer as this represents the point in time at

which the right to consideration becomes unconditional, as only the passage of time is required before the

payment is due.

Outright sales

Same as above under "Sale of agricultural produce - outright sales".

Agricultural produce related services

The Group provides a number of agricultural produce related services to external apple growers, including

packaging, cartage, export documentation and export services. Each of those services is considered to be a distinct

service as it is both regularly supplied by the Group to customers on a stand-alone basis and is available for

customers from other providers in the market.

A receivable is recognised by the Group when the service performance has been completed, and the performance

obligation is satisfied as this represents the point in time at which the right to consideration becomes unconditional,

as only the passage of time is required before the payment is due. Terms of payment are up to 45 days.

Logistics services

The Group provides marine and air logistics services to domestic customers. Revenue is recognised by the Group

at a point in time, which is when the shipment is organised and the goods are on the ship or the aeroplane. The

performance obligation is satisfied at the point in time at which the right to consideration becomes

unconditional, as only the passage of time is required before the payment is due. Terms of payment are up to 60 days.

17

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

B2. COST OF SALES, ADMINISTRATION AND OPERATING EXPENSES

20232022

$000's$000's

Auditor's remuneration:

Deloitte Limited (New Zealand):

Audit of the financial statements:

Audit of the annual financial statements

321285

Other assurance services:

Audit of solvency certificate for Selacs Insurance Limited

97

Sheehan & Company CPA, PC (United States):

Group reporting audit

134115

Review of subsidiary financial statements

3735

Lowe Lippmann (Australia):

Group reporting audit

22-

Bad debts incurred (recovered)

2,847(112)

Change in fair value adjustment to unharvested agricultural produce

(480)(131)

Change in inventories

11,559 (12,688)

Direct expenses

91,267 99,408

Directors' fees

716677

Donations

26110

Electricity

3,0363,583

Employee benefits expense:

Post employment benefits - defined contribution plans

1,2321,265

Post employment benefits - defined benefit plans

627689

Salaries, wages and related benefits

87,778 94,037

Other employee benefits

456609

Grower payments

35,318 31,568

Insurance

4,5374,190

Management fees

4844

Materials and consumables

153,817 182,046

Ocean and air freight

92,533 118,136

Operating lease expenses

1,9902,218

Packaging

13,673 14,029

Provision (reversal of) for write-down of inventories

1,825(107)

Repairs and maintenance

5,2225,637

508,785 545,550

Disclosed as:

Cost of sales444,662492,547

Administration and operating expenses64,12353,003

508,785 545,550

Employee benefits

An accrual is made for benefits due to employees in respect of wages and salaries, annual leave and long service

leave when it is probable that settlement will be required and they are capable of being measured reliably.

Accruals are measured at their nominal values using the remuneration rate expected to apply at the time of

settlement.

Contributions to defined contribution plans are recognised as an expense when employees have rendered service

entitling them to the contributions.

The costs relating to shares issued in accordance with the Senior Executive Share Scheme are explained in note D2.

18

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

B3. OTHER INCOME AND LOSSES

20232022

$000's$000's

Dividends

11

Gain on disposal of property, plant and equipment

11866

Insurance proceeds

4,809-

Gain on joint ventures earn-out provision settlement

1,307-

Gain on joint ventures call options

171-

Government grants - Cyclone Gabrielle

1,986-

Gain (loss) on lease modification

177(1,854)

Fair value loss on interest-free related party loans

(2,044)-

Remeasurement of gross liability on put options to non-controlling interest

(4,292) (4,215)

2,233(6,002)

Disclosed as:

Other income8,56967

Other losses(6,336)(6,069)

2,233(6,002)

B4. FINANCE COST

Interest on loans

3,2341,140

Other interest

773

Bank facility fees

9071

3,3311,284

Finance costs consist of interest and other costs incurred in connection with the borrowing of funds. Interest

expense is accrued on a time basis using the effective interest method.

B5. TAXATION

Income tax recognised in profit or loss

Income tax expense comprises:

Current tax expense

8,0779,324

Adjustments recognised in the current year in relation to the current tax of prior years1,919

(143)

Deferred tax expense relating to the origination and reversal of temporary differences(4,867)(1,774)

Total income tax expense recognised in profit or loss

5,1297,407

The prima facie income tax expense on pre-tax accounting profit reconciles to the income tax expense in the

financial statements as follows:

Profit before tax29,80345,638

Income tax expense calculated at applicable corporate tax rates7,97311,830

Non-assessable income(7,650)(5,404)

Non-deductible expenses4,4541,124

Under (over) provision of income tax in previous year - current tax1,919(143)

(Over) under provision of income tax in previous year - deferred tax(1,567)-

5,1297,407

19

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

B5. TAXATION (CONTINUED)

The tax rates used in the above reconciliation are the corporate tax rate of 28% payable by New Zealand companies

under New Zealand tax law, 30% payable by Australian companies under Australian tax law and 26.82% (2022: 25.5%)

payable by US entities under US tax law, being federal tax 21% and weighted average state tax 5.82% (2022: 4.5%).

Shelby JV LLC and its subsidiaries are look-through entities for US income tax purposes. Therefore, although the Group includes

100% of its net profit before tax, separately disclosing non-controlling interest, the Group only includes 60% of its income tax.

Opening

balance

Charged to

profit or loss

Charged to

other

comprehen-

sive income

Foreign

exchange

movements

Closing

Balance

$000's$000's$000's$000's$000's

Deferred tax liability

Taxable and deductible temporary differences arise from the following:

31 December 2023

Deferred tax liabilities (assets):

Trade and other receivables82

(129)

--(47)

Unharvested agricultural produce7,042(260)--6,782

Property, plant and equipment and software13,960

(2,517)

1,002

(10)

12,435

Trade and other payables(708)

(389)

--(1,097)

Lease liability and right-of-use asset (NZ IFRS 16)(1,686)(32)-

-

(1,718)

Other financial assets and liabilities, joint ventures and pension plan(869)

(1,540)

3,159

(1)

749

Net deferred tax liability17,821(4,867)4,161(11)17,104

31 December 2022

Deferred tax liabilities (assets):

Trade and other receivables1171--82

Unharvested agricultural produce6,877165--7,042

Property, plant and equipment and software15,985(1,409)(753)13713,960

Trade and other payables(850)142--(708)

Lease liability and right-of-use asset (NZ IFRS 16)(939)(743)-(4)(1,686)

Other financial assets and liabilities, joint ventures and pension plan1,860-(2,724)(5)(869)

Net deferred tax liability22,944(1,774)(3,477)12817,821

Current tax is the taxation expected to be paid to taxation authorities in respect of the current year. Deferred taxation

is recognised in respect of temporary differences between the tax bases of assets and liabilities and their carrying

amounts in the Financial Statements. Current and deferred tax is calculated on the basis of the laws enacted or

substantively enacted at balance date.

Income tax

Current and deferred tax are recognised in profit or loss, except when the tax relates to items charged or credited

to other comprehensive income, in which case the tax is also recognised in other comprehensive income.

20

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

B6. FOREIGN CURRENCY TRANSACTIONS

In preparing the financial statements of the individual entities, the transactions in currencies other than New

Zealand dollars are recorded at the rates of exchange prevailing at the dates of the transaction. At the end of each

reporting period financial assets and liabilities denominated in foreign currencies are retranslated into New

Zealand dollars at the rates prevailing at the end of the reporting period.

Exchange differences from these transactions are recognised in profit or loss in the period in which they arise.

Income and expenses for each subsidiary whose functional currency is not New Zealand dollars are translated at

exchange rates that approximate the rates at the actual dates of the transactions. Assets and liabilities of each

subsidiary are translated at exchange rates at balance date.

All resulting exchange differences are recognised in the foreign exchange translation reserve, which is a separate

component of equity.

The effective portion of exchange differences on foreign currency borrowings designated as hedges of net

investments in foreign operations is also recognised in the foreign exchange translation reserve.

21

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C. KEY ASSETS

IN THIS SECTION

This section shows the key assets Scales uses to generate operating revenues. There is information about:

• property, plant and equipment;

• unharvested agricultural produce;

• investments accounted for using the equity method;

• goodwill; and

• inventories.

C1. PROPERTY, PLANT AND EQUIPMENT

Land and

buildings at

fair value

Apple trees at

fair value

Plant and

equipment

at cost

Office

equipment and

motor vehicles

at cost

Capital work

in progress

at costTotal

$000's$000's$000's$000's$000's$000's

Gross carrying amount

Balance at 1 January 2022

143,45135,394 71,30812,4018,065

270,619

Additions

7212,437 11,0551,793 (1,414)

14,592

Disposals

--(100)(534)(21)

(655)

Revaluation

8,257(6,030)---

2,227

Effect of foreign currency translation

158-301229

490

Balance at 31 December 2022152,58731,80182,56413,6626,659287,273

Additions

2581,3736,1001,1957,882

16,808

Disposals

(402)-(1,274)(815)(30)

(2,521)

Revaluation

(5,101)(853)---

(5,954)

Effect of foreign currency translation

(3)-(82)-(114)

(199)

Balance at 31 December 2023147,33932,32187,30814,04214,397295,407

Accumulated depreciation, and impairment

Balance at 1 January 2022

1,264800 44,9869,700

-56,750

Depreciation expense

2,0982,1574,9091,056

-10,220

Disposals

--(39)(519)

-(558)

Revaluation

(2,098)(2,157)--

-(4,255)

Impairment on revaluation

673,661--

-3,728

Effect of foreign currency translation

--1831

-184

Balance at 31 December 20221,3314,46150,03910,238-66,069

Depreciation expense

2,1401,7905,0931,222

-10,245

Disposals

(375)-(1,973)(717)

-(3,065)

Revaluation

(1,979)(1,789)--

-(3,768)

Impairment on revaluation

9352,418--

-3,353

Impairment on disposals

214-1,162-

-1,376

Effect of foreign currency translation

--(22)-

-(22)

Balance at 31 December 20232,2666,88054,29910,743-74,188

Net book value

As at 31 December 2022151,25627,34032,5253,4246,659221,204

As at 31 December 2023145,07325,44133,0093,29914,397221,219

22

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C1. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Accounting policy

Land, buildings and apple trees are included in the statement of financial position at their fair value at the date of

revaluation, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

Valuations are performed with sufficient regularity such that the carrying amounts do not differ materially from

those that would be determined using fair values at the end of the reporting period.

Any valuation increase arising on the revaluation of such land, buildings and apple trees is recognised in other

comprehensive income and accumulated as a separate component of equity in the revaluation reserve, except to

the extent that it reverses a valuation decrease for the same asset previously recognised in profit or loss, in which

case the increase is credited to profit or loss to the extent of the decrease previously charged. A decrease in

carrying amount arising on the revaluation of such land, buildings and apple trees is charged to profit or loss to

the extent that it exceeds the balance, if any, held in the revaluation reserve relating to a previous revaluation of

that asset.

Depreciation on revalued buildings and apple trees is charged to profit or loss. On the subsequent sale or

retirement of revalued property or apple trees, the attributable revaluation surplus remaining in the revaluation

reserve is transferred directly to retained earnings. No transfer is made from the revaluation reserve to retained

earnings except when an asset is derecognised.

Office equipment, motor vehicles, plant and equipment are stated at cost less accumulated depreciation and

accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the

item.

Depreciation is provided on property, plant and equipment, including buildings and apple trees but excluding land

and capital work in progress. Depreciation is charged so as to write off the cost or valuation of assets, other than

land and capital work in progress, over their estimated useful lives, using the straight-line method. The estimated

useful lives, residual values and depreciation method are reviewed at each year end, with the effect of any changes

in estimate accounted for on a prospective basis. The following estimated useful lives are used in the calculation of

depreciation:

Apple trees30 years

Buildings10 to 50 years

Office Equipment and Motor Vehicles2 to 20 years

Plant and Equipment2 to 25 years

The gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined

as the difference between the sale proceeds and the carrying amount of the asset and is recognised in profit or

loss.

Land and buildings carried at fair value

Land and buildings shown at valuation were valued at fair value as at 31 December 2023 by independent registered

valuers Added Valuation Limited and Logan Stone Limited. The valuations were arrived at by reference to market

evidence of transaction prices for similar properties.

The impact of Cyclone Gabrielle has been considered as part of the valuation process, refer to note G5.

23

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C1. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Land and buildings carried at fair value (continued)

In estimating the fair value of an asset or a liability, the Group uses market-observable data to the extent it is available.

Where Level 1 inputs are not available, the Group engages third party qualified valuers to perform the valuation.

Group finance team led by the Chief Financial Officer works closely with the qualified external valuers to establish the

appropriate valuation techniques and inputs to the model. The Chief Financial Officer reports the Group finance team’s

findings to the Audit & Risk Management Committee to explain the methods used and causes of fluctuations in the fair

value of assets and liabilities.

The fair value of land and buildings is calculated on the basis of market value. Market value is determined by applying

income capitalisation and comparative sales calculations which are benchmarked against depreciated replacement

cost calculations. The valuations include adjustments to observable data for similar properties to take into

account property-specific attributes.

The significant unobservable inputs, based on regional averages, for the land and buildings (mainly coolstores and

packhouses) are potential market comparative rentals $6 - $250 per square metre (2022: $5 - $250) and the capitalisation

rates of 6.4% - 10% (2022: 5.6% - 10%).

The higher the rental rates the higher the fair value. The higher the capitalisation rates the lower the fair value.

Significant changes in either of these inputs would result in significant changes to the fair value measurement.

Orchard land is valued within the range of $27,400 - $170,000 per hectare (2022: $39,500 to $180,000).

The Group’s land and buildings are classified as Level 3 in the fair value hierarchy.

The carrying amount of land and buildings had it been recognised under the cost model is $59,556,000

(2022: $62,365,000).

Apple trees carried at fair value

The Group’s apple orchards, being the apple trees other than the existing crop on the trees, were valued at fair value by

Boyd Gross B.Agr (Rural Val), Dip Bus Std, FNZIV, FPINZ of Logan Stone Limited as at 31 December 2023.

The market valuations completed by Boyd Gross were based on a discounted cash flows analysis of forecast

income streams and costs. They were benchmarked against a comparison of sales of other orchards adjusted to reflect

the location, plantings, age and varieties of trees and productive capabilities of the orchards. The fair value of

orchard land and buildings are deducted from the overall orchard valuation to give rise to the apple trees valuation.

The impact of Cyclone Gabrielle has been considered as part of the valuation process, refer to note G5.

The significant unobservable inputs, based on district averages, for the apple trees are:

20232022

Production levels (gross tray carton equivalent (tce)) per hectare2,894 - 5,4592,485 - 5,249

Orchard gate returns per tce$22.00 - $55.00$20.00 - $62.00

Orchard costs per tce$19.00 to $31.44$20.21 to $37.16

Discount rate15.5% - 17.5%15.6% - 17.1%

The higher the production levels and orchard gate return the higher the fair value. The higher the orchard costs

and discount rate the lower the fair value. Significant changes in any of these inputs would result in significant

changes to the fair value measurement. The Group’s apple trees are classified as level 3 in the fair value hierarchy.

The carrying amount of apple trees had it been recognised under the cost model is $11,039,000

(2022: $13,873,323).

24

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C1. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

The apple trees, on owned and leased orchards, have the following planting profile:

Total hectares planted

20232022

Premium varieties:

NZ Queen

206205

Pink Lady

101117

Red sports (Fuji and Royal Gala)

275268

Other premium

236174

Traditional varieties:

Braeburn

3486

Royal Gala

122152

Other traditional

112147

1,0861,149

Risk management strategy:

The Group is exposed to financial risks arising from changes in climatic conditions, market prices and the value of

the New Zealand dollar. The Group mitigates these risks by geographical spread of orchards, installing hail and frost

protection on orchards which have shown to be more susceptible to these risks, utilising foreign currency derivative

instruments and building close working relationships with key customers.

C2. UNHARVESTED AGRICULTURAL PRODUCE

20232022

$000's$000's

Balance at beginning of the year

25,149 24,561

Decrease due to harvest

(25,149) (24,561)

Development expenditure

24,981 26,388

Fair value adjustment

(759)(1,239)

Balance at end of the year

24,222 25,149

The assessment of the value of unharvested agricultural produce was undertaken by management, using a discounted

cash flow model, and is calculated as the fair value less estimated harvest and post-harvest costs (including

costs to sell) of the unharvested crop on the trees at the reporting date. The risk adjusting discount rate represents an

allowance for adverse events that may affect crop, harvest and/or market conditions. This calculation is also benchmarked

against orchard costs incurred during the current growing cycle.

The Group’s unharvested agricultural produce is classified as Level 3 in the fair value hierarchy.

The significant unobservable inputs included in the model are the:

20232022

Production levels (tonnes per hectare per annum)42 - 16460 - 111

Orchard gate returns per tce$24 to $67$23 to $65

Risk adjusting discount rates46% to 64%46% to 64%

The higher the yield per hectare and the higher the orchard gate returns per tce, the higher the fair value. The

higher the risk adjusting discount rate, the lower the fair value.

25

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C3. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Details of each of the Group’s material joint ventures at the end of the reporting period are as follows:

Joint venturesPrincipal activityCountry of

Holding

Balance date

incorporation

20232022

ANZ Exports Pty LtdTrading companyAustralia42.50%42.50% 30 June

Esro Petfood B.VTrading companyThe Netherlands50%N/A 31 December

FI Group Holding Pty LtdTrading companyAustralia50%50% 30 June

Meateor Australia Pty LtdTrading companyAustralia33.33%33.33% 30 June

Meateor Pet Foods Limited Partnership Trading companyNew Zealand50%50% 31 December

Profruit (2006) LimitedTrading companyNew Zealand50%50% 31 December

Summarised financial information in respect of the Group’s joint ventures is set out below. The aggregate summarised

financial information below represents amounts in joint ventures' financial statements prepared in accordance

with NZ IFRS Standards.

The Australian incorporated entities have a balance date of 30 June which aligns with the income tax year in Australia.

On 31 October 2022, Scales acquired the shareholdings of FI Group Holding Pty Limited, ANZ Exports Pty Limited

and Meateor Australia Pty Limited. On the same date, Scales provided a put option to the other shareholders of

each entity for the remaining shares and the shareholders provided Scales with a call option for the remaining

shares. The exercise price is set at a value based on a multiple of the respective entities EBITDA.

The options are recorded in the statement of financial position, refer to note E2.

On 10 August 2023, Scales subscribed to a 50% shareholding in a Europe based newly established petfood ingredient

processing operation, Esro Petfood B.V.

Summarised financial information for Profruit (2006) Limited for the year ended 31 December

20232022

$000's$000's

Current assets

17,096 14,558

Non-current assets

6,0326,015

Current liabilities

(7,390) (4,717)

Non-current liabilities

-(2,142)

Net assets

15,738 13,714

Group's share in the net assets

7,8696,857

Carrying amount of investment in equity accounted entities

7,8696,857

The above amounts of assets and liabilities include the following:

Cash and cash equivalents

491164

Current financial liabilities (excluding trade and other payables and provisions)

(2,143)(326)

Non-current financial liabilities (excluding trade and other payables and provisions)

-(2,142)

Capital commitments

357278

Revenue

26,225 26,504

Profit for the year after tax

3,5252,128

Other comprehensive income attributable to the owners of the company

--

Total comprehensive income

3,5252,128

26

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C3. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

20232022

$000's$000's

The above profit for the year includes the following:

Depreciation and amortisation

668646

Interest expense

734469

Income tax expense

1,383838

Reconciliation of the above summarised financial information to the carrying amount of the interest in the joint

venture recognised in the consolidated financial statements:

Share of profit before taxation

2,4541,484

Share of income tax

(692)(415)

Share of other comprehensive income (net of tax)

--

Share of net profit for the year and total comprehensive income1,7621,069

Carrying value at beginning of the year

6,8576,663

Dividends and distributions paid

(750)(875)

Investment in equity accounted entities7,8696,857

Summarised financial information for Meateor Pet Foods Limited Partnership for the year ended 31 December

Current assets

28,162 25,679

Non-current assets

33,389 29,328

Current liabilities

(14,421) (10,526)

Non-current liabilities

(3,862) (2,847)

Net assets

43,268 41,634

Group's share in the net assets of equity accounted entities

21,634 20,817

Carrying amount of investment in equity accounted entities

21,634 20,817

The above amounts of assets and liabilities include the following:

Cash and cash equivalents

422320

Current financial liabilities (excluding trade and other payables and provisions)

(8,400) (3,600)

Non-current financial liabilities (excluding trade and other payables and provisions)

--

Capital commitments

7502,000

Revenue

53,007 52,665

Profit for the year after tax

1,7883,224

Other comprehensive income attributable to the owners of the company

(154)1,634

Total comprehensive income

1,6344,858

The above profit for the year includes the following:

Depreciation and amortisation

1,3221,253

Interest expense

649245

Income tax expense

--

27

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C3. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

Reconciliation of the above summarised financial information to the carrying amount of the interest in the joint

venture recognised in the consolidated financial statements:

20232022

$000's$000's

Share of profit before taxation

8941,612

Share of income tax

--

Share of other comprehensive income (net of tax)

(77)817

Share of net profit for the year and total comprehensive income8172,429

Carrying value at beginning of the year

20,817 19,388

Dividends and distributions paid by equity accounted entities

-(1,000)

Investment in equity accounted entities21,63420,817

Summarised financial information for the Fayman equity accounted entities for the year ended 31 December

The accounting for the acquisitions of FI Group Holdings Pty Limited, ANZ Exports Pty Limited and Meateor

Australia Pty Limited have been finalised during 2023.

The 2022 comparatives have been restated to record the goodwill on acquisition.

The finalisation of the acquisition accounting resulted in the restatement of the 2022 comparatives to record

goodwill on acquisition.

20232022

(Restated)

$000's$000's

Current assets

62,020 35,931

Non-current assets

67,693 33,756

Current liabilities

(43,255) (21,613)

Non-current liabilities

(37,668) (13,678)

Net assets

48,790 34,396

Group's share in the net assets of equity accounted entities

24,059 17,199

Goodwill

10,117 10,713

Effect of foreign exchange translation

224(841)

Carrying amount of investment in equity accounted entities

34,400 27,071

The above amounts of assets and liabilities include the following:

Cash and cash equivalents

4921,533

Current financial liabilities (excluding trade and other payables and provisions)

(27,035) (14,742)

Non-current financial liabilities (excluding trade and other payables and provisions)

(39,036) (13,607)

Revenue

384,033 48,546

Profit for the year after tax

10,5114,112

Other comprehensive income attributable to the owners of the company

1,031-

Total comprehensive income

11,5424,112

The above profit for the year includes the following:

Depreciation and amortisation

8767

Interest expense

1,820268

Income tax expense

5,1771,706

28

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C3. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

Reconciliation of the above summarised financial information to the carrying amount of the interest in the joint

venture recognised in the consolidated financial statements:

20232022

(Restated)

$000's$000's

Share of profit before taxation

7,1212,783

Share of income tax

(1,647)(839)

Share of other comprehensive income (net of tax)

1,631-

Share of net profit for the year and total comprehensive income7,1051,944

Carrying value at beginning of the year27,071

-

Investment acquired

-25,968

Dividends and distributions paid by equity accounted entities

--

Effect of foreign exchange translation

224(841)

Investment in equity accounted entities34,40027,071

29

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C3. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

Summarised financial information for Esro Petfood B.V. for the year ended 31 December

2023

$000's

Current assets

1,838

Non-current assets

5,479

Current liabilities

(1,040)

Non-current liabilities

(7,984)

Net assets

(1,707)

Group's share in the net assets of equity accounted entities

(854)

Effect of foreign exchange translation

-

Carrying amount of investment in equity accounted entities

-

The above amounts of assets and liabilities include the following:

Cash and cash equivalents

566

Current financial liabilities (excluding trade and other payables and provisions)

(105)

Non-current financial liabilities (excluding trade and other payables and provisions)

(7,984)

Revenue

714

Profit for the year after tax

(1,340)

Other comprehensive income attributable to the owners of the company

-

Total comprehensive income

(1,340)

The above profit for the year includes the following:

Depreciation and amortisation

69

Interest expense

211

Income tax expense

447

Reconciliation of the above summarised financial information to the carrying amount of the interest in the joint

venture recognised in the consolidated financial statements:

Share of profit before taxation

-

Share of income tax

-

Share of other comprehensive income (net of tax)

-

Share of net profit for the year and total comprehensive income-

Carrying value at beginning of the year

-

Dividends and distributions paid by equity accounted entities

-

Effect of foreign exchange translation

-

Investment in equity accounted entities-

Esro Petfood B.V. generated a loss of $1.3m, (Scales share of $0.6m) for the year end 31 December 2023.

Scales does not provide a guarantee which results in the loss being capped at zero. For financial reporting

purposes no profit has been recognised in Scales Group result for 2023.

A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights

to the net assets of the joint arrangement. Joint control is the contractually agreed sharing of control of an

arrangement, which exists only when decisions about the relevant activities require unanimous consent of the

parties sharing control.

30

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C3. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

The results and assets and liabilities of joint ventures are incorporated in these consolidated financial statements

using the equity method of accounting. Under the equity method, an investment in a joint venture is initially

recognised in the consolidated statement of financial position at cost and adjusted thereafter to recognise the

Group’s share of the profit or loss and other comprehensive income of the joint venture. Dividends or

distributions received from a joint venture reduce the carrying amount of the investment in that joint venture in

the Group financial statements. When the Group’s share of losses of a joint venture exceeds the Group’s interest

in that joint venture, the Group discontinues recognising its share of further losses. Additional losses are

recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on

behalf of the joint venture.

An investment in a joint venture is accounted for using the equity method from the date on which the investee

becomes a joint venture until the date it ceases to be a joint venture. On acquisition of the investment in a joint

venture, any excess of the cost of the investment over the Group’s share of the net fair value of the identifiable

assets and liabilities of the investee is recognised as goodwill, which is included within the carrying value of the

investment. The requirements of NZ IAS 36Impairment of Assetsare applied to determine whether it is

necessary to recognise any impairment loss.

31

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C4. GOODWILL

20232022

$000's$000's

Gross carrying amount

Balance at beginning of the year45,52743,392

Impairment of goodwill(8,531)-

Effect of foreign currency exchange differences(24)2,135

Balance at end of the year

36,972 45,527

Goodwill arising on the acquisition of a business is carried at cost as established at the date of acquisition of the

business less accumulated impairment losses, if any. Goodwill is tested for impairment annually, or more

frequently if there are indications that goodwill might be impaired. For the purpose of impairment testing,

goodwill has been allocated to the cash-generating units (CGUs) listed below which represent the lowest level at

which the Directors monitor goodwill.

20232022

$000's$000's

Horticulture - Fern Ridge5,7025,702

Horticulture - Mr Apple-8,531

Global Proteins - Shelby29,31529,339

Logistics1,9551,955

36,972 45,527

As at 31 December 2023, the Directors have determined, based on discounted cash flow and value in use

calculations, that there is no impairment of goodwill associated with Fern Ridge, Shelby and Logistics.

The discounted cash flow and value in use calculation uses future cash flows covering a five year period based on

a Board approved budget. The model was based on the following key assumptions:

32

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C4. GOODWILL (CONTINUED)

20232022

Pre-tax discount rates12-16%12-16%

Annual growth rates3%3%

The Directors consider that any reasonably possible changes in the key assumptions would not cause the carrying

amount of any of the CGUs to exceed their recoverable amount.

The directors have determined that there is an impairment of the Mr Apple CGU as at 30 June 2023, as the carrying value

exceeded the recoverable amount. The impairment arose due to the orchard damage and reduced volumes due to

Cyclone Gabrielle, refer to note G5, and increasing interest rates.

The directors estimated the recoverable amount of the Mr Apple CGU based on a value in use calculation which uses future

cash flows covering a 5-year period.

Mr Apple CGU

$000's

Recoverable amount of the Mr Apple CGU

211,978

Carrying value

220,509

Impairment

(8,531)

Key assumptions:

20232022

Post-tax discount rate9.02%8.67%

Terminal growth rate beyond year 52.10%2.00%

The post-tax discount rate was determined based on the weighted average cost of capital which utilises past

experience and external sources.

The sensitivity of the recoverable amount of the Mr Apple CGU to reasonably possible changes

is set out below:

$000's$000's

+0.5%-0.5%

Post-tax discount rate

(14,784)17,007

Terminal growth rate

12,214 (10,568)

+5%-5%

Forecast earnings

16,781 (16,781)

As a result of the impairment testing, the impairment was wholly allocated to the Mr Apple CGU goodwill.

C5. INVENTORIES

20232022

$000's$000's

Finished goods

24,854 37,810

Other

4,6894,837

29,543 42,647

33

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

C5. INVENTORIES (CONTINUED)

Inventories are stated at the lower of cost and net realisable value. Cost means the actual cost of the inventory

and in determining cost the first in first out basis of stock movement is followed, with due allowance having been

made for obsolescence. Net realisable value represents the estimated selling price for inventories less all

estimated costs of completion and costs necessary to make the sale.

A provision of $1.6m has been recorded relating to aged inventory within the Global Proteins division. The

provision relates to inventory that has reached or nearing its expiry date and cannot be sold or may not be

sold with certainity in the market. The provision includes the costs of the inventory plus disposal costs.

C6. IMPAIRMENT OF ASSETS

At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets

to determine whether there is any indication that those assets have suffered an impairment loss. If any such

indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the

impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the

Group estimates the recoverable amount of the CGU to which the asset belongs.

A CGU to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an

indication that the unit may be impaired. If the recoverable amount of the CGU is less than its carrying amount, the

impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to

the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss

for goodwill is recognised directly in profit or loss and is not reversed in subsequent periods.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the

estimated future pre-tax cash flows are discounted to their present value using a pre-tax discount rate that

reflects current market assessments of the time value of money and the risks specific to the asset for which the

estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the

asset (or CGU) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss,

unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

C7. SOFTWARE

Software is stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes

expenditure that is directly attributable to the acquisition of the item. Amortisation is calculated on a straight line basis.

The estimated useful live of 3 years is used in the calculation of amortisation.

20232022

$000's$000's

Gross carrying amount

Opening balance8,233

7,239

Additions325

994

Closing balance

8,5588,233

Accumulated amortisation

Opening balance(6,901)

(6,522)

Amortisation expense(497)

(379)

Closing balance

(7,398)(6,901)

Net book value1,1601,332

34

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

D. CAPITAL FUNDING

IN THIS SECTION

This section explains how Scales manages its capital structure and how dividends are returned to shareholders.

In this section there is information about:

• equity;

• dividends paid; and

• earnings per share.

Capital management

The Group’s capital includes share capital, reserves and retained earnings. The Group’s policy is to maintain a

strong capital base so as to maintain investor, creditor and customer confidence and to sustain the future

development of the business. The impact of the level of capital on shareholders’ return is also recognised and the

Group recognises the need to maintain a balance between the higher returns that might be possible with greater

gearing and the advantages and security afforded by a sound capital position.

D1. SHARE CAPITAL

Issued and paid up capital consists of 143,095,981 fully paid ordinary shares (2022: 142,721,868) less treasury stock of

1,160,229 shares (2022: 1,088,295 shares) (refer to note D2). All shares rank equally in all respects.

Shares issued or purchased on market under the Senior Executive Share Scheme (Share Scheme) (note D2) are

treated as treasury stock until vesting to the employee.

Number of shares

Fully paid ordinary shares:

20232022

Opening balance142,721,868142,394,837

Share Scheme - shares issued374,113327,031

Closing balance143,095,981142,721,868

Treasury stock:

Opening balance1,088,2951,230,166

Share Scheme - shares issued374,113327,031

Share Scheme - shares forfeited and sold(28,898)(27,657)

Share Scheme - shares fully vested(273,281)(441,245)

Closing balance1,160,2291,088,295

The available subscribed capital of $50,313,936 (2022: $49,101,810) represents the amount of the shareholders’ equity

that is available to be returned to shareholders on a tax-free basis.

In accordance with the Companies Act 1993 the Company does not have a limited amount of authorised capital

and issued shares do not have a par value.

20232022

Movement in share capital related to share-based payments:$000's$000's

Equity-settled employee benefit share scheme vested

Interest-free loan became full recourse7301,233

Accumulated share option value reclassified from reserve into share capital499804

Accumulated dividends reclassified from retained earnings into share capital145234

1,3742,271

35

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

D2. RESERVES

Revaluation

Cash flow

hedge

Share of

joint

ventures

Equity-settled

employee

benefits

Foreign

exchange

translation

Pension plan

reserve

Total

reserves

$000's$000's$000's$000's$000's$000's$000's

Balance at 1 January 2022

86,3105,021(70)1,277(168)(210)

92,160

Other comprehensive income (loss)7,235(7,707)588-330

179

625

Transfer to retained earnings

------

-

Recognition of share-based payments

---609--

609

Shares fully vested

---(804)--

(804)

Balance at 31 December 202293,545(2,686)5181,082162(31)92,590

Other comprehensive (loss) income(3,188)8,0861,576-307

107

6,888

Transfer to retained earnings

------

-

Recognition of share-based payments

---456--

456

Shares fully vested

---(499)--

(499)

Balance at 31 December 202390,3575,4002,0941,0394697699,435

Revaluation reserve

The revaluation reserve arises on the revaluation of land, buildings and apple trees, net of the related deferred tax.

Cash flow hedge reserve

The cash flow hedge reserve represents the unrealised gains and losses on interest rate and foreign currency

contracts taken out to manage the Group interest rate and foreign currency risks, net of the related deferred tax.

Equity-settled employee benefits reserve - LTI Scheme

The Share Scheme involves the Company making available interest-free loans to selected senior executives to

acquire shares in the Company. The senior executives will not gain any benefit with respect to the shares purchased

under the Share Scheme unless they remain in employment with the Group for a period of three years from the

date of acquisition of those shares.

The shares are held by a custodian during the restricted period and are then transferred to the senior executive.

All net dividends or distributions received in respect of the shares must be applied to repayment of the

interest-free loan.

Grant dateVesting dateExercise price, $

Number of shares

Opening

balanceGrantedForfeited

Vested and

exercised

Closing

balance

30 April 2020 - FY1930 April 20233.20282,125-(8,844) (273,281)-

28 June 2020 - FY19R 24 August 20244.19194,511---194,511

30 April 2021 - FY2030 April 20243.20284,628-(8,922)-275,706

30 April 2022 - FY2130 April 20253.20327,031-(11,132)-315,899

30 April 2023 - FY2230 April 20263.33-374,113--374,113

Total1,088,295374,113 (28,898)(273,281)1,160,229

36

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

D2. RESERVES (CONTINUED)

The weighted average share price for shares that vested during 2023 was $3.14.

The shares issued vest over three years. The estimated value of the share options is determined using the

Black-Scholes pricing calculator and is amortised over the restricted period. This cost is expensed with the

corresponding credit included in the equity-settled employee benefits reserve. Expected share price volatility was

based on historical volatility of the Company's ordinary shares.

20232022

FY22FY21

The inputs into the "option pricing calculator" are:

Issue date share price, $3.245.03

Expected share price volatility, %2525

Option life, years33

Risk-free interest rate, %4.143.27

Exercise price, $3.333.20

Fair value, at the grant date, $0.692.21

Equity-settled employee benefits reserve - PSR Scheme

On 15 December 2023 the Board approved the Scales’ Performance Share Rights Plan to grant performance rights to key

senior management personnel as a long-term incentive programme. The first round of performance rights were issued under this

programme during the period.

Performance rights granted are summarised below:

Grant dateVesting date

Number of rights

Opening

balanceGrantedForfeited

Vested and

exercised

Closing

balance

20 December 2023 - FY23 Tranche 19/03/2026-56,748--56,748

20 December 2023 - FY23 Tranche 223/03/2026-38,113--38,113

20 December 2023 - FY23 Tranche 39/03/2026-228,095--228,095

37

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

D2. RESERVES (CONTINUED)

TSR Hurdles - Tranches 1 and 3

The proportion of performance rights subject to the absolute TSR growth hurdle which may vest is dependent on Scales' TSR

compound annual growth rate (CAGR) across a 3-year measurement period.

TSR is the Company's total shareholder returns. TSR measures the total return received by Scales' investors from the increase

in the "market value" of an ordinary share in Scales and the receipt of gross dividends and other distributions, from the

Commencement Date to the Vesting date.

For each tranche that vests the rights are awarded on a straight-line basis dependent on the TSR CAGR achieved. The percentage

of TSR related performance rights vest according to the following performance criteria for each unvested tranche:

Tranche 1 - % vestingFY23 Round

0%< 8.5% CAGR

25%= 8.5% CAGR

26% - 99% (Straight-line prorata)> 8.5%, < 12.5% CAGR

100%= 12.5% CAGR

Tranche 3 - % vestingFY23 Round

0%= 12.5 % CAGR

1% - 99% (Straight-line prorata)> 12.5%, < 31.1% CAGR

100%= 31.1% CAGR

The TSR performance tranches are calculated across the following periods:

RoundVesting Period

FY23 - Tranche 1 and 320 December 2023 to 7 days after the announcement date of the FY25 Result

38

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

D2. RESERVES (CONTINUED)

The fair value of the TSR performance rights have been valued under a variant of the dividend adjusted Monte Carlo simulation.

The fair value of TSR performance rights, along with the assumptions used to simulate the future share prices are shown below:

FY23 - Tranche 1FY23 - Tranche 3

Current price at grant date$3.17$3.17

Risk free interest rate4.53%4.53%

Expected life (years)2.2 years2.2 years

Expected share volatility

1

31.12%31.12%

1. Volatility represents the volatility of the Scales Corporation's NZD share price over a 3-year period to December 2023.

The estimated fair value for each tranche of performance rights issued is amortised over the vesting period from the grant date.

EPS Hurdles - Tranche 2

The proportion of performance rights subject to the EPS growth hurdle which may vest is dependent on Scales' EPS

compound annual growth rate (CAGR) across a 3-year measurement period. For each tranche that vests the rights are awarded

on a straight-line basis dependent on the EPS CAGR achieved. EPS growth hurdle is considered a non-market condition.

The percentage of EPS related performance rights vest according to the following performance criteria:

Tranche 2 - % vestingFY23 Round

0%< 5% CAGR

25%= 5% CAGR

26% - 99% (Straight-line prorata)> 5%, < 10% CAGR

100%= 10% CAGR

The EPS performance is calculated across the following periods:

RoundVesting Period

FY23 - Tranche 220 December 2023 the announcement date of the FY25 Result

The fair value of the EPS performance rights have been assessed as Scales' share price as at grant date less the

present value of the dividends forecast to be paid prior to each vesting date.

The estimated fair value for each tranche of performance rights issued is amortised over the vesting period from grant date.

Vesting of performance rights also requires the employee to remain in employment with the Company during the performance

period. The Company has expensed in the income statement nil (2022: nil) in relation to performance rights.

Foreign exchange translation reserve

Hedges of a net investment in a foreign operation, including a hedge of a monetary item that is accounted for as

part of the net investment, are accounted for in two ways. Gains or losses relating to the effective portion of the

hedge are recognised in other comprehensive income. Any gains or losses relating to the ineffective portion of the

hedge are recognised in profit or loss.

Gains or losses arising on translation of foreign subsidiaries results (Note B6) are also recognised in this reserve.

39

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

D3. DIVIDENDS ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY

20232022

$000's$000's

Final dividend paid - 13.00 (2022: 9.50) cents per share18,45213,444

Interim dividend declared - 4.25 (2022: 6.00) cents per share6,0418,503

24,49321,947

All above dividends were fully imputed.

The 2023 interim dividend was declared on 8 December 2023 and paid on 18 January 2024.

D4. IMPUTATION CREDIT ACCOUNT

20232022

$000's$000's

Balance at end of the year8,65118,057

The imputation credit account balance represents the net amount available at the reporting date that can be

attached to future dividends declared.

The Scales Corporation Limited consolidated tax group for income tax includes Scales Corporation Limited and all

New Zealand registered subsidiary companies other than Scales Employees Limited and Fern Ridge Produce Limited.

D5. EARNINGS PER SHARE

Basic earnings per share is calculated by dividing the profit attributable to shareholders of the company by the

weighted average number of ordinary shares on issue during the year, excluding shares held as treasury stock.

Diluted earnings per share assumes conversion of all dilutive potential ordinary shares in determining the

denominator.

20232022

Profit attributable to equity holders of the Company ($000's):5,23519,412

Weighted average number of shares:

Ordinary shares141,831,545 141,413,787

Effect of dilutive ordinary shares (non-vested Senior Executive Share Scheme)116,268302,534

Weighted average number of Ordinary Shares for diluted earnings per share141,947,813 141,716,321

Earnings per share (cents):

Basic - continuing3.713.7

Diluted - continuing3.713.7

40

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E. FINANCIAL ASSETS AND LIABILITIES

IN THIS SECTION

This section explains the financial assets and liabilities of Scales, the related risks and how Scales manages these

risks. In this section of the notes there is information on:

• the accounting policies, judgements and estimates relating to financial assets and liabilities; and

• the financial instruments used to manage risk.

ACCOUNTING POLICIES

Financial assets

Financial assets are classified into the following specified categories: financial assets ‘at fair value through profit or

loss’ (FVTPL) and ‘measured at amortised cost’.

The classification depends on the business model for managing the financial asset and the cash flow

characteristics of the financial asset and is determined at the time of initial recognition or when a change in the

business model occurs.

Financial assets at fair value through profit or loss

Financial assets are classified as financial assets at fair value through profit or loss if they are not measured at cost or

amortised cost. Gains and losses on a financial asset designated in this category and not part of a hedging

relationship are recognised in profit or loss.

Financial assets measured at amortised cost

The Group’s financial assets held in order to collect contractual cash flows that are solely payments of principal

and interest on the principal outstanding are measured at amortised cost. Cash and cash equivalents, trade

receivables and employee loans are classified in this category.

Impairment of financial assets

The Group recognises a loss allowance for expected credit losses (ECL) on investments in debt instruments that

are measured at amortised cost, trade and other receivables. The amount of expected credit losses is updated at

each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.

The Group always recognises lifetime ECL for trade receivables. The expected credit losses on these financial assets

is estimated using a provision matrix based on the Group’s historical credit loss experience, adjusted for factors

that are specific to the debtors, general economic conditions and an assessment of both the current as well as the

forecast direction of conditions at the reporting date, including time value of money where appropriate.

For all other financial instruments, the Group recognises lifetime ECL when there has been a significant increase in

credit risk since initial recognition. However, if the credit risk on the financial instrument has not increased

significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an

amount equal to twelve-month ECL.

Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected

life of a financial instrument. In contrast, twelve-month ECL represents the portion of lifetime ECL that is expected to

result from default events on a financial instrument that are possible within twelve months after the reporting date.

For financial assets, the expected credit loss is estimated as the difference between all contractual cash flows that

are due to the Group in accordance with the contract and all the cash flows that the Group expects to receive,

discounted at the original effective interest rate.

41

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E. FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

Financial liabilities measured at amortised cost

The Group’s financial liabilities include trade and other payables and borrowings. These financial liabilities are

initially recognised at fair value net of any directly attributable costs. Subsequent to initial recognition, they are

measured at amortised cost using the effective interest method.

Derivative financial instruments

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are

subsequently remeasured to their fair value with reference to observable market data at the end of each reporting

period. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated as

an effective hedging instrument, in which event the timing of the recognition in profit or loss depends on the

nature of the hedge relationship. The Group designates certain derivatives as cash flow hedges. A derivative is

presented as a non-current asset or a non-current liability where the cash flow will occur after twelve months and it is

not expected to be realised or settled within twelve months. Other derivatives are presented as current assets or

current liabilities.

Hedge accounting

At the inception of a 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 that is used in a hedging relationship is highly effective in offsetting changes in cash flows

of the hedged item, attributable to the hedged risk.

Cash flow hedges

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges

is recognised in other comprehensive income and accumulated as a separate component of equity in the hedging

reserve. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss, and is

included in ‘other income’ or ‘other losses’.

Amounts recognised in the hedging reserve are reclassified from equity to profit or loss in the periods when the

hedged item is recognised in profit or loss, in the same line as the recognised hedged item. Hedge accounting is

discontinued when the Group revokes the hedging relationship, the hedging instrument expires or is sold,

terminated, or exercised, or no longer qualifies for hedge accounting. Any cumulative gain or loss deferred in the

hedging reserve at that time remains in equity and is recognised when the forecast transaction is ultimately

recognised in profit or loss. When a forecast transaction is no longer expected to occur, the cumulative gain or loss

that was deferred in the hedging reserve is recognised immediately in profit or loss.

Hedges of net investments in foreign operations

Hedges of net investments in foreign operations are accounted for similarly to cash flow hedges. Any gain or loss

on the hedging instrument relating to the effective portion of the hedge is recognised in other comprehensive

income and accumulated under the heading of foreign exchange translation reserve. The gain or loss relating to

the ineffective portion is recognised immediately in profit or loss. Gains and losses on the hedging instrument

relating to the effective portion of the hedge accumulated in the foreign exchange translation reserve are

reclassified to profit or loss on the disposal of the foreign operation.

42

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E1. TRADE AND OTHER RECEIVABLES

20232022

$000's$000's

Trade receivables

25,589 36,170

Other receivables

3,6371,964

Owing by entities accounted for using the equity method

1,628924

Goods and services tax

3,1753,044

34,02942,102

Credit risk management

The Group activities expose it to credit risk which refers to the risk that a counterparty will default on its

contractual obligations resulting in financial loss to the Group. Financial instruments which potentially subject the

Group to credit risk principally consist of cash and cash equivalents, trade and other receivables and advances.

The Group performs credit evaluations on trade customers, obtains trade credit insurance as appropriate but

generally does not require collateral. The Group continuously monitors the credit quality of its major receivables

and does not anticipate non-performance of those customers. Cash and cash equivalents are placed with high

credit quality financial institutions.

There is a significant concentration of credit risk with 5 customers who represent 35.95% (2022: 5 customers

who represented 44.42%) of trade and other receivables.

The carrying amount of financial assets recorded in the financial statements represents the Group’s maximum

exposure to credit risk.

Included in trade receivables are debtors which are past due at balance date, as payment was not received within

one month, and for which provision for expected credit losses was not material as there has not been a significant

change in credit quality and the amounts are still considered recoverable. No collateral is held over these balances

although trade credit insurance cover is obtained in respect of some specific receivables. Interest is not charged on

overdue debtors. The ageing of these past due trade receivables is:

1 month5,1594,998

2 months2,0491,288

More than 2 months6,89513,981

14,10320,267

There was an ECL provision of $0.4m as at 31 December 2023 (2022: nil), which is included within the Trade Receivables

balance above.

E2. OTHER FINANCIAL ASSETS

Current:

At fair value:

Foreign currency derivative instruments

5,2174,435

Interest rate swap contracts and forward rate agreements

772503

5,9894,938

43

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E2. OTHER FINANCIAL ASSETS (CONTINUED)

20232022

$000's$000's

Non-current:

At fair value:

Foreign currency derivative instruments

13,6789,853

Interest rate swap contracts and forward rate agreements

2621,004

Joint venture call option

171-

Shares in unlisted companies

184184

At amortised cost:

Employee loans

2,1031,628

Related party loans

12,6792,842

29,07715,511

E3. TRADE AND OTHER PAYABLES

Trade payables10,22416,127

Accruals11,81615,565

Employee entitlements4,4065,534

26,44637,226

E4. BORROWINGS

Borrowings are recorded initially at fair value, net of transaction costs. Subsequent to initial recognition,

borrowings are measured at amortised cost with any difference between the initial recognised amount and the

redemption value being recognised in profit or loss over the period of the borrowing using the effective interest

method. The fair value of current and non-current borrowings is approximately equal to their carrying amount.

The Group replaced existing Multi-Option Facility Agreements with Coöperatieve Rabobank U.A., New Zealand

Branch (Rabobank) and Westpac New Zealand Limited (Westpac) with new agreements on 11 November 2021.

The existing facility agreement with ANZ bank New Zealand Limited (ANZ) was also replaced with a new agreement

on 11 November 2021. The AUD and USD denominated loans are designated as a hedge of net investments in

foreign operations.

Facility limit

Undrawn facility

2023202220232022

Facility

$000's$000's$000's$000's

Rabobank term facility, NZD1,0001,000--

Rabobank term facility, USD11,63511,635--

Rabobank term facility, AUD12,500---

Rabobank seasonal facility, NZD5,0001,0005,0001,000

Westpac term facility, NZD1,0001,000--

Westpac term facility, USD11,63511,635--

Westpac term facility, AUD12,500---

Westpac seasonal facility, NZD5,0001,0005,0001,000

ANZ overdraft, NZD1,0001,0001,0001,000

44

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E4. BORROWINGS (CONTINUED)

The floating interest rate is 4.24% to 6.87% (2022: 1.91% to 5.85%) and the term borrowing facility expiry date is

1 July 2025. Seasonal facilities presented as current borrowings are due for repayment within one year. The bank facilities

are secured by a first ranking security interest granted by each of the Charging Group Companies over all its present

and after-acquired property (including proceeds) and a first ranking security interest over any of the Charging Group

Companies' present and future assets and undertakings which are not personal property. The bank facilities are also

secured by first and exclusive registered mortgages over property comprising coolstores, orchards and industrial and

commercial property owned by members of the Charging Group. Charging Group Companies as at 31 December 2023

are Scales Corporation Limited, Scales Holdings Limited, Mr Apple New Zealand Limited, New Zealand Apple Limited,

Fern Ridge Produce Limited, Geo.H.Scales Limited, Meateor Foods Limited, Scales, Logistics Limited and Meateor Group Limited.

Term borrowings

20232022

$000's$000's

Seasonal (current) and term (non-current) borrowings:

Opening balance38,73236,060

Drawdowns27,306-

Effect of foreign currency translation(391)2,672

65,64738,732

E5. OTHER FINANCIAL LIABILITIES

20232022

$000's$000's

Current financial liabilities at fair value:

Foreign currency derivative instruments

4,5547,209

Put options

13,9708,236

18,52415,445

Non-current financial liabilities at fair value:

Foreign currency derivative instruments

6,699 11,802

Put options

-1,586

6,69913,388

In 2018 the Group acquired 60% of Shelby JV LLC and its subsidiaries Shelby Foods LLC, Shelby

Exports Inc, Shelby Cold Storage LLC, Shelby Trucking LLC and Shelby Properties LLC (collectively, Shelby Group).

As part of the transaction, the Company entered into an agreement with the vendor whereby the vendor has an

option to put a further 5% of total units in Shelby Group to Scales at a value based on a multiple of Shelby Group

EBITDA. The obligation to acquire the ownership interest under the put option is included in other financial liabilities.

E6. INTEREST RATE RISK

Interest rate risk management

The Group is exposed to interest rate risk as it borrows funds at floating interest rates. Management monitors the

level of interest rates on an ongoing basis and may use interest rate swaps and forward rate agreements to

manage interest rate risk.

45

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E6. INTEREST RATE RISK (CONTINUED)

Interest rate swap contracts and forward rate agreements

Under interest rate swap contracts and forward rate agreements, the Group agrees to exchange the difference

between fixed and floating rate interest amounts calculated on agreed notional principal amounts. Such contracts,

some of which can commence in future reporting years, enable the Group to mitigate the risk of changing interest

rates on the cash flow exposures on the issued floating rate debt. The fair value of these contracts at the reporting

date is determined by discounting the future cash flows using the forward interest rate curves at reporting date

and the credit risk inherent in the contracts. The average contracted fixed interest rate is based on the notional

principal amount at balance date.

The Group’s interest rate swap contracts and forward rate agreements are classified as Level 2 in the fair value

hierarchy.

Details of interest rate swap contracts for the Group are:

Fixed Interest Rate

Notional principal

amountFair value

202320222023202220232022

%%$000's$000's$000's$000's

Maturity Date

Within 1 year------

2-5 years0.971.2017,35017,3641,0341,507

After 5 years------

17,35017,3641,0341,507

These interest rate swap contracts and forward rate agreements, exchanging floating rate interest amounts for

fixed rate interest amounts, are designated as cash flow hedges in order to reduce the Group’s cash flow exposure

resulting from floating interest rates on borrowings. The interest rate swap and forward rate agreement

payments, and the interest payments on the loans occur simultaneously, and the amount deferred in equity is

recognised in profit or loss over the period that the floating rate interest payments on debt impact profit or loss.

As the critical terms of the interest rate swap contracts and their corresponding hedged items are the same, the

Group performs a qualitative assessment of effectiveness and it is expected that the value of the interest rate

swap contracts and the value of the corresponding hedged items will systematically change in opposite directions

in response to movements in the underlying interest rates. The main source of hedge ineffectiveness in these

hedge relationships (which is not material) is the effect of the counterparty and the Group's own credit risk on

the fair value of the interest rate swap contract, which is not reflected in the fair value of the hedged item

attributable to the change in interest rates. No other sources of ineffectiveness emerged from these hedging

relationships.

The sensitivity analysis below has been determined based on the exposure to interest rates for both derivatives

and non-derivative instruments at the reporting date. For floating rate liabilities, the analysis is prepared

assuming the amount of liability outstanding at reporting date was outstanding for the whole year. A 1%

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. Impact on net profit

after tax assumes that none of floating interest rate borrowings were hedged.

20232022

+1%-1%+1%-1%

$000's$000's$000's$000's

Impact on net profit after tax158(158)(131)131

Impact on cash flow hedge reserve net of tax246(254)337(352)

46

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E7. FOREIGN CURRENCY RISK

Foreign currency risk management

Foreign currency risk is the risk that the value of the Group’s assets and liabilities or revenues and expenses will

fluctuate due to changes in foreign exchange rates. The Group is exposed to currency risk as a result of normal

trading transactions denominated in foreign currencies. The currencies in which the Group primarily trades are the

Australian dollar, Euro, Canadian dollar, Great Britain pound and United States dollar, with the largest exposure

being to the United States dollar.

Currency risk is managed by the natural hedge of foreign currency receivables and payables and the use of foreign

currency derivative financial instruments. The fair value of foreign currency derivative financial instruments at the

reporting date is determined on a discounted cash flow basis whereby future cash flows are estimated based on

forward exchange rates and contract forward rates, discounted at a rate that reflects the credit risk of various

counterparties.

The Group’s forward foreign exchange contracts and foreign exchange options are classified as Level 2 in the fair

value hierarchy.

Details of foreign currency instruments at balance date for the Group are:

20232022

Contract

ValueFair Value

Contract

ValueFair Value

$000's$000's$000's$000's

Sale commitments forward foreign exchange contracts371,3255,888422,810(3,795)

Sale commitments foreign exchange options185,2401,754158,067(928)

These foreign currency instruments are designated as cash flow hedges in order to reduce the Group’s cash flow

exposure resulting from movements in foreign currency exchange rates on anticipated future transactions. It is

anticipated that the sales will take place during the 2024 to 2028 financial years at which stage the amount

deferred in equity will be released into profit or loss.

For hedges of highly probable forecast sales and purchases, as the critical terms (i.e. the notional amount, life

and underlying) of the foreign currency instruments and their corresponding hedged items are the same,

the Group performs a qualitative assessment of effectiveness and it is expected that the value of the instruments

and the value of the corresponding hedged items will systematically change in opposite directions in

response to movements in the underlying exchange rates. The Group uses the hypothetical derivative method

for the hedge effectiveness assessment and measurement of hedge ineffectiveness. As for the hedge of the net

investment in Meateor US LLC sub-group, the Group assesses effectiveness by comparing the nominal amount

of the net assets designated in the hedge relationship with the nominal amount of the hedging instrument.

This is a simplified approach because the currency of the exposure and hedging instruments perfectly match

and the Group excludes from the designation the foreign currency basis spread.

The following table demonstrates the sensitivity to a reasonably possible change of 5% in the value of New

Zealand dollar against other foreign currencies, with all other variables held constant. The impact on the Group’s

profit before tax is due to changes in the fair value of monetary assets and liabilities. The impact on the Group’s

equity is due to changes in the fair value of forward exchange contracts designated as cash flow hedges.

47

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E7. FOREIGN CURRENCY RISK (CONTINUED)

20232022

+5%-5%+5%-5%

$000's$000's$000's$000's

USD

Impact on net profit after tax(655)724(783)865

Impact on cash flow hedge reserve net of tax(15,408)13,943(15,976)14,479

AUD

Impact on net profit after tax(4)4644(1,082)

Impact on cash flow hedge reserve net of tax--176176

EUR

Impact on net profit after tax(10)11(2)2

Impact on cash flow hedge reserve net of tax(1,886)1,704(2,143)1,940

GBP

Impact on net profit after tax--(7)7

Impact on cash flow hedge reserve net of tax(801)720(991)898

CAD

Impact on net profit after tax----

Impact on cash flow hedge reserve net of tax(216)195(383)347

E8. CATEGORIES OF FINANCIAL INSTRUMENTS

20232022

$000's$000's

Financial assets:

Amortised cost123,274111,672

Derivative instruments in designated hedge accounting relationships19,92915,795

Fair value through profit or loss355184

143,558127,651

Financial liabilities:

Amortised cost98,13486,829

Derivative instruments in designated hedge accounting relationships11,25319,011

Fair value through profit or loss13,9709,822

123,357115,662

The carrying amount of financial instruments at amortised cost approximates their fair value.

48

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

E9. MATURITY PROFILE OF FINANCIAL LIABILITIES

Liquidity risk management

The Group manages liquidity risk by maintaining adequate reserves and banking facilities, by continuously

monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

The following table detail the Group’s remaining contractual maturity for its financial liabilities. The tables have

been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which

the Group can be required to pay. The table includes both interest and principal cash flows.

Foreign currency derivative liabilities are presented below at fair value.

Within 3

months

4 months

to 1 year1-5 yearsTotal

$000's$000's$000's$000's

2023

Trade and other payables26,446--26,446

Dividend declared6,041--6,041

Put options13,970--13,970

Borrowings1,0793,23867,79372,110

Foreign currency derivatives7473,8076,69911,253

48,2837,04574,492129,820

2022

Trade and other payables37,226--37,226

Dividend declared8,503--8,503

Put options8,236-1,5869,822

Borrowings570239,88540,457

Foreign currency derivatives2,0835,07611,85219,011

56,6185,07853,323115,019

49

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

F. GROUP STRUCTURE

IN THIS SECTION

This section provides information to help readers understand the Scales Group structure and how it affects the

financial position and performance of the Group. In this section there is information about subsidiaries and

non-controlling interests.

F1. SUBSIDIARY COMPANIES

Subsidiary companies:Principal activityCountry of

Holding

Balance date

incorporation

20232022

Fern Ridge Produce LimitedTrading companyNew Zealand100%100% 31 December

Geo. H. Scales LimitedNon trading companyNew Zealand100%100% 31 December

Longview Group Holdings LimitedNon trading companyNew Zealand100%100% 31 December

Meateor Foods Australia Pty LimitedTrading companyAustralia100%100% 31 December

Meateor Foods LimitedTrading companyNew Zealand100%100% 31 December

Meateor Group LimitedHolding companyNew Zealand100%100% 31 December

Meateor US LLCHolding companyUnited States100%100% 31 December

Mr Apple New Zealand LimitedTrading companyNew Zealand100%100% 31 December

New Zealand Apple LimitedTrading companyNew Zealand100%100% 31 December

Scales Employees LimitedCustodial companyNew Zealand100%100% 31 December

Scales FI Group Holding Pty LtdHolding companyAustralia100%100% 31 December

Scales Holdings LimitedHolding companyNew Zealand100%100% 31 December

Scales Logistics LimitedFreight consolidatorNew Zealand100%100% 31 December

Scales Logistics Australia Pty LtdFreight consolidatorAustralia100%100% 31 December

Selacs Insurance LimitedInsurance companyNew Zealand100%100% 31 December

Shelby Cold Storage, LLCColdstore operatorUnited States60%60% 31 December

Shelby Exports, IncNon trading companyUnited States60%60% 31 December

Shelby Foods, LLCTrading companyUnited States60%60% 31 December

Shelby JV LLCHolding companyUnited States60%60% 31 December

Shelby Properties LLCNon trading companyUnited States60%60% 31 December

Shelby Trucking LLCTrading companyUnited States60%60% 31 December

Subsidiary companies are controlled by the Company. Control is achieved when the Company:

• has power over the investee;

• is exposed, or has rights, to variable returns from its involvement with the investee; and

• has the ability to use its power to affect its returns.

Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the

company loses control of the subsidiary.

50

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

F2. NON-CONTROLLING INTERESTS

The following non-wholly owned subsidiaries of the Group have material non-controlling interests.

Proportion of equity interest held by non-controlling interests:

Subsidiary companies:Country of incorporation

Non-controlling holding

and operation

20232022

Shelby JV LLC and its subsidiariesUnited States40%40%

The summarised financial information in respect of the Group’s subsidiary that have material non-controlling

interests as at 31 December 2023, reflecting 100% of the underlying subsidiary’s relevant figures, is set out below:

20232022

$000's$000's

Statement of financial position

Current assets31,01329,827

Non-current assets11,3626,163

Current liabilities(8,174)(11,697)

Non-current liabilities(140)(435)

Net assets34,06023,858

Attributable to:

Equity holders of the Company20,43614,315

Non-controlling interests13,6249,543

Note that a put option on 5% of the non-controlling interest shareholding is recognised as a financial liability,

separate from non-controlling interest. Refer to note E5 for disclosures regarding the put option.

Total dividends paid to non-controlling interests15,31217,313

Statement of comprehensive income

Total revenue214,624220,425

Net profit for the year48,64747,155

Attributable to:

Equity holders of the Company29,18828,293

Non-controlling interests19,45918,862

Statement of cash flows

Net cash provided by operating activities45,35048,064

Net cash used in investing activities(6,160)(4,238)

Net cash used in financing activities(38,346)(43,344)

Net increase in net cash844482

51

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

G. OTHER

IN THIS SECTION

This section includes the remaining information relating to Scales’ financial statements which is required to

comply with NZ IFRS.

G1. CAPITAL COMMITMENTS

20232022

$000's$000's

Commitments entered into in respect of apple trees purchases as at balance date1,5402,530

Commitments entered into in respect of property, plant and equipment purchases as at balance date469371

G2. LEASES

The Group as a lessee

The Group assesses whether a contract is or contains a lease, at inception of the contract. The Group recognised a

right-of-use asset and a corresponding liability with respect to all lease arrangements in which it is the lessee,

except for short-term leases (defined as leases with a lease term of twelve months or less) and leases of low value

assets. For these leases, the Group applies the practical expedient and recognises the lease payments as an

operating expense on a straight-line basis over the term of the lease unless another systematic basis is more

representative of the time pattern in which economic benefits from the lease assets are consumed.

The lease liability is initially measured at the present value of the lease payments that are not paid at the

commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined,

the Group uses its incremental borrowing rate (IBR).

Lease payments included in the measurement of the lease liability comprise:

- fixed lease payments (including in-substance fixed payments), less any lease incentives;

- variable lease payments that depend on an index or rate, initially measured using the index or rate at the

commencement date;

- the amount expected to be payable by the lessee under residual value guarantees;

- the exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and

- payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate

the lease.

The lease liability is presented as a separate line in the consolidated statement of financial position.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease

liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments

made.

The Group remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset)

whenever:

- the lease term has changed or there is a change in the assessment of exercise of a purchase option, in which case

the lease liability is remeasured by discounting the revised lease payments using a revised discount rate;

- the lease payments change due to changes in an index or rate or a change in expected payment under a

guaranteed residual value, in which case the lease liability is remeasured by discounting the revised lease

payments using the initial discount rate;

- a lease contract is modified and the lease modification is not accounted for as a separate lease, in which case

the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.

52

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

G2. LEASES (CONTINUED)

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments

made at or before the commencement date and any initial direct costs. They are subsequently measured at cost

less accumulated depreciation and impairment losses.

Whenever the Group incurs an obligation for costs to dismantle and remove a leased asset, restore the site on

which it is located or restore the underlying asset to the condition required by the terms and conditions of the

lease, a provision is recognised and measured under NZ IAS 37Provisions, Contingent Liabilities and Contingent Assets.

Right-of-use assets are depreciated over the shorter period of either the lease term or the useful life of the

underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects

that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful

life of the underlying asset. The depreciation starts at the commencement date of the lease.

The right-of-use assets are presented as a separate line in the consolidated statement of financial position.

The Group applies NZ IAS 36Impairment of Assetsto determine whether a right-of-use asset is impaired and

accounts for any identified impairment loss under this standard.

Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and

the right-of-use asset. The related payments are recognised as an expense in the period in which the event or

condition that triggers those payments occurs and are included in the line "Administration and operating expenses"

in the statement of comprehensive income.

As a practical expedient, NZ IFRS 16 permits a lessee to not separate non-lease components, and instead account for

any lease and associated non-lease components as a single arrangement.

The lease modification in the current year relates to leases that were not renewed due to damage from Cyclone Gabrielle.

The impact of not renewing these leases was the derecognition of the lease liability and right-of-use asset relating to these

leases. The difference has been recorded as a gain on lease modification in the statement of comprehensive income.

In the 31 December 2022 year the modification related to the reassessment of renewal terms for leases extending longer than

10 years. The impact reduced the lease liability and right-of-use asset proportionately based on the reduction in the overall

lease term assumed. The difference has been recorded as a loss on lease modification in the statement of comprehensive income.

Right-of-use assets

Land and

buildings

Plant and

equipment

Office

equipment

motor and

vehiclesTotal

$000's$000's$000's$000's

Carrying Amount

Balance at 1 January 202271,6673004,46476,431

Additions2,3277963,5676,690

Lease modification(24,989)--(24,989)

Depreciation expense(6,332)(390)(2,365)(9,087)

Balance at 31 December 202242,6737065,66649,045

Additions9,140-2,02711,167

Lease modification(1,230)-(699)(1,929)

Depreciation expense(6,331)(412)(1,968)(8,711)

Balance at 31 December 202344,2522945,02649,572

53

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

G2. LEASES (CONTINUED)

20232022

$000's$000's

Amounts recognised in profit and loss

Depreciation expense on right-of-use assets8,7119,087

(Gain) loss on lease modification(177)1,854

Interest expense on lease liabilities3,1442,953

Expense relating to short-term leases and low-value assets1,9902,218

Lease liabilities

Current10,96310,925

Non-current44,67044,066

Maturity analysis (undiscounted cash flows)

Year 110,96310,932

Year 210,0599,930

Year 39,4899,065

Year 48,6118,466

Year 56,6987,578

Onwards30,51726,483

76,33772,454

Cash outflows for leases

Interest on lease liabilities3,1442,953

Repayments of lease liabilities8,4208,281

Short-term leases and low-value asset leases1,9902,218

13,55413,452

G3. RELATED PARTY DISCLOSURES

Transactions with related parties

Certain Directors or senior management have relevant interests in companies with which Scales has transactions

in the normal course of business. A number of Scales directors are also non-executive directors of other

companies. Any transactions undertaken with these entities have been entered in the ordinary course of business.

Key management personnel remuneration

The compensation of the directors and executives, being the key management personnel

of the Group, is as follows:

Short-term employee benefits8,6223,445

Share-based payments295574

Post-employment benefits263113

9,1804,132

During 2023, 1,120,541 (2022: 975,164) shares were on issue to key management personnel in accordance with the

Share Scheme described in note D2.

In December 2023, 322,956 Performance Share Rights were issued to key management personnel in accordance with

the PSR Scheme described in note D2.

54

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

G3. RELATED PARTY DISCLOSURES (CONTINUED)

20232022

$000's$000's

Transactions with equity accounted entities

Revenue from sale of goods4,0792,428

Revenue from services7,3886,179

Loss on related party loans2,044-

Dividends and distributions received7501,875

Interest received32324

Materials and services received(1,001)(998)

Trade receivables at balance date1,628924

Purchase of property, plant and equipment-15

Related party loans12,6792,842

On 31 October 2022, Meateor Group Limited along with the other joint venture partners, agreed a financing arrangement

with Meateor Australia Pty Limited for a term of 5 years. The total facility provided to Meateor Australia Pty Limited

is AUD 4 million with the interest rate on the drawdown balances charged at 5% per annum.

As at 1 July 2023 the financing arrangement with Meateor Australia Pty Limited was amended to nil interest over the term

of the loan. The loan balance has been recorded using the effective interest method.

On 9 August 2023 a financing arrangement was agreed with Esro Petfood B.V. The total facility available to Esro Petfood B.V.

is EUR 15m. Interest is charged on each drawdown calculated quarterly at an interest rate of EURIBOR plus 4%.

G4. CONTINGENT LIABILITIES

There is no contingent liaibilities as at 31 December 2023 (2022: Nil).

G5. CYCLONE GABRIELLE

In February 2023, Cyclone Gabrielle struck the Hawke's Bay region. This impacted the Group's operations, in particular our

orchards. The specific impact of the cyclone on the Group is disclosed below.

(a) Land, buildings and apple trees carried at fair value

Land and buildings shown at valuation were valued at fair value as at 31 December 2023 by independent registered

valuers Added Valuation Limited and Logan Stone Limited. The valuations were arrived at by reference to market evidence

of transaction prices for similar properties.

The impact of Cyclone Gabrielle has been considered as part of the current year valuations performed. Refer to note C1.

(b) Leases

Some leases of orchards damaged by Cyclone Gabrielle were not renewed at their renewal dates, prior to 30 June 2023.

The leased orchards not renewed included 41 hectares of planted apple trees.

The impact of not renewing these leases was the derecognition of the lease liability and right-of-use asset relating to these

leases. The difference has been recorded as a gain on lease modification in the statement of comprehensive income.

Refer to note G2.

55

Scales Corporation Limited
Notes to the financial statements for the year ended 31 December 2023

G5. CYCLONE GABRIELLE (CONTINUED)

(c) Plant and equipment impairment

Orchard plant, equipment and motor vehicles damaged or lost due to the flooding caused by Cyclone Gabrielle were fully

impaired. The impairment has been recorded as an impairment of property plant and equipment in the statement of

comprehensive income. Refer to note C1.

Any insurance proceeds relating to these assets are recognised when it is virtually certain that the related insurance claim

is accepted and the value of the claim can be reliably measured. Accordingly, the Group recognised $4.8m relating to insurance

proceeds. Insurance proceeds are included in other income in the statement of financial performance.

Refer to note B3.

(d) Goodwill

The directors have determined that there is an impairment of the Mr Apple CGU as at 30 June 2023, as the carrying value

exceeded the recoverable amount. Refer to note C4.

(e) Government grants

The Group recognised a total of $1.98m government grant revenue related to Cyclone Gabrielle relief programs, included in

other income. Refer to note B3.

G6. EVENTS OCCURRING AFTER BALANCE DATE

There were no events occurring subsequent to balance date which require adjustment to or disclosure in the

financial statements.

(2022: Amendment to the lending facility agreements with Rabobank and Westpac. The facility of AUD 25 million was

drawn down 7 February 2023.

Cyclone Gabrielle resulted in flooding of some the Group's Hawke’s Bay orchards. The initial assessment is that 4 of 15

orchards were impacted. Of the four damaged orchards, three had extensive damage and one moderate. Further limited

crop damage is also anticipated to the remaining orchards from the effects of the cyclone. Crop/fruit damage from the

event is not covered by insurance. The 2023 harvest started prior to the cyclone and, with 3% picked, there is still a

substantial proportion of the crop available and remaining to be harvested for export. Picking has recommenced, with

cool-storage and packing activities back underway. Group packhouses and coolstores remain fully operational.

Other than disclosed above, the impact on unharvested agricultural produce, land and buildings, apple trees, or goodwill

carrying values is not able to be quantified as at the financial statement authorisation date.

Group does not expect material operating impact on its other business units, which accounted for the majority of

Group's operating profits for previous years.)

56

Independent Auditor’s Report
To the Shareholders of Scales Corporation Limited

Opinion We have audited the consolidated financial statements of Scales Corporation Limited and its

subsidiaries (the ‘Group’), which comprise the consolidated statement of financial position as at 31

December 2023, and the consolidated statement of comprehensive income, statement of changes in

equity and statement of cash flows for the year then ended, and notes to the consolidated financial

statements, including material accounting policy information.

In our opinion, the accompanying consolidated financial statements, on pages 4 to 56, present fairly,

in all material respects, the consolidated financial position of the Group as at 31 December 2023,

and its consolidated financial performance and cash flows for the year then ended in accordance

with New Zealand Equivalents to International Financial Reporting Standards (‘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 Company 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.

Other than in our capacity as auditor and other assurance services, we have no relationship with or

interests in the entity. These services have not impaired our independence as auditor of the

Company and Group.

Audit materiality We consider materiality primarily in terms of the magnitude of misstatement in the financial

statements of the Group that in our judgement would make it probable that the economic decisions

of a reasonably knowledgeable person would be changed or influenced (the ‘quantitative’

materiality). In addition, we also assess whether other matters that come to our attention during

the audit would in our judgement change or influence the decisions of such a person (the

‘qualitative’ materiality). We use materiality both in planning the scope of our audit work and in

evaluating the results of our work.

We determined materiality for the Group financial statements as a whole to be $1.9m.

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.

57

Key audit matter How our audit addressed the key audit matter
Valuation of Unharvested Agricultural Produce

Unharvested agricultural produce growing on bearer plants (apples), is

measured at fair value less costs to sell in accordance with NZ IAS 41

Agriculture.

The Group’s unharvested agriculture produce was valued at $24.2 million at

balance date as described in note C2. A revaluation loss of $0.8 million is

recorded in profit or loss.

Fair value less cost to sell is calculated by the Group using a discounted

cash flow model. The model includes significant unobservable inputs and

assumptions including, for each variety, the forecast production per

hectare per annum, expected sales prices, and risk-adjusting discount rates,

as well as costs to harvest and sell.

The risk-adjusting discount rates take into account the risk of unknown

adverse events, including weather events like Cyclone Gabrielle, that may

affect crop, harvest and/or market conditions.

The valuation of unharvested agricultural produce is considered to be a key

audit matter due to the level of judgement required to determine the fair

value less costs to sell.

Our procedures focused on the appropriateness of the valuation

methodology and the key assumptions applied in the internal valuation

model.

Our procedures included, amongst others:

•Holding discussions with management and considering market

information to identify factors, including environmental/climate

or market risks and impacts of Cyclone Gabrielle, that would

impact the current crop valuation;

•Assessing and challenging the reasonableness of the risk-

adjusting discount rates;

•Challenging the reasonableness of the key assumptions by

comparing the forecast production, prices, and costs to harvest

and sell for the current growing season, to the approved budgets

for each orchard;

•Assessing the historical accuracy of the Group’s budget forecasts

by comparing to the actual results for production per hectare

and sales prices;

•Engaging a Deloitte valuation specialist to review the valuation

model; and

•Checking the mechanical accuracy of the discounted cash flow

model.

Valuation of Apple Trees

As disclosed in note C1 the Group has apple trees valued at $2 5.4 million. A

revaluation gain of $ 0.7 million has been recorded in other comprehensive

income, with an impairment of $2.4 million recorded in profit and loss.

The Group has a policy of recording apple trees at fair value with valuations

performed with sufficient regularity that the carrying amount at the end of

a reporting period does not differ materially from their fair value.

The fair value of the apple trees are determined by an independent

registered valuer on the basis of a discounted cash flow analysis of forecast

income streams and costs from each orchard less the fair value of orchard

land and buildings in combination with the comparative sales approach.

By using the income approach, apple trees are independently valued on the

basis of a discounted cash flow analysis of forecast income streams and

costs from each orchard. The model uses a number of significant

unobservable inputs, in particular: production levels per hectare, orchard

gate returns (market prices), orchard costs, and discount rates.

In the current year, a number of inputs were inherently impacted by

Cyclone Gabrielle, including production levels, market activity and discount

rates.

Valuation of apple trees is considered to be a key audit matter due to the

significance of the assets to the Group’s consolidated statement of financial

position, and the level of judgement involved in valuing the apple trees.

Our procedures focused on the appropriateness of the valuation

methodology and the key assumptions applied in the model.

Our procedures included, amongst others:

•Evaluating the Group’s processes in respect of the independent

val uation of the apple trees including its review of the valuation

methodology and determination of the key valuation

assumptions;

•Reviewed managements assessment of any further trees that

require impairment due to the impacts of Cyclone Gabrielle;

•Engaging a Deloitte valuation specialist to consider whether the

valuation methods applied and the discount rate used in the

orchard valuation calculations were reasonable;

•Assessing the competence, objectivity and integrity of the

Group’s independent registered valuer. This included assessing

the valuer’s professional qualifications, experience and

independence. It also included meeting with the valuer to

understand the valuation process adopted and to identify and

challenge the critical judgement areas in the valuation;

•Assessing the valuation methodology for consistency with the

prior year valuation and determining whether any changes to

the methodology were appropriate;

•Checking the mechanical accuracy of the discounted cash flow

models on a sample basis; and

•Challenging the reasonableness of the key assumptions by

comparing them to the prior year valuation, the Group’s internal

data and current market evidence. We focused on the

assumptions relating to production levels per hectare, orchard

gate returns (market prices), orchard costs, and discount rates;

oWe tested estimated production levels per hectare by

comparing orchard hectares in production with the

prior year valuation. We compared the production

levels per hectare to internal production data for the

season;

oWe tested the orchard gate returns by comparing

these to actual sales returns received during the

previous year;

oWe challenged orchard costs by comparing orchard

costs to the prior year valuation and actual costs

incurred;

oWe challenged the discount rates by comparing them

with prior year valuation discount rates and

considering the risks associated with the orchards;

58

Key audit matter How our audit addressed the key audit matter
and

oWe challenged the valuer on how the impacts (if any)

of Cyclone Gabrielle have been incorporated into the

valuation.

Group component auditor oversight

Scales Corporation has continued to grow its Global Proteins segment

including through its recent investment in Australian based FI Group

Holdings Pty Limited, ANZ Exports Pty Limited and Meateor Australia Pty

Limited (together the ‘Fayman entities') in October 2022. As disclosed in

note C3, 30 June 2023 reflects the first full year 12 -month equity share of

profits from the Fayman entities contributing $7.1 million (24%) to the

Group’s profit before tax of $29.8 million. The equity accounted share of

profits is a significant portion of the Group’s profits.

In addition to the impact on the Group’s profit we note the following:

•first time engagement for the Fayman entities with new

component audit firm based in Australia;

•the Fayman entities have different balance dates to Group; and

•first time adoption of NZ IFRS for the Fayman entities,

The level of audit effort has increased to address the matters noted above.

Given the significance of the equity accounted results of the Fayman

entities, and the increased level of audit effort in, obtaining sufficient audit

evidence over the new Fayman entities including, Group component

auditor oversight, this has been considered to be a key audit matter.

Our procedures focused on having appropriate involvement in the

component auditor’s risk assessment for the Fayman entities, including

involvement in the design of specific audit procedures, and oversight of

audit evidence to support conclusions.

We performed the following:

•Performed a Group risk and component materiality assessment

to determine the risks and scope of procedures to be performed

for the Fayman entities;

•Determined component specific materiality for the Fayman

entities and based on the nature, size and risks associated with

the Fayman entities assigned a level of significance for t he

component;

•Identified group specific risks associated to the Fayman entities,

including the extent of audit procedures, as a result of the

component significance;

•Communicated to the Fayman entities audit team significant and

other risks identified and the extent and nature of audit

procedures to be performed;

•Held discussions throughout the audit process with Fayman

entities audit team to oversee the work performed, conclusions

reached, including understanding any key judgements and

findings relevant to the Group audit;

•Performed a review of the Fayman entities auditor’s work

performed as part of their planning activities and the final audit

procedures in accordance with the referral instructions;

•Held discussions with Fayman entities management; and

•Performed a site visit to Melbourne where the Fayman entities

are located, meeting with local management and inspecting the

new manufacturing plant facilities. At the same time, we met

with the auditors of the Fayman entities and assessed the

auditor’s competency and skills to rely on evidence gathered on

our behalf to support the Group opinion.

The component auditor was required to provide written confirmation

to the group audit team explaining work performed, the results of that

work as well as key documents supporting significant findings or

observations. We performed an assessment of the appropriateness of

their procedures and conclusions by reviewing work completed.

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, and the Climate Related Disclosure, which is expected to

be made available to us after the date of 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 above when it becomes available and consider

whether the other information is materially inconsistent with the consolidated financial statements

or our knowledge obtained in the audit or otherwise appears to be materially misstated.

When we read the other information in the Annual Report and the Climate Related Disclosure, if we

conclude that there is a material misstatement therein, we are required to communicate the matter

to the directors and consider further appropriate actions.

59

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.

Nicole Dring, Partner

for Deloitte Limited

Christchurch, New Zealand

21 February 2024

60

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Scales Corporation Limited
Head Office: 52 Cashel Street | Christchurch 8013 | New Zealand

Postal: PO Box 1590 | Christchurch 8140 | New Zealand

Phone: +64 3 379 7720

scalescorporation.co.nz




NZX & Media Release


22 February 2024


COMMENDABLE GROUP PERFORMANCE IN A DISRUPTED YEAR


Highlights – 12 months to 31 December 2023


Diversified agribusiness group Scales Corporation Limited (NZX:SCL) today reported its FY2023 full

year results. Reported NPAT

1

Attributable to Shareholders was $5.2 million (FY2022: $19.4 million).

Reported earnings per share for FY2023 were 3.7 cents per share (FY2022: 13.7 cents per share).


Underlying

2

NPAT Attributable to Shareholders of $19.0 million (FY2022: $27.6 million) was at the top

end of market guidance. Underlying earnings per share for FY2023 were 13.4 cents per share

(FY2022: 18.3 cents per share).


• Group FY2023 financial results:

o Underlying NPAT of $38.4 million, down 17 per cent (FY2022: $46.4 million)

o Reported NPAT of $24.7 million, down 35 per cent (FY2022: $38.2 million)

o Underlying EBITDA of $67.5 million, down 13 per cent (FY2022: $77.9 million)

o Revenue of $565.4 million, down 9 per cent (FY2022: $619.2 million)


• Divisional summary:

o Global Proteins produced a strong performance, reflecting the ability of the division to

execute its strategy and adjust to market conditions

o The Horticulture division produced an admirable result, with higher in-market prices helping

to offset lower volumes caused by Cyclone Gabrielle

o Logistics generated a solid result despite the impact of lower volumes together with

geopolitical tensions in key trade routes


Mike Petersen, Chair of Scales Corporation, stated: “Our diversified strategy has, once again, proved

to be an important factor in our success in what was a disruptive year. This, combined with the ability


1

Net Profit After Tax

2

Underlying results exclude some New Zealand International Financial Reporting Standards (NZ IFRS) non-cash and other

adjustments. In line with current market practice, “Underlying” includes the effects of NZ IFRS 16 Leases. A reconciliation

between Net Profit and Underlying Net Profit, EBITDA and Underlying EBITDA is provided in Appendix A of our annual results

presentation pack.

2



of our divisions to execute their individual strategies during testing times, produced very commendable

Group earnings.”


“Global Proteins and Logistics performed strongly, with Horticulture producing an admirable result,

having dealt with the significant effects of Cyclone Gabrielle during the year. This is in no small part

due to the skills and resilience of the entire Scales team.”


Andy Borland, Managing Director of Scales Corporation, noted: “I would also like to mention the

aptitude and hard work of the Scales team. The Cyclone touched the lives of a significant number of

our staff members, and many more people within our Hawke’s Bay community. To see the results of

their hard work despite the adversity that they faced is testament to the strong culture that exists

within the Group as a whole.”


“We continue to keep Sustainability to the forefront of our minds, and it was an important factor during

the remediation of our orchards. A number of new initiatives were implemented throughout the year,

and we will be pleased to share details of those with you in our Climate Related Disclosure report,

which will be released in April 2024.”


“During the year we were delighted to announce the establishment of our joint venture with Esro Food

Group, which has provided us with a strategically important European presence for our Global

Proteins division. Significant progress has been made on this operation, with the first processing line

commissioned towards the end of the year.


We continue to operate with a strong financial position, with net cash of $12.0 million as at

31 December 2023.”


During 2023, Scales paid dividends of 19.0 cents per share

3

. Our dividend payments for FY2023 are

likely to revert to 2 instalments, with the first instalment of 4.25 cents per share having been paid on

18 January 2024. We will review, and advise on, a second instalment in respect of FY2023 in early

May 2024.


Divisions


Global Proteins

Underlying EBITDA for Global Proteins was $54.5 million (FY2022: $60.2 million), a decrease of 9 per

cent.



3

Scales declared the following dividends in respect of FY2022, which were paid in 2023:

• an interim dividend of 6.0 cents per share on 9 December 2022, paid on 16 January 2023

• a second interim dividend of 3.5 cents per share on 23 February 2023, paid on 31 March 2023

• a final dividend of 9.5 cents per share on 1 May 2023, paid on 7 July 2023

3



Mr Borland commented ”Global Proteins delivered a solid result in a year when its petfood ingredient

customers were rebalancing their inventories to lower, pre-COVID levels. This resulted in lower

volumes sold. Despite these new market conditions, the division performed well, adjusting its

operations accordingly.”


“Fayman delivered a pleasing first full year contribution, with its edible proteins operations

complementing our petfood ingredients operations.”


“The overall expansion of the Global Proteins division is providing a strong foundation for future

growth. Meateor Australia and Esro Petfood made excellent progress during the year, with both

businesses operational by the fourth quarter. Whilst these businesses are currently in transitional and

start-up phases respectively, we believe that these investments will be extremely strategically

important for the division in the long-term.”


Horticulture

The Horticulture division produced an Underlying FY2023 EBITDA of $14.8 million (FY2022:

$17.0 million), a decrease of 13 per cent.


Mr Borland observed “FY2023 was a very challenging year for the Horticulture division, as it was for

the entire Hawke’s Bay horticulture industry. However, the division produced a very commendable

result given the significant physical, financial and volumetric impacts of Cyclone Gabrielle.”


“Mr Apple’s own-grown export volume of 2,733k TCEs

4

was 18 per cent down on the prior year

(FY2022: 3,324k TCEs). However, Mr Apple experienced a strong finish to the season due, in part, to

limited supply in key markets, which in turn contributed to higher in-market pricing.”


“Mr Apple continues to focus on the supply of Premium varieties such as Dazzle

TM

and Posy

TM

to the

Asia and Middle East markets, a strategy that is supported by increasing in-market prices.

Development of these varieties was accelerated during 2023 and we anticipate higher sales volumes

as plantings mature.”


Logistics

Logistics delivered Underlying EBITDA, of $4.3 million (FY2022: $6.6 million), a decrease of 35 per

cent.


Mr Borland remarked “Ocean freight volumes for the Logistics division were impacted by a

combination of Cyclone Gabrielle and geopolitical tensions in key trade routes. In addition, its

airfreight volumes were, in part, affected by a slow start to the stone fruit season.”



4

Tray carton equivalent, a measure of apple and pear weight, defined as 18.6kg packed weight which equates to 18.0kg sale

weight.

4



“Notwithstanding these challenges, Scales Logistics was able to call on its supply chain experience to

navigate the difficulties and ensure on-time delivery of produce for both its internal and external

customers. We continue to appreciate the strategic value that the Logistics division brings to the

Group.”


Outlook


Mr Petersen noted: “Whilst 2023 was a difficult year, our teams dealt with the adversity with their usual

“can-do” culture. Looking forward to 2024, we anticipate a more normal year of trading, particularly for

Horticulture.”


“We anticipate that our petfood customers will continue to rebalance their inventory levels to pre-

COVID levels and note that Meateor Australia and Esro Petfood will continue to progress through their

transitional and start-up phases respectively. We look forward to realising exciting opportunities from

these key markets in the long-term.”


“Picking and packing has commenced at Mr Apple for the 2024 season and current crop indications

are positive. There is also strong initial demand for our early fruit.”


“Consequently, the Board is pleased to re-confirm the FY2024 guidance of Underlying Net Profit after

Tax Attributable to Shareholders of between $30.0 million to $35.0 million, implying an Underlying Net

Profit range of $47.0 million to $55.0 million and an Underlying EBITDA range of $81.0 million to $91.0

million.”


Mr Petersen also commented “As I progress through my first year as Chair, I have been impressed by

the tenacity and resilience of the Scales teams. On behalf of the Scales Directors and Shareholders, I

would like to thank each and every Scales team member for their hard work. Without them, we would

not be in the positive position that we are in.”


“I’m also delighted to advise that the Board has reappointed Andy Borland for a further 5-year term as

Managing Director. Andy’s contribution to the company has been significant and we look forward to a

continuation of this work for Scales Corporation in the coming years.”


Contact

Andy Borland, Managing Director, Scales Corporation Limited, Mob: 021 975 999,

email: andy.borland@scalescorporation.co.nz


About Scales Corporation

Scales Corporation is a diversified agribusiness group. It comprises three operating divisions: Global

Proteins, Horticulture and Logistics. The company’s diverse spread of activities gives Scales broad

exposure to the agribusiness sector. Scales Corporation was founded in 1897 as a shipping business

5



by George Herbert Scales. Today it has operations across New Zealand, Australia, United States and

Europe. Find out more at www.scalescorporation.co.nz.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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