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Heartland announces 1H2024 financial results

Half Year Results26 February 2024HGHFinancials

Heartland Group Holdings Limited | NZX/ASX: HGH | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info
NZX/ASX release

27 February 2024


Heartland announces 1H2024 financial results


Heartland Group Holdings Limited (Heartland) (NZX/ASX: HGH) has announced its financial results

for the six-month period ended 31 December 2023 (1H2024).


‒ Net profit after tax (NPAT) of $37.6 million. Underlying

1

NPAT of $52.7 million. NPAT decreased

by $11.1 million (22.7%) and, on an underlying basis, decreased by $2.0 million (3.6%)

compared with the six-month period ended 31 December 2022 (1H2023).

2


‒ One-off or non-cash technical items had a $15.1 million net

3

impact on NPAT.

‒ Gross finance receivables (Receivables)

4

up 4.2%

5

.

‒ Continued strong growth in New Zealand Reverse Mortgages (up 18.7%)

5

and Australian

Reverse Mortgages (up 20.0%)

5

.

‒ Solid growth in Asset Finance (up 8.9%)

5

and Motor Finance (up 6.4%)

5

.

‒ Underlying impairment expense ratio decreased by 6 basis points (bps) to 0.23% compared with

1H2023.

6


‒ Significant progress towards Heartland’s ambitions to become a bank in Australia through the

acquisition of Challenger Bank Limited (Challenger Bank).

7


‒ Completion of Heartland Bank Limited’s (Heartland Bank) core banking system upgrade in

1H2024 enabling accelerated digitalisation and automation.


In December 2023, Heartland announced revised NPAT guidance for the financial year ending 30

June 2024 (FY2024) due to:

‒ the expected A$3.5 million one-off FY2024 impact on underlying NPAT arising from the

anticipated acquisition of Challenger Bank, positioning Heartland for its next stage of growth

‒ short-term operational performance challenges - a slower than expected start to FY2024 for

Motor Finance and Australian Livestock Finance, and higher cost of funds

‒ Heartland Bank’s response to issues affecting a subset of legacy lending.


1

Unaudited financial results are presented on a reported and underlying basis. Reported results are prepared

in accordance with NZ GAAP and include the impacts of positive and negative one-offs, which can make it

difficult to compare performance between periods. Underlying results (which are non-GAAP financial

information) exclude the impact of fair value changes on equity investments held, the de-designation of

derivatives, the Australian Bank Programme costs, increase in provisions for a subset of legacy lending, and any

other impacts of one-offs. NPAT excluding only the impact of fair value changes on equity investments held,

the de-designation of derivatives and the Australian Bank Programme costs was $41.2 million. This is intended

to allow for easier comparability between periods and is used internally by management for this purpose.

Refer to Profitability on page 5 for a summary of reported and underlying results. A detailed reconciliation

between reported and underlying financial information, including details about 1H2024 one-offs, is set out on

page 41 of the 1H2024 investor presentation (IP). General information about the use of non-GAAP financial

measures is set out on page 4 and 36 of the 1H2024 IP.

2

All comparative results are based on the unaudited half year consolidated financial statements of Heartland

and its subsidiaries (the Group) for 1H2023.

3

Includes tax impact on one-offs (as and where applicable).

4

Receivables includes Reverse Mortgages.

5

Annualised 1H2024 growth excluding the impact of changes in foreign currency exchange (FX) rates.

6

Underlying impairment expense ratio refers to the impairment expense ratio calculated using underlying

results. When calculated using reported results, the impairment expense ratio was 0.70%, up 41 bps compared

with 1H2023. For more information, see page 4 of the 1H2024 IP.

7

Subject to Reserve Bank of New Zealand (RBNZ) and Australian Prudential Regulation Authority (APRA)

approval.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 2
In what has been a mixed environment in which to operate, Heartland’s 1H2024 result saw

continued growth in most of its core lending portfolios

8

, with good pipelines for further growth and

to expand market share.

The acquisition of Challenger Bank is nearing completion with the regulatory approval process now

in the final stages. When FY2024 guidance was provided, it excluded any costs related to the

acquisition of Challenger Bank. As the acquisition nears completion, it was appropriate that guidance

was updated to reflect the impact of Challenger Bank becoming part of Heartland. The impact to

underlying NPAT for FY2024 is expected to be a net loss of A$3.5 million, reflecting underlying NPAT

of Challenger Bank. This is expected to transition quickly to a profit-making position as material

deposit raising occurs.

In preparation for completion, Challenger Bank is actively raising deposits. Recent success achieved

by Challenger Bank in the Australian deposit market has exceeded Heartland’s expectations. This will

enable Heartland to optimise the advantage of a lower cost of funds post-acquisition completion.

Heartland is confident of acquisition completion in the second half of FY2024 (2H2024).

The arrears experienced in a subset of longer dated Motor Finance loans are a result of operational

issues in Heartland Bank’s Collections & Recoveries area and do not reflect any underlying issues

with the credit quality of the book. This is primarily a resourcing issue caused by illness, employee

turnover due to overseas travel, and a focus on Heartland Bank’s core banking system upgrade

(which is now complete). This is being addressed through a specialised recruitment strategy and

automation. Underlying impairments are otherwise performing as expected given the challenging

economic conditions. Heartland’s asset quality continues to shift towards loans with lower risk

exposures.


Overall performance continues to demonstrate the resilience of Heartland’s core lending portfolios

and ‘best or only’ strategy. In particular, Australian Reverse Mortgages’ market share increased to

41% as at 30 September 2023

9

and Motor Finance experienced growth of 6.4%

5

in a market where

total new and used car sales in New Zealand were down by 12.2%

10

. In the long-term Heartland

expects to continue its growth story. Organic growth is expected to improve in line with reduced

inflation. Similarly, cost of funds and net interest margin (NIM) are expected to improve as interest

rates ease.


One of Heartland’s focuses in 1H2024 has been on continuing to position for future growth.

Heartland has growth ambitions that will facilitate cost efficiency and return on equity (ROE)

expansion. Specifically, Heartland’s ambition is to achieve an underlying NPAT of $200 million and an

underlying cost-to-income (CTI) ratio of less than 35% by the financial year ending 30 June 2028

(FY2028).


Heartland has various strategic initiatives underway to support the realisation of its FY2028

ambitions, including:

‒ expansion in Australia facilitated by the acquisition of Challenger Bank providing access to

depositor funding and larger addressable markets

‒ increased digitalisation and automation to achieve frictionless service at a low cost

‒ continued growth across core lending portfolios.


8

Heartland’s core lending portfolios are Reverse Mortgages, Motor Finance, Asset Finance and Livestock

Finance.

9

Up from 36% at 30 September 2022. Based on APRA authorised deposit-taking institution (ADI) Property

Exposure and Heartland Finance data as at 30 September 2022 and 30 September 2023. This does not include

data from non-ADI providers of reverse mortgages.

10

Based on data from Turners, dated December 2023 (data sourced from Waka Kotahi NZ Transport Agency).

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 3
Key financial metrics



Reported Underlying

11


1H2024 1H2023 Movement 1H2024 1H2023 Movement

NOI

12

($m) 143.1 141.7 1.4 145.6 149.6 (4.1)

Operating expenses

(OPEX) ($m)

66.5 63.4 3.0 63.5 63.9 (0.4)

NPAT ($m) 37.6 48.7 (11.1) 52.7 54.7 (2.0)

NIM 3.67% 3.97% (29 bps) 3.67% 4.02% (34 bps)

CTI ratio 46.5% 44.8% 170 bps 43.7% 42.7% 93 bps

Impairment expense

ratio

0.70% 0.29% 41 bps 0.23% 0.29% (6 bps)

ROE 7.3% 10.6% (329 bps) 10.2% 12.1% (183 bps)

Earnings per share

(EPS)

5.3 cps 7.3 cps (2.0 cps) 7.4 cps 8.2 cps (0.8 cps)


Strategic vision

Heartland’s strategic vision is to create sustainable growth and differentiation by providing products

which are the ‘best or only’ of their kind, through scalable digital platforms. In December 2023,

Heartland Bank was proud to be recognised for its strategy in the Deloitte Top 200 Awards as a

finalist in the Best Growth Strategy category.


Heartland's strategy is underpinned by three pillars:

1. Frictionless Service at the Lowest Cost – reflected in a superior underlying CTI ratio

2. Expansion in Australia

3. Business as Usual Growth (reported on in Business performance from page 8).


Frictionless Service at the Lowest Cost – CTI ratio

Heartland measures efficiency through the CTI ratio. Through careful cost management, Heartland’s

costs were flat on 1H2023 and underlying OPEX decreased $0.4 million (0.6%). However, as a result

of NIM compression which is expected to be temporary (see page 6), Heartland’s underlying CTI

ratio increased by 93 bps on 1H2023 to 43.7%.

13

Heartland’s underlying CTI ratio remains

significantly lower than the average CTI ratio of New Zealand’s main domestic banks, and much

more comparable to the average CTI ratio of Australia’s major banks.

14

This demonstrates that

Heartland has achieved a similar operating leverage to the major Australian banks.


Heartland’s ambition is to achieve an underlying CTI ratio of less than 35% by FY2028 through

revenue growth, cost discipline, and ongoing automation and digitalisation initiatives. In doing so,

Heartland intends to provide customers with frictionless service and enable scalable growth.

Increasing customer self-service and improving process efficiencies are key to achieving this.


11

See footnote 1.

12

Net operating income (NOI) includes fair value gains/losses on investments.

13

Underlying CTI ratio refers to the CTI ratio calculated using underlying results. When calculated using

reported results, the CTI ratio was 46.5%, up 170 bps compared with 1H2023. See page 4 of the 1H2024 IP for

more information about the use of the CTI ratio, a supplementary, non-GAAP measure.

14

The average CTI ratio of New Zealand’s main domestic non-major banks excluding Heartland (The Co-

operative Bank, Kiwibank, SBS and TSB) was 70.7% for the 12 months to 30 September 2023 (data from the

RBNZ Financial Strength Dashboard, valid as at 27 November 2023). The average CTI ratio of Australia’s major

banks (ANZ, CBA, NAB and Westpac) was 45.2% for their most recent respective annual reporting periods.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 4
The upgrade of Heartland Bank’s core banking system was completed in November 2023 and is an

important enabler of increased levels of automation and digitalisation. Enhanced core system

capability allows Heartland Bank to accelerate digital development and is expected to position

Heartland Bank for greater scalability in the future.


Motor Finance digital platform enhancements continued through 1H2024, with Heartland Bank

delivering four branded online origination platforms for dealer partners. This has progressed

Heartland well towards delivering its stated goal of seven dealer origination platforms by the end of

FY2024. Work on delivering a further four platforms is in progress. Through these online platforms,

customers can purchase a vehicle conveniently from any device by selecting their vehicle, applying

for finance, and receiving an approval in minutes.


Process automation continues, with a particular focus on Heartland Bank’s Collections & Recoveries

area. Resourcing issues caused by illness, employee turnover due to overseas travel and a focus on

Heartland Bank’s core banking system upgrade (which is now complete) in the Collections &

Recoveries area have resulted in collection efforts being constrained. These challenges are being

actively resolved, including through increased automation, and do not reflect any underlying credit

quality issues. Automation is expected to improve internal workflows and reduce manual effort,

thereby reducing friction for customers and employees. Activity underway includes upgrading the

debt management and collections system, integration with core banking systems, introducing

automation to workflows and some outbound calls, and making greater use of data and analytics to

drive collections strategies.


Expansion in Australia

Considerable effort has been made in 1H2024 towards progressing Heartland’s ambition to become

a bank in Australia through the acquisition of Challenger Bank. While the acquisition remains subject

to Reserve Bank of New Zealand (RBNZ) and Australian Prudential Regulation Authority (APRA)

approval, the approval process is now in the final stages and Heartland is confident of completion in

2H2024.


Challenger Bank has commenced raising deposits ahead of being acquired by Heartland Bank and

will continue to do so. This will enable Heartland to optimise the advantage of a lower cost of funds

post-acquisition completion. In the seven-week period commencing 8 January 2024, retail deposit

growth of $528 million was achieved, at a rate which is 1.34% lower than Heartland Australia’s

(comprising Heartland Australia Holdings Pty Ltd and its subsidiaries) current cost of funds.

15



Subject to completion, the acquisition would make Heartland the only specialist bank provider of

both reverse mortgages and livestock finance in Australia. The acquisition once completed is

expected to support ongoing growth and enable expansion into new product segments in which

Heartland Bank has specialist expertise, including in Motor Finance and Asset Finance. Heartland

intends to leverage its extensive operational experience in New Zealand to drive expansion into

Australia.


Heartland continued to be the leading Australian provider of reverse mortgages as its market share

increased to 41% as at 30 September 2023.

9

Demand continues to increase for Reverse Mortgages

on both sides of the Tasman, driven by continued cost-of-living pressures and a growing proportion

of people aged 65 and over in both populations. As new trans-Tasman research by RMIT University

suggests, ageing populations are expected to place significant strain on government and local

authority resources.

16

As a result, households may need to draw more on their own resources. The

Australian Treasury’s 2020 Retirement Income Review reported that for most households aged 65


15

Month to date January 2024 cost of funds for Heartland Australia (including StockCo Australia).

16

Ageing Well in Place: An Australian and New Zealand Perspective, RMIT University.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 5
and over, the family home is their largest asset. For those wishing to remain in their home as they

age, a reverse mortgage can be a good solution to the financial barriers to ageing well in place.


Heartland’s Australian Livestock Finance business, StockCo, is positioned to benefit from strong

tailwinds in the Australian livestock sector. StockCo, is one of the largest specialist livestock finance

providers in Australia. Becoming a bank will provide Heartland with a lower cost of funds to enable

product enhancements which Heartland believes will provide a competitive advantage from which

to gain market share. StockCo continues to work with and support its clients as they overcome the

challenges of the last year, noting the recent livestock market price gains are expected to benefit

both clients and StockCo’s balance sheet.


Operating environment

Borrower demand and NIM are expected to improve as inflation eases and interest rates decline

(see page 6).


The New Zealand general election, held in October 2023, is believed to have caused some

uncertainty for many who delayed borrowing decisions until the new government and subsequent

policy changes were confirmed. In the motor market, pre-election announcements to repeal the

clean car discount scheme, and the consequent removal of internal combustion engine taxes on new

vehicles from 31 December 2023, is believed to have caused consumers to delay new vehicle buying

decisions until the 2024 calendar year. As expected, the end of January 2024 saw an increase in

vehicle purchase enquiries, with normal trading patterns anticipated by Heartland to return towards

the end of FY2024.


The adverse climatic conditions that affected Heartland’s Australian Livestock Finance portfolio in

1H2024 are dissipating. After recent rainfall across the eastern states of Australia, the chance of

drought is now reduced, and livestock prices are improving (see page 10).


The medium-term economic outlook is for improvement as higher interest rates drive down the rate

of inflation. In addition, the labour market is proving to be more resilient than expected. Typically,

however, credit outcomes tend to lag economic conditions, so similar credit outcomes are expected

through the remainder of FY2024, before an improvement in FY2025, as the expected impact of

more stable economic conditions and stronger consumer and business confidence is felt.


Financial results

Profitability

1H2024 reported results have been normalised to exclude one-off or non-cash technical items,

including the following.

17


1. Legacy hedge accounting impacts: a $4.3 million loss contributed by the derivatives that were

de-designated from their prior hedge accounting relationships in the financial year ended 30

June 2022 (FY2022). The de-designation resulted in a pre-tax $16.7 million mark-to-market

(MTM) accounting gain on these derivatives being recognised in FY2022. This MTM gain is

subsequently unwound as a loss as the cashflows from these derivatives are realised, including

a pre-tax $9.1 million loss recognised in the financial year ended 30 June 2023 (FY2023) and

pre-tax $4.3 million in 1H2024.


17

Refer to page 41 of the 1H2024 IP for an exhaustive list of 1H2024 one-offs and a detailed reconciliation

between reported and underlying financial information.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 6
2. Fair value gain on equity investment in Harmoney Corp Limited (Harmoney): a $1.9 million fair

value gain was recognised on investment in Harmoney shares during 1H2024. The fair value as

at 29 December 2023 was determined based on the closing last traded price of Harmoney

shares on the Australian Stock Exchange of A$0.49 per share.

3. Australia Bank Programme costs: $2.3 million of transaction and other costs in relation to

acquiring an ADI in Australia. In addition, $3.3 million of costs directly attributable to applying to

become an ADI have been capitalised as an intangible asset in 1H2024.

4. Increase in provisions for a subset of legacy lending: a pre-tax $16.0 million increase in

provisions to respond to issues affecting a subset of legacy lending (see page 7).


The impact of one-off items on the respective financial metrics is outlined in the table on page 3.

NOI

Total NOI was $143.1 million, an increase of $1.4 million (1.0%) from 1H2023.

Underlying NOI was $145.6 million, $4.1 million (2.7%) lower than in 1H2023. This was largely due to

a $2.0 million (1.4%) decrease in net interest income, driven by a 34 bps decrease in underlying NIM

compared with 1H2023 offset by $562.7 million (8.1%) higher average interest earning assets in

1H2024 than in 1H2023.


Underlying other operating income decreased by $2.0 million (23.1%) from 1H2023.


NIM

NIM

18

has been impacted by the following factors.


‒ Heightened competition in the New Zealand deposit market in 1H2024 as banks refinanced

their drawings under the RBNZ Funding for Lending Programme

19

, impacting Heartland Bank’s

cost of funds, thereby also contributing to NIM compression. Heartland Bank expects this to

continue through the 2024 calendar year as RBNZ Funding for Lending Programme participants

replace this funding with deposit funding.

‒ Increased growth in Reverse Mortgages.

‒ Heartland continuing to shift its portfolio composition towards lower risk exposures while

higher margin legacy business lending and other forms of non-core and unsecured lending

portfolios run off, noting that lower margin Asset Finance loans are taking longer to roll off as

customers take longer to refinance assets.


In addition, Heartland intentionally delayed passing the full impact of successive interest rate

increases onto New Zealand Reverse Mortgages and Australian Livestock Finance customers. While

this did not maximise potential NIM, it was considered the socially responsible and more sustainable

approach.


Careful pricing and margin management is in place to balance NIM and growth. Heartland expects

NIM improvement in the 2025 calendar year as the deposit market eases and older Asset Finance

and Motor Finance loans at lower rates continue to be repaid.


OPEX

OPEX was $66.5 million, an increase of $3.0 million (4.8%) on 1H2023. Underlying OPEX

17

decreased

$0.4 million (0.6%).


18

In the six months to 31 December 2023, underlying NIM contracted 33 bps from 30 June 2023.

19

One of the monetary policy tools used by the RBNZ during the COVID-19 pandemic, which allowed eligible

banks to borrow directly from the RBNZ at the official cash rate, to lower the funding costs for eligible banks.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 7
CTI ratio

The underlying CTI ratio increased by 93 bps on 1H2023 to 43.7%.

20

While costs in 1H2024 were

controlled, the CTI ratio was impacted by a decrease in NOI, largely due to NIM compression which

Heartland expects to be temporary, with NIM improvement expected in the 2025 calendar year.

Impairment expense

Overall, underlying impairments continue to perform within expectations. Impairment expense was

$24.0 million, $14.8 million (160.1%) up on 1H2023. On an underlying basis, impairment expense

was $1.2 million (13.0%) down on 1H2023, reflecting the overall improvement in asset quality.

Underlying impairment expense ratio decreased to 0.23% in 1H2024, down 6 bps compared with

1H2023.

21



As advised in December 2023, Heartland Bank’s $16.0 million (pre-tax) increase in provisions was

taken to respond to issues affecting a subset of legacy lending as outlined below. While Heartland

considered the increase in provisions was required out of prudence, it may not be utilised in full.


1. Legacy Business and Relationship lending: a $5.5 million increase in provisions held against this

portfolio. This includes a $4.5 million increase in specific provisions against legacy loans in

segments of the market to which Heartland Bank no longer lends where economic conditions

have decreased confidence in collectability, and a $1.0 million collective provision.

2. Longer dated Motor Finance loans: a $10.5 million increase in collective provisions. This was

reduced by $2.3 million to reflect write-offs experienced in 1H2024 against this cohort.


ROE

Underlying ROE was 10.2%, down 183 bps compared with 1H2023.

22

This is as a result of carrying

more capital on average following the capital raise conducted in 1H2023.


Financial position

Total assets increased by $167.1 million (2.2%) during 1H2024, driven by a $143.7 million (4.2%)

23


increase in Receivables and a $51.5 million (8.2%) increase in liquid assets.


Borrowings

24

increased by $211.1 million (3.2%). Deposits increased by $82.7 million (2.0%), along

with an increase in other borrowings of $128.4 million (5.1%) during 1H2024.


Net assets decreased by $9.7 million to $1,021.3 million. Net tangible assets (NTA) decreased by

$24.0 million to $750.2 million, resulting in an NTA per share of $1.05 (30 June 2023: $1.09).



20

Underlying CTI ratio refers to the CTI ratio calculated using underlying results. When calculated using

reported results, the CTI ratio was 46.5%, up 170 bps compared with 1H2023. See page 4 of the 1H2024 IP for

more information about the use of the CTI ratio, a supplementary, non-GAAP measure.

21

Underlying impairment expense ratio refers to the impairment expense ratio calculated using underlying

results. When calculated using reported results, the impairment expense ratio was 0.70%, up 41 bps compared

with 1H2023. For more information, see page 4 of the 1H2024 IP.

22

Underlying ROE refers to ROE calculated using underlying results. When calculated using reported results,

ROE was 7.3%, down 329 bps compared with 1H2023. For more information, see page 4 of the 1H2024 IP.

23

Annualised 1H2024 growth excluding the impact of changes in FX rates.

24

Includes retail deposits and other borrowings.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 8
Business performance


New Zealand

New Zealand Reverse Mortgages

New Zealand Reverse Mortgages NOI was $23.8 million, an increase of $3.3 million (16.3%)

compared with 1H2023. Receivables increased $83.9 million (18.7%)

25

to $972.5 million.


Older New Zealanders and Australians continue to feel the impact of cost-of-living pressures in

retirement.

25

This has been reflected in the demand for and use of Reverse Mortgages. Average

initial loan value has been steadily decreasing, from $90,287 at 31 December 2022 to $77,125 at 31

December 2023, as customers become more conservative with the amount being borrowed upfront.

Demand for Heartland Bank’s ‘Easy Living Monthly Advance’ option also increased, up 29% in

December 2023 compared with the average monthly figure across FY2023.


At the start of FY2024, Heartland Bank made improvements to its online application form and

processes, driving a higher volume of online applications and resulting in better customer outcomes

– including a more efficient application experience. Accelerated growth is expected in 2H2024 as the

benefits of these improvements continue to be realised, and as a result of demand from cashflow

pressures being felt by older homeowners.


Motor Finance

Motor Finance NOI was $31.6 million, a decrease of $1.1 million (3.3%) compared with 1H2023.

Motor Finance Receivables increased $50.6 million (6.4%)

20

to $1.6 billion.


Motor Finance experienced a slower than expected start to FY2024 as described on page 5 in a

market where total new and used car sales in New Zealand were down by 12.2% in 1H2024

26

.

Relative to the market, Heartland Bank’s growth of 6.4%

25

was very pleasing.


Motor Finance NIM continues to be impacted by a shift in asset quality, competitive pressures, and

as customers hold on to their vehicle loans for longer periods of time.


Heartland Bank continued to strengthen its distribution network of dealers and partnerships. In

1H2024, Heartland Bank renewed its partnerships with Jaguar Land Rover New Zealand and Auto

Distributors (for Peugeot, Citroen and Opel) and announced a new partnership with MG Motor in

New Zealand to launch MG Finance. Heartland Bank is now also one of Tesla’s two preferred finance

providers.

27



Online Home Loans

28


Online Home Loans NOI was $1.2 million, a decrease of $0.9 million (43.5%) compared with 1H2023.

Online Home Loans Receivables increased $9.0 million (5.7%)

25

to $322.3 million.


While the rate of growth slowed, Receivables growth of 5.7%

25

remained well above the overall New

Zealand market expansion in home lending over the period, which stood at 1.7%.

29

Heartland Bank

has strong retention of existing customers – exceeding 90% for those customers whose fixed rates

came up for review during 1H2024.


25

Ageing Well in Place: An Australian and New Zealand Perspective, RMIT University.

26

Based on data from Turners, dated December 2023 (data sourced from Waka Kotahi NZ Transport Agency).

27

Tesla preferred finance provider launched in February 2024.

28

Excludes legacy Retail Mortgages.

29

Based on RBNZ’s Registered banks and non-bank lending institutions: Sector lending (C5) data at 31

December 2023 compared with 30 June 2023. Data accurate as at 31 January 2024.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 9
Personal Lending

Personal Lending includes loans originated directly through Heartland Bank, and legacy portfolios

originated by Harmoney in New Zealand and Australia. To manage risk in the current environment,

this portfolio is not actively originating. Heartland’s Harmoney personal loans channel is closed to

new business and in run off.


Personal Lending NOI was $2.1 million, a decrease of $1.4 million (39.5%) compared with 1H2023.

Personal Lending Receivables decreased by $13.0 million (54.9%)

25

to $34.1 million. Harmoney

Receivables decreased by $4.5 million (86.2%)

25

, made up of a decrease in the New Zealand

Harmoney channel of $2.3 million (81.9%)

25

to $3.2 million, and a decrease in the Australian

Harmoney channel of $2.3 million (90.9%)

25

to $2.7 million. Heartland originated personal lending

decreased by $8.5 million (46.0%)

25

to $28.2 million in 1H2024.

Asset Finance

Asset Finance NOI was $14.3 million, a decrease of $0.6 million (4.1%) compared with 1H2023,

largely as a result of lower margin loans taking longer to roll off as customers take longer to

refinance assets. Refinance deferral by customers has also impacted growth, with Asset Finance

Receivables increasing $30.6 million (8.9%)

25

to $713.3 million. However, against this backdrop,

growth of 8.9% is strong.


Heartland Bank entered 2H2024 with a solid pipeline for further growth. Heartland Bank’s focus

remains on the freight transport and yellow goods sectors. Exposure to the forestry sectors

continues to run down.


Business

Overall Business NOI was $14.1 million, a decrease of $1.6 million (10.4%) compared with 1H2023.

Business Receivables decreased $39.1 million (13.5%)

25

to $534.5 million. This is made up of

Wholesale Lending and Business Relationship.

Wholesale Lending includes floorplan lending to vehicle retailers and wholesale facilities to other

lenders, including for medium enterprises that on-lend to their own customers in the consumer

motor and business sectors. Wholesale Lending Receivables decreased $20.1 million (16.3%)

25

to

$225.0 million, reflecting lower utilisation of floorplan lending limits as existing customers reduced

stock levels to match consumer demand. Growth from new business is anticipated in 2H2024 as

Heartland Bank continues to expand its Motor Finance dealer network, presenting Wholesale

Lending opportunities with dealerships.

Business Relationship Receivables decreased $19.0 million (11.5%)

25

to $309.5 million, as this

portfolio continues to transition from legacy loans to lower risk loans that are more cost efficient to

transact.

Open for Business (O4B)

O4B NOI was $5.5 million, a decrease of $1.2 million (18.2%) compared with 1H2023. O4B

Receivables decreased $18.2 million (30.9%)

25

to $98.9 million.


Rural

Overall Rural lending NOI was $16.8 million, a decrease of $0.2 million (1.2%) compared with

1H2023. Overall Rural portfolio Receivables decreased by $36.4 million (10.3%)

25

to $664.1 million.

This is made up of Livestock Finance, Rural Relationship and Rural Direct.

The decrease in overall Rural portfolio Receivables was primarily driven by the normal seasonal

fluctuations in Heartland’s Livestock Finance Receivables which decreased by $31.9 million (33.1%)

25

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 10
to $159.3 million. The portfolio performance was better than expected, in a market where overall

livestock prices were down year-on-year. The outlook for 2H2024 is positive as Heartland Bank

maintains its growth momentum with existing and new intermediaries.


Rural Relationship Receivables decreased by $8.2 million (3.8%)

25

to $416.2 million, reflecting

Heartland Bank’s continued transition away from large, complex, low margin lending.


Rural Direct includes Heartland’s Sheep & Beef Direct and Dairy Direct digital platforms which

provide online finance to well-geared and resilient sheep, beef and dairy farmers. Rural Direct

Receivables increased by $3.7 million (8.6%)

25

to $88.6 million. Weak livestock price conditions and

higher costs reduced confidence in the market and led to fewer farm sales, resulting in subdued

growth of the portfolio.


Australia

Australian Reverse Mortgages

Australian Reverse Mortgages NOI was $26.2 million, an increase of $3.1 million (13.4%) compared

with 1H2023. Australian Reverse Mortgages Receivables increased by $152.9 million (20.0%)

25

to

$1.7 billion.


As in New Zealand, cost-of-living pressures are contributing to growth in Australian Reverse

Mortgages and the way in which customers are using their Reverse Mortgages.

30

Cost-of-living

requests (debt consolidation, supplementing income) have increased while lifestyle requests (car,

travel) have softened. Home improvements and debt consolidation remain the top two loan

purposes.


Growth is expected to remain strong in 2H2024 as older Australians seek to remain in their home as

they age.


Australian Livestock Finance

Australian Livestock Finance NOI was $8.2 million, a decrease of $3.3 million (28.6%) compared with

1H2023. Receivables decreased $76.4 million (40.4%)

25

to $298.6 million.


Adverse weather conditions and drought concerns continued to negatively impact livestock prices in

1H2024. Many producers either consolidated debt with banks or destocked ahead of the drought

and, in doing so, sold livestock at low prices. While other farmers with sufficient feed retained

livestock for longer periods to gain weight and recoup value. This resulted in growth challenges and

compressed Australian Livestock Finance NIM.


January and February are traditionally low trading months, however the market remains cautious

yet optimistic ahead of autumn restocking, the reducing risk of drought and the recent

improvements in lamb and cattle prices. Cattle prices are now above the 10- and 20-year averages.

While Trade Lamb prices have nearly doubled over recent weeks and now sit above the 20-year

average and slightly below the 10-year average.

31

Heartland expects a stronger performance from

Australian Livestock Finance in 2H2024, with growth on a value basis.


Funding and liquidity


Heartland increased borrowings by $211.1 million (3.2%) to $6,838.5 million.



30

Ageing Well in Place: An Australian and New Zealand Perspective, RMIT University.

31

Data from the National Livestock Reporting Service.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 11
New Zealand

Heartland Bank increased borrowings by $217.3 million (4.6%) to $4,963.5 million.


Total deposits grew $82.7 million (2.0%) during 1H2024 to $4,213.8 million, which was driven by

competitive pricing on targeted products, including Heartland Bank’s Digital Saver offering which

launched in October 2023.


Term deposits increased by $187.5 million (7.1%) during 1H2024, while call deposits and savings

deposits decreased by $104.8 million (7.0%). The savings to total deposit ratio decreased from 17%

to 15%, while call to total deposit ratio remained consistent during 1H2024.

Heightened competition is being experienced in the deposit market and is expected to continue

through the 2024 calendar year as banks refinance their drawings under the RBNZ Funding for

Lending Programme. Despite market competition resulting in a higher cost of funds, Heartland

Bank’s cost of funds has outperformed its key peer challenger banks


in the first quarter of FY2024.

32


Other borrowings increased by $134.6 million (21.9%) during 1H2024, largely due to an increase in

the amount drawn down in Heartland Bank’s committed auto warehouse facility by $149.5 million.

This was partially offset by the decreased amount of Heartland Bank’s issuance of short-term

Commercial Paper.


A $100 million limit increase to Heartland Bank’s committed auto warehouse facility was executed in

September 2023 taking the total limit outstanding to $500 million.


With a regulatory capital ratio at 14.07%

33

, Heartland Bank continues to operate significantly in

excess of regulatory minimums and is well positioned to meet the RBNZ’s future higher capital

requirements. These requirements are for a core capital ratio of 11.50% and a total capital ratio of

16.00% by 1 July 2028.


Australia

Heartland Australia increased borrowings by A$4.2 million (0.2%) to A$1,736.7 million. Excluding

StockCo Australia (comprising StockCo Australia Management Pty Ltd, StockCo Holdings 2 Pty Ltd

and their subsidiaries), which was transferred from Heartland to Heartland Australia on 1 August

2023, borrowings increased by A$74.9 million (5.1%) from 1H2023 to A$1,557.1 million.


An A$50 million tap issue was completed in October 2023 and a further A$105 million tap Medium

Term Note (MTN) was issued in December 2023. The proceeds were used to refinance another

maturing facility and provide further Reverse Mortgage funding. The aggregate outstanding issuance

under Heartland Australia’s MTN programme was A$395 million as at 31 December 2023 (30 June

2023: A$240 million).


The aggregate senior limits of the two Reverse Mortgage securitisation warehouses were expanded

by A$200 million during the period, providing Heartland Australia with access to A$1.77 billion of

committed funding in aggregate.


StockCo Australia decreased borrowings by A$70.6 million (28.2%) to A$179.6 million

34

, reflecting

the current book size.


32

Based on dashboard data from the RBNZ for the period July 2023 to September 2023.

33

Heartland Bank’s regulatory capital ratio decreased slightly to 14.07% as at 31 December 2023 (30 June

2023: 14.71%) driven by balance sheet growth and the FY2023 dividend payment.

34

Excluding intercompany funding from Heartland Australia.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 12
Heartland Australia has also made significant progress on negotiations with senior lenders to make

existing securitisation facilities compliant with the Australian Prudential Standards for ADIs in

anticipation of operating in Australia as a licenced bank.


Regulatory update


On 31 January 2024, New Zealand’s Minister of Commerce and Consumer Affairs announced plans to

review the:

‒ Credit Contracts and Consumer Finance Act 2003 to ensure it works effectively to protect

vulnerable consumers without unnecessarily limiting access to credit. Consultation is expected

over the coming months, including on removing prescriptive affordability requirements for

lower-risk lending and reviewing the penalty and disclosure regimes.

‒ Financial Markets (Conduct of Financial Institutions) Amendment Act 2022 given concerns that

it could result in disproportionate compliance costs.

Heartland Bank will monitor for further developments regarding any proposed changes.


The Commerce Commission is due to publish its preliminary findings from the market study into any

factors that may affect competition for the supply or acquisition of personal banking services around

March 2024, with the final report due by 20 August 2024.


The new depositor compensation scheme under the Deposit Takers Act 2023 is now expected to

commence from mid-2025.


In Australia, Heartland is monitoring changes to Australian regulatory requirements for its existing

businesses and is preparing for the acquisition of Challenger Bank, which is an APRA regulated ADI

(including compliance with the Financial Accountability Regime).


Sustainability update


Heartland is preparing to meet the new Climate-Related Disclosures obligations introduced through

the Financial Sector (Climate-Related Disclosures and Other Matters) Amendment Act 2021.

Heartland’s first climate statement is required as part of its full year reporting for FY2024.

Heartland’s sustainability strategy is built on three pillars: environment, people and financial

wellbeing. Significant achievements in 1H2024 are outlined below.


‒ Heartland’s Board established a Sustainability Committee to oversee Heartland’s sustainability

strategy and implementation plans.

‒ As part of funding Heartland’s borrowers’ transition to a net-zero economy, Australian Livestock

Finance business, StockCo, announced a two-year pilot project with farmer-led software

provider Ruminati. The software helps producers track and validate on-farm climate action

across the supply chain. The partnership will allow StockCo to view its clients’ on-farm

emissions, and understand the client’s strategy for farm management, climate risk mitigation

and emission reduction strategies.

‒ Heartland Bank’s Manawa Ako internship programme welcomed 30 Māori and Pasifika

rangatahi (youth). The FY2024 programme received 80 applications – the greatest number of

applications received since the programme was established in 2017.

‒ Heartland Bank was awarded Canstar New Zealand’s Bank of the Year – Savings for the sixth

year in a row, with five-star ratings awarded for its Direct Call Account (for the eighth year in a

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 13
row), 32-day Notice Saver Account (for the second year in a row), and 90-day Notice Saver

Account.

‒ Australian Reverse Mortgage business, Heartland Finance, was awarded a Non-Bank of the Year

Excellence Award at the Australian Mortgage Awards 2023 for the fourth year in a row.


Removal from FTSE Global Equity Index Series Small Cap Index


Heartland will be removed from the FTSE Global Equity Index Series Small Cap Index (Index) after

close of business on Friday, 15 March 2024 (UK time), following the semi-annual review of the Index.

Heartland wishes to ensure that all shareholders have this information, following some recent

speculation in the market.


Heartland is being removed from the Index as it no longer meets the Index’s liquidity requirement

for existing constituent issuers to pass a monthly median turnover test based on their free float

shares on issue. Heartland’s best estimate is it is likely that less than 3% of its shares must be sold as

a result of its removal from the Index.


The Index includes over 18,000 large, mid, small and micro-cap securities across 48 developed and

emerging markets globally, with a wide range of modular indices available to target specific markets

and market segments.


Interim dividend


Heartland is pleased to declare a 1H2024 interim dividend of 4.0 cps, down 1.5 cps on 1H2023.

Heartland’s interim dividend yield of 11.9%

35

compares with 8.7%

36

in 1H2023.


A slightly lower interim dividend is consistent with current earnings and previous payout ratios and

does not reflect a change in policy.


The interim dividend will be paid on Wednesday 20 March 2024 (Payment Date) to shareholders on

the company’s register as at 5.00pm NZST on Wednesday 6 March 2024 (Record Date) and will be

fully imputed.


Heartland has a Dividend Reinvestment Plan (DRP), giving eligible shareholders the opportunity to

reinvest some or all of their dividend payments into new ordinary shares. The DRP will apply to the

interim dividend with a 2.0% discount.

37

The DRP offer document and participation form is available

on Heartland’s website at heartlandgroup.info/investor-information/dividends.


Looking forward

Heartland’s vision is to create sustainable growth and a superior underlying CTI ratio, providing

digital banking products which are the best or only of their kind to markets it considers are

underserved in New Zealand and Australia. By FY2028, its ambition is to achieve an underlying NPAT

of $200 million and underlying CTI ratio of less than 35%. Heartland has various strategic initiatives


35

Total fully imputed dividends for 1H2024 (interim) and 2H2023 (final) divided by the closing share price as at

26 February 2024 of $1.17.

36

Total fully imputed dividends for 1H2023 (interim) and 2H2022 (final) divided by the closing share price as at

24 February 2023 of $1.75.

37

That is, the strike price under the DRP will be 98.0% of the volume weighted average sale price of Heartland

shares over the five trading days following the Record Date. For the full details of the DRP and the Strike Price

calculation, refer to the Heartland DRP offer document dated 10 December 2018.

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 14
underway to support the realisation of its future growth ambitions.


Completing the Challenger Bank acquisition is the focal point for 2H2024 and a critical step in

Heartland’s strategy for expansion in the Australian market – and ultimately towards achieving its

FY2028 ambitions. Recent success achieved by Challenger Bank in the Australian deposit market has

exceeded Heartland’s expectations and will enable Heartland to optimise the advantage of a lower

cost of funds post-acquisition completion. The regulatory approval process for the Challenger Bank

acquisition is nearing completion and Heartland is confident of completion in 2H2024.


In the long-term Heartland expects to continue its growth story. Organic growth is expected to

improve in line with reduced inflation. Similarly cost of funds and NIM are expected to improve as

interest rates ease.


While 2H2024 is expected to be challenging, Heartland is confident in the resilience of its core

lending portfolios and ‘best or only’ strategy and anticipates accelerated organic growth in line with

reduced inflation.


In particular, New Zealand and Australian Reverse Mortgages are expected to continue to perform

well as Heartland meets the financial needs of ageing populations in both countries. Although

competition has increased in Australia, this brings with it greater opportunities for increased

awareness and acceptance of reverse mortgages as a solution to living a more comfortable

retirement. Heartland’s partnership with RMIT University continues through 2H2024 as it seeks to

gain a more in-depth understanding of the factors which can impact an individual’s ability to age well

in place.


Core lending portfolio growth will be supported by accelerated digitalisation and automation,

enabled by the completion of Heartland Bank’s core banking system upgrade. Process automation

and the development of more customer self-service functionality will contribute to enhanced

efficiency and the removal of friction for employees and customers. Increased digitalisation,

alongside ongoing cost discipline and revenue growth, underpins Heartland’s ability to achieve a

superior underlying CTI ratio and achieve scalable growth. This is what sets Heartland apart.


Heartland expects NPAT for FY2024 to be within the guidance range of $93 million to $97 million,

excluding any impacts of fair value changes on equity investments held and the impact of the de-

designation of derivatives and Australian Bank Programme transaction costs. Excluding the impact of

the (non-cash) increase in provisions for a subset of legacy lending, and Challenger Bank NPAT, the

underlying guidance range is $108 million to $112 million, reflecting Heartland’s underlying

operational performance (which is the basis upon which the underlying 1H2024 results are

presented).


– ENDS –


The persons who authorised this announcement:

Jeff Greenslade, Chief Executive Officer

Andrew Dixson, Chief Financial Officer


For further information and media enquiries, please contact:

Nicola Foley, Group Head of Communications

+64 27 345 6809

nicola.foley@heartland.co.nz

Level 3, Heartland House, 35 Teed Street, Newmarket, Auckland, New Zealand

Heartland Group Holdings Limited | 0800 85 20 20 | PO Box 9919, Newmarket, Auckland 1149 | heartlandgroup.info 15
About Heartland

Heartland is a financial services group with operations in Australia and New Zealand. Heartland has a

long history with roots stretching back to 1875, and is listed on the New Zealand and Australian

stock exchanges (NZX/ASX: HGH).


Heartland’s New Zealand business, Heartland Bank, provides customers with savings and deposit

products, online home loans, reverse mortgages, business loans, car loans and rural loans. In

Australia, Heartland’s main business is currently in reverse mortgages through Heartland Finance

which is a market leader. Heartland also operates StockCo Australia, a specialist livestock financier,

which was acquired by Heartland in May 2022. In October 2022, Heartland announced its intention

to purchase Challenger Bank, a digital bank based in Melbourne, Australia, subject to obtaining the

requisite regulatory approvals.


Heartland’s point of differentiation is its ‘best or only’ strategy – where it focuses on providing

products which are the best or only of their kind through scalable digital platforms. Heartland is

committed to delivering financial solutions through speed and simplicity, particularly via digital

platforms which reduce the cost of onboarding and make it easier for customers to open accounts or

apply for funds when they need it.


More about Heartland: heartlandgroup.info

---

1H2024 Results
For the six-months ended

31 December 2023

Contents
2

01Highlights & strategic update3-8

02Financial results, funding & liquidity9-18

03NZ divisional summary19-26

04AU divisional summary27-32

05Outlook33-34

06Disclaimer, glossary & appendices35-42

2

Jeff Greenslade
Chief Executive Officer Heartland Group

01

Highlights & strategic update

Presentation of results
01

4

Unaudited financial results in this investor presentation are presented on a reported and underlying basis.

•Reported results are prepared in accordance with NZ GAAP and include the impacts of one-offs, both positive and negative, which can make it

difficult to compare performance between periods.

•Underlying results (which are non-GAAP financial information) exclude the impacts of fair value changes on equity investments held, the de-

designation of derivatives, the ABP costs, increase in provisions for a subset of legacy lending, and any other impacts of one-offs. This is intended to

allow for easier comparability between periods, and is used internally by management for this purpose.

Adjustments for underlying results impact net operating income (NOI), operating expenses (OPEX), net profit after tax (NPAT), net interest margin

(NIM) and earnings per share (EPS). Underlying return on equity (ROE), underlying cost to income (CTI) ratio and underlying impairment expense ratio

measures are supplementary, non-GAAP measures that may be used by investors, industry analysts and others in assessing and benchmarking

profitability and performance against the industry and/or other companies. A GAAP and non-GAAP comparative is provided for each of these measures.

Refer to Appendix 3 on page 41 for a detailed reconciliation between reported and underlying financial information, including details about one-offs in

the periods covered in this investor presentation.

General information about the use of non-GAAP financial measures is set out on page 36 of this investor presentation.

Solid performance despite economic headwinds
01

5

Resilience of core lending

portfolios

•Continued Receivables growth in

most core lending portfolios with

good pipelines for further growth

and to expand market share.

•Strong growth in Reverse

Mortgages (NZ up 18.7%, AU up

20.0%)

1

.

•Solid growth in Asset Finance (up

8.9%)

1

and Motor Finance (up

6.4%)

1

– Motor Finance

experienced growth in a market

where total new and used car

sales in NZ were down 12.2%

2

.

•Heartland’s funding, liquidity and

capital positions remain strong.

Becoming a bank in

Australia

•The acquisition of Challenger

Bank is nearing completion with

the regulatory approval process

now in the final stages.

3

•Recent success of Challenger

Bank in the AU deposit market has

exceeded Heartland’s

expectations. This will enable

Heartland to optimise the

advantage of a lower cost of funds

post-acquisition completion.

Growth

•In the long-term Heartland

expects to continue its growth

story.

•Organic growth is expected to

improve in line with reduced

inflation. Similarly cost of funds

and NIM are expected to improve

as interest rates ease.

December 2023 revision

to guidance

•The expected A$3.5 million one-

off FY2024 impact on underlying

NPAT arising from the anticipated

acquisition of Challenger Bank,

positioning Heartland for its next

stage of growth.

•Short-term operational

performance challenges – a

slower than expected start to

FY2024 for Motor Finance and AU

Livestock Finance, and higher

cost of funds.

•Heartland Bank’s response to

issues affecting a subset of

legacy lending.

1

Annualised 1H2024 growth excluding the impact of changes in FX rates.

2

Based on data from Turners, dated December 2023 (data sourced from Waka Kotahi NZ Transport Agency)

3

The acquisition of Challenger Bank remains subject to the requisite regulatory approvals.

1
Refer to Appendix 3 for a reconciliation between reported and underlying NPAT result.

2

NPAT excluding only the impact of fair value changes on equity investments held, the de-designation of derivatives and the ABP costs was $41.2 million.

3

Receivables also includes Reverse Mortgages.

4

Annualised 1H2024 growth excluding the impact of changes in FX rates.

Group financial highlights

6

01

NPAT

2

NIMCTI ratio

Impairment

expense ratio

ROEEPS

Reported

$37.6m3.67%46.5%0.70%7.3%5.3 cps




22.7%vs 1H2023

29 bpsvs 1H2023170bps vs 1H202341 bps vs 1H2023329bps vs 1H20232.0cps vs 1H2023

Underlying

1

$52.7m3.67%43.7%0.23%10.2%7.4 cps




3.6% vs 1H2023

34bps vs

1H2023

33bps vs

FY2023

93 bpsvs 1H20236 bps vs 1H2023183 bpsvs 1H20230.8cps vs 1H2023

Receivables

3

BorrowingsEquity

Interim

dividend

$6,924m$6,839m$1,021m4.0 cps



4.2%

4

vs June 20233.2% vs June 20230.9%vs June 20231.5 cps vs 1H2023

Note: The graph shows 1H2024 growth in Receivables by portfolio excluding the impact of changes in FX rates and intercompany balances. All figures in NZ$m.
1

Annualised 1H2024 growth excluding the impact of changes in FX rates.

2

Based on data from Turners, dated December 2023 (data sourced from Waka Kotahi NZ Transport Agency).

7

Business as Usual Growth

01

6,791

6,935

84

51

(13)

9

(19)

31

(20)

(18)

(8)

(32)

4

153

(76)

Jun-23Reverse

Mortgages NZ

MotorPersonal

Lending

Home LoansBusiness

Relationship

Asset FinanceWholesale

Lending

Open for

Business

Rural

Relationship

Livestock

Finance NZ

Rural DirectReverse

Mortgages AU

Livestock

Finance AU

Dec-23

(11.5%)

6.4%

(33.1%)

8.9%

(54.9%)

20.0%

5.6%

(30.9%)

(3.8%)

(40.4%)

18.7%

(16.3%)

8.6%

$144m (4.2%)

1


$130m (9.1%)

1


Household

NZAU

Business

Rural

$27m (-3.9%)

1


$36m (-10.3%)

1


•Overall Receivables growth of 4.2%

1

.

•Continued strong Reverse Mortgage growth (NZ up 18.7%, AU up 20.0%)

1

.

•Motor Finance growth of 6.4%

1

in market where total new and used car sales in NZ were down 12.2%

2

.

FY2028 growth ambitions
1

Underlying CTI ratio excludes one-off impacts. Refer to Appendix 3 for a reconciliation between reported and underlying result.

2

The average CTI ratio of New Zealand’s main domestic non-major banks excluding Heartland (The Co-operative Bank, Kiwibank, SBS and TSB) was 70.7% for the 12

months to 30 September 2023 (data from the RBNZ Financial Strength Dashboard, valid as at 27 November 2023). The average CTI ratio of Australia’s major banks (ANZ, CBA, NAB and Westpac) was 45.2% for their most recent respective annual reporting periods.

3

Based on APRA ADI Property

Exposure and Heartland Finance data as at 30 September 2022 and 30 September 2023. This does not include data from non-ADI providers of reverse mortgages.

4

The acquisition of Challenger Bank remains subject to requisite regulatory approvals.

8

01

Strong growth in core lending

•Achievement of ambitions requires Receivables growth rates at historical levels only.

CTI ratio of less than 35%

•Underlying CTI ratio of 43.7%

1

, remains significantly lower than the average CTI ratio of NZ’s non-major domestic

banks and much more comparable to the average CTI ratio of major AU banks.

2

•Heartland Bank core banking system upgrade completed in 1H2024, enabling accelerated digitalisation.

•Motor digitalisation through the delivery of branded online origination platforms for Motor Finance dealer partners.

•Process automation with a focus on Heartland Bank’s Collections & Recoveries area to improve internal workflows

and reduce manual effort.

Australia

•Continues to be leading provider of reverse mortgages with market share of 41% at 30 September 2023 (up from

36% at 30 September 2022).

3


•Positioned to benefit from structural tailwinds in AU Livestock sector.

•Subject to completion

4

, the acquisition of Challenger Bank will:

‒make Heartland the only specialist bank provider of both reverse mortgages and livestock finance in AU

‒support ongoing growth and enable expansion into new product segments

‒enable Heartland to optimise the advantage of a lower cost of funds post-acquisition completion.

•Heartland intends to leverage its extensive operational experience in New Zealand to drive expansion into AU.

Underlying

NPAT

$110m

Underlying

NPAT

$200m+

FY2023

Result

FY2028

Ambition

Underlying CTI

ratio

42%

Underlying

CTI ratio

<35%

Andrew Dixson
Chief Financial Officer Heartland Group

02

Financial results, funding & liquidity

ReportedUnderlying
Financial

performance

NII$138.7m


0.1% vs 1H2023

$138.7m


1.4% vs 1H2023

OOI

1

$4.4m


54.9% vs 1H2023

$6.8m


23.1% vs 1H2023

NOI$143.1m


1.0% vs 1H2023

$145.6m


2.7% vs 1H2023

OPEX$66.5m


4.8%vs 1H2023

$63.9m


0.6%vs 1H2023

Impairment Expense$24.0m


160.1% vs 1H2023

$8.0m


13.0%vs 1H2023

Tax Expense$15.0m


26.5%vs 1H2023

$21.2m


2.4%vs 1H2023

NPAT

2

$37.6m


22.7%vs 1H2023

$52.7m


3.6%vs 1H2023

NIM3.67%


29bps vs 1H2023

3.67%


34bps vs 1H2023


33bps vs FY2023

CTI46.5%


170 bps vs 1H2023

43.7%


93bps vs 1H2023

Impairment Expense Ratio

3

0.70%


41 bps vs 1H2023

0.23%


6 bps vs 1H2023

ROE7.3%


329bps vs 1H2023

10.2%


183bps vs 1H2023

EPS5.3 cps


2.0cps vs 1H2023

7.4 cps


0.8cps vs 1H2023

Financial

Position

Receivables

4

$6,924m


4.2%

5

vs June 2023

Borrowings$6,839m


3.2% vs June 2023

Equity$1,021m


0.9%vs June 2023

Equity/Total Assets12.9%


40bps vs June 2023

Group financial results

1

OOI includes fair value gains/losses on investments.

2

Refer to Appendix 3 for a reconciliation between reported and underlying NPAT result.

3

Impairment expense as a percentage of average Receivables.

4

Receivables also includes Reverse Mortgages .

5

Annualised 1H2024 growth excluding the

impact of changes in FX rates.

10

02

Note: All figures in NZ$m. Refer to Appendix 3 for a reconciliation between reported and underlying NPAT result.
1

Compounded growth rate for the period 1H2020-1H2024.

Growth in profitability

11

02

Underlying: 54.7 → 52.7

2.0 (3.6%)

Reported: 48.7 → 37.6

11.1 (22.7%)

NPAT ($ million)

39.9

44.1

47.5

48.7

37.6

32.1

42.9

47.6

47.2

FY20FY21FY22FY23FY24

-23%

1.5%

1

+3%

+8%

+11%

38.2

43.3

47.1

54.7

52.7

38.7

44.6

49.0

55.5

FY20FY21FY22FY23FY24

-4%

+13%

+9%

+16%

8.4%

1

Underlying NPAT ($ million)

Note: NIM is calculated as net interest income/average gross interest earning assets.
1

Underlying gross interest yield increased 157 bps vs 1H2023 to 8.93%, contributing to a 145 bps increase in NIM vs 1H2023.

2

Underlying cost of funds increased 217 bps vs 1H2023 to 5.34%, contributing to a 193 bps decrease in NIM vs 1H2023.

3

Underlying liquid asset yield increased 163 bps vs

1H2023 to 3.52%, contributing to a 14 bps increase in NIM vs 1H2023.

4.30%

4.05%

3.97%

3.97%

3.67%

4.30%

4.16%

4.02%

4.00%

3.67%

Dec-21Jun-22Dec-22Jun-23Dec-23

Reported NIMUnderlying NIM

Net interest margin

12

02

FY24 NIM

outlook

NIM

Underlying NIM

34 bps

Reported NIM

29 bps

Underlying Gross interest yield

8.93%

NIM contribution 145bps

1


vs 1H2023

Underlying Cost of funds

5.34%

NIM contribution 193bps

2


vs 1H2023

Underlying Liquid assets yield

3.52%

NIM contribution 14bps

3


vs 1H2023

NIM compression

expected to be

temporary.

Improvements

anticipated in

CY2025 as

competitive

pressures in the

deposit market

ease and older

Asset Finance and

Motor Finance

loans at lower rates

continue to be

repaid.

Note:
•CTI ratio is calculated as OPEX/NOI.

•Underlying CTI ratio excludes one-off impacts. Refer to Appendix 3 for a reconciliation between reported and underlying result.

43.8%

43.6%

44.8%

44.9%

46.5%

43.1%

42.5%

42.7%

42.0%

43.7%

Dec-21Jun-22Dec-22Jun-23Dec-23

Reported CTI ratioUnderlying CTI ratio

Reported

3.0m (4.8%)

Cost to income ratio

13

02

CTI ratio

FY24 CTI ratio

outlook

Underlying

0.4m (0.6%)

Expected to gradually

improve, via continued

cost discipline, revenue

growth and digitalisation

initiatives.

Note: Impairment expense ratio is calculated as impairment expense/average Receivables.
Provisions

14

02

0.33%

0.29%0.29%

0.36%

0.70%

0.33%

0.25%

0.29%

0.36%

0.23%

Dec-21Jun-22Dec-22Jun-23Dec-23

Impairment Expense Ratio

Reported Impairment Expense RatioUnderlying Impairment Expense Ratio

90.9

112.0

132.4

126.9

178.6

1.70%

1.81%

2.05%

1.87%

2.58%

Dec-21Jun-22Dec-22Jun-23Dec-23

Non Performing Loans

Non Performing LoansNon Performing Loans Ratio

NPL

 51.7m

vs 30 June 2023

NPL ratio

 71 bps

vs 30 June 2023

Legacy Business and Relationship lending: $5.5 million.

•$4.5 million increase in specific provisions against legacy loans in segments of

the market Heartland Bank no longer lends to where economic conditions have

decreased confidence in collectability.

•$1.0 million collective provision.

Longer standing Motor Finance loans: $10.5 million increase in collective

provisions.

43.6

44.0

45.7

50.9

53.5

9.6

8.0

8.0

2.4

16.0

53.2

52.0

53.7

53.3

69.5

1010.0

1060.0

1110.0

1160.0

1210.0

1260.0

20.0

30.0

40.0

50.0

60.0

70.0

80.0

Dec-21Jun-22Dec-22Jun-23Dec-23

Total Provisions

UnderlyingCovid-19

Overlay

Economic

Overlay

Increase in

Provisions

CPI

1
Underlying ROE refers to ROE calculated using underlying results. When calculated using reported results, ROE was 7.3%, down 329 bps. See page 4 for more information about the use of ROE, a supplementary, non-GAAP measure.

2

Total fully imputed dividends for 1H2024 (interim) and 2H2023

(final) divided by the closing share price as at 26 February 2024 of $1.17.

3

Total fully imputed dividends for 1H2023 (interim) and 2H2022 (final) divided by the closing share price as at 24 February 2023 of $1.75.

4

That is, the strike price under the DRP will be 98.0% of the volume weighted

average sale price of Heartland shares over the five trading days following the Record Date. For the full details of the DRP and the Strike Price calculation, refer to the Heartland DRP offer document dated 10 December 2018.

•Underlying ROE of 10.2% (down 183 bps vs 1H2023).

1

•EPS of 5.3 cps, down 2.0 cps compared with 1H2023.

•Underlying EPS of 7.4 cps (down 0.8 cps vs 1H2023).

•Interim dividend of 4.0 cps, down 1.5 cps on 1H2023.

•Dividend yield of 11.9%

2

(1H2023: 8.7%

3

).

•A slightly lower interim dividend is consistent with current earnings and previous

payout ratios and does not reflect a change in policy.

•Heartland’s DRP will apply to the interim dividend with a 2.0% discount.

4

Shareholder return

15

02

12.1%

12.6%

12.1%

11.9%

10.2%

Dec-21Jun-22Dec-22Jun-23Dec-23

Underlying ROE

6.9

7.6

8.1

7.3

5.3

5.6

7.3

8.0

6.7

FY20FY21FY22FY23FY24

EPS (cps)

Interim EPSFinal EPS

New Zealand
•Heartland Bank increased borrowings by $217.3 million (4.6%) to $4,963.5 million.

•Deposits grew $82.7 million (2.0%) to $4,213.8 million, driven by competitive pricing on targeted products, including Heartland’s Notice Saver

offerings, particularly the Digital Saver product which launched in October 2023.

•Despite market competition, Heartland Bank’s cost of funds outperformed its key peer challenger banks in Q1.

1

•Other borrowings increased by $134.6 million (21.9%), largely due to an increased drawdown in Heartland Bank’s committed auto warehouse

facility by $149.5 million. Partially offset by the decreased amount of Heartland Bank’s issuance of short-term Commercial Paper.

•$100 million limit increase to Heartland Bank’s committed auto warehouse facility was executed in September 2023 taking the total limit

outstanding to $500 million.

1

Based on dashboard data from the RBNZ for the periodJuly 2023-September 2023.

2

Includes intercompany deposits.

Core funding

Ratio

89.7%

as at Dec 23

vs 75% regulatory

minimum

↑ 0.06pps vs Jun 23

1-week

Mismatch

8.52%

as at Dec 23

vs 0% regulatory

minimum

↓ 0.17pps vs Jun 23

1-month

mismatch

8.11%

as at Dec 23

vs 0% regulatory

minimum

↓ 0.23pps vs Jun 23

Funding & liquidity

16

02

2,178

2,189

2,445

2,629

2,816

851

895

807

783

783

307

513

825

719

614

235

268

191

227

377

278

273

120

220

225

110

209

207

168

148

3,959

4,347

4,596

4,746

4,963

Dec-21Jun-22Dec-22Jun-23Dec-23

HBL Funding Composition

2

$m

Term depositsCall deposits

Savings depositsSecuritised funding

Retail bondsOther wholesale funding

165

132

209

173

123

296

274

269

315

389

138

221

297

216

162

599

628

775

704

674

Dec-21Jun-22Dec-22Jun-23Dec-23

HBL Liquidity Composition $m

Undrawn limitInvestmentsCash

1
StockCo Australia was transferred from Heartland to Heartland Australia on 1 August 2023.

2

Excluding intercompany funding from Heartland Australia.

3

For comparison purposes, StockCo Australia is included from the acquisition date of 31 May 2022.

4

Includes cash and undrawn limit of securitised

funding.

Funding & liquidity

Australia

•Heartland Australia increased borrowings by A$4.2

million (0.2%) to A$1,736.7 million.

•Excluding StockCo Australia

1

, borrowings increased

by A$74.9 million (5.1%) to A$1,557.1 million.

•An A$50 million tap issue was completed in October

2023 and a further A$105 million tap MTN was

issued in December 2023. The proceeds were used

to refinance another maturing facility and provide

further Reverse Mortgage funding.

•The aggregate outstanding issuance under

Heartland Australia’s MTN programme was A$395

million as at 31 December 2023.

•The aggregate senior limits of the two Reverse

Mortgage securitisation warehouses were

expanded by A$200 million, providing access to

A$1.77 billion of committed funding in aggregate.

•StockCo Australia decreased borrowings by A$70.6

million (28.2%) to A$179.6 million

2

, reflecting the

current book size.

17

02

865

919

1,005

1,119

1,154

266

281

363

242

402

121

1

296

253

250

180

1,131

1,497

1,621

1,733

1,737

Dec-21Jun-22Dec-22Jun-23Dec-23

Heartland Australia

Funding Composition

3

A$m

Securitised fundingMTNsOther BorrowingsStockCo AU...

117

154

119

55

220

64

58

53

47

74

21

72

89

160

180

233

244

191

454

Dec-21Jun-22Dec-22Jun-23Dec-23

Heartland Australia

Liquidity Composition

3

A$m

Undrawn limitCashStockCo AU

(Liquidity)

4

•With a regulatory capital ratio of 14.07%
1

,

Heartland Bank continues to operate

significantly in excess of regulatory minimums

and is well positioned to meet the RBNZ’s

future higher capital requirements.

•The RBNZ future capital requirements are for a

core capital ratio of 11.50% and a total capital

ratio of 16.00% by 1 July 2028.

1

Heartland Bank’s regulatory capital ratio decreased slightly to 14.07% as at 31 December 2023 (30 June 2023: 14.71%) driven by balance sheet growth and the FY2023 dividend payment (paid on 20 September 2023).

Note:

•Retained earnings includes current NPAT.

•StockCo Australia was transferred from Heartland to Heartland Australia on 1 August 2023.

•RBNZ total capital ratio plus prudential capital buffer requirement of 10.50% as at 31 December 2023.

Capital

18

02

Total Tier 1 Capital

contribution (0.63%)

Heartland Capital Allocation $m

Heartland Capital Movement $m

700

284

37

Heartland BankHeartland AustraliaHeartland Group Holdings

$1,021 million (12.9% of total assets) as at 31 December 2023

Leanne Lazarus
Chief Executive Officer Heartland Bank

03

NZ divisional summary

20
NZ Household

03

$2,957m

Household Receivables

 $130m (9.1%)

3

vs June 2023

$59m

Household NOI

$0.1m (0.1%)

vs 1H2023

Reverse

Mortgages

$23.8m, 40.4%

$3.3m (16.3%)

Motor

Finance

$31.6m, 53.6%

$1.1m (3.3%)

Reverse

Mortgages

$972.5m, 32.9%

$83.9m (18.7%)

3

Motor

Finance

$1,621.9m, 54.8%

$50.6m (6.4%)

3

Home Loans

1

$328.6m, 11.1%

$9.0m (5.6%)

3

1

Includes Online Home Loans and legacy Retail Mortgages.

2

Excluding the impact of changes in FX rates.

3

Annualised 1H2024 growth excluding the impact of changes in FX rates.

4

Based on data from Turners, dated December 2023 (data sourced from Waka Kotahi NZ Transport Agency).

5

Tesla

preferred finance provider launched in February 2024.

6

Excludes legacy Retail Mortgages.

7

Based on RBNZ’s Registered banks and non-bank lending institutions: Sector lending (C5) data at 31 December 2023 compared with 30 June 2023. Data accurate as at 31 January 2024.

Personal Lending

2

$34.1m, 1.2%

$13.0m (54.9%)

3

Personal Lending

2

$2.1m, 3.5%

$1.4m (39.5%)

Home Loans

1

$1.5m, 2.5%

 $1.0m (40.0%)

Reverse Mortgages

•Strong growth of 18.7%

3

.

•Current demand driven by the ongoing cost-of-

living strain placed on older homeowners.

•Accelerated growth expected in 2H2024.

Motor Finance

•Very pleasing growth of 6.4%

3

in a market where

total new and used car sales in NZ were down

12.2%

4

.

•Strengthened distribution network (including

new partnerships with MG Motor and Tesla

5

).

Online Home Loans

•Growth of 5.7%

6

well above the overall NZ

market expansion in home lending of 1.7%.

7

•Retention exceeded 90% for customers whose

fixed rates came up for renewal in 1H2024.

Personal Lending

•The portfolio is not actively originating.

•The Harmoney personal loans channel is closed

to new business and in run off.

Motor Finance & Collections position
03

21

Issue affecting a subset of longer dated loans

•Economic conditions impacting more severely on a subset of longer dated loans which arose from operational issues in

Heartland Bank’s Collections & Recoveries area and do not reflect any underlying issues with the credit quality of the book.

This is primarily a resourcing issue, and these challenges are being actively resolved as described below.

•Resourcing issues were caused by illness, employee turnover due to overseas travel and a focus on Heartland Bank’s core

banking system upgrade (which is now complete).

Active resolution

•Additional resourcing to full capacity.

•Specialised recruitment strategy underway for a more stable and experienced workforce, with increased regional focus.

•While Heartland Bank is addressing resourcing, it remains a challenge.

•Increased automation is required to improve internal workflows and reduce manual effort. This includes upgrading the

debt management and collections system, integration with core banking systems, and making greater use of data and

analytics to drive collections strategies.

22
NZ Reverse Mortgages portfolio analytics

03

1

Annualised 1H2024 growth excluding the impact of changes in FX rates.

2

Compounded annual growth rate for the period 1 July 2018 – 30 December 2023.

$972m

NZ Reverse Mortgages

+$84m (18.7%)

1

vs June 2023

$135,139

Average

loansize

78

Weighted average

borrowers’ age

16.7%

Compounded annual

growth rate

2

9.6%

Average

originationLVR

22.8%

Weighted

averageLVR

0.0%

Proportion ofthe

loan book over75%LVR

0

Number ofloans in the

book over75%LVR

$96m

(-$13m vs 1H2023)

1H2024 origination

$58m

(+$7m vs 1H2023)

Total repayments in 1H2024

12.9%

(vs 14.0% in 1H2023)

1H2024 repayment rate

22.8%

(vs 31.4% in 1H2023)

Repayments from vintage loans

(+11 years)

23
NZ Business

03

$1,347m

Business Receivables

1

 $26.8m (3.9%)

2

vs June 2023

$34m

Business NOI

 $3.5m (9.3%)

vs 1H2023

Wholesale

Lending

$225.0m, 16.7%

$20.1m (16.3%)

2

Asset

Finance

$713.3m, 53.0%

$30.6m (8.9%)

2

Relationship

$309.5m, 23.0%

$19.0m (11.5%)

2

Wholesale

Lending

$5.3m, 15.8%

 $0.8m (12.5%)

Asset

Finance

$14.3m, 42.2%

$0.6m (4.1%)

Relationship

$8.8m, 26.0%

$0.9m (9.1%)

1

Excluding the impact of changes in FX rates.

2

Annualised 1H2024 growth excluding the impact of changes in FX rates.

O4B

1

$98.9m, 7.3%

 $18.2m (30.9%)

2

Asset Finance

•Growth of 8.9%

2

is strong against a backdrop

of lower margin loans taking longer to roll off

as customers take longer to refinance assets.

Wholesale Lending

•Growth from new business is anticipated in

2H2024 as Heartland Bank continues to

expand its Motor Finance dealer network,

presenting Wholesale Lending opportunities

with dealerships.

Relationship

•Includes legacy Business Relationship

lending being run down as Heartland

continues to transition to loans which

present lower risk and are more cost efficient

to transact.

O4B

$5.5m, 16.1%

 $1.2m (18.2%)

24
NZ Rural

03

$664m

Rural Receivables

 $36.4m (10.3%)

1

vs June 2023

Rural

Relationship

$416.2m, 62.7%

$8.2m (3.8%)

1

Livestock

Finance

$159.3m, 24.0%

 $31.9m (33.1%)

1

Rural Direct

$88.6m, 13.3%

$3.7m (8.6%)

1

$17m

Rural NOI

 $0.2m (1.2%)

vs 1H2023

Rural

Relationship

$10.6m, 63.2%

 $1.6m (13.3%)

Livestock

Finance

$3.9m, 23.2%

$0.2m (5.4%)

Rural Direct

$2.3m, 13.6%

$1.2m (118.8%)

Livestock Finance

•Decrease in Receivables was driven by the

normal seasonal fluctuations, with growth

expected in 2H2024.


Rural Direct

•Weak livestock price conditions and higher

costs reduced confidence in the market and

led to fewer farm sales, resulting in subdued

growth.

Rural Relationship

•Reduction in Receivables of $8.2 million due

to the continued transition of the book away

from large, complex, low margin lending.

1

Annualised 1H2024 growth excluding the impact of changes in FX rates.

$4,968m
NZ Receivables

 $67m (2.7%)

1

vs June 2023

25

NZ divisional summary

03

Household

$2,957m,

59.5%

Rural

$664m,

13.4%

Business

$1,347m,

27.1%

$110m

NZ NOI

 $4m (3.3%)

vs 1H2023

Household

$59m,

53.8%

Rural

$17m,

15.3%

Business

$34m,

30.9%

Note: 1H2024 growth in Receivables by portfolio is excluding the impact of changes in FX rates and intercompany balances. All figures in NZ$m.

1

Annualised 1H2024 growth excluding the impact of changes in FX rates.

4,901
4,968

84

51

(13)

9

(19)

31

(20)

(18)

(8)

(32)

4

Jun-23Reverse

Mortgages

MotorPersonal

Lending

Home LoansBusiness

Relationship

Asset FinanceWholesale

Lending

Open for

Business

Rural

Relationship

Livestock

Finance NZ

Rural DirectDec-23

(11.5%)

6.4%

(33.1%)

8.9%

(54.9%)

5.6%

(30.9%)

(3.8%)

18.7%

(16.3%)

8.6%

26

NZ divisional summary

03

$67m (2.7%)

1


$130m (9.1%)

1


Household

Business

Rural

$36m (-10.3%)

1


$27m (-3.9%)

1


Note: The graph shows 1H2024 growth in Receivables by portfolio excluding the impact of changes in FX rates and intercompany balances. All figures in NZ$m.

1

Annualised 1H2024 growth excluding the impact of changes in FX rates

Chris Flood
Deputy Chief Executive Officer Heartland Group

04

AU divisional summary

Preparation for completion of Challenger Bank acquisition
1

04

28

Recruitment of key

roles well advanced

to support bank

operations,

expansion ambitions

and compliance with

regulatory standards.

Transaction

related costs

expected to be

expensed in FY2024

which are one-off,

non-recurring in

nature and do not

impact underlying

performance.

2

Early Challenger Bank AU deposit market experience

exceeding Heartland expectations

•Challenger Bank is actively raising deposits ahead of

being acquired by Heartland Bank and will continue to do

so. This will enable Heartland to optimise the advantage

of a lower cost of funds post-acquisition completion.

•Recent success of Challenger Bank in the AU deposit

market has exceeded Heartland’s expectations.

•In the seven-week period commencing 8 January 2024,

retail deposit growth of $528 million was achieved, at a

rate which is 1.34% lower than Heartland Australia’s

current cost of funds.

2

Premises leased

in Melbourne and

Sydney to

accommodate

growth.

1

The acquisition of Challenger Bank remains subject to requisite regulatory approvals.

2

Month to date January 2024 cost of funds for Heartland Australia (including StockCo Australia).

2

Refer to ABP costs in Appendix 3.

1
Excluding the impact of changes in FX rates.

2

Annualised 1H2024 growth excluding the impact of changes in FX rates.

29

AU Household

04

$1,668m

Household Receivables

1

 $152.9m (20.0%)

2

vs June 2023

$26m

Household NOI

 $3.1m (13.4%)

vs 1H2023

Reverse Mortgages

1

•Strong growth of 20.0%.

2

•Cost-of-living requests (debt consolidation,

supplementing income) have increased

while lifestyle requests (car, travel) have

softened. Home improvements and debt

consolidation remain the top two loan

purposes.

•Growth is expected to remain strong in

2H2024 as older Australians seek to remain

in their home as they age.

30
AU Reverse Mortgages portfolio analytics

1

1

Excluding the impact of changes in FX rates (where applicable). All figures in NZD.

2

Compounded annual growth rate for the period 1 July 2018 – 30 December 2023.

3

Annualised 1H2024 growth excluding the impact of changes in FX rates.

$1,668m

AU Reverse Mortgages

+$153m (20.0%)

3

vs June 2023

$190,849

Average

loansize

77

Weighted average

borrowers’ age

22.6%

Compounded annual

growth rate

2

11.9%

Average

originationLVR

22.7%

Weighted

averageLVR

0.1%

Proportion ofthe

loan book over75%LVR

3

Number ofloans in the

book over75%LVR

$185m

(-$1m vs 1H2023)

1H2024 origination

$104m

(-$3m vs 1H2023)

Total repayments in 1H2024

13.8%

(vs 16.7% in 1H2023)

1H2024 repayment rate

16.1%

(vs 17.2% in 1H2023)

Repayments from vintage loans

(+11 years)

04

AU Rural
31

04

$299m

Rural Receivables

1

 $76.4m (40.4%)

2

vs June 2023

$8m

Rural NOI

 $3.3m (28.6%)

vs 1H2023

1

Excluding the impact of changes in FX rates.

2

Annualised 1H2024 growth excluding the impact of changes in FX rates.

3

Data from the National Livestock Reporting Service.

Livestock Finance

•Adverse weather conditions and drought

concerns continued to negatively impact

livestock prices in 1H2024.

•With the reducing risk of drought, livestock

prices have improved. Cattle prices are now

above the 10- and 20-year averages and

Trade Lamb prices have nearly doubled over

recent weeks and now sit above the 20-year

average and slightly below the 10-year

average.

3

•Heartland expects a stronger performance

in 2H2024, with growth on a value basis.

32
AU divisional summary

04

$1,967m

AU Receivables

1

 $76.5m (8.0%)

2

vs June 2023

Household

$1,668m,

84.8%

Rural

$299m,

15.2%

$34m

AU NOI

 $0.2m (0.5%)

vs 1H2023

Household

$26m,

76.2%

Rural

$8m, 23.8%

1

Excluding the impact of changes in FX rates.

2

Annualised 1H2024 growth excluding the impact of changes in FX rates.

Jeff Greenslade
Chief Executive Officer Heartland Group

05

Outlook

FY2024 outlook
34

05

FY2024 NPAT

•Heartland expects NPAT for

FY2024 to be within the guidance

range of $93 million to $97 million,

excluding any impacts of fair value

changes on equity investments

held and the impact of the de-

designation of derivatives and ABP

transaction costs.

•Excluding the impact of the (non-

cash) increase in provisions for a

subset of legacy lending, and

Challenger Bank NPAT, the

underlying guidance range is $108

million to $112 million, reflecting

Heartland’s underlying operational

performance (which is the basis

upon which the underlying 1H2024

results are presented).

Complete the acquisition of Challenger Bank within 2H2024

1

•The focal point for 2H2024 and a critical step in Heartland’s strategy for

expansion in AU market – and ultimately towards achieving its FY2028

ambitions.

Growth expected through core lending portfolio resilience

•2H2024 is expected to be challenging, however improved organic growth is

anticipated in line with reduced inflation.

•Heartland is confident in the resilience of its core lending portfolios and ‘best

or only’ strategy – with a particular focus on Reverse Mortgages.

Growth supported by digitalisation and cost discipline

•Heartland’s ability to achieve a superior underlying CTI ratio over time and

enable scalable growth is underpinned by increased digitalisation, cost

discipline and revenue growth.

•Increased levels of digitalisation and automation enabled by Heartland Bank’s

core banking system upgrade, completed in 1H2024.

1

Subject to the requisite regulatory approvals.

06
Disclaimer, glossary & appendices

Disclaimer
This presentation has been prepared by Heartland Group Holdings Limited (NZX/ASX:

HGH) (the Company or Heartland) for the purpose of briefings in relation to its financial

statements.

The presentation and the briefing (together the Presentation) contain summary information

only, which should not be relied on in isolation from the full detail in the financial statements.

The information in the Presentation has been prepared with due care and attention, but its

accuracy, correctness and completeness cannot be guaranteed. No person (including the

Company and its directors, shareholders and employees) will be liable to any other person

for any loss arising in connection with the Presentation.

The Presentation outlines a number of the Company’s forward-looking plans and projections.

Those plans and projections reflect current expectations, but are inherently subject to risk

and uncertainty, and may change at any time. There is no assurance that those plans will be

implemented or that projections will be realised. You are strongly cautioned not to place

undue reliance on any forward-looking statements, particularly in light of the current

economic climate.

No person is under any obligation to update this presentation at any time after its release or

to provide further information about the Company.

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.

Non-GAAP measures

This presentation contains references to non-GAAP measures including underlying profit or

loss, underlying ROE, underlying CTI ratios and underlying EPS. A reconciliation between

reported and the non-GAAP measure of underlying financial information is included on page

41.

Because Heartland complies with accounting standards, investors know that comparisons

can be made with confidence between reported profits and those of other companies, and

there is integrity in Heartland’s reporting approach. These non-GAAP figures are provided as

a supplementary measure for readers to assess Heartland’s performance alongside NZ GAAP

reported measures, where one-offs, both positive and negative, can make it difficult to

compare profits between years. However, these non-GAAP measures do not have

standardised meanings prescribed by GAAP and should not be viewed in isolation nor

considered a substitute for measures reported in accordance with NZ GAAP.

Non-GAAP financial information has not been subject to review by PricewaterhouseCoopers,

Heartland’s external auditor.

All amounts are in New Zealand dollars unless otherwise indicated. Financial data in this

presentation is as at 31 December 2023 unless otherwise indicated. Any other financial

information provided as at a date after 31 December 2023 has not been audited or reviewed

by any independent registered public accounting firm.

36

06

Glossary
37

06

ABP

Australia Bank ProgrammeNOINet operating income

ADI

Authorised deposit-taking institutionNPATNet profit after tax

APRA

Australian Prudential Regulation AuthorityNPLNon performing loan

bps

Basis pointsO4BOpen for Business

Challenger Bank

Challenger Bank LimitedOOIOther operating income

CPI

Consumers price indexOPEXOperating expenses

cps

Cents per shareppsPercentage points

CTI ratio

Cost to income ratioRBNZReserve Bank of New Zealand

DRP

Dividend Reinvestment PlanReceivablesGross Finance Receivables

EPS

Earnings per shareROEReturn on Equity

FX

Foreign currency exchangeStockCo Australia

Comprised of StockCo Australia Management Pty Ltd, StockCo Holdings 2

Pty Ltd and their subsidiaries

Harmoney

Harmoney Corp LimitedCY20252025 calendar year (1 January to 31 December 2025)

Heartland

Heartland Group Holdings Limited or the CompanyFY2024Financial year ending 30 June 2024

Heartland Australia

Heartland Australia Holdings Pty Ltd and its direct and indirect

wholly-owned subsidiaries

FY2028Financial year ending 30 June 2028

Heartland Bank, HBL

Heartland Bank Limited1H2020First half of FY2020 (1 July to 31 December 2019)

LVR

Loan-to-value ratio1H2023First half of FY2023 (1 July to 31 December 2022)

MTN

Medium Term Note1H2024First half of FY2024 (1 July to 31 December 2023)

NII

Net interest income2H2024Second half of FY2024 (1 January to 30 June 2024)

NIM

Net interest marginQ1First quarter of FY2024 (1 July to 30 September 2023)

Heartland’s sustainability framework is built on three key pillars: environment, people and financial wellbeing.
Sustainability

38

06

Heartland is making good progress to meet the

new Climate-Related Disclosures

obligations in NZ, with Heartland’s first climate

statement required as part of full year reporting

for FY2024.

Heartland Bank awarded Canstar NZ’s Bank

of the Year – Savings (sixth year in a row).

Plus, Five-star ratings for Direct Call Account,

32-Day Notice Saver Account and 90-Day

Notice Saver Account.

Heartland’s Board established a

Sustainability Committee to oversee

Heartland’s sustainability strategy and

implementation plans.

StockCo announced a two-year pilot project

with Australian farmer-led software

provider Ruminati, to help producers track

and validate on-farm climate action across the

supply chain.

Heartland Finance, awarded a Non-Bank of

the Year Excellence Award at the

Australian Mortgage Awards 2023 (fourth

year in a row).

The Manawa Ako internship welcomed 30 Māori

and Pasifika interns in its sixth intake, with the

greatest number of applications since

programme establishment in 2017.

ReportedUnderlying
$m 1H241H23Change ($)Change (%)1H241H23Change ($)Change (%)

NII138.7138.9(0.2)(0.1%)138.7140.8(2.0)(1.4%)

OOI

1

4.42.81.554.9%6.88.9(2.0)(23.1%)

NOI143.1141.71.41.0%145.6149.6(4.1)(2.7%)

OPEX66.563.43.04.8%63.563.9(0.4)(0.6%)

Impairment Expense24.09.214.8160.1%8.09.2(1.2)(13.0%)

Profit Before Tax52.669.0(16.5)(23.8%)74.076.5(2.5)(3.2%)

Tax Expense15.020.4(5.4)(26.5%)21.221.8(0.5)(2.4%)

NPAT37.648.7(11.1)(22.7%)52.754.7(2.0)(3.6%)

NIM

3.67%3.97%(29 bps)3.67%4.02%(34 bps)

CTI

46.5%44.8%170 bps43.7%42.7%93 bps

Impairment Expense Ratio

2

0.70%0.29%41 bps0.23%0.29%(6 bps)

ROE

7.3%10.6%(329 bps)10.2%12.1%(183 bps)

EPS

5.3 cps7.3 cps

(2.0cps)7.4 cps8.2 cps(0.8 cps)

1

Includes fair value movements.

2

Impaired asset expense as a percentage of average Receivables.

Appendix 1: Financial performance

39

06

$m31 Dec 202330 June 2023Movement ($m)Movement (%)
Liquid Assets678627528.2%

Gross Finance Receivables6,9246,7911332.0%

Provisions(70)(53)(16)(30.5%)

Other Assets382383(1)(0.3%)

Total Assets7,9147,7471672.2%

Retail Deposits4,2144,131832.0%

Other Borrowings2,6252,4961285.1%

Total Funding6,8396,6272113.2%

Other Liabilities5589(34)(38.6%)

Equity1,0211,031(10)(0.9%)

Total Equity & Liabilities7,9147,7471672.2%

Appendix 2: Financial position

40

06

1H2024 one-offs and non-cash technical items included in the reported result:
•Hedging: a $4.3 million loss was recognised in relation to derivatives that were de-

designated from prior hedge accounting relationships in FY2022.

•Valuation of equity investments: a $1.9 million fair value gain was recognised on investment

in Harmoney shares.

•Other provisions: $0.1 million of unwarranted legacy provisions were released.

•ABP costs: $2.3 million of transaction and other costs in relation to becoming an ADI in

Australia. In addition, $3.3 million of costs directly attributable to applying to become an ADI

have been capitalised as an intangible asset.

•Other non-recurring expenses: $0.8 million.

•Impairment provision: a $16.0 million increase in provisions to respond to issues affecting a

subset of legacy lending.

1H2023one-offs and non-cash technical itemsincluded in the reported result:

•Hedging: a $3.6 million loss was recognised in relation to derivatives that were de-

designated from prior hedge accounting relationships in FY2022.

•Valuation of equity investment in Harmoney: a $2.4 million fair value loss was recognised

on investment in Harmoney.

•Bridging loan: a $1.9 million interest expense was recognised for a A$158 million bridging

loan taken by Heartland to acquire StockCo Australia, which was fully repaid in September

2022.

•Other non-recurring expenses: ($0.5 million).

Appendix 3: Reconciliation of reported with underlying results

41

06

$m1H20241H2023Movement ($)Movement (%)

Reported NOI143.1 141.7 1.4 1.0%

Less:

Hedge accounting Impacts(4.3)(3.6) (0.7)

Net fair value gain/loss on investments1.9(2.4) 4.3

StockCo Australia acquisition (bridging loan)-(1.9)1.9

Underlying NOI145.6 149.6 (4.1) (2.7%)

Reported OPEX66.5 63.4 3.0 4.8%

Less:

Legacy provisions and accruals(0.1)-(0.1)

ABP costs2.3 -2.3

Other non-recurring items0.8 (0.5) 1.2

Underlying OPEX

63.5 63.9 (0.4)

(0.6%)

Reported impairment expense24.0 9.2 14.8 160.1%

Less:

Increase in provisions for a subset of legacy

lending

16.0 -

16.0

Underlying impairment expense

8.0 9.2 (1.2)

(13.0%)

Reported NPAT37.6 48.7

(11.1)

(22.7%)

Less:

Post-tax impact of one-offs(15.1)(6.0)(9.1)

Underlying NPAT

52.7 54.7 (2.0)

(3.6%)

Reported NIM

3.67%3.97%

(29 bps)

Underlying NIM

3.67%4.02%(34 bps)

Reported CTI

46.5%44.8%170 bps

Underlying CTI

43.7%42.7%93 bps

Reported ROE

7.3%10.6%(329 bps)

Underlying ROE

10.2%12.1%(183 bps)

Investor information
For more information

heartlandgroup.info/investor-information

Investor & media relations

Nicola Foley

Group Head of Communications

+64 27 345 6809

nicola.foley@heartland.co.nz

Thank you

---

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



Results for announcement to the market

Name of issuer Heartland Group Holdings Limited

Reporting Period 6 months to 31 December 2023

Previous Reporting Period 6 months to 31 December 2022

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$143,109 1.0%

Total Revenue $143,109 1.0%

Net profit/(loss) from

continuing operations

$37,600 -22.7%

Total net profit/(loss) $37,600 -22.7%

Interim/Final Dividend

Amount per Quoted Equity

Security

$ 0.04000000

Imputed amount per Quoted

Equity Security

$ 0.01555556

Record Date 06/03/2024

Dividend Payment Date 20/03/2024

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$1.05 $1.09

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood


Authority for this announcement

Name of person


authorised

to make this announcement

Andrew Dixson, Chief Financial Officer

Contact person for this

announcement

Nicola Foley, Group Head of Communications

Contact phone number 027 345 6809

Contact email address nicola.foley@heartland.co.nz

Date of release through MAP


27/02/2024


Unaudited financial statements accompany this announcement.

---

Distribution Notice




Section 1: Issuer information

Name of issuer Heartland Group Holdings Limited

Financial product name/description Ordinary shares

NZX ticker code HGH

ISIN (If unknown, check on NZX

website)

NZHGHE0007S9

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year Quarterly

Half Year X Special

DRP applies X

Record date 06/03/2024

Ex-Date (one business day before the

Record Date)

05/03/2024

Payment date (and allotment date for

DRP)

20/03/2024

Total monies associated with the

distribution

1


$ 28,610,610.80

Source of distribution (for example,

retained earnings)

Retained earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$ 0.05555556

Gross taxable amount

3

$ 0.05555556

Total cash distribution

4

$ 0.04000000

Excluded amount (applicable to listed

PIEs)

NIL

Supplementary distribution amount $ 0.00705882

Section 3: Imputation credits and Resident Withholding Tax

5


Is the distribution imputed


Fully imputed – YES

Partial imputation

No imputation


1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This should include any excluded amounts, where applicable to listed PIEs.

5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is

fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute

advice as to whether or not RWT needs to be withheld.



If fully or partially imputed, please
state imputation rate as % applied

6


28%

Imputation tax credits per financial

product

$ 0.01555556

Resident Withholding Tax per

financial product

$ 0.00277778

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

2.0%

Start date and end date for

determining market price for DRP

07/03/2024 13/03/2024

Date strike price to be announced (if

not available at this time)

14/03/2024

Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)

New issue

DRP strike price per financial product

$

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms

07/03/2024, 5.00pm NZT

Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Andrew Dixson, Chief Financial Officer

Contact person for this

announcement

Nicola Foley, Group Head of Communications

Contact phone number 027 345 6809

Contact email address nicola.foley@heartland.co.nz

Date of release through MAP


27/02/2024







6

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

---

INTERIM
FINANCIAL STATEMENTS

For the six months ended 31 December 2023


P. 2

Contents



Page

General Information.................................................................................................................................................................. .......3

Directors.................................................................................................................................................................................... .........3

Auditor........................................................................................................................................................................................... ....3

Directors’ Statement................................................................................................................................................................. ...... 4

Consolidated Interim Statement of Comprehensive Income......................................................................................................5

Consolidated Interim Statement of Changes in Equity...............................................................................................................6

Consolidated Interim Statement of Financial Position................................................................................................................7

Consolidated Interim Statement of Cash Flows...........................................................................................................................8

Notes to the Interim Financial Statements

1 Interim financial statements preparation......................................................................................................................10

Performance

2 Segmental analysis............................................................................................................................................................11

3 Net interest income..................................................................................................................................................... ......13

4 Operating expenses...........................................................................................................................................................13

5 Impaired asset expense.............................................................................................................................................. ......14

6 Earnings per share............................................................................................................................................................ 14

Financial Position

7 Finance receivables measured at amortised cost.........................................................................................................15

8 Borrowings..........................................................................................................................................................................17

9 Share capital and dividends.............................................................................................................................................18

10 Related party transactions and balances........................................................................................................................18

11 Intangible assets............................................................................................................................................................... 19

12 Fair value....................................................................................................................................................................... ......21

Risk Management

13 Enterprise risk management............................................................................................................................................25

Other Disclosures

14 Contingent liabilities and commitments.......................................................................................................................25

15 Events after reporting date..............................................................................................................................................25

Independent auditor’s review report........................................................................................................................................... 26






P. 3

General Information


Heartland Group Holdings Limited (HGH) is incorporated in New Zealand and registered under the Companies Act 1993. The

shares in HGH are listed on the New Zealand Exchange (NZX) main board and the Australian Securities Exchange (ASX) under a

foreign exempt listing.


HGH's address for service is Level 3, 35 Teed Street, Newmarket, Auckland 1023.



Directors


All Directors of HGH reside in New Zealand with the exception of Ellen Frances Comerford and Geoffrey Edward Summerhayes

who reside in Australia. Communications to the Directors can be sent to Heartland Group Holdings Limited, Level 3, 35 Teed

Street, Newmarket, Auckland 1023.


There have been no other changes in the composition of the Board of Directors of HGH since 30 June 2023 to the six months

ended 31 December 2023.


Auditor


PricewaterhouseCoopers

PwC Tower, Level 27

15 Customs Street West

Auckland 1010


P. 4
Directors’ Statement

The Interim Financial Statements for the six months ended 31 December 2023 for HGH and its subsidiaries (together the Group)

are dated 26 February 2024 and have been signed by all the Directors.

G R Tomlinson (Chair)E F Comerford

J K Greenslade K Mitchell

G E Summerhayes


P. 5

Consolidated Interim Statement of Comprehensive Income

For the six months ended 31 December 2023





Unaudited

6 Months to December

2023

Unaudited

6 Months to December

2022



$000's Note


Interest income

3

319,522 240,716

Interest expense

3

180,774 101,813

Net interest income 138,748 138,903




Operating lease income


2,999 2,696

Operating lease expense


2,136 1,862

Net operating lease income 863 834




Lending and credit fee income


5,906 6,397

Other expenses


(4,270) (1,966)

Net operating income 141,247 144,168




Operating expenses

4

66,498 63,450

Profit before fair value gain on investments, impaired asset

expense and income tax

74,749 80,718


Fair value gain/(loss) on investments


1,862 (2,449)

Impaired asset expense

5

24,036 9,240

Profit before income tax 52,575 69,029




Income tax expense


14,975 20,367

Profit for the period 37,600 48,662


Other comprehensive income/(loss)


Items that are or may be reclassified subsequently to profit or loss:


Effective portion of change in fair value of derivative financial

instruments for cashflow hedges


(11,083) 8,536


Movement in fair value reserve (40) (752)

Movement in foreign currency translation reserve (1,540) (9,736)

Other comprehensive loss for the period, net of income tax (12,663) (1,952)

Total comprehensive income for the period 24,937 46,710


Earnings per share


Basic earnings per share 6 5.30c 7.30c

Diluted earnings per share 6

5.30c

7.30c


Total comprehensive income for the period is attributable to the owners of the Group.


The notes to the Interim Financial Statements form an integral part of, and should be read in conjunction with, these Interim

Financial Statements. These Interim Financial Statements should be read in conjunction with the Consolidated Financial

Statements for the year ended 30 June 2023.




P. 6

Consolidated Interim Statement of Changes in Equity


For the six months ended 31 December 2023




Share

Capital

Employee

Benefit

Reserve

Foreign

Currency

Translation

Reserve

Fair

Value

Reserve

Cash Flow

Hedge

Reserve

Retained

Earnings

Total

Equity





$000's Note

Unaudited - December 2023



Balance as at 1 July 2023

800,712 3,581 (8,438) (3,978) 15,075 224,052 1,031,004



Total comprehensive

income for the period





Profit for the period

- - - - - 37,600 37,600

Other comprehensive (loss), net

of income tax


- - (1,540) (40) (11,083) - (12,663)

Total comprehensive (loss)/

income for the period

- - (1,540) (40) (11,083) 37,600 24,937



Contributions by and

distributions to owners





Dividend paid 9

- - - - - (42,579) (42,579)

Share based payments 9

- 631 - - - - 631

Vesting of share based payments 9

765 (765) - - - - -

Share issuance 9

7,283 - - - - - 7,283

Total transactions with owners 8,048 (134) - - - (42,579) (34,665)

Balance as at 31 December 2023 808,760 3,447 (9,978) (4,018) 3,992 219,073 1,021,276


Unaudited - December 2022



Balance as at 1 July 2022

599,185 4,646 (1,635) (1,034) 7,959 199,586 808,707

Total comprehensive

income for the period





Profit for the period

- - - - - 48,662 48,662

Other comprehensive (loss)/gain,

net of income tax


- - (9,736) (752) 8,536 - (1,952)

Total comprehensive (loss)/

income for the period

- - (9,736) (752) 8,536 48,662 46,710



Contributions by and

distributions to owners





Dividends paid 9

- - - - - (32,610) (32,610)

Share based payments

- (263) - - - - (263)

Vesting of share based payments

1,170 (1,170) - - - - -

Share issuance 9

197,006 - - - - - 197,006

Transaction costs associated with

capital raising

9 (3,695) - - - - - (3,695)

Total transactions with owners 194,481 (1,433) - - - (32,610) 160,438

Balance as at 31 December 2022 793,666 3,213 (11,371) (1,786) 16,495 215,638 1,015,855


The notes to the Interim Financial Statements form an integral part of, and should be read in conjunction with, these Interim

Financial Statements

. These Interim Financial Statements should be read in conjunction with the Consolidated Financial

Statements for the year ended 30 June 2023.



P. 7

Consolidated Interim Statement of Financial Position



As at 31 December 2023





Unaudited

December 2023

Audited

June 2023

$000's

Note

Assets

Cash and cash equivalents 286,925 310,286

Investments 12 405,903 330,240

Derivative financial instruments 12 21,526 36,983

Finance receivables measured at amortised cost 7 4,222,679 4,334,214

Finance receivables - reverse mortgages 12 2,632,001 2,403,810

Investment properties 11,903 11,903

Operating lease vehicles 17,547 16,966

Right of use assets 14,924 12,318

Other assets 28,386 26,342

Current tax asset 17,647 1,960

Intangible assets 11 248,224 235,733

Deferred tax asset 22,872 21,105

Total assets 7,930,537 7,741,860


Liabilities

Deposits 8 4,213,768 4,131,025

Other borrowings 8 2,620,690 2,493,510

Derivative financial instruments 12 21,034 7,624

Lease liabilities 17,133 14,287

Tax liabilities - 6,112

Trade and other payables 36,636 58,298

Total liabilities 6,909,261 6,710,856

Net assets 1,021,276 1,031,004


Equity

Share capital 9 808,760 800,712

Retained earnings and other reserves 212,516 230,292

Total equity 1,021,276 1,031,004



The notes to the Interim Financial Statements form an integral part of, and should be read in conjunction with, these

Interim Financial Statements

. These Interim Financial Statements should be read in conjunction with the Consolidated

Financial Statements for the year ended 30 June 2023.



P. 8


Consolidated Interim Statement of Cash Flows


For the six months ended 31 December 2023


Unaudited

6 Months to

December 2023

Unaudited

6 Months to December

2022



$000's

Note

Cash flows from operating activities

Interest received 197,352 155,508

Operating lease income received 2,645 2,197

Lending, credit fees and other income received 4,882 1,516

Operating inflows 204,879 159,221


Interest paid

(158,341)

(88,759)

Payments to suppliers and employees (84,611) (58,118)

Taxation paid (32,494) (38,505)

Operating outflows (275,446) (185,382)


Net cash flows applied to operating activities before changes in

operating assets and liabilities

(70,567) (26,161)


Proceeds from sale of operating lease vehicles 437 1,643

Purchase of operating lease vehicles (2,463) (3,245)

Net movement in finance receivables (14,632) (182,656)

Net movement in deposits 78,428 472,606

Net cash flows (applied to)/from operating activities

1

(8,797) 262,187


Cash flows from investing activities

Purchase of property, plant and equipment and intangible assets (16,715) (7,744)

Proceeds from investment securities 63,159 4,919

Purchase of investment securities (125,000)

-

Deposit paid for the conditional acquisition of Challenger Bank

Limited (CBL)


- (3,936)


Purchase of equity investment

-

(5,667)

Purchase of investment properties - (71)

Purchase of subsidiary, net of cash acquired - (3,047)

Net cash flows applied to investing activities (78,556) (15,546)


Cash flows from financing activities

Proceeds from wholesale funding 659,253 534,065

Repayment of wholesale borrowings (731,228) (739,621)

Proceeds from issue of unsubordinated notes

172,170

87,589

Repayment of unsubordinated notes


(213,166)

Proceeds from issue of subordinated debt - -

Dividends paid 9 (42,579) (32,610)

Payment of lease liabilities (1,206) (1,692)

Net issue of share capital

7,915

193,313

Total cash provided from/(applied to) financing activities 64,325 (172,122)


Net (decrease)/increase in cash held (23,038) 74,519

Effect of exchange rates on cash and cash equivalents (1,540) -

Opening cash and cash equivalents 311,503 310,758

Closing cash and cash equivalents

2

286,925 385,277

1

Cash flows from operating activities do not include cash flows from wholesale funding which are included as part of financing activities.

2

At 31 December 2023, the Group has $129.9 million (2022: $78.1 million) of cash held by structured asset holding entities (Trusts) which

may only be used for the purposes defined in the underlying Trust documents.


P. 9


Consolidated Interim Statement of Cash Flows (Continued)



For the six months ended 31 December 2023




Reconciliation of profit after tax to net cash flows from operating activities





Unaudited

6 Months to

December 2023

Unaudited

6 Months to

December 2022



$000's

Note

Profit for the period 37,600 48,662


Add/(less) non-cash items:

Depreciation and amortisation expense 5,192 5,177

Depreciation on lease vehicles 1,882 1,692

Capitalised net interest income and fee income (93,561) (81,310)

Impaired asset expense 5 25,138 10,557

Investment fair value movement (1,806) 2,449

Deferred tax (1,767) 2,570

Other non-cash items (22,279) 1,324

Total non-cash items (87,201) (57,541)


Add/(less) movements in operating assets and liabilities:

Finance receivables (15,734) (183,973)

Operating lease vehicles (2,463) (1,602)

Other assets (4,833) (3,440)

Current tax (21,799) (18,736)

Derivative financial instruments 28,867 5,696

Deposits 78,428 472,606

Other liabilities (21,662) 515

Total movements in operating assets and liabilities 40,804 271,066



Net cash flows (applied to)/from operating activities

1

(8,797) 262,187

1

Cash flows from operating activities do not include cash flows from wholesale funding which are included as part of financing activities.

The notes to the Interim Financial Statements form an integral part of, and should be read in conjunction with, these

Interim Financial Statements

. These Interim Financial Statements should be read in conjunction with the Consolidated

Financial Statements for the year ended 30 June 2023.


P. 10

Notes to the Interim Financial Statements


For the six months ended 31 December 2023


1 Interim financial statements preparation


Basis of preparation


The Interim Financial Statements presented are the Interim Financial Statements comprising Heartland Group Holdings Limited

(HGH) and its subsidiaries (the Group). They have been prepared in accordance with Generally Accepted Accounting Practice in

New Zealand (NZ GAAP) as defined in the Financial Reporting Act 2013. These Interim Financial Statements comply with NZ IAS 34

Interim Financial Reporting as appropriate for publicly accountable for-profit entities and IAS 34 Interim Financial Reporting.


The Interim Financial Statements do not include all notes of the type normally included in an annual financial report. Accordingly

these Interim Financial Statements should be read in conjunction with the Consolidated Financial Statements for the year ended

30 June 2023.


The Interim Financial Statements presented here are for the six months ended 31 December 2023.


The Interim Financial Statements have been prepared on a going concern and historical cost basis, unless stated otherwise. The

accounting policies adopted are consistent with those of the previous financial year ended 30 June 2023.


Certain comparative balances have been reclassified to align with the presentation used in the current period. These

reclassifications have no impact on the overall financial performance, net assets or cashflows for the comparative period.


Critical accounting estimates and judgements


Provision for impairment on finance receivables measured at amortised cost


The Group’s models for estimating Expected Credit Loss (ECL) for each of its portfolios are based on the historic credit experience

of those portfolios. The models assume that economic conditions remain static over time. If the Group forecasts that economic

conditions may change in the foreseeable future, the Group applies judgement to determine whether the modelled output should

be subject to an economic overlay. Judgement is required to establish clear correlation between key economic indicators and the

credit performance of the Group’s unique portfolios.


As at 31 December 2023, the most significant changes in judgement in respect of the collective provision for impairment are as

follows:


x Motor vehicles lending: The Group has additional provisioning resulting from changes in assumptions in respect of

customer cure rates for exposures in default due to changing patterns of customer behaviour arising from the current

economic conditions (this is the rate of loans in default which the Group expects to return to performing), and loan

write-off rates for certain cohorts of stressed loans as a result of recent changes in customer collectability

experience. The collective ECL on motor vehicle lending for Corporate and Other Exposures was $25.3 million as at 31

December 2023 (30 June 2023: $15.1 million).

x Economic overlay: The Group has developed a new approach to multiple forward looking economic scenarios through

estimating future loss distributions.


Goodwill - StockCo Australia: Please refer to note 11 – Intangible assets for further details.


There have been no other material changes to the use of estimates and judgements for the preparation of the Interim Financial

Statements since the reporting date of the previous financial statements. The Group’s Financial Statements for the year ended 30

June 2023 contains detail on other estimates and judgements used.


Climate Related Disclosures


Effective 1 January 2023, Climate Related Disclosures (CRD) become mandatory for climate reporting entities (CRE). The Group is

a CRE and the Group’s framework for considering requirements to enable CRD has been completed. The Group will issue CRD in

line with the Aotearoa New Zealand Climate Standards for the financial year ending 30 June 2024.


P. 11

Performance


2 Segmental analysis


Segment information is presented in respect of the Group's operating segments consistent with those used for the Group's

management and internal reporting structure.


An operating segment is a component of an entity in business activities and whose operating results are regularly reviewed by the

Group’s Chief Operating Decision Maker (CODM). The CODM, who is responsible for allocating resources and assessing

performance of the Group, has been identified as the Group’s Chief Executive Officer (CEO) and direct reports.


The Group operates within New Zealand and Australia and comprises the following main operating segments:


Operating segments – New Zealand


Motor Motor vehicle finance.


Reverse mortgages Reverse mortgage lending.


Personal lending Transactional, home loans and personal loans to individuals.


Business Term debt, plant and equipment finance, commercial mortgage lending and working capital solutions for

small-to-medium sized businesses.


Rural Specialist financial services to the farming sector primarily offering livestock finance, rural mortgage

lending, seasonal and working capital financing, as well as leasing solutions to farmers

in New Zealand.


Operating segments – Australia


StockCo Australia Livestock finance within Australia.


Australia Reverse mortgage lending and other financial services within Australia.


All other segments


Other Operating expenses, such as premises, IT and support centre costs are not allocated to operating

segments and are included in Other. These are primarily in relation to the New Zealand business.


Finance receivables are allocated across the operating segments. Other assets and liabilities are managed centrally and therefore

are not

allocated across the operating segments. The Group does not rely on any single major customer for its revenue base.


P. 12

2 Segmental analysis (continued)








Reverse Personal StockCo

$000's

Motor Mortgages Lending Business Rural Australia Australia Other Total

Unaudited - December 2023

Net interest income 29,531 22,534 2,948 32,101 17,012 8,199 26,420 3 138,748

Lending and credit fee income 1,413 1,314 72 1,335 154 - 1,618 - 5,906

Net other income/(expense) 644 - 486 452 (415) - - (4,574) (3,407)

Net operating

income/(expense)

31,588 23,848 3,506 33,888 16,751 8,199 28,038 (4,571) 141,247

Operating expenses 2,067 2,549 3,486 4,624 1,663 4,308 6,903 40,898 66,498

Profit/(loss) before fair value

gain/(loss) on investments,

impaired asset expense and

income tax


29,521 21,299 20 29,264 15,088 3,891 21,135 (45,469) 74,749

Fair value gain on investments - - - - - - - 1,862 1,862

Impaired asset expense 15,327 - 615 7,888 118 66 22 - 24,036

Profit/(loss) before income tax 14,194 21,299 (595) 21,376 14,970 3,825 21,113 (43,607) 52,575

Income tax expense - - - - - - - 14,975 14,975

Profit/(loss) for the period 14,194 21,299 (595) 21,376 14,970 3,825 21,113 (58,582) 37,600

Reverse Personal StockCo

$000's

Motor Mortgages Lending Business Rural Australia Australia Other

Total

Unaudited - December 2022

Net interest income 30,936 19,058 5,284 35,843 16,612 13,413 20,526 (2,769) 138,903

Lending and credit fee income 1,037 1,444 43 1,142 137 - 2,593 - 6,396

Net other income/(expense) 697 - 552 400 199 2 0 (2,981) (1,131)

Net operating income

32,670 20,502 5,879 37,385 16,948 13,415 23,120 (5,750) 144,168

Operating expenses 2,055 2,585 3,344 4,867 1,628 4,566 6,473 37,932 63,450

Profit/(loss) before fair value

gain/(loss) on investments,

impaired asset expense and

income tax


30,615 17,917 2,535 32,518 15,320 8,849 16,647 (43,682) 80,718

Fair value (loss) on investments - - - - - - - (2,449) (2,449)

Impaired asset expense 3,341 - 1,580 4,092 162 39 26 - 9,240

Profit/(loss) before income tax 27,274 17,917 955 28,426 15,158 8,810 16,621 (46,131) 69,029

Income tax (benefit)/expense - - - - - (11) - 20,378 20,367

Profit/(loss) for the period 27,274 17,917 955 28,426 15,158 8,821 16,621 (66,509) 48,662

Unaudited - December 2023

Total assets 1,604,893 972,484 357,626 1,323,638 676,193 295,654 1,662,621 1,037,428 7,930,537

Total liabilities 6,909,261

Audited - June 2023

Total assets 1,563,939 888,600 358,572 1,356,913 712,596 374,193 1,520,437 966,610 7,741,860

Total liabilities 6,710,856


P. 13

3 Net interest income


Unaudited Unaudited


6 Months to 6 Months to

$000's

December 2023 December 2022

Interest income

Cash and cash equivalents

6,367 3,525

Investments

5,235 2,399

Finance receivables measured at amortised cost

189,217 156,707

Finance receivables - reverse mortgages

118,703 78,085

Total interest income

1

319,522 240,716



Interest expense


Deposits

110,232 58,667

Other borrowings

84,558 50,374

Net interest (income) on derivative financial instruments

(14,016) (7,228)

Total interest expense

2

180,774 101,813



Net interest income 138,748 138,903

1

Cash and cash equivalents and Finance receivables are measured at amortised cost. Investments are measured at fair value through other

comprehensive income (FVOCI). Total interest income derived from these financial assets is calculated using the effective interest rate method.

Finance receivables

- reverse mortgages are measured at fair value through profit or loss (FVTPL).

2

Deposits and Other borrowings are measured at amortised cost, therefore interest expense incurred on these financial liabilities is calculated

using the effective interest rate method. Net interest expense on derivative financial instruments is not calculated using the effective interest

rate method as they are measured at FVTPL.




4 Operating expenses


Unaudited Unaudited

6 Months to 6 Months to

$000's December 2023 December 2022

Personnel expenses

1

33,064 33,682

Directors' fees

635 574

Superannuation

987 952

Depreciation - property, plant and equipment

963 948

Legal and professional fees

2


2,694 2,400

Advertising and public relations

1,537 1,785

Depreciation - right of use asset

1,444 1,278

Technology services

5,958 4,940

Telecommunications, stationery and postage

983 1,011

Customer administration costs

5,022 5,009

Customer onboarding costs

1,354 1,398

Occupancy costs

1,254 892

Amortisation of intangible assets

2,785 2,951

Other operating expenses

7,818 5,630

Total operating expenses 66,498 63,450

1

Excludes certain personnel expenses directly incurred in acquiring and developing software also capitalised as part of specific application

software as well as those directly attributable to the application for the Banking Licence in Australia. Refer to Note 11 – Intangible assets for

further details.


2

Legal and professional fees include compensation of auditor.



P. 14

5 Impaired asset expense


Unaudited Unaudited

6 Months to 6 Months to

$000's December 2023 December 2022

Individually impaired asset expense 5,390 5,447

Collectively impaired asset expense

19,748 5,110

Total impaired asset expense excluding recovery of amounts previously

written off to the income statement

25,138 10,557

Recovery of amounts previously written off to the income statement (1,102) (1,317)

Total impaired asset expense 24,036 9,240





6 Earnings per share



Earnings

Per Share

Net Profit

After Tax

Weighted

Average No.

of Shares



Cents $000's 000's

Unaudited - December 2023

Basic earnings

5.30 37,600 713,414

Diluted earnings

5.30 37,600 713,414

Unaudited - December 2022


Basic earnings

7.30 48,662 666,186

Diluted earnings

7.30 48,662 666,186



P. 15

Financial Position


7 Finance receivables measured at amortised cost


Unaudited Audited

$000's

December 2023 June 2023

Gross finance receivables measured at amortised cost 4,292,185 4,387,480

Less provision for impairment

(69,506) (53,266)

Net finance receivables measured at amortised cost

4,222,679 4,334,214




(a) Movement in provision for impairment


The following table details the movement from the opening balance to the closing balance of the provision for impairment.



Collectively Assessed Individually

$000's Stage 1 Stage 2 Stage 3 Assessed Total

Unaudited - December 2023


Impairment allowance as at 30 June 2023 13,009 2,463 21,499 16,295 53,266

Changes in loss allowance

Transfer between stages

1

(367) (1,860) 1,891 336 -

New and increased provision (net of provision releases)

1


(1,170) 3,314 17,940

5,054

25,138

Total impaired asset expense excluding recovery of

amounts previously written off to the income statement

(1,537) 1,454 19,831 5,390 25,138


Write-offs


- - (8,898) - (8,898)

Impairment allowance as at 31 December 2023 11,472 3,917 32,432 21,685 69,506


Audited - 30 June 2023


Impairment allowance as at 30 June 2022 20,256 1,958 14,602 15,189 52,005

Changes in loss allowance

Transfer between stages

1

(8,226) (3,864) 3,758 8,332 -

New and increased provision (net of provision releases)

1

983 4,369 15,774 4,678 25,804

Total impaired asset expense excluding recovery of

amounts previously written off to the income statement

(7,243) 505 19,532 13,010 25,804

Write-offs


- - (12,612) (11,904) (24,516)

Effect of changes in foreign exchange rate (4) - (23) - (27)

Impairment allowance as at 30 June 2023 13,009 2,463 21,499 16,295 53,266

1

The increase in provision when a loan moves to a higher stage is included in new and increased provision (net of provision releases) in the

higher stage to which the loan moved. The decrease in provision when a loan moves to a lower stage is included in new and increased provision

(net of provision releases) in the higher stage from which the loan moved.





P. 16

7 Finance receivables measured at amortised cost (continued)


(b) Impact of changes in gross finance receivables held at amortised cost on allowance for ECL



Collectively Assessed Individually

$000's

Stage 1 Stage 2 Stage 3 Assessed Total

Unaudited - December 2023


Gross finance receivables as at 30 June 2023 4,070,598 182,470 81,294 53,118 4,387,480

Transfer between stages (174,292) 75,754 81,905 16,633 -

Additions 674,961 - - 10,667 685,628

Deletions (677,703) (54,130) (35,169) (4,123) (771,125)

Write-offs (156) (274) (8,792) (576) (9,798)

Gross finance receivables as at 31 December 2023 3,893,408 203,820 119,238 75,719 4,292,185

Audited - June 2023


Gross finance receivables as at 30 June 2022 3,967,917 118,424 46,114 66,371 4,198,826

Transfer between stages (237,955) 161,605 64,627 11,723 -

Additions 1,412,648 - - 9,326 1,421,974

Deletions (1,072,012) (97,559) (17,068) (15,194) (1,201,833)

Write-offs - - (12,379) (19,108) (31,487)

Gross finance receivables as at 30 June 2023 4,070,598 182,470 81,294 53,118 4,387,480



Impact of changes in gross exposures on loss allowances


The Group’s provision for impairment has increased by $16.2 million during the period due to:


x A net increase in collective provisions of $10.8 million due to increase in stage 3 receivables, increase in provisions made

against motor vehicles lending from changes in motor vehicles lending assumptions in respect of cure rates and loan

write-off rates, as well as a new economic overlay due to the new methodology in estimating future loss distributions.


x A net increase in individually assessed provisions of $5.4 million due to additional provisions required on various legacy

single named exposures as a result of changes in the estimated recoverable amounts driven by the deterioration of

economic conditions.



P. 17

8 Borrowings


Unaudited Audited

$000's December 2023 June 2023

Deposits 4,213,768 4,131,025

Total deposits 4,213,768 4,131,025


Unsubordinated notes 554,374 382,617

Subordinated notes 100,291

97,794

Securitised borrowings 1,817,525 1,713,737

Certificate of deposit 148,259 148,110

Bank borrowings 241 131,248

Money market borrowings - 20,004

Total other borrowings 2,620,690 2,493,510

Total deposits and other borrowings 6,834,458 6,624,535



Deposits and unsubordinated notes rank equally and are unsecured.


Movement in other borrowings


Unaudited Audited

$000's December 2023 June 2023

Opening Balance 2,493,510 2,578,213


Issue of debt 831,423 1,449,882

Repayment of Debt (731,228) (1,538,592)

Total Cash Movements 100,195 (88,710)


Capitalised interest and fee expense 23,308 34,809

Fair Value Movements 4,777 (473)

Foreign exchange and other movements (1,100) (30,329)

Total non-cash movements 26,985 4007

Closing Balance 2,620,690

2,493,510


Unsubordinated notes


During the period, the Group issued AU $50 million medium term notes (MTN’s) on 18 December 2023 maturing on 5 October

2027, and AU $105 million MTN on 20 December 2023 maturing on 13 May 2025. The funds received were used to repay bank

borrowings.


Securitised borrowings


On 15 September 2023, Heartland Auto Receivable Warehouse Trust 2018-1 (HARWT) increased its motor vehicle facility by $100

million, taking the total facility limit from $400 million to $500 million. The maturity date was extended to 26 August 2025.


On 25 September 2023, Seniors Warehouse Trust 2 (SWT2) reverse mortgage facility was increased by AU $100 million taking the

total Class A limit to AU $550 million. On 22 December 2023, there was a further AU $100 million increase to SWT2 increasing the

total facility limit from AU $550 million to AU $650 million.


P. 18

9 Share capital and dividends


Unaudited Audited

December 2023 June 2023

000's Number of Shares Number of Shares

Issued shares

Opening balance 709,658 592,904

Shares issued during the period 1,275 112,417

Dividend reinvestment plan 4,791 4,337

Closing balance 715,724 709,658



On 19 September 2023, HGH issued a further 1,275,194 shares under the Long Term Incentive Scheme of HGH (LTI Scheme), of

which 459,070 shares were acquired by HGH pursuant to the buyback offer to the participants in order to fund the tax liability

that arose for those participants upon receipt of shares under the LTI Scheme.


The Group issued 4,790,946 new shares at $1.6865 per share ($8.0 million) on 22 September 2023 under the dividend

reinvestment plan (DRP) for the period (June 2023: 4,336,812 new shares at $1.6370 per share ($7.1 million)) on 23 March 2023

under the DRP for the period).


The ordinary shares have no par value. Each ordinary share of HGH carries the right to vote on a poll at meetings of shareholders,

the right to an equal share in dividends and the right to an equal share in the distribution of the surplus assets of HGH in the event

of liquidation.


Dividends paid


6 Months to December 2023 12 Months to June 2023

Date Cents Date Cents

Declared Per Share $000's Declared Per Share $000's

Final dividend 26 August 2023 5.5 42,579 24 August 2022 5.5 32,610

Interim dividend - - - 28 February 2023 5.5 38,792

Total dividends paid 42,579 71,402



10 Related party transactions and balances



(a) Transactions with related parties


HGH is the ultimate parent company of the Group.


Related party transactions between the Group eliminate on consolidation. Related party transactions outside of the Group are as

follows:


Unaudited Unaudited

6 Months to 6 Months to

$000's December 2023 December 2022

ASF Custodians Pty Limited

Audit fees

2 4



Heartland Trust (HT)

Dividend paid to HT 390 356



HT held 6,504,266 shares in HGH (December 2022: 6,504,266 shares).


The Trustees of HT and certain employees of the Group provided their time and skills to the oversight and operation of HT at no

charge.


P. 19

11 Intangible assets


Unaudited Audited

$000's December 2023 June 2023


Computer software

Software - cost 50,646 48,513

Software under development 39,182 28,391

Accumulated amortisation 34,317 31,944

Net carrying value of computer software 55,511 44,960


Goodwill 183,563 184,422

Net carrying value of goodwill 183,563 184,422


Other intangible assets

1

9,150 6,351

Total intangible assets 248,224 235,733

1

Other intangible assets include capitalised Australian banking licence costs of $9.2 million (June 2023: $6.4 million)


Australian Banking Licence


On 20 October 2022 Heartland Group Holdings Limited entered into a conditional share sale agreement with Challenger Limited

to acquire 100% of the shares of CBL, holder of a full Australian Authorised Deposit-Taking Institution (ADI) Licence. HGH and CBL

have jointly applied to the Australian Prudential Regulatory Authority (APRA) for approval to expand the range of products CBL

offers and to amend CBL’s APRA approved business plan to integrate with HGH’s existing Australian based financial services

business.


Costs directly attributable to the application are recognised as a Banking licence intangible asset. On completion, the Banking

Licence is expected to have an indefinite life as there is no foreseeable limit to the period over which the asset is expected to

generate benefits for the business.


Goodwill


For the purposes of impairment testing, goodwill is allocated to cash generating units. A Cash Generating Unit (CGU) is the

smallest identifiable group of assets that generate independent cash inflows. Group has assessed that goodwill should be

allocated to the smallest identifiable CGU:


x Heartland Australia Holdings Pty Limited: $15.3 million (June 2023: $15.3 million).

x Heartland Bank Limited: $29.8 million (June 2023: $29.8 million).

x StockCo Australia: $138.4 million (June 2023: $139.3 million).


Heartland Bank Limited (HBL) and Heartland Australia Holdings Pty Limited (HAH)


There was no indication of impairment and no impairment losses have been recognised against the carrying amount of goodwill

for the six months ended 31 December 2023 (June 2023: nil).



P. 20

11 Intangible assets (continued)


StockCo Australia


During the period adverse weather conditions and drought concerns continued to negatively impact livestock prices. Demand for

livestock financing has been affected given many producers have destocked, consolidated debt from selling livestock at lower

rates, or retained livestock for longer periods to gain weight and recoup value. This resulted in growth challenges and compressed

net interest margins.



While the risk of drought has reduced and livestock prices have subsequently improved, a stress test was conducted on the

recoverable amount previously determined at 30 June 2023 on a fair value less cost to sell basis using a discounted cash flow

methodology. The receivables growth assumption was reduced and the cost of funds assumption was updated based on the

forward curve for bank bill rates as at 31 December 2023. All other key assumptions and drivers from the annual impairment test

remained appropriate. There remains headroom as at 31 December 2023 and no impairment of the StockCo Australia CGU was

recognised. A change to any one of the key drivers noted below based on the stress test would result in a break-even position

with no remaining headroom.



Key driver Sensitivity over the forecast cash flow period to break-even as at 31 December 2023

Lending growth A permanent decrease of A$21.0 million in gross receivable balances over the forecast cash flow period.

Interest yield A permanent decrease of 0.8100% over the forecast cash flow period.

Cost of funds A permanent increase of 0.2317% over the forecast cash flow period.


A combination of changes to key drivers noted above may also lead in a break-even position with no remaining headroom.



P. 21

12 Fair value


(a) Financial instruments measured at fair value


The following methods and assumptions were used to estimate the fair value of each class of financial asset and liability measured

at fair value on a recurring basis in the Consolidated Statement of Financial Position.


The Group has an established framework governing performing valuations required for financial reporting purposes including

Level 3 fair values. The Group regularly reviews and calibrates significant unobservable inputs and valuation adjustments in

accordance with market participants’ views. If external valuation specialists are engaged to measure fair values, the Group

assesses the evidence obtained from these specialists to support the conclusion of these valuations. All material valuations are

reported to the Group's Board Audit and Risk Committee prior to adoption in the financial statements.


Investments in debt securities


Investments in public sector securities and corporate bonds are stated at fair value through other comprehensive income

(FVOCI),

with the fair value being based on quoted market prices (Level 1 under the fair value hierarchy) or modelled using observable

market inputs (Level 2 under the fair value hierarchy).


Investments valued under Level 2 of the fair value hierarchy are modelled either based on quoted market prices or dealer quotes

for similar instruments, or discounted cash flows analysis.


Investments in equity securities


Investments in equity securities are classified as fair value through profit or loss (FVTPL) unless an irrevocable election is made by

the Group to measure at FVOCI.


Equity securities are measured at FVOCI where they are not held for trading, the Group doesn't have control or significant

influence over the investee and where an irrevocable election is made to measure them at FVOCI. These securities are measured

at fair value with unrealised gains and losses recognised in other comprehensive income except for dividend income which is

recognised in profit or loss.


Investment in listed securities traded in liquid, active markets where prices are readily observable are measured under Level 1 of

the fair value hierarchy with no modelling or assumptions used in the valuation. Investments in unlisted equity securities are

measured under Level 3 of the fair value hierarchy with the fair value being based on unobservable inputs using market accepted

valuation techniques.


Where appropriate, the Group may apply adjustments to the above-mentioned techniques to determine fair value of an equity

security to reflect the underlying characteristics. These adjustments are reflective of market participant considerations in valuing

the said security.


The Group has irrevocably elected to account for certain equity investments at fair value through other comprehensive income.

These are Level 3 investments and were valued using outcomes from capital raises last completed and calibrated against

market multiples as at 31 December 2023.












P. 22

12 Fair value (continued)


(a) Financial instruments not measured at fair value


Finance receivables - reverse mortgages


The reverse mortgage portfolio is classified and measured at FVTPL under NZ IFRS 9 Financial instruments (NZ IFRS 9). An

irrevocable election has been made by the Group to not apply the new NZ IFRS 17 Insurance Contracts standard effective from 1

July 2023. The review of the reverse mortgage portfolio valuation determined that the terms and conditions of these loan

contracts do not contain a component of significant insurance risk, therefore they continue to be treated under NZ IFRS 9

Financial Instruments classified at FVTPL under NZ IFRS.


On initial recognition of a reverse mortgage the Group considers the transaction price to represent the fair value of the loan, on

the basis that no reliable fair value can be estimated as there is no relevant active market and fair value cannot be reliably

measured using other valuation techniques under NZ IFRS 13 Fair value measurement.


For subsequent measurement, and at balance date, the Group considers whether the fair value can be determined by reference

to a relevant active market or using a valuation technique that incorporates observable inputs but has concluded relevant support

is not currently available. In the absence of such market evidence, the Group has used an actuarial valuation to determine a proxy

for the fair value that incorporates changes in the portfolio risk and expectations of the portfolio performance. The actuarial

valuation includes inputs such as mortality and potential move into care, voluntary exits, house price changes, interest rate

margin and the “no negative equity guarantee”. This estimate is highly subjective and a wide range of plausible values are

possible. The estimate provides an indication of whether the transaction value is overstated.


The Group does not consider that the actuarial estimate has moved outside of the original expectation range on initial

recognition. There has been no fair value movement recognised in profit or loss during the period (June 2023: nil). Fair value is not

sensitive to the above assumptions due to the nature of reverse mortgage loans. In particular, given conservative origination loan-

to-value ratio and security criteria, a material deterioration in house prices combined with a material increase in interest rates

over a sustained period of time would likely need to occur before any potential impact to fair value.


The Group will continue to reassess the existence of a relevant active market and movements in expectations on an on-going

basis.


Derivative financial instruments


Interest rate and foreign currency related contracts are recognised in the financial statements at fair value. Fair values are

determined from observable market prices as at the reporting date, discounted cash flow models or option pricing models as

appropriate (Level 2 under the fair value hierarchy).


The following table analyses financial instruments measured at fair value at the reporting date by the level in the fair value

hierarchy into which each fair value measurement is categorised. The amounts are based on the values recognised in the

Consolidated Statement of Financial Position.

















P. 23




12 Fair value (continued)


(a) Financial instruments measured at fair value (continued)



$000's Level 1 Level 2 Level 3 Total

Unaudited - December 2023


Assets

Investments 394,475 - 11,428 405,903

Derivative financial instruments - 21,526 - 21,526

Finance receivables - reverse mortgages - - 2,632,001 2,632,001

Total financial assets measured at fair value 394,475 21,526 2,643,429 3,059,430


Liabilities

Derivative financial instruments - 21,034 - 21,034

Total financial liabilities measured at fair value - 21,034 - 21,034

Audited - June 2023


Assets

Investments 318,756 - 11,484 330,240

Derivative financial instruments - 36,983 - 36,983

Finance receivables - reverse mortgages - - 2,403,810 2,403,810

Total financial assets measured at fair value 318,756 36,983 2,415,294 2,771,033


Liabilities

Derivative financial instruments - 7,624 - 7,624

Total financial liabilities measured at fair value - 7,624 - 7,624



There were no transfers between any fair value hierarchy levels in the six months ended 31 December 2023 (June 2023: nil).


The movement in Level 3 assets measured at fair value are below:


Finance Receivables

$000's

- Reverse Mortgages Investments Total

Unaudited - December 2023



As at 30 June 2023

2,403,810 11,484 2,415,294

New loans

276,435 - 276,435

Repayments

(161,781) - (161,781)

Capitalised interest and fees

122,277 - 122,277

Other

1


(8,740) (56) (8,796)

As at 31 December 2023 2,632,001 11,428 2,643,429

Audited - June 2023




As at 30 June 2022

1,996,854 7,032 2,003,886

New loans

543,248 - 543,248

Repayments

(297,066) - (297,066)

Capitalised interest and fees

183,458 - 183,458

Purchase of investments

- 6,952 6,952

Fair value (loss) on investment

- (2,411) (2,411)

Other

1


(22,684) (89) (22,773)

As at 30 June 2023 2,403,810 11,484 2,415,294

1

This relates to foreign currency translation differences for the assets.



P. 24



12 Fair value (continued)


(b) Financial instruments not measured at fair value


The following assets and liabilities of the Group are not measured at fair value in the Consolidated Statement of Financial

Position.


Cash and cash equivalents

Cash and cash equivalents are measured at amortised cost and their carrying value is considered equivalent to their fair value due

to their short term nature.


Finance receivables measured at amortised cost

The fair value of the Group's finance receivables is calculated using a valuation technique which assumes the Group's current

weighted average lending rates for loans of a similar nature and term for the Group.


Finance receivables with a floating interest rate are deemed to be at current market rates. The current amount of credit

provisioning has been deducted from the fair value calculation of finance receivables as a proxy for future losses.


Borrowings

The fair value of deposits, bank borrowings and other borrowings is the present value of future cash flows and is based on the

current market interest rates payable by the Group for debt of similar maturities.


Other financial assets and financial liabilities

The fair value of financial instruments such as short-term trade receivables and payables is considered equivalent to their carrying

value due to their short-term nature.


The following table sets out financial instruments not measured at fair value where the carrying value does not approximate fair

value, compares their carrying value against their fair value and analyses them by level in the fair value hierarchy.


Unaudited Audited

December 2023 June 2023

Total Total

Fair Value Total Fair Carrying Total Fair Carrying

$000's Hierarchy Value Value Value Value

Assets

Finance receivables measured at amortised

cost

Level 3 4,008,631 4,222,679 4,102,591 4,334,214

Total financial assets 4,008,631 4,222,679 4,102,591 4,334,214

Liabilities

Deposits Level 2 4,214,086 4,213,768 4,130,326 4,131,025

Other borrowings Level 2 2,620,746 2,620,690 2,496,310 2,496,375

Total financial liabilities 6,834,832 6,834,458 6,626,636 6,627,400

















P. 25



Risk Management


13 Enterprise risk management program


There have been no material changes in the Group’s policies for managing risk, or material exposures to any new types of risk

since the reporting date of the annual financial statements 30 June 2023.



Other Disclosures


14 Contingent liabilities and commitments


The Group, in the ordinary course of business, will be subject to claims and proceedings against it whereby the validity of the

claim will only be confirmed by uncertain future events. In such circumstances, the contingent liabilities would become possible

obligations, or present obligations if known, where the transfer of economic benefit is uncertain or cannot be reliably measured.

Contingent Liabilities are not recognised, but are disclosed, unless they are deemed remote. Where some loss is considered

probable, provisions have been made on a case by case basis.


Contingent liabilities and credit related commitments arising in respect of the Group's operations were:


Unaudited Audited

$000's December 2023 June 2023

Letters of credit, guarantee commitments and performance bonds 3,208 7,378

Total contingent liabilities 3,208 7,378


Undrawn facilities available to customers 445,368 435,314

Conditional commitments to fund at future dates 7,501 24,873

Total commitments 452,869 460,187




15 Events after reporting date


The Group approved a fully imputed interim dividend of 4 cents per share on 26 February 2024.


There were no other events subsequent to the reporting period which would materially affect the Interim Financial Statements.

Independent auditor’s review report
To the shareholders of Heartland Group Holdings Limited

Report on the interim financial statements

Our conclusion

We have reviewed the interim financial statements of Heartland Group Holdings Limited (the

“Company”) and its controlled entities (the “Group”), which comprise the consolidated interim

statement of financial position as at 31 December 2023, and the consolidated interim statement of

comprehensive income, the consolidated interim statement of changes in equity and the consolidated

interim statement of cash flows for the six month period ended on that date, and selected explanatory

notes.

Based on our review, nothing has come to our attention that causes us to believe that the

accompanying interim financial statements of the Group do not present fairly, in all material respects,

the financial position of the Group as at 31 December 2023, and its financial performance and cash

flows for the six month period then ended, in accordance with International Accounting Standard 34

Interim Financial Reporting(“IAS 34”) and New Zealand Equivalent to International Accounting

Standard 34Interim Financial Reporting(“NZ IAS 34”).

Basis for conclusion

We conducted our review in accordance with the New Zealand Standard on Review Engagements

2410 (Revised)Review of Financial Statements Performed by the Independent Auditor of the Entity

(“NZ SRE 2410 (Revised)”). Our responsibilities are further described in theAuditor’s responsibilities

for the review of the interim financial statementssection of our report.

We are independent of the Group in accordance with the relevant ethical requirements in New

Zealand relating to the audit of the annual financial statements, and we have fulfilled our other ethical

responsibilities in accordance with these ethical requirements. In our role as auditor, we provide other

audit and assurance related services comprising: assurance over insurance solvency, trust deed

reporting, supervisory reporting, registry assurance, assurance over financial service licence

compliance, regulatory reporting and agreed upon procedures. In addition, certain partners and

employees of our firm may deal with the Group on normal terms within the ordinary course of trading

activities of the Group

.The provision of these other services and these relationships have not impaired

our independence.

Responsibilities of Directors for theinterimfinancial statements

The Directors of the Company are responsible on behalf of the Company for the preparation and fair

presentation of these interim financial statements in accordance with IAS 34 and NZ IAS 34 and for

such internal control as the Directors determine is necessary to enable the preparation and fair

presentation of the interim financial statements that are free from material misstatement, whether due

to fraud or error.

Auditor’s responsibilities for the review of the interim financial statements

Our responsibility is to express a conclusion on the interim financial statements based on our review.

NZ SRE 2410 (Revised) requires us to conclude whether anything has come to our attention that

causes us to believe that the interim financial statements, taken as a whole, are not prepared in all

material respects, in accordance with IAS 34 and NZ IAS 34.

A review of interim financial statements in accordance with NZ SRE 2410 (Revised) is a limited

assurance engagement. We perform procedures, primarily consisting of making enquiries, primarily of

persons responsible for financial and accounting matters, and applying analytical and other review

procedures. The procedures performed in a review are substantially less than those performed in an

audit conducted in accordance with International Standards on Auditing and International Standards

PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz

ssss

on Auditing (New Zealand) and consequently does not enable us to obtain assurance that we might
identify in an audit. Accordingly, we do not express an audit opinion on these interim financial

statements

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our review work has been

undertaken so that we might state those matters which we are required to state to them in our review

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 shareholders, as a body, for our review procedures, for this

report, or for the conclusion we have formed.

The engagement partner on the review resulting in this independent auditor’s review report is

Karen Shires.

For and on behalf of:

Chartered AccountantsAuckland

26 February 2024

PwC27

---

DISCLOSURE STATEMENT
For the six months ended 31 December 2023


P. 2

Contents



Page

General Information.................................................................................................................................................................. .......3

Priority of Creditors’ Claims....................................................................................................................................................... ......3

Guarantee Arrangements.......................................................................................................................................................... ......3

Auditor........................................................................................................................................................................................... ....3

Directors.................................................................................................................................................................................... .........3

Directors’ Statements................................................................................................................................................................. ......4

Consolidated Interim Statement of Comprehensive Income......................................................................................................5

Consolidated Interim Statement of Changes in Equity...............................................................................................................6

Consolidated Interim Statement of Financial Position................................................................................................................7

Consolidated Interim Statement of Cash Flows...........................................................................................................................8

Notes to the Interim Financial Statements

1 Interim Financial Statements preparation.................................................................................................................... 10

Performance

2 Segmental analysis............................................................................................................................................................12

3 Net interest income..................................................................................................................................................... ......14

4 Operating expenses..................................................................................................................................................... ......14

5 Impaired asset expense.............................................................................................................................................. ......15

Financial Position

6 Finance receivables measured at amortised cost..........................................................................................................16

7 Borrowings..........................................................................................................................................................................18

8 Share capital and dividends.............................................................................................................................................19

9 Related party transactions and balances........................................................................................................................20

10 Fair value....................................................................................................................................................................... ......21

Risk Management

11 Enterprise risk management............................................................................................................................................25

12 Credit risk exposure...........................................................................................................................................................25

13 Asset quality.......................................................................................................................................................................27

14 Liquidity risk.................................................................................................................................................................. ......31

15 Interest rate risk.................................................................................................................................................................32

16 Concentrations of funding.................................................................................................................................................33

Other Disclosures

17 Structured entities............................................................................................................................................................34

18 Capital adequacy.................................................................................................................................................................35

19 Insurance business, securitisation, funds management and other fiduciary activities.......................................... 42

20 Contingent liabilities and commitments.......................................................................................................................42

21 Events after reporting date..............................................................................................................................................42

Conditions of Registration...................................................................................................................................................... ..........43

Credit Ratings............................................................................................................................................................................... ......44

Other Material Matters............................................................................................................................................................... ....44

Independent auditor’s review report............................................................................................................................................45

Independent assurance report.......................................................................................................................................................47












P. 3

General Information


This Disclosure Statement has been issued by Heartland Bank Limited (the Bank or HBL) and its subsidiaries (the Banking Group)

for the six months ended 31 December 2023 in accordance with the Registered Bank Disclosure Statements (New Zealand

Incorporated Registered Banks) Order 2014 (as amended) (the Order). The financial statements of the Bank for the six months

ended 31 December 2023 form part of, and should be read in conjunction with, this Disclosure Statement.


Words and phrases defined by the Order have the same meanings when used in this Disclosure Statement.


The Bank's address for service is Level 3, 35 Teed Street, Newmarket, Auckland 1023.



Priority of Creditors’ Claims


In the event of the Bank becoming insolvent or ceasing business, certain claims set out in legislation are paid in priority to others.

These claims include secured creditors, taxes, certain payments to employees and any liquidator’s costs. After payment of those

creditors, the claims of all other creditors are unsecured and would rank equally, with the exception of holders of subordinated

bonds and notes which rank below all other claims.


Guarantee Arrangements


As at the date this Disclosure Statement was signed, no material obligations of the Bank were guaranteed.



Auditor


PricewaterhouseCoopers

PwC Tower, Level 27

15 Customs Street West

Auckland 1010



Directors


All Directors of the Bank reside in New Zealand. Communications to the Directors can be sent to Heartland Bank Limited, Level 3,

35 Teed Street, Newmarket, Auckland 1023.


There have been no changes in the composition of the Board of Directors of the Bank since 30 June 2023 to the six months ended

31 December 2023.

P. 4
Directors’ Statements

Each Director of the Bank states that he or she believes, after due enquiry, that:

1.As at the date on which this Disclosure Statement is signed:

a)the Disclosure Statement contains all the information that is required by the Order; and

b)the Disclosure Statement is not false or misleading.

2.During the six months ended 31 December 2023:

a)the Bank has complied in all material respects with each Condition of Registration applicable during the period;

b)credit exposures to connected persons were not contrary to the interests of the Banking Group; and

c)the Bank had systems in place to monitor and control adequately the material risks of the Banking Group, including

credit risk, concentration of credit risk, interest rate risk, currency risk, equity risk, liquidity risk, operational risk and

other business risks, and that those systems were being properly applied.

This Disclosure Statement is dated 26 February 2024 and has been signed by all the Directors.

B R Irvine (Chair)K Mitchell

J K GreensladeS M Ruha

E J HarveyS TylerS Tyler


P. 5

Consolidated Interim Statement of Comprehensive Income

For the six months ended 31 December 2023





Unaudited

6 Months to

December 2023

Unaudited

6 Months to

December 2022



$000's Note


Interest income

3

227,944 170,581

Interest expense

3

122,485 63,118

Net interest income 105,459 107,463




Operating lease income


2,999 2,696

Operating lease expense


2,136 1,862

Net operating lease income 863 834




Lending and credit fee income


4,312 3,803

Other income


1,075 2,376

Net operating income 111,709 114,476




Operating expenses

4

52,147 53,126

Profit before impaired asset expense and income tax 59,562 61,350




Impaired asset expense

5

23,948 9,175

Profit before income tax 35,614 52,175




Income tax expense


10,044 14,689

Profit for the period 25,570 37,486


Other comprehensive income/(loss)


Items that are or may be reclassified subsequently to profit or loss, net of

income tax:


Effective portion of change in fair value of derivative financial instruments

for cash flow hedging instruments


(10,912) 8,678

Movement in fair value reserve (20) (579)

Other comprehensive (loss)/income for the period, net of income tax (10,932) 8,099

Total comprehensive income for the period 14,638 45,585


Total comprehensive income for the period is attributable to the owner of the Bank.


The notes to the Interim Financial Statements form an integral part of, and should be read in conjunction with, these Interim

Financial Statements. These Interim Financial Statements should be read in conjunction with the financial statements included in

the

Disclosure Statement for the year ended 30 June 2023.



P. 6

Consolidated Interim Statement of Changes in Equity


For the six months ended 31 December 2023




Share

Capital

Fair

Value

Reserve

Cash Flow

Hedge

Reserve

Retained

Earnings Total Equity


$000's

Note

Unaudited - December 2023


Balance as at 1 July 2023 553,239 (1,567) 14,710 162,354 728,736



Total comprehensive income for the period

Profit for the period - - - 25,570 25,570

Other comprehensive (loss), net of income tax - (20) (10,912) - (10,932)

Total comprehensive (loss)/

income for the period


- (20) (10,912) 25,570 14,638



Contributions by and distributions to owner


Dividend to Heartland Group Holdings Limited 8 - - - (43,000) (43,000)

Total transactions with owner - - - (43,000) (43,000)

Balance as at 31 December 2023 553,239 (1,587) 3,798 144,924 700,374


Unaudited - December 2022




Balance as at 1 July 2022 553,239 (1,034) 7,446 147,852 707,503


Total comprehensive income for the period

Profit for the period - - - 37,486 37,486

Other comprehensive (loss)/

income, net of income tax

- (579) 8,678 - 8,099

Total comprehensive (loss)/

income for the period


- (579) 8,678 37,486 45,585



Contributions by and distributions to owner


Dividend to Heartland Group Holdings Limited 8 - - - (30,000) (30,000)

Total transactions with owner - - - (30,000) (30,000)

Balance as at 31 December 2022 553,239 (1,613) 16,124 155,338 723,088


The notes to the Interim Financial Statements form an integral part of, and should be read in conjunction with, these Interim

Financial Statements. These Interim Financial Statements should be read in conjunction with the financial statements included in

the

Disclosure Statement for the year ended 30 June 2023.



P. 7

Consolidated Interim Statement of Financial Position



As at 31 December 2023





Unaudited

December 2023

Audited

June 2023

$000's

Note

Assets

Cash and cash equivalents 161,564 216,044

Investments 10 390,867 317,011

Derivative financial instruments 10 21,526 36,982

Due from related parties 9 1,028 -

Finance receivables measured at amortised cost 6 3,924,222 3,954,800

Finance receivables - reverse mortgages 10 1,059,082 888,600

Investment properties 11,903 11,903

Operating lease vehicles 17,547 16,966

Right of use assets 10,438 11,510

Other assets 20,234 19,597

Current tax asset 8,162 -

Intangible assets 81,295 71,635

Deferred tax asset 20,699 16,760

Total assets 5,728,567 5,561,808


Liabilities

Deposits 7 4,213,772 4,131,029

Other borrowings 7 749,711 615,126

Derivative financial instruments 10 21,034 7,624

Due to related parties 9 685 7,173

Lease liabilities 12,589 13,478

Tax liabilities - 7,692

Trade and other payables 30,402 50,950

Total liabilities 5,028,193 4,833,072

Net assets 700,374 728,736


Equity

Share capital 8 553,239 553,239

Retained earnings and other reserves 147,135 175,497

Total equity 700,374 728,736



Total interest earning and discount bearing assets 5,533,916 5,374,632

Total interest and discount bearing liabilities 4,946,490 4,726,367


The notes to the Interim Financial Statements form an integral part of, and should be read in conjunction with, these Interim

Financial Statements. These Interim Financial Statements should be read in conjunction with the financial statements included in

the

Disclosure Statement for the year ended 30 June 2023.




P. 8

Consolidated Interim Statement of Cash Flows


For the six months ended 31 December 2023



Unaudited

6 Months to

December 2023

Unaudited

6 Months to

December 2022



$000's


Cash flows from operating activities

Interest received 179,527 135,934

Operating lease income received 2,645 2,197

Lending, credit fees and other income received 12,445 6,989

Operating inflows 194,617 145,120


Interest paid (120,529) (55,018)

Payments to suppliers and employees (68,434) (40,384)

Taxation paid (25,116) (34,571)

Operating outflows (214,079) (129,973)


Net cash flows (applied to)/from operating activities before changes in

operating assets and liabilities

(19,462) 15,147


Proceeds from sale of operating lease vehicles 1,219 1,642

Purchase of operating lease vehicles (3,245) (3,245)

Net movement in finance receivables (114,109) (150,835)

Net movement in deposits 78,428 475,077

Net movement in related party balances (7,516) (543)

Net cash flows (applied to)/from operating activities

1

(64,685) 337,243


Cash flows from investing activities

Purchase of property, plant and equipment and intangible assets (12,724) (6,539)

Proceeds from investment securities 63,159 4,791

Purchase of investment securities (125,000) -

Purchase of investment properties - (71)

Net cash flows (applied to) investing activities (74,565) (1,819)


Cash flows from financing activities

Proceeds from wholesale funding 592,522 315,284

Repayment of wholesale borrowings (463,825) (394,290)

Repayment of unsubordinated notes - (150,000)

Dividends paid (43,000) (30,000)

Payment of lease liabilities (927) (1,336)

Net cash flows from/(applied to) financing activities 84,770 (260,342)


Net (decrease)/increase in cash held (54,480) 75,082

Opening cash and cash equivalents 216,044 221,469

Closing cash and cash equivalents

2

161,564 296,551

1

Cash flows from operating activities do not include cash flows from wholesale funding which are included as part of financing activities.

2

At 31 December 2023, the Banking Group has $30.7 million (December 2022: $14.2 million) of cash held by a structured asset holding entity (the

Trust) which may only be used for the purposes defined in the underlying Trust documents.



P. 9

Consolidated Interim Statement of Cash Flows (Continued)


For the six months ended 31 December 2023



Reconciliation of profit after tax to net cash flows from operating activities




Unaudited

6 Months to

December 2023

Unaudited

6 Months to

December 2022



$000's

Note

Profit for the period 25,570 37,486


Add/(less) non-cash items:

Depreciation and amortisation expense 4,632 4,722

Depreciation on lease vehicles 1,882 1,692

Capitalised net interest income and fee income (39,541) (31,231)

Impaired asset expense 5 24,939 10,154

Other non-cash items (22,947) (2,040)

Total non-cash items (31,035) (16,703)


Add/(less) movements in operating assets and liabilities:

Finance receivables (115,100) (151,814)

Operating lease vehicles (2,463) (1,602)

Other assets (2,122) 1,991

Current tax (15,854) (17,233)

Derivative financial instruments 28,866 5,926

Deferred tax (3,939) (110)

Deposits 78,428 475,077

Other liabilities (27,036) 4,225

Total movements in operating assets and liabilities (59,220) 316,460



Net cash flows (applied to)/from operating activities

1

(64,685) 337,243

1

Cash flows from operating activities do not include cash flows from wholesale funding which are included as part of financing activities.


The notes to the Interim Financial Statements form an integral part of, and should be read in conjunction with, these Interim

Financial Statements. These Interim Financial Statements should be read in conjunction with

the financial statements included in

the Disclosure Statement for the year ended 30 June 2023.



P. 10

Notes to the Interim Financial Statements


For the six months ended 31 December 2023


1 Interim Financial Statements preparation


Basis of preparation


The Interim Financial Statements presented are the Interim Financial Statements comprising Heartland Bank Limited (the Bank or

HBL) and its subsidiaries (the Banking Group). They have been prepared in accordance with Generally Accepted Accounting

Practice in New Zealand (NZ GAAP) as defined in the Financial Reporting Act 2013. These Interim Financial Statements comply

with NZ IAS 34 Interim Financial Reporting as appropriate for publicly accountable for-profit entities and IAS 34 Interim Financial

Reporting.


The Banking Group’s ultimate parent company is Heartland Group Holdings Limited (HGH).


These Interim Financial Statements do not include all notes of the type normally included in an annual financial report.

Accordingly, these Interim Financial Statements should be read in conjunction with the financial statements included in the

Disclosure Statement for the year ended 30 June 2023.


The Interim Financial Statements presented here are for the six months period 31 December 2023.


The Interim Financial Statements have been prepared on a going concern and historical cost basis, unless stated otherwise. The

accounting policies adopted are consistent with those of the previous financial year ended 30 June 2023.


Certain comparative balances have been reclassified to align with the presentation used in the current period. These

reclassifications have no impact on the overall financial performance or net assets for the comparative period.



P. 11

1 Interim Financial Statements preparation (continued)


Critical accounting estimates and judgements


Provision for impairment on finance receivables measured at amortised cost


The Banking Group’s models for estimating Expected Credit Loss (ECL) for each of its portfolios are based on the historic credit

experience of those portfolios. The models assume that economic conditions remain static over time. If the Banking Group

forecasts that economic conditions may change in the foreseeable future, the Banking Group applies judgement to determine

whether the modelled output should be subject to an economic overlay. Judgement is required to establish clear correlation

between key economic indicators and the credit performance of the Banking Group’s unique portfolios.


As at 31 December 2023, the most significant changes in judgement in respect of the collective provision for impairment are as

follows:


x Motor vehicles lending: The Banking Group has additional provisioning resulting from changes in assumptions in respect

of customer cure rates for exposures in default due to changing patterns of customer behaviour arising from the current

economic conditions (this is the rate of loans in default which the Banking Group expects to return to performing), and

loan write-off rates for certain cohorts of stressed loans as a result of recent changes in customer collectability

experience. The collective ECL on motor vehicle lending for Corporate and Other Exposures was $25.3 million as at 31

December 2023 (30 June 2023: $15.1 million).


x Economic overlay: The Banking Group has developed a new approach to multiple forward looking economic scenarios

through estimating future loss distributions.


There have been no other material changes to the use of estimates and judgements for the preparation of the Interim Financial

Statements since the reporting date of the previous financial statements. The Banking Group’s Disclosure Statement for the year

ended 30 June 2023 contains detail on other estimates and judgements used.


Climate Related Disclosures


Effective 1 January 2023, Climate Related Disclosures (CRD) become mandatory for climate reporting entities (CRE). The Banking

Group is a CRE and the Banking Group’s framework for considering requirements to enable CRD has been completed. The Banking

Group will issue CRD in line with the Aotearoa New Zealand Climate Standards for the financial year ending 30 June 2024.


Significant events and transactions


Intangible assets have increased by $9.7 million during the period mainly attributable to development of the Core Banking System

upgrade and integration of other systems into the Core Banking System.



All other significant events and transactions are disclosed in the Notes of the Interim Financial Statements.



P. 12

Performance


2 Segmental analysis


Segment information presented in respect of the Banking Group's operating segments are consistent with those used for

the Banking Group's management and internal reporting structure.


An operating segment is a component of an entity engaging in business activities and whose operating results are regularly

reviewed by the Banking Group’s Chief Operating Decision Maker (CODM). The CODM, who is responsible for allocating resources

and assessing business performance of the Banking Group, has been identified as the Bank’s Chief Executive Officer (CEO) and

direct reports.


Operating segments


The Banking Group operates within New Zealand and comprises the following main operating segments:


Motor Motor vehicle finance.


Reverse Mortgages Reverse mortgage lending.


Personal Lending Transactional, home loans and personal loans to individuals.


Business Term debt, plant and equipment finance, commercial mortgage lending and working capital solutions for

small-to-medium sized businesses.


Rural Specialist financial services to the farming sector primarily offering livestock finance, rural mortgage

lending, seasonal and working capital financing, as well as leasing solutions to farmers.



Other Operating expenses, such as premises, IT and support centre costs are not allocated to operating

segments and are included in Other.


Finance receivables are allocated across the operating segments as assets. Liabilities are managed centrally and therefore, are not

allocated across the operating segments. The Banking Group does not rely on any single major customer for its revenue base.



Reverse Personal

$000's

Motor Mortgages

1

Lending Business Rural Other Total

Unaudited - December 2023


Net interest income 29,531 23,866 2,762 32,101 17,012 187 105,459

Lending and credit fee income 1,413 1,338 72 1,335 154 - 4,312

Net other income/(expense) 644 - 486 452 (415) 771 1,938

Net operating income 31,588 25,204 3,320 33,888 16,751 958 111,709


Operating expenses 2,067 2,622 3,485 4,624 1,663 37,686 52,147

Profit/(loss) before impaired asset

expense and income tax

29,521 22,582 (165) 29,264 15,088 (36,728) 59,562




Impaired asset expense 15,327 - 615 7,888 118 - 23,948

Profit/(loss) before income tax 14,194 22,582 (780) 21,376 14,970 (36,728) 35,614


Income tax expense - - - - - 10,044 10,044

Profit/(loss) for the period 14,194 22,582 (780) 21,376 14,970 (46,772) 25,570






P. 13

2 Segmental analysis (continued)


Reverse Personal

$000's

Motor Mortgages Lending Business Rural Other

Total

Unaudited - December 2022


Net interest income 30,936 19,058 5,213 35,843 16,612 (199) 107,463

Lending and credit fee income 1,037 1,444 43 1,142 137 - 3,803

Net other income 697 - 551 400 199 1,363 3,210

Net operating income 32,670 20,502 5,807 37,385 16,948 1,164 114,476



Operating expenses 2,055 2,585 3,344 4,867 1,628 38,647 53,126

Profit/(loss) before impaired asset

expense and income tax

30,615 17,917 2,463 32,518 15,320 (37,483) 61,350


Impaired asset expense 3,341 - 1,580 4,092 162 - 9,175

Profit/(loss) before income tax 27,274 17,917 883 28,426 15,158 (37,483) 52,175


Income tax expense - - - - - 14,689 14,689

Profit/(loss) for the period 27,274 17,917 883 28,426 15,158 (52,172) 37,486


Unaudited - December 2023



Total assets 1,604,893 1,058,928 357,626 1,323,638 676,193 707,289 5,728,567

Total liabilities 5,028,193


Audited - June 2023


Total assets 1,563,939 888,600 358,572 1,356,913 712,596 681,188 5,561,808

Total liabilities 4,833,072

1

Includes Australian Reverse Mortgage loans acquired from Seniors Warehouse Trust (SWT). Refer to Note 9 - Related party transactions and

balances for further details.





P. 14

3 Net interest income


Unaudited Unaudited


6 Months to 6 Months to

$000's

December 2023 December 2022

Interest income

Cash and cash equivalents

4,977 3,043

Investments

5,235 2,399

Finance receivables measured at amortised cost

169,139 135,407

Finance receivables - reverse mortgages

48,593 29,732

Total interest income

1

227,944 170,581



Interest expense


Deposits

110,232 56,864

Other borrowings

26,100 13,297

Net interest (income) on derivative financial instruments

(13,847) (7,043)

Total interest expense

2

122,485 63,118



Net interest income 105,459 107,463

1

Cash and cash equivalents and Finance Receivables are measured at amortised cost. Investments are measured at fair value through other

comprehensive income (FVOCI). Total interest income derived from these financial assets is calculated using the effective interest rate method.

Finance Receivables

- reverse mortgages are measured at fair value through profit or loss (FVTPL).

2

Deposits and Other borrowings are measured at amortised cost, therefore interest expense incurred on these financial liabilities is calculated

using the effective interest rate method. Net interest expense on derivative financial instruments is not calculated using the effective interest

rate method as they are measured at FVTPL.




4 Operating expenses


Unaudited Unaudited


6 Months to 6 Months to

$000's

December 2023 December 2022

Personnel expenses

1

27,969 31,983

Directors' fees

274 282

Superannuation

582 654

Depreciation - property, plant and equipment

907 871

Legal and professional fees

2

1,622 1,484

Advertising and public relations

1,005 1,081

Depreciation - right of use asset

1,111 1,059

Technology services

5,727 4,625

Telecommunications, stationery and postage

866 867

Customer administration costs

1,281 1,325

Customer onboarding costs

1,240 1,226

Occupancy costs

811 753

Amortisation of intangible assets

2,614 2,792

Other operating expenses

6,138 4,124

Total operating expenses 52,147 53,126

1

Excludes certain personnel expenses directly incurred in acquiring and developing software and capitalised as part of specific application

software.

2

Legal and professional fees include compensation of auditor.



P. 15

5 Impaired asset expense


Unaudited Unaudited

6 Months to 6 Months to

$000's

December 2023 December 2022

Individually impaired asset expense

5,392 5,292

Collectively impaired asset expense

19,547 4,862

Total impaired asset expense excluding recovery of amounts previously written

off to the income statement

24,939 10,154

Recovery of amounts previously written off to the income statement

(991) (979)

Total impaired asset expense 23,948 9,175




P. 16

Financial Position


6 Finance receivables measured at amortised cost


Unaudited Audited

$000's

December 2023 June 2023

Gross finance receivables measured at amortised cost 3,992,607 4,006,945

Less provision for impairment

1


(68,385) (52,145)

Net finance receivables measured at amortised cost 3,924,222 3,954,800

1

Refer to Note - 13 Asset quality for further details.



(a) Movement in provision for impairment


The following table details the movement from the opening balance to the closing balance of the provision for impairment.



Total


Collectively Assessed Individually

$000's

Stage 1 Stage 2 Stage 3 Assessed

Unaudited - December 2023



Total


Impairment allowance as at 30 June 2023 12,250 2,448 21,316 16,131 52,145

Changes in loss allowance

Transfer between stages

1

(333) (1,857) 1,854 336 -

New and increased provision (net of provision releases)

1


(1,178) 3,320 17,741 5,056

24,939

Total impaired asset expense excluding recovery of

(1,511) 1,463 19,595 5,392 24,939

amounts previously written off to the income statement

Write-offs - - (8,699) - (8,699)

Impairment allowance as at 31 December 2023 10,739 3,911 32,212 21,523 68,385


Audited - June 2023




Total



Impairment allowance as at 30 June 2022

19,201 1,863 14,362 15,001 50,427

Changes in loss allowance

Transfer between stages

1


(8,197) (3,819) 3,684 8,332 -

New and increased provision (net of provision releases)

1

1,246 4,404 14,439 4,701 24,790

Total impaired asset expense excluding recovery of

(6,951) 585 18,123 13,033 24,790

amounts previously written off to the income statement

Write-offs

- - (11,169) (11,903) (23,072)

Impairment allowance as at 30 June 2023 12,250 2,448 21,316 16,131 52,145

1

The increase in provision when a loan moves to a higher stage is included in new and increased provision (net of provision releases) in the higher

stage to which the loan moved. The decrease in provision when a loan moves to a lower stage is included in new and increased provision (net of

provision releases) in the high

er stage from which the loan moved.



P. 17

6 Finance receivables measured at amortised cost (continued)


(b) Impact of changes in gross finance receivables held at amortised cost on allowance for ECL



Collectively Assessed Individually

$000's Stage 1 Stage 2 Stage 3 Assessed Total

Unaudited - December 2023


Total

Gross finance receivables as at 30 June 2023 3,690,564 182,180 81,246 52,955 4,006,945

Transfer between stages (119,621) 31,791 71,197 16,633 -

Additions 674,480 - - 10,667 685,147

Deletions (651,115) (10,154) (24,528) (4,535) (690,332)

Write-offs (87) (274) (8,792) - (9,153)

Gross finance receivables as at 31 December 2023 3,594,221 203,543 119,123 75,720 3,992,607


Audited - June 2023


Total

Gross finance receivables as at 30 June 2022 3,583,335 117,515 45,625 66,183 3,812,658

Transfer between stages (237,120) 161,803 63,594 11,723 -

Additions 1,396,365 - - 9,326 1,405,691

Deletions (1,052,016) (97,138) (16,731) (15,194) (1,181,079)

Write-offs - - (11,242) (19,083) (30,325)

Gross finance receivables as at 30 June 2023 3,690,564 182,180 81,246 52,955 4,006,945


P. 18

7 Borrowings


Unaudited Audited

$000's December 2023 June 2023

Deposits 4,213,772 4,131,029

Total deposits 4,213,772 4,131,029


Unsubordinated notes 124,639 122,165

Subordinated notes

1

100,291

97,793

Securitised borrowings 376,522

227,054

Certificate of deposit 148,259 148,110

Money market borrowings - 20,004

Total other borrowings 749,711 615,126

Total deposits and other borrowings 4,963,483 4,746,155

1

Refer to Note 18 - Capital adequacy for further details.



Deposits and unsubordinated notes rank equally and are unsecured.



Movement in other borrowings


Unaudited Audited

$000's December 2023 June 2023

Opening balance 615,126 749,478

Issue of debt

592,522

769,205

Repayment of debt

(463,825)

(903,838)

Total cash movements 128,697 (134,633)


Capitalised interest and fee expense

1,109 755

Fair value movements

4,779

(474)

Total non-cash movements 5,888 281


Closing balance 749,711 615,126


Securitised borrowings


On 15 September 2023, Heartland Auto Receivable Warehouse Trust 2018-1 (HARWT) increased its motor vehicle facility by $100

million taking the total facility limit from $400 million to $500 million

. The maturity date was extended to 26 August 2025.


P. 19

8 Share capital and dividends


Unaudited Audited

December 2023 June 2023

000's Number of Shares Number of Shares

Issued shares

Opening balance 565,430 565,430

Closing balance 565,430 565,430



There were no new shares issued during the period (June 2023: nil).


Dividends paid


6 Months to December 2023 12 Months to June 2023

Date Date

Declared $000's Declared $000's

Dividend to HGH 28 August 2023 43,000 22 August 2022 30,000

Dividend to HGH 28 February 2023 30,000

Total dividends paid 43,000 60,000



P. 20

9 Related party transactions and balances


(a) Transactions with related parties


The Banking Group's ultimate parent company is HGH.


The Bank has regular transactions with its ultimate parent company, fellow subsidiaries and subsidiaries (collectively known as the

Heartland Group) conducted on an arm’s length basis and on normal commercial terms. The transactions include the provision of

tax and administrative services and customer operations. Banking facilities are provided by HBL to other Banking Group entities

on normal commercial terms as with other customers. There is no lending from the Banking Group to HGH.


Seniors Warehouse Trust (SWT) forms part of Australian Seniors Finance (ASF) Pty Ltd reverse mortgage business and is set up by

ASF as an asset holding entity. During the six months ended 31 December 2023, HBL purchased AU$80 million of reverse

mortgage loans from SWT. The portfolio was purchased at carrying value which approximated fair value at date of purchase.


Related party transactions between the Banking Group eliminate on consolidation. Related party transactions outside of the

Banking Group are as follows:


Unaudited Unaudited

6 Months to 6 Months to

$000's December 2023 December 2022

Heartland Group Holdings Limited

Interest expense

- 71

Deposits

- 2,400

Dividends paid to HGH

43,000 30,000

Management fees to HGH

5,682 5,361

Management fees from HGH 3,175 2,271




Unaudited Unaudited

6 Months to 6 Months to

$000's December 2023 December 2022

Australian Seniors Finance Pty Limited (ASF)

Management fees to ASF

- 2

Management fees from ASF

2,108 2,369



(b) Due from/to related parties


Unaudited Audited

$000's December 2023 June 2023

Due from

Australian Seniors Finance Pty Limited

1,028 -

Total due from related parties 1,028 -


Due to


Australian Seniors Finance Pty Limited

156 217

Heartland Group Holdings Limited

529 6,956

Total due to related parties 685 7,173



(c) Other balances with related parties


Unaudited Audited

$000's December 2023 June 2023

Heartland Group Holdings Limited

Deposits owing to HGH 4 4



P. 21

10 Fair value


(a) Financial instruments measured at fair value


The following methods and assumptions were used to estimate the fair value of each class of financial asset and liability measured

at fair value on a recurring basis in the Interim Statement of Financial Position.


The Banking Group has an established framework governing performing valuations required for financial reporting purposes

including level 3 fair values. The Banking Group regularly reviews and calibrates significant unobservable inputs and valuation

adjustments in accordance with market participants’ views. If external valuation specialists are engaged to measure fair values,

the Banking Group assesses the evidence obtained from these specialists to support the conclusion of these valuations. All

material valuations are reported to the Banking Group's Board Audit Committee for approval prior to its adoption in the financial

statements.


Investments in debt securities


Investments in public sector securities and corporate bonds are stated at FVOCI with the fair value being based on quoted market

prices (level 1 under the fair value hierarchy) or modelled using observable market inputs (level 2 under the fair value hierarchy).


Investments valued under level 2 of the fair value hierarchy are modelled either based on quoted market prices or dealer quotes

for similar instruments, or discounted cash flows analysis.


Investments in equity securities


Investments in equity securities are classified at FVTPL unless an irrevocable election is made by the Banking Group to measure at

FVOCI. Investment in listed securities traded in liquid, active markets where prices are readily observable are measured under

level 1 of the fair value hierarchy with no modelling or assumptions used in the valuation. Investments in unlisted equity securities

are measured under level 3 of the fair value hierarchy with the fair value being based on unobservable inputs using market

accepted valuation techniques.


Where appropriate, the Banking Group may apply adjustments to the above-mentioned techniques to determine fair value of an

equity security to reflect the underlying characteristics. These adjustments are reflective of market participant considerations in

valuing the said security.


Finance receivables - reverse mortgages


The reverse mortgage portfolio is classified and measured at FVTPL under NZ IFRS 9 Financial instruments (NZ IFRS 9). An

irrevocable election has been made by the Banking Group to not apply the new NZ IFRS 17 Insurance Contracts standard effective

from 1 July 2023. The review of the reverse mortgage portfolio valuation determined that the terms and conditions of these loan

contracts do not contain a component of significant insurance risk, therefore they continue to be treated under NZ IFRS 9

Financial Instruments classified at FVTPL under NZ IFRS.


On initial recognition of a reverse mortgage the Banking Group considers the transaction price to represent the fair value of the

loan, on the basis that no reliable fair value can be estimated as there is no relevant active market and fair value cannot be

reliably measured using other valuation techniques under NZ IFRS 13 Fair Value Measurement.


For subsequent measurement, and at balance date, the Banking Group considered whether the fair value can be determined by

reference to a relevant active market or using a valuation technique that incorporates observable inputs but has concluded

relevant support is not currently available. In the absence of such market evidence the Banking Group has used an actuarial

valuation to determine a proxy for the fair value that incorporates changes in the portfolio risk and expectations of the portfolio

performance. The actuarial valuation includes inputs such as mortality and potential move into care, voluntary exits, house price

changes, interest rate margin and the “no negative equity guarantee”. This estimate is highly subjective and a wide range of

plausible values are possible. The estimate provides an indication of whether the transaction value is overstated


The Banking Group does not consider that the actuarial estimate has moved outside of the original expectation range on initial

recognition. There has been no fair value movement recognised in profit or loss during the period (June 2023: nil). Fair value is not

sensitive to the above assumptions due to the nature of reverse mortgage loans. In particular, given conservative origination loan-

to-value ratio and security criteria, a material deterioration in house prices combined with a material increase in interest rates

over a sustained period of time would likely need to occur before any potential impact to fair value.


P. 22



10 Fair value (continued)


(a) Financial instruments measured at fair value (continued)


Finance receivables - reverse mortgages (continued)


The Banking Group will continue to reassess the existence of a relevant active market and movements in expectations on an

ongoing basis.


Derivative financial instruments


Interest rate contracts are recognised in the financial statements at fair value. Fair values are determined from observable market

prices as at the reporting date, discounted cash flow models or option pricing models as appropriate (level 2 under the fair value

hierarchy).


The following table analyses financial instruments measured at fair value at the reporting date by the level in the fair value

hierarchy into which each fair value measurement is categorised. The amounts are based on the values recognised in the

Interim Statement of Financial Position.



$000's Level 1 Level 2 Level 3 Total

Unaudited - December 2023


Assets

Investments 389,048 - 1,819 390,867

Derivative financial instruments - 21,526 - 21,526

Finance receivables - reverse mortgages - - 1,059,082 1,059,082

Total financial assets measured at fair value 389,048 21,526 1,060,901 1,471,475


Liabilities

Derivative financial instruments - 21,034 - 21,034

Total financial liabilities measured at fair value - 21,034 - 21,034


Audited - June 2023


Assets

Investments 315,192 - 1,819 317,011

Derivative financial instruments - 36,982 - 36,982

Finance receivables - reverse mortgages - - 888,600 888,600

Total financial assets measured at fair value 315,192 36,982 890,419 1,242,593


Liabilities

Derivative financial instruments - 7,624 - 7,624

Total financial liabilities measured at fair value - 7,624 - 7,624



There were no transfers between any fair value hierarchy levels in the six months ended 31 December 2023 (June 2023: nil).



P. 23

10 Fair value (continued)


(a) Financial instruments measured at fair value (continued)


The movement in Level 3 assets measured at fair value are below:


Finance Receivables

$000's

- Reverse Mortgages Investments Total

Unaudited - December 2023



As at 30 June 2023

888,600 1,819 890,419

New loans

1


182,869 - 182,869

Repayments

(62,271) - (62,271)

Capitalised interest and fees

49,953 - 49,953

Other

(69) - (69)

As at 31 December 2023 1,059,082 1,819 1,060,901


Audited - June 2023




As at 30 June 2022

721,264 1,503 722,767

New loans

193,845 - 193,845

Repayments

(96,753) - (96,753)

Capitalised interest and fees

70,168 - 70,168

Purchase of investments

- 316 316

Other

76 - 76

As at 30 June 2023 888,600 1,819 890,419

1

Includes Australian Reverse Mortgage loans acquired from SWT. Refer to Note 9 - Related party transactions and balances for further details.



(b) Financial instruments not measured at fair value


The following assets and liabilities of the Banking Group are not measured at fair value in the Interim Statement of Financial

Position.


Cash and cash equivalents


Cash and cash equivalents are measured at amortised cost and their carrying value is considered equivalent to their fair value due

to their short-term nature.


Finance receivables measured at amortised cost


The fair value of the Banking Group's finance receivables is calculated using a valuation technique which assumes the Banking

Group's current weighted average lending rates for loans of a similar nature and term for the Banking Group.


Finance receivables with a floating interest rate are deemed to be at current market rates. The current amount of credit

provisioning has been deducted from the fair value calculation of finance receivables as a proxy for future losses.



P. 24

10 Fair value (continued)


(b) Financial instruments not measured at fair value


Borrowings


The fair value of deposits, bank borrowings and other borrowings is the present value of future cash flows and is based on the

current market interest rates payable by the Banking Group for debt of similar maturities.


Due to and from related parties


The fair value of amounts due to and from related parties is considered equivalent to their carrying value due to their short term

nature.


Other financial assets and financial liabilities


The fair value of financial instruments such as short-term trade receivables and payables is considered equivalent to their carrying

value due to their short-term nature.


The following table sets out financial instruments not measured at fair value where the carrying value does not approximate fair

value, compares their carrying value against their fair value and analyses them by level in the fair value hierarchy.


Unaudited Audited

December 2023 June 2023

Total Total

Fair Value Total Fair Carrying Total Fair Carrying

$000's Hierarchy Value Value Value Value

Assets

Finance receivables measured at

amortised cost


Level 3 3,687,996 3,924,222 3,700,196 3,954,800

Total financial assets 3,687,996 3,924,222 3,700,196 3,954,800


Liabilities

Deposits Level 2 4,214,090 4,213,772 4,130,330 4,131,029

Other borrowings Level 2 749,767 749,711 615,061 615,126

Total financial liabilities 4,963,857 4,963,483 4,745,391 4,746,155




P. 25

Risk Management


11 Enterprise risk management program


There have been no material changes in the Banking Group’s policies for managing risk, or material exposures to any new types of

risk since the reporting date of the previous Disclosure Statement 30 June 2023.


12 Credit risk exposure


(a) Maximum exposure to credit risk at the relevant reporting dates


The following table represents the maximum credit risk exposure, without taking account of any collateral held. The exposures set

out below are based on net carrying amounts as reported in the Interim Statement of Financial Position.


Unaudited

$000's December 2023

On balance sheet:

Cash and cash equivalents 161,564

Investments 389,048

Finance receivables 3,924,222

Finance receivables - reverse mortgages 1,059,082

Derivative financial assets 21,526

Due from related parties 1,028

Other financial assets 1,831

Total on balance sheet credit exposures 5,558,301


Off balance sheet:

Letters of credit, guarantee commitments and performance bonds 3,208

Undrawn facilities available to customers 322,910

Conditional commitments to fund at future dates 7,501

Total off balance sheet credit exposures 333,619


Total credit exposures 5,891,920



(b) Concentration of credit risk by geographic region


Unaudited

$000's December 2023

New Zealand 5,608,194

Australia 86,640

Rest of the world

1

265,471

5,960,305


Provision for impairment (68,385)

Total credit exposures 5,891,920

1

These overseas assets are primarily NZD-denominated investments in AA+ (Standard & Poor's) and higher rated securities issued by offshore

supranational agencies e.g. Kauri Bonds.




P. 26

12 Credit risk exposure (continued)


(c) Concentration of credit risk by industry sector


The Australian and New Zealand Standard Industrial Classification (ANZSIC) codes have been used as the basis for categorising

customer and investee industry sectors.


Unaudited

$000's December 2023

Agriculture 746,536

Forestry and fishing 126,463

Mining 10,601

Manufacturing 70,243

Finance and insurance 623,094

Wholesale trade 40,704

Retail trade and accommodation 416,603

Households 2,480,875

Other business services 302,536

Construction 342,101

Rental, hiring and real estate services 208,225

Transport and storage 398,682

Other 193,642

5,960,305


Provision for impairment (68,385)

Total credit exposures 5,891,920


(d) Credit exposure to individual counterparties


The Banking Group’s aggregate concentration of credit exposure to individual counterparties is calculated based on the actual

credit exposure. Credit exposures to connected persons, the central government or central bank of any country with a long term

credit rating of A- or A3 or above, or its equivalent, and any supranational or quasi-sovereign agency with a long-term credit rating

of A- or A3 or above, or its equivalent are excluded.


The peak end-of-day aggregate concentration of credit exposure to individual counterparties has been calculated by determining

the maximum end-of-day aggregate amount of credit exposure over the relevant six month period and then dividing the amount

by the Banking Group’s common equity tier one capital as at 31 December 2023.



Unaudited

Unaudited Number of Exposures

Number of Exposures Peak End-of-Day over


As at December 2023

6 Months to December 2023

Exposures to banks

With a long-term credit rating of A- or A3 or above, or its equivalent:

10% to less than 15% of CET1 capital - 1

15% to less than 20% of CET1 capital 1 1

20% to less than 25% of CET1 capital - 1

25% to less than 30% of CET1 capital - -

With a long-term credit rating of at least BBB- or Baa3, or its equivalent,

and at most BBB+ or Baa1, or its equivalent

- -


Exposures to non-banks

Total number of exposures to non-banks that are greater than 10% to

less than 15% of CET1 capital that do not have a long-term credit rating

1 1



P. 27

13 Asset quality


The disclosures in this note are categorised by the following credit risk concentrations:


Corporate Business lending including rural lending.


Residential Lending secured by a first ranking mortgage over a residential property used primarily for residential purposes

either by the mortgagor or a tenant of the mortgagor

.


All Other This relates primarily to consumer lending to individuals.


Information is not presented in respect of other financial assets or credit related contingent liabilities as the related allowances for

expected credit loss (ECL) are not material to the Banking Group.


(a) Past due but not individually impaired



$000's Corporate Residential All Other Total

Unaudited - December 2023

Less than 30 days past due 69,700 3,232 51,310 124,242

At least 30 but less than 60 days past due 32,258 154 16,333 48,745

At least 60 but less than 90 days past due 16,685 331 7,281 24,297

At least 90 days past due 73,318 152 39,736 113,206

Total past due but not individually impaired 191,961 3,869 114,660 310,490



P. 28

13 Asset quality (continued)


(b) Provision for impairment



Total


Collectively Assessed Individually

$000's

Stage 1 Stage 2 Stage 3 Assessed

Unaudited - December 2023



Corporate

Impairment allowance as at 30 June 2023 11,089 1,337 8,530 16,131 37,087

Changes in loss allowance

Transfer between stages

1

(206) (943) 813 336 -

New and increased provision (net of provision releases)

1

(1,412) 1,685 4,923 5,056 10,252

Total impaired asset expense excluding recovery of

(1,618) 742 5,736 5,392 10,252

amounts previously written off to the income statement

Write-offs - - (1,887) - (1,887)

Impairment allowance as at 31 December 2023 9,471 2,079 12,379 21,523 45,452


Residential


Impairment allowance as at 30 June 2023 127 - - - 127

Changes in loss allowance

Transfer between stages

1

- - - - -

New and increased provision (net of provision releases)

1

19 2 31 - 52

Total impaired asset expense excluding recovery of

19 2 31 - 52

amounts previously written off to the income statement

Write-offs - - - - -

Impairment allowance as at 31 December 2023 146 2 31 - 179


All Other


Impairment allowance as at 30 June 2023 1,034 1,111 12,786 - 14,931

Changes in loss allowance

Transfer between stages

1

(127) (914) 1,041 - -

New and increased provision (net of provision releases)

1

215 1,633 12,787 - 14,635

Total impaired asset expense excluding recovery of

88 719 13,828 - 14,635

amounts previously written off to the income statement

Write-offs - - (6,812) - (6,812)

Impairment allowance as at 31 December 2023 1,122 1,830 19,802 - 22,754


Total


Impairment allowance as at 30 June 2023 12,250 2,448 21,316 16,131 52,145

Changes in loss allowance

Transfer between stages

1

(333) (1,857) 1,854 336 -

New and increased provision (net of provision releases)

1


(1,178) 3,320 17,741 5,056

24,939

Total impaired asset expense excluding recovery of

(1,511) 1,463 19,595 5,392 24,939

amounts previously written off to the income statement

Write-offs - - (8,699) - (8,699)

Impairment allowance as at 31 December 2023 10,739 3,911 32,212 21,523 68,385

1

The increase in provision when a loan moves to a higher stage is included in New and increased provision (net of provision

releases) in the higher stage to which the loan moved. The decrease in provision when a loan moves to a lower stage is included

in New and increased provision (net of provision releases) in the higher stage from which the loan moved.



P. 29

13 Asset quality (continued)


(c) Impact of changes in gross finance receivables held at amortised cost on allowance for ECL



Collectively Assessed Individually

$000's Stage 1 Stage 2 Stage 3 Assessed Total

Unaudited - December 2023


Corporate

Gross finance receivables as at 30 June 2023 2,310,034 158,956 44,709 52,955 2,566,654

Transfer between stages (99,425) 27,156 55,636 16,633 -

Additions 214,568 - - 10,667 225,235

Deletions (216,620) (4,400) (21,651) (4,535) (247,206)

Write-offs (5) (16) (1,930) - (1,951)

Gross finance receivables as at 31 December 2023 2,208,552 181,696 76,764 75,720 2,542,732


Residential

Gross finance receivables as at 30 June 2023 322,486 - - - 322,486

Transfer between stages (637) 485 152 - -

Additions 43,018 - - - 43,018

Deletions (8,145) - - - (8,145)

Write-offs - - - - -

Gross finance receivables as at 31 December 2023 356,722 485 152 - 357,359


All Other

Gross finance receivables as at 30 June 2023 1,058,044 23,224 36,537 - 1,117,805

Transfer between stages (19,559) 4,150 15,409 -

Additions 416,894 - - - 416,894

Deletions (426,350) (5,754) (2,877) - (434,981)

Write-offs (82) (258) (6,862) - (7,202)

Gross finance receivables as at 31 December 2023 1,028,947 21,362 42,207 - 1,092,516


Total

Gross finance receivables as at 30 June 2023 3,690,564 182,180 81,246 52,955 4,006,945

Transfer between stages (119,621) 31,791 71,197 16,633 -

Additions 674,480 - - 10,667 685,147

Deletions (651,115) (10,154) (24,528) (4,535) (690,332)

Write-offs (87) (274) (8,792) - (9,153)

Gross finance receivables as at 31 December 2023 3,594,221 203,543 119,123 75,720 3,992,607


Impact of changes in gross exposures on loss allowances - Corporate exposures


The Banking Group’s provision for impairment has increased by $8.4 million during the period due to:


x A net increase in collective provisions of $3.0 million due to increase in provisions made against motor vehicles lending

to corporates from changes in motor vehicles lending assumptions in respect of cure rates and loan write-off rates, as

well as a new economic overlay due to the new methodology in estimating future loss distributions.


x A net increase in individually assessed provisions of $5.4 million due to additional provisions required on various legacy

single named exposures as a result of changes in the estimated recoverable amounts driven by the deterioration of

economic conditions.


Impact of changes in gross exposures on loss allowances - Residential exposures


The Banking Group’s provision for impairment has remained unchanged at $0.1 million due to no significant changes in gross

exposures or staging of these exposures.



P. 30

13 Asset quality (continued)


Impact of changes in gross exposures on loss allowances - All Other exposures


The Banking Group’s provision for impairment has increased by $7.9 million during the period due to increase in stage 3

receivables and changes in motor vehicles lending assumptions in respect of cure rates and loan write-off rates.



(d) Other asset quality information


As at 31 December 2023 there were nil undrawn lending commitments available to counterparties for whom drawn balances are

classified as individually impaired (June 2023: nil). As at 31 December 2023, the Banking Group had $0.549 million assets under

administration (June 2023: $0.349 million).


P. 31

14 Liquidity risk


Liquidity risk is the risk that the Banking Group is unable to meet its payment obligations as they fall due. The timing mismatch of

cash flows and the related liquidity risk in all banking operations is closely monitored by the Banking Group.


Measurement of liquidity risk is designed to ensure that the Banking Group has the ability to generate or obtain sufficient cash in

a timely manner and at a reasonable price to meet its financial commitments on a daily basis.


The Banking Group holds the following liquid assets for the purpose of managing liquidity risk:


Unaudited

$000's December 2023

Cash and cash equivalents 161,564

Investments 389,048

Total liquid assets 550,612


Undrawn committed bank facilities 123,478

Total liquid assets and committed undrawn funding 674,090



Contractual liquidity profile of financial liabilities


The following tables present the Banking Group's financial liabilities by relevant maturity groupings based upon contractual

maturity date. The amounts disclosed in the tables represent undiscounted future principal and interest cash flows. As a result,

the amounts in the tables below may differ to the amounts reported on the Interim Statement of Financial Position.


The contractual cash flows presented below may differ significantly from actual cash flows. This occurs as a result of future

actions by the Banking Group and its counterparties, such as early repayments or refinancing of term loans and borrowings.

Deposits and other public borrowings include customer savings deposits and transactional accounts, which are at call. These

accounts provide a stable source of long term funding for the Banking Group.


On 0-6 6-12 1-2 2-5 5+

$000's Demand Months Months Years Years Years Total

Unaudited - December 2023


Non-derivative financial liabilities

Deposits 791,117 2,386,823 1,056,305 67,875 76,356 - 4,378,476

Other borrowings - 325,148 45,291 382,885 6,933 136,908 897,165

Due to related parties

- 685 - - - - 685

Lease liabilities

- 1,388 1,386 2,611 6,611 1,681 13,677

Other financial liabilities

- 21,047 - - - - 21,047

Total non-derivative financial liabilities 791,117 2,735,091 1,102,982 453,371 89,900 138,589 5,311,050



Derivative financial liabilities


Inflows from derivatives

- 62,908 75,799 26,105 25,390 304 190,506

Outflows from derivatives

- 61,916 77,302 33,488 36,452 424 209,582

Total derivative financial liabilities - (992) 1,503 7,383 11,062 120 19,076


Undrawn facilities available to customers

322,910 - - - - - 322,910













P. 32

15 Interest rate risk


Contractual repricing analysis


The interest rate risk profile of financial assets and liabilities that follows has been prepared on the basis of maturity or next

repricing date, whichever is earlier.


Non-

0-3 3-6 6-12 1-2 2+ Interest

$000's Months Months Months Years Years Bearing Total

Unaudited - December 2023


Financial assets

Cash and cash equivalents 161,564 - - - - - 161,564

Investments 15,138 23,052 - 100,174 250,684 1,819 390,867

Derivative financial assets - - - - - 21,526 21,526

Finance receivables 1,561,335 298,052 594,717 710,173 759,945 - 3,924,222

Finance receivables - reverse mortgages 1,059,082 - - - - - 1,059,082

Due from related parties - - - - - 1,028 1,028

Other financial assets - - - - - 1,831 1,831

Total financial assets 2,797,119 321,104 594,717 810,347 1,010,629 26,204 5,560,120


Financial liabilities

Deposits 2,229,141 854,269 1,007,259 55,462 50,648 16,993 4,213,772

Other borrowings 484,203 163,393 - - 102,115 - 749,711

Derivative financial liabilities - - - - - 21,034 21,034

Due to related parties - - - - - 685 685

Lease liabilities - - - - - 12,589 12,589

Other financial liabilities - - - - - 21,047 21,047

Total financial liabilities 2,713,344 1,017,662 1,007,259 55,462 152,763 72,348 5,018,838

Effect of derivatives held for risk

management

1,201,271 69,984 (357,996) (469,212) (444,047) - -

Net financial assets/(liabilities) 1,285,046 (626,574) (770,538) 285,673 413,819 (46,144) 541,282





P. 33

16 Concentrations of funding


(a) Regulatory liquidity ratios


RBNZ requires banks to hold minimum amounts of liquid assets to help ensure that they are effectively managing their liquidity

risks. The mismatch ratio is a measure of a bank’s liquid assets, adjusted for contractual cash inflows and outflows during a one-

month or one-week period of stress. It is expressed as a ratio over the bank’s total funding. The Banking Group must maintain its

one-month and one-week mismatch ratios above zero on a daily basis. The below one-month and one-week mismatch ratios are

averaged over the quarter.


RBNZ requires banks to hold a minimum amount of funding from stable sources called core funding. The minimum amount of

core funding is 75% of a bank's total loans. The Banking Group must maintain its core funding ratio above the regulatory minimum

on a daily basis. The below measure of the core funding ratio is averaged over the quarter.


Unaudited

Average for the 3 Months

Ended 31 December 2023

Unaudited

Average for the 3 Months

Ended 30 September 2023

One-week mismatch ratio 7.53 7.74

One-month mismatch ratio 7.04 7.63

Core funding ratio 90.03 90.47


(b) Concentration of funding by industry


Unaudited

$000's December 2023

Agriculture 115,344

Forestry and fishing 20,321

Mining 56

Manufacturing 21,983

Finance and insurance 1,111,839

Wholesale trade 10,752

Retail trade and accommodation 25,589

Households 3,300,145

Rental, hiring and real estate services 75,765

Construction 38,856

Other business services 67,030

Transport and storage 7,513

Other 43,651

4,838,844


Unsubordinated notes 124,639

Total borrowings 4,963,483



(c) Concentration of funding by geographical area


Unaudited

$000's December 2023

New Zealand 4,831,318

Overseas 132,165

Total borrowings 4,963,483




P. 34

Other Disclosures


17 Structured entities


A structured entity is one which has been designed such that voting or similar rights are not the dominant factor in deciding who

controls the entity. Structured entities are created to accomplish a narrow and well-defined objective such as the securitisation or

holding of particular assets or the execution of a specific borrowing or lending transaction. Structured entities are consolidated

where the substance of the relationship is that the Banking Group controls the structured entity.


During the period, Heartland Auto Receivable Warehouse Trust 2018-1 (HARWT) increased its motor vehicle facility by $100

million taking the total facility limit from $400 million to $500 million. The maturity date was extended to 26 August 2025.


There were no other material changes to the Banking Group’s structured entities for the six months ended 31 December 2023.




P. 35

18 Capital adequacy


The capital adequacy tables set out on the following pages summarise the composition of regulatory capital and the capital

adequacy ratios for the Banking Group as at 31 December 2023.


RBNZ Capital Adequacy Framework


The Banking Group has calculated its Risk Weighted Exposures (RWEs) and minimum regulatory capital requirements in

accordance with the Banking Prudential Requirements (BPR) documents. In doing so, the Banking Group has applied the

standardised methodology to Risk Weighted Assets (RWA) as per BPR 131: Standardised credit RWA, standardised operational

risk as per BPR150: Standardised Operational risk, and market risk as per BPR140: Market Risk.


Total regulatory capital is divided into Tier 1 and Tier 2 capital. Tier 1 capital comprises Common Equity Tier 1 (CET1) capital and

Additional Tier 1 (AT1) capital. Tier 1 capital primarily consists of shareholder's equity and other capital instruments acceptable to

the RBNZ as per BPR110: Capital Definitions, less intangible assets, cash flow hedge reserves, deferred tax assets, and other

prescribed deductions. Tier 2 as per BPR110: Capital Definitions comprises eligible subordinated debt securities.


Regulatory capital adequacy ratios are calculated by expressing capital as a percentage of risk weighted exposures. As a Condition

of Registration, the Bank must comply with the following minimum requirements set by the RBNZ:

x Total capital must not be less than 8% of RWE

x Tier 1 capital must not be less than 6% of RWE

x CET1 capital must not be less than 4.5% of RWE

x Capital must not be less than NZ$30m


In addition, if the Prudential Buffer Ratio (PCR) is less than 2.5%, the Bank must limit aggregate distributions, other than

discretionary payments payable to holders of AT1 capital instruments, to the limits set out within the Banks Conditions of

Registration.


Including the PCR, the Banking Group's minimum total capital requirement is 10.5%. On 5 December 2019 the RBNZ finalised their

revised Capital Framework for banks which were not domestic systematically important banks (non D-SIB). This requires non D-

SIB banks in New Zealand to gradually increase their Total Capital ratio to 16% by July 2028. The Banking Group's Total Capital

ratio is 14.07% as at 31 December 2023. This means the revised Framework requires the Banking Group to increase its Total

Capital ratio by 1.93% over the transitional period.


Capital management


The Board has overall responsibility for ensuring the Banking Group has adequate capital in relation to its risk profile and

establishes minimum internal capital levels and limits above the regulatory minimum.


The Banking Group's objectives for the management of capital are to:

x comply at all times with the regulatory capital requirements set by the RBNZ;

x maintain a strong capital base to cover the inherent risks of the business in excess of that required by credit ratings agencies

to maintain a strong credit rating; and

x support the future development and growth of the business.


The Bank's Capital Management Framework includes its:

x Internal Capital Adequacy Assessment Process (ICAAP);

x Capital Stress Testing Policy; and

x Capital Management Plan (CMP)


P. 36

18 Capital adequacy (continued)


Capital management (continued)


The Banking Group has an ICAAP which complies with the requirements set out in BPR100 and is in accordance with its Conditions

of Registration. The ICAAP identifies the capital required to be held against other material risks, being strategic business risk,

reputational risk, regulatory risk and additional credit risk which is assisted through stress testing conducted in accordance with

the Capital Stress Testing policy.


The Banking Group actively monitors its capital adequacy through Asset and Liability Committee (ALCO) and reports this on a

regular basis to the Board. This includes forecasting capital requirements to ensure any future capital requirements can be

executed in a timely manner. The Banking Group uses a mix of capital instruments to reduce single source reliance and to

optimise the Banking Group's mix of capital. ICAAP, CMP and Capital Stress Testing Policy are reviewed annually by the Board.


The capital adequacy tables set out below summarise the composition of regulatory capital and the capital adequacy ratios for the

Banking Group for the six month ended 31 December 2023.


(a) Capital


Unaudited

$000's December 2023

Tier 1 Capital

CET1 capital

Paid-up ordinary shares issued by the Banking Group plus related share premium 553,239

Retained earnings (net of appropriations) 144,924

Accumulated other comprehensive income and other disclosed reserves 2,211

Less deductions from CET1 capital

Intangible assets (81,309)

Deferred tax asset (20,699)

Cash flow hedge reserve (3,798)

Total CET1 capital 594,568


AT1 capital -

Total Tier 1 capital 594,568


Tier 2 capital 100,000

Total Tier 2 capital 100,000


Total capital 694,568



(b) Capital structure


The following details summarise each instrument included within Total Capital. None of these instruments are subject to phase-

out from eligibility as capital under the RBNZ's Basel III transitional arrangements.


Ordinary shares


In accordance with BPR110, ordinary share capital is classified as CET1 capital. The ordinary shares have no par value. Each

ordinary share of the Bank carries the right to vote on a poll at meetings of shareholders, the right to an equal share in dividends

authorised by the Board and the right to an equal share in the distribution of the surplus assets of the Bank in the event of

liquidation.



P. 37

18 Capital adequacy (continued)


Retained earnings


Retained earnings is the accumulated profit or loss that has been retained in the Banking Group. Retained earnings is classified as

CET1 capital.


Reserves classified as CET1 capital


Fair value reserve The debt instrument fair value reserve comprises the changes in the fair value of investments, net of

tax.


Cash flow hedge reserve The hedging reserve comprises the fair value gains and losses associated with the effective portion of

designated cash flow hedging instruments.



Tier 2 capital


Subordinated notes


A summary of the key terms and features of the subordinated notes is provided below:


Issuer The Bank

Face value $100 million

Issue date 28 April 2023

Maturity date 28 April 2033

Optional redemption 28 April 2028 and every quarterly interest payment date thereafter

Interest Fixed at 7.51% for the first five years, thereafter, resets to quarterly floating rate equal to the sum of

the applicable 3-month Bank Bill Rate plus 3.2% per annum.


Interest payable

The quarterly payment of interest in respect of the subordinated notes of the Bank are subject to the Bank being solvent at the

time of, and immediately following the interest payment.


Early redemption

The Bank may choose to repay all or some of the subordinated notes for their face value together with accrued interest (if any) on

28 April 2028 or any interest payment date thereafter. Early redemption of all the subordinated notes for certain tax or regulatory

events is permitted on an interest payment date. Early redemption is subject to certain conditions, including the Bank obtaining

the RBNZ’s prior written approval and the Bank being solvent at the time.


Ranking

In a liquidation of the Bank, the claims of the holders of the subordinated notes will rank:

- behind the claims of all depositors and other creditors of the Bank;

- equally with the claims of other holders of any other securities and obligations that rank equally with the subordinated

notes; and

- ahead of the rights of the Bank's shareholders and holders of any other securities and obligations of the Bank that rank

behind the subordinated notes.


P. 38

18 Capital adequacy (continued)


(c) Credit risk

On balance sheet exposures

Total


Exposure

Minimum


After Credit Risk

Pillar 1


Risk Risk Weighted

Capital


Mitigation Weight Exposure

Requirement


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

Unaudited - December 2023



Cash - 0% - -

Sovereigns and central banks 868 0% - -

Multilateral development banks 207,697 0% - -

Multilateral development banks 57,760 20% 11,552 924

Banks - Short term - Tier 1 - 20% - -

Banks - Short term - Tier 2 161,564 20% 32,313 2,585

Banks - Short term - Tier 3 - 20% - -

Banks - Long term - Tier 1 - 20% - -

Banks - Long term - Tier 2 21,982 50% 10,991 879

Banks - Long term - Tier 3 - 50% - -

Public sector entity (AA- and above) 101,609 20% 20,322 1,626

Public sector entity (A- and above) - 50% - -

Public sector entity (BBB+, BBB, BBB-) - 100% - -

Corporates (AA- and above) - 20% - -

Corporates (A- and above) - 50% - -

Corporates (BBB- and above) - 100% - -

Corporate Exposures - Government Guarantee 47,806 20% 9,561 765

Corporate Exposures- unrated 2,000,695 100% 2,000,695 160,056

Welcome Home Loans - loan to value ratio (LVR) <= 80%

1

1,036 35% 363 29

Welcome Home Loans - loan to value ratio (LVR) <= 90%

1

- 35% - -

Welcome Home Loans - LVR 90% <= 100%

1

- 50% - -

Welcome Home Loans - LVR > 100%

1

- 100% - -

Reverse Residential mortgages <= 30% LVR 638,702 40% 255,481 20,438

Reverse Residential mortgages 30 <= 60% LVR 398,239 50% 199,119 15,930

Reverse Residential mortgages 60 <= 80% LVR 20,263 80% 16,211 1,297

Reverse Residential mortgages > 80% LVR 1,878 100% 1,878 150

Reverse Residential mortgages > 100% LVR - 100% - -

Non Property Investment Mortgage Loan <=80% LVR 344,257 35% 120,490 9,639

Non Property Investment Mortgage Loan 80 <= 90% LVR - 50% - -

Non Property Investment Mortgage Loan 90 <= 100% LVR - 75% - -

Non Property Investment Mortgage Loan > 100% LVR - 100% - -

Property Investment Mortgage Loan <= 80% LVR 11,370 40% 4,549 364

Property Investment Mortgage Loan 80 <= 90% LVR - 70% - -

Property Investment Mortgage Loan 90 <= 100% LVR - 90% - -

Property Investment Mortgage Loan > 100% LVR - 100% - -

Past due residential mortgages 516 100% 516 41

Other past due assets - provision >= 20% 53,371 100% 53,371 4,270

Other past due assets - provision < 20% 70,112 150% 105,168 8,413

Equity holdings - 300% - -

All other equity holdings 1,804 400% 7,215 577

Fixed assets 12,482 100% 12,482 999

Leased assets 10,438 100% 10,438 835

Other assets 1,440,583 100% 1,440,583 115,247

Not risk weighted assets 102,009 0% - -

Total on balance sheet exposures 5,707,041 4,313,298 345,064

1

The LVR classification above is calculated in line with the Bank’s Pillar 1 Capital requirement which includes relief for Welcome Home loans that

are guaranteed by the Crown.


P. 39

18 Capital adequacy (continued)


(c) Credit risk (continued)


Off balance sheet exposures

Minimum

Credit Credit Average Risk Pillar 1

Total Conversion Equivalent Risk Weighted Capital

Exposure Factor Amount Weight Exposure Requirement

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

Unaudited - December 2023


Direct credit substitute - 100% - 100% - -

Performance-related contingency 3,208 50% 1,604 100% 1,604 128

Other commitments where original maturity is

more than one year

148,728 50% 74,364 100% 74,364 5,949

Other commitments where original maturity is

more than one year

55,906 50% 27,953 50% 13,977 1,118

Other commitments where original maturity is

more than one year

51,052 50% 25,526 35% 8,934 715

Other commitments where original maturity is

less than or equal to one year


74,725 20% 14,945 100% 14,945 1,196

Counterparty credit risk

1


Interest rate contracts 1,883,639 N/A 5,290 34% 1,785 143

FX forward contracts - N/A - 0% - -


Credit valuation adjustment - - - - 1,400 112

Total off balance sheet exposures 2,217,258 149,682 117,009 9,361

1

The credit equivalent amount was calculated using the current exposure method.



(d) Additional mortgage information – LVR range


On Balance Off Balance


Sheet Sheet Total

$000's

Exposures Exposures

1

Exposures

Unaudited - December 2023


Does not exceed 80% 1,413,868 106,958 1,520,826

Exceeds 80% and not 90% 1,878 - 1,878

Exceeds 90% 516 - 516

Total exposures 1,416,262 106,958 1,523,220

1

Off balance sheet exposures means unutilised limits.




At 31 December 2023, there were no Welcome Home loans whose credit risk is mitigated by the Crown included in “Exceeds 90%

residential mortgages”. Capital adequacy calculations, only the value of the first ranking mortgages over residential property is

included in the LVR calculation, in accordance with BPR131. All new residential mortgages in respect of non-property investments

lending have a loan-to-valuation ratio of less than or equal to 80%.


P. 40

18 Capital adequacy (continued)


(e) Reconciliation of mortgage related amounts


Unaudited

$000's Note December 2023

Gross finance receivables - reverse mortgages 1,059,082

Loans and advances - loans with residential mortgages

13(c)

357,359

On balance sheet residential mortgage exposures subject to the standardised approach 1,416,441

Less: collective provision for impairment

13(b)

(179)

On balance sheet residential mortgage exposures after collective provision 18(d) 1,416,262

Off balance sheet mortgage exposures subject to the standardised approach

18(d)

106,958

Total residential exposures subject to the standardised approach 18(d) 1,523,220



(f) Credit risk mitigation


As at 31 December 2023 the Banking Group had $1.0 million of Welcome Home Loans (June 2023: $1.3 million), whose credit risk

was mitigated by the Crown. Other than this the Banking Group does not have any exposures covered by eligible collateral,

guarantees and credit derivatives.


(g) Operational risk


Implied Risk Total Operational Risk

$000's Weight Exposure Capital Requirement

Unaudited - December 2023



Operational risk 313,828 25,106



Operational risk is calculated based on the previous 12 quarters of the Banking Group.


(h) Market risk



Implied Risk Aggregate

$000's

Weighted Exposure Capital Charge

Unaudited - December 2023


Market risk end-of-period capital charge

Equity risk 1,804 144

Interest rate risk 190,206 15,217

Foreign currency risk 836 67

Market risk peak end-of-period capital charge

Equity risk 1,804 144

Interest rate risk 190,206 15,217

Foreign currency risk 836 67



The Banking Group calculates its aggregate market exposure in accordance with BPR140. Peak end-of-day capital charge

disclosure is derived by taking the highest calculated exposure over the last six months ended 31 December 2023. For November

and December, the Banking Group reverted to an internal model temporarily due to a core system upgrade. This internal model

supported that the peak exposure for both periods was the month-end position.


P. 41

18 Capital adequacy (continued)


(i) Total capital requirement


Risk Weighted Exposure


Total Exposure After or Implied Risk

$000's

Credit Risk Mitigation Weighted Exposure Total Capital Requirement

Unaudited - December 2023




Total credit risk

On balance sheet 5,707,041 4,313,298 345,064

Off balance sheet 2,217,258 117,009 9,361

Operational risk NA 313,828 25,106

Market risk NA 192,846 15,428

Total 7,924,299 4,936,981 394,959



(j) Capital ratios


Unaudited Unaudited

% December 2023 December 2022

Capital ratios compared to minimum ratio requirements

Common Equity Tier 1 capital ratio 12.04% 13.15%

Minimum Common Equity Tier 1 Capital as per Conditions of Registration 4.50% 4.50%


Tier 1 capital ratio 12.04% 13.15%

Minimum Tier 1 Capital as per Conditions of Registration 6.00% 6.00%


Total capital ratio 14.07% 13.15%

Minimum Total Capital as per Conditions of Registration 8.00% 8.00%


Buffer ratio 6.04% 7.15%

Buffer trigger ratio 2.50% 2.50%



(k) Solo capital adequacy


Previously, certain securitised motor loans were derecognised from the Bank's solo balance sheet and transferred to Heartland

Auto Receivable Warehouse Trust (HARWT). On review, it has been established that under NZ GAAP, these assets do not meet

the criteria for derecognition and thus, have been retained within the Bank’s solo balance sheet.


Accordingly, the Bank’s Solo capital calculation includes subsidiaries wholly owned and wholly funded by the Bank, and HARWT as

per section A2.3 of BPR 160. This change in accounting treatment and consolidation election is the basis of the prior period

restatement which reduced Bank’s solo total capital ratios for 31 December 2022 from 13.72% to 13.02%. This restatement had

no impact on the Banking Group's capital ratios for 31 December 2022. Marac Insurance Limited is excluded per BPR100.


Unaudited Unaudited

December 2023 December 2022

% (Restated)

Capital ratios

Common Equity Tier 1 Capital ratio 11.91% 13.02%

Tier 1 Capital ratio 11.91% 13.02%

Total capital ratio 13.94% 13.02%




(l) Capital for other material risks


In addition to the material risks included in the calculation of the capital ratios, the Banking Group has identified other material

risks to be included in the capital allocation (being strategic/business risk, regulatory and additional credit risk). As at 31

December 2023, the Banking Group has made an internal capital allocation of $8.94 million to cover these risks (December 2022:

$9.4 million).


P. 42

19 Insurance business, securitisation, funds management and other fiduciary

activities


Insurance business


Marac Insurance Limited (MIL), a subsidiary of HBL, ceased writing insurance policies in 2020 with the periodic policies expected

to expire in 2025.


As at 31 December 2023, the Banking Group's aggregate amount of insurance business comprises the total consolidated assets of

MIL of $7 million (June 2023: $7.4 million), which represents 0.12% of the total consolidated assets of the Banking Group (June

2023: 0.14%).


Securitisation


As at December 2023, the Banking Group had $418.84 million securitised assets (June 2023: $254.74 million).


There have been no material changes to the Banking Group's involvement in the securitisation activities.


Risk management


The Banking Group has in place policies and procedures to ensure that the fiduciary activities identified above are conducted in an

appropriate manner. It is considered that these policies and procedures will ensure that any difficulties arising from these

activities will not impact adversely on the Banking Group. The policies and procedures include comprehensive and prominent

disclosure of information regarding products, and formal and regular review of operations and policies by management and

internal auditors.



20 Contingent liabilities and commitments


The Banking Group, in the ordinary course of business, will be subject to claims and proceedings against it whereby the validity of

the claim will only be confirmed by uncertain future events. In such circumstances, the contingent liabilities would become

possible obligations, or present obligations if known, where the transfer of economic benefit is uncertain or cannot be reliably

measured. Contingent liabilities are not recognised, but are disclosed, unless they are deemed remote. Where some loss is

considered probable and can be reliably estimated, provisions have been made on a case by case basis.


Contingent liabilities and credit related commitments arising in respect of the Banking Group's operations were:


Unaudited Audited

$000's December 2023 June 2023

Letters of credit, guarantee commitments and performance bonds 3,208 7,378

Total contingent liabilities 3,208 7,378


Undrawn facilities available to customers 322,910 310,423

Conditional commitments to fund at future dates 7,501 24,873

Total commitments 330,411 335,296




21 Events after reporting date


The Bank resolved to pay a cash dividend to its parent company HGH of $22.5 million on its ordinary shares on 26 February 2024.


There were no other events subsequent to the reporting period which would materially affect the Interim Financial Statements.


P. 43

Conditions of Registration


The following changes to the Banks Conditions of Registration (COR) have occurred since the reporting date for the previous

Disclosure Statement.


On 1 October 2023 HBL’s conditions of registration were updated as follows:


x The Banking Prudential Requirements (BPR) were updated post consultation and review by the RBNZ. HBL’s COR was

updated to refer to the updated requirements.

x That HBL must comply with the revised BS8 Connected Exposures document dated October 2023 except for paragraphs

A.3(1) to A.3(12) which do not take effect until 1 April 2024.


x Clarified that the Banking Group must always exceed the rating-contingent limit to all connected persons at the end of

each working day at all times.

x That full year disclosure statements are prepared on the basis that clause 6(2)(b), Schedule 14 of the “Registered Bank

Disclosure Statements (New Zealand Incorporated Registered Banks) Order 2014”, does not apply.


P. 44

Credit Ratings


As at the date of signing this Disclosure Statement, the Bank's credit rating issued by Fitch Australia Pty Ltd (Fitch Ratings) was

BBB stable. This BBB credit rating was issued on 14 October 2015 and is applicable to long term unsecured obligations payable in

New Zealand, in New Zealand dollars. This BBB stable credit rating was affirmed by Fitch Ratings on 1 September 2023.


The following is a summary of the descriptions of the ratings categories for rating agencies for the rating of long-term senior

unsecured obligations:


Fitch Ratings Standard &

Poor's

Moody's

Investors

Service

Description of Grade

AAA AAA Aaa Ability to repay principal and interest is extremely strong. This is the

highest investment category.

AA AA Aa Very strong ability to repay principal and interest in a timely manner.

A A A Strong ability to repay principal and interest although somewhat

susceptible to adverse changes in economic, business or financial

conditions.

BBB BBB Baa Adequate ability to repay principal and interest. More vulnerable to

adverse changes.

BB BB Ba Significant uncertainties exist which could affect the payment of

principal and interest on a timely basis.

B B B Greater vulnerability and therefore greater likelihood of default.

CCC CCC Caa Likelihood of default considered high. Timely repayment of principal

and interest is dependent on favourable financial conditions.

CC - C CC - C Ca – C Highest risk of default.

RD to D D - Obligations currently in default.


Credit ratings from Fitch Ratings and Standard & Poor’s may be modified by the addition of a plus or minus sign to show relative

status within the major rating categories. Moody’s Investors Service apply numerical modifiers 1, 2, and 3 to show relative

standing within the major rating categories, with 1 indicating the higher end and 3 the lower end of the rating category.


Other Material Matters


There are no material matters relating to the business or affairs of the Bank or the Banking Group that are not already contained

elsewhere in this Disclosure Statement which would, if disclosed in this Disclosure Statement, materially affect the decision of a

person to subscribe for debt securities of which the Bank or any member of the Banking Group is the issuer.

PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz

Independent auditor’s review report

To the shareholder of Heartland Bank Limited

Report on the Interim Financial Statements and the Supplementary Information

(excluding the information relating to capital adequacy and regulatory liquidity

requirements disclosed in accordance with Schedule 9)

Our conclusion

We have reviewed the interim financial statements (the “Financial Statements”) for the six month period

ended 31 December 2023 of Heartland Bank Limited (the “Bank”) and the entities it controlled at 31

December 2023 or from time to time during the period (together, the “Banking Group”) as required by

clause 25 of the Registered Bank Disclosure Statements (New Zealand Incorporated Registered Banks)

Order 2014 (as amended) (the “Order”) and the supplementary information disclosed in accordance with

Schedules 5, 7, 13, 16 and 18 of the Order (the “Supplementary Information”), excluding the information

relating to capital adequacy and regulatory liquidity requirements disclosed in accordance with Schedule

9 of the Order contained in the half year disclosure statement (the “Disclosure Statement”).

The Financial Statements comprise the consolidated interim statement of financial position as at 31

December 2023, the related consolidated interim statement of comprehensive income, consolidated

interim statement of changes in equity and consolidated interim statement of cash flows for the six

month period then ended and selected explanatory notes.

Based on our review, nothing has come to our attention that causes us to believe that the

accompanying:

ƔFinancial Statements have not been prepared, in all material respects, in accordance with New

Zealand Equivalent to International Accounting Standard 34 Interim Financial Reporting (“NZ IAS

34”) and International Accounting Standard 34 Interim Financial Reporting(“IAS 34”); and

භSupplementary Information that is required to be disclosed in accordance with Schedules 5, 7, 13,

16 and 18 of the Order:

ìdoes not present fairly, in all material respects, the matters to which it relates; or

íis not disclosed, in all material respects, in accordance with those Schedules.

Basis for conclusion

We conducted our review in accordance with the New Zealand Standard on Review Engagements

2410 (Revised) Review of Financial Statements Performed by the Independent Auditor of the Entity

(“NZ SRE 2410 (Revised)”).Our responsibilities are further described in the Auditor’s responsibilities

for the review of the Financial Statements and Supplementary Informationsection of our report.

We are independent of the Banking Group in accordance with the relevant ethical requirements in

New Zealand relating to the audit of the annual financial statements, and we have fulfilled our other

ethical responsibilities in accordance with these requirements. In our role as auditor, we provide other

audit and assurance related services comprising: assurance over insurance solvency, trust deed

reporting, supervisory reporting and registry assurance services. In addition, certain partners and

employees of our firm may deal with the Banking Group on normal terms within the ordinary course of

trading activities of the Banking Group

. The provision of these other services and these relationships

have not impaired our independence.

Responsibilities of the Directors for the Disclosure Statement

The Directors are responsible, on behalf of the Bank, for the preparation and fair presentation of the

Financial Statements in accordance with clause 25 of the Order, NZ IAS 34 and IAS 34 and for such

internal control as the Directors determine is necessary to enable the preparation of the Financial

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Statements and the Supplementary Information that are free from material misstatement, whether due

to fraud or error.

In addition, the Directors are responsible on behalf of the Bank for the preparation and fair

presentation of the Disclosure Statement which includes:

Ɣall of the information prescribed in Schedule 3 of the Order; and

Ɣthe information prescribed in Schedules 5, 7, 9, 13, 16 and 18 of the Order.

Auditor’s responsibilities for the review of the Financial Statements and Supplementary

Information

Our responsibility is to express a conclusion on the Financial Statements and Supplementary

Information based on our review. NZ SRE 2410 (Revised) requires us to conclude whether anything

has come to our attention that causes us to believe that the:

Ɣ Financial Statements, taken as a whole, have not been prepared, in all material respects, in

accordance with NZ IAS 34 and IAS 34; and

Ɣ Supplementary Information that is required to be disclosed in accordance with Schedules 5, 7, 13,

16 and 18 of the Order:

ídoes not present fairly, in all material respects, the matters to which it relates; or

íis not disclosed, in all material respects, in accordance with those schedules; or

íif applicable, has not been prepared, in all material respects, in accordance with any

conditions of registration relating to disclosure requirements imposed under section 74(4)(c) of

the Banking (Prudential Supervision) Act 1989.

A review in accordance with NZ SRE 2410 (Revised) is a limited assurance engagement. We perform

procedures, consisting of making enquiries, primarily of persons responsible for financial and

accounting matters, and applying analytical and other review procedures. The procedures performed

in a review are substantially less than those performed in an audit conducted in accordance with

International Standards on Auditing (New Zealand) and International Standards on Auditing and

consequently do not enable us to obtain assurance that we might identify in an audit. Accordingly, we

do not express an audit opinion on the Financial Statements and Supplementary Information.

Who we report to

This report is made solely to the Bank’s shareholder. Our review work has been undertaken so that we

might state those matters which we are required to state to them in our review 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 Bank and the Bank’s shareholder for our review procedures, for this report, or for the

conclusions we have formed.

The engagement partner on the review resulting in this independent auditor’s review report is

Karen Shires.

For and on behalf of:

Chartered Accountants Auckland

26 February 2024

Independent Assurance Report
To the shareholder of Heartland Bank Limited

Limited assurance report on compliance with the information required on capital

adequacy and regulatory liquidity requirements

Our conclusion

We have undertaken a limited assurance engagement on Heartland Bank Limited’s (the “Bank”)

compliance, in all material respects, with clause 22 of the Registered Bank Disclosure Statements (New

Zealand Incorporated Registered Banks) Order 2014 (as amended) (the “Order”) which requires

information prescribed in Schedule 9 of the Order relating to capital adequacy and regulatory liquidity

requirements to be disclosed in its half year Disclosure Statement for the six month period ended 31

December 2023 (the “Disclosure Statement”). The Disclosure Statement containing the information

prescribed in Schedule 9 of the Order relating to capital adequacy and regulatory liquidity requirements

will accompany our report, for the purpose of reporting to the shareholder of the Bank.

Based on the procedures we have performed and the evidence we have obtained, nothing has come to

our attention that causes us to believe that the Bank’s information relating to capital adequacy and

regulatory liquidity requirements, included in the Disclosure Statement in compliance with clause 22 of the

Order and disclosed in notes 16(a) and 18 of the interim financial statements, is not, in all material

respects, disclosed in accordance with Schedule 9 of the Order.

Basis for conclusion

We have conducted our engagement in accordance with Standard on Assurance Engagements 3100

(Revised)Compliance Engagements(“SAE 3100 (Revised)”) issued by the New Zealand Auditing and

Assurance Standards Board.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our

conclusion.

Directors’ responsibilities

The Directors are responsible on behalf of the Bank for compliance with the Order, including clause 22 of

the Order which requires information relating to capital adequacy and regulatory liquidity requirements

prescribed in Schedule 9 of the Order to be included in the Disclosure Statement, for the identification of

risks that may threaten compliance with that clause, controls that would mitigate those risks and

monitoring ongoing compliance.

Our independence and quality management

We have complied with the independence and other ethical requirements of Professional and Ethical

Standard 1International Code of Ethics for Assurance Practitioners (including International Independence

Standards) (New Zealand)issued by the New Zealand Auditing and Assurance Standards Board, which is

founded on the fundamental principles of integrity, objectivity, professional competence and due care,

confidentiality and professional behaviour.

We apply Professional and Ethical Standard 3Quality Management for Firms that Perform Audits or

Reviews of Financial Statements, or Other Assurance or Related Services Engagements, which requires

our firm to design, implement and operate a system of quality management including policies or

procedures regarding compliance with ethical requirements, professional standards and applicable legal

and regulatory requirements.

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 9 355 8000, www.pwc.co.nz

We are independent of the Bank and the entities it controlled at 31 December 2023 or from time to time
during the period (together, the “Banking Group”). In our role as auditor, we provide other audit and

assurance related services comprising: assurance over insurance solvency, trust deed reporting,

supervisory reporting and registry assurance services. In addition, certain partners and employees of our

firm may deal with the Banking Group on normal terms within the ordinary course of trading activities of

the Banking Group

.The provision of these other services and these relationships have not impaired our

independence.

Assurance practitioner’s responsibilities

Our responsibility is to express a limited assurance conclusion on whether the Bank’s information relating

to capital adequacy and regulatory liquidity requirements, included in the Disclosure Statement in

compliance with clause 22 of the Order is not, in all material respects, disclosed in accordance with

Schedule 9 of the Order. SAE 3100 (Revised) requires that we plan and perform our procedures to obtain

limited assurance about whether anything has come to our attention that causes us to believe that the

Bank’s information relating to capital adequacy and regulatory liquidity requirements, included in the

Disclosure Statement in compliance with clause 22 of the Order, is not, in all material respects, disclosed

in accordance with Schedule 9 of the Order.

In a limited assurance engagement, the assurance practitioner performs procedures, primarily consisting

of discussion and enquiries of management and others within the entity, as appropriate, and observation

and walk-throughs, and evaluates the evidence obtained. The procedures selected depend on our

judgement, including identifying areas where the risk of material non-compliance with clause 22 of the

Order in respect of the information relating to capital adequacy and regulatory liquidity requirements is

likely to arise.

Given the circumstances of the engagement we:

●obtained an understanding of the process, models, data and internal controls implemented over the

preparation of the information relating to capital adequacy and regulatory liquidity requirements;

●obtained an understanding of the Bank’s compliance framework and internal control environment to

ensure the information relating to capital adequacy and regulatory liquidity requirements is in

compliance with the Reserve Bank of New Zealand’s (the “RBNZ”) prudential requirements for banks;

●obtained an understanding and assessed the impact of any matters of non-compliance with the

RBNZ’s prudential requirements for banks that relate to capital adequacy and regulatory liquidity

requirements and inspected relevant correspondence with the RBNZ;

●performed analytical and other procedures on the information relating to capital adequacy and

regulatory liquidity requirements disclosed in accordance with Schedule 9 of the Order, and

considered its consistency with the interim financial statements; and

●agreed the information relating to capital adequacy and regulatory liquidity requirements disclosed in

accordance with Schedule 9 of the Order to information extracted from the Bank’s models, accounting

records or other supporting documentation.

The procedures performed in a limited assurance engagement vary in nature and timing from, and are

less in extent than for, a reasonable assurance engagement and consequently the level of assurance

obtained in a limited assurance engagement is substantially lower than the assurance that would have

been obtained had a reasonable assurance engagement been performed. Accordingly, we do not express

a reasonable assurance opinion on compliance with the compliance requirements.

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Inherent limitations
Because of the inherent limitations of an assurance engagement, together with the internal control

structure, it is possible that fraud, error or non-compliance with the compliance requirements may occur

and not be detected.

A limited assurance engagement on the Bank's information relating to capital adequacy and regulatory

liquidity requirements prescribed in Schedule 9 of the Order to be included in the Disclosure Statement in

compliance with clause 22 of the Order does not provide assurance on whether compliance will continue

in the future.

Use of report

This report has been prepared for use by the Bank’s shareholder for the purpose of establishing that these

compliance requirements have been met.

Our report should not be used for any other purpose. To the fullest extent permitted by law, we do not

accept or assume responsibility for any reliance on this report to anyone other than the Bank and the

Bank’s shareholder, or for any purpose other than that for which it was prepared.

The engagement partner on the engagement resulting in this independent assurance report is

Karen Shires.

Chartered AccountantsAuckland

26 February 2024

PwC49

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