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Annual Report

Annual Report23 May 2024OCAHealthcare

Inspiring better.
Annual Report 2024

Consistent innovation to deliver the ultimate
resident-focused experience.

Back in 2014, we asked a question: What if there’s a

better way to provide retirement and aged care living?

What if what was currently offered was only a fraction

of what it could be — the ultimate resident-focused

experience?

These past few years have been tough for everyone.

But as long as we keep asking questions and continue

our pursuit of better, we can be confident of sustainable

growth for a long time to come.

We set about curating a uniquely premium offer built around

higher quality, sustainable accommodation, and a totally

fresh approach to personalised service and care. The result

is a reimagining of the retirement living and aged care

experience, and a transformation of the business we were

a decade ago.

Inspiring better.

Contents.
Timeline1

Letter from the Chair2

Trading highlights5

At a glance6

Letter from the CEO7

Integrated reporting11

Our value creation model12

Our sustainability framework15

Our offer16

Our resident experience23

Our people capability30

Our growth37

Board of directors42

Three year summary46

Consolidated financial statements47

Independent auditor’s report81

Corporate governance83

Risk management92

OCEANIA ANNUAL REPORT 2024

Transformation
through innovation.

TIMELINE

Pre-FY17

$

2.8bn

$

8 5.4m

FY18FY19FY20FY21FY22FY23FY24FY17

NZX listing

Homestar

certification

Adopting NZ

Green Building

Council’s criteria

for environmental

sustainability

and living quality

into our designs.

495 units delivered

since inception.

Page 20

Assets

Assets

Operating cash flow

Operating cash flow

Nurse Practitioner

Model

Nurse led primary care

service introduced.

Now operating in

21 care centres across

NZ, allowing residents

access to high-quality,

individualised healthcare.

Page 25

Five Ways

to Wellbeing

Programme

Oceania is the only

aged care operator

to adopt the Mental

Health Foundation’s

approach to

positive social

and environmental

outcomes.

Page 28

Sustainability

Linked Loan

Oceania establishes a

five-year, $500m loan

linking over two-thirds

of its debt funding

to three sustainability

performance targets.

Page 37

Couples Care

Suites

Offering the comfort

of having loved ones

stay close during

later-life living.

Page 27

Luxury Private

Care: The Helier

Oceania is the first

NZ retirement village

operator to offer fully-

funded, private and

personal care services.

Page 17

Together App Pilot

Integrating Alexa,

offering information

and assistance

at fingertips and

voice command.

Page 27

Wesley Institute of

Nursing Education

Addressing NZ’s nursing

shortage through

intensive training.

Page 33

Care Suites

One of Oceania’s first innovations,

this applies the approach of

independent living units to

care, creating a more premium

experience and greater certainty

for residents. Tested in Auckland,

care suites now form part of our

offering nationwide.

Long before our NZX listing we’ve been

reimagining what retirement living looks

like. We’ve achieved a lot in the past

seven years, and there’s more to come.

$

3 8 .9m

$

918m

+205

%

+119

%

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OCEANIA ANNUAL REPORT fffiff1

Ready for the future.
LETTER FROM THE CHAIR

I am pleased to present the Oceania

Annual Report for the year ended

31 March 2024.

Oceania has delivered a favourable financial

performance, increased sales volumes,

seen strong capital gains and continued its

construction activities to support future growth.

Financial Performance

Oceania’s Total Comprehensive Income of

$70.5m for the 12 months ending 31 March 2024,

is up 104.3% from the prior corresponding period

and Net Profit after Tax of $31.5m, is up 104.5%

on pcp.

Total assets increased to $2.8b and Net Assets

increased to $1.0b at 31 March 2024, up 9.3%

and 6.7% respectively. This increase is largely

due to the continued development across 10 sites

during the period.

Total sales volumes were also up 16.7% on pcp

including a 22.7% uplift in new sale volumes to

157 independent living units (ILU) and care suites.

For the year ended 31 March 2024, operating

cashflow was $85.4m, 21.7% up compared to

$70.2m for the year ending 31 March 2023.

The uplift includes increased total cash receipts

from occupation right agreements of $226.3m,

up 26.6% on pcp.

As at 31 March 2024, Oceania had undrawn net

debt headroom of $88.5m increasing to circa

$100.0m as at 23 May 2024.

Underlying NPAT is $62.1m for the 12 months

ending 31 March 2024, up 6.0% on pcp.

This included total capital gains of $67.9m

an increase of $8.5m or 14.4% from the prior

corresponding period.

During the reporting period, as part of the

divestment programme, six sites were exited or

closed, with aggregate gross sales proceeds

received of $21.0m. Post balance date, Oceania

has settled the sale of two further sites for gross

sale proceeds of $16.2m, and a further site is

currently under conditional contract for sale.

Pleasingly, post balance date, full and final

agreement was reached with insurers in relation

to all insurance claims arising from the Auckland

Floods and Cyclone Gabrielle from early 2023.

Final Dividend

The Directors approved a change on 24 May

2023 to the dividend policy to a pay out ratio

of 30% to 50% of Underlying Net Profit After

Tax in order to provide for ongoing and future

investment in growth.

Consistent with the approach taken at the time

of the interim results, the Directors have resolved

not to pay a final dividend to provide for ongoing

investment in Oceania’s growth and portfolio

transformation after taking into consideration

cash flow, market conditions and growth

opportunities.

“Oceania will continue to be an innovator

in the sector and focus on its care and village

strategy to improve resident experience, capital

management, sustainability and position

itself for future growth.”

2

OCEANIA ANNUAL REPORT fffiff1

LETTER FROM THE CHAIR
Portfolio

As part of the execution of Oceania’s greenfield

development strategy, there will be an increase

in independent living villas being built rather

than apartments or care suites (which were

suitable products for building in the centrally

located brownfield sites) and therefore there

will be a reweighting of the property portfolio.

As at 31 March 2024, Oceania’s independent

living unit portfolio comprises 51% villas and

49% apartments, with most of these apartments

having been completed in the last four years.

As completion dates approach for current site

developments, Oceania will be looking to acquire

land which would be suitable for villa product

to extend the pipeline. This will also increase the

proportion of villa products in Oceania’s portfolio.

Regulation

Over the last 12 months the industry has been

subject to a review by the Ministry of Housing

and Urban Development of the Retirement

Villages Act (the Act). The public were asked

to comment on changes to the Act and Oceania

supports any requirements which may be

imposed on operators as a result of the review

which will raise overall industry standards for

the benefit of residents.

In addition to the Ministry’s review, the Retirement

Village Residents Association has been focussed

on potentially unfair practices under the

Act. Most of the practices identified by the

Association are not used by larger operators,

nor are they widespread. Oceania’s position is

that weekly fees cease on vacation, the capital

sum is repaid when a new resident moves into

a villa or apartment and the DMF does not

continue to accrue after the resident leaves.

Where the resident does not share capital gains,

there is no capital loss clause. Call bell and

medical services information for each village

are in disclosure statements. A codified and

robust complaints policy is in place and meets

or, in most cases, betters the timeframes required

by the code of practice.

Risk Management

In recognition of the increasingly complex

and, at times, uncertain, environment in which

Oceania operates, Board and Management

have embarked on a programme of work to uplift

and mature the company’s approach to risk

management. This includes deeper consideration

and resilience measures for emerging and

escalating risks such as climate, cyber-threats,

and use of generative AI technologies, as well as

continued focus on the more traditional and core

business risks such as care for people, residents,

development and offer. Management have

increased resources and attention to elevate risk

practices throughout the organisation to ensure

risk practices are effectively and sustainably

embedded to support safe and successful

operation of the business.

Integrated thinking and sustainability

Oceania is evolving its reporting practices

and this year marks a significant step in the

journey towards integrated reporting, deepening

Oceania’s commitment to transparency and

sustainable value creation. Management has

introduced an updated value creation model

(see pages 12–13) that aligns with Oceania’s

strategic pillars and demonstrates effective

utilisation of different capitals (or inputs) in

business activities to foster long term value

creation. As part of this journey, Oceania has

incorporated enhanced metrics in this report,

to measure progress against the Sustainability

Framework introduced last year. Oceania’s

Sustainability Framework was designed

to address the material impacts identified

and reported in FY2023 through extensive

stakeholder engagement and throughout this

report is evidence of progress to address those

material impacts.

5

M04 Streetscape

3

OCEANIA ANNUAL REPORT 2024

LETTER FROM THE CHAIR
Climate reporting

As an NZX listed company, Oceania is

designated as a Climate Reporting Entity (CRE)

under the New Zealand mandatory Climate-

Related Disclosures (CRDs) regime. During the

reporting period, Oceania has made significant

progress in identifying and understanding the

risks and opportunities associated with climate

change and has invested considerable effort in

enhancing its knowledge of potential climate

impacts. Oceania is set to publish its first

mandatory CRD for FY2024 shortly.

Governance

During the year, Directors have continued to

meet with residents at many of Oceania’s sites

around the country. It is a privilege to meet

Oceania’s residents and team onsite and observe

the culture and day to day operations. The

Board always enjoy the opportunity to meet

with residents and receive their feedback which

is then incorporated into Oceania’s continuous

improvement processes.

I would like to thank Directors for their dedication,

commitment and wisdom and support that they

have provided to the executive team during the

last 12 months.

Looking ahead

It has been an absolute pleasure having Brent

Pattison at the helm over the last three years.

He has demonstrated resilience and tenacity in

the execution of the strategy, including leading

the sector to deliver new forms of innovation.

Brent has always had the residents at the heart

of everything he does and has set the business

up well to benefit from the positive momentum

in the market and for his successor to build upon

this success and Oceania’s continued growth.

Oceania will continue to be an innovator in

the sector and focus on its care and village

strategy to improve resident experience, capital

management, sustainability and position itself

for future growth.

On behalf of the Board, I would like to thank

our people for their enthusiasm and dedication

throughout the year.

Yours sincerely,

Elizabeth Coutts

Chair

4

OCEANIA ANNUAL REPORT 2024

Aligned for better outcomes.
TRADING HIGHLIGHTS — MARCH 2024

Financial

31 March 2024

Operational

31 March 2024

Developments

31 March 2024

ESG

31 March 2024

Total assets

As at 31 March 2024

$

2.8bn

higher than 31 March 2023

total assets of $2.5bn

9.3%3.2%

Construction waste diverted from landfill

Units and care suites substantially

completed in FY2024

Employee NPS (eNPS) (+/-100)

Units and care suites expected

to be completed in FY2025

Care resident NPS (+/-100)

79.0

%

62.9

%

182

24

224

5 9,9 0 0

3,591

Units and care suites under construction

as at 31 March 2024

264

• Waterford Stage 1 (Hobsonville, Auckland)

• Elmwood Stage 1 (Manurewa, Auckland)

• Awatere Stage 3 (Hamilton)

• Meadowbank Stage 6 (Auckland)

• The Helier (St. Heliers, Auckland)

• The Bellevue Stage 2 (Christchurch)

• Redwood (Blenheim)

• Stoke (Nelson)

• The Bayview Stage 3 (Tauranga)

• Awatere Stage 3 (Christchurch)

• Elmwood Stage 1 (Manurewa)

• Waterford Stage 1 (Hobsonville, Auckland)

Underlying Earnings Before Interest,

Tax, Depreciation and Amortisation

31 March 2024

GHG emissions (t CO2e)

$

82.6m

ahead of 31 March 2023 earnings

Before Interest, Tax, Depreciation and

Amortisation of $80.0m

Reported Total

Comprehensive Income

31 March 2024

$

70.5m

compared to 31 March 2023 reported

total comprehensive income of $34.5m

Operating Cash Flow

31 March 2024

$

85.4m

compared to 31 March 2023 reported

operating cash flow of $70.2m

Compared to 31 March 2023

scope 1+2 emissions of 4,442

Compared to 31 March 2023

total emissions of 43,029

Compared to 31 March 2023 construction

waste diverted from landfill of 58.2%

Compared to 31 March 2023 construction

waste diverted from landfill of 77%

Compared to 31 March 2023

eNPS of 16

41

Compared to 31 March 2023

care resident NPS of 35

Resale unitsResale care suites

129190

Total sales

Total

Scope 1 + 2

476

higher than total sales for the year

to 31 March 2023 of 40816.7%

68

89

New care suites

Auckland

Non-Auckland

New units

5

OCEANIA ANNUAL REPORT fffiff1

Delivering better.
AT A GLANCE

In our quest to reimagine the aged care and

retirement living experience we constantly

challenge ourselves to deliver better.

17

Existing sites with

current and planned

developments

26

Existing sites with

mature operations

As at 31 March 2024

Staff

3,000

Residents

4,100

Care beds and care suites

2,467

Units

1,915

43

Total sites

6

OCEANIA ANNUAL REPORT fffiff1

Set for success.
“I am proud that Oceania provides

a rewarding and sustainable investment

proposition because of our premium, resident

centred, service led business model.”

LETTER FROM THE CEO

Oceania has made significant

progress with the embedding

of its five year strategy that we

have outlined in the previous

two Annual Reports, and despite

continued pressures placed on our

residents, teams and portfolio, we

are confidently implementing our

strategy and fulfilling our purpose

to reimagine the retirement living and

aged care experience in New Zealand.

I am proud that Oceania provides a

rewarding and sustainable investment

proposition because of our premium,

resident centred, service led

business model.

We are embedding our five year strategy

When we considered our future in 2021 we

planned for the eventuality that Oceania’s

brownfield development pipeline was coming

to a natural end, after successfully developing

these held sites with great resident communities,

bespoke and boutique living. We planned that

our future pipeline would be complemented

with greenfield developments, representing

the next opportunity to develop larger format

resident communities, with an independent

resident focus including villa and townhouse

design. Three years later, we have executed

two greenfield land acquisitions and completed a

further 13 development stages of our pipeline. In

2021, we knew that apartments and care suites

needed to be part of an integrated village to be

viable. Since 2021, we have brought to market

over 586 more ILUs and care suites. We knew in

2021 that we needed to pioneer a new approach

to aged care, reducing reliance on government

funding and targeting a new resident need for

quality, personalised care building upon our

leading model of care reputation. The welcoming

of our first care suite residents at The Helier is a

proof point that our pivot to private paying care

was an important component of our continued

innovation in the broader retirement and aged

care sector.

Value creation and business model

Our point of difference is that we offer bespoke

and innovative premium care to our residents

which offers returns for our shareholders while

improving the overall experience for our residents.

We recognise that value extends well beyond

purely financial performance and that social and

environmental performance is equally important

to our stakeholders.

7

OCEANIA ANNUAL REPORT fffiff1

To achieve our purpose of reimagining the
retirement living and aged care experience in

New Zealand, our value drivers are our people,

our expertise, our villages, our relationships, our

financial capital and our natural capital. It is

these value drivers which create value outcomes

such as improved resident experience, improved

well being of people, residents and their families

and Oceania’s pioneering and innovative spirit.

Offer

A cornerstone of Oceania’s business is our

“Offer” strategic pillar which designs, develops,

builds and then sells premium properties to our

residents of the future. We believe our bespoke

approach when undertaking new developments

has led to the premiumisation of Oceania’s

built form.

Oceania contracts out its construction to a small

number of trusted high quality and capable

partners. This has served us well and has allowed

us to focus our attention on the replenishment

of the development pipeline. This approach has

also allowed us to take a disciplined approach to

our design and development activities in order to

protect development margins (which in a tougher

property market are moderating).

LETTER FROM THE CEO

As we foreshadowed in last year’s Annual Report,

we have been developing greenfield sites.

Oceania has sites around New Zealand and has

intentionally designed smaller boutique villages.

Most of our villages have a resident population

of well below 200 and we have built recent new

developments on less than one hectare of land.

These smaller developments enable us to recycle

cash more efficiently than large scale, multi

year developments.

Despite the headwinds facing the construction

sector, we successfully delivered 95 independent

living units and 87 care suites across five sites

throughout FY2024. This included Stage Two

of The Helier (Auckland) which comprises 17

apartments and 32 care suites, 46 apartments

at The Bellevue (Christchurch), 55 care suites

at Redwood (Blenheim) and 28 apartments at

The BayView (Tauranga).

Private paying care

Oceania has long been regarded as the leader

in the provision of high quality residential

care services to ageing New Zealanders and

FY2024 saw the opening of The Helier and the

first premium private paying care facility in

New Zealand. Oceania has a higher weighting

of care beds relative to its peers, and was the

pioneer of care suites, as a premium model of

care, back in 2008. Oceania has invested heavily

in the care suite model to offset the inadequate

funding, relative to expected services, received

from the Government and maintain acceptable

returns on capital. Since the inception of its

care suite product, Oceania has capitalised

on premium care earnings when margins on

traditional care beds are difficult to achieve.

As at 31 March 2024, 43.4% of Oceania’s total

care residences are care suites, licensed to

residents under an occupation right agreement

model. Care suites deliver additional capital and

deferred management fee income (DMF) to the

business and improve free cash flow growth as

DMF for care suites is realised faster than DMF

for villas and apartments. Care suite DMF has

grown from $7.0m in FY2020 to $16.0m in FY2024

and this will continue to grow as the pipeline of

care suite developments is completed.

The care suite model is now well accepted by

the market and we are continuing to see high

levels of demand for our care suites, with 258

care suites sold in the year ended 31 March 2024

(up from 256 in the year ended 31 March 2023).

“Oceania has long been regarded as the

leader in the provision of high quality residential

care services to older New Zealanders.”

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OCEANIA ANNUAL REPORT 2024

Resident Experience
While one of Oceania’s points of difference

is the premiumisation of its physical building,

landscapes and assets, we recognise that our

service offering needs to be tailored to match

the physical build.

Oceania is therefore continuing to reimagine

retirement living through its service offering,

focusing on resident health and wellbeing,

recreation and convenience.

In providing premium care services to our

residents, Oceania continues to have a relatively

high ratio of nurses to residents. This level of

investment is required in order to provide the

highest standard of resident experience and

deliver the level of care expected by our current,

and future, residents.

People Capability

Oceania is, and has always been, a people

business. We have approximately 3,000 staff

delivering outstanding resident experience and

service to our 4,100 residents every single day.

Oceania is dedicated to becoming an employer

of choice and fostering a “Believe in Better”

culture among its employees. It was encouraging

to witness active participation from our people in

our Employee Share Scheme once again in 2023,

with over two thirds of our workforce signed up

for the 2023 offer.

We have recently completed our annual

employee engagement survey and we are very

pleased to see not only a much higher level of

participation but also an increased employer

Net Promoter Score across the business. We are

reviewing the feedback that we received from

the survey and looking at ways we can provide

other financial and non-financial benefits to

our people in order to appropriately reward

and recognise them.

Oceania is committed to growing the capability

of its people and providing a positive workplace

environment and we are pleased with the

successful move of our Corporate Office

to 188 Quay Street, Auckland in February.

Growth

Oceania’s fourth strategic pillar is to deliver

outstanding financial performance and

sustainable Growth. Oceania is a disciplined,

prudent investor of its capital and we are

taking a long term approach with respect

to creating value.

We are seeing a good level of enquiry for sales

across our 43 sites as the sector continues to be

supported by a growing population of ageing

New Zealanders who are seeking improved

security, lifestyle and health outcomes while

remaining part of their local community. We are

continuing to observe moderate development

margins and resale capital gains from these sales

of our independent living villas and apartments

and care suites.

Part of Oceania’s successful portfolio

transformation is a divestment programme which

has progressed well over the last 12 months.

During the reporting period we announced the

sale of two Auckland sites in August 2023 and

the completion of the sale of a parcel of land in

Nelson, in December 2023. Since 31 March 2024

we are pleased to announce the settlement of

two further sites, one in Auckland and one in

Christchurch and one further site is currently

under contract for sale and on track to close in

the first half of FY2025. This will bring the total

number of sites exited, divested or closed since

the start of the divestment process to nine, with

aggregate gross sales proceeds of circa $40m

and in line with book value.

LETTER FROM THE CEO

(From left to right,

back row to front row)

Kathryn Waugh, Brent

Pattison, Anita Hawthorne,

Claire Fisher, Tracey Taylor,

Andrew Buckingham

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OCEANIA ANNUAL REPORT 2024

Oceania is Innovating Better
As we continue to Believe in Better, our innovative

approach to premium care is paying off. This

year, we delivered the jewel in the crown of our

portfolio, The Helier by Oceania. The Helier

offers unparalleled luxury retirement and aged

care living and is the first premium offer that is

fully operational in New Zealand. Located in the

heart of St Heliers, Auckland, and with intentional

property orientation design, it fits seamlessly into

the local surroundings. Offering panoramic views

over the Waitemata Harbour and Auckland CBD,

The Helier hosts 79 premium apartments and

32 private care residences.

This unique property has been designed for

a discerning resident first and foremost —

combining beautifully curated spaces, 5-star

hotel like services and a level of amenities second

to none. Foundation retirement living and care

residents have moved in and are delighted with

their new homes and the experience on offer. The

Helier is a true demonstration of how Oceania

is reimagining retirement and aged care living

in New Zealand with intentional resident first

design around both building and services. We

have paved the way for further developments

of this kind, truly shaping not only the Oceania

portfolio, but also the broader sector.

Looking ahead

Although I love this business, I have signalled

my plans to step down as CEO later this year

after repositioning Oceania and successfully

implementing a five-year growth strategy.

It has been a privilege to lead Oceania. Our

team of 3,000 are the most dedicated, driven,

and enthusiastic individuals and every day

they work tirelessly to deliver to our promise

of ‘Believe in Better’.

The business has invested in the

professionalisation of the culture and

attracted new talent, including two new

executive members in FY2024, as well as

developing career growth opportunities

for our existing, highly capable team.

I have appreciated the Board’s support

during my leadership.

Brent Pattison

Chief Executive Officer

“As we continue to Believe in Better, our innovative approach

to premium care is paying off. This year, we delivered the jewel

in the crown of our portfolio, The Helier by Oceania.”

LETTER FROM THE CEO

10

OCEANIA ANNUAL REPORT 2024

Beyond the numbers.
INTEGRATED REPORTING

At Oceania, we Believe in Better, and that means more than the numbers on our

balance sheet. We have a joint responsibility to our shareholders, our residents,

our people, the natural environment and wider society. For our organisation to

thrive in the long term, we will weave these responsibilities through the fabric

of everything we do.

Our approach is guided by the principles of the Integrated Reporting

Framework and the Global Reporting Initiative (GRI), which offer

comprehensive frameworks for organisations to assess their impact on

the environment, society and the economy and integrate these broader

perspectives into their reporting practices.

This has also reshaped our strategic approach in recent years, to focus

on four core pillars that serve as the foundation of our strategic decision-

making processes, supported by our Sustainability Framework (see

page 15). As part of our journey toward Integrated Reporting, we have

adopted the Six Capitals framework to enhance our assessment of value

creation and overall performance over time. This report introduces our

updated Value Creation Model, outlined on pages 12–13.

This is a new approach for us and we are embracing the learning

process involved. The Six Capitals framework identifies six key “capitals”

(in alphabetical order): Financial, Human, Intellectual, Manufactured,

Natural and Social. Oceania’s leadership team has engaged with this

framework to consider the inputs and outputs involved in our value-creation

processes, as well as the impacts of our activities on these capitals. We are

exploring ways to generate value across these capitals within our strategic

pillars. Our first step is to share our value creation model with you and

explain how our strategic choices have both positive and, at times, negative

impacts on the various capitals, affecting not only our organisation but

also the broader system in which we operate.

Offer

To design, develop, build and sell premium

properties for our customers of the future.

Resident Experience

To be the leader in the delivery of resident

experience in retirement villages and aged care

centres in New Zealand.

People Capability

To build capability and develop a culture that

enables our people to perform their life’s best

work at Oceania.

Growth

To deliver outstanding financial performance

and sustainable growth.

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OCEANIA ANNUAL REPORT fffiff1

How we create value.
OUR VALUE CREATION MODEL

Our Purpose — We are reimagining the retirement and aged care living experience in New Zealand

Our Capitals

Our team

Our people are our greatest asset. Their dedication

and expertise drive our ability to enrich the lives of our

residents daily and deliver outstanding care.

Our expertise

We use resident insights to drive innovation and remain at

the forefront of retirement and aged care living and seek

to invest in global best practices, systems and processes,

including our nurse led model of care.

Our retirement villages and care centres

We are dedicated to developing high-quality,

environmentally sustainable villages, equipped with

quality amenities.

Our relationships

We are a people business. Building strong relationships

with our residents, their families, our people, suppliers

and stakeholders, is pivotal to everything we do.

Our natural capital

We recognise the environment’s fundamental role in

shaping and sustaining our retirement and aged cared

villages and communities. By adopting sustainable

practices, we are committed to minimising our

environmental impact.

Our financial capital

We employ a combination of shareholder funds, banking

facilities and operating cashflow to maintain and grow

our business.

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12

OCEANIA ANNUAL REPORT fffiff1

OUR VALUE CREATION MODEL
Our Material ImpactsThe Value for our StakeholdersAspirational Value Outcomes

The pursuit of better

Resident wellbeing

Resident safety and security, provision of quality care, social

connectedness, health equity of ageing Māori and Pacific peoples

and the capacity and capability of our people.

Employee practices

The health and wellbeing of our people can be affected by issues

such as national workforce shortages, pay equity, health and

safety and opportunities for professional development, and

diversity and inclusion.

Community and social wellbeing

Accessibility and affordability of aged residential care

options for older New Zealanders, supporting the public

health system by helping to free up public hospital beds,

impacting the cultural significance of land, and training

NZ and internationally qualified nurses.

GHG emissions and climate

GHG emissions from corporate, village and aged care centre

operations and embodied carbon.

Waste and environmental impact

The impact we have on the environment including waste

going to landfill, biodiversity and ecosystems, emissions

and pollution from operations, water, and the opportunity

to support a circular economy.

Economic contribution

Through economic activity and job creation and adding

to housing supply.

Sustainable supply chain

Environmental and social impacts of procurement choices

and supply chain practices.

Ethics, trust and governance

Trust levels with residents and their whānau through the

provision of services to residents and ethical business conduct.

Our team

We grow and develop our team members through

fostering an inclusive culture and training.


By doing so, we enable teams to deliver exceptional

services and improved resident-focused experiences.

Our residents

We create vibrant and enjoyable retirement and aged

care living experiences for our residents.

Our society

We seek to create thriving community hubs.

Our retirement villages and care centres go beyond

being residences, as they foster a sense of belonging

and togetherness in the local community.

Our industry

We participate in and advocate for industry-wide issues,

to support better outcomes for NZ’s ageing communities

and the people who care for them.

Our environment

We establish more resilient communities for our ageing

population and by adopting sustainable practices and

minimising our negative impact we not only reduce

our environmental footprint, but aspire to create

opportunities for regeneration.

Our investors

Oceania focuses on the financial performance of its

assets and is committed to long term sustainable growth.

Oceania’s villages are a driving

force of thriving communities

around New Zealand. We use

resources sustainably to build

homes that seamlessly integrate

with, and benefit, the local

community.

Residents thrive in our hospitality

inspired, resident-led villages.


We enable our residents to live

a sustainable and fulfilled life.

As an employer of choice we

enable our teams to perform


their life’s best work at Oceania.

We create long term value for

our stakeholders by integrating

sustainability into our thinking,

strategy and growth initiatives.

13

OCEANIA ANNUAL REPORT 2024

We aspire to integrate
our villages with the local

community, making them

more desirable as our

residents can stay part

of the communities

they call home.

14

OCEANIA ANNUAL REPORT 2024

Our Sustainability
Framework.

Aspiration

We are an employer

of choice

Goals

We attract, grow and

retain great people.

We provide a safe, diverse,

equitable and inclusive

workplace that fosters

our people’s development

and capability.

People

Capability

Aspiration

We enable our

residents to live

a sustainable

and fulfilled life

Goals

We prioritise resident wellbeing through

conscious design and exceptional services.

We actively engage with our residents, people


and local community to create positive social

and environment outcomes.

Resident Experience

Oceania published its Sustainability Framework

in FY2023, setting out its aspirations and

goals for each of its four strategic pillars.

The metrics and targets we have set help to

bring accountability, focus, monitoring and

transparency to the sustainability journey,

and help Oceania in informed decision-making.

Our Sustainability Framework is enabled by:

• supply chain practices

• partnerships and collaboration

• innovation and technology

• sustainability risk management

• policies and processes

• data and measurement

• transparent reporting

• sustainability capability

• advocacy

Growth

Aspiration

We integrate

sustainability

into our thinking,

strategy


and growth

initiatives

Goals

We adopt a long-term value focus

when making investment decisions

and allocating capital.

We reduce our GHG emissions in line

with our science based target and

integrate climate resilience


into our business.

Aspiration

We use resources

sustainably to build homes

that seamlessly integrate

with, and benefit, the


local community

Goals

We design with a focus on the

local environment, community

needs and cultural values

of each location.

We minimise our

environmental impact and

support a circular economy.

Offer

We are creating

sustainable retirement

and aged care living

experiences for today,

and for our people

of tomorrow

15

OCEANIA ANNUAL REPORT fffiff1

Key metrics
Greenstar communities

FY25 target

One pilot

development

On track to register first

Greenstar communities project,

Ngā Mara Village, in FY2025

FY24

Water

Water use (000s)

FY24

349m

3

Water use (000s)

FY23

347m

3

At Oceania, we aim to build villages

that become a valued part of

the community.

Our building strategy is about building the right

product, in the right place, at the right time and

in a way that’s sustainable, a strategy which

has led to a targeted approach to development

in recent years. Each design and development

project is driven by the motivation to offer

a premium experience that makes Oceania

the best choice for ageing New Zealanders.

We aspire to integrate our villages with the local

community, making them more desirable as our

residents can stay part of the communities they

call home.

Getting this right starts with understanding the

local environment, community needs and cultural

value of each location, through insights. The aim

here is to ensure that developments contribute

to rather than intrude on the cultural shape and

social fabric of the community that it is entering.

This thinking also applies to the physical

environment. Oceania looks to minimise the

impact on the natural environment and support

a circular economy, both during the construction

process and once residents move in.

Any organisation with a portfolio as large

as Oceania’s will have an impact on the

environment, which is why we are placing

emphasis on understanding our waste

contribution, water and energy use, and

how this can be minimised.

Oceania’s commitment to sustainability is also

reflected in the design choices being made

in respect of new builds.

Increasingly Oceania residences have Homestar

certification from the New Zealand Green

Building Council (NZGBC) (see page 20), which

ensures apartments are warmer and healthier

than a typical home. Not only does this translate

into better living conditions for Oceania residents

and better work environments for Oceania

people, but will become increasingly important

when sourcing financial capital in the future.

Our offer:

A healthy community.

Construction waste

Auckland

Construction waste

to landfill

Construction waste diverted

away from landfill

FY24

327t842t

Non-Auckland

FY24 target 7 7. 5 %

FY24 target 50%

FY27 target 80%

FY27 target 60%

FY23 7 7. 0 %

FY23 58.2%

FY24

7 9.0

%

FY24

6 2 .9

%

Construction waste diverted from landfill

as a percentage of all construction waste

Operational waste

Operational waste

to landfill

Operational waste diverted

away from landfill

FY24

1,640t345t

FY23 21.5%

FY24

1 7.4

%

Operational waste diverted from landfill

as a percentage of all operational waste

16

OCEANIA ANNUAL REPORT fffiff1

Pam and Cedric Little are
adventurers at heart. And they

haven’t let retirement stand in the

way of adding a few more tales

to their storied lives together.


It was the rhythmic back and forth of a tennis

ball crossing the net that knocked love into the

hearts of Cedric and Pam Little 60 years ago.

The pair grew up in Mount Eden only down the

road from each other and whiled away lazy

weekends on the local tennis courts.

“I was better,” quips Pam, with a cheeky glint

in her eye when asked who had the superior

prowess on the court. After six decades

together, Cedric’s wry smile suggests he

knows better than to disagree and confirms

Pam’s recollection of events.

Despite all their years together, the spark and

feistiness woven through their shared history still

shines through time and time again in a relaxed

discussion with panoramic views of the city

and the water at their apartment in Oceania’s

flagship premium offering The Helier.

Conventional knowledge suggests retirement

is a time to put your feet up, but no one ever

shared that information with Pam or Cedric.

Adventurers at heart, their relationship has been

typified by trips in and out of New Zealand over

the years. They only recently sold a motorhome

that had taken them up and down the country

and were keen yachties in their earlier years.

Now, both in their 80s that adventurous spirit is

still there but it’s simply taking a slightly different

– some would say more luxurious – form. The

pair recently took a cruise to Patagonia and

had the rare opportunity to go under the surface

in a small submarine off the Chilean coast.

“I normally get claustrophobic, but I was so

excited about the whole experience that I was

fine,” says Pam, battling to contain the residual

excitement still bubbling to the surface.

Cedric was equally moved by the experience,

pointing to the details that made this such

a special experience.

“This was actually a submarine,” he says.

“It’s not a bathysphere, which is still attached

by a line to the mothership. This was completely

self-contained and it only had radio contact

with the ship up above. This was by definition

a submarine and we are now, in actual fact,

submariners.”

OUR OFFER

Adventurous spirits

at The Helier.

17

OCEANIA ANNUAL REPORT 2024

their retirement years. As Cedric points out, he
doesn’t need an onsite library or lawn bowls at

his retirement establishment because he’s more

than capable of getting himself to those places

within the community.

The boutique living environment also means that

Cedric and Pam know all their neighbours by

name and often hang out with them during the

cocktail and canapé events put on by The Helier

team every evening.

“We have ‘Helier Hour’ every night here with

drinks and canapés,” says Pam, smiling.“But you

can’t go every night. You’ve got to be resilient.

It’s too tempting. It’s just too tempting.”

Cedric and Pam both laugh in joint appreciation

of the good fortune they’ve found in sharing their

golden years at The Helier.

“I see this as our reward for working long and

hard over the years,” says Pam, reflecting on

decades the pair spent building a successful

funeral business together.

Cedric attributes the freedom to board

a submersible vessel in his 80s to their decision

to become the first couple to call The Helier home.

“That’s part of the advantage of being in a place

like this: it’s secure; it’s looked after,” he says,

pointing out that it’s incredible to have the peace

of mind that everything will still be in place once

they return home from whatever adventure they

have on the itinerary.

For Cedric and Pam, the decision to move into

The Helier came quickly.

“When we saw this was being built, it just ticked

all the boxes,” says Cedric. “It was local and

it was part of the community. We didn’t muck

around too much. We just decided and moved

in. That’s probably how we’ve always led our lives

to some degree. We’ve made big decisions and

we haven’t backed out.”

The Helier was appealing to the Littles because

it wasn’t a sprawling facility on the outskirts of

the city. It was a part of a community they knew

and loved. It was part of their community.

The pair are touching here on an aspect of

retirement living that is so often overlooked.

Kiwis are living longer and healthier than they

ever have in the past, which means they are able

to participate in their communities deep into

“When we saw this was being built, it just

ticked all the boxes,” says Cedric. “It was local

and it was part of the community.”

OUR OFFER

18

OCEANIA ANNUAL REPORT 2024

The Helier is the epitome
of luxury later-life living.

Offering 79 retirement residences and 32 private

care residences built to the New Zealand Green

Building Council’s Homestar 6 certification, The Helier

reimagines what retirement looks like in New Zealand.

The amenities on-site include, but are not limited to:

• State-of-the-art gym and spa

• Indoor swimming pool

• Day spa, offering a range

of holistic treatments

• All-day dining including

café and bar

• Executive chef

• In-room dining

• Exclusive wine library

• Concierge

• Chauffeur service

(Jaguar EVs)

The boutique design of The Helier means it is part

of the St Heliers landscape. Residents regularly enjoy

an excellent range of dining and entertainment in the

vicinity and they’re only a short chauffeur drive

from everything the city offers.

In February 2024, The Helier also opened 32 state-

of-the-art care residences, giving residents added

certainty that they will still be close to loved ones when

they need additional care.

Residents also benefit from conscious design through

certification to Homestar 6, including solar PV

installations on the roof, low E-glazing throughout the

building, energy-efficient hydronic underfloor heating

in the communal lounges, continuous air extraction

in bathrooms, heat pumps for heating and cooling

requirements, EV charging capability and LED lighting.

The Helier offers a carefully curated glimpse at the

enormous potential of luxury retirement living in

New Zealand.

Cedric decided to retire as soon as he hit 65 and

he had absolutely no regret about handing over

the reins when he did.

In the years that followed Cedric’s retirement,

the pair lived in an apartment not far from

The Helier but they have no regret about making

the transition. They admit the initial decision is

always confronting when it comes to moving into

a retirement village, but in conversations with

friends over the years, they’ve heard a common

refrain repeated more often than not.

“As you get closer to the age and you talk to

people, you often hear that line, ‘I wish I’d done it

earlier,’” reflects Cedric. “You can only enjoy this

standard of living if your health is good enough

and you’re self-sufficient enough to enjoy the

experience. And that’s the big plus of living at

The Helier because you can really enjoy your

time here while still being part of the community.”

While people generally don’t like to talk about

these things, Pam and Cedric also take comfort

from the fact that they know they’ll still be close

together should either require additional care.

The Helier has just opened a state-of-the-art

care offer that gives couples the security of

knowing they’ll still be close together even if

their partner falls ill.

“To be able to see each other every day would

be huge,” says Cedric.

Even after 60 years of marriage and travels

around the world, it’s still the small things

that matter at the end of every day.

OUR OFFER

19

OCEANIA ANNUAL REPORT 2024

We design with a focus on the local environment,
community needs and cultural values of each location.

How Oceania implements Homestar

Oceania has been designing and building to the

New Zealand Green Building Council (NZGBC)

Homestar certification since 2018. Homestar

certification applies to residential buildings,

so for Oceania this covers independent living

apartments and villas. To date, Oceania has

delivered 10 projects to Homestar 6 “As Built”

rating, equating to 495 independent living units

and 26% of its total independent living units.

A further 210 units are under construction (or

awaiting “As Built” certification). Oceania has

previously built to Homestar 6, and with its new

development at Ngā Mara are aspiring to reach

a Homestar 7 certification.

How Oceania implements Greenstar

We previously reported that we were

investigating the feasibility of Greenstar and

are pleased to announce that Oceania has

registered the first Greenstar project for the

care and community buildings at the Ngā Mara

development. Greenstar certification differs from

Homestar in that it applies to commercial and

other non-residential buildings, and still has a

broad focus on assessing environmental design

and performance.

What is Homestar?

The New Zealand Green Building Council’s Homestar

system rates homes on a 6-to-10-star scale for

environmental sustainability and living quality.

It evaluates energy and water efficiency, waste

management, ventilation, and material selection.

Higher ratings indicate superior design and

construction for sustainability and occupant health.

What is Greenstar?

The New Zealand Green Building Council’s Greenstar

system rates commercial and public buildings on

a 4-to-6-star scale, evaluating design, construction,

and operations. It focuses on energy efficiency, water

usage, materials, indoor quality, and innovation. Higher

ratings signify excellence in sustainable practices,

reducing environmental impacts and boosting

occupant health.

What is Greenstar Communities?

New Zealand Green Building Council’s Greenstar

Communities tool is a comprehensive framework that

assesses the sustainability of large-scale developments.

It evaluates the planning, design, and construction

phases on criteria including liveability, economic

prosperity, environment, and innovation.

How Oceania implements

Greenstar Communities

Oceania is currently working towards registering

its first Greenstar Communities project for

Ngā Mara. Acknowledging that every place

is different and has its own set of cultural,

environmental, community and social factors

that shape its identity and character, we have

used the Greenstar Communities tool to guide

us in designing a community for Ngā Mara that

is not only sustainable and environmentally

friendly, but also healthy, resilient, and inclusive

for our future residents. This is an important step

for us as we seek to design with a focus on the

local environment, community needs and cultural

values of each location. Oceania has worked with

cultural advisors to assist with aspects such as

naming the village. Oceania has also undertaken

consultation with key stakeholders and governing

bodies within Auckland, including Mana Whenua

groups and adjoining neighbours.

We recognise we have more work to do in this

area, including strengthening our application

of the engagement and cultural heritage

and identity process within the Greenstar

Communities tool. However, the experience

we have gained through this latest project has

been valuable for Oceania and we will apply

the learnings to improve our approach in

future development.

Our FY24 journey.

12

M11 Villa Back Exterior

OUR OFFER

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OCEANIA ANNUAL REPORT fffiff1

Waste
Oceania is committed to reducing its key

operational and construction waste.

In FY2024 we completed updated waste audits.

Notably, incontinence products represent over

half of our operational landfill waste. We will use

these insights to establish a target to decrease

operational waste to landfill.

In FY2024, we collaborated with suppliers

to explore more sustainable materials for

incontinence products, recognising the limited

options of viable biodegradable alternatives

that meet our durability needs. Concurrently,

we are trialling methods to reduce single-use

plastic bags in incontinence waste handling

and have made modifications to onsite disposal

to enhance this effort. Our ongoing initiatives

reflect a broader industry challenge, and we

continue to engage with peers in our industry

and learn from international best practice

regarding incontinence waste reduction.

Food waste

Oceania has implemented food waste diversion

practices in the majority of its villages and care

centres, utilising composting, collections, offsite

piggeries, and other methods to minimise landfill

contributions. Despite these efforts, our audits

indicate ongoing challenges with food waste

entering general waste streams, and we are

developing solutions for sites currently lacking

diversion measures. In FY2024, we partnered

with the University of Otago on a Food Waste

Minimisation project funded by the Ministry for

the Environment’s Waste Minimisation Fund for

the retirement village industry, with three of

our villages set to participate starting

in FY2025.

Construction waste

As Oceania expands its portfolio, we remain

committed to minimising our environmental

impact by managing construction waste

effectively. In FY2024, we successfully met our

waste diversion targets. Specifically, we diverted

79.0% of construction waste from landfill in

our Auckland projects, surpassing our target

of 77.5%, and achieved a 62.9% diversion rate

outside of Auckland, exceeding the 50% target.

These variations reflect the more developed waste

diversion infrastructure in Auckland compared to

the less mature systems in other regions.

In total, Oceania diverted 842 tonnes of

construction waste from landfill in FY2024,

preventing 132 tonnes of CO2e emissions.

We collaborate closely with our construction

partners and their waste providers to enhance

waste diversion efforts. Waste management

is a critical component of our Site Waste

Management Plans (SWMP) and is consistently

addressed in Planning & Coordination meetings.

In addition, our project managers’ personal

performance metrics are directly linked to

achieving these construction waste targets.

We minimise our environmental impact

and support a circular economy.

The Bayview

The Bayview village achieved a Gold rating in Tauranga

City Council’s Resource Wise Programme. This five-year

initiative, in collaboration with the Council, focuses on

enhancing waste management through audits, training,

and resource sharing. In FY2024, The Bayview diverted

92% of food scraps and 75% of paper and cardboard

from landfill.

Marina Cove

The onsite worm farm at Marina Cove, established by

residents and employees with support from the local

Envirohub group, shows the residents’ commitment

to sustainability. Constructed entirely from recycled

materials, including the kitchen fork used to lock it, the

worm farm transforms organic waste into compost for

resident gardening projects. This initiative also serves

as an educational tool, inspiring a local kindergarten

to start its own farm using worms from Marina Cove.

OUR OFFER

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OCEANIA ANNUAL REPORT 2024

Healthy homes and
sustainable refurbishments

Following the establishment of Oceania’s Impact

Partnership with All Heart NZ in FY2023, Oceania

has enhanced its refurbishment process to

incorporate more sustainable practices. This

includes appointing and working with main

regional contractors to integrate sustainability

more effectively throughout its refurbishments,

which already voluntarily meet the Healthy

Homes standards for heating, ventilation, and

insulation. In addition, we are upgrading to

double-glazing where necessary.

We are working to adopt a circular economy

approach and prioritise repurposing materials.

Our pilot in Auckland at sites Totara Park,

Meadowbank and Lady Allum involved donating

appliances and fixtures through All Heart NZ

and community groups like the Assemblies of

God Congregation. We are now evaluating the

outcomes and planning a nationwide rollout with

our contractors. This revised process will improve

data capture, reporting, and contractor training

in sustainable deconstruction, while providing

valuable feedback to our design teams for

future projects.

Water efficiency

Oceania’s water use across its portfolio has

remained fairly constant (FY2024 vs FY2023).

In the reporting period Oceania has sought

to understand water usage with more accurate

and timely data and is currently looking at

smart metering options for its portfolio. We

continue to roll out more efficient tapware

and showerheads as part of our designs and

refurbishment programme and the new design

for our greenfield development, Ngā Mara,

incorporates rainwater harvesting.

Oceania is enhancing its refurbishment

process to incorporate more

sustainable practices.

OUR OFFER

22

OCEANIA ANNUAL REPORT 2024

Our resident experience:
Space to thrive.

New Zealand’s relationship with

retirement is evolving. We are living

longer and healthier lives, so we want

to stay active, continue engaging

in social events and keep our minds

sharp by learning.

As a provider of retirement living, Oceania must

ensure that it responds to the shifting needs

of its residents to create an experience in line

with societal trends. While building innovative

properties is integral to Oceania’s strategy, more

is needed to deliver on the promise to provide a

resident experience that reimagines retirement

living in line with resident expectations.

Last year, Oceania aspired to build a culture

focused on wellbeing to enable residents to

live a fulfilled life and set a goal within the

Sustainability Framework to “prioritise resident

wellbeing through conscious design and

exceptional services.”

Whilst this is our aspiration, there are external

factors influencing our mid to long-term strategy,

including but not limited to the GP shortage

crisis, inequities in the healthcare system and

the relationship between technology and older

New Zealanders.

This requires creative thinking, and we have

rolled out innovations to deliver on our goals,

including the Nurse Practitioner model, the

Oceania Together App and Couples Care

Suites. The process of innovation allows us

to anticipate the needs of residents and

develop structured solutions to improve their

daily experience. Oceania’s approach isn’t

only about innovation but ensuring that our

residents across the country feel fulfilled. In

our Sustainability Framework, we have set a

goal to actively engage with our residents and

local community, to create positive social and

environmental outcomes.

One way to achieve this ambition has been

through the adoption of the evidence-led ‘Five

Ways to Wellbeing’ programme, which is rolling

out nationwide through employee training.

The training aims to provide insight into how

to develop initiatives that bring the pillars of

the programme to life: connect, get active,

take notice, learn and give.

Oceania understands its responsibility to New

Zealand’s indigenous people, who face inequities

in healthcare outcomes. To support our ageing

Māori and Pasifika peoples, we have developed a

comprehensive Māori Health Plan that promotes

an understanding of Te Tiriti o Waitangi and the

Ngā Paerewa Health and Disability standards,

ensuring we are better placed to respond to their

specific needs.

Improving the resident experience will require

continued financial investment, expertise, and

dedication of our people alongside a healthy

environment and community. These inputs

will continue to create value through improved

competencies within our team, better community

relationships across our villages and the

development of organisational systems.

Key metrics

FY30 target

All new designs incorporate

7 Homestar

On track

FY24

7 Homestar certification

New ILUs designed and built

to 7 Homestar

ExceededExceeded

FY24 FY23

Care resident wellbeing

FY27 target

78 .9 %

1

Number of care residents who improve

or maintain an optimum level of health

Care resident satisfaction

FY24 FY23

4135

Net promoter score (+/- 100)

1 The methodology for this care resident wellbeing metric is bespoke to Oceania for the purposes of

establishing a social metric under our sustainability linked loan. The methodology was created using six

years’ of historical Oceania interRAI data.

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OCEANIA ANNUAL REPORT fffiff1

Improving wellbeing
through innovation.

What is private care?

Private care refers to a healthcare model where

residents receive personalised care without Oceania

having a contractual obligation to Te Whatu Ora /

Health New Zealand. While certified by the Ministry

of Health, The Helier’s private care offers flexibility in

the delivery of services, allowing residents to select and

pay for their desired level of service and care. Oversight

by an experienced Head of Care and Nurse Practitioner

ensures clinical needs are met, with a pre-entry home

visit facilitating accurate assessments and a smooth

transition into The Helier.

As the needs of our residents evolve,

it is incumbent on Oceania to adapt

its offering to ensure that the resident

experience remains positive.

We already have a strong track record of

innovation, which has driven resident experience.

That work has been ongoing over the last year

as evidenced in the continued success of our

care suite model, which delivered 258 sales in

the year ended 31 March 2024 (up from 256 sold

during the comparative period the previous year).

We have also recently launched fully funded

private care at The Helier, the first retirement

village operator to do so in New Zealand. This

delivers 32 care residences that boast state-

of-the-art facilities. These include an onsite

physiotherapist, equipped gymnasium, and

a heated indoor pool for therapeutic activities.

Each resident is assigned a registered nurse

supported by care associates and overseen

by a nurse practitioner.

While this is a significant step for Oceania in

the premium space, not all New Zealanders can

afford private care or care suites. As the demand

for aged care continues to rise in the coming

years, Oceania is aware this will have a social

impact across socio-economic brackets and will

require careful consideration as we continue to

expand our offering. Oceania continues to offer

873 standard beds, equating to 35% of its total

care portfolio.

Oceania remains cognisant of long-term

challenges facing the entire healthcare sector,

including the shortage of general practitioners.

The Royal New Zealand College of General

Practitioners estimates that within the

next 10 years, New Zealand will be short

300 GPs, a challenge that shows no signs

of abatement amid strong international

competition for doctors.

Given the impact this will have on residents,

Oceania has since 2020 employed the Nurse

Practitioner Model to improve the quality,

responsiveness and continuity of care to

our residents.

Nurse Practitioners (NP) are highly skilled health

practitioners with extensive clinical experience

and advanced education (a minimum of

a Master’s degree), clinical training and

competence. Their scope of practice extends

beyond that of a registered nurse in that they

assess, diagnose, and treat health problems for

common and complex health conditions. This

includes requesting and interpreting diagnostic

testing, prescribing medications and other

medical devices or treatments, and referring

patients to specialist care. The presence of NPs

at our care centres reduces the demand for

GPs, while also alleviating strain on the public

health sector.

OUR RESIDENT EXPERIENCE

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OCEANIA ANNUAL REPORT fffiff1

Nurse Practitioner evaluation shows
the benefit of a nurse-led model

First implemented in 2020, alongside the introduction

of our first NP at Oceania, we recently celebrated and

shared the innovative nurse-led primary care services

model. An evaluation of this model was completed in

2023, which found that there was a very high level

of satisfaction with the new model of care from

staff and NPs.

In a survey completed by Facility Managers, Clinical

Managers and Registered Nurses, we found that 96%

of participants trusted NPs clinical decision-making all

or most of the time. Further to this, 92% of respondents

were satisfied or very satisfied with the total coverage

of the primary care service. Oceania is proud to

demonstrate that employing NPs based in care centres

is an effective and efficient way to provide quality care

and relieve the pressure on primary care providers in

the community.

Oceania has implemented this model across

21 of its facilities thus far. We currently have

12 NPs working for Oceania and plan to expand

this approach across the country to eventually

roll out across both residential and care suites

so that every resident that chooses Oceania

has access to high-quality individualised and

holistic healthcare.

To support this objective, Oceania has created

career pathways for registered nurses on our

team to upskill and become NPs.

Oceania’s commitment to innovation doesn’t

end there. We developed Couples Care Suites

to ensure that loved ones don’t have to be

separated when one or both of their health

deteriorates. Initiatives like these greatly improve

the resident experience by ensuring that couples

don’t have to face the added anxiety of being

separated from their partners.

Oceania is also innovating in technology

through piloting apps and the use of voice-

activated media to provide residents with a more

connected living experience. Technology offers

a significant opportunity for residents to stay

connected to family members enhancing the

resident experience.

We will continue to invest in innovation and our

model of care, and this will play a significant

role in improving the resident experience and

Oceania’s internal expertise.

Shirley Ross, Clinical Director at

Oceania (right), with Nurse Practitioner

Heather, receiving an award from

Auckland PHO for second place in

achieving flu vaccinations for an

over 65 age group

OUR RESIDENT EXPERIENCE

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OCEANIA ANNUAL REPORT 2024

Enhancing care resident wellbeing
and satisfaction

Oceania is committed to enhancing care

resident wellbeing through its model of care

excellence, which emphasises person-centred

care and resident engagement. To effectively

measure our performance, we employ a

bespoke methodology using interRAI

1

data

that assesses the proportion of residents

experiencing improvements (or remaining at an

optimum level) in their wellbeing. We do this by

measuring inputs that cover physical, social and

psychological wellbeing that contribute to the

overall care resident wellbeing score. For FY2024

Oceania scored 79% for care resident wellbeing,

successfully meeting the target against its

sustainability linked loan.

Oceania measures Net Promoter Score (NPS)

for care residents, and their satisfaction across

various services including care, meal service and

cleanliness. In FY2024, care resident NPS was

improved to 41, up from 35 in the previous year.

We recognise the importance of continuous

feedback from our residents to drive service

improvements. We are looking to implement a

resident satisfaction survey for our independent

living residents and are actively exploring ways

to capture the feedback from specialised areas

such as residents living with dementia.

Improving clinical care through the

Fundamentals of Care framework

In collaboration with the International Learning

Collaborative (ILC), Oceania has implemented

the Fundamentals of Care framework, which

emphasises essential aspects of healthcare that

are critical to resident wellbeing. This approach

enhances the therapeutic relationships with

residents, addressing physical, psychosocial,

and spiritual needs. The ILC aims to globally

transform care by emphasising person-centred

fundamental care, supported by education,

research, advocacy, and policy. It incorporates

whanaungatanga, the Māori concept of building

and nurturing relationships, emphasising a

sense of family, and belonging. It also enables

the healing relationship with the resident, and

whānau is at the centre of the nursing care plan.

Addressing antimicrobial resistance

Oceania is actively participating in national

efforts to steward antibiotics use and combat

antimicrobial resistance (AMR), a growing public

health concern, based in both hospitals and

communities. Guided by the Health Quality and

Safety Commission (HQSC) and their Quality

Improvement methodology, we are enhancing

antimicrobial use across our facilities. In 2023,

The Sands care centre in Auckland successfully

piloted an Antimicrobial Stewardship (AMS)

project, leading to its expansion across all our

care centres. This initiative aligns with national

AMS goals and demonstrates our commitment

to improving healthcare quality and safety.

The Māori Health Plan

All management teams across our villages and

care centres have completed training in The

Māori Health Plan, enhancing their capability

to uphold Te Tiriti o Waitangi principles and

meet Ngā Paerewa Health and Disability

standards. This training focuses on recognising

and addressing the unique health and cultural

needs of older Māori and Pacific peoples in

our care. From admission, our approach is to

understand each resident individually, tailoring

care plans that incorporate specific needs and

preferences, with significant family involvement.

Employees receive ongoing training in cultural

practices, including tikanga. We assess our

impact by monitoring key clinical indicators

across different ethnic backgrounds, ensuring

our services remain equitable and responsive.

Our commitment to The Māori Health Plan

underscores our dedication to health equity and

culturally responsive care, fostering an inclusive

environment where all residents can thrive.

Our FY24 journey.

We prioritise resident wellbeing through

conscious design and exceptional services.

1 InterRAI is an internationally recognised clinical assessment tool

developed by the interRAI consortium and licensed in New Zealand by

interRAI Services, a division of TAS. InterRAI data provides Oceania with

a validated third party source.

OUR RESIDENT EXPERIENCE

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OCEANIA ANNUAL REPORT 2024

Evidence-led dementia design
at Meadowbank

We’ve leveraged both internal expertise and

external partnerships with organisations like

Dementia Auckland, Alzheimer’s NZ, and the

National Dementia Foundation to enhance the

design of our dementia care centres. Our focus

is on creating home-like environments tailored

to residents’ social, cultural, and cognitive needs.

Our Meadowbank Dementia centre is currently

under development, and the building features

will include clear signage, and intentional use

of colours for safety and ease of use for the

cognitively impaired. Our specialised design

elements will stimulate residents’ senses and

promote a calm atmosphere.

Innovation in technology

In addition to our continued focus on services

and design aimed at enhancing resident

experience, Oceania remains dedicated to

advancing technological innovation. Notably,

we have implemented two key pilots in FY2024:

a mobile application, the “Together” App, and

the integration of Alexa software into our nurse

call system at The Helier.

The Together App

Our Together App represents a significant

step forward in resident engagement and

convenience. Serving as an interactive platform,

the pilot offers residents a wide array of services

and information at their fingertips. Through the

Together App, our residents can directly interact

with the Oceania team, access our newsfeed

and events calendar, request services such as

chauffeur bookings or self-drive car reservations

and make activity reservations. Residents can

use the Together App to submit maintenance

requests and notify the team of things that

require extra attention, thereby streamlining

communication and enhancing overall

resident satisfaction.

Alexa integration

The pilot to integrate Alexa software into our

nurse call system adds an extra layer of comfort

and peace of mind for residents. Residents

can quickly and easily summon assistance in

emergency situations simply by using voice

commands. This integration means that help is

always within reach, even where a resident isn’t

anywhere near an emergency trigger.

As these innovations have only been recently

introduced to our flagship site, The Helier, and

are still undergoing development, we look forward

to integrating these offerings in both new and

existing villages and care centres in the future.

I Love Music programme

Oceania’s ‘I Love Music’ program, now in its sixth

year, continues to enrich our residents’ lives by

providing personalised musical experiences.

Currently, 24% of our care residents are actively

enrolled, enjoying tailored playlists on their

personal mp3 players. This initiative taps into the

power of music to unlock cherished memories

and improve mood, with research indicating

that familiar tunes can enhance sociability and

evoke long-term memories. Our Aged Care Living

team leverages online music libraries and audio

books to offer residents innovative and intuitive

entertainment options, further enhancing their

sense of comfort and nostalgia.

Couples Care Suites

Anitha Mogilicharla is the Regional Clinical Manager

for Oceania’s Northern Region. She has a long-standing

relationship with Oceania, having initially worked as

a Healthcare Assistant while studying Nursing and

eventually becoming a Registered Nurse at one of

Oceania’s facilities in Auckland. Prior to her current

role, Anitha worked as Clinical Manager at The Sands.

“I love the fact that no two days are the same in my

job,” she says. “It’s so rewarding to support and provide

reassurance to both residents and staff.”

During her time at The Sands, Anitha saw firsthand the

benefits of Oceania’s Couples Care Suite offering.

“The care suite provides a home environment away from

home, fostering a sense of familiarity and ease with

safety features. They ensure that each partner has their

own area while still being close enough to support and

interact with each other,” she says.

Mimicking a home environment, the Couples Care

Suites are slightly more spacious and offer an

additional lounge and dining space.

“The comfort of having a partner in the same space

offers advantages from sharing meals with a dining-

in experience to engaging in leisure activities with one

another. The larger space also provides a protected

area for residents to spend time with visitors and family

members,” says Anitha.

On top of this, Anitha highlights that the care team

members play a vital role in enhancing the couple’s

experience. Through interacting with couples every day,

they get to know them on a personal level, allowing

them to provide tailored support and companionship.

OUR RESIDENT EXPERIENCE

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OCEANIA ANNUAL REPORT 2024

Five ways to wellbeing
Oceania recognises that with over 4,000 residents and 3,000

employees, it has a real opportunity to enable residents and

employees to help create positive social and environmental

outcomes for the community, and one way we deliver on this

is through the ‘Five Ways to Wellbeing’ programme.

Oceania is the only aged care or retirement village operator

in New Zealand to actively adopt the ‘Five Ways to Wellbeing’

approach in its operations. The strategy is contingent on

promoting and facilitating participation in the five pillars of the

programme (connect, get active, take notice, learn and give)

across Oceania residences.

Research has shown this approach to be effective, with a 2019

study of over 10,000 adults finding that those who engaged in

multiple pillars had higher levels of personal wellbeing.

1

The study

also found that wellbeing levels increased as more of the pillars

were practised (in any combination).

Higher wellbeing is associated with better health, greater longevity,

the ability to cope with adversity, increased productivity and

stronger personal relationships.

The application of the ‘Five Ways to Wellbeing’ programme at

Oceania is informed by a local framework developed by The NZ

Mental Health Foundation. Thus far, more than 50 employees

across Oceania have been trained in the ‘Five Ways to Wellbeing’

framework and those numbers will increase as further training

is rolled out in the coming year.

The approach is already delivering results, with our teams around

the country incorporating this thinking into event calendars and

weekly activities.

Every unique experience enjoyed by residents around the country

has the potential to become a compelling narrative on what sets

Oceania apart.

1. Keep moving (get active)

In 2023, hundreds of Oceania residents and

employees collectively walked the length of

New Zealand to raise funds for the Mental

Health Foundation New Zealand (MHFNZ).

An initial target of walking for 14,100 minutes

was surpassed employees, with participants

collectively walking for over 150,000 minutes.

After seeing the physical and mental wellbeing

benefits, many residents plan to continue their

walking routines. Over $20,000 was raised for

the MHFNZ.

2. Brainy Beanies (give)

Residents around the country have shown

their support for Brain Tumour Support NZ’s

Brainy Beanies initiative. This project invites

New Zealander’s to knit bespoke beanies, which

are donated to Brain Tumour Support NZ and

auctioned to raise funds for this important cause.

Residents at Totara Park village have already

contributed around 60 hand-knitted beanies,

exemplifying the ‘Give’ pillar from our ‘Five Ways

to Wellbeing’ programme.

3. Making learning fun (keep learning)

Our Eversley Care Centre is dedicated to

stimulating lifelong learning and inspiration

among our residents. A recent educational trip

to the local Planetarium enabled residents to

explore the night sky and our solar system. This

experience was complemented by a creative

session where residents in the dementia wing

painted the planets, learning through art.

4. Bream Bay beekeepers (connect)

Residents at Bream Bay have embraced the

“Connect” pillar through their venture ‘Bream Bay

Village Honey’. This initiative involves maintaining

village beehives, harvesting batches of honey,

and connecting with the broader community. To

date, 70 kg of honey has been produced, which is

shared as gifts and with the local community.

5. Showing gratitude (take notice)

The Woburn Care Centre embraces the ‘Take

Notice’ pillar through meaningful initiatives.

A gratitude board allows residents and staff

to express their appreciation for one another,

while bespoke events provide opportunities to

appreciate the small things. During Matariki,

the team spent the evening observing and

appreciating the constellations. These simple

initiatives contribute to the ‘Five Ways to

Wellbeing’ by encouraging people to practice

mindfulness in daily life.

OUR RESIDENT EXPERIENCE

We actively engage with our residents, people

and local community to create positive social

and environment outcomes.

1 Mackay, L, Egli, V, Booker, L-J, Prendergast, K: “New Zealand’s engagement with the Five Ways to

Wellbeing: evidence from a large cross-sectional survey”, School of Language, Social & Political

Sciences, University of Canterbury, pages 230-244

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OCEANIA ANNUAL REPORT 2024

Community engagement
Oceania is expanding its reach and support of

the community through strategic partnerships.

In FY2024, Oceania formed a partnership with

the National Foundation for the Deaf and Hard

of Hearing (NFDHH), who support and advocate

for the deaf and hard of hearing community.

In line with our ‘Believe in Better’ ethos, we are

committed to being more accessible for residents

with hearing loss and for improving hearing

health outcomes for the Oceania community.

We became the first retirement and aged care

provider in New Zealand to become a Hearing

Accredited Workplace, during the reporting

period. All of our independent retirement living

villages in Auckland have hosted a hearing

awareness event, and there are plans underway

to expand these events into the Canterbury,

Hawkes Bay and Taupo regions.

Natasha Gallardo, Chief Executive of NFDHH

has said “We are incredibly grateful for the

partnership with Oceania and their commitment

to improving the hearing health of their residents.

We are also appreciative of Oceania recognising

the value of their team undertaking hearing

aware education workshops to ensure their

staff can better support their deaf and hard

of hearing residents.”

OUR RESIDENT EXPERIENCE

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OCEANIA ANNUAL REPORT 2024

Our people capability:
Giving our team room to grow.

At Oceania, our people are the

driving force behind our purpose

to reimagine retirement and aged

care living in New Zealand. We

recognise that an engaged, capable,

and diverse workforce is central

to delivering exceptional care and

enriching the lives of our residents.

Oceania aspires to be an employer of choice,

to attract, grow and retain great people.

Our people capability strategy is deeply linked

to our overall value creation process. We invest

in our team’s professional development and

wellbeing and foster a diverse and inclusive

culture. This commitment helps to strengthen

our teams, our expertise, and our relationships

and this drives operational excellence and

our ability to continue to deliver high-quality

services. Motivated and stable teams also help

us mitigate risks related to workforce shortages

and employee turnover.

Our commitment to people capability

is underpinned by integrated thinking,

considering the interdependencies and trade-

offs between different priorities. We aim to

balance our financial investments in training

with improvements to our processes and

relationships. This approach helps ensure we

deliver benefits to our stakeholders, including

residents, employees, and the wider community.

Key metrics

Employee net promoter score (eNPS) (+/- 100)

FY24

24

FY23

16

Employee retention (all employees)

FY24

67%

FY23

56%

Employee retention (clinical employees)

FY24

69%

FY23

59%

Gender diversity (CEO-3) (% female)

FY24

52%

FY23

57%

Long term injury frequency rate

1

FY24

7.4 7

FY23

10.30

1 LTIFR is a health & safety metric that measures the number of lost time

injuries (work-related injuries resulting in time away from work).

OCEANIA ANNUAL REPORT 2024

30

Kylie Hill, Village Manager Awatere
OUR PEOPLE CAPABILITY

The modern employee is eager to

learn and develop their skills to ensure

they remain relevant in a changing

world. It has become incumbent on

employers to answer that call for

growth by giving their team members

the opportunities to develop skills

that will give them an edge.

Oceania believes in fostering and building talent

within its team, and prides itself on identifying

skill gaps and giving employees the opportunity

to train and upskill.

To see this in play, look no further than Kylie Hill.

Joining the company in 2002 as a part-time

office administrator, it didn’t take long for Kylie’s

talent to be noticed. Within just six weeks, she

was taken on as a full-time employee and she

hasn’t looked back since.

Kylie’s ongoing dedication and talent caught

the team’s attention and a series of

promotions followed.

Fostering and building

talent within our team.

“I did some cover for the Facility Manager,

served as a part-time Regional Administrator,

and eventually became the full-time Business

Care Manager (BCM) at Whitianga,” she

recounts, humbly. Kylie was one of the first

administrators that Oceania supported into

a BCM role and has since worked as a Sales

Manager at Awatere in Hamilton and is now

Village Manager there.

Kylie has continued to grow within Oceania

and became part of the first cohort of BCMs to

undertake a dedicated leadership programme,

before going on to complete an additional

certificate in management.

“Oceania has invested in my journey and

supported me on a career pathway that I truly

love. It’s a pretty special place to work. I believe

in the brand and the Believe in Better ethos -

and that’s what I aspire to give and to support

our village community and team.”

“Oceania has invested in my journey and

supported me on a career pathway that I truly

love. It’s a pretty special place to work.”

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OCEANIA ANNUAL REPORT 2024

There’s no shortage of exceptional talent
throughout the Oceania team. Another team

member that we’re incredibly proud of is Anitha

Moglicharla, the Regional Clinical Manager for

the Northern Region at Oceania.

Her decade-long tenure with Oceania traces

back to her early years in the country. Arriving

in New Zealand from India in 2008, Anitha

initially worked at a vineyard before deciding

to study nursing. This decision would prove

pivotal, as she would go on to join Oceania

as a Healthcare Assistant in 2011.

Oceania supported Anitha’s transition to

a Registered Nurse at Everil Orr care home,

delivering high-quality service and expertise.

She snapped up every learning opportunity

offered by Oceania and steadily augmented

her skills to become a brilliant manager.

“From my early days as a healthcare assistant

to my current role, each step has been marked

by continuous learning and growth. My journey

with Oceania has been instrumental in shaping

my nursing career. The clinical competencies,

comprehension sessions and study day

opportunities provided within the organisation

have been invaluable”, says Anitha.

Anitha’s on-the-job training included specialist

training in restraint minimisation and palliative

care pathways, a post-graduate certificate

in advanced nursing, a further postgraduate

diploma, and additional training in infection

prevention and control through a Post Graduate

Certificate course – all supported by Oceania.

By 2019, Anitha’s talent and commitment saw her

appointed the Clinical Manager for The Sands.

Her strong leadership skills and dedication to

the team saw her quickly progress, and in less

than a year she now holds a role as the Regional

Clinical Manager alongside the responsibility

of being a National Infection Prevention and

Control Coordinator.

Anitha believes the supportive environment

Oceania has provided has been crucial in

her career development.

“A supportive environment helps foster growth,

provides encouragement, and acts as a safety

net during times of uncertainty. I am very

fortunate in this domain, with the unconditional

support from my family and the Oceania

management team helping me in every aspect

of my success.”

Anitha and Kylie are two rising stars within the

Oceania team, but they aren’t the only ones.

Throughout our organisation, we have team

members who are equally passionate. Through

our various training programmes, we are taking

steps to ensure these team members are given

the tools they need to bring fruition to their

career objectives while doing meaningful work

at Oceania.

“A supportive environment helps foster

growth, provides encouragement,

and acts as a safety net during times

of uncertainty.”

OUR PEOPLE CAPABILITY

Anitha Moglicharla, Regional Clinical Manager

Northern Region

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OCEANIA ANNUAL REPORT 2024

Appointment of new Chief People Officer
To deliver on Oceania’s aspiration to be an

employer of choice, as set out in its sustainability

framework, Oceania appointed a new Chief

People Officer in February 2024. The CPO

is responsible for the People and Culture

plan, which will initially focus on building the

foundations for a strong people and culture

such as the successful implementation of

a new HR Information System (HRIS).

Nurse Training

Recognising the critical importance of nursing

professionals in delivering exceptional care,

Oceania extends its impact beyond its immediate

operations by training nurses for the wider

New Zealand community. Oceania’s Wesley

Institute of Nursing Education helps contribute

to addressing the national nursing shortage

by providing intensive training programs for

individuals seeking to become registered nurses

in New Zealand. Through the Competence

Assessment Programme (CAP) and the Return

to Nursing Programme, Oceania assisted over

1,000 individuals in becoming registered nurses

in FY2024. Through the Wesley Institute of

Nursing Education, Oceania can contribute to

the wellbeing of communities across the country.

Oceania is mindful that the regulatory framework

is subject to change and may affect certification

requirements and the CAP programme in future.

Developing our teams

Oceania aims to foster an environment that

develops its team members’ capabilities

while encouraging long-term engagement

and retention.

Capabilities and competencies

In the reporting period, Oceania broadened its

learning and development programs to include

non-clinical roles. It developed a capabilities

and competencies framework to ensure site

managers are given the opportunity for future

development, and provides training across

areas such as business operations, clinical

responsibilities, hospitality training real estate/

property market insights, legal and regulatory

frameworks, sales and CRM utilisation, and

leadership development.

Underpinning this framework is the Future

Fluent Programme. Launched in FY2024, the

programme offers modules to help develop

specific skillsets, enabling team members

to upskill and become proficient in their

respective roles.

Career development

In FY2024, Oceania formalised a new Senior

Leadership Team to provide support to the

Executive team, empowering these senior leaders

with opportunities for growth and decision-

making, with dedicated executive support.

OUR PEOPLE CAPABILITY

We attract, grow and retain great people.

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OCEANIA ANNUAL REPORT 2024

An employer of choice
In FY2024, Oceania’s employee Net Promoter Score

(eNPS) improved to 24 up from 16 in FY2023 and

8 in FY2022, and there was improvement in all scores

across the survey. While a score of 24 suggests

a positive employee sentiment overall, there is

room to improve to reach higher levels of employee

satisfaction and advocacy, as Oceania aspires

to be an employer of choice.

OUR PEOPLE CAPABILITY

Fostering engagement and retention

Oceania’s focus on developing its team

members is intrinsically linked to its efforts in

fostering long term engagement and retention.

By recognising outstanding contributions,

celebrating achievements, and providing a great

resident experience, we create an environment

that motivates our workforce and encourages

loyalty to the organisation.

With sector-wide challenges including clinical

workforce shortages, engagement and retention

are paramount. In FY2024, Oceania’s retention

rate was 67% (all employees) and 69% (for clinical

roles), both seeing an uplift on prior years.

Listening to our people

Central to our people strategy is actively listening

to our employees’ voices and being adaptive

and responsive. We conduct yearly employee

engagement surveys to gather feedback

on various aspects of employee experience,

including culture and environment, wellbeing,

fairness, and inclusion. This input directly informs

our initiatives and decision-making processes,

ensuring that our strategies align with the

evolving needs of our workforce.

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OCEANIA ANNUAL REPORT 2024

Employee benefits
One example of our responsiveness to employee

feedback is the introduction of “birthday leave”

in the reporting period. This benefit allows

employees to take a day off work on or around

their birthday, promoting work life balance.

This leave benefit builds on Oceania’s existing

employee benefits, including its industry-leading

parental leave policy that tops up the amount

employees receive from the government to their

usual daily pay for the period they receive the

government grant.

“Oceania made me feel supported while on

maternity leave. The top-up ensured I could focus

on my family and really enjoy time with my little

boy.” Katie Adams, Executive Assistant, and mum

to 11-month-old Teddy.

Rewards and recognising excellence

Oceania believes in celebrating and rewarding

the hard work and dedication of employees.

Oceania’s annual conference serves as a platform

for celebrating the team’s achievements throughout

the year. While incorporating elements of strategy

and professional development, the conference

primarily focuses on fostering a sense of community,

recognising outstanding contributions, and

expressing appreciation for the village and care

centre managers who attend. The ‘Believe in Better’

Awards at the annual conference sees employees

recognised across leadership, teamwork, hard work,

and resident experience.

In FY2024, Oceania invested in creating a modern

and collaborative work environment with the

relocation of its corporate office. This move aimed

to enhance employee wellbeing, productivity

and foster greater cross-functional collaboration,

reflecting Oceania’s commitment to provide its

team with a rewarding and engaging workplace

experience. We saw a 32% increase in respondents

saying the office contributed to a sense of

community for employees (from 43% to 75%), and

an increase from 68% to 83% of employees rating

their health and wellbeing as “good’ or “excellent”

after moving into the new office.

Te Mana Award

Te Mana winner of inaugural Oceania “Environmental

Sustainability” Believe in Better Award

Sharon Chatterton, Village Business and

Care Manager at Te Mana Care Centre

and Totara Park Village

Executive Assistant,

Katie Adams and

her son Teddy

OUR PEOPLE CAPABILITY

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OCEANIA ANNUAL REPORT 2024

OUR PEOPLE CAPABILITY
Creating an inclusive, safe, and rewarding

workplace culture is essential for nurturing

a high-performing and engaged team. We are

committed to promoting diversity, ensuring the

wellbeing of our employees, and recognising

their contributions to our success.

Fostering culture and diversity

To enable a great diversity and inclusion

strategy, we’re focussed on putting the

foundations in place and are introducing a

new HR Information System – HRIS. The HRIS

will provide better insights into our workforce

composition, enabling us to identify areas for

improvement and develop targeted strategies

to promote inclusivity. Additionally, Oceania is

committed to addressing gender pay gaps and

equitable compensation practices and is working

to create a new benefits framework.

We organise cultural days that honour and

showcase the traditions, heritage, and customs

of various communities. These events serve as

platforms for learning, understanding, and

fostering a sense of belonging among our

diverse workforce and residents.

Initiatives such as Diwali, Chinese New Year,

St. Patrick’s Day, and Matariki celebrations

not only promote cultural awareness but also

provide opportunities for meaningful connections

and shared experiences. By celebrating our

differences, we strengthen the bonds within

our community and cultivate an environment

of mutual respect and appreciation.

Health, safety and wellbeing

The health, safety, and wellbeing of our

employees are of utmost importance to

Oceania. Oceania has a dedicated focus

on incident reporting, risk mitigation, and

proactive measures to ensure a safe working

environment. In FY024, Oceania saw a

considerable improvement in its long term

injury frequency rate (LTIFR) being 7.47 (down

from 10.30 in FY2023). Oceania’s Health and

Safety Representatives (HSRs) are important

voices across the organisation, championing

employee health and safety and playing a

crucial role by leading proactive Health and

Safety Committee meetings.

We also recognise the importance of mental

health and wellbeing. Through initiatives such as

Mental Health Awareness Week and our Wellness

Portal, Te Whare Tapa Whā, we aim to promote

a holistic approach to employee wellbeing,

encouraging a healthy work-life balance

and providing resources for personal growth

and development.

Through our focus on diversity and inclusion,

health and safety, wellbeing initiatives,

and rewards and recognition programs, we

cultivate an environment that empowers our

employees to thrive, contributes to our purpose,

and embodies our Believe in Better ethos,

in service of our residents.

We provide a safe, diverse, equitable and inclusive workplace

36

OCEANIA ANNUAL REPORT 2024

Oceania is pleased to have continued
its positive contributions to investors,

stakeholders and residents during the

reporting period.

Our capability for growth has been

demonstrated through premium living

experiences, our development pipeline and

through leading resident experiences.

Demand for Oceania’s services is projected to

grow as demographics shift and New Zealand’s

population ages.

In the last financial year, Oceania delivered

182 units and care suites. Meeting the

growing demand for independent living and

care residences will require a comprehensive

development pipeline.

Therefore, as we execute our growth strategy,

we are mindful of integrating sustainability into

our building, operations and thinking. This is

about taking a long term view and ensuring that

investment decisions and capital allocations are

in line with where we want the business to be

in the future.

Climate change will impact organisations across

New Zealand and Oceania must work to ensure

climate resilience across its portfolio. We have a

goal to reduce our GHG emissions and integrate

climate resilience into our business.

Embedding sustainability into our growth

strategy will play a key role in continuing to

position Oceania as a business that offers

a premium, modern living environment.

In FY2023 we established our $500m

sustainability linked loan. Now in its second

year of performance, Oceania has met all three

sustainability performance targets for FY2024

across care resident wellbeing, construction

waste diversion, and GHG emissions. This

achievement not only demonstrates Oceania’s

commitment to its ESG objectives but also

positions the company to benefit from lower

borrowing costs under the loan’s terms,

reinforcing the financial advantages of

sustainable practices in long term

value creation.

Embedding sustainability into our growth

strategy will play a key role in continuing to

position Oceania as a business that offers

a premium, modern living environment.

Our growth:

Integrated, long term thinking.

Key metrics

Number of units built

1

Independent

living units

Care

units

FY24

FY24

95

87

Independent

living units

Care

units

FY23

FY23

66

167

FY30 target -42%

FY23 +0.5%

FY22

FY24

-19

%2

Reduce absolute scope 1 and 2

emissions by 42% by FY30 below

a FY2022 base year

3,5914,4 42

FY24 FY23

GHG emissions (t CO2e)

Target

Reduction against FY22 base year

(location based emissions)

1 Also refer to Trading Highlights (page 5) and accompanying annual financial statements

2 See our Emissions Report 2024: oceaniahealthcare.co.nz/investor-centre/sustainability

37

OCEANIA ANNUAL REPORT fffiff1

OUR GROWTH
Our growth strategy has prioritised

the development of quality sites that

offer premium services and a more

intimate setting.

While our focus has been on brownfield

development to this point, those opportunities

are coming to a natural end. The next phase of

our growth strategy will be focused on carefully

selected future development projects that

don’t stray away from our promise to provide

villages that are truly part of the community,

both creating jobs for the local community and

stimulating demand for goods and services.

We are aware that with future developments

we will have an impact on the biodiversity

and local ecosystem, which will require

thoughtful consideration.

The coming year will mark a major milestone as

Oceania commences work on its first greenfield

project, Ngā Mara, comprising villas, care suites,

dementia beds, a community building and

apartments. The Ngā Mara development will

be staged over a number of years, marking an

important step in Oceania’s mid to long term

growth strategy.

Greenfield shift with Ngā Mara.

OCEANIA ANNUAL REPORT 2024

38

Our approach allows for more connected
communities within each village, while also

ensuring that those villages are integrated

into the broader community.

Ngā Mara will be part of a growing community

in southwestern Pukekohe. Similarly, for our

Bream Bay village in Ruakaka (Northland), we

have invested in an area subject to a wider plan

change (now approved) that will facilitate the

development of housing and a new Town Centre

on adjacent land.

Oceania is commencing work on greenfield

developments in preparation for the significant

demographic shifts we’ll see in the population in

the coming decades. In the 30 years from 2018

to 2048, the over-75 population in New Zealand

will more than double. That rapid growth in

New Zealand’s retired population will provide

a large target market for our developments

in the coming years.

Our current development pipeline will see

Oceania emerge with one of the best portfolios

in the market. This will strengthen the Oceania

brand, reduce our impact on the environment

and in the longer term ensure a growth trajectory

that’s focused on premium and sustainable

properties that drive better resident experiences.

13

M12 Villa Living Room

7

M05 Bowling Green

Our current development pipeline will see Oceania emerge

with one of the best portfolios in the market.

OUR GROWTH

39

OCEANIA ANNUAL REPORT 2024

Our FY24 journey.
OUR GROWTH

We reduce our GHG emissions in line with our science based

target and integrate climate resilience into our business.

GHG emissions

Oceania recognises the impact its operations

have on the environment by generating

greenhouse gas emissions. The Science

Based Target Initiative (SBTi) has approved

Oceania’s near-term science based emissions

reduction target to reduce absolute scope

1 and scope 2 GHG emissions by 42% by

FY2030 from a FY2022 base year. The SBTi

is the leading standard for corporate climate

targets, which aims to ensure that corporate

emissions reduction targets align with the latest

climate science requirements to limit global

warming to well below 1.5 degrees Celsius

pre-industrial levels.

Absolute reduction targets mandate a direct

decrease in total greenhouse gas emissions,

providing a clear and measurable impact on

mitigating climate change. Oceania recognises

that meeting its absolute reduction target will be

challenging, as it grows. However, it has set an

emissions reduction plan that considers its future

growth based on its development pipeline, which

is updated from time to time.

Please see Oceania’s FY2024 Emissions Report

1

,

available on its website, for its emissions

over time.

Emissions reduction plan

To achieve Oceania’s science based scope

1 and scope 2 absolute emissions reduction

target, Oceania is focused on transitioning away

from gas, transitioning to an EV/hybrid fleet,

improving energy management and efficiency,

and investigating renewable electricity. Oceania

has created a carbon abatement cost curve to

support its emission reduction plan and help

prioritise initiatives.

The use of natural gas and LPG in operating our

villages and care centres is a significant source

of these emissions. Transitioning off gas is a key

pillar of our emissions reduction plan and we

no longer design for gas.

Following our first hot water heat pump install

pilot at our Te Mana care site in Auckland in

FY2023, Oceania completed a further five

business cases for hot water heat pumps to

replace gas boilers for domestic hot water (and

some space heating) in FY2024. We are currently

replacing gas hot water at the Eden Village in

Auckland with a hot water heat pump, and a

diesel burner at the Woburn site in Waipukurau

with air-to-air heat pumps. Both projects are due

for completion at the end of May 2024. Hot water

heat pumps have proven to be significantly more

efficient than electric cylinders or gas and four

further projects for hot water heat pumps are

being progressed in FY2025.

Embodied carbon

Oceania recognises that its emissions from

scopes 1 and 2 are only 6% of total emissions.

Oceania measures its upfront carbon

1

from

new developments (or stages). In the reporting

period, emissions from capital goods (scope 3,

category 2) were Oceania’s largest source of

emissions. As part of achieving NZGBC Greenstar

certification at Ngā Mara, Oceania is focused

on achieving a minimum of 10% reduction

in embodied carbon for the care centre and

community/amenity building through lower

embodied carbon structural steel and concrete,

as well as material substitutions. Oceania also

completed a climate change risk assessment

and adaptation plan for this site, which

includes solutions for the buildings’ design and

construction that specifically address key risks

identified through the risk assessment.

For more information on Oceania’s emissions

reductions and climate resilience action, please

see Oceania’s first mandatory climate risk

disclosure due for publication in June FY2024.

1 See FY2024 Emissions Report, oceaniahealthcare.co.nz/investor-centre/

sustainability, for the measurement methodology.

40

OCEANIA ANNUAL REPORT fffiff1

OUR GROWTH
We adopt a long-term value focus when making

investment decisions and allocating capital.

Operational efficiency

Oceania continues to find ways to improve

operational efficiency across its villages and care

centres. Oceania is underway in transitioning

from incandescent and fluorescent to LED light

fittings, as part of a multi-year programme and

LEDs are now integrated into new area upgrades

and refurbishments. Water conservation

measures such as low-flow showerheads,

improved garden irrigation and hot water

heat pumps are also being implemented. In

the reporting period, Oceania installed its first

solar PV array, at The Helier.

Supplier engagement

Oceania has committed that 72.5% of its

suppliers by spend covering purchased goods

and services and capital goods, will have science

based targets by FY2027. In FY2024, Oceania

engaged with these key suppliers to talk through

Oceania’s sustainability journey, emissions

reduction targets and climate initiatives. This

dialogue provided an opportunity for Oceania

to learn about the sustainability practices

being integrated by these suppliers within their

organisations. Special emphasis was placed

on understanding the measures taken by the

suppliers to quantify and control their emissions,

and plans to introduce emissions targets (if not

already in place). Oceania is pleased to see

that these conversations can result in tangible

changes to improve sustainability outcomes.

For example, our two grounds maintenance

contractors are moving to 100% mulch mowing

to reduce the amount of green waste being

generated as part of the mowing service.

Enhancing supply chain sustainability

and strengthening risk management

Oceania is working to improve its sustainable

supply chain management, and in the year

ahead will be particularly focused on reviewing

its supply chain ESG risks, and improving its

policies and processes.

Oceania has continued to invest in, and elevate,

its approach to managing risk, including building

maturity and deepening resilience for dealing

with risk. This includes establishing a Risk sub-

committee of the Board, investment in risk

framework and resources, and greater focus

on risk culture, to support strategic growth

initiatives and long-term value creation.

41

OCEANIA ANNUAL REPORT 2024

Experienced leadership.
BOARD OF DIRECTORS

Liz Coutts has been a Director of Oceania since 5 November 2014 and was

appointed Chair in 2014. Liz is also the Chair of EBOS Group Limited and

Voyage Digital (NZ) Limited trading as Two Degrees and a Member on the

Advisory Board – Marsh Limited. Liz is a Fellow of Chartered Accountants

Australia and New Zealand. She is a past President of the Institute of Directors

NZ Inc and was made an Officer of the New Zealand Order of Merit in 2016.

Liz has previously been Chief Executive of Caxton Group, Chair of Skellerup

Holdings Limited, Meritec Group Limited, Industrial Research Limited, Life

Pharmacy Limited and Ports of Auckland Limited, Deputy Chair of Public Trust,

and a Commissioner of both the Commerce Commission and Earthquake

Commission. She has been a Director of Sanford Limited, Ravensdown Fertiliser

Cooperative, the Health Funding Authority, PHARMAC, Air New Zealand, Sport

and Recreation New Zealand and Trust Bank New Zealand, and a member

of both the Financial Reporting Standards Board of the New Zealand Institute

of Chartered Accountants and the Monetary Policy Committee of the Reserve

Bank of New Zealand.

Liz is a member of all Board Committees.

Dame Kerry Prendergast has been a Director of Oceania since 22 December

2016. Dame Kerry is a professional director. She was Mayor of Wellington

(2001-2010) and is currently the Chair of Wellington Free Ambulance,

Wellington Opera, Victoria University Foundation, Tourism Industry Association,

Capital Kiwi and Royal New Zealand Ballet. Dame Kerry is also a trustee

of New Zealand Community Trust and the Wellington International Arts

Foundation. For 25 years Dame Kerry was an independent midwife after training

as a general nurse in 1970, and consequently gaining a Diploma in Intensive

Care. She was made a Companion of the New Zealand Order of Merit (CNZM) in

2011 and was promoted to Dame Companion of the New Zealand Order of Merit

in January 2019 for services to governance and the community.

Dame Kerry is Chair of the Clinical and Health & Safety Committee

and a member of the Risk Committee.

Elizabeth Coutts

Chair and Independent Director

ONZM, BMS, FCA

Alan Isaac has been a Director of Oceania since 1 October 2015. Alan is a

professional director with extensive experience in accounting, finance and

governance. He is the past President of the Institute of Directors NZ Inc and

is Chairman of New Zealand Community Trust and Basin Reserve Trust. He

is a former President of the International Cricket Council. Alan is a Director

of Scales Corporation Limited and Skellerup Holdings Limited. He is also Board

member of Wellington Free Ambulance, the Wellington Cricket Foundation and

Community Online Gambling Limited. Alan is also a Member of the NZ Markets

Disciplinary Tribunal.

Alan is a former national Chairman of KPMG, and was made a Companion

of the New Zealand Order of Merit (CNZM) in 2013. He is a Fellow of Chartered

Accountants Australia and New Zealand.

Alan is Chair of the Audit Committee, Chair of the Risk Committee and

is a member of the People and Culture Committee.

Alan Isaac

Independent Director

CNZM, BCA, FCA

Dame Kerry Prendergast

Independent Director

DNZM, CNZM, MBA (VUW), NZRN, NZM

Our Board Skill Set.

Core Strengths

Climate

Markets & Customers

Building & Maintaining Relationships

Delivering Sustainable Growth

Capital Structure & Management

Executive Leadership

Australian Experience

Property & Construction

42

OCEANIA ANNUAL REPORT fffiff1

BOARD OF DIRECTORS
Sally Evans has been a Director of Oceania since 23 March 2018. Sally has over

30 years’ experience in the private, government and social enterprise sectors

in Australia, New Zealand, the United Kingdom and Hong Kong.

Sally is a Director of Healius Limited in Australia, Rest (Australian Super Fund),

Allianz Australian Life Insurance Limited and Ingenia Communities. She has

previously held Directorships on the boards of Opal Specialist Aged Care and

Blue Cross Aged Care, was an inaugural member of the Australian Federal

Government’s Aged Care Financing Authority and held executive roles as

Healthcare Director at the FTSE Compass Group PLC and Head of Aged Care

at AMP Capital.

Sally is Chair of the People and Culture Committee and is a member of the

Clinical and Health & Safety Committee and the Sustainability Committee.

Rob has been a Director of Oceania since 17 September 2021. He is a respected

member of the capital markets and finance community in New Zealand, with

more than 30 years’ experience in senior executive roles. Rob is currently

a Director of Westpac New Zealand Limited, a Director of Tourism Holdings

Limited and a Member of the Auckland Grammar School Foundation Trust.

He was previously Chief Financial Officer at SkyCity Entertainment Group

Limited and a Managing Director and Head of Investment Banking at Jarden

(formerly First NZ Capital).

Rob was also previously a member of the Auckland Grammar School Board

of Trustees and a Board member on the New Zealand Olympic Committee.

Rob is Chair of the Sustainability Committee and is a member of the

Audit Committee.

Peter has been a Director of Oceania since 17 September 2021. He has over

25 years’ experience in the New Zealand property market, including 10 years as

Head of Development for Goodman Property Trust. During his time at Goodman

Property Trust, Peter was responsible for all of the Trust’s development activity

and oversaw more than $1.5 billion of successful property development.

Peter also sits on several private enterprise boards, including until recently,

Chair of building products manufacturer Thermakraft. Peter is currently the

Managing Director of Mayfair Group Limited, which is involved in property

development, asset management and funds management across a wide

variety of sectors in the New Zealand property market.

Peter is Chair of the Development Committee and a member of the

Risk Committee.

Greg Tomlinson has been a Director of Oceania since 23 March 2018.

Greg is a Christchurch domiciled businessman and investor with experience

in a variety of New Zealand industries. One of the original pioneers of the

aquaculture industry in Marlborough, he has also established construction

and aged care businesses.

Greg established Qualcare before it was sold into the Oceania Group in early

2008 and he was a director of Oceania from 2008 until 2016. Greg holds

directorships on the boards of a number of New Zealand based companies

and is currently Chair of Heartland Group Holdings Limited.

Greg is a member of the Development Committee.

Sally Evans

Independent Director

BHSc, MSc, FAICD, GAIST

Rob Hamilton

Independent Director

BSc, BCom

Our Board Skill Set.

Peter Dufaur

Independent Director

BProp

Gregory Tomlinson

Independent Director

AME

Core Strengths

Climate

Markets & Customers

Building & Maintaining Relationships

Delivering Sustainable Growth

Capital Structure & Management

Executive Leadership

Australian Experience

Property & Construction

43

OCEANIA ANNUAL REPORT 2024

Our board skill set.
BOARD OF DIRECTORS

• Commitment to the highest standard of governance.

• Board experience (NZX 50 or equivalent) or experience as an advisor

to Boards for at least 5 years.

• An ability to assess effectiveness of senior management.

• Experience and understanding of sales, marketing and brand strategy

and practices.

Governance

Customer Advocacy

Finance and accounting

Aged Care, Hospitality, Customer Service Market Experience

Risk management

Clinical Experience

Capital markets and structure

Regulatory knowledge and experience

Human resources

Health and safety

7/ 7

7/ 7

6/7

7/ 7

7/ 7

4/7

7/ 7

7/ 7

7/ 7

7/ 7

Core Strengths

• Senior executive or board experience in financial accounting and

reporting, corporate finance and internal controls.

• Understanding of business and property valuation principles and their

implications on the financial performance and position.

• Experience and understanding (either at Board, leadership or senior

consulting level) of the dynamics of the international and/or domestic

aged care, hospitality and customer services markets, and opportunities

and challenges within those markets.

• Developing and overseeing an appropriate risk framework and culture.

• Experience evaluating and managing financial and non-financial risks.

• Experience and understanding of the clinical requirements of the

healthcare sector at a governance, leadership and/ or practitioner level.

• Experience with equity and debt markets, capital structuring and

investment analysis.

• An understanding of the regulatory environment in which we operate and

the role that plays in ensuring sustainable custodianship of our assets

and providing benefit to our customers.

• Familiarity with people and best practice development and performance

structures.

• Experience and understanding of health and safety and wellbeing

requirements.

Markets & Customers

• Undertaken climate response training and understand climate risks.

Climate

7/ 7

Climate

44

OCEANIA ANNUAL REPORT fffiff1

• A track record of developing and implementing a successful and
sustainable strategy of growth in business.

• Experience as an investor, leader or adviser in the property

development market.

• Experience as an investor, leader or adviser in the construction industry.

• Experience with a range of capital structures and management of capital

within an organisation.

• Experience in a senior executive leadership position in a large

organisation.

• Experience and understanding (either at Board, leadership or senior

consulting level) of business in Australia.

Growth

Property & Construction

Capital Structure & Management

Executive Leadership

Australian Experience

Strategy

Operational Leverage

Business Model & Technological Disruption

7/ 7

3/7

6/7

7/ 7

4/7

7/ 7

7/ 7

7/ 7

• Ability to think strategically and assess strategic options and

business plans.

• Experience in leading or advising organisational change and creating

value for the benefit of customers and shareholders.

• Understanding of differing business models and the potential for

disruptive models and practices to impact customers and the

supply chain

• Understanding of the opportunity and risks provided by technology

development.

Delivering Sustainable Growth

Property & Construction

Executive Leadership

Capital Structure & Management

Australian Experience

• An understanding of the functioning of Government and experience

developing and maintaining a constructive relationship and interactions

with Government and regulators.

• Experience in and understanding of shareholder and investment

community concerns and developing constructive relationships.

Government Relationships

Shareholder/Investment Community Relationships

7/ 7

Building & Maintaining Relationships

6/7

BOARD OF DIRECTORS

45

OCEANIA ANNUAL REPORT 2024

Financial Metrics
$NZm

March 2024

12 Months

March 2023

12 Months

March 2022

12 Months

Underlying Net Profit after Tax

1,2

62.158.656.7

Underlying EBITDA

1,2

82.680.076.2

Profit for the Year 31.515.461.1

Total Comprehensive Income70.534.5114.4

Total Assets 2,782.32,544.92,197.7

Operating Cash Flow 85.470.2105.5

Operating Metrics

March 2024

12 Months

March 2023

12 Months

March 2022

12 Months

Units1,9151,8201,625

Care Suites1,071984854

Care Beds1,3961,6511,725

Total4,3824,4554,204

New Sales157128184

Resales319280266

Total476408450

Occupancy91.1%90.4%92.0%

1 This is a non-GAAP measure, refer to note 2.1 in the consolidated financial statements for further details.

2 On 21 April 2020 the Group claimed, and received payment of, a COVID-19 wage subsidy totalling $1.8m. This amount has

subsequently been repaid in full on 18 May 2021 and as a result has been excluded from the table above. This proforma adjustment

increases underlying EBITDA and underlying earnings in relation to the 12 month period to 31 March 2022 by $1.8m.

Three year summary.

FOR THE YEAR ENDED MARCH 2024

46

OCEANIA ANNUAL REPORT fffiff1

Consolidated
financial statements.

FOR THE YEAR ENDED 31 MARCH 2024

Consolidated Statement of Comprehensive Income48

Consolidated Balance Sheet48

Consolidated Statement of Changes in Equity49

Consolidated Cash Flow Statement49

Notes to the Consolidated Financial Statements50

47

OCEANIA ANNUAL REPORT fffiff1

$NZ000’sNotesMarch 24March 23
Revenue2.2265,463 247,178

Change in fair value of investment property3.160,77919,497

Change in fair value of held for sale assets3.3-1,886

Gain on purchase of business assets1.3(i) - 543

Other income 2.39,16516.866

Total income335,407285,970

Employee benefits and other staff costs2.4 178,786 164,483

Depreciation (buildings and care suites)2.4, 3.2, 3.512,794 11,363

Depreciation and amortisation (chattels, leasehold

improvements and software)

2.4, 3.2, 3.5, 5.26,192 6,561

Impairment of property, plant and equipment

and right of use asset

2.4, 3.29,2696,531

Change in fair value of held for sale assets3.35,088-

Impairment of right of use investment property2.4, 3.5-1,431

Impairment of goodwill2.4, 5.2555 2,347

Rental expenditure in relation to right of use investment property2.4- 158

Finance costs2.416,417 14,315

Other expenses2.477,913 66,781

Total expenses307,014273,970

Profit before income tax28,39312,000

Income tax benefit 5.13,0813,448

Profit for the year31,47415,448

Other comprehensive income

Items that will not be subsequently reclassified to profit or loss

Gain on revaluation of property, plant and equipment for the

year, net of tax

3.2, 5.141,17517,592

Items that may be subsequently reclassified to profit or loss

(Loss) / Gain on cash flow hedges, net of tax

(2,154)1,503

Other comprehensive income for the year, net of tax39,02119,095

Total comprehensive income for the year attributable

to shareholders of the parent

70,49534,543

Basic earnings per share (cents per share) 4.24.42.2

Diluted earnings per share (cents per share) 4.24.32.2

$NZ000’sNotesMarch 24March 23

Assets

Cash and cash equivalents

7,485 7,439

Trade and other receivables5.3124,864108,929

Derivative financial instruments5.6 3,030 6,026

Assets held for sale3.3 44,259 101,652

Investment property3.11,815,3871,597,721

Property, plant and equipment3.2770,877712,169

Right of use assets3.510,783 4,287

Intangible assets5.25,663 6,717

Total assets2,782,348 2,544,940

Liabilities

Trade and other payables

5.452,05752,289

Deferred management fee3.447,33745,334

Refundable occupation right agreements3.4997,190879,578

Refundable occupation right agreements held for sale3.47,58547,092

Lease liabilities3.511,2054,798

Borrowings4.4640,518553,589

Deferred tax liabilities5.1--

Total liabilities1,755,8921,582,680

Net assets1,026,456 962,260

Equity

Contributed equity

4.1715,960 713,374

Retained deficit(34,264) (68,496)

Reserves344,760317,382

Total equity1,026,456962,260

Consolidated Statement of Comprehensive Income

FOR THE YEAR ENDED 31 MARCH 2024

Consolidated Balance Sheet

AS AT 31 MARCH 2024

T

he Board of Directors of the Company authorised these consolidated financial statements

for issue on 24 May 2024.

For and on behalf of the Board

Elizabeth Coutts Alan Isaac

Chair Director

The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

48

OCEANIA ANNUAL REPORT 2024

$NZ000’sNotes
Contributed

equity

Retained

deficit

Asset

revaluation

reserve

Cash flow

hedge

reserveTotal equity

Balance as at 31 March 2022 705,291(54,735)295,4372,850948,843

Profit for the year-15,448--15,448

Other comprehensive income

Revaluation of cash flow hedge

net of tax

---1,5031,503

Revaluation of assets net of tax3.2, 5.1--17,592-17,592

Total comprehensive income-15,448 17,592 1,503 34,543

Transactions with owners

Dividends paid

4.1-(29,889)--(29,889)

Share issue:

dividend reinvestment scheme

4.18,083---8,083

Employee share scheme4.1-680--680

Total transactions with owners8,083(29,209)--(21,126)

Balance as at 31 March 2023 713,374 (68,496) 313,029 4,353 962,260

Profit for the year-31,474--31,474

Other comprehensive income

Revaluation of cash flow hedge

net of tax

---(2,154)(2,154)

Revaluation of assets net of tax3.2, 5.1--41,175-41,175

Transfer of assets net of tax-11,643(11,643)--

Total comprehensive income-43,11729,532(2,154)70,495

Transactions with owners

Dividends paid

4.1-(9,348)--(9,348)

Share issue:

dividend reinvestment scheme

4.12,586---2,586

Employee share scheme4.1-463--463

Total transactions with owners2,586(8,885)--(6,299)

Balance as at 31 March 2024715,960 (34,264)342,5612,1991,026,456


$NZ000’sNotesMarch 24March 23

Cash flows from operating activities

Receipts from residents for village and care fees

207,911 196,601

Payments to suppliers and employees(259,616) (228,926)

Rental payments in relation to right of use investment property - (158)

Receipts from new occupation right agreements 226,313 178,842

Payments for outgoing occupation right agreements (78,780) (79,267)

Net goods and services tax received / (paid) (3,654) 14,608

Receipts from insurance proceeds1.3(iv) 8,6701,113

Interest received 4,543 1,759

Interest paid (19,570) (13,921)

Interest paid in relation to lease liabilities (443) (445)

Net cash inflow from operating activities85,374 70,206

Cash flows from investing activities

Proceeds from sale and / or disposal of property, plant

and equipment, investment property and held for sale assets

20,316 -

Payments for property, plant and equipment and intangible

assets

(52,016) (55,160)

Payments for investment property and investment property

under development

(128,381)(103,626)

Payments for assets held for sale (1,168)(942)

Payments for business assets1.3(i) - (59,873)

Net cash outflow from investing activities(161,249)(219,601)

Cash flows from financing activities

Proceeds from borrowings

138,674 228,161

Repayment of borrowings(53,925) (54,290)

Capitalised borrowing costs- (2,171)

Principal payments for lease liabilities (2,065) (2,805)

Dividends paid (6,763) (21,806)

Net cash inflow from financing activities75,921147,089

Net decrease in cash and cash equivalents46 (2,306)

Cash and cash equivalents at the beginning of the year7,439 9,745

Cash and cash equivalents at end of year7,485 7,439

Consolidated Statement of Changes in Equity

FOR THE YEAR ENDED 31 MARCH 2024

Consolidated Cash Flow Statement

FOR THE YEAR ENDED 31 MARCH 2024

The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

49

OCEANIA ANNUAL REPORT 2024

Consolidated Cash Flow Statement (continued)
FOR THE YEAR ENDED 31 MARCH 2024

$NZ000’sNotesMarch 24March 23

Profit for the year31,47415,448

Non cash items included in profit for the year

Deferred management fees accrued but not settled

2.2 (56,595) (70,206)

Depreciation (buildings and care suites)2.4 12,794 11,363

Depreciation and amortisation (chattels, leasehold improvements

and software)

2.4 6,192 6,561

Impairment of goodwill 2.4 555 2,347

Net loss on disposal of property, plant and equipment 670 3,171

Fair value adjustment to investment property3.1 (60,779) (19,497)

Fair value adjustment to right of use investment property

and right of use land and building

3.5 - 1,431

Impairment of property, plant and equipment3.2 9,269 6,531

Fair value adjustment to held for sale assets3.3 5,088 (1,886)

Loss allowance for trade and other receivables 2.4 71 37

Interest accrued but not paid (4,588) (1,009)

Fair value movement on residents’ share of resale gains2.4 715 1,724

Fair value movement on cash flow hedges5.6 4 (6)

Deferred tax benefit5.1 (3,081) (3,448)

Employee share scheme4.3 463 680

Gain on purchase of business assets1.3(i) - (543)

Other non cash items 1,001 962

(88,221)(61,788)

Cash items excluded from profit for the year

Receipts from new occupation right agreements

226,313 178,842

Payments for outgoing occupation right agreements (78,780) (79,267)

147,533 99,575

Increase in operating assets and liabilities

Increase / (Decrease) in trade and other receivables

3,089 5,643

Increase in trade and other payables(8,501) 11,328

Net cash inflow from operating activities85,374 70,206

Notes to the Consolidated

Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

1.General information51

1.1Basis of Preparation51

1.2Accounting Policies51

1.3Significant Events and Transactions52

1 .4Market Capitalisation53

2.Operating Performance53

2.1Operating Segments53

2.2Revenue58

2.3Other Income59

2 .4Expenses59

3.Property Assets60

3.1Village Assets: Investment Property61

3.2Care Assets: Property, Plant and Equipment64

3.3Held for Sale68

3.4Refundable Occupation Right Agreements68

3.5Leases69

4.Shareholder Equity and Funding71

4.1Shareholder Equity and Reserves72

4.2Earnings per Share72

4.3Employee Share Based Payments72

4.4Borrowings73

5.Other Disclosures74

5.1Income Tax74

5.2Intangible Assets76

5.3Trade and Other Receivables77

5.4Trade and Other Payables78

5.5Related Party Transactions78

5.6Financial Risk Management78

5.7Contingencies and Commitments80

5.8Events After Balance Date80

Independent Auditor’s Report81

The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.

50

OCEANIA ANNUAL REPORT fffiff1

1. General Information
1.1 Basis of Preparation

(i) Entities Reporting

The consolidated financial statements of the Group are for the economic entity comprising Oceania

Healthcare Limited (the “Company”) and its subsidiaries (together “the Group”). Refer to note 5.5

for details of the Group structure.

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of

Oceania Healthcare Limited as at 31 March 2024 and the results of all subsidiaries for the year

then ended.

The Group owns and operates various care centres and retirement villages throughout New

Zealand. The Group’s registered office is Level 26, HSBC Tower, 188 Quay Street, Auckland, 1010,

New Zealand.

(ii) Statutory Base

Oceania Healthcare Limited is a limited liability company which is domiciled and incorporated

in New Zealand. It is registered under the Companies Act 1993 and is a FMC Reporting Entity in

terms of Part 7 of the Financial Markets Conduct Act 2013. The Company is also listed on the NZX

Main Board (“NZX”) and the Australian Securities Exchange (“ASX”) as a foreign exempt listing.

The consolidated financial statements have been prepared in accordance with the requirements

of the NZX and ASX listing rules, and Part 7 of the Financial Markets Conduct Act 2013.

The consolidated financial statements have been prepared in accordance with New Zealand

Generally Accepted Accounting Practice (“NZ GAAP”). They comply with New Zealand equivalents

to International Financial Reporting Standards (“NZ IFRS”), International Financial Reporting

Standards (“IFRS”) and other applicable New Zealand Financial Reporting Standards, as

appropriate for for-profit entities. The Group is a Tier 1 for-profit entity in accordance with XRB A1.

The consolidated financial statements have been prepared in accordance with the going concern

basis of accounting, which assumes that the Group will be able to realise its assets and discharge

its liabilities in the normal course of business as they come due into the foreseeable future.

The Consolidated Balance Sheet has been prepared using a liquidity format.

(iii) Measurement Basis

These consolidated financial statements have been prepared under the historical cost convention,

as modified by the revaluation of certain assets and liabilities, including investment properties,

certain classes of property, plant and equipment, right of use assets and derivatives.

(iv) Key Estimates and Judgements

The preparation of the consolidated financial statements in conformity with NZ IFRS requires the use

of certain critical accounting estimates. It also requires management to exercise their judgement in

the process of applying the Group’s accounting policies.

The Group makes estimates and assumptions concerning the future. The resulting accounting

estimates will, by definition, seldom equal the related actual results. Estimates and judgements

are continually evaluated and are based on historical experience and other factors, including

expectations of future events that are believed to be reasonable under the circumstances.

The areas involving a higher degree of judgement or complexity, or areas where assumptions

and estimates are significant to the consolidated financial statements are disclosed in the

following notes:

• Fair value of assets acquired in business combination (note 1.3(i))

• Classification of accommodation with a care or service offering (note 3)

• Fair value of investment property and investment property under development (note 3.1)

• Fair value of freehold land and buildings (note 3.2)

• Classification and fair value of held for sale facilities (note 3.3)

• Revenue recognition of deferred management fees (note 3.4)

• Fair value of right of use assets (note 3.5)

• Recognition of deferred tax (note 5.1)

1.2 Accounting Policies

(i) New Accounting Standards

No changes to accounting policies have been made during the year and the Group has not

early adopted any standards, amendments or interpretations to existing standards that are

not yet effective.

(ii) Measurement of Fair Value

The Group classifies its fair value measurement using the fair value hierarchy that reflects the

significance of the inputs used in making the measurements. The fair value hierarchy has the

following levels.

Level 1: Quoted prices (unadjusted) in active markets for the identical assets or liabilities.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the

asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: Inputs for the asset or liability that are not based on observable market data

(unobservable inputs).

The carrying amount of all financial assets and liabilities is considered to approximate their

fair value.

51

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

1.3 Significant Events and Transactions
(i) Acquisitions

Remuera Rise and Bream Bay

On 6 May 2022 in the comparative period, a number of Sale and Purchase Agreements were

entered into in relation to Remuera Rise and Bream Bay:

a. Oceania Village Company Limited and Oceania Care Company Limited entered into a Sale

and Purchase Agreement with Remuera Rise Limited and Lifecare Residences NZ Limited

to purchase the business assets in relation to Remuera Rise for a value of $38.1m subject to

purchase price adjustments. Remuera Rise is an established village with 58 independent living

apartments and 12 rest home beds. This transaction was settled on 1 July 2022 which is the

date of acquisition.

b. Oceania Village Company Limited entered into a Sale and Purchase Agreement with Private

Health Care (NZ) Limited and PGB Investments Limited to purchase the shares of Bream

Bay Village Limited for a value of $21.9m. Bream Bay Village is an established village with 83

independent living villas, including the eight villas under construction at the time of acquisition.

This transaction was settled on 1 July 2022 which is the date of acquisition.

Purchase consideration and fair value of net assets acquired

The purchase price was linked to the 31 March 2021 CBRE Limited valuation in respect of Remuera

Rise and the 8 December 2021 Colliers valuation of Bream Bay Village Limited and both acquisitions

were settled in cash. The acquisitions were accounted for using the acquisition method which

requires that all identifiable assets and liabilities be assumed at their acquisition date fair value.

Contingent liabilities

No material contingent liabilities with respect to any of the above mentioned transactions were

noted during the due diligence process or since acquisition.

Bream Bay option

On 6 May 2022 Oceania Village Company Limited entered into an option agreement with GNLC

Limited to purchase 6.7 hectares of development land in Bream Bay, adjacent to Bream Bay

Village. The agreement granted Oceania Village Company Limited the option to acquire this land

for a purchase price of $8.4m plus GST. The option was exercised and settlement took place on

11 July 2023.

(ii) Disposal of leasehold interest

Everil Orr

The Group has previously leased the Everil Orr site and assumed the role of Operator of both Care

and Village operations. On 3 March 2023, the Group entered into a Deed with Airedale Property

Trust, the lessor of the Everil Orr leasehold facility to exit the Group from the Everil Orr site. As a

result the care operations were closed on 21 March 2023 and the lease terminated on 31 March

2023. On 31 March 2023 the Group’s operating interest in relation to village operations at Everil

Orr, Mount Albert, Auckland met the definition of held for sale. An amount of $1.1m in respect of

the purchase of the Group’s operational interest was received in full on 3 April 2023.

Wesley

On 31 August 2023 the Group exited the Wesley Care Centre, Mt Eden, Auckland. The site

was leased from the owner Airedale Property Trust and the lease was not extended beyond

the expiry date.

(iii) Disposal of held for sale sites

On 25 March 2022 the Group entered into an agreement in respect of the previous Whareama

site in Nelson. The sale completed on 8 December 2023 and proceeds of $8.4m were received.

On 9 May 2023 the Group entered into an agreement to sell the Amberwood and Greenvalley

care sites in Auckland to a third party operator. The sale was completed on 29 August 2023 and

an amount of $11.5m received resulting in a gain of $1.0m in the village segment on the held for

sale value. This has been recognised in the Consolidated Statement of Comprehensive Income.

On 12 February 2024, the Group entered into a conditional agreement to sell the Takanini care site

in Auckland to a third party operator. The sale was completed on 30 April 2024 and proceeds of

$10.6m were received.

On 15 March 2024, the Group entered into a conditional agreement to sell the Middlepark care site

in Christchurch to a third party operator. The sale was completed on 21 May 2024 and proceeds

of $5.2m were received.

(iv) Weather Events: Auckland Floods and Cyclone Gabrielle

A number of significant weather events occurred in New Zealand during January and February

2023. The Group owns and operates a number of sites in the Auckland and Hawkes Bay regions

which were impacted by these events. Agreement was reached with insurers on 16 May 2024 in

relation to the Auckland Floods and Cyclone Gabrielle.

Accounting policy in relation to insurance proceeds

Insurance proceeds are accounted for as reimbursements under IAS 37 Provisions, Contingent

Liabilities and Contingent Assets. Insurance income, and related assets are recognised when

recovery is virtually certain.

The insurance proceeds and receivable in relation to these events have been included within

the Consolidated Statement of Comprehensive Income and the Consolidated Balance Sheet.

52

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

1.3 Significant Events and Transactions (continued)
(iv) Weather Events: Auckland Floods and Cyclone Gabrielle (continued)

Material Damage

Amounts incurred in respect of remediation in the period to 31 March 2024 have been recognised as

additions to the properties they relate. Affected properties have been valued by CBRE Limited as if

the remediation has been completed and as such, an estimate of remaining costs to be incurred to

fully remediate properties has been calculated based on third party quotations and assessments

and has been recognised as a reduction to the property value as at 31 March 2024. Refer to notes

3.1 and 3.2 for impact on fair value.

Other

In addition to recovery of the expected remediation costs, the Group seeks recovery of additional

costs. These costs include business interruption costs and lost gross profit associated with the

Auckland and Hawkes Bay sites which were impacted by the weather events and remediation.

An amount has been recognised which is equal to the amount agreed with insurers as recovery

of these items. The full amount of lost gross profit has been recognised as revenue during the

year. A portion of this revenue relates to lost gross profit in relation to future periods.

Income in relation to these items is recognised as other revenue when the costs are incurred, and

it is virtually certain that these costs will be reimbursed. The assessment of whether recoverability

of these costs is virtually certain is a key judgement of the Group.

1.4 Market Capitalisation

At balance date, the market capitalisation of the Group (being the 31 March 2024 closing share

price, as quoted on the NZX Main Board, multiplied by the number of shares on issue) was

below the carrying amount of the Group’s net assets and shareholders’ funds. In considering the

difference, the Group notes that over 90% of total assets at 31 March 2024 are property assets

carried at fair value as assessed by CBRE Limited. Colliers Limited were also engaged to perform

a review of the CBRE Limited valuation of certain sites in the portfolio comprising 43% of the total

value of property assets. This review supported the CBRE Limited valuation.

2. Operating Performance

2.1 Operating Segments

The Group’s chief operating decision maker is the Board of Directors.

The operating segments have been determined based on the information reviewed by the Board

of Directors for the purposes of allocating resources and assessing performance. The assets

and liabilities of the Group are reported to the chief operating decision maker in total not by

operating segment.

The Group operates in New Zealand and comprises three segments; care operations, village

operations and other.

Information regarding the operations of each reportable segment is included below. Amongst other

criteria, performance is measured based on segmental underlying earnings before interest, tax,

depreciation and amortisation (“EBITDA”), which is the most relevant measure in evaluating the

performance of segments relative to other entities that operate within the aged care and retirement

village industries.

Additional segmental reporting information

Capital expenditure: Refer to note 3 for details on capital expenditure.

Goodwill: Goodwill is allocated to care cash generating units.

What is Total Comprehensive Income?

Total comprehensive income is a measure of the total performance of all segments under

NZ GAAP. It includes fair value movements relating to the Group’s care centres and cash

flow hedges.

CareVillageOther

ProductIncludes traditional care beds

and care suites.

Includes independent living

and rental properties.

N/A

ServicesThe provision of

accommodation, care and

related services to Oceania’s

aged care residents.

Includes the provision of

services such as meals and

care packages to independent

living residents.

The provision of

accommodation and related

services to independent

residents in the Group’s

retirement villages.

Provision of support services

to the Group (includes

administration, marketing and

operations).

In addition this segment

includes the provision of

training by the Wesley Institute

of Nursing Education.

Recognition

of Operating

Revenue and

Expenses

The Group derives Operating

Revenue from the provision of

care and accommodation. The

daily fee is set annually by the

Ministry of Health.

In relation to the provision

of superior accommodation

above the Government

specification the Group

derives revenue from Premium

Accommodation Charges

(“PACs”) or, in the case of

care suites, through Deferred

Management Fees (“DMF”).

Operating Expenses primarily

include staff costs, resident

welfare expenses and

overheads.

The Group derives Operating

Revenue from weekly service

fees and rental income.

Operating Revenue also

includes DMF accrued over the

expected occupancy period for

the relevant accommodation.

Operating Expenses include

village property maintenance,

sales and marketing, and

administration related

expenses.

Includes corporate office and

corporate expenses.

Finance costs relate to the cost

of bank debt.

Income and expenditure

relating to the Wesley Institute

of Nursing Education is

recognised in this segment.

53

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

2.1 Operating Segments (continued)
CareVillageOther

Recognition

of Fair Value

movements

on New

Developments

Fair value increases or

decreases are recognised in

other comprehensive income

(i.e. not in profit or loss) for the

fair value movement above

historical cost.

Impairments below historical

cost are recognised in

comprehensive income (i.e.

profit or loss).

Fair value movements are

recognised in comprehensive

income (i.e. profit or loss).

N/A

Recognition

of Fair Value

movements on

Existing Care

Centres and

Retirement

Villages

Fair value movements are

treated the same as above.

When sites are

decommissioned for

development this results

in an impairment of the

buildings and chattels which is

recognised in comprehensive

income (i.e. profit or loss).

Fair value movements are

recognised in comprehensive

income (i.e. profit or loss).

N/A

Recognition

in Underlying

Profit (refer

note 2.1

overleaf)

Fair value movements are

removed.

Fair value movements are

removed. Realised gains on

resales and the development

margins from the sale of

independent living units and

care suites are included,

reflective of the ownership

structure of the assets.

No material adjustments.

Asset

Categorisation

Assets used, or, in the case

of developments, to be used,

in the provision of care are

recognised as property, plant

and equipment.

Assets used for village

operations are recognised as

investment property.

Corporate office assets are

recognised as property, plant

and equipment. Assets include

intangibles (e.g. software).

March 2024

$NZ000’s

Care

Operations

Village

OperationsOtherTotal

Revenue 206,34649,9509,167265,463

Change in fair value of investment property-60,779-60,779

Change in fair value of held for sale assets----

Other income 1,8102,6112014,622

Total income208,156113,3409,368330,864

Operating expenses(186,288)(37,027)(33,384)(256,699)

Impairment of goodwill(555)--(555)

Impairment of property, plant and equipment(9,269)--(9,269)

Impairment of held for sale assets-(5,088)-(5,088)

Segment EBITDA12,04471,225(24,016)59,253

Interest income-724,4714,543

Finance costs--(16,417)(16,417)

Depreciation (buildings and care suites)(12,794)--(12,794)

Depreciation and amortisation (chattels,

leasehold improvements and software)

(4,745)-(1,447)(6,192)

(Loss) / Profit before income tax(5,495)71,297(37,409)28,393

Income tax (expense) / benefit(17,069)1,81318,3373,081

(Loss) / Profit for the year attributable

to shareholders

(22,564)73,110(19,072)31,474

Other comprehensive income

Gain on revaluation of property, plant and

equipment for the year, net of tax

41,175 - - 41,175

Gain on cash flow hedges, net of tax - - (2,154) (2,154)

Total comprehensive income / (loss) for the year

attributable to shareholders of the parent

18,61173,110(21,226)70,495

54

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

2.1 Operating Segments (continued)
March 2023

$NZ000’s

Care

Operations

Village

OperationsOtherTotal

Revenue 194,52048,4904,168247,178

Change in fair value of investment property-19,497-19,497

Change in fair value of Held for sale assets-1,886-1,886

Gain on purchase of business assets-543-543

Other income1,32613,7711015,107

Total income195,84684,1874,178284,211

Operating expenses(174,607)(29,185)(27,630)(231,422)

Impairment of goodwill(1,766)(581)-(2,347)

Impairment of property, plant and equipment(6,531)--(6,531)

Impairment of right of use investment property-(1,431)-(1,431)

Segment EBITDA12,94252,990(23,452)42,480

Interest income-4111,3481,759

Finance costs--(14,315)(14,315)

Depreciation (buildings and care suites)(10,659)-(704)(11,363)

Depreciation and amortisation (chattels, leasehold

improvements and software)

(5,024)-(1,537)(6,561)

(Loss) / Profit before income tax(2,741)53,401(38,660)12,000

Income tax benefit / (expense)2,751(18,625)19,3223,448

Profit / (Loss) for the year attributable

to shareholders

1034,776(19,338)15,448

Other comprehensive income

Gain on revaluation of property, plant

and equipment for the year, net of tax

17,592--17,592

Gain on revaluation of right of use asset

for the year, net of tax

----

Gain on cash flow hedges, net of tax--1,5031,503

Total comprehensive income /(loss) for the year

attributable to shareholders of the parent

17,60234,776(17,835)34,543

Underlying net profit after tax (“Underlying Profit”)

Underlying Profit and Underlying EBITDA are non-GAAP measures of financial performance and

considered in the determination of dividends. The calculation of Underlying Profit and Underlying

EBITDA requires a number of estimates to be approved by the Directors in their preparation. Both

the methodology and the estimates may differ among companies in the retirement village sector.

Underlying Profit and Underlying EBITDA do not represent cash flow generated during the year.

The Group calculates Underlying Profit and Underlying EBITDA by making the following

adjustments to reported Net Profit after Tax:

Total comprehensive income / (loss) for the year

attributable to shareholders of the parent

RemoveFair value adjustments for investment property assets, property, plant and equipment,

held for sale assets and cashflow hedges.

Add backImpairment of goodwill

Add backRental expenditure in relation to right of use investment property assets

Add back / removeLoss / gain on sale, decommissioning or purchase of assets and business assets including

associated costs

Add backDepreciation (care suites)

RemoveInsurance income recognised in relation to material damage due to adverse

weather events

Add backDirectors’ estimate of realised gains on the resale of units and care suites sold

under an ORA

Add backDirectors’ estimate of realised development margin on the first sale of new ORA units

or care suites following the development of an ORA unit or care suite, conversion of an

existing care bed to a care suite or conversion of a rental unit to an ORA unit

Add backDeferred taxation component of taxation expense so that only the current tax expense

is reflected

=Underlying Profit

RemoveInterest income

Add backFinance costs (including lease interest under NZ IFRS 16 Leases but excluding hedge

ineffectiveness)

Add backDepreciation and amortisation (including right of use and property, plant and equipment)

Add backCurrent tax expense

=Underlying EBITDA

55

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

2.1 Operating Segments (continued)
Resale gain – Underlying Profit

The Directors’ estimate of realised gains on resales of ORA units and care suites (i.e. the difference

between the incoming resident’s ORA licence payment and the ORA licence payment previously

received from the outgoing resident) is calculated as the net cash flow received, and receivable at

the point that the ORA contract becomes unconditional and has either “cooled off” (the contractual

period in which the resident can cancel the contract) or where the resident is in occupation at

balance date.

Development margin – Underlying Profit

The Directors’ estimate of realised development margin is calculated as the ORA licence payment

received, and receivable, in relation to the first sale of new ORA units and care suites, at the point

that the ORA contract becomes unconditional and has either “cooled off” or where the resident

is in occupation at balance date, less the development costs associated with developing the ORA

units and care suites. Where the development has been acquired in a business combination the

development costs are equal to the purchase price.

The Directors’ estimate of realised development margin for conversions is calculated based on the

difference between the ORA licence payment received, and receivable, in relation to sales of newly

converted ORA units and care suites, at the point that the ORA contract becomes unconditional and

has either “cooled off” or where the resident is in occupation at balance date, and the associated

conversion costs.

The table below describes the composition of development and conversion costs.

IncludedNew builds:

• the construction costs directly attributable to the relevant project, including any

required infrastructure (e.g. roads) and amenities related to the units (e.g. landscaping)

as well as any demolition and site preparation costs associated with the project. The

costs are apportioned between the ORA units and care suites, in aggregate, using

estimates provided by the project quantity surveyor. The construction costs for the

individual ORA units or care suites sold are determined on a prorated basis using gross

floor areas of the ORA units and care suites;

• an apportionment of land value based on the gross floor area of the ORA units and

care suites developed. The value for Brownfield

1

development land is the estimated fair

value of land at the time a change of use occurred

2

(from operating as a care centre

or retirement village to a development site), as assessed by an external independent

valuer. Greenfield

3

development land is valued at historical cost; and

• capitalised interest costs to the date of project completion apportioned using the gross

floor area of ORA units and care suites developed.

Conversions:

• of care beds to care suites - the actual refurbishment costs incurred; and

• of rental units to ORA units - the actual refurbishment costs incurred and the fair

value of the rental unit prior to conversion.

Excluded• Construction, land (apportioned on a gross floor area basis) and interest costs

associated with common areas and amenities or any operational or administrative

areas.

1 Brownfield land refers to land previously utilised by, or part of, an operational aged care centre or retirement village.

2 The timing of a change of use is a Directors’ estimate. It is based on a range of factors including evidence of steps taken to secure a

resource consent and/or building consent for a particular development or stage of a development and the decommissioning of existing

operations (either through the buy-back of existing village ORA units or decommissioning of an existing care centre). Note the cost of

buybacks is not included in the development cost as an independent fair value of the land on an unencumbered basis is used as the

value ascribed to the development land.

3 Greenfield land refers to land not previously utilised by, or as part of, an operational aged care centre or retirement village. Greenfield

land is typically bare (undeveloped) land at the time of purchase.

56

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

2.1 Operating Segments (continued)
March 2024

$NZ000’s

Care

Operations

Village

OperationsOtherTotal

Total comprehensive income / (loss) for the year

attributable to shareholders of the parent

18,61173,110(21,226)70,495

Adjusted for Underlying Profit items

Less: Fair value adjustments for investment

property assets, property, plant and equipment,

held for sale assets and cashflow hedges

1

(31,906)(55,692)2,154(85,444)

Add: Impairment of goodwill555--555

Add: Loss on sale of business assets including

associated costs

-678-678

Add: Depreciation (care suites)10,344--10,344

Less: Gain on purchase of business assets

including associated costs

-252-252

Add: Change in estimate of impairment

in relation to weather event

-419-419

Add: Realised resale gain-32,472-32,472

Add: Realised development margin-35,401-35,401

Underlying net profit before tax(2,396)86,640(19,072)65,172

Less: Deferred tax benefit / (expense) 17,069(1,813)(18,337)(3,081)

Underlying net profit after tax14,67384,827(37,409)62,091

Less: Interest income-(72)(4,471)(4,543)

Add: Finance costs (excluding hedge ineffectiveness) --16,41716,417

Add: Depreciation (buildings)2,450--2,450

Add: Depreciation and amortisation

(chattels, leasehold improvements and software)

4,745-1,4476,192

Underlying EBITDA

2

21,86884,755(24,016)82,607

1 Includes adjustment for material damage insurance in relation to affected properties.

2 Included in Village Operations remains an amount of $2.0m in relation to other insurance income. This insurance income relates

to compensation for business interruption costs and lost gross profits incurred prior to 31 March 2024.

March 2023

$NZ000’s

Care

Operations

Village

OperationsOtherTotal

Total comprehensive income / (loss) for the year

attributable to shareholders of the parent

17,60234,776(17,835)34,543

Adjusted for Underlying Profit items

Less: Fair value adjustments for investment

property assets, property, plant and equipment,

held for sale assets and cashflow hedges

(11,061)(19,952)(1,503)(32,516)

Add: Impairment of goodwill1,766581-2,347

Add: Rental expenditure in relation to right of

use asset

-158-158

Add: Depreciation (care suites)9,040--9,040

Less: Gain on purchase of business assets

including associated costs

(735)(147)-(882)

Less: Insurance income in relation to material

damage due to weather events

-(10,022)-(10,022)

Add: Realised resale gain-26,992-26,992

Add: Realised development margin-32,363-32,363

Underlying net profit before tax16,61264,749(19,338)62,023

Less: Deferred tax (expense) / benefit (2,751)18,625(19,322)(3,448)

Underlying net profit after tax13,86183,374(38,660)58,575

Less: Interest income-(411)(1,348)(1,759)

Add: Finance costs (excluding hedge ineffectiveness) --14,31514,315

Add: Depreciation (buildings)1,619-7042,323

Add: Depreciation and amortisation

(chattels, leasehold improvements and software)

5,024-1,5376,561

Underlying EBITDA20,50482,963(23,452)80,015

57

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

2.2 Revenue
How we earn revenue

CareVillageOther

Daily care fees for long term and

short term rest home, hospital and

dementia residents

Deferred management fees

– independent living

Training income

Premium accommodation chargesVillage service fees

– independent living

Interest income

Deferred management fees

– care suites

Rental income – residents without

a long term occupation right

agreement

Accounting Policy

Revenue is recognised in accordance with NZ IFRS 15 Revenue from Contracts with Customers

(“NZ IFRS 15”). Deferred management fees and rental income are considered leases under NZ IFRS

16 Leases (“NZ IFRS 16”), and are therefore excluded from the scope of NZ IFRS 15. None of the

Group’s revenue, as defined by NZ IFRS 15, contains significant financing components.

Rest Home and Hospital Service Fees

A contract is in place with all care residents by means of an admission agreement. The resident

receives the benefit as the care is administered and each resident incurs a contracted daily

care fee. Rest home and hospital service fees are recognised at the point in time the services are

rendered which is specifically linked to the day the service is delivered. Where applicable these are

recognised net of any associated rebates to residents.

Aged care subsidies received from the Ministry of Health, included in rest home, hospital and

dementia fee revenue within the care segment, for the year ended March 2024 amounted to

$113.9m (March 2023: $110.7m).

Premium Accommodation Charges

Premium accommodation charges are payable by residents who occupy a premium room above

the level specified by the Government. The charge is included in their admission agreement and the

charge is recognised when the accommodation is provided.

Deferred Management Fees

Deferred management fees are considered leases and are payable by residents of the Group’s

units, apartments and care suites under the terms of their ORA or unit title rights. Refer to note 3.4.

Management fees are typically payable on termination of the ORA up to a maximum percentage

of a resident’s occupation licence or unit title rights deposit for the right to share in the use and

enjoyment of common facilities.

The timing of the recognition of deferred management fees is a critical accounting estimate and

judgement. The deferred management fee is recognised on a straight line basis over the longer of

the term specified in a resident’s ORA or the average expected occupancy. The expected periods

of occupancy are based on historical Group averages, for the relevant accommodation they are

estimated to be 7 years for units and premium apartments, 5 years for apartments and 3 years for

care suites from the date of occupation. Estimates of deferred management fee tenure are reviewed

periodically. Where a change is made, it is the Group’s policy to recognise the aggregate impact of

this change in the period in which the change in estimate occurs.

Village Service Fees

Village service fees are charged to residents to recover a portion of village operating costs

associated with services provided including staff wages, rates, and electricity. An ORA is in place

with all village residents who receive the benefit of services throughout their stay. Village service

fees are recognised over time as services are rendered.

Training Income

Training income is received from students attending short term training courses at the Wesley

Institute of Nursing Education. Income is recognised when the course is provided.

Rental Income

Rental agreements are in place with all rental residents and set out the relevant weekly / monthly

rental fee. The resident receives the benefit throughout their stay and revenue is recognised as

it is earned.

$NZ000’sMarch 24March 23

Rest home, hospital, dementia fees 183,806 173,243

Premium accommodation charge6,370 5,490

Deferred management fees – independent living38,639 36,666

Deferred management fees – care suites16,187 14,861

Deferred management fees – leased site- 2,301

Village service fees9,741 8,939

Training income9,155 4,127

Rental income493 608

Other services provided to residents1,072 943

265,463 247,178

58

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

2.3 Other Income
Interest Income

Interest income is recognised on an accruals basis using the effective interest method.

Insurance Income

Insurance income in relation to recent weather events is recognised as per note 1.3(iv).

Other Income

Other income includes administration and legal income derived from the settlement of ORAs.

$NZ000’sMarch 24March 23

Interest income4,5431,759

Insurance income2,69012,025

Change in fair value of ineffective cash flow hedges- 6

Gain on modification/disposal of property, plant and equipment-740

Other income1,932 2,336

9,16516,866

2.4 Expenses

Accounting Policy

All operating expenses are recognised on an accrual basis.

$NZ000’sNotesMarch 24March 23

Profit before income tax includes the following expenses:

Employee benefits and other staff costs

Wages and salaries

174,043160,007

Termination benefits373470

Employee share scheme expense4.3277606

Other staff costs

1

4,0933,400

178,786164,483

Depreciation and amortisation

Depreciation of buildings

3.21,5701,791

Depreciation of care suites3.210,3449,040

Depreciation of right of use assets (buildings)3.5880532

Depreciation of chattels 3.24,4064,354

Depreciation of right of use assets (chattels)3.51,2291,553

Amortisation of software 5.2557654

18,98617,924

Finance costs

Interest on senior debt facilities

27,876 13,680

Interest on Retail Bond6,175 6,175

Agency, commitment and line fees 4,528 4,246

Interest rate swaps - 155

Capitalised interest and line fees(23,757) (11,356)

Amortisation of bank fees988 952

Bank interest160 18

Interest on lease liabilities443445

Change in fair value of ineffective cash flow hedges4-

16,41714,315

Impairment of property, plant and equipment 3.29,2696,531

Change in fair value of held for sale assets3.35,088-

Impairment of right of use investment property-1,431

Rental expenditure in relation to right of use investment property-158

Impairment of goodwill5.25552,347

1 Other staff costs include costs such as staff training, uniforms and recruitment.

59

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

2.4 Expenses (continued)
$NZ000’sNotesMarch 24March 23

Other expenses

Audit fees

1

Audit and review of consolidated financial statements588647

Other assurance services – Trustee reporting77

Other services – agreed upon procedures in respect of proxy

voting at the Annual Shareholder Meeting

2

98

Other non assurance services provided by auditor

3

19-

Other assurance services related to climate related

reporting requirements

9317

Total fees paid to auditor

1

716679

Repairs and maintenance of property, plant and equipment

including leasehold care centres

3,6433,486

Repairs and maintenance of investment property including

leasehold investment property

3,1251,855

Loss on disposal of property, plant and equipment683-

Donations3113

Loss allowance for trade and other receivables5.37137

Resident consumables19,24218,265

Movement of residents’ share of resale gains 7151,724

Insurance6,4174,981

Legal and professional services4,658 4,390

Other expenses (no items of individual significance) 38,612 31,351

77,91366,781

Total Expenses307,014273,970

3. Property Assets

The Group operates care centres and retirement villages. As outlined in section 2.1, village sites are

typically investment property and care sites are typically property, plant and equipment.

What is Investment Property?

Land and buildings are classified as investment property when they are held to generate

revenue either through capital appreciation or through rental income.

As residents occupying our retirement villages live independently, the level of services provided

is seen as secondary to the provision of accommodation. Accordingly, these buildings are

classified as investment property as they are held primarily to generate DMF income.

What is Property, Plant and Equipment?

Land, buildings and chattels are classified as property, plant and equipment when they are

used to generate revenue through the provision of goods and services or for administration

purposes.

As residents occupying our care centres, including care suites, require services including

nursing care, meals and laundry the buildings in which they live are considered to be operated

by the Group to generate this revenue and are classified as property, plant and equipment.

What is a Care Suite?

Care suites are a premium offering for a resident requiring rest home or hospital level

care. The care suite is located within a care centre. Rather than pay a daily premium

accommodation charge for the provision of the premium room the residents enter into

an ORA with a net management fee.

What is Held for Sale?

Assets are classified as held for sale when the carrying amount will be recovered principally

through a sale transaction rather than through continuing use.

1 Auditor for the year ended 31 March 2024: Ernst & Young (31 March 2023: PricewaterhouseCoopers).

2 Paid to previous auditors.

3 Non audit fees in relation to remuneration benchmarking services.

60

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

3. Property Assets (continued)
Classification of Serviced Apartments and Care Suites

Where services are provided to residents who occupy accommodation under an ORA, it is the

Group’s policy to assess their level of significance in the context of the overall income derived from

the serviced apartment or care suite in ascertaining whether the serviced apartment or care suite is

freehold land and buildings (referred to as property, plant and equipment) or investment property.

The Group applies the following principles when ascertaining the appropriate accounting treatment

to be applied:

CLASSIFICATION

CONSIDERATION OF SIGNIFICANCE OF CASH FLOWS

SCENARIO

Additional services

are optional.

Services are

compulsory but an

insignificant portion

of total revenue

from the unit.

Services are

compulsory and a

significant portion

of the total revenue

from the unit.

Full ARRC

1

funded

care is compulsory

for that unit/bed.

Independent living

(villa or apartment)

Care suiteServiced apartmentTraditional care bedPrivate care

Qualitatively the

business model is the

provision of retirement

accommodation.

Quantitatively

insignificant

(a guideline of

under 20% of total

revenue is adopted)

and qualitatively

the business model

is the provision

of retirement

accommodation.

Quantitatively

significant.

Qualitatively the

business model is

the provision of care.

Qualitatively the

business model is

the provision of

care. Quantitative

assessment not

relevant as price

of accommodation

does not change

overall purpose of

the accommodation.

Investment Property

Village Assets

Property, Plant and

Equipment Care Assets

Operating

outside the ARRC

1


with services set by

the operator.

Qualitatively the

business model is

the provision of

care. Quantitative

assessment not

relevant as price

of accommodation

does not change

overall purpose of

the accommodation.

1 ARRC refers to age-related residential care.

3.1 Village Assets: Investment Property

Accounting Policy

Investment property includes both freehold land and buildings and land and buildings under

development, comprising independent units, serviced apartments and common facilities, provided

for use by residents under the terms of an ORA. Investment property is held for long-term yields and

is not occupied by the Group. Investment property is held at fair value.

The fair value of investment property is determined by the Directors having taken into consideration

the valuation conducted by CBRE Limited (March 2023: CBRE Limited and Collier Limited) as

independent registered valuers and the cost of work undertaken in relation to investment property

under development.

The movement in the carrying value of investment property, net of additions, transfers and disposals

is recognised as a fair value movement in the Consolidated Statement of Comprehensive Income.

Fair value measurement on investment property under development is only applied if the fair value

is considered to be reliably measurable. Where the fair value of a property under development

can be determined, it is carried at fair value. Where the fair value of investment property under

development cannot be reliably determined, the carrying amount is considered to be the fair value

of the land plus the cost of work undertaken.

61

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

3.1 Village Assets: Investment Property (continued)
$NZ000’sNotesMarch 24March 23

Investment property under development at fair value

Opening balance

141,738173,899

Impact of change to GST taxable supplies

1

(1,500)(4,397)

Capitalised expenditure (including land acquisitions)61,53992,788

Capitalised interest and line fees13,6262,301

Transfer to completed investment property(27,475)(150,871)

Transfer to held for sale3.3-(5,714)

Change in fair value during the year(5,960)33,732

Closing balance 181,968141,738

Completed investment property at fair value

Opening balance

1,455,9831,204,653

Acquisition1.3(i)-138,010

Impact of change to GST taxable supplies(1,372)(4,080)

Transfer from investment property under development27,475150,871

Transfer to property, plant and equipment3.280(1,552)

Transfer to held for sale3.321,608(29,119)

Capitalised expenditure60,0035,437

Capitalised interest and line fees2,9035,998

Impairment as a result of weather events-(8,917)

Change in fair value during the year - villages66,739(5,318)

Closing balance1,633,4191,455,983

Total investment property1,815,3871,597,721

1 Relates to GST claimed on land purchased in a prior period subject to a change in use adjustment in the current period.

Change in Fair Value Recognised in the Consolidated Statement of Comprehensive Income

$NZ000’sMarch 24March 23

Increase in fair value of investment property217,665219,169

Add / (Less): Transfers to property, plant and equipment,

right of use assets and held for sale during the year

(21,688) 36,385

Less: Capitalised expenditure including capitalised interest(135,198) (98,047)

Less: Resident obligations on acquisition- (138,010)

Change in fair value recognised in Consolidated Statement

of Comprehensive Income

60,77919,497

A reconciliation between the valuation and the amount recognised as investment property

is as follows:

$NZ000’sMarch 24March 23

Investment Property under development

Valuation

181,968141,738

181,968141,738

Completed Investment Property

Valuation

812,698744,733

Add: Refundable occupation licence payments1,003,945884,890

Add: Residents’ share of resale gains5,7305,920

Less: Management fee receivable(170,638)(147,278)

Less: Resident obligations for units not included in valuation (18,316)(32,282)

1,633,4191,455,983

Total investment property at fair value1,815,3871,597,721

62

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

3.1 Village Assets: Investment Property (continued)
Where an incoming resident has an unconditional ORA in respect of a retirement village unit and

the corresponding outgoing resident for that same accommodation has not yet been refunded, the

independent valuation is adjusted for the incoming resident balances only. In certain circumstances

accommodation under an ORA is valued as development land. In these situations the independent

valuation is not adjusted for the refundable amounts and consequently no offsetting “gross up” is

required. An adjustment of $18.3m (March 2023: $32.3m) is included in the above reconciliation to

reflect this.

The valuation of investment property is adjusted for cash flows relating to refundable occupation

licence payments, residents’ share of resale gains and management fee receivable recognised

separately on the Consolidated Balance Sheet and also reflected in the valuation model.

Why do we adjust for the liability to residents?

In the external valuation the fair value of investment property includes an allowance for the

amount that is payable by the Group to residents already in occupation within the property.

However, this liability to existing residents is recognised in the Group’s Consolidated Balance

Sheet (referred to as refundable occupation right agreements – refer to note 3.4). Accordingly,

the Group adds this net liability to residents to the external valuation to “gross up” the fair

value of investment property and avoid double counting the liability to residents.

Valuation Process and Key Inputs

Investment Property under Development

CBRE Limited provided valuations of development land in respect of investment property under

development as at 31 March 2024.

The fair value of investment property is determined by the Directors having taken into consideration

the valuation conducted by the external valuers as independent registered valuers and the cost of

work undertaken in relation to investment property under development.

The Group has applied the following methodology in relation to the measurement of investment

property under development:

Practical completion not achieved

Where the development still requires substantial work such that practical completion is not going to

be achieved, and a reliable estimate of fair value cannot be made, at or close to balance date, the

fair value recognised is the fair value of the development land per the Directors’ valuation plus the

cost of any work in progress. An amount of $85.9m as at 31 March 2024 (March 2023: $53.1m) has

been recognised in relation to these development sites.

Where an individual development is of both investment property and freehold buildings in nature,

the fair value of land and work in progress is apportioned between investment property under

development and freehold land and buildings under development, by applying the estimated gross

floor area for these respective areas of the development based on information obtained from the

project quantity surveyors at the planning and design stages.

Practical completion achieved

Where a development is practically completed, or likely to be completed at, or close to, balance

date the investment property is measured at its completed fair value per the Directors’ valuation

with an adjustment made for any estimated costs, in accordance with the project budget, to be

incurred to complete the development, and is then transferred to completed investment property.

Completed Investment Property

As required by NZ IAS 40 Investment Property, the valuation of investment property is adjusted for

cash flows relating to refundable occupation licence payments, residents’ share of resale gains and

management fees receivable recognised separately on the Consolidated Balance Sheet and also

reflected in the valuation model.

The Group’s interest in all completed investment property was valued on 31 March 2024

by CBRE Limited (March 2023: CBRE Limited and Colliers Limited,) at a total of $812.7m

(March 2023: $744.7m).

Property Specific Assumptions

Seismic Assessments

The external valuations, and accordingly the fair value of investment property, incorporates

an allowance in relation to remediation to properties where seismic strength testing has been

carried out.

Weather Events: Auckland Floods and Cyclone Gabrielle

The fair value of completed investment property has been adjusted downwards for the cost of future

works to be undertaken to remediate damage caused by the Auckland Floods, an amount of $5.2m.

(March 2023: $7.7m on damage caused by the Auckland floods and Cyclone Gabrielle).

Key Accounting Estimates and Judgements

All investment properties have been determined to be Level 3 (March 2023: Level 3) in the fair value

hierarchy as the fair value is determined using inputs that are unobservable.

Significant Unobservable Inputs

The significant unobservable input used in the fair value measurement of the Group’s development

land is the value per m2 assumption. Increases in the value per m2 rate result in the corresponding

increases in the total valuation.

The significant unobservable inputs used in the fair value measurement of the Group’s portfolio of

completed investment property are the discount rate and property price growth rate. There are no

interdependencies or interplays between unobservable inputs.

63

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

3.1 Village Assets: Investment Property (continued)
The following assumptions have been used to determine fair value:

Significant InputDescription20242023

Discount rateThe pre-tax discount rate

14.0% — 20.0 %

(median: 14.9 %)

14.0% — 20.0%

(median: 15.0%)

Property price growth rateAnticipated annual property

price growth over the cash flow

period 0—4 years

0.5 % - 3.0 %0.0% — 3.0%

Property price growth rateAnticipated annual property

price growth over the cash flow

period 5+ years

2.5% — 3.5%2.5% — 3.5%

Sensitivities

At 31 March 2024

Adopted

Value

Discount Rate

+0.5%

Discount Rate

-0.5%

Property

Growth Rate

+50 bp

Property

Growth Rate

-50 bp

Completed investment property

Valuation $NZ000’s

812,698

Difference $NZ000’s

(26,456)28,46148,359(45,872)

Difference %

(3.3%)3.5%6.0%(5.6%)

At 31 March 2023

Adopted

Value

Discount Rate

+0.5%

Discount Rate

-0.5%

Property

Growth Rate

+50 bp

Property

Growth Rate

-50 bp

Completed investment property

Valuation $NZ000’s

744,733

Difference $NZ000’s

(24,447)26,54143,075(20,216)

Difference %

(3.3%)3.6%5.8%(5.4%)

The stabilised occupancy period is a key driver of the CBRE Limited valuation. A significant increase

/ (decrease) in the occupancy period would result in a significantly lower/ (higher) fair value

measurement.

Significant Input20242023

Stabilised Occupancy Period

2.8 yrs – 9.0 yrs (median: 7.4 yrs)2.5yrs – 8.9yrs (median: 7.3yrs)

Current ingoing price, for subsequent resales of ORAs, is a key driver of the valuations. A significant

increase / (decrease) in the ingoing price (as driven by the property growth rates) would result in a

significantly higher / (lower) fair value measurement.

3.2 Care Assets: Property, Plant and Equipment

Accounting Policy

Property, plant and equipment comprises owner-occupied freehold land and buildings and plant

and equipment operated by the Group for the provision of care services, care suites and land and

buildings that are to be developed into care centres in the future.

Following initial recognition at cost, completed owner occupied freehold land and buildings and

land and buildings under development are carried at fair value. Independent valuations are

performed with sufficient regularity to ensure that the carrying amount does not differ materially

from the assets’ fair value at balance date. Any depreciation at the date of valuation is deducted

from the gross carrying value of the asset, and the net amount is restated to the revalued amount

of the asset. In periods where no valuation is carried out, the asset is carried at its revalued amount

plus any additions, less any impairment and less any depreciation incurred since the date of the

last valuation.

All other plant and equipment is stated at historical cost less depreciation and impairment.

Historical cost includes expenditure that is directly attributable to the acquisition of the items.

In relation to land and buildings under development, fair value is determined by the Directors having

taken into consideration the valuation conducted by CBRE Limited as an independent registered

valuer and the cost of work undertaken.

A property under construction is classified as land and buildings within property, plant and

equipment where the completed development will be classified as such and as investment

property where the completed development will be classified as an investment property. Fair value

measurement on property under construction is only applied if the fair value is reliably measurable.

Where the fair value of property under construction cannot be reliably determined the value is the

fair value of the land plus the cost of work undertaken. Property under construction classified as

land and buildings under development is revalued annually and is not depreciated.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset,

as appropriate, only when it is probable that future economic benefits associated with the item

will flow to the Group and the cost of the item can be measured reliably. All other repairs and

maintenance are expensed to the Consolidated Statement of Comprehensive Income during the

financial period in which they are incurred.

Increases in the carrying amount arising on revaluation of land and buildings above cost are

credited to the asset revaluation reserve in other comprehensive income; increases that offset

previous decreases taken through profit or loss are recognised in profit or loss. Decreases that

offset previous increases of the same asset are charged against the asset revaluation reserve in

other comprehensive income; all other decreases are charged to profit or loss. When revalued assets

are sold, or held for sale, the amounts included in the reserve are transferred to retained earnings.

64

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

3.2 Care Assets: Property, Plant and Equipment (continued)
Land is not depreciated. Depreciation on other assets is calculated using the straight line method to

allocate their cost, net of their residual values, over their estimated useful lives, as follows:

CategoryUseful Life Range

Weighted Average

Depreciation Rate

Freehold buildings10 – 50 years2.4%

Chattels and leasehold improvements2 – 50 years20%

Motor vehicles5 years22%

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each

balance date. No depreciation is charged in the year of sale for all assets other than buildings

in which case depreciation is charged to the earlier of the date of classification to held for sale

or the date of sale.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s

carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing the net disposal proceeds

with the carrying amount of the asset. These are included in the Consolidated Statement

of Comprehensive Income.

$NZ000’sNotes

Freehold Land

and Buildings

Under

DevelopmentFreehold Land

Freehold

Buildings

Chattels and

Leasehold

ImprovementsTotal

Year ended 31 March 2024

Opening net book amount

89,098109,071496,44817,552712,169

Additions33,509-8,24710,13051,886

Impact of change to GST

taxable supplies

1

(280)---(280)

Capitalised interest and line fees6,015-1,213-7,228

Disposals---(1,299)(1,299)

Depreciation--(11,914)(4,406)(16,320)

Transfer from investment property3.1--(80)-(80)

Transfer from intangible assets3.1---363363

Transfer to held for sale3.3-(4,895)(12,834)(885)(18,614)

Reclassification within Property,

Plant and Equipment

(45,391)-45,391--

Revaluation surplus

Change in fair value recognised

in comprehensive income

(3,922)280(5,627)-(9,269)

Change in fair value recognised

in other comprehensive income

2

(421)11,65533,859-45,093

Closing net book amount 78,608116,111554,70321,455770,877

At 31 March 2024

Cost

---54,89654,896

Valuation 78,608116,111554,703-749,422

Accumulated depreciation ---(33,441)(33,441)

Net book amount78,608116,111554,70321,455770,877

1 Relates to GST claimed on land purchased in a prior period subject to a change in use adjustment in the current period.

2 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.

65

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

3.2 Care Assets: Property, Plant and Equipment (continued)
$NZ000’sNotes

Freehold Land

and Buildings

Under

DevelopmentFreehold Land

Freehold

Buildings

Chattels and

Leasehold

ImprovementsTotal

Year ended 31 March 2023

Opening net book amount

105,150 113,031 448,426 19,985 686,592

Additions 45,340 1,000 5,345 3,442 55,127

Impact of change to GST taxable

supplies

1

(894)---(894)

Capitalised interest and line fees 2,680 - 381 - 3,061

Disposals - - - (2) (2)

Depreciation - - (10,831) (4,354) (15,185)

Transfer from investment property3.1--1,552 - 1,552

Transfer to held for sale (1,319) (14,740) (14,418) (1,519) (31,996)

Reclassification within Property,

Plant and Equipment

(58,452) 16,035 42,417 - -

Revaluation surplus

Impairment as a result of

weather events

--(1,943) - (1,943)

Change in fair value recognised

in comprehensive income

(2,189) (640) (1,759) - (4,588)

Change in fair value recognised

in other comprehensive income

2

(1,218) (5,615) 27,278 - 20,445

Closing net book amount 89,098 109,071 496,448 17,552 712,169

At 31 March 2023

Cost

- - - 54,548 54,548

Valuation 89,098 109,071 496,448 - 694,617

Accumulated depreciation - - - (36,996) (36,996)

Net book amount 89,098 109,071 496,448 17,552 712,169

Land and Buildings Under Development

A valuation in respect of development land was provided by CBRE Limited as at 31 March 2024.

Any costs incurred to 31 March 2024 on the developments are included in arriving at the fair value

as at 31 March 2024.

The Group has applied the following methodology in relation to the measurement of land and

buildings under development:

Practical completion not achieved

Where the development still requires substantial work such that practical completion is not going to

be achieved, and a reliable estimate of fair value cannot be made, at or close to balance date, the

fair value recognised is the fair value of the development land per the Directors’ valuation plus the

cost of any work in progress. An amount of $61.4m as at 31 March 2024 (March 2023: $63.9m) has

been recognised in relation to these development sites.

Where an individual development is of both investment property and freehold buildings in nature,

the fair value of land and work in progress is apportioned between investment property under

development and freehold land and buildings under development, by applying the estimated gross

floor area for these respective areas of the development based on information obtained from the

project quantity surveyors at the planning and design stages.

Practical completion achieved

Where a development is practically completed, or likely to be completed at, or close to, balance

date the land and buildings are measured at its completed fair value per the Directors’ valuation

with an adjustment made for any estimated costs, in accordance with the project budget, to be

incurred to complete the development, and is then transferred to completed land and buildings.

Completed Land and Buildings

A valuation in respect of completed land and buildings was provided by CBRE Limited as at

31 March 2024.

The valuation of the Group’s care centres was apportioned to land, buildings, chattels and

goodwill. The fair value of land and buildings as calculated by CBRE Limited is based on the level

of rent able to be generated from the maintainable net cash flow of the site subject to average

efficient management. The fair value of the Group’s land and buildings as determined by the

Directors is based on these apportionments. However, chattels are carried at historic cost less

depreciation and the amount apportioned to goodwill by CBRE Limited is not recorded in the

consolidated financial statements.

Care Suites and Serviced Apartments

As discussed earlier in note 3, where services are provided to residents who occupy accommodation

under an ORA, it is the Group’s policy to look at the significance of these services in the context of

the overall revenue derived from the care suite or serviced apartment in ascertaining whether the

care suite or serviced apartment is property, plant and equipment or investment property. Care

suite residents occupying accommodation under an ORA receive a significant level of services.

Hence, they are included in property, plant and equipment. Care suite land and buildings are

held at fair value.

1 Relates to GST claimed on land purchased in a prior period subject to a change in use adjustment in the current period.

2 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.

66

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

Property Specific Assumptions
Weather Events: Auckland Floods and Cyclone Gabrielle

No adjustments are required in the current reporting period. In the prior reporting period, the fair

value of completed freehold buildings has been adjusted downwards for the cost of future works

to be undertaken to remediate damage caused by the Auckland Floods and Cyclone Gabrielle,

an amount of $1.9m.

Key Accounting Estimates and Judgements

All land and buildings have been determined to be Level 3 (March 2023: Level 3) in the fair value

hierarchy as the fair value is determined using inputs that are unobservable.

Critical Judgements and Estimates in Applying Accounting Policies

Classification of Care Suites

An area of significant judgement is determining the classification of those properties which are

operated as care suites. Refer note 3 for further information.

Valuation of Freehold Land and Buildings

The valuation approach for the freehold land and buildings as at 31 March 2024 was an income

capitalisation approach and/or discounted cash flow analysis supplemented by the direct

comparison approach. The valuation is determined by the capitalisation of net cash flow profit/

earnings before interest, tax, depreciation, amortisation and rent (“EBITDAR”) under the assumption

a positive cash flow will be generated into perpetuity. Capitalisation rates used for the 31 March

2024 valuation range from 12.25% to 17. 5 % with a median value of 13.63% (March 2023: 11.25%

to 16.25% with a median value of 13.63%). The valuation was apportioned between land, buildings,

chattels / plant and equipment and goodwill to determine the fair value of the assets.

The significant unobservable input used in the fair value measurement of the Group’s development

land is the value per m2 assumption. Increases in the value per m2 rate result in corresponding

increases in the total valuation.

The significant unobservable input used in the fair value measurement of the Group’s portfolio

of completed land and buildings is the capitalisation rate applied to earnings. A significant

decrease/ (increase) in the capitalisation rate would result in significantly higher / (lower) fair

value measurement.

Sensitivities

At 31 March 2024

Adopted

Value

Capitalisation Rate

+50 bp

Capitalisation Rate

-50 bp

Freehold land and buildings

Valuation $NZ000’s

670,815

Difference $NZ000’s

(40,406)43,779

Difference %

(6.0%)6.5%

At 31 March 2023

Adopted

Value

Capitalisation Rate

+50 bp

Capitalisation Rate

-50 bp

Freehold land and buildings

Valuation $NZ000’s

605,519

Difference $NZ000’s

(35,120)39,358

Difference %

(5.8%)6.5%

At 31 March 2024

Adopted

Value

Discount Rate

+0.5%

Discount Rate

-0.5%

Property

Growth Rate

+50 bp

Property

Growth Rate

-50 bp

Completed care suite property

Valuation $NZ000’s

253,355

Difference $NZ000’s

(8,248)8,87315,076(14,300)

Difference %

(3.3%)3.5%6.0%(5.6%)

At 31 March 2023

Adopted

Value

Discount Rate

+0.5%

Discount Rate

-0.5%

Property

Growth Rate

+50 bp

Property

Growth Rate

-50 bp

Completed care suite property

Valuation $NZ000’s

188,380

Difference $NZ000’s

(6,184)6,713(10,173)10,896

Difference %

(3.3%)3.6%(5.4%)5.8%

Carrying Value of Assets

The carrying amount at which both land and buildings would have been carried had the assets

been measured under historical cost is as follows:

$NZ000’sFreehold Land

Freehold

Buildings

Freehold

Land and

Buildings Under

DevelopmentTotal

Carrying amount


Historical cost 202436,203279,30625,903341,412

Carrying amount


Historical cost 202332,161250,77435,813318,748

3.2 Care Assets: Property, Plant and Equipment (continued)

67

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

3.3 Held for Sale
Assets are classified as held for sale when their carrying amount is to be recovered principally

through a sale transaction and a sale is considered highly probable. They are stated at the lower

of carrying amount and fair value less costs to sell, except for investment property assets held for

sale which are carried at fair value.

As at 31 March 2024 seven sites meet the definition of held for sale, four sites are being actively

marketed for sale and three are held under contract, (March 2023: ten sites). These sites and their

respective land, building, investment property and plant and equipment have been reclassified

for reporting purposes. As at 31 March 2023 one Right of Use Investment Property also met the

definition of held for sale, refer to 1.3(ii)

Assets previously classed as Investment Properties and Right of Use Investment Properties are held

on the Consolidated Balance Sheet at their fair value, assets previously classed as Property, Plant

and Equipment are held on the Consolidated Balance Sheet at current valuation, which is the lower

of fair value less costs to sell and the carrying amount.

Changes in fair value from the date of classification to held for sale are recognised in

comprehensive income. See note 3.4 for resident liabilities associated with these held for sale assets.

During the year to 31 March 2024, three sites were disposed of. Refer to Note 1.3(ii) and (iii) for

further details. Two sites classified as held for sale in the prior year no longer meet the definition

of held for sale so have been transferred back to investment property. Included in the held for

sale balance are two sites under contract for sale that had not settled at year end. One of these

sites was settled on 30 April 2024 and the other on 21 May 2024. Refer to Notes 1.3 and 5.8 for

further details.

$NZ000’sNotesMarch 24March 23

Opening balance101,652-

Transfer to investment property3.1(21,608) 34,833

Transfer from property, plant and equipment3.218,614 31,996

Transfer from right of use assets3.5- 31,995

Additions1,168 942

Disposals (50,479)-

Change in fair value during the year(5,088) 1,886

Closing balance44,259 101,652

3.4 Refundable Occupation Right Agreements

What is an ORA?

An ORA is a contract which sets out the terms and conditions of occupation of an independent

living unit or care suite. A new resident is charged a refundable occupation licence payment in

consideration for the right to occupy one of the Group’s units, apartments or care suites. On

termination of the ORA the occupation licence payment is repaid to the exiting resident.

What is DMF?

An amount equal to a capped percentage of the occupation licence payment is charged

by the Group as a management fee for the right of use and enjoy the common areas of the

village. The deferred management fee is payable by the resident on termination of the ORA.

Accounting Policy

The occupation licence payment becomes payable when the ORA is unconditional and has either

“cooled off” or where the resident is in occupation. The Group has a legal right to set-off any

amounts owing to the Group by a resident against that resident’s occupation licence payment.

Such amounts include deferred management fees, recovery of village operating costs and recovery

of outstanding obligations to the village.

The management fee receivable is recognised in accordance with the terms of the resident’s ORA.

The deferred management fee represents the difference between the management fees receivable

under the ORA and the portion of the management fee accrued which is recognised on a straight-

line basis over the longer of the term specified in a resident’s ORA or the average expected

occupancy for the relevant accommodation i.e. 7 years for units and premium apartments, 5 years

for apartments and 3 years for care suites (March 2023: 7yrs, 5yrs, 3yrs).

An additional management fee is payable on premium apartments following termination of the

ORA. This is an amount equal to 1% per annum of the occupation licence payment up to a maximum

of 5%. The fee is recognised on a straight-line basis over the 5 years, and any unpaid is included as

a receivable.

The management fee recognised in the Consolidated Statement of Comprehensive Income

represents income earned in line with the average expected occupancy.

Included in the obligation to residents is an estimate of the amount expected to be paid to those

residents whose ORA or unit title arrangement allows them to participate in the resale gain of the

unit or apartment they occupy.

As the refundable occupation licence payment is repayable to the resident upon termination

(subject to a new ORA being issued to an incoming resident), the fair value is equal to the amortised

cost, being the amount that can be demanded.

68

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

$NZ000’sMarch 24March 23
Village

Refundable occupation licence payments

1,003,945884,890

Residents’ share of resale gains5,7305,920

Less: Management fee receivable (per contract)(217,412)(191,599)

792,263699,211

Care Suites

Refundable occupation licence payments

246,529215,206

Accommodation rebate9583

Less: Management fee receivable (per contract)(41,697)(34,922)

204,927180,367

Total refundable occupation right agreements997,190879,578

Held for Sale

1

Refundable occupation licence payments9,034 58,475

Residents’ share of resale gains-220

Less: Management fee receivable (per contract)(1,955) (15,282)

7,079 43,413

Reconciliation of Management Fees recognised under NZ IFRS and per ORA

$NZ000’sMarch 24March 23

Village

Management fee receivable (per contract, non GAAP)

(217,412) (191,599)

Deferred management fee46,77444,321

Management fee receivable (per NZ IFRS)(170,638) (147,278)

Care Suites

Management fee receivable (per contract, non GAAP)

(41,697) (34,922)

Deferred management fee5631,013

Management fee receivable (per NZ IFRS)(41,134) (33,909)

Held for Sale

Management fee receivable (per contract, non GAAP)

(1,955) (15,282)

Deferred management fee5063,679

Management fee receivable (per NZ IFRS)(1,449) (11,603)

3.5 Leases

What’s a right of use asset?

Right of use assets are assets held under a lease arrangement. It represents the value of

the lessee’s right to use an asset over the life of the lease. There is a corresponding lease

liability on the Consolidated Balance Sheet which represents the present value of the

future lease payments.

Accounting Policy

Right of use assets and lease liabilities arising from a lease are initially measured on a present

value basis. Lease liabilities include the net present value of the remaining lease payments.

Lease payments to be made under reasonably certain extension options are also included

in the measurement of the liabilities.

Right of use assets are initially recognised at cost, comprising of the initial amount of the lease

liability less any lease incentives received. Right of use assets relating to equipment and motor

vehicles, recognised in chattels, are subsequently depreciated using the straight line method from

the commencement date to the end of the lease. Right of use assets relating to care centres are

subsequently measured at fair value as determined by the Directors having taken into consideration

the valuation performed by CBRE Limited. In considering the lease term, the Group applies

judgement in determining whether it is reasonably certain that an extension or termination option

will be exercised.

The lease payments are discounted using the interest rate Implicit in the lease. If that rate cannot

be readily determined the incremental borrowing rate at the commencement of the lease is used.

3.4 Refundable Occupation Right Agreements (continued)

1 The amount on the face of the Balance Sheet in relation to refundable occupation right agreements held for sale includes an amount

of $0.5m (March 2023: $3.7m) in relation to deferred management fees detailed further in this note.

69

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

Right of Use Asset
$NZ000’s

12 months ended 31 March 2024NotesBuildingsChattelsTotal

Opening net book value

940 3,347 4,287

Additions

8,0275648,591

Disposals

-(103)(103)

Modifications

(26)143117

Depreciation

(880)(1,229)(2,109)

Net book value as at 31 March 20248,0612,72210,783

$NZ000’s

12 months ended 31 March 2023Notes

Investment

PropertyBuildingsChattelsTotal

Opening net book value

33,373 4,188 3,578 41,139

Additions

53 439 1,336 1,828

Disposals

(40) (14) (54)

Modifications

(3,772)-(3,772)

Depreciation

(532) (1,553) (2,085)

Transfer to held for sale

(31,995) - - (31,995)

Gain on disposal/ modification

657-657

Revaluation for the year – Comprehensive Income

(1,431) - - (1,431)

Revaluation for the year – Other

Comprehensive Income

- - -

Net book value as at 31 March 2023 –9403,3474,287

$NZ000’s

31 March 2024BuildingsChattelsTotal

Cost

8,4397,01515,454

Valuation

---

Accumulated depreciation

(378)(4,293)(4,671)

Net book value as at 31 March 20248,0612,72210,783

Lease Liabilities

$NZ000’s

Year Ended 31 March 2024NotesBuildingsChattelsTotal

Opening net book value

1,161 3,637 4,798

Additions

7,964 564 8,528

Disposals

(165) (123)(288)

Interest

159 295 454

Modification

232-232

Lease payments made

(1,007) (1,512) (2,519)

Lease liabilities as at 31 March 20248,344 2,861 11,205

$NZ000’s

Year Ended 31 March 2023NotesBuildingsChattelsTotal

Opening net book value

5,986 3,908 9,894

Additions

435 1,321 1,756

Disposals

- (17)(17)

Interest

111 334 445

Modification

(4,029)-(4,029)

Lease payments made

(1,342) (1,909) (3,251)

Net book value as at 31 March 20231,161 3,637 4,798

Lease of Property, Plant and Equipment

On 9 February 2024 the Group exited its leased corporate office building located at 80 Queen

Street, Auckland and commenced a lease at 188 Quay Street, Auckland.

In addition to the corporate office building, the group also leases various equipment and motor

vehicles. In the comparative period the Group also leased one care centre.

1 The revaluation noted in the Statement of Comprehensive Income differs from the above due to deferred tax, refer note 5.1.

3.5 Leases (continued)

70

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

4. Shareholder Equity and Funding
4.1 Shareholder Equity and Reserves

March 2024

$NZ000’s

March 2024

Shares

March 2023

Shares

March 2024

$NZ000’s

March 2023

$NZ000’s

Share capital

Issued and fully paid up capital

724,154,779720,555,185715,960713,374

Total contributed equity724,154,779720,555,185715,960713,374

Movements

Opening balance of ordinary shares issued

720,555,185710,204,500713,374705,291

Shares issued for employee share scheme 53,761 1,174,602--

Shares issued for Long Term Incentive Scheme212,894---

Shares issued for dividend reinvestment plan 3,332,939 9,176,0832,5868,083

Closing balance of ordinary shares issued724,154,779720,555,185715,960713,374

All ordinary shares rank equally with one vote attached to each fully paid ordinary share. The

shares have no par value. The Company incurred no transaction costs issuing shares during

the period (March 2023: nil).

Dividend Reinvestment Plan (“DRP”)

In 2019, the Board approved the implementation of a dividend reinvestment plan for New Zealand

and Australian shareholders. This plan has been effective for all subsequent dividends.

March 2024

value per

share

March 2024

number of

shares

March 2023

value per

share

March 2023

number of

shares

Reinvestment of final dividend for the prior period $0.77543,332,939$0.98753,823,536

Reinvestment of interim dividend for the period --$0.80415,352,547

Long Term Incentive (“LTI”)

On 15 September 2020 the Board approved a new Long Term Incentive Scheme with a vesting

period of 3 years for its senior executives (“LTI Scheme”). The LTI Scheme has been established to:

• provide an incentive to key executives to commit to Oceania for the long term; and

• align these executives’ interests with the interests of Oceania’s shareholders.

Participants in the Scheme will be granted Share Rights from time to time which will, on vesting,

convert into an entitlement to receive ordinary shares. Vesting will depend on achievement of certain

performance hurdles relating to Oceania’s total shareholder return relative to the NZX50 and, for

certain schemes, Oceania’s performance against EBITDA targets.

Share Rights become exercisable if the holder remains employed on the vesting date and

performance hurdles are met over the period from the commencement date to the measurement

date, and in certain other exceptional circumstances. On becoming exercisable, each Share Right

will entitle the holder to receive one fully paid ordinary share in Oceania Healthcare Limited, less an

adjustment for tax paid on the holder’s behalf for the benefit received under the Scheme. The Share

Rights have a nil exercise price.

Performance Hurdles

The Share Rights in the 2020 and 2021 grant are divided between two performance hurdles;

• Share Rights will qualify for vesting on a straight-line basis, from 0%, where the total shareholder

return (TSR) from the commencement date to the measurement date is equal to the 35th

percentile of the NZX50 Group, to 100% where the TSR is equal to or greater than the 75th

percentile of the NZX50 Group; and

• For the second performance hurdle, Share Rights will qualify for vesting if the Group’s annual

growth in underlying earnings (before interest, tax, depreciation and amortisation) per share

(UEPS) from the commencement date to the measurement date is equal to or greater than the

target for growth in UEPS for that period.

The Share Rights for the 2022 grant are subject to one performance hurdle. Share Rights will qualify

for vesting on a straight line basis, from 0%, where the TSR from the commencement date to the

measurement date is equal to the 25th percentile of the NZX50 Group, to 100% where the TSR is

equal to or greater than the 75th percentile of the NZX Group.

Lapse

Share Rights will lapse where the performance hurdles are not met on a relevant measurement date

or, in general, where the participant ceases to be employed by the Group before the vesting date

(except in certain circumstances).

SchemeDateShare rights issuedShare rights lapsedShare rights vested

2020 LTI20 September 20201,948,0611,599,054349,007

2021 LTI10 September 20211,078,125984,87593,250

2022 LTI18 November 20221,430,150761,209n/a

On 11 September 2023 the Board approved a new Share Option Plan. The option plan has been

established to:

a) Reward and retain key employees;

b) Drive longer-term performance and alignment of incentives of participants with the interests

of the groups shareholders; and

c) Encourage longer term decision-making by participants.

71

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

Participants in the Option Plan will be granted options to acquire ordinary shares from time to
time. These options will, subject to those participants’ continued employment by Oceania, be

exercisable by participants during specified exercise periods for a set exercise price. On exercise of

the share options, the Group will facilitate a cashless (net settled) exercise by issuing such number

of shares as is equal to the difference between the then current market value and the exercise price,

multiplied by the number of options being exercised, divided by the then current market value.

SchemeDateShare options issuedShare options forfeitedExercise price

2023 Option Plan11 September 202316,666,6677,142,857$0.82

Dividends

On 24 May 2023, a final dividend of 1.3 cents per share (not imputed) was declared and was paid

on 21 June 2023. The record date for entitlement was 7 June 2023.

March 2024

cents per

share

March 2024

$NZ000’s

March 2023

cents per

share

March 2023

$NZ000’s

Final dividend for the prior period 1.39,3482.316,335

Interim dividend for the period --1.913,589

Total dividends declared during the year

1

9,34829,924

The directors resolved not to pay a final dividend for the year to 31 March 2024 to provide for

ongoing investment in Oceania’s growth and portfolio transformation. The Directors will consider a

resumption of paying dividends at the next reporting date, after taking into consideration cashflow,

market conditions and growth opportunities.

Asset Revaluation Reserve

The asset revaluation reserve is used to record the revaluation of freehold land and buildings and

land and buildings under development. The amounts are recognised in the Consolidated Statement

of Comprehensive Income when it affects profit or loss. Refer to note 3.2.

Cash Flow Hedge Reserve

The cash flow hedge reserve is used to record gains or losses on instruments used as cash flow

hedges. The amounts are recognised in the Consolidated Statement of Comprehensive Income

when the hedged transaction affects profit or loss. Refer to note 5.6.

4.2 Earnings per share

Basic

Basic earnings per share is calculated by dividing the profit after tax of the Group by the weighted

average number of ordinary shares outstanding during the period.

March 24March 23

Profit after tax ($’000)31,47415,448

Weighted average number of ordinary shares outstanding (‘000s)723,320715,333

Basic earnings per share (cents per share)4.42.2

Diluted

Diluted Earnings per share is calculated by adjusting the weighted average number of ordinary

shares outstanding to assume conversion of all dilutive potential ordinary shares. As at

31 March 2024 there were 349,007 shares with a dilutive effect (March 2023: 349,007).

March 24March 23

Profit after tax ($’000)31,47415,448

Weighted average number of ordinary shares outstanding (‘000s)723,669715,683

Diluted earnings per share (cents per share)4.32.2

4.3 Employee Share Based Payments

Employee Share Plan

On 25 September 2023, 53,761 shares were issued as part of an employee share scheme (“ESS”).

All permanent employees as at that date were invited to participate. Full time employee participants

were allocated an equivalent of $800 of shares and part time employee participants were allocated

an equivalent of $400 of shares. The shares are held in trust and will be transferred to the employee

if the employee remains employed by Oceania (or any of its subsidiaries) for the following

three years.

In the comparative year, on 27 September 2022, 1,174,602 shares were issued as part of the ESS.

4.1 Shareholder Equity and Reserves (continued)

1 Total dividends declared during each period differs to dividends paid per the Consolidated Statement of Changes in Equity as a result

of dividends payable on shares held within the Group.

72

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

4.4 Borrowings
Accounting Policy

Borrowings are initially recognised at fair value, including transaction costs incurred. Borrowings are

subsequently measured at amortised cost. Any difference between the proceeds (net of transaction

costs) and the redemption amount is recognised in the Consolidated Statement of Comprehensive

Income over the period of the borrowings using the effective interest method.

Specific borrowing costs directly attributable to the acquisition, construction or production of

qualifying assets, which are assets that necessarily take a substantial period of time to get ready

for their intended use or sale, are added to the cost of those assets, until such a time as the

assets are substantially ready for their intended use. Other borrowing costs are recognised in the

Consolidated Statement of Comprehensive Income in the year in which they are incurred.

$NZ000’sMarch 24March 23

Secured

Bank loans

418,955332,764

Deferred payment on acquisition-250

Capitalised loan costs(1,504)(1,990)

Retail Bond – OCA010125,000125,000

Retail Bond – OCA020100,000100,000

Capitalised bond costs(1,933)(2,435)

Total borrowings640,518553,589

Current-250

Non current643,955557,764

Total borrowings excluding capitalised loan costs643,955558,014

Recognition and Measurement

Bank Loans

Interest is charged using the BKBM Bill rate plus a margin and line fee. Interest rates applicable

in the year to 31 March 2024 ranged from 6.40% to 7.15% (March 2023: 3.23% to 6.53%).

Deferred Payment on Acquisition of Previously Leased Site

Relates to the purchase of a previously leased site. The deferred payment was secured by a first

charge mortgage over the property and repaid in the current period.

Retail Bond

NZDX IDIssue DateNo. of bonds$NZ000’sMaturityFixed Interest

Trading

Interest at

March 24

Trading

Interest at

March 23

OCAO1019 Oct 20125.0m$125,00019 Oct 272.3%7.55%7.4%

OCA02013 Sept 21 100.0m$100,00013 Sept 283.3%7.3%7.3%

The bonds are quoted on the NZX Debt Market and their fair value at balance date is based on their

listed market price as at balance date. Interest on OCA010 is payable quarterly in January, April,

July and October in equal instalments.

Interest on OCA020 is payable quarterly in March, June, September and December in equal

instalments.

Debt Financing

On 9 May 2022, in the comparative period, it was announced an agreement was entered into with

the banking syndicate to increase total debt facility limits from $350m to $500m for a tenure of five

years as follows:

i. General Corporate Facility limit increased to $235m (formerly $85m); and

ii. Development Facility limit remains at $265m

The facilities are held by a banking syndicate comprising ANZ, ASB and ICBC and repayable

on 13 June 2027

The entire debt facility is sustainability-linked for the entire five year period with a penalty in the

event of the Group not satisfying certain ESG targets and an interest discount in the event that

certain targets are met. For the period to 31 March 2024, all three targets were met and a discount

will be received. For the period to 31 March 2023, two targets were met and a third partially met.

A discount was received for one metric and no penalty interest was incurred.

Effective 17 August 2023, the company executed a limit switch. This transferred $50m of available

commitments from the General Corporate Facility to the Development Facility.

Financing Arrangements

At 31 March 2024, the Group held committed bank facilities with drawings as follows:

$NZ000’s March 24 March 23

CommittedDrawnCommittedDrawn

General Corporate Facility185,000110,000235,000111,850

Development Facility315,000308,955265,000220,914

Total500,000418,955500,000332,764

The Group’s revolving Development Facility is utilised to cover costs associated with current

development projects. The revolving General Corporate Facility is used for general corporate

purposes as well as for development land and initial costs for projects not currently funded by

the Development Facility.

Interest on the General Corporate Facility is typically payable quarterly. Interest on the

Development Facility is capitalised and repaid together with principal using the ORA licence

proceeds received upon settlement of initial sales of newly developed units and care suites. Line

fees are payable quarterly on the committed General Corporate Facility and the Committed

Development Facility.

73

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

The financial covenants in the Group’s senior debt facilities, with which the Group must comply
include:

a) Interest Cover Ratio – the ratio of Adjusted EBITDA to Net Interest Charges, where interest

charges relates to the interest and commitment fees in relation to the General Corporate

Facility, is not less than 2.0x;

b) Loan to Value Ratio – the ratio of total bank indebtedness shall not exceed 50% of the total

property value of all Group’s properties (including the “as-complete” valuations for projects

funded under the Development Facility); and

c) Guarantor Group Coverage – at all times the adjusted EBITDA of the Guaranteeing Group

must be at least 90% of the Adjusted EBITDA of the total tangible assets of the Group; and

d) Development – at all times the outstanding principal amount under the Development

Facility shall not exceed the Development Value. Development Value (per the most recent

valuation excluding any settled stock) is the aggregate value of all Residential Facilities in all

Developments that are being funded by the Development Facility less their cost to complete.

The covenants are tested half yearly. All covenants have been complied with during the period.

The Group has agreed with its banks that the calculation of Adjusted EBITDA and Net Interest, for

the purposes of the financial covenants, shall continue to be based on the accounting treatment

in use before the introduction of NZ IFRS 16 Leases.

Assets Pledged as Security

The bank loans and bonds of the Group are secured by mortgages over the Group’s care centre

freehold land and buildings and rank second behind the Statutory Supervisors where the land and

buildings are classified as investment property and investment property under development.

As at 31 March 2024 the balance of the bank loans over which the properties are held as security

is $419.0m (March 2023: $332.8m).

Net Debt Reconciliation

Cash and cash equivalents include cash on hand. The following provides an analysis of net debt

and the movements in net debt for the year.

$NZ000’sMarch 24March 23

Cash and cash equivalents7,4857,439

Debt – repayable within one year(1,331)(2,152)

Debt – repayable after one year(653,829)(560,661)

Net Debt(647,675)(555,374)

Cash and liquid investments7,4857,439

Gross debt – fixed interest rates(236,205)(230,048)

Gross debt – floating interest rates(418,955)(332,764)

Net Debt(647,675)(555,373)

Borrowings

$NZ000’sMarch 24March 23

Borrowings at the start of the year(558,014) (383,345)

Cash drawdowns(153,840) (244,311)

Cash repaid67,899 70,440

Other non cash movements-798

Borrowings at the end of the year(643,955) (558,014)

5. Other Disclosures

5.1 Income Tax

What is Current Tax?

Current tax is an estimate of the tax that is payable to Inland Revenue for the current financial

year.

What is Deferred Tax?

Deferred tax is an estimate of income tax that will be payable or recoverable in respect of

temporary differences relating to the accounting and tax values of the Group’s assets and

liabilities. Deferred tax also includes the value of tax losses that we consider we will use in the

future to meet any income tax obligation.

Accounting Policy

The tax expense or benefit for the year comprises current and deferred tax. Tax is recognised in the

calculation of profit for the year in the Consolidated Statement of Comprehensive Income, except to

the extent that it relates to items recognised in other comprehensive income. In this case the tax is

also recognised in other comprehensive income.

The current income tax charge is calculated on the basis of the tax laws enacted at the balance

date. The Directors periodically evaluate positions taken in tax returns with respect to situations in

which applicable tax regulation is subject to interpretation.

Deferred income tax is recognised, using the liability method, on temporary differences arising

between the tax base of assets and liabilities and their carrying amounts in the consolidated

financial statements. However, the deferred income tax is not accounted for if it arises from initial

recognition of an asset or liability in a transaction other than a business combination that at the

time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax

is determined using tax rates (and laws) that have been enacted or substantially enacted by the

Balance Sheet date and are expected to apply when the related deferred income tax asset is

realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised only to the extent that it is probable that future taxable

profit will be available against which the temporary differences, and losses can be utilised.

4.4 Borrowings (continued)

74

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

$NZ000’sMarch 24March 23
Income tax benefit

Current tax

--

Deferred tax(3,081)(3,448)

(3,081)(3,448)

Taxation expense is calculated as follows:

Profit before income tax

28,393 12,000

Tax at the New Zealand tax rate of 28% 7,950 3,360

Adjusted by the tax effect of:

Non-taxable gain on purchase of business assets

- (156)

Non-deductible impairment of goodwill 156 657

Non-deductible expenditure 254 683

Capitalised interest deductible for tax (6,765) (3,181)

Taxable deferred management fees (7,941) (9,748)

Non-assessable revaluation of investment property (16,799) (8,519)

Taxable depreciation (10,691) (7,968)

Accounting depreciation 4,863 4,264

Right of use asset 8,771 (179)

Non-deductible impairment of fixed asset 3,801 1,850

Adjustment for timing difference of provisions 384 (532)

Losses generated 16,017 19,469

Current tax expense--

Impact of movements in investment property (1,819)3,068

Impact of movements in property, plant and equipment 17,015 (3,071)

Impact of movements in right of use assets (96)430

Impact of movements in held for sale assets (7,921)8,084

Other adjustments (290)652

Deferred management fee 7,554 8,307

Losses (recognised) / utilised or derecognised (17,524) (20,917)

Deferred tax benefit(3,081)(3,448)

Income tax benefit (3,081)(3,448)

Movement in the Deferred Tax Balance:

$NZ000’s

Balance

1 April 2023

Recognised in

Consolidated

Statement of

Comprehensive

Income

Recognised

in Other

Comprehensive

Income

Balance

31 March 2024

Investment property2,197 1,819 - 4,016

Property, plant and equipment(10,944) (17,015) (3,918) (31,877)

Right of use assets164 96 - 260

Held for sale assets(8,084) 7,921 - (163)

Provisions and other assets / liabilities5,169 290 837 6,296

DMF revenue in advance(13,308) (7,554) - (20,862)

Tax losses24,806 17,524 - 42,330

Deferred tax assets / (liabilities)-3,081(3,081)-

Balance

1 April 2022

Recognised in

Consolidated

Statement of

Comprehensive

Income

Recognised

in Other

Comprehensive

Income

Balance

31 March 2023

Investment property5,265(3,068)-2,197

Property, plant and equipment(11,163)3,071(2,853)(10,944)

Right of use assets594(430)-164

Held for sale assets-(8,084)-(8,084)

Provisions and other assets / liabilities6,416(652)(595)5,169

DMF revenue in advance(5,001)(8,307)-(13,308)

Tax losses3,88920,917-24,806

Deferred tax assets / (liabilities)-3,448(3,448)-

Recognition and Measurement

No income tax was paid or payable during the year (March 2023: nil).

5.1 Income Tax (continued)

75

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

Key Accounting Judgements
Deferred Tax on Investment Property

Deferred tax on investment property is assessed on the basis that the asset value will be realised

through use (“Held for Use”). An initial recognition exemption has been applied to newly developed

village sites in accordance with NZ IAS 12 Income Taxes.

The Group’s ORAs comprise two distinct cash flows (being an ORA deposit upon entering the unit

and the refund of this deposit upon exit). In determining the tax base of investment property, the

Group considered whether taxable cash flows are received at the end of the ORA period (i.e. upon

refund of the ORA deposit by way of set off on exit by a resident) or at the beginning of the ORA

period (i.e. at time of the receipt of the ORA deposit). The Group has carefully evaluated all the

available information and considers it appropriate to recognise and measure the tax base and

associated deferred tax based on the taxable cash flows being receivable at the end of the ORA

period as this best represents the Group’s contractual entitlement.

In calculating deferred tax under the Held for Use methodology, the Group has made significant

judgements to determine taxable temporary differences. The carrying value of the Group’s

investment property is determined on a discounted cash flow basis and includes cash flows that

are both taxable and non-taxable in the future. The Group has recognised deferred tax on the cash

flows with a future tax consequence being DMF and deductible amounts as provided by external

valuers, to the extent that it doesn’t relate to land. The Group uses the external valuers’ valuation of

land and improvements to estimate the apportionment of cash flows arising from the depreciable

(i.e. buildings) and non-depreciable components (i.e. land).

Deferred tax on non-residential buildings

On 28 March 2024, the Government passed the Taxation (Annual Rates for 2023–24, Multinational

Tax, and Remedial Matters) Act, which included tax legislation changes including the removal of

tax deductions for depreciation on non-residential buildings. The change largely reinstates the

policy that was in place between 2012 and 2020. Specifically, the tax depreciation rate will be set

at 0% for all buildings (residential and non-residential) with an estimated useful life of 50 years or

more, from the 2024/25 year onwards. This resulted in an increase in the deferred tax liability in

respect of Property, Plant and Equipment and Investment Property of $28.4m as at 31 March 2024

for the Group, but did not result in any change to the total deferred tax recognised on the balance

sheet of nil due to the recognition of previously unrecognised tax losses.

Recognition of Deferred Tax on Tax Losses

After taking into consideration tax losses generated in the year to 31 March 2024, the Group now

has an estimated $253.7m (March 2023: $201.3m) of available tax losses as at 31 March 2024.

The Group may recognise deferred tax assets to the extent that it is probable that the Group will

generate future economic profits to offset the deferred tax assets or to the extent that they offset

deferred tax liabilities. A deferred tax asset of $42.3m (March 2023: $24.8m) representing tax losses

generated has been recognised as at 31 March 2024 in order to offset the net deferred tax liability

position. All other available losses generated are held off balance sheet. Total available losses are

noted below:

$NZ000’sMarch 24March 23

Opening balance – tax losses201,282130,333

Prior period adjustments: other(4,773)1,169

Losses per Inland Revenue196,509131,502

Losses utilised for the year --

Losses forfeited during the year--

Losses generated during the year57,21169,780

Closing balance – tax losses253,720201,282

5.2 Intangible Assets

Accounting Policy

Goodwill

Goodwill represents the excess of cost of an acquisition over the fair value of the Group’s share of

the net identifiable assets of the acquired subsidiary or business at the date of acquisition. Goodwill

is not amortised. Instead, goodwill is tested at least once annually for impairment at 31 March and

carried at cost less accumulated impairment losses. Impairments are recognised in the Statement

of Comprehensive Income. Gains and losses on the disposal of an entity or cash generating unit

(“CGU”) include the carrying amount of goodwill relating to the entity or CGU sold. Goodwill is

allocated to CGUs and these CGUs are grouped where appropriate for the purpose of impairment

testing. The allocation is made to those CGUs or groups of CGUs that are expected to benefit from

the business combination in which the goodwill arose.

Computer Software

Costs associated with maintaining computer software programmes are recognised as an expense

as incurred. Acquired computer software licenses are capitalised on the basis of the costs incurred

to acquire and bring to use the specified software. Where computer software licences are housed

in the cloud they are capitalised to the extent the Group controls the licence and has rights to

the software beyond rights to access. These costs are amortised on a straight line basis over their

estimated useful lives (2.5 – 8 years).

$NZ000’sGoodwillSoftwareTotal

Year ended 31 March 2024

Opening net book amount

3,1673,5506,717

Additions269197466

Transfer to Property, Plant and Equipment-(363)(363)

Amortisation-(557)(557)

Impairment charge

1

(555)-(555)

Disposal -(45)(45)

Closing net book amount2,8812,7825,663

As at 31 March 2024

At cost

208,2374,978213,215

Accumulated amortisation and impairment(205,356)(2,196)(207,552)

Net book amount2,8812,7825,663

5.1 Income Tax (continued)

1 Impairment charge in the 12 months to 31 March 2024 includes $0.6m (March 2023: $2.3m) in relation to the disposal of goodwill

at leasehold sites.

76

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

$NZ000’sGoodwillSoftwareTotal
Year ended 31 March 2023

Opening net book amount

4,9333,6708,603

Additions5815341,115

Amortisation-(654)(654)

Impairment charge

1

(2,347)-(2,347)

Closing net book amount3,1673,5506,717

As at 31 March 2023

At cost

207,9685,189213,157

Accumulated amortisation and impairment(204,801)(1,639)(206,440)

Net book amount3,1673,5506,717

Impairment Test for Goodwill

The carrying value of goodwill has been assessed on a site by site basis taking into account the sites

results as a whole. An impairment is recognised when the carrying value of goodwill plus chattels is

greater than the CBRE Limited value of goodwill plus chattels.

The carrying amount of goodwill at each site is not significant in comparison to the total amount of

goodwill. All goodwill is allocated to the care CGUs.

Key Judgements in Applying the Accounting Policies

Care CGUs Recoverable Amount

The recoverable amount of the individual care sites has been determined based on an external

valuation of fair value less costs to sell by CBRE Limited as an external valuer. The fair value less

costs to sell is considered level 3 in the fair value hierarchy. This has been used for comparison to

current carrying value. The assumptions used in determining the fair value for care centres are

disclosed in note 3.2.

5.3 Trade and Other Receivables

Accounting Policy

Trade receivables are amounts due from residents and various government agencies in the ordinary

course of business and are recognised initially at fair value, being its transaction price, plus

transaction costs. Trade receivables are held with the objective of collecting the contractual cash

flows and therefore they are subsequently measured at amortised cost using the effective interest

method, less a provision for impairment.

Occupation licence payment receivables are recognised at the point in time that an ORA becomes

unconditional and has either “cooled off” or where the resident is in occupation, and the resident

has not yet made all of the contractual licence payment to the Group. The long term portion of this

receivable has been discounted by $1.9m (March 2023: $0.9m).

$NZ000’sMarch 24March 23

Net trade and other receivables

Trade receivables

21,63221,788

Less: Loss allowance (299)(379)

21,33321,409

Occupation licence payment receivable

2

93,78874,146

Insurance Receivable4,91410,913

Prepayments4,8292,461

Trade and other receivables124,864108,929

Recognition, Measurement and Judgements in Applying Accounting Policies

The Group applies the simplified approach to measuring expected credit losses which uses a lifetime

expected loss allowance for all trade receivables and requires recognition from initial recognition of

the trade receivable. To measure expected credit losses, trade receivables have been grouped and

reviewed on the basis of the number of days since resident departure and the funding stream and

type of debtor. Judgement is used in selecting the inputs to the impairment calculation and is based

on past history and forward looking assumptions.

The Group has the following financial assets subject to the application of the expected credit

loss model:

• Trade receivables from care operations for the provision of care fees revenue for rest home and

hospital fees. These are split between private amounts owed by residents and amounts due from

agencies such as the Ministry of Health and ACC.

• Trade receivables from village operations for the provision of weekly service fees and occupation

licence payment receivables. These are receivable from residents.

The Group has applied a simplified approach to calculating the expected loss rate expected by

applying a 1.5% allowance to trade receivables from care operations (2023: 2%) and 0% from village

operations (2023: 0%), adjusted for any other known factors with respect to individual debts.

There is no significant concentration of credit risk as trade receivables relate to individual residents

and government agencies.

5.2 Intangible Assets (continued)

1 Impairment charge in the 12 months to 31 March 2024 includes $0.8m in relation to the disposal of goodwill at leasehold sites.

2 Occupation licence receivable includes an amount of $74.0m in relation to short term occupation licence receivables expected to be

recovered in less than 12 months. (March 2023: $64.2m).

77

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

5.4 Trade and Other Payables
Accounting Policy

Trade and other payables represent liabilities for goods and services provided to the Group prior to

the end of financial year which are unpaid. The amounts are unsecured and are usually paid within

30 days of recognition.

Trade payables are recognised initially at fair value less transaction costs and subsequently

measured at amortised cost using the effective interest method.

Wages and Salaries, Annual Leave and Long Service Leave

Liabilities for wages and salaries, including non-monetary benefits and annual leave are recognised

in other payables in respect of employees’ services up to the reporting date and are measured at

the amounts expected to be paid when the liabilities are settled.

The liability for employee entitlements is carried at the present value of the estimated future

cash flow.

The liability for long service leave is recognised in the provision for employee entitlements and

measured as the present value of expected future payments to be made in respect of services

provided by employees up to the reporting date. Consideration is given to expected future wage

and salary levels, experience of employee departures and periods of service.

$NZ000’sMarch 24March 23

Trade payables14,9759,787

Development accruals9,26612,615

Sundry payables and accruals

1

3,1066,990

Accrued interest on external borrowings 1,3551,360

Employee entitlements23,35521,537

Trade and other payables52,05752,289

5.5 Related Party Transactions

The below entities are subsidiaries of Oceania Healthcare Limited.

Name of EntityPrincipal Activities20242023Class of shares

Oceania Group (NZ) Limited Corporate office functions

100%100%Ordinary

Oceania Care Company LimitedOperation of aged care centres

100%100%Ordinary

Oceania Village Company LimitedOwnership and operation

of retirement villages

100%100%Ordinary

OCA Employees Trustee LimitedHold Employee Share Scheme

shares on behalf of employees

100%100%Ordinary

Bream Bay Village Limited

2

Non operating

100%100%Ordinary

All subsidiaries are incorporated in New Zealand and have a balance date of 31 March

(2023: 31 March). There are no significant restrictions on subsidiaries.

Key Management Personnel Compensation

Key management personnel are all executives with the authority for the strategic direction and

management of the Group and exclude those in an Acting capacity.

$NZ000’sMarch 24March 23

Directors’ remuneration and expenses 875879

Directors’ dividends including DRP3951,399

Salaries and other short term employee benefits2,9673,359

Long Term Incentive Scheme164-

Key management personnel dividends including DRP437

Termination benefits

3

338-

4,7435,674

Transactions with Related Parties

There are no outstanding balances with related parties (March 2023: nil).

5.6 Financial Risk Management

The Group’s activities expose it to a variety of financial risks: market risks (including cash flow

interest rate risk), credit risk and liquidity risk. The Group’s overall risk management programme

focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects

on the financial performance of the Group. The Group uses derivative financial instruments such as

interest rate swap contracts to hedge certain interest rate risk exposures. Derivatives are exclusively

used for hedging purposes, i.e. not as trading or other speculative instruments. The Group uses

different methods to measure different types of risk to which it is exposed. These methods include

sensitivity analysis in the case of interest rates to determine market risk and aging analysis for

credit risk.

Classification and measurement

Financial assets are required to be classified into three measurement categories: those measured

at fair value through profit and loss, those measured at fair value through other comprehensive

income and those measured at amortised cost. The determination is made at initial recognition.

The classification depends on the entity’s business model for managing its financial instruments and

the contractual cash flow characteristics of the instrument. Trade receivables are amounts due from

residents and various government agencies held to collect contractual cash flows in the ordinary

course of business. These balances are held at amortised cost less a provision for impairment.

Risk management is carried out centrally by management under policies approved by the Board

of Directors. The Directors provide written principles for overall risk management, as well as policies

covering specific areas, such as interest rate risk, credit risk, use of derivative financial instruments

and non-derivative financial instruments.

1 Sundry payables include $0.1m (March 2023: $0.1m) relating to cash held on behalf of residents.

2 The business operations and assets of Bream Bay Village Limited were sold to Oceania Village Limited on 30 September 2022

at carrying amount. Subsequent to this date the company is dormant.

3 Termination payments are made to employees who met the definition of key management and ceased to be employed by the Group

during the period.

78

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

a) Fair Value Estimation
All financial assets (cash and cash equivalents, trade and other receivables and certain right of use

assets) and financial liabilities (trade and other payables, lease liabilities and bank borrowings),

other than derivatives, are measured at amortised cost, which approximates to fair value.

Financial liabilities measured at amortised cost are fair valued using the contractual cash flows. In

considering the fair value of interest bearing assets and liabilities the estimated future interest rates

approximate the discount rates used in a fair value assessment.

b) Market Risk

Market risk is the risk that changes in market prices such as interest rates will affect the Group’s

income. The objective of market risk management is to manage and control market risk exposures

within acceptable parameters, while optimising the return on risk.

c) Cash Flow Risk

The Group has no significant interest-bearing assets, as such the Group’s income is substantially

independent of changes in market interest rates.

The Group’s interest rate risk arises from long-term borrowings. Borrowings issued at variable

rates expose the Group to cash flow interest rate risk. The cash flow and interest rate risks are

monitored by the Directors on a monthly basis. The Directors monitor the existing interest rate profile

with reference to the Group’s Treasury Policy and the Group’s underlying interest rate exposure.

Management present interest rate hedging analysis and strategies to the Directors for consideration

and seek Director approval prior to entering into any interest rate swaps.

The following table shows the sensitivity of the Group’s Profit / (Loss) and equity to a movement

in interest rates of +/-1%. This assumes all other variables remain constant.

+1% -1%

$NZ000’sProfit / (Loss)EquityProfit / (Loss)Equity

2024

Interest expense

3,5162,514(3,516)(2,514)

Change in fair value of cash flow hedges-1,147-(1,170)

2023

Interest expense

2,1041,128(2,104)(1,128)

Change in fair value of cash flow hedges-2,012-(2,065)

Interest Rate Swaps

It is the Group’s policy to manage interest rate risk through the use of interest rate swaps to reduce

the impact of changes in interest rates on its floating rate long term debt. The objective of the

interest rate swaps is to protect the Group from the short to medium term impact to cash flows

which arises out of variability in floating interest rates.

Interest rate swaps are initially recognised at fair value on the date a contract is entered into and

are subsequently measured at fair value on each reporting date. The fair values of the interest

rate swaps are determined based on cash flows discounted to present value using current market

interest rates.

Interest swaps are assessed for effectiveness at each reporting period. A retrospective calculation

will be used to determine the amount of any ineffectiveness to recognised in comprehensive income.

The expected causes of ineffectiveness are as follows:

• Credit risk of the bank;

• Insufficient level of floating rate debt;

• Differing interest settlement dates; or

• Inter Bank Offered Rate (“IBOR”) reform if the BKBM rate is replaced with another measure.

When interest rate swaps meet the criteria for cash flow hedge accounting, the effective portion

of the gain or loss on the hedging instrument is recognised in other comprehensive income (loss

of $2.1m, March 2023: gain of $1.5m), while the ineffective portion is recognised in other expenses

in the Consolidated Statement of Comprehensive Income (nil impact, March 2023: nil impact).

Amounts taken to the interest rate reserve are transferred out of the reserve and included in the

measurement of the hedged transaction when the forecast transaction occurs. When interest rate

swaps do not meet the criteria for cash flow hedge accounting, all movements in fair value of the

hedging instruments are recognised in the Consolidated Statement of Comprehensive Income.

Under the interest rate swap agreements, the Group has a right to receive interest at variable rates

and an obligation to pay interest at fixed rates. Of the interest rate swaps in place at 31 March

2024, $100.0m (March 2023: $100m) are being used to cover approximately 23.9% (March 2023:

30.1%) of the loan principal outstanding. Bank loans of the Group currently bear an average fixed

interest rate (including margin and line fees) of 4.2% (March 2023: 4.1%). The fair value of these

agreements at 31 March 2024 is a $3.0m asset (March 2023: $6m asset). The agreements were

entered into in 2019 and cover notional amounts for a period of 3 years, 5 years, and 7 years.

The notional principal amounts and the period of expiry of the interest rate swap contracts are

as follows:

Average contracted

fixed interest rateNotional principal amount

$NZ000’s

March 24

%

March 23

%

March 24

$NZ000’s

March 23

$NZ000’s

Less than 1 year3.25-50,000-

Between 1 and 3 years3.433.1750,00050,000

Between 3 and 5 years-3.3550,000

d) Credit Risk

Credit risk arises from cash and cash equivalents, derivative financial instruments and deposits with

banks and financial institutions, as well as credit exposure from trade and other receivables.

In the normal course of business, the Group has no significant concentrations of credit risk. Other

than on a small number of exceptions, the Group requires settlement of the ORA before allowing

occupation of its villas or apartments. Therefore, the Group does not face significant credit risk. The

values attached to each financial asset in the Consolidated Balance Sheet represent the maximum

credit risk. No collateral is held with respect to any financial assets. The Group enters into financial

instruments with various counterparties in accordance with established limits as to credit rating and

dollar limits and does not require collateral or other security to support the financial instruments.

5.6 Financial Risk Management (continued)

79

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

Concentrations
Cash and cash equivalents of the Group are deposited with one of the major trading banks.

Non-performance of obligations by the bank is not expected due to the credit rating of the counter

party considered. The Standard and Poors credit rating of the counter party as at 31 March 2024

is AA- (March 2023: AA-).

The Group’s receivables represent distinct trading relationships with each of the residents. There are

no concentrations of credit risk with residents. Large receivables generally relate to the residential

care subsidies which are received from Health New Zealand Te Whatu Ora and Work and Income

New Zealand. Neither of these entities has demonstrated, or is considered, a credit risk.

e) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities,

the availability of funding through an adequate amount of committed credit facilities and the

ability to close-out market positions. Due to the dynamic nature of the underlying businesses, the

Directors aim at maintaining flexibility in funding by keeping committed credit lines available.

Cash flow forecasting is regularly performed by management. Management monitors rolling

forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational

needs, while maintaining headroom on its undrawn committed borrowing facilities at all times so

that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. Such

forecasting takes into consideration the Group’s debt financing plans and covenant compliance.

The table below shows the maturity analysis of the Group’s contractual undiscounted cash flows.

$NZ000’sLess than 1 Year

Between 1

and 2 Years

Between 2

and 5 YearsOver 5 Years

2024

Trade and other payables

24,238---

Lease liabilities2,0692,3784,6525,361

Borrowings6,1756,175656,508-

Cash flow hedge - interest rate swaps1,9271,067151-

Refundable occupation right agreements

1

1,004,269---

2023

Trade and other payables

22,367---

Lease liabilities2,6581,8143,2514,230

Borrowings6,1756,175474,852101,650

Cash flow hedge - interest rate swaps3,3001,4821,144-

Refundable occupation right agreements

1

922,991---

Of the derivative financial instruments value of $3.0m on the Consolidated Balance Sheet as at

31 March 2024 $0.3m is classified as current and $2.7m is classified as non-current (March 2023:

balance of $6.0m classified as non-current).

The refundable ORAs are repayable to the resident on vacation of the unit, apartment, care suite or

on the termination of the occupation right agreement and subsequent resale of the unit, apartment

or care suite. The expected maturity of the refundable ORAs is shown in note 3.4.

f) Capital Risk Management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue

as a going concern, to provide returns for shareholders and benefits for other stakeholders and

to maintain an optimal capital structure to reduce the cost of capital. The consolidated financial

statements are prepared on a going concern basis.

5.7 Contingencies and Commitments

At 31 March 2024, the Group had no contingent liabilities (March 2023: nil).

At 31 March 2024, the Group has a number of commitments to develop and construct certain

development sites totalling $45.3m (March 2023: $124.8m).

As at 31 March 2024, the Group had commitments of $nil (March 2023: $10.9m) in relation to the

development of the Everil Orr site.

As at 31 March 2024, the Group has a commitment in relation to the lease of Level 26, 188 Quay

Street, Auckland from February 2024. The commencement date for this lease is 13 March 2024

for a term of 9 years.

There are no significant unrecognised contractual obligations entered into for future repairs and

maintenance at balance date.

5.8 Events After Balance Date

Assets Held for Sale

On 30 April 2024, $10.6m was received in full and final settlement of an asset held for sale at

31 March 2024 located in Auckland.

On 21 May 2024, $5.4m was received in full and final settlement of an asset held for sale at

31 March 2024 located in Christchurch.

Land Acquisition

On 7 November 2023 a sale and purchase agreement was entered into to acquire a parcel of land

adjacent to an existing site for $4.2m. Settlement occurred on 12 April 2024.

Insurance

Prior to signing these financial statements final agreement was reached with insurers in relation

to all insurance claims arising from the Auckland Floods and Cyclone Gabrielle with $1.7m of cash

received between balance date and signing.

There have been no other significant events after balance date.

5.6 Financial Risk Management (continued)

1 Refundable ORAs are classified as being repayable on demand, and therefore fully repayable within 12 months.

80

Notes to the Consolidated Financial Statements

FOR THE YEAR ENDED 31 MARCH 2024

OCEANIA ANNUAL REPORT 2024

A member firm of Ernst & Young Global Limited





IInnddeeppeennddeenntt aauuddiittoorr’’ss rreeppoorrtt ttoo tthhee sshhaarreehhoollddeerrss ooff OOcceeaanniiaa HHeeaalltthhccaarree LLiimmiitteedd

OOppiinniioonn


We have audited the financial statements of Oceania Healthcare Limited (the “Company”) and its subsidiaries (together the “Group”)

on pages 48 to 80, which comprise the consolidated balance sheet of the Group as at 31 March 2024, and the consolidated

statement of comprehensive income, consolidated statement of changes in equity and consolidated cash flow statement for the year

then ended of the Group, and the notes to the consolidated financial statements including material accounting policy information.

In our opinion, the consolidated financial statements on pages 48 to 80 present fairly, in all material respects, the consolidated

financial position of the Group as at 31 March 2024 and its consolidated financial performance and cash flows for the year then

ended in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial

Reporting Standards.

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might state to the

Company’s shareholders those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest

extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s

shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.

BBaassiiss ffoorr ooppiinniioonn

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those

standards are further described in the

Auditor’s Responsibilities for the audit of the Financial Statements section of our report.

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New Zealand)

issued by the New Zealand Auditing and Assurance

Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Ernst & Young provides other assurance and remuneration benchmarking services to the Group. Partners and employees of our firm

may deal with the Group on normal terms within the ordinary course of trading activities of the business of the Group. We have no other

relationship with, or interest in, the Group.

KKeeyy aauuddiitt mmaatttteerrss

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated

financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the

Auditor’s responsibilities for the audit of the financial statements section of the

audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated financial statements.


A member firm of Ernst & Young Global Limited






IInnddeeppeennddeenntt aauuddiittoorr’’ss rreeppoorrtt ttoo tthhee sshhaarreehhoollddeerrss ooff OOcceeaanniiaa HHeeaalltthhccaarree LLiimmiitteedd

OOppiinniioonn


We have audited the financial statements of Oceania Healthcare Limited (the “Company”) and its subsidiaries (together the “Group”)

on pages 48 to 80, which comprise the consolidated balance sheet of the Group as at 31 March 2024, and the consolidated

statement of comprehensive income, consolidated statement of changes in equity and consolidated cash flow statement for the year

then ended of the Group, and the notes to the consolidated financial statements including material accounting policy information.

In our opinion, the consolidated financial statements on pages 48 to 80 present fairly, in all material respects, the consolidated

financial position of the Group as at 31 March 2024 and its consolidated financial performance and cash flows for the year then

ended in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial

Reporting Standards.

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might state to the

Company’s shareholders those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest

extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s

shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.

BBaassiiss ffoorr ooppiinniioonn

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those

standards are further described in the

Auditor’s Responsibilities for the audit of the Financial Statements section of our report.

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New Zealand)

issued by the New Zealand Auditing and Assurance

Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Ernst & Young provides other assurance and remuneration benchmarking services to the Group. Partners and employees of our firm

may deal with the Group on normal terms within the ordinary course of trading activities of the business of the Group. We have no other

relationship with, or interest in, the Group.

KKeeyy aauuddiitt mmaatttteerrss

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated

financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the

Auditor’s responsibilities for the audit of the financial statements section of the

audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated

financial statements.


A member firm of Ernst & Young Global Limited






IInnddeeppeennddeenntt aauuddiittoorr’’ss rreeppoorrtt ttoo tthhee sshhaarreehhoollddeerrss ooff OOcceeaanniiaa HHeeaalltthhccaarree LLiimmiitteedd

OOppiinniioonn


We have audited the financial statements of Oceania Healthcare Limited (the “Company”) and its subsidiaries (together the “Group”)

on pages 48 to 80, which comprise the consolidated balance sheet of the Group as at 31 March 2024, and the consolidated

statement of comprehensive income, consolidated statement of changes in equity and consolidated cash flow statement for the year

then ended of the Group, and the notes to the consolidated financial statements including material accounting policy information.

In our opinion, the consolidated financial statements on pages 48 to 80 present fairly, in all material respects, the consolidated

financial position of the Group as at 31 March 2024 and its consolidated financial performance and cash flows for the year then

ended in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial

Reporting Standards.

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might state to the

Company’s shareholders those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest

extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s

shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.

BBaassiiss ffoorr ooppiinniioonn

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those

standards are further described in the

Auditor’s Responsibilities for the audit of the Financial Statements section of our report.

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New Zealand)

issued by the New Zealand Auditing and Assurance

Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Ernst & Young provides other assurance and remuneration benchmarking services to the Group. Partners and employees of our firm

may deal with the Group on normal terms within the ordinary course of trading activities of the business of the Group. We have no other

relationship with, or interest in, the Group.

KKeeyy aauuddiitt mmaatttteerrss

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated

financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the

Auditor’s responsibilities for the audit of the financial statements section of the

audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated

financial statements.


A member firm of Ernst & Young Global Limited






IInnvveessttmmeenntt pprrooppeerrttyy aanndd ffrreeeehhoolldd llaanndd aanndd bbuuiillddiinnggss vvaalluuaattiioonn

WWhhyy ssiiggnniiffiiccaanntt HHooww oouurr aauuddiitt aaddddrreesssseedd tthhee kkeeyy aauuddiitt mmaatttteerr

As disclosed in notes 3.1 and 3.2 of the consolidated financial statements:

• The Group’s investment property (“village assets”) portfolio was valued at $1.815

billion at 31 March 2024 and included completed investment property and

investment property under development.

• The Group’s freehold land and buildings (“care assets”) were valued at $750

million at 31 March 2024. This included completed care centre land and

buildings operated by the Group for the provision of care services and care centres

under development.

Independent valuations of all village assets and care assets were carried out by a

third party valuer (the Valuer). The valuation of village assets and care assets is

inherently subjective given that there are alternative assumptions and valuation

methods that may result in a range of values.

For village assets, key assumptions are made in respect of:

• discount rate;

• forecast house price inflation;

• the average entry age of residents; and

• the occupancy periods of the units for each village.

For care assets, key assumptions are made in respect of:

• capitalisation rates; and

• earnings per care bed.

Properties which are externally valued are recorded in the consolidated financial

statements at a Directors’ valuation which is generally based on the value

determined by the Valuer as at

31 March 2024.

Village and care asset buildings under development whose value cannot be reliably

determined, generally those which are not substantially progressed, are carried at

cost less any impairment.


Our audit procedures included the following:

• Held discussions with management to understand:

• sales or purchases of the Group’s village and care assets;

• changes in the condition of each property, including from seismic and weather

related events; and

• their internal review of the third party valuation report.

• Held discussions with the Valuer to gain an understanding of the assumptions

and estimates used and the valuation methodologies applied;

• On a sample basis we:

• involved our real estate valuation specialists to assist with our assessment of

the methodologies used and whether the significant valuation assumptions

fell within a reasonable range;

• assessed key inputs of property specific information supplied to the Valuers

by the Group, including resident schedules, Occupational Rights Agreement

(“ORA”) and occupancy data, to the underlying records held by the Group;

• compared occupancy data and earnings per care bed provided to the Valuer in

the current year against the previous year; and

• assessed the significant input assumptions applied by the Valuer compared

to previous period assumptions, taking into account the changing state of the

properties and other market changes.

• Assessed the competence, qualifications and objectivity of the Valuer;

• Examined the allocation of costs from work in progress to completed village units

and other assets;

• Considered the impact of new development work and the completeness of the

assets included in the valuation;

• Assessed the adjustments made between the amounts determined by the Valuer

and the recorded valuation amounts, including those arising from seismic and

weather related events, and tested the quantum of these adjustments; and

• Considered the adequacy of the disclosures in notes 3.1 and 3.2.

IInnffoorrmmaattiioonn ootthheerr tthhaann tthhee ffiinnaanncciiaall ssttaatteemmeennttss aanndd aauuddiittoorr’’ss rreeppoorrtt

The directors of the Company are responsible for the annual report, which includes information other than the consolidated financial

statements and auditor’s report.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of

assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing

so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge

obtained during the audit, or otherwise appears to be materially misstated.

If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

DDiirreeccttoorrss’’ rreessppoonnssiibbiilliittiieess ffoorr tthhee ffiinnaanncciiaall ssttaatteemmeennttss

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial

statements in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial

Reporting Standards, and for such internal control as the directors determine is necessary to enable the preparation of financial

statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing on behalf of the entity the Group’s

ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless the directors either intend to liquidate the Group or cease operations, or have no realistic alternative but to do so.

81

OCEANIA ANNUAL REPORT fffiff1

Independent Auditor’s Report

A member firm of Ernst & Young Global Limited





IInnddeeppeennddeenntt aauuddiittoorr’’ss rreeppoorrtt ttoo tthhee sshhaarreehhoollddeerrss ooff OOcceeaanniiaa HHeeaalltthhccaarree LLiimmiitteedd

OOppiinniioonn


We have audited the financial statements of Oceania Healthcare Limited (the “Company”) and its subsidiaries (together the “Group”)

on pages 48 to 80, which comprise the consolidated balance sheet of the Group as at 31 March 2024, and the consolidated

statement of comprehensive income, consolidated statement of changes in equity and consolidated cash flow statement for the year

then ended of the Group, and the notes to the consolidated financial statements including material accounting policy information.

In our opinion, the consolidated financial statements on pages 48 to 80 present fairly, in all material respects, the consolidated

financial position of the Group as at 31 March 2024 and its consolidated financial performance and cash flows for the year then

ended in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial

Reporting Standards.

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might state to the

Company’s shareholders those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest

extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s

shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.

BBaassiiss ffoorr ooppiinniioonn

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those

standards are further described in the

Auditor’s Responsibilities for the audit of the Financial Statements section of our report.

We are independent of the Group in accordance with Professional and Ethical Standard 1

International Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New Zealand)

issued by the New Zealand Auditing and Assurance

Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Ernst & Young provides other assurance and remuneration benchmarking services to the Group. Partners and employees of our firm

may deal with the Group on normal terms within the ordinary course of trading activities of the business of the Group. We have no other

relationship with, or interest in, the Group.

KKeeyy aauuddiitt mmaatttteerrss

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated

financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the

Auditor’s responsibilities for the audit of the financial statements section of the

audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated

financial statements.


A member firm of Ernst & Young Global Limited






AAuuddiittoorr’’ss rreessppoonnssiibbiilliittiieess ffoorr tthhee aauuddiitt ooff tthhee ffiinnaanncciiaall ssttaatteemmeennttss


Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable

assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with International Standards on

Auditing (New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of

users taken on the basis of these consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located at the External Reporting

Board’s website: https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/. This

description forms part of our auditor’s report.

The engagement partner on the audit resulting in this independent auditor’s report is Brent Penrose.





Chartered Accountants

Auckland

24 May 2024





82

OCEANIA ANNUAL REPORT fffiff1

Independent Auditor’s Report

This section of the Annual Report provides information on Directors’ independence, diversity and
inclusion policies, remuneration and statutory disclosures.

Oceania’s governance framework is guided by the recommendations set out in the 2023 edition

of the NZX Corporate Governance Code (NZX Code). Oceania has prepared a statement on

the extent to which it has followed the recommendations in the NZX Code. The Corporate

Governance Statement is current as at 31 March 2024. Oceania considers that it has followed

the recommendations in the NZX Code in all respects during FY2024.

For detailed information on Oceania’s corporate governance policies, practices and processes

please refer to the Investors’ section on the Oceania website — oceaniahealthcare.co.nz/

investor-centre/governance. This contains the following documents:

Corporate Governance Statement

Constitution

Charters

• Board Charter

• Audit Committee Charter

• Clinical and Health and Safety Committee Charter

• Development Committee Charter

• People and Culture Committee Charter

• Sustainability Committee Charter

• Risk Committee Charter

Policies

• Code of Values and Conduct

• Continuous Disclosure Policy

• Diversity and Inclusion Policy

• External Auditor Independence Policy

• Fraud Policy

• Health and Safety Policy

• Privacy Policy

• Remuneration Policy

• Trading in Company Securities Policy

• Whistleblowing Policy

Dividend Reinvestment Plan Offer Document

As at 31 March 2024, the Board comprised seven Directors. All of the Directors are non-executive

Directors. The Board has considered which of the Directors are Independent Directors for the

purposes of the NZX Listing Rules, having regard to the rules, including the factors in the NZX Code.

The Board has determined that, as at 31 March 2024, all seven Directors are Independent Directors,

including the Chair and the Chair of the Audit Committee. As at the date of this Annual Report, the

Directors are:

Elizabeth CouttsChair, Independent DirectorAppointed in November 2014

Alan IsaacIndependent DirectorAppointed in October 2015

Dame Kerry PrendergastIndependent DirectorAppointed in December 2016

Sally EvansIndependent DirectorAppointed in March 2018

Gregory TomlinsonIndependent DirectorAppointed in March 2018

Robert HamiltonIndependent DirectorAppointed in September 2021

Peter DufaurIndependent DirectorAppointed in September 2021

Committee Membership

The Board has six standing committees to assist in the execution of the Board’s duties, being

the Audit Committee, the People and Culture Committee, the Clinical and Health and Safety

Committee, the Development Committee, the Sustainability Committee and the Risk Committee.

As at 31 March 2024, membership of the committees was as follows:

Audit Committee – Alan Isaac (Chair), Elizabeth Coutts, Robert Hamilton

People and Culture Committee – Sally Evans (Chair), Elizabeth Coutts, Alan Isaac

Clinical and Health and Safety Committee – Dame Kerry Prendergast (Chair), Elizabeth Coutts,

Sally Evans

Development Committee – Peter Dufaur (Chair), Gregory Tomlinson, Elizabeth Coutts

Sustainability Committee – Robert Hamilton (Chair), Elizabeth Coutts, Sally Evans

Risk Committee – Alan Isaac (Chair), Elizabeth Coutts, Dame Kerry Prendergast, Peter Dufaur

Diversity and Inclusion

Oceania’s Diversity and Inclusion Policy is available on its website at oceaniahealthcare.co.nz/

investor-centre/governance. The Diversity and Inclusion Policy aims to ensure that Oceania has a

focus on diversity throughout the organisation. This recognises that a diverse workforce contributes

to business growth and performance, helping to drive an inclusive, high performance environment.

83

OCEANIA ANNUAL REPORT 2024

Corporate Governance

The Board considers that the Diversity and Inclusion Policy has been successfully implemented
across the business with an excellent balance of gender at Director and officer levels. As at

31 March 2024 (and 31 March 2023 for the prior comparative period), the gender breakdown of the

Directors, officers (as that term is defined in the NZX Listing Rules) and employees is as follows:

31 March 202431 March 2023

GenderMaleFemale

Gender

Diverse

1

MaleFemale

Gender

Diverse

1

Directors430430

Officers240230

Employees4682,49724662,42516

Oceania is introducing internal systems and processes to allow regular and efficient monitoring of

policy objectives.

Remuneration Report

Remuneration Overview

Oceania presents this remuneration overview for the year ended 31 March 2024. This overview

provides details of Oceania’s approach to remuneration including incentive plans for executives

that were in place for the year ended 31 March 2024 and remuneration received by the CEO

and the Directors.

Remuneration Principles

It is recognised that in order to drive sustainable business performance and execute the strategic

plan, Oceania must attract and retain people of a high calibre with requisite expertise. Accordingly,

the Board sets the remuneration of executives with regard to this and other business objectives.

It is Oceania’s policy to align components of executive remuneration with the performance of

Oceania and its shareholders. Executive remuneration therefore comprises both fixed and “at risk”

(or performance-based) elements which are both short and long-term in nature. The purpose of

this policy is to ensure that the interests of the executives, Oceania and its shareholders are aligned

during the period over which the business results are realised.

As a result, the remuneration framework is structured to promote the long-term sustainable growth

of Oceania with a portion of performance-based senior executive remuneration awarded as rights

to equity.

Remuneration Governance

Oceania has established a People and Culture Committee to assist the Board in the conduct of the

Board’s responsibilities with regard to people and culture, including remuneration. The People and

Culture Committee Charter can be found at oceaniahealthcare.co.nz/investor-centre/governance.

The People and Culture Committee is responsible for:

• Reviewing and recommending changes to Oceania’s remuneration structure, people policies,

procedures and practices, objectives and performance;

• Reviewing and recommending changes to the remuneration of the CEO and executives,

having regard to Oceania’s strategy, vision, values, business objectives and performance, the

responsibilities and performance of executives and the general external market; and

• Reviewing and recommending changes to Director fees, taking into account the external market,

work load, succession planning and the need to offer competitive fees to attract and retain non-

executive Directors of a high calibre.

The Board is responsible for:

• Approving changes to Oceania’s remuneration structure, people policies, procedures and

practices, objectives and performance;

• Approving changes to the remuneration of the CEO and executives; and

• Recommending changes to non-executive Director remuneration, for approval by shareholders.

The members of the People and Culture Committee during the year ended 31 March 2024 were

Sally Evans (Chair), Elizabeth Coutts and Alan Isaac.

Executive Remuneration Framework

Oceania’s remuneration structure for executives, including the Chief Executive Officer (“CEO”),

comprises three elements:

• Total fixed remuneration (“TFR”);

• Short term incentive (“STI”); and

• Long term incentive (“LT I”).

The following summarises each component of executive remuneration. A summary of the

remuneration of the CEO, Brent Pattison, is set out below.

a. Total Fixed Remuneration

Fixed remuneration includes base salary, the provision of a carpark, a vehicle allowance (in

some cases) and Kiwisaver contributions. Each executive’s fixed remuneration is set based on

the individual’s position, market relativity, and the individual’s qualifications and experience.

TFR is reviewed annually.

1 Gender diverse is self-identified and includes those who have selected “prefer not to say”.

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b. Short Term Incentive
The STI is currently a cash payment which is dependent on the achievement of a combination of

Oceania and individual performance measures and is capped at a maximum achievement of 100%

of base salary.

The performance measures are set by reference to the executive’s responsibility and particular

projects relevant to that executive and the business or function for which they are responsible.

The purpose of the STI is to reward executives for meeting measurable objectives linked to

a financial year.

The table below sets out the key terms for the STI plan granted to executives during the year ended

31 March 2024.

FeatureApproach

PurposeAlign individual performance with Oceania objectives

Provide individuals with a competitive market position for total reward (i.e. variable

and fixed pay components)

EligibilityThose considered for participation in the STI programme must be able to impact

the performance of their work area or function and also contribute to Oceania’s

overall performance.

InstrumentCash

Performance criteriaThe following criteria must be met before any payments are made:

• Underlying EBITDA target for the financial year

• Targets related to the delivery of strategic pillar initiatives

• Targets focused on delivery key business projects

• Achievement of a health and safety target

• Achievement of a sustainability target (which may include climate-related

metrics and targets)

c. Long Term Incentive

For the year ended 31 March 2024, Oceania introduced a share option plan as its LTI for the

executive team (“Option Plan”). The Option Plan is intended to provide an incentive to executives,

retain key talent within the executive team and align the interests of the executive team and

shareholders through the successful execution of Oceania’s strategy.

The table below sets out the key terms for the grants made to senior managers under the Option

Plan during the year ended 31 March 2024:

FeatureApproach

EligibilityThe Board determines whether an Option Plan will operate and the extent (if any)

to which each executive is invited to participate in an Option Plan each year.

InstrumentParticipants in the Option Plan will be granted options to acquire ordinary shares from

time to time. These options will, subject to those participants’ continued employment

by Oceania, be exercisable by participants approximately three years from the date on

which the relevant share option was granted (or such other date as determined by the

Board) for a set exercise price.

On exercise of the share options, Oceania will facilitate a cashless (net settled) exercise

by issuing such number of shares as is equal to the difference between the then current

market value and the exercise price of $0.82, multiplied by the number of share options

being exercised, divided by the then current market value.

Oceania will pay tax on the participant’s behalf for the taxable benefit received by the

participant under the plan, but there will be a reduction in the number of shares to be

issued to such holder on exercise to the extent the amount of such tax is greater than

the tax savings available to Oceania (or a subsidiary) in relation to such benefit.

Vesting periodApproximately three years, being the date on which the relevant share option is granted

until 10 business days after announcement of the Company’s final results three years

later (or such other date as determined by the Board).

Exercise periodParticipants have 90 days from the date the share options vest to exercise the share

options

Dividends and

voting rights

Share options do not have voting rights or entitlement to dividends.

Exercise period• If a participant ceases to be employed due to an “involuntary event” (such as death,

redundancy or total permanent illness or injury), the Board may, in its absolute

discretion determine whether the participant’s share options may be retained by the

participant as if he or she remained employed by Oceania, or whether the vesting of

such share options may be accelerated. Any share options that are not retained or

vested will lapse.

• If a participant ceases to be employed for any other reason, all of the participant’s

share options will lapse.

In addition to the Option Plan noted directly above, Oceania had a performance share rights plan

as an LTI for the executive team under which it made its final offers in the year ended 31 March 2023

(“PSR Plan”). The value and targets for PSR Plan were determined by the Board and are designed to

provide an incentive to executives, retain key talent within the executive team and align the interests

of the executive team and shareholders through the successful execution of Oceania’s strategy.

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OCEANIA ANNUAL REPORT 2024

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The table below sets out the key terms for the grants made to senior managers under the PSR Plan
during the year ended 31 March 2023:

FeatureApproach

EligibilityThe Board determines whether a PSR Plan will operate and the extent (if any) to which

each executive is invited to participate in a PSR Plan each year.

InstrumentParticipants receive an allocation of Performance Share Rights.

If the performance hurdle is met at the end of a performance period, some or all of the

Performance Share Rights will become Qualifying Share Rights.

If the participant remains employed with Oceania until the vesting date, the Qualifying

Share Rights will vest and be eligible for conversion into ordinary shares in Oceania for

nil consideration.

On conversion, participants will receive one ordinary share per Qualifying Share Right,

less an adjustment for the amount of PAYE tax paid by Oceania on the participant’s

behalf for the benefit which the participant receives from the scheme.

Performance periodThree years from 1 April 2022 to 31 March 2025.

Performance hurdleTSR Performance Hurdle: Oceania’s total shareholder return in the performance period

relative to total shareholder return of the NZX50 group of companies. If Oceania is in the

bottom quartile of TSR performance for the NZX50 group, then no Performance Share

Rights will become Qualifying Share Rights. If Oceania is between 25% and 75% of TSR

performance for the NZX50 group, then Performance Share Rights will become Qualifying

Share Rights on a sliding scale. If Oceania is in the top quartile of TSR performance

for the NZX50 group, then 100% of Performance Share Rights will become Qualifying

Share Rights.

Dividends and

voting rights

Performance Share Rights do not have voting rights or entitlement to dividends.

Cessation of

employment

• If a participant ceases to be employed due to an Involuntary Event (such as death,

redundancy or total permanent illness or injury), the Board may, in its absolute

discretion determine whether the participant’s Qualifying Share Rights and Performance

Share Rights may be retained by the participant as if he or she remained employed

by Oceania, or whether the vesting of such Qualifying Share Rights and Performance

Share Rights may be accelerated. Any Performance Share Rights that are not retained

or vested will lapse.

• If a participant ceases to be employed for any other reason, all of the participant’s

Performance Share Rights and Qualifying Share Rights will lapse.

VestingAlthough Performance Share Rights become Qualifying Share Rights at the end of each

year (subject to meeting the performance hurdle), participants must wait until the vesting

date for the Qualifying Share Rights to become eligible to convert into ordinary shares.

d. Employee Share Scheme

Permanent employees can choose to join Oceania’s employee share scheme. Those employees who

elected to participate received an allocation of $800 per annum (for full time employees) or $400

per annum (for part time employees) of Oceania shares at no cost. Under the scheme, the shares

are held in trust and, in general, only transfer into the employee’s name if the employee remains

employed by Oceania (or any of its subsidiaries) for three years. It is intended that the employee

share scheme will be offered again to all permanent employees as at 31 March 2024.

e. Senior Leaders LTI Scheme

Certain senior leaders may be invited to participate in a Senior Leaders LTI scheme that is approved

by the Board. The purpose of the Senior Leaders LTI scheme is to provide an incentive to emerging

leaders, retain key talent and align the interests of emerging leaders, the Executive Team and

shareholders through the successful execution of Oceania’s strategy. The Senior Leaders LTI scheme

will take the form of a monetary scheme which will build over three years from the commencement

date. Senior leaders will be offered an incentive of a specified amount per year that will be paid

if the performance hurdle is met and the senior leader remains employed by Oceania at the end

of a set period. The Board of Directors is currently considering the structure of the Senior Leaders

LTI scheme.

CEO Remuneration

The remuneration for the CEO for the year ended 31 March 2024 is as follows

1

:

Total fixed remunerationSTISubtotalLTIP PAYE

Remuneration

Total

Base SalaryOther Benefits

Paid in FY2024

1

$754,664$65,947$154,000$974,611$164,015$1,138,626

Earned in FY2024

2

$754,664$65,947$390,000$1,210,611-$1,210,611

The remuneration paid to the CEO for the year ended 31 March 2023 (being the prior comparative

period) was as follows

1

:

Total fixed remunerationSTISubtotalLTIP

Remuneration

Total

Base SalaryOther Benefits

Paid in FY2023$729,240$116,104$292,500$1,137,844$7685$1,145,529

1 The total fixed remuneration and STI figures above include all monetary payments actually paid during the course of the year

ended 31 March 2024, which include performance incentive payments for the year ended 31 March 2023. The table does not

include amounts paid after 31 March 2024 that relate to the year ended 31 March 2024.

2 The total fixed remuneration and STI figures include all monetary amounts earned in respect of the year ended 31 March 2024.

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Fixed remuneration
In the year ended 31 March 2024, the CEO, Mr Pattison received fixed remuneration of

$820,611. This includes a base salary, the provision of a carpark, a vehicle allowance and

Kiwisaver contributions.

STI payment

In the year ended 31 March 2024, Mr Pattison received an STI payment of $154,000 for the

achievement of certain targets in the year ended 31 March 2023. Targets were set with reference

to a 10% increase in underlying EBITDA, sales and resales volumes, occupancy rates, the number

of units under construction, retention of key staff, the number of care centres achieving three

or four year certification, a health and safety target and an acquisition target.

In relation to the STI for the year ended 31 March 2024, targets were set with reference to a

6% increase in underlying EBITDA, sales volumes, occupancy rates, the number of units under

construction, employer NPS, a health and safety target, a sustainability target and other individual

targets. Mr Pattison’s STI entitlement under the STI for the year ended 31 March 2024 is $375k

and it is expected that Mr Pattison will receive 104% of the STI entitlement in respect of the year

ended 31 March 2024. This payment will be made in May 2024.

LTI payment

During the year ended 31 March 2024, Mr Pattison received long term incentive benefits (comprised

of Share Options) of $3.0m value at the time of grant.

The performance conditions for the Share Options granted during the year ended 31 March 2024

are described above.

a) Mr Pattison, together with other executives has been invited participate in a share option plan

in relation to the performance period 1 April 2023 to 31 March 2026 as described under “Long

Term Incentive” above.

Long term incentives in the form of equity instruments received by Mr Pattison to date are:

Grant DateVesting DateInstrumentStatus

LTI2023/20261 April 2023May 2026

7,142,857 Share

OptionsUnvested

LTI2022/20251 April 202231 March 2025

395,922 Performance

Share RightsUnvested

LTI 2021/20241 April 202131 March 2024

375,000 Performance

Share Rights

16.6% vested

83.4% lapsed

LTI 2020/202315 September 202031 March 2023

421,254 Performance

Share Rights

1

50% vested

50% lapsed

Three-year summary – CEO’s remuneration

Name

Total

Remuneration

Percentage STI

against maximum

Percentage

vested LTIs

against maximum

Span of LTI

performance

period

Brent PattisonFY2024$1,138,626104%16.6%

2021-2022

2021-2023; or

2021-2024

2


FY2023$1,145,52955%50%

2020-2021,

2020-2022; or

2020-2023

3

FY2022$1,209,067100%N/AN/A

Breakdown of CEO’s pay for performance (FY2024)

DescriptionPerformance measuresPercentage achieved

STISet at a gross target amount

of 50% of base remuneration

(giving a current target of

$375,000) and is achievable in

each financial year

50% financial performance,

30% strategic business

outcome, 20% individual

performance

104%

LTI – 2020/2023Three-year grant50% based on TSR

performance relative to

NZX50 group

50% based on growth in

underlying earnings per share

being equal to or greater than

the target

0%

16.67%

1 Includes 417,442 Performance Share Rights granted in FY2021 and 3,816 Performance Share Rights granted in FY2023.

2 Performance Share Rights in this grant had a measurement date of either 31 March 2022, 31 March 2023 or 31 March 2024,

on which date performance against the performance hurdles was measured. All vesting occurred at the end of the three year

period, on 31 March 2024.

3 Performance Share Rights in this grant had a measurement date of either 31 March 2021, 31 March 2022 or 31 March 2023,

on which date performance against the performance hurdles was measured. All vesting occurred at the end of the three year

period, on 31 March 2023.

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OCEANIA ANNUAL REPORT 2024

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Total Shareholder Return Performance (Five Year Summary)
Directors’ Fees

Directors’ remuneration is paid in the form of fees. A higher level of fees is paid to the Chair

to reflect the additional time and responsibilities that this position involves. Additional fees are

payable in respect of work carried out by the Chairs of the Audit Committee, People and Culture

Committee, the Clinical and Health and Safety Committee, the Development Committee and the

Sustainability Committee.

Non- executive Directors do not receive performance-based remuneration.

Total remuneration for non-executive Directors is subject to an aggregate fee pool limit. As at

31 March 2024, the maximum fee pool for non-executive Directors was $896,000 (plus GST, if any)

per annum. The pool was last fixed at the Annual Shareholders Meeting on 25 August 2023. This

maximum fee pool comprises total annual fees payable to non-executive Directors of $871,000 as

well as headroom of $25,000 in order to allow for the Board to approve payments to non-executive

Directors for assuming additional responsibilities above and beyond the normal duties of either the

Board or a Committee.

In the year ended 31 March 2024, the amount paid to non-executive Directors was $871,000 (plus

GST and expenses). No payments were made to non-executive Directors for assuming additional

responsibilities above and beyond the normal duties of the Board or a Committee for significant

strategic work or projects.

Director Remuneration paid in the year ended 31 March 2024

DirectorBoard Fees

Audit

Committee

Clinical

and Health

and Safety

Committee

People and

Culture

Committee

Development

Committee

Sustainability

Committee

Total

remuneration

Elizabeth

Coutts (Chair)

$200,000-----$200,000

Alan Isaac$100,000$20,000----$120,000

Dame Kerry

Prendergast

$100,000-$15,000---$115,000

Sally Evans$100,000-

-

$12,000--$112,000

Gregory

Tomlinson

$100,000-

-

-$12,000-$112,000

Robert

Hamilton

$100,000-

-

--$12,000$112,000

Peter Dufaur$100,000-

-

---$100,000

The above fees exclude GST and expenses.

Employees’ Remuneration

Oceania did not employ people directly in the year ended 31 March 2024. All employees are

employed by the subsidiaries of Oceania. The number of employees and former employees

of Oceania’s subsidiaries, not being a Director of Oceania, who received remuneration and

other benefits the value of which was or exceeded $100,000 during the financial year ended

31 March 2024 is set out in the table of remuneration bands below.

The remuneration figures shown in the “Remuneration” column include all monetary payments

actually paid during the course of the year ended 31 March 2024, which include performance

incentive payments for the year ended 31 March 2023. The table does not include amounts paid

after 31 March 2024 that relate to the year ended 31 March 2024.

RemunerationNumber of EmployeesRemunerationNumber of Employees

$100,000 - $109,99983$220,000 - $229,9991

$110,000 - $119,99970$230,000 - $239,9993

$120,000 - $129,99943$240,000 - $249,9994

$130,000 - $139,99916$250,000 - $259,9991

$140,000 - $149,99915$260,000 - $269,9991

$150,000 - $159,99912$270,000 - $279,9992

$160,000 - $169,99916$330,000 - $339,9991

$170,000 - $179,99911$450,000 - $459,9991

$180,000 - $189,9995$610,000 - $619,9991

$190,000 - $199,9992$620,000 - $629,9991

$200,000 - $209,9991$670,000 - $679,9991

$210,000 - $219,9995$1,140,000 - $1,149,9991

50

100

150

200

Mar 23Mar 22Mar 21Mar 20Mar 19Mar 18

Total Shareholder Return (rebased to 100)

OceaniaNZX50

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Corporate Governance

Statutory Disclosures
Disclosure of Directors’ Interests

The following particulars were entered in the Interests Register kept for Oceania and its subsidiaries

during the year ended 31 March 2024:

Alan Isaac: Disclosed the following new position: Member of the NZ Markets Disciplinary Tribunal.

Specific Disclosures

There were no specific disclosures made by Directors during the year ended 31 March 2023

of any interests in transactions with Oceania or any of its subsidiaries.

Use of Company Information

During the year ended 31 March 2024, the Board did not receive any notices from Directors

requesting use of Oceania’s or any of its subsidiaries’ information.

Securities Dealings of Directors

Dealings by Directors of Oceania in relevant interests in Oceania’s ordinary shares during the year

ended 31 March 2024 are entered in the Interests Register:

Director

Number of

ordinary shares

Nature of relevant

interest

Acquisition

/ disposal

Consideration

(per share)Date of Transaction

Elizabeth Coutts15,000Beneficial InterestAcquisition$0.704 December 2023

Elizabeth Coutts15,000Beneficial InterestAcquisition$0.7124 November 2023

Alan Isaac30,000Beneficial InterestAcquisition$0.6924 November 2023

Sally Evans36,500

Registered and

beneficial interestAcquisition$0.7024 November 2023

Elizabeth Coutts35,000Beneficial InterestAcquisition$0.74

22 June 2023 and

27 June 2023

Elizabeth Coutts31,896Beneficial InterestAcquisition $0.7721 June 2023

Alan Isaac1,956Beneficial InterestAcquisition $0.7721 June 2023

Dame Kerry

Prendergast4,058

Registered and

Beneficial InterestAcquisition $0.7721 June 2023

Sally Evans2,901

Registered and

beneficial interestAcquisition $0.7721 June 2023

Peter Dufaur866

Registered and

beneficial interestAcquisition $0.7721 June 2023

Sally Evans60,000

Registered and

beneficialAcquisition$0.7929 May 2023

Directors’ Interests in Shares

Directors of Oceania have disclosed the following relevant interests in shares as at 31 March 2024:

DirectorNumber of shares in which a relevant interest is held

Elizabeth Coutts1,999,403 shares

Alan Isaac344,886 shares

Dame Kerry Prendergast365,355 shares

Sally Evans242,985 shares

Gregory Tomlinson

1

27,882,244 shares

Robert Hamilton40,500 shares

Peter Dufaur78,035 shares

Indemnity and Insurance

Oceania has granted indemnities, as permitted by the Companies Act 1993 and the Financial

Markets Conduct Act 2013, in favour of each of its Directors. Oceania also maintains Directors’

and Officers’ liability insurance for its Directors and officers.

Auditor’s Fees

0n 28 August 2023, EY replaced PricewaterhouseCoopers as auditor.

Oceania’s external auditor is EY. Total fees payable to EY in its capacity as auditor during the

financial year ended 31 March 2024 were $588,000. Total fees payable to EY for other assurance

services relating to climate related reporting requirements were $93,000. Total fees payable to EY

for non-audit services related to remuneration benchmarking services were $19,000. No other fees

were paid to EY for other professional services.

Total fees payable to PricewaterhouseCoopers in its capacity as auditor during the financial

year ended 31 March 2023 (for the prior comparative period) were $616,000. Total fees payable

to PricewaterhouseCoopers for other professional services (being trustee reporting, requested

procedures for the LTIP, advice on the Task Force on Climate-Related Financial Disclosures

(TCFD) gap analysis and materiality matrix workshop and agreed upon procedures for the

Annual Shareholders Meeting) during the financial year ended 31 March 2023 (for the prior

comparative period) were $31,000. No other fees were paid to PricewaterhouseCoopers for

other professional services.

1 Gregory Tomlinson’s relevant interests are legally held by Tomlinson Group Investments Limited and Harrogate Trustee Limited.

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OCEANIA ANNUAL REPORT 2024

Corporate Governance

Donations
During the year ended 31 March 2024, Oceania paid a total of $31,363 in donations.

Listings

Oceania’s shares are listed on the NZX Main Board and the Australian Securities Exchange operated

by ASX Limited. Oceania is listed on ASX as a Foreign Exempt Listing, which means that Oceania is

required to comply with the NZX Listing Rules but it is exempt from the majority of the ASX Listing

Rules. In accordance with ASX Listing Rule 1.15.3, Oceania confirms that it has complied with the

NZX Listing Rules for the financial year ended 31 March 2024.

NZX Waivers

Oceania did not apply for or rely upon any waivers from the requirements of the NZX Listing Rules

during the financial year ended 31 March 2024.

Credit Rating

Oceania currently has not sought a credit rating.

Former Directors

There have not been any Director resignations during the period 1 April 2023 to 31 March 2024.

Subsidiary Company Directors

Brent Pattison and Kathryn Waugh are the Directors of all Oceania’s subsidiaries as at 31 March

2024, with the exception of OCA Employees Trustee Limited (the Directors of which are Elizabeth

Coutts and Sally Evans).

No remuneration is payable, and there is no entitlement to other benefits, for any directorship

of a subsidiary.

Shareholder and Bondholder Information

Twenty Largest Registered Shareholders

(as at 31 March 2024)

Registered ShareholderNumber of Shares% Shares

1New Zealand Central Securities Depository Limited 239,594,08733.09%

2Forsyth Barr Custodians Limited <1-Custody>54,926,1427.58%

3Custodial Services Limited <A/C 4>28,857,5753.99%

4New Zealand Depository Nominee Limited <A/C 1 Cash Account>

26,398,018

3.65%

5Tomlinson Group Investments Limited 23,831,0553.29%

6FNZ Custodians Limited 23,291,5273.22%

7Hobson Wealth Custodian Limited <Resident Cash Account>21,077,3302.91%

8Lennon Holdings Limited 14,368,6431.98%

Registered ShareholderNumber of Shares% Shares

9PT (Booster Investments) Nominees Limited 9,475,0461.31%

10Forsyth Barr Custodians Limited <Account 1 E>8,669,1021.2%

11H & G Limited 6,150,0000.85%

12JB Were (NZ) Nominees Limited <NZ Resident A/C>5,169,4660.71%

13Andrew Craig Strong & Alison Jean Strong 4,621,0710.64%

14NZX WT Nominees Limited <Cash Account>4,123,6570.57%

15Harrogate Trustee Limited <Brandywine A/C>4,051,1890.56%

16M A Janssen Limited 3,870,0260.53%

17FNZ Custodians Limited <DTA Non Resident A/C>3,532,7150.49%

18FNZ Custodians Limited <DRP NZ A/C>3,220,9490.44%

19Leveraged Equities Finance Limited 2,572,2110.36%

20ASB Nominees Limited <100652 Ml A/C>2,315,9600.32%

Total490,115,76967.68%

New Zealand Central Securities Depository Limited provides a custodial depository service that

allows electronic trading of securities to its members. It does not have a beneficial interest in

these shares. Its major holdings of Oceania shares are held on behalf of:

NameNumber of Shares% Shares

1ANZ Wholesale Trans-Tasman Property Securities Fund 35,206,333 4.86%

2BNP Paribas Nominees (NZ) Limited 28,336,135 3.91%

3Accident Compensation Corporation 28,121,343 3.88%

4MFL Mutual Fund Limited 26,754,791 3.69%

5Generate Kiwisaver Public Trust Nominees Limited 22,887,647 3.16%

6Citibank Nominees (New Zealand) Limited 15,970,141 2.21%

7JP Morgan Chase Bank NA NZ Branch Segregated Clients Acct 14,555,284 2.01%

8HSBC Nominees (New Zealand) Limited A/C State Street 13,377,238 1.85%

9ANZ Wholesale Australasian Share Fund 13,347,404 1.84%

10Tea Custodians Limited Client Property Trust Account 12,856,567 1.78%

11HSBC Nominees (New Zealand) Limited 11,066,876 1.53%

12Pathfinder Nominees Limited 4,446,395 0.61%

13ANZ Wholesale Property Securities 3,531,707 0.49%

14Public Trust Class 10 Nominees Limited 2,708,012 0.37%

15ANZ Wholesale NZ Share Fund 1,645,961 0.23%

16ANZ Custodial Services New Zealand Limited 1,569,780 0.22%

17Public Trust 1,500,000 0.21%

18BNP Paribas Nominees (NZ) Limited 704,785 0.10%

19ANZ Wholesale Equity Selection Fund 289,688 0.04%

20Public Trust RIF Nominees Limited 273,969 0.04%

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OCEANIA ANNUAL REPORT 2024

Corporate Governance

Spread of Registered Shareholdings
(as at 31 March 2024)

Size of HoldingNumber of Shareholders%Number of Shares%

1 – 1,00096211.87%454,2540.06%

1,001 – 5,0001,95524.13%5,734,3530.79%

5,001 – 10,0001,53318.92%11,692,9471.61%

10,001 – 100,0003,18539.31%96,782,73913.36%

100,001 and over4685.77%609,490,48684.18%

Totals8,103100%724,154,779100%

Substantial Product Holders

According to notices given under the Financial Markets Conduct Act 2013, the following were

substantial product holders of Oceania as at 31 March 2023:

Substantial Product Holder

Number of

Shares

% of shares held

at date of noticeDate of Notice

ANZ New Zealand Investments Limited, ANZ Bank

New Zealand Limited and ANZ Custodial Services

New Zealand Limited

54,134,5767.56915 December 2022

Twenty Largest Registered Bondholders OCA 010

(as at 31 March 2024)

Registered BondholderNumber of Bonds% Bonds

1New Zealand Central Securities Depository Limited 27,873,00027.87%

2Custodial Services Limited <A/C 4>23,613,00023.61%

3Forsyth Barr Custodians Limited <1-Custody>11,360,00011.36%

4FNZ Custodians Limited 10,719,00010.72%

5Hobson Wealth Custodian Limited <Resident Cash Account>7,967,0007.97%

6Investment Custodial Services Limited <A/C C>2,157,0002.16%

7Forsyth Barr Custodians Limited <Account 1 E>1,081,0001.08%

8FNZ Custodians Limited <DTA Non Resident A/C>875,0000.88%

9Richard Barton Adams & Allison Ruth Adams <Adams Family A/C>

751,000

0.75%

10Hobson Wealth Custodian Limited <Equities DTA Account>623,0000.62%

Registered BondholderNumber of Bonds% Bonds

11JB Were (NZ) Nominees Limited <NZ Resident A/C>569,0000.57%

12Hobson Wealth Custodian Limited <AIL Cash Account>462,0000.46%

13kiwigold.co.nz Limited <Kiwigold A/C>400,0000.40%

14Marianne Mathilde Marie Stoessel 350,0000.35%

15Andrew William Gawlik & Susan Mary Gawlik <Scarness A/C>310,0000.31%

16NNZ Wt Nominees Limited <Cash Account>273,0000.27%

17FNZ Custodians Limited <DRP NZ A/C>218,0000.22%

18JB Were (NZ) Nominees Limited <NR USA A/C>175,0000.18%

19Custodial Services Limited <A/C 12>174,0000.17%

20Paul Arnold Aitken 170,0000.17%

Total90,120,00090.12%

New Zealand Central Securities Depository Limited provides a custodial depository service that

allows electronic trading of securities to its members. It does not have a beneficial interest in these

bonds. Its major holdings of Oceania bonds are held on behalf of:

NameNumber of Bonds% Bonds

1Generate Kiwisaver Public Trust Nominees Limited 11,850,000 11.85%

2HSBC Nominees (New Zealand) Limited 9,553,000 9.55%

3Tea Custodians Limited Client Property Trust Account 5,900,000 5.90%

4JP Morgan Chase Bank NA NZ Branch-Segregated Clients Acct 400,000 0.40%

5Public Trust RIF Nominees Limited 110,000 0.11%

6Public Trust Class 10 Nominees Limited 60,000 0.06%

Spread of Registered Bondholdings OCA 020

(as at 31 March 2024)

Size of HoldingNumber of Bondholders%Number of Bonds%

1,001 – 5,0005610.98%280,0000.28%

5,001 – 10,00013326.08%1,104,0001.1%

10,001 – 100,00029357.45%7,996,0008%

100,001 and over285.49%90,620,00090.62%

100,001 and over4685.77%609,490,48684.18%

Totals510100%100,000,000100%

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OCEANIA ANNUAL REPORT 2024

Corporate Governance

Oceania has maintained an enterprise-wide risk management policy, supported by regular
Management and Board reporting on risk management, since 2016. Recognising the increasingly

complex sector and environment in which Oceania operates, work is underway to further uplift

and mature the risk management framework.

Oceania established a Board Risk Committee this year, which will meet at least three times per

year, and has responsibility for the monitoring and oversight of effective risk management at

Oceania, including the most significant and strategic risks. The Board has overall responsibility

for determining the nature and extent of material risks Oceania is willing to take to achieve its

strategic objectives.

Oceania also engages an external service provider for independent evaluation of selected internal

controls and risk mitigations, as well as recommending continuous improvements to the control

environment. The findings from internal audit are provided to the Risk Committee for oversight

and follow up.

Oceania’s Top Risks

Management and the Board Risk Committee regularly identify and assess the top risks including

risk mitigation plans. The most significant risks that Oceania manages are set out below.

Oceania’s senior leaders are collectively accountable for managing these Risks. The Remuneration

Policy includes incentives to manage the risks.

RiskResponse

Macro-

economic

The risk of local and global

macroeconomic drivers

such as equity markets,

housing sentiment, inflation

and supply chain having

a negative impact on the

financial wellbeing

of Oceania.

Macro-economic conditions, including the New Zealand

property market, general economic conditions, and

government policy, are closely monitored by management

and used to inform financial forecasting and stress testing

where required.

According to the Reserve Bank of New Zealand, the extent

and timing of easing of inflation and interest rates is uncertain

but is expected either late in 2024 or early 2025. In the

interim, Oceania continues to maintain a strong balance

sheet and liquidity.

People The risk that Oceania is not

able to meet its strategic

objectives due to staffing

capacity, capability or

engagement, or poor

organisational culture.

The ongoing management of Oceania’s workforce in the aged

care sector, remains an area of significant focus. A people and

culture strategy and plan are being developed and will cover

a comprehensive range of initiatives, including remuneration

and benefit framework, the implementation of a new human

resources information system and a focus on learning

and development.

Oceania continues to support the growth of the nursing

profession through the Wesley Institute.

RiskResponse

Climate Risk from physical climate

hazards and the ability to

transition business strategy

to a low carbon and climate

resilient economy. This

includes potential physical

and transition opportunities

which may arise.

Oceania maintains a comprehensive sustainability

strategy, resourced with a Sustainability team, and

supported by extensive consultation with independent

experts where appropriate.

In accordance with the Financial Sector (Climate-related

Disclosures and Other Matters) Amendment Act 2021, Oceania

will release its inaugural climate change report in June 2024.

Cyber, Data

& Privacy

The risk that the privacy of

Oceania’s residents or staff is

adversely affected by a cyber-

attack, data or privacy breach.

Oceania adopted the National Institute of Standards and

Technology (NIST) framework for managing cyber-security

threats. Management recently commissioned an independent

review of its cyber risk preparedness, part of ongoing uplift of

security monitoring and controls.

Oceania also has a Privacy Officer, and a privacy framework.

Development

& Build

The risk of failure during

development of new or existing

sites. This could be due to

supply chain issues, developer

(or subcontractor) failure risk

or labour supply risk.

Oceania only engages with highly regarded and experienced

construction contractors and consultants, with robust quality

assurance, due diligence, health & safety and auditing

practices to support end to end contractor management.

Management aim for as much fixed pricing as possible in

the current market.

The broader development pipeline delivery is a function of

Oceania’s strategy and managed across multiple years in

conjunction with oversight of macro-economic and property

market risks.

Innovation,

Experience

& Offerings

The risk of a failure to

innovate or offer relevant

resident experiences and

product, including failure

to respond to changes in the

competitive environment due

to new entrants.

There is a regular pipeline of innovation and new product

development to reimagine retirement living and aged care.

In recent years, Oceania has launched nurse practitioner

services, the resident-centred 5 Ways to Wellbeing programme,

a new category of premium offering at The Helier (which

includes private care), and new app technology for connecting

residents called “Together”.

Oceania regularly scans the market for competitor offerings,

new entrants and emerging resident trends. Technology is

expected to play a significant role in innovation and resident

offering in the future.

ESG &

Corporate

Responsibility

The risk that Oceania does

not meet its ESG or corporate

responsibilities, impairing its

“social licence” to operate.

Oceania has a strong focus on ESG matters, including

a dedicated Sustainability team, maintenance of

a Sustainability Linked Loan, with oversight by the

Board Sustainability Committee.

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OCEANIA ANNUAL REPORT 2024

Risk Management at Oceania

RiskResponse
Health &

Safety

The risk or potential for

harm to employees, residents,

contractors, or visitors

because of business activities.

Oceania has a robust health and safety framework, including

regular Board and management oversight and reporting,

comprehensive policies and procedures, regular independent

audits, ongoing programmes for contractor management,

and employee training.

As part of Oceania’s focus on continuous improvement, a

new health and safety system will be implemented to monitor

Oceania’s health and safety risks.

Please see further disclosure on health and safety risks on the

opposite page.

Risk of

Adverse

Resident

Event

The risk of an event at a single

or multiple sites resulting in

adverse resident outcomes,

reputational damage and

licence to operate.

Oceania has a specific clinical risk management framework,

including comprehensive policies, procedures, and formal

reporting to the Board Clinical and Health & Safety Committee.

Ongoing training, internal and external audits and a learning

culture are embedded across Oceania.

Regulatory

Reforms

The risk that regulatory reforms

require a change in business

model.

Management closely monitors government and regulatory

developments which may impact Oceania.

Business

Continuity

The risk to operations arising

from business disruption,

including pandemic, other

health-related disruptions

or physical/natural events.

Oceania has extensive experience in recent years in managing

significant business disruption including pandemic and

extreme weather events.

Emergency management plans and training are in place and

regularly tested.

ComplianceThe risk of systemic or

significant non-compliance

with regulatory or legal

requirements.

Oceania maintains a compliance management framework,

with key compliance obligations embedded into a wide range

of operational policies and procedures, with oversight where

appropriate by expert functions e.g. Clinical and H&S, Risk

and Legal.

Health & Safety

Oceania maintains a comprehensive Health & Safety policy and framework and has a dedicated

National Health and Safety team. The Clinical and Health & Safety Board Committee has oversight

of Oceania’s responsibilities under the Health and Safety at Work Act 2015.

The Clinical and Health & Safety Committee is responsible for ensuring that health and safety

has appropriate focus within Oceania through oversight of health and safety risk assessment

and mitigation, safety systems, staff capability, staff competency, safety leadership and culture.

Health and safety is discussed by management at regular Safety Steering Group meetings.

An integral part of the health and safety framework is a strong health and safety culture, with

a focus on identifying, assessing and managing all critical health and safety risks, including

role modelling and leadership from all levels of management.

The Health and Safety team work closely with the Clinical team and regional management to

ensure well-aligned culture and practices. Oceania also employs Health and Safety Representatives

across key business units.

Health and safety reviews are conducted for health and safety incidents and Oceania also

undertakes lost time injury frequency reporting, near miss reporting, health and safety

inductions, local site health and safety committee meetings, legislative updates and key health

and safety initiatives.

Oceania has a health and safety risk matrix to assess the severity and likelihood of identified

risks, determine mitigation strategies, and determine the level of residual risk. This matrix is reviewed

annually by the Board (and is integrated with the enterprise-wide risk management framework) and

annual health and safety objectives are set for the business based on the significant risks identified.

The rolling average Lost Time Injury Frequency Rate (LTIFR) at the end of the FY24 is 7.47 which is

considerably lower than the previous year of 10.30, as a result on the continued work on building

health & safety culture.

Oceania is part of the Accredited Employer Program (AEP) and remains at Tertiary level after the

ACC audit conducted in April 2024.

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OCEANIA ANNUAL REPORT 2024

Risk Management at Oceania

oceaniahealthcare.co.nz

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.