Freightways Group Limited logo

Correction to Freightways' 2024 Annual Report

Annual Report19 August 2024FRWIndustrials

Freightways Group Limited | Freightways House, 32 Botha Road, Penrose, Auckland, New Zealand | DX BOX CX10120, Auckland 1061, New Zealand | P (64) 09 571 9670

NZX | ASX ANNOUNCEMENT


19 August 2024


CORRECTION TO FREIGHTWAYS’ 2024 ANNUAL REPORT


Note 31 in the Freightways 2024 annual report incorrectly indicated that the Freightways Dividend Reinvestment

Plan (DRP) will be offered with respect to the FY24 final dividend. The DRP will not be offered for the FY24 final

dividend.


Attached is the corrected annual report.


ENDS


For further information please contact:


Stephan Deschamps

Chief Financial Officer

Freightways Group Limited

Ph: +64 9 571 9670

---

Annual Report 2024
Better

places

Financial Year Ended 30 June 2024

The
power

of

movement

Moving you to a better place is about never standing still

We’re committed to being forward-looking and forward-

acting in everything we do. In a challenging year, that drive,

and our diversified portfolio helped absorb a lot of the

downward pressure on the sectors and economies

in which we operate.

Our people power our progress through our culture.

We work hard to engage everyone in their work and to

offer them training and opportunities across our brands.

In particular, we pride ourselves on ensuring that employees

and contractors are fairly paid for and have opportunities

to be recognised for their efforts, skills, knowledge

and experience.

This year, we got on with picking up, processing, and

delivering to help our customers. And our teams went above

and beyond to remind businesses and households that

they can trust us to do right by them. Those processes, will,

in turn reassure our shareholders that we remain a strong

investment choice with good prospects for future growth.

Our commitment to communities also remains strong.

From grassroots causes to our ongoing partnerships with

KidsCan, RSPCA Queensland, Westpac Rescue Helicopter

and more to exploring ways to reduce our emissions in the

future as viable alternative cell technology emerges, we are

determined to do right by communities and to offer our

support, especially in these times of greater need.

Our businesses have been resilient in current

economic conditions, and we are optimistic about the

future. In particular, we are confident that we have made

good use of the last two years to invest wisely in our

infrastructure, road and air networks, systems, processes

and, of course, our people. We’re better placed as a result.

Good growth awaits.

Image:

Some of the awesome

Big Chill Ruakura team

Freightways Group Limited and its subsidiariesfreightways.co.nz1

Contents
OVERVIEW

04 This year's highlights

06 Our growth strategy

08 Our family of brands

PERFORMANCES

10 Chair and CEO’s Report

20 Living our capabilities in 2024

22 Ruakura. Our new chilled facility

28 Allied Express. Auto-sortation for Sydney

34 Our community

36 Creating Freightways Global

SUSTAINABILITY

42 Environmental statement

44 Materiality review

46 SDG 3 Good health and wellbeing

48 SDG 8 Decent work and economic growth

50 SDG 9 Industry, innovation and infrastructure

52 SDG 13 Climate action

LEADERSHIP

54 Our Board and Leadership

RESULTS

57 Directors' Report

67 Financial statements and notes

CHAIR AND CEO’S

REPORT

ALLIED EXPRESS.

AUTO-SORTATION FOR SYDNEY

10

36

22

54

28

57

RUAKURA.

OUR NEW CHILLED FACILITY

OUR BOARD

AND LEADERSHIP

CREATING

FREIGHTWAYS GLOBAL

DIRECTORS’ REPORT

AND FINANCIALS

2Freightways Group Limited and its subsidiariesfreightways.co.nz3Freightways Annual Report | Financial Year ended 30 June 2024

UTILISATION OF BIG CHILL
3PL SITE AT RUAKURA IN-

LINE WITH EXPECTATION

BY YEAR END8

%

GROUP WIDE

REVENUE

GROWTH

23

%

AUSTRALIA

REVENUE

GROWTH

Highlights

This year's

10

%

GROUP WIDE EXPRESS

PACKAGE REVENUE

GROWTH

3

%

GROUP WIDE

EBITA*

GROWTH

2

%

EXPRESS

PACKAGE EBITA*

GROWTH

14

%

DOCUMENT

DESTRUCTION

REVENUE GROWTH

7

%

GROWTH IN CASH

GENERATED FROM

OPERATIONS

8

%

POSTAL

REVENUE

GROWTH

*EBITA is a non-GAAP measure (GAAP - Generally Accepted Accounting Principles)

4

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz5

Freightways
growth strategy

OUR PURPOSE

What we do

Freightways is a business that is

always on the move. Across the

Group, we pick-up, process and

deliver physical and digital items

providing a reliable and efficient

service for our customers. We look

to develop our people through career

opportunities. We seek appropriate

and sustainable returns for our

investors. And we look to move the

dial for communities through the

causes we support and employing

or contracting local people.

OUR PRINCIPLES & CAPABILITIES

How we work

Three principles guide how our teams

and our partners deliver:

• We take ownership and

responsibility at every level for what

we do and what we can improve.

• We think commercially about

the deals we make so that they

make sense for our customers, our

contractors, our business and our

shareholders.

• We work as a family by supporting

people, by prioritising their safety

and wellbeing and by doing our

best to ensure they get home

safe each day.

We depend on our capabilities

to deliver what our customers,

investors and communities expect.

We’re efficient. This critical capability

enables us to move around

100,000,000 items through our

various businesses every year.

We are reliable. We target flawless

execution, which enables us to shift

multiple items through multiple

touchpoints in our network, across

two nations, every day. We act like

entrepreneurs. We recognise and

execute on high-value opportunities.

We always look forward and up.

We love our customers, both

internal and external because

we know they’re crucial to our

commercial success.

OUR VISION

Why we do this

Better outcomes won’t just happen.

It takes a conscious effort from

our team to move things forward

for our customers, our team, our

shareholders and our communities.

Our “why” is to move you

to a better place.

STAKEHOLDERS:

OUR CUSTOMERS

OUR TEAM

OUR SHAREHOLDERS

OUR COMMUNITY

ACTIVITIES

PRINCIPLES

CAPABILITIES

VISION

Ta ke

ownership

Think

commercially

Work as

a family

Strive for

efficiency

Deliver

reliably

Love our

customers

Act like an

entrepreneur

EXPRESS PACKAGE

AND BUSINESS MAIL

TEMPERATURE

CONTROLLED

INFORMATION

MANAGEMENT

WASTE

RENEWAL

“We move

you to a

better place”

Pick-up, Process and Deliver

6Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz7

Product Destruction
& Renewal

National

Delivery

Same Day

Third Party

Logistics

Digital Mailhouse

Aviation

Mail Delivery

Express

Courier

Medical

Waste

Document &

eDestruction

Online

Back-up

Digital Information

Processing

Document Media

& Storage

Third Party

Logistics

I

N

F

O

R

M

A

T

I

O

N


M

A

N

A

G

E

M

E

N

T

W

A

S

T

E


R

E

N

E

W

A

L

T

E

M

P

E

R

A

T

U

R

E


C

O

N

T

R

O

L

L

E

D

E

X

P

R

E

S

S


P

A

C

K

A

G

E


A

N

D


B

U

S

I

N

E

S

S


M

A

I

L

Our family

of brands

Our market-leading

brands combine

shared infrastructure

within New Zealand

and Australia

respectively, with

specialist knowledge

in each niche.

We work across a

range of business

sectors, achieving

high levels of quality

and efficiency,

through our focus on

adding value to how

we pick-up, process

and deliver.

Our strong culture

and commitment

unifies our people

and feeds our deep

team spirit.

We draw on all of

that to continue to

evolve our businesses

to meet the changing

needs of our

customers.

EXPRESS PACKAGE

AND BUSINESS MAIL

Our multi-brand strategy in the

Australasian courier and business

mail markets caters to a range

of customer needs and delivery

timeframes. It enables us to win

a niche with a specialist focus –

but also leverage the combined

infrastructure across each segment.

Our New Zealand Express Package

operations share branch networks,

air and road linehaul, and IT. These

brands include New Zealand Couriers,

Post Haste, Castle Parcels, NOW

Couriers, SUB60, Security Express,

Kiwi Express, STUCK, Kiwi Oversize,

Freightways Global, and Pass the

Parcel. We also offer airfreight

capability for our overnight Express

Package delivery service through

our joint venture airline, Parcelair,

and our linehaul partner, Parceline.

Our national Australian network

is operated by Allied Express and

includes a full spectrum of national,

local and 3rd Party Logistics (3PL)

courier services.

DX Mail is New Zealand’s only

dedicated business mail specialist

offering time-sensitive physical

postal services. It leverages the

Express Package network ensuring

it can operate in a lean manner.

Dataprint offers mailhouse-print

services and digital mail presentation

platforms across New Zealand. Our

technology and solutions transform

data into effective communications

for customers.

TEMPERATURE

CONTROLLED

Big Chill Distribution and

ProducePronto make up our national

temperature-controlled business,

together servicing the chilled logistics

needs of Kiwi businesses. Combining

our chilled national linehaul with an

urban, chilled van network allows

us to offer national delivery, same

day delivery, 3PL and 4PL under one

responsive umbrella utilising the

Big Chill depots nationwide.

INFORMATION

MANAGEMENT

The Information Management

Group (TIMG) helps businesses in

New Zealand and Australia protect

and add value to the data they

entrust us with. It offers physical

storage and information management

services, as well as digital information

processing services such as

digitalisation, business process

outsourcing, online back-up and

eDiscovery services. Last year we

increased the utilisation of our

New Zealand storage facilities by

starting an eCommerce 3PL service

called Stocka.

W A S T E

RENEWAL

Shred-X offers document

destruction, eDestruction and

product destruction services in

Australia. We also provide medical

waste collection and processing

services under the Med-X brand.

This year we continued to find new

ways to transform what would once

have been waste into new products.

8Freightways Group Limited and its subsidiariesfreightways.co.nz9Freightways Annual Report | Financial Year ended 30 June 2024

CHAIR & CEO'S REPORT
Going the

extra mile

pays off

In what was a challenging year

for many businesses, as both the

New Zealand and Australian

economies slowed down,

we are pleased with a resilient

result despite lower customer

activity – particularly across

Express Package and Temperature

Controlled transport.

The reality is that it has been a

tough year for our customers.

The declining macroeconomic

environment meant consumers

bought less on the back of higher

interest rates and living costs.

However, our ability to win market

share from strong service levels has been a

critical factor in mitigating the recession we

experienced in New Zealand, which means

our businesses have performed well in

these tough times.

Our diversification also helped. Being less reliant on solely

the New Zealand economy and with specialised logistics

services spanning several different sectors, including

Waste Renewal and Information Management, gave us

resilience and opportunities to grow.

Overall, operating revenue showed good growth,

increasing by 7. 8% from last year on the back of solid

performances from Allied Express and New Zealand

Couriers. Earnings before interest and tax was up 1.8%,

with net profit after tax down by 5.8% principally because

of a higher interest expense.

One macroeconomic factor we were pleased to see

reverse was the availability of quality labour in both

markets. In recent years, the tight market has made it

challenging to recover the total increase in labour costs.

But since the later half of 2023, we’ve seen more job

applicants and a lower turnover rate in our depots and

drivers' network. This trend will help us better manage

our margins with less pressure on wage rates.

7. 8

%

Increase in overall

operating revenue

for the Group

Decrease in net profit

after tax, due to higher

interest expense

Increase in earnings

before interest and

tax increase

5.8

%

1.8

%

10Freightways Group Limited and its subsidiariesfreightways.co.nz11Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiaries11

CHAIR & CEO'S REPORT
Keeping our

customers moving

to a better place

The year saw activity from our existing customers

reduce by 5% in New Zealand and a slightly higher rate in

Temperature Controlled transport. However, we were able

to mitigate a significant amount of that loss through new

business gained by our sales and account management

teams. Winning new customers through strong service

levels and relationships that customers valued made a

considerable difference and strengthened our positions in

various niches in which we operate. These wins enabled us

to keep our overall volume at a similar level to last year and

mitigate the worst impacts of the New Zealand recession.

Resilience in a

quieter market

In quieter times, the key to the Express Package

businesses is to maintain a largely variable cost structure.

A number of our costs flex up or down with an increase

or decrease in customer activity. This makes our network

courier and linehaul business resilient in challenging times

and, in the context of our portfolio of businesses, helps us

effectively balance our risks and exposures.

The hard yards we have put in over recent years to build

courier remuneration meant our contractors were well

paid for their work, and we were insulated against falling

volumes. As it happened, item volumes remained largely

constant, and our fleet size remained similar to last year

with high service levels. In fact, New Zealand Couriers

recorded their highest-ever Net Promoter Score this year.

In Australia, our Allied Express business’s second

year was again characterised by healthy revenue growth.

The automation sortation systems we have implemented

in NSW and Victoria, mean we now have one of the best

freight sorting automation in the country for big and bulky

freight, backed by loyal business relationships. These

new facilities in Sydney and Melbourne will enable Allied

Express to pick-up, process, and deliver greater quantities

with better efficiency. We can now move freight through

the depots much more quickly, weighing, cubing and

measuring every single item, reducing manual handling

and the likelihood of damage.

We’ve also increased the capacity for growth across

Allied Express through larger depots that give us

high-quality facilities across the five Australian states.

We’ve complemented that increase in capacity by

introducing sales capability in Australia to maximise

the opportunities from Allied's service proposition.

Business Mail

Despite structural decline in the wider

physical mail market in New Zealand, DX Mail have

continued to expand their network in FY24 by

adding new postie runs in Auckland, Waikato

and Wellington to meet the increase in volume

experienced during the year. This additional

volume combined with cost efficiencies

achieved through the new automated letter

sortation systems resulted in a strong year-

on-year improvement for DX Mail.

10

%

Express Package growth led

by market share gains and

greater capacity in the 25kg+

niche market

Freightways Group Limited and its subsidiariesfreightways.co.nz1312Freightways Annual Report | Financial Year ended 30 June 2024

CHAIR & CEO'S REPORT
Temperature Controlled

was subdued

It’s been a tougher year for the temperature-

controlled market as consumers switched

down their food choices, affecting demand for

higher-grade, chilled, and frozen food.

Same-customer volumes were down about 8%.

The Big Chill network is intrinsically fixed cost because the

business owns the trucks, leases the facilities, and employs

the team – meaning the impacts are higher when volumes

drop. Conversely, we can leverage that model quickly and

restore margins when volumes return.

In the meantime, we have continued to invest. Our Big Chill

facility in Ruakura is now open, offering us new capacity to

meet the demand for temperature-controlled logistics and

expand our nationwide delivery capability. The 13,000sqm

3PL cold store facility brings to ten the number of depots in

the nationwide network, increasing our links to the Port of

Tauranga, the Waikato and the Bay of Plenty, and our

same-day and overnight services to Auckland.

Despite the sector challenges, utilisation at Ruakura has built

up nicely, enabling us to achieve break-even by the end of the

year. While the pick/ pack activity level is down from what we

anticipated because of consumer demand, we are ahead of

our forecasts in storage. We’re confident inventory turnover

will pick up when the economy rebounds.

Meanwhile, our new ProducePronto facility in Auckland

enables us to grow our temperature-controlled, same-day

and 4PL offering in the convenience food markets. We’ve also

increased capacity in Wellington and Christchurch to make

space for growth. ProducePronto focuses on convenience

stores at the moment, but we are also looking at other

opportunities for time-sensitive delivery of frozen and chilled

food, at places that need on-time, reliable deliveries each day,

such as fast food chains and cafes.

8

%

Decrease in same-

customer volume due to

lower consumer demand

PHIL CLARKE

General Manager

Big Chill Distribution

14Freightways Group Limited and its subsidiariesfreightways.co.nz15Freightways Annual Report | Financial Year ended 30 June 2024

CHAIR & CEO'S REPORT
Good growth in

our horizons

Our Information Management business

is a steady and consistent asset to own in

tough times.

Earnings and revenue streams remain resilient because,

by document storage's very nature, things remain stable.

This year we've also seen good digital growth again,

with revenue up 17% in Australia on the back of greater

demand for scanning, lifting and reforming data. The team

have strong forward future commitments which will ensure

this growth continues into next year and beyond.

Stocka is one of our third horizon businesses that has

gone from strength to strength this year. Targeted at

an under-served niche, this brand works to supply

storage and pick/ pack services to small and mid-sized

eCommerce businesses with small packages to ship

into our courier network. While only small at this stage,

we expect to be able to use any spare document

storage capacity to provide this service to customers

in New Zealand and, in the future, Australia.

$

3

m

Stocka revenue

for FY24

14

%

Document

destruction

revenue growth

A mixed year for

Waste Renewal

Good market share and an ongoing

investment in the right equipment has

seen our Waste Renewal businesses

continue to do well, particularly with

document destruction.

While we have supposedly been moving towards an

increasingly paperless world since the late 1970s,

our teams have been gaining market share year-on

-year for the last decade.

By contrast, our Med-X team, who handle medical

waste, had a tough year as we suffered delays in getting

regulatory approval for our Victoria waste treatment

facility. Now that we have received it, we are confident

we can improve our processing efficiency and grow our

customer base.

Waste Renewal is an area of the Group where we have a

lot of third horizon activity, and our teams have worked

hard all year to find new products that align with our

pick-up, process and deliver philosophy. Textile recycling

and e-destruction have performed well this year,

enabling us to keep fabrics and computer parts out of

landfill. Our saveBOARD operations are also running in

Sydney and New Zealand and slowly building momentum.

16Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz17

CHAIR & CEO'S REPORT
Sustainable and feasible

We have been TOITŪ certified for ten years

now, and we remain committed to reducing

our emissions across Scope 1,2 and 3.

We will release our Climate-related

Disclosures ahead of our Annual

Shareholders' Meeting.

This year, our Climate-related Disclosures

will include emissions reporting for

Allied Express for the first time.

We have reviewed our Sustainable Development Goals

(SDGs) materiality, and decided to reduce our priority

SDGs to four to allow for a stronger focus on the

other Goals.

SDG 13 - Climate Action is a priority, and we have the

ambition to transition to alternative fuels through our

road and air fleets as and when the technology and

infrastructure to do so becomes available and feasible.

Capital expenditure steady

Debt and gearing remain stable although

near the top end of guidance. The range

established by our Capital Management

policy aims to maintain the company at

an investment-grade profile. We remain

committed to these guidelines and to

preserving our credit profile, while taking

into account the merger and acquisition

opportunities that can be accretive

for shareholders.

The current allocation for capital expenditure is

approximately 3% of revenue – and we will continue to

invest at that level over the year. The major project we are

about to start will consolidate how we can more flexibly

price our services and bill across the Express Package

business. The new system will also deliver efficiencies

and mitigate billing risks. For example, it will enable us to

be more flexible in how we charge for Pricing for Effort

and different levels of service. We expect the spend for

this project to be staggered over several years with $5m

in FY25 and $5m in FY26 and expect we will start to see

benefits in FY26, building into FY27.

Looking ahead

The economic climate has presented

challenges on both sides of the Tasman

and remains difficult across broad swathes

of the economy. In New Zealand we are

hopeful that we have seen the worst and

will see some improvement, supported by

lower interest rates, by the second half

of FY25. In Australia, the situation is slightly

more encouraging currently although the

challenges with inflation are comparable.

In New Zealand, the market gains in our Express Package

businesses, underpinned by the solid returns of our

Information Management services highlight the benefits

of our diversified approach. Our Temperature Controlled

businesses are well positioned for when volumes return,

and there is an opportunity at Ruakura to continue to

scale should we decide to do so.

In Australia, our investment in Allied Express has delivered

on our business case expectations. The business has

experienced strong revenue growth in the last year and has

a new capacity to grow into.

Meanwhile, we will continue to develop our third horizon

business and to grow our presence in niche markets

through 25kg+ courier, same-day temperature-controlled

transport, high-value waste opportunities and Stocka.

This year, our people were a decisive factor in

our ability to hold our own in softer market segments.

Our deepest thanks to all of you for stepping up and

doing so much to improve our performance.

Once again, our board has provided invaluable

guidance and strategic input, and we thank them for their

contributions. Finally, to our shareholders and customers,

thank you for continuing to support us.

"This year, our people were a

key factor in our ability to

hold our own in softer market

segments. Our deepest thanks

to all of you for stepping up

and doing so much to improve

our performance..."

– MARK TROUGHEAR

MARK TROUGHEAR

Chief Executive Officer

MARK CAIRNS

Chairman

18Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz19

D
E

L

I

V

E

R

R

E

L

I

A

B

L

Y

S

T

R

I

V

E


F

O

R

E

F

F

I

C

I

E

N

C

Y

L

O

V

E


O

U

R

C

U

S

T

O

M

E

R

S

A

C

T


L

I

K

E


A

N

E

N

T

R

E

P

R

E

N

E

U

R

Our capabilities are our intangible, strategic assets that we

draw from to execute our business strategy, grow, get work

done and serve our customers. They do not exist alone,

but together create the Freightways' way of doing business.

This year, we have several stand-out examples of our

capabilities in action.

NEW ZEALAND COURIERS'

ANNUAL NETWORK

PRESSURE TESTING

SHOWED THEY DELIVERED

TWICE AS FAST AS THEIR

MAIN COMPETITOR.

OUR DIFOT (DELIVERY

ON TIME AND IN FULL)

MEASURES ARE AT THEIR

HIGHEST LEVELS IN THE

LAST FOUR YEARS.

OUR TEAMS ARE

STABLE WITH LOW

COURIER TURNOVER

AND FEW VACANCIES,

MEANING EXPERIENCED

PEOPLE ARE DELIVERING

FOR OUR CUSTOMERS.

WE EXPECT STRONG

EFFICIENCY GAINS

WITH OUR AUSTRALIAN

SORTATION SYSTEMS

AS VOLUMES INCREASE.

THE DATA WE COLLECT ON

EVERY PARCEL PROVIDES

THE BASIS FOR CONTINUOUS

IMPROVEMENT IN TERMS OF

MARGIN PER PARCEL.

THE CREATION OF

FREIGHTWAYS GLOBAL

MEANS WE NOW HAVE

END-TO-END CONTROL

OF THE IMPORT/ EXPORT

CUSTOMER EXPERIENCE.

WE CONTINUE TO PROVIDE

EASY ACCESS TO OUR

OPERATIONS THROUGH

DIGITAL AND PHONE BASED

LOCAL CHANNELS AS WELL

AS A LARGE ON-THE-ROAD

ACCOUNT MANAGEMENT

TEAM WHO WORK TO

BUILD STRONG CUSTOMER

RELATIONSHIPS.

WE STRIVE TO UNDERSTAND

OUR CUSTOMERS’ NEEDS

AND THE EXPECTATIONS

OF THEIR CUSTOMERS SO

THAT WE CAN POSITION

THE RIGHT BRANDS FOR

THE SERVICES OUR

CUSTOMERS REQUIRE.

WE ONLY GROW OUR

CUSTOMER BASE IF WE

KNOW OUR LOGISTICS CAN

HANDLE THE INCREASES

IN VOLUME. SACRIFICING

CUSTOMER SERVICE FOR

SHORT TERM FINANCIAL

REWARD IS NOT HOW WE

DO BUSINESS.

WE WILL CONTINUE TO

USE OUR PRICING FOR

EFFORT INITIATIVE TO

CREATE THE PLATFORM

FOR OUR CONTRACTORS

TO BE REMUNERATED

FAIRLY FOR THEIR EFFORT.

WE CONTINUE TO

ASSESS OUR HORIZON

THREE INITIATIVES TO

ENSURE THEY CAN SCALE

INTO THE FUTURE.

WE ARE CURRENTLY

MAPPING HOW WE CAN

ACCOMMODATE FUTURE

PROJECTED GROWTH

FOR OUR LARGEST

TEMPERATURE-CONTROLLED

CUSTOMERS.

Living our

capabilities in 2024

20Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz21

S
T

R

I

V

E


F

O

R

E

F

F

I

C

I

E

N

C

Y

A

C

T


L

I

K

E


A

N

E

N

T

R

E

P

R

E

N

E

U

R

STRIVE FOR EFFICIENCY

The ability to store, pick, pack and label

items for transport all from our new state-

of-the-art facility creates efficiencies for

our customers.

ACT LIKE AN ENTREPRENEUR

Convenience food is a strong,

growing market. The Big Chill network,

Ruakura, and ProducePronto are perfectly

positioned to capitalise on this segment.

Ruakura.

Our new

chilled

facility

CASE STUDY

After significant weather

challenges, we took possession of

our new Ruakura temperature

-controlled facility this year.

Built specifically for us by our

partner and landlord, Tainui

Group Holdings, the new Ruakura

super-hub is perfectly positioned

for our emerging needs.

22Freightways Group Limited and its subsidiariesfreightways.co.nz23Freightways Annual Report | Financial Year ended 30 June 2024

S
T

R

I

V

E


F

O

R

E

F

F

I

C

I

E

N

C

Y

A

C

T


L

I

K

E


A

N

E

N

T

R

E

P

R

E

N

E

U

R

Ruakura more

than proves

its worth

THE FACILITY

Four rooms

across three hectares

The facility is broken into four ‘rooms’:

two freezer rooms, where the product is

kept below negative 24 degrees, and two

chiller rooms, where the product is kept

at two degrees celsius.

The site also has a temperature-controlled loading zone,

with 12 different docks for trucks/ trailers/ containers

to back up to for loading. At the same time, our food-safe

capabilities ensure we have export eligibility for meat,

dairy and seafood so we can connect these products

directly to ports.

Movements are two-way. We receive incoming stock from

producers for bulk 3PL and imported food from both the

Auckland and Tauranga ports, which we can warehouse

and then pick/ pack as required for internal markets or

export. However, we also ship to others, redistributing food

products throughout the country using our temperature

-controlled network.

OUR CUSTOMERS

Feeding our revenues

Our customers tend to be dairy producers,

food importers, and those working with

meat products, seafood, pet food, poultry,

and bakery goods, particularly those

customers looking for long-term storage

of high volume and high stock turnover.

They come to us because we can handle the scale and the

complexity of their operations, we are export-capable,

we offer transport, warehousing and 3PL in one operation,

and our convenient location gives them greater access to

crucial ports and their Auckland customer bases.

In terms of how we add value within the Freightways

Group, Ruakura generates business for Freightways’

other temperature-controlled business, ProducePronto.

Combined, Big Chill and ProducePronto’s specialised

capabilities have allowed us to offer the market a unique

set of storage, national delivery and same day express

temperature-controlled services.

4

12

The number

of rooms

in the facility

Number of docks

available for trucks/

trailers for loading

The temperature

of our two

freezer rooms

The temperature

of our two

chiller rooms

-24

̊

2

̊

Connecting us via road and

rail with both Auckland and

Tauranga ports and very close

to the inland port at Ruakura,

our new three-hectare site is also

close to the country’s large dairy-

producing regions, to growers

and key manufacturers.

The motorway infrastructure in both directions makes for

cost-effective linehaul, helping us to decrease travel times

and relieve the pressure on our Auckland and Putaruru

depots, which were at capacity. It also enables us to cost

effectively service the wider Bay of Plenty region.

Freightways Group Limited and its subsidiariesfreightways.co.nz2524Freightways Annual Report | Financial Year ended 30 June 2024

S
T

R

I

V

E


F

O

R

E

F

F

I

C

I

E

N

C

Y

A

C

T


L

I

K

E


A

N

E

N

T

R

E

P

R

E

N

E

U

R

CAPACITY

Balancing capacity

across the region

The addition of the Ruakura facility has

enabled us to better service customers

in the golden triangle between Auckland,

Hamilton and Tauranga.

It has also allowed us to move some customers with

product stored in Auckland to Hamilton where it is

closer to either the port of origin (Port of Tauranga)

or the ultimate delivery destination.

Demand in a weaker economy has been pleasingly

strong with interest in Ruakura coming from both

importers of frozen and chilled foodstuff as well

as domestic manufacturers.

Balancing the demand across the Auckland and

Hamilton sites has boosted Ruakura’s utilisation

quickly and freed up some valuable space in

Auckland for new customers.

We have also made good efficiency gains

by using Ruakura as a cross-dock facility/

transition point between our south and north

linehaul to keep products moving on

their journey.

HEALTH AND SAFETY

Keeping our people safe

Work processes onsite emphasise safety.

We have acoustic fences for noise control,

and depot staff wear ‘work-alone alarms’

that will notify us should anything happen

to a staff member.

Our forklifts have freezer cabins where drivers can wear

less bulky attire and narrow aisle racking where forklifts are

guided so no collisions can occur. All staff also undergo our

standard health and safety training, along with specialised

training for manual handling and food safety.

SUSTAINABILITY

Ready for the future

Tainui Group Holdings and builder Apollo

Projects did a fantastic job with the

building. The property has a Green Star

Four rating and the structure has been

strengthened to hold solar panels.

Plans have incorporated electric chargers for when

battery technology is commercial-ready. We can

also harvest rainwater from the roof for cleaning and

irrigation purposes.

Looking ahead, we expect to extend our capabilities in

export logistics via container loading for our busy export

customers. This will allow our customers to focus on

their production while we handle all logistics.

Utilisation of Big Chill 3PL

site at Ruakura in-line with

expectation by year end

Freightways Group Limited and its subsidiariesfreightways.co.nz2726Freightways Annual Report | Financial Year ended 30 June 2024

Allied Express.
Auto-sortation

facility for

Sydney

CASE STUDY

In late September,

our Allied team in Sydney

kicked-off the use of our

brand-new sortation system

for oversized freight, a first

for us and for this part

of the world.

The project took around

16 months to build and

execute. Our sister system in

Melbourne came online at the

end of the financial year.

STRIVE FOR EFFICIENCY

Efficiency gains from our new sortation

systems will become evident as volumes

grow. They will make us faster, more

accurate and safer, and they will create the

room we need in our network to take on

more business.

LOVE OUR CUSTOMERS

The design of the new systems was all

about enhancing Allied Express's long

history of excellent customer service. Billing

accuracy, timeliness, responsiveness, and

the reduction of missorts helps the business

remain a compelling choice for customers.

S

T

R

I

V

E


F

O

R

E

F

F

I

C

I

E

N

C

Y

L

O

V

E


O

U

R

C

U

S

T

O

M

E

R

S

28Freightways Group Limited and its subsidiariesfreightways.co.nz29Freightways Annual Report | Financial Year ended 30 June 2024

S
T

R

I

V

E


F

O

R

E

F

F

I

C

I

E

N

C

Y

L

O

V

E


O

U

R

C

U

S

T

O

M

E

R

S

That's Sydney

re-sorted

The Sydney system stretches out to approximately the standard size

of a soccer field. It can sort objects ranging from a single A4-sized

envelope to a 50kg deadweight item up to 1.9 metres long and 900mm

wide. (That's about the size of a treadmill box.)

THE BENEFITS

Sizing up the benefits

The system incorporates three induction

points where freight is introduced:

two are for pallet breakdown sortation,

and one is for items picked up and

hand-loaded by delivery drivers.

Once inducted, the freight moves along the conveyor

until it reaches a dimensioner machine where every item

is weighed, measured and its cubic volume is checked

- all for accurate charging purposes. The dimensioner

machine also scans all six sides of the item to locate and

read the courier label, and assign the item a destination.

This significantly reduces the likelihood of misreads or

missorts, and helps with lowering double-handling and

enhancing accuracy. Also, a control system before the

dimensioner regulates freight flow by slowing down and

creating space between each item, ensuring every piece of

freight is separated and accurately measured.

Down the conveyor line from our dimensioner are vertical

diverters that are designed to redirect any freight that

is identified as exceeding the system's weight/ size

limitations. Once scanned, these items are sent to a

separate chute for manual sortation, minimising system

downtime, and maintaining the smooth flow of freight

through the system.

A substantial time-saving feature is that trucks can

reverse directly up to the depot/ conveyor for safer and

more efficient loading and unloading. This saves time

and improves health and safety by reducing manual lifting

and alleviating vehicle congestion.

FUNCTIONALITY

Sorting out the mistakes

Since the system was introduced,

misdirects and missorts have decreased

significantly. Misdirects can be costly

to the business because the distances

we cover are expansive.

If we send freight to Melbourne instead of Queensland, for

example, that's an expensive error, often requiring us to fly

freight to correct the mistake. Reducing missorts reduces

our operating costs and directly improves our bottom line.

To ensure everything goes where it should, the sortation

system has 85 chutes, each corresponding to a

destination. One chute per destination means no doubling

handling, a decrease in handling errors, an improvement in

operational efficiency and an enhancement of customer

reliability. All our intra-state, interstate, and local freight

can be sorted and dispatched immediately.

"Reducing missorts

reduces our operating costs

and directly affects our

bottom line."

30Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz31

EFFICIENCIES
Faster for our

customers

The key benefits for our

customers are faster delivery

times, better accuracy,

and enhanced track and trace.

More efficient sortation and packing means

linehaul can depart earlier from our larger

distribution hubs of Sydney and Melbourne

and the freight on arrival can be processed to

drivers earlier, enabling them to navigate the

larger metropolitan cities earlier in the day.

The dimensioner integrates with our back-end

system and provides more accurate information

for our customers, call centre teams and those

receiving the item.

The new-found efficiencies in our operations

mean we can now bring more customers on board,

knowing that we can provide them with a high level

of on-time delivery and reduce the chance of

damage and missorting of freight. The system will

enable us to process over double the current volume

– which comes in particularly useful in the peak

shopping periods each year when item counts can

increase by up to 40%.

More to come

Once we have systems up and running,

we will better understand how to use

those systems in tandem and separately to

achieve even better handling.

"The key benefits for our

customers are faster delivery

times, more accuracy,

and enhanced track and trace."

S

T

R

I

V

E


F

O

R

E

F

F

I

C

I

E

N

C

Y

L

O

V

E


O

U

R

C

U

S

T

O

M

E

R

S

32Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz33Freightways Annual Report | Financial Year ended 30 June 2024

Supporting a
deeper sense of

community

At Freightways,

we recognise the

importance of being

actively involved in

and supporting the

communities in

which we work.

Across the Group, we support some

16 charitable organisations and

not-for- profits at a national level and

many more at a local or regional level.

Our businesses are all encouraged

to support causes that resonate with

their people and customer base, be

they national initiatives like the NZRSA

or more grassroots support like local

sports teams, school or community

projects. We are very proud of our

people who take time out to support

others. The following is a list of the

organisations and causes we

formally support.

Beanies for Babies

Cancer Society New Zealand

Child Cancer Foundation

Clontarf Foundation

I Am Hope

Keep New Zealand Beautiful

KidsCan

Life Flight

NZ Breast Cancer Foundation

NZRSA

Prostate Cancer Foundation AUS

Ronald McDonald House

Rotary Club Newmarket

RSPCA Queensland

The Hearing House

Westpac Rescue Helicopter

KidsCan

• 893 schools and 206

low-decile early childhood

centres are supported

• 55,000 kids fed every day

• 6 million food items

distributed in the last

12 months

• 77 schools and 130

early childhood centres

await help

Our company's principal charity,

KidsCan, helps Kiwi kids have the

basics they need to learn and succeed

at school. KidsCan believes that

education is the ticket out of poverty.

By supporting kids experiencing

hardship with food, clothing, and

health products, they can participate

in learning and the opportunity for a

better future. Freightways is proud to

contribute financially to the great work

done by KidsCan.

This year, we helped raise funds for

Onehunga Primary's Year 5 and 6

camp at the end of Term 2. Various

Freightways volunteers prepared,

sold, and served meals as part of the

fundraising effort. The funds collected

went directly to cover the camp's

expenses for their senior students.

During the winter of 2023, KidsCan

ramped up its efforts to ensure Kiwi

Kids experiencing hardship remained

engaged in their learning through the

supply of warm clothing and food.

To help in distribution, our people

dedicated their time, hands-on

effort, and experience at the KidsCan

warehouse in Auckland to pick, pack,

and prepare packages to send to

schools and organisations in need.

kidscan.org.nz

Child Cancer

Foundation

We're proud of New Zealand Couriers'

long-standing support of the Child

Cancer Foundation (CCF) over the

past two decades. This organisation

supports kids living with cancer and

their families. This year, our people

found several ways to help.

New Zealand Couriers sponsored

CCF's annual Go for Gold Gala Dinner

and Quiz Fundraiser in Wellington.

A team from the Wellington branch

attended, helping to raise $85,000 that

evening. New Zealand Couriers also

sponsored the Auckland Go for Gold

Event in June 2024.

New Zealand Couriers annually

supports the CCF Annual Street

Appeal as the Official Transport

Partner. Our people also dressed up

in the colours of their favourite sports

teams, and contributions here helped

CCF reach its annual goal of $6 million.

New Zealand Couriers donated 30,000

packets of white daisy seeds to CCF

for volunteers to give seeds as tokens

of appreciation to donors. White

daisies symbolise hope and wellness

for children who have cancer.

New Zealand Couriers also supported

CCF's Whanau Connect 2023

Christmas parties. Whānau Connect,

run by volunteers, serves as a platform

for families living with cancer to

connect through shared experiences

and provide mutual support.

childcancer.org.nz







The Royal

New Zealand

Returned

and Services

Association

New Zealand Couriers is the RNZRSA's

Official Poppy Partner and is honoured

to support Poppy Day annually.

Donations to the RNZRSA benefit New

Zealand's military veterans and their

families with counselling, advocacy,

financial aid, mental health care

access, health issues, and support for

veterans and their families.

As the Official Poppy Partner,

New Zealand Couriers distributes

poppies and EFTPOS machines

nationwide to support the

Association's two significant

fundraising days, Poppy Day

and Anzac Day.

rsa.org.nz

16

Charitable

organisations and

not-for-profits

supported

34Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz35

Creating
Freightways

Global

CASE STUDY

First Global Logistics has

been a long-term partner

to Freightways, helping

brands overseas to quickly

and efficiently deliver

parcels to New Zealand

households and businesses.

This year, the company

became part of our Group.

ACT LIKE AN ENTREPRENEUR

Bringing First Global into the Freightways

fold has made us a large player in the ever-

growing eCommerce space. A vertically

integrated offering from pick-up to delivery

to the consumer means we can control the

experience, end-to-end.

LOVE OUR CUSTOMERS

eCommerce delivery in New Zealand is

inconsistent. Much depends on border

processing times and last-mile delivery

performance. We are here to be the

dependable choice for our customers.

A

C

T


L

I

K

E


A

N

E

N

T

R

E

P

R

E

N

E

U

R

L

O

V

E


O

U

R

C

U

S

T

O

M

E

R

S

36Freightways Group Limited and its subsidiariesfreightways.co.nz37Freightways Annual Report | Financial Year ended 30 June 2024

Crossing borders
creating

opportunities

Rebranded as Freightways Global, our new addition has added scale,

capability and vertical integration to our international door-to-door

service, delivering better efficiencies and outcomes for customers

and businesses alike.

Freightways Global specialises in international cross-border

logistics. The team manages all the details needed to get a package

in and out of New Zealand, often while the package is still in the air.

The team is approved by MPI (Ministry for Primary Industries) and

Customs to transition air and sea freight, so once a parcel has been

cleared and the paperwork completed, it can be connected with our

courier brands in New Zealand.

OUR STRATEGY

Increased

vertical integration

“Acquiring First Global was the next step in our

eCommerce strategy. It has given us better control of

the customers’ cross-border experience from pick-up to

delivery. Their presence also gives us a firm pathway to

grow this vertical.”

Scott Hedgman – GM for Sales, Freightways

These deep connections enable vertical integration

that has not been previously available to our customers.

“We know speed and accuracy are so important in

eCommerce. When a shipment arrives, we have already

been working on the compliances needed to land the

goods while they’re in transit. When it lands, we clear

all items and get them into the delivery phase within

24 hours.”

Ruth Adin – GM, Freightways Global

SPECIALISATION

A specialist

in four areas

Based in Mangere, Auckland, and operating in Auckland,

Wellington, and Christchurch, Freightways Global clears

hundreds of thousands of items monthly. We specialise

in four areas of import/ export: eCommerce freight from

places like the UK, US, Australia, and Asia; traditional

freight; complex project-type international shipments

such as vehicles and componentry, and express

warehousing for pallet stock that needs to be held back

for short periods.

Freightways Global is a one-stop shop for all sorts of

international freight to/ from New Zealand. The team

can handle almost anything, so while the majority of items

flow directly into our Express Package brands we have

moved a jet engine recently, and a submarine. We also

manage the return logistics for customers when a receiver

decides to return something they have purchased. Above

all, Global prides itself on its robust systems expertise and

capability around the brokerage, categorising, compliance

and labelling of international freight.

60

%

Percentage of business

that is inbound freight

from eCommerce

businesses

2M

+

Total items Freightways

Global clears annually

"Acquiring First Global has given

us better control of our customers'

cross-border experience,

from pick-up to delivery..."

– SCOTT HEDGMAN

A

C

T


L

I

K

E


A

N

E

N

T

R

E

P

R

E

N

E

U

R

L

O

V

E


O

U

R

C

U

S

T

O

M

E

R

S

38Freightways Group Limited and its subsidiariesfreightways.co.nz39Freightways Annual Report | Financial Year ended 30 June 2024

VALUE PROPOSITION
Adding value

for aggregators

When First Global joined Freightways,

their team brought deep industry

experience and relationships to the Group.

It created an opportunity for our teams to collaborate,

creating a high-performing platform from which we can

build the business further. “Our inbound customers are

eCommerce product aggregators/ wholesalers,” says

Scott Hedgman, “while outbound customers are mostly

business-to-consumer businesses.”

SPECIALISATION

Optimistic about growth

Looking ahead, the addition of Global to our

network increases potential run density for

our residential courier base, which in turn

increases courier remuneration.

The low-value, high-volume freight Global predominantly

receives is perfect for our courier network.

"Significant opportunity exists to grow eCommerce

as it continues to grow globally. And New Zealand is

no different," confirms Ruth Adin. "The growth of the

worldwide eCommerce merchants is a phenomenon

of our times. Leveraging Freightways' pick-up, process

and delivery capabilities will enable us to increase

efficiency, reliability, customer-centricity and grow

the business."

– RUTH ADIN

“Leveraging Freightways' pick-up,

process and delivery capabilities

will enable us to increase efficiency,

reliability, entrepreneurship,

and customer centricity

and grow the business...”

RUTH ADIN

GM, Freightways Global

SCOTT HEDGMAN

GM Sales, Freightways

A

C

T


L

I

K

E


A

N

E

N

T

R

E

P

R

E

N

E

U

R

L

O

V

E


O

U

R

C

U

S

T

O

M

E

R

S

Freightways Group Limited and its subsidiariesfreightways.co.nz4140Freightways Annual Report | Financial Year ended 30 June 2024

SUSTAINABILITY
Strategies for

commitment

ENVIRONMENTAL STATEMENT:

We recognise that our core business

is reliant on transportation to service

our customers. As an emissions intense

organisation, our commitment to the TOITŪ

certification process encourages our people

and our partners to make environmentally

positive decisions every day.

GUIDING PRINCIPLES

• We recognise that protecting the environment today is essential to

creating a sustainable business future.

• We actively seek to minimise the environmental impact of

all our activities.

• We work in partnership with all stakeholders to promote good

environmental practice.

• We comply with relevant environmental legislation.

• We are a TOITŪ certified organisation. Our greenhouse gas emissions are

measured in accordance with ISO 14064-1:2018 and we are committed to

managing and reducing our relative emissions.

• We recognise that by gaining efficiencies for our core business model

we enable our services to be delivered with as low environmental impact

as possible.

• We regularly review our operational activities, systems and

training to ensure our business practices are aligned with these

guiding principles.

CLIMATE RISK DISCLOSURE

Ahead of our Annual Shareholders' meeting, in October 2024,

we will release our first Climate Risks Disclosure report, that

will consider the ways climate risk could impact our business

and provide targets for the reduction of greenhouse gases

associated with our operations.

01

Our responsible

growth strategy

Goal: To balance the commercial needs of our

business with our responsibility to protect the

environment in which we operate.

SUPPORTING POLICIES:

• When implementing our positioning, people,

performance and profit strategies, we will

incorporate tactics that support our

environmental approach.

• We will ensure development, growth and capital

projects align with our commitment to reduce

our carbon emissions and minimise our

environmental impact.

02

Our cleaner air strategy

Goal: To promote cleaner air by minimising

carbon emissions.

SUPPORTING POLICIES:

• Our vehicle fleet will not be leased for a period

longer than four years to ensure we are using

modern fuel efficient technology.

• As part of this transition, we are continuing to trial

hybrid and electric vehicles.

• Our contractors are strongly encouraged to use

later model, lower emission vehicles.

• Our hub & spoke network is segmented and

reviewed on a continuous basis to ensure

minimisation of kilometres.

• Our aviation business actively measures and

manages its performance to ensure minimisation of

fuel usage and emissions.

• We maintain TOITŪ certification by measuring our

carbon emissions on a business-by-business

basis and committing to managing and

reducing them.

03

Our conservation

& waste management

strategy

Goal: To implement actions that,

wherever practical, see us recycle, reuse

and minimise waste of the products and

resources we consume.

SUPPORTING POLICIES:

• Our range of recyclable courier satchels is

currently transitioning to contain no less than 80%

New Zealand sourced plastic waste.

• Wherever possible, our destruction businesses

utilise ‘best in class’ recycling technologies to

avoid resource waste and landfill solutions.

• We encourage our customers to receive

electronic invoices to minimise paper waste.

• We commit to identifying, measuring and

documenting our carbon emissions as part of our

TOITŪ certification. We will continue to develop

and refine systems to reduce emissions overtime.

04

Our education

& awareness strategy

Goal: To promote education and awareness of

better environmental practice among stakeholders.

SUPPORTING POLICIES:

• We promote our environmental approach among

staff and ensure individuals understand their role

with our environmental objectives.

• Our suppliers are actively encouraged to

demonstrate their environmental practices to

ensure they align with our objectives.

• We actively promote the benefits of good

environmental practice among our customer base.

• We endeavour to actively educate and

communicate with our staff, contractors,

customers and suppliers, our commitment to

emissions reduction, ensuring they understand

our objectives and the role they can play in

achieving these.

05

Our responsible

partnership strategy

Goal: To seek to partner and work with others who

can demonstrate a commitment to the environment.

SUPPORTING POLICIES:

• To make our business partners aware of our

environmental policy, our TOITŪ certification

commitment, and the expectations arising

from these.

• Where all other things are equal, to choose the

partners and contractors who can demonstrate

sound environmental policies.

Image Credit:

Douglas Bagg, Unsplash.

42Freightways Group Limited and its subsidiariesfreightways.co.nz43Freightways Annual Report | Financial Year ended 30 June 2024

SDG 9
Industry, innovation

and infrastructure

Areas of focus

• We aim to have a customer churn of less

than 2% of revenue.

• We are committed to continued growth

over three horizons.

SDG 13

Climate

action

Areas of focus

• GHG Emissions. We are committed to reduce

our emissions over time for Scope 1, 2 and 3.

• The average age of linehaul vehicles

within our direct control is four years or less.

• Committed to assist in the development of the

circular use of waste.

Our material

impacts for FY24

SDG 3

Good health

and wellbeing

Areas of focus

• Health and safety in employment.

• Injury reduction.

SDG 8

Decent work

and economic growth

Areas of focus

• Our commitment is to improve contractor

return year on year.

• Learning and development. We will continue to

invest in training our people so 80% or more of our

promotions come from within.

OUR ESG ACTIVITIES

Assessing our

material issues

We undertook an initial assessment of our

material issues for stakeholders more than

four years ago.

Last year, we signalled that we would review our materiality

this year to check the relevance of our ESG activities.

We have now completed that assessment and as a result,

we have identified the issues that continue to impact and

are most important to our business success and that

internal and external stakeholders most engage with.

MATERIALITY ASSESSMENT

A double approach

The assessment involved an external

party engaging with internal and external

stakeholders, including board members,

staff, executives, contractors, suppliers,

and investors to obtain their opinions.

The double materiality assessment approach was chosen

for its comprehensive nature, providing significant insights

and directly recognising that organisations like ours have

substantial financial and non-financial impacts that must

coexist. As the name suggests, double materiality adopts

different perspectives to gain a more holistic view:

• “Inside out” impacts – which look at the company’s

impacts on society and the environment by assessing

scale (impact on health, the environment and culture),

scope (how many people are affected)

and irremediability (the ability to fix issues or not).

• "Outside in” financial materiality impacts – which

examines size (the amount of economic impact)

and likelihood (the chances of an impact happening).

As we communicated last year, the assessment

made an essential adjustment to our reporting strategy.

We reduced the number of SDGs we consider from

five to four, removing SDG 16 (Peace justice and strong

institutions). This decision was made because, as a

NZX and ASX-listed business, stakeholders considered

other SDGs more critical in the Australasian context,

allowing us to focus more on impactful activities.

REVISED SDG FRAMEWORK

Our SDG priorities

This year, we will report on our revised

SDG framework as part of our non-financial

decision-making and reporting in FY24.

The SDGs will remain constant, but we will update each

‘Area of focus’ to reflect where we believe attention will

improve overall impact.

Minimal

Minimal

Informative

Important

Significant

Critical

ImportantSignificantCriticalInformative

Waste

renewal and

management

SDG13

Innovation

SDG9

Contractor

engagement

SDG8

GHG

emissions

SDG13

Customer

satisfaction

SDG8

Good

health and

wellbeing

SDG3

Employee

engagement

SDG8

Business

resilience

SDG9

44Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz45

SDG 3:
Good health


and wellbeing

HEALTH AND SAFETY INITIATIVES

We have several initiatives underway to help reduce harm

including a significant focus on the risks posed by forklifts

used through almost all of our businesses, as well as

training that targets functional safety and management

health and safety culture.

COMPREHENSIVE WORKPLACE

SAFETY AND SKILLS TRAINING

Across the Group, our essential health and safety training

programmes run to keep our people safe and our

workplaces efficient.

Training includes Dangerous Goods Awareness and

Handling, Manual Handling, Workplace Health and Safety,

Fire Safety, First Aid Training, Forklift Operation and

specialist equipment training.

In Australia, our Shred-X and Med-X businesses offer

more programmes to leaders and staff, including Modern

Slavery Refreshers, Mental Health First Aid, Cyber Security

Training, Bullying and Sexual Harassment and Financial

Management. Both businesses have an average target of

thirty minutes of training per employee per month.

FORKLIFT SAFETY

We offer comprehensive forklift safety programmes

across those parts of the Group that operate forklifts.

Our forklift simulator allows us to carry out the majority

of our training in-house. Through Worksafe, we are now

working towards full self-certification licencing. In addition,

businesses like TIMG and Stocka undertake hi-reach truck

training to train those operating high-access equipment.

In our depots, we’ve introduced AI tech that analyses our

video footage to find near-miss forklift incidents.

These enable us to address potential issues and hazards

well before they occur. This is proving very effective,

with no serious harm events involving forklifts in the

last 12 months.

Areas of focus

• Health and safety in

employment.

• Injury reduction.

1488

Employees

completed some form

of Workplace Safety

and Skills Training

DRIVING SAFETY CULTURE

An awareness programme that was

delivered to 32 of our operational

managers and supervisors in the last

12 months.

We received positive feedback from

recipients about building a proactive safety

culture at work. Managers who attended are

now recommending their team members

and colleagues to attend.

HANDBRAKE ALARMS AND IN-CAB CAMERAS

We’ve also installed handbrake alarms in our metro and

linehaul trucks that sound if the driver’s door is open, and

the handbrake hasn’t been applied.

In-cab cameras in our linehaul vehicles record road

activity and also face the interior to record driver

behaviour and check for drowsiness.

PSYCHOLOGICAL HEALTH AND SAFETY TRAINING

We began offering this training this year. The goal is to

encourage frank dialogue and to get people to speak up

with questions, thoughts, issues and ideas. We want to

become a safe workplace for expression.

EAP

We offer access to confidential external counselling

for those suffering from physical and mental issues.

The service, provided at no cost to our people,

also covers financial and partner counselling.

46Freightways Group Limited and its subsidiariesfreightways.co.nz47Freightways Annual Report | Financial Year ended 30 June 2024

SDG 8:
Decent work


and economic growth

LEADING CONTRACTOR EARNINGS MODEL

Many of our vehicle fleets run under a contractor model.

This means our contractors essentially run their own

businesses. The effort they put into their business has a

direct flow-on effect on the return they receive.

The model is a win/ win. For Freightways, there is a level

of variability and certainty as volumes rise or fall, keeping

with economic ups and downs. For our couriers they can

earn great incomes through their productivity and the

customer relationships they forge. Initiatives like Pricing for

Effort (PFE) ensures our customers' pricing directly reflects

the resources and efforts our contractors invest to make

each delivery. Our contractors lean heavily on the support

of our account management, sales, customer service,

and administration teams. Because our people work hard

to have commercial discussions with customers,

our contractors can focus on delivery.

Freightways and our contractors are assessing new

vehicle types to inform ourselves as to when we can

feasibly transition to alternative fuel cell technology for

our vehicles. It is important our couriers are remunerated

appropriately so that they can make a return on

investment when this time comes.

DEVELOPING OUR PEOPLE

We invest strongly in helping our people gain knowledge

and experience. Our learning programmes further develop

our people, which in turn enriches our internal capabilities.

Logistics lie at the heart of what we do, and much of

the knowledge around how our logistics work has grown

organically over time and is embedded with our senior

people. In fact, many of our executives, including our CEO,

are long-term employees. Our management ranks are

also filled with people who deeply understand the core

capabilities needed for success.

We offer comprehensive workplace training and

leadership courses across Freightways, which include a

wide range of programmes, from induction to business

fundamentals and people leadership.

Areas of focus

• Our commitment to

improving contractor

earnings year-on-year

• Learning and development.

We will continue to invest

in training our people so

that 80% or more of our

promotions come

from within.

BUSINESS-SPECIFIC PROGRAMMES

In addition each business will offer programmes specific

to their development needs, examples of these are;

• Post Haste Group offer a Grow Our People (30 attendees

in FY24) and an HR Management (22 ongoing attendees

in FY24) programme to promote rising stars into team

leader and people management roles.

• TIMG AU runs three programmes: HR101 (40 attendees

in FY24), the People Manager Training Programme,

and a Talent Development Programme to strengthen

leadership capabilities, promote a productive work

environment, and support career progression within

Freightways.

• New Zealand Couriers offer Driving Ahead, which is part

of the New Zealand Certificate in Business (Introduction

to Team Leadership) – Level 3. ( 59 attendees FY24.

68 graduates to date)

• Shred-X/ Med-X programmes include Customer

Engagement, Financial Software Training, Financial

Management run by Westpac, and MS Excel micro-

learning tutorials.

These investments not only build core skills, loyalty and a

strong culture, they also enable us to fill 80% of our vacant

positions internally. We also encourage mobility within

the business, with many of our people shifting between

various divisions and brands. This in turn broadens their

understanding of our wider business.

FREIGHTWAYS WIDE PROGRAMMES

Freightways Fundamentals starts our

people on their business leadership

journey, which includes leadership, financial

literacy, and sales acceleration.

• 170 attendees in FY24

Strengths Development leverages

CliftonStrengths to identify and cultivate

employees natural talents.

• 150 attendees in FY24

LEAD selects mid-career leaders for internal

and external leadership development.

• 12 attendees in FY24 and 60 in total

since 2018

The Cadet Programme selects university

and technical institute graduates to receive

comprehensive exposure to the Freightways

business over two years.

• The programme has been running for over 25

years with an average of 8 cadets each year

eLearning programmes include micro-modules

designed to nurture soft skills, teamwork building, and

advanced people leadership.

500

+

More than 500 people

received career

development training

from us in FY24

48Freightways Group Limited and its subsidiariesfreightways.co.nz49Freightways Annual Report | Financial Year ended 30 June 2024

SDG 9:
I ndu st r y,


innovation and


infrastructure

ACHIEVING LOW CUSTOMER CHURN

Retaining our customers is essential for us financially,

but it also speaks to our commitment to building loyal

and enduring relationships.

Our goal is to keep customer turnover under 2% of

revenue, and we can do that successfully through our

focus on account management, the overall customer

experience, and daily performance.

Reliability is critical. Every year, we have an independent

party run pressure tests comparing New Zealand Couriers'

performance against our competitors. New Zealand

Couriers is consistently the most reliable network in

the country.

This year, we achieved a 15% increase in address

validation for our New Zealand hub-and-spoke

Express Package businesses, which has significantly

improved our delivery accuracy, sorting efficiency

and successful first attempt deliveries.

We are customer-focused in how we bring new products

to market. All product development is built using direct

customer insight. For example, we launched two new

businesses last year: Stocka and Kiwi Oversize. Both meet

an under-served vital customer need and have exceeded

performance projections.

COMMITTED TO GROWTH IN HORIZONS TWO & THREE

Our growth strategy features continuing and scaled

innovation. We use a ‘three horizons’ growth model,

where Horizon One is our core business and Horizon

Two businesses utilise our fixed cost base and provide

additional strong growth prospects. Our Horizon Three

are the innovators, focusing on delivering long-term

revenue streams by identifying emerging niches with

revenue potential.

OUR EXPRESS PACKAGE HORIZONS

Horizon Two for our courier network is our business-to-

consumer (B2C) delivery market.

Over the last few years, our efforts have centred around

building runs that can deliver efficiently and reliably for

our customers as well as growing our presence among

eCommerce retailers.

Areas of focus

• We aim to have a customer

churn rate of less than 2%

of revenue.

• We are committed to

continued growth over

three horizons.

Our Pricing for Effort (PFE) initiative is

pivotal in linking our courier remuneration

to the mileage and density these

deliveries represent.

Horizon Three is our focus on the niche

25kg+—50kg market. In 2022, we launched

Kiwi Oversize in Auckland, Wellington,

and Christchurch. Our ability to use existing

resources meant Kiwi Oversize had a strong

service proposition, but low start-up costs.

In Australia, Allied Express specialises in

more than 22kg in the five key states. Recent

automation investment into our operations sets

the business up to accommodate new levels

of growth.

OUR WASTE RENEWAL HORIZONS

Horizon Two Waste Renewal business involves

shifting our paper waste collection and processing

capability to medical waste.

Some years back, we purchased a small Sydney

medical waste business and rebranded it as Med-X,

which is now located in NSW, QLD, and VIC. Med-X

offers waste management for medical, biosecurity,

and hygiene products.

Horizon Three finds value in high-value recyclables.

An example is saveBOARD, which recycles composite

packaging waste to re-enter the local building

products supply chain. Shred-X's eWaste facility also

disassembles electronics, extracts precious metals,

resells valuable components, and recycles everything

else. This year, we have also started recycling textiles.

OUR INFORMATION MANAGEMENT HORIZONS

Horizon Two for TIMG revolves around providing solutions

for digital conversion.

Over the last few years, TIMG has developed its digital

information management capabilities, including document,

book, and microfiche scanning, digital mailrooms,

eDiscovery, and online form processing. Digital products

currently account for a growing portion of TIMG's

revenue annually.

Horizon Three for this business focuses on delivering

efficient and cost-effective 3PL fulfilment services for

eCommerce customers, utilising available space across

our significant secure building footprint and express

delivery through our Freightways courier brands. The TIMG

Stocka business continues to enjoy compounding annual

growth, with increasing demand for end-to-end logistics

from customers across Australia and New Zealand.

TEMPERATURE CONTROLLED HORIZONS

Horizon Two for the temperature-controlled sector is

Big Chill's 3PL. Specifically, our new facility in Ruakura has

been developed to grow this opportunity for fast-moving

consumer goods clients.

Horizon Three provides same-day logistics to convenience

stores, cafes, and fast food. We purchased ProducePronto

in 2021. Today, that brand runs a fleet of vans out of

Auckland, Wellington, and Christchurch, delivering daily

temperature-controlled food to clients. Recent expansions

include a new hub in Auckland and larger shared facilities

with Big Chill in Wellington and Christchurch.

15

%

Increase in address validation

in FY24, significantly improving

our delivery accuracy and

sorting efficiency

50Freightways Group Limited and its subsidiariesfreightways.co.nz51Freightways Annual Report | Financial Year ended 30 June 2024

SDG 13:
Climate


action

Areas of focus

• The average age of linehaul

vehicles within our direct

control is four years or less.

• Committed to assist in the

development of circular use

of waste.

CASE STUDY: USING AN EV FOR COURIER DELIVERIES

Albert Padilla is a contractor driver at our North Harbour

branch in Auckland. In July 2023, he bought a Ford E

Transit 2023 vehicle for his business.

He did so because of the fuel savings, and because his run

is closer to the depot, so range isn’t an issue. Albert likes

the fact that the vehicle is quiet, that he’s not causing any

air pollution and that he can save money.

However, while his EV works well for his loads and range,

it would be more of an issue for those with longer runs.

Albert says he is fortunate to be set up with a charger

at home, so he can charge his EV each evening, which is

enough to get him through the next day.

“My EV works well for me and my circumstances,”

says Albert. “It’s good to be using a cleaner vehicle on my

run, and my customers like to see their packages being

delivered with an EV.”

EVs are still not without their challenges, he says.

The eight year battery warranty is meaningless for a

courier because drivers change their vehicles more

regularly than this. EVs are also not well suited to rural

areas because the battery is not supposed to be shaken,

and they cannot be driven in flooded areas. They also

typically cost more than conventional courier vehicles.

While the challenges of owning a commercial EV are still

very real, we celebrate Albert for being one of the first

contractors in our Group to own one.

VEHICLE LIFE CYCLE

A pre-requisite of being part of the Freightways network

is that drivers ensure all vehicles are modern and in

good condition.

The rates we charge include an allowance for vehicle

expenditure and capital outlay for our contractors and

also our non-contractor operated businesses.

Modern vehicles are also more fuel efficient and cleaner

burning because of advances in engine technology and

the use of catalytic converters, which infuse oxygen into

the exhaust.

The average age for our linehaul vehicles is around four

years old. That’s because of the distances they cover and

the need to retain reliability and a strong brand presence.

Our light commercial fleets accumulate mileage through

lots of short, urban trips, so the vehicles are a little older on

average because they take longer to accumulate miles.

Increasingly, our new vehicles meet the Euro 6 standard

which sets out the latest, reduced acceptable limits of

harmful pollutants that can be emitted by commercial

vehicles in the EU.

SUPPORTING THE CIRCULAR ECONOMY

In Australia, our Shred-X and Med-X

brands are actively driving the

development of a circular economy,

a system that minimises waste and

maximises the value of resources.

Med-X is making significant strides in

sustainability, particularly in the launch of

it’s SharpCYCLE™ brand - a range of 100%

recyclable single-use sharps containers and

development of accompanying recycling

system. This innovative system, whereby

collected single-use containers are decanted,

separated from their contents, treated and

then granulated for remanufacture into other

plastic products, is estimated to reduce sharps

container landfill volumes by over 28%.

Shred-X's commitment to recycling is not just a

statement but a significant action. By diverting

a staggering 45,000 tonnes of paper, including

confidential documents and intellectual property,

from landfills across Australia, Shred-X is making a

substantial and tangible impact on waste reduction.

Euro 6 standard vehicle count July 2024

2

PARCELINE

30

PRODUCEPRONTO

15

BIG CHILL

1

ALLIED EXPRESS

Image:

North Harbour,

Auckland contractor,

Albert Padilla and

Freightways CEO,

Mark Troughear.

Processing eWaste is also a core service for Shred-X,

which has full GCC certification to collect, decommission,

destroy data, recover value, and recycle materials.

Shred-X holds the highest industry certifications for its

eWaste disposal services, including NAID AAA and SERI

R2v3 certification which is the most widely adopted

sustainability standard for the reuse and recycling of

used electronics worldwide. In FY24, Shred-X collected

and recycled in excess of 750,000 kgs of eWaste and

repurposed over 80,000 kgs of IT assets and components

during the same period.

Textile recycling is the new edge for the circular economy,

and Shred-X has been a front runner in finding value in

repurposing textile waste. In FY24, Shred-X expanded

its collection, consolidation, and sortation services

and successfully diverted at least one million kilograms

of textiles from landfills. They have developed strong

relationships with Australian recyclers and joined

Seamless, Australia's product stewardship scheme for

textiles, which launched in July this year. Shred-X's role is

to drive circularity by connecting waste producers with

high-value recycling outcomes in the coming months.

52Freightways Group Limited and its subsidiariesfreightways.co.nz53Freightways Annual Report | Financial Year ended 30 June 2024

MARK CAIRNS
Chairman

BE (Hons), BBS, MMGT, FIPENZ,

CF Inst D

PETER KEAN

Director

PMD – Harvard

ABBY FOOTE

Director

LLB (Hons), BCA, CF Inst D,

INFINZ (Cert)

FIONA OLIVER

Director

LLB, BA. CF Inst D

MATTHEW COCKER

Chief Information Officer

PHD – Georgetown University

NEIL WILSON

General Manager

Freightways

AARON STUBBING

General Manager

Express Package Division

MARK RUSHWORTH

Director

BE (Hons), MEM

DAVID GIBSON

Director

BCom, LLB (Hons)

LEADERSHIP

Our

Board

MARK TROUGHEAR

Chief Executive Officer

BMS – University of Waikato

STEPHAN DESCHAMPS

Chief Financial Officer

MBA, Master in Finance, B Poli Sci,

M Fin - Institut d'Etudes Politique, Paris

NICOLA SILKE

General Counsel

and Company Secretary

LLB (Hons), BA – University of Canterbury

AMI VAN GILS

Head of People & Culture

BA – University of Auckland

Our

Leadership

54Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz55

DIRECTORS
The names and profiles of the Directors of the Company in office at the date of this report are:

INDEPENDENCE OF THE BOARD

The Board has determined for the purposes of the NZX Listing Rules that, as at

30 June 2024, Mark Cairns, Abby Foote, David Gibson, Peter Kean, Fiona Oliver

and Mark Rushworth are independent Directors.

The Board assessed each Director's independence with regard to the

NZX Listing Rules, the interests and relationships of each Director and by

considering each of the factors set out in Table 2.4 of the NZX Corporate

Governance Code. The Board is satisfied that none of the factors set out in

Table 2.4 apply to any of the Directors.

The Directors of Freightways Group Limited (Freightways) resolved to submit the following report with respect to the financial position of the Group as at

30 June 2024 and its financial performance and cash flows for the year ended on that date.

Mark Cairns | BE (Hons), BBS, MMGT, FEngNZ, CF Inst D

Mark was appointed a Director in April 2021. He was Chief Executive of Port

of Tauranga, New Zealand’s largest and most successful port, from 2005 until

his retirement in June 2021 to pursue a full-time governance career. Mark was

previously Chief Executive of Toll Owens Limited and Owens Cargo Company

Limited. Mark has extensive experience in logistics, infrastructure, contracting

and significant exposure to capital markets. Mark is also a director of

Auckland International Airport Limited.

Abby Foote | LLB (Hons), BCA, CF Inst D, INFINZ (cert)

Abby was appointed a Director in June 2018. She is a professional director

with over 15 years governance experience, with qualifications in both law

and accounting. Abby has experience in a range of senior management,

finance and legal roles, with a focus on corporate finance and commercial

transactions. Abby is currently a director of KMD Brands Limited.

David Gibson | B.Com, LLB (Hons)

David was appointed to the Board in April 2022. David is a professional

director and has a strong background in strategy and finance with over 20

years investment banking experience, including as Co-Head of Investment

Banking in New Zealand for Deutsche Bank and Deutsche Craigs. During his

finance career David has advised on many of New Zealand’s largest capital

market transactions. David is also a director of Contact Energy Limited, NZME

Limited, Goodman NZ and Rangatira Limited.

Peter Kean | PMD Harvard

Peter was appointed a Director in July 2016. He brings to Freightways many

years of senior executive experience with the Lion group of companies in

both New Zealand and Australia. Peter's last executive roles were as Managing

Director of Lion Nathan New Zealand and Managing Director of Lion Dairy

and Drinks, based in Melbourne. Peter retired from Lion in 2014 and has since

developed his career in governance. Peter is involved in a number of private

companies both in New Zealand and in Australia.

Fiona Oliver | LLB, BA, CF Inst D

Fiona was appointed a Director in July 2021. She is a professional director,

holding governance roles across a range of business sectors including

infrastructure, retirement villages, technology, and financial services. She

is a director of Summerset Group Limited, Gentrack Group Limited, Clarus

(previously the First Gas Group), Listed Investment Vehicles Marlin Global,

Barramundi and Kingfish and Wynyard Group Limited (in liquidation). Fiona’s

executive career was in financial services in New Zealand and overseas. In New

Zealand, she managed BT Funds Management, Westpac’s investment arm, and

AMP’s Wealth Management division. In Sydney and London, Fiona managed

the Risk and Operations function of AMP’s global private capital division.

Fiona has also practised as a senior corporate solicitor in New Zealand and

overseas, specialising in mergers and acquisitions.

Mark Rushworth | BE (Hons), MEM

Mark was appointed a Director in September 2015. He has extensive

experience in the technology sector, with a decade’s governance experience,

predominantly in the high tech and innovation space. An electrical engineer

by training, with widespread operations and marketing experience, he spent 4

years on the senior executive team of Vodafone NZ, where among other things

he had executive accountability for the fixed line business and as Director of

Marketing. Mark previously served as chief executive of Pacific Fibre, ihug and

financial services company, Paymark Limited. Mark is currently Chief Executive

Officer of private equity owned UP Education and a director of a number of

private companies.

Directors’ Report

Freightways Group Limited and its subsidiariesfreightways.co.nz5756Freightways Annual Report | Financial Year ended 30 June 2024

BOARD SKILLS MATRIX
The Board focuses on governance, strategy and the oversight of the performance of the different Freightways businesses and brands. The Directors bring both

proven experience in governance and a strong background in business to their decision making. Together, they provide the wide-ranging skills needed to ensure the

Board has the expertise to set and approve strategic direction, make senior management appointments, monitor performance, manage risk and oversee our many

stakeholder relationships. The Board Skills Matrix below sets out the skills of the Directors against the range of expertise Freightways requires to succeed.

PRINCIPAL ACTIVITIES

The principal activities of the Group during the year ended 30 June 2024 were the operation of express package & business mail services and information

management services.

Directors’ Report

Skills & Experience: AreaSkills & Experience: Description

H = High competency, knowledge and experience

P = Practised/direct experience

A = Awareness

GovernanceUnderstanding of legal and regulatory frameworks

underpinning corporate governance principles

6

New Zealand &

Australian Listed

Markets

Experience as a Non-Executive Director of a listed entity

(NZ or Australian)

51

Audit and RiskExperience in identifying, assessing and monitoring

systemic, existing and emerging financial and

non-financial risks

33

Business Operations

at Scale

Experience operating a large and/or complex company

or group of companies in multiple countries over a period

of time

312

International Transport,

Logistics, & Sector

Aligned Expertise

Experience and expertise in the international transport,

logistics, freight or associated sectors

123

Marketing, Brand, &

Sales

Experience in brand development, customer relationships

and supply chain

312

IT Platforms and Digital

Innovation

Experience in technology and innovation and the impact on

business operations and customer experience

132

Australian MarketExperience and understanding of the Australian market,

including the macro-political and economic environments

42

Health & SafetyExperience with the development and oversight of

frameworks focused on the identification, assessment and

assurance of operational workplace, health and safety risks

42

Environmental & Social Understanding the potential risks and opportunities from an

environmental and social perspective

24

EntrepreneurialExperience in starting, managing and scaling new

businesses and innovations

42

Group Fees (per annum)

Position

2024

$

2023

$

Board of DirectorsChair185,000180,000

Board of DirectorsMember100,000100,000

Audit & Risk CommitteeChair23,00020,000

Audit & Risk CommitteeMember14,000-

People & Safety CommitteeChair19,00015,000

People & Safety CommitteeMember10,000-

Committee work pool (if required)42,14542,145

Total annual fee pool limit965,0008 57, 1 4 5

DIRECTORS HOLDING OFFICE DURING THE YEAR WERE:

Parent:

Mark Cairns (Chairman)

Abby Foote

David Gibson

Peter Kean

Fiona Oliver

Mark Rushworth

Subsidiaries:

Mark Troughear

Stephan Deschamps

Stephen Micallef (Australian subsidiaries only)

2024

$000

2023

$000

Operating revenue1,209,1511,121,620

Operating profit before interest and income tax136,358133,962

Net interest and finance costs(35,062)(28,585)

Profit before income tax101,296105,377

Income tax(30,370)(30,080)

Profit for the year attributable to the shareholders70,92675,297

CONSOLIDATED RESULT FOR THE YEAR

Directors’ Report

APPROVED REMUNERATION OF DIRECTORS (EFFECTIVE 1 NOVEMBER 2023):

Director remuneration is paid from the total director fee pool that was last approved by shareholders at the Annual Shareholders Meeting on 26 October 2023.

58

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz59

2024
$

2023

$

Directors of Freightways (Parent company)

Mark Cairns199,333180,000

Abby Foote122,000120,000

David Gibson109,333100,000

Peter Kean117, 6 67115,000

Fiona Oliver106,667100,000

Mark Rushworth106,667100,000

Total non-executive Directors761,667715,000

Directors of the Company’s subsidiaries do not receive any remuneration or other benefits in their capacity as a director of those companies, except

indemnity and insurance referred to in the Directors’ and Officers’ Liability Insurance section on page 16.

REMUNERATION RECEIVED BY DIRECTORS

2024

$

2023

$

CEO – Mark Troughear

Salary1,013,000945,000

Benefits41,00039,000

Subtotal1,054,000984,000

Pay for Performance

STI436,000511,000

LT I267,000298,000

Subtotal703,000809,000

Total remuneration1,757,0001,793,000

CHIEF EXECUTIVE'S REMUNERATION

Directors’ Report

Financial

Yea r

CEOTotal remuneration

($000)

% STI against

maximum

% vested LTI

against maximum

Span of LTI

performance period

2024Mark Troughear1,7577991FY21-FY23

2023Mark Troughear1,7939184FY20-FY22

2022Mark Troughear1,668100100N/A

2021Mark Troughear97088-N/A

2020Mark Troughear84372-N/A

The remuneration of the CEO in the remuneration tables above includes the STI and LTI incentive payments made during the year ended 30 June 2024 in

respect of the 2023 financial year performance. No amount is included above in respect of incentive payments for the 2024 financial year, as these were

paid in August 2024.

FIVE-YEAR SUMMARY – CHIEF EXECUTIVE’S REMUNERATION

DescriptionPerformance measuresAchieved (%)

STI55% of base salary. Based on a

combination of financial and non-financial

performance measures.

50% weighting on achievement of Board

approved earnings before interest, tax and

amortisation (EBITA).

75%

50% weighting on individual performance

comprising strategy development & delivery, health

& safety and carbon emissions reduction strategy.

100%

LT IConditional awards of shares under long-term

incentive scheme with a vesting period of 3 years

ending 30 June 2024.

Relative TSR (rTSR) - Based on Freightways’ TSR

compared to that of the constituents of the

NZX50 Index over the vesting period. 50% of the

rTSR Share Rights eligible for vesting will vest if

Freightways outperforms the NZX50 Index median,

pro-rated up to 100% for achieving the 75th

quartile of the Index constituents.

Not achieved

Absolute TSR (aTSR) - Up to 50% of Share Rights

will vest based on net operating profit after tax

(NOPAT) exceeding a cost of capital hurdle over

the vesting period.

75% achieved and will

be exercised in the first

half of FY25

BREAKDOWN OF CHIEF EXECUTIVE’S PAY FOR PERFORMANCE (RELATED TO FY24 OBJECTIVES)

Directors’ Report

60Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz61

01.07.202101.10.202101.01.202201.04.202201.07.202201.10.202201.01.202301.04.202301.07.202301.10.202301.01.202401.04.2024
75th PercentileFreightways Group Limited50th PercentileS&P NZX 50 Index

0%

80%

60%

40%

100%

120%

20%

140%

Fixed

-

400

600

200

800

1,000

1,200

1,400

1,600

1,800

2,000

Base Salary & BenefitsAnnual VariableLTI vested during the year

On-planMaximum

REMUNERATION OF OTHER OFFICERS

Fixed remuneration of other officers, not being Directors of the Company,

representing a range from 78.5% to 80.5% of their total remuneration, is

benchmarked to market and consists of base salary and matched KiwiSaver

contributions up to a maximum of 3%. The officers participate in an at-risk

short-term incentive (STI) scheme, representing a range from 19.5% to 21.5%

of their total remuneration, that reflects the achievement of predetermined

company profit levels and individual performance objectives aligned to

business strategy and goals. In addition, the officers receive a range from

1% to 2% of earnings before interest, tax and amortisation (EBITA) over a

Board approved EBITA target. The officers also participate in the Freightways

Senior Executive Performance Share Plan (the ‘Plan’) described in Note 22

of the Financial Statements by way of an annual allocation of Performance

Share Rights (PSRs). The PSRs have a 3-year vesting period and are subject

to the achievement of financial hurdles, as described in Note 22. Both the

STI scheme and Senior Executive Performance Share Plan are variable,

performance-based incentives and are only awarded if specific financial and

non-financial performance hurdles are met, and at the discretion of the Board.

REMUNERATION FRAMEWORK

The remuneration framework of the Company is detailed in the Company’s

Remuneration Policy (which can be found at https://www.freightways.co.nz/

about/corporate-governance/) and is overseen by the People & Safety

Committee. Further information on the Remuneration Policy and the People

& Safety Committee is set out within the Corporate Governance Statement

on page 68.

CHIEF EXECUTIVE’S REMUNERATION

PERFORMANCE PAY FOR FY24

$000

TSR %

THREE-YEAR SUMMARY: TSR PERFORMANCE

Directors’ Report

Group

2024202320242023

$100,000 – $109,99928136$340,000 – $349,99942

$110,000 – $119,99911296$350,000 – $359,999-4

$120,000 – $129,9999863$360,000 – $369,99921

$130,000 – $139,9996748$370,000 – $379,99922

$140,000 – $149,9992233$380,000 – $389,9992-

$150,000 – $159,9992724$390,000 – $399,9991-

$160,000 – $169,9993122$400,000 – $409,9992-

$170,000 – $179,9992324$410,000 – $419,99911

$190,000 – $199,9991913$440,000 – $449,999-1

$200,000 – $209,9991613$450,000 – $459,9991-

$210,000 – $219,999179$470,000 – $479,9991-

$220,000 – $229,999118$550,000 – $559,999-1

$230,000 – $239,99944$560,000 – $569,9991-

$240,000 – $249,99974$580,000 – $589,999-1

$250,000 – $259,99976$600,000 – $609,9991-

$260,000 – $269,99951$610,000 – $619,999-1

$270,000 – $279,99954$640,000 – $649,99911

$280,000 – $289,99921$650,000 – $659,999-1

$290,000 – $299,99924$840,000 – $849,99911

$300,000 – $309,99942$1,750,000 – $1,759,9991-

$310,000 – $319,99911$1,790,000 – $1,799,999-1

$320,000 – $329,99921Total Employees549550

$330,000 – $339,99931

REMUNERATION OF EMPLOYEES

The following table notes the number of employees or former employees, not being Directors of the Company, within the Group who, during the reporting period,

received remuneration and any other benefits in their capacity as employees, the value of which was or exceeded $100,000 per annum, in brackets of $10,000:

Directors’ Report

62Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz63

Number Acquired/
(Disposed)

Cost / (Sale)

$000

Abby Foote

Ordinary shares acquired on 2 October 2023 under the Freightways Dividend

Reinvestment Plan (DRP) 3023

Fiona Oliver

Ordinary shares acquired on 2 October 2023 under the Freightways DRP 591

Fully-paid ordinary shares

Director

Mark Cairns50,000

Abby Foote14,665

David Gibson20,812

Peter Kean51,500

Fiona Oliver2,859

Mark Rushworth28,000

The following table shows transactions recorded in respect of securities acquired or disposed of by Directors of Freightways Group Limited during the year ended

30 June 2024:

FREIGHTWAYS GROUP LIMITED SHARES

At 30 June 2024 Directors of Freightways Group Limited held the following number of equity securities in the Company:

ENTRIES IN THE REGISTER OF DIRECTORS’ INTERESTS

The Register of Directors’ Interests records that the following Directors of Freightways Group Limited have an equity interest in the Company.

Directors’ Report

NameName of company / entityNature of interest

Abby Foote Christchurch City Holdings LimitedDirector**

KMD Brands LimitedDirector

Sanford LimitedDirector**

David Gibson

Goodman Property Services group companies

(including GMT Bond Issuer Limited)Director

NZME LimitedDirector

Rangatira Limited Director

Contact Energy LimitedDirector*

Fiona OliverBarramundi LimitedDirector

Gentrack Group LimitedDirector

Clarus (previously First Gas group companies)Director

Kingfish LimitedDirector

Marlin Global LimitedDirector

Guardians of New Zealand SuperannuationDirector

Summerset Group Holdings LimitedDirector

Mark CairnsAuckland International Airport LimitedDirector

Meridian Energy LimitedDirector**

Ministerial Advisory Group on the Kiwirail Interisland

Ferry serviceIndependent expert advisor*

Mark RushworthUP EducationGroup Chief Executive

Peter KeenTrojan Holdings LimitedDirector

* Entry added by notice given by the Director during the year.

** Entry removed by notice given by the Director during the year.

OTHER INTERESTS

Listed below are details of the entries made in the Interests Register of the Company during the year, together with the existing entries as at 30 June 2024.

Directors’ Report

64Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz65

Financial
statements

68 Independent Auditors Report

74 Income Statement

75 Statement of Comprehensive Income

76 Statement of Changes in Equity

77 Balance Sheet

78 Statement of Cash Flows

79 Notes to the Financial Statements

122 Shareholder Information

124 Corporate Governance Statement

128 Directory

129 Company Particulars

DIRECTORS’ AND OFFICERS’ LIABILITY INSURANCE

Deeds of indemnity have been granted by the Company in favour of the Directors of the Company and its subsidiaries, to the fullest extent permitted by

the Companies Act 1993. In accordance with the deeds of indemnity, the Company has insured all its Directors and the Directors of its subsidiaries against

liabilities to other parties (except the Company or a related party of the Company) that may arise from their positions as Directors. Freightways’ liability

insurance also covers Officers of the Group. The insurance does not cover liabilities arising from criminal actions.

For and on behalf of the Board this 19

th

day of August 2024.

Abigail Foote

Director

Mark Cairns

Chairman

Directors’ Report

Freightways Group Limited and its subsidiariesfreightways.co.nz6766Freightways Annual Report | Financial Year ended 30 June 2024


Independent auditor’s report

To the shareholders of Freightways Group Limited

Our opinion

In our opinion, the accompanying financial statements of Freightways Group Limited (the Company),

including its subsidiaries (the Group), present fairly, in all material respects, the financial position of the

Group as at 30 June 2024, its financial performance and its cash flows for the year then ended in

accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards Accounting Standards (IFRS Accounting Standards).

What we have audited

The Group's financial statements comprise:

●the balance sheet as at 30 June 2024;

●the income statement for the year then ended;

●the statement of comprehensive income for the year then ended;

●the statement of changes in equity for the year then ended;

●the statement of cash flows for the year then ended; and

●the notes to the financial statements, comprising material accounting policy information and other

explanatory information.


Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in theAuditor’s responsibilities for the audit of the financial statementssection of our

report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Group in accordance with Professional and Ethical Standard 1International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

Zealand)(PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the

International Code of Ethics for Professional Accountants (including International Independence

Standards)issued by the International Ethics Standards Board for Accountants (IESBA Code), and we

have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of a greenhouse gas emissions

preconditions assessment in relation to climate reporting. In addition, certain partners and employees

of our firm may deal with the Group on normal terms within the ordinary course of trading activities of

the Group. The provision of these other services and relationships has not impaired our independence

as auditor of the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in

our audit of the financial statements of the current year. These matters were addressed in the context

of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on these matters.


PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz




Description of the key audit matterHow our audit addressed the key audit matter

Revenue recognition

The Group’s revenue of $1,209 million for

the current year primarily consisted of

express package and business mail –

courier, express freight, refrigerated

transport and storage, and postal

services, and information management –

storage, destruction and digital services,

as disclosed in Note 3 of the financial

statements.

The Group has deferred revenue of $14.5

million included in contract liabilities for

service obligations not yet performed as

at 30 June 2024.

Revenue recognition under NZ IFRS 15 is

a key audit matter due to the number of

revenue streams and information systems

used to record revenue. Management

judgement is also required to estimate the

contract liability for deferred revenue

based upon historical usage patterns as

disclosed in Note 19.

We obtained an understanding and evaluated the

Group’s processes and controls relating to revenue

recognition for each material revenue stream and

recognition of a contract liability for deferred revenue.

Our audit procedures in relation to revenue recognition

for each material revenue stream included:

●challenging the material judgements made by

management in applying the standard, including

assessing a sample of individual contracts against

the requirements of NZ IFRS 15, particularly the

determination of performance obligations;

●performing a test of controls to ensure the

controls in place are effective to prevent and

detect material misstatement at a transactional

level;

●performing substantive analytical procedures to

ensure the accuracy of revenue for specific

revenue streams, including considering the

reliability of the data used in the analytics;

●testing a sample of revenue transactions to

assess the completion of performance obligations;

●testing a sample of revenue transactions to

assess the accuracy of pricing to supporting

documentation;

●for a sample of transactions within accounts

receivable at balance date we obtained either

confirmation of the amount owing from the

customer, or evidence of the amount owing from

alternative procedures including testing of

subsequent receipts or shipping documentation;

and

●assessing the disclosures made against the

requirements of the accounting standards.

●Our audit procedures in relation to the contract

liability for deferred revenue included:

●testing the system reports from which the data

used in the contract liability calculation is derived;

and

●understanding the models used by management

to determine the release to revenue for estimated

unredeemed tickets based upon historical usage

patterns and testing them by utilising substantive

analytical procedures.

PwC


Independent Auditor's Report

To the shareholders of Freightways Group Limited

Independent Auditor's Report

To the shareholders of Freightways Group Limited

68Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz69



Description of the key audit matterHow our audit addressed the key audit matter

Impairment assessment of goodwill

and indefinite lived brand names

As disclosed in Note 14, the Group has

goodwill and indefinite lived brands with

carrying values of $411.1 million and

$157.4 million respectively (30 June 2023:

$406.7 million and $157.3 million).

Goodwill and brand names are allocated

to cash-generating units (CGUs) for the

purpose of impairment testing.

Management performed an annual

impairment assessment using value in

use (VIU) models to determine whether

the carrying value of assets held by each

CGU is recoverable.

The carrying value of goodwill and

indefinite lived brands is an area of focus

for the audit and a key audit matter as it is

a significant amount on the balance sheet

and involves estimation and judgement

about future business performance which

includes certain key assumptions such as

revenue growth, earnings before Interest,

tax, depreciation and amortisation

(EBITDA) margin, terminal year growth

rate, the pre-tax discount rate and the

likely impact of climate change.

For each CGU, the recoverable amount

based on the value in use calculation was

higher than the carrying value of the CGU

and as a result, no impairment charge

was recognised.

Based on the level of headroom and the sensitivity to

impairment of each CGU, our audit procedures

relating to the estimates and judgments in the VIU

models include the following:

●gaining an understanding of the business process

and controls applied by management in preparing

the impairment assessments;

●considering the appropriateness of the

determination of each CGU and recalculating the

carrying amounts of the CGU net assets;

●evaluating whether corporate costs had been

allocated appropriately and included in the cash

flows for each CGU;

●testing the mathematical accuracy of the models

used to determine the VIU of each CGU;

●reviewing historical years actual revenue and

EBITDA against the original budgeted

performance to determine the reliability of the

budgeting process and considering the impact on

forecast performance;

●obtaining an understanding of the current and

forecast outlook for the business and

management’s basis for determining the key

assumptions in preparing the forecast cash flows.

This included management's assessment of the

likely impact of climate change;

●agreeing forecast future performance included in

the impairment assessments to the budgets

approved by the Board of Directors, based on the

three year forecasts with a growth rate applied for

the future periods;

●with the assistance of our auditor’s valuation

expert, assessing the appropriateness of the

terminal growth and discount rates and assessing

these against industry trends and external market

forecasts; and

●performing a sensitivity analysis over key

assumptions to determine whether reasonably

possible changes would result in impairment of

goodwill.

●We also reviewed the financial statements for

appropriate identification and disclosure of key

assumptions, including the impact of reasonably

possible changes which would result in an

impairment.


PwC




Our audit approach


Overview

Overall group materiality: $5 million, which represents approximately

5% of profit before tax.

We chose profit before tax as the benchmark because, in our view, it

is the benchmark against which the performance of the Group is

most commonly measured by users, and is a generally accepted

benchmark.

Following our assessment of the risk of material misstatement

●Full scope audits were performed for four components of the

Group based on their financial significance

●Specified audit procedures and analytical review procedures

were performed on the remaining 18 entities.

As reported above, we have two key audit matters, being:

●Revenue recognition

●Impairment assessment of goodwill and indefinite lived brand

names


As part of designing our audit, we determined materiality and assessed the risks of material

misstatement in the financial statements. In particular, we considered where management made

subjective judgements; for example, in respect of significant accounting estimates that involved

making assumptions and considering future events that are inherently uncertain. As in all of our audits,

we also addressed the risk of management override of internal controls, including among other

matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain

reasonable assurance about whether the financial statements are free from material misstatement.

Misstatements may arise due to fraud or error. They are considered material if, individually or in

aggregate, they could reasonably be expected to influence the economic decisions of users taken on

the basis of the financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall Group materiality for the financial statements as a whole as set out above. These,

together with qualitative considerations, helped us to determine the scope of our audit, the nature,

timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually

and in aggregate, on the financial statements as a whole.

How we tailored our group audit scope

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion

on the financial statements as a whole, taking into account the structure of the Group, the accounting

processes and controls, and the industry in which the Group operates.

PwC


Independent Auditor's Report

To the shareholders of Freightways Group Limited

Independent Auditor's Report

To the shareholders of Freightways Group Limited

70Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz71



Other information

The Directors are responsible for the other information. The other information comprises the

information included in the Annual report, but does not include the financial statements and our

auditor's report thereon, and the Climate-related Disclosures to be published at a later date. Other

than the Climate-related Disclosures which we will receive at a later date, we received all other

information expected to be included in the annual report

Our opinion on the financial statements does not cover the other information and we do not and will

not express any form of audit opinion or assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other

information and, in doing so, consider whether the other information is materially inconsistent with the

financial statements or our knowledge obtained in the audit, or otherwise appears to be materially

misstated. If, based on the work we have performed on the other information that we obtained prior to

the date of this auditor’s report, 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.

When we read the Climate-related Disclosures, if we conclude that there is a material misstatement

therein, we are required to communicate the matter to the Directors and use our professional

judgement to determine the appropriate action to take.

Responsibilities of the Directors for the financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of

the financial statements in accordance with NZ IFRS and IFRS Accounting 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 financial statements, the Directors are responsible for assessing the Group’s ability to

continue as a going concern, disclosing, as applicable, matters related to going concern and using the

going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease

operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole,

are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that

includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that

an audit conducted in accordance with ISAs (NZ) and ISAs 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 financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the

External Reporting Board’s website at:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report.

PwC


Whowereportto

This report is made solely to the Company’s shareholders, as a body. Our audit work has been

undertaken so that we might state those matters which 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.

The engagement partner on the audit resulting in this independent auditor’s report is Keren Blakey.

For and on behalf of:

Chartered Accountants

19 August 2024

Auckland

PwC

Independent Auditor's Report

To the shareholders of Freightways Group Limited

Independent Auditor's Report

To the shareholders of Freightways Group Limited

72Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz73

Group
Note

2024

$000

2023

$000

Operating revenue2 & 31,209,1511,121,620

Transport and logistics expenses(523,892)(479,169)

Employee benefits expenses(338,679)(309,879)

Occupancy expenses(6,176)(6,935)

General and administration expenses(111,297)(110,754)

Depreciation and software amortisation4(80,121)(69,598)

Amortisation of intangibles4(12,628)(11,323)

Operating profit before interest and income tax136,358133,962

Net interest and finance costs4(35,062)(28,585)

Profit before income tax101,296105,377

Total income tax5(30,370)(30,080)

Profit for the year 70,92675,297

Profit for the year is attributable to:

Owners of the parent70,75975,144

Non-controlling interests167153

70,92675,297

Earnings per share25

Basic earnings per share (cents)39.8 43.1

Diluted earnings per share (cents)39.743.1

NB: All revenue and earnings are from continuing operations.

The above Income Statement should be read in conjunction with the accompanying notes.

Income Statement

For the year ended 30 June 2024

Group

Note

2024

$000

2023

$000

Profit for the year (NPAT)70,92675,297

Other comprehensive income

Items that may be reclassified subsequently to profit or loss:

Exchange differences on translation of foreign operations211,862(5,796)

Cash flow hedges taken directly to equity, net of tax21(1,380)226

Total other comprehensive income after income tax482(5,570)

Total comprehensive income for the year 71,40869,727

Total comprehensive income for the year is attributable to:

Owners of the parent71,24169, 574

Non-controlling interests167153

71,40869,727

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

Statement of Comprehensive Income

For the year ended 30 June 2024

The Board of Directors of Freightways Group Limited authorised these financial statements for issue on the date below.

For and on behalf of the Board this 19

th

day of August 2024.

Mark Cairns

Chairman

Abigail Foote

Director

74Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz75

Group



Note

Contributed

equity



$000

Retained

earnings



$000

Cash flow

hedge

reserve


$000

Foreign

currency

translation

reserve

$000

Non-

controlling

interests

$000

To t a l

equity

$000

Balance at 1 July 2022184,349173,9392,178(4 ,0 87)235356,614

Profit for the year-75,144--15375,297

Exchange differences on translation

of foreign operations---(5,796)-(5,796)

Cash flow hedges taken directly

to equity, net of tax--226--226

Total Comprehensive Income-75,144226(5,796)15369,727

Dividend payments6-(63,465)---(63,465)

Shares issued21113,726----113,726

Balance at 30 June 2023298,075185,6182,404(9,883)388476,602

Profit for the year-70,759--16770,926

Exchange differences on translation

of foreign operations---1,862-1,862

Cash flow hedges taken directly

to equity, net of tax--(1,380)--(1,380)

Total Comprehensive Income-70,759(1 , 3 8 0)1,86216771,408

Dividend payments6-(65,901)--(151)(66,052)

Shares issued2110,311----10,311

Balance at 30 June 2024308,386190,4761,024(8,021)404492,269

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

Statement of Changes in Equity

For the year ended 30 June 2024

Group

Note

2024

$000

2023

$000

Current assets

Cash and cash equivalents735,65344,485

Trade and other receivables8160,610150,434

Inventories99, 4 479,650

Contract assets1 , 4731,875

Derivative financial instruments104911,126

Total current assets2 0 7, 6 742 0 7, 57 0

Non-current assets

Trade receivables and other non-current assets86,1945,999

Loans to related parties180-

Property, plant and equipment12160,677155,200

Right-of-use assets13336,083315,536

Intangible assets14668,94167 7, 6 39

Investment in associates and joint venture1513,33512,480

Derivative financial instruments109382,212

Total non-current assets1,186,3481,169,066

Total assets1,394,0221,376,636

Current liabilities

Trade and other payables17152,564138,602

Lease liabilities1351,40044 ,774

Income tax payable17, 29716,807

Provisions183,1453,552

Contract liability1914,49714,407

Total current liabilities238,903218,142

Non-current liabilities

Trade and other payables171,9204,159

Borrowings20265,674297,194

Deferred tax liability1652,19256,824

Provisions1811,39710,216

Lease liabilities13331,667313,499

Total non-current liabilities662,850681,892

Total liabilities901,753900,034

NET ASSETS492,269476,602

EQUITY

Contributed equity21308,386298,075

Retained earnings19 0 , 476185,618

Cash flow hedge reserve101,0242,404

Foreign currency translation reserve(8,021)(9,883)

21491,865476,214

Non-controlling interests404388

TOTAL EQUITY492,269476,602

The above Balance Sheet should be read in conjunction with the accompanying notes.

Balance Sheet

As at 30 June 2024

76Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz77

Group
Note

2024

$000

Inflows

(Outflows)

2023

$000

Inflows

(Outflows)

Cash flows from operating activities

Receipts from customers1,201,4791,119,913

Payments to suppliers and employees(976,160)(909,812)

Cash generated from operations225,319210,101

Interest received8791,003

Interest and other costs of finance paid(35,941)(29,589)

Income taxes paid(33,594)(25,707)

Net cash inflows from operating activities23156,663155,808

Cash flows from investing activities

Payments for property, plant and equipment(28,919)(34,190)

Payments for software (2,518)(3,061)

Proceeds from disposal of property, plant and equipment5892,296

Payments for businesses acquired (net of cash acquired) 30(858)(128,472)

Payments for investment in associates-(612)

Receipts from joint venture and associate1,1502,711

Net cash outflows from investing activities(30,556)(161 , 32 8)

Cash flows from financing activities

Dividends paid(57,181)(63,465)

(Decrease) increase in bank borrowings(26,993)128,088

Proceeds from issue of ordinary shares 601644

Principal elements of lease payments(50,204)(41,734)

Net cash (outflows) inflows from financing activities(133,777)23,533

Net (decrease) increase in cash and cash equivalents(7,670)18,013

Cash and cash equivalents at beginning of year44,48524,137

Exchange rate adjustments (1,162)2,335

Cash and cash equivalents at end of year735,65344,485

The above Statement of Cash Flows should be read in conjunction with the accompanying notes.

Statement of Cash Flows

For the year ended 30 June 2024

NOTE 1. MATERIAL ACCOUNTING POLICY INFORMATION

(a) Reporting entity and statutory base

Freightways Group Limited is a company registered under the Companies

Act 1993 and is an FMC reporting entity under Part 7 of the Financial Markets

Conduct Act 2013. The financial statements of the Group have been prepared

in accordance with the requirements of Part 7 of the Financial Markets

Conduct Act 2013 and the NZX Main Board Listing Rules. In accordance with

the Financial Markets Conduct Act 2013, Group financial statements are

prepared and presented for Freightways Group Limited and its subsidiaries.

Accordingly, separate financial statements for Freightways Group Limited are

not required to be prepared and presented.

The financial statements are stated in New Zealand dollars rounded to the

nearest thousand, unless otherwise indicated.

Basis of preparation

The financial statements of the Group have been prepared in accordance with

Generally Accepted Accounting Practice in New Zealand (NZ GAAP).

The Group is a for-profit entity for the purposes of complying with NZ GAAP.

The financial statements comply with New Zealand equivalents to International

Financial Reporting Standards (NZ IFRS), other New Zealand accounting

standards and authoritative notices that are applicable to entities that apply

NZ IFRS. The financial statements also comply with International Financial

Reporting Standards (IFRS).

The financial statements have been prepared on a historical cost basis, except

for derivative financial instruments and acquisition earn-out payables, which

have been measured at fair value.

The Group has negative working capital of $31.2 million. This is due partly

to contract liability for deferred revenue (prepaid ticket liability) which is

classified as a current liability. The Group has undrawn bank loan facilities as at

30 June 2024 totalling NZD101.4 million to fund short term cash requirements.

(2023: negative working capital of $10.6 million due to contract liability)

Critical accounting estimates and judgements

The preparation of financial statements in conformity with NZ IFRS requires

the use of certain critical accounting estimates, where necessary, and may

require management to exercise judgement in the process of applying the

Group’s accounting policies. Specific areas of critical accounting estimates and

assumptions used are as follows:

(i) Carrying value of indefinite life intangible assets

Impairment assessments are performed by management, annually or

where there is an indicator of impairment, to assess the carrying value of

indefinite life intangible assets, including goodwill and brand names. The

recoverable amounts of cash-generating units have been determined

based on the greater of value-in-use and fair value less cost of disposal

calculations. These calculations require the use of estimates. Refer to

Note 14.

(ii) Customer relationships

The estimation of the useful lives of customer relationships has been

based on historical experience. The useful lives are reviewed at least

once per year and adjustments to useful lives are made when considered

necessary. Refer Note 14.

(iii) Acquisition earn-out amounts payable

The valuation of the Group’s acquisition earn-out amounts payable are

based on the post-acquisition performance of the acquired businesses.

These fair value measurements require, among other things, significant

estimation of post-acquisition performance of the acquired business and

judgement on time value of money. Acquisition earn-out amounts payable

shall be remeasured at their fair value resulting from events or factors

that emerge after the acquisition date, with any resulting gain or loss

recognised in the income statement. Judgement is applied to determine

key assumptions (such as growth in sales and margins) adopted in the

estimate of post-acquisition performance of the acquired business.

Judgement is also applied to determine the appropriate discount rate

applied to calculate the present value of the amount payable. Changes to

key assumptions may impact the future payable amount. Refer to Note 30.

(iv) Purchase price allocation for acquisitions

During the year, the Group acquired businesses as described in Note

30. All identifiable assets and liabilities, including intangible assets, were

measured at fair value at acquisition date. In deriving a fair value for

identifiable intangibles, the Group used a variety of valuations methods

and key assumptions to reflect what a typical market participant would

apply if they were to buy or sell each asset on an individual basis.

Notes to the financial statements

For the year ended 30 June 2024

78Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz79

Notes to the financial statements
For the year ended 30 June 2024

(b) Basis of consolidation

(i) Subsidiaries

Subsidiaries are entities that are controlled either directly by the Company

or where the substance of the relationship between the Company and

the entity indicates the Company controls it. The results of businesses

acquired or disposed of during the year are included in the income

statement from the date of acquisition or up to the date of disposal.

The financial statements include the Company and its subsidiaries

accounted for using the acquisition method. The cost of an acquisition

is measured as the fair value of the assets acquired, equity instruments

issued and liabilities incurred or assumed at the date of acquisition.

Costs directly attributable to the acquisition are expensed to the income

statement. Identifiable assets acquired, liabilities and contingent liabilities

assumed in a business combination are measured initially at their fair

values at acquisition date. The Group recognises any non-controlling

interest in an acquired entity on an acquisition-by-acquisition basis either

at fair value or as the non-controlling interest’s proportionate share of the

acquired entity’s net identifiable assets. The excess of the consideration

transferred over the fair value of the Group’s share of the identifiable net

assets acquired is recorded as goodwill.

All material transactions between subsidiaries or between the Company

and subsidiaries are eliminated on consolidation. Accounting policies of

subsidiaries are consistent with those adopted by the Group.

Any contingent consideration to be transferred by the Group is recognised

at fair value at the acquisition date. Subsequent changes to the fair value

of the contingent consideration that is deemed to be an asset or liability

is recognised in accordance with NZ IFRS 9 in the income statement.

Contingent consideration that is classified as equity is not remeasured,

and its subsequent settlement is accounted for within equity.

(ii) Joint arrangements and joint ventures

The Group applies NZ IFRS 11 to all joint arrangements. Under NZ IFRS 11

investments in joint arrangements are classified as either joint operations

or joint ventures depending on the contractual rights and obligations of

each investor. The Group has assessed the nature of its joint arrangements

and determined them to be joint ventures. Joint ventures are accounted

for using the equity method.

Under the equity method of accounting, interests in joint ventures are

initially recognised at cost and adjusted thereafter to recognise the

Group’s share of the post-acquisition profits or losses and movements in

other comprehensive income. When the Group’s share of losses in joint

venture equals or exceeds its interests in the joint venture (which includes

any long-term interests that, in substance, form part of the Group’s net

investment in the joint venture), the Group does not recognise further

losses, unless it has incurred obligations or made payments on behalf of

the joint venture.

Unrealised gains on transactions between the Group and its joint ventures

are eliminated to the extent of the Group’s interest in the joint ventures.

Unrealised losses are also eliminated unless the transaction provides

evidence of an impairment of the asset transferred. Accounting policies

of joint ventures are changed where necessary to ensure consistency with

the policies adopted by the Group.

(c) Foreign currency translation

(i) Functional and presentation currency

Items included in the financial statements of each entity in the Group are

measured using the currency that best reflects the primary economic

environment in which the entity operates (the “functional currency”). The

financial statements are presented in New Zealand Dollars, which is the

Company’s functional currency and the Group’s presentation currency.

(ii) Transactions and balances

Transactions in foreign currencies are translated into the functional

currency using the foreign exchange rate ruling at the date of the

transaction. Foreign exchange gains and losses resulting from the

settlement of such transactions and from the translation at year-end

exchange rates of monetary assets and liabilities denominated in foreign

currencies are recognised in the income statement, except when deferred

in equity as qualifying cash flow hedges.

(iii) Foreign operations

The results and balance sheets of foreign operations (none of which has

the currency of a hyperinflationary economy) that have a functional

currency different from the presentation currency are translated into the

presentation currency as follows:

- assets and liabilities for the balance sheet presented are translated at

the closing rate at the date of the balance sheet;

- income and expenses for the income statement are translated at

average exchange rates (unless this is not a reasonable approximation

of the cumulative effect of the rates prevailing on the transaction dates,

in which case income and expenses are translated at the dates of the

transactions); and

- all resulting exchange differences are recognised as a separate

component of equity.

Goodwill and fair value adjustments arising on the acquisition of a foreign

operation are treated as assets and liabilities of the foreign operation and

translated at the closing rate.

(d) Impairment of non-financial assets

Assets that have an indefinite life are not subject to amortisation and are

tested annually for impairment. Assets that are subject to amortisation or

depreciation are reviewed for impairment whenever events or changes in

circumstances indicate that the carrying amount may not be recoverable. An

impairment loss is recognised for the amount by which the asset’s carrying

amount exceeds its recoverable amount. The recoverable amount is the

higher of an asset’s fair value, less costs of disposal, and value-in-use. For the

purposes of assessing impairment, assets are grouped at the lowest levels for

which there are separately identifiable cash flows (cash-generating units).

(e) Financial assets

(i) Classification

The Group classifies its financial assets in the following measurement

categories:

- those to be measured subsequently at fair value either through

other comprehensive income or through the income statement; and

- those to be measured at amortised cost.

The classification depends on the Group’s business model for managing

the financial assets and the contractual terms of the cash flows. For

assets measured at fair value, gains and losses will either be recorded in

the income statement or other comprehensive income.

(ii) Recognition and derecognition

Regular purchases and sales of financial assets are recognised on the

trade date, i.e. the date on which the Group commits to purchase or

sell the asset. Financial assets are derecognised when the rights to

receive cash flows from the investments have expired or the Group has

transferred substantially all the risks and rewards of ownership.

(iii) Measurement

At initial recognition, the Group measures a financial asset at its fair

value plus, in the case of a financial asset not at fair value through the

income statement, transaction costs that are directly attributable to the

acquisition of the financial asset. Transaction costs of financial assets

carried at fair value through the income statement are expensed in the

income statement.

(f) Fair value estimation

The fair value of financial assets and financial liabilities is estimated for

recognition and measurement or for disclosure purposes. The fair value of

financial instruments that are not traded in an active market (for example, over

the counter derivatives) are determined using accepted treasury valuation

techniques, such as estimated discounted cash flows, by an external treasury

management system provider. The carrying value of trade receivables (less

provision for doubtful receivables) and payables approximate their fair values.

(g) Goods and services tax (GST)

The income statement and statement of cash flows have been prepared so

that all components are stated exclusive of GST. All items in the balance sheet

are stated net of GST, with the exception of trade receivables and payables,

which include GST invoiced.

(h) Changes in accounting policies

The accounting policies and methods of computation are consistent with

those used in the year ended 30 June 2023.

(i) New accounting standards issued but not yet effective

The new and amended standard and interpretation that has been issued, but

not yet effective, up to the date of issuance of the Group’s financial statements

is disclosed below. The Group intends to adopt the new and amended

standard and interpretation, if applicable, when they become effective.

IFRS 18 Presentation and Disclosure in Financial Statements was issued in

April 2024 as replacement for IAS 1 Presentation of Financial Statements

and becomes effective for reporting periods beginning on or after 1 January

2027. IFRS 18 introduces new requirements on presentation within the income

statement, including specified totals and subtotals. It also requires disclosure of

management-defined performance measures and includes new requirements

for the aggregation and disaggregation of financial information based on the

identified ‘roles’ of the primary financial statements and the notes.

Notes to the financial statements

For the year ended 30 June 2024

80Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz81

NOTE 2. SEGMENT REPORTING
A segment is a component of the Group that can be distinguished from other components of the Group by the products or services it sells, the primary market it

operates in and the risks and returns applicable to it. Operating segments are reported upon in a manner consistent with the internal reporting used by the Chief

Executive Officer, as the chief operating decision maker, and the Board for allocating resources, assessing performance and strategic decision making.

The Group is organised into the following reportable operating segments:

Express package and business mail

Comprises network (hub & spoke) courier, express freight, refrigerated transport, point-to-point courier and postal services.

Information management

Comprises secure paper-based and electronic business information management services. This segment also comprises secure handling, treatment and disposal

of clinical waste, waste renewal and related services.

Corporate and other

Comprises corporate, financing and property management services.

The Group has no individual customer that represents more than 4% of external sales revenue.

Express

Package &

Business Mail

$000

Information

Management

$000

Corporate

$000

Inter-

Segment

Elimination

$000

Consolidated

Operations

$000

Income statement

Sales to external customers995,080214,071--1,209,151

Inter-segment sales4,016 3165,943(10,275) -

To t a l r eve n u e999,096214,3875,943(10,275) 1,209,151

Operating profit (loss) before interest,

income tax, depreciation and software amortisation

and amortisation of intangibles181,861 57, 514(10,268)-229,107

Depreciation and software amortisation(53,437) (25,167) (1,517) -(80,121)

Operating profit (loss) before interest,

income tax and amortisation of intangibles128,42432, 347 (11,785) -148,986

Amortisation of intangibles(10,486)(2,142)--(12,628)

Profit (loss) before interest

and income tax117, 93830,205(11,785)-136,358

Net interest and finance costs(11,680)(5,161)(18,221)-(35,062)

Profit (loss) before income tax106,25825,044(30,006)-101,296

Income tax(29,685)(7,327)6,642-(30,370)

Profit (loss) for the year attributable to

the shareholders76,57317,717(23,364) -70,926

Balance sheet

Segment assets916,854363,388113,780-1,394,022

Segment liabilities441,797181,396278,560-901,753

As at and for the year ended 30 June 2024:

Notes to the financial statements

For the year ended 30 June 2024

Express

Package &

Business Mail

$000

Information

Management

$000

Corporate

$000

Inter-

Segment

Elimination

$000

Consolidated

Operations

$000

Income statement

Sales to external customers9 07, 6 37213,983--1,121,620

Inter-segment sales3,510 3158,125 (11,950) -

To t a l r eve n u e911,147214,2988,125(11 , 9 5 0) 1,121,620

Operating profit (loss) before interest,

income tax, depreciation and software amortisation

and amortisation of intangibles169,776 56,411(11,304)-214,883

Depreciation and software amortisation(44,329) (23,717) (1,552) -(69,598)

Operating profit (loss) before interest,

income tax and amortisation of intangibles125 , 4 4732,694(12,856)-145,285

Amortisation of intangibles(9,050)(2,273)--(11,323)

Profit (loss) before interest

and income tax116,39730,421(12,856)-133,962

Net interest and finance costs(8,606)(4,607)(15,372)-(28,585)

Profit (loss) before income tax107,79125,814(28,228)-105,377

Income tax(29,675)(7,777)7, 372-(30,080)

Profit (loss) for the year attributable to

the shareholders78,11618,037(20,856) -75,297

Balance sheet

Segment assets866,301350,506159,829-1,376,636

Segment liabilities411,652180,8823 07, 5 0 0-900,034

Segment assets and liabilities are disclosed net of inter-company balances.

For the year ended 30 June 2024, external revenue from customers in the Group's New Zealand and Australian operations was $782.9 million and $426.3

million, respectively (2023: $775.8 million and $345.8 million, respectively). As at 30 June 2024, non-current assets in respect of the New Zealand and

Australian operations (excluding deferred tax assets and financial assets) were $809.8 million and $376.5 million, respectively (2023: $779.3 million and

$389.8 million, respectively).

As at and for the year ended 30 June 2023:

Notes to the financial statements

For the year ended 30 June 2024

82Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz83

NOTE 3. REVENUE FROM CONTRACTS WITH CUSTOMERS
Revenue recognition

The majority of contracts the Group entered into with its customers contain

multiple performance obligations. The transaction price is allocated to each

performance obligation based on the stand-alone selling prices. As the

stand-alone selling prices of all goods and services provided are observable

and there is no implicit discount offered, transaction prices allocated to

individual performance obligations usually match with respective stand-

alone selling prices.

(i) Express package & business mail – courier, express freight,

refrigerated transport & storage and postal services

The Group operates network (hub & spoke) courier, express freight,

refrigerated transport and storage, point-to-point courier and postal

services. Revenue from these services is recognised over the time of

delivery, being from the time of acceptance of the goods to delivery to

the final destination. Revenue from sale of postal products is recognised

at the point the sale occurs. Income invoiced and received in advance

of a service being provided is recorded in the balance sheet as ‘Contract

Liability’. This income is brought to account in the year in which the service

is provided. Revenue from refrigerated storage is recognised over time in

the reporting period in which the service is provided.

(ii) Information management – storage and destruction revenue

The Group provides archive management services for documents and

computer media, including storage, retrieval and destruction services. The

Group also provides secure handling, treatment and disposal of clinical

waste, waste renewal and related services. Revenue from these services

is recognised over time in the reporting period in which the service is

provided. Revenue from sale of archive boxes, computer media and

products generated from destruction activities is recognised when control

of the products has transferred, being when the products are delivered to

the customer.

(iii) Information management – digital services

The Group provides digital information management services, including

imaging and document capture (scanning), data extraction, customised

digital workflow solutions and application (app) development, under fixed-

price and variable-price contracts. Revenue from providing these digital

information management services is recognised in the period in which the

services are rendered. For fixed-price contracts, revenue is recognised

based on the actual service provided to the end of the reporting period as

a proportion of the total service to be provided, because the service does

not create an asset with an alternative use to the Group and the Group

has an enforceable right to payment for performance completed. This

revenue is determined based on the efforts expended relative to the total

expected effort.

Estimates of revenues, costs or extent of progress towards completion are

revised if circumstances change. Any resulting increases or decreases in

estimated revenues or costs are reflected in the income statement in the

period in which the circumstances that give rise to the revision become

known by management.

In the case of fixed-price contracts, the customer pays the fixed amount

based on a payment schedule. If the services rendered by the Group

exceed the payment, a contract asset is recognised. If the payments

exceed the services rendered, a contract liability is recognised.

If the contract includes an hourly fee, revenue is recognised in the amount

to which the Group has a right to invoice.

(iv) Financing components

The Group does not expect to have any contracts where the period

between the transfer of the promised goods or services to the customer

and payment by the customer exceeds one year. As a consequence, the

Group does not adjust any of the transaction prices for the time value

of money.

(v) Interest income

Interest income is recognised on a time-proportionate basis using the

effective interest method, which takes into account the effective yield on

the relevant financial asset.

(vi) Dividend income

Dividend income from investments is recognised when the shareholder’s

right to receive payment is established.

Notes to the financial statements

For the year ended 30 June 2024

The Group derives revenue from the transfer of goods and services over time and at a point in time in the following major product lines:

2024

Express Package

and Refrigerated

Transport & Storage

$000

Postal



$000

Storage &

Handling


$000

Destruction

Activities


$000

Other including

Digital Services


$000

To t a l



$000

Revenue from external customers938,87156,20967, 51599,12547, 4 311,209,151

Timing of revenue

recognition:

At a point in time-3,082-28,8427,75539,679

Over time938,87153,12767, 51570,28339,6761 ,169, 472

938,87156,2096 7, 51 599,12547, 4 311,209,151

2023

Revenue from external customers855,63152,00564,39587,17562,4141,121,620

Timing of revenue

recognition:

At a point in time-2,794-27, 31118,32648,431

Over time855,63149,21164,39559,86444,0881,073,189

855,63152,00564,3958 7, 17562,4141,121,620

Notes to the financial statements

For the year ended 30 June 2024

84Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz85

Group
Note

2024

$000

2023

$000

Income

Interest income8781,003

Operating expenses

Net gain (loss) on disposal of property, plant and equipment469(137)

Depreciation of property, plant and equipment1221,39919,732

Depreciation of right-of-use assets1354,35745,423

Amortisation of intangible assets1412,62811,323

Amortisation of software144,3654,443

Auditor’s fees

Audit of annual financial statements and review of interim

financial statements

PwC New Zealand496561

PwC Australia341363

Total837924

Greenhouse gas emissions pre-conditions assessment48-

General treasury training-1

Costs of offering credit

Impairment gain on trade receivables(522)(650)

Interest and finance costs

Interest on bank borrowings17, 56215,827

Interest on leases1317, 35913,625

Other interest expense1,019136

Other

Directors’ fees762718

Donations172271

Net foreign exchange loss (gain)169(287)

NOTE 4. INCOME AND EXPENSES

Profit before income tax includes the following specific income and expenses:

Notes to the financial statements

For the year ended 30 June 2024

Group

2024

$000

2023

$000

Current tax

Current tax on net profit for the year34,42035,776

Deferred tax (Note 16):

Reversal of temporary differences(5,583) (5,696)

New Zealand tax legislation change in building depreciation1,533-

Total deferred tax(4,050) (5,696)

Income tax expense30,37030,080

Income tax applicable to the Group’s net profit before tax differs from the theoretical amount that would arise using the weighted average tax rate

applicable to the profits of the consolidated entities, as follows:

Group

2024

$000

2023

$000

Profit before income tax101,296105,377

Income tax calculated at domestic tax rates applicable to the

accounting profits in the respective countries29,007 30,040

Tax-effect of amounts which are treated differently when calculating

taxable income:

- (Non-assessable income) / Non-deductible expenses (27)(405)

- Reversal of deferred tax on building depreciation 1,533-

- Other(143)445

Income tax expense30,37030,080

The Group has no tax losses (2023: Nil).

There are no unrecognised temporary differences (2023: Nil).

NOTE 5. INCOME TAX EXPENSE

The income tax expense for the year is the tax payable on the current year’s taxable income based on the income tax rate for each jurisdiction adjusted by

changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts

in the financial statements.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are

settled, based on those tax rates which are enacted or substantively enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of

deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception is made for certain temporary differences arising from

the initial recognition of an asset or a liability. No deferred tax asset or liability is recognised in relation to these temporary differences if they arose as a result of a

transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable income. No deferred tax liability

is recognised if it arises from initial recognition of goodwill from a business combination.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to

utilise those temporary differences and losses.

Current and deferred tax balances attributable to amounts that have been recognised in other comprehensive income or directly in equity, are also taken to other

comprehensive income or directly to equity, respectively.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the

deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities

where there is an intention to settle the balances on a net basis.

Notes to the financial statements

For the year ended 30 June 2024

86Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz87

NOTE 7. CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash balances and cash deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group’s

cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows. Bank overdrafts are shown within

borrowings in the current liabilities on the balance sheet to the extent they exceed the legal right of off-set against cash included in current assets.

Group

2024

$000

2023

$000

Recognised amounts

Fully imputed dividends declared and paid during the year:

Final dividend paid 2023 at 19 cents per share (2022: 19 cents)33,71231,527

Interim dividend for 2024 at 18 cents per share (2023: 18 cents)32,18931,938

65,90163,465

Unrecognised amounts

Final dividend for 2024 at 19 cents per share (2023: 19 cents)33,95533,712

Group

2024

$000

2023

$000

Cash at bank35,54444,376

Cash deposits109109

Cash and cash equivalents in statement of cash flows35,65344,485

NOTE 6. DIVIDENDS

Notes to the financial statements

For the year ended 30 June 2024

Group

2024

$000

2023

$000

Imputation credits account

Imputation credits available for use in subsequent reporting periods55,84358,266

The above amounts represent the balance of the imputation account as at the end of the reporting period, adjusted for:

(a) Imputation credits that will arise from the payment of the amount of the provision for income tax;

(b) Imputation debits that will arise from the payment of dividends recognised as a liability at the reporting date; and

(c) Imputation credits that will arise from the receipt of dividends recognised as receivables at the reporting date.

2024

Before tax

$000

Ta x (c h a rge) /c r e d i t

$000

After tax

$000

Exchange difference on translation of foreign operations1,949(87)1,862

Cash flow hedges taken directly to equity (1,909)529(1,380)

Other comprehensive income40442482

Current tax(87)

Deferred tax 529

442

2023

Before tax

$000

Ta x (c h a rge) /c r e d i t

$000

After tax

$000

Exchange difference on translation of foreign operations(6,865)1,069(5,796)

Cash flow hedges taken directly to equity 314(88)226

Other comprehensive income(6,551)981(5,570)

Current tax-

Deferred tax 981

981

The tax (charge)/credit relating to components of other comprehensive income is as follows:

Notes to the financial statements

For the year ended 30 June 2024

88Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz89

Group
2024

$000

2023

$000

Finished goods5,0765,480

Ticket stocks, uniforms and consumables4,3714,170

9,4479,650

NOTE 10. DERIVATIVE FINANCIAL INSTRUMENTS

Derivative financial instruments, such as interest rate caps and collar contracts and interest rate swaps, are entered into from time to time to manage interest

rate exposure on borrowings. Forward exchange contracts are also entered into from time to time to manage foreign exchange exposures. Derivative financial

instruments are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at the reporting

date. The method of recognising the resultant gain or loss depends on whether the derivative financial instrument is designated as a hedging instrument, and if so,

the nature of the item being hedged. The Group designates derivative financial instruments as either fair value hedges (hedges of the fair value of recognised assets

or liabilities or a firm commitment) or cash flow hedges (hedges of highly probable forecast transactions).

At the inception of the transaction, the Group documents the relationship between the hedging instrument and the hedged item, as well as its risk management

objective and strategy for undertaking the hedge transaction. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of

whether the derivative financial instruments that are used in hedging transactions have been and will continue to be highly effective in offsetting changes in fair

values or cash flows of hedged items.

(i) Cash flow hedges

The effective portion of changes in the fair value of derivative financial instruments that are designated and qualify as cash flow hedges is recognised in equity

in the cash flow hedge reserve. The gain or loss relating to any ineffective portion is recognised immediately in the income statement.

Amounts taken to equity are transferred to the income statement when the hedged transaction affects profit or loss, such as when hedged income or

expenses are recognised or when a forecast sale or purchase occurs. When the hedged item is the cost of a non-financial asset or liability, the amounts taken

to equity are transferred to the initial carrying amount of the non-financial asset or liability.

If the forecast transaction is no longer expected to occur, amounts previously recognised in equity are immediately transferred to the income statement. If the

hedging instrument expires or is sold, terminated or exercised without replacement or rollover, or if its designation as a hedge is revoked, amounts previously

recognised in equity remain in equity until the forecast transaction occurs. If the related transaction is not expected to occur, the amount is taken immediately

to the income statement.

(ii) Derivatives that do not qualify for hedge accounting

Changes in the fair value of derivative financial instruments that do not qualify for hedge accounting or where hedge accounting has not been adopted are

recognised immediately in the income statement.

NOTE 9. INVENTORIES

Inventories are stated at the lower of cost, determined on a first-in-first-out basis, and net realisable value. Full provision is made for obsolescence, where

applicable. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs

necessary to make the sale. The cost of inventories recognised as an expense and included in ‘general and administration expenses’ amounted to $7.0 million (2023:

$10.5 million).

Notes to the financial statements

For the year ended 30 June 2024

Group

2024

$000

2023

$000

Current

Trade receivables144,631129,254

Provision for doubtful receivables(3,480)(3,219)

141,151126,035

Accrued revenue5,9807, 918

Other debtors and prepayments13,00316,000

Share plan loans receivable from employee476481

160,610150,434

Non-current

Share plan loans receivable from employees383406

Other non-current assets5,8115,593

6,1945,999

Trade receivables are non-interest bearing and are generally on 7-30 day terms.

Recoverability of trade and other receivables is reviewed on an ongoing basis. Amounts that are known to be uncollectible are written-off when identified. The

Group applies a simplified approach in calculating expected credit losses, which uses a lifetime expected loss allowance for all trade receivables. To measure

the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due. For other receivables, an

allowance for doubtful receivables is raised when there is objective evidence that the Group will not be able to collect all amounts due according to the original

terms of the receivable.

The movements in the provision for doubtful receivables for the Group were as follows:

Group

2024

$000

2023

$000

Opening balance3,2192,124

Provision for doubtful receivables449589

Receivables written off during the year as uncollectible(196)(97)

Provisions added from acquired businesses-750

Unused amounts reversed-(104)

Exchange rate movement8(43)

Closing balance (Note 28.1(b))3,4803,219

NOTE 8. TRADE RECEIVABLES AND OTHER NON-CURRENT ASSETS

Trade and other receivables are recognised at their fair value and subsequently measured at amortised cost using the effective interest rate, less provision

for impairment.

Notes to the financial statements

For the year ended 30 June 2024

90Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz91

NZDAUD
2024

$000

2023

$000

2024

$000

2023

$000

Interest rate swaps:

Notional amount65,00052,00030,00015,000

Maturity date05/25 – 12/29 05/25 – 04/28 04/27 – 09/28 07/23 – 04/27

Hedge ratio1:11:11:11:1

Change in fair value of outstanding

hedging instrument1 ,1471,986283333

Change in value of hedge item used to

determine hedge effectiveness(1,147)(1,986)(283)(333)

Weighted average strike rate for the year3.0%2.4%3.4%2.7%

Forward foreign exchange contracts:

Notional amount-12,631--

Maturity date-07/23 – 06/24--

Hedge ratio-1:1--

Change in fair value of outstanding

hedging instrument-1,019--

Change in value of hedge item used to

determine hedge effectiveness-(1,019)--

Weighted average strike rate for the year-USD0.71: NZD1--

There was no derivative movement recognised in the income statement during the year (2023: nil).

Effects of hedge accounting on the financial position and performance are:

Notes to the financial statements

For the year ended 30 June 2024

Group

2024

$000

2023

$000

Asset (Liability)Asset (Liability)

Current

Interest rate swaps – cash flow hedge491107

Forward foreign exchange contracts – cash flow hedge-1,019

4911,126

Non-current

Interest rate swaps – cash flow hedge9382,212

9382,212

Cash flow hedge reserve

Intrinsic

value of

options

$000

Spot

component

of currency

forwards

$000

Interest

rate swaps

$000

To t a l h e d ge

reserve



$000

Balance at 1 July 2022-1,1979812,178

Change in fair value of hedging instrument

recognised in Other Comprehensive Income (OCI)-(641)955314

Less: Deferred tax-179(267)(88)

Balance at 30 June 2023-7351,6692,404

Change in fair value of hedging instrument

recognised in OCI-(1,019)(890)(1,909)

Less: Deferred tax-284245529

Balance at 30 June 2024--1,0241,024

The Group’s hedging reserves relate to the following hedging instruments:

Notes to the financial statements

For the year ended 30 June 2024

92Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz93

Name of entityPrincipal activitiesCountry of
Incorporation

Air Freight NZ LimitedExpress package linehaulNew Zealand

Allied Express Transport Pty LimitedExpress package servicesAustralia

Allied Overnight Express Pty LimitedExpress package servicesAustralia

Big Chill Distribution LimitedTemperature-controlled transport & facilitiesNew Zealand

Castle Parcels LimitedExpress package servicesNew Zealand

Fieldair Engineering LimitedGeneral & aviation engineering servicesNew Zealand

Fieldair Holdings LimitedAviation-related servicesNew Zealand

Freightways Finance LimitedGroup treasury managementNew Zealand

Freightways Information Services LimitedIT infrastructure support servicesNew Zealand

Freightways Properties LimitedProperty managementNew Zealand

Freightways Trustee Company LimitedTrustee of Freightways Employee Share PlanNew Zealand

Info Management Services Australia LPAustralian treasury servicesAustralia

LitSupport Pty LimitedInformation managementAustralia

Med-X Pty LimitedInformation managementAustralia

Messenger Services LimitedExpress package servicesNew Zealand

New Zealand Couriers LimitedExpress package servicesNew Zealand

New Zealand Document Exchange LimitedBusiness mailNew Zealand

NOW Couriers LimitedExpress package servicesNew Zealand

Parceline Express LimitedExpress package linehaulNew Zealand

Post Haste LimitedExpress package servicesNew Zealand

Shred-X Pty LimitedInformation managementAustralia

The Information Management Group (NZ) LimitedInformation managementNew Zealand

The Information Management Group Pty LimitedInformation managementAustralia

There has been no change in investments in subsidiaries during the year.

NOTE 11. INVESTMENTS IN SUBSIDIARIES

The Company’s investment in its only directly-owned subsidiary, Freightways Express Limited (FEL), comprises shares at cost. Listed below are all the significant

subsidiaries wholly-owned directly or indirectly by FEL. All subsidiaries have a balance date of 30 June.

Hedge effectiveness

Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments to ensure that an

economic relationship exists between the hedged item and the hedging instrument.

For hedges of foreign currency purchases, the Group enters into hedge relationships where the critical terms of the hedging instrument match exactly with the

terms of the hedged item. The Group therefore performs a qualitative assessment of effectiveness. If changes in circumstances affect the terms of the hedged

item such that the critical terms no longer match exactly with the critical terms of the hedging instrument, the Group uses the hypothetical derivative method

to assess effectiveness.

In hedges of foreign currency purchases, ineffectiveness may arise if the timing of the forecast transaction changes from what was originally estimated, or if there

are changes in the credit risk of the Group or the derivative counterparty.

The Group enters into interest rate swaps that have similar critical terms as the hedged item, such as reference rate, reset dates, payment dates, maturities and

notional amount. The Group does not hedge 100% of its loans, therefore the hedged item is identified as a proportion of the outstanding loans up to the notional

amount of the swaps. As all critical terms matched during the year, the economic relationship was 100% effective.

Hedge ineffectiveness for interest rate swaps is assessed using the same principles as for hedges of foreign currency purchases. It may occur due to:

- The credit or debit value adjustment on the interest rate swaps not being matched by the loan; and

- Differences in critical terms between the interest rate swaps and loans.

Notes to the financial statements

For the year ended 30 June 2024

Group

Land

$000

Buildings

$000

Leasehold

Alterations

$000

Motor

Vehicles

$000

Equipment

$000

To t a l

$000

2024

Opening net book value15,827 15,56015,42229,41878,973155,200

Additions-1,7121,719 5,85817,110 26,399

Acquisitions through business

combinations (Note 30)--26914821,175

Depreciation expense-(1,262) (2,235) (5,124) (12,778) (21,399)

Disposals / Transfers--119(380)(805) (1,066)

Exchange rate movement1661364269368

Closing net book value15,843 16,01615,04030,52783,251160,677

As at end of year

Cost15,843 45,032 30,03471,132176,722338,763

Accumulated depreciation-(29,016) (14,994) (40,605) (93,471) (178,086)

Net book value15,84316,016 15,04030,52783,251160,677

NOTE 12. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes all

expenditure directly attributable to the acquisition or construction of the item, including interest.

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 will flow to the Group and the cost of the asset can be measured reliably. Such cost includes the cost of replacing parts that are eligible for

capitalisation when the cost of replacing the parts is incurred. The carrying amount of the replaced part is derecognised. All other repairs and maintenance costs

are recognised in the income statement as incurred.

Depreciation is calculated on a straight-line basis on all tangible fixed assets, other than land and leasehold improvements, so as to expense the cost of the assets

to their estimated residual values over their estimated useful lives. Land is not depreciated. Leasehold improvements are depreciated over the shorter of the

unexpired period of the lease and the estimated useful life of the improvements. Estimated useful lives are as follows:

Estimated useful life

Buildings 25 to 50 years

Leasehold alterations Shorter of the period of the lease or estimated useful life

Motor vehicles 5 to 10 years

Equipment 3 to 20 years

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

Interest and finance costs incurred for the construction of a qualifying asset are capitalised during the period of time that is required to complete and prepare the

asset for its intended use. Other interest and finance costs are expensed.

Notes to the financial statements

For the year ended 30 June 2024

94Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz95

Group
Land

$000

Buildings

$000

Leasehold

Alterations

$000

Motor

Vehicles

$000

Equipment

$000

To t a l

$000

2023

Opening net book value15,88616,118 12,81432,20157,161134,180

Additions--3,975 3,037 27,178 34,190

Acquisitions through

business combinations--5143207, 8568,690

Depreciation expense-(1,328) (1,923) (5,247) (11,234) (19,732)

Disposals-79697(678)(1,255) (1,040)

Exchange rate movement(59) (26) (55) (215) (733) (1,088)

Closing net book value15,827 15,56015,42229,41878,973155,200

As at end of year

Cost15,827 43,309 28,46266,497 163,510317, 6 0 5

Accumulated depreciation-(27,749) (13,040) (37,079) (84,537) (162,405)

Net book value15,82715,560 15,42229,41878,973155,200

The cost of equipment in respect of assets under construction for which depreciation has not commenced as at 30 June 2024 is $16.2 million

(2023: $20.3 million).

The latest independent valuations of land and buildings (performed in June 2024) assess these assets to have a total fair value of $107.5 million. The fair values

have been derived using the direct capitalisation approach. The valuation technique uses significant unobservable inputs, namely capitalisation rate and

potential new market income of land and buildings. Therefore, these are considered level 3 valuations, as defined in Note 28.1(d).

NOTE 13. LEASES

This note provides information for leases where the Group is a lessee.

The Group’s leases predominantly relate to property, equipment and vehicles. Rental contracts are typically made for fixed periods of 3 to 12 years but may have

extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not

impose covenants other than the leased assets may not be used as security for borrowing purposes. The right-of-use (ROU) asset is depreciated over the shorter

of the asset’s useful life and the expected lease term on a straight-line basis.

Lease liabilities have been measured at the present value of the remaining lease payments, discounted using a discount rate derived from the incremental

borrowing rate (IBR) when the interest rate implicit in the lease was not readily available. Factors taken into consideration when calculating the IBR for each asset

category included observable market rates, economic conditions and lease tenure. The incremental borrowing rates applied to lease liabilities range between 1.69%

to 7.82% (2023: 1.69% to 7.22%), with a weighted average rate of 4.94% (2023: 4.37%).

Some property leases contain an extension option exercisable by the Group. At the commencement of a lease, the Group assesses whether it is reasonably

certain an extension option will be exercised. The assessment is reviewed if a significant event or a significant change in circumstances occurs which affects this

assessment and that is within the control of the Group. The extension options are only exercisable by the Group and not the lessor. Where it is reasonably certain

the extension will be exercised, that extension period and related costs are recognised on the balance sheet.

Notes to the financial statements

For the year ended 30 June 2024

Group

2024

$000

2023

$000

Right-of-use assets

Opening net book value315,536271,020

Lease additions, modifications and terminations70,97679,073

Additions through business combinations3,53512,791

Depreciation for the year(54,357)(45,423)

Exchange rate movement393(1,925)

Closing net book value336,083315,536

Cost558,8434 97, 9 5 0

Accumulated depreciation(222,760)(182,414)

Closing net book value336,083315,536

Group

2024

$000

2023

$000

Right-of-use assets

Buildings300,686285,709

Equipment7, 5 356,271

Motor vehicles27, 86223,556

336,083315,536

The following tables show the movements and analysis in relation to the ROU assets and lease liabilities.

The balance sheet shows the following amounts relating to leases:

Group

2024

$000

2023

$000

Lease liabilities

Opening lease liabilities358,273310,125

Lease additions, modifications and terminations70,95979,298

Additions through business combinations3,53512,791

Interest for the year17, 35913,625

Lease repayments(67,715)(55,442)

Exchange rate movement656(2,124)

Closing lease liabilities383,067358,273

Notes to the financial statements

For the year ended 30 June 2024

96Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz97

Lease liabilities maturity analysis:
2024

Minimum lease

payments

$000

Interest

$000

Present value

$000

Within one year68,25416,85451,400

One to five years207, 0 5546,615160,440

Beyond five years218,00546,778171,227

To t a l493,314110,247383,067

2023

Within one year59,10814,20744,901

One to five years188,88639,557149,329

Beyond five years189,17025,127164,043

To t a l4 3 7, 1 6 478,891358,273

Lease related expenses included in the income statement:

Group

2024

$000

2023

$000

Depreciation charge for right-of-use assets

Buildings42,72636,153

Motor vehicles8,0686,104

Equipment3,5633,166

54,35745,423

Interest on leases17, 35913,625

Total cash outflow in relation to leases is $50.2 million (2023: $41.7 million).

Group

2024

$000

2023

$000

Analysis of lease liabilities:

Current51,40044 ,774

Non-current331,667313,499

383,067358,273

Notes to the financial statements

For the year ended 30 June 2024

NOTE 14. INTANGIBLE ASSETS

(i) Goodwill

Goodwill represents the excess of the consideration transferred in an acquisition over the fair value of the Group’s share of the net identifiable assets of the

acquired business at the date of acquisition. Goodwill is not amortised but is tested for impairment annually or whenever events or changes in circumstances

indicate that it might be impaired and is carried at cost less accumulated impairment losses. Goodwill is allocated to cash-generating units for the purpose of

impairment testing.

(ii) Brand names

Acquired brand names are recognised at cost, being their fair value at the date of acquisition if acquired in a business combination. Brand names with

indefinite useful lives are not subject to amortisation but are tested for impairment annually or whenever events or changes in circumstances indicate that they

might be impaired and are carried at cost less amortisation and impairment losses. Brand names with finite useful lives are amortised over their expected

useful lives. The useful lives and amortisation methods are reviewed and adjusted, if appropriate, at each balance sheet date.

Brand names are allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of

cash-generating units that are expected to benefit from the brand names.

(iii) Computer software

External software costs, together with payroll and related costs for employees directly associated with the development of software, are capitalised if the

development creates an intangible asset that the Group controls and the intangible asset meets the recognition criteria. Cloud-based software costs that do

not result in intangible assets are expensed as incurred, unless the costs are paid to the suppliers of the cloud-based software to significantly customise the

cloud-based software for the Group, in which case the costs paid upfront are recorded as prepayments for services and amortised over the expected terms of

the cloud computing arrangements. Amortisation is charged on a straight-line basis over the estimated useful life of the software which ranges between 3 and

10 years. There is no software work in progress for which amortisation has not commenced (2023: $0.4 million). Software under development not yet available

for use is tested annually for impairment.

(iv) Customer relationships

•Contractual

An intangible asset is recorded at fair value in respect of the amount of any contractual termination fees payable by customers of businesses acquired in

respect of their document holdings. As it is not known when permanent retrieval fees may arise, this asset is only amortised upon the actual retrieval fee

being charged to the respective customer.

•Other

Non-contractual customer relationships acquired in a business combination are recognised at fair value at the acquisition date. These customer

relationships have an estimated finite useful life and are carried at cost less accumulated amortisation. Amortisation is calculated using the straight-line

method over the expected useful life of the customer relationship which ranges between 10 and 20 years.

Notes to the financial statements

For the year ended 30 June 2024

98Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz99

Group
Goodwill

$000

Brand names


$000

Software

$000

Customer

relationships

$000

Other

$000

To t a l

$000

2024

Opening net book value406,650157,28313,70594,1915,8106 7 7, 6 3 9

Additions--2,518 -352,553

Acquisition through

business combinations (Note 30)3,468--893-4,361

Disposals / Transfers--(17)--(17)

Amortisation expense-(77)(4,365) (11,793) (758) (16,993)

Exchange rate movement9722293179151,398

Closing net book value411,0901 57, 4 3 511,84483,4705,102668,941

As at end of year

Cost411,116 157, 6 3936,439130,699 11,099 746,992

Accumulated amortisation

and impairment(26)(204)(24,595)(47,229)(5,997)(78,051)

Net book value411,0901 57, 4 3 511,84483,4705,102668,941

Group

Goodwill

$000

Brand names

$000

Software

$000

Customer

relationships

$000

Other

$000

To t a l

$000

2023

Opening net book value306,116 128,286 12,89650,8143,556501,668

Additions--3,030 -313,061

Acquisition through

business combinations106,60630,6542,16756,3293,141198,897

Disposals / Transfers--162--162

Amortisation expense-(77) (4,443) (10,501) (745) (15,766)

Exchange rate movement(6,072)(1,580)(107)(2,451)(173)(10,383)

Closing net book value406,650157,28313,70594,1915,8106 7 7, 6 3 9

As at end of year

Cost425,312 157, 41133,701129,458 11,031 756,913

Accumulated amortisation

and impairment(18,662)(128) (19,996) (35,267) (5,221) (79,274)

Net book value406,650157,28313,70594,1915,8106 7 7, 6 3 9

Notes to the financial statements

For the year ended 30 June 2024

(i) Key assumptions used for value-in-use calculations

On an annual basis, the recoverable amount of goodwill and brand names is determined based on the greater of value-in-use and fair value less costs of

disposal calculations specific to the CGU or group of CGUs associated with both goodwill and brand names.

The value-in-use calculations use pre-tax cash flow projections based on financial budget prepared by management and approved by the Board for the year

ended 30 June 2025 and financial projections for the years ended 30 June 2026 and 2027. Cash flows beyond June 2027 have been extrapolated using

growth rates which take into consideration current and forecast economic conditions for the relevant products and industries. A probabilistic approach was

also adopted where a number of different growth scenarios were considered and weighted by likelihood of achievement. In addition, the sensitivity of the main

financial variables was tested and considered in the final estimation. No adjustments have been made to forecast cash flows for the unknown impacts of future

climate change, as further disclosed in the note “Climate change” below.

Revenue growth rates and a consistent EBITDA margin assuming costs increase in line with revenue, reflecting both historical and expected growth, have been

applied to the value-in-use calculation with the same scenarios and sensitivities applied as described in Section (ii) Significant estimate – sensitive to changes

in assumptions below. Growth rates have been aligned with the observed long-term inflation for each geographic region and each CGU’s ability to increase

customer prices and grow with nominal GDP. Pre-tax discount rates, reflecting the current environment in financial markets and the countries each CGU or

group of CGUs operates in, have been used. The CGU or group of CGUs specific growth rates and pre-tax discount rates applied are:

20242023

Revenue

growth rate

FY25 – FY27

Pre-tax

discount rate

Revenue

growth rate

beyond FY24

Pre-tax

discount rate

Allied Express3.9% - 8.4%13.9%3.0%13.7%

Big Chill5.9% - 14.9%13.7%2.5%13.5%

Messenger Services0.6% - 6.0%14.9%2.5%15.8%

New Zealand Couriers6.8% - 7.0%13.2%2.5%14.1%

New Zealand Document Exchange and Dataprint1.8% - 10.0%14.7%2.5%16.9%

Post Haste, Castle Parcels and NOW Couriers2.0% - 7.7%14.8%2.5%14.6%

The Information Management Group (New Zealand)1.0% - 5.2%17.1%2.5%16.1%

The Information Management Group (Australia)3.1% - 5.5%15.8%3.0%14.0%

Shred-X6.7% - 10.8%15.7%3.0%14.0%

Goodwill Brand names

2024

$000

2023

$000

2024

$000

2023

$000

Allied Express100,436100,27129,53729,399

Big Chill85,18385,18314,56114,638

Messenger Services9,0168,7665,1005,100

New Zealand Couriers47,75247,75258,50058,500

New Zealand Document Exchange and Dataprint15,09215,0927, 3187, 318

Post Haste, Castle Parcels and NOW Couriers30,64627,15918,39518,395

Total Express Package & Business Mail288,125284,223133,411133,350

The Information Management Group (New Zealand)17, 57 717, 57 74,4004,400

The Information Management Group (Australia)57, 8 4 657, 52616,24416,168

Shred-X47, 5 4247, 3243,3803,365

Total Information Management122,965122,42724,02423,933

To t a l411,090406,6501 57, 4 3 5157,283

Impairment tests for indefinite life intangible assets

Goodwill and brand names are allocated to those cash-generating units (CGU) or groups of CGU that are expected to benefit from them.

The carrying amount of intangible assets allocated by CGU or group of CGU is outlined below:

Notes to the financial statements

For the year ended 30 June 2024

100Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz101

(ii) Significant estimate – Sensitivity to changes in assumptions
From the value-in-use assessment for all CGUs, management believes that no reasonably possible change in any of the above key assumptions would cause

the carrying values of goodwill and brand names to exceed their respective recoverable amounts.

The financial performance of Big Chill declined in 2024, impacted by the economic downturn in New Zealand and the company’s exposure to higher value food.

In addition, Big Chill’s 3rd party logistics site at Ruakura opened in October 2023, weighing on financial performance as utilisation built up through the year. The

site is now at near breakeven and growing, which is expected to improve Big Chill’s financial performance in the 2025 financial year.

Notes to the financial statements

For the year ended 30 June 2024

2024

From

%

To

%

Achievement of FY25-FY27 revenue100%75%

Terminal EBITDA growth rate3.0%(4.0%)

Pre-tax discount rate15.7%22.2%

Climate change

Freightways strongly believes that sustainable business practices are fundamental to our future. These include minimising the environmental impact of our daily

operations and actively seeking initiatives to protect the environment.

Most of Freightways’ emissions come from the combustion of transport fuel, including that of our contracted couriers. The most significant financial impact would

therefore be due to an increase to the cost of fuel and the cost of carbon credits linked to the volume of fuel used. Freightways would expect, however, to be able to

recoup most of that impact as mechanisms are already in place to adjust prices for movement of the price of fuel. The risk of disruption due to natural events linked

to climate change can be managed through the flexibility of our network across New Zealand. Finally, most of the vehicles used in the Express Packaging businesses

are owned by contractors and Freightways is exploring ways through which it will be able to facilitate the transition of the vehicles to electric or hydrogen.

The New Zealand External Reporting Board (XRB) published the Aotearoa New Zealand Climate Standards in December 2022. The new standards are effective

for annual reporting periods beginning on or after 1 January 2023. The Group has assessed the new standards and has adopted the new standards in the 2024

financial year. The Group has elected to use most of the first-year adoption provisions, but will report on the Group’s owner drivers’ emissions, which is a Scope 3

emission and the most material one for the Group.

Paper prices falling below long-term average and delays in getting regulatory approval for a Victorian waste treatment facility impacted Shred-X’s financial

performance. Approval to operate the facility was finally granted in May 2024 and it is expected that this will enable higher volumes of waste to be processed at

lower cost in the 2025 financial year, resulting in improving financial performance.

The recoverable amount of Shred-X would equal its carrying amount if any of the key assumptions were to change as follows:

2024

From

%

To

%

Achievement of FY25-FY27 revenue100%77%

Terminal EBITDA growth rate2%(2 . 2%)

Pre-tax discount rate13.7%18.2%

The recoverable amount of Big Chill would equal its carrying amount if any of the key assumptions were to change as follows:

GSS

2024

$000

2023

$000

Summarised Balance Sheet

Total current assets6,4134,449

Total non-current assets428430

Total current liabilities(2,569)(2,287)

Net Assets4,2722,592

Reconciliation to carrying amounts:

Opening net assets2,5924,114

Profit for the period5,1804,920

Dividend paid(3,500)(6,442)

Closing Net Assets4,2722,592

Group’s share in GSS33.3%33.3%

Group’s share in net assets1,422863

Goodwill6,9486,948

Carrying Amount8,3707, 811

GSS does not have any capital commitments and contingent liabilities as at 30 June 2024 (2023: Nil).

The carrying value of other individually immaterial investments in associates and joint ventures as at 30 June 2024 is $5.0 million (2023: $4.7 million).

GSS

2024

$000

2023

$000

Summarised Statement of Comprehensive Income

Revenue34,42632,298

Profit from continuing operations5,1804,920

Profit for the year5,1804,920

Other comprehensive income--

Total Comprehensive Income5,1804,920

NOTE 15. INVESTMENTS IN ASSOCIATES AND JOINT VENTURES

The Group has a 33.3% investment and voting rights in Sweetspot Group Limited (GSS), a company that provides freight brokerage service. The principal place of

business and country of incorporation of GSS is New Zealand.

GSS is the only material associate of the Group as at 30 June 2024. GSS has share capital consisting solely of ordinary shares, which are held directly by the Group.

GSS is accounted for using the equity method. The carrying value of the investment in GSS is $8.4 million (2023: $7.8 million). GSS is a private entity with no quoted

price available.

The tables below provide summarised financial information for GSS. The information disclosed reflects the amounts presented in the financial statements of GSS

and not Freightways Group Limited’s share of those amounts.

Notes to the financial statements

For the year ended 30 June 2024

102Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz103

Group
Proper t y,

plant and

equipment

$000

Employee

entitlements

$000

Accruals and

provisions

$000

Derivative

financial

instruments

$000

Intangible

assets

$000

Right-of-use

assets

$000

Leases

$000

To t a l

$000

2023

Balance at beginning of year(7,717)8,278 4,245(848)(50,612)(76,986)86,553(37,087)

Prior period adjustment(1,071)(217)(141)-39-105(1,285)

Transfer to income statement909416413-3,650(9,946)11,5396,981

Amounts relating to business

combinations (Note 30)(1,139)1,183871-(27,037)(3,742)3,742(26,122)

Adjustment for cash flow

hedge reserve---(88)---(88)

Other480-(468)142-(347)(292)

Exchange rate movement51(101)(56)-1,253-(78)1,069

Balance at end of year(8, 487)9,5594,864(935)(72,665)(9 0,674)101,514(5 6,824)

Group

Proper t y,

plant and

equipment

$000

Employee

entitlements

$000

Accruals and

provisions

$000

Derivative

financial

instruments

$000

Intangible

assets

$000

Right-of-use

assets

$000

Leases

$000

To t a l

$000

2024

Balance at beginning of year(8,487)9,5594,864(935)(72,665)(90,674)101,514(56,824)

Prior period adjustment1,402419(1,287)-(2,611)-1,435(642)

Transfer to income statement(1,125)(744)1,073-4,267(5,571)6,7924,692

Amounts relating to business

combinations (Note 30)3034144-(250)(990)990138

Adjustment for cash flow

hedge reserve---529---529

Exchange rate movement(21)247-(128)-33(85)

Balance at end of year(7, 9 2 8)9,2994,701(4 0 6)(71,387)(97, 2 3 5)110,764(52,192)

NOTE 16. DEFERRED TAX LIABILITY

The movement in deferred tax assets and liabilities during the year, without taking into consideration the offsetting of balances within the same jurisdiction,

is as follows:

Notes to the financial statements

For the year ended 30 June 2024

NOTE 18. PROVISIONS

A provision is recognised when the Group has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic

benefits will be required to settle the obligation and a reliable estimate of the obligation can be made. If the effect is material, provisions are determined by

discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks

specific to the liability. The increase in the provision due only to the passage of time is recognised as an interest expense.

Explanation of provisions

Provision for customer claims relates to actual claims received from customers that are being considered for payment as at reporting date and are expected to be

resolved within the next two months.

Provision for long service leave relates to the potential leave obligation for employees who reach continuous employment milestones required under Australian

regulations. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.

Provision for lease obligations relates to estimated payments to reinstate leased buildings and equipment used to an appropriate condition upon the expiry of the

respective lease terms.

NOTE 17. TRADE AND OTHER PAYABLES

Trade and other payables are recognised when the Group becomes obligated to make future payments resulting from the purchase of goods or services. They are

initially recognised at fair value and subsequently measured at amortised cost using the effective interest rate method. Acquisition earn-out payables have been

measured at fair value. The amounts are unsecured.

Liabilities for wages and salaries, including non-monetary benefits, and annual leave expected to be settled within 12 months of the reporting date are recognised

in respect of employees' services rendered up to the reporting date. They are measured for recognition by assessing the amounts expected to be paid when the

liabilities are settled. Included in employee entitlements is an accrual of $1.6 million (2023: $2.8 million) for potential remediation for New Zealand Holidays Act non-

compliance.

Liability for long service leave is recognised and measured as the present value of expected future payments to be made in respect of services provided by the

employee. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.

Group

2024

$000

2023

$000

Current

Trade creditors56,71651,291

Employee entitlements31,06532,358

Acquisition earn-out payables4,161676

Other creditors and accruals60,62254,277

152,564138,602

Non-current

Acquisition earn-out payables1,9204,159

1,9204,159

Notes to the financial statements

For the year ended 30 June 2024

104Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz105

Group
Customer

claims

$000

Long service

leave

$000

Lease

obligations

$000

To t a l

$000

2024

Balance at beginning of year1,4176,6515,70013,768

Additions through business combinations--158158

Current year provision 1,3701,2234823,075

Amounts used during the year(1,317)(1,004) (183)(2,504)

Movement in exchange rate-331245

Balance at end of year1,4706,9036,16914,542

Group

Customer

claims

$000

Long service

leave

$000

Lease

obligations

$000

To t a l

$000

2023

Balance at beginning of year8734,3883,6718,932

Additions through business combinations2221,7737282,723

Current year provision 3841,3101,5983,292

Amounts used during the year(54)(517) (239)(810)

Movement in exchange rate(8)(303) (58)(369)

Balance at end of year1,4176,6515,70013,768

2024

$000

2023

$000

Analysis of total provisions

Current3,1453,552

Non-current11,397 10,216

To t a l14,54213,768

NOTE 19. CONTRACT LIABILITY

A contract liability of $14.5 million (2023: $14.4 million) is recorded in the balance sheet reflecting the future service obligation for courier and postal products that

have been sold in advance of their use. The balance is supported by reference to historical customer prepaid product usage patterns.

Revenue recognised during the year that was included in the contract liability balance at the beginning of the year was $9.2 million (2023: $9.4 million).

There are no other significant financing components in the Group’s revenue arrangement.

Notes to the financial statements

For the year ended 30 June 2024

Group

2024

$000

2023

$000

Bank borrowings

Non-current265,674297,194

265,6742 97, 1 9 4

(a) Bank borrowings

The bank borrowings agreement contains a negative pledge deed. The negative pledge includes a provision restricting the Group from granting security

interests and a cross-guarantee of all relevant indebtedness by majority of the Company’s subsidiaries.

(b) Finance facilities

The following finance facilities existed at the reporting date:

Facilities denominated in

New Zealand Dollars

Facilities denominated in

Australian Dollars

2024

$000

2023

$000

2024

$000

2023

$000

Bank overdraft

– total bank overdraft facilities available8,0008,000--

– amount of overdraft facilities unused8,0008,000--

Loan facilities

– total loan facilities available170,000170,000180,000180,000

– US Private Placement (USPP) maturing 11 July 2025--20,00020,000

– Bank loan maturing 15 March 2026 (*)-120,000--

– USPP maturing 15 December 202610,00010,00010,00010,000

– Bank loan maturing 15 March 2027 (*)30,00030,000-80,000

– USPP maturing 19 March 202810,00010,00020,00020,000

– Bank loan maturing 31 May 2028 (*)120,000---

– Bank loan maturing 31 May 2029 (*)--80,000-

– USPP maturing 14 December 2029--50,00050,000

– amount of loan facilities used125,000124,000128,450158,700

– amount of loan facilities unused45,00046,00051,55021,300

Effective interest rate at 30 June as

amended for interest rate hedges6.80%5.67%5.57%4.92%

* In June 2024, the Group negotiated a two-year extension of its NZ$120 million and A$80 million syndicated bank facilities that were maturing on 15 March

2026 and 15 March 2027. The extended facilities became effective from 14 June 2024. The NZ$30 million syndicated bank facility that matures on 15

March 2027 was extended by two years in July 2024 and became effective from 16 July 2024 (as disclosed in Note 31). The extended facilities have the

same banking covenants as the previous facilities.

NOTE 20. BORROWINGS

Interest-bearing bank loans and overdrafts are initially recognised at fair value and subsequently measured at amortised cost using the effective interest rate

method. Costs incurred in establishing finance facilities are amortised to the income statement over the term of the respective facilities.

Notes to the financial statements

For the year ended 30 June 2024

106Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz107

Liabilities from financing activities
Group

Cash

$000

Leases

$000

Bank borrowings

$000

To t a l

$000

Balance at 1 July 202224,137(310,125) (176, 210)(4 6 2 , 1 9 8)

Cashflow14,71341,734(124,788)(68,341)

Lease additions, modifications and terminations-(79,298)-(79,298)

Additions through business combinations-(12,791)-(12,791)

Other non-cash movements--(516)(516)

Exchange rate movement5,6352,2074,32012,162

Balance at 30 June 202344,485(358,273) (2 97, 1 9 4)(610,982)

Cashflow(7,670)50,20426,99369,527

Lease additions, modifications and terminations-(70,959)-(70,959)

Additions through business combinations-(3,535)-(3,535)

Other non-cash movements--(71)(71)

Exchange rate movement(1,162)(504)4,5982,932

Balance at 30 June 202435,653(383,067) (26 5,674)(613,0 88)

The fair values of borrowings are not materially different to their carrying amount, since the interest payable on those borrowings is either close to market rate or the

borrowings are of a short-term nature.

The Group has a US$160 million uncommitted finance facility with a US-based lender on the same terms as the syndicated bank facilities. Of this facility, the US

dollar equivalent of NZ$20 million and A$100 million was drawn as at 30 June 2024 (2023: NZ$20 million and A$100 million). The drawn amounts mature in July

2025, December 2026, March 2028 and December 2029, as detailed in the maturity table above.

Compliance with banking covenants

The Group was in compliance with all of its banking covenants throughout the year ended 30 June 2024. The Group’s banking covenants forecast indicates that

the Group will remain compliant with all of its banking covenants in the next twelve months. The forecast includes a sensitivity analysis of a 20% decline in forecast

earnings before interest, income tax, depreciation and amortisation.

Net debt reconciliation

An analysis of net debt and movements in net debt are as follows:

Notes to the financial statements

For the year ended 30 June 2024

Group

2024

Ordinary shares

2023

Ordinary shares

2024

$000

2023

$000

Balance at beginning of year17 7, 428 , 218165,795,056298,075184,349

Shares issued during the year:

- Share rights136,7131 27, 5658701,016

- Employee share plan90,00065,000617595

(Increase) decrease in employee share plan

unallocated shares(2,282)5,250(48)49

Issue of fully paid ordinary shares1,054,74811,435,3478,872112,066

Balance at end of year178,707,397177,428,218308,386298,075

Contributed Equity

(i) Fully paid ordinary shares

As at 30 June 2024, there were 178,712,819 shares issued and fully paid (2023: 177,431,358). All fully paid ordinary shares have equal voting rights and share

equally in dividends and surplus on winding up.

(ii) Share rights

Share rights are issued to certain senior executives under the rules of the Freightways Long Term Incentive (LTI) Scheme, with vesting determined at the

end of a 3-year vesting period. Vesting is subject to the achievement of certain financial hurdles set by the Board and included in the annual offer of

participation to executives. Each share right converts to one Freightways fully paid ordinary share upon vesting. Share rights do not carry a dividend

entitlement and are non-transferable.

On 20 October 2023, 136,713 share rights vested upon achievement of certain financial hurdles set by the Board and each of the share rights converted to

one Freightways fully paid ordinary share (2023: 127,565). The issue price per share was $7.38 (2023: $8.06).

On 20 October 2023, 13,717 share rights were redeemed and cancelled (2023: 35,227).

On 1 May 2024, 225,307 share rights were issued to certain senior executives under the rules of the Freightways LTI Scheme (2023: 152,160).

As at 30 June 2024, there were 466,883 share rights on issue (2023: 392,006).

(iii) Dividend Reinvestment Plan

On 2 October 2023, the Company issued 1,054,748 fully paid ordinary shares at $8.4115 under the Freightways dividend reinvestment plan (2023: Nil).

(iv) Employee Share Plan

On 1 December 2023, the Company issued 90,000 fully paid ordinary shares to Freightways Trustee Company Limited, as Trustee for the Freightways

Employee Share Plan, at $6.85 each, being a 10% discount on the weighted average market price on the NZX during the one week following Freightways’ Annual

Shareholders Meeting on 26 October 2023 (December 2022: 65,000 fully paid ordinary shares at $9.16 each). In total, participating employees were provided

with interest-free loans of $0.6 million to fund their purchase of the shares in the Share Plan (December 2022: $0.6 million). The loans are repayable over three

years and repayment commenced in December 2023.

As at 30 June 2024, the Trustee held 596,285 (2023: 579,717) fully paid ordinary shares representing 0.3% (2023: 0.3%) of all issued ordinary shares of which

5,422 (2023: 3,140) were unallocated. These shares are held for allocation in the future.

The Employee Share Plan operates in accordance with section CW 26C of the New Zealand Income Tax Act 2007 and the Trustees are appointed by the

Freightways Group Limited Board of Directors.

NOTE 21. EQUITY

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a reduction in the amount of

proceeds arising from the issue of shares.

Notes to the financial statements

For the year ended 30 June 2024

108Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz109

Nature and Purpose of Reserves
(i) Cash flow hedge reserve

The cash flow hedge reserve is used to record gains or losses on a hedging instrument within a cash flow hedge. The amounts are recognised in the income

statement when the associated hedged transactions affect profit or loss, as described in Note 10(i).

(ii) Foreign currency translation reserve

The foreign currency translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of foreign operations

into New Zealand dollars, as described in Note 1(c).

Notes to the financial statements

For the year ended 30 June 2024

NOTE 22. SHARE-BASED PAYMENTS

The Group operates equity-settled, share-based compensation arrangements for senior executives, under which the Group receives services from employees as

consideration for share rights in the Company. The fair value of the employee services received in exchange for the share rights is recognised as an expense. The

total amount to be expensed is determined at grant date by reference to the fair value of the share rights allotted, taking into account market vesting conditions

(for example, total shareholder return measures such as outperforming the median of the NZX50 Index), but excluding the impact of any non-market service and

performance vesting conditions (for example, compound growth rates for earnings per share, expected profit target against the capital employed and remaining

an employee of the Group over a specified time period). Non-market vesting conditions are included in assumptions about the number of share rights that are

expected to vest. The total amount expensed is recognised over the relevant vesting period, which is the period over which all of the specified vesting conditions are

to be satisfied. At each balance sheet date, the Group revises its estimates of the number of share rights that are expected to vest based on the non-market vesting

conditions. It recognises the impact of the revision to original estimates, if any, in the income statement.

a) Description of share-based payment arrangements

Freightways Long-term Incentive Scheme (the ‘Scheme’)

The Group operates a Board approved long-term incentive scheme for certain Freightways senior executives. Under this Scheme, share rights are issued at ‘Nil’

consideration which entitles participants to receive ordinary shares in Freightways within three years of vesting period. The total contractual life of share rights

is 3 years.

Share rights will vest if the participant remains employed by Freightways for the duration of the vesting period and the following performance hurdles are met

over the assessment period. They will vest in the following proportions:

- Total Shareholder’s Return (TSR) class of rights (50% of share rights)

This will vest over the assessment period on a progressive vesting scale based on the Group’s TSR relative to the TSR of other constituents of the NZX50 Index.

- Cost of Capital class of rights (50% of share rights)

This will vest based on net operating profit after tax (NOPAT) exceeding a cost of capital hurdle (determined by the Board) over the assessment period.

On vesting date, subject to meeting service and performance conditions, each share right can be exercised to receive one ordinary share. The senior executives are

liable for tax on the shares received at this point.

Number of share rights

20242023

Balance at beginning of the year392,006402,638

Issued during the year225,307152,160

Cancelled during the year(13,717)(35,227)

Fully paid-up or exercised during the year(136,713)(127,565)

Balance at end of the year466,883392,006

Exercisable at end of the year89,416166,352

2024

$000

2023

$000

Total amount expensed during the year8861,016

c) Effect of share-based payment arrangements on profit or loss, financial position and equity

Share rights

Grant date:28 Oct 202124 Nov 202225 Oct 2023

Fair value at grant date

$7.28 - TSR

class of rights

$11.73 – NOPAT

class of rights

$6.51 - TSR

class of rights

$9.13 – NOPAT

class of rights

$3.70 - TSR

class of rights

$7.04 – NOPAT

class of rights

Exercise priceNilNilNil

Share price at grant date$12.71$9.99$8.05

Expected dividends2.5%2.5%4.5%

Expected volatility 26.8%29.9%20.8%

Expected life 0.2 years1.2 years2.2 years

Risk free interest rate (based on government bonds)1.82%4.48%5.45%

Fair value measurement of share-based payment arrangements

The fair value of share rights has been measured using Monte Carlo simulation. The fair value measurement also considers the terms and conditions upon

which partly-paid shares and share rights were issued. Service and non-market performance conditions attached to the arrangements were not considered in

measuring fair value.

The inputs used in the measurement of fair values at grant date of share rights issued during the year were as follows:

Expected volatility has been based on an evaluation of the historical volatility of the Freightways’ share price, particularly over the historical period commensurate

with the expected term. The expected term of share rights has been based on historical experience and general option holder behaviour.

Notes to the financial statements

For the year ended 30 June 2024

b) Reconciliation of outstanding share rights

110

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz111

Group
Note

2024

$000

2023

$000

Profit for the year70,92675,297

Add non-cash items:

Depreciation and amortisation492,74980,921

Movement in provision for doubtful debts522650

Movement in deferred income tax(2,774)(2,595)

Net loss (gain) on disposal of property, plant and equipment 469(137)

Net foreign exchange (gain) loss169(287)

Share of profits of associates(2,005)(3,173)

Movement in working capital, net of effects of acquisitions of businesses:

(Decrease) in trade and other receivables(8,449) (3,385)

Decrease (increase) in inventories 622(1,556)

Increase in trade and other payables4,8843,106

(Decrease) increase in income taxes payable(450)6,967

Net cash inflows from operating activities156,663155,808

NOTE 23. RECONCILIATION OF PROFIT FOR THE YEAR

WITH CASH FLOWS FROM OPERATING ACTIVITIES

NOTE 24. CAPITAL COMMITMENTS AND CONTINGENT LIABILITIES

The Group had made capital commitments to purchase or construct buildings and equipment for $13.5 million at 30 June 2024 (2023: $9.3 million), principally

relating to the completion of operating facilities and purchase of replacement equipment throughout the Group.

As at 30 June 2024, the Group had outstanding letters of credit and bank guarantees issued by its lenders totalling approximately $13.6 million (2023: $9.9 million).

The letters of credit relate predominantly to support for regular payroll payments. The bank guarantees relate to security given to various landlords in respect of

leased operating facilities.

Freightways is subject to a Commerce Commission investigation and is cooperating with the Commerce Commission. Freightways does not consider that this

process will have a material financial or operational impact on the Group.

Group

20242023

Profit for the year attributable to shareholders ($000)70,92675,297

Weighted average number of ordinary shares (‘000)178,366174 , 525

Basic earnings per share (cents)39.843.1

NOTE 25. EARNINGS PER SHARE

Basic earnings per share

Basic earnings per share is calculated by dividing the profit for the year attributable to shareholders by the weighted average number of ordinary shares outstanding

during the year:

Notes to the financial statements

For the year ended 30 June 2024

NOTE 26. NET TANGIBLE ASSETS PER SECURITY

Net tangible assets (liabilities) per security at 30 June 2024 was ($0.92) (2023: ($1.06)). Net tangible assets exclude intangible assets but includes software. There

were 178,712,819 shares issued and fully paid as at 30 June 2024 (2023: 177,431,358).

Group

20242023

Profit for the year attributable to shareholders ($000)70,92675,297

Weighted average number of ordinary shares (‘000)178,366174 , 525

Effect of dilution (‘000)467392

Diluted weighted average number of ordinary shares (‘000)178,833174,917

Diluted earnings per share (cents)39.743.1

Diluted earnings per share

Diluted earnings per share is calculated by dividing the profit for the year attributable to shareholders by the weighted average number of ordinary shares

outstanding during the year, adjusted to include all dilutive potential ordinary shares (for example, share rights on issue) as if they had been converted to ordinary

shares at the beginning of the year:

Notes to the financial statements

For the year ended 30 June 2024

Group

2024

$000

2023

$000

Sale of courier services to GSS12,25613,304

Purchase of goods and services from GSS1,6611,463

Receivables from GSS at end of year1,3551,290

Payables to GSS at end of year8982

NOTE 27. TRANSACTIONS WITH RELATED PARTIES

Trading with related parties

The Group has not entered into any material external related party transactions which require disclosure. The Group does trade, on normal commercial terms, with

certain companies in which there are common directorships.

Purchases from entities controlled by key management personnel

The Group leases a property, on normal commercial terms, from an entity that is controlled by a member of the Group’s key management personnel.

Payments to associates

During the year, the following transactions occurred with Sweetspot Group Limited (GSS), an entity incorporated in New Zealand and is 33.3% owned by the Group:

112

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz113

Notes to the financial statements
For the year ended 30 June 2024

Group

2024

$000

2023

$000

Short term employee benefits 11,82710,668

Share-based payments (Note 22)8861,016

Payments to joint venture

During the year, the Group paid Parcelair Limited $14.3 million (2023: $16.3 million) for the provision of airfreight linehaul services on normal commercial terms.

Parcelair Limited is incorporated in New Zealand and is half-owned by the Group.

Intercompany loan

An intercompany promissory note of $14.5 million (2023: $14.5 million) and intercompany receivable which arose on the acquisition of Allied Express Transport

Pty Limited (AEX), exists between IMS Group Australia Pty Ltd (IMS) and AEX. The receivable and promissory note are eliminated in the consolidated financial

statements of Freightways.

Key management compensation

Compensation paid during the year (or payable as at year end in respect of the year) to key management, which includes senior executives of the Group and non-

executive independent directors, is as follows:

Group

Less than

6 months

$000

6 -12

months

$000

1-2

years

$000

2-5

years

$000

More than

5 years

$000

To t a l

$000

2024

Bank borrowings7, 94 67, 87013,631242,39556,219328,061

Trade and other payables128,841 32,830-1,920 -163,591

Lease liabilities34,75433,50063,903143,152218,005493,314

2023

Bank borrowings9,2439,252 18,238 283,21759,306379,256

Trade and other payables117, 4 9 9 33,0084,159 - -154,666

Lease liabilities29,95529,150 55,228133,659189,1714 37,16 3

The amounts expected to be payable in relation to the interest rate swaps have been estimated using forward interest rates applicable at the reporting date.

NOTE 28. FINANCIAL RISK MANAGEMENT

28.1 Financial Risk Factors

The Group’s activities expose it to various financial risks, including liquidity risk, credit risk and market risk (which includes currency risk and cash flow interest rate

risk). The Group’s overall risk management programme focuses on the uncertainty of financial markets and seeks to minimise potential adverse effects on the

Group’s financial performance. The Group uses derivative financial instruments to hedge certain risk exposures.

Treasury activities are performed centrally by the Group’s corporate team, supplemented by external financial advice and the use of derivative financial instruments

is governed by a Group Treasury Policy approved by the Company’s Board of Directors.

The Group does not engage in speculative transactions or hold derivative financial instruments for trading purposes.

(a) Liquidity Risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as and when they fall due. The Group’s approach to liquidity risk management

includes maintaining sufficient cash reserves and ensuring adequate committed finance facilities are available. In assessing its exposure to liquidity risk, the Group

regularly monitors rolling 3, 6 and 12 months cash requirement forecasts.

The table below analyses the Group’s financial liabilities into relevant maturity groupings, based on the remaining period from the reporting date to the contractual

maturity date.

The amounts disclosed below are contractual, undiscounted cash flows.

Group

2024

$000

2023

$000

Cash and cash equivalents35,653 44,485

Trade and other receivables146,794137,510

182,447181,995

Cash and cash equivalents are held with banks with Standard & Poor’s rating of AA-.

(b) Credit Risk

Credit risk refers to the risk of a counterparty failing to discharge its obligation. Financial instruments which potentially subject the Group to credit risk principally

consist of bank balances, accounts receivable and derivative financial instruments.

The Group has credit policies that are used to manage the exposure to credit risk. As part of these policies, exposures with counterparties are monitored on a

regular basis. The Group performs credit evaluations on all customers requiring credit and generally does not require collateral.

A default in a financial asset is when the counterparty fails to make contractual payments when debt recovery processes have been exhausted and/or the

counterparty is declared bankrupt or in the case of companies, placed in administration, receivership or liquidation.

The Group’s Treasury Policy ensures due consideration is given to the financial standing of the counterparty banks with which the Group holds cash reserves and

transacts derivative financial instruments. A minimum Standard & Poor’s long-term credit rating of A/A- is required to qualify as an approved counterparty, with

the exception that a maximum of 1% of total debt exposure may be with counterparty with BBB credit rating. The quantum of transactions entered into with the

Group’s various financial lenders is also balanced to mitigate exposure to concentrated counterparty credit risk with any one financial provider.

The Group does not have any significant concentrations of credit risk.

For counterparties to trade receivables that are neither past due nor impaired, payments have historically been received regularly and on time.

The Group considers its maximum exposure to credit risk to be as follows:

20242023

Group

Gross

carrying

amount

$000

Expected

loss rate

%

Loss

allowance

$000

Gross

carrying

amount

$000

Expected

loss rate

%

Loss

allowance

$000

Current115,9040.8%927105,3821.0%1,053

31-60 days over standard terms22,8543.5%80020,0814.5%900

60-90 days over standard terms2,42722.5%5462,20225.0%551

91+ days over standard terms3,44635.0%1,2071,58945.0%715

144,6313,480129,2543,219

Trade receivables analysis

At 30 June aging analysis of trade receivables is as follows:

The Group has $25.2 million (2023: $20.7 million) of financial assets that are overdue and not impaired.

Notes to the financial statements

For the year ended 30 June 2024

114Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz115

(c) Market Risk
Foreign exchange risk

Exposure to foreign exchange risk arises when (i) a transaction is denominated in a foreign currency and any movement in foreign exchange rates will affect

the value of that transaction when translated into the functional currency of the Company or a subsidiary; and (ii) the value of assets and liabilities of overseas

subsidiaries are required to be translated into the Group’s reporting currency.

The Group’s Treasury Policy is used to assist in managing foreign exchange risk. In accordance with Treasury Policy guidelines, foreign exchange hedging is used as

soon as a defined exposure to foreign exchange risk arises and exceeds certain thresholds.

As disclosed in Note 20, at 30 June 2024 the Group had Australian dollar denominated bank borrowings of AUD128,450,000 (2023: AUD158,700,000). Of these

borrowings, AUD14,200,000 (2023: AUD14,200,000) were borrowed by a New Zealand subsidiary and have been translated at the prevailing foreign currency rate as

at balance date. The rest of the Australian dollar denominated bank borrowings have been borrowed by an Australian subsidiary and are translated as part of the

consolidation of the Group for reporting purposes. The Group has no other outstanding foreign currency denominated monetary items.

The table on the following page details the Group’s sensitivity to the increase and decrease in the New Zealand dollar (NZD) against the Australian dollar (AUD)

in respect of the Australian dollar denominated bank borrowings, borrowed in New Zealand. The sensitivity analysis only includes outstanding foreign currency

denominated monetary items at the reporting date and adjusts their translation as at that date for the change in foreign currency rates. A positive number indicates

a decrease in liabilities (bank borrowings) where the NZD strengthens against the AUD.

Interest rate risk

Exposure to cash flow interest rate risk arises in borrowings of the Group that are at the prevailing market interest rate current at the time of drawdown and are re-

priced at intervals not exceeding 180 days.

Interest rate risk is identified by forecasting short and long-term cash flow requirements.

The Group’s Treasury Policy is used to assist in managing interest rate risk. Treasury Policy requires projected annual core debt to be effectively hedged within

interest rate risk control limits against adverse fluctuations in market interest rates.

The following table demonstrates the sensitivity of the Group’s equity and profit after tax to a potential change in interest rates by plus or minus 100 basis points,

with all other variables held constant and in relation only to that portion of the Group’s borrowings that are subject to floating interest rates.

Significant assumptions used in the interest rate sensitivity analysis include:

(i) reasonably possible movements in interest rates were determined based on the Group’s current mix of debt in New Zealand and Australia, the level of debt that

is expected to be renewed and a review of the last two year’s historical movements; and

(ii) price sensitivity of derivatives has been based on a reasonably possible movement of interest rates at balance dates by applying the change as a parallel shift

in the forward curve.

Notes to the financial statements

For the year ended 30 June 2024

Sensitivity Analysis

Interest rate

Movement

N Z D/AU D

Movement

Impact on profit

Impact on other

components of equity

Impact on

liabilities & equity

Carrying

amounts

$000

+10 0

basis points

$000

-10 0

basis points

$000

+10 0

basis points

$000

-10 0

basis points

$000

+ or –

10% in value of NZD

$000

2024

Financial assets

Cash and cash equivalents35,653257(257)257(257)-

Trade and other receivables152,988-----

Derivative financial instruments1,429--1,299(1,352)-

Financial liabilities

Borrowings265,674(1,218) 1,218(1,218) 1,2181,413/(1,726)

2023

Financial assets

Cash and cash equivalents44,485320(320)320(320)-

Trade and other receivables143,510-----

Derivative financial instruments3,338453(453)1,652(1,864)-

Financial liabilities

Borrowings297,194(2,140) 2,140(2,140) 2,1401,406/(1,718)

Notes to the financial statements

For the year ended 30 June 2024

116Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz117

(d) Fair Value Estimation
The carrying value less impairment provision of trade receivables and payables is a reasonable approximation of their fair values due to the short-term nature of

trade receivables and payables. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the

current market interest rate that is available to the Group for similar financial instruments.

The fair values of financial instruments are estimated using discounted cash flows. The fair value of interest rate swaps and foreign exchange hedges are calculated

as the present value of the estimated future cash flows.

Unless otherwise stated, all other carrying amounts are assumed to equal or approximate fair value.

The Group uses various methods in estimating the fair value of a financial instrument. The methods comprise:

Level 1 – Quoted prices (adjusted) in active markets for identical assets or liabilities at the reporting date. A market is regarded as active if quoted prices are

readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly

occurring market transactions on an arm’s length basis.

Level 2 – Inputs that are observable for the asset or liability, either directly (i.e., as prices; other than quoted prices referred to in Level 1 above) or indirectly (i.e.,

derived from prices). The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives and US Private

Placement (USPP)) is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and

rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the fair value of an instrument is

included in Level 2.

Level 3 – Inputs for the asset or liability that are not based on observable market data (i.e., unobservable inputs). In these cases, the fair value of an instrument

would be included in Level 3.

Specific valuation techniques used to value financial instruments include:

•In respect of interest rate swaps, the fair value is calculated as the present value of the estimated future cash flows based on observable yield curves;

•In respect of forward foreign exchange contracts, the fair value is calculated using forward exchange rates at the balance sheet date, with the resulting value

discounted back to present value;

•In respect of USPP, the fair value is calculated on a discounted cash flow basis using the USD Bloomberg curve and applying discount factors to the future USD

interest payment and principal payment cash flows; and

•Discounted cash flow analysis for other financial instruments.

Specific valuation techniques used to value contingent consideration in a business combination and estimated purchase price adjustments include:

•fair value is calculated as the present value of the estimated future cash flows based on management’s assessment of future performance; and

•management’s knowledge of the business and the industry it operates in.

Notes to the financial statements

For the year ended 30 June 2024

Notes to the financial statements

For the year ended 30 June 2024

The following table shows the valuation technique used in measuring Level 3 contingent consideration in a business combination and estimated purchase price

adjustments:

DescriptionFair value as at 30

June 2024

Fair value as at 30

June 2023

Unobservable

Input

Range of

inputs 2024

Range of

inputs 2023

Relationship of

unobservable inputs to

fair value (sensitivity)

Contingent

Consideration

6,0814,835Achievement of

Annual Budget

92.5% - 107.5%92.5% - 107.5%A change in the

achievement of the

annual budget by 250

bps would increase/

decrease the FV of the

consideration by $0.1

million (2023: $0.1 million)

Probability

weighted average

of achieving

Annual Budget

99%99%A change in the

achievement of the

annual budget by 250

bps would increase/

decrease the FV of the

consideration by $0.1

million (2023: $0.1 million)

Discount Rate6.8%4.0%A change in the discount

rate by 100 bps would

increase/decrease the

FV of the consideration

by $0.1 million (2023:

$0.1 million)

Level 1

$000

Level 2

$000

Level 3

$000

To t a l

$000

2024

Assets

Derivative financial instruments-1,429-1,429

Total assets-1,429-1,429

Liabilities

USPP-129,421-129,421

Contingent consideration in a

business combination--6,0816,081

Total liabilities-129,4216,081135,502

2023

Assets

Derivative financial instruments-3,338-3,338

Total assets-3,338-3,338

Liabilities

USPP-128,909-128,909

Contingent consideration in a

business combination--4,8354,835

Total liabilities-128,9094,835133,744

(d) Fair Value Estimation (continued)

The amounts below are for the derivative financial instruments, USPP and contingent consideration in a business combination. There were no transfers

between levels during the year.

118

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz119

Contingent consideration in a business combination
2024

$000

2023

$000

Opening balance4,83559,892

Acquisition of businesses2,0001,126

Settlement(754)(56,183)

Closing balance6,0814,835

28.2 Capital Risk Management

Group capital (Shareholders Funds) consists of share capital, other reserves and retained earnings. To maintain or alter the capital structure, the Group has the

ability to vary the level of dividends paid to shareholders, return capital to shareholders or issue new shares, reduce or increase bank borrowings or sell assets. The

Group does not have any externally imposed capital requirements.

The Group’s long term debt facilities impose a number of banking covenants. These covenants are calculated monthly and are reported to the banks half-yearly on

a rolling 12-months basis. The most significant covenant relating to capital management is a requirement for the Group to maintain its operating leverage (net debt

divided by profit before interest, tax, depreciation and amortisation) below a maximum level. There have been no breaches of banking covenants or events of review

during the current or prior year.

The following table presents the changes in Level 3 instruments, which are carried at fair value through profit or loss.

Notes to the financial statements

For the year ended 30 June 2024

Financial assets at

amortised cost

Derivatives used

for hedgingTo t a l

2024

$000

2023

$000

2024

$000

2023

$000

2024

$000

2023

$000

Group

Trade and other receivables

(excluding prepayments)152,988137,510-- 152,988137,510

Cash and cash equivalents35,65344,485-- 35,65344,485

Derivative financial instruments--1,4303,3381,4303,338

To t a l188,641181,9951,4303,338190,071185,333

Derivatives used

for hedging

Other financial liabilities at

amortised cost

Other financial liabilities

held at fair valueTotal

2024

$000

2023

$000

2024

$000

2023

$000

2024

$000

2023

$000

2024

$000

2023

$000

Group

Borrowings

(excluding lease liabilities)--265,674297,194--265,674297,194

Lease liabilities--383,067358,273--383,067358,273

Trade and other payables --115,229100,6676,0814,835121,310105,502

To t a l--763,970756,1346,0814,835770,051760,969

(b) Liabilities, as per balance sheet

NOTE 29. FINANCIAL INSTRUMENTS BY CATEGORY

(a) Assets, as per balance sheet

Notes to the financial statements

For the year ended 30 June 2024

Reconciliation of payments for businesses acquired$000

Cash paid for completion adjustment for the acquisition of AEX671

Cash paid for acquisition960

Cash acquired from acquisition(773)

Payments for businesses acquired, net of cash acquired858

NOTE 30. BUSINESS COMBINATIONS

Acquisitions during the year

Effective 1 November 2023, the Group acquired the business and assets of First Global Logistics, an end-to-end international e-commerce logistics business in

New Zealand for total consideration of $5.9 million. The consideration comprises a $3.9 million non-cash settlement of trade payables between the Group and

the acquiree and a future earn-out of up to $2 million payable at the end of the 2025 financial year. The acquired business expands the Group’s international

e-commerce logistics know-how and operates within the Group’s express package division.

Effective 15 April 2024, the Group acquired the business and assets of OnSend, a courier services provider in New Zealand for total cash consideration of $1 million.

The acquired business expands the Group’s oversized courier services and operates within the Group’s express package division.

Prior period acquisition – Allied Express Transport Pty Ltd (AEX)

Effective 30 September 2022, the Group acquired 100% of AEX, a company operating in Australia in the courier and express freight market for total consideration

of $215.3 million. The consideration comprises a cash payment of $88.1 million, issue of Freightways shares of $112.1 million, promissory note of $14.5 million

and a completion adjustment of $0.7 million. A$50 million of the shares issued to the vendors are subject to an escrow on sale for a period of 12 months from

30 September 2022 and A$25 million of those shares will then remain subject to an escrow on sale for a further period of 12 months thereafter. The completion

adjustment of $0.7 million was paid during the year ended 30 June 2024.

The fair value of certain assets and liabilities arising from the acquisition had previously been determined on a provisional basis, pending confirmation of certain

determinants and finalisation of independent valuations. The fair value of assets acquired and liabilities assumed were subsequently finalised within 12 months from

the acquisition date. There was a minor adjustment to deferred tax recognised in the current year.

Prior period acquisition – ProducePronto (“PP”)

Effective 1 November 2021, the Group acquired the business and assets of PP for an initial consideration of approximately $12.1 million and future earn-out of up

to $3.8 million over 3 years. PP operates fourth party logistics (4PL) services with 365 days per year, same-day fresh and frozen delivery to convenience outlets in

New Zealand and businesses across Auckland. This acquired business operates within the Group’s express package & business mail operating segment.

As at 30 June 2024, the estimated discounted future earn-out payment for the acquisition of PP was $3.7 million (2023: $3.7 million). This represents no change

in the estimated undiscounted future earn-out payment from the last balance date. The Group has forecast several scenarios and probability-weighted each

to determine an updated fair value for this contingent payment arrangement. The actual contingent payment is in the process of being finalised. The liability is

presented within current trade and other payables in the balance sheet and is expected to be settled in the first half of the 2025 financial year.

NOTE 31. SIGNIFICANT EVENTS AFTER BALANCE DATE

Dividend declared

On 19 August 2024, the Directors declared a fully imputed final dividend of 19 cents per share (approximately $34 million) in respect of the year ended 30 June

2024. The dividend will be paid on 1 October 2024. The record date for determination of entitlements to the dividend is 13 September 2024. The Freightways

Dividend Reinvestment Plan will not be offered for this dividend.

Debt facility

The Group has negotiated a two-year extension to its existing syndicated bank facility of NZ$30 million that was maturing on 15 March 2027. The extension is

effective from 16 July 2024.

At the date of this report, there have been no other significant events subsequent to the reporting date.

120

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz121

Shareholder information
Number

of holders

Number

of shares held

% of issued

capital

Size of shareholding

1 to 1,9993,8483,347,6311.87

2,000 to 4,9992,3337,030,3073.93

5,000 to 9,9991,0456,833,4873.82

10,000 to 49,99969411,914,2166.67

50,000 to 99,999261,635,9520.92

100,000 to 499,999326,604,1523.70

500,000 to 999,99996,559,1163.67

1,000,000 and over23134,787,95875.42

Total shareholders8,010178,712,819100.00

Geographic distribution

New Zealand7,634142,332,51879.64

Australia30536,118,58620.21

Other71261,7150.15

8,010178,712,819100.00

Substantial product holders as at 31 July 2024

Based upon notices received, the following persons are deemed to be substantial product holders in accordance with Section 293 of the Financial Markets

Conduct Act 2013:

Voting securities

Number%

Colin McDowell11,282,3826.31

FirstCape Group Limited9,698,7625.43

ANZ New Zealand Investments Limited,

ANZ Bank New Zealand Limited

and ANZ Custodial Services New Zealand Limited9,053,0235.07

The total number of issued voting securities of the Company as at 31 July 2024 was 178,712,819.

Stock exchange listing

The Company’s fully paid ordinary shares are listed on NZX (the New Zealand Stock Exchange) and ASX (Australian Securities Exchange) as a foreign exempt listing.

The Foreign Exempt Listing means that the Company is expected to comply primarily with the Listing Rules of the NZX Main Board (being the rules of its home

exchange) and is exempt from complying with most of ASX’s Listing Rules.

For the purpose of ASX Listing Rule 1.15.3, the Company confirms that it has complied with the NZX Listing Rules during the year ended 30 June 2024.

The Company has not been granted or relied on any waiver published by NZX during the year ended 30 June 2024. Neither NZX nor ASX has taken any disciplinary

action against the Company during the financial year ended 30 June 2024. In particular, there was no other exercise of powers by NZX under NZX Listing Rule 9.9.3.

Distribution of shareholders and shareholdings as at 31 July 2024

Shareholder information

Number of

Shares held

% of issued

capital

Custodial Services Limited <A/C 4>23,278,02513.03

BNP Paribas Nominees (NZ) Limited <BPSS40> *12,713,6627.11

Colin McDowell < Low Cost Base A/C>10,989,2946.15

FNZ Custodians Limited9,172,1835.13

Forsyth Barr Custodians Limited <1-Custody>8,365,6454.68

TEA Custodians Limited <TEAC40> *8,099,6294.53

JPMorgan Chase Bank <CHAM24> *7,727, 8264.32

Citibank Nominees (New Zealand) Limited <CNOM90> *6,642,5963.72

HSBC Nominees (New Zealand) Limited <HKBN90> *6,315,0023.53

Accident Compensation Corporation <ACCI40> *4,603,1502.58

ANZ Wholesale Australasian Share Fund <PNAS90> *4,396,1662.46

ANZ Custodial Services New Zealand Limited <PBNK90> *4,142,4562.32

HSBC Nominees A/C NZ Superannuation Fund Nominees Limited <SUPR40> *4,115,0682.30

HSBC Nominees (New Zealand) Limited <HKBN45> *3,991,6122.23

New Zealand Depository Nominee Limited <A/C 1 Cash Account>3,892,9782.18

JBWere (NZ) Nominees Limited <NZ Resident A/C>3,114,0801.74

PTJR Pty Limited3,006,5711.68

Generate Kiwisaver Public Trust Nominees Limited <NZPT44> *2,443,1331.37

Dean John Bracewell & Phillipa Anne Bracewell & Bracewell Trustee Company Limited <Bracewell

Family A/C>1,753,7330.98

Simplicity Nominees Limited *1,722,9060.96

130,485,71573.00

* held through NZ Central Securities Depository Limited

Top twenty registered shareholders of listed shares as at 31 July 2024

122

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz123

Corporate Governance Statement
This statement is an overview of the Group’s main corporate governance policies, practices and processes adopted or followed by the Board of Directors of

Freightways Group Limited (the Board). The Group’s corporate governance processes do not materially differ from the principles set out in the NZX Corporate

Governance Code, except as set out within this statement. In preparing this statement, Freightways has reported against the NZX Corporate Governance Code

dated 1 April 2023.

This statement has been approved by the Board and is current as at 30 June 2024.

The role of the Board of Directors

The Board is committed to the highest standards of corporate governance and ethical behaviour, both in form and substance, amongst its Directors and the people

of the Company and its subsidiaries (Freightways).

Board responsibilities

The Board’s corporate governance responsibilities include overseeing the management of Freightways to ensure proper direction and control of Freightways’ activities.

In particular, the Board will establish corporate objectives and monitor management’s implementation of strategies to achieve those objectives. It will approve budgets

and monitor performance against budget (including Financial Reporting and any applicable Non-Financial Reporting). The Board will ensure adequate risk management

strategies are in place and monitor the integrity of management information and the timeliness of reporting to shareholders and other stakeholder groups.

The Board will follow the NZX Corporate Governance Code and Directors will act in accordance with their fiduciary duties in the best interests of the Company.

A formal Board Charter, which can be found at https://www.freightways.co.nz/about/corporate-governance/, has been adopted by the Board that elaborates on

Directors’ responsibilities. The Board will internally evaluate its performance and the performance of its committees annually. Any recommendations flowing from

this review will be implemented promptly. The Board will review its Corporate Governance practice against current best practice and continue to develop company

policies and procedures, as deemed necessary.

Board composition, appointment and performance

In accordance with the NZX Listing Rules, the Board will comprise not less than three Directors. The Board will be comprised of a mix of persons with complementary

skills appropriate to the Company’s objectives and strategies, having regard to the Diversity & Inclusion Policy and any measurable objectives set by the Board.

The Board must include not less than two persons (or if there are eight or more Directors, three persons or one third rounded down to the nearest whole number of

Directors) who are deemed to be independent. The majority of the Board must be independent Directors, including the Chairman. The Chairman and the CEO must

be different people.

Freightways’ Board currently comprises six Directors: the non-executive Chairman and five non-executive Directors. All Freightways’ Directors are independent. Key

executives attend board meetings by invitation.

The procedures for the nomination and appointment of Directors are administered by the Board and detailed in the Board Charter. The Board is responsible for

making Director nominations available in accordance with the procedure set out in the NZX Listing Rules, reviewing the suitability of a Director nominee in respect

of that nominee's proposed appointment, procuring appropriate checks to confirm that a Director nominee is fit and proper to be appointed a Director, ensuring

effective induction programmes are in place for the Directors and confirming the status of Directors’ independence for external reporting purposes.

Each Director must enter into a written agreement with the Company on appointment that outlines the terms of the Director’s appointment.

The Directors all undertake appropriate training to remain current on how to best perform their duties as Directors of the Company. The Board Charter requires

an annual review of the Board and Committee composition, structure and succession to ensure its members are performing in line with their obligations and the

Company’s values and strategy. The Board assesses its own performance, and the Board Chair continually monitors the dynamic of the Directors to ensure it is

always working optimally. This will include an assessment by an external consultant in the 2025 financial year.

Please see Director’s Report section of this Annual Report for further disclosures relating to the Board.

Diversity & inclusion

The Company has a formal diversity & inclusion policy which can be found at https://www.freightways.co.nz/about/corporate-governance/. The Company is

committed to encouraging diversity throughout all levels of its operations and by ensuring all employees have an equal opportunity to realise their career ambitions

within Freightways. As required to be reported by the NZX Listing Rules, the Company advises that from a gender diversity perspective, as at 30 June 2024, the

gender balance of the Company’s Directors and Officers is as below:

OfficersDirectors

June 2024June 2023*June 2024June 2023*

Female1122

Male7744

To t a l8866

*Updated from the 2023 annual report to reflect the Company’s revised view that there are 8 (rather than 5) officers of the Company for the purposes of the

diversity reporting obligations.

Meetings HeldMeetings Attended

Director

Mark Cairns88

Abby Foote88

David Gibson88

Peter Kean88

Fiona Oliver88

Mark Rushworth88

Meetings HeldMeetings Attended

Director

Abby Foote77

Mark Cairns76

David Gibson77

Board committees

Standing committees have been established to assist in the execution of the Board’s responsibilities. These committees utilise their access to management

and external advisors at a suitably detailed level, as deemed necessary and report back to the full Board. Each of these committees has a charter outlining its

composition, responsibilities and objectives. The committees are as follows:

Audit & risk committee:

The Audit & Risk Committee is responsible for overseeing risk management, accounting and audit activities and reviewing the adequacy and effectiveness

of internal controls, meeting with and reviewing the performance of external auditors, reviewing the Annual Report and Half Year Results Release, making

recommendations on financial and accounting policies, and, in relation to the Company’s climate-related risks and opportunities, reviewing: their inclusion in the

development of the Company’s strategy, the proposed metrics and targets for their management and the climate-related disclosures for the Company. The

Company’s Audit & Risk Committee Charter can be found at https://www.freightways.co.nz/about/corporate-governance/.

The Audit & Risk Committee oversees the Company’s engagement and communications with its external auditors, which includes meetings between members of

the Audit & Risk Committee and the external auditors (both with and without management present). Services provided by the external audit firm to the Company

outside of its statutory audit role are monitored by the Audit & Risk Committee to ensure that the independence of its auditors is maintained.

The external auditor is invited to attend meetings when it is considered appropriate by the Audit & Risk Committee. The Company’s external auditor also attends

the annual meetings and is available to answer shareholder questions relating to the audit.

The Group has an established internal audit function for financial controls and draws on external expertise where required to perform complementary internal

audits of non-financial control related areas of the Group. The internal audit programme covers a broad spectrum of risks and findings are presented to the Audit &

Risk Committee.

The members are Abby Foote (Chair), Mark Cairns and David Gibson. All members are independent non-executive Directors. Meetings were held and attended,

as follows:

Corporate Governance Statement

Board meetings

The following table outlines the number of board meetings attended by Directors during the course of the 2024 financial year:

The Company has committed to promoting diversity and inclusion in the workplace through the development and advancement of under-represented groups in the

Group with career opportunities, professional development courses and training. The Company has set an objective of having 40% of the Executive, Leadership Teams

and Freightways Board to be composed of representatives of currently under-represented groups (women, ethnic groups and employees under 43 years-old) by 2030.

As at 30 June 2024, these under-represented groups make up 47% of the Executive, Leadership Teams and Freightways Board, exceeding the 40% objective.

124

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz125

Corporate Governance StatementCorporate Governance Statement
Meetings HeldMeetings Attended

Director

Peter Kean33

Mark Cairns33

Fiona Oliver33

Mark Rushworth33

People & safety committee:

The People & Safety Committee (previously the People & Remuneration Committee) is responsible for overseeing the Freightways human resource practices,

providing for a remuneration policy for Directors and executives, reviewing the remuneration and benefits of the senior management, reviewing and recommending

the remuneration of Board members, making recommendations to the Board in respect of succession planning, and reviewing and making recommendations to

the Board in respect of health & safety standards and practices. The Company’s People & Safety Committee Charter and the Company’s Remuneration Policy can

be found at https://www.freightways.co.nz/about/corporate-governance/. The Company’s Remuneration Policy does not prescribe specific relative weightings to

remuneration and relevant performance criteria as the Board has determined that it is more appropriate for the People & Safety Committee to consider and adopt

relevant weightings and performance criteria on a case-by-case basis in respect of each applicable officer.

The members of the People & Safety Committee are Peter Kean (Chair), Mark Cairns, Fiona Oliver and Mark Rushworth. All members are independent non-executive

Directors and members of management attend only at the invitation of the People & Safety Committee. Meetings were held and attended, as follows:

Disclosure committee:

The Disclosure Committee is responsible for ensuring that adequate processes and controls are in place for the identification of material information and the

release of material information when required, reviewing disclosure obligations (including reviewing announcements and assessing whether trading halts may be

required) and engaging with the Board as required on such obligations and overseeing compliance with continuous and periodic disclosure requirements.

The members of the Disclosure Committee are Mark Cairns, Abby Foote, the Chief Executive Officer, the Chief Financial Officer and the General Counsel. Meetings

are held as required to ensure that the Company’s disclosure obligations are met in an accurate and timely manner.

Code of ethics

Freightways expects its Directors and employees to maintain high ethical standards that are consistent with Freightways’ core values, business objectives and legal

and policy obligations. A formal Code of Ethics has been adopted by the Board and can be found at https://www.freightways.co.nz/about/corporate-governance/.

Freightways’ people are expected to continue to lead according to this Code. New and existing employees will be required to complete training on the Code of

Ethics in FY25, then subsequently as required by the Code. The Code deals specifically with conflicts of interest, proper use of information, proper use of assets and

property, conduct and compliance with applicable laws, regulations, rules and policies and the other matters set out in recommendation 1.1 of the NZX Corporate

Governance Code.

Breaches of the Code of Ethics are required to be notified in accordance with the Company's Protected Disclosures (Whistleblower) Policy or via other channels

made available from time to time.

Protected disclosures (whistleblower)

The Company is committed to encouraging, supporting and respecting open and honest accountable work practices. The Company believes all employees have

a responsibility to eliminate serious wrongdoing in the workplace and has adopted a formal whistleblowing policy that provides employees with access to a

confidential third-party agency. The Company’s Protected Disclosures (Whistleblower) Policy can be found at https://www.freightways.co.nz/about/corporate-

governance/.

Delegation of authority

The Board delegates its authority where appropriate to the Chief Executive Officer for the day-to-day affairs of Freightways. Formal policies and procedures exist

that detail the parameters that the Chief Executive Officer and in turn his direct reports are able to operate within.

Share trading by directors and management

The Board has adopted a policy that ensures compliance with applicable securities trading laws. This policy requires prior consent by the Chief Financial Officer

and General Counsel in relation to any trading by executive management, and in the case of Directors of the Company and its subsidiaries, prior consent by the

Chairman of the Board, Chief Financial Officer and General Counsel. Any trading by the Chairman of the Board requires prior consent by the Chair of the Audit

& Risk Committee, Chief Financial Officer and General Counsel. The Company’s Securities Trading Policy can be found at https://www.freightways.co.nz/about/

corporate-governance/.

Treasury policy

Exposure to foreign exchange and interest rate risks is managed in accordance with the Group’s Treasury Policy that sets limits of management authority. Derivative

financial instruments are used by the Group to manage its business risks; they are not used for speculative purposes.

Reporting and disclosure

The Company is committed to promoting investor confidence by providing timely, accurate and full disclosure of information in accordance with the NZX Listing

Rules and ASX Listing Rules applicable to the Company as a foreign-exempt entity. The Company has appointed its Chief Financial Officer as its Disclosure Officer.

The Disclosure Officer is responsible for monitoring Freightways’ business to ensure it complies with its disclosure obligations. The Disclosure Officer has access

to all necessary information provided by the direct reports of Freightways’ Chief Executive Officer in respect of their areas of responsibility. The Disclosure Officer

will regularly request certification from the Chief Executive Officer’s direct reports that all reasonable enquiries have been made to ensure all relevant material

information has been disclosed to the Disclosure Officer. The Company’s Disclosure & Communications Policy can be found at https://www.freightways.co.nz/about/

corporate-governance/.

Copies of other key governance documents, including the Code of Ethics, Securities Trading Policy and Guidelines, Board and Committee Charters, Diversity and

Inclusion Policy and Remuneration Policy, and are all available on the Company’s website at https://www.freightways.co.nz/about/corporate-governance/.

Copies of the Company's Annual Report from prior years can be found at https://www.freightways.co.nz/investor-relations/annual-reports/.

In accordance with the Financial Sector (Climate-related Disclosures and Other Matters) Amendment Act 2021, the Company will be required to meet climate-

related disclosure obligations set out in the External Reporting Board's reporting standards in respect of its financial reporting period commencing on 1 July 2023.

The Company will release this report not later than Wednesday 23 October 2024 and once released it will be available on the Company’s website at https://www.

freightways.co.nz/investor-relations/annual-reports/ (noting the name of the page may be updated to reflect such additional content).

Risk management

The Company operates in an environment that contains a number of operational and strategic risks. It actively manages risk to ensure it operates a safe workplace

and is able to sustain the achievement of its business objectives. Risk management techniques and capability assist managers to focus on uncertainties and

vulnerabilities associated with the future, thereby improving the likelihood of meeting business objectives.

The management of risk is a core management responsibility. All managers and employees are accountable to employ risk management processes within their area

of control to aid in the achievement of business objectives. A process to ensure risk has been adequately identified, considered and can be managed, is evident in

all key decision-making processes. The Chief Executive Officer, Chief Financial Officer and subsidiary management ensure that risks to the business are identified,

evaluated and, where necessary, reported to the Board, that effective responses and control activities are developed and that appropriate monitoring and timely

re-evaluation is conducted. The Company reports externally on key risks which it considers are relevant to shareholders and other external stakeholders, including

climate related risks and health and safety risks, but does not report generally on all material risks which may apply to the Group. All risks to the Group are included

within a detailed internal risk reporting regime where risks relevant to specific business units are identified and mitigating actions are recorded.

The Board and its Audit & Risk Committee are responsible for setting policy, assessing and monitoring strategic risks and ensuring management maintains an

effective risk management framework.

The Company draws on external expertise where required to perform internal audit on areas assessed to be highest risk for the business and these areas are

reviewed on a regular basis, including IT project management, payroll processing and managing business continuity.

The Company’s Risk Management Policy can be found at https://www.freightways.co.nz/about/corporate-governance/.

Donations

In accordance with section 211 (1) (h) of the Companies Act 1993, the Freightways Group made donations totalling $0.2 million during the year. No political

contributions were made during the year.

Health, safety & wellbeing risks

Under the Board and its People & Safety Committee’s oversight, the Company’s management team and Health & Safety Committee are responsible for oversight

of the Company’s health, safety and wellbeing risks. The prevention of accidents and injuries is of vital importance and no task is regarded to be so important that

it may be done in an unsafe manner. The Company has developed and maintains a Health & Safety Manual that details the procedures required of all managers,

employees and contractors to maintain a healthy and safe working environment.

The Company is subject to internal and external audit and review, including external audit as part of the Accident Compensation Corporation’s Accredited

Employers Programme and also New Zealand’s Civil Aviation Authority audit of the Group’s Fieldair operations.

The Company has a mental health and wellbeing programme that includes Freightways’ The Movement online portal available to all employees to provide them with

support and information. Employees can also access EAP (Employee Assistance Programme) which is an external professional counselling helpline.

The Board and People & Safety Committee monitor, support and complete their own due diligence on the health, safety and wellbeing practices of the Company.

Health, safety and wellbeing is a standing Board agenda item that is discussed at all scheduled Board meetings.

Takeover response plan

The Board has a Takeover Response Plan to assist the Directors and management with the response to unexpected takeover activity. The Plan summarises key

aspects of takeover preparation, and sets out, governance, conflict and communications protocols for takeover response. This Plan provides that in the event of a

takeover offer, the Board would establish an Independent Takeover Response committee to manage its takeover response obligations.

126

Freightways Annual Report | Financial Year ended 30 June 2024Freightways Group Limited and its subsidiariesfreightways.co.nz127

ALLIED EXPRESS
TRANSPORT PTY LIMITED

3 Murray Jones Drive

Bankstown Aerodrome

New South Wales 2200

Australia

Telephone: +61 13 13 73

www.alliedexpress.com.au

BIG CHILL

DISTRIBUTION LIMITED

28 Pukekiwiriki Place

Highbrook

Auckland

Telephone: +64 9 272 7440

www.bigchill.co.nz

CASTLE PARCELS

LIMITED

163 Station Road

Penrose

DX CX10245

Auckland

Telephone: +64 9 525 5999

www.castleparcels.co.nz

FIELDAIR HOLDINGS

LIMITED

Palmerston North International Airport

Palmerston North

DX PX10029

Palmerston North

Telephone: +64 6 357 1149

www.fieldair.co.nz

FOR INQUIRIES IN RELATION TO FREIGHTWAYS’ SERVICES AND PRODUCTS

CONTACT THE OFFICES LISTED ABOVE OR REFER TO FREIGHTWAYS’ WEBSITE AT:

WWW.FREIGHTWAYS.CO.NZ

FREIGHTWAYS GROUP LIMITED AND ITS SUBSIDIARIES

Directory

MESSENGER SERVICES

LIMITED

32 Botha Road

Penrose

DX EX10911

Auckland

Telephone: +64 9 526 3680

www.sub60.co.nz

www.kiwiexpress.co.nz

www.stuck.co.nz

www.securityexpress.co.nz

NEW ZEALAND

COURIERS LIMITED

32 Botha Road

Penrose

DX CX10119

Auckland

Telephone: +64 9 571 9600

www.nzcouriers.co.nz



NEW ZEALAND DOCUMENT

EXCHANGE LIMITED

20 Fairfax Avenue

Penrose

DX CR59901

Auckland

Telephone: +64 9 526 3150

www.dxmail.co.nz

www.dataprint.co.nz

N O W C O U R I E R S

LIMITED

161 Station Road

Penrose

Auckland

Telephone: +64 9 526 9170

www.nowcouriers.co.nz

POST HASTE

LIMITED

32 Botha Road

Penrose

DX EX10978

Auckland

Telephone: +64 9 579 5650

www.posthaste.co.nz

www.passtheparcel.co.nz

PRODUCEPRONTO

10 Te Apunga Place

Mt Wellington

Auckland

Telephone: +64 800 12 34 55

www.producepronto.co.nz



SHRED-X PTY

LIMITED

PO Box 1184

Oxenford

Queensland 4210

Australia

Telephone: +61 1 300 747 339

www.shred-x.com.au

www.med-xsolutions.com.au

THE INFORMATION MANAGEMENT

GROUP (NZ) LIMITED

33 Botha Road

Penrose

DX EX10975

Auckland

Telephone: +64 9 580 4360

www.timg.co.nz

www.stocka.co.nz

THE INFORMATION MANAGEMENT

GROUP PTY LIMITED

PO Box 21

Enfield

New South Wales 2136

Australia

Telephone: +61 2 9882 0600

www.timg.com

www.filesaver.com.au

www.litsupport.com.au

BOARD OF DIRECTORS

Mark Cairns (Chairman)

Abby Foote

David Gibson

Peter Kean

Fiona Oliver

Mark Rushworth

REGISTERED OFFICE

32 Botha Road

Penrose

DX CX10120

Auckland

Telephone: (09) 571 9670

www.freightways.co.nz

AUDITORS

PricewaterhouseCoopers

15 Customs Street West

Auckland CBD

Auckland 1010

SHARE REGISTRAR

Computershare Investor

Services Limited

159 Hurstmere Road

Takapuna

North Shore City 0622

DX CX10247

STOCK EXCHANGE

The fully paid ordinary shares

of Freightways Group Limited are

listed on the New Zealand Stock

Exchange (NZX) and Australian

Securities Exchange (ASX).

Company

particulars

128Freightways Annual Report | Financial Year ended 30 June 2024

BOARD OF DIRECTORS
Mark Cairns (Chairman)

Abby Foote

David Gibson

Peter Kean

Fiona Oliver

Mark Rushworth

REGISTERED OFFICE

32 Botha Road

Penrose

DX CX10120

Auckland

Telephone: (09) 571 9670

www.freightways.co.nz

AUDITORS

PricewaterhouseCoopers

15 Customs Street West

Auckland CBD

Auckland 1010

SHARE REGISTRAR

Computershare Investor

Services Limited

159 Hurstmere Road

Takapuna

North Shore City 0622

DX CX10247

STOCK EXCHANGE

The fully paid ordinary

shares of Freightways Group

Limited are listed on NZX

Limited (the New Zealand

Stock Exchange) and the

ASX Limited (The Australian

Stock Exchange).

Company

particulars

Image:

Big Chill's newly opened

chilled facility in Ruakura

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.

Other issuers discussed similar conditions around this time

Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.