Bremworth Limited/Announcement
Bremworth Limited logo

Release of FY24 Annual Report

Annual Report29 September 2024BRWConsumer Discretionary

ANNUAL REPORT 2024
POSITIONED

FOR GROWTH

1
“Our purpose is to find a more

sustainable way.”

GREG SMITH - CEO

COMPANY PROFILE

Bremworth, a broadloom carpet and rug manufacturing business,

has been synonymous with quality for over 60 years. The company

has developed a unique ability to innovate with natural materials

and aims to make homes more desirable, healthier and sustainable.

With a dedicated team of 255, Bremworth is focussed on the key

markets of New Zealand and Australia. To support its production

in Whanganui, Napier and Auckland, the company has developed

a new external supply chain, designed to insulate the business

against future shocks and enable it to scale quickly.

Bremworth’s wool-buying division Elco Direct, with its own

dedicated team of 30, is one of the country’s largest buyers of the

natural fibre, purchasing thousands of tonnes at the farm gate each

year. Established more than 50 years ago, the company has wool

stores based in Cambridge, Taumarunui, Raetihi and Whanganui.

With a philosophy based on providing a competitive price and

unequalled service to farmers, Elco Direct has an established,

extensive, and growing customer base throughout the North Island.

2
3

CONTENTS


Results at a glance 5

Chair & CEO letter 7

People, safety & wellbeing 10

Board of Directors 16

Leadership team 18

Supply chain 20

Brand 23

Product & partnerships 26

Sustainability & R&D 28

Consolidated financial statements 30

Governance and other disclosures 92


On behalf of the Board and management of

Bremworth Ltd, we are pleased to present the

Annual Report for the year ended 30 June 2024.

George Adams

Chair

27 September 2024

Greg Smith

Chief Executive Officer

Bremworth reported a profit of $4.6 million after tax for the year
ended June 30, 2024, down from $10.7 million the previous year.

The decline was largely due to Cyclone Gabrielle’s impact, including

flooding at the Napier yarn plant, which led to reduced inventory

levels and a $9.4 million drop in revenue. Despite these challenges,

Bremworth’s wool-buying division saw growth. The company

has rebuilt its inventory and aims to expand into export markets,

with plans to resume dividend payments by 2026.

Established

NEW HYBRID

SUPPLY CHAIN,

taking our key

product availability

from a low of 30%

in Q3 FY24 to over

90% in Q1 FY25.

Assessed and

re-aligned our

cost structure

to meet our new

business model;

consolidating our

warehouse facilities

and injecting global

manufacturing

expertise.

Continued

investment in

R&D resulted in

strong product

pipeline with

commercialisation

of 4 NEW

PRODUCTS Q1

FY25

GREW

ELCO DIRECT

VOLUME 28%

as we took

greater share

of wool clip.

FY24 RESULTS

OPERATING REVENUE

$80.3m

-10% | FY23 $89.7m

CARPET & RUGS REVENUE

$ 5 7.1 m

-20% | FY23 $71.5m

24.3%

GROSS MARGIN

$4.6m

-57% | FY23 $10.7m

NET PROFIT AFTER TAX

$23.2m

+28% | FY23 $18.2m

ELCO DIRECT

REVENUE

NUMBER OF YARN

SUPPLY SITES

FY23 27.6%

$26.5m


FY23 $35.5M

4

5

0

5

10

15

20

25

30

Finished Goods

Work in Progress

Raw Materials

FY23FY22

3030

FY24

Inventory profile

Revenue by region

Australia ($27.3m)

New Zealand ($51.3m)

North America ($1.7m)

Value of inventory ($m)

RESULTS AT A GLANCE

INSURANCE PROCEEDS

FY23: 3

7

INVESTMENT IN R&D

1

$2.9m

+28% | FY23 $2.3m

1

Gross of Government grants $0.5m (FY23 $0.4m)

6
7

CHAIR & CEO LETTER

“We’ve built a solid foundation

to accelerate growth.”

GEORGE ADAMS - CHAIR

Supply chain transformation

FY24 was a year of transition and evolution

for Bremworth. The ongoing impact of

Cyclone Gabrielle cast a long shadow over the

performance of our carpet business throughout

the 2024 financial year.

With our Napier facility still largely offline

following the impact of Cyclone Gabrielle, we

have built a new hybrid supply chain, a critical

step towards reducing our business interruption

while laying down a solid foundation for

adaptability, future risk mitigation and growth.

The establishment of external supply lines using

four new partners to complement our existing

operations has been a significant undertaking.

With this process largely completed and our new

capability online towards the end of the period,

we are launching four new ranges, expanding in

existing markets and exploring new geographies

as interest in woollen flooring grows.

To complement this new hybrid supply chain,

we have steps underway to restore our unique

yarn-making capability at Napier. This plant made,

and will ultimately continue to make, innovative

yarns that are hard to recreate anywhere else

in the world, so a staged reinstatement of

machinery will enable us to innovate and scale

distinctive ranges, which are critical to our brand

and profitability.

In the meantime, we have reinstated our dye

house in Napier to improve quality control, to

make the supply of 100% dyed New Zealand wool

for our Whanganui spinning plant more efficient,

and to provide the critical resource needed to

better enable our research and development

programme. In addition, we have also reinstated a

yarn twisting machine, and reinstatement work on

one of our continuous yarn finishing lines is about

to commence. We have also invested in capacity

and utilisation improvements in Whanganui to

increase local production and speed to market.

FY24

REVIEW

CHAIR & CEO LETTER
8

Elco Direct

Our wool-buying business grew market share

in FY24, improving volumes, revenue, and

profitability. This was underpinned by a new

10-year contract being offered to farmers to better

support them and the industry. These contracts aim

to provide price stability and sustainable returns for

growers, and secure quality, volume, and margin

for Bremworth.

Positive outlook

In FY24 we have laid solid foundational blocks

for sustainable profitability. We have developed

our new hybrid supply chain, reset our baseline

cost structure, strategically invested in our brand,

customer experience, R&D and technology. We

have realigned and restructured our people lineup

to ensure that we have the right capacity, expertise

and agility in place to optimise the opportunities

before us.

A return to dividend payments is expected by 2026,

or possibly sooner, due to improved operating

performance and structural changes made in FY24.

We are also immensely grateful for the support of

our investors, customers and suppliers who have

stood beside us as we navigated a challenging

post-cyclone rebuilding of our business.

George Adams, Chair

Greg Smith, Chief Executive Officer

Strategic review outcome

We are pleased to update shareholders on

the outcome of the strategic review which was

conducted earlier this year by external advisors

in collaboration with management. The review

identified key areas to drive a sustainable,

profitable, and growing business.

• Maximise the value of Bremworth’s vertically

integrated hybrid supply chain - We have

partnered with new offshore suppliers to boost

our capabilities and stabilise the production

of high-quality woollen products at scale.

We have also reintroduced essential in-house

equipment in phases to our Napier facility

and will continue to do so.

• Increase scale in key geographies - Australia

remains a core market with significant growth

potential. Although supply chain disruptions

following Cyclone Gabrielle impacted

production, our broadened supply chain now

allows us to meet demand in this market. We

will continue to expand in Australia and explore

early-stage opportunities in the United States,

with updates to follow.

• Expand product offerings - The strategic

review endorsed our focus on expanding

Bremworth’s range of premium products to

reach new customer segments. The Board

is pleased with the latest range, which has

received overwhelmingly positive feedback

across all markets.

• Enhance the consumer experience - While

retail partnerships remain our core market

route, the launch of Bremworth’s experience

store in Auckland has increased direct customer

engagement. The strategic review also identified

growth potential in our direct-to-consumer rugs

business, which we will continue to invest in.

Insurance

Cyclone Gabrielle-related insurance income in

FY24 totalled $26.5 million (FY23 $35.5 million),

taking insurance proceeds received to date to

$62.0 million. A key focus for management has

been the complex insurance settlement for material

damage to our Napier plant. Pleasingly, Bremworth

has met all its obligations regarding assessments,

reporting and analysis. We look forward to

reaching an agreement with insurers on the value

required to re-instate our Napier plant and we

expect to update shareholders in Q2 of FY25.

Deep appreciation for our team

We would like to extend our heartfelt thanks to

our exceptional teams who have demonstrated

capability, resilience and determination as we

worked to recover from the impact of Cyclone

Gabrielle. It is only through their efforts that we

have been able to manage customer expectations,

establish a new hybrid supply chain to reduce

business interruption, while also working through

complex insurance claims for the Napier site.

FY24 result

Bremworth’s net profit after tax fell from

$10.7 million to $4.6 million in the year ended

30 June 2024 (FY24). Annual revenue also

declined $9.4 million to $80.3 million - impacted

heavily by cyclone-depleted inventory levels and

the challenges faced in accessing suitable yarn

supply at the start of the period.

The company is unencumbered by debt, and

its end-of-year cash balance of $31.6 million is

$7.7 million down from the previous year, as we

invested to lift inventory by $8.2 million to $29.3

million to better meet customer expectations.

9

GREG SMITH - CEO

PEOPLE, SAFETY & WELLBEING
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Our culture helped us navigate the ongoing disruption of Cyclone Gabrielle.

When this weather event hit we had the knowledge, leadership skills, grit

and determination required to manage the impact on our business. As we

look beyond the challenges presented by the cyclone we have realigned

our teams to meet the needs of the new business model with

growth in mind. Below are our key areas of focus:

OUR PEOPLE

Culture

Continue to enhance our

culture by seeking and acting

on our people’s feedback, to

help them perform at their best

and stay connected to each

other and our purpose

and values.

Safety and wellbeing

Continue to help our people

strengthen their safety

and wellbeing mindset to

promote a culture of care

where everyone thrives.

Capability and development

Continue to invest in and grow our

people to build a strong pipeline

of talent to ensure we have

the leadership and operational

capabilities needed to grow the

business and deliver optimal

customer outcomes.

“The fabric of our success is woven from hard work and commitment,

and I am so happy to be a part of the Bremworth team.”

ADRIAN SUNDMAN – CARDING LEADING HAND

People practices

Continue to review and

optimise our core people

processes to attract, retain

and develop talent, foster a

positive work environment,

and align team goals with our

organisational objectives.

PEOPLE, SAFETY & WELLBEING
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PROTECTING

OUR PEOPLE

To keep safety and wellbeing top of mind we continued to build capability, particularly

within our leadership teams, factory staff and Elco Direct employees, who are exposed

to risk due to the nature of their roles. To further enhance safety, we rolled out machine

guarding at our Auckland and Whanganui plants, and improved our safety barriers

and walkways in Auckland. We track lead indicators, and to gain insights on our

behaviours and safety mindset we are also updating our safety reporting

software to maximise the capabilities this tool provides.

“I love working at Bremworth. The management look after us,

they make sure we’re working in a good environment.”

MINA BELL - TUNER AND MACHINE MECHANIC

Bremworth’s system to reduce harm includes:

Policies

Our policies aim to reduce harm through the implementation of

guidelines specifically designed to proactively remove/minimise risks,

while also fostering a culture of safety, wellness and accountability.

Procedures

We have established clear, actionable steps that promote the safety

and wellbeing of our people. These include consistent protocols

such as incident reporting and emergency response procedures.

Risk assessment

We have identified our key risks and have implemented controls to

reduce those risks.

Training and education

We provide comprehensive training and education that equips our

employees with the knowledge and skills to uphold safety standards,

respond effectively to emergencies, and foster a culture of continuous

improvement and wellbeing.

Emergency preparedness

We have implemented thorough plans to ensure we have a swift,

coordinated response to emergencies to minimise harm and

safeguard staff onsite.

Reporting and investigation

We have reporting and investigation processes that encourage

transparency, timely incident reporting and thorough investigation

so the business can learn and prevent reoccurrences in the future.

PEOPLE, SAFETY & WELLBEING
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CELEBRATING

OUR EXPERIENCE

As of 30 June 2024, Bremworth had 285 people across New Zealand

and Australia working in our carpet, rug and wool procurement businesses,

with oversight provided by a Board comprising five independent Directors.

The team’s belief in and passion for wool is demonstrated by the 37%

of our people who have worked with us for more than 15 years. Each month we

celebrate the expertise that sits within our teams at our town hall meetings.

“I’ve been in the woollen carpet industry for over 30 years

and I think Bremworth makes the best carpets.”

TERENCE AKROYD - PRODUCT DESIGNER

The majority of our people have between six and 15 years of service,

with a significant proportion also serving more than 30 years.

Years of service

11%

16%

26%

8%

31%

8%

14

< 1 year

1 < 5 years

5 < 10 years

10 < 15 years

15 < 30 years

30 years +

BOARD OF DIRECTORS
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PROGRESSING

GROWTH

George Adams

Independent Chair


George Adams is an

independent Director

and was appointed to the

Board in June 2018. He was

appointed Chair of the Board

in July 2020, having served

as Deputy Chair of the Board

since April 2019. George

was also appointed Chair

of the Board’s Nomination

Committee in July 2020 and

is a member of the Board’s

Audit and Remuneration

Committees. George brings

outstanding commercial

and governance experience

from more than 30 years

of international business

experience in the fast-

moving consumer goods

and telecommunications

industries, as well as a strong

background in occupational

health and safety.

Our committed and experienced Board provides effective strategic

leadership and governance oversight, ensuring the company remains

agile and innovative to drive long-term growth and sustainability.

Katherine Turner

Independent Director


Katherine Turner is an independent

Director and is the newest member

of the Board, joining in February

2022. She was appointed Chair of

the Board’s Audit Committee at the

same time and is a member of the

Board’s Remuneration Committee.

Katherine is a highly regarded and

respected leader and qualified

Chartered Accountant. She has

a depth of financial, commercial

and sustainability expertise across

manufacturing and primary sectors,

and a wealth of experience taking

New Zealand products to the world.

Grant Biel

Director Emeritus


Our inaugural Director Emeritus

Grant Biel is a pivotal player

in Bremworth’s history. With

employment at Bremworth

dating back to 1964, his passion

for mechanical engineering was

established early. Co-founding

Cavalier Carpets alongside Tony

Timpson, Grant and Tony would go

on to acquire the original Bremworth

business, creating the dream team in

the carpet sector. The deep expertise

and heritage created by Grant and

Tony are invaluable to the history

and future of Bremworth.

John Rae

Independent Director


John is an independent Director and

joined the Board in July 2015. Since

then, he has at various times been

Deputy Chair of the Board and

also Chair of both the Audit and

Remuneration Committees. John has

degrees in both law and commerce and

had a successful international career as

a CEO in the finance sector, which has

evolved into becoming an experienced

chair and director across a range

of industries over the past 30 years.

His specialisation is in governance of

entities facing challenging situations

and transformations, and shareholder

transition and succession.

Paul Izzard

Independent Director


Paul Izzard is an independent Director

and joined the Board in November

2020. Paul is founder and director

of Izzard Design, a leading interior

design business in New Zealand. Over

almost 20 years, he has completed

more than 300 projects in residential

and commercial design. Paul’s industry

knowledge and networks, as well as

his business leadership experience,

are considered valuable attributes

as Bremworth transforms to being a

global leader in designing and creating

desirable, sustainable, safe and high

performing natural interior solutions.

Dianne Williams

Independent Director


Dianne Williams is an independent

Director and joined the Board in July

2015. She was appointed Chair of the

Board’s Remuneration Committee

in July 2020 and is a member of

the Board’s Audit and Nomination

Committees. Dianne’s early career

was in marketing in the FMCG

sector, driving market dominance

for some of New Zealand’s favourite

brands including Cadbury and

Sealord before taking up senior

executive roles with companies

demanding strong sales and

marketing programmes.

LEADERSHIP TEAM
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19

NEW TALENT

FOR TOMORROW

“We changed our executive leadership team to focus and enhance

our existing capability, and bring in new skills and fresh

thinking aligned to our business strategy.”

GREG SMITH - CEO

Rochelle Flint

Chief Brand and Product Officer


Rochelle has, at various times since

joining Bremworth in April 2014, been

responsible for marketing, sales and

product development.

With her appointment to her new role

of Chief Brand and Product Officer in

June 2024, Rochelle now has overall

responsibility for brand, product

and sustainability.

Greg Smith

Chief Executive Officer


CEO since July 2021, Greg has

extensive experience in growing

international markets and omni-

channel businesses, as well as leading

and nurturing large teams, through

roles with Icebreaker Merino Clothing

and Michael Hill International.

Greg’s responsibilities include

company strategy, execution and

opportunities, while also creating

a high-performing culture and

enhancing our existing capability.

Shane Eades

General Manager Elco Direct


GM Elco Direct since August 2016,

Shane has overall responsibility

for the Elco Direct farm gate

wool procurement business.

Shane joined Elco Direct in June

1992 as manager of the Elco

Direct Raetihi branch.

Nicola Simpson

Chief Operating Officer


Nicola joined Bremworth

in February 2024 as COO,

with overall responsibility

for all aspects of our supply,

planning, manufacturing, health

and safety and people, and

to create alignment and focus

across all these disciplines.

Nicola was previously COO at

Icebreaker Merino Clothing and,

more recently, held senior roles

at TVNZ and Fletcher Building.

Dean Chandler

General Manager Global Sales


Dean joined Bremworth in June

2013 in sales, before going on

to lead our Australasian carpet

sales operations.

Dean currently has overall

responsibility for all revenue and

sales service functions following

his appointment as GM Global

Sales in June 2024.

Mandy Tomkins-Dancey

Chief Financial Officer


Mandy started with Bremworth in

March 2024, bringing with her in-

depth experience gained over the

past 27 years in senior finance roles in

global manufacturing and distribution

companies in New Zealand, Australia

and the USA.

In her role as CFO, Mandy provides

oversight over all aspects of our finance

and administration functions while also

supporting Bremworth with the strategic

financial guidance we need to grow.

SUPPLY CHAIN
20

SECURING OUR

SUPPLY CHAIN

Supply chain

In February 2023, Cyclone Gabrielle caused

extensive flooding and severely damaged

Bremworth’s Napier plant. With the plant forced

offline, Bremworth’s ability to meet demand was

heavily impacted.

The Napier dyehouse which supplied 100%

of dyed fibre for our Whanganui and Napier

plants has now been reinstated.

We have found alternative manufacturing

partners while also undertaking the staged

reinstatement of our Napier plant to protect

the ongoing viability of the business. This new

hybrid supply chain will insulate the business

from potential future shocks and enable us to

scale production to support growth.

We have rebuilt our inventory position.

While it has been very challenging to source

yarn at the quality required, we did achieve

an $8.2 million stock build versus 30 June

2023 which strengthened our ability to meet

customer demand and expectations for FY25.

Our planning team has reshaped our inventory

profile to build a yarn bank, allowing us to

respond rapidly to customer demand, while

maintaining balance in our inventory levels.

This will support Bremworth’s participation in

large commercial developments, expansion

in Australia and potential entry into other

global markets.

Strategic sourcing principles

We will continuously review and refine our

supply chain in line with our core strategic

sourcing principles, which seek to deliver

the highest quality end product for our

customers and build partnerships with

like-minded suppliers.

• Narrow and deep - We seek a small

number of mutually beneficial long-term

partnerships with aligned values and ways

of working.

• Enhance our quality - We onboard

supply partners that deliver to our

exact standards and strengthen our

customer promise.

• Capability and innovation - Supply

partners must elevate and expand our

capabilities and innovation potential.

• Sustainable supply - Sustainable

procurement is essential, supporting

People, Planet and Prosperity.

• Supply chain resilience - Build supply

chain resilience and diversification

to ensure continuity of supply and

customer satisfaction.

• Market access - Enhance market access

and expedite speed-to-market.

Amplifying wool

We only use 100% New Zealand wool in

our carpets and rugs because we believe it

is the best fibre for our customers and the

environment. Wool is not only natural, renewable

and biodegradable, it’s also brilliant for design

innovation and overall performance on the floor.

• Naturally white - NZ provides the perfect

environment for sheep to grow beautifully

clean, white fibres, allowing us to achieve

exceptional colours in our products.

• Natural inherent properties – Wool is soft,

durable, stain resistant, and is odour and

fire resistant.

In 2023, we began to offer 10-year strong wool

contracts through Elco Direct, our wool-buying

subsidiary, which helps improve long-term

outcomes for farmers. The benefits of this

model include:

• Security of supply - Long-term contracts

protect our business, ensuring supply of

high-quality, NZ strong wool.

• Financial security for farmers - Reduces

farmers’ exposure to volatile wool prices.

• Direct relationship with farmers - Helps

us understand the community so we can

develop practices that are mutually beneficial.

• Support of animal welfare - Work with

farmers that have NZFAP accreditation to

ensure our growers adhere to a high level of

animal welfare practices.

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23

BRAND

NZ'S MOST

TRUSTED

CARPET BRAND

Results from our annual brand health survey tracking 300+

New Zealanders aged 35+ who are in the market for flooring

or who have purchased recently.

NEW ZEALAND'S MOST TRUSTED

CARPET BRAND

Reader’s Digest approached approximately 1,700 New Zealand consumers

to ask their opinions on what brands of products and services are important to

them. Respondents also had to explain why they chose the brand they did for the

Most Trusted Brand in each category. Responses about Bremworth included:

“A name I associate with high quality carpets”

30-39 FEMALE, WAIKATO

“Long standing, long-lasting product with great customer service.”

50+ MALE, BAY OF PLENTY

2014-2024

C

a

r

p

e

t

s

C

a

r

p

e

t

s

Consideration for wool carpet is at 70%, the highest of all carpet fibres.*

38%

UNPROMPTED

BRAND AWARENESS

36%

BRAND

PREFERENCE

*Source: TRA 2024 brand tracking research

Bremworth continues to lead in the carpet category for brand awareness,

consideration, and brand preference

BRAND
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25

NEW BRAND

EXPERIENCE

STORE

In November 2023, we unveiled our first Bremworth brand

experience store, which was named as a finalist in the Retail Division of the

2024 New Zealand Interior Awards. Located in Parnell, Auckland, this store is

a first for the industry and is a part of a trial omni-channel strategy that aims to

bring us closer to the end consumer as we look to refine our offer and grow our

business. While still in its infancy, we have received positive feedback

to date and are closely monitoring store performance.

“We’ve crafted an immersive sanctuary for our clientele,

a space that not only inspires creativity but also fosters

a seamless flooring selection process and a deep

connection with the Bremworth Brand.”

ROCHELLE FLINT - CHIEF BRAND AND PRODUCT OFFICER

PRODUCT & PARTNERSHIPS
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SHOWCASING

WOOL INNOVATION

Our commitment to demonstrating the aesthetic potential of wool

has seen us partner with inspiring industry innovators.

Objectspace Gallery Partnership

We were proud to partner with Objectspace

Gallery for the Pohewa Pāhewa exhibition,

which featured our Charmeuse rug in Clay.

The exhibition celebrated Māori design as a

balance of radical innovation and consideration

of critical knowledge gifted by our tupuna.

Objectspace is New Zealand’s leading gallery

dedicated to the fields of design, craft

and architecture.

Product

Product innovation is vital to our brand and to

drive growth, keep us competitive and meet

the evolving needs of our customers.

Cyclone Gabrielle severely impacted our

innovation pipeline as this relied on the

expertise of the Napier team and a fully

functioning plant. With this in mind,

we had no choice but to work with

alternative yarn suppliers and create

a new innovation pipeline.

We successfully commercialised four new

product ranges in FY24 for launch in early FY25.

These products have been designed to improve

margins, elevate the physical representation of

the brand, and create excitement in the market

to ultimately drive demand and growth.

Wool in Education

We launched a Wool in Education initiative,

which aims to encourage government

departments and schools to support our

local farming communities and raise awareness

of the benefits of having wool flooring under

our children.

Auckland University of Technology

Industrial Design

Bremworth had the privilege of engaging with

designers of tomorrow through the AUT Industrial

Design Year 2 course, where students designed

products and systems working with waste wool

from our Whanganui plant. Congratulations to all the

students for their exceptional work, and special thanks

to lecturers Jyoti Kalyanji and Daniel Collings, as well

as our industry partners: Wisewool, Autex Acoustics

New Zealand, and WoolWorks New Zealand.

Oli Booth Architecture

We showcased Oli Booth’s unique home in the

Auckland suburb of Grey Lynn. Oli took advantage of

the beautiful views that the 280-square-metre section

had to offer, maximising the use of the space and

created a beautifully designed 2-bedroom home

for his family to love.

Oli chose Samurai Pyua carpet for their bedrooms,

and an Untouched rug for softness and calm in the

living areas.

“Natural materials were important when

designing our home, so the use of timber panels

throughout and Bremworth wool carpet and rug

floor coverings made sense.” says Oli Booth.

SUSTAINABILITY & R&D
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29

PRIORITISING

SUSTAINABILITY

Circularity

Innovating good quality, commercially

viable alternatives for the remaining synthetic

materials used to manufacture our products

remains a focus as we work towards circularity.

In the meantime, we have progressed our

aspiration to improve compostability through

transitioning away from metal containing dyes,

which is better for people and the planet. Our

goal is to fully transition out of metal containing

dyes by the end of FY25. All changes to our

products are about preserving the integrity of

the raw materials, so that they can be kept in

use or returned to the earth at the end of the

product lifecycle.

We continue to work with our supply chain

to improve our material transparency

and traceability.

We are committed to driving sustainable

change through innovation and a deep respect

for the planet.

Central to our mission is a challenge to close

the loop and rethink our use of resources, and

how we can reduce our environmental impact.

By embracing this approach, we are working

towards our products and processes and

contributing to a circular economy, where

materials are continuously cycled back into

use, minimising waste and preserving

natural resources.

We have partnered with Government, research

partners, and industry thought leaders to help

us with our R&D and support this sustainability

evolution.


Climate change

Our decarbonisation pathway has been

interrupted by the significant impact of Cyclone

Gabrielle on the Napier plant. With this in mind,

we are recalibrating our decarbonisation pathway

to allow for our new hybrid supply chain, with a

greater focus on working with our supply partners

to reduce our emissions.

We have continued to have our carbon inventory

verified by third party provider Toitū, which

includes determining our new baseline to account

for the change in scope for our new hybrid supply

chain model.

“My passion is around science and using that science

to make a difference in the world.”

TRACY CHEN - SUSTAINABILITY MANAGER

Proudly partnering with:

3031
CONSOLIDATED

FINANCIAL

STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

3233
CONSOLIDATED FINANCIAL STATEMENTS

DIRECTORS' RESPONSIBILITY STATEMENT

32

CONTENTS

33 Directors’ Responsibility Statement

34 Independent Auditor’s Report

39 Consolidated Statement of Profit or Loss

40 Consolidated Statement of Comprehensive Income

41 Consolidated Statement of Changes in Equity

43 Consolidated Statement of Financial Position

44 Consolidated Statement of Cash Flows

46 Notes to the Consolidated Financial Statements

46 1. Company information

46 2. General information relating to preparation of consolidated financial statements

49 3. Cyclone Gabrielle

53 4. Financial performance

53 4a. Segment performance

55 4b. Earnings per share

56 4c. Revenue from contracts with customers

57 4d. Other income and gains

57 4e. Administration expenses

57 4f. Personnel expenses

58 4g. Government grants

59 4h. Finance costs

59 4i. Income tax

62 5. Capital and funding

62 5a. Capital management

62 5b. Share capital, dividends and reserves

64 5c. Banking facilities and loans and borrowings

65 6. Assets employed

65 6a. Property, plant and equipment

69 6b. Capital commitments

69 7. Working capital

69 7a. Cash and bank

70 7b. Trade receivables, other receivables and prepayments

70 7c. Inventories

71 7d. Trade payables and accruals

71 7e. Employee entitlements

72 8. Risks and financial instruments

83 9. Others

83 9a. Leases

85 9b. Share-based payment

87 9c. Provisions

88 9d. Contingent liabilities

88 9e. Related parties

90 9f. Operating subsidiaries of the Group

90 9g. Events after balance date

91 9h. Climate-related disclosures

91 9i. Standards, interpretations and amendments to standards

DIRECTORS' RESPONSIBILITIES

The Directors are responsible for the preparation of the

consolidated financial statements of Bremworth Limited

and subsidiaries (“the Group”). The Directors discharge this

responsibility by ensuring that the consolidated financial

statements comply with Generally Accepted Accounting

Practice and fairly present the financial position of the Group

as at balance date and of its operations and cash flows for the

year ended on that date.

ACCOUNTING POLICIES

The Directors consider that the accounting policies used in

the preparation of the consolidated financial statements are

appropriate, consistently applied, and supported by

reasonable estimates and judgements. All relevant financial

reporting and accounting standards have also been followed.

ACCOUNTING RECORDS

The Directors believe that proper accounting records, which

enable, with reasonable accuracy, the determination of the

financial position of the Group and facilitate the compliance

of the consolidated financial statements with the Financial

Markets Conduct Act 2013, have been kept.

SAFEGUARDING OF ASSETS AND INTERNAL CONTROLS

The Directors consider that they have taken adequate steps to

safeguard the assets of the Group and to prevent and detect

fraud and other irregularities. Internal control procedures are

also considered to be sufficient to provide a reasonable

assurance as to the integrity and reliability of the

consolidated financial statements.

CONSOLIDATED FINANCIAL STATEMENTS

The Directors present, on pages 39 to 91, the consolidated

financial statements for the year ended 30 June 2024.

These audited consolidated financial statements were

authorised for issue by the Directors on 28 August 2024

and, as required by section 461(1)(b) of the Financial Markets

Conduct Act 2013, are dated and signed as at that date.

For and on behalf of Bremworth Limited

T H G Adams

Chair of the Board of Directors

K M Turner

Chair of the Audit Committee

CONSOLIDATED FINANCIAL STATEMENTS

3435
CONSOLIDATED FINANCIAL STATEMENTS

INDEPENDENT AUDITOR'S REPORT

CONSOLIDATED FINANCIAL STATEMENTS

INDEPENDENT AUDITOR'S REPORT (CONT'D)

To the shareholders of Bremworth Limited

OUR OPINION

In our opinion, the accompanying consolidated financial statements of Bremworth 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 consolidated financial statements comprise:

—the consolidated statement of financial position as at 30 June 2024;

—the consolidated statement of profit or loss for the year then ended;

—the consolidated statement of comprehensive income for the year then ended;

—the consolidated statement of changes in equity for the year then ended;

—the consolidated statement of cash flows for the year then ended; and

—the notes to the consolidated 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 the Auditor’s responsibilities

for the audit of the consolidated financial statements section of our report.

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

Independence

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

Assurance Practitioners (including International Independence Standards) (New Zealand) (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.

Other than in our capacity as auditor we have no relationship with, or interests in, 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

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

consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate

opinion on these matters.

DESCRIPTION OF THE KEY AUDIT MATTERHOW OUR AUDIT ADDRESSED THE KEY AUDIT MATTER

Insurance claims and proceeds

As disclosed in notes 2g and 3 in the consolidated financial

statements, Cyclone Gabrielle brought severe flooding to

the Napier yarn spinning plant, causing significant damage

to the building, plant, equipment and inventory. The

resulting insurance claim process is ongoing.

The Group has exercised professional judgement in

determining the most appropriate treatment for insurance

claims. Significant judgments and estimates applied have

been disclosed in notes 2g and 3. These involve assessing

whether receipt of the insurance claim is virtually certain,

and determination of the claim amount recorded as income.

As a result this is a key audit matter.

The consolidated financial statements reflect the following

material impacts in FY24:

—Insurance income of $26.5 million (2023:

$35.5 million), which relates to progress payments

received to date;

—Various expenses related to the ongoing impact of

the cyclone damage of $14.7 million (2023:

$14.3 million);

—A $1.1 million partial reversal of the $7.6m impairment

recognised last year for inventory, buildings and

plant and equipment; and

—Disclosure of a contingent asset, noting that it is

impracticable to estimate an amount because of

the extent of estimation uncertainty.

To audit the impact of Cyclone Gabrielle, we reviewed

management’s assessment of, and conclusions, on the

accounting implications. In considering the recognition of

insurance income and disclosure of the contingent asset,

our procedures included:

—Reviewing management’s accounting analysis;

—Reviewing latest reports from management’s experts

providing an estimated range of remediation costs

for the plant and buildings, noting that these reports

and estimates are currently being reviewed by the

insurers’ own experts;

—Considering the available reports of the insurers’

loss adjusters and other relevant correspondence

with insurers;

—Agreeing progress payments to supporting

documents and the bank statement;

—Assessing the resulting accounting treatment against

the relevant accounting standards, considering any

counterfactual information or scenarios;

—Considering the classification of insurance income

and cyclone related expenses in the consolidated

statement of profit or loss and consolidated

statement of cash flows;

—Assessing the likelihood of progress payments

received to date to be refundable; and

—Considering the adequacy of the related financial

statement disclosures, including the contingent

asset disclosed and challenging whether this

could be quantified.

In addition, our procedures included:

—Testing, on a sample basis, the expenses incurred

relevant to the insurance claim; and

—Assessing the creditworthiness of the insurers.

3637
CONSOLIDATED FINANCIAL STATEMENTS

INDEPENDENT AUDITOR'S REPORT (CONT'D)

CONSOLIDATED FINANCIAL STATEMENTS

INDEPENDENT AUDITOR'S REPORT (CONT'D)

DESCRIPTION OF THE KEY AUDIT MATTERHOW OUR AUDIT ADDRESSED THE KEY AUDIT MATTER

Valuation of inventory

The carrying value of the Group’s inventory at 30 June 2024

was $29.3 million (30 June 2023 $21.1 million) net of

inventory provisions of $2.6 million (30 June 2023

$1.4 million).

The cost of finished inventory reflects raw materials and

manufacturing costs, including an allocation of production

overheads based on normal operating capacity.

The Group has recorded inventory provisions, which

represent a deduction from the cost of inventory, for

obsolete, aged and discontinued inventory and carpet

oddments to reflect management’s best estimate of their

net realisable value.

Determining these provisions involves significant judgement

to identify and categorise obsolete, aged and discontinued

inventory considering a range of factors such as inventory

rationalisation plans, consumer demand and trends,

available distribution channels and historical sales and

margins data.

Valuation of inventory is a key audit matter due to the

significance of the inventory balance, the complexity of

inventory costing, and the judgements involved in estimating

the inventory provisions.

Note 7c of the consolidated financial statements describes

the accounting policy on inventories and the judgements

and estimates applied by management to determine the

inventory provision.

To audit the cost of inventory, our procedures included:

—Gaining an understanding of the inventory costing

process and controls;

—Testing the accuracy of the application of inventory

costing by reperforming the calculation;

—Verifying inputs, on a sample basis, of the finished

goods, work in progress, and yarn inventory cost by

agreeing them to supporting documents;

—Testing the cost of raw material inventory, on a

sample basis, to supplier invoices; and

—Evaluating the nature and appropriateness of factory

overheads capitalised into inventory, based on

normal operating capacity, and testing the

mathematical accuracy of the overhead

allocation calculation.

To audit the inventory provisions, our procedures included:

—Gaining an understanding of, and assessing, the

Group’s inventory provisioning process and related

controls, taking into consideration key attributes

used such as piece sizes, grade quality, discontinued

products and recent sale prices;

—Reviewing management’s analysis of the partial

reversal of previously recognised impairment of

Cyclone Gabrielle damaged and

contaminated inventory;

—Observing management’s stocktake process by

attending selected locations to confirm the existence

and condition of the inventory;

—Assessing the accuracy of management’s estimate of

provisioning by comparing actual utilisation of the

provision with the corresponding prior year

provisions; and

—Testing the net realisable value of finished goods, on

a sample basis, by comparing the carrying value with

recent sales prices and margins.

OUR AUDIT APPROACH

Overview

Overall group materiality: $800,000, which represents 1% of total revenue.

We chose total revenues as the benchmark because, in our view, it is a key financial statement

metric used in assessing the performance of the Group and it is a generally accepted benchmark.

We selected transactions and balances to audit based on the Group’s materiality. By using this

approach, we audited all the material classes of transactions and balances in the consolidated

financial statements of the Group.

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

—Insurance claims and proceeds

—Valuation of inventory

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

misstatement in the consolidated 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 consolidated 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 consolidated financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group

materiality for the consolidated 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 consolidated 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 consolidated

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.

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 consolidated financial statements and our auditor’s report thereon. The Annual report is expected

to be made available to us after the date of this auditor’s report.

Our opinion on the consolidated financial statements does not cover the other information and we will not express any form of

audit opinion or assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in

doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our

knowledge obtained in the audit, or otherwise appears to be materially misstated.

When we read the other information not yet received, 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.

3839
CONSOLIDATED FINANCIAL STATEMENTS

INDEPENDENT AUDITOR'S REPORT (CONT'D)

RESPONSIBILITIES OF THE DIRECTORS FOR THE CONSOLIDATED FINANCIAL STATEMENTS

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the consolidated 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 consolidated financial statements that are free from material misstatement, whether

due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible for assessing the Group’s ability to continue as

a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting

unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS

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

from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable

assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (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 consolidated financial statements.

A further description of our responsibilities for the audit of the consolidated 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.

WHO WE REPORT TO

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 Philippa (Pip) Cameron.

For and on behalf of:

Chartered Accountants Auckland

28 August 2024

CONSOLIDATED STATEMENT OF PROFIT OR LOSS

FOR THE YEAR ENDED 30 JUNE 2024

Note

Audited

2024

$000

Audited

2023

$000

Revenue from contracts with customers4c80,29489,689

Cost of sales(6 0,812)(64,967)

Gross profit1 9,4 8 22 4,7 2 2

Other income and gains

4d531540

Distribution expenses(14,991)(1 6,1 8 3)

Administration expenses

4e(13,216)(11,118)

Cyclone Gabrielle related insurance income

3a26,5 0 035,5 0 0

Cyclone Gabrielle related expenses

3d(14,666)(14,275)

Cyclone Gabrielle related asset write offs

3d(297)( 7, 6 4 4 )

Cyclone Gabrielle related asset write offs reversed

3d1,082–

4,42511,5 42

Finance costs

4h(825)(1,0 4 5)

Finance income1,34 4502

Profit before income tax4,94 410,999

Income tax expense

4i(301)(263)

Profit after tax for the year$ 4,6 4 3$1 0,7 3 6

Basic earnings per share (cents)

4b6.6 315.39

Diluted earnings per share (cents)

4b6.5 31 5.0 4

This Consolidated Statement of Profit or Loss is to be read in conjunction with the notes on pages 46 to 91.

4041
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2024

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2024

Note

Audited

2024

$000

Audited

2023

$000

Profit after tax for the year4,6 4 31 0,7 3 6

Other comprehensive income that may be reclassified subsequently to

profit or loss

Effective portion of changes in fair value of cash flow hedges (net of

income tax)(1,167)1,0 8 8

Net change in fair value of cash flow hedges transferred to profit or loss

(net of income tax)607426

Total other comprehensive income(560)1,514

Total comprehensive income for the year$ 4,08 3$12,25 0

This Consolidated Statement of Comprehensive Income is to be read in conjunction with the notes on pages 46 to 91.

AuditedNote

Share

Capital

$000

Cash Flow

Hedging

Reserve

$000

Foreign

Currency

Translation

Reserve

$000

Share-based

Payment

Reserve

$000

Retained

Earnings

$000

Total Equity

$000

Total equity at 1 July 202322,05 4938(1,420)61528,0 365 0,223

Total comprehensive income for the year

Profit after tax – – – – 4,6 4 34,6 4 3

Other comprehensive income that may be

reclassified subsequently to profit or loss

Changes in fair value of cash flow hedges

(net of income tax) – (560) – – – (560)

Total comprehensive income for the year – (560) – – 4,6 4 34,08 3

Transaction with owners in their capacity

as owners

Share-based payments - value of employee services

9b – – – 117 – 117

Total transaction with owners for the year – – – 117 – 117

Total equity at 30 June 2024$22,05 4$378$(1,420)$732$ 32,6 7 9$54,423

This Consolidated Statement of Changes in Equity is to be read in conjunction with the notes on pages 46 to 91.

4243
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2024 (CONT'D)

AuditedNote

Share

Capital

$000

Cash Flow

Hedging

Reserve

$000

Foreign

Currency

Translation

Reserve

$000

Share-based

Payment

Reserve

$000

Retained

Earnings

$000

Total Equity

$000

Total equity at 1 July 202222,0 5 4(576)(1,4 20)4131 7, 3 0 03 7,7 7 1

Total comprehensive income for the year

Profit after tax – – – – 1 0,7 3 61 0,7 3 6

Other comprehensive income that may be

reclassified subsequently to profit or loss

Changes in fair value of cash flow hedges (net

of income tax)–1,514–––1,514

Total comprehensive income for the year–1,514––1 0,7 3 612,25 0

Transaction with owners in their capacity

as owners

Share-based payments - value of

employee services

9b – – – 202 – 202

Total transaction with owners for the year – – – 202 – 202

Total equity at 30 June 2023$22,0 5 4$938$(1,4 20)$615$28,0 3 6$ 5 0,223

This Consolidated Statement of Changes in Equity is to be read in conjunction with the notes on pages 46 to 91.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2024

Note

Audited

2024

$000

Audited

2023

$000

ASSETS

Property, plant and equipment - owned

6a13,2411 0,1 4 8

Property, plant and equipment - right-of-use

9a8,80 48,616

Intangible assets6186

Deferred tax asset

4i402576

Total non-current assets22,5 081 9,4 2 6

Cash and bank

7a31,6 4 53 9,31 9

Trade receivables, other receivables and prepayments

7b10,6 619,9 5 7

Inventories

7c2 9,3 4 821,1 2 2

Advances to employees181170

Derivative financial instruments

85081,017

Income tax receivable67125

Total current assets72,41071,710

Total assets$94,918$91,136

EQUITY

Share capital

5b22,05 422,0 5 4

Cash flow hedging reserve

5b378938

Foreign currency translation reserve

5b(1,420)(1,4 20)

Share-based payment reserve

5b, 9b732615

Retained earnings32,6 7 928,0 3 6

Total equity54,4235 0,223

LIABILITIES

Lease liabilities

9a16,5 081 6,74 2

Employee benefits488666

Provisions

9c812819

Total non-current liabilities17,80818,227

Trade payables and accruals

7d16,35014,94 8

Customer deposits

4c139192

Employee benefits4638

Employee entitlements

7e3,7 2 64,87 7

Lease liabilities

9a1,4171,296

Provisions

9c694816

Derivative financial instruments

81716

Deferred income

4g298503

Total current liabilities22,6 8 722,6 8 6

Total liabilities4 0,4954 0,91 3

Total equity and liabilities$94,918$91,136

This Consolidated Statement of Financial Position is to be read in conjunction with the notes on pages 46 to 91.

4445
CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2024

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2024 (CONT'D)

Note

Audited

2024

$000

Audited

2023

$000

CASH FLOWS FROM OPERATING ACTIVITIES

Cash receipts from customers8 0,7 9 791,20 0

Cash paid to suppliers and employees(91,623)(88,5 4 8)

(10,826)2,6 52

Government grants received326582

Other receipts85

GST refunded8221,1 91

Interest paid - loans and borrowings(3)(166)

Interest component of lease payments

9a(822)(879)

Interest received1,264503

Income tax paid(69)(154)

Cyclone Gabrielle related expenses

3d( 1 7, 9 8 5 )(10,8 0 3)

Net cash flow from operating activities( 2 7, 2 8 5 )(7,069)

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of plant and equipment–44

Acquisition of plant and equipment

6a(4,0 4 0)(1,956)

Maturities of short term deposits1 9,5 0 011,01 9

Investments in short term deposits(17,000)(14,519)

Advances to employees pursuant to the Bremworth Equity Plan(11)(10)

Cyclone Gabrielle related insurance income

3a25,01535,5 0 0

Net cash flow from investing activities23,4 6 43 0,078

CASH FLOWS FROM FINANCING ACTIVITIES

Principal component of lease payments

9a(1,358)(2,0 51)

Net cash flow from financing activities(1,358)(2,0 51)

Net (decrease)/increase in cash and cash equivalents(5,179)2 0,95 8

Cash and cash equivalents at beginning of the year31,81910,8 74

Effect of exchange rate changes on cash5(13)

Cash and cash equivalents at end of the year$26,6 4 5$ 31,819

This Consolidated Statement of Cash Flows is to be read in conjunction with the notes on pages 46 to 91.

RECONCILIATION OF PROFIT WITH NET CASH FLOW FROM OPERATING ACTIVITIES

Note

Audited

2024

$000

Audited

2023

$000

Profit after tax for the year4,6 4 31 0,7 3 6

Add/(Deduct) non-cash items:

Depreciation - owned assets

6a858820

Depreciation - right-of-use assets

9a1,057994

Amortisation - intangible assets2525

Impairment of buildings and plant and equipment

3d2975,17 0

Reversal of impairment of fixed assets and inventory

3d(208)–

Share-based payments - value of employee services

9b117202

Deferred tax174(44)

Net gain on sale of plant and equipment–(30)

Net (gain)/loss on foreign currency balance(5)13

Add/(Deduct) Cyclone Gabrielle related cash items:

Cyclone Gabrielle related insurance income

3a, 3e(25,015)(35,5 0 0)

Changes in working capital items:

Trade receivables, other receivables and prepayments(704)2,24 3

Inventories(8,226)6,1 41

Income tax receivable58153

Trade payables and accruals1,4 022,7 3 9

Customer deposits(53)(11)

Employee benefits and entitlements(1,321)(568)

Provisions(129)(64)

Deferred income(205)85

Derivative financial instruments(50)(173)

Net cash flow from operating activities$ ( 2 7, 2 8 5 )$(7,069)

This Consolidated Statement of Cash Flows is to be read in conjunction with the notes on pages 46 to 91.

47
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46

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

1. COMPANY INFORMATION

Bremworth Limited (“Bremworth” or “the Company”) is a limited liability company that is domiciled and incorporated in

New Zealand.

The consolidated financial statements presented are for Bremworth and its subsidiaries (“the Group”) as at, and for the year

ended, 30 June 2024.

The Company is registered under the Companies Act 1993 and is an FMC reporting entity for the purposes of the Financial

Reporting Act 2013 and the Financial Markets Conduct Act 2013. The consolidated financial statements have been prepared

in accordance with these Acts.

The principal activities of the Group comprise wool acquisition, and carpet and rug manufacturing and sales.

All Group subsidiaries are wholly-owned.

2. GENERAL INFORMATION RELATING TO PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS

2a. STATEMENT OF COMPLIANCE

The consolidated financial statements comply with New Zealand equivalents to International Financial Reporting Standards

(NZ IFRS), other applicable New Zealand accounting standards and authoritative notices as appropriate for Tier 1 For-Profit

entities. The consolidated financial statements also comply with International Financial Reporting Standards Accounting

Standards (IFRS Accounting Standards).

2b. BASIS OF PREPARATION

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

Practice (NZ GAAP) as appropriate for Tier 1 For-Profit entities.

They have been prepared on the historical cost basis, except for derivative financial instruments which are measured at fair

value as disclosed at note 8 (Risks and financial instruments) to the consolidated financial statements.

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary

economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are

presented in New Zealand dollars, which is Bremworth Limited’s functional and presentation currency. Unless otherwise

indicated, all financial information presented in New Zealand dollars has been rounded to the nearest thousand.

The Consolidated Statements of Profit or Loss, Comprehensive Income, Changes in Equity and Cash Flows are stated

exclusive of GST. All items in the Consolidated Statement of Financial Position are stated exclusive of GST, except for

trade receivables and trade payables, which include GST invoiced.

2c. GOING CONCERN

The Group prepares its consolidated financial statements on a going concern basis and expects to be able to realise its assets

and meet its financial obligations in the normal course of business.

Cash and short term deposits at balance date of $31.6 million (2023: $39.3 million) is less than the previous year, reflecting

the investment in rebuilding inventory levels which were depleted following Cyclone Gabrielle as the Group transitioned to

a hybrid supply chain; and for Cyclone Gabrielle related expenses.

The Board expects that existing cash and bank are sufficient to enable the Group’s continued operation.

To assess the ongoing liquidity of the Group and its ability to meet its other financial commitments as they fall due in the

normal course of business, management has forecast the Group’s financial performance, cash flows and financial position

(to June 2029) as part of its management and monitoring of the Group’s operations.

During the year, a Board-led strategic review involving external consultants, was conducted.  The review examined the

Group’s business plan and forecasts under the new hybrid supply chain model.  Analysis included the examination of

financial forecasts and downside sensitivities.

The Board considers that although there are uncertainties relating to these forecasts, these uncertainties are not

significant enough to lead to a material uncertainty relating to going concern.

2. GENERAL INFORMATION RELATING TO PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)

2d. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS AND SIGNIFICANT ACCOUNTING POLICIES

The preparation of the consolidated financial statements in conformity with NZ IFRS requires the Directors to make

estimates, judgements and assumptions that affect the application of accounting policies and reported amounts of assets,

liabilities, income and expenses. Estimates and judgements are continually evaluated and are based on historical experience

and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Actual results may differ from these estimates.

Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future

periods affected.

Information about estimates and judgements that have a material effect on the amounts recognised in the consolidated

financial statements are disclosed in the following notes:

Note 3 – impact of Cyclone Gabrielle

Note 4i – measurement and recoverability of tax losses

Note 6a – recoverability of property, plant and equipment

Note 7c – inventory provisioning

Note 9a – determination of lease term

Note 9c – measurement of provisions

Material accounting policies and critical estimates, judgements and assumptions are also disclosed in the relevant notes to

the consolidated financial statements and identified using the following coloured boxes:

Accounting policiesEstimates, judgements and assumptions

2e. BASIS OF CONSOLIDATION

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of the Group as at 30 June 2024

and the results of all subsidiaries for the year then ended. Subsidiaries are all entities over which the Company has control.

The Company controls an entity when the Company is exposed to, or has rights to, variable returns from its involvement

with the entity and has the ability to affect those returns through its power over the entity.

Intra-group balances and transactions, and any unrealised gains arising from intra-group transactions, are eliminated in

preparing the consolidated financial statements. Unrealised losses are also eliminated unless the underlying intra-group

transaction provides evidence that the asset transferred is impaired.

2f. CHANGES IN ACCOUNTING POLICIES

There were no changes in accounting policies during the year ended 30 June 2024.

2g. IMPACT OF CYCLONE GABRIELLE

Progress since the issue of the consolidated financial statements for the year ended 30 June 2023

Buildings, plant and equipment

With site clean-up completed and buildings and plant and equipment stabilised to prevent further deterioration early in the

2024 financial year, the Group commenced a review of the options in relation to the future of the Napier plant while also

considering the findings of the Board-led strategic review in relation to the hybrid yarn supply chain.

This review led to the reinstatement of the dyehouse which commenced operation in January 2024 following successful

production commissioning as well as regulatory compliance and health and safety sign off.

Further items of key plant and equipment at the Napier plant, including yarn twisting and finishing, are also in the process of

being reinstated.

The reinstatement of the dyehouse and other items of key plant and equipment will further address the gaps that have been

identified in the new hybrid supply chain, putting the Group in a strong position to provide the carpet business with ongoing

access to woollen yarns and dyed fibre while also insulating it from future events that could potentially disrupt operations.

4849
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'

2. GENERAL INFORMATION RELATING TO PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)

2g. IMPACT OF CYCLONE GABRIELLE (CONT’D)

People

The Group, having confirmed that the Napier yarn spinning plant would be offline for a considerable, but yet to be

determined, period of time and having established that staff at the Napier plant were looking for more certainty around their

future, presented several options to employees, while also putting in place various programmes aimed at providing career

and financial advice, as well as emotional support, for all affected staff.

These options included voluntary redundancy or expressions of interest for redeployment to the Whanganui plant.

110 waged and eight salaried employees opted for voluntary redundancy. While some employees did consider redeployment

to the Whanganui plant, these did not work out for personal reasons.

The cost of voluntary redundancy is $1.4 million.

18 waged and seven salaried employees either did not take up the offer, or were not eligible, for voluntary redundancy and

are continuing to be employed by the Group.

Insurance

The Group has comprehensive insurance cover against the damage and losses arising from Cyclone Gabrielle.

The insurers have acknowledged the cyclone event and confirmed that the Group’s material damage policy would cover the

damage to buildings and plant and equipment as well as loss of inventory. At the same time, the business interruption policy

(which provides for an indemnity period of 18 months from the date of loss through to 13 August 2024) would respond to the

impact of reduction in turnover and the additional costs incurred as a result of consequent disruptions to the business over

that 18 month-period.

The insurance claims process is continuing to progress, with the Group securing further progress payments of $26.5 million

from its insurers during the year ended 30 June 2024, bringing total progress payments since the cyclone to $62.0 million.

These progress payments were made on the condition that if the final adjusted loss (as agreed between the parties or as

determined by any applicable dispute resolution process) is less than the amount of the progress payments and all other

payments under the policies, then the overpaid amount would be promptly refunded to the insurers.

However, the Group expects that the final adjusted loss under both policies would exceed the progress payments to

date, given:

—the acknowledgement by the loss adjusters acting for the insurers that significant damage had occurred to the

Napier plant and that the claim would be significant;

—the latest estimated reinstatement costs of $85.9 million for buildings and plant and equipment put forward by the

independent quantity surveyor appointed by the Company plus a further $7.4 million for site clean-up and asset

stabilisation and another $1.6 million for loss of inventory;

—the significant reduction in revenue as a consequence of the disruptions to the business following Cyclone Gabrielle;

the additional costs incurred in activating the risk mitigation and business continuity plans – including the additional

costs of sourcing yarns; and

—the significant ongoing costs, including payroll costs, incurred by the business.

The claims process is complex. It will take time to resolve both material damage and business interruption claims, with a

number of issues yet to be worked through between the loss adjusters and their experts in conjunction with the Group and

its advisers and external experts on both claims.

3. CYCLONE GABRIELLE

Dealing with impact of Cyclone Gabrielle in the consolidated financial statements

The following table summarises the impact of Cyclone Gabrielle on the Group and how these have been dealt with in the

consolidated financial statements:

Impact of Cyclone Gabrielle

Consolidated Statement of Profit or Loss

line itemNotes

2024

$000

2023

$000

Insurance proceeds secured and recognised as incomeCyclone Gabrielle related

insurance income

3a

26,5 0 035,5 0 0

Further insurance proceeds recognised as income and as a

receivable where receipt is virtually certain and amount is

able to be reliably estimated

Not applicable

3b

––

Insurance proceeds recognised as contingent assetsNot applicable

3c

––

Site clean-up, asset stabilisation and waste disposal costs

incurred recognised as expenses

Cyclone Gabrielle related

expenses

3d

(1,0 02)(6,35 3)

Ongoing payroll costs recognised as expensesCyclone Gabrielle related

expenses

3d

(4,410)(5,3 49)

Ongoing costs as a result of the cyclone as well as

professional fees (including claims preparation costs)

incurred that have been recognised as expenses

Cyclone Gabrielle related

expenses

3d

(4,372)(2,573)

Other additional costs incurred to avoid loss of revenue that

have also been recognised as expenses

Cyclone Gabrielle related

expenses

3d

(3,4 57)–

Cost of voluntary redundancies incurredCyclone Gabrielle related

expenses

3d

(1,425)–

Damaged or destroyed buildings and plant and equipment

derecognised to the extent appropriate

Cyclone Gabrielle related asset

write offs

3d

(297)(5,17 0)

Plant and equipment previously derecognised and

subsequently reinstated

Cyclone Gabrielle related asset

write offs reversed

3d

208–

Damaged or destroyed inventory written off to the extent

appropriate

Cyclone Gabrielle related asset

write offs

3d

–(2,474)

Inventory previously written off and subsequently reinstatedCyclone Gabrielle related asset

write offs reversed

3d

874–

$12,61 9$1 3,5 81

Accounting policies

Insurance proceeds are recognised as income and as a receivable when receipt is virtually certain and to the extent

that the amount can be reliably estimated.

In the event that insurance proceeds cannot be recognised as income and as a receivable because receipt is not

virtually certain and/or the amount cannot be reliably estimated, they are disclosed as contingent assets.

5051
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'

3. CYCLONE GABRIELLE (CONT'D)

Estimates, judgements and assumptions

As a result of the Cyclone Gabrielle flooding event, a number of material estimates and judgements have been

necessary to determine the accounting treatment in these consolidated financial statements.

These estimates and judgements include the following:

—recognition of insurance income (note 3a)

—estimation of further insurance proceeds as income (note 3b)

—assessment of and disclosure of contingent assets (note 3c)

—assessment of impairment of buildings, plant and equipment and inventory (note 3d)

Details of the estimates and judgements made are further discussed below where relevant.

3a. CYCLONE GABRIELLE RELATED INSURANCE INCOME

2024

$000

2023

$000

Insurance recovery - progress payments$26,5 0 0 $35,500

Cyclone Gabrielle related insurance income is made up entirely of insurance recovery progress payments.

The Group agreed to two further progress payments totalling $26.5 million with its insurers during the year ended

30 June 2024, with $25.0 million received prior to balance date and $1.5 million received after balance date (2023: two

progress payments totalling $35.5 million, with all $35.5 million received before balance date).

All progress payments were agreed with the insurers as non-specific to either material damage or business interruption at

this stage.

The Group expects that the total progress payments recognised to date of $62.0 million will not be required to be refunded

because it expects that the final adjusted loss under both policies would exceed the progress payments to date as discussed

in note 2g (Impact of Cyclone Gabrielle) to the consolidated financial statements.

3b. ESTIMATION OF FURTHER INSURANCE PROCEEDS AS INCOME

The Group’s expectation is that the ultimate amount received will be larger than the $62.0 million progress payments agreed

to date for the following reasons:

—the substantially greater estimated costs of remediation under the material damage policy as discussed in note 2g

(Impact of Cyclone Gabrielle) to the consolidated financial statements and note 3a above;

—the loss adjusters having acknowledged the cyclone as an insured event and the indemnity owed to the Group under

the policies;

—the insignificant counterparty credit risks.

3. CYCLONE GABRIELLE (CONT'D)

3b. ESTIMATION OF FURTHER INSURANCE PROCEEDS AS INCOME (CONT’D)

However, the total amount cannot currently be estimated with sufficient reliability because the claims process is complex,

and it will take time to resolve. A number of issues have yet to be worked through between the parties on both material

damage and business interruption policies, with these issues including, but not limited to:

—the assumptions adopted by the independent quantity surveyor in estimating the latest reinstatement costs for

buildings and plant and equipment;

—the approach proposed to be taken by the Company in relation to the reinstatement and whether key assets can

be repaired or alternatively must be replaced; and

—the extent of the reduction in revenue as a consequence of the interruptions to the business following

Cyclone Gabrielle.

As a consequence, no further insurance proceeds have been recognised for the current financial year.

3c. CONTINGENT ASSETS

While the Group has a contingent asset at balance date, being the probable receipt of further insurance proceeds under the

material damage and business interruption policies, the Group has not provided an estimate of the contingent asset because

it has determined, based on the estimation uncertainties discussed at note 3b (Estimation of further insurance proceeds as

income) to the consolidated financial statements, that it is not practicable to do so.

These estimates and judgements will continue to be reviewed as new information becomes available.

Because the insurance claims process is complex and expected to take a number of months to complete, it is possible that

the actual financial impacts will differ from those included in these consolidated financial statements and these differences

may be material.

3d. CYCLONE GABRIELLE RELATED ASSET WRITE OFFS AND EXPENSES

Note

2024

$000

2023

$000

Write off of buildings6a–(3,6 0 8)

Write off of plant and equipment, other assets and assets

under construction

6a(297)(1,562)

Plant and equipment, other assets and assets under construction

previously written off and subsequently reinstated

6a208–

Write off of inventory

7c–(2,474)

Inventory previously written off and subsequently reinstated

7c874–

Other recoverable expenses

2g(14,666)(14,015)

Non-recoverable expenses

2g–(260)

$(13,881)$(21,919)

5253
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'

3. CYCLONE GABRIELLE (CONT'D)

3d. CYCLONE GABRIELLE RELATED ASSET WRITE OFFS AND EXPENSES (CONT’D)

Cyclone Gabrielle related asset write offs and expenses consist of:

Write off of buildings and plant and equipment, other assets and assets under construction

Following impairment assessment of damaged buildings and plant and equipment, the Group determined in the previous

financial year ended 30 June 2023 that the carrying values of buildings of $3.6 million and plant and equipment of $1.6 million

at the Napier plant at the time of the cyclone were required to be derecognised on the basis that there were no longer any

future economic benefits that could be derived from their use in their current state or from their disposal.

As a result, the carrying values of these assets were written off to the Consolidated Statement of Profit or Loss for the year

ended 30 June 2023.

Ongoing assessments of assets in the current financial year resulted in derecognition of a further $0.3 million of plant and

equipment and a reversal of $0.2 million of plant and equipment previously derecognised.

Refer also to note 6a (Property, plant and equipment) to the consolidated financial statements for further information.

Write off of inventory

Where the cost of inventory may not be recoverable because the inventory is damaged as a consequence of an event like

Cyclone Gabrielle, the Group is required to estimate its recoverable amount and recognise an impairment if this estimate is

less than the carrying amount.

Based on the analysis and estimates prepared by management, the Group determined in the previous financial year ended

30 June 2023 that the carrying value of inventory at the Napier plant at the time of the cyclone of $2.5 million was required

to be written off.

In the current financial year, $0.9 million of the inventory that was originally thought to be contaminated by virtue of their

proximity to flood water was found to be suitable for processing into finished carpet, after inspection and review, and this

amount was reinstated into inventory with a corresponding credit recognised in the Consolidated Statement of Profit or Loss.

Refer also to note 7c (Inventories) to the consolidated financial statements for further information.

Other costs

The Group incurred costs totalling $14.7 million during the year (2023: $14.3 million).

A breakdown of these costs can be found in note 2g (Impact of Cyclone Gabrielle) to the consolidated financial statements.

These costs are recoverable from the proceeds of insurance except for $0.3 million of non-recoverable costs in the prior year.

3e. PROGRESS PAYMENTS RECEIVED

2024

$000

2023

$000

Insurance recovery progress payments recognised26,5 0 035,5 0 0

Less insurance recovery progress payments received prior to balance date(25,015)(35,5 0 0)

Insurance recovery progress payments received after balance date$1,4 85–

4. FINANCIAL PERFORMANCE

This section deals with the financial performance of the Group and addresses, among other things, the financial performance

of the Group’s reportable segments and the key areas that impact on the Group’s profitability, including operating revenue,

other income, gains/losses on sale of property, plant and equipment, expenses and taxation.

4a. SEGMENT PERFORMANCE

Reportable segments

The Group’s reportable and operating segments are:

—Carpet, with this segment involved in the manufacturing and sales of carpet and rugs in New Zealand, Australia

and rest of the world; and

—Wool, with this segment involved in the acquisition of wool for the carpet segment and for sales to external

customers in New Zealand.

An operating segment is a component of the Group:

—that engages in business activities from which it may earn revenues and incur expenses, including revenues and

expenses that relate to transactions with any of the Group’s other components;

—whose operating results are regularly reviewed by the Group’s chief operating decision maker - in this case, the

Chief Executive Officer - to make decisions about the resources to be allocated to the segment and to assess its

performance; and

—for which discrete financial information is available.

The Chief Executive Officer uses total revenue, segment result before depreciation, restructuring and impairment and

segment result after depreciation but before restructuring and impairment to assess the performance of the operating

segments. Total assets and total liabilities are also reviewed for the operating segments.

Inter-segment transactions

Inter-segmental sales during the year and intercompany profits on stocks at balance date are eliminated on consolidation.

Geographical areas

In presenting information on the basis of geographical areas, revenue is based on the geographical location of customers

and non-current assets are based on the geographical location of those assets.

2024

$000

2023

$000

Revenue

New Zealand51,2745 0,6 3 7

Australia2 7, 3 1 43 7, 0 2 7

Canada8831,231

USA753761

Rest of the world7033

$80,294$89,689

As at

30 June 2024

$000

As at

30 June 2023

$000

Non-current assets

New Zealand21,54718,329

Australia9611,0 97

$22,5 08$1 9,4 2 6

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4. FINANCIAL PERFORMANCE (CONT'D)

4a. SEGMENT PERFORMANCE (CONT’D)

Major customers

None of the Group’s external customers contributed revenues in excess of 10% of the Group’s total revenues.

Carpet and rugs sales

and manufacturingWool acquisitionTo tal

2024

$000

2023

$000

2024

$000

2023

$000

2024

$000

2023

$000

External revenue5 7, 0 8 171,5 0223,21318,18780,29489,689

Inter-segment revenue––2,3361,6 3 42,3361,6 3 4

To t al r eve nu e$ 5 7, 0 8 1$71,5 02$25,5 49$1 9,8 2182,6 3 091,323

Elimination of inter-segment revenue(2,336)(1,6 3 4)

Consolidated revenue$80,294$89,689

Segment result before depreciation and insurances(6,0 92)(52)1,386766(4,7 0 6 )714

Depreciation - owned assets(698)(649)(160)(171)(858)(820)

Depreciation - right-of-use assets(911)(862)(146)(132)(1,057)(994)

Amortisation - intangibles(25)(25)––(25)(25)

Segment result before insurances( 7,7 2 6 )(1,588)1,080463(6,6 4 6)(1,1 2 5)

Cyclone Gabrielle related insurance income26,5 0 035,5 0 0––26,5 0 035,5 0 0

Cyclone Gabrielle related expenses(14,666)(14,275)––(14,666)(14,275)

Cyclone Gabrielle related asset write offs(297)( 7, 6 4 4 )––(297)( 7, 6 4 4 )

Cyclone Gabrielle related asset impairment reversed1,082–––1,082–

Segment result4,89311,9 931,0804635,9731 2,4 5 6

Elimination of inter-segment profits(21)14

Unallocated corporate costs(1,527)(928)

Results from operating activities4,42511,5 42

Finance costs(825)(1,0 4 5)

Finance income1,34 4502

Profit before income tax4,94 410,999

Income tax expense(301)(263)

Profit after tax for the year$ 4,6 4 3$1 0,7 3 6

4. FINANCIAL PERFORMANCE (CONT'D)

4a. SEGMENT PERFORMANCE (CONT’D)

Carpet and rugs sales

and manufacturingWool acquisitionTo tal

2024

$000

2023

$000

2024

$000

2023

$000

2024

$000

2023

$000

Reportable segment assets5 7, 5 9 046,8465,6 8 34,9716 3,27 351,817

Unallocated assets - Cash and bank31,6 4 53 9,31 9

Total assets$94,918$91,136

Capital expenditure3,9 691,956178–$4,147$1,956

Reportable segment liabilities20,6 0 721,2901,9631,58522,57022,875

Unallocated liabilities - Lease liabilities1 7, 9 2 518,038

Total liabilities$ 4 0,495$ 4 0,91 3

4b. EARNINGS PER SHARE

Basic earnings per share (Basic EPS)

20242023

Profit after tax attributable to shareholders of the Company ($000)4,6 4 31 0,7 3 6

Weighted average number of ordinary shares outstanding7 0,0 6 9,4 2 669,771,837

Basic EPS (cents)6.6 315.39

Diluted earnings per share (Diluted EPS)

20242023

Profit after tax attributable to shareholders of the Company ($000)4,6 4 31 0,7 3 6

Weighted average number of ordinary shares outstanding and potential ordinary shares71,0 6 9,4 2 671,36 4,576

Diluted EPS (cents)6.5 31 5.0 4

In calculating the diluted earnings per share, the Company has taken into account the maximum number of shares that the

employees could be issued with under the Company’s 2022 LTI Scheme and the Bremworth Share Option Scheme as further

discussed at note 9b (Share-based payment) to the consolidated financial statements.

5657
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4. FINANCIAL PERFORMANCE (CONT'D)

4c. REVENUE FROM CONTRACTS WITH CUSTOMERS

2024

$000

2023

$000

Sales of goods

Carpet55,42670,23 5

Rugs1,2091,1 2 2

Wool23,21318,187

Other446145

To t al r eve nu e$80,294$89,689

Credit terms for carpet and rug sales through wholesale distribution channels within New Zealand and Australia are generally

no later than 30 days after the month in which invoices are raised and, in the case of wool sold in New Zealand, within 14 days

of invoice date or on despatch whichever is the earlier. Credit terms for sales of carpet overseas are generally 60 to 90 days

from date of invoice and for sales of carpet yarn overseas 120 days from date of invoice.

Rugs sold through direct to consumer channels are for cash, with payment at the time orders are placed. All amounts

received are accounted for as customer deposits in the first instance, with $139,000 of customers deposits booked as

at balance date (2023: $192,000).

Accounting policies

Revenue is recognised when or as performance obligations are satisfied by transferring control of the products sold to

the customer at the transaction price specified in the contract. Control transfers to the customers for carpet, rug and

carpet yarn sales on delivery of the goods to the customer. For wool sales, control passes on the earlier of payment or

delivery. The transaction price includes all amounts which the Group expects to be entitled to, net of goods and

services tax and other indirect taxes, expected rebates and discounts.

4. FINANCIAL PERFORMANCE (CONT'D)

4d. OTHER INCOME AND GAINS

Note

2024

$000

2023

$000

Government grants recognised4g523505

Net gain on sale of plant and equipment–30

Other85

Total other income and gains$531$540

4e. ADMINISTRATION EXPENSES

The following items of expenditure are included in administration expenses:

2024

$000

2023

$000

Donations–1

Total fees paid and payable to auditors

Audit fees and expenses paid and payable for audit of consolidated financial statements613564

Non-audit fees paid and payable for strategic options analysis–15

Total fees paid and payable$613$579

4f. PERSONNEL EXPENSES

Note

2024

$000

2023

$000

Directors’ fees9e387387

Wages, salaries, bonuses, holiday pay and termination payments28,17031,6 6 3

Other employee related costs1,3771,372

Employee benefits8031,0 3 3

Increase/(Decrease) in liability for retiring allowances and long service leave8(15)

Total personnel expenses$ 3 0,74 5$34,440

Personnel costs are included in cost of sales, distribution expenses and administration expenses in the Consolidated

Statement of Profit or Loss.

Personnel expenses include restructuring costs of $1,073,000 (2023: Nil).

Employee benefits include those benefits provided to employees as part of their employee arrangements with the Group

and cover the provision of motor vehicles, income protection insurances, life insurances, medical insurances and

associated fringe benefits taxes. Employee benefits also include the costs of providing on-site staff amenities.

5859
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4. FINANCIAL PERFORMANCE (CONT'D)

4g. GOVERNMENT GRANTS

Sustainable Food and Fibre Futures Fund and Waste Minimisation Fund

Grants of $412,000 (2023: $384,000) from the Sustainable Food and Fibre Futures Fund (SFFF Fund) and $111,000 (2023: Nil)

from the Waste Minimisation Fund (WMF Fund) are included in other income in the Consolidated Statement of Profit or Loss.

The funds cover pre-approved activities over the periods from December 2020 to June 2024 and January 2023 to June 2024

respectively. The prior year also included grants totalling $121,000 from the Government’s International Growth Fund

(IG Fund) with the fund covering pre-approved activities over the period from May 2019 to January 2023.

There are no unfulfilled conditions or other contingencies attaching to the grants recognised in other income during the year.

Government grants that have been deferred, either because they relate to future costs to be incurred or assets, totalled

$298,000 at balance date (2023: $503,000).

Notes 4d (Other income and gains) and 4g (Government grants) to the consolidated financial statements provide further

information on how the Group accounts for government grants.

Accounting policies

Grants from the government are recognised at their fair value where there is a reasonable assurance that the Group

will comply with all attached conditions and the grants will be received.

Government grants relating to costs that have been incurred are credited to profit or loss while grants relating to

future costs are included in current liabilities as deferred income and recognised in profit or loss over the period

necessary to match them with the costs that they are intended to compensate.

Government grants relating to the purchase of property, plant and equipment are included in non-current liabilities

as deferred income and they are credited to profit or loss on a straight-line basis over the expected lives of the

related assets.

4. FINANCIAL PERFORMANCE (CONT'D)

4h. FINANCE COSTS

2024

$000

2023

$000

Interest component of lease payments(822)(879)

Facility fees - Bank guarantees(3)(166)

Finance costs$(825)$(1,0 4 5)

Accounting policies

Finance costs include interest expense on loans and borrowings, interest component of lease payments and facility

fees for the Bank’s guarantee of the Group’s commitments. All interest expense are recognised in the Consolidated

Statement of Profit or Loss using the effective interest method.

4i. INCOME TAX

2024

$000

2023

$000

Income tax expense in the Consolidated Statement of Profit or Loss

Current tax expense

Current year127175

Adjustment for prior years–132

127307

Deferred tax expense/(benefit)

Origination and reversal of temporary differences174(44)

174(44)

Income tax expense$301$263

6061
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4. FINANCIAL PERFORMANCE (CONT'D)

4i. INCOME TAX (CONT’D)

2024

$000

2023

$000

Reconciliation of effective tax rate

Profit after tax for the year4,6 4 31 0,7 3 6

Income tax expense301263

Profit excluding income tax$4,94 4$10,999

Income tax using the Company’s domestic tax rate of 28% (2023: 28%)1,3843,080

Non-deductible expenses(253)(13)

Effect of tax rate difference in foreign jurisdiction1210

Adjustment for prior years–132

Unrecognised deferred tax liabilities–723

Deferred tax impact on buildings352–

Tax loss re-recognised(1,194)(3,6 69)

Income tax expense$301$263

2024

$000

2023

$000

Imputation credits

Imputation credits available to shareholders of the Company$ 9,2 2 4$ 9,2 2 3

Deferred tax assets and liabilities

Deferred tax assets and liabilities are attributable to the following:

AssetsLiabilitiesNet

2024

$000

2023

$000

2024

$000

2023

$000

2024

$000

2023

$000

Property, plant and equipment199240––199240

Employee benefits95105––95105

Lease liabilities571(56)–11

Provisions107230––107230

Net tax assets/(liabilities)$458$576$(56)–$402$576

Deferred tax assets at balance date relate to the Group’s Australian carpet sales operations where it is expected that there

will be taxable profits in future periods to allow for the utilisation of the deferred tax assets.

Deferred tax assets not recognised in respect of temporary differences and tax loss carry-forwards totalled $12,252,000 at

balance date (2023: $13,690,000), with the change relating to the re-recognition of unrecognised tax loss.

While the Board has confidence in the prospects of the business as discussed at note 2c (Going concern) to the consolidated

financial statements, it has taken the same approach with respect to the recognition of deferred tax assets as it has with the

reversal of the FY20 impairment of assets as discussed at note 6a (Property, plant and equipment) to the consolidated

financial statements and has concluded that the execution of the Group’s strategy to focus on wool carpets, while

progressing to plan, is still in its early stages and therefore does not warrant the re-recognition of deferred tax assets.

4. FINANCIAL PERFORMANCE (CONT'D)

4i. INCOME TAX (CONT’D)

Deferred tax assets have also not been recognised in respect of temporary differences and tax loss carry-forwards totalling

$24,150,000 (2023: $24,150,000) relating to an Australian subsidiary that currently does not have trading activity on the basis

that it is also not probable that future taxable profit will be available against which the Group can use the benefits therefrom,

taking the total deferred tax assets unrecognised to $36,402,000 (2023: $37,840,000).

Notwithstanding the derecognition of deferred tax assets for accounting purposes, these deferred tax assets remain

available to the Group for income tax purposes.

Movement in temporary differences during the year:

Balance

30 June 2023

$000

Recognised in

Consolidated Statement

of Profit or Loss

$000

Balance

30 June 2024

$000

Property, plant and equipment240(41)199

Employee benefits105(10)95

Lease liabilities1–1

Provisions230(123)107

To t al$576$(174)$402

Balance

30 June 2022

$000

Recognised in

Consolidated Statement

of Profit or Loss

$000

Balance

30 June 2023

$000

Property, plant and equipment302(62)240

Employee benefits1014105

Lease liabilities21(20)1

Provisions108122230

To t al$532$44$576

Accounting policies

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

the extent that it relates to items recognised directly in other comprehensive income, in which case it is recognised in

other comprehensive income.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted at the reporting

date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities

for financial reporting purposes and the amounts used for taxation purposes and is measured at the tax rates that are

expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or

substantively enacted by the reporting date.

Estimates, judgements and assumptions

Deferred tax assets are recognised for unused tax losses and deductible temporary differences to the extent that it

is probable that future taxable profits will be available against which they can be used. Future taxable profits are

determined based on business plans for individual subsidiaries in the Group. Deferred tax assets are reviewed at each

balance date and adjusted to the extent that it is no longer probable that sufficient taxable profits will be available in

the future to utilise the deferred tax asset.

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5. CAPITAL AND FUNDING

This section looks at the Group’s two key sources of funding, how it manages its funding and other related matters.

5a. CAPITAL MANAGEMENT

The Group’s capital includes share capital, reserves and retained earnings.

The Group’s capital management policy is aimed at maintaining a strong capital base so as to maintain investor, creditor

and market confidence in the Group and to enable it to continue to fund the ongoing needs of the business and to sustain

its future development.

The impact of the level of capital on shareholders’ return is also recognised, as is the return to shareholders in the form of

dividends paid and growth in share price, and the Group works to maintain a balance between the higher returns that might

be possible with greater gearing and the advantages and security afforded by a sound capital base.

The Group is not subject to any externally imposed capital requirements.

The allocation of capital between the Group’s specific business segment operations and activities is, to a large extent,

driven by the opportunities that exist within each of these segments and the optimisation of the return achieved on the

capital allocated. The process of allocating capital to specific business segment operations and activities is determined by

the Chief Executive Officer in consultation with the Board and is therefore undertaken independently of those responsible

for the operation.

The Group’s policies in respect of capital management and allocation are reviewed regularly by the Board.

5b. SHARE CAPITAL, DIVIDENDS AND RESERVES

Share capital

20242023

Shares on issue

Balance at 1 July7 0,0 6 9,4 2 66 9,17 9,0 9 8

Issued during the year–8 9 0,328

Balance as at 30 June7 0,0 6 9,4 2 67 0,0 6 9,4 2 6

The Company does not have a limited amount of authorised capital.

In the prior year, the Company issued, in accordance with the terms of the Bremworth 2022 Long-Term Incentive Scheme,

890,328 fully paid-up ordinary shares on 31 October 2022 to Bremworth Share Scheme Limited (Trustee), with these shares

to be held by the Trustee on behalf of the participating employees until the relevant vesting date, with more information to

be found in note 9b (Share-based payment) to the consolidated financial statements.

All issued shares are fully paid up and have no par value.

The holders of ordinary shares are entitled to receive dividends as declared from time to time and one vote per share at

meetings of the Company. All shares rank equally with regard to the Company’s residual assets.

5. CAPITAL AND FUNDING (CONT'D)

5b. SHARE CAPITAL, DIVIDENDS AND RESERVES (CONT’D)

Dividends

No dividends were paid during the year (2023: Nil).

The Board has not declared a final dividend in respect of the current year ended 30 June 2024 (2023: Nil).

Cash flow hedging reserve

The Group uses derivative financial instruments to hedge its exposure to foreign exchange risks. In accordance with its

treasury policy, the Group does not hold or issue derivative financial instruments for trading purposes. However, derivatives

that do not qualify for hedge accounting are accounted for as trading instruments.

Derivative financial instruments are recognised initially at fair value and transaction costs are expensed immediately.

Subsequent to initial recognition, derivative financial instruments are stated at fair value.

Where derivatives qualify for hedge accounting, changes in the fair value of the derivative hedging instrument designated as

a cash flow hedge are recognised in other comprehensive income to the extent that the hedge is effective. To the extent that

the hedge is ineffective, changes in fair value are recognised in profit or loss.

If the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or exercised, then

hedge accounting is discontinued prospectively. The cumulative gain or loss previously recognised in other comprehensive

income remains there until the forecast transaction occurs at which time the gain or loss is transferred to profit or loss. When

the hedge item is a non-financial asset, the amount recognised in the cash flow hedging reserve is transferred to the carrying

amount of the asset when it is recognised. In other cases, the amount recognised in the cash flow hedging reserve is

transferred to profit or loss in the same year that the hedged item affects profit or loss.

The cash flow hedging reserve represents the effective portion of the cumulative net change in the fair value of cash flow

hedging instruments related to hedged transactions that have not yet occurred.

Foreign currency translation reserve

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

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

are translated to New Zealand dollars at exchange rates at the dates of the transactions.

The foreign currency translation reserve comprises all exchange rate differences arising from the translation of the financial

statements of foreign operations and the translation of liabilities designated as hedges against the Company’s net investment

in a foreign operation.

There is no movement in the foreign currency translation reserve balance for the year ended 30 June 2024 (2023: Nil) as the

reserve relates to dormant foreign entities of the Group.

Share-based payment reserve

The share-based payment reserve is used to recognise the grant date assessed fair value of the performance rights issued

to executive employees under the Company’s long-term incentive scheme as further discussed at note 9b (Share-based

payment) to the consolidated financial statements.

The assessed fair value of the performance rights at grant date are recognised as an expense in profit or loss over the

period from grant date to condition date, adjusted to reflect only those rights where the service condition will be met,

with corresponding entries to the share-based payment reserve.

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5. CAPITAL AND FUNDING (CONT'D)

5c. BANKING FACILITIES AND LOANS AND BORROWINGS

This note provides information about the contractual terms of the Group’s banking facilities. For more information about the

Group’s exposure to interest rate risks, see note 8 (Risks and financial instruments) to the consolidated financial statements.

The Group’s banking facilities (including Bank guarantees to third parties relating to lease and other commitments of the

Group) are provided by Bank of New Zealand and National Australia Bank Limited (together, “the Bank”).

The Group has no loans at balance date (2023: Nil).

The Group continues to maintain ongoing relationships with the Bank, with the view that committed credit lines could be

reinstated in the future to fund working capital requirements as the Group progresses through its transformation journey.

As a consequence, the Group has retained the security arrangements that were previously put in place to secure obligations

for the payment and repayment of moneys due, owing or payable by the Group to the Bank.

These security arrangements include the granting in favour of Bank of New Zealand, as security agent for the Bank, a

first-ranking composite general security deed and cross guarantee securing all obligations of the Group to the Bank by

certain companies in the Group. The property-owning companies in the Group have also continued to grant in favour of

Bank of New Zealand first-ranking mortgages in respect of land and buildings as security for all obligations of the Group to

the Bank, including obligations for the payment and repayment of moneys due, owing or payable by the Group to the Bank

(see note 6a (Property, plant and equipment) to the consolidated financial statements).

6. ASSETS EMPLOYED

This section covers non-current assets, being property, plant and equipment and other assets that the Group employs in

the production and sale of carpet and rugs, and the acquisition and sale of wool fibre, to generate revenues and profits.

6a. PROPERTY, PLANT AND EQUIPMENT

Land and

buildings

$000

Plant and

equipment

$000

Other assets

$000

Under

construction

$000

To tal

$000

COST

Balance at 1 July 20236,56 035,34212,10 384454,849

Additions27954,10 64,147

Disposals–(65)(352)(107)(524)

Tr a n s f e r s2416782,011(2,930)–

Cyclone Gabrielle related derecognition–––(297)(297)

Cyclone Gabrielle related impairment reversed–100–108208

Balance at 30 June 2024$6,828$ 36,0 6 4$1 3,76 7$1,7 2 4$58,383

Balance at 1 July 202210,97065,6631 2,6 5 66698 9,9 5 8

Additions841841,8231,956

Disposals(9)(3,9 92)(598)–(4,59 9)

Tr a n s f e r s–697298(995)–

Cyclone Gabrielle related derecognition(4,4 0 9)( 2 7, 0 6 7 )(337)(653)(32,466)

Balance at 30 June 2023$6,56 0$35,342$1 2,1 0 3$844$54,849

DEPRECIATION AND IMPAIRMENT LOSSES

Balance at 1 July 20231,00033,68410,017–4 4,7 01

Depreciation for the year74237547–858

Disposals–(65)(352)–(417)

Balance at 30 June 2024$1,074$ 3 3,85 6$10,212–$4 5,142

Balance at 1 July 20221,6 726 3,51810,5284575,7 6 3

Depreciation for the year129279412–820

Disposals–(3,9 4 8)(638)–(4,586)

Tr a n s f e r s–45–(45)–

Cyclone Gabrielle related derecognition(801)(26,210)(285)–( 2 7, 2 9 6 )

Balance at 30 June 2023$1,000$ 3 3,6 8 4$10,017–$ 4 4,7 01

CARRYING AMOUNTS

At 30 June 2024$ 5,75 4$2,208$3,555$1,7 2 4$13,241

At 30 June 2023$5,56 0$1,6 5 8$2,086$844$10,14 8

At 1 July 2022$ 9,2 9 8$2,14 5$2,128$624$14,195

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6. ASSETS EMPLOYED (CONT'D)

6a. PROPERTY, PLANT AND EQUIPMENT (CONT’D)

Other assets

Other assets comprise fixtures and fittings (including leasehold improvements and display stands), computer equipment,

motor vehicles and office equipment.

Impairment

The Group’s market capitalisation at balance date was below the carrying value of net assets. Even though market

capitalisation excludes any control premium and may not reflect the value of 100% of the Group’s net assets, it is still

considered to be an indicator of impairment.

As a consequence, the Group conducted a review of non-current non-financial assets, including fixed assets and right-of-use

assets, to assess whether there was any impairment at balance date. The recoverable amount of the asset is estimated in

order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount

of an individual asset, the Group estimates the recoverable amount of the cash-generating unit (CGU) to which the

asset belongs.

There are two cash-generating units which relate to reporting segments in these consolidated financial statements, Carpets

& Rugs and Wool acquisition.

The operating profit before depreciation of the Wool acquisition CGU was $1.1m and was above budget and prior year and

was not significantly impacted by Cyclone Gabrielle. Management determined there was no impairment indicators for the

Wool acquisition CGU and therefore no impairment assessment is required.

The Carpet & Rugs CGU had an operating loss before depreciation of $6.1m and therefore an impairment assessment was

performed. Management identified the following as separately identifiable assets for the purposes of measuring

recoverable amounts:

—Napier Land

—Whanganui Land & Buildings

—Right of use Assets – Grayson Avenue

Indicative market values were obtained for Grayson Avenue leases; Whanganui property; and Napier land. These

assessments were in excess of the assets net book values. No impairment was required.

The value in use methodology was applied to assess recoverability of the remaining assets of the Carpet & Rugs CGU.

In assessing VIU management applied the following key assumptions:

—Cash flow projections, based on recent budgets and trends with the assumption of normalized supply levels, were

reviewed against independent consultants’ earnings and Net Present Value forecasts from the business’s strategic

review and found to be more conservative.

—An after-tax WACC of 12.27% was calculated using the Brennan-Lally method, implying a pre-tax discount rate of

16.13% which was used in managements assessment.

—The market capitalisation of the company was compared with the carrying value at balance date and management

assessed that the recoverable amount.

6. ASSETS EMPLOYED (CONT'D)

6a. PROPERTY, PLANT AND EQUIPMENT (CONT’D)

Management assessed that the recoverable amount of the Carpet & Rugs CGU was greater than its carrying amount

as at 30 June 2024 and that no reduction for impairment loss was required.

Apart from Cyclone Gabrielle related impairments (refer to note 3 (Cyclone Gabrielle) to the consolidated financial

statements), the Group has concluded that no other impairment of assets was required at balance date (2023: Nil).

Apart from Cyclone Gabrielle related reversal of impairments (refer to note 3 (Cyclone Gabrielle) to the consolidated financial

statements), the Group has also concluded that no reversal of the previous impairment of assets should be made following an

assessment that the execution of the Group’s strategy to focus on wool carpets which, while progressing to plan, is in its

early stages.

Accounting policies

Recognition and measurement

Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-constructed

assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to a

working condition for its intended use, and the cost of dismantling and removing the items and restoring the site on

which they are located. Purchased software that is integral to the functionality of the related equipment is capitalised

as part of that equipment.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate

items (major components) of property, plant and equipment.

Under construction

Items being constructed for future use are held as part of property, plant and equipment under construction. The

carrying amounts of these represent the costs incurred at balance date and will be transferred to the appropriate

classification of property, plant and equipment on completion. Initial cost includes the purchase consideration and

those costs directly attributable in bringing the asset to the location and condition necessary for its intended use.

These costs include site preparation costs, installation costs, borrowing costs, unrecovered operating costs incurred

during planned commissioning and the costs of obtaining consents.

Costs cease to be capitalised when all the activities necessary to bring the asset to its location and condition for its

intended use are complete.

Depreciation

Depreciation is recognised in the Consolidated Statement of Profit or Loss over the estimated useful lives of each

part of an item of property, plant and equipment. Land is not depreciated.

The principal rates used for the current and comparative periods are as follows:

— buildings 1.0 – 2.5% straight line

— building fitouts 5.0 – 33.0% straight line

— plant and equipment 6.7 – 20.0% straight line

— other assets

– display stands 10.0% straight line

– computer equipment 20.0 – 25.0% straight line

– office equipment 10.0 – 20.0% straight line

– cars 20.0% straight line

– trucks and utilities 10.0% straight line

Depreciation methods, useful lives and residual values are reassessed at each reporting date.

6869
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6. ASSETS EMPLOYED (CONT'D)

6a. PROPERTY, PLANT AND EQUIPMENT (CONT’D)

Accounting policies (cont’d)

Impairment

The carrying amount of property, plant and equipment and other assets is tested for impairment whenever there are

indicators of impairment.

An impairment loss is recognised if the carrying amount of the cash-generating unit (being the smallest identifiable

asset group that generates cash flows that are largely independent from other assets and groups) to which the

property, plant and equipment and other assets is allocated exceeds its recoverable amount.

The recoverable amount of a cash-generating unit is the greater of its value in use and its fair value less costs to sell.

In assessing value in use, the estimated future cash flows are discounted to their present value using a post-tax

discount rate that reflects current market assessments of the time value of money and the risks specific to the

cash-generating unit.

Estimates, judgements and assumptions

NZ IAS 36 Impairment of Assets requires the Group to assess, at the end of each reporting period, whether there is

any indication that an asset may be impaired. If any such indication exists, the Group shall estimate the recoverable

amount of the asset. The recoverable amount of an asset is the higher of its fair value less costs of disposal and its

value in use. The Group is required to recognise an impairment loss to the extent to which the carrying amount of an

asset exceeds its recoverable amount.

For the purpose of assessing impairment, assets are grouped in the smallest identifiable group of assets that

generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets (cash

generating unit or CGU), which as at 30 June 2024 were identified as being the Carpets and Wool Acquisition CGUs.

6. ASSETS EMPLOYED (CONT'D)

6b. CAPITAL COMMITMENTS

Capital expenditure contracted for, but not recognised as liabilities, at balance date is set out below.

2024

$000

2023

$000

Napier reinstatement272–

Other property, plant and equipment44572

$717$72

7. WORKING CAPITAL

This section reviews the level of working capital the Group generates and utilises in its normal day-to-day operating activities.

The Group’s working capital includes current assets (cash and bank, trade receivables, other receivables and prepayments

and inventories) and current liabilities (trade payables and accruals and employee entitlements).

7a. CASH AND BANK

Cash and bank at balance date comprise the following:

2024

$000

2023

$000

Cash and cash equivalents26,6 4 531,819

Short term deposits5,0007, 5 0 0

$ 31,6 4 5$ 3 9,31 9

Accounting policies

Cash is cash on hand and demand deposits and includes bank overdrafts used for cash management purposes where

formal arrangements for set off has been agreed with the Bank. Under these set off arrangements, the Group is able to

set off overdrawn balances up to a maximum of $1,000,000 against credit balances in selected accounts as long as

the net balance of all these accounts (including overdrawn accounts) as a whole remain in credit. At balance date,

there were no overdrawn amounts subject to set off (2023: Nil). Cash equivalents are highly liquid investments that

are readily convertible to known amounts of cash (that is, there is insignificant risk of changes in value) with maturity

no more than three months from balance date. Short term deposits are investments with maturities greater than three

months but no more than twelve months from balance date.

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7. WORKING CAPITAL (CONT'D)

7b. TRADE RECEIVABLES, OTHER RECEIVABLES AND PREPAYMENTS

2024

$000

2023

$000

Trade receivables due from external customers8,3399,3 0 6

Other receivables1,6 028

Prepayments720643

$10,6 61$ 9,9 5 7

The Group’s approach and policy with respect to, and quantitative disclosure of, credit risk are discussed at note 8 (Risks and

financial instruments) to the consolidated financial statements.

Impairment losses on trade receivables and other receivables are assessed collectively and on a portfolio basis based on the

number of days overdue using the expected loss model, taking into account the historical loss experienced in portfolios with

a similar number of days overdue as well as current conditions and forecast of future economic conditions.

Other receivables include $1,485,000 of insurance recovery progress payments received after balance date (2023: Nil).

Refer to note 3e (Progress payments received) to the consolidated financial statements for further information.

Accounting policies

Trade receivables and other receivables are recognised initially at transaction price and subsequently at amortised

cost less impairment losses.

7c. INVENTORIES

Inventories, net of provision, are summarised in the table below:

2024

$000

2023

$000

Raw materials and consumables6,6184,621

Raw materials stock in transit4,56 3169

Work in progress1,2091,0 39

Finished goods16,95815,2 93

$ 2 9,3 4 8$ 21,1 2 2

Carrying amount of inventories subject to retention of title clauses$1,0 39$760

Inventory provision at 1 July1,4 081,35 3

Change in provision during the year1,20655

Inventory provision at 30 June$2,61 4$1,4 0 8

The approach to inventory provisioning in 2024 is substantially consistent with 2023.

Write downs or write offs of inventory produced during the year totalled $817,000 (2023: $3,775,000). The 2023 write offs

included $2,474,000 of inventory that was written off because of damage as a consequence of Cyclone Gabrielle. $894,000

written off in 2023 was reversed in the current year. Refer to note 3 (Cyclone Gabrielle) to the consolidated financial

statements for further information.

7. WORKING CAPITAL (CONT'D)

7c. INVENTORIES (CONT’D)

Accounting policies

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the first-in

first-out principle, and includes expenditure incurred in acquiring the inventories and bringing them to their existing

location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate

share of production overheads based on normal operating capacity. Net realisable value is the estimated selling

price in the ordinary course of business, less the estimated costs of completion and selling expenses.

Estimates, judgements and assumptions

Inventory provisions are recognised for oddments and obsolete, aged and discontinued inventories to arrive at their

likely net realisable value.

Estimates and judgement are applied in identifying and categorising - to the extent applicable - obsolete, aged and

discontinued inventory and determining the level of provisioning that is required – with a range of factors including

inventory rationalisation plans, consumer demand and trends, available distribution channels and historical sales

and margin data considered.

7d. TRADE PAYABLES AND ACCRUALS

2024

$000

2023

$000

Trade payables14,19810,111

Accruals2,1524,8 37

$16,350$14,94 8

Accounting policies

Trade payables are unsecured - except to the extent to which they have retention of titles clauses within their supply

arrangements with the Group - and are usually paid within the agreed payment terms.

The carrying amounts of trade payables are considered to be the same as their fair values, due to their short-

term nature.

7e. EMPLOYEE ENTITLEMENTS

2024

$000

2023

$000

Leave obligations3,2824,562

Bonus entitlement43–

Wages accruals401315

$ 3,7 2 6$4,87 7

Leave obligations cover the Group’s liabilities in relation to employees’ accrued and entitled annual leave as well as their

unconditional entitlement to long service leave where they have completed the required period of service.

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7. WORKING CAPITAL (CONT'D)

7e. EMPLOYEE ENTITLEMENTS (CONT’D)

Accounting policies

Employee entitlements relating to wages and salaries as well as annual leave and other employment-related payments

that are expected to be settled wholly within 12 months after the end of the annual reporting period in which the

employees render the related service are recognised in respect of employees’ services up to the end of the

reporting period as liabilities and are measured at the amounts expected to be paid when the liabilities are settled.

The entire amount of employee entitlements is presented as current as the Group does not have an unconditional

right to defer settlement for any of these obligations.

8. RISKS AND FINANCIAL INSTRUMENTS

This section identifies the risks faced by the Group, explains the impact of these risks on its financial position, performance

and cash flows, outlines the Group’s approach to financial risk management and highlights the financial instruments used to

manage risks.

Exposure to credit, liquidity, foreign currency and interest rate risks arises in the normal course of the Group’s businesses.

The Group enters into derivative financial instruments in the ordinary course of business to manage foreign currency risks in

accordance with the treasury policy approved by the Board. Senior management operating under the Board-approved

treasury policy ensures that procedures for derivative instrument utilisation, control and valuation, risk analysis, counterparty

credit approval, and ongoing monitoring and reporting are adhered to.

The Group manages commodity price risks through negotiated supply contracts and forward physical contracts. However,

because these contracts are, generally, in respect of raw material and utility purchases for own use, they are not accounted

for as financial instruments.

Credit risk

Management has a credit policy in place under which each new customer is individually analysed for credit worthiness and

assigned a purchase limit before the standard payment and delivery terms and conditions are offered. Because of the Group’s

customer base, there is no need for the Group to rely on external ratings. In most cases, bankers’ references, trade credit

insurance approvals and/or credit references from other suppliers are considered adequate. Purchase limits are reviewed on

a regular basis.

In order to determine which customers are classified as having payment difficulties, the Group applies a mix of duration and

frequency of default. The Group does not generally require collateral in respect of trade and other receivables.

The Group’s exposure to credit risk is mainly influenced by its customer base. As such, it is concentrated to the default risk

of its industry. However, geographically, there is no credit risk concentration, with the Group’s customers spread throughout

New Zealand, Australia and other overseas markets. Credit risk exposure with respect to trade receivables is limited by

stringent credit controls, by the utilisation of irrevocable letters of credit and trade credit insurances wherever required,

and by the large number of customers within the Group’s customer base.

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

The amount and timing of collection of trade receivables and estimate of expected credit losses under NZ IFRS 9 Financial

Instruments have been considered and included in the consolidated financial statements.

The Group does not invest in securities, but accepts that surplus cash and cash equivalents may arise from time to time

during the course of its management of cash. In these instances, it requires these surplus cash and cash equivalents to be

deposited on call or in short term deposits and only with counterparties approved by the Board as having the required

credit ratings.

Foreign currency forward exchange contracts have been entered into with counterparties approved by the Board as having

the required credit ratings. The Group’s exposure to credit risk from these financial instruments is limited because it does not

expect the non-performances of the obligations contained therein due to the high credit ratings of the financial institutions

concerned. The Group does not require any collateral or security to support these financial instruments.

Liquidity risk

Liquidity risk represents the Group’s ability to meet its contractual obligations. The Group evaluates its liquidity requirements

on an ongoing basis. In general, the Group generates sufficient cash flows from its operating activities to meet its obligations

arising from its financial liabilities.

The Group’s contractual cash flows and liquidity risk profile are set out in detail in the liquidity risk section of the quantative

disclosures in this note.

Foreign currency risk

The Group is exposed to transactional foreign currency risk to the extent that there is a mismatch between the currencies in

which sales, purchases, receivables and payables are denominated. All entities in the Group have New Zealand dollars ($) as

their functional currency.

The Group enters into foreign currency contracts within policy parameters to manage the risk associated with forecast sales

and purchases. The Group’s policy allows management to hedge up to 12 months forecast sales and purchases without prior

approval of the Board having first been obtained.

The Group applies a hedge ratio of 1:1. The method used to assess hedge effectiveness is Critical Match Terms whereby the

hedging instrument and the hedged item are matched to the key terms. In the hedge relationship, the main cause of

ineffectiveness includes a change in the critical terms, for example, the timing of the transaction.

The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on

the currency, amount and timing of the respective cash flows. The Group assesses whether the derivative designated in each

hedging relationship is expected to be, and has been, effective in offsetting changes in cash flows of the hedged item using

the critical matched terms method.

7475
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'

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

QUANTITATIVE DISCLOSURES

Credit risk

The carrying amount of financial assets represents the Group’s maximum credit exposure.

The Group’s maximum exposure to credit risk for trade and other receivables by geographic regions is as follows:

2024

$000

2023

$000

New Zealand6,3695,556

Australia3,2243,17 3

Other regions348585

Trade and other receivables$9,941$ 9,31 4

The status of trade and other receivables at the reporting date is as follows:

Current

0 – 30 days

past due

31 – 120 days

past due

More than 120

days past dueTotal

2024

Expected loss rate0%0%0%15%

Gross carrying amount – trade and other receivables7, 9 2 31,2315962259,9 75

Loss allowance–––(34)(34)

2023

Expected loss rate0%0%0%8%

Gross carrying amount – trade and other receivables7, 2 6 01,4 8 03682259,333

Loss allowance–––(19)(19)

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

QUANTITATIVE DISCLOSURES (CONT’D)

In summary, trade and other receivables are determined to be impaired as follows:

2024

$000

2023

$000

Trade and other receivables - gross9,9 759,333

Impairment provisions(34)(19)

Trade and other receivables - net$9,941$ 9,31 4

Individually impaired trade receivables relate to a small number of customers where the amounts involved are immaterial.

In the case of insolvency, the Group generally writes off the receivable in full unless there is clear evidence that a receipt,

whether directly or by way of a claim under the Group’s trade credit insurance policy, is highly probable.

The Group adopts the expected loss model in assessing its trade and other receivables for impairment. In doing so, it

determines impairment on a forward-looking basis, taking into account not only past events and current conditions, but also

forecast of future economic conditions. Bad debts are written off when they are considered to have become uncollectable.

The details of movements in the impairment provision are as follows:

2024

$000

2023

$000

Balance at 1 July(19)(6)

Impaired trade receivables written off126

Changes in impairment provision(27)(19)

Balance at 30 June$(34)$(19)

Changes in the impairment provision are included in distribution expenses in the Consolidated Statement of Profit or Loss.

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'

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

QUANTITATIVE DISCLOSURES (CONT’D)

Liquidity risk

The following table sets out the contractual undiscounted cash flows for all material financial liabilities

(including projected interest costs).

Timing of contractual cash flows

Statement of

Consolidated

Financial

Position

$000

To tal

contractual

cash flows

$000

6 months

or less

$000

6-12

months

$000

1-2

years

$000

2-5

years

$000

Greater than

5 years

$000

2024

Trade payables14,19814,19814,198––––

Lease liabilities1 7, 9 2 522,3931,1081,1212,2186,52011,426

Total non-derivative liabilities$32,123$36,591$15,30 6$1,121$2,218$6,520$11,426

Forward exchange contracts

Inflow( 3 7, 5 8 3 )(23,820)(11,55 4)(2,209)––

Outflow36,92623,25 811,4 812,187––

(491)(657)(562)(73)(22)––

Net derivative assets$(491)

Disclosed in Consolidated Statement of

Financial Position

Current assets(508)

Current liabilities17

Net derivative assets$(491)

2023

Trade payables10,11110,11110,111––––

Lease liabilities18,0382 3,1 811,0741,0171,96 45,7 6 313,363

Total non-derivative liabilities$ 2 8,1 4 9$33,292$11,1 8 5$1,017$1,96 4$ 5,7 6 3$13,363

Forward exchange contracts

Inflow(4 5,575)(18,4 25)(15,21 9)(11,931)––

Outflow4 4,28518,0 4914,80511,4 31––

(1,0 01)(1,290)(376)(414)(500)––

Net derivative assets$(1,0 01)

Disclosed in Consolidated Statement of

Financial Position

Current assets(1,017)

Current liabilities16

Net derivative assets$(1,0 01)

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

QUANTITATIVE DISCLOSURES (CONT’D)

Foreign currency risk

The Group’s exposure to foreign currency risk can be summarised as follows:

NZD equivalent of these foreign currencies:

AUD

$000

USD

$000

EUR

$000

Others

$000

2024

Trade receivables2,94873––

Trade payables(517)(899)(1,6 3 0)–

Net Consolidated Statement of Financial Position exposure before hedging activity2,4 31(826)(1,6 3 0)–

Estimated forecast sales for which hedging is in place24,219–––

Net cash flow exposure before hedging activity26,6 5 0(826)(1,6 3 0)–

Forward exchange contracts

Notional amounts(26,6 5 0)8261,6 3 0–

Net unhedged exposure––––

2023

Trade receivables3,17 376––

Trade payables(314)(123)(19)(32)

Net Consolidated Statement of Financial Position exposure before hedging activity2,859(47)(19)(32)

Estimated forecast sales for which hedging is in place4 2,71 6–––

Net cash flow exposure before hedging activity4 5,575(47)(19)(32)

Forward exchange contracts

Notional amounts(4 5,575)–––

Net unhedged exposure–$(47)$(19)$(32)

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'

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

QUANTITATIVE DISCLOSURES (CONT’D)

Sensitivity analysis

In managing interest rate and currency risks, the Group aims to reduce the impact of short-term fluctuations on the Group’s

earnings. Over the longer-term, however, changes in foreign exchange and interest rates will have an impact on profit.

For foreign exchange contracts that continue to meet the hedge accounting criteria at the balance sheet date to hedge

foreign exchange exposures, it is estimated that a general change in the value of the New Zealand dollar against other foreign

currencies as set out below would have no impact on the Group’s profit or loss before income tax for the years ended 30

June 2024 and 2023. The impact on equity, net of tax, for these foreign exchange contracts, is disclosed in the table below:

StrengthenWeakenStrengthenWeaken

Profit or lossEquity, net of tax

$000$000$000$000

30 June 2024

NZD/AUD (+/- 5%)––$1,810$(1,136)

NZD/EUR (+/- 5%)––$(171)$241

NZD/USD (+/- 5%)––$(119)$258

30 June 2023

NZD/AUD (+/- 5%)––$1,4 37$(1,588)

There were no foreign exchange contracts that do not meet the hedge accounting criteria at the balance sheet date.

The impact of a change in interest rates by one percentage point on the Group’s profit or loss and OCI is set out as follows:

Increase

1% point

Decrease

(1% point)

Increase

1% point

Decrease

(1% point)

Profit or lossEquity, net of tax

$000$000$000$000

Interest rate impact - Net FY24$299$(299)––

Interest rate impact - Net FY23$382$(382)––

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

HEDGING

Forecast transactions

The Group classifies the forward exchange contracts taken out to hedge forecast transactions as cash flow hedges.

The following relates to items designated as hedging instruments:

Notional amount

Carrying amount

Line item in

Consolidated

Statement

of Financial

Position

Changes in

the value of

the hedging

instrument

recognised in

OCI during the

year

Hedge

ineffectiveness

recognised in

profit or loss

Balance

in CFHR

Average rate

of hedgingAssetsLiabilities

$000$000$000$000$000$000

2024

Foreign currency risk

Forward exchange

contracts – sales and

receivables

1, 2

AU D 26,6 5 0508(17)Derivative

financial

instruments

- assets and

liabilities

(607)–3780.8976

1

92% of notional amount expiring within 12 months of balance date and 8% expiring between 12 and 24 months of balance date

2

Hedge ratio 1:1

Notional amount

Carrying amount

Line item in

Consolidated

Statement

of Financial

Position

Changes in

the value of

the hedging

instrument

recognised in

OCI during the

year

Hedge

ineffectiveness

recognised in

profit or loss

Balance

in CFHR

Average rate

of hedgingAssetsLiabilities

$000$000$000$000$000$000

2023

Foreign currency risk

Forward exchange

contracts – sales and

receivables

1, 2

AUD40,6801,017(16)Derivative

financial

instruments

- assets and

liabilities

(426)–9380.8 9 26

1

62% of notional amount expiring within 12 months of balance date and 38% expiring between 12 and 24 months of balance date

2

Hedge ratio 1:1

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'

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

CLASSIFICATION AND FAIR VALUES

The following tables show the carrying amounts and fair values of financial assets and financial liabilities, including their

levels in the fair value hierarchy.

Hedging

instruments

$000

Amortised cost

$000

Total carrying

amount

$000

Fair value hierarchy

Level 2

$000

2024

Assets

Derivative financial instruments508–508508

Cash and bank–31,6 4 531,6 4 5

Trade and other receivables–9,9 4 19,9 4 1

Advances to employees–181181

Total assets$508$ 4 1,76 7$42,275

Liabilities

Lease liabilities–16,5 0816,5 08

Employee benefits–488488

Total non-current liabilities–16,99616,996

Derivative financial instruments17–1717

Trade payables and accruals–16,35016,350

Customer deposits–139139

Employee benefits and entitlements–3,7 7 23,7 7 2

Lease liabilities–1,4171,417

Total current liabilities1721,6 7821,695

Total liabilities$17$ 38,6 74$ 38,691

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

CLASSIFICATION AND FAIR VALUES (CONT’D)

Hedging

instruments

$000

Amortised cost

$000

Total carrying

amount

$000

Fair value hierarchy

Level 2

$000

2023

Assets

Derivative financial instruments1,017–1,0171,017

Cash and bank–3 9,31 93 9,31 9

Trade and other receivables–9,31 49,31 4

Advances to employees–170170

Total assets$1,017$4 8,80 3$ 4 9,8 2 0

Liabilities

Lease liabilities–1 6,74 21 6,74 2

Employee benefits–666666

Total non-current liabilities–1 7, 4 0 81 7, 4 0 8

Derivative financial instruments16–1616

Trade payables and accruals–14,94 814,94 8

Customer deposits–192192

Employee benefits and entitlements–4,9154,915

Lease liabilities–1,2961,296

Total current liabilities1621,35121,367

Total liabilities$16$ 3 8,75 9$ 3 8,7 75

There were no financial assets or liabilities with fair values classified as Level 1 or Level 3 in the fair value hierarchy.

Accounting policies

A financial instrument is recognised if the Group becomes a party to the contractual provisions of the instrument.

Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire

or if the Group transfers the rights to receive the contractual cash flows in a transaction in which substantially all the

risks and rewards of ownership of the financial assets are transferred. Financial liabilities are derecognised if the

Group’s obligations specified in the contract expire or are discharged or cancelled.

Derivatives, being forward exchange contracts, have been measured at fair value using relevant valuation techniques

which include net present value and discounted cash flow models and comparison with similar instruments for which

observable market prices exist. Assumptions and inputs used in valuation techniques include risk-free and benchmark

interest rates, credit spreads and other information used in estimating discount rates and foreign currency

exchange rates.

Non-derivative financial instruments comprise trade and other receivables, cash and bank and trade and other

payables. Non-derivative financial instruments are recognised initially at fair value, inclusive of transaction costs,

and are subsequently measured at amortised cost using the effective interest rate method less any impairment losses.

8283
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'

8. RISKS AND FINANCIAL INSTRUMENTS (CONT'D)

DETERMINATION OF FAIR VALUES

The fair value of an asset or a liability is measured on a recurring basis. When measuring the fair value of an asset or a liability,

the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value

hierarchy based on the inputs used in the valuation techniques as follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly

(that is, as prices) or indirectly (that is, derived from prices)

Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)

If the inputs used to measure the fair value of an asset or liability might be categorised in different levels of the fair value

hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the

lowest level input that is significant to the entire measurement.

There were no transfers between levels of the fair value hierarchy during the year.

MASTER NETTING OR SIMILAR AGREEMENTS

The Group enters into derivative transactions under International Swaps and Derivatives Association (ISDA) master netting

agreements. In general, under such agreements the amounts owed by each counterparty on a single day in respect of all

transactions outstanding are aggregated into a single net amount that is payable by one party to the other. In certain

circumstances – for example, when a credit event such as a default occurs, all outstanding transactions under the agreement

are terminated, the termination value is assessed and only a single net amount is payable in settlement of all transactions.

The ISDA agreements do not meet the criteria for offsetting in the Consolidated Statement of Financial Position. This is

because the Group does not have any currently legally enforceable right to offset recognised amounts, because the right

to offset is enforceable only on the occurrences of future events such as a default on the bank loans or other credit events.

The following table sets out the carrying amounts of recognised derivatives that are subject to master netting agreements:

20242023

Derivative assets

$000

Derivative liabilities

$000

Derivative assets

$000

Derivative liabilities

$000

Gross amounts in the Consolidated Statement

of Financial Position508(17)1,017(16)

Amounts offset––––

Net amounts in the Consolidated Statement

of Financial Position508(17)1,017(16)

Related amounts that are not offset based on

ISDA(17)17(16)16

Net amounts$491–$1,0 01–

9. OTHERS

This section includes the remaining information relating to the consolidated financial statements which is required to

be disclosed to comply with financial reporting standards.

9a. LEASES

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

AMOUNTS RECOGNISED IN THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Right-of-use assets

2024

$000

2023

$000

Buildings8,2208,017

Plant and equipment225358

Motor vehicles359241

$8,80 4$ 8,616

Lease liabilities

2024

$000

2023

$000

Non-current16,5 081 6,74 2

Current1,4171,296

$ 1 7, 9 2 5$18,038

Additions to right-of-use assets during the year were $1,243,000 (2023: $331,000).

There was no impairment of right-of-use assets during the year (2023: Nil).

There was also no reversal of prior year impairment of right-of-use assets during the year (2023: Nil).

AMOUNTS RECOGNISED IN THE CONSOLIDATED STATEMENT OF PROFIT OR LOSS

Depreciation charge in respect of right-of-use assets

2024

$000

2023

$000

Buildings838821

Plant and equipment133134

Motor vehicles8639

$1,057$994

Interest expense (included in finance costs)$822$879

Expense relating to short-term leases (included in cost of goods sold

and administration expenses)$921$311

Expense relating to leases of low-value assets that are not disclosed above as short-term

leases (included in administration expenses)$43$39

AMOUNTS RECOGNISED IN THE CONSOLIDATED STATEMENT OF CASH FLOWS

Total cash outflow for leases$2,180$2,930

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'

9. OTHERS (CONT'D)

9a. LEASES (CONT’D)

Accounting policies

The Group leases buildings, forklifts and motor vehicles, with contracts typically entered into for fixed periods ranging

from between three to four years for motor vehicles, five to six years for fork hoists and up to sixteen years for

buildings, but may have extension options as further discussed below.

Contracts may contain both lease and non-lease components. The Group has elected, for leases of motor vehicles,

to not separate lease and non-lease components and instead account for these as a single lease component.

Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The

lease agreements do not impose any covenants other than the security interests in the leased assets that are held by

the lessor. Leased assets may not be used as security for borrowing purposes.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the

net present value of the following lease payments:

—fixed payments; and

—variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the

commencement date.

Lease payments to be made under reasonably certain extension options are also included in the measurement of

the liability.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily

determined, which is generally the case for leases in the Group, the lessee’s incremental borrowing rate is used, being

the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value

to the right-of-use asset in a similar economic environment with similar terms, security and conditions.

To determine the incremental borrowing rate, the Group:

—where possible, uses recent third-party financing secured by the individual lessee as a starting point, adjusted to

reflect changes in financing conditions since third party financing was secured;

—uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk for leases held by lessees

within the Group which does not have recent third-party financing; and

—makes adjustments, where necessary, specific to the lease taking into account country, currency and security.

If a readily observable amortising loan rate is available to the individual lessee (through recent financing or market

data) which has a similar payment profile to the lease, then the group entities use that rate as a starting point to

determine the incremental borrowing rate.

Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over

the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for

each period.

Right-of-use assets are measured at cost comprising the following:

—the amount of the initial measurement of lease liability; and

—make good costs.

Right-of-use assets are depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.

Payments associated with short-term leases of plant and equipment and motor vehicles and all leases of low-value

assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease

term of 12 months or less without a purchase option. Low-value assets comprise IT equipment and small items of

office furniture.

9. OTHERS (CONT'D)

9a. LEASES (CONT’D)

EXTENSION OPTIONS

Extension options are generally incorporated into contracts for leases of buildings, with these options used to maximise

operational flexibility with respect to the management of the buildings used in the Group’s operations. Where extension

options are held, they are exercisable only by the Group and not by the respective lessor. Extension options are generally

not included in contracts for leases of plant and equipment and motor vehicles because of the Group’s ability to replace

these assets without significant cost, delay or disruption to the business.

Estimates, judgements and assumptions

In determining the lease term, management considers all facts and circumstances that create an economic incentive

to exercise an extension option. Extension options are only included in the lease term if the lease is reasonably certain

to be extended, with the Group reasonably certain to extend:

—if there are significant costs to not extend; and

—if leasehold improvements are expected to have a significant remaining value.

Otherwise, the Group considers other factors including the lease durations already provided for in the contract, the

Group’s future strategic or business direction and the costs and disruptions to the business as a consequence of any

decision to not exercise an extension option.

As at balance date, potential future cash outflows of $17,666,000 (undiscounted) in respect of leases of buildings have

not been included in the determination of lease liability because it is not reasonably certain that these leases will be

extended (2023: $19,803,000).

The lease term is reassessed if an extension option is actually exercised. The assessment of reasonable certainty is

only revised if a significant event or a significant change in circumstances occurs, which affects this assessment, and

that is within the control of the lessee. The Group did not revise its assessment of reasonable certainty with respect to

extension options during the year (2023: Nil).

9b. SHARE-BASED PAYMENT

The Company operates four share-based payment plans/schemes, with these plans/schemes designed to incentivise

selected employees by providing them with opportunities to be issued equity interests in the Company.

The Company has determined the performance rights, the shares and the options issued under these plans/schemes to

be equity-settled share-based payment arrangements pursuant to NZ IFRS 2 Share-based Payment.

There were no issue of performance rights, shares or options during the year (2023: 890,328 performance rights under

the Bremworth 2022 Long-Term Incentive Scheme (2022 LTI Scheme)).

184,897 performance rights under the 2022 LTI Scheme lapsed during the year (2023: all performance rights under the

Bremworth 2020 Long-Term Incentive Scheme (2020 LTI Scheme)).

8687
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'

9. OTHERS (CONT'D)

9b. SHARE-BASED PAYMENT (CONT’D)

The following is a summary of the outstanding performance rights or options under the various plans/schemes as at

balance date:

20242023

Outstanding options under the Bremworth Share Option Scheme1,000,0001,000,000

Outstanding performance rights under the 2022 LTI Scheme705,4 358 9 0,3 32

Maximum number of shares that could be issued under current share-based payment arrangements

(excluding those already issued under the 2022 LTI Scheme)

20242023

Balance at 1 July1,000,0002,071,39 4

Lapsed during the year–(1,071,394)

Balance as at 30 June1,000,0001,000,000

Impact of share-based payment arrangements on the consolidated financial statements

$117,000, being the proportion of fair value of the options under the Bremworth Option Scheme and the fair value of the

performance rights under the 2022 LTI Scheme relating to the year ended 30 June 2024, were recognised in administration

expenses in the Consolidated Statement of Profit or Loss for the period, with a corresponding credit totalling $117,000 to the

share-based payment reserve within equity (2023: $202,000 under the 2020 LTI Scheme, the Bremworth Option Scheme and

the 2022 LTI Scheme).

Accounting policies

The assessed fair value of the performance rights and options at grant date are recognised as an expense in profit or

loss over the period from date on which the participant started rendering service or the grant date (whichever is the

earlier), adjusted to reflect only those rights and options where the service condition will be met, with corresponding

entries to the share-based payment reserve within equity.

9. OTHERS (CONT'D)

9c. PROVISIONS

Warranties

$000

Claims

$000

Others

$000

To tal

$000

Balance at 1 July 20231,3061901391,6 35

Provided during the year5137510598

Utilised during the year(504)(114)(40)(658)

Released to profit or loss during the year––(69)(69)

Balance at 30 June 2024$1,315$151$40$1,5 0 6

Non-current772–40812

Current543151–694

Balance at 30 June 2024$1,315$151$40$1,5 0 6

Balance at 1 July 20221,11 03502391,69 9

Provided during the year1,1 4 515–1,1 6 0

Utilised during the year(949)(175)–(1,1 2 4)

Released to profit or loss during the year––(100)(100)

Balance at 30 June 2023$1,30 6$190$139$1,6 3 5

Non-current730–89819

Current57619050816

Balance at 30 June 2023$1,30 6$190$139$1,6 3 5

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9. OTHERS (CONT'D)

9c. PROVISIONS (CONT’D)

WARRANTIES

The provision for warranties for carpet sold is based on estimates made from historical warranty data associated with similar

products sold by the Group.

The Group has no history of material warranty claims in respect of non-carpet products sold. As a consequence, no provision

for warranties is required in respect of these other products.

The amount of warranty costs recognised as an expense directly to the Consolidated Statement of Profit or Loss during the

year totalled $736,000 (2023: $1,208,000).

Warranties relating to the sale of carpet are standard warranties. The Group does not offer extended warranties that would

be subject to a separate performance obligation.

Accounting policies

A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that

can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the

obligation. 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 the risks specific to the liability.

Estimates, judgements and assumptions

Provision for warranties requires judgement to be applied by considering a range of factors including the nature and

extent of historical claims data associated with similar products sold by the Group, the terms of the warranties built

into supply contracts, consumer protection laws in key markets and the corrective actions being taken to address

quality issues at production.

9d. CONTINGENT LIABILITIES

The Group has granted indemnities in favour of Bank of New Zealand and National Australia Bank Limited (together,

“the Bank”) at balance date in respect of Bank guarantees relating to leases and other commitments totalling $2,068,000

(2023: $2,068,000).

Some subsidiaries in the Group are parties to a cross guarantee in favour of the Bank securing each other’s obligations, with

the property-owning companies in the Group also granting in favour of the Bank first-ranking mortgages in respect of land

and buildings as security for all obligations if the Group to the Bank.

The Group’s indebtedness under the cross guarantee at balance date amounted to nil (2023: Nil).

9e. RELATED PARTIES

For the purposes of this note, key management personnel are those persons having authority and responsibility for planning,

directing and controlling the activities of the entity, directly or indirectly, including any Director (whether executive or

otherwise) of that entity.

9. OTHERS (CONT'D)

9e. RELATED PARTIES (CONT’D)

TRANSACTIONS WITH DIRECTORS AND KEY MANAGEMENT PERSONNEL

Directors and key management personnel as shareholders

One of the Directors is a shareholder in the Company.

The Chief Executive Officer is also a shareholder in the Company by virtue of the fully paid-up ordinary shares issued to,

and held by him, pursuant to the Bremworth Equity Plan.

Their shares rank pari passu with all the other ordinary shares in the capital of the Company and do not therefore confer

additional rights to dividends paid or to attend or vote at any meetings of the shareholders of the Company.

The Directors are precluded by the NZX Listing Rules from voting at general meetings of shareholders on certain matters

prescribed by the New Zealand Exchange. These matters include, in the case of the Directors who are also shareholders,

shareholders’ approval of directors’ fees.

Directors and key management personnel as lenders or borrowers

An interest-free, full-recourse, loan of $208,050 was provided to the Chief Executive Officer in September 2021 pursuant to

the terms of the Bremworth Equity Plan, with the proceeds of that loan applied towards the amount payable for the 500,000

fully paid-up ordinary shares issued to the Chief Executive Officer under the Bremworth Equity Plan.

Directors and key management personnel as providers of services

Paul Izzard Design Limited, a company owned and directed by non-executive Director, Paul Izzard, provided the Group with

design services in relation to the new Bremworth brand experience store during the year (2023: Nil).

The fees charged by Paul Izzard Design Limited for the professional services rendered totalled $38,553, with these services

approved by the Board and the fees confirmed as arms-length.

DIRECTORS’ REMUNERATION AND BENEFITS

The fees paid to the Directors for services in their capacity as Directors totalled $387,000 during the year (2023: $387,000).

No other services were provided by the Directors during the year (2023: Nil).

The scale of fees payable to the Directors was last reviewed and approved by the Board in January 2019, with the current

scale of fees applying with effect from 1 January 2019 set out below:

Directors’ feesPer annumExplanatory notes

Non-executive Chair of the Board$128,10 0Inclusive of time spent on Board committees and as Chair of

Nomination Committee

Non-executive Directors (including Deputy

Chair of the Board, if any)

$61,000Inclusive of time spent on Board committees

Chair of the Audit Committee$10,000In recognition of additional time and responsibilities as Chair of

Audit Committee

Chair of the Remuneration Committee$5,000In recognition of additional time and responsibilities as Chair of

Remuneration Committee

The Directors do not receive any other benefits (cash or non-cash) in their role as directors and are not entitled to retiring

allowances on cessation of office.

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'

9. OTHERS (CONT'D)

9e. RELATED PARTIES (CONT’D)

KEY MANAGEMENT PERSONNEL’S (INCLUDING THE CHIEF EXECUTIVE OFFICER’S) REMUNERATION AND BENEFITS

In addition to salaries and performance-based payments, the Group also provides non-cash benefits to the Chief Executive

Officer of the Company and key management personnel of the Group.

These non-cash benefits may include the provision of motor vehicles, income protection insurances, life insurances and

medical insurances. In assessing the value of the non-cash benefit provided to the Chief Executive Officer and key

management personnel, the Group has used the value of the benefit that is used for calculating fringe benefit tax grossed

up for the fringe benefit tax that is paid or payable.

The remuneration paid and payable, and the benefits provided, to the Chief Executive Officer and key management

personnel (but excluding the Directors’ remuneration and benefits) comprised:

2024

$000

2023

$000

Salaries, bonuses and leave entitlements3,3122,878

Share-based payments108202

Employee benefits312287

Termination payments569–

$4,301$ 3,3 6 7

The Chief Executive Officer and key management personnel are not entitled to any post-employment benefits under their

contracts of employment.

OTHER TRANSACTIONS

The Group deals with many entities and organisations in the normal course of business. The Group is not aware of any of the

Directors, the Chief Executive Officer or key management personnel, or their related parties, holding positions in any of

these entities or organisations that result in them having control or significant influence over the financial or operating

policies of these entities or organisations (other than as disclosed above).

The Group does not transact with the Directors, the Chief Executive Officer or key management personnel, and their related

parties, other than in their capacity as directors and employees, except that they may purchase carpets and rugs from the

Group for their own domestic use. These purchases are on the same terms and conditions as those applying to all employees

of the Group and are immaterial and personal in nature.

9f. OPERATING SUBSIDIARIES OF THE GROUP

Principal activity

Country of

incorporation

Interest (%)

2024

Interest (%)

2023

Bremworth Carpets and Rugs LimitedCarpet sales and manufacturingNew Zealand100100

Bremworth Pty LimitedCarpet salesAustralia100100

Cavalier Bremworth (Australia) LimitedCarpet distributionNew Zealand100100

Bremworth Spinners LimitedCarpet yarn salesNew Zealand100100

Elco Direct LimitedWool acquisitionNew Zealand100100

9g. EVENTS AFTER BALANCE DATE

There have been no events subsequent to 30 June 2024 which would materially affect the consolidated financial statements.

9. OTHERS (CONT'D)

9h. CLIMATE-RELATED DISCLOSURES

Understanding, and dealing with, the impact of climate-related risks

The Group has considered the impact of climate-related risks on the business and on its future financial performance,

financial position and cash flows as part of the sustainability framework that has been adopted under the Group’s

transformation strategy to becoming an all-wool and natural materials organisation.

One of these key risks is the exposure to the effects of climate change through adverse climatic conditions (for example,

flooding, with the Napier site inundated by flood waters following Cyclone Gabrielle in February 2023 and both the

Whanganui and Auckland sites identified as having specific flood risks). In time, it is expected that the Group would also

have to understand, and deal with, the effects of rising seas levels, with both the Napier and Whanganui sites within close

proximity of the coast and significant rivers.

In relation to this risk, work to understand natural hazards at all of the Group’s manufacturing sites as well as available

mitigation strategies is ongoing. These mitigation strategies will include establishing appropriate stormwater infrastructure

and processes to mitigate the current levels of risk posed by these events while also gaining a deeper understanding of the

potential impact of these weather events including their frequency and severity as well as the resilience of the wider flood-

protection infrastructures and systems that we rely on as part of our climate change adaptation.

Risk mitigation and business continuity plans

The Group has continued to focus on its risk mitigation and business continuity plans following Cyclone Gabrielle, with

particular attention being given to the resilience of the new hybrid supply chain model while also ensuring that the ongoing

staged reinstatement of the Napier plant is designed and implemented to improve the overall resilience of the plant should

another similar event arise again.

It is also now standard practice to incorporate into all capital project assessments the learnings from the February 2023

flooding event at the Napier site, thereby reducing the risks of a similar flooding event having a similar impact on the Group

following Cyclone Gabrielle in February 2023.

Insurance

The Group has in place insurances to protect it against losses arising from climate-related events.

While cover for material damage and business interruption as a consequence of floods (with cover including the recently

reinstated Napier dyehouse) has been capped at $47.3 million, and with a deductible of $2.5 million and a waiting period of

45 days, at the last renewal of the Group’s insurance policy, the Group will continue to work with its insurance brokers to

better understand what would be required for its insurers to reinstate full flood cover for the Group over time.

Financial implications

Based on the Group’s assessment, there is nothing to indicate that climate-related risks have had any impact on the carrying

value of its non-financial assets as at 30 June 2024 other than those already recognised following Cyclone Gabrielle as

discussed at note 3 (Cyclone Gabrielle) to the consolidated financial statements for the year ended 30 June 2024.

The Board will continue to closely monitor developments in this area and, in particular, the scope of future insurances

against flooding.

9i. STANDARDS, INTERPRETATIONS AND AMENDMENTS TO STANDARDS

There are no new, or pending, standards or amendments to existing standards which have, or are expected to have, a

material impact on the Group.

The Group has applied the following amendments for the first time for the annual reporting period commencing 1 July 2023:

—Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to NZ IAS 12, and

—Disclosure of Accounting Policies – Amendments to NZ IAS 1 and IFRS Practice Statement 2.

These amendments did not have any impact on the amounts recognised in prior periods and are not expected to significantly

affect the current or future periods.

9293
GOVERNANCE

& OTHER

DISCLOSURES

FOR THE YEAR ENDED 30 JUNE 2024

9495
GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT

CONTENTS

95 Corporate Governance Statement

113 Disclosures under the Companies Act 1993

117 Disclosures under the NZX Listing Rules

118 Disclosures under the Financial Markets Conduct Act 2013

118 Shareholder Information

119 Trend Statement

123 Disclosure of Non-GAAP Financial Information

126 Corporate Directory

Bremworth’s Board of Directors (“the Board”) is responsible for and committed to maintaining the highest standards

of corporate behaviour and responsibility and has adopted governance principles reflecting this.

The Board seeks to follow best practice recommendations for listed companies to the extent that this is appropriate for the

nature and complexity of Bremworth’s operations.

The Board considers that the Company’s corporate governance framework materially complies with the NZX Corporate

Governance Code.

Bremworth’s Code of Conduct and Ethics and other key policies and charters relating to corporate governance can be found

on the Company’s website www.bremworth.co.nz/corporate-governance

A summary of Bremworth’s governance actions and performance against each of the principles in the NZX Corporate

Governance Code and its compliance with the recommendations relating to each of these principles are set out on

pages 95 to 112.

PRINCIPLE 1  CODE OF ETHICAL BEHAVIOUR

Bremworth expects its Directors, officers, employees and contractors to act legally, ethically and with integrity in a manner

consistent with the Company’s Code of Conduct and Ethics.

The Code of Conduct and Ethics sets out the standard of conduct expected of Directors, officers, employees and contractors

and the Company’s approach to stakeholders. It is supported by other policies and procedures including those that address

continuous disclosures, confidentiality of information, conflicts of interest, reporting of concerns and share trading.

WHISTLEBLOWING

Bremworth has established internal procedures to monitor compliance with, and measures for dealing with breaches of, the

Code of Conduct and Ethics. Bremworth encourages employees to speak out if they have concerns. The avenues for doing so

are detailed in the Company’s Code of Conduct and Ethics which supports the reporting and investigation of breaches of the

Code of Conduct and Ethics and serious wrongdoing in or by Bremworth.

CONFLICTS OF INTEREST

The Board is conscious of its obligation to ensure that Directors, officers and employees avoid conflicts of interest between

their duty to Bremworth and their own interests. Guidance is provided in the Company’s Constitution, Board Charter and the

Code of Conduct and Ethics.

The Board reviews at every meeting the interests register in which relevant transactions and matters involving the Directors

are recorded. It is expected that Directors are sensitive to actual and perceived conflicts of interest that may occur and have

constant consideration of this issue.

Bremworth does not donate to political parties.

The Directors’ interest disclosures can be found on pages 113 and 114.

YEAR ENDED 30 JUNE 2024

GOVERNANCE & OTHER DISCLOSURES

9697
GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

PRINCIPLE 1  CODE OF ETHICAL BEHAVIOUR (CONT'D)

SHARE TRADING POLICY

Bremworth has a Share Trading Policy which, along with the Financial Markets Conduct Act 2013, imposes limitations and

requirements on Directors, officers and employees in dealing in the Company’s shares. Directors, officers and employees

who are likely to have knowledge of, or access to, material information can only buy or sell Bremworth shares during

permitted periods and with the written consent of the Board. They must not use their position of confidential knowledge

of the Company or its business to engage in share trading for personal benefit or to provide benefit to any third party.

Trading in Bremworth shares while in possession of material information is strictly prohibited.

A regular review of the share register is conducted to ensure compliance with the Share Trading Policy.

CONFIDENTIAL THIRD-PARTY AGENCIES FOR WHISTLEBLOWING AND TRAINING ON CODE OF

CONDUCT AND ETHICS

While Bremworth does not currently provide access to confidential third-party agencies for whistleblowing purposes or

regular training on its Code of Conduct and Ethics to its employees, these matters are under consideration. In relation to

its Code of Conduct and Ethics, Bremworth sets the ‘tone from the top’ through ‘leadership by example’.

PRINCIPLE 2  BOARD COMPOSITION AND PERFORMANCE

The Board’s role is to add long-term shareholder value, while acting in a manner that the Directors believe is in the best

interests of the Company and having regard to the interests of its employees and other stakeholders. The role and

responsibilities of the Board are detailed in the Board Charter, which is reviewed as and when required, with a copy

available on the Company’s website.

DELEGATION

The Board delegates the day-to-day management of the Company to the Chief Executive Officer (“the CEO”). The CEO in

turn delegates authority to senior management. These authorisation levels are set out in the Delegated Authority Policy.

BOARD COMPOSITION

The Board comprises Directors who, collectively, have the balance of independence, skills, knowledge, experience and

perspectives to meet and discharge the Board’s responsibilities. Core competencies and skills include health and safety,

sustainability and environment, operations and asset optimisation, financial acumen, sales, marketing and distribution, legal,

regulatory and risk, listed company governance, operating model transformation and well-developed ability for critical and

strategic analysis.

A balance of longer-serving Directors with experience in the Company and newer Directors who bring fresh perspective

and insight is desirable. The Board encourages strong individual thinking and rigorous discussion and analysis when

making decisions.

Grant Biel, a long-standing Director and co-founder of the carpet business, who retired from the Board in November 2021,

was appointed the Company’s first-ever Director Emeritus by the Board on his retirement and continues to make himself

available to the Board and to the Company.

As at 30 June 2024, the Board comprised five Directors – George Adams (Chair), Paul Izzard, John Rae, Katherine Turner

and Dianne Williams.

The profile of the Directors can be found on pages 16 and 17.

PRINCIPLE 2  BOARD COMPOSITION AND PERFORMANCE (CONT'D)

DIRECTORS’ SKILL MATRIX AS AT 30 JUNE 2024

While the Board notes that there maybe a preference for the Directors’ skills matrix to be compiled on an individual rather

than a collective basis, it is the Board’s belief that the collective basis presents a better picture of the Board’s ability to deliver

on the Company’s objectives, with the Directors expected to operate as a cohesive team and each bringing different, yet

complementary, skills to the Board.

DIRECTOR INDEPENDENCE

The Board Charter provides that the Chair shall be an independent Director and that a majority of the Board shall be

independent Directors.

Director independence is determined in accordance with the NZX Listing Rules and with regard to the factors described in

the NZX Corporate Governance Code.

All Directors, being George Adams, Paul Izzard, John Rae, Katherine Turner and Dianne Williams, have been determined to

be independent Directors of the Company as at 30 June 2024, with the Board having satisfied itself that none of the factors

listed in the NZX Listing Rules and the NZX Corporate Governance Code that could affect director independence were

present and having considered holistically the interests, position and relationships of each Director.

0%10%20%30%40%50%60%70%80%90%100%

Corporate governance

Environmental

International business

Interior design

Stakeholder engagement

People, and health and safety

Industry, operations, asset optimisation and IT

Sales and marketing

Financial acumen

Strategy development and execution

Extensive experience and strong working knowledge

Limited knowledge or experience and not considered an area of expertise

Solid relevant experience and working knowledge

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

9899
PRINCIPLE 2  BOARD COMPOSITION AND PERFORMANCE (CONT'D)

DIRECTOR APPOINTMENT

Membership of the Board, and appointment and retirement of Directors by rotation, are determined in accordance with the

Company’s Constitution and the NZX Listing Rules.

While the appointment process is the responsibility of the whole Board, the Nomination Committee is tasked with identifying

and recommending candidates to fill director vacancies for the approval of the Board. The Committee considers such factors

as it deems appropriate, including capability, skill sets, experience, qualifications, judgement and the ability to work with

other Directors. Reference checks are carried out on all candidates and key information about candidates is provided to

shareholders to assist their decision as to whether to elect or re-elect a candidate.

Shareholders may also nominate candidates for election to the Board, with the Board asking for Director nominations prior to

the Annual Meeting of shareholders each year, in accordance with the Constitution of the Company and the NZX

Listing Rules.

New Directors are provided with access to governance information, key policies and all relevant information necessary to

prepare them for their role. New Directors also receive presentations by the CEO and senior management on the key issues

facing Bremworth, its operations and the environment and markets in which it operates.

The Company has written agreements with all Directors establishing the terms of their appointment.

The Board is satisfied that each Director has the necessary time available to devote to the position, broadens the Board’s

expertise and has a personality that is compatible with the other Directors.

DIRECTOR TRAINING, ACCESS TO INFORMATION AND ADVICE

Directors are encouraged to undertake appropriate training and education to ensure they remain current on how to best

perform their duties. In addition, the CEO and senior management provide regular updates on relevant industry and

company issues.

Directors have unrestricted access to Company information and briefings from the CEO and senior management. Site visits

provide the Directors with a better understanding of the business, including its major health and safety risks and how these

are managed.

Directors and Board committees have the right, in connection with their duties and responsibilities, to seek independent

professional advice at the Company’s expense, with the approval of the Chair.

EVALUATION OF DIRECTOR, BOARD AND COMMITTEE PERFORMANCE

The Board, and the Board’s committees, critically evaluate annually their own performance and the performance of the

individual Directors. The Board, and its committees, also review annually their own processes and procedures to ensure

that they are not unduly complex and are designed to assist the Board and its committees in effectively fulfilling their roles.

BOARD SUCCESSION PLANNING ARRANGEMENTS

The Board reviews, at least once a year, Board succession with the Chair of the Nomination Committee, with the focus

including Board structure, size and composition as well as the ongoing independence of the Directors while also formulating,

where necessary, succession plans for Directors that take into account impending retirements as well as the challenges and

opportunities facing the Company and the skills and expertise accordingly required on the Board in the future.

The table below sets out the length of service of the Directors as at 30 June 2024.

Date of appointmentComplete years of service

John Rae10 July 20158

Dianne Williams10 July 20158

George Adams1 June 20186

Paul Izzard20 November 20203

Katherine Turner24 February 20222

PRINCIPLE 2  BOARD COMPOSITION AND PERFORMANCE (CONT'D)

ATTENDANCE AT MEETINGS

Board meetings are usually held monthly (except for January), with other meetings held as and when required to deal with

any specific matters that may arise between scheduled meetings.

The table below sets out Director attendances at Board, Board committee and shareholder meetings for the year ended

30 June 2024.

BoardSpecial BoardAudit Committee

Nomination

Committee

Remuneration

CommitteeShareholder

To t al h e l d1135131

Attendances:

George Adams11/113/35/51/13/31/1

Paul Izzard11/113/35/51/13/31/1

John Rae9/113/33/51/13/31/1

Katherine Turner11/113/35/51/13/31/1

Dianne Williams10/113/35/51/13/31/1

DIVERSITY AND INCLUSION POLICY

Bremworth is committed to creating an inclusive and high performing culture to drive business engagement and success.

Bremworth aims to reflect the communities we operate in. We embrace and capitalise on innovation which starts with

listening and learning. Fundamental elements of our philosophy include:

—seeing the diversity of our work force as a key asset and contributor to improved business performance and

decision making;

—not discriminating based on age, race, gender, sexual orientation, ethnicity or any other non-performance

related differentiating factor;

—treating our people fairly and respectfully; and

—promoting diversity of thought and action, and unbiasedly rewarding capability and achievement.

The Company has a Diversity and Inclusion Policy, a copy of which is published on the Company’s website. The key

areas of focus are:

—sharing and promotion of the Diversity and Inclusion Policy with employees;

—a capability-based approach to recruitment of people from a diverse as possible range of candidates;

—facilitation of opportunities for diversity of thought and action from all levels of the organisation; and

—promotion of diversity and inclusion through company culture programmes and celebrations that bring

employees with differing perspectives together.

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

100101
PRINCIPLE 2  BOARD COMPOSITION AND PERFORMANCE (CONT'D)

DIVERSITY AND INCLUSION POLICY (CONT’D)

Through our transformation initiatives, Bremworth has been growing its internal pipeline of talent and focusing on bringing

women into supervisory and technical roles. This includes a number of women in engineering and science and/or

research-based roles.

A number of initiatives are in place to support diversity and the Board believes the principles in the Diversity and Inclusion

Policy were adhered to in the 2024 financial year.

Bremworth has a diverse workforce, representing more than 15 different ethnicities. English is a second language for a

number of these staff, so Bremworth has initiatives in place to support them in the workplace, including the opportunity

to participate in numeracy and literacy programmes. Bremworth also supports and provides flexible working arrangements

– wherever possible – to recognise the diverse needs of our people.

The gender composition of the Company’s Directors, officers and employees is summarised below:

30 June 202430 June 2023

MaleFemaleTo talMaleFemaleTotal

Directors3/60%2 /4 0 %5/100%3/60%2 /4 0 %5/100%

Officers

1

4/57%3/4 3%7/1 0 0 %8/80%2/20%10/100%

Direct reports of officers25/66%13/34%38/100%45/61%29/39%74/100%

Rest of organisation139/58%101 /42 %240/100%202/62%122/38%324/100%

To t al171/59%119/41%290/100%258/62%155/38%413/100%

1

An officer is a person, however designated, who is concerned or takes part in the management of the Company’s business but excludes a person who does not

report directly to the Board or report directly to a person who reports directly to the Board.

30 June 202430 June 2023

Age compositionNumber%Number%

Under 30 years of age37136516

30 to 50 years of age1073716039

50 to 65 years of age1244316941

Over 65 years of age227194

To t al290100413100

In 2022, the Company launched two targeted development programmes as part of implementing our people capability and

development pillar, with the anthropology-based culture and leadership development programme Te Ara Rangatira (which

means to rise up and awaken to a high standing), and the technical development programme Poutama (which symbolises the

various levels of learning and intellectual achievement). Te Ara Rangatira was extended to include developing leaders within

the business in 2023, and while it was put on hold during the latter part of 2024 to allow the business to work its way through

the disruptions from Cyclone Gabrielle, the learnings continue to be applied.

PRINCIPLE 3  BOARD COMMITTEES

The Board utilises committees to enhance Board effectiveness in key areas, while retaining Board responsibility. Committees

established by the Board make recommendations to the Board on those matters falling within the scope of the relevant

committee charter. They do not act or make decisions unless specifically mandated by their charter or by prior Board

authority to do so.

The Board has three standing committees – the Audit Committee, Remuneration Committee and Nomination Committee.

Each of these has a Board approved charter (which can be found on the Company’s website), setting out the role,

responsibilities, delegations and membership requirements. The Board regularly reviews the charters of each Board

committee, their performance against those charters and membership of each committee.

The Board believes that each of the committee charters complies with the relevant recommendations set out under Principle

3 of the NZX Corporate Governance Code.

The Board appoints the Chair of each committee. Members are chosen for the skills, experience and other qualities that they

bring to the relevant committees.

Bremworth’s Board committees as at 30 June 2024 were:

CommitteeRoleMembers

Audit CommitteeAssists the Board in ensuring adequacy of

financial management, internal reporting

and monitoring processes, integrity of

financial reporting, statutory audit quality

and independence, internal audit and

internal controls.

Katherine Turner (Chair)

George Adams

Paul Izzard

John Rae

Dianne Williams

Remuneration CommitteeAssists the Board in establishing and

maintaining a strong governance framework

in respect of remuneration packages for

Directors and for the CEO and senior

management.

Dianne Williams (Chair)

George Adams

Paul Izzard

John Rae

Katherine Turner

Nomination CommitteeAssists the Board in ensuring appropriate

Board performance and composition and in

appointing directors.

George Adams (Chair)

John Rae

Dianne Williams

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

102103
PRINCIPLE 3  BOARD COMMITTEES (CONT'D)

AUDIT COMMITTEE MEMBERSHIP QUALIFICATIONS AND EXPERIENCE

Three members of the Audit Committee, being Katherine Turner, George Adams and John Rae, have in-depth knowledge of,

and significant experience in, accounting, finance and financial reporting.

Katherine Turner, who is Chair of the Audit Committee, is a highly experienced finance executive and respected leader and

a qualified Chartered Accountant. She is also a Chartered Member of the New Zealand Institute of Directors. Katherine has

held a variety of senior finance and commercial roles in medium and large multinational companies, including Fonterra and

Danone. She is currently Vice President Finance for TOMRA Food and, prior to this, was Chief Financial Officer at

Sanford Limited.

George Adams has significant finance, commercial and governance experience from more than 30 years of international

business experience in the fast-moving consumer goods and telecommunications industries, as well as a strong background

in occupational health and safety. George was previously Managing Director of Coca-Cola Amatil New Zealand and Fiji, a

role he held for 10 years. During this time, George also chaired the New Zealand Food and Grocery Council. Prior to moving

to New Zealand in 2003, George was Finance Director of British Telecom Northern Ireland and Group Finance Director of

Dublin-based bottling company Molino Beverages. George is a Fellow of the Institute of Chartered Accountants in Ireland

and a Chartered Fellow of the Institute of Directors in New Zealand.

John Rae, who has degrees in law and commerce, spent his early career in banking in New Zealand and in London in various

treasury and capital market roles for 10 years before returning to New Zealand and undertaking a number of private equity,

venture capital and corporate finance transactions in Australasia. John Rae is, today, an experienced chair and director

across a range of industries, with his specialisation including governance of entities facing challenging situations and

transformations, and shareholder transition and succession.

INDEPENDENT TAKEOVER COMMITTEE

The Board has a Takeover Response Policy setting out the objectives of the Company’s takeover response strategy and

establishing the appropriate protocols to be followed in the event of a takeover offer for the Company. It covers, among

other things:

—structure of the takeover response team and roles of key groups in the team;

—the Takeovers Code process and timetable;

—steps to be taken on receipt of a takeover notice;

—communications between the Company and the bidder; and

—potential takeover response strategies.

The Takeover Response Policy also provides guidance on the composition of the Board Takeover Committee to ensure that

it is independent of the bidder, while also providing further guidance on the disclosure of the composition of the Takeover

Committee once it has been appointed and the bid made public.

PRINCIPLE 4  REPORTING AND DISCLOSURE

CONTINUOUS DISCLOSURE

The Board is responsible for the timeliness, accuracy and completeness of all Company disclosures, including its results,

financial reporting and all matters relating to its business activities that could have a material effect on the price of

Bremworth shares if they were generally available to the market.

Bremworth is committed to promoting investor confidence by providing timely, accurate, complete and equal access to

material information, both positive and negative, in accordance with the NZX Listing Rules. To achieve and maintain high

standards of disclosures, Bremworth has adopted a Continuous Disclosure Policy, which is designed to ensure compliance

with NZX continuous disclosure guidance note.

This policy, a copy of which is published on the Company’s website, sets guidelines and outlines responsibilities to

safeguard the Company against inadvertent breaches of continuous disclosure obligations.

FINANCIAL REPORTING

The Board is committed to balanced, clear and objective financial reporting, which includes preparing consolidated financial

statements that comply with New Zealand Generally Accepted Accounting Practice and fairly present the Group’s financial

position as at the Group’s balance date and its financial performance and cash flows for the year ended on that date.

The Audit Committee assists the Board in providing oversight of the quality and integrity of external financial reporting

including the accuracy and completeness of the financial statements. In preparing the consolidated financial statements,

the Company also ensures that its financial reporting is accompanied by sufficient explanation and is expressed in a clear

and objective manner to assist investors in making informed investment decisions.

All matters required to be addressed, and for which the Committee has responsibility, were addressed during the

reporting period.

The Directors believe that proper accounting records which enable, with reasonable accuracy, the determination of the

financial position of the Group and facilitate the compliance of the consolidated financial statements with the Financial

Markets Conduct Act 2013 have been kept.

The former Chief Financial Officer holds the role of Company Secretary. In all secretarial matters, the Board ensures that the

Company Secretary’s reports are objective and that the Company Secretary has unfettered access to the Chair and the

Audit Committee, without reference to the CEO.

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

104105
PRINCIPLE 4  REPORTING AND DISCLOSURE (CONT'D)

NON-FINANCIAL REPORTING (INCLUDING SUSTAINABILITY)

In addition to shareholders, Bremworth has a wide range of stakeholders and maintains open channels of communication for

all audiences, including the investing community and the New Zealand Shareholders’ Association, as well as its employees,

suppliers and customers.

Bremworth’s vision is to become a global leader in designing and creating desirable, sustainable, safe and high performing

natural interiors with its purpose to find a more sustainable way. This includes enhancing consumer wellbeing by producing

innovative products in an economically inclusive, socially just and environmentally restorative way, while also being

conscious to how its activities affect employees, contractors, communities and the environment in which it operates.

Insight into Bremworth’s assessment of its business, strategy and performance as well as the progress of its transformational

shift towards becoming a design-led wool-focused company can be found on pages 1 to 29.

A detailed framework addressing the Company’s environmental and social responsibilities has been developed, with the

business following the integrated People, Planet and Prosperity framework with the three key pillars detailed below:

The Board is pleased to provide shareholders with our progress update for the 2024 financial year as the Company continues

to build on the existing framework with climate change and circularity our current key focus areas.

While our decarbonisation programmes have been severely disrupted by the impact of Cyclone Gabrielle on our Napier yarn

spinning plant, we remain committed to our decarbonisation objectives – with the focus currently on how we can work with

our partners in our new hybrid yarn supply chain to reduce our carbon footprint.

We have also continued to look at the raw materials that we use in our manufacturing processes, with the Company having

not only enhanced its visibility into the raw materials within its supply chain but also taken steps to transition away from

insecticides and metal-containing dyes to alternatives that are better for people while also protecting the planet.

Bremworth is not a climate reporting entity (CRE) because it falls under the financial threshold required to be a CRE. As a

consequence, it is not required to prepare and lodge climate statements on the Climate-Related Disclosures (CRD) register

that has been established under the CRD regime that came into effect on 1 January 2024.

Despite this, Bremworth acknowledges the role that it has to play in the move towards decarbonisation and remains

committed to environmental sustainability.

NON-FINANCIAL REPORTING REVIEW PROCESS

Bremworth’s non-financial reporting is not reviewed by an external auditor or otherwise independently audited, with

Bremworth seeking to ensure that its non-financial reporting disclosures are materially accurate by having a robust

internal review process that seeks to ensure the accuracy and objectivity of these disclosures.

PRINCIPLE 5  REMUNERATION

The Board has a clear policy for setting remuneration of Directors and senior management at levels that are fair and reasonable

to attract, reward and retain the skills, knowledge and experience required to enhance the Company’s performance.

Bremworth’s Remuneration Policy is available on the Company’s website.

The Remuneration Committee assists the Board in discharging its responsibilities in relation to setting and reviewing

of Directors’ remuneration and senior management objective setting, performance review and remuneration.

External advice is sought as required to ensure remuneration is benchmarked to the market for Directors and senior

management positions.

DIRECTORS’ REMUNERATION

Shareholders resolved at the October 2018 Annual Meeting that the total remuneration to be paid to the non-executive

Directors be fixed at a sum not exceeding $450,000 per annum, such sum to be divided amongst them in such proportions

and in such manner as they may determine.

The remuneration payable to the Directors was last reviewed and approved by the Board on 18 January 2019, with the

current scale of Directors’ remuneration applying from 1 January 2019 set out on page 88 (note 9e (Related parties) to

the consolidated financial statements).

The total remuneration paid to the Directors for the year ended 30 June 2024 was $387,100, with the details paid to each

Director set out on page 115.

The Directors do not receive any other benefits (cash or non-cash) in their role as directors and are not entitled to retiring

allowances on cessation of office. Directors are also not entitled to performance-based remuneration.

Directors are not eligible to participate in any of Bremworth’s share-based payment arrangements and no shares, options

or performance rights have been issued to the Directors under any of these share-based payment arrangements.

REMUNERATION STRATEGY

Bremworth’s remuneration strategy is:

—aligned with its recruitment and leadership development philosophies and its approaches to performance management

to ensure the attraction, development and retention of talented individuals; and

—underpinned by a pay-for-performance philosophy and utilises annual performance incentives to provide opportunities

for individuals to achieve market competitive remuneration levels and in the case of superior performance, total

remuneration above market.

CEO AND EXECUTIVE REMUNERATION

The CEO and executive remuneration packages are made up of three key components – being fixed remuneration

(in the form of fixed base salary plus fringe benefits), variable short-term performance incentives and long-term

performance incentives.

FIXED REMUNERATION

Bremworth’s philosophy with respect to fixed remuneration is to ensure that all employees are fairly and equitably

remunerated relative to similar businesses and positions within the New Zealand market.

Fixed remuneration levels are reviewed annually for market competitiveness and alignment with strategic priorities

and performance outcomes and to ensure:

—our employees are strongly motivated to deliver shareholder value;

—the Company is able to attract and retain high-performing employees who will ensure the achievement of

business objectives; and

—the provision of benefits and allowances that contribute to the health and well-being of our employees.

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

PLANET

PEOPLE

PROSPERITY

C

O

N

S

U

M

E

R


W

E

L

L

B

E

I

N

G

106107
PRINCIPLE 5  REMUNERATION (CONT'D)

SHORT-TERM PERFORMANCE INCENTIVES

Short-term performance incentives are at-risk payments that are designed to motivate and reward performance during a

financial year, with targets set by the Board having regard to strategic priorities and desired performance outcomes from

time to time.

Short-term performance incentives include both Company targets and individual targets, with minimum thresholds in place

for both of these. Eligibility to short-term performance incentives is conditional on these thresholds being achieved in the

first instance, with pay outs dependent on the extent to which actual performance exceeds the targets determined by

the Board.

The Company targets for the 2023 financial year include both revenue and profitability, with each of these given equal

weightings. No short-term performance incentive plan was implemented for the 2024 financial year as a consequence of

the disruptions to the business following Cyclone Gabrielle.

Individual targets (and the clear measures underlying these targets to determine achievement or non-achievement in any one

year) are set having regard to the roles and responsibilities held by the CEO and each member of the executive leadership

team and as agreed with the Board (in the case of the CEO) and with the CEO (in the case of the executive leadership team)

at the start of the relevant financial year.

Short-term incentives entitlements for on-target performance and over-performance are set out in the table below:

Entitlement for on-target performanceMaximum entitlement for over-performance

CEO40% of base salary60% of base salary

Member of the executive leadership team20% to 25% of base salary30% to 37.5% of base salary

LONG-TERM PERFORMANCE INCENTIVES

Bremworth’s long-term performance incentives are designed to align the interests of the CEO and members of the

Bremworth executive leadership team with those of shareholders, and to incentivise them to enhance long-term shareholder

value, through share-based payment arrangements.

These long-term incentives include:

—the issue of shares and options in September 2021 and April 2022 respectively to the CEO pursuant to the Bremworth

Equity Ownership Plan and the Bremworth Share Option Scheme respectively; and

—the issue of FY23-25 performance rights in October 2022 to selected senior executive employees under the 2022

Long-Term Incentive Scheme.

More information on these long-term incentives can be found on pages 85 and 86 (note 9b (Share-based payment) to the

consolidated financial statements).

The 2022 Long-Term Incentive Scheme provides for the allocation of shares, annually, to such selected members of the

executive leadership team (“the Participants”) as the Board shall determine as part of the Participants’ total remuneration

package, with:

—the market value of the shares to be allocated to the Participants equal to between 20% and 25% of base salary of

the Participants; and

—these shares to vest at the end of the performance period (of up to three years) subject to the fulfilment of the

performance conditions set down by the Board.

No issue of FY24-26 performance rights was made in the 2024 financial year as a consequence of the disruptions to the

business from Cyclone Gabrielle.

PRINCIPLE 5  REMUNERATION (CONT'D)

CEO’S REMUNERATION

The remuneration of the CEO is set independently, and without any involvement of the CEO, on an arm’s length

commercial basis as recommended by the Remuneration Committee and approved by the Board.

The CEO’s remuneration comprises a fixed base salary, a variable short-term incentive that is payable annually subject to

attainment of targets, awards under the Bremworth Equity Ownership Plan (Bremworth Equity Plan) and the Bremworth

Share Option Scheme (Bremworth Option Scheme) and other benefits (including fringe benefits and holiday pay

entitlements).

The targets under the short-term incentive plan include growth in revenue and/or profitability as well as the delivery of

strategy, health and safety, leadership and culture outcomes as agreed with the CEO at the commencement of the period,

with 40% of fixed base salary payable for on-target performance, and up to 60% payable for over-performance, under

the plan.

No amount was payable under the short-term incentive plan for the year ended 30 June 2023, with the Company failing to

achieve both the revenue and profit targets agreed with the CEO.

The Company did not put in place the short-term incentive plan for the year ended 30 June 2024 as a consequence of the

disruptions to the business following Cyclone Gabrielle.

The Company issued two tranches of options under the Bremworth Option Scheme to the CEO during the year ended

30 June 2022, with 480,000 options on 10 September 2021 and a further 520,000 options on 8 April 2022.

The Company also issued 500,000 fully paid-up ordinary shares pursuant to the terms of the Bremworth Equity Plan to the

CEO on 10 September 2021, with the consideration for the shares of $208,050 funded by way of an interest-free,

full-recourse, loan provided by the Company to the CEO.

The CEO is not entitled to “golden parachute” or “golden handshake” payments on termination of employment, with no

such payments, or other specific termination payments, provided for in his contract of employment.

The remuneration of the CEO can be analysed as follows:

Fixed base salary

received

1

Short term incentive

receivable

1

Share-based

payments

4

Other

benefits received

or receivable

5

Total remuneration

Year ended 30 June 2024$566,500Nil

2

$77,877$ 7 2,7 9 3$717,170

Year ended 30 June 2023$566,500Nil

3

$78,326$31,338$ 6 76,1 6 4

1

Inclusive of 3.0% Employer KiwiSaver

2

No short-term incentive plan for 2024 as a consequence of the disruptions following Cyclone Gabrielle

3

40% of fixed base salary payable for on-target performance and up to 60% payable for over-performance,

with nothing payable for 2023

4

Fair value of options issued under the Bremworth Option Scheme

5

Inclusive of fringe benefits and holiday pay entitlement, as well as a one-off discretionary payment of

$40,000 for post-Cyclone Gabrielle recovery efforts for the year ended 30 June 2024

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

108109
PRINCIPLE 6  RISK MANAGEMENT

Bremworth is committed to the effective management of risk, which is fundamental to the Company’s growth and

profitability targets and outcomes.

The Company maintains a risk management framework for the identification, assessment, monitoring and management

of risk and has in place, among other policies, a Health and Safety Policy, a Treasury Management Policy and a Delegated

Authority Policy to manage specific risks.

The Board is responsible for overseeing and approving the Company’s risk management framework and risk tolerance levels

as well as ensuring that an effective assurance system is in place, with assistance sought from external independent experts

where appropriate.

PROCESS

The Company conducted a comprehensive review of its key risks during the year. This review took into account, among other

things, the learnings from the disruptions to the business as a consequence of Cyclone Gabrielle, the changes that had to be

made to the business post-Cyclone Gabrielle and the findings of the Board-led strategic review that was concluded earlier in

the year.

In conducting this review, the Company considered both the potential impact and likelihood of risks that had been identified

by its businesses, allowing the Board and management to prioritise these risks and to focus on those areas presenting the

highest risks to the Group.

Management is required, as part of the Company’s risk management framework, to report on the top 10 risks that have been

identified to the Board quarterly – focusing on any changes in potential impact and likelihood of these risks as well as the

control environment that has been put in place to mitigate those risks and the effectiveness of those controls. Additionally,

management is also required, as part of this risk management framework, to report annually on all risks recorded in the risk

register to give the Board insight into risks as a whole and how these have changed over the year.

Some of the risks that have been identified are discussed in more detail below.

FINANCIAL RISKS

The material financial risks facing the business and the management of these risks are discussed at pages 72 to 82 (note 8

(Risks and financial instruments) to the consolidated financial statements) with management operating under the Board-

approved Treasury Management Policy and ensuring that procedures for derivative instrument utilisation, control and

valuation, risk analysis, counterparty credit approval, and ongoing monitoring and reporting are adhered to.

PRINCIPLE 6  RISK MANAGEMENT(CONT'D)

HEALTH AND SAFETY RISKS

The Board has a Health and Safety Policy, a copy of which is published on the Company’s website.

The Health and Safety Policy provides the context, direction and framework within which all other health and safety materials

are developed. It is the foundation for managing health and safety risks whilst applying a learning and people-centric lens to

our operations and risk management. Our critical risk framework and controls are key enablers and challenge us to design

out risk where possible. To enable our people to thrive, we designed a holistic approach to their safety and wellbeing so that

we support our team to be their best selves.

Our critical risks are shown below:

The Board adopts a risk-based approach to health and safety risk management, focusing on strengthening critical risk

management, while continuing to develop organisational capability and accountability for making health and safety an

integral part of our business. Health and safety is a standing agenda item at Board meetings and Directors complete site visits

which include a health and safety focus.

Bremworth provides comprehensive training and education that equips our employees with the knowledge and skills to

uphold safety standards, respond effectively to emergencies, and foster a culture of continuous improvement and wellbeing.

There is an ongoing emphasis to learn from high-risk potential events and to proactively manage risks to prevent

reoccurrence. A key initiative to support this is the implementation of a “Learning Teams” approach to investigations.

The Health and Safety programme concentrates on clearly identifying critical risks and strengthening control effectiveness

for these key critical risks. Key areas of the programme include improving machinery safety, implementation of electric

forklifts and reducing hazardous substance risk. Initiatives are executed within a cycle of continuous improvement and with

the input and support of our site Health and Safety committees.

Underpinning this is a focus to protect and grow our talent, maintain strong safety leadership and create psychologically

safe workplaces for our people to thrive.

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

 

Areas with limited access and

potential to contain a toxic or

oxygen-deficient atmosphere.

  

Fixed plant used in making carpet

and yarn.

 

Tools or equipment falling

from height.

 

Powered mobile equipment

including moving vehicles, forklifts

and elevated work platforms.

  

Person falling from one level

to another.

 

Loads suspended above ground

such as hoists and slings.

 



Electricity, fuel, pressure

and hydraulics.

 

 

Substances known or suspected to

cause harm to health.



Environmental conditions

and natural disasters.

110111
PRINCIPLE 6  RISK MANAGEMENT(CONT'D)

CLIMATE-RELATED RISKS

The climate-related risks facing the business, and the management of these risks, are discussed at page 91 (note 9h (Climate-

related disclosures) to the consolidated financial statements).

CYBER RISKS

In response to cyber threats – which are continuing to grow and evolve – Bremworth has a comprehensive programme in

place to protect itself against these threats.

This programme includes external independent reviews of the control environment that has been put in place, regular

penetration tests to provide ongoing assurances around the integrity of that control environment and the various initiatives

aimed at raising awareness internally of these threats. Additionally, Bremworth also has insurance cover against cyber risks.

Internal monitoring and maintenance procedures have also been established, with Bremworth consistently achieving a

security score well above the average for organisations of a similar size.

BUSINESS AND OTHER OPERATIONAL RISKS

Business and operational risks facing Bremworth include the risks arising from the new hybrid yarn supply chain that has

been established in response to the disruptions brought about by Cyclone Gabrielle, with the Company undertaking a staged

reinstatement of machinery at its Napier yarn spinning plant to mitigate those risks while also enabling it to continue to

innovate and scale distinctive product ranges.

PRINCIPLE 7  AUDITORS

EXTERNAL AUDIT

The Board is responsible for ensuring the quality and independence of the statutory audit process and has adopted an

External Audit Independence Policy, a copy of which is published on the Company’s website.

Specifically, the External Audit Independence Policy requires, among other things:

—the rotation of the key audit partner every five years, with Philippa Cameron, the current key audit partner having

completed four years in that role;

—a mandatory three year stand down period to be completed before a key audit partner can be appointed to the

Bremworth audit again.

The Company does not currently have a policy on the tenure of its audit firm, with PwC appointed external auditor in

May 2021.

The Audit Committee is charged with considering, and making recommendations to the Board regarding, any issues

relating to the independence, performance, appointment or termination of the external auditor.

The Committee reviews the quality and cost of the statutory audit undertaken by the Company’s external auditor and

provides a formal channel of communication between the Board, senior management and external auditor. The Committee

also assesses the external auditor’s independence on an annual basis.

Bremworth’s external auditor attends the Annual Meeting and is available to answer questions relating to the conduct of

the statutory audit and the preparation and content of the auditor’s report.

The fees paid to the external auditor for audit work for the years ended 30 June 2023 and 2024 are set out on page 57

(note 4e (Administration expenses) to the consolidated financial statements).

All non-audit work carried out by the external auditor are required to be approved by the Board pursuant to the External

Audit Independence Policy as having no effect on the independence or objectivity of the external auditor in relation to its

statutory audit work.

In determining whether a non-audit related service impinges on the independence or objectivity of the external auditor,

consideration is given to, among other things, the people doing the work, the nature of the work done and whether it

involves any calculations of balances in the financial statements or for financial reporting.

The external auditor did not provide any non-audit services during the 2024 financial year.

INTERNAL AUDIT

Bremworth suspended its internal audit programme during the year, pending the complete review of the key risks facing its

businesses as discussed in more detail under Principle 6 – Risk Management.

This review work, which was completed during the year, will inform the internal audit programme going forward, with the

focus of the programme directed at the key risks that have been identified and the control environment that has been put in

place to manage these key risks.

Bremworth adopts a risk-based approach to internal audit that prioritises audit activities based on the potential impact and

likelihood of risks, with this approach helping to ensure that audit resources are not only adequate but also focused on those

areas that present the highest risks to the Group.

The Group anticipates that its internal audit programme will provide objective assurance of the effectiveness of its internal

control framework while also bringing a disciplined approach to evaluating and improving the effectiveness of risk

management, internal controls and governance processes.


GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

112113
GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURES UNDER THE COMPANIES ACT 1993

YEAR ENDED 30 JUNE 2024

PRINCIPLE 8  SHAREHOLDER RIGHTS AND RELATIONS

Bremworth respects the rights of shareholders, is focused on fostering constructive relationships with shareholders that

encourage them to engage with the Company and values dialogue with institutional and private investors.

Bremworth is also committed to giving all shareholders comprehensive, timely and equal access to information about its

activities and keeps shareholders informed through:

—continuous disclosures to NZX;

—half year and annual reports, including accompanying shareholder presentations where appropriate;

—the Annual Meeting and any other meetings of shareholders called to obtain approval for Board actions as appropriate;

and

—the Company’s website www.bremworth.co.nz/investor-centre where investors and interested stakeholders can

access financial and operational information and key corporate governance information about the Company.

The Board encourages shareholders to opt to receive communications from the Company electronically, thereby ensuring

that they get access to communications efficiently and in a timely manner.

SHAREHOLDER MEETINGS

The Board encourages full participation of shareholders at shareholder meetings to ensure a high level of Director and

management accountability and shareholder identification with Bremworth’s strategies and goals – with shareholders able

to attend and participate at shareholder meetings either in person or virtually (that is, online).

Shareholders are able to ask questions of and express their views to the Board, management and the external auditor at

Annual Meetings of shareholders. The Board adopts the one share, one vote principle, conducting voting at shareholder

meetings by poll. Shareholders are also able to cast postal votes or vote by proxy ahead of meetings without having to

physically attend those meetings.

Bremworth aims to make its notice of Annual Meeting and any other meetings of shareholders available on its website at

least 20 working days prior to the meeting, with the notice of meetings accompanied by virtual meeting guides that help

shareholders understand how the virtual meetings would be conducted and how to better participate at these meetings.

The next Annual Meeting is to be held on Tuesday, 26 November 2024.

VARIANCES TO NZX CORPORATE GOVERNANCE CODE

NZX Corporate Governance Code

Principle

NZX Corporate Governance Code

RecommendationKey differenceBoard’s position

1. Ethical Standards1.1: Training should be

provided regularly

Regular training on the Code

of Conduct and Ethics is not

being provided

This is under consideration with

the new executive leadership

team in place and the additional

resourcing that is available

2. Board Composition

and Performance

2.5: The Board should set

measurable objectives for

achieving diversity

The Board has not set

measurable objectives under the

Diversity and Inclusion Policy for

achieving diversity

The Board considers diversity

outcomes can be achieved

without measurable objectives,

with the increase in the number

of women in the executive

leadership team (from two

to three or from 20% to 43%)

over the 2024 financial year

demonstrating this approach

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE GOVERNANCE STATEMENT (CONT'D)

YEAR ENDED 30 JUNE 2024

DIRECTORS

The Directors of the Company as at 30 June 2024 were:

George Adams

Paul Izzard

John Rae

Katherine Turner

Dianne Williams

INTERESTS REGISTER

The Companies Act 1993 requires the Company to maintain an interests register in which are recorded the particulars of

certain transactions and matters (eg. use of company information, remuneration, indemnity and insurance and share dealing)

involving the Directors. It further requires particulars of the entries in the interests register for the year to be disclosed in the

annual report.

USE OF COMPANY INFORMATION

No notices were received from the Directors regarding the use of company information that would not otherwise have been

available to them, except in their capacity as directors, during the year.

REMUNERATION

The scale of remuneration payable to the Directors with effect from 1 January 2019 was approved by the Board of Directors

on 18 January 2019 and is set out on page 88 (note 9e (Related parties) to the consolidated financial statements).

INDEMNITY AND INSURANCE

The Board of Directors authorised, during the year, the renewal of the Company’s directors’ and officers’ liability insurance

policies covering the risks arising out of the acts or omissions of the Directors and employees of the Company and its

subsidiaries to the extent normally covered by such policies.

The total cost of these policies for the year ended 30 August 2024 was $139,075 which was considered fair to the Company.

SHARE DEALING

No notices were received from the Directors in relation to share dealing during the year.

Directors’ relevant interests in shares in the Company as at 30 June 2024 were:

Dianne Williams

Beneficial5,000

Other-

There is no requirement for the Directors to hold shares in the Company, with the Directors only encouraged to do so

pursuant to the Board Charter.

Directors are not eligible to participate in any of Bremworth’s share-based payment arrangements and no shares, options

or performance rights have been issued to the Directors under any of these share-based payment arrangements.

114115
INTERESTS REGISTER (CONT'D)

SPECIFIC DISCLOSURES OF INTEREST

No specific disclosures of interest were received during the year.

GENERAL DISCLOSURES OF INTEREST

General disclosures of interest that were current as at 30 June 2024 were:

George AdamsApollo Foods Limited

Mars Manufacturing Limited

The Apple Press Limited

Apollo Brands Limited

Arborgen Holdings Limited

Insightful Mobility Limited

Netlogix Group Holdings Limited

New Zealand Frost Fans Limited

Synlait Milk Limited

Synlait Milk Finance Limited

Business Leaders Health and Safety Forum

Worksafe Partners Advisory Group

Executive Chairman and shareholder

Director

Director

Director

Director and shareholder

Chairman and shareholder

Chairman

Chairman and shareholder

Chairman

Chairman

Chairman

Member

Paul IzzardPaul Izzard Design Limited

Windswept Trust

Director and shareholder

Tr u s te e

John RaeAbodo Limited

Corson Grain Limited

Crown Regional Holdings Limited

F J Hawkes & Co. Limited

Gobble Limited

Jaffa Holdings Limited

Kingyo Foods Limited

Midlands Fund Management Limited

Thos Corson Holdings Limited

Wet Gisborne Limited

Te Rahui Herenga Waka Whakatane GP

New Zealand Government Waste Minimisation Fund

JR Family Trust

Chairman

Director

Chairman

Director and shareholder

Director and shareholder as nominee

Director and shareholder

Director and shareholder as nominee

Director

Chairman

Director

Chairman

Panel Member

Tr u s te e

Katherine TurnerCompac Sorting Equipment Limited

Compac Technologies Limited

Taste Technologies Limited

Taste Technologies Installations Limited

Cresta Properties Limited

Garden to Table

Director

Director

Director

Director

Director and shareholder

Tr u s te e

Dianne WilliamsCoromandel Pure Honey 2020 Limited

Darden Limited

Darden Holdings Limited

Stepchange Consulting Limited

Director and shareholder

Director and shareholder

Director and shareholder

Director and shareholder


DIRECTORS' REMUNERATION

The total remuneration and value of other benefits earned by each of the Directors of the Company for the year ended

30 June 2024 were:

Board

Audit

Committee

Remuneration

Committee

Nomination

Committee

Other

benefitsTo tal

George Adams$1 2 8,1 0 0––––$1 2 8,1 0 0

Paul Izzard

1

$61,000––––$61,000

John Rae$61,000––––$61,000

Katherine Turner$61,000$10,000–––$71,000

Dianne Williams$61,000–$5,000––$66,000

To t al$372,10 0$10,000$5,000––$ 3 8 7, 1 0 0

1

Fees paid to Paul Izzard Design Limited for professional services rendered are disclosed on page 88 (note 9e (Related Parties) to the consolidated

financial statements).

EMPLOYEES' REMUNERATION

The number of employees of the Company and its subsidiaries whose remuneration and value of other benefits for the year

ended 30 June 2024 fall into the various brackets specified by the Companies Act 1993 is as follows:

Remuneration and value

of other benefits ($)

Number of employees

– 2024

Number of employees

– 2023

100,000 – 109,999

110,000 – 119,999

120,000 – 129,999

130,000 – 139,999

140,000 – 149,999

150,000 – 159,999

160,000 – 169,999

170,000 – 179,999

180,000 – 189,999

190,000 – 199,999

210,000 – 219,999

220,000 – 229,999

230,000 – 239,999

240,000 – 249,999

250,000 – 259,999

260,000 – 269,999

270,000 – 279,999

280,000 – 289,999

290,000 – 299,999

310,000 – 319,999

410,000 – 419,999

430,000 – 439,999

470,000 – 479,999

510,000 – 519,999

670,000 – 679,999

690,000 – 699,999

710,000 – 719,999

14

16

5

7

5

3

1

3

1

2

1



2

1

2

1


2




1

1


1

1

17

7

10

6

8

1

2

3


3


2

2

1



1

1


1

1

1



1



Total number of employees7068

GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURES UNDER THE COMPANIES ACT 1993 (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURES UNDER THE COMPANIES ACT 1993 (CONT'D)

YEAR ENDED 30 JUNE 2024YEAR ENDED 30 JUNE 2024

116117
DONATIONS

Refer to page 57 (note 4e (Administration expenses) to the consolidated financial statements).

The Company does not make political donations.

AUDIT FEES

Refer to page 57 (note 4e (Administration expenses) to the consolidated financial statements).

SUBSIDIARY COMPANY DIRECTORS

The following persons respectively held office as directors of subsidiary companies as at the end of the year:

Subsidiaries Directors

Bremworth Carpets and Rugs Limited

Bremworth Spinners Limited

Elco Direct Limited

Bremworth Share Scheme Limited

Cavalier Bremworth Limited

Cavalier Bremworth (Australia) Limited

Cavalier Bremworth (North America) Limited

Cavalier Spinners Limited

Knightsbridge Carpets Limited

EnCasa Carpets Limited

Norman Ellison Carpets Limited

Carpet Distributors Limited

Horizon Yarns Limited

Cavalier Commercial Limited

Radford Yarn Technologies Limited

E Lichtenstein and Company Limited

Elcopac Limited

Elcowool Limited

e-Wool Limited

Microbial Technologies Limited

Northern Prospecting Limited

Greg Smith

Bremworth Pty. Limited

Cavalier Holdings (Australia) Pty. Limited

Cavalier Bremworth Pty. Limited

Norman Ellison Carpets Pty. Limited

Cavalier Commercial Pty. Limited

Greg Smith

Michael Ingham

No subsidiary company directors received, in their capacity as such, directors’ fees or other benefits from the subsidiaries.

Greg Smith is a trustee of The New Zealand Chiropractic Education Trust Board, with that interest noted in the interests

register of the subsidiary companies.

The remuneration and value of other benefits of these directors is disclosed under employees’ remuneration on page 115.

ANALYSIS OF SHAREHOLDINGS

Number of shareholders%Shares held%

Size of shareholdings

Up to 1991003.6 88,2590.01

200 – 4991174.3039,6820.0 6

500 – 9992107.7 31 4 5,74 40.21

1,000 – 1,9994661 7. 1 46 34,5150.91

2,000 – 4,99967924.982,072,8272.9 6

5,000 – 9,9994401 6.1 92,9 0 9,74 94.1 5

10,000 – 49,9995682 0.9 011,218,29016.01

50,000 – 99,999702.5 84,6 4 4,8676.6 3

Over 99,999682.5 04 8,395,49 36 9.0 6

2,71 8100.007 0,0 6 9,4 2 6100.00

Location of shareholders

New Zealand2,6 0 29 5.7 369,069,06998.57

Overseas

Australia732.6 9494,86 60.7 1

Others431.5 85 0 5,4910.7 2

2,71 8100.007 0,0 6 9,4 2 6100.00

Shares held%

Top 20 shareholders

Rural Aviation (1963) Limited8,567,6 4212.23

Custodial Services Limited (Account 4)4,3 5 9,7 7 06.22

Brian Edward Woolf3,800,0005.4 2

Brigit Kirsten Timpson2,4 02,6 803.4 3

Matthew Charles Timpson and Rennie Cox Trustees No 8 Limited (Matthew Timpson Family Account)2,4 02,6 803.4 3

Suzanne Rachel Timpson and Fairlie Ann Milne (Suzanne Timpson No 1 Family Account)2,4 02,6793.4 3

New Zealand Depository Nominee Limited (Account 1 Cash Account)2,1 81,3 4 93.11

FNZ Custodians Limited2,0 42,55 02.92

Gregory John Muir1,225,0001.7 5

Accident Compensation Corporation1,162,0621.6 6

Maarten Arnold Janssen1 , 0 2 7, 5 1 61.47

Fergus David Elliott Brown1,000,0001.4 3

F B Trustee Limited (Fergus Brown Family Account)1,000,0001.4 3

Ian David McIlraith940,0001.34

Bremworth Share Scheme Limited8 9 0,3281.27

Masfen Securities Limited7 8 7, 5 0 01.1 2

Neil Douglas Waites7 3 7, 9 8 91.0 5

Percy Keith McFadzean715,0001.0 2

Forsyth Barr Custodians Limited (1-Custody)6 82,59 90.97

Graham James Munro and Zita Lillian Munro588,0000.8 4

38,915,34 455.5 4

GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURES UNDER THE COMPANIES ACT 1993 (CONT'D)

YEAR ENDED 30 JUNE 2024

GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURES UNDER THE NZX LISTING RULES

AS AT 31 AUGUST 2024

118119
SUBSTANTIAL PRODUCT HOLDERS

The substantial product holders in the Company in respect of whom notices have been received were:

Number of ordinary shares (being the only

class of listed voting securities) where

relevant interest exists

G C W Biel8 , 4 6 7,6 4 2

Rural Aviation (1963) Limited8 , 4 6 7,6 4 2

Brian Edward Woolf3,600,000

The total number of ordinary shares, being the only class of listed voting securities in the Company, as at 30 June 2024

was 70,069,426.

The definition of the term “relevant interest” in the Financial Markets Conduct Act 2013 is extremely wide, and more than

one relevant interest can exist in the same voting securities.

GOVERNANCE AND OTHER DISCLOSURES

SHAREHOLDER INFORMATION

ANNUAL MEETING OF SHAREHOLDERS

Time and date 2 p.m., Tuesday, 26 November 2024

Venue Residium Design + Building Centre

165 The Strand

Parnell

Auckland

CORPORATE CALENDAR

26 November 2024 2024 Annual Meeting of shareholders

31 December 2024 End of 2025 half year

Mid-February 2025 Announcement of 2025 half year result and release of 2025 half year report

30 June 2025 End of 2025 financial year

Late August 2025 Announcement of 2025 annual result

September 2025 Period for director nominations

End of September 2025 Release of 2025 Annual Report

2024

$000

2023

$000

2022

$000

2021

$000

2020

$000

2019

$000

2018

$000

Financial Performance

Operating revenue$80,294$89,689$ 95,4 8 5$111,577$ 1 1 7, 9 8 1$135,23 4$1 4 8,1 2 0

EBITDA (normalised)(5,181)(200)4,9183,3 8 52,30 07, 0 7 69,9 9 8

Depreciation - owned assets(858)(820)(683)(379)(2,418)(3,47 9)(3,561)

Depreciation - right-of-use assets(1,057)(994)(954)(534)(1,7 7 9)––

Depreciation - recycled through inventory––194(764)(265)––

Amortisation - intangibles(25)(25)–––––

EBIT (normalised)( 7, 1 2 1 )(2,0 39)3,4751,7 0 8( 2,1 6 2)3,5976,4 37

Finance costs(825)(1,0 4 5)(1,02 9)(1,1 2 4)(2,5 35)(1,7 9 0)( 2,7 9 8)

Finance income1,34 450215968–––

Share of profit after tax of equity-accounted

investees (normalised)–––––6441,41 9

Profit/(Loss) before income tax (normalised)(6,6 02)(2,582)2,6 0 5652(4,697)2,4 515,058

Income tax (expense)/benefit(301)(263)(870)(276)1,24 0(572)(1,0 8 4)

Profit/(Loss) after tax (normalised)(6,90 3)(2,84 5)1,7 3 5376(3,457)1,8793,974

Abnormal gains/(losses) (after tax)11,5 4 61 3,5 815051,35 3(17,994)(18,6 59)107

Profit/(Loss) after tax attributable to

shareholders of the Company (GAAP)$ 4,6 4 3$1 0,7 3 6$2,24 0$1,7 2 9($21,4 51)($1 6,7 8 0)$ 4,0 81

Financial Position

Shareholders’ equity54,4235 0,2233 7,7 7 135,5923 3,6 3754,98972,222

Loans and borrowings - term portion–––––2 0,5 0 02 7, 5 0 0

Term liabilities17,80818,2271 9,2 512 0,9783,5111,6182,02 9

Loans and borrowings – current portion––––15,8 0 0–4,000

Current liabilities22,6 8 722,6 8 621,88021,4 5 31 7, 0 3 322,2272 7, 2 5 3

Shareholders’ equity and total liabilities$94,918$91,136$78,9 02$78,023$ 6 9,9 81$ 9 9,3 3 4$1 3 3,0 0 4

Property, plant and equipment13,2411 0,1 4 814,3061 2,0 9 42 2,7 2 53 0,1 6 43 5,1 4 2

Right-of-use assets8,80 48,6169,2 8 09,9 6 8430––

Intangible assets6186–––––

Investment in equity-accounted investees––––––24,5 4 4

Goodwill and other intangibles––––––2,362

Deferred tax asset4025765327326005,4 5 64,971

Non-current assets22,5 081 9,4 2 62 4,11 82 2,7 9 42 3,75 53 5,62 06 7, 0 1 9

Cash and bank31,6 4 53 9,31 914,8 7422,5 081,2762,7 2 42,111

Current assets4 0,76 532,3913 9,91 03 2,7 214 4,9506 0,9 9 06 3,8 74

Total assets$94,918$91,136$78,9 02$78,023$ 6 9,9 81$ 9 9,3 3 4$1 3 3,0 0 4

GOVERNANCE AND OTHER DISCLOSURES

TREND STATEMENT

GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURES UNDER THE FINANCIAL MARKETS CONDUCT ACT 2013

AS AT 30 JUNE 2024

120121
GOVERNANCE AND OTHER DISCLOSURES

TREND STATEMENT (CONT'D)

2024

$000

2023

$000

2022

$000

2021

$000

2020

$000

2019

$000

2018

$000

Abnormal items (after tax)

Cyclone Gabrielle related income26,5 0 035,5 0 0–––––

Cyclone Gabrielle related asset write offs

and expenses(14,666)(14,275)–––––

Impairment of assets(297)( 7, 6 4 4 )––(5,0 95)(4,41 3)–

Restructuring costs(1,073)––(1,271)(854)–136

Reversal of impairment of fixed assets1,082–––––99

Impairment of right-of-use assets––––(2,0 9 4)––

Impairment of intangible assets–––––(2,362)–

Impending change in legislation relating

to tax depreciation on buildings––––2,94 0––

Derecognition of deferred tax assets––––(12,891)––

Gain on sale of property–––2,624–––

Scour merger costs––––––(128)

Loss on sale of interest in, and property

held by, equity-accounted investees–––––(11,884)–

Reversal of normalised tax expense––505––––

To t al$11,5 4 6$1 3,5 81$505$1,35 3( $ 1 7, 9 9 4 )($18,6 59)$107

GOVERNANCE AND OTHER DISCLOSURES

TREND STATEMENT (CONT'D)

2024202320222021202020192018

Financial Ratios and Summary

Use of Funds and Return on Investment

Return on average shareholders’ equity

(normalised) - %(13.2)(6.5)4.71.1( 7. 8 )3.05.7

Basic earnings per ordinary share (normalised)

- cents(9.8 5)(4.0 8)2.510.5 5(5.0 3)2.745.7 9

Diluted earnings per ordinary share (normalised)

- cents( 9.71 )(3.9 9)2.4 60.5 4(5.0 3)2.745.7 9

Financial Structure

Net tangible asset backing per ordinary share - $0.6 40.5 80.4 00.3 60.470.7 20.9 4

Equity ratio - %5 7. 35 5.14 7. 94 5.64 8.15 5.45 4.3

Share Price ($)

30 June0.380.4 00.470.4 90.2 20.320.62

52 week high0.6 80.6 40.8 50.4 90.3 80.6 80.6 3

52 week low0.360.3 00.4 50.210.1 60.310.2 7

Market Capitalisation ($000)

30 June26,62628,02832,1 6 83 3,6 5 31 5,1 0 921,97 742,581

Capital Expenditure and Depreciation ($000)

Capital expenditure4,1471,9562,8982,4 812,11 94,7 0 51,622

Depreciation - owned assets8588206833792,4183,47 93,5 61

Depreciation - right-of-use assets1,0579949545341,7 7 9––

122123
GOVERNANCE AND OTHER DISCLOSURES

TREND STATEMENT (CONT'D)

GLOSSARY OF FINANCIAL TERMS

EBITDA Earnings before interest, tax, depreciation and amortisation

EBIT Earnings before interest and tax

EBITDA (normalised) Earnings before abnormal costs, interest, tax, depreciation and amortisation

EBIT (normalised) Earnings before abnormal costs, interest and tax

Net assets Total assets less total liabilities

USE OF FUNDS AND RETURN ON INVESTMENT

Return on average shareholders’ equity

(normalised)

Profit/(Loss) after tax (normalised)

Average shareholders’ equity

Basic earnings per ordinary share

(normalised)

Profit/(Loss) after tax (normalised)

Weighted average number of ordinary shares on issue during the year

Diluted earnings per ordinary share

(normalised)

Profit/(Loss) after tax (normalised)

Weighted average number of ordinary shares on issue during the year

(including the maximum number of shares that could be issued under the

Company’s LTI Scheme and the Bremworth Option Scheme)

FINANCIAL STRUCTURE

Net tangible asset backing

per ordinary share

Net assets less goodwill and intangible assets

Number of ordinary shares on issue at balance date

Equity ratioShareholders’ equity

Shareholders’ equity and total liabilities

GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURE OF NON-GAAP FINANCIAL INFORMATION

The Directors acknowledge that the Annual Report, including the Trend Statement from pages 119 to 122, contains financial

information that is non-GAAP (Generally Accepted Accounting Practice) and therefore falls within the Financial Markets

Authority’s guidance note on “Disclosing non-GAAP financial information” issued in July 2017.

The Trend Statement has been prepared using the audited GAAP-compliant financial statements of the Group.

The Directors believe that the non-GAAP financial information contained within the Trend Statement (more particularly, the

non-GAAP measures of financial performance such as “EBITDA (normalised)”, “EBIT (normalised)”, “Profit before income tax

(normalised)” and “Profit after tax (normalised)” as well as the various other financial ratios that are based on normalised results

– for example, earnings per share) provide useful information to investors regarding the performance of the Group because the

calculations exclude restructuring costs and other gains/losses (for example, gain/loss on sale of property and investments)

that are not expected to occur on a regular basis either by virtue of quantum or nature.

In arriving at this view, the Directors have also taken cognisance of the regular requests by users of the consolidated financial

statements, including analysts and shareholders, regarding the nature and quantum of abnormal items within the GAAP-

compliant results and the way analysts distinguish between GAAP and non-GAAP measures of profit.

The disclosure of the non-GAAP financial information is also consistent with how the financial information for the Group is

reported internally, and reviewed by the Chief Executive Officer as its chief operating decision maker, and provides what the

Directors and management believe gives a more meaningful insight into the underlying financial performance of the Group and

a better understanding of how the Group is tracking after taking into account items of an abnormal nature, including items that

are unlikely to recur or otherwise unusual in nature.

Non-GAAP financial information does not have standardised meaning prescribed by GAAP and therefore may not be

comparable to similar financial information prescribed by other entities.

In collating the Trend Statement, the Directors have taken into account all of the requirements within the guidance note.

More specifically, these include:

—outlining why non-GAAP financial information is useful to investors and how it is used internally by management;

—identifying the source of non-GAAP financial information;

—ensuring that:

– non-GAAP financial information is not presented with undue and greater prominence, emphasis or authority than

the most directly comparable GAAP financial information;

– presentation of non-GAAP financial information does not in any way confuse or obscure presentation of GAAP

financial information;

– a reconciliation from the non-GAAP financial information to the most directly comparable GAAP financial

information, including that for the previous period, can be easily accessed (see below);

– a consistent approach is adopted from period to period with respect to the presentation of non-GAAP financial

information, including that for comparative periods;

– where there is any change in approach from the previous period, the nature of the change is explained and the

reasons and financial impact provided;

– non-GAAP financial information is unbiased; and

—taking care when describing, or referring to, items as ‘one-off’ or ‘non-recurring’.

124125
GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURE OF NON-GAAP FINANCIAL INFORMATION (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

DISCLOSURE OF NON-GAAP FINANCIAL INFORMATION (CONT'D)

RECONCILIATION OF GAAP-COMPLIANT TO NON-GAAP-COMPLIANT MEASURES OF PROFIT AFTER TAX

Year ended 30 June 2024Year ended 30 June 2023

GAAP

$000

Adjustments

$000

Normalised

$000

GAAP

$000

Adjustments

$000

Normalised

$000

Revenue$89,689–$89,689$ 95,4 8 5–$ 95,4 8 5

EBITDA6,365(11,5 4 6)(5,181)1 3,3 81(1 3,5 81)(200)

Depreciation - owned assets(858)–(858)(820)–(820)

Depreciation - right-of-use assets(1,057)–(1,057)(994)–(994)

Amortisation - intangible assets(25)–(25)(25)–(25)

EBIT4,425(11,5 4 6)( 7, 1 2 1 )11,5 42(1 3,5 81)(2,0 39)

Finance costs(825)–(825)(1,0 4 5)–(1,0 4 5)

Finance income1,34 4–1,34 4502–502

Profit/(Loss) before tax4,94 4(11,5 4 6)(6,6 02)10,999(1 3,5 81)(2,582)

Tax expense(301)–(301)(263)–(263)

Profit/(Loss) after tax

$ 4,6 4 3(11,5 4 6)(6,90 3)$1 0,7 3 6(1 3,5 81)(2,84 5)

Abnormal gains after tax11,5 4 611,5 4 61 3,5 811 3,5 81

Profit after tax (GAAP)–$ 4,6 4 3–$1 0,7 3 6

Analysis of abnormal items

Year ended 30 June 2024Year ended 30 June 2023

Profit

before tax

$000

Ta x

effect

$000

Profit

after tax

$000

Profit

before tax

$000

Ta x

effect

$000

Profit

after tax

$000

Cyclone Gabrielle related income26,5 0 0–26,5 0 035,5 0 0–35,5 0 0

Cyclone Gabrielle related asset

write offs and expenses and asset

impairment reversed(13,881)–(13,881)(21,919)–(21,919)

Restructuring costs(1,073)–(1,073)–––

To t al$11,5 4 6–$11,5 4 6$1 3,5 81–$1 3,5 81

Calculation of basic and diluted earnings per share

under GAAP and non-GAAP measures of profit after tax

Year ended 30 June 2024

GAAP-compliant

reported profit

after tax

Reverse abnormal

items (net of tax)

where applicable

Non-GAAP-compliant

normalised profit

after tax

Profit attributable to shareholders ($000)4,6 4 3(11,5 4 6)(6,90 3)

Weighted average number of ordinary shares (basic)7 0,0 6 9,4 2 67 0,0 6 9,4 2 6

Earnings per share (basic) (cents)6.6 3(9.8 5)

Weighted average number of ordinary shares (diluted)71,0 6 9,4 2 671,0 6 9,4 2 6

Earnings per share (diluted) (cents)6.5 3( 9.71 )

Year ended 30 June 2023

Profit attributable to shareholders ($000)1 0,7 3 6(1 3,5 81)(2,84 5)

Weighted average number of ordinary shares (basic)69,771,83769,771,837

Earnings per share (basic) (cents)15.39(4.0 8)

Weighted average number of ordinary shares (diluted)7 0,7 71,8 3 77 0,7 71,8 3 7

Earnings per share (diluted) (cents)1 5.17(4.0 2)

126127
GOVERNANCE AND OTHER DISCLOSURES

CORPORATE DIRECTORY (CONT'D)

GOVERNANCE AND OTHER DISCLOSURES

CORPORATE DIRECTORY

BOARD OF DIRECTORS

George Adams DipFSA(Hons), FCA, CFInstD

Independent

Chair of the Board of Directors

Chair of Nomination Committee

Member of Audit and Remuneration Committees

Paul Izzard BA (Hons) Interior Design

Independent

Member of Audit and Remuneration Committees

John Rae B.Com., LLB, CMInstD

Independent

Member of Audit, Remuneration and Nomination Committees

Katherine Turner B.Com., CA, CMInstD

Independent

Chair of Audit Committee

Member of Remuneration Committee

Dianne Williams B.Com., MBA, CMInstD

Independent

Chair of Remuneration Committee

Member of Audit and Nomination Committees

DIRECTOR EMERITUS

Grant Biel B.E. (Mech.)

CHIEF EXECUTIVE OFFICER

Greg Smith

EXECUTIVE LEADERSHIP TEAM

Chief Financial Officer Mandy Tomkins-Dancey

Chief Operating Officer Nicola Simpson

Chief Brand and Product Officer Rochelle Flint

General Manager Global Sales Dean Chandler

General Manager Wool Procurement Shane Eades

SENIOR MANAGERS

General Manager Tufting Plant Jason Howearth

General Manager Yarn Plants Andrew Karl

General Manager Logistics and Property Garth Clarke

COMPANY SECRETARY

Victor Tan

FOUNDING SHAREHOLDER

The late Anthony Charles Timpson ONZM

REGISTERED OFFICE

7 Grayson Avenue, Auckland 2104,

P O Box 97040, Auckland 2241.

Telephone: 0800 808 303, +64-9-277 6000, Website: bremworth.co.nz

SHARE REGISTRAR

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road, Auckland 0622,

Private Bag 92119, Auckland 1142.

Telephone: +64-9-488 8700, Facsimile: +64-9-488 8787, Investor Enquiries: +64-9-488 8777.

AUDITOR

PricewaterhouseCoopers

LEGAL ADVISORS

Russell McVeagh

BANKERS

Bank of New Zealand

National Australia Bank Limited

WEBSITES

Corporate bremworth.co.nz/investor-centre

Carpet Operation bremworth.co.nz

bremworth.com.au

Wool Operation elcodirect.co.nz

Share Registrar computershare.com/nz

Bremworth Ltd

7 Grayson Avenue, Auckland 2104, P O Box 97040, Auckland 2241

Telephone: 0800 808 303, +64-9-277 6000 www.bremworth.co.nz

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.