Metroglass provides FY25 results (audited)

NZX.MPG, ASX.MPP
27 May 2025
•FY25 revenue of $213.9 million and NPAT of $(13.5) million
•EBITDA (pre-IFRS 16) of $5.6 million, down from $12.3 million in FY24
•EBIT of $(0.6) million (Earnings before interest, tax and significant items – restructuring costs and
impairments)
•Net debt at $60.5 million
$m
New Zealand
Australia
Group
FY25 FY24
FY25 FY24
FY25
FY24
Revenue
133.9
159.6
80.1 79.7
213.9
239.3
EBIT
3
(0.6)
7.2
1
Earnings before interest, tax, depreciation and significant items (pre-IFRS16)
2
Earnings before interest, tax, depreciation and significant items
3
Earnings before interest, tax, and significant items (FY25: Restructuring costs)
4
NPAT after significant items (FY25: Restructuring costs)
Metro Performance Glass Limited – Audited financial results for the 12 months
ended 31 March 2025
M
arket weakness impacts both Australia Glass Group (AGG) in Australia and New Zealand business.
As previously signalled, we did not expect the improvements in operating performance and cost out
initiatives to flow through to improve financial performance in FY25.
The Board was refreshed and
trimmed in March 2024 and business leadership replaced in
May 2024. Improved customer experience and business efficiency have been achieved, such
that the business is stabilised and well positioned for continually improving performance.
Goodwill Impairment
-
Other Significant items
(4.7)
NPAT
4
(13.5)
(20.9)
Segmetal EBIT
3
1.3
2.6
6.8
(0 .6)
7.2
(2.9)
EBITDA (pre-IFRS 16)
1
5.6
12.3
EBITA
2
16.9
25.1
The business has achieved EBITDA before significant items of $16.9 million which was within the
guidance range of $16 million to $18 million previously announced. This equates to EBITDA pre-IFRS
16 and significant items of $5.6 million as compared to the guidance range of $3 million to $5 million.
While
the market continues to
be challenging in both Australia and New Zealand, this is an
unsatisfactory result. We have implemented a number of changes designed to meaningfully
transform the business, as we signalled last year and have reduced costs in a number of areas which

will see the full benefits flow through into FY2026. Nonetheless there is still a great deal of work to do
and
the Board remains committed to improving performance, putting the right capital structure in
place and restoring shareholder value.
(27.5)
Page | 1
(4.6)

We expect the market in NZ to stay flat through FY2026 and we are making sure that our operations are
set up to be both efficient and cost effective, yet poised to grow when the market improves. Australia
has also experienced market headwinds, however we expect to see benefits from the previously
del
ayed implementation of the Energy Efficiency section of the NCC 2022 in Victoria, as experienced in
NSW, later in FY2026.
Customer satisfaction and delivery is at the forefront of our approach and we have achieved DIFOT
(delivery in full on time) averaging 96% in Australia and 97% in New Zealand as a consistent result by the
end of FY2025 as well as improved our rework percentages over the year – a measure of quality.
The
Board is actively pursuing an equity raise for the company as this is seen as a good option to deliver
certainty, structure and a growth platform for the business going forward. Regardless of the results of
the equity raise, the operating improvements that have been achieved and others that are in progress
should nevertheless result in a reduced debt level.
We
believe we can achieve a sustainable return to profitability in continuing challenging conditions. As
previously provided, we confirm our future outlook as follows:
FY26 Revenue is budgeted to increase by c.8% to c.$232m, with a continued reduction in operating
costs. This would result in a pre-IFRS 16 EBITDA before significant items of c.$18m (post-IFRS 16 EBITDA
of
c.$31m), pre-IFRS 16 EBIT before significant items of c.$8.5m (post-IFRS 16 EBIT of c.$13m) and
generate c.$5m of cash after normal capex spend and interest.
Looking further out, our indications show growth in FY27 and FY28, with revenue forecast to increase to
c.$243m
in FY27 and to c.$254m in FY28. This would deliver pre-IFRS 16 EBITDA of c.$21m and c.$24m
respectively, as we believe there are further operating cost improvements to be realised and growth
opportunities as the markets recover.
Queries,
please contact
Simon Bennett 021 036 8387 simon.bennett@metroglass.co.nz
Page | 2

---

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



Results for announcement to the market
Name of issuer Metro Performance Glass Limited
Reporting Period 12 months to 31 March 2025
Previous Reporting Period 12 months to 31 March 2024
Currency NZ$
Amount (000s) Percentage change
Revenue from continuing
operations
$213,922

(10.6)%
Total Revenue $213,922

(10.6)%
Net profit/(loss) from continuing
operations
$(13,470) 51.1%
Total net profit/(loss) $(13,470) 51.1%
Interim/Final Dividend
Amount per Quoted Equity
Security
Not Applicable
Imputed amount per Quoted
Equity Security
Not Applicable
Record Date Not Applicable
Dividend Payment Date Not Applicable

Current period Prior comparable period
Net tangible assets per Quoted
Equity Security
$0.0629 $0.1361
A brief explanation of any of the
figures above necessary to
enable the figures to be
understood
Accompanying this announcement are the Group’s audited consolidated
financial statements for the twelve months ended 31 March 2025.

Authority for this announcement
Name of person authorised to
make this announcement
Sarah Hipkiss CFO
Contact person for this
announcement
Sarah Hipkiss
Contact phone number 021 288 5812
Contact email address sarah.hipkiss@metroglass.co.nz
Date of release through MAP 27 May 2025

Audited financial statements accompany this announcement.

---

2025 Annual Report

2025 Annual Report
ii

Executive Director’s Report2
Board of Directors4
Management Summary6
Consolidated Financial Statements 9
Notes to the Consolidated Financial Statements15
Independent Auditor’s Report45
Remuneration Report49
Statutory Information52
Company Directory59
CONTENTS
Contents
1
This Annual Report is dated 27 May 2025 and is signed on behalf of
the Board by the Directors
SHAWN BECK
Metro Performance Glass
Chair
SIMON BENNETT
Metro Performance Glass
Executive Director

2025 Annual Report
2
Having refreshed and trimmed
the Board in March of last
year and appointed a new
Chair, we commenced the
2025 financial year (FY25)
with an uncertain outlook,
with New Zealand already in
a recessionary environment
and the economy in Australia
somewhat unsettled.
Australia Glass Group (AGG) began the
year well, but New Zealand had a poor start
to the year, with a large loss in April 2024.
The business needed a new leader with the
departure of previous CEO Simon Mander
in May. I agreed to lead the business for an
undefined period and commenced in the
middle of May.
Understandably the business was lacking
confidence, which impacted both our
people and our customers. We had already
embarked on cost-out initiatives to
mitigate the falling market and the lower
market share, which had been declining in
New Zealand for some time.
This had seen the business close the Bay
of Plenty plant in December 2022 and,
subsequently, mothballed the Wellington
plant in February 2024. Somewhat
surprisingly, despite historically low
revenues, our Auckland Highbrook plant was
not running well and our product quality and
service delivery needed a reset.
The New Zealand business needed some
dramatic improvement in operations,
cost reduction and also some long-term
strategic thinking with a detailed plan
embedded. Our people were up for the
challenge and despite the difficulties, the
business remained resilient.
A turnaround team was established for
the New Zealand business, with Steve
Hamer from AGG and later Angus Wilson
joining. AGG had spent a number of
years simplifying the business, improving
productivity and driving high service levels.
We quickly put a strategic plan together
and focused on cost reduction, countering
the sales decline and improving the quality
and service levels.
While this might sound straightforward,
we needed a clear focus and for our
teams to be confident in the task at hand,
with clear goals. It was also important
for our customers to experience quality
and service improvement and believe in
the business.
There had been a lot of market chat
mischievously planted by some competitors,
signalling that Metroglass would not
survive the downturn. As a business we
may have inadvertently also planted seeds
of doubt with the previous Board’s stated
goals of selling AGG to reduce our debt, as
our debt was too high.
Although we announced our decision not
to sell AGG, it was clearly communicated
that the business needed to reduce debt
through a capital raise. What followed was
a proposal for an investor to refinance the
banking facility and become our primary
funder and also a shareholder. The Board
ended negotiations when the investor would
not commit to satisfactory final terms.
Soon after the announcement of this deal
not proceeding, we were given an indicative,
non-binding, conditional proposal to
takeover the business in full by CCP VI Bidco
(NZ) Ltd – a company managed by Crescent
Capital Partners, the PE fund that owns
one of our competitors in New Zealand and
Australia.
We assessed this proposal and the likelihood
of it proceeding and chose not to enter into
a scheme of arrangement with the acquiring
party. They appear to remain interested
and have stated that they are filing an
application with the Commerce Commission.
EXECUTIVE
DIRECTOR’S
REPORT

From the Board
3
These failed proposals were distracting
and slowed down our momentum for a
more straightforward capital raise, which
is our preference and plan. We did take
the opportunity to speak to many of our
shareholders on the future capital needs
and gain a sense of their appetite to
further invest. We have maintained a close
relationship and good communication with
the banking syndicate.
Before Christmas we were pleased to
announce extended banking facilities to
the end of July of this year, giving us time
to build an alternative plan. We have made
good progress on a capital raise, albeit
as we improve our performance we would
expect to reduce debt levels regardless.
The work that we carried out inside the
business did not deliver a satisfactory
level of earnings by any measure. We
have reported revenue of $214.0 million,
a reduction of $25.0 million compared with
FY24 and a loss before significant items,
interest and tax of $0.6 million versus a
profit of $7.0 million in FY24 and a loss
after tax of $13.0 million against a loss
of $27.0 million in the prior year.
We have, however, made significant gains
within the business and have set ourselves
up with far greater confidence in our ability
to forecast future earnings and build a
budget we can believe in and achieve.
In New Zealand and at AGG we achieved
record levels of service delivery.
New Zealand finished the year delivering
consistent Delivered In Full, On Time (DIFOT)
levels with the final quarter of the year
averaging 97% compared to a previous run
rate of around 75%, and AGG, off a much
higher base, finished the year with a yearly
average DIFOT of 96%. The improvements
in operations and productivity meant that
our 12-month rolling average of reworks in
New Zealand and in AGG was less than 3%.
In the South Island, we managed only a small
decline in revenue of 4% despite the falling
market, but achieved an improvement
of 3% in gross margin. The North Island
was not as good; the market decline was
worse and we lost some market share in
the early stages of the year, before we
improved service levels. We also stood up to
aggressive competitor pricing and focused
on margin. The performance improvement
did deliver us some increased share in the
later part of the year which finished with
revenue down 27%, or $30 million overall,
and cost reduction initiatives were not
sufficient to mitigate the lost revenue.
While there is more work to be done in
the North Island, across the New Zealand
business we were pleased to finish the year
with increased margin percentage on the
prior year, which was a good result.
Although we did take around $5 million of
operating cost out of the business, we are
expecting a further $3 million to come out
in FY26.
As previously reported we are not counting
on a market recovery in New Zealand. Our
budget is based on a flat market, growing
some market share and further reducing
our cost to serve. We will deliver a profit
and positive cashflow with an engaged and
focused team.
For AGG, it was very much a year of two
halves. We continued to build capacity
on the expected increase in market size,
with the new insulation standards and
for this revenue to outstrip the declining
construction sector. Certainly the earlier
adoption of standards in NSW gave us this
expected growth. However, in Victoria we
saw no benefit from the delayed standards
change, with growth now expected to arrive
from May 2025, and Tasmania was weak,
facing a tough economic environment.
I think we were taken a bit by surprise,
by the sharp decline in activity levels in
Victoria. The consent data was not as weak
as we experienced in market activity, driven
of course by builds rather than consents.
The variation occurs when there is not a
linear relationship between consents issued
and build starts, which can arise when
people ‘sit on’ the consent.
We are in pretty good heart in AGG. The
team are working well and we expect a good
year ahead. Daily revenue has been tracking
upwards this calendar year and we expect
earnings at similar levels to those in FY24
and with our capacity growth a record year
in FY27.
I have spent a lot of time with customers in
the New Zealand market this year who have
been impressed by our resilience and also
the improvement in service levels and the
quality of our product and install capability.
In Australia I have been to fewer customers,
but have ramped up my activity there,
with slightly more bandwidth following the
successful appointment of Nick Hardy-
Jones to the role of Country Manager NZ.
We are also fortunate to have appointed a
strong permanent CFO, Sarah Hipkiss, who
has already been extremely additive.
The most important part of our business is
our people. I thank them for their resilience,
patience and dedication as we traverse
these difficult times. We remain resolute
in getting our people home safely after
each shift. Our safety performance has
improved, but we continue to find ways to
engage with our people to further reduce
injuries to our people. Any injury, no matter
how minor, is one too many.
Thank you to you, our shareholders, for
your patience and to the many that have
reached out to me personally offering
both advice and support. Thanks to the
banking syndicate for the partnership and
the support. And to our customers, we
value your custom and you are a pleasure
to serve.
I look forward to the year ahead and
to reporting a better result this time
next year.
SIMON BENNETT
Metro Performance Glass
Executive Director

SIMON BENNETT
Executive Director
Appointed: December 2023
Appointed Executive Director: May 2024
Simon is an experienced CEO,
entrepreneur and company director.
He was previously the CEO of Accordant
Group which encompassed numerous
recruitment businesses. Simon had
previously both owned and operated
firms in retail and manufacturing and
consulted to NZX50 companies.
Simon is Chair of Accordant Group, and
trustee of the International Centre
for Entrepreneurship Foundation.
Simon is a member of the Institute of
Directors New Zealand. He is an early-
stage investor and supporter of the
entrepreneurial ecosystem.
SHAWN BECK
Independent, Non-Executive Chair
Appointed: November 2023
Shawn’s background includes a wide variety
of roles, including serving as an equities
analyst, institutional dealer, investment
banker, private equity general partner,
company director, company founder and
owner-operator. This includes roles within
the commercial and sports arenas.
His experience includes nearly 20
years as a co-founding director of
Pencarrow Private Equity and director
or chair of approximately 15 companies
in a range of industries, including four
publicly listed NZX companies.
Shawn’s experience also encompasses
the direct execution or management
of an estimated 70 corporate finance
transactions including IPOs, equity and
debt raising, listed takeovers and M&A.
BOARD OF
DIRECTORS
2025 Annual Report
4

JULIA MAYNE
Independent, Non-Executive Director,
Chair of the Audit And Risk Committee
Appointed: September 2021
Julia has more than 30 years’ experience
in financial and operational improvement
roles, focused in particular on the
Australasian building materials sector.
She is currently Group Executive Client
Relations at Scottish Pacific Business
Finance. Prior to this, Julia completed
several consulting, programme
management or Acting CEO roles focused
on business improvement.
From 2001 to 2015, Julia held senior
financial leadership positions across the
Fletcher Building Group, including the roles
of General Manager Finance – Building
Products division, the CFO of the Crane
Division, and Divisional Finance Manager –
Stramit Building Products.
Julia is a qualified CPA, has a CPA MBA from
Deakin University, a Bachelor of Commerce
(Hons) from the University of NSW and a
Bachelor of Commerce from the University
of Wollongong.
Board of Directors
PRAMOD KHATRI
Independent, Non-Executive Director,
Member of Audit And Risk Committee
Appointed: December 2023
Pramod commenced his career in Audit and
Business Advisory Services with Arthur Young
(now Ernst and Young) in 1986. In 1993 he left
EY to undertake his MBA studies following
which he held a number of senior management
roles in the New Zealand dairy, roading and
construction, and manufacturing sectors.
In 2001 Pramod joined the McKechnie Metals
business as Commercial Manager and in 2002
was promoted to General Manager. In 2004, he
led the management buyout of the McKechnie
Aluminium business and became its Managing
Director and major shareholder. In 2022
Pramod exited the McKechnie business when
it was sold to American interests.
Pramod has also been Chair and shareholder
of Christchurch-based AW Fraser Limited,
a supplier of bronze, brass and precision
machined components, since 2006. He resigned
as Chairman/Director in March 2025 when
the business was sold to a French company.
In addition to this, Pramod is a trustee of
a New Plymouth-based charitable trust
which provides financial support to students
entering tertiary studies.
5

NICK HARDY-JONES
Country Manager – New Zealand
New Zealand
Metroglass produces a
wide range of customised
glass products for both
residential and commercial
construction.
Our range includes Low E double and triple
glazing, solar control glass, frameless glass
balustrades and showers, mirrors,
splashbacks, canopies, doors and internal
partitions.
Our people are the heart of our business,
running our national network of 12
branches and two manufacturing sites.
We continue to receive strong customer
feedback that highlights the dedication and
capability of our teams. Many of our staff
have been with us for more than a decade
– an enduring testament to our values and
culture of service.
The safety and wellbeing of our people
remains a top priority. In FY25, we achieved
an 18% year-on-year reduction in injury
rates, resulting in a Total Recordable Injury
Frequency Rate (TRIFR) of 2.76 – the lowest
in our company’s history. This reflects our
continued investment in safer processes,
equipment and a culture of care.
In the North Island, revenue declined by
27.0% as residential construction activity
fell, with national building consents down
39.0% from peak. The closure of our
Wellington factory at the start of FY25
created some logistical challenges during
the transition to daily redistribution of
product from our Highbrook site. Despite
this we achieved a 15.2% operational
cost reduction.
Our focused leadership team have made
material progress recovering DIFOT service
levels, achieving greater than 95% in the
final quarter of FY25. Overhead and cost
reductions of approximately $5 million
relative to FY24 have already been
implemented to ensure success for the
business in FY26.
Our South Island operations delivered
strong results. Gross margin improved
year-on-year, operating costs fell by 7.4%
and Earnings Before Interest and Taxes
(EBIT) grew by 24.0%. Strong operational
focus and increased plant reliability
contributed to these gains. Our on-site
glazing teams continue to set the market
standard for service, communication, safety
and delivery.
Nationally, despite revenue being down
16%, we’ve driven improvement through
simplification of our business model,
a focus on production efficiency and by
providing superior customer service. These
efforts have improved margins even as
market pricing remains under pressure.
Internal and external rework rates have
declined, lowering cost and improving
quality without compromising delivery
MANAGEMENT
SUMMARY
Metroglass is now
positioned with a
clear strategy, and a
simplified lower-cost
business model.
times. Retrofit and frameless glass
segments performed well, supported
by the launch of a new balustrade suite.
Metroglass is now positioned with a clear
strategy, and a simplified lower-cost
business model. Our focus remains on
production efficiency and improved
customer service. The results are apparent
through market feedback and improved
margins, despite pricing pressure in market.
Stronger operational discipline will deliver
consistent DIFOT above 95% with
consistent lead times for customers.
Excellence in distribution and glazing
communication enables us to strengthen
our customers’ competitive advantage
in a challenging market.
2025 Annual Report
6

Australia Glass Group (AGG)
AGG is a leading supplier of
insulated glass units (IGUs) in
Australia and is known for its
high-performance products,
quality, and customer service.
AGG has industry-leading brands, products,
and technical and specification support,
underpinned by outstanding customer
service and quality, and driven by an
experienced and enthusiastic team.
AGG’s main brand is Insulglass®, which
can be supplied as either double-glazed
or triple-glazed units. Insulated glassing
units (IGUs) are most frequently required
for energy efficiency and so AGG mainly
serves the cooler climates of south-
eastern Australia (60% of the Australian
population). AGG produces from three
processing facilities and supporting
warehouse facilities in Melbourne, Sydney
and Hobart. AGG’s market is predominantly
made up of window fabricators who service
the medium-to-high-end housing market.
Regional Summary
Financial summary
Metroglass’ net debt increased to
$60.5 million from $53.0 million in FY24.
A significant portion of this increase was
due to the necessity of advance payments
for inventory in Australia as a result of
the liquidation of a key supplier, Oceania,
ensuring that customers experienced
no disruption. This additional investment
required is expected to largely reverse over
the first half of FY26 as AGG moves to a full
import model.
Operating cash flow ended the year at
$2.1 million, a decrease from last year’s
$18.9 million, which is attributable to the
corresponding decline in revenue.
Group revenue at $214 million was 10%
down on the prior year, with Australia
consistent with FY24 and New Zealand
down 16% as the market softened.
New Zealand’s operating improvements
and cost-out initiatives have begun to bear
fruit but remain a key area of focus, while
Australia will focus on managing cost to
position for growth, being further along the
cost-out process.
SARAH HIPKISS
Chief Financial Officer
STEVE HAMER
CEO Australia Glass Group
The future markets for AGG’s products
continue to look favourable with an
increasing focus on energy efficiency
for both new and refurbished housing
and other buildings. These changes
are underpinned by the National
Construction Codes, which specify
energy performance of buildings in which
window energy efficiency is critical –
leading to increasing use of IGUs and
hence demand for AGG’s product range.
To meet these market demands, AGG has
continued to invest in its product range,
especially in high-performance glass
types and also in increased production
capacity to meet the expected increase
in demand over the next few years.
AGG is therefore well positioned to
capitalise on this expected IGU growth
given its specialised manufacturing
expertise, product range, brand,
technical and specification support,
and geographical positioning.
The future markets
for AGG’s products
continue to look
favourable with an
increasing focus on
energy efficiency
for both new and
refurbished housing
and other buildings.
7

Non-GAAP Financial Information
NON-GAAP FINANCIAL INFORMATION
Metroglass’ standard profit measure prepared under New Zealand Generally Accepted Accounting Practice (GAAP) is profit for the
period, or net profit after tax. Metroglass has used non-GAAP measures which are not prepared in accordance with New Zealand
International Financial Reporting Standards (NZ IFRS) when discussing financial performance in this document. The Directors and
management believe that these non-GAAP financial measures provide useful information to readers to assist in the understanding
of the Group’s financial performance, financial position or returns, and used internally to evaluate the performance of business units
and to establish operational goals. These measures should not be viewed in isolation, nor considered as a substitute for measures
reported in accordance with NZ IFRS. Non-GAAP financial measures may not be comparable to similarly titled amounts reported
by other companies.
Definitions of non-GAAP financial measures used in this report:
* EBITDA: Earnings before interest, tax, depreciation and amortisation.
GAAP TO NON-GAAP RECONCILIATION
Full year to 31 March
FY25
($M)
FY24
($M)
(Loss)/Profit for the period before significant items(8.8)(2.0)
Less: Impairment of intangible assets- (20.9)
Less: NZ restructuring and Australian divestment(4.7)(4.6)
Loss for the period (GA AP)(13.5)(27.5)
Add: taxation expense(3.2)(1.9)
Add: net finance expense11.3 11.1
Earnings before interest and tax (EBIT) (GAAP)(5.4)(18.3)
Add: depreciation & amortisation17.5 17.9
EBITDA12.2 (0.4)
EBIT (GAAP)(5.4)(18.3)
Add: Impairment of intangible assets- 20.9
Add: NZ restructuring and Australian divestment4.7 4.6
EBIT before significant items(0.6)7.2
EBITDA12.2 (0.4)
Add: Impairment of intangible assets- 20.9
Add: NZ restructuring and Australian divestment4.7 4.6
EBITDA before significant items16.9 25.1
8
2025 Annual Report

Consolidated Statement of Comprehensive Income10
Consolidated Statement of Financial Position11
Consolidated Statement of Changes in Equity12
Consolidated Statement of Cash Flows13
Notes to the Consolidated Financial Statements 15
1. Basis of Preparation15
2. Financial Performance17
3. Working Capital21
4. Long-Term Assets30
5. Debt and Equity36
6. Other39
CONTENTS
OUR
RESULTS
9

Consolidated Statement of Comprehensive Income
for the year ended 31 March 2025
NOTESCONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Revenue2.1213,922 239,280
Cost of sales2.3(130,648)(140,649)
Gross profit2.183,274 98,631
Distribution and glazing-related expenses2.3(41,511)(45,733)
Selling and marketing expenses2.3(11,717)(12,584)
Administration expenses2.3(30,890)(33,791)
Share of profits of associate4.4124 415
Other income and gains and losses2.683 246
(Loss)/Profit before significant items, interest and tax(637)7,184
Significant items2.4(4,728)(25,437)
Loss before interest and tax(5,365)(18,253)
Finance expenses2.7(11,362)(11,194)
Finance income51 58
Loss before income taxation(16,676)(29,389)
Income tax benefit6.13,206 1,877
Loss for the year(13,470)(27,512)
Other comprehensive income
Items that may be reclassified to profit or loss in the future:
Exchange differences on translation of foreign operations409 919
Change in fair value of hedging instruments (net of tax)3.5(183)(224)
Total comprehensive loss for the year attributable to shareholders(13,244)(26,817)
Earnings per share
Basic and diluted earnings per share (cents per share)2.5(7.3)(14.8)
The Board of Directors authorised these financial statements for issue on 27 May 2025.
For and on behalf of the Board:
Shawn Beck Julia Mayne
Chairman Director
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
10
2025 Annual Report

Consolidated Statement of Financial Position
at 31 March 2025
NOTESCONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
ASSETS
Current assets
Cash and cash equivalents6,538 6,634
Trade receivables3.128,372 33,335
Inventories3.225,506 25,639
Derivative financial instruments3.561 175
Current income tax asset186 1
Other current assets3.73,412 3,317
Total current assets64,075 69,101
Non-current assets
Property, plant and equipment4.139,891 46,137
Right-of-use assets4.260,237 64,459
Deferred tax assets6.215,740 12,443
Investment in associate4.4–2,027
Intangible assets4.323,926 23,764
Other non-current assets3.742 990
Total non-current assets139,836 149,820
To t a l a s s e t s203,911 218,921
LIABILITIES
Current liabilities
Trade and other payables3.320,131 25,486
Deferred income3.41,247 1,709
Derivative financial instruments3.510 6
Lease liabilities5.27,842 7,307
Interest-bearing liabilities5.165,520 57,802
Provisions3.61,048 830
Total current liabilities95,798 93,140
Non-current liabilities
Interest-bearing liabilities5.11,512 1,861
Lease liabilities5.268,723 71,086
Provisions3.62,296 3,843
Total non-current liabilities72,531 76,790
Total liabilities168,329 169,930
Net assets35,582 48,991
Equity
Contributed equity5.3307,198 307,198
Accumulated losses(101,877)(88,776)
Group reorganisation reserve6.3(170,665)(170,665)
Share-based payments reserve6.3528 1,062
Foreign currency translation reserve945 536
Hedge reserve3.5(547)(364)
Total equity35,582 48,991
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
11

Consolidated Statement of Changes in Equity
for the year ended 31 March 2025
CONSOLIDATED 2025
Notes
Contributed
equity
$'000
Reserves
$'000
Accumulated
losses
$'000
Total
$'000
Opening balance at 1 April 2024307,198 (169,431)(88,776)48,991
Loss for the year––(13,470)(13,470)
Movement in foreign currency translation reserve–409 –409
Other comprehensive income for the year3.5–(183)–(183)
Total comprehensive income/(loss) for the year–226 (13,470)(13,244)
Expiry of share-based payments–(369)369 –
Movement in share-based payments reserve–(165)–(165)
Total transactions with owners, recognised directly in equity–(534)369 (165)
Balance at 31 March 2025307,198 (169,739)(101,877)35,582
CONSOLIDATED 2024
Notes
Contributed
equity
$'000
Reserves
$'000
Accumulated
losses
$'000
Total
$'000
Opening balance at 1 April 2023307,198 (169,830)(61,901)75,467
Loss for the year– – (27,512)(27,512)
Movement in foreign currency translation reserve– 919 – 919
Other comprehensive income for the year3.5– (224)– (224)
Total comprehensive income/(loss) for the year– 695 (27,512)(26,817)
Expiry of share-based payments– (637)637 –
Movement in share-based payments reserve– 341 – 341
Total transactions with owners, recognised directly in equity– (296)637 341
Balance at 31 March 2024307,198 (169,431)(88,776)48,991
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
12
2025 Annual Report

Consolidated Statement of Cash Flows
for the year ended 31 March 2025
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Cash flows from operating activities
Receipts from customers217,804242,972
Payments to suppliers and employees(206,049)(214,207)
Government grants received36283
Repayment of balance due from associate1,421350
Interest received46107
Interest paid(6,051)(5,889)
Interest paid on leases(4,955)(4,691)
Income taxes paid(180)(9)
Net cash inflow from operating activities2,07218,916
Cash flows from investing activities
Proceeds from sale of property, plant and equipment8392
Payments for property, plant and equipment(3,009)(3,984)
Payments for intangible assets(37)–
Divestment of Investment in Associates1,079–
Net cash outflow from investing activities(1,884)(3,892)
Cash flows from financing activities
Lease liability principal payments(7,542)(7,561)
Repayment of borrowings(3,500)(14,000)
Drawdown of borrowings11,0006,000
Repayment of other financing(435)(507)
Net cash outflow from financing activities(477)(16,068)
Net decrease(289)(1,044)
Cash and cash equivalents at the beginning of the year6,6347,300
Effects of exchange rate changes on cash and cash equivalents193378
Cash and cash equivalents at the end of the year6,538 6,634
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
The table below sets out the annual movement in net debt:
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Opening balance of interest-bearing liabilities at 1 April59,663 67,370
(Repayment)/drawdown of borrowings (net)7,500 (8,000)
Other financing movement (net)(435)(507)
Foreign exchange and other adjustments304 800
Closing balance of interest-bearing liabilities at 31 March67,032 59,663
Less: cash and cash equivalents(6,538)(6,634)
Net debt at 31 March60,494 53,029
13

Consolidated Statement of Cash Flows (continued)
for the year ended 31 March 2025
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Reconciliation of loss after income tax to net cash inflow from operating activities
Loss for the Year(13,470)(27,512)
Adjustments for:
Depreciation and amortisation17,53417,920
Business Restructuring1,820 –
Impairment of intangible assets–20,879
Share-based payments expense(165)341
Loss/(gain) on disposal of assets(13)101
Lease modification and remeasurement1,233 –
Share of profit from associate(124)(415)
20,285 38,826
Impact of changes in working capital items
Trade and other receivables4,509 5,503
Inventory196 6,316
Related party receivables1,142 350
Other current assets(505)96
Trade accounts payable and employee entitlements(5,259)(1,972)
Deferred income(463)(345)
Interest accruals(47)16
Provisions(1,329)15
Movement in deferred tax(3,212)(1,925)
Movement in credit loss provision398 (490)
Income tax liability(173)38
(4,743)7,602
Net cash inflow from operating activities2,072 18,916
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
14
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
1 BASIS OF PREPARATION
Reporting entity
These financial statements are for Metro Performance Glass Limited (‘the Company’ or ‘the parent entity’) and its subsidiaries
(together, ‘the Group’). The Group supplies processed flat glass and related products primarily to the residential and commercial
building sectors.
Statutory base
The Company is a limited liability company incorporated and domiciled in New Zealand. The address of its registered office is
5 Lady Fisher Place, East Tamaki, Auckland.
Basis of preparation
These consolidated financial statements have been approved for issue by the Board of Directors on 27 May 2025.
The consolidated financial statements of the Group have been prepared in accordance with Generally Accepted Accounting Practice
in New Zealand (NZ GAAP). The Group is a for-profit entity for the purposes of complying with NZ GAAP and has operations and sales
in New Zealand and Australia. The consolidated financial statements comply with New Zealand equivalents to International Financial
Reporting Standards (NZ IFRS), other New Zealand accounting standards and authoritative notices that are applicable to entities
that apply NZ IFRS. The consolidated financial statements also comply with International Financial Reporting Standards Accounting
Standards (IFRS Accounting Standards).
Metro Performance Glass Limited is registered under the New Zealand Companies Act 1993 and is a Financial Market Conduct
reporting entity under Part 7 of the Financial Markets Conduct Act 2013. The financial statements of the Group have been prepared
in accordance with the requirements of the New Zealand Stock Exchange (NZX) Main Board Listing Rules.
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for the revaluation of certain financial
assets and financial liabilities at fair value.
Principles of consolidation
The financial statements incorporate the assets and liabilities of all subsidiaries of Metro Performance Glass Limited as at
31 March 2025 and the results of all subsidiaries for the year then ended.
Subsidiaries are all entities over which the Group has control. An entity is a controlled entity of the Group if the Group is exposed and
has a right to variable returns from the entity and is able to use its power over the entity to affect those returns. Subsidiaries are fully
consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses
are also eliminated unless the transaction provided evidence of the impairment of the asset transferred.
Goods and Services Tax (GST)
The statement of comprehensive income has been prepared so that all components are stated exclusive of GST. All items in the
statement of financial position and statement of cash flows are stated net of GST, with the exception of receivables and payables,
which include GST invoiced.
Critical accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations
of future events that are believed to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal
the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year are discussed in each accounting note as appropriate.
The critical accounting estimates and judgements at 31 March 2025 include:
• use of going concern basis of accounting (refer: going concern disclosure below)
• economic lives of intangible assets and property, plant and equipment (refer: 4.1 Property, Plant and equipment)
• impairment assessment of goodwill (refer: 4.3 Intangible Assets)
15

Notes to the Consolidated Financial Statements (continued)
Going concern
In preparing these financial statements, the Directors have considered various uncertainties facing the Group and its ability to continue
as a going concern. These uncertainties are outlined below:

The Group reported a loss before tax for the year ended 31 March 2025 of $16.7m (2024: $29.4m). As at 31 March 2025 the Group had
negative working capital of $31.7m (2024: negative $24.0m). At 31 March 2025, the Group’s banking facility stands at $70m, of which
$65.5m (31 March 2024 $57.8m) has been drawn down. This has been presented as a current liability in the Consolidated Statement
of Financial Position as the facility has a maturity date of 31 July 2025. The banking facility contains certain conditions which must
be completed prior to this date relating to the approval and formal announcement of an equity raise. As set out in note 5.1 certain
covenants under the Group’s debt facility were amended during the financial year.

The Directors are focused on debt reduction and growing and improving both the Australian and New Zealand businesses. The Directors
have approved a budget for the year ending 31 March 2026 which includes actions to improve the profitability of the Group.

The Directors remain engaged with potential investor groups and have been working closely with equity capital market advisors. The
Directors intend to undertake an equity raise and to renegotiate the Group’s debt facilities as part of the equity raise. The Directors
intend to have this completed prior to 31 July 2025.

The bank syndicate has continued to work with the Group to renew the loan facilities, subject to debt reduction through an equity raise.
The Group and the banking syndicate have a history of working together constructively and the Directors expect that to continue.

Based on these factors, the Directors concluded the Group’s financial statements should be prepared on a going concern basis, though
there are uncertainties about the successful execution of a sufficient equity raise, and the ability to reach an agreement with the bank
syndicate for renewed loan facilities on mutually acceptable terms including setting and meeting financial covenants.

The Directors consider that these uncertainties regarding future financing and funding, which are future events that are not fully
within their control, represent a material uncertainty that may cast significant doubt on the Groups ability to continue as a going
concern and therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.

The financial statements do not include any adjustments that may be required if the Group is unable to continue as a going concern.
Foreign Currency Translation
Functional and presentation currency
The consolidated financial statements are presented in New Zealand dollars which is the Company’s functional and the Group’s
presentation currency, rounded where necessary to the nearest thousand dollars.
Transactions and balances
Foreign currency transactions are translated using the exchange rates prevailing at the dates of the transactions. Foreign exchange
gains and losses resulting from the settlement of such transactions and from the translation at period end exchange rates of
monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. They are deferred in equity if they
relate to qualifying cash flow hedges and qualifying net investment hedges or are attributable to part of the net investment in a
foreign operation.
The results and financial position of foreign operations that have a functional currency different from the presentation currency are
translated into the presentation currency as follows:
• assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;
• income and expenses for each statement of profit or loss and statement of comprehensive income are translated at average
exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction
dates, in which case income and expenses are translated at the dates of the transactions);
• all resulting exchange differences are recognised in ‘Other comprehensive income’.
• on consolidation, exchange differences arising from the translation of any net investment in foreign entities, and the borrowings
and other financial instruments designated as hedges of such investments, are recognised in other comprehensive income. When
a foreign operation is sold or any borrowings forming part of the net investment are repaid, the associated exchange differences
are reclassified to profit or loss, as part of the gain or loss on sale.
16
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
Changes in Accounting Policy and Disclosures
New disclosure requirements and changes in accounting policies
There are various standards, amendments and interpretations which are published but not yet effective and were assessed as having
an immaterial impact on the Group. There are no NZ IFRS, NZ IFRIC interpretations or other applicable IFRS Accounting Standards
that are effective for the first time for the financial year beginning on or after 1 April 2024 that had a material impact on these
consolidated financial statements.
2 FINANCIAL PERFORMANCE
2.1 Segment Information
Operating segments of the Group at 31 March 2025 have been determined based on financial information that is regularly reviewed
by the Board in conjunction with the Executive Director and Chief Financial Officer, collectively the chief decision-maker for the
purpose of allocating resources, assessing performance and making strategic decisions.
Substantially all of the Group’s revenue is derived from the sale of glass and related products and services. This revenue is split by
channel only at the revenue level into Commercial Glazing, Residential and Retrofit. Commercial glazing revenue reflects sales through
four specific commercial glazing operations in New Zealand. Retrofit revenue reflects sales through four specific retrofit operations
in New Zealand and the retrofit channel sales from all (Metro Direct) branches across New Zealand. Residential revenue reflects all
other sales channels. The allocation of sales between residential and commercial can be difficult as the Group does not always know
the end-use application. Following the acquisition of Australian Glass Group Pty Ltd (AGG) on 1 September 2016 the Group operates
in two geographic segments, New Zealand and Australia.
In the tables below:
• Group costs consist of insurance, professional services, Directors’ fees and expenses, listed company fees and share incentive
scheme costs.
• Refer to Note 2.4 for details of significant items.
17

Notes to the Consolidated Financial Statements (continued)
CONSOLIDATED 2025
New Zealand
$'000
Australia
$'000
Eliminations
and Other
$'000
Group
$'000
Commercial Glazing24,675––24,675
Residential85,29780,069–165,366
Retrofit23,881––23,881
Total revenue133,85380,069–213,922
Gross profit57,96425,310–83,274
Segmental EBITDA before significant items9,7447,468–17,212
Group costs––(315)(315)
Group EBITDA before significant items16,897
Depreciation and amortisation(12,650)(4,884)–(17,534)
EBIT before significant items(2,906)2,584(315)(637)
Significant items(3,033)(1,695)–(4,728)
EBIT(5,939)889(315)(5,365)
Segment assets263,29075,280(134,659)203,911
Segment non-current assets (excluding deferred tax assets)69,28054,816–124,096
Segment liabilities75,59932,64660,084168,329
CONSOLIDATED 2024
New Zealand
$'000
Australia
$'000
Eliminations
and Other
$'000
Group
$'000
Commercial glazing34,808 ––34,808
Residential99,579 79,706 –179,285
Retrofit25,187 ––25,187
Total revenue159,574 79,706 –239,280
Gross profit69,846 28,785 –98,631
Segmental EBITDA before significant items14,458 11,503 –25,961
Group costs––(857)(857)
Group EBITDA before significant items25,104
Depreciation and amortisation(13,174)(4,746)–(17,920)
EBIT before significant items1,284 6,757 (857)7,184
Significant items(22,725)(2,712)–(25,437)
EBIT(21,441)4,045 (857)(18,253)
Segment assets276,592 79,028 (136,699)218,921
Segment non-current assets (excluding deferred tax assets)84,147 53,230 –137,377
Segment liabilities81,702 33,549 54,679 169,930
2.2 Revenue
Accounting policy
Revenue comprises the value of the consideration received for the sale of goods and services, net of GST, rebates and discounts and
after eliminating sales within the Group.
The Group derives revenue from the sale of customised glass products. Revenue is recognised at a point in time when a Group entity
has transferred control, which is when it has delivered the glass products to the customer, the customer has accepted the products
and collectability of the related receivables is highly probable.
The Group also provides glazing services along with the sale of its glass products. Revenue is recognised for the glazing and associated
glass products when the glazing services have been completed, the customer has approved the installation services and collectability
of the related receivables is highly probable.
18
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
2.3 Operating expenditure
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$’000
Raw materials and consumables used66,697 74,497
Employee benefit expenses90,245 95,596
Depreciation and amortisation17,534 17,920
Other expenses40,290 44,744
Total cost of sales, distribution and glazing related expenses,
selling and marketing expenses, and administration expenses214,766 232,757
Amortisation of intangible assets is included within administration expenses as reported in the consolidated statement of comprehensive income.
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$’000
Audit of Financial Statements performed by PwC
Audit of financial statements - PwC - current year460 795
Audit of financial statements - PwC - prior year––
Audit related services performed by PwC
Agreed upon procedures relating to the Group’s covenant compliance certificate–8
Other services performed by PwC
Advice comparing the Group’s long-term incentive plan to market practice–15
460 818
2.4 Significant items
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$’000
Impairment of New Zealand intangible assets–20,879
Restructure of the New Zealand operations2,552 2,971
Divestment of investment in associates1,067 –
Australian divestment491 1,587
Capital raise and takeover related expenses618 –
Total significant items before taxation4,728 25,437
Tax benefit on above items(1,358)(1,331)
Total significant items after taxation3,370 24,106
Accounting policy
Significant items are a non-GAAP measure and are based on the Group’s internal policy as follows. Transactions considered for
classification as significant items are material restructuring costs, acquisition and disposal costs, impairment or reversal of impairment
of assets, business integration, and transactions or events outside of the Group’s ongoing operations that have a significant impact on
reported profit.
Impairment of New Zealand intangible assets
Additional detail on impairment charges can be seen in Note 4.3 Intangible Assets.
19

Notes to the Consolidated Financial Statements (continued)
Restructure of the NZ operations
The Group has reinvigorated its cost out programme, continuing the comprehensive review of its organisational structure and
manufacturing footprint along with the development of a project team to identify and target efficiencies. This resulted in the
mothballing of the Wellington manufacturing facility in February 2024, followed by its subsequent closure in FY2025 as well as other
staff restructuring costs. The costs of this programme are included in the ‘Restructure of NZ operations’ significant item. The nature
of the costs incurred include redundancy payments, loss on disposal of inventory and some assets, and costs incurred transporting and
re-commissioning assets in other plants within the Group.
Divestment of investment in associates
Additional detail on divestment can be seen in Note 4.4 Investment in Associate.
Australian divestment
On 23 February 2023 the Group announced plans to explore divestment options of the Group’s Australian business, Australian Glass
Group (AGG). On 6 May 2024 the Group announced an offer had been received for the purchase of AGG. However, following evaluation
of that offer, the Board reached the view that progressing an offer on those terms would not be in the best interests of the Company
or its shareholders and announced that it intended to retain its investment in AGG. During the year ended 31 March 2024 and 31 March
2025 a number of costs were incurred and expensed in relation to this divestment process. The Australian divestment costs include
those professional service costs incurred for the investigation of the sale process.
Capital raise and takeover related expenses
On 6 May 2024 the Group announced that it will progress a capital raise to further reduce its debt level. The capital raise costs
include legal and professional fees incurred in the exploration of this activity. On 12 September 2024 the Group announced conditional
refinance, placement and capital raise with Cowes Bay Group Pty. This transaction was cancelled on 16 December 2024 as key terms
could not be agreed. On 17 December 2024, the Group received a non-binding, indicative, conditional proposal from CCP VI Bidco (NZ)
Ltd - a company managed by Crescent Capital Partners. Takeover related expenses relate to professional and legal expenses incurred
related to these activities.
2.5 Earnings per share
Basic
Basic earnings per share is calculated by dividing the profit or loss after tax of the Group by the weighted average number of ordinary
shares outstanding during the period. Due to the losses, the diluted earnings per share are the same as the basic earnings per share
as the Group’s potential ordinary shares would be antidilutive in the calculation.
CONSOLIDATEDCONSOLIDATED
20252024
Loss after tax ($'000)(13,470)(27,512)
Weighted average number of ordinary shares outstanding ('000s)185,378 185,378
Basic earnings per share (cents per share)(7.3)(14.8)
Net tangible assets
Net tangible assets per share is a non-GAAP measure that is required to be disclosed by the NZX Listing Rules.
The calculation of the Group’s net tangible assets per share and its reconciliation to the consolidated balance sheet is presented below:
CONSOLIDATEDCONSOLIDATED
20252024
Total assets ($’000)203,911218,921
Less: intangible assets ($’000)(23,926)(23,764)
Less: total liabilities ($’000)(168,329)(169,930)
Net tangible assets ($’000)11,65625,227
Shares on issue at the end of the period (‘000s)185,378185,378
Net tangible assets per share (cents per share)6.2913.61
20
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
2.6 Other income and gains and losses
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
NZ Government Grants36 283
(Loss)/gain on disposal of asset13 (101)
Other34 64
Total Other income and gains and losses83 246
NZ Government Grants
Grants from the government are recognised at their fair value where there is reasonable assurance that the grant will be received and
when the Group will comply with the attached conditions. Government grants relating to income are deferred and recognised in profit
or loss over the period necessary to match them with the conditions that they are intended to compensate.
2.7 Finance expenses
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Interest on borrowings and derivatives6,0866,194
Interest on lease liabilities5,1334,831
Interest on finance lease143169
Total Finance expenses11,36211,194
3 WORKING CAPITAL
3.1 Trade receivables
The following table summarises the impact of the credit loss provision on the trade receivables balance:
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Trade receivables29,522 34,087
Credit loss provision(1,150)(752)
Total trade receivables28,372 33,335
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Movements in the credit loss provision are as follows:
Opening balance752 1,238
Provision increased during the year800 436
Receivables written off during the year as uncollectable(402)(922)
Balance at the end of the year1,150 752
21

Notes to the Consolidated Financial Statements (continued)
Credit risk
Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, and credit exposures to wholesale and
retail customers, including outstanding receivables and committed transactions, and is managed at Group level.
The table below sets out information about the credit quality of trade receivables net of the expected credit loss provision:
CURRENT0–59 DAYS60–89 DAYS
90 DAYS
AND LATERTOTAL
31 March 2025$'000$'000$'000$'000$'000
Gross carrying amount 21,439 4,405 983 2,695 29,522
Baseline 35 9 24 58 126
Specific – – 19 1,005 1,024
Total expected credit loss rate0.16%0.20%4.37%39.45%3.90%
Credit loss provision 35 9 43 1,063 1,150
CURRENT0–59 DAYS60–89 DAYS
90 DAYS
AND LATERTOTAL
31 March 2024$'000$'000$'000$'000$'000
Gross carrying amount 24,598 5,750 1,173 2,566 34,087
Baseline 38 8 25 147 218
Specific – – 48 486 534
Total expected credit loss rate0.15%0.14%6.22%24.67%2.21%
Credit loss provision 38 8 73 633 752
The Group extends credit to its customers based on an assessment of credit worthiness. Terms differ by customer and may extend
to 60 days past invoice date. Ageing is based on agreed credit terms and at balance date, a portion of the Group’s receivables are also
subject to contractual retentions which can last up to and exceed 12 months.
As of 31 March 2025 allowing for retention balances of $0.4 million (2024: $1.0 million) trade receivables of $6.6 million (2024: $7.8 million)
were past due but not impaired.
Estimates and judgements
Credit loss provision
To measure expected credit losses, trade receivables have been grouped and reviewed on the basis of the number of days past due.
The credit loss provision has been calculated by considering the impact of the following characteristics:
• The baseline loss rate takes into account the write-off history of the Group over a five-year period as a predictor of future
conditions and applies an increasing expected credit loss estimate by trade receivables ageing profiles.
• Specific credit loss provisions are made based on any specific customer collection issues that are identified. Collections and
payments from the Group’s customers are continuously monitored and a credit loss provision is maintained to cover any specific
customer credit losses anticipated.
Accounting policy - trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost, less provision for estimated
uncollectable amounts and expected credit losses. The carrying amount of the asset is reduced through the use of provision accounts,
and the amount of the loss is recognised in the statement of comprehensive income within ‘Administration expenses’. Individual
debtor accounts are reviewed for impairment and a provision is raised based on management’s best estimate of recoverability.
Trade receivables are also assessed for credit risk on a forward-looking basis with a provision raised where a credit loss is considered
likely. When a trade receivable is uncollectable, it is written off against the provision account for trade receivables. Subsequent
recoveries of amounts previously written off are credited to the income statement against the impairment losses on receivables.
22
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
3.2 Inventories
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Raw materials, primarily flat glass stock-sheets17,959 18,138
Spare parts5,382 5,471
Work in progress2,165 2,030
25,506 25,639
The cost of inventories recognised as an expense and included in ‘Cost of sales’ amounted to $66.7 million (2024: $74.5 million).
Accounting policy - inventories
Raw materials, spare parts, and work in progress are stated at the lower of cost and net realisable value. Cost comprises direct
materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on
the basis of normal operating capacity. Costs are assigned to individual items of inventory on the basis of weighted average costs.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and
the estimated costs necessary to make the sale. Inventories also comprise spare parts, which are used to maintain service to,
and repair the Group’s plant assets. Spare parts are stated at the lower of weighted average cost and net realisable value.
3.3 Trade and other payables
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Trade accounts payable12,585 16,468
Employee entitlements6,802 7,316
GST payable533 326
Other interest accruals211 257
Management incentive accrual–1,119
Total trade and other payables20,131 25,486
Trade accounts payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial period which are
unpaid. The carrying amount represents fair value due to their short-term nature.
Employee entitlements
Liabilities for wages and salaries, including non-monetary benefits, annual leave and leave in lieu, are recognised in respect of employees’
services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for
non-accumulating sick leave are recognised when the leave is taken and measured at the rates paid or payable.
Management incentive accrual
The Group recognises a liability and an expense for bonuses on a formula that takes into consideration the profit or loss attributable
to the Group’s shareholders. The Group recognises a provision where contractually obliged or where there is a past practice that has
created a constructive obligation.
3.4 Deferred Income
The Group recognises a contract liability when a deposit is received before the product or service is transferred to the customer.
Deposits are required from Retrofit and Retail customers in advance. Deposits are typically held for approximately 3-4 months.
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Customer contract liabilities1,247 1,709
Deferred income1,247 1,709
$1.7 million of the deferred income at the 31 March 2024 balance date has been recognised as revenue in the year ended 31 March 2025.
23

Notes to the Consolidated Financial Statements (continued)
3.5 Financial instruments
Financial Instruments
Management determines the classification of the Group’s financial assets and liabilities at initial recognition. The Group’s financial
liabilities for the periods covered by these consolidated financial statements consist of overdrafts, loans, trade and other payables,
interest rate swaps and forward exchange contracts. The Group’s financial assets for the periods covered by these consolidated
financial statements include cash, accounts receivable, and those that are classified at fair value through profit or loss (“FVTPL”,
rather than cost).
The Group measures all financial liabilities, with the exception of interest rate swaps and forward exchange contracts, at amortised
cost. Interest rate swaps and forward exchange contracts are measured at fair value with changes in fair value recognised in ‘Other
comprehensive income’.
Financial liabilities measured at amortised cost are non-derivative financial liabilities with fixed or determinable payments that are
not quoted in an active market. Trade and other payables, bank overdrafts and loans are classified as financial liabilities measured
at amortised cost.
Fair value measurement of financial assets and liabilities
The Group’s financial assets and liabilities by category are summarised as follows:
Cash and cash equivalents
These are short term in nature and their carrying value is equivalent to their fair value.
Trade and other receivables
These assets are short term in nature and are reviewed for impairment; their carrying value approximates their fair value.
Trade payables and borrowings
The fair value of trade and other payables approximates carrying value due to their short-term nature. The carrying value of the
Group’s bank borrowings also represents the fair value of the borrowings due to management’s assessment that the interest rates
approximate the market interest rate for a commercial loan of a comparable lending period.
The Group’s activities expose it to a variety of financial risks: market risk (including currency risk, fair value interest rate risk, cash flow
interest rate risk), credit risk and liquidity risk. The Group’s overall financial risk management is carried out by a central finance
function (the head office finance team) under policies approved by the board of directors, including the Treasury policy. The head
office finance team focuses on the unpredictability of financial markets and identifies, evaluates and seeks to hedge financial risks in
close co-operation with the Group’s operating units to minimise potential adverse effects on the financial performance of the Group.
The Board approves policies covering foreign exchange risk, interest rate risk and credit risk. The Group uses derivative financial
instruments such as foreign exchange contracts and interest rate swaps to hedge certain risk exposures. The Group uses different
methods including sensitivity analysis in the case of interest rate, foreign exchange and other price risks and ageing analysis for
credit risk to measure risk.
Leases
The Group has leases for property, vehicles, and equipment. Contracts are usually for fixed periods, but there may be options to
extend. Right-of-use assets and lease liabilities arising from a lease are initially measured on a present value basis of remaining lease
payments, discounted using a discount rate derived from the incremental borrowing rate. Right-of-use assets are depreciated using
the straight-line method from the commencement date to the end of the lease term.
Derivatives and hedging activity
The Group holds hedging instruments to hedge its foreign currency exposure and interest costs. The Group has designated forward
exchange contracts, interest rate swaps, and derivatives as cash flow hedges. In October 2021 the Group designated its AUD bank
borrowings, which are in a New Zealand entity, as a hedge of the net investment in the Australia business (net investment hedge).
Cash flow hedge instruments hedge the exposure to variability in cash flows that: (i) is attributable to a particular risk associated with
a recognised asset or liability or a highly probable forecast transaction and (ii) could affect profit or loss.
At 31 March 2025 and 31 March 2024, all derivatives measured at fair value (interest rate swaps and forward exchange contracts) were
valued using valuation techniques where all significant inputs were based on observable market data. Accordingly they are categorised
as level 2.
Specific valuation techniques used to value the Group’s derivatives are as follows:
• The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date,
with the resulting value discounted back to present value.
• The fair value of interest rate swap contracts is determined using forward interest rates at the balance sheet date, with the
resulting value discounted back to present value.
24
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
These fair values are based on valuations provided by the Westpac Banking Corporation and ASB Bank Limited as at 31 March 2025 and
31 March 2024.
Hedges of net investments in foreign operations are accounted for similarly to cash flow hedges. Any gain or loss on the hedging
instrument (the portion of the AUD bank borrowings designated as the hedging instrument) relating to the effective portion of the
hedge is recognised in other comprehensive income and accumulated in reserves in equity. The gain or loss relating to the ineffective
portion is recognised immediately in profit or loss with finance expenses. Gains and losses accumulated in equity are reclassified to
profit or loss when the foreign operation is partially disposed or sold.
The gains and losses from the AUD bank borrowing arise from the translation of these foreign currency borrowings to NZD at the
period end spot exchange rates.
The Group’s hedging reserves relate to the following hedging instruments:
CONSOLIDATED 2025
Spot component
of currency
forwards
$'000
Interest rate
swaps
$'000
Net investment
hedge
$'000
Total hedge
reserve
$'000
Opening balance 1 April 2024(122)–486364
Change in fair value of hedging instrument recognised in
‘Other comprehensive income’ (OCI)119 –135 254
Deferred tax(33)–(38)(71)
Balance at 31 March 2025(36)–583 547
CONSOLIDATED 2024
Spot component
of currency
forwards
$'000
Interest rate
swaps
$'000
Net investment
hedge
$'000
Total hedge
reserve
$'000
Opening balance 1 April 202314 (115)241 140
Change in fair value of hedging instrument recognised in
‘Other comprehensive income’ (OCI)(188)162 340 314
Deferred tax52 (47)(95)(90)
Balance at 31 March 2024(122)–486 364
The effects of the foreign-currency-related hedging instruments on the Group’s financial position and performance are as follows:
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Foreign currency forwards
Carrying amount of asset/(liability)51 169
Notional amount12,301 11,462
Maturity dateApr 25–Mar 26Apr 24–Mar 25
Hedge ratio
1
1:11:1
Change in discounted spot value of outstanding hedging instruments since 1 April119 (188)
Change in value of hedged item used to determine hedge effectiveness(119)188
Weighted average hedged EUR/NZD rate for the year (including forward points)0.5326 0.5547
Weighted average hedged USD/NZD rate for the year (including forward points)0.5763 0.6096
Weighted average hedged USD/AUD rate for the year (including forward points)0.6295 0.6760
1 The foreign currency forwards are denominated in the same currency as the highly probably future inventory purchases (USD and EUR); therefore, the hedge is 1:1.
25

Notes to the Consolidated Financial Statements (continued)
The effects of the interest rate swaps on the Group’s financial position and performance are as follows:
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Interest rate swaps
Carrying amount of asset/(liability)––
Notional amount––
Maturity date––
Hedge ratio––
Change in fair value of outstanding hedging instruments since 1 April–162
Change in value of hedged item used to determine hedge effectiveness–(162)
Average proportion of debt hedged during the year––
The effects of the net investment hedge on the Group’s financial position and performance are as follows:
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Net investment hedge
NZD Carrying amount of non-current interest-bearing liabilities(16,520)(16,384)
AUD Carrying amount of non-current interest-bearing liabilities(15,000)(15,000)
Hedge ratio1:11:1
Change in fair value of hedging instrument recognised in OCI for the year135 340
Change in value of hedged item used to determine hedge effectiveness(135)(340)
Financial instruments by category
CONSOLIDATED 2025
Assets at
amortised
cost
$'000
Derivatives
used for
hedging
$'000
Total
$'000
Assets as per statement of financial position
Cash and cash equivalents6,538 –6,538
Derivatives - foreign exchange contracts–61 61
Other assets–––
Trade receivables28,372 –28,372
Balance at 31 March 202534,910 61 34,971
CONSOLIDATED 2024
Assets at
amortised
cost
$'000
Derivatives
used for
hedging
$'000
Total
$'000
Assets as per statement of financial position
Cash and cash equivalents6,634 – 6,634
Derivatives - foreign exchange contracts– 175 175
Other assets1,416 – 1,416
Trade receivables33,335 – 33,335
Balance at 31 March 202441,385 175 41,560
26
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
CONSOLIDATED 2025
Liabilities at
amortised cost
$'000
Derivatives used
for hedging
$'000
Total
$'000
Liabilities as per statement of financial position
Trade and other payables excluding non-financial liabilities18,407 –18,407
Derivatives - foreign exchange contracts (current liabilities)–10 10
Interest-bearing liabilities67,032 –67,032
Lease liabilities76,565 –76,565
Balance at 31 March 2025162,004 10 162,014
CONSOLIDATED 2024
Liabilities at
amortised cost
$'000
Derivatives used
for hedging
$'000
Total
$'000
Liabilities as per statement of financial position
Trade and other payables excluding non-financial liabilities24,074 – 24,074
Derivatives - foreign exchange contracts (current liabilities)– 6 6
Interest-bearing liabilities59,663 – 59,663
Lease liabilities78,393 – 78,393
Balance at 31 March 2024162,130 6 162,136
Accounting policy - hedging
On initial designation of a derivative as a cash flow hedging instrument or a foreign currency borrowing as a net investment hedging
instrument, the Group formally documents the relationship between the hedging instrument and hedged item, including the risk
management objectives and strategy in undertaking the hedge transaction. Documentation includes the nature of the risk being
hedged, together with the methods that will be used to assess the hedging instrument’s effectiveness. The Group also documents
its assessment, both at the inception of the hedge relationship as well as on an ongoing basis, of whether the hedging instruments
are expected to be highly effective in offsetting the changes in cash flows or net investment of the respective hedged items.
The effective portion of the changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised
in ‘Other comprehensive income’ and presented in the hedging reserve in equity. The gain or loss relating to the ineffective portion is
recognised immediately in the profit or loss section of the statement of comprehensive income.
Foreign exchange risk
Foreign exchange risk arises when future commercial transactions and purchases of recognised assets are denominated in a currency
that is not NZD which is the company’s functional currency. Approximately 95% of annual flat-sheet glass raw materials are purchased
in foreign currencies, being United States Dollar (USD), Euro (EUR) and Australian Dollar (AUD). In accordance with the Company
Treasury policy, foreign exchange risk is managed prospectively over a period to a maximum period of 12 months with allowable limits of
coverage up to 100% over the 6-month term, reducing to 50% up to the 12-month term. Where deemed acceptable by the Directors,
coverage can be extended over a longer period.
27

Notes to the Consolidated Financial Statements (continued)
Exposure to foreign exchange risk
CONSOLIDATED 2025
AUD
$'000
USD
$'000
EUR
$'000
31 March 2025
Cash and cash equivalents(314)596 1,179
Trade receivables11,675 ––
Trade accounts payable(3,266)(1,479)(540)
Balance at 31 March 20258,095 (883)639
CONSOLIDATED 2024
AUD
$'000
USD
$'000
EUR
$'000
31 March 2024
Cash and cash equivalents478 803 1,124
Trade receivables13,289 – –
Trade accounts payable(5,867)(2,950)(345)
Balance at 31 March 20247,900 (2,147)779
Cash flow hedge reserve movement shown in the statement of comprehensive income reflects the tax-affected change in fair value of
forward foreign exchange currency contracts during the reporting period.
Sensitivity analysis
The following table details the Group’s sensitivity to a 10% strengthening/weakening of the New Zealand Dollar (NZD) against the
following currencies at the reporting date. The table shows the (decrease)/increase in profit or loss and equity as a result of the
10% movements. The analysis assumes that all other variables, in particular interest rates, remain constant. The same basis has
been applied for all periods presented.
CONSOLIDATEDCONSOLIDATED
2025
$’000
2024
$’000
Profit or loss
10% strengthening of the NZD against:
AUD(736)(718)
USD80 195
EUR(58)(71)
10% weakening of the NZD against:
AUD900 878
USD(98)(239)
EUR71 87
Equity
10% strengthening of the NZD against:
USD(1,075)(1,030)
EUR63 36
10% weakening of the NZD against:
USD1,314 1,258
EUR63 36
28
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
Profit or loss movements are mainly attributable to the exposure outstanding on AUD trade receivables at the end of the reporting
period. Equity movements are the result of changes in fair value of derivative instruments designated as hedging instruments in
cash flow hedges.
Commodity cost risk
The primary raw material used by the Group is flat glass which is imported from suppliers around the world. While there are numerous
manufacturers of flat sheet glass, the Group is exposed to commodity price risk and therefore manages access to supply through
close relationships with suppliers. Cost is an important variable in the determination of supply, and the Group is clearly exposed to
changes in the cost of glass.
3.6 Provisions (current and non-current)
CONSOLIDATED 2025
Warranty
provision
$’000
Employee
expenses
$’000
Lease make-
good
$’000
Plant closure
provision
$’000
Total
$’000
Carrying amount at the beginning of the year1706063,89704,673
Increase/(Decrease) in balance310–(1,534)213(1,011)
Settled or utilised–(151)(167)0(318)
Carrying amount at the end of the year4804552,1962133,344
CONSOLIDATED 2024
Warranty
provision
$’000
Employee
expenses
$’000
Lease make-
good
$’000
Plant closure
provision
$’000
Total
$’000
Carrying amount at beginning of year1684653,88004,513
Increase in balance2144170163
Settled or utilised0(3)00(3)
Carrying amount at end of year1706063,89704,673
CONSOLIDATEDCONSOLIDATED
2025
$’000
2024
$’000
Current portion1,048830
Non-current portion2,2963,843
Carrying amount at the end of the year3,3444,673
Accounting policy - provisions
Provisions are recognised when the Group has a present obligation as a result of a past event, where it is probable that a cost will be
incurred to settle the obligation and a reliable estimate of that obligation is able to be made.
Warranty provisions represent an estimate of potential liability for defective products that are shipped out and the defect is identified
within the short term, and products that fail over a long time, but within their product life cycle.
The employee expenses provision recognises the remediation payments to settle historical Holidays Act compliance matters.
Make good provisions represent the estimated cost to return a leased property to its original condition at the end of the lease.
Plant closure provision relates to the estimate of potential write offs in engineering spares with the closure of the Wellington plant.
29

Notes to the Consolidated Financial Statements (continued)
3.7 Other current assets and other non-current assets
CONSOLIDATEDCONSOLIDATED
2025
$’000
2024
$’000
Prepaid expenses3,066 2,429
Related party receivable (5R Solutions Ltd)–426
Other receivables346462
Total other current assets3,4123,317
Related party receivable (5R Solutions Ltd)–990
Deposit for leased asset42 –
Total other non-current assets42 990
4 LONG-TERM ASSETS
4.1 Property, Plant and equipment
CONSOLIDATED 2025
Plant and
equipment
$'000
Furniture,
fittings and
equipment
$'000
Motor vehicles
$'000
Total
$'000
Opening balance
Cost101,856 6,400 13,380 121,636
Accumulated depreciation(61,400)(5,320)(8,779)(75,499)
Net book value at 1 April 202440,456 1,080 4,601 46,137
Additions2,672 335 119 3,126
Disposals(197)(6)(15)(218)
Depreciation expense(7,160)(495)(1,060)(8,715)
Reclassification26 (26) ––
Provision for Plant closure(541)––(541)
Foreign exchange impact96 2 4 102
Closing net book value at 31 March 202535,352 890 3,649 39,891
Represented by:
Cost98,721 5,518 11,724 115,963
Accumulated depreciation(63,369)(4,628)(8,075)(76,072)
Net book value at 31 March 202535,352 890 3,649 39,891
30
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
CONSOLIDATED 2024
Plant and
equipment
$'000
Furniture,
fittings and
equipment
$'000
Motor vehicles
$'000
Total
$'000
Opening balance
Cost98,720 5,904 13,095 117,719
Accumulated depreciation(54,473)(4,857)(7,715)(67,045)
Net book value at 1 April 202344,247 1,047 5,380 50,674
Additions3,124 548 386 4,058
Disposals(111)(3)(88)(202)
Depreciation expense(7,015)(515)(1,091)(8,621)
Foreign exchange impact211 3 14 228
Closing net book value at 31 March 202440,456 1,080 4,601 46,137
Represented by:
Cost101,856 6,400 13,380 121,636
Accumulated depreciation(61,400)(5,320)(8,779)(75,499)
Net book value at 31 March 202440,456 1,080 4,601 46,137
Critical estimates and judgements
Economic lives of intangible assets and property, plant and equipment
Property, plant and equipment are long-lived assets that are amortised/depreciated over their estimated useful lives. The estimated
useful lives are reviewed annually and may change if necessary. The actual useful life of an asset may be shorter or longer than what
had been estimated, which will affect amortisation, depreciation and the carrying values of these assets.
Accounting policy
All property, plant and equipment is stated at historical cost less depreciation and impairment. Historical cost includes expenditure
that is directly attributable to the acquisition of the items.
Depreciation of property, plant and equipment is calculated using the straight-line value method to allocate the cost of assets over
their expected useful lives. The rates are as follows:
Depreciation
rate
Depreciation
basis
Plant and equipment7-50%Straight line
Motor vehicles12-40%Straight line
Furniture, fixtures and fittings7-50%Straight line
31

Notes to the Consolidated Financial Statements (continued)
4.2 Right-of-use assets
CONSOLIDATED 2025
Property
$'000
Motor vehicles
$'000
Equipment
$'000
Total
$'000
Opening balance
Cost107,399 13,163 518 121,080
Accumulated depreciation(50,948)(5,393)(280)(56,621)
Net book value at 1 April 202456,451 7,770 238 64,459
Additions1,8892,367–4,256
Modifications and remeasurement 2,778(25)–2,753
Net disposals(2,790)(34)–(2,824)
Net other18727 1 215
Depreciation expense(6,399)(2,270)(80)(8,749)
Foreign exchange impact111 16 0 127
Closing net book value at 31 March 202552,227 7,851 159 60,237
Represented by:
Cost104,479 14,788 520 119,787
Accumulated depreciation(52,252)(6,937)(361)(59,550)
Net book value at 31 March 202552,227 7,851 159 60,237
CONSOLIDATED 2024
Property
$'000
Motor vehicles
$'000
Equipment
$'000
Total
$'000
Opening balance
Cost100,827 11,419 358 112,604
Accumulated depreciation(43,742)(3,355)(172)(47,269)
Net book value at 1 April 202357,085 8,064 186 65,335
Additions1,075 1,710 193 2,978
Modifications5,643 32 –5,675
Disposals(825)(58)–(883)
Other282 16 (33)265
Depreciation expense(6,989)(2,018)(108)(9,115)
Foreign exchange impact180 24 –204
Closing net book value at 31 March 202456,451 7,770 238 64,459
Represented by:
Cost107,399 13,163 518 121,080
Accumulated depreciation(50,948)(5,393)(280)(56,621)
Net book value at 31 March 202456,451 7,770 238 64,459
In determining the lease term the Group includes any periods covered by options to extend where the Group is reasonably certain to
exercise that option.
Accounting policy
The Group leases mainly relate to buildings which are typically made for fixed periods of 1 to 16 years but may have extension options.
Lease terms are negotiated on an individual basis and contain a wide range of terms and conditions. The lease agreements do not
impose any covenants, but 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, less any lease incentives receivable; and
• variable lease payments that are based on an index or a rate.
32
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
Right-of-use assets are measured at cost comprising the amount of the initial measurement of lease liability and any restoration
costs. The right-of-use asset is 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 and 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. Low-value assets comprise IT equipment and small
items of office furniture with purchase cost below $1,000.
4.3 Intangible Assets
CONSOLIDATED 2025
Goodwill on
acquisitions
$’000
Computer
software
$’000
Total
$’000
Opening balance
Cost149,776 9,669 159,445
Accumulated amortisation and impairment(126,118)(9,563)(135,681)
Net book value at 1 April 202423,658 106 23,764
Additions–37 37
Amortisation expense–(70)(70)
Foreign exchange impact195–195
Closing net book value at 31 March 202523,85373 23,926
Represented by:
Cost149,971 9,705 159,676
Accumulated amortisation and impairment(126,118)(9,632)(135,750)
Net book value at 31 March 202523,8537323,926
CONSOLIDATED 2024
Goodwill on
acquisitions
$’000
Computer
software
$’000
Total
$’000
Opening balance
Cost149,103 9,606 158,709
Accumulated amortisation and impairment(105,057)(9,316)(114,373)
Net book value at 1 April 202344,046 290 44,336
Additions–––
Amortisation expense–(184)(184)
Impairment(20,879)–(20,879)
Foreign exchange impact491 –491
Closing net book value at 31 March 202423,658 106 23,764
Represented by:
Cost149,776 9,669 159,445
Accumulated amortisation and impairment(126,118)(9,563)(135,681)
Net book value at 31 March 202423,658 106 23,764
Critical estimates and judgements: Goodwill
The Group tests intangible assets for impairment to ensure they are not carried at above their recoverable amounts:
• at least annually for goodwill with indefinite lives; and
• where there is an indication that the assets may be impaired (which is assessed at least at each reporting date).
Impairment tests are performed by assessing the recoverable amount of each individual asset or CGU. The recoverable amount
is determined as the higher amount calculated under a value-in-use (VIU) or a fair value less costs of disposal (FVLCD) calculation.
Both methods utilise pre-tax cash flow projections based on financial projections approved by the Directors.
33

Notes to the Consolidated Financial Statements (continued)
Impairment tests for goodwill
The Group’s segments and cash generating units (CGU’s) have been classified as New Zealand and Australia aligning with the way the
business is reviewed. There is no goodwill remaining in the New Zealand CGU, as this was fully impaired in the year ended 31 March 2024.
The Australian goodwill arose in August 2016 with the acquisition of AGG. Goodwill balances are as follows:
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
New Zealand– –
Australia23,853 23,658
Total goodwill balances23,853 23,658
Market capitalisation comparison
The Group compares the carrying amount of net assets with the market capitalisation value at each balance date. The share price at
31 March 2025 was $0.057 equating to a market capitalisation of $10.6 million. This market value excludes any control premium and
may not reflect the value of all of the Group’s net assets. The carrying amount of the Group’s net assets at 31 March 2025 was $35.6
million ($0.19 per share), which indicates a prima facie impairment. Management and the Directors have considered the reasons for this
difference and concluded all relevant factors had been allowed for in their impairment testing.
Impairment testing was completed using the VIU method for both CGUs. The New Zealand CGU has no goodwill or indefinite life assets and
the results of testing of this CGU, including sensitivity testing does not result in an impairment to carrying values of New Zealand assets.
Sensitivity analysis was performed and there are no reasonably possible changes to key assumptions which could cause impairment.
Key assumptions in the 31 March 2025 impairment assessment (VIU) calculations (and the equivalent assumptions in the 31 March 2024
calculations) for the Australian CGU (which is the only CGU with goodwill) are as follows:
CONSOLIDATEDCONSOLIDATED
20252024
AustraliaAustralia
Compound annual revenue growth – 3 yearsn /a9.7%
Compound annual revenue growth – 5 years5.9%n /a
Long-term growth rate2.0%1.3%
Discount rate (pre tax, post IFRS 16)14.7%13.4%
Discount rate (post tax, post IFRS 16)10.3%9.4%
Cash flow projections
The impairment testing used pre-tax cash flow projections based on financial projections approved by the Directors covering a
five-year period (31 March 2024 a three-year period). In forming these projections, the Directors considered the views of several
economic forecasters, observable market data points (including building consents), feedback from customers, analysis of existing
forward books of work, anticipated customer wins and/or losses and other competitive dynamics.
The directors have referenced longer term independent forecast estimates in a consistent way compared to previous years.
Long-term growth rate
Cash flows beyond the five-year period are extrapolated using an estimated long-term growth rate. The long-term growth rate
assumptions have typically been supported by long-term population growth rates and the increased use and prevalence of glass
products in the Group’s markets. The long-term growth rate for the Australian CGU at 2.0% (31 March 2024: 1.3%) reflects the long-
term inflation expectation being a conservative view of the RBA target range of between 2% and 3% and considering historical inflation
rates.
Discount rate
The discount rate (post tax) represents the current market assessment of the risks specific to the CGU, taking into account the time
value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount
rate calculation is based on the specific circumstances of the CGU and its operating segments and is derived from its weighted
average costs of capital (WACC).
The discount rates used are supported by independent third-party expert advice. The discount rates at 31 March 2025 were higher
than the prior year on account of market volatility in interest rates (risk-free rates) and the consideration of market-specific risks.
The impairment assessments confirmed that, for the Australian CGU, the recoverable amount exceeds its carrying value as at 31 March
2025. There are no reasonably possible changes in key assumptions used in the determination of the recoverable value of Australian
CGU that would result in an impairment to the Group.
34
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
Accounting policy
Goodwill
Goodwill represents the excess of the consideration paid for an acquisition over the fair value of the Group’s share of the net
identifiable assets of the acquired subsidiary at the date of acquisition. Any goodwill arising on acquisitions of subsidiaries is included
in intangible assets. Goodwill acquired in business combinations is not amortised. Instead, goodwill is tested for impairment annually,
or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated
impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
The carrying value of goodwill is compared to the recoverable amount, which is the higher of value in use and the fair value less costs
of disposal. Any impairment is recognised immediately as an expense and is not subsequently reversed.
For the purposes of impairment testing, goodwill acquired in a business combination is allocated to each group of the CGUs that is
expected to benefit from the synergies of the combination. Each unit to which the goodwill is allocated represents the lowest level
within the entity at which the goodwill is monitored for internal management purposes.
Computer software
Acquired computer software licences that are not defined as a ‘software as a service’ arrangement are capitalised on the basis of the
costs incurred to acquire and bring to use the specific software. Costs that are directly associated with the production of identifiable
and unique software products controlled by the Group are recognised as intangible assets when management intends to use the
software and anticipate it will generate probable future economic benefits.
Directly attributable costs that are capitalised as part of the software product include the software development employee costs
and an appropriate portion of relevant overheads.
Amortisation of computer software is calculated on a straight-line basis over a useful life of four years.
4.4 Investment in Associate
CONSOLIDATEDCONSOLIDATED
2025
$’000
2024
$’000
5R Solutions Limited–2,027
Total Investments in Associate–2,027
CONSOLIDATEDCONSOLIDATED
2025
$’000
2024
$’000
Carrying amount at the beginning of the year2,027 2,512
Divestment of investment in associate(2,151)–
Share of profits of associate124 415
Dividends declared–(900)
Carrying amount at the end of the year–2,027
Accounting Policy - Associates
Associates are those entities in which the Group has significant influence, but not control, over financial and operating policies.
Associates are accounted for under the equity method of accounting.
In the year ended 31 March 2022 the Group’s interest in 5R Solutions Limited was recognised at fair value through the profit or loss.
On 1 April 2022 an option was exercised with the Group becoming a 50% owner of 5R Solutions Limited. Prior to the disposal of the
Group’s interest (refer below) the Group had 33.3% voting rights for 5R Solutions Limited. There were dividends declared of $0.9 million
from 5R Solutions Limited to the Group in the year ended 31 March 2024.
Cash flows for repayments of balances due from associates are included in operating activities within the consolidated statement
of cash flows, while the share of profits from associates are equity accounted and disclosed in the consolidated statement of
comprehensive income.
During the financial year ended 31 March 2025, the Group disposed of its entire interest in 5R Solutions Limited, a company in which it
previously held a 50% ownership interest and accounted for using the equity method. The disposal was completed on 31 March 2025 for
a total consideration of $2.5 million, resulting in a loss on disposal of $1.1 million, which has been recognised in the statement of profit
or loss under significant items. Following the disposal, the Group no longer has significant influence over 5R Solutions Limited, and the
investment has been de-recognised from the Group’s consolidated financial statements. There were no outstanding balances with the
associate at the reporting date.
35

Notes to the Consolidated Financial Statements (continued)
5 DEBT & EQUITY
5.1 Interest-bearing liabilities
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Bank borrowings65,520 57,802
Other asset financing1,512 1,861
Total interest-bearing liabilities67,032 59,663
Refer to the going concern section in the basis of preparation for further information of the Group’s intentions with bank borrowings.
Bank borrowings are secured by a first-ranking composite general security deed. The Group’s bank borrowing facilities as amended
on 14 February 2025 currently comprise a syndicated revolving loan facility of $70 million expiring in July 2025, as well as overdraft
and bank guarantees totalling $8.5 million. The Group received covenant amendments during the year. The Group did not breach any
covenants during the year.
Other asset financing comprises outstanding balances of third party financing for the purchase of motor vehicles and software
as a service application. In the year ended 31 March 2020, the Group concluded two sale and leaseback agreements relating to
the New Zealand vehicle fleet, but retained control of the heavy truck bodies, therefore these transactions were treated as
financing arrangements.
Assets pledged as security
The bank loans are secured under both a General Security Deed and Specific Security Deed which results in registered charges over
assets of the Group. In addition, there are positive and negative pledge undertakings through shares held of various subsidiaries.
Accounting policy
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised
cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is expensed in the statement of
comprehensive income over the period of the borrowings using the effective interest method.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at
least 12 months after the statement of financial position date.
Other asset financing is treated as a financing arrangement, with assets remaining in the Group’s asset register and remaining useful
life adjusted to mirror the lease term. A finance liability is recognised equal to the sale proceeds. Interest expense is recognised over
the term of the lease where applicable.
Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of funding through
an adequate amount of committed credit facilities and the ability to close-out market positions.
As at 31 March 2025 the Group had cash of $6.5 million (2024: $6.6 million).Information in respect of negotiated credit facilities
is shown below.
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Committed credit facilities pursuant to syndicated facility78,538 83,515
Drawdown at balance date(70,169)(62,215)
Available credit facilities8,369 21,300
36
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
The table below analyses both of the Group’s non-derivative financial liabilities and derivative financial liabilities into relevant maturity
groupings based on the remaining period at the balance sheet date to the contractual maturity date. Derivative financial liabilities are
included in the analysis if their contractual maturities are essential for an understanding of cash flows. Where relevant, cashflows
include both interest and principal payments. The numbers below are undiscounted cashflows.
CONSOLIDATED 2025
Less than
1 year
$'000
Between
1 and 2 years
$'000
Between
2 and 5 years
$'000
> 5 years
$'000
Total
$'000
Carrying
amount
$’000
Interest-bearing liabilities and interest owing68,515 262 679 303 69,75967,032
Foreign exchange contracts10 –––10 10
Lease liabilities12,391 11,961 30,861 49,465104,67876,565
Trade accounts payable12,585 –––12,585 12,585
Total at 31 March 202593,501 12,223 31,54049,768187,032156,192
CONSOLIDATED 2024
Less than
1 year
$'000
Between
1 and 2 years
$'000
Between
2 and 5 years
$'000
> 5 years
$'000
Total
$'000
Carrying
amount
$’000
Interest–bearing liabilities and interest owing61,130 296 830 441 62,697 59,663
Foreign exchange contracts6 –––6 6
Lease liabilities11,946 10,801 29,629 58,043 110,419 78,393
Trade accounts payable16,468 –––16,468 16,468
Total at 31 March 202489,550 11,097 30,459 58,484 189,590 154,530
Interest rate risk
The Group’s interest rate risk arises from borrowings. Borrowings issued at variable rates expose the Group to cash flow interest
rate risk. During the period, the Group’s borrowings at variable rates were denominated in both New Zealand and Australian dollars.
If interest rates in New Zealand and Australia increased by 10% the impact would be an additional cost of $0.42 million and a
subsequent decrease of $0.42 million if rates decreased by 10%. (In 2024 an interest rate increase of 10% would have resulted
in additional costs of $0.45 million and a subsequent decrease of $0.45 million if rates decreased by 10%.)
The Group adopts a policy of ensuring that its exposure to changes in interest rates on borrowings is on a fixed-rate basis by entering
into interest rate swaps.
5.2 Lease liabilities
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Opening lease liabilities recognised at 1 April 78,39377,884
Additions4,2222,978
Modifications and remeasurement4,3325,458
Termination(3,387)(887)
Interest for the period4,9724,708
Other368315
Lease payments made(12,478)(12,313)
Foreign exchange impact143250
Lease liabilities at 31 March76,56578,393
Current lease liabilities7,8427,307
Non–current lease liabilities68,72371,086
Total lease liabilities76,56578,393
37

Notes to the Consolidated Financial Statements (continued)
Lease liabilities maturity analysis
Minimum lease
payments
$'000
Interest
$'000
Present value
$'000
Within one year12,391 (4,549)7,842
One to five years42,822 (13,318)29,504
Beyond five years49,465 (10,246)39,219
Lease liabilities at 31 March 2025104,678(28,113)76,565
Minimum lease
payments
$'000
Interest
$'000
Present value
$'000
Within one year11,946 (4,639)7,307
One to five years40,431 (14,458)25,973
Beyond five years58,042 (12,929)45,113
Lease liabilities at 31 March 2024110,419 (32,026)78,393
Estimates and judgements: Incremental borrowing rates
Lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the Group’s incremental
borrowing rate is used, being the rate that the Group would have to pay to borrow the funds necessary to obtain an asset of similar
value in a similar economic environment with similar terms and conditions.
5.3 Contributed equity
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Opening balance307,198 307,198
Closing balance307,198 307,198
At 31 March 2025 the Company had issued 185,378,086 fully paid ordinary shares (2024: 185,378,086 fully paid ordinary shares).
No shares were issued or cancelled during the year (2024: nil). Ordinary shares entitle the holder to participate in dividends, and to
share in the proceeds of winding up the Company in proportion to the number of shares held. Every holder of ordinary shares present
at a meeting in person or by proxy, is entitled to one vote, and on a poll each share in entitled to one vote. The Company does not have a
limited amount of authorised capital.
Accounting policy
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or acquiring its own shares are shown in equity as a deduction,
net of tax, from the proceeds.
Dividends
Provision is made for the amount of any dividend declared on or before the end of the financial year but not distributed at balance date.
Dividend distribution to Group shareholders is recognised as a liability in the Group’s financial statements in the period in which the
dividends are declared by the Board.
Metro Performance Glass paid no dividends in 2024 and 2025.
38
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
Capital management
The Group’s syndicated revolving loan facility agreement restricts the Group from making a distribution to shareholders unless the
leverage ratio before and after the distribution is below 2.0.
The Group and the parent entity’s objectives when managing capital are to safeguard their ability to continue as a going concern,
so that they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital
structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital
to shareholders, issue new shares or sell assets to reduce debt.
The Group’s financial covenants includes interest cover and leverage ratios and cumulative EBITDA. The Group was in compliance with
its amended financial covenants during the year and at balance date.
6 OTHER
6.1 Income taxation
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Loss before income taxation(16,676)(29,389)
Income taxation benefit at the Group’s effective tax rate4,680 8,163
Tax effect of (non-deductible) and non-assessable items (870)(6,196)
Prior year adjustment(604)(90)
Income tax benefit3,206 1,877
Represented by:
Current taxation––
Deferred taxation3,206 1,877
3,206 1,877
Imputation credit account
The amount of imputation credits at balance date available for future distributions is $28.8 million at 31 March 2025, ($28.8 million at
31 March 2024).
39

Notes to the Consolidated Financial Statements (continued)
6.2 Deferred taxation
Consolidated deferred tax assets and liabilities are attributable to the following:
CONSOLIDATED 2025
Assets
$'000
Liabilities
$'000
Net
$'000
Property, plant and equipment455 (736)(281)
Right-of-use assets–(17,217)(17,217)
Inventory and receivables66 –66
Cash flow hedge224 (13)211
Intangibles22 –22
Lease liabilities22,498 –22,498
Provisions and accruals2,475–2,475
Tax losses7,966 –7,966
33,706 (17,966)15,740
CONSOLIDATED 2024
Assets
$'000
Liabilities
$'000
Net
$'000
Property, plant and equipment156 (1,012)(856)
Right-of-use assets–(18,922)(18,922)
Inventory and receivables61 –61
Cash flow hedge148 (7)141
Intangibles49 –49
Lease liabilities23,760 –23,760
Provisions and accruals2,690 –2,690
Tax losses5,520 –5,520
32,384 (19,941)12,443
40
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
Movement in temporary differences during the year:
CONSOLIDATED 2025
Opening balance
1 Apr 2024
$'000
Opening
Retained
Earnings
$'000
Recognised in
profit or loss
$'000
Recognised in
OCI
$'000
Balance
31 Mar 2025
$'000
Property, plant and equipment(856)– 583 (8)(281)
Right-of-use assets(18,922)–1,745 (40)(17,217)
Inventory and receivables61 –5 -66
Cash flow hedge141 –(7)77 211
Intangibles49 –(27)-22
Lease liabilities23,760 –(1,298)3622,498
Provisions and accruals2,690 –(225)10 2,475
Tax losses5,520 –2,430 16 7,966
12,443 –3,20691 15,740
CONSOLIDATED 2024
Opening balance
1 Apr 2023
$'000
Opening
Retained
Earnings
$'000
Recognised in
profit or loss
$'000
Recognised in
OCI
$'000
Balance
31 Mar 2024
$'000
Property, plant and equipment(1,350)–521 (27)(856)
Right-of-use assets(18,154)–(698)(70)(18,922)
Inventory and receivables108 –(47)–61
Cash flow hedge51 –28 62 141
Intangibles73 –(24)–49
Lease liabilities21,674 –2,013 73 23,760
Provisions and accruals3,478 –(833)45 2,690
Tax losses4,518 17 917 68 5,520
10,398 17 1,877 151 12,443
Accounting policy
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that
it relates to items recognised in ‘Other comprehensive income’ or directly in equity. In this case, the tax is also recognised in
‘Other comprehensive income’ or directly in equity, respectively.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance date.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. However, deferred income tax is not accounted for if it arises from
initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects
neither accounting nor taxable profit or loss. No deferred tax liability was recognised on initial recognition of goodwill. Deferred income
tax is determined using tax rates (and laws) that have been enacted, or substantively enacted, by the statement of financial position
date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred income tax assets are recognised for unused tax losses and deductible temporary differences to the extent that it is
probable that future taxable profit will be available against which they can be utilised. Deferred tax assets are reviewed at each
reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against
current tax liabilities and when the deferred income tax assets and liabilities relate to income tax levied by the same taxation authority
on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.
41

Notes to the Consolidated Financial Statements (continued)
6.3 Group Reserves
Group reorganisation reserve
Upon acquisition of Metroglass Holdings Limited in July 2014, the assets and liabilities acquired were measured at their pre-combination
carrying amounts without fair value uplift. The difference between the consideration transferred and the carrying value of the assets
and liabilities acquired of $170.7 million (2024: $170.7 million) was recorded in the group reorganisation reserve.
Accounting policy
Where an acquisition occurs through group reorganisation, the identifiable assets and liabilities acquired are measured at their
pre-combination carrying amounts without fair value uplift. No new goodwill is recorded. Any difference between the consideration
transferred and the carrying value of the assets and liabilities acquired is recorded in equity.
Share-based payments reserve
The Group currently has a long-term incentive plan for selected employees. The plan’s participants are members of the Senior
Leadership Team and other selected senior managers. The reserve is used to record the accumulated value of the plan which has
been recognised in the statement of comprehensive income.
The plan is designed to secure those employees’ retention in Metro Performance Glass and to reward performance that underpins
the achievement of Metro Performance Glass’ business strategy and long-term shareholder wealth creation. Participants are offered
an annual award of a specified number of both performance rights and share options in Metro Performance Glass (in accordance with
the plan rules).
The performance rights enable participants to acquire shares in Metro Performance Glass with no consideration payable, subject
to Metro Performance Glass achieving set performance hurdles and meeting certain vesting conditions.
The share options enable participants to acquire shares in Metro Performance Glass at a market-based exercise price, subject
to Metro Glass achieving set performance hurdles and meeting certain vesting conditions.
In the event that the respective performance hurdles are not met on the vesting date, retesting will be permitted after a further
six and twelve months from the measurement date.
The following share options and performance share rights (PSR) have been issued and had not lapsed or been exercised at
31 March 2025.
Plan name Date issued
Number of
options
Number of
PSR
Options
exercise priceVesting date
2021 LTI plan19-Jun-20781,652416,881$0.2003-Jul-23
2022 LTI plan21-May-21534,445276,437$0.4204-Jun-24
2023 LTI plan27-May-221,204,928602,464$0.2510-Jun-25
2024 LTI plan29-May-232,504,5781,669,719$0.1512-Jun-26
Accounting policy
The long-term incentive plan is an equity-settled share-based payment which provides eligible employees with the opportunity to
acquire shares in the Group, accounted for under NZ IFRS 2. The fair value of shares granted is recognised as an employee benefit
expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the vesting period.
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Share-based payments reserve
Opening balance1,062 1,358
Transfer to equity on vesting of employee share purchase scheme(369)(637)
Movement in share-based payments reserve(165)341
Closing balance528 1,062
42
2025 Annual Report

Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements (continued)
6.4 Related Party Transactions
5R Solutions Limited
5R Solutions Limited (an associate, note 4.4) provides glass waste removal and recycling services to the Group. This arrangement has
not changed following 5R Solutions Limited becoming an associate of the Group during the year ended 31 March 2023. 5R Solutions
Limited charged the Group $1.0 million for services in the year ended 31 March 2025 (2024: $0.9 million).
The payables balance in relation to services from 5R Solutions Limited was $0.07 million at 31 March 2025 (2024: $0.04 million).
During the financial year ended 31 March 2025, the Group disposed of its entire interest in 5R Solutions Limited, a company in which it
previously held a 50% ownership interest and accounted for using the equity method. Following the disposal, the Group no longer has
significant influence over 5R Solutions Limited, and the investment has been de-recognised from the Group’s consolidated financial
statements.
Subsidiaries
The Group’s principal subsidiaries at 31 March 2025 and 31 March 2024 are set out below. Unless otherwise stated, they have share
capital consisting solely of ordinary shares that are held directly by the Group, and the proportion of ownership interest held equals
the voting rights held by the Group. The country of incorporation or registration is also their principal place of business.
Name of entity
Country of
incorporation2025 Interest2024 Interest
Metropolitan Glass & Glazing LimitedNew Zealand100%100%
Metroglass Finance LimitedNew Zealand100%100%
Australian Glass Group Holding Pty LtdAustralia100%100%
Australian Glass Group Finance Pty LtdAustralia100%100%
Directors
The names of persons who were directors of the Company at any time during the financial period are as follows: Julia Mayne,
Shawn Beck, Simon Bennett, and Pramod Khatri.
Key management and Board of Directors’ compensation
Key management are members of the Executive Team, being direct reports of the Executive Director. The compensation paid and
provided to key management for employee service is shown below:
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Salaries and other short-term employee benefits2,6621,897
Management incentive
1
–472
Share-based payments93281
2,7552,650
1 Relates to amounts paid and provided pursuant to prior year financial and operating performance.
Board of Directors’ compensation
CONSOLIDATEDCONSOLIDATED
2025
$'000
2024
$'000
Directors’ fees401 544
401 544
43

Notes to the Consolidated Financial Statements (continued)
6.5 Contingencies
At 31 March 2025 the Group had no contingent liabilities or assets (2024: nil).
6.6 Commitments
At 31 March 2025 the Group had no commitments (2024: nil).
6.7 Prior period adjustments
There are no prior period adjustments.
6.8 Subsequent Events
There are no significant subsequent events.
44
2025 Annual Report

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, www.pwc.co.nz
Independent auditor’s report
To the shareholders of Metro Performance Glass Limited

Our opinion
In our opinion, the accompanying consolidated financial statements (the financial statements) of Metro
Performance Glass Limited (the Company), including its subsidiaries (the Group), present fairly, in all
material respects, the financial position of the Group as at 31 March 2025, its financial performance,
and its cash flows for the year then ended in accordance with New Zealand Equivalents to
International Financial Reporting Standards (NZ IFRS) and International Financial Reporting
Standards Accounting Standards (IFRS Accounting Standards).
What we have audited
The Group's financial statements comprise:
• the consolidated statement of financial position as at 31 March 2025;
• 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 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. Certain
partners and employees of our firm may deal with the Group on normal terms within the ordinary
course of trading activities of the business.
Material uncertainty related to going concern
We draw attention to Note 1 in the consolidated financial statements which indicates that the Group
has a net current liability balance of $31.7 million at 31 March 2025 (31 March 2024: net current
liability of $24.0 million) . This includes an outstanding bank borrowings balance of $65.5 million at 31
March 2025 (31 March 2024: $57.8 million) with a maturity date of 31 July 2025. The Group has
announced it intends to shortly undertake a capital raise with the intention of reducing the bank debt,
and that it intends to renegotiate the loan facilities with the banking syndicate on mutually acceptable
terms with financial covenants that the Group can achieve. As stated in Note 1, these events and
conditions, along with other matters as set forth in this note, indicate that a material uncertainty exists
that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is
not modified in respect of this matter.


PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, www.pwc.co.nz
Independent auditor’s report
To the shareholders of Metro Performance Glass Limited

Our opinion
In our opinion, the accompanying consolidated financial statements (the financial statements) of Metro
Performance Glass Limited (the Company), including its subsidiaries (the Group), present fairly, in all
material respects, the financial position of the Group as at 31 March 2025, its financial performance,
and its cash flows for the year then ended in accordance with New Zealand Equivalents to
International Financial Reporting Standards (NZ IFRS) and International Financial Reporting
Standards Accounting Standards (IFRS Accounting Standards).
What we have audited
The Group's financial statements comprise:
• the consolidated statement of financial position as at 31 March 2025;
• 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 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. Certain
partners and employees of our firm may deal with the Group on normal terms within the ordinary
course of trading activities of the business.
Material uncertainty related to going concern
We draw attention to Note 1 in the consolidated financial statements which indicates that the Group
has a net current liability balance of $31.7 million at 31 March 2025 (31 March 2024: net current
liability of $24.0 million) . This includes an outstanding bank borrowings balance of $65.5 million at 31
March 2025 (31 March 2024: $57.8 million) with a maturity date of 31 July 2025. The Group has
announced it intends to shortly undertake a capital raise with the intention of reducing the bank debt,
and that it intends to renegotiate the loan facilities with the banking syndicate on mutually acceptable
terms with financial covenants that the Group can achieve. As stated in Note 1, these events and
conditions, along with other matters as set forth in this note, indicate that a material uncertainty exists
that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is
not modified in respect of this matter.

45

PwC
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current year. These matters were addressed in the context
of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. In addition to the matter described in the Material
uncertainty related to going concern section we have determined the matter described below to be the
key audit matter to be communicated in our report.
Description of the key audit matter How our audit addressed the key audit matter

Australia cash generating unit goodwill and
New Zealand cash generating unit asset
impairment tests
As at 31 March 2025 the Australian cash
generating unit (AU CGU) had a goodwill
balance of $23.9 million (31 March 2024: $23.7
million). There was no goodwill balance
recognised under the New Zealand cash
generating unit (NZ CGU) (31 March 2024: nil).
As at 31 March 2025 the Group had net assets
of $35.6 million (31 March 2024: $49.0 million).
The impairment testing of the AU CGU’s
goodwill and the NZ CGU’s assets is
considered a key audit matter due to the
materiality of the goodwill balance, the
presence of indicators that impairment may
exist, and the significant level of estimation and
judge ment applied in determining the key
assumptions used in the impairment
assessment.
As set out in note 4.3 of the consolidated
financial statements, management determined
the recoverable amount of each CGU on a
‘value in use’ basis. Management has used
discounted future cash flow models and
concluded that the recoverable amount of each
CGU exceeded its carrying value as at 31
March 2025 and that there were no reasonably
possible changes in key assumptions that
would result in an impairment.
The key assumptions in the impairment
assessments were the compound annual
revenue growth rate over the next five years,
the discount rate, and the long-term growth
rate.
As part of the impairment assessment process,
management performed a comparison of the
Group’s net assets to the market capitalisation
of the Group and considered the reasons for
the difference in finalising their assessment of
the recoverable amounts of t
he Group’s CGUs.

Our audit focused on assessing and challenging
the key assumptions used by management in their
impairment assessment. Our procedures included:
● evaluating the appropriateness of the
identification of the Group’s CGUs;
● agreeing the cash flows included in
management’s impairment models to the
board approved five year forecast;
● assessing the Group’s forecasting accuracy by
comparing historical forecasts to actual results
and considering the impact on the current
cash flow forecasts;
● discussing with management the basis for the
cash flow forecasts and the key drivers of
change in the forecasts, including internal and
external factors;
● engaging our internal valuation expert to assist
us with:
- considering whether the valuation
methodology applied was appropriate;
- assessing whether the discount rates and
long -term growth rates used by
management were reasonable in the
context of the forecasts;
- considering management’s assessment of
the difference between the net assets and
the market capitalisation of the Group, in
the context of our overall assessment of
the impairment test; and
- testing the accuracy of the calculations in
the impairment models and validating that
the carrying amounts for each CGU were
correctly included in the impairment
assessments;
● evaluating the reasonableness of
management’s assumptions underpinning the
forecast cash flows by comparison to external
sources and trends in the Group's financial
performance;
● performing sensitivity analyses for the effect of
reasonably possible changes in key
assumptions on the impairment assessments;
46
2025 Annual ReportIndependent Auditor’s Report

PwC
Description of the key audit matter How our audit addressed the key audit matter

● evaluating the effect of the trading results up
to the date of our report; and
● considering the appropriateness of the
disclosures in the consolidated financial
statements.

Our audit approach
Overview
Overall group materiality: $1,670,000, which represents approximately
0.75% of revenue.
We chose revenue as a benchmark because, in our view, it is a key
financial statement metric used in assessing the performance of the
Group and is a generally accepted benchmark.

Following our assessment of the risk of material misstatement, we
perfo rmed :
● full scope audits on the Group’s two trading entities;
● substantive audit procedures on selected significant balances in the
remaining non-trading entities and on consolidation entries; and

● analytical review procedures on all the remaining non-trading
entities.

As reported above, we have one key audit matter, being Australia cash
generating unit goodwill and New Zealand cash generating unit asset
impairment tests.

As part of designing our audit, we determined materiality and assessed the risks of material
misstatement in the financial statements. In particular, we considered where management made
subjective judgements; for example, in respect of significant accounting estimates that involved
making assumptions and considering future events that are inherently uncertain. As in all of our audits,
we also addressed the risk of management override of internal controls, including among other
matters, consideration of whether there was evidence of bias that represented a risk of material
misstatement due to fraud.
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain
reasonable assurance about whether the financial statements are free from material misstatement.
Misstatements may arise due to fraud or error. They are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of the financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall Group materiality for the financial statements as a whole as set out above. These,
together with qualitative considerations, helped us to determine the scope of our audit, the nature,
timing and extent of our audit procedures, and to evaluate the effect of misstatements, both
individually and in the aggregate, on the financial statements as a whole.
How we tailored our group audit scope
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the financial statements as a whole, taking into account the structure of the Group, the
accounting processes and controls, and the industry in which the Group operates.
47

PwC
Other information
The Directors are responsible for the other information. The other information comprises the
information included in the Annual Report, but does not include the financial statements and our
auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express
any form of audit opinion or assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the audit, or otherwise appears to be materially
misstated. If, based on the work we have performed on the other information that we obtained prior to
the date of this auditor’s report, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of
the financial statements in accordance with NZ IFRS and IFRS Accounting Standards, and for such
internal control as the Directors determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern, and using the
going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements, as a
whole, are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located at the
External Reporting Board’s website at:
https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report -1-1/
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 Jonathan Kirby.

For and on behalf of






PricewaterhouseCoopers Auckland
27 May 2025

48
2025 Annual ReportIndependent Auditor’s Report

DIRECTOR REMUNERATION
The company distinguishes the structure of non-executive directors’ remuneration from that of executive directors’. Non-executive
directors are paid a fixed fee in accordance with the determination of the Board. The total amount of remuneration and other
benefits received by each director during the year ended 31 March 2025 is set out below.
Director2025 Directors’ Fees
Standing Directors at 31 March 2025
Shawn BeckDirector, Chair of the Board160,000
Pramod KhatriDirector, Member of the Audit and Risk Committee80,000
Simon Bennett
*
Director, Member of the People and Culture Committee80,000
Julia MayneDirector, Chair of the Audit and Risk Committee80,000
Total$400,000
* In addition, Simon Bennett was paid $326,087 in the form of remuneration and other benefits during the financial year ended 31 March 2025 in his capacity as executive director.
Further details on Simon Bennett’s contractual arrangements are set out below.
The Chair of the Board receives $160,000 per annum (with no additional committee fees paid) and the non-executive directors receive
$80,000 per annum. The Chair of the Audit and Risk Committee receives an additional $20,000 per annum and other members of the
Audit and Risk Committee receive an additional $10,000 per annum. The Chair and members of the People and Culture Committee
receive an additional $5,000 per annum. Directors may also seek the board’s approval for special remuneration should the specific
circumstances justify this (2025: $Nil). At 1 April 2024 the board elected to suspend all subcommittee fees until the company’s
performance improves markedly. At 6 May 2024 Simon Bennett became an Executive Director on the board and from that point was
remunerated in the form of executive director fees as noted above in addition to the director fees mentioned above.
The board reviews its fees on a periodic basis. The maximum aggregate amount of remuneration payable by Metroglass to the non-
executive directors (in their capacity as directors) is set at $614,000. This fee pool was last changed in May 2017.
Directors’ fees exclude GST, where appropriate. No retirement or termination benefits are paid to non-executive directors. Directors
are entitled to be refunded for reasonable travel and other expenses incurred by them in connection with their attendance at
board or shareholder meetings, or otherwise in connection with the Metroglass business. The company does not offer an equity-
based remuneration scheme for directors. The board considers that director and executive remuneration is appropriate and is not
excessive.
Directors and officers also have the benefit of Directors and Officers’ Liability insurance. This covers risks normally included in such
policies arising out of acts or omissions of directors and employees in their capacity as such. The insurance cover is supplemented by
the provision of director and officer indemnities from the company but this does not extend to criminal acts.
Executive Remuneration
The remuneration of members of senior management (SLT and certain direct reports, excluding the Executive Director) is designed
to promote a higher-performance culture, to secure the participant’s retention in Metroglass and to reward performance that
underpins the achievement of Metroglass’ business strategy and long-term shareholder wealth creation. The board is assisted in
delivering its responsibilities and objectives for executive remuneration by the People and Culture Committee.
The Executive Director reviews the performance of the SLT and makes recommendations to the board for approval in relation to the
team’s remuneration and achievement of key performance indicators (KPIs).
The compensation structure of the senior management team (excluding the executive director) is made up of three elements:
• a fixed base salary
• a discretionary short-term incentive (STI)
• a long-term incentive (LTI).
REMUNERATION
REPORT
49
Remuneration Report

Short-term incentives:
Short-term incentives (STI) are at-risk payments designed to motivate and reward for performance, typically within that particular
financial year. For the 2025 financial year, there was no formal STI plan.
Long-term incentives:
The company’s LTI plan for the 2024 financial year was announced on the 4 July 2023. The LTI plan is made up of both performance
share rights and share options. The LTI is designed to secure those employees’ retention in Metroglass and to reward performance
that underpins the achievement of Metroglass’ business strategy and long-term shareholder wealth creation. The key features of
the 2024 LTI plan are as follows:
• Participants will be offered an annual award of a specified number of both performance rights and share options in Metroglass
(in accordance with the LTI rules).
• The performance rights will enable participants to acquire shares in Metroglass with no consideration payable, subject to
Metroglass achieving set performance hurdles and meeting certain vesting conditions.
• The share options enable participants to acquire shares in Metroglass at a specified exercise price, subject to Metroglass
achieving set performance hurdles and meeting certain vesting conditions.
A total of 2,504,578 share options and 1,669,719 performance share rights were awarded pursuant to the 2024 LTI plan. There is no
2025 LTI plan in place.
Chief Executive Officer’s Remuneration
Metroglass’ CEO Simon Mander joined the Company on 19 November 2018 and departed on 10 May 2024. The CEO role was replaced
by Simon Bennett in an Executive Director role. Refer above for details on Executive Director remuneration.
Fixed CEO remuneration for the past five financial years (12 months to 31 March):
Fixed remuneration
Financial yearCEOSalary
Other
benefits
*
Total fixed
remuneration
FY25Simon Mander$209,279$12,501$221,780
FY24Simon Mander$650,000$28,760$678,760
FY23Simon Mander$650,000$28,194$678,194
FY22Simon Mander$650,000$29,203$679,203
FY21Simon Mander$650,000$26,132$676,132
* Other benefits include medical insurance and KiwiSaver. In addition, the CEO was paid $812,500 in relation to a retention bonus payable based on employment post 31 March 2024 as
well as final employment benefits.
Pay for performance – short-term incentives
Financial year of STI paymentCEO
Relevant
performance
period
% STI awarded
against
maximumSTI paid
*
FY25Simon ManderFY240%$0
FY24Simon ManderFY230%$0
FY23Simon ManderFY220%$0
FY22Simon ManderFY2199.5%$323,276
FY21Simon ManderFY200%$0
* A further incentive to the CEO was agreed upon by the board in FY23 and was paid out on 3 May 2024 ($325,000). There was no STI in place for FY25.
There is no STI in place for the Executive Director role in FY25.
50
2025 Annual Report

Financial year of LTI payment
Pay for performance – long-term incentives
CEO
LT I
(initial grant
values)
*
% LTI
vested against
maximum
Span of LTI
performance periods
FY24Simon Mander$162,500n /a13/06/23 – 12/06/26
FY23Simon Mander$162,500n /a05/06/21 – 04/06/24
FY22Simon Mander$162,500n /a05/06/21 – 04/06/24
FY21Simon Mander$162,500n /a04/07/20 – 03/07/23
FY20Simon Mander$162,500n /a07/06/19 – 06/06/22
* These are LTI grant values (not payments), which require relevant hurdles to be met over specific performance periods
Executive Director’s Remuneration
Simon Bennett was appointed as Executive Director on 6 May 2024 following the resignation of Simon Mander as CEO. Under his
contract for professional services, Simon Bennett is paid $30,000 per month (plus GST). There is no provision for any short-term
or long-term incentive. He is entitled to reimbursement for general expenses such as travel in accordance with company policy. The
independent Directors (Shawn Beck, Julia Mayne and Pramod Khatri) are satisfied that the contractual terms are set on an arm’s-
length, commercial basis and have been approved by them.
Employees’ Remuneration
The number of employees or former employees (including employees holding office as Directors of subsidiaries) who received
remuneration and other benefits in their capacity as employees, the value of which was at or in excess of $100,000 and was paid to
those employees during the financial year ended 31 March 2025, is specified in the table below.
The remuneration figures shown in the “Remuneration” column include all monetary payments actually paid during the course of the
2025 financial year. This includes salary, STI payments that were paid during the year, and the value of performance share rights
and share options (LTI) expensed during the financial year. Remuneration shown below includes settlement payments and payments
in lieu of notice with respect to certain employees upon their departure from the company but does not include any amounts paid
post 31 March 2025 that relate to the year ended 31 March 2025.
RemunerationNumber of employees
$100,000-110,00051
$110,000-120,00032
$120,000-130,00029
$130,000-140,00020
$140,000-150,00016
$150,000-160,00015
$160,000-170,00011
$170,000-180,00011
$180,000-190,0007
$190,000-200,0004
$200,000-210,0001
$210,000-220,0000
$220,000-230,0000
$230,000-240,0002
RemunerationNumber of employees
$240,000-250,0001
$250,000-260,0003
$260,000-270,0000
$270,000-280,0000
$280,000-290,0000
$290,000-300,0002
$300,000-310,0001
$310,000-320,0002
$320,000-330,0001
$330,000-350,0002
$350,000-380,0002
$430,000-470,0002
$1,000,000-1,030,0001
51
Remuneration Report

STATUTORY
INFORMATION
SECURITIES EXCHANGE LISTING
CORPORATE GOVERNANCE INFORMATION
This section of the Annual Report provides information required under the Companies Act 1993 and under the NZX listing rules. The
Company’s governance framework is guided by the principles and recommendations described in the NZX Corporate Governance
Code (Code). Metro Performance Glass has reported in detail against the Code in its separately published Corporate Governance
Statement which, together with other detailed information, can be viewed on the Company’s website (https://metroglass.co.nz/
investor-centre/governance). Metro Performance Glass considers it has followed these recommendations during FY25 and as at
27 May 2025 other than to the extent set out in the table below.
Variance to NZX Corporate Governance Code
We believe that the company’s corporate governance practices for the financial year ended 31 March 2025 are materially in line
with the Code. Those areas of variance from the Code are set out in the table below:
NZX Code PrincipleNZX Code RecommendationKey DifferenceStatus
Board composition
and performance
2.5 The board should set
measurable objectives for
achieving diversity.
The company has adopted a
Diversity and Inclusion Policy, a
copy of which is available on the
company’s website. However, the
board has not set measurable
objectives under the Policy for
achieving diversity
The board considers authentic
diversity outcomes can be
achieved without measurable
objectives. Although no
alternative governance practices
have been adopted at board
level in lieu of recommendation
2.5, the board has overseen a
number of operational practices
aimed at raising awareness of
the importance of diversity in the
business.
Reporting and
disclosure
4.4 An issuer should provide non-
financial disclosure at least
annually, including considering
environmental, social
sustainability and governance
factors and practices.
It should explain how
operational or non-financial
targets are measured. Non-
financial reporting should be
informative, include forward
looking assessments, and
align with key strategies and
metrics monitored by the
board
The company has commenced a
programme of work to ensure
that the process and systems
to incorporate climate change
are appropriate for the business
and align with the External
Reporting Board standards. In
the last 12 months Metroglass
has also focused on developing an
understanding of the potential
risks and opportunities of climate
change.
The company has not made as
much progress with respect to
its non-financial reporting as
was previously expected. The
company has been focused on
debt reduction and business
stabilisation initiatives.
52
2025 Annual Report

NZX Code PrincipleNZX Code RecommendationKey DifferenceStatus
Remuneration 5.1 An issuer should have a
remuneration policy for the
remuneration of directors.
The company does not have a
director remuneration policy.
Details of director remuneration
is made in each annual report,
and is subject to a shareholder-
approved cap. In terms of
alternative governance practices,
the board reviews director
remuneration from time to time,
including with effect from 1 April
2024 making the decision to cease
paying director fees in respect of
committee work.
Remuneration5.2 The board should have a
remuneration policy for the
remuneration of executives
which outlines the relative
weightings of remuneration
components and relevant
performance criteria.
The company does not have a
policy for executive remuneration.
While there is no formal policy, the
board adopts practices to ensure
that executive remuneration is
fair and reasonable, and that
any incentives are appropriately
aligned with the interests of
shareholders.
Risk management6.1 An issuer should report the
material risks facing the
business and how these are
being managed.
The company has not reported
what its material risks are or how
they are being managed.
With the significant change
in the makeup of the board
and the executive, and the
challenging trading environment,
the board has been focused on
debt reduction and business
stabilisation initiatives. The Board
has commenced the review of the
risk management framework.
Metroglass’ shares are listed on the New Zealand Securities Exchange (NZX) and Australian Securities Exchange (ASX)..
Shares on issue as at 31 March 2025:
As at 31 March 2025 the total number of voting securities on issue was 185,378,086
RegisterSecurityHoldersUnits
New ZealandMPG (NZX)2,354 182,756,167
AustraliaMPP (ASX)1112,621,919
TotalMPG (Dual)2,465185,378,086
Securities issued, and still outstanding, long term incentive plans as at 31 March 2025:
Long-term Incentive SchemeSecurityHoldersUnits
2023 Performance Share RightsMPG (NZX)7602,464
2023 Share OptionsMPG (NZX)71,204,928
2024 Performance Share RightsMPG (NZX)71,669,719
2024 Share OptionsMPG (NZX)72,504,578
53
Statutory Information

Top 20 Shareholders
Metroglass’ top 20 registered shareholders as at 31 March 2025 were as follows:
RankInvestor nameTotal Units
%
Issued Capital
1Masfen Securities Limited25,401,92913.70
2HSBC Nominees (New Zealand) Limited
1
21,799,08011.76
3Takutai Limited20,289,23010.94
4New Zealand Depository Nominee8,500,1314.59
5Accident Compensation Corporation
1
3,836,4832.07
6Custodial Services Limited3,194,4011.72
7Daniel Charles Skinner2,439,7461.32
8Amy Amelia Orr1,900,0001.02
9Hui Wen Yang1,768,9990.95
10Da Wei Chu Su1,600,0000.86
11Grant James Houseman1,552,2670.84
12Eric Francis Barratt & Hyun Ju Barratt1,385,3330.75
13Leveraged Equities Finance Limited1,224,2190.66
14Kevin John Summersby1,126,1690.61
15Jianghang Lei Guirong Lu1,117,2710.60
16Quant Advisory Limited1,100,0000.59
17Neil Douglas Waites1,098,1150.59
18Gmh 38 Investments Limited1,000,0000.54
18Bowenvale Investments Limited1,000,0000.54
18Weijun Zhang & Yuhua Yang1,000,0000.54
19Jedi Investments Limited900,0000.49
20Citibank Nominees (NZ) Ltd883,7180.48
1 Held through New Zealand Central Securities Depository Limited (NZCSD). NZCSD provides a custodial depository service which allows electronic trading of securities by its members
and does not have a beneficial interest in these shares. As at 31 March 2025 a total of 27,475,896 Metroglass shares (or 14.80% of the ordinary shares on issue) were held through
NZCSD.
Substantial shareholders
According to the records kept by the company under the Financial Markets Conduct Act 2013 the following were substantial
holders in the company as at 31 March 2025. Shareholders are required to disclose their holdings to Metroglass and to its share
registrar by giving a ‘Substantial Shareholder Notice’ when:
• they begin to have a substantial shareholding (5% or more of Metroglass’ shares)
• there is a subsequent movement of 1% or more in a substantial holding, or if they cease to have a substantial holding
• there is any change in the nature or interest in a substantial holding.
Investor name
Number of shares
%
Date of most
recent notice
Masfen Securities Limited26,277,42914.18%25/09/24
Takutai Limited20,289,23010.95%25/09/24
BCC SSA I, LLC 12,522,7696.75%25/06/21
54
2025 Annual Report

Distribution of shareholders
As at 31 March 2025:
Range
Number of
holders%
Number of
shares%
1–1,0002198.88138,8360.07
1,001–5,00078431.802,213,3391.19
5,001–10,00040716.513,300,1881.78
10,001–50,00071829.1317,719,6999.56
50,001–100,0001506.0911,226,9776.06
Greater than 100,0001877.59150,779,04781.34
Total2,465100.00%185,378,086100.00%
Voting rights
Section 15 of the company’s constitution states that a shareholder may vote at any meeting of shareholders in person or through
a representative. Metroglass conducts voting by way of a poll, using this method every shareholder present (or through their
representative) has one vote per fully-paid up share they hold. Unless the board determines otherwise, shareholders may not
exercise the right to vote at a meeting by casting postal votes. More detail on voting can be found in Metroglass’ constitution
available on the company’s website at: www.metroglass.co.nz/investor-centre/governance/.
Trading statistics
Metroglass is listed on both the NZX and ASX. The trading ranges for the period 1 April 2024 to 31 March 2025 are as follows:
NZX (NZD)ASX (AUD)
Minimum:$0.05 (04/12/24)$0.04 (27/09/24)
Maximum:$0.111 (03/04/24)$0.165 (16/04/24)
Range: $0.05 – $0.111 $0.04 – $0.165
Total shares traded
1
:16,493,656 1,879,991
1 Trading in Metroglass shares on the ASX is less liquid than it is on the NZX. The final date on which shares were traded on the ASX during the 12 months to 31 March 2025 was 20
March 2025.
Dividend Policy
Dividends and other distributions with respect to the shares are only made at the discretion of the board of Metroglass.
Any dividend can only be declared by the board if the requirements of the Companies Act 1993 are also satisfied. The board’s
decision to declare a dividend (and to determine the quantum of the dividend) for shareholders in any financial year will depend on,
among other things:
• all statutory or regulatory requirements
• the financial performance of Metro Performance Glass
• one-off or non-recurring events
• Metroglass’ capital expenditure requirements
• the availability of imputation credits
• prevailing business and economic conditions
• the outlook for all of the above
• any other factors deemed relevant by the board
No dividends have been declared in respect of the 2025 financial year.
55
Statutory Information

NZX and ASX waivers
Metroglass does not have any waivers from the requirements of the NZX Main Board Listing Rules and has waivers in place with the
ASX that are standard for a New Zealand company listed on the ASX.
Metroglass has an ASX Foreign Exempt Listing on the ASX. This category is based on a principle of substituted compliance,
recognising that for secondary listings, the primary regulatory role and oversight rest with the home exchange. Metroglass
continues to have a full listing on the NZX Main Board.
Directors and director independence
As at the balance date of 31 March 2025 the Company had four directors – Shawn Beck, Simon Bennett, Julia Mayne and Pramod
Khatri. Each such Director was determined by the Board to be an independent director when appointed. Subsequently, the Board
determined on 6 May 2024 that Simon Bennett was a non-independent director as a consequence of being appointed to the role of
Executive Director.
When assessing independence, the board holistically considers the interests and relationships of a director that could affect the
determination, including having regard to (but not limited to) the factors set out in recommendation 2.4 of the NZX Corporate
Governance Code.
Gender composition of directors and officers
As at 31 March 2025 (and 31 March 2024 for the prior comparative period), the mix of gender among the Company’s Board and SLT
was:
31 March 2025Female MaleTotal% Female
Board 13425%
Senior Leadership Team34743.%
31 March 2024Female MaleTotal% Female
Board 24633%
Senior Leadership Team35838%
For the purposes of this analysis the SLT comprises ‘Officers’ of the company, being employees who are concerned or take part in
the management of the Company’s business and who report directly to: (a) the Board; or (b) a person who reports to the Board.
While no specific diversity objectives have been set by the Board, the Board is satisfied with its performance in relation to its
Diversity and Inclusion Policy, in particular the work that has gone into raising awareness about the importance of diversity in the
workforce.
Board and committee attendance in the 12 months to 31 March 2025
Meetings heldBoard meetings attended
Audit and Risk Committee
meetings attended
People and Culture Committee
meetings attended
Directors
Shawn Beck144–
Simon Bennett142–
Julia Mayne136–
Pramod Khatri135–
The Board’s committees and their members as at 27 May 2025 were:
• Audit and Risk Committee: Julia Mayne (Chair), Pramod Khatri and Shawn Beck
• People and Culture Committee: Pramod Khatri (Chair) and Shawn Beck. Given the activities of the Company and the size of the
board, the activities of this committee were undertaken by the full board in 2025.
Simon Bennett resigned from both of these committees with effect from being appointed as Executive Director on 6 May 2024.
56
2025 Annual Report

Disclosure of directors’ interests
During the financial year ended 31 March 2025, under section 140(2) of the New Zealand Companies Act 1993, the following interests
were disclosed by Directors and entered in the company’s interests register (the bracketed interests are the ones disclosed during
the financial year and the unbracketed interests are the ones disclosed in prior financial years):
Director and companyPosition
Shawn Beck
Sweet Mango Limited (trading as South Central Advisory)Director/Shareholder
Skinny Fizz Company LimitedDirector/Shareholder
Pramod Khatri
PSW Nominees LimitedDirector/Trustee
AW Fraser Holdings LimitedDirector/Shareholder
(Closeburn Station Management LtdShareholder)
PWJ LimitedDirector/Shareholder
Simon Bennett
Accordant Group LimitedDirector/Shareholder
Hobson Leavy LimitedDirector
Peak Partners LimitedDirector/Shareholder
The Icehouse LimitedShareholder
The International Centre for Entrepreneurship FoundationTrustee
Lisa Julia Mayne
5R Solutions Pty LimitedDirector
The directors also disclosed an interest in the Company’s Directors and Officers’ Insurance Policy and such interest was entered in
the Company’s interests register.
Subsidiaries and subsidiary directors
Section 211(2) of the Companies Act 1993 requires the company to disclose, in relation to its subsidiaries, the total remuneration
and value of other benefits received by the directors and former directors, together with particulars of entries in the interests
registers made, during the year ended 31 March 2025.
No group employee appointed as a director of Metro Performance Glass Limited or its subsidiaries receives or retains any
remuneration or other benefits in their capacity as a director, and each is a full-time Group employee. The remuneration and other
benefits of such employees and former employees (received as employees) totalling NZD 100,000 or more during the year ended 31
March 2025 is included in the remuneration bandings disclosed on page 51 of this Annual Report.
57
Statutory Information

As at 31 March 2025, Metroglass’ subsidiary companies and subsidiary directors were:
CompanyDirectors
Australian Glass Group (Holdings) Pty LimitedJason McGrath, Jacqueline Rowan, Simon Bennett
Australian Glass Group Finance Company Pty LimitedJason McGrath, Jacqueline Rowan, Simon Bennett
Australian Glass Group Investment Company Pty LimitedJason McGrath, Jacqueline Rowan, Simon Bennett
Canterbury Glass & Glazing LimitedSimon Bennett, Nicholas Hardy-Jones, Robyn Gibbard
Christchurch Glass & Glazing LimitedSimon Bennett, Nicholas Hardy-Jones, Robyn Gibbard
Hawkes Bay Glass & Glazing LimitedSimon Bennett, Nicholas Hardy-Jones, Robyn Gibbard
I G M Software LimitedSimon Bennett, Nicholas Hardy-Jones, Robyn Gibbard
Metroglass Finance LimitedSimon Bennett, Nicholas Hardy-Jones, Robyn Gibbard
Metroglass Holdings LimitedSimon Bennett, Nicholas Hardy-Jones, Robyn Gibbard
Metropolitan Glass & Glazing LimitedSimon Bennett, Nicholas Hardy-Jones, Robyn Gibbard
Taranaki Glass & Glazing LimitedSimon Bennett, Nicholas Hardy-Jones, Robyn Gibbard
Directors’ shareholding in Metroglass
The directors’ respective interests in Metroglass shares as at 31 March 2025 are as follows:
Number of shares in which a
relevant interest is heldAcquisition dateDisposal date
Julia Mayne25,00023/02/22n /a
Donations
For the year ended 31 March 2025, Metroglass, including its subsidiaries, made donations of $52 (2024: $10,734).
Net tangible assets per security
Net tangible assets per security at 31 March 2025: 6.29 cents (31 March 2024: 13.61 cents).
Currency
Within this Annual Report, all amounts are in New Zealand dollars unless otherwise specified.
Credit rating
Metroglass has not requested a credit rating.
Auditors fees
PwC acted as the Company’s auditor for the year ended 31 March 2025. During the year PwC received $460,000 as fees for audit
services and nil as fees for non audit services.
58
2025 Annual Report

59
Company Directory
insight
creative.co.nz
MPG035
Registered Office
5 Lady Fisher Place
East Tamaki
Auckland 2013
New Zealand
Email: glass@metroglass.co.nz
Phone: +64 927 3000
Board of Directors
Shawn Beck – Chair and Non-Executive Director
Pramod Khatri – Non-Executive Director and Member of the
Audit and Risk Committee
Simon Bennett – Executive Director
Julia Mayne – Non-Executive Director and Chair of the Audit
and Risk Committee
Senior Leadership Team
Simon Bennett – Executive Director
Steve Hamer – CEO – Australia
Nick Hardy-Jones – Country Manager – New Zealand
Sarah Hipkiss – Chief Financial Officer
Dayna Roberts – Human Resources Director
Angus Wilson – General Manager Operations
Auditor
PricewaterhouseCoopers
15 Customs Street West
Auckland 1010
New Zealand
Lawyers
Bell Gully
Vero Centre
48 Shortland Street
Auckland 1140
New Zealand
Bankers
ASB Bank Limited
Westpac New Zealand Limited
Westpac Banking Corporation
Share registrar
MUFG Pension & Market Services
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
PO Box 91976, Auckland 1142
New Zealand
Further information online
This Annual Report, all our core governance documents (our
Constitution, some of our key Policies and Charters), our
Investor relations policies and all our announcements can be
viewed on our website:
www.metroglass.co.nz/investor-centre/
Investor calendar
2025 Annual Shareholders’ MeetingSeptember 2025
2026 Half Year balance date30 September 2025
2026 Half Year results announcementNovember 2025
2026 Full Year balance date31 March 2026
2026 Full Year results announcementMay 2026
COMPANY
DIRECTORY

metroglass.co.nz

---

1

METRO PERFORMANCE GLASS LIMITED: FY25 CORPORATE GOVERNANCE STATEMENT

Metro Performance Glass’ (Metroglass, the company) Board and Senior Leadership Team (SLT) recognise the
importance of sound corporate governance and consider it core to ensuring the creation, protection and
enhancement of shareholder value. Together, the Board and SLT are committed to making sure that the
company applies and adheres to practices and principles that ensure good governance and maintain the
highest ethical standards to protect the interests of all stakeholders.
This corporate governance statement reflects a summary of the company’s corporate governance framework, policies and
procedures and how they comply with the NZX Corporate Governance Code (the Code). The full corporate governance
framework has been approved by the Board and key policies and charters are available in the Investor Centre section of the
company’s website at http://www.metroglass.co.nz/investorcentre/governance/.
The information in this section is current as at 27 May 2025 and has been approved by the Board. Metroglass considers that,
during the year to 31 March 2025 (reporting period), the company materially complied with the Code other than to the
extent set out in the Annual Report for the financial year ended 31 March 2025.
Metroglass’ shares are also listed on the Australian Securities Exchange (ASX) with ASX Foreign Exempt Listing status. Given
this status, the ASX requires the company to comply with the NZX Main Board Listing Rules and confirm its adherence to
these rules annually, and to comply with a specific subset of the ASX Listing Rules.

PRINCIPLE 1: CODE OF ETHICAL BEHAVIOUR
“Directors should set high standards of ethical behaviour, model this behaviour, and hold management accountable for these
standards being followed throughout the organisation.“

CODE OF ETHICS
Metroglass has a Code of Ethics that establishes a framework of standards by which the Directors, employees, contractors
and advisors of Metroglass are expected to carry out their responsibilities. It is not an exhaustive list of acceptable behaviour;
rather it facilitates decision-making that is consistent with Metroglass’ values, business goals and legal and policy
obligations.
The Code of Ethics also imposes a number of obligations on Directors, including requirements that they give proper attention
to the matters before them; be up to date on their regulatory, legal, fiduciary and ethical obligations; undertake training;
manage breaches of the Code of Ethics; and act honestly and in the best interests of the issuer, shareholders and
stakeholders and as required by law.
Metroglass monitors compliance with the Code of Ethics through its management processes as well as through the
whistleblowing procedures set out in the Code of Ethics and separate Whistleblower Protection Policy. The Code of Ethics
and Whistleblower Protection Policy were both reviewed and updated in November 2021.

SECURITIES TRADING POLICY
The Company’s Securities Trading Policy governs trading in the company’s shares and any associated financial products.
The policy applies to all Directors, employees and contractors of Metroglass and its subsidiaries (“Metroglass Personnel”).
The policy is a critical part of ensuring all Metroglass Personnel are aware of their obligations and legal requirements and
takes into account the insider trading prohibitions in the Financial Markets Conduct Act 2013 (NZ) and the Corporations Act
2001 (Australia), and the Company’s obligations under the NZX Code.
The policy also sets out a set of more stringent rules which apply to Directors and certain employees of Metroglass when
dealing in Metroglass Securities (“Restricted Persons”). These additional rules include trading being prohibited during the
“blackout” periods set out in the policy and consent being obtained prior to trading with the Restricted Person required to
confirm they hold no material information.
The policy is reviewed at least every two years and was last reviewed in September 2023.

2

PRINCIPLE 2: BOARD COMPOSITION AND PERFORMANCE
“To ensure an effective board, there should be a balance of independence, skills, knowledge, experience and perspectives.”

The Board has ultimate responsibility for the strategic direction of Metroglass and for overseeing Metroglass’ management
for the benefit of its shareholders.
Metroglass’ Constitution provides for a minimum of four Directors and, subject to this limitation, the number of Directors
to hold office shall be fixed from time to time by the Board. At least two Directors must be ordinarily residents of New
Zealand and at least two must be independent directors. The Chair of the Board cannot be the CEO or the Chair of the Audit
and Risk Committee.
The Directors bring a wide range of skills to the Board. As at 27 May 2025, the Board comprised three Independent Directors
– Shawn Beck, Julia Mayne and Pramod Khatri, and one non-independent Executive Director, Simon Bennett. Director
profiles are included in the Company’s Annual Report.

BOARD CHARTER

The Board operates under a written Charter, which describes the Board’s authority, duties, responsibilities, composition and
framework for operation. This Charter also affirms that the Board, in performing its responsibilities, should act at all times
in a manner designed to create and build sustainable value for shareholders and in accordance with the duties and
obligations imposed on the Board by Metroglass’ Constitution and by law.
Management of Metroglass on a day-to-day basis is undertaken by the CEO and senior managers through a set of delegated
authorities that clearly define the CEO and senior managers’ responsibilities and those retained by the Board.
Metroglass’ board and CEO delegated authority policies are reviewed at least annually. The board meets its responsibilities
by receiving reports and plans from management and through its annual work programme. The Board uses committees to
address issues that require detailed consideration. Committee work is undertaken by Directors; however, the Board retains
ultimate responsibility for the functions of its committees and determines their responsibilities.

NOMINATION AND APPOINTMENT OF DIRECTORS
The provisions regarding the election and retirement of Directors are contained in the Metroglass Constitution.
Metroglass strives to ensure that the Company has the right mix of skills and experience it requires to enable it to achieve
its strategic aims in a prudent and responsible manner. The Board Charter states that the Board will review its composition
from time to time and will identify and evaluate suitable individuals for appointment as a director as and when an
appointment is to be made. The Board does not have a separate nominations committee. In evaluating a candidate for
appointment as a director, the Board will consider criteria including the skill sets required at the time as well as the
individual’s experience and professional qualifications. To support the board in its deliberations, the Directors consider a
skills matrix that sets out the mix of skills and diversity of the Directors and evaluates whether the collective skills and
experience of the directors meet Metroglass’ requirements both now and into the future.
New directors provide the company with a written consent to act as a director and receive a formal Letter of Appointment
that sets out the Terms and Conditions of Appointment and Remuneration Schedule. It also sets out the expectations of the
company, the director’s duties, responsibilities and powers, insurance and indemnity arrangements, and rights of access to
information. All new board members are also provided with an extensive briefing on the company and industry-related
matters within a thorough induction process.

SELECTION OF CHAIR
The Metroglass Constitution provides that the Directors may elect a chairperson of the company and also determine the
period for which the chairperson is to hold office. Shawn Beck is an independent non-executive director and is currently the
appointed chairperson.

RETIREMENT AND RE-ELECTION
The company’s Constitution and NZX Main Board Listing Rules require a newly appointed director to stand for election at
the next Annual Shareholders’ Meeting (ASM). Julia Mayne retires by rotation and will stand for re-election at the 2025
AGM.

3

DIRECTOR INDEPENDENCE
Directors are considered to be independent if they are non-executive and do not have an interest or relationship that could
be perceived to unreasonably influence their decisions relating to the company or interfere with their ability to act in the
company’s best interests. An individual being appointed as an independent director must be independent according to NZX
definitions and not have any disqualifying relationships as set out in the NZX Corporate Governance Code.
Directors are required to ensure that they immediately advise the Board of any relevant new or changed relationships to
enable the Board to consider and determine any impact on the director’s independence.
As at 27 May 2025, Shawn Beck, Julia Mayne and Pramod Khatri are considered by the Board to be independent directors,
and Simon Bennett is considered by the Board to be a non-independent director. Information in respect of each director’s
ownership interests are detailed in the Company’s Annual Report. Metroglass’ directors are not formally required to own
Metroglass shares but are encouraged to do so.

DIRECTOR TRAINING
The company encourages Directors to continue to develop their knowledge and skills as a director. With the prior approval
from the Chair, Directors may attend appropriate courses or seminars for continuing education at the company’s cost.

BOARD, DIRECTOR AND COMMITTEE EVALUATION:
In accordance with the Board and Committee Charters, the Board annually reviews its performance, policies and practices.
It also reviews annually the performance of each director and board committee. These reviews are carried out both formally
and informally.
The last full board performance review was completed in May 2021 with the assistance of governance services firm Propero
Consulting. The Audit and Risk Committee was last reviewed in March 2023 and the People and Culture Committee was
last reviewed in May 2022.
The makeup of the Board has changed substantially in the last eighteen months, with three Directors leaving the Board and
three new directors being appointed. The Board has not undertaken yet any formal review of its operations as it considers
it is too early to do so, and that its continuing focus needs to be on the immediate improvement in financial performance.
It is for this reason that the Board has not yet undertaken a formal skills matrix analysis and review.

DIVERSITY AND INCLUSION
Metroglass and its board believe that an equal opportunity workplace in which differences in gender, age, ethnicity,
nationality, religion, sexual orientation, physical ability, marital status, experience and perspective are well represented,
results in a competitive advantage and helps the Company to better connect with its diverse set of customers and other
stakeholders.
The company believes that an ability to attract and retain a diverse and inclusive workforce broadens the recruitment pool
of high-calibre candidates, enhances innovation and improves business performance. A copy of the company’s Diversity and
Inclusion Policy is available in on the Company’s website.
Metroglass is committed to providing an inclusive and diverse environment throughout the company. The company’s
focus has continued to be on making deliberate and conscious steps towards building a greater awareness of the
importance of diversity and inclusion in the workplace. Specific objectives include


- Reviewing recruitment practices, removing any bias in vacancy wording or imagery and telling the Metroglass
story by developing videos showcasing employee diversity.
- Applying gender neutrality to recruiting materials and consistently promoting the diversity of the Metroglass
employee group.
- Continuing to build on the progress made to date with each hiring manager receiving unconscious bias training.
- The coaching and development of hiring managers.

4

PRINCIPLE 3: BOARD COMMITTEES
“The board should use committees where this will enhance its effectiveness in key areas, while still retaining board
responsibility.”


AUDIT AND RISK COMMITTEE:
The Audit and Risk Committee is responsible for overseeing the risk management framework, treasury, insurance,
accounting, and audit activities of Metroglass. It reviews the adequacy and effectiveness of internal controls, reviews the
performance of external auditors, oversees internal audit matters, and makes recommendations on financial and accounting
policies. The Audit and Risk Committee Charter is reviewed at least every two years and was last reviewed in November
2022.
Members of the Audit and Risk Committee are appointed by the board and comprise a minimum of three members who are
each non-executive directors of Metroglass. A majority of members must be independent directors and at least one director
must have an accounting or financial background. Employees attend meetings of the Audit and Risk Committee at the
invitation of the Committee.
PEOPLE AND CULTURE COMMITTEE:
The People and Culture Committee’s mandate is to assist the board in ensuring the elements of people, organisation and
culture support the company’s strategy and business plan. The committee achieves its goals by considering the capability of
the organisation at the senior levels, the remuneration strategy required to secure the desired level of organisational
capability, company values and policies related to people and the nominations process for the appointment and succession
planning of the CEO. The People and Culture Committee Charter is reviewed at least every two years and was last reviewed
in May 2023.
The People and Culture Committee is comprised of at least two, and not more than four, independent directors. Employees
attend Committee meetings only at the invitation of the Committee. Given the small size of the Board and the issues being
dealt with, over the last year the work of the People and Culture Committee has been undertaken by the Board, acting as a
whole, with appropriate conflict management arrangements in place to ensure the integrity of any decisions relating to the
remuneration of the Executive Director.

TAKEOVER PROTOCOLS
Metroglass has adopted a Takeover Response Policy to assist in guiding the board and management in the event that the
company receives an offer or an approach by a potential acquirer for a controlling stake in Metroglass. This policy is reviewed
at least every three years and was last approved by the Board in December 2020.

PRINCIPLE 4: REPORTING AND DISCLOSURE
“The board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of corporate
disclosures.”

Metroglass is committed to providing financial reporting that is balanced, clear and objective and informs shareholders
(both current and prospective) and market participants of all information that might have a material effect on the price of
its traded financial products.
The quality, integrity and timeliness of external reporting and the Company’s compliance with the disclosure and reporting
obligations imposed under the Listing Rules of NZX, ASX, the Companies Act and other relevant legislation are overseen by
the Audit and Risk Committee.

MARKET DISCLOSURE POLICY
The Board has adopted a Market Disclosure Policy, available on the company’s website, which sets out how the company
will comply with its disclosure and reporting obligations.
Metroglass is committed to ensuring the timely disclosure of material information and to making sure that the company
complies with NZX Main Board Listing Rules. The Board of Directors is ultimately responsible for ensuring Metroglass
complies with the Market Disclosure Policy and continuous disclosure obligations. The Board has established a Disclosure
Committee to achieve this. The board also considers at each board meeting whether any information discussed at the
meeting requires disclosure.

5

The policy is reviewed at least every two years and was last reviewed in September 2023.


NON-FINANCIAL REPORTING

Metroglass is committed to improving its non-financial disclosures on matters including strategic and operational priorities
for the year, risk management, safety and wellbeing, and diversity and inclusion. In the last year the company has
undertaken work to understand its carbon emissions profile and begun to develop an understanding of climate risk. The
Environmental Sustainability Policy can be found on the company’s website.
The group continues to integrate ESG principles into business operations and will continue to develop these in future
reporting.

PRINCIPLE 5: REMUNERATION
“The remuneration of directors and executives should be transparent, fair and reasonable.”

The Metroglass board believes its practices ensure fair and reasonable remuneration. The company aims to ensure that: (a)
the remuneration of Directors and all staff properly reflects each person’s accountabilities, duties, responsibilities and their
level of performance and (b) remuneration is competitive in attracting, motivating and retaining staff of the highest calibre.

PRINCIPLE 6: RISK MANAGEMENT
“Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The board
should regularly verify that the issuer has appropriate processes that identify and manage potential and material risks.”

The identification and effective management of the Company’s risks is a priority of the Board. It is responsible for identifying
the principal risks of Metroglass’ business, ensuring an appropriate system of internal compliance and control in managing
and mitigating risks is in place and monitoring internal and external reporting, including reporting to stakeholders.
The board has made the CEO accountable for all operational and compliance risks across the Group including safety and
wellbeing (see below). The Chief Financial Officer (CFO) has management accountability for the implementation of the risk
framework across all the Company’s businesses.
As part of its risk management framework Metroglass continually assesses risks against all relevant areas of material
business risk. Metroglass’ main risks and mitigation plans are reviewed every six months. Metroglass holds insurance policies
to meet its insurable risks.
The company engages external expertise where relevant to ensure risks are adequately understood and managed.
SAFETY AND WELLBEING
The safety and wellbeing of the company’s people is fundamental to the business. Accordingly, all regular board meetings
and risk reviews specifically look at safety and wellbeing matters. Metroglass has a clearly articulated safety and wellbeing
vision and strategy which is understood and recognised throughout the business. This vision is underpinned by a clear set
of principles and a workplan to embed a strong safety and wellbeing management system.
The company maintains a safety and wellbeing risk register for both New Zealand and Australia, which is reviewed at least
annually. Each year a comprehensive and systematic risk assessment of all operations across the business is completed
providing a considered view of the most critical safety risks to the business. We have also introduced a comprehensive and
structured internal assessment of all processes and practices that are important to delivery of safe outcomes. This ensures
focus in the right areas.
Metroglass believes that all injuries are preventable and that its people should get home safe every day. The company
focuses on mitigating risks by automating activities and providing mechanical assistance where possible to reduce the
manual handling required across the business. The use of appropriate personal protective equipment and training in correct
manual handling practices also contributes to reducing injuries.
Metroglass continues to focus on other factors affecting the safety and wellbeing of staff in their working environment, such
as noise and air quality. A series of environmental monitoring exercises takes place to ensure staff are working in safe
environments. The company also offers staff health and wellbeing checks with occupational health experts.

6


CLIMATE-RELATED FINANCIAL RISK
Metro Performance Glass recognises the importance of building resilience in its business strategy and operations, while
overlaying the potential long-term implications of climate change and the important role its products play reducing the
operating carbon within New Zealand's buildings.
The group has continued a programme of work to ensure that the process and systems to incorporate climate change are
appropriate for the business and align to the External Reporting Board standards. In the coming 12 months Metroglass will
continue to focus on developing an understanding of the potential risks and opportunities of climate change and reporting
thereof.
The key focus areas in the next year are to continue:
• Incorporating climate-related risks into Metroglass’ Enterprise Risk Management framework.
• Collecting the company’s Greenhouse gas emissions profile.
• Developing Metroglass’ Climate-related risks and opportunities that can impact business operations and strategy.
• Establishing, if appropriate, any relevant metrics and targets.

PRINCIPLE 7: AUDITORS
“The board should ensure the quality and independence of the external audit process.”

The Metroglass Audit and Risk Management Committee is charged with overseeing all aspects of the external and internal
audit of the Company. The Audit and Risk Management Committee monitors the independence, quality and performance
of the external auditors and recommends any change in auditor appointment or audit fees.

The Company does not have a standalone internal audit function. External advisors are employed to evaluate and improve
the effectiveness of the company’s risk management and internal processes. Progress and results on these projects are
reported regularly to the Audit and Risk Committee or the Board.
The Audit and Risk Committee is authorised by the board, at Metroglass’ expense, to obtain such outside legal or other
independent information and advice including market surveys and reports, and to consult with such management
consultants and other outside advisors as it views necessary to carry out its responsibilities.
On at least one occasion each year, the Audit and Risk Committee meets with the external auditors without management
present.

ANNUAL SHAREHOLDERS’ MEETING
Shareholders have the opportunity to ask questions of the Board and of the external auditors, who attend the Annual
Shareholders’ Meeting. The external auditors are available to answer questions from shareholders in relation to the conduct
of the audit, the independent audit report and the accounting policies adopted by Metroglass.

PRINCIPLE 8: SHAREHOLDER RIGHTS AND RELATIONS
“The board should respect the rights of shareholders and foster constructive relationships with shareholders that encourage
them to engage with the issuer.”

Metroglass endeavours to keep its shareholders informed of important developments concerning the Company and
encourages them to follow its announcements. Metroglass believes that effective engagement with investors will benefit
both the Company and investors. The Investor Centre section of the company website provides easy access to information.
Metroglass also communicates with its shareholders through periodic market announcements, periodic investor briefings
or site tours and annual and interim reports. These are released in accordance with NZX and ASX disclosure requirements.
The Board welcomes questions at the Annual Shareholders’ Meeting.

ELECTRONIC COMMUNICATIONS:
Shareholders are encouraged to receive communications from, and send communications to, the Company and its security
registry electronically. The shareholder contact point at the Company is: glass@metroglass.co.nz.

7

ANNUAL REPORT
Metroglass’ Annual Report and Interim Reports are all available on the company’s website at:
http://www.metroglass.co.nz/investor-centre/annual-interim-reports. Shareholders can elect to receive a printed copy of
these reports by contacting the company’s share registrar, Link Market Services. Any shareholder who does request a hard
copy of the Metroglass Annual Report will be sent one in the regular post.

SHAREHOLDER VOTING RIGHTS
In accordance with the Companies Act 1993, Metroglass’ Constitution and the NZX Main Board Listing Rules, the c ompany
refers major decisions which may change the nature of the Company to shareholders for approval.
Metroglass conducts voting at its shareholder meetings by way of a poll and on the basis of one share, one vote. Further
information on shareholder voting rights is set out in Metroglass’ Constitution.

NOTICE OF ANNUAL MEETING
Metroglass’ previous annual meeting was held on 26 September 2024. The notice of the meeting was released to the market
on 22 August 2024. Minutes of the meeting are available on the Company’s website at:
https://www.metroglass.co.nz/investor-centre/annual-shareholders-meeting/. The 2025 Annual Shareholders’ Meeting is
expected to be held in September 2025 in Auckland. The time and place will be provided by notice to all shareholders nearer
to that date.

8