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EBOS Group Annual Report 2025

Annual Report24 September 2025EBOHealthcare

Annual
Report

2025

2
EBOS Annual Report 2025

Our purpose

Advance

opportunities

to enrich

lives.

Our vision

To drive significant impact every day in

the lives of our people and those we

serve. We’re leading with a commitment

to excellence and delivering superior

performance in new and existing markets.

3
Business Highlights 4

Summary of Results 6

Our Businesses 8

Chair Report 10

CEO Perspectives 14

Healthcare Highlights 16

Animal Care Highlights 23

Environmental, Social and Governance Program 24

Our Board 32

Financial Summary 34

Financial Report 36

Auditor’s Report 38

Financial Statements 42

Additional Stock Exchange Information 94

Corporate Governance 98

Remuneration Overview 102

Directors’ Interests and Disclosures 118

Directory 124

Contents

Acknowledgement of Country and Traditional Owners

EBOS acknowledges First Nations people’s connections to land,

water and community across New Zealand, Australia and Southeast Asia.

We pay our respects to ancestors, and to Elders past and present.

4
EBOS Annual Report 2025

Business Highlights

Our achievements this financial year reflect the

commitment of our 5,700+ employees to changing

lives in New Zealand, Australia and Southeast Asia.

Their dedication underpins another strong

performance across our Healthcare and Animal

Care segments, reinforcing EBOS Group’s

reputation as an essential partner in the delivery

of critical services and products.

Our locations

Indonesia

Philippines

Hong Kong

Vietnam

Thailand

Malaysia

Singapore

Southeast Asia

Healthcare

Animal Care

Australia

New Zealand

133

locations in Australia, New

Zealand and Southeast Asia

Business Overview
5

Our people highlights

FY25 highlights

62% Australia

21% New Zealand

17% Southeast Asia

55% female

45% male

<0.1% non-binary

5,770

employees

$258m

underlying NPAT

$215m

statutory NPAT

NZ 118.5c

total dividends per share

$12,267m

revenue

11,694

shareholders

6
EBOS Annual Report 2025

Summary of Results

$12,267m

revenue

$585m

underlying EBITDA

$258m

underlying NPAT

NZ 118.5c

total dividends

per share

$556m

$215m

statutory EBITDA

statutory NPAT

Business Overview
7

Segment And Divisional Earnings Overview

Revenue

Gross Operating Revenue

Gross Operating Revenue

Underlying EBITDA

Data based on gross operating revenue, which comprises revenue less cost of sales.

77% Australia

23% New Zealand and Southeast Asia

77% Australia

23% New Zealand and Southeast Asia

Pharmacy 36%

Institutional Healthcare 42%

Animal Care 13%

Contract Logistics 9%

Healthcare 87%

Animal Care 13%

Segment distribution

Division distribution

8
EBOS Annual Report 2024

EBOS Annual Report 2025

8

EBOS’ success is built on a diverse range of industry-leading businesses and brands spanning community

pharmacy, institutional healthcare, contract logistics, and animal care.

Our Businesses

Healthcare

Community Pharmacy

Healthcare

Institutional Healthcare

Healthcare

Contract Logistics

Animal Care

9
Business Overview

EBOS’ Executive Leadership

Safety Walks reflect our leaders’

commitment to a strong

workplace health and safety

culture, promoting engagement

and visibility across the Group.

From left: Alison Van Wyk, Executive General Manager of ProPharma, leads EBOS Group Directors Coline McConville

and Mark Bloom on an Executive Leadership Safety Walk at ProPharma’s new Auckland distribution centre.

9



EBOS Annual Report 2025

10

Chair Report

Our FY25 result demonstrates the value of EBOS’ portfolio, with

multiple growth levers and our ability to execute on near-term

growth objectives. Our balance sheet remains well positioned and

cash flow strength supports our future growth.

We again thank our more than 5,700 employees for their ongoing

commitment to the communities we serve across New Zealand,

Australia and Southeast Asia.

Healthcare Highlights

EBOS’ Healthcare segment performance was supported by

existing customer growth and new customer wins across our

pharmacy wholesale businesses, the continued expansion into

Southeast Asia, and community pharmacy store growth.

As business volumes adjust, our wholesale businesses have

prioritised customer growth, strengthening supply chain support

to existing customers, and driving operational efficiency through

investment in innovation to support long-term revenue growth.

In FY25, Symbion strengthened relationships with key independent

pharmacy networks across Australia, while in New Zealand

ProPharma expanded its reach by onboarding new community

pharmacy customers. EBOS Healthcare secured new partnerships

with leading healthcare providers, and Healthcare Logistics

broadened its portfolio by supporting the distribution of

innovative diagnostics, specialty medicines, and consumer health

products across New Zealand and Australia.

In December 2024, the Australian Government and the National

Pharmaceutical Services Association announced a new

$4.2 billion five-year agreement supporting sustainable funding

for the pharmaceutical wholesaling sector in Australia.

EBOS acknowledges the Federal Minister for Health and Aged

Care, Hon. Mark Butler MP and his department for addressing the

previous erosion in supply chain funding and acknowledging the

role EBOS plays as part of Australia’s healthcare system.

Our TerryWhite Chemmart (TWC) network delivered solid growth

and continued to expand its national footprint to 626 pharmacies,

reinforcing its position as one of Australia’s largest and most

trusted pharmacy networks.

TWC further demonstrated its leadership in health services, and

in FY25 launched a program to support pharmacists to become

qualified prescribers. The program allows pharmacists to safely

treat some health conditions and provide clinical services that

have typically been managed by a general practitioner.

These treatments, which include vaccinations, leave of absence

certificates and UTI treatments, have generated a year-on-

year increase in patient demand and underline the value and

convenience to customers of TWC’s CareClinics. The initiative

supports TWC’s long-term commitment to professional

development of its pharmacists and delivering expanded

healthcare options for its communities. We are particularly proud

of our TWC network’s role in vaccinating over 1 million Australians

during the year.

TWC has also continued to be a leader in digital solutions for

customers by expanding its e-commerce offering and investing

in innovation and technology to improve accessibility to everyday

healthcare needs for its network’s customers.

In March 2025, TWC’s Rewards Plus program was named Best

Loyalty Program Marketing Campaign at the Asia Pacific Loyalty

Awards, recognising the program’s success in helping pharmacies

build stronger customer connection with its 2.5 million Rewards

Plus members.

During the year, the opening of new warehouse facilities, some

with advanced automation technology, have further enhanced

our capacity to meet the evolving and changing dynamics of the

healthcare industry.

In December 2024, EBOS Healthcare relocated to a new 10,000m

2


site in South Dandenong, Victoria incorporating additional

capacity and enhanced capability for the business.

In February 2025, ProPharma moved into a new 11,300m

2

purpose-

built, temperature-controlled warehouse in Māngere, Auckland,

joining Healthcare Logistics and Onelink in a co-located precinct

of EBOS’ healthcare logistics businesses.

Officially opened by New Zealand’s Minister of Health Hon.

Simeon Brown, these facilities reflect EBOS’ extensive presence

and investment across the Australasian region and represent a

long-term commitment by EBOS to the health and wellbeing of

communities across New Zealand.

As Chair of EBOS Group, I am enormously proud of what has

been achieved within this healthcare precinct which is a powerful

showcase of our strategy to invest in, and grow, our businesses.

EBOS’ Medical Technology business increased its footprint in

Southeast Asia through strategic acquisitions, broadening an

already diverse portfolio of businesses with strong positions in

their respective markets.

Investment in new partnerships and technology further

contributed to the division’s overall growth and resilience and in

January 2025, EBOS completed the acquisition of the remaining

10% of Transmedic to increase our ownership to 100%. Transmedic

is one of Southeast Asia’s largest surgical technology and medical

device distributors, with a presence in seven countries across the

region.

These milestones reflect our strategic objective of increasing

Transmedic’s footprint in Southeast Asia, strengthening the

offering and the capabilities of our Medical Technology (MedTech)

business.

EBOS’ rich history is built on the events, people and achievements

of our diverse businesses; and few companies have had such

a profound and enduring impact on the Australian healthcare

landscape as Symbion. In May 2025, the business marked its 180

th


anniversary of pharmacy excellence which began when Francis

Hardy Faulding opened a retail pharmacy in Adelaide in 1845.

I am pleased to report on the 2025 financial year which highlights EBOS’ continued track record of strong revenue

growth and operational excellence.

As business volumes adjust, our wholesale

businesses have prioritised customer growth,

strengthening supply chain support to

existing customers, and driving operational

efficiency through investment in innovation

to support long-term revenue growth.

Business Overview
EBOS Group Chair Elizabeth Coutts and CEO Adam Hall.

11

12
EBOS Annual Report 2025

EBOS Annual Report 2025

12

Chair Report continued

Today, Symbion has over 3,600 retail pharmacy customers,

1000+ hospital customers and operates nine warehouses

across Australia.

Symbion’s longevity is a testament to its commitment to its

pharmacy customers, including investing in new technologies and

solutions to support their needs and those of their patients.

Animal Care Highlights

EBOS’ Animal Care segment experienced another solid year,

reaffirming its commitment to delivering the very best care and

products to pets – at every stage of their life – through strategic

acquisitions and new partnerships in New Zealand and Australia.

The branded business delivered strong organic growth driven by

the leadership of Black Hawk and VitaPet products, including the

development of new products, and supported by enhanced

in-house manufacturing capabilities.

In March 2025, our Animal Care business acquired SVS Veterinary

Supplies Ltd (SVS), a full-service wholesaler of pet medicines and

related products to veterinary clinics and specialty retailers in

New Zealand.

The acquisition of SVS complements Lyppard, our leading

Australia-based veterinary wholesale business, creating

significant opportunity to share relationships and best practice

across both businesses - enhancing service to our customers and

their pet patients.

Further investment in Animal Care, and the opportunity to expand

its product offering, led to the more recent acquisition of Kiwi

Kitchens. Established in Christchurch, the brand is known for

creating premium food for cats and dogs, all formulated with a

focus on New Zealand-sourced proteins.

Kiwi Kitchens products are stocked in independent pet stores in

the United States, Japan, Australia and New Zealand, providing a

platform for further expansion into these regions for the Animal

Care business and our growing portfolio of industry-leading

products.

Marketing activity and strategic partnerships continued to build

the presence of our Animal Care brands in the marketplace.

A particular highlight was Black Hawk becoming the official pet

food supplier to Guide Dogs Australia, supporting its invaluable

work helping thousands of Australians with low vision and

blindness lead a more accessible and fulfilled life. Since the start

of the partnership, Black Hawk has fed 900 dogs more than

120,000 kilograms of premium pet food.

As Guide Dogs Australia’s pet food partner, Black Hawk’s

high-quality products, made in-house at our Pet Care Kitchen in

New South Wales, will ensure all guide dogs receive the necessary

nutrients to thrive and perform their life-changing work.

Sustainability and Community

EBOS remains committed to sustainable development and

community engagement across the regions it operates in.

During the year, the Group advanced the planning for a 5MW

ground-mounted array at Parkes, New South Wales, which will

complement an existing 500kW installation. EBOS expanded

its longstanding partnership with not for profit organisation

Greenfleet, increasing our donations by 10% and also acquiring

land in South Gippsland, Victoria, for a reforestation initiative

scheduled to commence planting in early FY26. EBOS also remains

on track to transition over 95% of its grocery brand packaging to

recyclable materials by early 2026.

The safety and welfare of our employees is critical to our

continued success, and integral to this is the role performed by

our leaders in shaping the safety culture of our organisation.

Our group-wide Executive Leadership Safety Walks initiative

improves leadership visibility at our sites, enabling leaders to

better understand how workplace risks are being managed,

facilitating regular positive interactions between senior managers

and their teams, and identifying opportunities for improvement.

A new ‘Life Savers’ initiative has also been introduced that

reinforces minimum standards and appropriate controls for

reducing risk of injury or harm to workers undertaking high-risk

activities. The Life Savers were developed through consultation

with key stakeholders and will enhance the culture of health and

safety within our workplaces.

EBOS also continued to support various initiatives and

organisations aligned with our purpose of advancing

opportunities to enrich lives, this included strategic partnerships

with organisations such as Ovarian Cancer Australia, BackTrack,

LandSAR, and FightMND,

CEO Succession

Adam Hall commenced as EBOS’ CEO on 1 July 2025, following the

retirement of John Cullity on 30 June 2025.

Adam Hall is a highly accomplished global executive with a strong

track record in strategic growth, mergers and acquisitions and

operational excellence. Most recently, as Orica Limited’s Group

Executive and President – Asia, he successfully led significant

growth in earnings and scale, while driving innovation and

efficiency.

Board Renewal

Consistent with EBOS’ Board renewal process, Matt Muscio and

Coline McConville were appointed as non-executive directors

with effect from 1 January 2025 and 1 February 2025 respectively.

The appointments are consistent with EBOS’ Board succession

planning. EBOS has appointed five new Directors with a diverse

mix of skills, since July 2021. The Board now comprises seven

directors, six of which are independent.

Business Overview
1313

EBOS thanks John Cullity

EBOS Group recognises the significant contribution of

outgoing Chief Executive Officer John Cullity who retired

on the 30 June 2025.

John joined Symbion as CFO in 2009 and was appointed

CEO of EBOS in 2018 helping to shape EBOS into the

company it is today – expanding our reach, strengthening

our businesses across New Zealand, Australia, and

Southeast Asia, and positioning us as a leader in

healthcare and animal care.

On behalf of the Board, I sincerely thank John for his

outstanding contribution and wish him the very best in

his well-earned retirement.

Final Dividend

The Directors declared a final dividend of NZ 61.5 cents per share,

reflecting the Board’s confidence in the future growth of the

Group. This brings the full year dividend to NZ 118.5 cents per share

and implies a dividend payout ratio of 83.8% on an underlying

basis.

The Dividend Reinvestment Plan (DRP) will be operational for

the final dividend. Shareholders can elect to take shares in lieu

of a cash dividend at a discount of 2.5% to the volume weighted

average share price (VWAP).

The record date for the dividend is 5 September 2025 and the

dividend will be paid on 24 September 2025. The dividend will be

imputed to 25% for New Zealand tax resident shareholders and

fully franked for Australian tax resident shareholders.

Outlook

The outlook for both the Healthcare and Animal Care segments

is well positioned for long-term growth, with continued positive

healthcare and animal care industry trends supporting the

resilience of our businesses. Our portfolio is uniquely placed

through its leading brands and positions to capture the benefit

arising from these supportive trends.

Near-term macro pressures include a competitive wholesale

pharmacy environment, soft hospital capital spend and subdued

consumer sentiment impacting discretionary pet categories.

We will continue to deliver against our near-term strategic

priorities, providing profitable growth with a strong focus on

maintaining our EBITDA margins. In FY26, the Group is targeting

Underlying EBITDA of $615 – 635 million.

We again acknowledge the efforts and contribution of our over

5,700 employees across the regions where we operate and thank

our shareholders for their ongoing support.

Elizabeth Coutts

Chair

14
EBOS Annual Report 2025

CEO Perspectives

Dear Shareholders,

It’s an incredible honour and privilege to have been appointed

Chief Executive Officer of EBOS.

I want to sincerely thank the Board of Directors for entrusting me

to lead such an outstanding organisation and I look forward to

working closely with the Board as we shape the future of EBOS

together.

I would also like to thank my predecessor, John Cullity, who

helped build EBOS into the leading company it is today. Under his

stewardship, EBOS entered new markets, expanded its portfolio of

leading businesses, and delivered strong shareholder returns.

A culture that sets us apart

I have made it a priority in my first eight weeks at EBOS to visit

many of our operations in Australia, New Zealand and Southeast

Asia and engage with team members through meetings, site tours

and safety demonstrations.

As you can imagine, it’s been quite a whirlwind period however

throughout this short time with the Group one thing has stood out

above all – the extraordinary calibre of our people.

I have been impressed and inspired by their professionalism,

passion, knowledge, camaraderie and dedication to provide the

very best outcomes for our customers and the communities we

serve. If the success of a company is measured by the impact of its

people – it is easy to understand why EBOS has been successful.

The commitment of our people to excellence, their willingness to

embrace change, and their collaborative approach have not only

driven strong results but also defined a culture that is resilient,

inclusive, and forward-thinking.

It is this culture – and the people who live and breathe it –

that gives me enormous confidence in EBOS’ future.

In healthy shape

EBOS can look back on FY25, and forward to the next financial

year, with optimism.

Our portfolio is well positioned for long-term outperformance

through our exposure to attractive and growing industries, scale

and leading positions, and strong financial track record and

position. We have a distinct advantage in navigating change and

are well positioned to seize opportunities and execute on our

growth ambitions.

It is this that excites me about the future of EBOS.

In FY26 we expect there to be continued positive healthcare and

animal care industry trends underpinning growth. However, there

are several near-term macro pressures that the Group must

navigate through, including a competitive wholesale pharmacy

market, softer hospital environment and subdued consumer

sentiment in discretionary pet care.

Following the completion of the significant distribution centre

renewal program in FY26, the Company will have delivered

8 new sites and system enhancements over a four-year period

(FY23-FY26). At a total cost of approximately $360 million, the

renewal program will have delivered an additional ~20% net

increase in capacity, lowered its cost to serve, increased its

refrigeration footprint to enable GLP-1 customer growth, and

streamlined customer integration processes. This upcoming

financial year marks the conclusion of this renewal program.

Our bolt-on acquisition program has continued into FY26, with

the purchase of Next Generation Pet Food

1

, which expands our

Animal Care branded business into high growth premium air-dried

treats and enhances manufacturing capability. We will continue to

assess opportunities that align with our strategic objectives and

create value for shareholders.

In Q4 FY26 we will be hosting an investor day which will

provide deeper insights into strategic priorities and long-term

growth drivers. The event will also outline the Group’s capital

management framework, and future capital deployment priorities.

EBOS is a business with a long and proven track record of

delivering sustainable growth and creating long-term value for

shareholders, and I’m excited by what we can achieve in the future.

Adam Hall

Chief Executive Officer

The commitment of our people to excellence,

their willingness to embrace change, and their

collaborative approach have not only driven

strong results but also defined a culture that

is resilient, inclusive, and forward-thinking.

It is this culture – and the people who live

and breathe it – that gives me enormous

confidence in EBOS’ future.

1

Next Generation Pet Foods was completed on 1 July 2025.

EBOS Group CEO Adam Hall tours Symbion Keysborough with Andrew Deeker (IT Support & Facility Manager VIC), Angie Tiopira (Warehouse
Supervisor/Assembly), Simon Boliancu (State Operations Manager VIC), and Brett Barons (CEO, Symbion & Healthcare Distribution).

Business Overview

15

$500m
underlying EBITDA

34

TerryWhite Chemmart

pharmacies added

180

years of Symbion

16

EBOS Annual Report 2025

Healthcare

Highlights

EBOS’ Healthcare segment broke new ground in FY25 through product and technological innovation, clinical

leadership, strategic acquisitions and new partnerships to further our impact across the communities we serve.

Our Medical Technology business entered new markets in Southeast Asia, we continued the expansion of the

TerryWhite Chemmart network, and we celebrated a milestone achievement for Symbion, an indispensable

partner of Australia’s healthcare infrastructure.

8

new distribution sites and

system upgrades delivered

from FY23 to FY26

Highlights

ProPharma, New Zealand

Symbion celebrates 180 years
Few companies have had such a profound and enduring impact on

the Australian healthcare landscape as Symbion.

In May 2025, the business marked its 180

th

anniversary of pharmacy

excellence which began when Francis Hardy Faulding opened a

retail pharmacy in Adelaide in 1845.

Symbion’s longevity is a testament to its strong commitment to its

pharmacy customers, including by investing in new technologies

and solutions to support their needs and those of their patients.

Today, Symbion has over 3,600 retail pharmacy customers,

1000+ hospital customers and operates 9 warehouses Australia-

wide which coordinate deliveries of over 16,500 product lines.

We were joined by past and present employees and customers

to celebrate Symbion’s 180

th

anniversary at an event held at the

National Wine Centre of Australia in Adelaide, a short distance

from the original Faulding pharmacy in Rundle Street. The evening

featured a special performance by renowned Australian operatic

soprano Greta Bradman. Ms Bradman’s grandfather and Australia’s

greatest ever cricketer, Sir Donald Bradman, was a director of

Faulding and Co from 1959 to 1966.

Customer wins

Our strategy to diversify revenue and secure new customers

generated excellent results in FY25 thanks to the significant efforts

of our team.

Amid a realignment of business volumes, our businesses have

redoubled their efforts in customer acquisition, enhancing supply

chain support to existing customers, and driving operational

efficiency through innovation and investment to support long-term

revenue growth.

In FY25, Symbion strengthened relationships with key independent

pharmacy networks, while ProPharma expanded its reach

by onboarding new community pharmacy customers. EBOS

Healthcare secured new partnerships with leading healthcare

providers, and Healthcare Logistics broadened its portfolio by

supporting the distribution of innovative diagnostics, specialty

medicines, and consumer health products across New Zealand

and Australia.

These new partnerships reflect the reputation of our business

and was supported by the continued growth of our TerryWhite

Chemmart, Pharmacy Choice® and healthSAVE pharmacies.

Optimisation of logistics and new warehouse facilities have

further cemented our capacity to meet the evolving and changing

dynamics of the healthcare industry.

First Pharmaceutical Wholesaler Agreement and renewed

Community Service Obligation Deed

In December 2024, the Australian Government and the National

Pharmaceutical Services Association announced a new five-year

agreement, worth $4.2 billion, supporting sustainable funding

for the pharmaceutical wholesaling sector in Australia.

By addressing the previous erosion of supply chain funding,

the agreement acknowledges the important role of companies such

as EBOS in Australia’s healthcare system.

On 30 June 2025 Symbion signed an agreement to continue providing

services under the Community Service Obligation (CSO) in Australia.

This ongoing commitment ensures that all Australians can continue

to access their PBS medicines quickly and reliably through

community pharmacies nationwide.

Stronger supply chain

EBOS has invested in a significant distribution centre renewal program

from FY23 completing in FY26. Once finished, the Group will have

delivered 8 new sites and system enhancements over a four-year period.

In December 2024, EBOS Healthcare relocated to a new 10,000m

2

site in

South Dandenong, Victoria incorporating new racking, a cool room, a vault

for high-value and scheduled medicines, and supporting office space.

In February 2025, ProPharma moved into a new 11,300m

2


purpose-built, temperature-controlled warehouse in Auckland,

which sets new standards in operational efficiencies and customer

experience in New Zealand.

At a total cost of approximately $360 million, the renewal program will

have delivered an additional ~20% net increase in capacity, lowered

its cost to serve, increased its refrigeration footprint to enable GLP-1

customer growth, and streamlined customer integration processes. This

upcoming financial year marks the conclusion of this renewal program.

Business Overview

17

From left: employees Terry Hayes, Carmine Piantadosi, Alison Becker, and customer

Geoff Rieschbieth with CEO Symbion & Healthcare Distribution Brett Barons

18
EBOS Annual Report 2025

The TWC network continued its growth in CareClinic health

services, including vaccinations, leave-of-absence certificates,

UTI treatments, and oral contraceptive supply, with year-on-year

increases in patient demand. This coincided with the network

expanding its national footprint to 626 pharmacies, reinforcing its

position as one of Australia’s largest and most trusted pharmacy

networks.

Leadership in health services

TWC launched a program to support pharmacists to become

qualified prescribers, allowing them to provide the safe treatment

of some health conditions that have been typically managed by

general practitioners.

The initiative followed the successful rollout of the Queensland

Full Scope of Practice pilot program, which resulted in 80 TWC

pharmacists completing additional studies.

That number is expected to reach 150 by early 2026, supporting

TWC’s long-term commitment to professional development of its

pharmacists and delivering expanded healthcare options for its

communities.

In FY25, the TWC network continued to be the go-to provider for those

Australians who rely on their local pharmacies for flu vaccinations.

The TWC network provided over 21.5% of flu vaccinations

administered at pharmacies, driven by expanded CareClinic sites,

greater appointment availability and improved patient convenience

during the peak flu season.

Investment in education

In FY25, TWC’s Masterclass Intern Program launched nationally,

further supporting the future of Australian pharmacy and TWC’s

talent pipeline.

The program included in-person and online education for intern

pharmacists, with live interactive webinars, real-world case studies,

exam support and preceptor resources.

Developed by pharmacists for pharmacists, the program builds on

existing intern training through practical insights and leadership-

focussed content.

Enhancing customer convenience

TWC has continued to be a leader in digital solutions for customers

by expanding its e-commerce offering and investing in innovation

and technology to improve accessibility to everyday healthcare

needs for its network’s customers:

• In FY25, over 1.2 million orders were placed through the myTWC

app with new features enhancing script management, in-store

efficiency, and patient engagement.

• The network expanded its partnership with a global online

ordering and delivery service, allowing customers to order

non-scheduled products via the service’s app, extending TWC’s

reach to people who prefer the convenience of online shopping.

• Electronic shelf label technology was installed in over 50

pharmacies, with plans for 50 more sites in the first half of FY26,

supporting our network partner’s operational efficiency and

allowing pharmacists and their teams to dedicate more time to

their customers.

TWC’s refreshed Rewards Plus program was named Best Loyalty

Program Marketing Campaign at the Asia Pacific Loyalty Awards in

March. The accolade recognised the program’s success in helping

pharmacies build stronger customer connection through trust, care

and great service. The TWC Rewards Plus program now has over

2.5 million members accessing great value benefits.

TerryWhite Chemmart (TWC) delivered solid growth across front-of-store and prescriptions with like-for-like

network sales increasing by 8.5% in FY25.

Healthcare Highlights

TerryWhite Chemmart

Business Overview
19

Endeavour

Consumer Health

Pioneering a new era in toothpaste manufacturing

Red Seal has recently commissioned new toothpaste

manufacturing equipment to scale up toothpaste production

and meet a growing demand in New Zealand and overseas.

The state-of-the-art technology, with the capability to produce

over 1 million tubes of toothpaste per month, demonstrates a

continued commitment to manufacturing quality, New Zealand

made toothpaste.

Significant toothpaste growth across ANZ and internationally

Red Seal’s commitment to providing effective oral care options

of NATRUE® certified toothpaste has resonated strongly with

consumers who are increasingly seeking out products that align

with their health and wellbeing values.

While the brand’s products continued to solidify their market

presence, Red Seal Baking Soda toothpaste was a particular

standout in FY25 with very strong growth in Australia following

expanded distribution in the grocery channel.

Red Seal Baking Soda toothpaste is also making strides

internationally, particularly through its performance on online

platforms in the USA.

Community engagement

Ovarian cancer remains the deadliest female cancer, underscoring

the importance of support and funding through long-term

community partnerships.

In FY25, TWC proudly marked two decades of partnership with

Ovarian Cancer Australia (OCA) by raising over $450,000 through

coordinated campaigns across its pharmacy network, supplier

partners and support teams.

Those funds took the total of TWC’s fundraising to more than

$2.7 million since the partnership with OCA began 20 years ago.

As the Principal Partner of OCA, TWC is committed to continuing

the legacy of support while striving for even greater impact in the

fight against ovarian cancer.

TWC also reaffirmed its partnership with Sanofi and its Return of

Unwanted Medicines (RUM) program. With the goal to reduce the

environmental impact of unwanted or out-of-date medications, this

collaboration resulted in TWC doubling the number of RUM bins

collected across its network.

In FY25, TWC proudly marked two decades

of partnership with Ovarian Cancer

Australia by raising over $450,000 through

coordinated campaigns across its pharmacy

network, supplier partners and support teams.

20
EBOS Annual Report 2025

Healthcare Highlights

EBOS Medical Technology

The business increased its footprint in Southeast Asia through

strategic acquisitions, broadening an already diverse portfolio

of businesses with strong positions in their respective industries.

Investment in new partnerships and technology further contributed

to the division’s overall growth and resilience.

Transmedic ownership transition

In January 2025, EBOS completed the acquisition of 100%

of Transmedic, one of Southeast Asia’s largest surgical technology

and medical device distributors, with a presence in seven countries

across the region.

The Group acquired an initial 51% interest in Transmedic as

part of the LifeHealthcare acquisition in May 2022 and lifted its

shareholding to 90% in FY24.

This milestone supports our strategic objective of increasing

Transmedic’s footprint in Southeast Asia, strengthening the offering

and the capabilities of our MedTech business.

Founded in 1980, Transmedic has long-standing partnerships

with global medical device manufacturers and specialises

in key therapeutic areas including orthopaedics, cardiology,

ophthalmology, oncology, blood management, and invitro

diagnostics among others.

Transmedic continued to deliver double-digit growth in FY25,

with revenue and earnings growing year-on-year, reflecting

sustained demand across its core specialties and successful

execution of regional growth initiatives.

Strengthening our orthopaedic offering in Southeast Asia

Transmedic has enhanced its orthopaedic credentials in Southeast

Asia with the recent acquisitions of Malaysia-based Malex Medical

Asia, and Pacific Surgical in the Philippines. Combined, these two

distributors have decades of experience in orthopaedic medical

device distribution and sports medicine solutions.

Malex Medical and Pacific Surgical’s integration into Transmedic

will support the introduction of the orthopaedic sports medicine

offering into Indonesia, utilising it’s already strong infrastructure

and experience in orthopaedics in Indonesia from its presence in

orthopaedic trauma and spine.

Demand for orthopaedic devices is increasing in Southeast Asia

due to an ageing population, change in the economic accessibility

to healthcare, rising prevalence of chronic diseases, and increased

healthcare awareness. These acquisitions reinforce Transmedic’s

position as a leading provider of specialised surgical technologies

in Southeast Asia and Hong Kong.

Forging a new frontier in tumour treatment

EBOS MedTech secured an exclusive distribution agreement to

bring ground-breaking histotripsy technology to the Asia Pacific

region.

Histotripsy is an innovative non-invasive therapy that has the

ability to mechanically destroy liver tumours, at the sub-cellular

level without heat, radiation or incisions.

Developed by the University of Michigan, the novel therapy is a

promising alternative to traditional treatment of tumours and has

significant potential.

EBOS MedTech will introduce the technology across key markets,

with Transmedic leading distribution in Singapore, Malaysia,

Indonesia, Thailand, Vietnam, the Philippines, and Hong Kong,

and LifeHealthcare managing distribution in New Zealand and

Australia.

Advancing innovation with Acellular Dermal Matrix

Australian Biotechnologies continues to expand its impact with the

successful launch of its Acellular Dermal Matrix (ADM) graft.

This advanced allograft tissue is now being used in orthopaedics

and oral maxillofacial surgeries, since its initial adoption in plastic

and reconstructive procedures.

ADM is commonly used for soft tissue repair with typical

applications including breast reconstruction, abdominal wall repair

and other complex surgical procedures.

It offers a cleaner, more versatile graft option with key advantages

including freeze-drying for off-the-shelf storage, easier surgical

handling and the potential for improved clinical outcomes.

Reflecting its ongoing commitment to innovation, Australian

Biotechnologies is investing in research and development in

partnership with the University of New South Wales and major

Australian hospitals.

EBOS Medical Technology (EBOS MedTech) remains committed to delivering practical, high-quality solutions that

enhance patient outcomes throughout New Zealand, Australia, and Southeast Asia.

Business Overview
21

Investment in new partnerships

and technology further

contributed to the division’s

overall growth and resilience.

EBOS Annual Report 2025
22

Business Overview
Animal Care Highlights

It was another successful period for EBOS’ Animal Care segment with its dedication to delivering the very best

care and products to precious pets – at every stage of their life – being reinforced through strategic acquisitions

and new partnerships in New Zealand and Australia.

Welcome Kiwi Kitchens

EBOS Animal Care’s strategy to expand its product offering has

been strengthened with the acquisition of Kiwi Kitchens.

Established in Christchurch, the brand is known for creating

premium products for cats and dogs all formulated with a focus

on New Zealand sourced proteins.

Kiwi Kitchens products are stocked in independent pet stores in

the United States, Japan, Australia and New Zealand providing a

platform for further growth into these regions for the Animal Care

business and our growing portfolio of industry-leading products.

Expanding vet wholesale business in New Zealand

In line with our strategy of investing for growth, our Animal Care

business acquired SVS Veterinary Supplies (SVS) in March 2025.

Founded in 1987, SVS is a leading full-service wholesaler of pet

medicines and related products to over 500 veterinary clinics and

specialty retailers in New Zealand and supplies a comprehensive

suite of products for companion and large animals.

The acquisition of SVS, which has over 100 employees in Hamilton,

Palmerston North, Wellington and Christchurch, is a logical addition

to our existing Animal Care business, which includes Lyppard,

a leading veterinary wholesale business in Australia.

We see significant opportunity to share relationships and best

practice across both businesses further enhancing service to our

customers and their pet patients.

Black Hawk partners with iconic Australian charity

Black Hawk has become the official pet food supplier to Guide Dogs

Australia under a three-year partnership, supporting the invaluable

work of one of Australia’s most trusted charities.

Guide Dogs Australia, in collaboration with its state and territory-

based organisations, helps thousands of Australians with low

vision and blindness lead a more accessible and fulfilled life with

confidence and companionship.

As Guide Dogs Australia’s pet food partner, Black Hawk’s

high-quality products, made in-house at our Pet Care Kitchen in

New South Wales, will ensure all guide dogs receive the necessary

nutrients to thrive and perform their life-changing work.

As part of the collaboration, Guide Dogs Australia together

with Black Hawk’s leading nutritionists and veterinarians have

developed a dog Care Guide, providing pet owners with the

charity’s tips for canine care and training.

Guide Dogs Australia supports almost 6,000 Australians with low

vision or blindness in leading more independent and confident lives

each year.

As part of the collaboration, Guide Dogs

Australia together with Black Hawk’s

leading nutritionists and veterinarians have

developed a dog Care Guide, providing pet

owners with the charity’s trade secret tips for

canine care and training.

900

Guide Dogs and puppies

fed by Black Hawk

120,134

kgs of pet food supplied to

Guide Dogs Australia

23

EBOS’ ESG Program sets out our actions to ensure we consistently and sustainably deliver on our responsibilities as a provider of essential
network infrastructure, products, and services. It encompasses 20 material ESG topics identified through stakeholder engagement.

More information about our materiality assessment is available at www.ebosgroup.com/sustainability.

Environmental, Social and

Governance Program

The Board and Executive Leadership Team are committed to leading the sustainable development of our

businesses in the communities we serve.

EBOS Annual Report 2025

BoardChief Executive OfficerESG Steering Committee

The Board has responsibility for approving,

overseeing, and monitoring the Group’s

response to and management of the ESG

Program.

The Chief Executive Officer (CEO), or a

member of the Executive Leadership Team,

reports to the Board on the Group’s ESG

Update at each Board meeting.

Our ESG Steering Committee has responsibility for

formulating and implementing the Group’s ESG

Program. It is chaired by the Executive GM Strategic

Operations, ESG and Innovation and is composed of

senior business representatives across the Group’s

major business functions. Various ESG initiatives are

integrated in our business activities and governance

structures including:

• Cyber Security & Privacy Steering Committee

• Sustainable Packaging Committee

• Group Safety Committee

216 million+

units of prescription

medications supplied to

pharmacies and hospitals

1.2 million+7,500+89,000+

product lines

99,000+

customers

10 million+

orders

medical devices supplied


for use in patient surgery

and treatment

suppliers

FY25 highlights

ESG Governance

24

Business Overview
25

EBOS’ ESG Program sets

out our actions to ensure we

consistently and sustainably

deliver on our responsibilities

as a provider of essential

network infrastructure,

products, and services.

26
EBOS Annual Report 2025

Management approaches for ESG Topics

Our Management approach to ESG topics is outlined under the five pillars of our ESG Program, which can be viewed at

www.ebosgroup.com/sustainability.

Stakeholder engagement and materiality review

We are committed to engaging with stakeholders on the Group’s

ESG initiatives and progress. We monitor the Group’s performance

in various ESG ratings indices to help us identify and address areas

where we can improve our sustainability efforts.

EBOS Key Stakeholder Groups

Delivering essential

infrastructure for human


and animal health

• Community service role

• Nurturing customer and

government relationships

Implementing robust systems

• Business continuity

management

• Data and technology


security/privacy

Managing the impacts of

our products

• Packaging and Waste

• Ethical Sourcing

Upholding our Quality Promise

• Quality Management

• Compliance

Environmental Stewardship

• Minimising our impact


• Carbon offsetting

Reaching out to help out

• Supporting causes close


to us

• Advancing equity, fairness

and opportunity in society

Community

& Environment

Consumers

& Patients

Health & Animal

Care Partners

• Employee safety, health and wellbeing

• Culture and engagement

• Talent and capability

• Performance and reward

• Legal compliance

• Reporting with integrity

• Ethical behaviour

• Corporate governance

Responsible BusinessOur People

Memberships and associations

Australia

National Pharmaceutical Services Association

Medicines Australia

Medical Technology Association of Australia

Immunisation Coalition of Australia

Pet Food Industry of Australia

Australia Day Hospital Association

Enterprise Data Management Council

New Zealand

Medicines New Zealand

Medical Technology Association of New Zealand

Southeast Asia

Singapore Business Federation

Singapore Manufacturing Federation

Asia Pacific Medical Technology Association

Malaysia Medical Device Association

Malaysian Employers Federation

Thai Medical Device Technology Industry Association

Gabungan Perusahaan Alat-Alat Kesehatan dan

Laboratorium (GAKESLAB)

Philippines Association of Medical

Device Regulatory Affairs Professionals (PAMDRAP)

Board and

Executive

Leadership


Team

Animal Care


customers

SuppliersInvestors

Non-profit


partners

Government


and regulators

Employees

Healthcare


customers

Memberships and associations

EBOS has aligned with various professional organisations in

Australia, New Zealand, and Southeast Asia to facilitate networking,

knowledge sharing, and advocacy for best support.

Business Overview
27

Quality

EBOS is a diverse business with many external business partners.

We focus on meeting the various service expectations of customers

and suppliers, as well as regulators, consumers and other external

parties. In addition to ensuring regulatory requirements, we adopt

internationally recognised standards such as Quality Management

Standard (QMS): ISO 9001 where we seek accreditation.

Supply Chain Management

EBOS primarily provides wholesale and distribution services acting

as an intermediary between suppliers and business users, including

pharmacies, healthcare institutions, veterinarian clinics and

other professional care providers. Our supply chain incorporates

many local and international suppliers across various areas of our

business. Brands under Animal Care and Endeavour Consumer

Health also source ingredients for manufacturing selected own-

brand products.

Our core business offering is to aggregate and supply healthcare

and animal care products, thereby simplifying the lives of our

customers so they can focus on what they do best. The Group’s

gross operating revenue (GOR) is derived predominantly from

providing wholesale, distribution and contract logistics services

as well as franchisor income.

The Group’s remaining GOR is derived from EBOS own-brand

products we create, including pet food and treats, vitamins,

medicines, over-the-counter (OTC) products, medical consumables,

medication aids and software solutions. These products are

developed, processed or manufactured by the Group, or sourced

under licence or contract manufactured.

Ethical Sourcing Strategy

EBOS’ Ethical Sourcing Strategy sets out the steps for

implementation of effective and appropriate ethical sourcing

programs. This includes risk assessments using due diligence tools,

standard operating procedures, and reporting templates. Focus

areas of the strategy include managing modern slavery risks and

legal and regulatory compliance.

Data Security & Privacy

Data security and privacy is a shared responsibility across EBOS

led by the Cyber Security & Privacy Steering Committee and

overseen by the Board. The Group’s work aligns with the NIST

(National Institutes of Standards and Technologies) framework,

and seventeen business units have received certification for ISO

27001, which is the globally recognised standard for information

security management systems.

In FY25, we continued to invest in uplifting the Group’s security

posture, including data governance and security incident and

event management.

Keeping medicines moving when it matters most

Our healthcare business Symbion is proud to support local

pharmacies who are the backbone of local communities in times

of crisis. During the February 2025 flood emergency in Far North

Queensland, the Symbion team overcame a series of operational

challenges. Customer service teams coordinated with the SES,

police, freight forwarders and pharmacies to ensure critical

medicines were delivered to where they were needed most.

All warehouses remained fully operational utilising backup power.

In anticipation of Cyclone Alfred in March 2025, our businesses in

the region activated a range of measures to safeguard operations.

This meant only minor damage was sustained and businesses

could resume normal operations after a short precautionary

closure leading up to the cyclone’s landfall.

In May 2025, severe flooding hit New South Wales Mid North Coast

and Hunter Valley. Despite inaccessible areas, our teams relocated

orders to facilities in Brisbane and worked with emergency services

to deliver supplies to pharmacies with blocked road access while

our other teams swiftly re-routed services and boosted direct driver

runs to ensure critical supplies reached hospitals.

Medicines and healthcare productsMedical devicesOwn-brand products

Over-the-counter products and medical

consumables, cold chain products,

scheduled and unscheduled medicines

Medical equipment and consumables Ingredients, materials, and finished products

Local and international supply chains

28
EBOS Annual Report 2025

Climate-related Disclosures

We published the Group’s inaugural Climate Statement in October

2024. This report containing comprehensive disclosures on the

Group’s climate risks, opportunities, and impacts is available at

www.ebosgroup.com/sustainability/climate-statement. Our 2025

Climate Statement will be published in September.

The Group has established targets for certain Scope 1 and Scope 2

Greenhouse Gas (GHG) emission reductions. We continued to focus

on reducing our reliance on fossil fuels. We largely completed the

transition to electric Materials Handling Equipment (MHE), phasing

out a small number of forklift trucks fitted with combustion engines.

Some units remain due to recent acquisitions. Additionally, we are

implementing a policy progressively phasing out fleet vehicles

solely relying on combustion engines, with electric and plugin

hybrid alternatives, where practical.

Since FY24, the Group has acquired New Zealand Renewable

Energy Certificates (RECs) which match the amount of electricity

consumed by the Group in New Zealand resulting in zero reported

GHG emissions for New Zealand.

Greenfleet partnership

EBOS continues to enjoy a long standing partnership with not-

for-profit environmental organisation, Greenfleet. Since 2007,

we have offset a significant share of outbound freight emissions

from our operations by donating over $2.4 million in support of

Greenfleet’s important work to revegetate native landscapes and

restore biodiverse habitats. In FY25, we increased our donation to

Greenfleet by a further 10%.

Reforestation project

In FY25, EBOS made progress towards establishing our own

reforestation project that will be implemented and managed by

Greenfleet. We purchased a property in South Gippsland, Victoria

with a potential planting area of approximately 94 hectares.

The site is located in the vicinity of protected native forests and

South Gippsland is home to koala populations, including Strzelecki

Koalas that descend from Victoria’s original koala gene pool.

Track works commenced in March 2025 to facilitate access to

the property. We are now working on boundary fencing and weed

management with a view to starting new planting of native tree

species in early FY26.

Solar array

The Group continues to work towards generating renewable

electricity equivalent to the forecasted electricity consumption

of our Australian operations. The Group operates a 500kW roof-

mounted solar array at Parkes, New South Wales and in FY25 we

continued development planning for the next stage of the project,

an approximately 5MW ground-mounted solar array at the site with

construction expected to commence in FY26. The second stage of

the solar array project will be an additional ground-mounted solar

array with approximately 6MW capacity and we continue to engage

with regulators on these subsequent works.

At the commencement of the project, the Group anticipated that

it would require solar arrays with approximately 18.8MW capacity

delivered in three stages of approximately 6MW each to generate

sufficient renewable electricity to meet its FY27 demands. During

the year, we reviewed our electricity demand forecast for our

Australian operations, incorporating the energy efficiency of newly

commissioned facilities, initiatives to reduce consumption in existing

sites and other considerations. This latest forecast indicates that the

third and final stage of the solar array may not be required to meet

our target. While the Group continues to monitor demand forecasts,

it has paused progressing the third stage.

Greenfleet partnershipCarbon reduction targets

20,088

$401,760

tonnes of carbon offset

donated

146,263

$2,403,031


tonnes of carbon offset

donated

FY25 impactLifetime impact

FY27

Zero reported Scopes 1

and 2

1

GHG emissions

after offsets

2

1

Using market-based Scope 2 reporting and after applying green energy certificates, such as Renewable Energy Certificates (RECs in Australia and New Zealand), Small-scale Technology

Certificates (STC, Australia only) and Large-scale Generation Certificates (LGCs, Australia only)..

2

Means that EBOS invested in offsets equivalent to its gross Scope 1 emissions. The offsets acquired and retired were Australian Carbon Credit Units (ACCUs). Further details regarding our

Scope 1 boundaries and exclusions and limitations and our approach to reporting targets will be included in our 2025 Climate Statement that will be published in September 2025.

EBOS Group’s property in South Gippsland, Victoria, dedicated to a reforestation project.

Business Overview
29

A summary of our environmental data

will be published on 30 September

https://www.ebosgroup.com/

sustainability/our-esg-program/

Community investment

EBOS supports a range of charities and social enterprises who do

wonderful work across our communities.

EBOS is proud to support the following organisations:

Electricity efficiency program

In FY25 we completed a revised Energy Reduction Plan aimed at

further decreasing our grid-supplied electricity consumption. This

Plan focusses on sites with the highest energy use or intensity, such

as usage per square metre or unit output. Identified opportunities

include increasing onsite solar electricity generation, optimising

HVAC and refrigeration equipment, and enhancing the efficiency of

machinery and automation systems.

In FY25 we achieved a 12.33% grid-purchased electricity efficiency

improvement per square metre against the FY21 baseline. The

improvements are primarily from opening new, more efficient,

facilities and closing less energy-efficient facilities and we expect

the result to progressively improve as new facilities become

operational.


30

EBOS Annual Report 2025

Sustainable cold chain solutions (Symbion)

Symbion is reducing reliance on polystyrene eskys. In some

locations they have been replaced by refrigerated containers,

but this is not always possible. Consequently, Symbion has

partnered with an industry innovator to introduce a new self-

contained cold chain delivery solution consisting of an insulating

liner in a cardboard carton. Following completion of a successful

pilot project at its South Australian distribution facility, Symbion will

roll out the new packaging in Northern Territory and Tasmania.

New packaging technologies (Onelink)

Onelink has been working on several innovations to improve the

sustainability of packaging for distribution of medical consumables

to New South Wales public hospitals. New carton technology and

efficient cubic-shaped design reduces the amount of packaging

materials by fitting more in each box. Plastic liners have also

been replaced with a compostable alternative that has been

specially treated to accelerate biodegradation in microbe-rich

environments.

Sustainable Packaging

Product packaging has complex lifecycle impacts that contribute

to climate change and other social and environmental concerns.

EBOS’ Sustainable Packaging Committee coordinates the work

of participating businesses to minimise packaging waste and

optimise the value of associated materials in the circular economy.

The Group’s sustainable packaging initiative encompasses

packaging research & development, design, procurement, and

manufacturing over which the Group has management control,

including reducing use of single-use plastics throughout our supply

chains in New Zealand and Australia.

Our target is to transition our grocery brand packaging to

recyclable (and therefore more sustainable) alternatives by the

end of 2025 and other own-brand products by the end of 2027.

Over 95%

1

of our grocery brand products will be using recyclable

packaging, with products progressively entering the market in the

new packaging as we run down existing stocks.

VitaPet

We have made significant progress in converting the product

packaging of our grocery brand VitaPet to recyclable, reusable,

or compostable alternatives, in line with Australian Packaging

Covenant Organisation (APCO) guidelines. This new sustainable

packaging design is easier to recycle and produces a higher quality

recycled product after reprocessing. Introduction of single polymer

laminate packs have also been scheduled for VitaPet food and

other product lines. When completed next year, this transition

project will displace approximately 150 tonnes of currently

non-recoverable packaging.

Red Seal

All Red Seal product packaging has been reviewed and packaging

has been replaced with recyclable materials, except for some

miscellaneous items such as labels and certain moisture

management materials related to product quality, including

desiccants, seals, and envelopes. These items account for less

than 10% of the packaging for these products, and we are actively

exploring recyclable alternatives. Although Red Seal product caps

and lids are made from recyclable materials, recent changes in

New Zealand kerbside recycling regulations currently prevent their

recycling. Caps and lids in the New Zealand market represents

under 3% of Red Seal’s total product packaging.

Other brands

Packaging for our other grocery brands, Quitnits, Anti-flamme

and Gran’s Remedy, is now largely recyclable with the exception of

caps and lids due to New Zealand kerbside recycling regulations,

and where complex cap types are required for functionality, such

as spray nozzles and foam pumps. We will continue to explore

sustainable options for these items.

Australian Packaging Covenant Organisation

In FY25, four EBOS businesses submitted action plans and

performance reports to APCO covering the 2024 calendar year.

ReportingOverall Performance Score

Masterpet

Leading

SentryAdvanced

Endeavour Consumer Health

Advanced

LifeHealthcareAdvanced

1

Packaging percentages relate to number of SKUs, unless indicated otherwise.

Business Overview
31

Driving diversity and inclusion initiatives

We are committed to gender equality and creating a positive

environment where all employees feel empowered and supported.

To mark International Women’s Day, we launched our updated

Domestic and Family Violence Policy to raise awareness and

highlight the support that is offered by EBOS. Various EBOS sites

also organised a clothing drive in support of Dress for Success,

a charity committed to helping unemployed and underemployed

women achieve economic independence.

Domestic and Family Violence Policy

In FY25, we updated and enhanced our policy setting out various

forms of confidential and non-judgemental support available to

employees in New Zealand and Australia who are experiencing

domestic and family violence, as well as those supporting affected

family members. This includes special leave for legal, medical, or

relocation needs, financial assistance, flexible work arrangements,

workplace safety planning and referral, and counselling services for

those experiencing domestic and family violence.

New Zealand Parental Leave Policy

In early 2025, we launched a new Parental Leave Policy for

employees in New Zealand seeking support to take time out from

work to raise their families. Expanding on statutory entitlements,

eligible employees can benefit from enhanced benefits for both

partners and primary carers.

First Nations employment program (Symbion)

Symbion has partnered with a labour hire provider to develop and

deliver its First Nations employment program, providing stable

work, training and a pathway for career progression in Supply

Chain and Logistics. The pilot program concluded in January 2025

with graduates securing sustainable employment within Symbion.

A second cohort of trainees commenced the program in the first

half of FY26.

EBOS Life Savers

Eight “Life Savers” standards have been introduced reinforcing

minimum standards and appropriate controls for reducing risk of

injury or harm to workers undertaking high-risk activities. The Life

Savers were developed through consultation with key stakeholders

and will enhance the culture of health and safety within our

workplaces.

Executive Leadership Safety Walks

People leaders play a critical role in shaping the safety culture of

our organisation. Our Group-wide Executive Leadership Safety

Walks initiative improves leadership visibility at our sites, enabling

leaders to better understand how workplace risks are being

managed, facilitating regular positive interactions between senior

managers and their teams, and identifying opportunities for

improvement.

Profile of our People

In FY25, the Group’s total employee headcount expanded to 5,770. As our workforce continues to grow, so does the potential for positive

contributions to our people, their families and local communities through fair employment practices, training, and career development

opportunities.

Location

62% Australia

21% New Zealand

17% Southeast Asia

Age

24% <30 yrs

53% 30-49 yrs

23% ≥50 yrs

Gender

55% women

45% men

<0.1% non-binary

5,770

total employee

headcount

More data on the

composition of

our workforce is

available at

https://www.

ebosgroup.com/

sustainability/

our-esg-program/

Content Index for ESG Disclosures

can be found at https://www.

ebosgroup.com/sustainability/our-esg-

program/

32
EBOS Annual Report 2025

Our Board

Elizabeth Coutts – Independent Chair

ONZM, BMS, FCA, CF Instit. D

Elizabeth Coutts was appointed to the EBOS Group Limited Board

in July 2003. She is Chair of the Remuneration Committee and a

member of the Audit and Risk Committee. She is Chair of Oceania

Healthcare Limited and 2degrees Group Limited, and a Director of

EBOS Group subsidiaries in New Zealand.

Elizabeth is a former Chair of Skellerup Holdings Limited, Ports

of Auckland Limited, Meritec Group, Industrial Research, Life

Pharmacy Limited, former director of Air New Zealand Limited,

the Health Funding Authority, Sanford Limited, the Yellow Group

of Companies and Tennis Auckland Region Incorporated, former

Deputy Chairman of Public Trust, former board member of

Sport NZ, former member of the Pharmaceutical Management

Agency (Pharmac) and Marsh New Zealand Advisory Board,

former Commissioner for both the Commerce and Earthquake

Commissions, former external monetary policy adviser to the

Governor of the Reserve Bank of New Zealand, a former president

of the Institute of Directors Inc and former Chief Executive of the

Caxton Group of Companies.

Dr Tracey Batten – Independent Director

MBBS, MHA, FRACMA, MBA (Harvard), FAICD

Dr Tracey Batten was appointed to the EBOS Group Limited Board

in July 2021. She is a member of the Remuneration Committee.

Tracey is currently a non-executive director of Medibank Private

Limited and Nanosonics Limited. She was previously Chair of the

Accident Compensation Corporation, a non-executive director

of National Institute of Water and Atmospheric Research, Abano

Healthcare Group Limited and various other healthcare related

research institutes, charities and industry and government bodies.

During her executive career she was Group CEO of Imperial

College Healthcare NHS Trust in the United Kingdom, Group CEO

of St Vincent’s Health Australia, CEO of Eastern Health and CEO

of Dental Health Services Victoria.

Mark Bloom – Independent Director

BCom, BAcc, CA

Mark was appointed to the EBOS Group Limited Board in

September 2022. Mark is a member of the Audit and Risk

Committee. He is currently a non-executive director of ASX listed

Abacus Storage King and AGL Energy Limited and a director of

JewishCare NSW. He is a former director of Pacific Smiles Group

Limited and Abacus Property Group. Mark has over 35 years’

experience as a finance executive, including as Chief Financial

Officer at ASX listed Scentre Group Limited from its formation in

July 2014 through to his retirement in April 2019. Prior to this, he

was Deputy Group CFO of Westfield Group for 11 years.

Mark has also held a number of senior finance roles, including

being CFO and executive director for insurance and financial

services companies Liberty Life, South Africa and Manulife

Financial, Canada.

Coline McConville – Independent Director

B.Juris, LLB, MBA (Harvard)

Coline McConville was appointed to the EBOS Group Limited

Board in February 2025.

Coline brings to EBOS 20 years of governance experience advising

a wide range of organisations operating in different countries

and industries. Her expertise includes advising across acquisitive

portfolio companies, complex distribution organisations, capital

intensive businesses, consumer driven vertically integrated and

global service companies.

During her executive career, Ms McConville was Chief Executive

Officer and Chief Operating Officer for Clear Channel

Communications (now iHeartMedia Inc.) and a management

consultant with McKinsey and Co and LEK Consulting.

She is currently a director of 3i Group and a member of the

Supervisory Board of Germany-based Tui AG. Her previous

directorships include Kings Cross Central General Partnership,

TUI Travel, UTV Media, Travis Perkins, Fevertree Drinks, Inchcape,

Wembley National Stadium, Shed Media, Halifax and HBOS.

Stuart McLauchlan – Independent Director

BCOM, FCA, CF. Inst.D

Stuart was appointed to the EBOS Group Limited Board in July

2019. He is Chairman of the Audit and Risk Committee and a

member of the Remuneration Committee.

Stuart is a Chartered Fellow of the Institute of Directors and

a Past President. He is a chartered accountant, partner of GS

McLauchlan & Co, and a Fellow of the New Zealand Institute

of Chartered Accountants. He is currently chairman of Scott

Technology Ltd, ADInstruments Ltd, Cargill Hotel 2022 Ltd, Otago

Community Hospice and Woods Solutions. He is a director of

Argosy Properties Ltd and Scenic Hotels Group, as well as a

number of private companies. He is also a governor of the New

Zealand Sports Hall of Fame. He was formerly a chairman of

Pharmac and UDC Finance, member of the Marsh New Zealand

Advisory Board, and director of Ngāi Tahu Tourism Ltd.

Matt Muscio – Non-Executive Director

BBus

Matt was appointed to the EBOS Group Limited Board in January

2025. His career spans more than 25 years in the medical device

industry with the last 15 years in medical technology distribution

under both public and private ownership models.

Matt’s most recent executive role was as Chief Executive Officer

for EBOS’ Medical Technology businesses, having joined EBOS

following the acquisition of LifeHealthcare in 2022.

Matt has been a board member for the Medical Technology

Association of Australia from 2017 to 2023 and currently serves

as a non-executive board member for Tetrous Inc, a regenerative

medicine company.

Julie Tay – Independent Director

BA, MBA (Curtin)

Julie Tay was appointed to the EBOS Group Limited Board in May

2023.

Julie is currently a director of Sonova, a global hearing care

solutions company, headquartered in Switzerland and listed on

the Swiss stock exchange. She has over 30 years’ experience in

international executive and non-executive roles across consumer

healthcare, medical devices and digital healthcare.

Julie was most recently Senior Vice President and Managing

Director, Asia Pacific and member of the global Executive

Management Committee for Align Technology. Prior to this,

she was regional head of Bayer Healthcare (Diabetes Care) in Asia

Pacific and also previously held senior executive roles in Asia at

Johnson Diversey and Johnson & Johnson.

33
Business Overview

From top: Elizabeth Coutts, Dr Tracey Batten,

Mark Bloom, Coline McConville, Stuart McLauchlan,

Matt Muscio, Julie Tay.

EBOS delivers solid FY25 result in line with guidance
Group revenue was $12.3 billion, up 12.0%

1

on the prior year, driven

by growth in both our Healthcare and Animal Care segments,

including strong performances from our Community Pharmacy,

TerryWhite Chemmart, Institutional Healthcare and Animal Care

divisions.

EBOS recorded Underlying EBITDA of $585 million, representing

7.5%


growth and Underlying NPAT of $258 million.

1

Healthcare

The Healthcare segment reported revenue of $11.6 billion and

Underlying EBITDA of $500 million, representing 11.8%


and 6.9%


growth respectively.

1

In Australia, Healthcare revenue was $9.0

billion and Underlying EBITDA was $397 million, representing 12.9%


and 5.9%growth respectively.

1

In New Zealand and Southeast

Asia, Healthcare revenue increased to $2.6 billion and Underlying

EBITDA increased to $103 million, representing 8.1% and 10.8%

growth respectively.

1

Healthcare segment growth was driven by our leading positions

and solid contributions from our Community Pharmacy, TWC and

Institutional Healthcare businesses.

Animal Care

The Animal Care segment had a strong performance with revenue

of $673 million and Underlying EBITDA of $124 million, representing

16.3% and 10.4% growth respectively.

1

This growth was supported by the branded business and the

contribution of earnings from the SVS acquisition.

Cash flow and balance sheet

EBOS generated underlying cash flow before capex of $448 million,

up $81 million on the prior corresponding period, supporting our

organic growth, M&A strategy, shareholder returns and balance

sheet management. Net capital expenditure for the year was

$146 million.

Return on Capital Employed for June 2025 was 13.0%, 20 basis

points lower than June 2024

1

.

The Net Debt: EBITDA ratio at 30 June 2025 was 1.92x, which is a slight

increase on the 1.89x reported in the prior corresponding period.

Acquisitions

Consistent with our strategy of investing for growth, since

July 2024 we have completed five acquisitions

2, 3

, including

the remaining 10% interest in Transmedic, two small bolt-on

acquisitions within our Medical Technology business, and two

acquisitions in Animal Care.

Dividends

The Directors are pleased to declare a final FY25 dividend of

NZ 61.5 cents per share, which equates to a full year dividend of

NZ 118.5 cents per share. This represents a dividend payout ratio

of 83.8%.

The record date for the final dividend is 5 September 2025 and the

dividend will be paid on 24 September 2025. The final dividend will

be imputed to 25% for New Zealand tax resident shareholders and

will be fully franked for Australian tax resident shareholders. The

Group’s Dividend Reinvestment Plan (DRP) will be operational for

the upcoming final dividend. Shareholders can elect to take shares

in lieu of a cash dividend at a discount of 2.5% to the volume

weighted average share price.

Outlook

Our portfolio is well positioned for long-term growth with

continued positive healthcare and animal care industry trends

supporting the resilience of our businesses. Near-term macro

pressures include a competitive wholesale pharmacy environment,

soft hospital capital spend and subdued consumer sentiment

impacting discretionary pet categories.

In FY26, the Group is targeting Underlying EBITDA of $615 – 635

million, reflecting ~7% midpoint growth, with positive contributions

from both the Healthcare and Animal Care segments.

In FY26, we expect capital expenditure of approximately

$130 – 140 million, marking the successful completion of our major

distribution centre renewal program. In future years, annual

capital expenditure should be approximately 30% lower, on a

comparable basis. Underlying depreciation and amortisation

is expected to be approximately $140 – 150 million, reflecting

the investments we’ve made in recent years and the increased

capacity of our expanded distribution centres.

Leverage remains within targeted range, with headroom to

fund growth initiatives from existing liquidity and balance sheet

capacity. Net finance costs are expected to be approximately $110

– 120 million, assuming no additional debt funding requirements.

The effective tax rate is expected to be approximately 28%.

In Q4 FY26, the Group will host an investor day which will

provide deeper insights into strategic priorities and long-term

growth drivers. The event will also outline the Group’s capital

management framework and future capital deployment priorities.

Financial Summary

1

Underlying results are non-GAAP financial measures to reflect our underlying financial performance. Growth for FY25 Underlying compared to FY24 Underlying is normalised

to exclude the Chemist Warehouse Australia contract. Refer to page 35 for a reconciliation to statutory results.

2

Two additional small acquisitions were completed in FY25 and not noted above.

3

Includes Next Generation Pet Foods that was completed on 1 July 2025.

34

EBOS Annual Report 2025

35
Business Overview

Reconciliation of Statutory to Underlying Results

This Annual Report contains a number of non-GAAP financial

measures to reflect our underlying financial performance.

Because they are not defined by GAAP or IFRS, EBOS’ calculation

of these measures may differ from similarly titled measures

presented by other companies and they should not be considered

in isolation from, or construed as an alternative to, other financial

measures determined in accordance with GAAP. Although

EBOS believes they provide useful information in measuring the

financial performance and condition of EBOS' business, readers

are cautioned not to place undue reliance on these non-GAAP

financial measures.

FY25 and FY24 Underlying earnings exclude one-off M&A

transaction costs, non-recurring restructuring and site transition

costs and the amortisation (non-cash) expense attributable to

acquisition PPA of finite life intangible assets. To provide a like-

for-like comparison to the prior corresponding period, where

applicable, this table includes comparisons against underlying

earnings exclusive of the estimated earnings from the Chemist

Warehouse Australia (CWA) contract for the 30 June 2024 period.

The following tables provide reconciliations between Statutory

and Underlying for the Group results and the Healthcare and

Animal Care Segments. Figures in the following tables are subject

to rounding and totals may not precisely sum across all line items.

FY25FY24

$mRevenueEBITDAEBITPBTN PATRevenueEBITDAEBITPBTN PAT

Statutory result12,26755640930221513,189606477383272

M&A transaction costs-11111110-1010107

Restructuring & site transition costs-18181813-9996

PPA amortisation (non-cash)--272719--262618

Total underlying earnings adjustments-29565642-19454532

Underlying result12,26758546535925813,189624522428303

CWA estimated earnings---(2,236)(80)(80)

Underlying result excluding CWA12,26758546510,953544442

HealthcareAnimal Care

FY25FY24FY25FY24

$mRevenueEBITDARevenueEBITDARevenueEBITDARevenueEBITDA

Statutory result11,59347212,610537673123579104

M&A transaction costs-10-2-1-8

Restructuring & site transition costs-18-9----

Total underlying earnings adjustments-28-11-1-8

Underlying result11,59350012,610548673124579112

CWA estimated earnings--(2,236)(80)

Underlying result excluding CWA

11,59350010,374468

Group

Healthcare and Animal Care

3637
EBOS Annual Report 2025

Directors’ Responsibility Statement 37

Independent Auditor’s Report 38

Financial Statements 42

Consolidated Income Statement 42

Consolidated Statement of Comprehensive Income 43

Consolidated Balance Sheet 44

Consolidated Statement of Changes in Equity 46

Consolidated Cash Flow Statement 47

Notes to the Consolidated Financial Statements 48

Introducing this report 48

Section A: EBOS performance

A1. Revenue and expenses 50

A2. Segment information 53

A3. Taxation 56

A4. Earnings per share 58

Section B: Key judgements made

B1. Goodwill and intangibles 59

B2. Acquisition information 64

Section C: Operating assets and liabilities used by EBOS

C1. Trade and other receivables 68

C2. Inventories 69

C3. Trade and other payables 69

Section D: Capital assets used by EBOS to operate our business

D1. Property, plant and equipment 70

D2. Capital work in progress 71

Section E: How we fund the business

E1. Share capital 72

E2. Dividends 73

E3. Borrowings 74

E4. Borrowing facilities maturity profile 75

E5. Operating cash flows 76

Section F: EBOS Group structure

F1. Subsidiaries 78

F2. Investment in associates 81

F3. Non-controlling interests 83

Section G: How we manage risk

G1. Financial risk management 84

G2. Financial instruments 86

Section H: Other disclosures

H1. Contingent liabilities 89

H2. Commitments for expenditure 89

H3. Subsequent events 89

H4. Related party disclosures 89

H5. Remuneration of auditors 90

H6. Leases 91

Contents

Key

Key judgements and other judgements made

Subsequent event

Risks

Accounting policy

Explanatory note

3637
Financial Statements

Directors’ Responsibility Statement

The Directors of EBOS Group Limited are pleased to present to

shareholders the financial statements of EBOS Group Limited

and its controlled entities (together the “Group”) for the year

ended 30 June 2025.

The Directors are responsible for presenting financial statements

in accordance with New Zealand law and generally accepted

accounting practice, which fairly present the financial position of

the Group as at 30 June 2025 and the results of their operations

and cash flows for the year ended on that date.

The Directors consider the financial statements of the Group

have been prepared using accounting policies which have been

consistently applied and supported by reasonable judgements

and estimates and that all relevant financial reporting and

accounting standards have been followed.

The Directors believe that proper accounting records have been

kept which enable with reasonable accuracy, the determination

of the financial position of the Group and facilitate compliance

of the financial statements with the Financial Markets Conduct

Act 2013.

The Directors consider that they have taken adequate steps to

safeguard the assets of the Group, and to prevent and detect

fraud and other irregularities. Internal control procedures are

also considered to be sufficient to provide reasonable assurance

as to the integrity and reliability of the financial statements.

The financial statements are signed on behalf of the Board by:


Elizabeth Coutts

Chair


Stuart McLauchlan

Director

26 August 2025

3839
EBOS Annual Report 2025

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the consolidated financial statements of EBOS Group Limited (the ‘Company’) and its

subsidiaries (the ‘Group’), which comprise the consolidated balance sheet as at 30 June 2025, and the

consolidated income statement, statement of comprehensive income, statement of changes in equity and

statement of cash flows for the year then ended, and notes to the consolidated financial statements, including

material accounting policy information.

In our opinion, the accompanying consolidated financial statements, on pages 42 to 93, present fairly, in all

material respects, the consolidated financial position of the Group as at 30 June 2025, and its consolidated

financial performance and cash flows for the year then ended in accordance with New Zealand Equivalents

to IFRS Accounting Standards (‘NZ IFRS’) as issued by the External Reporting Board and IFRS Accounting

Standards (‘IFRS’) as issued by the International Accounting Standards Board.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (‘ISAs’) and International

Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities under those standards are further

described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our

report.

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

opinion.

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

Ethics for Assurance Practitioners (including International Independence Standards) (New Zealand) issued by

the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for

Accountants’ International Code of Ethics for Professional Accountants (including International Independence

Standards), 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 Company or any of its

subsidiaries, except that partners and employees of our firm deal with the Company and its subsidiaries on

normal terms within the ordinary course of trading activities of the business of the Company and its subsidiaries.

Audit Materiality

We consider materiality primarily in terms of the magnitude of misstatement in the financial statements

of the Group that in our judgement would make it probable that the economic decisions of a reasonably

knowledgeable person would be changed or influenced (the ‘quantitative’ materiality). In addition, we also

assess whether other matters that come to our attention during the audit would in our judgement change or

influence the decisions of such a person (the ‘qualitative’ materiality). We use materiality both in planning the

scope of our audit work and in evaluating the results of our work.

We determined materiality for the Group financial statements as a whole to be $15m.

Key Audit Matters

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

of the consolidated financial statements of the current period. These matters were addressed in the context of

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

provide a separate opinion on these matters.

Independent Auditor’s Report to the Shareholders

3839
Financial Statements

Key audit matterHow our audit addressed the key audit matter

Goodwill and Indefinite Life Intangible Asset Impairment Assessment

The Group has $2,245m of goodwill and $204m of indefinite life

intangible assets, including brands of $177m, on the balance sheet

at 30 June 2025, as detailed in note B1 to the financial statements.

The carrying values of goodwill and indefinite life intangible assets

are dependent on the future cash flows expected to be generated

by the underlying businesses, and there is a risk if these cash flows

do not meet the Group’s expectations that the assets may be

impaired.

The Group tests goodwill and indefinite life intangible assets at

least annually by determining the recoverable amount (the higher

of value-in-use or fair value less costs to sell) of the individual

assets where possible, or otherwise the cash generating units to

which the assets belong and comparing the recoverable amounts

of the assets to their carrying values.

The impairment assessment models prepared by the Group

contain a number of significant assumptions. Changes in these

assumptions might lead to a change in the carrying value of

indefinite life intangible assets and goodwill.

The Group has assessed the recoverable amount of each cash

generating unit (“CGU”) or group of CGUs to which goodwill and

indefinite life intangibles have been allocated based on value-

in-use models. The key assumptions applied in the value-in-use

models are:

• annual revenue and expense growth rates for the five year

forecast period;

• pre-tax discount rates; and

• terminal growth rates.

We have included the impairment assessments of goodwill and

indefinite life intangible assets as a key audit matter due to the

significance of the balances to the financial statements and the

level of judgement applied by the Group in determining the key

assumptions used to determine the recoverable amounts.

We considered whether the Group’s methodology for assessing

impairment is compliant with NZ IAS 36: Impairment of Assets.

We focused on testing and challenging the suitability of the models

and reasonableness of the assumptions used by the Group in

conducting its impairment reviews.

We also determined those CGU’s which have an increased

impairment risk based on future growth rates, levels of headroom

(value-in-use over carrying value) or where there have been

significant changes in operational performance in the year.

Our procedures included:

• agreeing future cash flows to Board approved forecasts;

• challenging the reliability of the Group’s revenue and expense

growth rates for selected CGU’s by comparing the forecasts

underlying the growth rates to historical forecasts and actual

results of the underlying businesses (where applicable); and

• assessing the reasonableness of key assumptions and changes

to them from previous years.

We used our internal valuation specialists to assist with

evaluating the models and challenging the Group’s key

assumptions. The procedures of the specialists included:

• evaluating the appropriateness of the valuation methodology;

• testing the mathematical integrity of the models;

• evaluating the Group’s determination of the pre-tax discount

rates used in the models through consideration of the relevant risk

factors for each CGU, the cost of capital for the Group, and market

data on comparable businesses; and

• comparing the terminal growth rates to market data for a sample

of industry sectors.

We evaluated the sensitivity analysis performed by management

to consider the extent to which a change in one or more of the

key assumptions could give rise to impairment in the goodwill and

indefinite life intangible assets.

40
EBOS Annual Report 2025

Key audit matterHow our audit addressed the key audit matter

Acquisitions

The Group completed three material business combinations

during the period as detailed in Note B2. These acquisitions had a

combined consideration of $203m, with the Group recognising total

goodwill of $169m which includes the acquisitions noted above.

We have included these acquisitions as a key audit matter due to

the significance of the balances involved, and the subjectivity and

complexity inherent in the application of the requirements of NZ

IFRS 3 Business Combinations.

Due to the timing of the acquisitions, detailed valuations to

determine the fair value of the underlying assets and liabilities

acquired has been completed in relation to the acquisition

of Pacific Surgical Inc. The acquisition balance sheet for the

remaining acquisitions were determined on a provisional basis as

at 30 June 2025.

The determination of acquisition accounting involves judgement in

the following areas;

• The valuation of the consideration transferred including

contingent consideration;

• The identification and valuation of the assets acquired and

liabilities assumed at acquisition date; and

• The measurement of any acquired put and call options in relation

to non-controlling interests.

Our procedures, included:

• Obtaining an understanding of the key terms and conditions of

each acquisition by reading the sale and purchase agreements and

supporting documents and through discussions with key personnel;

• Evaluating the measurement of the consideration transferred

including contingent consideration by testing the mathematical

accuracy of the underlying calculation, agreeing the financial

projections prepared to the specific financial period specified in

the agreement and analysing the key assumptions adopted by

the Group;

• Assessing the Group’s progress to identify and value intangible

assets acquired as separate to goodwill for finalised acquisitions,

and agreeing key assumptions to supporting documentation;

• Recomputing the resulting goodwill to be recognised on acquisition;

• Challenging the Group’s measurement of any put and call options

related to non-controlling interests; and

• Evaluating the adequacy of disclosures relating to the acquisition in

the consolidated financial statements.

41
Financial Statements

To the Shareholders of EBOS Group Limited continued

Other information

The directors are responsible on behalf of the Group for the other information. The other information comprises

the information in the Annual Report that accompanies the consolidated financial statements and the audit

report. The Climate Statement which will be issued in September, 2025 as outlined on page 28 in the Annual

Report and is expected to be made available to us after the date of the audit report.

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

express any form of assurance conclusion thereon.

Our responsibility is to read the other information and consider whether it is materially inconsistent with the

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

misstated. If so, we are required to report that fact.

When we read the Climate Statement, if we conclude that there is a material misstatement therein, we are

required to communicate the matter to directors and consider further actions.

Directors’

responsibilities for the

consolidated financial

statements

The directors are responsible on behalf of the Group for the preparation and fair presentation of the

consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the

directors determine is necessary to enable the preparation of consolidated financial statements that are

free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible on behalf of the Group for

assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to

going concern and using the going concern basis of accounting unless the directors either intend to liquidate

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

Auditor’s

responsibilities

for the audit of the

consolidated financial

statements

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

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

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

conducted in accordance with ISAs and ISAs (NZ) will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,

they could reasonably be expected to influence the economic decisions of users taken on the basis of these

consolidated financial statements.

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

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.

Restriction on use

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

might state to the Company’s shareholders those matters we are required to state to them in an auditor’s report

and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to

anyone other than the Company’s shareholders as a body, for our audit work, for this report, or for the opinions

we have formed.

Bryce Henderson,

Partner for Deloitte Limited

Auckland, New Zealand

26 August 2025

4243
EBOS Annual Report 2025

Consolidated Income Statement

The Consolidated Income Statement presents income earned and expenditure incurred by the Group during the financial year in

determining profit.

For the financial year ended 30 June 2025Notes

2025

A$’000

2024

A$’000

Revenue

A1(a) 12,266,898 13,189,054

Income from associatesF2 15,02112,938

Earnings before depreciation, amortisation, net finance costs and tax expense (EBITDA)

555,591 605,595

DepreciationA1(b) (100,188) (92,459)

AmortisationA1(b) (46,714) (36,412)

Earnings before net finance costs and tax expense (EBIT)

408,689 476,724

Finance income 7,092 7,320

Finance costs – borrowings (89,416) (83,290)

Finance costs – leasesH6 (24,123) (17,651)

Profit before tax expense 302,242 383,103

Tax expenseA3(a) (86,477) (110,018)

Profit for the year

215,765 273,085

Profit for the year attributable to:

Owners of the Company 215,138 271,549

Non-controlling interests 627 1,536

215,765 273,085

Earnings per share:

Basic (cents per share)A4109.7141.3

Diluted (cents per share)A4109.0141.3

Notes to the financial statements are included on pages 48 to 93.

4243
Financial Statements

Consolidated Statement of Comprehensive Income

The Consolidated Statement of Comprehensive Income presents profit for the year, plus gains and losses that are not recognised in the

Consolidated Income Statement and instead are required to be taken directly to reserves within equity.

For the financial year ended 30 June 2025

2025

A$’000

2024

A$’000

Profit for the year

215,765 273,085

Other comprehensive income

Items that may be reclassified subsequently to profit or loss:

Movement in Cash flow hedge reserve (4,238) (6,726)

Related income tax 1,126 1,907

Movement in foreign currency translation reserve 16,359 (7,061)

13,247 (11,880)

Items that will not be reclassified subsequently to profit or loss:

Movement on equity instruments fair valued through other comprehensive income (23,140) 5,801

Total comprehensive income net of tax205,872 267,006

Total comprehensive income for the year is attributable to:

Owners of the Company204,351 265,716

Non-controlling interests 1,521 1,290

205,872 267,006

Notes to the financial statements are included on pages 48 to 93.

4445
EBOS Annual Report 2025

The Consolidated Balance Sheet presents a summary of the Group’s assets, liabilities and equity at the end of the financial year.

As at 30 June 2025Notes

2025

A$’000

2024

A$’000

Current assets

Cash and cash equivalents 184,251 216,883

Trade and other receivablesC1 1,513,770 1,494,564

Prepayments 37,019 48,756

InventoriesC2 1,345,227 1,210,440

Current tax refundable 5,590 4,822

Other financial assets – derivativesG2 201 6,727

Total current assets 3,086,058 2,982,192

Non-current assets

Property, plant and equipmentD1 399,678 383,909

Capital work in progressD2 120,286 61,563

Prepayments 5,324 1,553

Deferred tax assetsA3 (b) 275,876 238,927

GoodwillB1 (a) 2,244,981 2,067,694

Indefinite life intangiblesB1 (b) 203,911 192,481

Finite life intangiblesB1 (d) 360,735 337,426

Right of use assetsH6 485,984 388,952

Investment in associatesF2 66,415 56,440

Other financial assets 28,997 32,925

Total non-current assets 4,192,187 3,761,870

Total assets 7,278,245 6,744,062

Current liabilities

Trade and other payablesC3 2,441,354 2,212,533

Bank loansE3 15,791 765,708

Lease liabilitiesH6 65,847 57,239

Current tax payable 5,807 6,451

Employee benefits 83,790 81,848

Other financial liabilities – derivativesG2 2,329 617

Total current liabilities

2,614,918 3,124,396

Consolidated Balance Sheet

Notes to the financial statements are included on pages 48 to 93.

4445
Financial Statements

Consolidated Balance Sheet continued

As at 30 June 2025Notes

2025

A$’000

2024

A$’000

Non-current liabilities

Bank loansE3 1,086,714 470,102

Lease liabilitiesH6 453,501 349,914

Trade and other payablesC3 40,498 36,921

Deferred tax liabilitiesA3 (b) 338,265 298,741

Employee benefits 11,722 10,489

Other financial liabilities – derivativesG2 8,800 35,000

Total non-current liabilities

1,939,500 1,201,167

Total liabilities 4,554,418 4,325,563

Net assets

2,723,827 2,418,499

Equity

Share capitalE1 2,259,578 1,937,210

Share-based payments reserve 24,373 25,297

Foreign currency translation reserve (22,661) (38,126)

Retained earnings 502,059 525,444

Equity instruments fair valued through other comprehensive income (21,042) 815

Cash flow hedge reserve (2,743) 369

Equity attributable to owners of the Company 2,739,564 2,451,009

Non-controlling interestsF3 (15,737) (32,510)

Total equity

2,723,827 2,418,499

Notes to the financial statements are included on pages 48 to 93.

4647
EBOS Annual Report 2025

Consolidated Statement of Changes in Equity

The Consolidated Statement of Changes in Equity presents the components of capital and reserves of the Group and explains the

movements in each component during the financial year.

Notes

Share

capital

A$’000

Share-

based

payments

reserve

A$’000

Foreign

currency

trans-

lation

reserve

A$’000

Retained

earnings

A$’000

Equity in-

struments

fair valued

through

other com-

prehensive

income

reserve

A$’000

Cash flow

hedge

reserve

A$’000

Non-

con-

trolling

interests

A$’000

Total

A$’000

Balance at 1 July 2023

1,889,863 16,210 (31,311) 559,428 (4,986) 5,188 (131,032) 2,303,360

Profit for the year

- - - 271,549 - - 1,536 273,085

Other comprehensive income

for the year, net of tax

- - (6,815) - 5,801 (4,819) (246) (6,079)

Payment of dividendsE2 - - - (203,675) - - - (203,675)

Movement in option over

non-controlling interests

F3 - - - - - - (4,626) (4,626)

Transfer of non-controlling interestsF3 - - - 32,768 - - (32,768) -

Partial derecognition of option over

non-controlling interests

F3 - - - (134,626) - - 134,626 -

Share-based payments - 9,087 - - - - - 9,087

Dividends reinvestedE1 45,736 - - - - - - 45,736

Employee share plan shares issuedE1 1,808 - - - - - - 1,808

Employee share issue costsE1 (197) - - - - - - (197)

Balance at 30 June 2024

1,937,210 25,297 (38,126) 525,444 815 369 (32,510) 2,418,499

Balance at 1 July 2024 1,937,210 25,297 (38,126) 525,444 815 369 (32,510) 2,418,499

Profit for the year - - - 215,138 - - 627 215,765

Other comprehensive income for the

year, net of tax

- - 15,465 - (23,140) (3,112) 894 (9,893)

Payment of dividendsE2 - - - (207,725) - - - (207,725)

Arising on acquisition of subsidiariesB2 - - - - - - 866 866

Option over non-controlling interests - - - - - - (15,129) (15,129)

Transfer to retained earnings - - - 10,531 1,283 - (11,814) -

Derecognition of option over

non-controlling interests

F3 - - - (41,329) - - 41,329 -

Share-based payments - (924) - - - - - (924)

Share placementE1 200,508 - - - - - - 200,508

Retail offerE1 53,826 - - - - - - 53,826

Share placement and retail offer costsE1 (6,183) - - - - - - (6,183)

Dividends reinvestedE1 72,589 - - - - - - 72,589

Employee share plan shares issuedE1 1,848 - - - - - - 1,848

Employee share issue costsE1 (220) - - - - - - (220)

Balance at 30 June 2025

2,259,578 24,373 (22,661) 502,059 (21,042) (2,743) (15,737) 2,723,827

Notes to the financial statements are included on pages 48 to 93.

4647
Financial Statements

Consolidated Cash Flow Statement

The Consolidated Cash Flow Statement presents the cash generated and used by the Group during the financial year.

For the financial year ended 30 June 2025Notes

2025

A$’000

2024

A$’000

Cash flows from operating activities

Receipts from sale of goods and services 12,297,831 13,198,911

Interest received 7,092 7,320

Dividends received from associatesF2 8,594 11,929

Payments for purchase of goods and services (11,698,998)(12,665,460)

Taxes paid (82,477) (103,523)

Interest paid (113,539) (100,941)

Net cash inflow from operating activities

E5 418,503 348,236

Cash flows from investing activities

Sale of property, plant and equipment 228 418

Purchase of property, plant and equipment (29,553)(61,559)

Payments for capital work in progress (95,594)(34,340)

Payments for intangible assets (20,832)(22,939)

Investment in associatesF2 (602)(2,038)

Acquisition of businessesB2 (202,492)(246,893)

Investment in other financial assets (20,005)(10,771)

Net cash (outflow) from investing activities (368,850)(378,122)

Cash flows from financing activities

Proceeds from issue of sharesE1 249,779 1,611

Proceeds from borrowingsE5 1,417,046 484,222

Repayment of borrowingsE5 (1,558,065)(226,727)

Repayment of lease liabilitiesH6 (56,613)(68,649)

Dividends paid to equity holders of parent (excluding Dividend Reinvestment Plan) (137,043)(156,128)

Net cash (outflow)/inflow from financing activities

(84,896) 34,329

Net (decrease)/increase in cash held (35,243)4,443

Effect of exchange rate fluctuations on cash held 2,611 554

Net cash and cash equivalents at the beginning of the year 216,883 211,886

Net cash and cash equivalents at the end of the year

184,251 216,883

Notes to the financial statements are included on pages 48 to 93.

4849
EBOS Annual Report 2025

Notes to the Consolidated Financial Statements

For the financial year ended 30 June 2025.

Introducing this report

The notes to the financial statements include information that is considered relevant and material to assist the reader in the understanding

of the financial performance and financial position of EBOS Group Limited and its controlled entities (together “the Group” or “EBOS”).

Information is considered relevant and material if:

• the amount is significant because of its size and nature;

• it is important to assist the readers understanding of the results of EBOS;

• it helps to explain to the reader the changes in the business and/or operations of EBOS; or

• it relates to an aspect of operations that is important to the future performance of EBOS.

EBOS Group Limited (‘the Company’) is a profit-oriented company incorporated in New Zealand, registered under the Companies Act 1993

and dual listed on both the New Zealand Stock Exchange and the Australian Securities Exchange.

Basis of preparation

The financial statements have been prepared in

accordance with Generally Accepted Accounting Practice

(‘GAAP’). They comply with New Zealand Equivalents to IFRS

Accounting Standards (‘NZ IFRS’) as issued by the External

Reporting Board and IFRS Accounting Standards (‘IFRS’)

as issued by the International Accounting Standards Board

for profit-oriented entities.

EBOS is a Tier 1 for-profit entity in terms of the New Zealand

External Reporting Board Standard A1.

The Company is an FMC reporting entity for the purposes

of the Financial Markets Conduct Act 2013, and its financial

statements comply with this Act.

The financial statements have been prepared on the basis

of historical cost, except for the revaluation of certain

financial instruments. Cost is based on the fair value of the

consideration given in exchange for assets.

The information is presented in thousands of Australian

dollars, unless otherwise stated.

Critical accounting estimates and judgements

In the process of applying the Group’s accounting policies

and the application of accounting standards, EBOS has

made a number of judgements and estimates.

The estimates and underlying assumptions are based

on historic experience and various other factors that are

considered to be appropriate under the circumstances.

Therefore, there is an inherent risk that actual results may

subsequently differ from the estimates made.

These estimates and underlying assumptions are reviewed

on an on-going basis. Revisions to accounting estimates

are recognised in the period in which the estimate is revised

if the revision affects only that period, or in the period of

the revision and future periods if the revision affects both

current and future periods.

Judgements and estimates that are considered material to

understanding the performance of EBOS are found in the

relevant notes to the financial statements. Key judgements

have been made in regard to assumptions that support

the impairment assessment for goodwill and indefinite life

intangibles (note B1) and business combination accounting

(note B2 and note F3).

4849
Financial Statements

Introducing this report continued

Basis of consolidation

The Group’s financial statements comprise the financial

statements of EBOS Group Limited, the parent company,

combined with all the entities that comprise the Group,

being its subsidiaries (listed in note F1) and its share of

associate investments (listed in note F2). The financial

statements of the members of the Group, including

associates, are prepared for the same reporting period as

the parent company, using consistent accounting policies.

Subsidiaries are consolidated on the date on which control

is obtained to the date on which control is lost.

The results of subsidiaries acquired or disposed of

during the year are included in the Consolidated Income

Statement from the effective date of acquisition or up to

the effective date of disposal, as appropriate.

All significant inter-company transactions and balances

are eliminated on consolidation.

Adopting of new and revised standards and interpretations

The Group has adopted all new accounting standards

that have become effective during the current year. The

adoption of these new standards has had no impact upon

these financial statements.

In May 2024, the New Zealand Accounting Standards

Board (NZASB) approved NZ IFRS 18 Presentation and

Disclosure of Financial Statements (IFRS 18) for application

by Tier 1 and Tier 2 for-profit entities preparing financial

statements for periods beginning on or after 1 January

2027. IFRS 18 changes how entities present the primary

financial statements and make disclosures in the notes to

the financial statements. The transition provisions of IFRS 18

require retrospective application. The Group is continuing

to assess the full impact of adopting IFRS 18.

Foreign currency

Functional currency

The financial statements of each of the Group’s entities

are measured using the currency of the primary economic

environment in which that entity operates (“the functional

currency”).

Transactions and balances

Foreign currency transactions are translated into the

functional currency using the exchange rate on the date

of the transaction. At each balance sheet date, monetary

assets and liabilities that are denominated in foreign

currencies are translated at the rates prevailing on the

balance sheet date. Non-monetary assets and liabilities

that are measured in terms of historical cost in a foreign

currency are not retranslated.

Exchange differences arising on the settlement of

monetary items, and on the translation of monetary items,

are included in the Consolidated Income Statement for

the period.

Foreign operations

On consolidation, the assets and liabilities of EBOS’

overseas operations are translated at the exchange rate

at the reporting date. Income and expense items are

translated at the average rates for the period. Exchange

differences arising are recognised in the foreign currency

translation reserve (in equity) and recognised in profit or

loss on disposal of the foreign operation.

Goodwill and fair value adjustments arising on the

acquisition of a foreign entity are treated as assets

and liabilities of the foreign entity and translated at the

exchange rate at the reporting date.

Other accounting policies

Other accounting policies that are relevant to the

readers understanding of the financial statements are

included throughout the following notes to the financial

statements.

5051
EBOS Annual Report 2025

A1. Revenue and expenses

(a) Revenue

Revenue consisted of the following items:

2025

A$’000

2024

A$’000

Community Pharmacy 6,456,259 7,809,802

Institutional Healthcare 4,342,369 4,004,660

Contract Logistics Services 142,790 139,604

Contract Logistics Sales 863,988 866,126

Interdivisional eliminations (211,944) (210,182)

Healthcare 11,593,462 12,610,010

Animal Care 673,436 579,044

12,266,898 13,189,054

Recognition and measurement

Community Pharmacy and Institutional Healthcare

Revenue is derived from the supply of human healthcare products to pharmacies, hospitals, aged care facilities, supermarkets

and other healthcare providers in Australia, New Zealand and Southeast Asia markets. This includes the supply of agency

products and EBOS’ own branded human healthcare products distributed by the Group’s branded distribution businesses.

Following delivery of the goods, the customer obtains control as it has full discretion over the manner of distribution and price to

sell the goods, has the primary responsibility when on selling the goods and bears the risks of loss in relation to the goods.

A receivable is recognised by the Group when it passes control of the goods, which is when the goods are delivered to the customer

as this represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is

required before payment is made.

The transaction price may be adjusted for customers who pay their account in full, earlier than what standard credit terms

would require, or for incremental costs incurred in obtaining a sales contract which are recognised over the contractual period.

Under the Group’s standard terms with customers, product returns, refunds and provision for warranties are in accordance with

local requirements. Accumulated experience has been used to determine that such returns are not significant.

Section Overview

This section explains the financial performance of EBOS by:

a) displaying additional information about individual items in the Consolidated Income Statement;

b) presenting further analysis of EBOS’ operating segments by revenue and expenses; and

c) providing an analysis of the components of EBOS’ tax balances for the year and the current imputation credit

account balance.

Section A: EBOS performance

Notes to the Consolidated Financial Statements continued

For the financial year ended 30 June 2025.

5051
Financial Statements

A1. Revenue and expenses continued

(a) Revenue continued

Recognition and measurement

Contract Logistics

Sales: Sales consist of the sale of human healthcare

products to a wide range of healthcare customers

(wholesalers, pharmacies, hospitals and medical centres),

in accordance with agreed terms with the customer.

A receivable is recognised by the Group when it passes

control of the goods, as this represents the point in time at

which the right to consideration becomes unconditional,

as only the passage of time is required before payment is

made.

Under our standard terms with customers product

returns, refunds and provision for warranties provided

are in accordance with local requirements. Accumulated

experience has been used to determine that such returns

are not significant.

Service fees: Revenue is derived from the provision of

logistics services for a fee to healthcare manufacturers

for their operating activities in Australia and New

Zealand. Service fees are typically charged for storage

of manufacturer’s inventory holdings and pick, pack and

delivery services provided over a period of time, typically

on a monthly basis, as specified within contractual rates

agreed with the manufacturer.

The performance obligation is satisfied either at a point in

time (sales) or over time (service fees), at which point the

right to consideration becomes unconditional, as only the

passage of time is required before payment is made.

Animal Care

Revenue is derived from the supply of animal care products

to pet retail, grocery and vet clinics across Australia and

New Zealand. This includes EBOS’ own manufactured and

contract manufactured animal care products. Upon delivery

of the goods, the customer assumes full control as it has

complete discretion over the manner of distribution and

pricing of goods, has the primary responsibility when on-

selling the goods and bears the risks of loss in relation to the

goods.

A receivable is recognised by the Group when it passes

control of the goods, which is when the goods are delivered

to the customer as this represents the point in time at which

the right to consideration becomes unconditional, as only

the passage of time is required before payment is made.

Under the Group’s standard terms with customers

product returns, refunds and provision for warranties

are in accordance with local requirements. Accumulated

experience has been used to determine that such returns are

not significant.

5253
EBOS Annual Report 2025

A1. Revenue and expenses continued

(b) Expenses

Profit before tax expense has been arrived at after charging the following expenses by nature:

2025

A$’000

2024

A$’000

Merger and acquisition costs (11,355) (10,100)

Restructuring and site transition costs (18,075) (8,648)

Cost of sales (10,622,311) (11,546,832)

Writedown of inventory (7,415) (9,316)

Impairment reversal/(loss) on trade and other receivables 1,018 (461)

Depreciation of property, plant and equipment (33,181) (30,325)

Depreciation on right of use assets (67,007) (62,134)

Amortisation (non-cash) of finite life intangibles attributable to acquisition fair value adjustments (26,912) (26,181)

Amortisation of other finite life intangibles (19,802) (10,231)

Short-term and low value asset leases (11,044) (10,333)

Donations (800) (698)

Employee benefit expense (534,381) (521,864)

Defined contribution plan expense (42,183) (34,708)

Freight (171,561) (167,033)

Other expenses (308,221) (286,404)

Total expenses (11,873,230) (12,725,268)

Recognition and measurement

Impairment

EBOS reviews the recoverable amount of its tangible and intangible assets, including goodwill, at each balance date. If the

carrying value of an asset exceeds the recoverable amount, an impairment expense is recognised in the income statement.

The recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of future cash flows expected

to be generated by the asset (value in use).

For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash

flows (CGU).

Depreciation and amortisation

Depreciation is provided for on a straight line basis on all property, plant and equipment other than freehold land,

at depreciation rates calculated to allocate the assets’ cost less estimated residual value, over their estimated useful lives.

Refer to note D1 for the useful lives used in the calculation of depreciation.

Amortisation is charged on a straight line basis over the estimated useful life of finite life intangibles. Refer to note B1(d) for the

useful lives used in the calculation of amortisation.

Short term and low value asset leases

EBOS leases certain land, buildings, plant and equipment.

The Group has elected not to recognise right of use assets and lease liabilities for short-term leases and low value asset leases.

The Group recognises the lease payments associated with the leases as an expense (recognised within other expenses in the

Income Statement on a straight-line basis over the lease term).

5253
Financial Statements

A1. Revenue and expenses continued

(b) Expenses continued

Employee expenses

Provision is made for benefits owing to employees in respect of wages and salaries, annual leave, long service leave and

employee incentives for services rendered. Provisions are recognised when it is probable they will be settled and can be

measured reliably. They are carried at the remuneration rate expected to apply at the time of settlement and discounted to

the present value of the expected payment to the employee at balance date.

Net finance costs

Finance costs include bank interest and amortisation of costs incurred in connection with borrowing facilities. Finance costs

are expensed immediately as incurred, using the effective interest method, unless they relate to acquisition and development

of qualifying assets, in which case they are capitalised.

Interest income is recognised on a time-proportionate basis using the effective interest method.

A2. Segment information

(a) Reportable segments and Corporate

EBOS’ major products and services are allocated consistently with the reportable segments, i.e. Healthcare and Animal Care, with no major

products and services allocated to Corporate.

(b) Segment revenues and results

The following is an analysis of EBOS’ revenue and results by reportable segment and Corporate:

Revenue from external customers (A$’000)

Corporate

Includes net funding costs and

central administration expenses

that have not been allocated to

the Healthcare or Animal Care

segments.

Animal Care Segment

Sales of animal care products in a

range of sectors, own manufactured

and contract manufactured brands,

retail, and wholesale activities.

Sales of healthcare products in a

range of sectors, own brands, retail

healthcare, pharmacy, hospital

and logistic services and wholesale

activities.

2025

Healthcare Segment

2024

Healthcare 95% $11,593,462

Animal Care 5% $673,436

Healthcare 96% $12,610,010

Animal Care 4% $579,044

5455
EBOS Annual Report 2025

A2. Segment information continued

EBITDA (A$’000)

Net profit/(loss) after tax for the year attributable to owners of the Company (A$’000)

Associate information:

2025

A$’000

2024

A$’000

Included in the segment results above is income from associates:

Animal Care8,050 10,452

Healthcare6,971 2,486

Total income from associates15,021 12,938

(b) Segment revenues and results continued

HealthcareAnimal CareCorporate

2024

2025

HealthcareAnimal CareCorporate

2024

2025

$472,155$122,532($39,096)$537,485$103,987($35,877)

$243,848$77,258($105,968)$300,631$68,776($97,858)

5455
Financial Statements

The following is an analysis of other financial information by reportable segment and Corporate:

HealthcareAnimal CareCorporate

2025

A$’000

2024

A$’000

2025

A$’000

2024

A$’000

2025

A$’000

2024

A$’000

Revenue from external customers 11,593,462 12,610,010 673,436 579,044--

EBITDA

472,155 537,485 122,532 103,987 (39,096) (35,877)

Depreciation of property, plant and equipment (28,806) (26,193) (4,375) (4,132) - -

Depreciation on right of use assets (58,369) (55,102) (7,7 10) (5,978) (928) (1,054)

Amortisation (non-cash) of finite life intangibles

attributable to acquisition fair value adjustments

(26,912) (26,181) - - - -

Amortisation of finite life intangibles (18,911) (9,578) (891) (653) - -

EBIT 339,157 420,431 109,556 93,224 (40,024) (36,931)

Net finance costs - - - - (106,447) (93,621)

Tax (expense)/benefit (94,682) (118,264) (32, 298) (24,448) 40,503 32,694

Profit for the year 244,475 302,167 7 7, 258 68,776 (105,968) (97, 858)

Non-controlling interests (627) (1,536) - - - -

Profit for the year attributable to owners

of the Company 243,848 300,631 7 7, 258 68,776 (105,968) (97, 858)

(c) Geographical information

EBOS operates in two principal geographical areas: (i) Australia and (ii) New Zealand (country of domicile) and Southeast Asia.

EBOS’ revenue from external customers by geographical location and information about its segment assets (non-current assets),

excluding investment in associates and deferred tax assets, are detailed below:

AustraliaNew Zealand and

Southeast Asia

Group

2025

A$’000

2024

A$’000

2025

A$’000

2024

A$’000

2025

A$’000

2024

A$’000

Continuing operations

Revenue from external customers 9,447,342 10,647,831 2,819,556 2,541,223 12,266,898 13,189,054

Non-current assets

3,001,745 2,843,070 848,151 623,433 3,849,896 3,466,503

A2. Segment information continued

(b) Segment revenues and results continued

5657
EBOS Annual Report 2025

A3. Taxation

(a) Tax expense recognised in Consolidated Income Statement

The tax rates used are principally the corporate tax rates of 28% (2024: 28%) payable by New Zealand and 30% (2024: 30%) payable by

Australian corporate entities on taxable profits under tax law in each jurisdiction.

2025

A$’000

2024

A$’000

Tax expense comprises:

Current tax expense:

Current year 83,964 108,948

Adjustments for prior years (4,763) (2,762)

79,201 106,186

Deferred tax expense/(credit):

Origination and reversal of temporary differences 179 5,737

Adjustments for prior years 7,097 (1,905)

7, 276 3,832

Total tax expense 86,477 110,018

The prima facie income tax expense on pre-tax accounting profit from operations reconciles to the income tax expense in the financial

statements as follows:

Profit before tax expense 302,242 383,103

Tax expense calculated at 28% (2024: 28%) 84,628 107, 269

Non-deductible expenses 5,083 8,716

Effect of different tax rates of subsidiaries operating in overseas jurisdictions 2,029 4,272

Over provision of tax expense in prior years 2,334 (4,667)

Other adjustments (7, 597) (5,572)

Total tax expense 86,477 110,018

(d) Information about major customers

No revenues from transactions that are with a single customer amount to 10% or more of EBOS’ revenues (2024: Nil).

Recognition and measurement

The reportable segments of EBOS have been identified in accordance with NZ IFRS 8 ‘Operating Segments’.

The Group’s operating segments are identified on the basis of internal reports about components of the Group that are regularly

reviewed by the chief operating decision-maker in order to allocate resources to the segment and to assess its performance.

The accounting policies of EBOS have been consistently applied to the operating segments. Profit before depreciation,

amortisation, net finance costs and tax expense (EBITDA) is the measure reported to the chief operating decision-maker (CODM)

for the purpose of resource allocation and assessment of segment performance. Assets are not allocated to operating segments as

they are not reported to the chief operating decision-maker at a segment level.

A2. Segment information continued

5657
Financial Statements

A3. Taxation continued

(b) Deferred tax assets and liabilities

Taxable and deductible temporary differences arise from the following:

2025

A$’000

2024

A$’000

Gross deferred tax liabilities:

Property, plant and equipment 28,360 9,698

Other payables 6,999 3,670

Other financial liabilities – derivatives 32 857

Right of use assets 144,054 116,573

Intangible assets 158,820 167,943

Total gross deferred tax liabilities

338,265 298,741

Gross deferred tax assets:

Property, plant and equipment 24,844 9,301

Other payables 72,204 80,954

Other financial assets – derivatives 1,458 287

Lease liabilities 154,133 123,906

Intangible assets 23,084 24,288

Tax losses carried forward 153 191

Total gross deferred tax assets

275,876 238,927

Summary of net deferred tax assets/(liabilities) by jurisdictions

Australia(53,216)(50,536)

New Zealand (11,687) (10,488)

Southeast Asia2,5141,210

Total net deferred tax assets/(liabilities)

(62,389) (59,814)

(c) Imputation credit account balances

2025

A$’000

2024

A$’000

Imputation credit account balances

Imputation credits available directly and indirectly to

shareholders of the parent company:11,80013,158

Imputation credits allow EBOS to pass on to its shareholders the benefit of the New Zealand income tax it has paid by attaching imputation

credits to the dividends it distributes, reducing shareholders’ net tax obligations.

5859
EBOS Annual Report 2025

A3. Taxation continued

Recognition and measurement

Taxable profit differs from profit before tax reported in

the Consolidated Income Statement as it excludes items

of income and expense that are taxable or deductible in

other years (temporary differences) and also excludes

items that will never be taxable or deductible (permanent

differences).

Income tax expense components are current income tax

and deferred tax.

Deferred tax is income tax that is expected to be payable

or recoverable in the future as a result of the unwinding of

temporary differences. These arise from differences in the

recognition of assets and liabilities for financial reporting

and for the filing of income tax returns.

Deferred tax is recognised on all temporary differences,

other than those arising:

• from goodwill;

• from the initial recognition of assets and liabilities in a

transaction (other than in a business combination) that

affects neither the accounting nor taxable profit or loss; and

• investments in associates and subsidiaries where

EBOS is able to control the reversal of the temporary

differences and such differences are not expected to

reverse in the foreseeable future.

Deferred tax is calculated at the tax rates that are expected

to apply to the year when a liability is settled or an asset

realised, based on tax rates and tax laws that have been

enacted or substantively enacted at balance date.

A deferred tax asset is recognised to the extent it is

probable that future taxable profits will be available to

use the asset. This is reviewed at each balance date and

reduced to the extent that it is no longer probable that

sufficient taxable profits will be available in the future to

utilise the deferred tax asset.

Amendments to NZ IAS 12 Income Taxes (NZ IAS 12) –

International Tax Reform – Pillar Two Model Rules

The Group adopted the amendment to NZ IAS 12 in the prior year.

The amendment clarifies that the Standard applies to income

taxes arising from tax law enacted to implement the Pillar Two

model rules published by the OECD, including tax law that

implements qualified domestic minimum top-up taxes described

in those rules.

The Group is within the scope of the OECD Pillar Two Model

Rules. Pillar Two legislation has been enacted in New Zealand

and will come into effect for the Group from 1 July 2025. For some

entities within the Group, such as subsidiaries in Australia and

Vietnam, the Pillar Two rules came into effect from 1 July 2024.

Under Pillar Two legislation, the Group may be liable to pay a

top-up tax where the effective tax rate per jurisdiction is below

the 15% minimum rate. The Group has performed an assessment

of the potential exposure to Pillar Two income taxes based on

the financial information for the year ended 30 June 2025, which

showed that no top-up tax exposure should arise for the Group.

This is on the basis that the Safe Harbour rules can be relied upon

in each jurisdiction that the Group operates in where Pillar Two is

applicable.

Under the Australian Pillar Two legislation, the Undertaxed Profits

Rule does not come into effect for the Group until 1 July 2025.

As such, the Pillar Two rules will not apply for the current year to

entities within the Group that is not held directly or indirectly by

an Australian Constituent Entity, such as subsidiaries in China and

United States of America. These entities will however be subject to

the Pillar Two rules from 1 July 2025 when the Pillar Two rules come

into effect in New Zealand.

The Group is making use of the temporary exemption resulting

from the implementation of the Pillar Two regulations, which

was included in the amendment of NZ IAS 12 published in May

2023 under which it does not have to recognise deferred taxes in

relation to Pillar Two.

A4. Earnings per share

Basic earnings

per share

Diluted earnings

per share

2025 202420252024

Earnings used in the calculation of

total earnings per shareA$’000215,138 271,549 215,138 271,549

Weighted average number of ordinary shares for

the purposes of calculating earnings per share

No.

(000’s) 196,073 192,168 197,361 192,168

Earnings per shareCents109.7 141.3109.0 141.3

Basic earnings per share is calculated by dividing the profit attributable to the shareholders of the company by the weighted

average number of ordinary shares on issue during the year excluding shares held as treasury stock. Diluted earnings per share

assumes conversion of all dilutive potential ordinary shares in determining the denominator.

5859
Financial Statements

B1. Goodwill and intangibles

(a) Goodwill

Notes2025

A$’000

2024

A$’000

Gross carrying amount

Balance at beginning of financial year2,067,694 1,976,368

Recognised from business acquisitions during the yearB2168,72693,450

Effects of foreign currency exchange and other differences8,561(2,124)

Net book value2,244,9812,067,694

Recognition and measurement

Goodwill arising on the acquisition of a subsidiary is recognised as an asset at the date that control is acquired (the acquisition

date). Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests

in the acquiree, and the fair value of the acquirer’s previously-held equity interest (if any) in the acquiree over the fair value of the

identifiable net assets recognised.

Goodwill is not amortised; however, it is reviewed for impairment at least annually. For the purpose of impairment testing, goodwill

is allocated to each of EBOS’ CGUs or groups of CGUs expected to benefit from the synergies of the combination.

CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that

the unit may be impaired. The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable

amount of the CGU is less than its carrying amount, the impairment loss is first allocated to reduce the carrying amount of any

goodwill and then to the other assets of the unit on a pro-rata basis. Any impairment loss on goodwill is recognised immediately in

profit or loss and is not subsequently reversed.

Section B: Key judgements made

Section Overview

This section identifies the balances and transactions to which key judgements have been made by EBOS in the

preparation of these financial statements. Key judgements have been made in regards to the estimates for future cash

flows for goodwill and indefinite life intangibles impairment assessment purposes, and the identification of intangible

assets and recognition of goodwill for business acquisitions.

6061
EBOS Annual Report 2025

B1. Goodwill and intangibles continued

(b) Indefinite life intangibles

Terr y W hi te

Chemmart

Brands

A$’000

Other

Healthcare

Brands

A$’000

Franchise

Network

A$’000

Animal

Care

Brands

A$’000

Healthcare

Trademarks

A$’000

Total

A$’000

Gross carrying amount

Balance at 1 July 202336,538 82,818 10,954 24,968 15,830 171,108

Acquisitions - - - 21,863 - 21,863

Effects of foreign currency exchange and

other differences - (98) - (318)(74)(490)

Balance at 30 June 202436,538 82,720 10,954 46,513 15,756 192,481

Acquisitions - - - 10,396 - 10,396

Effects of foreign currency exchange

and other differences - 334 - 445 255 1,034

Balance at 30 June 202536,538 83,054 10,954 57,35416,011 203,911

Recognition and measurement

Indefinite life intangible assets represent purchased brands, trademarks and a franchise network asset that are initially

recognised at fair value. These intangible assets are tested annually for impairment on the same basis as for goodwill.

Judgement: useful lives of indefinite life intangible assets

The Directors have assessed these brands, trademarks and a franchise network asset as having an indefinite useful life. In coming

to this conclusion, the expected expansion of these assets across other products and markets, the typical product life cycle of

these assets, the stability of the industry in which the assets are operating, the level of maintenance expenditure required and the

period of legal control over these assets have been considered.

6061
Financial Statements

B1. Goodwill and intangibles continued

(c) Cash-generating units

The carrying amount of goodwill and indefinite life intangibles allocated to CGUs or groups of CGUs is as follows:

GoodwillIndefinite life intangibles

2025

A$’000

2024

A$’000

2025

A$’000

2024

A$’000

Healthcare Australia

1

733,145 712,631 9,059 9,059

Healthcare New Zealand

2

73,136 71,697 21,024 20,689

Healthcare: Pharmacy/Logistics NZ

3

88,256 86,852 16,009 15,755

Healthcare: TerryWhite Group

4

70,430 56,836 47,492 47,492

Healthcare: Medical Technology

5

971,797 928,837 52,973 52,973

Animal Care

6

308,217210,841 57,35446,513

2,244,9812 ,067,694 203,911192,481

1 Australian Consumer, Hospital, Pharmacy, Primary Healthcare sectors.

2 New Zealand Consumer, Hospital, Primary Healthcare, Aged Care and International Product Supplies.

3 New Zealand Pharmacy Wholesaler and Logistic Services.

4 Australia – Terry White Group.

5 Australia, New Zealand and Southeast Asia Medical Technology.

6 Australia and New Zealand Animal Care.

For the year ended 30 June 2025, the Directors have determined that there is no impairment of any of the CGUs containing goodwill, brands,

trademarks or the franchise network asset (2024: Nil).

Key judgement: impairment assessment assumption

The recoverable amounts of cash generating units are determined on the basis of value in use calculations. The recoverable

amount calculations are most sensitive to changes in the following assumptions:

Revenue

Estimated by management based on revenue achieved in the period immediately before the start of the

assessment period and adjusted each year for any anticipated growth.

Operating costs

Estimated by management based on current trends at the start of the assessment period and adjusted

for expected changes in the business or sector in which the business operates.

Discount rates

Estimated by management based on a current market assessment of the time value of money, cost of

capital and risks specific to the asset or CGU to which the cash flows generated by that asset or CGU

are being assessed.

6263
EBOS Annual Report 2025

B1. Goodwill and intangibles continued

(c) Cash-generating units continued

20252024

Goodwill

Annual revenue growth rates3.3% - 6.5%3.0% - 7.0%

Allowance for increases in expenses3.5% - 5.3%2.8% - 5.5%

Pre-tax discount rates9.2% - 12.9%10.0% - 13.6%

Terminal growth rate 2.5%2.5%

Key estimate: value in use calculation

The value in use calculation uses cash flow projections based on financial forecasts approved by the Board and management

covering a five year period, including terminal value, and management’s past experience. The following estimates were used in the

value in use calculation:

Key estimate: fair value calculation

The Group monitors the fair value of its indefinite life intangibles using the relief from royalty method. The following estimates were

used:

Management has carried out a sensitivity analysis and believe that any reasonable possible change in the key assumptions would

not cause the book value of any CGUs or groups of CGUs to exceed their recoverable amount.

20252024

Indefinite life intangibles

Annual revenue growth rates3.0% - 7.5%3.0% - 8.0%

Allowance for increases in expenses3.5% - 5.3%2.8% - 5.0%

Royalty rate1.0% - 11.8%1.0% - 11.8%

Pre-tax discount rates9.4% - 18.1%10.9% - 18.0%

Terminal growth rate 2.5%2.5%

6263
Financial Statements

B1. Goodwill and intangibles continued

(d) Finite life intangibles

Supply

contracts

A$’000

Other

A$’000

Total

A$’000

Gross carrying amount 341,711 179,641 521,352

Accumulated amortisation and impairment (55,905) (128,021) (183,926)

Balance at 30 June 2024

285,806 51,620 337,426

Gross carrying amount 344,204 231,914 576,118

Accumulated amortisation and impairment (82,515)(132,868)(215,383)

Balance at 30 June 2025

261,689 99,046360,735

Aggregate amortisation recognised as an expense during the year:

2025

A$’000

2024

A$’000

Supply contracts

1

26,912 26,181

Other19,802 10,231

46,714 36,412

Recognition and measurement

Finite life intangible assets are recorded at cost less accumulated amortisation. Amortisation is charged on a straight line basis

over their estimated useful life.

Other finite life intangible assets comprise primarily software.

Judgement: Useful lives of finite life intangible assets

In determining the estimated useful life of finite life intangible assets (of a period of between one to 20 years) the following

characteristics have been assessed: (i) expected expansion of the usage of the assets, (ii) the typical product life cycle of these

assets, (iii) the stability of the industry in which the assets are operating, and (iv) the level of maintenance expenditure required.

The estimated useful life and amortisation period is reviewed at the end of each annual reporting period.

1 Non-cash amortisation of intangibles recognised on acquisitions.

6465
EBOS Annual Report 2025

B1. Goodwill and intangibles continued

(e) Goodwill and intangibles accounting policies

Accounting policies

At each balance sheet date, EBOS reviews the carrying amounts of its non-current assets to determine whether there is any

indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is

estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are

independent from other assets, EBOS estimates the recoverable amount of the CGU to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash

flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value

of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (CGU) is estimated to be less than its carrying amount, the carrying amount of the asset

(CGU) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately.

Where an impairment loss subsequently reverses, other than for Goodwill, the carrying amount of the asset (CGU) is increased to

the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the

carrying amount that would have been determined had no impairment loss been recognised for the asset (CGU) in prior years.

A reversal of an impairment loss is recognised as income immediately. Impairment losses cannot be reversed for goodwill.

B2. Acquisition information

The following material acquisitions of subsidiaries took place during the year:

Name of business acquired

Principal

activities

Date of

acquisition

Cost of

acquisition

A$’000

2025

100% of the business assets and liabilities of

Pacific Surgical Inc. (Pacific Surgical)

HealthcareNovember 202446,474

100% of the equity interest in SVS Veterinary

Supplies Limited and PPD Limited (SVS)

Animal CareMarch 2025134,399

75% of the equity interest in a provider of cold chain

medical freight transportation across Australia

HealthcareMay 202522,117

6465
Financial Statements

B2. Acquisition information continued

Combined details of acquisitions undertaken during the current period are as follows:

SVS acquisition (i)Other acquisitionsTotal

Carrying

value

A$’000

Fair value

adjustment

A$’000

Fair

value on

acquisition

A$’000

Carrying

value

A$’000

Fair value

adjustment

A$’000

Fair

value on

acquisition

A$’000

Fair

value on

acquisition

A$’000

Current assets

Cash and cash equivalents 25,591 - 25,591 2,611 - 2,611 28,202

Trade and other receivables 28,243 (555)

1

27,68 8 11,679 (3,858)

1

7, 82 1 35,509

Prepayments 226 (226)

2

- 315 (315)

2

- -

Inventories 28,938 (1,717)

3

27, 2 2 1 6,994 (1,688)

3

5,306 32,527

Non-current assets

Property, plant and equipment 2,666 (1,621)

4

1,045 6,433 (1,720)

4

4,713 5,758

Right of use assets - 5,519

5

5,519 - 4,190

5

4,190 9,709

Deferred tax assets 133 3,326

6

3,459 - 3,216

6

3,216 6,675

Indefinite life intangibles - - - - 5,142

7

5,142 5,142

Finite life intangibles 21 (21)

8

- - 2,702

8

2,702 2,702

Current liabilities

Trade and other payables (38,554) (563)

9

(39,117) (4,480) (532)

9

(5,012) (44,129)

Current tax payables (1,133) 13

6

(1,120) (43) (100)

6

(143) (1,263)

Lease liabilities - (1,229)

5

(1,229) - (736)

5

(736) (1,965)

Employee benefits (346) (121)

10

(467) (258) (473)

10

(731) (1,198)

Non-current liabilities

Trade and other payables - (1,527)

9

(1,527) (33) (1,162)

9

(1,195) (2,722)

Bank loans - - - (1,162) - (1,162) (1,162)

Lease liabilities - (4, 290)

5

(4, 290) - (3,254)

5

(3,254) (7,54 4)

Deferred tax liabilities - (1,545)

6

(1,545) (26) (1,717)

6

(1,743) (3,288)

Employee benefits - - - (96) (125)

10

(221) (221)

Net assets acquired

45,785 (4,557)41,22821,934(430)21,50462,732

Goodwill on acquisition 93,171 75,555 168,726

Non-Controlling Interests arising on acquisition - (866) (866)

Total consideration

134,39996,193230,592

Less cash and cash equivalents (25,591) (2,611) (28,202)

Less deferred purchase consideration (9,079) (29,035) (38,114)

Net cash outflow from acquisition99,72964,547164,276

(i) Due to the proximity of the acquisition date to reporting date and the material nature of the entities being acquired, the business combination

accounting for SVS is considered provisional at reporting date, subject to independent valuations performed on intangible assets recognised as

part of the acquisition.

(ii) Non-controlling interests on the date of acquisition are initially measured at the non-controlling interests’ proportionate share of the fair value

of the identifiable net assets assumed. The Group entered into arrangements to acquire the remaining equity interest, resulting in a financial

liability – derivative of $8.8m being recognised on the balance sheet (refer to Note G2) and a corresponding adjustment to non-controlling interests.

Subsequent changes to the carrying value of the financial liability – derivative will be recognised in equity.

6667
EBOS Annual Report 2025

B2. Acquisition information continued

Judgements made:

1. To recognise the fair value of trade and other receivables on acquisition.

2. To recognise the fair value of prepayments on acquisition.

3. To recognise the fair value of inventories on acquisition.

4. To recognise the fair value of property, plant and equipment on acquisition.

5. To recognise the fair value of right of use assets and associated lease liabilities on acquisition.

6. To recognise current and deferred tax balances on acquisition.

7. To recognise the fair value of the Kiwi Kitchens brands on acquisition.

8. To recognise the fair value of finite intangible assets on acquisition.

9. To recognise the fair value of trade and other payables on acquisition.

10. To recognise the fair value of employee benefits on acquisition.

Recognition and measurement

Acquisitions of subsidiaries and businesses are accounted for using the acquisition method.

The cost of acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred

or assumed, and equity instruments issued by EBOS in exchange for control of the acquiree. Acquisition-related costs are

recognised in profit or loss as incurred.

Where applicable, the cost of acquisition includes any asset or liability resulting from a contingent consideration arrangement,

measured at its acquisition date fair value. Subsequent changes in such fair values are adjusted against the cost of acquisition

where they qualify as measurement period adjustments. All other subsequent changes in the fair value of contingent consideration

classified as an asset or liability are accounted for in accordance with relevant NZ IFRSs. Changes in the fair value of contingent

consideration classified as equity are not recognised.

Goodwill arising on acquisition

Goodwill arose on the acquisitions of the business operations of the acquirees because the cost of acquisition included a control premium

paid. In addition, goodwill resulted from the consideration paid for the benefit of future expected cash flows above the current fair value of

the assets acquired and the expected synergies and future market benefits expected to be obtained. These benefits are not recognised

separately from goodwill as the expected future economic benefits arising cannot be reliably measured and they do not meet the definition

of identifiable intangible assets. The accounting for the business combinations including goodwill arose is considered provisional at balance

date and will be finalised within 12 months of the acquisition date, with the exception of the Pacific Surgical acquisition which has been

finalised as at 30 June 2025.

Pacific Surgical is a specialist orthopaedic device distributor which operates across the Philippines. The business has a broad portfolio

of high value orthopaedic products focussed on implants relating to the spine, sports, joints, biologics and capital equipment segments.

Pacific Surgical is considered a strong fit for the Group from both a product and geographic perspective strengthening the Group’s existing

presence in the Philippines and in the orthopaedic and spine segments.

SVS is a leading supplier of pet medicines and other products to veterinary practices in New Zealand. SVS is considered a complementary

fit within the Animal Care segment as an extension of the Group’s existing veterinary wholesale business in Australia.

The provider of cold chain medical freight transportation across Australia acquired in May 2025 is considered a complementary fit with

the Group’s Healthcare Logistics business to provide an entry point into the attractive cold chain transportation market, expanding the

services offered in the Healthcare segment.

Deferred consideration of $38.1m was recognised as future financial performance (EBITDA) earn out targets of the businesses acquired, on

which the consideration is payable are expected to be achieved.

Impact of the acquisitions on the results of the Group for the year ended 30 June 2025

The Group consolidated revenue for the year includes $75.5m revenue generated from SVS acquisition and $25.0m from other acquisitions.

SVS acquisition and other acquisitions contributed a profit of $2.5m and $2.8m to the Group net profit for the year.

Had the acquisitions made during the year been effective at 1 July 2024, the Group revenue would have been $12.5bn and the net profit for

the year would have been $221.8m.

6667
Financial Statements

B2. Acquisition information continued

Impact on the Consolidated Cash Flow Statement of all acquisitions during the year:

2025

A$’000

2024

A$’000

Subsidiaries acquired

Consideration

Cash and cash equivalents 192,478 97, 531

Deferred purchase consideration 38,114 21,911

Total consideration 230,592 119,442

Represented by:

Net assets acquired62,732 25,992

Non-controlling interests (866)-

Goodwill on acquisition168,726 93,450

Total consideration 230,592 119,442

Net cash outflow on acquisitions

Cash and cash equivalents consideration 192,478 97, 531

Cash paid for additional shares from non-controlling interests (Note F3) 35,929 134,626

Deferred purchase consideration paid in relation to prior year acquisitions 2,287 20,070

Less cash and cash equivalents acquired (28,202) (5,334)

Total consideration 202,492 246,893

6869
EBOS Annual Report 2025

C1. Trade and other receivables

2025

A$’000

2024

A$’000

Trade receivables (i)1,365,818 1,403,190

Other receivables 174,987 121,747

Provision for expected credit losses (ii) (27,035) (30,373)

1,513,7701,494,564

Recognition and measurement

Trade receivables are measured on initial recognition at fair value and are subsequently carried at amortised cost. They are

presented as current assets unless collection is not expected for more than 12 months after the reporting date.

The Group writes off a financial asset when there is information indicating that the debtor is in severe financial difficulty and there is

no realistic prospect of recovery.

The Directors believe that the carrying amount of trade and other receivables approximates their fair value.

(i) Trade receivables are non-interest bearing. Interest may be charged on outstanding overdue balances in accordance with the terms and

conditions under which goods are supplied. Trade debtors generally have terms of 30 days.

(ii) Provision for expected credit losses

Section C: Operating assets and liabilities used by EBOS


Not due

A$’000

30–60

days

A$’000

60–90

days

A$’000

90+

days

A$’000

To t a l

2025

A$’000

Trade receivables – total1,264,07857, 52515,66128,5541,365,818

Provision for expected credit losses – total - (114) (461) (26,460) (27,035)


Not due

A$’000

30–60

days

A$’000

60–90

days

A$’000

90+

days

A$’000

To t a l

2024

A$’000

Trade receivables – total 1,297,738 67,019 14,741 23,692 1,403,190

Provision for expected credit losses – total (231) (2,847) (6,970) (20,325) (30,373)

Section Overview

This section provides further analysis on the significant operating assets and liabilities of EBOS. These balances comprise the

material net working capital balances used by EBOS to run its day to day operating activities.

Recognition and measurement

The Group recognises a loss allowance for expected credit losses (“ECL”) on trade receivables. The amount of ECL is updated at

each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.

The Group measures the provision for ECL using the simplified approach to measuring ECL, which uses a lifetime expected loss

allowance for all trade receivables. The Group determines lifetime ECL for groups of trade receivables with shared credit risk

characteristics. Groupings are based on customer, trading terms and ageing.

An ECL rate is determined based on the historic credit loss rates for the Group, adjusted for other current observable data that may

materially impact the Group’s future credit risk. This other observable data includes specific factors in relation to each debtor or

general economic conditions of the industry in which the debtors operate.

Irrespective of the above analysis, the Group considers that default has occurred when a financial asset is more than 90 days past

due unless the Group has reasonable basis that a more lagging default criterion is more appropriate.

6869
Financial Statements

C2. Inventories

2025

A$’000

2024

A$’000

Raw materials23,267 38,105

Finished goods 1,370,1231, 2 17,37 7

Provision for obsolescence(48,163)(45,042)

1,345,227 1,210,440

Recognition and measurement

Inventories consist of raw materials (for the manufacturing operations of EBOS) and finished goods. Inventories are recognised

at the lower of cost and net realisable value. Cost comprises direct materials and, where applicable, direct labour costs and

those overheads that have been incurred in bringing the inventories to their present location and condition. Net realisable value

represents the estimated selling price in the ordinary course of business, less all estimated costs of completion and costs to be

incurred in marketing, selling and distribution.

The provision for inventory obsolescence is based on management judgment, taking into account historical inventory write-

offs, inventory turnover trends and other analysis.

C3. Trade and other payables

2025

A$’000

2024

A$’000

Current

Trade payables2 ,17 7,403 1,992,448

Other payables218,536 216,444

Deferred purchase consideration45,415 3,641

2,441,354 2,212,533

Non-current

Other payables 22,960 18,648

Deferred purchase consideration17, 538 18,273

40,498 36,921

Recognition and measurement

Trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs.

Trade and other payables, are initially measured at fair value and subsequently measured at amortised cost, using the effective

interest method.

The Directors consider that the carrying amount of trade payables approximates to their fair value.

Trade payables are unsecured and are generally settled within the month following the invoice date.

7071
EBOS Annual Report 2025

D1. Property, plant and equipment

Freehold land

A$’000

Buildings

A$’000

Leasehold

improve-

ments and

assets

A$’000

Plant and

equipment

A$’000

Office

equipment,

furniture

and fittings

A$’000

Total

A$’000

Cost 28,610 75,919 94,602 296,205 41,276 536,612

Accumulated depreciation - (14,485) (26,721) (88,516) (22,981) (152,703)

Balance at 30 June 2024

28,610 61,434 67, 8 81 207,689 18,295 383,909

Cost 29,452 80,910 115,388 301,904 51,264 578,918

Accumulated depreciation - (16,133) (27,933) (108,282) (26,892) (179,240)

Balance at 30 June 2025

29,452 64,777 87,4 55 193,622 24,372 399,678

Section D: Capital assets used by EBOS to operate our business

Section Overview

This section explains what capital assets, such as property, plant and equipment, that EBOS uses to operate its business

activities. This section also describes the material movements in capital assets during the year.

Reconciliation of the net carrying amount from the beginning to the end of the year (A$’000)

500,000

450,000

400,000

350,000

300,000

250,000

200,000

150,000

100,000

50,000

-

Opening

balance

AdditionsTransfers and

reclassifications

DisposalsAcquisitionsDepreciationForeign

currency

differences

and other

Closing

balance

$383,909$29,553$16,493$1,511

$399,678

$5,758($4,365)($33,181)

7071
Financial Statements

Recognition and measurement

Property, plant and equipment is initially recorded at cost. Cost includes the original purchase consideration and those costs

directly attributable to bringing the item of property, plant and equipment to the location and condition for its intended use. After

recognition as an asset, property, plant and equipment is carried at cost less accumulated depreciation and impairment losses.

Depreciation of property, plant and equipment assets, other than freehold land, is calculated on a straight-line basis. This allocates

the cost or fair value amount of an asset, less any residual value, over its estimated useful life.

Judgements and estimates – useful lives

EBOS estimates the remaining useful life of assets as follows:

• Buildings: 20 to 50 years

• Leasehold improvements: 2 to 20 years

• Plant and equipment: 2 to 20 years

• Office equipment, furniture and fittings: 2 to 20 years

The residual value and useful lives are reviewed and if appropriate adjusted at each reporting date.

D2. Capital work in progress

2025

A$’000

2024


A$’000

Capital work in progress

120,28661,563

D1. Property, plant and equipment continued

Capital work in progress reflects investments in new distribution centres, IT infrastructure and automation to support long term growth.

7273
EBOS Annual Report 2025

Capital management

EBOS manages its capital, meaning total shareholders’ funds, to provide appropriate returns to shareholders whilst maintaining a capital

structure that safeguards its ability to remain a going concern and optimises the cost of capital.

E1. Share capital

20252024

No.

000’s

Total

A$’000

No.

000’s

Total

A$’000

Fully paid ordinary shares

Balance at beginning of financial year 193,243 1,937, 2 10 191,604 1,889,863

Dividend reinvested 2,232 72,589 1,399 45,736

Performance rights 192 - 186 -

Share placement 5,927 200,508 - -

Retail offer 1,582 53,826 - -

Share placement and retail offer issue costs - (6,183) - -

Issue of shares to staff under employee share plan 54 1,848 54 1,808

Employee share issue costs - (220) - (197)

203,230 2,259,578 193,243 1,937, 2 10

Section E: How we fund the business

Section Overview

This section explains how EBOS funds its operations and shows the sources of other available facilities that it may call

upon if required to fund its operational or future investing activities.

Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the number

of shares held. Every ordinary shareholder present at a meeting of the Company in person or by proxy, is entitled to one vote per share,

and upon a poll each ordinary share is entitled to one vote per share.

Recognition and measurement

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities.

Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs.

7273
Financial Statements

E2. Dividends

Recognition and measurement

Dividends are approved by the Board in New Zealand dollars. Dividends recognised in the Statement of Changes in Equity are

converted from New Zealand dollars to Australian dollars at the exchange rate applicable on the date the dividend was approved.

Unrecognised dividends are converted at the exchange rate applicable on the reporting date.

20252024

A$ Cents


per share

Total


A$’000

A$ Cents


per share

Total


A$’000

Recognised amounts

Fully paid ordinary shares:

Final – prior year

56.1 108,167 52.7 100,879

Interim – current year

51.2 99,558 53.7 102,796

Dividends per share

107.3 207,725 106.4 203,675

Unrecognised amounts

Final dividend

57.1116,061 56.8 109,788

2025

NZ$ Cents

per share

2024

NZ$ Cents

per share

Recognised amounts

Fully paid ordinary shares:

Final – prior year61.557.0

Interim – current year57.057.0

Dividends per share 118.5114.0

Unrecognised amounts

Final dividend61.561.5

Subsequent event

A dividend of NZ 61.5 cents per share was declared on 26 August 2025 with the dividend being payable on 24 September 2025.

The anticipated cash impact of the dividend is approximately $116.1m.

The following table shows dividends approved in New Zealand dollars:

New Zealand dollar dividends paid to equity holders of the parent are translated into Australian dollars and disclosed in the cash flow

statement at the foreign currency exchange rate applicable on the date they are paid.

The Group operates a Dividend Reinvestment Plan under which shareholders can elect to receive dividends in additional shares rather than

cash. For the June 2024 final dividend payment, new shares were issued at the prevailing market price of NZD 34.47 per share around the time

of issue. Participating investors were issued 1.2m new shares with a value of $38.7m. For the December 2024 interim dividend payment, new

shares were issued at the prevailing market price of NZD 36.98 around the time of issue. Participating investors were issued 1.0m new shares

with a value of $33.9m (December 2023 interim dividend: 1.4m shares with a value of $45.7m).

7475
EBOS Annual Report 2025

E3. Borrowings

2025

A$’000

2024

A$’000

Current

Bank loans – securitisation facility (i) 11,574 180,745

Bank loans (ii) 4,217 584,963

15,791 765,708

Non-current

Bank loans (ii) 1,086,714 470,102

1,086,714 470,102

(i) EBOS, through a subsidiary company, has a trade debtor securitisation facility of $400.0m (2024: $400.0m) of which $388.4m was

unutilised at 30 June 2025 (2024: $219.3m). In August 2024, the Group entered into an agreement to extend the maturity date of this

securitisation facility to September 2026. The securitisation facility involves providing security over the future cash flows of specific trade

receivables, which meet certain criteria, in return for cash finance on a contracted percentage of the security provided. As recourse, in the

event of default by a trade debtor, remains with EBOS, the trade receivables provided as security and the funding provided are recognised

on the EBOS Consolidated Balance Sheet.

At 30 June 2025, the value of trade receivables provided as security under this securitisation facility was $49.9m (2024: $236.7m).

The net cash flows associated with the securitisation program are disclosed in the Consolidated Cash Flow Statement as cash flows from

financing activities.

(ii) EBOS has gross bank term loan facilities of $1,810.1m (2024: $1,632.4m), of which $719.2m was unutilised at 30 June 2025 (2024: $577.4m).

In December 2024, the Group entered into agreements to refinance its term debt facilities, total of $1,600.0m and NZD 150.0m, due to

mature between two to five years. In June 2025, the Group also completed the refinance of its Southeast Asian term debt facility to extend

the maturity date to June 2028 and increase the facility limit to SGD 45.0m.

EBOS fully complies with and operates within the debt facility financial covenants under the arrangements with its bankers. The

covenants include: interest coverage ratio, leverage ratio, total assets of the guaranteeing group and EBITDAF (EBITDA excluding

fair value movements) of the guaranteeing group.

Recognition and measurement

All loans and borrowings are initially recognised at cost, being the fair value of the consideration received plus issue costs

associated with the borrowing. After initial recognition, these loans and borrowings are subsequently measured at amortised cost

using the effective interest method, which allocates the cost through the expected life of the loan or borrowing. The fair value of

non-current borrowings is approximately equal to their carrying amount.

Bank loans are classified as current liabilities unless EBOS has an unconditional right to defer settlement of the liability for at least

12 months after the balance sheet date.

7475
Financial Statements

E4. Borrowings facilities maturity profile

As at 30 June 2025, EBOS had unrestricted access to the following lines of available credit:

Facility

Total facility

A$’m

Unused

A$’mMaturity

Trade finance facilities ($USD) 15.3 11.1 < 1 year

Term debt facilities ($AUD) 300.0 - 1-2 years

Term debt facilities ($NZD) 139.3 139.3 2-3 years

Term debt facilities ($SGD) 54.0 18.4 2-3 years

Term debt facilities ($AUD) 750.0 - 3-4 years

Term debt facilities ($AUD) 550.0 550.0 4-5 years

Term debt facilities ($AUD) 1.5 0.4 > 5 years

Securitisation facility ($AUD) 400.0 388.4 1-2 years

2025

A$’000

2024

A$’000


Bank overdraft facility, reviewed annually and payable at call:

Amount unused 37, 546 7, 525

37, 546 7, 525

Bank loan facilities with various maturity dates through to April 2032

(2023: November 2026)

Amount used 1,102,505 1,235,810

Amount unused 1,107,614 796,609

2,210,119 2,032,419

Less than

1 year

A$’000

1–2 years

A$’000

2–3 years

A$’000

3–4 years

A$’000

4–5 years

A$’000

> 5 years

A$’000

Total

A$’000

Bank loans

2025 70,845 367,953 83,195 752,312 69 1,261 1,275,635

2024838,897373,6998,038127,664--1,348,298

The Group has sufficient resources, including available funding facilities, to meet its obligations as and when they fall due.

The following table shows the remaining contractual maturity for EBOS’ borrowings at balance date. The table includes both interest and

principal (undiscounted) cash flows, with total bank loans of $1,102.5m (2024: $1,235.8m). The Group weight average interest rate for the year

was 6.07% (2024: 6.43%).

Financing activities

7677
EBOS Annual Report 2025

Movement in working capital:

Trade and other receivables (19,206) 2,962

Prepayments 7,966 (7, 824)

Inventories (134,787) 23,797

Current tax refundable/payable (1,412) 1,177

Trade and other payables 232,398 (80,300)

Employee benefits 3,175 1,976

Foreign currency translation of working capital balances 9,821 (2,445)

97,955 (60,657)

Balances classified as investing activities (57, 516) 2,148

Working capital items acquired (including fair value adjustments) 19,766 1,390

Net cash inflow from operating activities 418,503 348,236

E5. Operating cash flows

Reconciliation of profit for the year with cash from operating activities:

2025

A$’000

2024

A$’000

Profit for the year

215,765 273,085

Add/(less) non-cash items:

Depreciation of property, plant and equipment 33,181 30,325

Depreciation on right of use assets 67,007 62,134

Amortisation (non-cash) of finite life intangibles attributable to acquisition fair value adjustments 26,912 26,181

Amortisation of other finite life intangible assets 19,802 10,231

Loss on sale of property, plant and equipment 289 711

Share of profit from associates (15,021) (12,938)

Expense recognised in respect of share-based payments 3,087 11,794

Deferred tax 7, 276 3,832

142,533 132,270

7677
Financial Statements

Reconciliation of debt:

1 July

2024

A$’000

Net

repayments

A$’000

Borrowings

acquired

A$’000

Foreign currency

movement

A$’000

30 June

2025

A$’000

Bank loans 1,235,810 (141,019) 1,162 6,552 1,102,505

1 July

2023

A$’000

Net

borrowings

A$’000

Borrowings

acquired

A$’000

Foreign currency

movement

A$’000

30 June

2024

A$’000

Bank loans 978,475 257,495- (160) 1,235,810

E5. Operating cash flows continued

Accounting policies

Cash and cash equivalents comprise cash on hand and deposits readily convertible to cash and which are not subject to a

significant risk of change in value.

The Consolidated Cash Flow Statement is prepared exclusive of Goods and Services Tax (GST), which is consistent with the

method used in the Consolidated Income Statement.

• Operating activities include all transactions and other events that are not investing or financing activities.

• Investing activities are those activities relating to the acquisition and disposal of current and non-current investments and any

other non-current assets.

• Financing activities are those activities relating to changes in the equity and debt capital structure of the Group and those

activities relating to the cost of servicing EBOS’ equity capital.

7879
EBOS Annual Report 2025

F1. Subsidiaries

The following entities comprise the significant trading and holding companies of the Group:

Parent and head entity: EBOS Group Limited

Ownership Interests

and Voting Rights

Subsidiaries (all balance dates 30 June unless otherwise noted)

Country of

Incorporation20252024

Pet Care Holdings Australia Pty LtdAustralia100%100%

EBOS Group Australia Pty LtdAustralia100%100%

EBOS Health & Science Pty LtdAustralia100%100%

PRNZ LtdNew Zealand100%100%

Pharmacy Retailing NZ LtdNew Zealand100%100%

Pet Care Distributors Pty LtdAustralia100%100%

Masterpet Corporation LtdNew Zealand100%100%

Superior Food Co. LtdNew Zealand100%100%

SVS Veterinary Supplies LtdNew Zealand100%0%

PPD LtdNew Zealand100%0%

Vet2Pet LtdNew Zealand100%0%

SVS 3PL LtdNew Zealand100%0%

Masterpet Australia Pty LtdAustralia100%100%

Botany Bay Imports and Exports Pty LtdAustralia100%100%

QPharma Pty LtdAustralia100%100%

EAHPL Pty LtdAustralia100%100%

ZHHA Pty LtdAustralia100%100%

ZAP Services Pty LtdAustralia100%100%

Symbion Pty LtdAustralia100%100%

Intellipharm Pty LtdAustralia100%100%

Lyppard Australia Pty LtdAustralia100%100%

DoseAid Pty LtdAustralia100%100%

Symbion Trade Receivables Trust

1

Australia100%100%

Endeavour Consumer Health LtdNew Zealand100%100%

Nexus Australasia Pty LtdAustralia100%100%

EBOS PH Pty LtdAustralia100%100%

Terry White Group Pty LtdAustralia100%100%

Chemmart Holdings Pty LtdAustralia100%100%

Section F: EBOS Group structure

Section Overview

This section provides information to assist in understanding the EBOS Group legal structure and how it affects the

financial position and performance of the Group. Details of businesses acquired are presented in Section B.

7879
Financial Statements

Ownership Interests

and Voting Rights

Subsidiaries (all balance dates 30 June unless otherwise noted)

Country of

Incorporation20252024

TW&CM Pty LtdAustralia100%100%

TWC IP Pty LtdAustralia100%100%

PBA Wholesale Pty LtdAustralia100%100%

VIM Health Pty LtdAustralia100%100%

PBA Finance No. 1 Pty LtdAustralia100%100%

PBA Finance No. 2 Pty LtdAustralia100%100%

PBA Technology Pty LtdAustralia100%100%

VIM Health IP Pty LtdAustralia100%100%

Tony Ferguson Weight Management Pty LtdAustralia100%100%

Lite Living Pty LtdAustralia100%100%

Collaboration Medical Clinics Pty LtdAustralia100%100%

BFCMC Pty LtdAustralia100%100%

Collaboration Medical Clinics Investments Pty LtdAustralia100%100%

Alchemy Holdings Pty LtdAustralia100%100%

Alchemy Sub-Holdings Pty LtdAustralia100%100%

HPS Holdings Group (Aust) Pty LtdAustralia100%100%

HPS Hospitals Pty LtdAustralia100%100%

HPS Corrections Pty LtdAustralia100%100%

HPS Services Pty LtdAustralia100%100%

Hospharm Pty LtdAustralia100%100%

HPS IVF Pty LtdAustralia100%100%

HPS Finance Pty LtdAustralia100%100%

HPS Brands Pty LtdAustralia100%100%

Endeavour CH Pty LtdAustralia100%100%

Ventura Health Pty LtdAustralia100%100%

You Save Management Pty LtdAustralia100%100%

Mega Save Management Pty LtdAustralia100%100%

Cincotta Holding Company Pty LtdAustralia100%100%

CC Pharmacy Investments Pty LtdAustralia100%100%

CC Pharmacy Promotions Pty LtdAustralia100%100%

CC Pharmacy Management Pty LtdAustralia100%100%

Shanghai EBOS Trading Co. Ltd China100%100%

ACN 618 208 969 Pty LtdAustralia100%100%

Warner and Webster Pty LtdAustralia100%100%

W M Bamford & Co. LtdNew Zealand100%100%

Protec Solutions LtdNew Zealand100%100%

8081
EBOS Annual Report 2025

Ownership Interests

and Voting Rights

Subsidiaries (all balance dates 30 June unless otherwise noted)

Country of

Incorporation20252024

EBOS Medical Devices NZ LtdNew Zealand100%100%

EBOS Medical Devices Australia Pty LtdAustralia100%100%

CAB Medical Pty LtdAustralia100%100%

Healthcare Supply Partners Pty LtdAustralia100%100%

Mediport Pty LtdAustralia75%0%

Mediport Unit TrustAustralia75%0%

EBOS Aesthetics Pty LtdAustralia100%100%

Pioneer Medical LtdNew Zealand100%100%

Sentry Medical Pty LtdAustralia100%100%

MD Scopes Pty LtdAustralia100%100%

Pacific Health Supplies TopCo1 Pty Ltd Australia100%100%

Pacific Health Supplies TopCo2 LLCUSA100%100%

Pacific Health Supplies TopCo Pty Ltd Australia100%100%

Pacific Health Supplies Mezzco Pty Ltd Australia100%100%

Pacific Health Supplies Holdco Pty LtdAustralia100%100%

Pacific Health Supplies Bidco Pty LtdAustralia100%100%

LifeHealthcare Group Pty LtdAustralia100%100%

LifeHealthcare Finance Pty LtdAustralia100%100%

LifeHealthcare Pty LtdAustralia100%100%

LifeHealthcare Distribution Pty LtdAustralia100%100%

LifeHealthcare Services Pty LtdAustralia100%100%

LifeHealthcare LtdNew Zealand100%100%

LifeHealthcare Distribution (NZ) LtdNew Zealand100%100%

Culpan Distributors LtdNew Zealand100%100%

Culpan Medical Pty LtdAustralia100%100%

Australian BioTechnologies Pty LtdAustralia100%100%

ABT Medical Pty LtdAustralia100%100%

Tissuelife Pty LtdAustralia100%100%

Tissue Technologies Pty LtdAustralia50.01%50.01%

Transmedic Pte LtdSingapore100%90%

PT. Transmedic IndonesiaIndonesia100%90%

Transmedic Healthcare Sdn BhdMalaysia100%90%

Malex Medical Asia (M) SdnMalaysia100%0%

Transmedic Healthcare Co LtdVietnam100%90%

F1. Subsidiaries continued

8081
Financial Statements

Ownership Interests

and Voting Rights

Subsidiaries (all balance dates 30 June unless otherwise noted)

Country of

Incorporation20252024

Transmedic Philippines, IncPhilippines100%90%

Transmedic Holdings Philippines IncPhilippines100%90%

T-Medic Co LtdThailand100%90%

Transmedic (Thailand) Co LtdThailand99.48%89.53%

Transmedic China LtdHong Kong100%90%

Swissmed Pte LtdSingapore100%90%

Ophthaswissmed Philippines IncPhilippines99%89.10%

Swissmed Sdn BhdMalaysia100%90%

Swiss Med (International) Pte. Ltd.Singapore100%90%

EBOS Finance Australia Pty Ltd

2

Australia100%-

EBOS Finance NZ Ltd

2

New Zealand100%-

F2. Investment in associates

The following table presents the material associates of the Group as at 30 June 2025:

Name of associate company

Principal

activities

Date of

acquisition

Proportion

of shares and

voting rights

acquired

Cost of

acquisition

A$’000

Animates NZ Holdings LimitedAnimal CareDecember 201150% 17,353

Good Price Pharmacy Franchising Pty LimitedHealthcareOctober 201444.18%7, 286

Good Price Pharmacy Management Pty LimitedHealthcareOctober 201444.18%7, 286

The reporting date for Animates NZ Holdings Limited is 30 June. Animates NZ Holdings Limited is incorporated in New Zealand. Although

the Company holds 50% of the shares and voting power in Animates NZ Holdings Limited, this entity is not deemed to be a subsidiary as the

other 50% is held by a single shareholder, therefore EBOS is unable to exercise control over this entity.

The reporting date for Good Price Pharmacy Franchising Pty Limited and Good Price Pharmacy Management Pty Limited is 30 June.

They are incorporated in Australia.

1

The balance date of all subsidiaries is 30 June aside from the Symbion Trade Receivables Trust which has a balance date of 31 December. The results

of the Symbion Trade Receivables Trust (“the Trust”) have been included in the Group results for the year to 30 June 2025. The Trust is consolidated as

EBOS has the exposure, or rights, to variable returns from its involvement with the Trust and the Group considers that it has existing rights that give it

the current ability to direct the relevant activities of the Trust.

2

Incorporated in November 2024.

8283
EBOS Annual Report 2025

F2. Investment in associates continued

The summarised financial information in respect of the Group’s material associates is set out below:

2025

A$’000

2024

A$’000

Statement of Financial Position

Current assets 50,128 42,282

Non-current assets 7 7, 575 75,129

Current liabilities (38, 288) (37, 2 29)

Non-current liabilities (38,485) (36,339)

Net assets 50,930 43,843

Group’s share of net assets 25,051 21,588

Income Statement

Revenue 2 27, 2 15 230,574

Profit for the year 23,136 26,571

Total comprehensive income 23,136 26,571

Group's share of profits of associates 11,159 12,938

Movement in the carrying amount of the Group’s investment in all associates:

Balance at the beginning of the financial year 56,440 53,650

New Investments 602 2,038

Share of profits of associates 15,021 12,938

Share of dividends (8,594) (11,929)

Net foreign currency exchange and other differences 2,946 (257)

Balance at end of financial year 66,415 56,440

Goodwill included in the carrying amount of the Group’s investment in associates 25,258 23,450

The Group’s share of capital commitments of associates 318 -

During the period, the Group made sales to Animates NZ Holdings Limited of $33.9m (2024: $18.1m) and has outstanding trade

receivables as at 30 June 2025 of $8.7m (2024: $3.4m).

Recognition and measurement

An associate is an entity over which EBOS has significant influence and that is neither a subsidiary nor an interest in a joint venture or

joint operation. EBOS has significant influence when it has the power to participate in the financial and operating policy decisions of

the investee, but is not in control or joint control over those policies.

Investments in associates are incorporated in the Group’s financial statements using the equity method of accounting. Under the

equity method, investments in associates are carried in the Consolidated Balance Sheet at cost and adjusted for post-acquisition

changes in EBOS’ share of the net assets of the associate, less any impairment in the value of individual investments and less any

dividends. Losses of an associate in excess of EBOS’ interest in that associate are recognised only to the extent that EBOS has

incurred legal or constructive obligations or made payments on behalf of the associate.

Any excess of the cost of acquisition over EBOS’ share of the net fair value of the identifiable assets, liabilities and contingent

liabilities of the associate recognised at the date of acquisition is recognised as goodwill. The goodwill is included within the carrying

amount of the investment and is assessed for impairment as part of that investment.

8283
Financial Statements

F3. Non-controlling interests

On 31 May 2022, the Group, through its subsidiaries EBOS Medical Devices Australia Pty Ltd and EBOS Medical Devices NZ Ltd acquired 100%

of equity interest in Pacific Health Supplies TopCo1 Pty Ltd and Pacific Health Supplies TopCo2 LLC (LifeHealthcare Group), including a 51%

interest in Transmedic Pte Ltd (Transmedic, a subsidiary of LifeHealthcare Group). The Group also entered into arrangements providing a

pathway of up to 100% ownership of Transmedic, resulting in a financial liability – derivative of $137.0m initially recognised on the balance sheet

as at 30 June 2022 and a corresponding adjustment to non-controlling interests. Subsequently, the amount expected to be paid at the time of

exercise of the option was reassessed to $165.0m, as at 30 June 2023, with the movement of $28.0m recognised directly in equity.

In the prior year, the Group purchased an additional 39% shareholding in Transmedic for a consideration of $134.6m, to increase its shareholding

in Transmedic to 90%. An option arrangement was also entered into that will facilitate the Group moving to 100% ownership. As at 30 June

2024, the carrying value of the financial liability – derivative was $35.0m. During the current year, the Group acquired the remaining 10%

shareholding in Transmedic for a partial payment of $35.9m and the final payment to be made in October 2025. As at 30 June 2025,

the financial liability was $5.4m reflecting the expected final payment.

The table below shows details of Transmedic, the non-wholly owned subsidiary of the Group that has material non-controlling interests.

The other non-controlling interests are not considered material and are therefore not disclosed in the financial statements.

Recognition and measurement

Non-controlling interests in subsidiaries are identified separately from the Group’s equity. The non-controlling interests on the date

of acquisition are initially measured at the non-controlling interests’ proportionate share of the fair value of the identifiable net

assets assumed. Subsequent to the acquisition, the carrying amount of non-controlling interests is the valuation on initial recognition

plus the non-controlling interests’ share of subsequent changes in equity. Transactions with non-controlling interests are recorded

directly in retained earnings.

Name of subsidiary

Principal place of

business

Proportion of ownership

interests held by

non-controlling interests

Profit allocated to

non-controlling interests

for the year

Non-controlling

interests

1

2025

%

2024

%

2025

A$’000

2024

A$’000

2025

A$’000

2024

A$’000

Transmedic Pte Limited (Transmedic)Southeast Asia-10.01,1071,624-(25,220)

(1) The non-controlling interests consist of both the share of net assets and the carrying value of the financial liability – derivative before the option over

non-controlling interests was exercised (refer to Note G2).

2025

A$’000

2024

A$’000

Statement of Financial Position

Total as s e t s 176,273

Total liabilities (78,473)

Net assets 97,800

Equity attributable to owners of the Company 88,020

Non-controlling interests 9,780

Non-controlling interests in %0%10%

Income Statement

Total revenu e 258,189 181,303

Total profit for the year21,71615,516

Profit attributable to owners of the Company20,609 13,892

Profit attributable to non-controlling interests 1,107 1,624

Cash Flow Statement

Net cash inflow from operating activities 12,030

Net cash (outflow) from investing activities (12,858)

Net cash inflow from financing activities 4,425

Total net cash inflow 3,597

The summarised financial information in respect of the Group’s subsidiaries that have material non-controlling interests as at 30 June 2025,

reflecting 100% of the underlying subsidiary’s relevant figures, is set out below:

8485
EBOS Annual Report 2025

Section G: How we manage risk

G1. Financial risk management

The EBOS corporate treasury function provides services to the Group’s entities, coordinates access to financial markets, and manages

the financial risks relating to the operation of the Group.

EBOS does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The use

of financial derivatives is governed by Group policies approved by the Board of Directors, which provide written principles on the use of

financial derivatives. Compliance with policies for exposure limits is reviewed by the Board of Directors on a regular basis.

Foreign currency risk

EBOS is exposed to foreign currency risk arising primarily

from the procurement of goods denominated in foreign

currencies: US dollar, Australian dollar (in non-Australian

operations), Thai baht, Swiss Franc, Euro and British

pound.

EBOS has significant foreign operations (New Zealand

and Southeast Asia), which are subject to foreign

exchange fluctuations. The method for translating

EBOS’ foreign operations’ results, assets and liabilities is

described in the “Introducing this report” note.

It is the policy of the Group to enter into foreign exchange

forward contracts to manage the foreign currency

risk associated with anticipated sales and purchase

transactions typically out to 24 months of the exposure

generated. It is the policy of the Group to enter into

foreign exchange forward contracts for up to 100% of

forecasted foreign currency transactions for the next six

months, up to 80% of six to 12 months of forecasted foreign

currency transactions and up to 40% of 12 to 24 months of

forecasted foreign currency transactions.

All forward foreign currency contracts entered into fix the

exchange rate of highly probable forecast transactions,

denominated in foreign currencies, and are designated

as cash flow hedges to reduce the Group’s cash flow

exposure resulting from variable movements in exchange

rates.

The Group performs a qualitative assessment of

effectiveness of hedges using the critical terms of

the underlying transaction and hedging instrument.

It is expected that the value of the forward contracts

and the value of the corresponding hedged items will

systematically change in opposite direction in response to

movements in the underlying exchange rates.

EBOS enters into forward foreign exchange contracts only

in accordance with the Board approved treasury policy.

No sources of ineffectiveness emerged from these

hedging relationships.

Interest rate risk

EBOS is exposed to interest rate risk as it borrows funds

in New Zealand dollars, Singapore dollars and Australian

dollars at floating interest rates.

The risk is assessed and managed by the use of interest

rate swap and interest rate collar contracts. In interest

rate swap contracts, EBOS agrees to exchange the

difference between fixed and floating rate interest

amounts calculated on agreed notional principal

amounts. In interest rate collar contracts, EBOS may

pay upfront premiums to cap the interest at strike rates

on agreed notional principal amounts. Such contracts

enable EBOS to partially mitigate the risk of changing

interest rates on debt held.

It is the policy of the Group to enter into interest rate

swap and interest rate collar contracts to manage base

interest rate risk associated with floating rate Group

borrowings of up to 100% of the exposure generated for

1-2 years, up to 90% for 2-3 years, up to 80% for 3-4 years,

up to 70% for 4–5 years and up to 50% for 5-10 years

(2024: 100% of the exposure generated for 1-3 years, up

to 80% for 3-5 years and up to 50% for 5-10 years).

All interest rate swap contracts exchanging floating rate

interest amounts for fixed rate interest amounts and

interest rate collar contracts capping the floating rates

at strike rates are designated as cash flow hedges to

reduce the Group’s cash flow exposure resulting from

variable interest rates on borrowings.

The interest rate swaps and the interest payments on the

loan occur simultaneously, and the amount accumulated

in equity is reclassified to profit or loss over the period

that the floating rate interest payments on debt affect

profit or loss.

The Group has previously entered into a number of

interest rate collar contracts. Under the interest rate

collar contracts, for each period where floating rates are

above strike rates, the interest payments are limited to

the strike rates. Changes in fair value of the collar due to

changes in intrinsic value and time value are deferred in

the cash flow hedge reserve. Any premium paid for the

collars are recorded as an expense over the life of the

instruments on a straight-line basis.

Section Overview

This section describes the financial risks that EBOS has identified and how it manages these risks, to protect its financial

position and financial performance. Management of these risks includes the use of financial instruments to hedge against

unfavourable interest rate and foreign currency movements.

8485
Financial Statements

The Group performs a qualitative assessment of the

effectiveness of hedges using the critical terms of

the underlying transaction and hedging instrument.

It is expected that the value of the interest rate

swaps or interest rate collars, and the value of the

corresponding hedged items (floating rate borrowings)

will systematically change in the opposite direction in

response to movements in the underlying interest rates.

Interest rate swap and interest rate collar contracts are

only entered into in accordance with the Group’s Board

approved treasury policy.

No sources of ineffectiveness emerged from these

hedging relationships.

Interest rate sensitivity analysis

The sensitivity analyses below have been determined

based on the exposure to interest rates for both

derivatives and non-derivative instruments at the

reporting date. For floating rate liabilities, the analysis is

prepared assuming the amount of liability outstanding

at the reporting date was outstanding for the whole

year. A one per cent increase or decrease is used when

reporting interest rate risk internally to key management

personnel and represents management’s assessment of

the reasonably possible change in interest rates.

If interest rates for the year ended 30 June 2025 had

been one per cent higher/lower with all other variables

held constant, the Group’s:

• Profit before tax would decrease by $5.7m or increase

by $13.6m (2024: decrease by $3.7m or increase by

$11.7m). This is attributable to the Group’s unhedged

exposure to interest rates on its variable rate

borrowings.

• Other comprehensive income would increase by $7.6m

or decrease by $17.0m respectively (2024: increase by

$8.6m or decrease by $5.9m) as a result of the changes

in the fair value of interest rate swaps and interest rate

collars.

Liquidity risk

EBOS is exposed to liquidity risk as it must invest in

significant levels of working capital such as inventory and

accounts receivable which can impact liquidity unless they

are converted to cash.

EBOS manages liquidity risk by maintaining adequate

reserves, banking facilities and reserve banking facilities

by continuously monitoring forecast and actual cash

flows and matching maturity profiles of financial assets

and liabilities. Refer to note E4 for information on EBOS’

borrowings facility maturity profile.

Credit risk

EBOS is exposed to the risk of default in relation to

receivables owing from its healthcare and animal care

customers, hedging instruments and guarantees and

deposits held with banks and other financial institutions.

EBOS has adopted a policy of only dealing with credit

worthy counter parties as a means of mitigating the risk of

financial loss from defaults. All bank balances are assessed

to have low credit risk at each reporting date as they are

held with reputable international banking institutions.

Trade receivables consist of a large number of customers,

spread across diverse sectors and geographical areas.

Ongoing credit evaluation is performed on the financial

condition of the trade receivables. Credit assessments

are undertaken to determine the credit quality of the

customer, taking into account their financial position, past

experience and other relevant factors. Individual risk limits

are granted in accordance with the internal credit policy

and authorised via appropriate personnel as defined by

the Group’s delegation of authority manual.

The carrying amount of financial assets recorded in the

financial statements, net of any allowances for losses,

represents the maximum exposure to EBOS of any credit

risk.

EBOS does not have any significant credit risk exposure

to any single counter party. The credit risk on liquid funds

and derivative financial instruments is limited because the

counter parties are banks with high credit ratings assigned

by international credit rating agencies.

EBOS has made amendments to its Treasury policy

regarding the management of risk from 2024 to reflect the

increased growth and complexity of the Group.

G1. Financial risk management continued

8687
EBOS Annual Report 2025

G2. Financial instruments

Derivatives

2025

A$’000

2024

A$’000

Other financial assets – derivatives (at fair value)

Forward foreign exchange contracts (i)201 213

Interest rate collars (i)- 6,514

201 6,727

Other financial liabilities – derivatives (at fair value)

Forward foreign exchange contracts (i) 527 617

Interest rate swaps (i) 1,386 -

Interest rate collars (i) 416 -

Other financial liabilities – consideration for remaining non-controlling interests (ii)8,80035,000

11,12935,617

(i) Designated and effective as a cash flow hedging instrument carried at fair value.

(ii) Represents the carrying value of the financial obligation (put options) if the option for the Group to acquire the non-controlling interests,


were exercised.

Recognition and measurement

EBOS has categorised these derivatives, both financial

assets and financial liabilities (excluding Other financial

liabilities – consideration for remaining controlling

interests), as Level 2 under the fair value hierarchy

contained within NZ IFRS 13. There were no transfers

between fair value hierarchy levels during the current or

prior periods.

The fair value of forward foreign exchange contracts is

determined using a discounted cash flow valuation.

Key inputs are based upon observable forward exchange

rates, at the measurement date, with the resulting value

discounted back to present values.

Interest rate swaps and interest rate collars are valued

using a discounted cash flow valuation. Key inputs for the

valuation of interest rate swaps and interest rate collars

are the estimated future cash flows based on observable

yield curves at the end of the reporting period, discounted

at a rate that reflects the credit risk of the various counter

parties.

Derivatives are initially recognised at fair value on

the date a derivative contract is entered into and are

subsequently remeasured to their fair value.

The fair values of financial assets and financial liabilities

are determined as follows:

• The fair value of financial assets and financial liabilities

with standard terms and conditions and traded on active

liquid markets are determined with reference to quoted

market prices.

• The fair value of other financial assets and financial

liabilities are determined in accordance with generally

accepted pricing models based on discounted cash flow

analysis.

• The fair value of derivative instruments are calculated

using quoted prices. Where such prices are not available

use is made of discounted cash flow analysis using

the applicable yield curve for the duration of the

instruments.

The carrying amount of financial assets and financial

liabilities recorded in the financial statements

approximates their fair values.

As hedge accounting has been applied for all derivatives

except the option over non-controlling interests, and no

hedge ineffectiveness has occurred during the period,

the movement in these instruments has been recognised

in other comprehensive income. The premium paid for the

interest rate collars are recorded as an expense over the

life of the instruments on a straight-line basis.

The recognition in profit or loss depends on the nature of

the hedge relationship. EBOS designates these derivatives

as cash flow hedges of highly probable forecast

transactions. Hedging gains or losses are recognised in

the profit or loss when the hedged items affect the profit

or loss except where they are hedging non-financial items

in which case they are recognised as an adjustment to

the initial carrying value of the non-financial items

(basis adjustment). When a forward contract is used in

a cash flow hedge relationship the Group has designated

the change in fair value of the entire forward contract,

i.e. including the forward element, as the hedging

instrument.

8687
Financial Statements

G2. Financial instruments continued

Cash flow hedges

At the inception of a hedge relationship, the Group

documents the relationship between the hedging

instrument and the hedged item, along with its risk

management objectives and its strategy for undertaking

various hedge transactions.

Furthermore, at the inception of the hedge and on an

ongoing basis, the Group documents whether the hedging

instrument that is used in a hedging relationship is highly

effective in offsetting changes in cash flows of the hedged

item attributable to the hedged risk.

The effective portion of changes in the fair value of

derivatives that are designated and qualify as cash flow

hedges is recognised in other comprehensive income and

accumulated as a separate component of equity in the

hedging reserve. The gain or loss relating to the ineffective

portion is recognised immediately in profit or loss.

Financial liability – derivative (put option over

non-controlling interests)

Where the Group writes a put option with the non-

controlling shareholders on their equity interest in

a non-wholly owned subsidiary for settlement in

cash; a financial liability, at the present value of the

exercise price of the option, is recognised. When the

non-controlling interests still have present access to

the returns associated with the underlying ownership

interest, non-controlling interests continue to be

recognised and accordingly the liability is considered

a transaction with owners and recognised within

non-controlling interests. Subsequent to the initial

recognition, any changes in the carrying amount of the

financial liability – derivative, including the accretion

of interest, are recognised directly in equity within

non-controlling interests.

Judgement: measurement of financial liability –

derivative (put option over non-controlling interests)

Valuation of the financial liability – derivative is based

upon management’s most recent assessment of the

consideration to be payable, in the event that the option

is exercised by the minority shareholders.

Consideration payable is subject to future financial

performance of the subsidiary and the current market

assessment of the time value of money. In the event that

the option is not exercised during the option period, and

therefore expires, then the financial liability – derivative is

derecognised with no impact to Profit or Loss.

8889
EBOS Annual Report 2025

2025

A$’000

2024

A$’000

Less than 1 year 420,000 180,000

1 to 3 years 250,000 420,000

3 to 5 years 50,000 200,000

720,000 800,000

Outstanding interest rate collar contracts: nominal value

2025

A$’000

2024

A$’000

Buy Australian dollars 14,637 20,191

Buy euro 4,673 14,395

Buy British pounds 1,669 4,176

Buy Thai baht 5,549 8,013

Buy US dollars 51,951 33,317

Buy Swiss francs - 2,993

78,479 83,085

Outstanding forward foreign currency contracts: nominal value

2025

A$’000

2024

A$’000

1 to 3 years 125,000 -

3 to 5 years 225,000 -

350,000 -

Outstanding interest rate swap contracts: nominal value

G2. Financial instruments continued

8889
Financial Statements

H4. Related party disclosures

Key management personnel compensation

2025

A$’000

2024

A$’000

Employee benefits16,27127, 520

Employee benefits for key management personnel includes a short-term and a long-term incentive expense of $5.4m (2024: $17.2m).

EBOS operates a long-term incentive scheme whereby eligible staff receive performance rights entitling each holder of the performance

right to 1 new share per right issued (or payment of cash in lieu, at the Board’s discretion). Performance rights do not vest until performance

conditions are met over a 3 year period. In the current year, 478,696 performance rights were issued with a 3 year performance period of 1

July 2024 to 30 June 2027 (2024: 411,128 with a 3 year performance period of 1 July 2023 to 30 June 2026). The EPS CAGR growth target of the

long-term incentive for the three year period to 30 June 2025 was not achieved and those performance rights will lapse.

Section H: Other disclosures

H1. Contingent liabilities

2025

A$’000

2024

A$’000

Contingent liabilities

Guarantees given to third parties6,3996,628

H2. Commitments for expenditure

2025

A$’000

2024

A$’000

Capital expenditure commitments:

Plant12,40210,788

H3. Subsequent events

Subsequent to year end the Board has approved a final dividend to shareholders. For further details please refer to note E2.

On 1 July 2025, the Group completed the acquisition of Next Generation Pet Foods Pty Limited, a Queensland based manufacturer

and supplier of multi-format pet treats, for a consideration of $42.5m. This acquisition serves to increase the Group’s

manufacturing capacity and enhance its product capability into new and attractive formats such as air-dried treats within the

Animal Care segment. Due to the proximity of the acquisition date and the date the financial statements are authorised for issue,

the initial accounting for the business combination is incomplete.

Section Overview

This section includes the remaining information relating to EBOS that is required to be presented so as to comply

with its financial reporting requirements.

9091
EBOS Annual Report 2025

H5. Remuneration of auditors

All non-audit services provided by EBOS Group’s Auditor require pre-approval by the Audit and Risk Committee. Before any non-audit

services are approved, the Audit and Risk Committee must be satisfied that the provision of such services will not have any influence on the

independence of the auditors.

2025

A$’000

2024

A$’000

Auditor of the Group (Deloitte)

Audit or review services1,6191,324

Audit and review related services (special purpose audits)5858

Taxation compliance - 3

1,6771,385

Other Auditors

Audit of subsidiary financial statements26176

Tax compliance-41

Other services-64

26281

9091
Financial Statements

H6. Leases

The Group as a lessee

The Group assesses whether a contract is or contains a

lease at inception of the contract. The Group recognises a

right of use (ROU) asset and a corresponding liability with

respect to all lease arrangements in which it is the lessee,

except for short-term leases (defined as leases with a

lease term of twelve months or less) and leases of low value

assets. For these leases, the Group applies the practical

expedient available and recognises the lease payments

as an operating expense on a straight-line basis over the

term of the lease unless another systematic basis is more

representative of the time pattern in which economic

benefits from the lease assets are consumed.

The lease liability is initially measured at the present

value of the lease payments that are not paid at the

commencement date, discounted by using the rate implicit

in the lease. If this rate cannot be readily determined,

the Group uses its incremental borrowing rate (IBR).

Lease payments included in the measurement of the lease

liability comprise:

• fixed lease payments, less incentives receivable;

• variable lease payments that depend on an index or

rate, initially measured using the index or rate at the

commencement date;

• the amount expected to be payable by the lessee under

residual value guarantees;

• the exercise price of purchase options, if the lessee is

reasonably certain to exercise the options; and

• payments of penalties for terminating the lease, if the

lease term reflects the exercise of an option to terminate

the lease.

The lease term is the non-cancellable period of a lease,

together with periods covered by an option (available to the

lessee only) to extend or terminate the lease if the lessee is

reasonably certain to exercise/not to exercise that option.

In determining the lease term, the Group considers all facts

and circumstances that create an economic incentive to

exercise/not exercise an option.

The lease liability is presented as a separate line in the

Consolidated Balance Sheet.

The lease liability is subsequently measured by increasing

the carrying amount to reflect interest on the lease liability

(using the effective interest method) and by reducing the

carrying amount to reflect the lease payments made.

The Group remeasures the lease liability (and makes

a corresponding adjustment to the related ROU asset)

whenever:

• the lease term has changed or there is a change in the

assessment of likely exercise of a purchase option, in

which case the lease liability is remeasured by discounting

the revised lease payments using a revised discount rate.

• the lease payments change due to changes in an

index or rate or a change in expected payment under

a guaranteed residual value, in which cases the lease

liability is remeasured by discounting the revised lease

payments using the initial discount rate.

• a lease contract is modified and the lease modification is

not accounted for as a separate lease, in which case the

lease liability is remeasured by discounting the revised

lease payments using a revised discount rate.

The ROU assets comprise the initial measurement of the

corresponding lease liability, lease payments made at or

before the commencement date and any initial direct costs.

They are subsequently measured at cost less accumulated

depreciation and impairment losses.

Whenever the Group incurs an obligation for costs to

dismantle and remove a leased asset, restore the site on

which it is located or restore the underlying asset to the

condition required by the terms and conditions of the lease,

a provision is recognised and measured under NZ IAS 37

Provisions, Contingent Liabilities and Contingent Assets.

ROU assets are depreciated over the shorter period of

either the lease term or the useful life of the underlying

asset. If a lease transfers ownership of the underlying asset

or the cost of the ROU asset reflects that the Group expects

to exercise a purchase option, the related ROU asset is

depreciated over the useful life of the underlying asset.

The depreciation starts at the commencement date of the

lease.

The ROU assets are presented as a separate line in the

Consolidated Balance Sheet.

The Group applies NZ IAS 36 Impairment of Assets to

determine whether a ROU asset is impaired and accounts

for any identified impairment loss under this standard.

Variable rents that do not depend on an index or rate are

not included in the measurement of the lease liability and

the ROU asset. The related payments are recognised as

an expense in the period in which the event or condition

that triggers those payments occurs and are included as

operating expenses in the Consolidated Income Statement.

As a practical expedient, NZ IFRS 16 Leases permits

a lessee not to separate non-lease components, and

instead account for any lease and associated non-lease

components as a single arrangement. The Group has

adopted this practical expedient.

9293
EBOS Annual Report 2025

Right of use assets

Land and

buildings

A$’000

Office, plant and

equipment

A$’000

Motor vehicles

A$’000

Total

A$’000

Cost

Balance as at 1 July 2024 563,446 17,755 5,296 586,497

Additions 127,973 48,039 3,813 179,825

Disposals (including lease modifications) (32,181) (2,138) (2,896) (37, 2 15)

Foreign currency differences 3,380 106 36 3,522

Balance as at 30 June 2025

662,618 63,762 6,249 732,629

Accumulated depreciation

Balance as at 1 July 2024 (185,931) (8,165) (3,449) (197,545)

Disposals and other lease adjustments 14,321 2,128 2,806 19,255

Depreciation expense (60,304) (5,136) (1,567) (67,007)

Foreign currency differences (1,254) (75) (19) (1,348)

Balance as at 30 June 2025

(233,168) (11,248) (2,229) (246,645)

Net book value

As at 30 June 2024

377,515 9,590 1,847 388,952

As at 30 June 2025

429,450 52,514 4,020 485,984

H6. Leases continued

9293
Financial Statements

H6. Leases continued

2025

A$’000

2024

A$’000

Amounts recognised in profit and loss

Depreciation on right of use assets 67,007 62,134

Finance costs – leases 24,123 17,651

Expense relating to short term leases and low value assets 11,044 10,333

Lease liabilities

Current 65,847 57, 239

Non-current 453,501 349,914

Maturity analysis (undiscounted future cash flows)

Ye ar 1 90,417 77,038

Ye ar 2 94,191 68,784

Ye ar 3 80,607 60,722

Ye ar 4 66,345 53,060

Ye ar 5 51,265 41,135

Onwards 340,659 274,654

723,484 575,393

Cash outflows for leases

Interest on lease liabilities (24,123) (17,651)

Repayments of lease liabilities (56,613) (68,649)

Short term leases and low value asset leases (11,044) (10,333)

(91,780) (96,633)

94
EBOS Annual Report 2025

As at 23 July 2025

Twenty largest shareholdersFully paid shares

Percentage of

paid capital

JP Morgan Nominees Australia Limited25,085,843 12.34

HSBC Nominees (New Zealand) Limited – NZCSD14,677,082 7. 2 2

HSBC Custody Nominees (Australia) Limited13,682,865 6.73

BNP Paribas Nominees (NZ) Limited – NZCSD13,500,892 6.64

Custodial Services Limited12,678,532 6.24

Sybos Holdings PTE Limited9,957,825 4.90

Forsyth Barr Custodians Limited8,616,830 4.24

HSBC Nominees (New Zealand) Limited A/C State Street –NZCSD8,506,099 4.19

Tea Custodians Limited Client Property Trust Account – NZCSD8 ,317,469 4.09

JPMorgan Chase Bank NA NZ Branch-Segregated Clients Acct – NZCSD 7,7 72 , 261 3.82

Citibank Nominees (New Zealand) Limited – NZCSD 7, 202 ,785 3.54

Accident Compensation Corporation – NZCSD6,391,154 3.15

HSBC Nominees A/C NZ Superannuation Fund Nominees Limited – NZCSD5,480,889 2.70

FNZ Custodians Limited4,197,368 2.07

JBWere (NZ) Nominees Limited2,804,413 1.38

ANZ Wholesale Australasian Share Fund – NZCSD2,655,236 1.31

Citicorp Nominees PTY Limited2,612,454 1.29

New Zealand Depository Nominee Limited2,499,353 1.23

Generate Kiwisaver Public Trust Nominees Limited <NZCSD>2,020,090 0.99

Simplicity Nominees Limited – NZCSD1,862,793 0.92

160,522,233 78.98

Number of ordinary sharesAs at balance dateAs at 23 July 2025

203,230,227203,234,504

Number of unquoted performance rightsAs at balance dateAs at 23 July 2025

1,224,8991,224,899

Substantial product holders and number of securities

The following information is provided in compliance with section 293 of the Financial Markets Conduct Act and the ASX Listing Rules.

Substantial holder name*Ordinary shares as

at balance date

Percentage of share

capital as at

balance date

Ordinary

shares as at

23 July 2025

Percentage of share

capital as at

23 July 2025

Australian Super Pty Ltd12,854,1706.325%12,854,1706.325%

First Cape Group Limited12,985,7506.390%12,985,7506.390%

* based on substantial holding notices received by the Company.

Additional stock exchange information

95
Distribution of shareholders and shareholdings

(fully paid ordinary shares)Holder CountHolder Count %Holding QuantityHolding Quantity %

Size of Holding

1 to 1,0007,163 61.50 2,359,762 1.16

1,001 to 5,0003,318 28.49 7,599,373 3.74

5,001 to 10,000628 5.39 4,364,077 2.15

10,001 to 100,000479 4.11 10,483,265 5.16

100,001 and over59 0.51 178,428,027 87.79

Total11,647 100.00 203,234,504 100.00

Distribution of performance rights

(not quoted on NZX and ASX)

Number of

performance rights

participants

Number of

performance rights

Percentage of

performance rights

Size of Holding

1 to 1,0002822,9001.87

1,001 to 5,00063149,18812.18

5,001 to 10,00015113,9889.30

10,001 to 100,00018534,39543.63

100,001 and over2404,42833.02

Total1261,224,899100.00

Additional stock exchange information

96
EBOS Annual Report 2025

Unmarketable parcels

As at 23 July 2025, there were 441 shareholders (with a total of 2,564

shares) holding less than a marketable parcel of shares based on

the closing price of the Company’s shares on the ASX of A$36.65.

The ASX Listing Rules define a marketable parcel of shares as a

parcel of shares of not less than A$500.

Waivers granted from the NZX Listing Rules/ASX Admission

There were no waivers granted by the NZX during the year or waivers

of NZX Listing Rules relied upon by the Company during the year.

The terms of the Company’s admission to the ASX and on-going

listing requires the following disclosures:

1. The Company is not subject to Chapters 6, 6A, 6B and 6C of the

Australian Corporations Act dealing with the acquisition of shares

(including substantial holdings and takeovers).

2. Limitations on the acquisition of securities imposed under New

Zealand law are as follows:

(a) In general, securities in the Company are freely transferable

and the only significant restrictions or limitations in relation

to the acquisition of securities are those imposed by New

Zealand laws relating to takeovers, overseas investment and

competition.

(b) The New Zealand Takeovers Code creates a general rule under

which the acquisition of 20% or more of the voting rights in

the Company or the increase of an existing holding of 20%

or more of the voting rights of the Company can only occur

in certain permitted ways. These include a full takeover offer

in accordance with the Takeovers Code, a partial takeover

in accordance with the Takeovers Code, an acquisition

approved by an ordinary resolution, an allotment approved

by an ordinary resolution, a creeping acquisition (in certain

circumstances), or compulsory acquisition of a shareholder

holding 90% or more of the shares.

(c) The New Zealand Overseas Investment Act 2005 and Overseas

Investment Regulations 2005 (New Zealand) regulate certain

investments in New Zealand by overseas interests. In general

terms, the consent of the New Zealand Overseas Investment

Office is likely to be required where an ‘overseas person’

acquires shares in the Company that amount to 25% or more

of the shares issued by the Company, or if the overseas person

already holds 25% or more, the acquisition increases that

holding.

(d) The New Zealand Commerce Act 1986 is likely to prevent

a person from acquiring shares in the Company if the

acquisition would have, or would be likely to have, the effect of

substantially lessening competition in the market.

Voting Rights

Shareholders may vote at a meeting of shareholders either in person

or by proxy, attorney, or representative.

In a poll every shareholder present in person or by proxy, attorney or

representative has one vote for each share.

Additional stock exchange information continued

97
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Additional stock exchange information

9899
EBOS Annual Report 2025

The Board and management of EBOS Group Limited are

committed to ensuring that the Company adheres to best practice

and governance principles and maintains high ethical standards.

Climate Statement

EBOS Group Limited is a ‘climate reporting entity’ for the purposes

of the Financial Markets Conduct Act 2013 (NZ). The Company

expects to release its second climate statement in late September

2025 and it will be made available at: https://www.ebosgroup.com/

sustainability/climate-statement.

Corporate Governance Statement

The 2025 Corporate Governance Statement relating to the

Company and its subsidiaries (the Group) can be found at:

https://www.ebosgroup.com/who-we-are/corporate-governance.

The Corporate Governance Statement refers to a number of codes,

policies and charters of the Group. These documents (or a summary

of them) can be found at https://www.ebosgroup.com/who-we-are/

corporate-governance.

Risk management

Risk management is an integral part of the Group’s business.

The Group has an enterprise risk management framework,

designed to promote a culture which ensures a proactive and

consistent approach to identifying and mitigating risk on a Group-

wide basis.

Our approach to risk management provides clarity on roles and

responsibilities to minimise the impact of financial, operational and

sustainability risks on our business. Under this approach, the Board

approves the strategic risk profile and risk appetite statements

(which describe the level of risk the Group is willing to take in

relation to specific risk categories) for the Group. The Board reviews

the strategic risk profile from time to time.

The Audit & Risk Committee assists the Board by monitoring the

strategic risk profile and implementation of the risk appetite levels

that were set by the Board. The monitoring of the strategic risk

profile is part of a standing agenda item for each regular Audit &

Risk Committee meeting.

Management reports to the Board and the Audit & Risk Committee

on whether the Group’s material business risks are being managed

effectively and updates the risk rating of strategic risks on an

ongoing basis, presenting proposed changes to the Board or

the Audit & Risk Committee as required. As such, this process

is continuous and is designed to provide advanced warning of

material risks before they eventuate and includes:

• significant risk identification;

• risk impact quantification;

• risk mitigation strategy development;

• reporting; and

• monitoring and evaluation to ensure the ongoing integrity of the

risk management process.

A description of the Group’s key financial risks (foreign currency

risk, interest rate risk, liquidity risk and credit risk) and how these

are managed, is set out on pages 84 and 85.

A description of the Group’s key non-financial risks and how these

are managed is set out in the Group’s Corporate Governance

Statement. These risks include: competition risk, reliance on key

suppliers, supply chain disruption and macroeconomic conditions,

significant changes to price, industry or pharmacy regulation,

product liability and litigation risk, cyber risk, health and safety

risk, loss of critical operations and acquisition and major capital

expenditure project risk.

With regard to the impact of climate change and, in particular,

the impact of severe weather events, these factors are considered

as part of specific non-financial risks, in particular supply

chain disruption and loss of critical warehouse operations.

The Company has undertaken a thorough climate risk assessment

and identified climate related risks and opportunities with

materiality assessments of the risks and opportunities ongoing.

Further information will be included in the Company’s second

climate statement expected to be released in late September 2025.

Access to advice and auditors

As set out in the Group’s Corporate Governance Code, a director

may obtain independent advice at the expense of the Company on

issues related to the fulfilment of their duties as a director, subject

to obtaining the approval of the Audit & Risk Committee prior to

incurring any advisory fees.

In addition, it is open to the Audit & Risk Committee to meet

external auditors and internal auditors without management

present.

Corporate Governance Disclosures

For the purposes of compliance with the NZ Companies Act,

NZX Listing Rules and NZX Corporate Governance Code dated

31 January 2025 (NZX Code), the following disclosures are included

in the Annual Report.

Diversity

The Group has a Diversity & Inclusion Policy which is set out as

Appendix F of the Corporate Governance Code. Under the policy,

the Board is responsible for setting measurable objectives for

achieving diversity. The Board set the objectives for the year ended

30 June 2025 (FY25) in June 2024. Set out below is the Board’s

assessment of those objectives for FY25:

Corporate Governance

9899
Corporate Governance

ObjectiveProgress during FY25

Maintain gender diversity in relation

to the composition of the Board, with

not less than 30% of directors being

female and not less than 30% of

directors being male.

There were two new appointments to the Board during FY25.

As at 30 June 2025, the gender diversity of the Board had increased to 57% female

participation, compared to 30 June 2024, when it was 50%.

Aim to increase the proportion of

women in executive and senior

leadership roles by identifying internal

talent through robust succession

planning, developing female leaders

and acquiring external talent through

fair and objective recruitment

practices.

As at 30 June 2025, there was no change to the percentage representation of women at the

Executive Leadership Team and ELT-1 levels compared to 30 June 2024.

The Talent Council (comprised of the ELT and other senior management) met during FY25

to discuss talent and succession and to look for opportunities to develop capability across

the Group. The Talent Council, supported by policies such as the Recruitment and Selection

Policy, enables senior leaders to focus on gender balance in their teams and to ensure a

diverse representation of both decision makers and candidates.

The Group again invested in its key sponsorship and development program called ‘Catalyst’.

The commitment to 40:40:20 representation on the program was achieved with the current

intake of the program tracking at 50% female representation.

Assess and analyse the gender

pay gap at EBOS annually and

report to the Board and Workplace

Gender Equality Agency (WGEA) in

accordance with obligations.

The Group reported to the Board on the Gender Pay Gap (GPG) in Australia as required

under its legal obligations and submitted reports to WGEA. For the 1 April 2023 to the

31 March 2024 reporting period, the Group had a 22.9% GPG in Australia on an average basis

and a median GPG in Australia of 3.8% when using total remuneration (i.e. base salary plus

short- and long-term incentives). The reports to WGEA can be accessed via the Employer

Data Explorer section of the WGEA website (https://www.wgea.gov.au/Data-Explorer/

Employer)

The Group also made submissions in accordance with the Australian Workplace Gender

Equality Act requirements in regard to the FY25 reporting period which will be released by

WGEA in March 2026. The public compliance report generated though this submission is

available on the EBOS Group website.

The Group has a Diversity and Inclusion Strategy which assists the Group to strive for

gender balance across the organisation which is expected to assist in closing the GPG.

Continue to promote family friendly

and flexible work place practices

including but not limited to a

commitment to supporting those on

parental leave, supporting flexible

return to work arrangements and

on-going flexible work arrangements

that suit both the organisation and the

individual.

There has been ongoing support for flexible working during FY25, as many of our knowledge

workers continue to engage in hybrid work arrangements where arrangements suit the

individual, the team and the organisation.

In FY25 parental leave returns were monitored and tracked. 82% of those who took parental

leave returned to the business after their leave.

During the year, the Group revised its Family and Domestic Violence Policy to include

references to more extensive support services for team members that experience family

and domestic violence.

In early 2025, the Group launched a new Parental Leave Policy for employees in New

Zealand. Expanding on statutory entitlements, eligible employees can benefit from an

enhanced benefits for both partners and primary carers.

Continue to commit to the EBOS

Reconciliation Action Plan in Australia

and improving cultural awareness

across both Australia and New

Zealand.

The Group successfully concluded the pilot First Nations Employment Program in

partnership with a labour hire partner, Indigenous Defence and Infrastructure Consortium

(IDIC) and Australian Training Works (ATW). The program allows for the attainment of a

‘Certificate 3’ in Supply Chain for participants and a pathway to permanent employment.

The program will continue in FY26.

Educate our leaders through training

to ensure they are equipped and can

role model the principles outlined in

our workplace policies.

Our online Integrity Training supports the education of our leaders and teams on the

importance of diversity, appropriate workplace behaviour and compliance. Modules include

topics such as anti-bullying and anti-harassment, diversity and inclusion and First Nations

cultural awareness.

In FY25, EBOS continued to be a member of NAWO which is the National Association of

Women in Operations. NAWO’s vision is to see diversity valued and balanced at every level in

operations.

100101
EBOS Annual Report 2025

Director independence

The Board’s assessment of the independence of each person that

was a director as at 30 June 2025 is set out below.

NameStatusAppointment date

Elizabeth CouttsIndependent

1

July 2003

Tracey BattenIndependentJuly 2021

Mark BloomIndependentSeptember 2022

Coline McConvilleIndependentFebruary 2025

Stuart McLauchlanIndependentJuly 2019

Matthew MuscioNot independentJanuary 2025

Julie TayIndependentMay 2023

The Board has determined that six of the seven current directors

are Independent. In relation to Mr Muscio, he was, within the last

three years, employed in an executive role by the Group. While

the Board considers that Mr Muscio brings considerable skills

and experience as a non-executive director, it is acknowledged

that he held long standing executive roles with EBOS and, prior

to this, LifeHealthcare (which was acquired by EBOS in 2022) and

accordingly he is not currently regarded as Independent given the

nature of those positions. In relation to Elizabeth Coutts, she has

been an independent non-executive director of EBOS for more

than 12 years. The Board is unanimously of the view that she brings,

amongst other things, an independent view to decisions in relation

to EBOS and that her tenure is not, of itself, an indication that she is

no longer Independent.

The Board considers that a mix of tenure amongst directors is of

benefit to the Company and its shareholders and has in recent

years undertaken a considered and carefully timed succession

process. Since July 2021, five directors have been appointed,

of which four are Independent, and a number of long-standing

directors have retired during this period.

Gender representation

The Group’s gender representation as at 30 June 2025 was as follows:

BoardFemale %Female (no.)Male %Male (no.)Gender Diverse %Gender Diverse (no.)

2023/2450%350%30%0

2024/2557%443%30%0

Officer*Female %Female (no.)Male %Male (no.)Gender Diverse %Gender Diverse (no.)

2023/2427%373%80%0

2024/2527%373%80%0

GroupFemale %Male %

2023/245644

2024/255644

* Officer has the meaning given in the NZX Listing Rules.

1

Independent means that the director is considered to be an Independent Director as defined under the NZX Listing Rules and independent having regard to the factors set

out in the ASX Corporate Governance Council’s Corporate Governance Principles & Recommendations.

100101
Corporate Governance

RecommendationComment

3.4 – Nomination

Committee

The Board does not have a nomination committee. The Board has determined, having regard to the current

composition of the Board, that a nomination committee is not currently required. The Board undertakes the

functions that were previously delegated to a nominations committee.

5.2 – remuneration

policy

EBOS has a remuneration policy which is approved by the Board. The Remuneration Committee determines

the relative weightings each year. The policy itself does not include the relative weightings of remuneration and

performance criteria. This information is included in the Company’s Corporate Governance Statement

(as required under the policy) and the Annual Report to ensure it accurately reflects the remuneration structures.

8.4 – equity raisingThe Board acknowledges NZX Code Recommendation 8.4 regarding the offer of further securities on a pro rata

basis. In considering options regarding capital raisings, the Board will take into account a number of factors

including the Recommendation however its decision will be based on the best outcome for the Company.

On 10 April 2025, the Company announced that would raise approximately A$250 million by way of a placement

and retail offer (share purchase plan) to fund two acquisitions with excess funds to provide further balance sheet

capacity.

The Board elected to use a combination of a placement and a retail offer as the structure provided the tightest

pricing, quickest execution and time to settlement and was able to be structured to give the vast majority of

the Company’s shareholders the opportunity to maintain their relative shareholdings if desired. Further, the

dilutionary impact of the placement was limited given the small overall size of the placement (which constituted

approximately 3% of EBOS’ issued share capital at the time). By contrast, a rights issue would have resulted in it

taking longer to complete the institutional offer, had a bigger discount, a longer settlement period, and therefore

greater exposure to market risk, and higher fees particularly given the volatility in market conditions at the time.

As part of the placement allocation process, EBOS and the lead manager applied an allocation policy to ensure

fairness for existing shareholders with eligible shareholders that bid for an amount up to their ‘pro rata’ share

allocated their full bid on a best endeavours basis.

The retail offer price was structured to provide participating shareholders with downside pricing protection for

the period between the announcement of the placement and retail offer and the closing of the retail offer.

In addition, the retail offer was sized to ensure pro rata availability for shareholders.

1

Further, in recognition of the

support from shareholders, the Board determined to accept oversubscriptions for the retail offer such that all

valid applications from retail shareholders were accepted.

1

Pro rata allocation based on the announced offer size on 10 April 2025, comprising a A$200 million placement and A$50 million retail offer.

NZX Code

Under NZX Listing Rule 3.8.1(b), EBOS is required to state in the annual report which recommendations in the NZX Code were not followed in

the financial year ended 30 June 2025.

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102103

Remuneration Overview

Dear Shareholders,

On behalf of EBOS’ Board of Directors, I am pleased to present

EBOS’ remuneration overview for the Company and its controlled

entities (the Group) for the year ended 30 June 2025 (FY25).

As the Chair of the Board and their Remuneration Committee,

I work with my fellow directors to ensure there is an appropriate

level of transparency around EBOS’ approach to remuneration to

support stakeholder confidence in EBOS’ executive and director

remuneration processes. The Board remains focussed on ensuring

that our remuneration structures include incentives that are

aligned with our short-term and long-term performance.

FY25 Performance and Remuneration Outcomes

In FY25 EBOS delivered a result that highlights EBOS’ continued

track record of solid organic growth, operational excellence and

strategic execution. The operating results included underlying

revenue growth of 12.1% and underlying EBITDA of $585 million, up

7.5% on the previous financial year. The FY25 EBITDA result was in

line with our guidance range of $575 million to $600 million.

In addition, EBOS continued to execute its strategy of investing

for growth, including completing five acquisitions, with three

investments in the Medical Technology business in Southeast Asia,

and two investments in Animal Care.

The Board assessed the performance of the CEO against set

targets. The short-term incentive of the CEO was assessed on

the annual earnings performance of the Group and the Board

determined that the FY25 short term incentive would continue to be

set by reference to the Group’s underlying EBITDA growth, aligning

the incentive with a key financial metric reported to shareholders.

The long-term incentive for the three-year period ended 30 June

2025 was assessed on the three-year EPS CAGR growth achieved

by the Group.

As we describe in the report below, the short-term incentive for the

CEO for FY25 was awarded at ‘target’. The EPS CAGR growth target

of the long-term incentive for the three-year period ended 30 June

2025 was not achieved and those performance rights will lapse.

Executive Remuneration Framework

In order to drive sustainable business performance and to execute

its strategic plan, EBOS must attract and retain people of a high

calibre. Accordingly, executive remuneration is set with regard to

this and other key business objectives, including encouraging a

long-term commitment to EBOS Group.

EBOS aligns components of executive remuneration with the

performance of EBOS (that is, pay-for-performance alignment).

As such, executive remuneration comprises fixed and ‘at risk’

elements which are both short and long-term in nature. The

purpose of this structure is to ensure that the interests of the

executives, EBOS and its shareholders are aligned during the period

over which the business results are realised.

The Board, through the Remuneration Committee, periodically

reviews the structure of the short-term and long-term incentive

plans for executives.

In respect of short-term incentives, in FY25 the Remuneration

Committee introduced specific additional criteria which must

be met before a short-term incentive is payable to an executive,

being achievement of a Work Health and Safety (WHS) Index

and demonstrating behaviour consistent with the Group’s Code

of Ethics. Those criteria will be retained for the FY26 short-term

incentive. In respect of other targets for the short-term incentive,

the Board continues to be of the view that a profitability measure

remains appropriate for an organisation of EBOS’ maturity and

complexity.

During FY25, the Remuneration Committee reviewed the

performance measures for the long-term incentive, with the review

including consultation with stakeholders. Following this review, the

Remuneration Committee has determined to introduce a return

on capital employed (ROCE) target, together with retaining an EPS

target, for performance rights related to the period 1 July 2025 –

30 June 2028. The introduction of the ROCE target, together

with EPS, is designed to incentivise the delivery of long-term and

sustainable growth, further aligning executive remuneration

outcomes with the long-term financial performance of the Group.

The Remuneration Committee will continue to review the Group’s

incentive plans to ensure they remain fit for purpose as the business

grows.

Thank you to all EBOS shareholders for your continued support

this year.

Elizabeth Coutts

Chair of the Board and Remuneration Committee

Remuneration Overview

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Remuneration Overview

102103

Structure of this report

This remuneration overview is structured as follows:

1. Remuneration Philosophy and Principles

2. Remuneration Governance

3. Executive Remuneration Framework

4. CEO Remuneration

5. Non-Executive Director Remuneration

6. Employee Payment Bands

Section 1: Remuneration Philosophy and Principles

EBOS has a Remuneration Policy which relates to the remuneration

of the directors and senior executives of EBOS. A copy of the

policy is available on EBOS’ website: https://www.ebosgroup.

com/who-we-are/corporate-governance. As described in that

policy, EBOS believes that it is in the best interests of both EBOS

and its employees to pay everyone fairly for the value of the work

performed, in a financially responsible manner.

EBOS adopts an objective, robust and market-competitive system

to determine the remuneration levels of roles at EBOS based on the

job requirements, skills and experience, and knowledge required

of a fully competent job incumbent without bias. This approach is

also flexible enough to ensure that EBOS is able to recruit, develop

and retain a highly qualified workforce. The Remuneration Policy

is reinforced by EBOS’ Values and Leadership Standards which

recognises the Group’s overarching commitments to safety,

diversity, respect, sustainability, ethical behaviour and appropriate

risk management. Attracting, developing and retaining people of a

high calibre is critical to support sustainable business performance

and execution of strategy, and the remuneration of directors and

executives is set having regard to this.

Executive remuneration is benchmarked having regard

to comparably sized companies to EBOS on the ASX.

The benchmarking also has regard to the evolving complexity

in the EBOS business with EBOS operating across a number of

geographies (New Zealand, Australia, Southeast Asia and the

United States) and sectors, the requirements of the individual

position and relevant internal and external pay relativities.

The remuneration framework is structured to promote the long-

term sustainable growth of the Group with a significant portion of

performance-based executive remuneration awarded as rights

to equity to reinforce alignment with the interests of EBOS and

its shareholders over this period. In this way, executive pay-for-

performance is aligned with stakeholder (including shareholder)

experience over the longer term.

Section 2: Remuneration Governance

As set out in the Charter for the Remuneration Committee,

the Committee is responsible for reviewing, recommending and,

if delegated by the Board, setting, in accordance with EBOS’

Remuneration Policy and practices, all components of the

remuneration of the directors and executives. The charter for the

Remuneration Committee is available on EBOS’ website:

https://www.ebosgroup.com/who-we-are/corporate-governance.

The Remuneration Committee is responsible for:

• approving the remuneration of executives; and

• recommending non-executive director remuneration to the Board

(within a fee pool approved by shareholders).

The Board is responsible for:

• approving non-executive director remuneration

(within a fee pool approved by shareholders); and

• approval of remuneration policies.

The members of the Remuneration Committee during the year were

Independent Directors Elizabeth Coutts (Chair), Stuart McLauchlan

and Tracey Batten. The CEO attends each meeting by a standing

invitation, as well as the EGM, Human Resources. The Committee is

entitled to meet without the CEO. Other employees are involved in

these meetings on an as-needed basis and only by invitation.

Section 3: Executive Remuneration Framework

a. Summary

The Group’s Executive Remuneration Framework is a transparent

structure comprising three elements.

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EBOS Annual Report 2025

104105

FixedVariable

Total Fixed Remuneration (TFR)Short-Term Incentive (STI)Long-Term Incentive (LTI)

How is it delivered?CashCashPerformance Rights

How does it work?

Fixed remuneration consists of

base salary and may include

a component of compulsory

superannuation contributions for

Australian-based executives and

KiwiSaver contributions for

New Zealand-based executives.

Executives’ fixed remuneration is

set having regard to:

• The person’s position

accountabilities, qualifications,

and experience;

• Performance and record of

achievement at EBOS; and

• Relevant market data for

similar positions at comparable

companies, generally on the ASX.

The STI is an annual performance

dependent cash payment based on

business performance.

Business performance is measured:

• For all executives, by Group

financial performance, with FY24

STIs paid during FY25 based on

Group underlying EBITDA and FY25

STIs expected to be paid shortly

after the release of this report also

based on underlying EBITDA; and

• For those executives with business

unit responsibilities, by business

unit underlying EBITDA.

The following criteria must be met

before an STI is paid:

• achievement of a WHS Index as

defined by the Group; and

• the participant’s behaviour

must be consistent with their

employment contract and the

Group’s Code of Ethics.

Further details are set out in section

(b) below.

The LTI comprises a grant of

Performance Rights.

The LTI aligns Group performance

to executive reward through a direct

link to the EBOS Group share price

and Group financial performance.

LTI rights issued prior to

30 June 2025 are tested against:

• 3-year Earnings per Share

Compound Annual Growth Rate

(EPS CAGR), and

• Continued employment with EBOS.

LTI rights to be issued in respect of

the period from 1 July 2025 to

30 June 2028 will be tested against:

• Underlying 3-year cash earnings

per Share Compound Annual

Growth Rate (EPS CAGR);

• Achievement of a return on capital

employed (ROCE) target; and

• Continued employment with EBOS.

Further details are set out in sections

(c) and (d) below.

What is its purpose?

To attract and retain executives

with competitive remuneration in

our markets.

Aligns individual performance and

behaviours with the Board-approved

strategic and financial objectives of

EBOS for a financial year.

Aligns an individual with the medium

to long term financial performance

of the Group, thereby closely

aligning them with shareholders.

Provides an opportunity to receive

equity and share in the future

growth of EBOS.

What is the time

horizon?

(See also table

below)

Salary and superannuation paid

throughout a financial year.

1 financial year.

The Board will only approve an STI

at the same time as the financial

results for that financial year are

finalised and the audit is completed.

3 financial years.

The Board will only approve an LTI

vesting after the financial results

for the last year of the performance

period are finalised and the audit is

completed.

Table 1: Executive Remuneration Framework Summary

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Remuneration Overview

104105

Time Horizons

FY25FY26FY27FY28

Performance Period through the year

Salary paid through the year

Performance Period (1 year)

Paid in cash, subject to conditions,


post FY25 results

Performance Period (3 years)

Performance Rights vest, subject to conditions, post FY27 results

TFR

STI

LT I

FeatureApproach

Purpose

Align individual performance and behaviours with the Board-approved strategic and financial objectives of

EBOS for a financial year.

Provide individuals with a competitive market position for total cash reward (i.e. variable and fixed pay

components).

InstrumentCash.

Performance Criteria

The performance measures for the STI are set by reference to the executive’s responsibilities and particular

projects relevant to that executive and the business or function for which they are responsible.

The following business criteria must be met before any payments are made:

• Group financial performance measures for the financial year; and

• for those with business unit responsibilities business unit EBITDA targets for the financial year.

For the FY24 STIs paid during FY25 and the FY25 STIs expected to be paid shortly after release of this report,

Group financial performance was measured by reference to Group underlying EBITDA.

The FY25 STI for the Executive Leadership Team included a stretch incentive to explicitly incentivise and

reward outperformance and the achievement of certain financial outcomes by EBOS.

In addition, for the FY25 STI, the following additional criteria must be met before any payments are made:

• achievement of a WHS Index as defined by the Group; and

• the participant must have demonstrated behaviour that is consistent with their employment contract and

the Group’s Code of Ethics.

The Board through the Remuneration Committee determines what the targets are for a financial year and

if these targets have been achieved. Targets are set having regard to the Board-approved budget for the

relevant year, with the overarching objective being that targets are achievable but sufficiently challenging.

The Board oversees key activities and initiatives of management (including in relation to sustainability

and health & safety). In line with the Board’s expectation that Management is accountable for a range of

activities, including implementation of sustainability and health & safety initiatives, the Board (itself or

through the Remuneration Committee) also has the flexibility to consider non-financial STI performance

measures and award STI payments for special, strategically important and/or transformative projects.

Accordingly, the Remuneration Committee introduced a WHS Index for the FY25 STI. More broadly, the

Remuneration Committee factors in health and safety leadership and progress in relation to the Group’s

ESG program when determining the CEO STI outcome.

b. Short-Term Incentive (STI) Plan

Table 2: FY25 STI plan

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EBOS Annual Report 2025

106107

FeatureApproach

Board discretion and

Clawback

The Board has discretion as to if an STI will operate for a financial year and who participates in the STI.

The Board has discretion to clawback, reduce or forfeit part or all of an STI award to ensure a participant does

not derive an unfair benefit, including where:

(a) the participant:

• acts, or has acted, fraudulently or dishonestly or made a material misstatement on behalf of any Group

company;

• is in breach of any of their duties or obligations to any Group company (including a breach of their

obligations under their employment contract);

• has engaged in negligence or gross misconduct;

• has done an act which could reasonably be regarded to have contributed to material reputation damage to

any Group company; or

• is convicted of an offence or has a judgment entered against them in connection with the affairs of any

Group company, or

(b) the participant’s award has been made as a result of:

• the fraud, dishonesty, negligence or breach of duties or obligations of any person; or

• a material misstatement or omission in the financial statements of the Group or any other circumstances

or events which, in the opinion of the Board, affect or are reasonably likely to affect the Group’s financial

soundness or require restatement.

Table 2: FY25 STI plan continued

FeatureApproach

Purpose

Align a portion of executives’ total remuneration with the medium to long term performance of the Group’s

financial performance and share price.

Provide individuals with a competitive market position for total reward (i.e. variable and fixed pay components).

Instrument

Performance rights which are rights to acquire ordinary shares in EBOS for nil consideration.

Performance periodThree years from 1 July 2024 to 30 June 2027 (i.e. FY25-FY27).

Performance Criteria

FY25-FY27 performance rights

The performance criteria (vesting conditions) for executives are:

• continuous employment with the Group; and

• growth in EBOS’ earnings per share over the performance period must equal or exceed a specific

compound annual growth percentage target. Further detail on the EPS CAGR condition set by the

Remuneration Committee in FY25 is set out in section d below.

The vesting conditions for the FY25 LTI includes a ‘stretch’ target for certain senior executives to incentivise

and reward outperformance by EBOS.

The performance criteria are assessed at the end of the 3 year performance period (with no retesting in

future periods).

The vesting conditions may be amended, reduced or waived in whole or in part by the Board, subject to

applicable law.

The Board also has the flexibility to consider broader performance criteria, including capital efficiency and/or

non-financial objectives, and award LTI payments for special, strategically important and/or transformative

projects (to drive significant outperformance and retain key executives over the relevant period).

The Board is currently of the view that key financial measures remain appropriate to assess the

medium-to-long term performance of EBOS and its executive team.

c. Long-Term Incentive (LTI)

Table 3: FY25 LTI plan

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Remuneration Overview

106107

FeatureApproach

Performance Criteria

FY26-FY28 performance rights

The Remuneration Committee, on behalf of the Board, undertook a review of the LTI performance measures

during FY25. In respect of the performance rights expected to be issued for the period from 1 July 2025 to

30 June 2028 (FY26-FY28 rights), the Remuneration Committee has approved performance measures based

on ROCE, in addition to EPS as follows:

• 75% of the award will be linked to growth in EBOS’ earnings per share over the performance period; and

• 25% of the award will be linked to ROCE in the third year of the performance period.

Settlement

If the Board determines that performance rights have vested it may determine with respect to each vested

right whether to:

• allot and issue, or transfer, shares to a participant (equity settle); and/or

• pay a cash amount to a participant equivalent to the ‘market value’ of a share as at the date of vesting of

the performance rights (cash settle). The market value of an EBOS share is calculated by reference to the

volume weighted average price of EBOS shares on the NZX for the 5 trading days immediately prior to the

date that the Board determines the rights have vested.

Dividends and

voting rights

Performance rights do not have voting rights or accrue dividends.

Board discretion

and Clawback

The Board has discretion as to if an LTI will operate for a period and who participates in the LTI.

The Board has discretion to adjust downwards (including to zero) unvested or vested LTI awards where,

in the opinion of the Board:

(a) the participant:

• acts, or has acted, fraudulently or dishonestly or made a material misstatement on behalf of any Group

company;

• is in breach of any of their duties or obligations to any Group company (including a breach of their

obligations under their employment contract);

• has engaged in negligence or gross misconduct;

• has done an act which could reasonably be regarded to have contributed to material reputation damage to

any Group company; or

• is convicted of an offence or has a judgment entered against them in connection with the affairs of any

Group company, or

(b) a participant’s performance rights vest, or may vest, as a result of:

• the fraud, dishonesty, negligence or breach of duties or obligations of any person; or

• a material misstatement or omission in the financial statements of the Group or any other circumstances

or events which, in the opinion of the Board, affect or are reasonably likely to affect the Group’s

financial soundness or require restatement of the Group’s financial accounts (including as a result of

misrepresentations, errors, omissions or negligence), and, in the opinion of the Board, the performance

rights would not have otherwise vested.

Restriction on hedging

Hedging of performance rights by executives is prohibited under the plan rules and EBOS’ Securities

Trading Policy.

Change of control

Vesting of performance rights is subject to Board discretion.

Cessation of employment

Resignation: subject to the Board determining otherwise, unvested performance rights are forfeited.

Termination for cause: if an executive’s employment is terminated for cause, subject to the Board

determining otherwise, unvested and vested performance rights are forfeited.

Termination without cause (including circumstances such as redundancy and retirement): the Board shall

determine the treatment of unvested performance rights. All vested performance rights remain on foot

unless otherwise determined by the Board.

Table 3: FY25 LTI plan continued

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EBOS Annual Report 2025

108109

d. LTI hurdle explained

Each year, the Remuneration Committee reviews the LTI targets and vesting conditions in the context of EBOS’ operating environment and

performance.

FY25-FY27 performance rights

The Remuneration Committee approved a threshold underlying cash EPS CAGR target of 2% for the FY25 LTI grant. Details of the vesting

schedule are outlined in the table below:

As noted above, an additional performance measure based on ROCE with a range of 13.4%-15% will be introduced for performance rights to

be issued in FY26.

e. Executive Remuneration Mix

The weightings of executive remuneration components is as determined by the Remuneration Committee each year having regard to

market practice, the responsibilities of the CEO and the Executive Leadership Team, the performance of EBOS Group and any strategic

projects of EBOS Group from time to time. The FY25 Target and Stretch remuneration mix for the CEO and Executive Leadership Team is

shown below.

Underlying 3-year cash EPS CAGR target% of Award to vest

Less than 2%

Nil

Between 2% and 6.5%

Straight-line pro rata vesting between 50% and 100%

Above 6.5%100%

Table 4: FY25/FY27 performance rights financial performance condition

* Table represents the average Target and Stretch Remuneration Mix of the Executive Leadership Team as of 30 June 2025.

The percentages above may differ to the actual (or realised) components of remuneration for the CEO set out in Table 6 as that table shows

the mix of remuneration actually realised in FY25.

CEO Total Remuneration Mix

Executive Leadership Total Remuneration Mix

Table 5: FY25 Target and Stretch Remuneration Mix

CEO Total Target Remuneration Mix

CEO Total Stretch Remuneration Mix

Total Fixed Remuneration

30.8%

Total Fixed

Remuneration

22.9%

STI

32.7%

STI

36.4%

LT I

36.5%

LT I

40.7%

Executive Leadership Team

Total Target Remuneration Mix

Executive Leadership Team

Total Stretch Remuneration Mix

Total Fixed Remuneration

46.5%

Total Fixed Remuneration

35.9%

STI

27.6%

STI

32.5%

LT I

26.9%

LT I

31.7%

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Remuneration Overview

108109

Table 6: FY26 CEO Remuneration Structure

Section 4: CEO Remuneration

a. CEO Resignation

Mr Cullity retired as Chief Executive Officer effective on 30 June 2025. Accordingly except as set out in b. below, section 4 relates to

Mr Cullity’s remuneration up to that date.

b. CEO Appointment

Mr Adam Hall commenced as CEO on 1 July 2025. His remuneration broadly reflects the Executive Remuneration Framework above.

Table 6 sets out the structure and relative weightings of Mr Hall’s remuneration structure for FY26.

In addition, to the above Mr Hall also received a sign-on award to compensate him for existing incentive arrangements foregone with his

previous employer, comprising a cash payment and the issue of performance rights that will be subject to service/ continued employment

conditions only.

In respect of the Short Term Incentive for FY26, there are two criteria (or ‘gates’) that must be met before a payment will be made, being

achievement of the WHS Index as defined by the Group and demonstrating behaviour consistent with the Group’s Code of Ethics. The

performance condition will be measured by reference to underlying EBITDA.

In respect of the Long Term Incentives to be issued in FY26, the performance conditions will be as described in Table 3, being measured by

reference to earnings per share and ROCE.

TargetStretchTargetStretch

Fixed Remuneration (Inclusive of superannuation)

$1,350,000 33%25%

Short-Term Incentive $1,215,000 $1,822,500 30%34%

Long-Term Incentive

$1,485,000 $2,227,500 37%41%

Total ($)

$4,050,000 $5,400,000

Table7: Summary of total realised remuneration (all figures in A$)

Financial

year

Base SalaryCompulsory

Superannuation

TFR (including

compulsory

superannuation)

STILT ITotal

FY25 – outcome

$1,574,708$29,932$1,604,640$1,700,000$3,133,266*$6,437,906

FY25 – pay mix

25%26%49%

FY24 – outcome

$1,574,708$27,398$1,602,106$2,550,000$2,496,083**$6,648,189

FY24 – pay mix

24%38%38%

* This relates to the settlement of 94,124 performance rights issued in July 2021 that vested during FY25 and were settled in cash and the issue of shares.

** This relates to the cash settlement of 75,000 performance rights issued in August 2020 that vested during FY24.

c. FY25 Total Realised Remuneration

The table below summarises the realised remuneration outcomes for Mr Cullity for FY25 and FY24.

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EBOS Annual Report 2025

110111

20252024202320222021

N PAT

1

A$215.1mA$271.5mA$253.4mA$202.6mA$185.3m

Basic EPS (Annual)

A$109.7cpsA$141.3cpsA$132.9cpsA$114.5cpsA$113.2cps

Underlying EPS (Annual)

A$131.3cpsA$157.9cpsA$147.9cpsA$129.5cpsA$114.9cps

Compound growth in Basic EPS (3 year)

-1.4%

Per annum

(2023-2025)

7.7%

Per annum

(2022-2024)

9.7%

per annum

(2021-2023)

8.4%

per annum

(2020-2022)

7.8%

per annum

(2019-2021)

Compound growth in Underlying EPS (3 year)

0.5%

Per annum

(2023-2025)

11.2%

Per annum

(2022-2024)

13.6%

per annum

(2021-2023)

11.2%

per annum

(2020-2022)

5.3%

per annum

(2019-2021)

Share price at end of financial year

NZ$38.45NZ$32.22NZ$36.75NZ$39.01NZ$32.30

Market capitalisation at end of financial year

NZ$7, 814mNZ$6,226mNZ$7,041mNZ$7,38 8mNZ$5,302m

Total dividends in period (NZ$ cps)

118.5118.5110.096.088.5

Total shareholder return (annual)

2

23.3%

(9.2)%(3. 2)%23.7%53.6%

Total shareholder return (3 year)

10.5%

(2023-2025)

9.3%

(2022-2024)

82.9%

(2021-2023)

79.8%

(2020-2022)

93.2%

(2019-2021)

Total shareholder return (5 year)

102.0%

(2023-2025)

59.3%

(2020-2024)

128.2%

(2019-2023)

145.0%

(2018-2022)

Each component of Mr Cullity’s remuneration in FY25 is described more fully below.

d. Past Financial Performance

The table below presents the financial performance for EBOS Group Limited for the previous five financial years.

Table 8: Past financial performance

1

Net profit after tax attributable to owners of the company.

2

Total shareholder return is calculated as the share price at the end of the year plus dividends declared in relation to that year divided by the opening

share price for the year.

Over the 5 year period ended 30 June 2025, EBOS has delivered Total Shareholder Returns of 102%. This return compares to the ASX 100 of

46.5% over the same period placing EBOS’ performance well above the index.

The following graph highlights the continued growth in the Group’s key performance measures that are directly related to the remuneration

of both the CEO and Executive Leadership Team.

Underlying EBITDA and Underlying Earnings Per Share Performance (FY21-FY25)

20212022202320242025

367

437

582

624

131.3

1 57. 9

1 47. 9

129.5

114.9

Underlying EBITDA ($m)

Underlying EPS (cents)

585

110111
Remuneration Overview

110111

d. Key terms of Mr Cullity’s employment restraint

Mr Cullity’s employment agreement as Chief Executive Officer ceased on 30 June 2025. An 18 month post employment restraint will apply to

Mr Cullity from the date of cessation of his employment.

e. Relative weightings of CEO remuneration

There was no change to the structure of Mr Cullity’s remuneration for FY23, FY24 or FY25. Accordingly, the table below sets out the

relative weightings of Mr Cullity’s remuneration structure in respect of FY24 and FY25. The actual remuneration outcome for Mr Cullity is

summarised in Table 5 above with further details on each element of Mr Cullity’s remuneration outcome set out in section f. below.

f. CEO Remuneration Outcomes for FY25

The amounts set out in Table 5 and this section differ from the amounts included in Note H4 to the Financial Report and the table of

employee remuneration included on pages 116 and 117 which are reported according to accounting standards and, in respect of the table of

employee remuneration, in New Zealand dollars as required under Section 211 of the Companies Act 1993.

The accounting values of remuneration reported in Note H4 do not reflect what a person was actually paid during the financial year due to

a number of factors including the timing of payments of STIs as well as the valuation of share-based payments.

Fixed remuneration

In FY25, Mr Cullity received a base salary of $1,574,708 and compulsory superannuation contributions of $29,932 for a total fixed

remuneration of $1,604,640.

STI Outcomes

The Board’s practice is to only approve the payment of an STI to the CEO upon finalisation of EBOS’ audited accounts for the relevant

financial year. The table below shows the STI earned in respect of the relevant year and the STI actually paid to the CEO during that

financial year.

TargetStretchTargetStretch

Fixed Remuneration$1,604,640 30.8%22.9%

Short-Term Incentive

$1,700,000$2,550,00032.7%36.4%

Long-Term Incentive$1,900,000$2,850,00036.5%40.7%

Total ($)

$5,204,640$7,004,640

Table 9: CEO Remuneration Structure

* Does not include special acquisition incentive paid as disclosed in the 2023 Annual Report.

** Expected STI to be paid shortly after the release of the Annual Report in respect of the Group’s FY25 results.

FY23 STI Outcome

$2,550,000

FY24 STI Outcome

$2,550,000

FY25 STI Outcome

$1,700,000

30 June 202230 June 202330 June 2024

*

**

30 June 2025

Earned

Paid

Table 10: Summary of STI outcomes in the last 3 years

112113
EBOS Annual Report 2025

112113

MeasuresWeighting% achieved

Underlying EBITDA Growth

(on prior year)

100%

GateDescriptionYes/No

WHS Index

Health & Safety LeadershipSafety Leadership Walks completedYe s

Health & Safety PerformanceCompletion of Monthly WHS Packs; including

• site inspections,

• toolbox talks and

• training.

Ye s

BehaviourDemonstrates behaviour consistent with Group Code of EthicsYe s

Outcome% of Award

Table 11: FY25 CEO STI Scorecard

Achieved 7.5%

Achieved

Stretch 10.2%

Stretch

Target 6.9%Threshold 1%

TargetThreshold

* The Board determined that the STI for FY25 would be paid at Target (100%) notwithstanding that the Underlying EBITDA result was slightly

above target (101%)

112113
Remuneration Overview

112113

FY25 STI details (to be paid in FY26)

In respect of FY25 performance, Mr Cullity will receive, shortly

after the release of this annual report, an STI payment of

$1,700,000 .

The Board determined that the FY25 STI would be set by reference to:

• underlying EBITDA growth of the Group of 1% (‘threshold STI

entitlement’);

• underlying EBITDA growth of the Group of 6.9%

(‘target STI entitlement’); and

• underlying EBITDA growth of the Group of 10.2%

(‘maximum STI entitlement’).

Mr Cullity’s target STI entitlement under the FY25 STI was

$1,700,000 and his maximum STI entitlement was $2,550,000

(150% of his target STI entitlement). The target STI entitlement

was exceeded (underlying EBITDA growth was 7.5%) and the

Remuneration Committee determined that Mr Cullity will receive

his target STI entitlement of $1,700,000.

As referred to in Table 2 above, the Board has broad discretion in

relation to the award of STIs and health and safety leadership and

progress in relation to the Group’s ESG program was factored into

the Board’s determination of Mr Cullity’s STI outcome.

FY24 STI details (paid in FY25)

In respect of FY24 performance, Mr Cullity received an STI

payment of $2,550,000 in August 2024 (that is, during FY25)

following the finalisation of EBOS’ FY24 audited accounts.

The Board determined that the FY24 STI would be set by reference

to underlying EBITDA growth of the Group with ‘target’ and

‘stretch’ elements as follows:

• underlying EBITDA growth of the Group of 4.4%

(‘target STI entitlement’); and

• underlying EBITDA growth of the Group of 6.1%

(‘maximum STI entitlement’),

with straight-line pro-rata vesting between these points.

Mr Cullity’s target STI entitlement under the FY24 STI was

$1,700,000 and his maximum STI entitlement was $2,550,000

(150% of his target STI entitlement). As the stretch target for FY24

was exceeded (underlying EBITDA growth was 7.3%), Mr Cullity

received his maximum STI entitlement of $2,550,000.

As referred to in Table 2 above, the Board has broad discretion in

relation to the award of STIs and health and safety leadership and

progress in relation to the Group’s ESG program was factored into

the Board’s determination of Mr Cullity’s STI outcome.

LTI Outcomes

The Board’s practice is to only approve the vesting of an LTI

following finalisation of EBOS’ audited accounts for the last

financial year of the relevant performance period.

FY22 LTI (paid in FY25)

During FY25, Mr Cullity received LTIs with a value at the time

of vesting of $3,133,266.

2

This comprised the full vesting of

94,124 performance rights issued to Mr Cullity in respect of the

performance period from 1 July 2021 to 30 June 2024. The Board

elected to satisfy the vesting of the performance rights by settling

the performance rights with cash and equity on a 50/50 basis.

Accordingly, Mr Cullity received:

• a cash payment of $1,566,633; and

• 47,062 shares for nil consideration.

The full vesting of the performance rights is as a result of the

achievement of the EPS performance hurdles for the three year

performance period from 1 July 2021 to 30 June 2024, reinforcing

alignment with shareholder value creation over this period.

Table 12: Summary of FY22 LTI which was paid in FY25

AwardPerformance

Period

Number of Rights

Vested

VWAP

2

Equity Settlement

of Rights

Cash Settlement

of Rights

F Y 2 2 LT I1 July 2021 to

30 June 2024

94,124

(100% of grant)

$33.2847,062 shares$1,566,633

2

The value of the vested performance rights was calculated by reference to a price of A$33.28, being the volume weighted

average price of EBOS shares on NZX for the 5 trading days immediately prior to the date that the Board determined that the

rights have vested and converted to Australian dollars.

114115114
EBOS Annual Report 2025

FY23 LTI (tested in FY26)

In relation to the 80,195 performance rights issued in respect of the performance period from 1 July 2022 to 30 June 2025 (FY23 LTI),

it is expected that all of these performance rights will lapse as the three year EPS CAGR performance condition has not been achieved.

FY25 LTI (granted in FY25)

The performance conditions for the performance rights granted during FY25 (FY25 LTI) are described in Table 3 above. There was no

change to the maximum LTI for Mr Cullity in granting the FY25 LTI. Accordingly, the maximum LTI in the form of equity instruments for Mr

Cullity, which is inclusive of a stretch component, is $2,850,000. The performance period is from 1 July 2024 to 30 June 2027. Accordingly,

these rights remain unvested as at 30 June 2025 and the vesting conditions will be tested following the conclusion of the FY27 financial year.

Summary of Mr Cullity’s LTIs

LTIs in the form of equity instruments received by Mr Cullity since the commencement of his employment with the Group in 2009 until

30 June 2025 are set out below:

Table 13: Summary of FY25 LTI which was granted on 22 July 2024

AwardGrant DateNumber of Rights GrantedVWAP

3

Total Grant Face Value

F Y 2 5 LT I22 July 202498,153NZ$32.23 $2,850,000

Table 14: LTI summary

AwardPerformance PeriodInstruments GrantedVested/UnvestedPercentage of

Grant Vested

F Y 2 5 LT I1 July 2024 to 30 June 202798,153 performance rightsUnvestedYet to be tested

F Y 2 4 LT I1 July 2023 to 30 June 202687,007 performance rightsUnvestedYet to be tested

F Y 2 3 LT I1 July 2022 to 30 June 202580,195 performance rightsExpected to lapse Nil

F Y 2 2 LT I 1 July 2021 to 30 June 202494,124 performance rightsVested (cash and equity settled)100%

F Y 2 1 LT I1 July 2020 to 30 June 202375,000 performance rightsVested (cash settled)100%

F Y 2 0 LT I1 July 2019 to 30 June 202245,455 performance rightsVested (cash and equity settled)100%

F Y 1 9 LT I1 July 2018 to 30 June 202147,500 performance rightsVested (cash settled)100%

F Y 1 8 LT I1 July 2017 to 30 June 2020110,000 loan-backed sharesVested100%

FY17 LTI1 July 2016 to 30 June 201995,000 loan-backed sharesVested100%

3

The VWAP used to calculate the number of performance rights issued in FY25 was the 10 trading day VWAP on NZX shortly prior to the approval of

the issue of the rights.

114115115
4

Ms McConville commenced as a director on 1 February 2025.

5

Mr Muscio commenced as a director on 1 January 2025.

6

Mr Williams ceased to be a director on 23 October 2024.

Section 5: Non-Executive Director Remuneration

To support the attraction and retention of directors of the highest calibre and requisite expertise from New Zealand, Australia and

internationally, the Group aims to set remuneration of non-executive directors having regard to:

• the time commitment and responsibilities of the non-executive directors (including any commitment as a member of a standing or ad hoc

Board committee and special exertion for significant project work outside of the normal workload for the Board and Committees); and

• market rates for non-executive director remuneration for comparable companies (by size, industry classification and complexity).

The Board has regard to this as part of its succession planning and the attraction and retention of directors from, or with experience in,

key geographic markets in which the Group operates, including Australia and Southeast Asia.

Non-executive director remuneration is in the form of fees. Non-executive directors do not receive performance-based or equity-based

remuneration.

Total remuneration for non-executive directors is subject to an aggregate fee pool limit of NZ$1,810,000 (including payments made in

respect of KiwiSaver and compulsory superannuation contributions) in any financial year. The fee pool was approved by shareholders at the

Annual Meeting held on 23 October 2024. The table below sets out the current fee allocations for director fees by position.

Directors’ remuneration and other benefits required to be disclosed pursuant to section 211(1) of the Companies Act 1993 for the year ended

30 June 2025 were as follows:

Table 15: Non-executive director fees by position

PositionFees (NZ$)

Chair$380,000

Director (other than Chair)$185,000

Chair of Audit & Risk Committee$43,000

Chair of Remuneration Committee$39,000

Member of Audit & Risk Committee $21,500

Member of Remuneration Committee$19,500

Special exertion fee pool$78,750

Unallocated$7 7, 250

Table 16: Non-executive director fees paid during FY25

DirectorBase Fee

(NZ$)

Audit and Risk

Committee (NZ$)

Remuneration

Committee (NZ$)

Special Exertion

Fee (NZ$)

Total

(NZ$)

E Coutts380,00021,50039,000Nil440,500

T Batten185,000Nil19,500Nil204,500

M Bloom 185,00021,500NilNil206,500

C McConville

4

76,569NilNilNil76,569

S McLauchlan185,00043,00019,500Nil247, 500

M Muscio

5

92,500NilNilNil92,500

J Tay185,000NilNilNil185,000

P Williams

6

57, 813NilNilNil57, 813

Remuneration Overview

116117
EBOS Annual Report 2025

116117

Section 6: Employee Payment Bands

Grouped below, in accordance with section 211 of the Companies Act 1993, are the number of employees or former employees of the

Company and its subsidiaries, including those based outside of New Zealand, who received remuneration and other benefits in their

capacity as employees totalling NZ$100,000 or more during the year.

Employee

remuneration (NZ$)

30 June 2025

Number of Employees

$100,000 to $110,000 304

$110,000 to $120,000 232

$120,000 to $130,000 189

$130,000 to $140,000 142

$140,000 to $150,000 114

$150,000 to $160,000 99

$160,000 to $170,000 82

$170,000 to $180,000 76

$180,000 to $190,000 75

$190,000 to $200,000 52

$200,000 to $210,000 51

$210,000 to $220,000 50

$220,000 to $230,000 30

$230,000 to $240,000 27

$240,000 to $250,000 31

$250,000 to $260,000 33

$260,000 to $270,000 17

$270,000 to $280,000 12

$280,000 to $290,000 17

$290,000 to $300,000 16

$300,000 to $310,000 9

$310,000 to $320,000 14

$320,000 to $330,000 14

$330,000 to $340,000 10

$340,000 to $350,000 6

$350,000 to $360,000 4

$360,000 to $370,000 6

$370,000 to $380,000 7

$380,000 to $390,000 8

$390,000 to $400,000 6

$400,000 to $410,000 4

$410,000 to $420,000 4

$420,000 to $430,000 4

$430,000 to $440,000 3

$440,000 to $450,000 1

$450,000 to $460,000 1

$460,000 to $470,000 3

116117
Remuneration Overview

116117

Employee

remuneration (NZ$)

30 June 2025

Number of Employees

$480,000 to $490,0002

$500,000 to $510,0001

$510,000 to $520,000 1

$520,000 to $530,000 2

$530,000 to $540,000 2

$540,000 to $550,000 1

$550,000 to $560,0003

$560,000 to $570,000 1

$600,000 to $610,0002

$610,000 to $620,0001

$620,000 to $630,0001

$670,000 to $680,0001

$680,000 to $690,0001

$690,000 to $700,0001

$700,000 to $710,0001

$710,000 to $720,0001

$820,000 to $830,0001

$830,000 to $840,0001

$840,000 to $850,0001

$880,000 to $890,0001

$920,000 to $930,0001

$950,000 to $960,0001

$1,000,000 to $1,010,0001

$1,110,000 to $1,120,0001

$1,130,000 to $1,140,0001

$1,160,000 to $1,170,0001

$1,220,000 to $1,230,0001

$1,380,000 to $1,390,0001

$1,390,000 to $1,400,0001

$1,410,000 to $1,420,0001

$1,810,000 to $1,820,0001

$2,060,000 to $2,070,0001

$2,790,000 to $2,800,0001

118119
EBOS Annual Report 2025

118119

Share dealings by Directors

The directors have disclosed to the Board under section 148(2) of the Companies Act 1993 the following particulars of acquisitions or

disposals of a relevant interest in the Company’s shares during the year ended 30 June 2025.

Director

Ordinary Shares

Purchased/(Sold)

Consideration

Paid/(Received)

Date of

Transaction

Elizabeth Coutts1,364NZ$49,990.6013 May 2025

Tracey Batten272NZ$9,968.8013 May 2025

Mark Bloom2,000A$68,80030 May 2025

Stuart McLauchlan

43NZ$1,482.2118 September 2024

39NZ$1,442.2221 March 2025

95NZ$3,481.7513 May 2025

Disclosure of interests

In accordance with section 140(2) of the Companies Act 1993, the

directors named below have made general disclosure of interest,

by a general notice disclosed to the Board and entered in the

Company’s interests register during the year ended 30 June 2025,

as follows:

E.M. Coutts: Chair of Oceania Healthcare Limited and 2Degrees

Group Limited, Consultant to Fonterra and Director of EBOS Group

subsidiaries in New Zealand. Former member, Marsh New Zealand

Advisory Board.

T.L. Batten: Director of Medibank Private Limited, and Nanosonics

Limited. Former chair of Accident Compensation Corporation and

director of National Institute of Water and Atmospheric Research

Limited.

M.A. Bloom: Director of Abacus Storage Operations Limited, Abacus

Storage Funds Management Limited (the responsible entity for the

Abacus Storage Property Trust), AGL Energy Limited, Metropolitan

Memorial Parks, Fambloom Beneficiary Pty Ltd, Fambloom Pty Ltd,

Fambloom Super Pty Ltd and JewishCare NSW. Former director of

Pacific Smiles Group Limited.

C. L. McConville: Director of Kings Cross General Partnership and

3i Group plc and Member of Supervisory Board of Tui AG.

S.J. McLauchlan: Chairman of Scott Technology Limited, Analog

Digital Instruments Limited, Cargill Hotel 2002 Ltd, G S McLauchlan

& Co, Otago Community Hospice and Wood Solutions. Director of

Southlink Health Education Trust, Argosy Property Ltd, Dunedin

Casinos Ltd and Scenic Hotels Group. Governor, NZ Sports Hall of

Fame. Former member, Marsh NZ Advisory Board.

M.P. Muscio: Director of ABT Nevada LLC, Origin Biologics LLC and

Tetrous Inc. Consultant via Third Bridge.

J . Tay : Director of Sonova Holding A.G.

Former director

P.J. Williams: none recorded.

Indemnity and Insurance

In accordance with section 162 of the Companies Act 1993 and the

constitution of the Company, the Company has given indemnities

to, and has effected insurance for, the directors and executives

of the Company and its related companies which, except for

some specific matters that are expressly excluded, indemnify

and insure directors and executives against monetary losses as a

result of actions undertaken by them in the course of their duties.

Specifically excluded are certain matters, such as the incurring of

penalties and fines, which may be imposed for breaches of law.

Use of information

There were no notices from directors of the Company requesting to

use Company information received in their capacity as directors,

which would not otherwise have been available to them.

Directors’ Interests and Disclosures

118119
Directors’ Interests and Disclosures

118119

Directors’ shareholdings

Director30 June 202530 June 2024

Elizabeth CouttsIndirect/ beneficial interest37,11235,748

Direct, non-beneficial interest – trustee of EBOS Staff Share Plan71,59271,592

Tracey BattenDirect interest1,7721,500

Mark BloomIndirect/ beneficial interest2,000Nil

Stuart McLauchlanIndirect/ beneficial interest2,6302,453

DirectorBoardAudit & RiskRemuneration

Eligible

to AttendAttended

Eligible

to AttendAttended

Eligible

to AttendAttended

Elizabeth Coutts995522

Tracey Batten98--22

Mark Bloom9955--

Coline McConville


1

55----

Stuart McLauchlan995522

Matthew Muscio


2

55----

Julie Tay 98----

Former director

Peter Williams


3

33----

Attendance at Board and Committee meetings

1

Ms McConville commenced as a director on 1 February 2025.

2

Mr Muscio commenced as a director on 1 January 2025.

3


Mr Williams ceased to be a director on 23 October 2024.

120
EBOS Annual Report 2025

120

SubsidiaryCurrent Directors

ABT Medical Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

ACN 618 208 969 Pty LtdA Gray

J Cullity*

Alchemy Holdings Pty LtdB Barons

A Gray

J Cullity*

Alchemy Sub-Holdings Pty LtdB Barons

A Gray

J Cullity*

Australian Biotechnologies

Pty. Limited

D Bonham

A Gray

M Muscio*

J Cullity*

Beaphar Pty LtdA Gray

G Viney

J Cullity*

J Dillon*

BFCMC Pty LtdA Gray

N Munroe

J Cullity*

Blackhawk Premium Pet Care Pty LtdA Gray

G Viney

J Cullity*

J Dillon*

Botany Bay Imports Exports Pty LtdA Gray

G Viney

J Dillon*

J Cullity*

CAB Medical Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

CC Pharmacy Investments Pty LtdB Barons

A Gray

J Cullity*

CC Pharmacy Management Pty LtdB Barons

A Gray

J Cullity*

CC Pharmacy Promotions Pty LtdB Barons

A Gray

J Cullity*

Chemmart Holdings Pty LtdN Munroe

A Gray

J Cullity*

Cincotta Holding Company Pty LtdB Barons

A Gray

J Cullity*

Clinect Pty LtdB Barons

A Gray

J Cullity*

Clinect NZ Pty LimitedE Coutts

L Hansen

A Gray

J Cullity*

Collaboration Medical Clinics Pty LtdA Gray

N Munroe

J Cullity*

SubsidiaryCurrent Directors

Collaboration Medical Clinics

Investments Pty Ltd

A Gray

N Munroe

J Cullity*

Culpan Distributors LtdE Coutts

L Hansen

A Gray

J Cullity*

Culpan Medical Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

Developing People Pty LtdA Gray

N Munroe

J Cullity*

DoseAid Pty LtdB Barons

A Gray

J Cullity*

EAHPL Pty LtdA Gray

J Cullity*

EBOS Aesthetics Pty LtdA Gray

M Muscio*

J Cullity*

EBOS Finance Australia Pty LtdA Gray

J Cullity*

EBOS Finance NZ LimitedE Coutts

L Hansen

A Gray

J Cullity*

EBOS Group Australia Pty LtdB Barons

A Gray

J Cullity*

EBOS Health & Science Pty LtdB Barons

A Gray

J Cullity*

EBOS Medical Devices Australia Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

EBOS Medical Devices NZ LimitedE Coutts

L Hansen

A Gray

J Cullity*

EBOS PH Pty LtdA Gray

J Cullity*

Endeavour CH Pty LtdA Gray

J Cullity*

Endeavour Consumer Health LimitedE Coutts

L Hansen

A Gray

J Cullity*

Fibertech Medical Australia Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

Healthcare Supply Partners Pty LtdB Barons

A Gray

J Cullity*

Disclosures relating to subsidiaries

121
Directors’ Interests and Disclosures

121

SubsidiaryCurrent Directors

Hospharm Pty LtdB Barons

A Gray

J Cullity*

HPS Brands Pty LtdB Barons

A Gray

J Cullity*

HPS Corrections Pty LtdB Barons

A Gray

J Cullity*

HPS Finance Pty LtdB Barons

A Gray

J Cullity*

HPS Holdings Group (Aust) Pty LtdB Barons

A Gray

J Cullity*

HPS Hospitals Pty LtdB Barons

A Gray

J Cullity*

HPS IVF Pty LtdB Barons

A Gray

J Cullity*

HPS Services Pty LtdB Barons

A Gray

J Cullity*

Intellipharm Pty LtdB Barons

A Gray

J Cullity*

Klinic Solutions Australasia Pty Ltd**J Cullity

D Bonham

M Muscio*

LifeHealthcare LimitedE Coutts

L Hansen

A Gray

J Cullity*

LifeHealthcare Distribution (NZ) LimitedE Coutts

L Hansen

A Gray

J Cullity*

LifeHealthcare Pty LimitedD Bonham

A Gray

M Muscio*

J Cullity*

LifeHealthcare Distribution Pty LimitedD Bonham

A Gray

M Muscio*

J Cullity*

LifeHealthcare Finance Pty LimitedD Bonham

A Gray

M Muscio*

J Cullity*

LifeHealthcare Group Pty LimitedD Bonham

A Gray

M Muscio*

J Cullity*

LifeHealthcare Services Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

Lite Living Pty LtdA Gray

N Munroe

J Cullity*

SubsidiaryCurrent Directors

LMT Surgical Pty Ltd D Bonham

A Gray

M Muscio*

J Cullity*

Lyppard Australia Pty Ltd A Gray

G Viney

J Cullity*

J Dillon*

Malex Medical Asia (M) Sdn BhdA Phua

ST Lee

KY Ng*

Masterpet Australia Pty LimitedA Gray

G Viney

J Cullity*

J Dillon*

Masterpet Corporation LimitedE Coutts

L Hansen

A Gray

J Cullity*

Masterpet Logistics Pty LtdA Gray

G Viney

J Cullity*

J Dillon*

MD Scopes Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

MD Solutions Australasia Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

MD Solutions NZ LimitedL Hansen

G Viney

J Cullity*

Mediport Pty LtdB Barons

A Gray

M Lethlean

Mega Save Management Pty LtdB Barons

A Gray

J Cullity*

National Surgical Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

Nexus Australasia Pty LimitedB Barons

A Gray

J Cullity*

Ophthaswissmed Philippines IncM Cruz

G Borromeo

V Fernando-Ambagan

K M Te o*

KC Seah*

Pacific Health Supplies TopCo

Pty Limited

D Bonham

A Gray

M Muscio*

J Cullity*

Pacific Health Supplies TopCo2 LLC****J Cullity*

Pacific Health Supplies BidCo Pty LimitedD Bonham

A Gray

M Muscio*

J Cullity*

122122
EBOS Annual Report 2025

SubsidiaryCurrent Directors

Pacific Health Supplies HoldCo

Pty Limited

D Bonham

A Gray

M Muscio*

J Cullity*

Pacific Health Supplies MezzCo Pty

Limited

D Bonham

A Gray

M Muscio*

J Cullity*

Pacific Health Supplies TopCo Pty

Limited

D Bonham

A Gray

M Muscio*

J Cullity*

PBA Finance No. 1 Pty LtdA Gray

N Munroe

J Cullity*

PBA Finance No. 2 Pty LtdGray

N Munroe

J Cullity*

PBA Technology Pty LtdA Gray

N Munroe

J Cullity*

PBA Wholesale Pty Ltd A Gray

N Munroe

J Cullity*

Pet Care Distributors Pty LtdA Gray

G Viney

J Dillon*

J Cullity*

Pet Care Holdings Australia Pty LtdA Gray

G Viney

J Cullity*

J Dillon*

Pet Care Wholesalers Pty LtdA Gray

J Cullity*

Pets International Pty Ltd A Gray

G Viney

J Cullity*

J Dillon*

Pharmacy Brands Australia Pty LtdA Gray

N Munroe

J Cullity*

Pharmacy Retailing (NZ) LimitedE Coutts

L Hansen

A Gray

J Cullity*

Pioneer Medical LimitedE Coutts

L Hansen

A Gray

J Cullity*

PPD LimitedA Gray

L Hansen

Protec Solutions LimitedE Coutts

L Hansen

A Gray

J Cullity*

PRNZ LimitedE Coutts

A Gray

L Hansen

J Cullity*

SubsidiaryCurrent Directors

PT Transmedic Indonesia A Phua

Hotmaulina

Josephin M*

H Marpaung*

Qpharma Pty LtdA Gray

G Viney

J Cullity*

J Dillon*

Richard Thomson Pty LimitedB Barons

A Gray

J Cullity*

Sentry Medical Pty LimitedB Barons

A Gray

J Cullity*

Shanghai EBOS Trading Co Ltd A Gray

J Cullity*

Spiran Pty. Ltd.D Bonham

A Gray

M Muscio*

J Cullity*

Superior Pet Food Co. LimitedE Coutts

L Hansen

A Gray

J Cullity*

Swissmed Pte. Ltd. KJY Lee

SJJ Lee

Swissmed Sdn Bhd SJJ Lee

EBG Leow

Swiss Med (International) Pte. Ltd. KJY Lee

SJJ Lee

Swissmed (Hong Kong) Limited***LW Tham

Symbion Pty LtdB Barons

A Gray

J Cullity*

SVS 3PL LimitedA Gray

L Hansen

SVS Veterinary Supplies LimitedA Gray

L Hansen

Terry White Group Pty LtdA Gray

N Munroe

J Cullity*

Tissue Technologies Pty LtdD Bonham

A Gray

M Muscio*

J Cullity*

Tissuelife Pty LimitedD Bonham

A Gray

M Muscio*

J Cullity*

Tony Ferguson Weight Management

Pty Ltd

A Gray

N Munroe

J Cullity*

T-Medic Co., Ltd A Phua

Y Tiamtikumporn

K Ruengsri

K M Te o*

KW Choo*

Transmedic Pte LtdA Phua

K James

TS Lee*

122

123123
SubsidiaryCurrent Directors

Transmedic China Ltd A Phua

Transmedic Company Limited***SJJ Lee

(Chairman)

Transmedic Healthcare Co., Ltd (Vietnam)SJJ Lee

(President)

TT Phan

Transmedic Healthcare Sdn Bhd KY Ng

ST Lee

A Phua

Transmedic Holdings Philippines, Inc A Phua

V Fernando-

Ambagan

M Cruz

K M Te o*

KC Seah*

K San-Diego*

Transmedic Philippines, Inc A Phua

K M Te o*

KC Seah*

K San Diego*

V Fernando-

Ambagan*

M Cruz*

Transmedic (Thailand) Co., LtdA Phua

Y Tiamtikumporn

K Ruengsri

K M Te o*

TS Lee*

KW Choo*

TW&CM Pty LtdA Gray

N Munroe

J Cullity*

TWC IP Pty Ltd A Gray

N Munroe

J Cullity*

Ventura Health Pty LtdB Barons

A Gray

J Cullity*

Vet2Pet LimitedA Gray

L Hansen

VIM Health Pty Ltd A Gray

N Munroe

J Cullity*

VIM Health IP Pty LtdA Gray

N Munroe

J Cullity*

Vitapet Corporation Pty LimitedA Gray

G Viney

J Cullity*

J Dillon*

Warner & Webster Pty LtdB Barons

A Gray

J Cullity*

W & W Management Services Pty LtdB Barons

A Gray

J Cullity*

W M Bamford & Co Limited E Coutts

L Hansen

A Gray

J Cullity*

SubsidiaryCurrent Directors

You Save Management Pty LtdB Barons

A Gray

J Cullity*

ZAP Services Pty Ltd A Gray

J Cullity*

ZHHA Pty LtdA Gray

J Cullity*

No employee of the Group appointed as a director of the Company

or its subsidiaries receives remuneration or other benefits in their

role as a director. The remuneration and other benefits of such

employees, received as employees, are included in the relevant

bandings for remuneration disclosed under employee remuneration

range on pages 116-117.

Auditor

The Company’s Auditor, Deloitte, will continue in office in

accordance with the Companies Act 1993.

The directors are satisfied that the provision of non-audit services,

during the year by the auditor is compatible with the general

standard of independence for auditors imposed by the Companies

Act 1993. Details of amounts paid or payable to the auditor for

non-audit services provided during the year by the auditor are

outlined in note H5 of the financial statements.

Elizabeth Coutts

Chair of Directors

Stuart McLauchlan

Director

*Ceased to be a director during the year ended 30 June 2025

** Company was voluntarily deregistered on 28 April 2025

*** Dissolved in FY2025

**** J Cullity resigned and was not replaced as not required under relevant law

Directors’ Interests and Disclosures

124124
EBOS Annual Report 2025

124

Registered offices

108 Wrights Road

PO Box 411

Christchurch 8024

New Zealand

Telephone: +64 3 338 0999

Email: ebos@ebos.co.nz

Level 7, 737 Bourke Street

Docklands 3008

PO Box 7300

Melbourne 8004

Australia

Telephone: +61 3 9918 5555

Email: ebos@ebosgroup.com

Website address

www.ebosgroup.com

Directors

Elizabeth Coutts

Independent Chair

Tr a c ey B a t t e n

Independent Director

Mark Bloom

Independent Director

Coline McConville

Independent Director

Stuart McLauchlan

Independent Director

Matthew Muscio

Director

J ulie Tay

Independent Director

Senior executives

Adam Hall

Chief Executive Officer

Brett Barons

CEO Symbion & Healthcare Distribution

Simon Bunde

EGM Strategic Operations,

ESG and Innovation

Janelle Cain

General Counsel

Alistair Gray

Chief Financial Officer

Kristine James

CEO Medical Technology

Martin Krauskopf

Chief Strategy and Corporate

Development Officer

David Lewis

EGM

Jacinta McCarthy

Executive General Manager

Human Resources

Mithran Naiker

Chief Information Officer

Grant Viney

CEO Animal Care

Auditor

Deloitte Limited

Christchurch

Securities exchange

EBOS Group Limited shares are quoted

on the New Zealand Securities Exchange

and the Australian Securities Exchange

(NZX/ASX code: EBO).

Share register

Computershare Investor Services Ltd

Private Bag 92119

Auckland 1142

New Zealand

Telephone: +64 9 488 8777

Computershare Investor Services

Pty Ltd

GPO Box 3329

Melbourne, Victoria 3001

Australia

Telephone: 1800 501 366

Managing your shareholding online

To change your address, update your

payment instructions and to view

your Investment portfolio, including

transactions, please visit:

www.computershare.com/

investorcentre

General enquiries can be directed to:

• enquiry@computershare.co.nz

• Private Bag 92119, Auckland 1142,

New Zealand or GPO Box 3329,

Melbourne, Victoria 3001, Australia

• Telephone (NZ) +64 9 488 8777 or (Aust)

1800 501 366

• Facsimile (NZ) +64 9 488 8787 or

(Aust) +61 3 9473 2500

Please assist our registrar by quoting

your CSN or shareholder number.



Annual Meeting

The Annual Meeting of EBOS Group

Limited will be held on Wednesday,

29 October 2025 at 2pm, at the

Park Hyatt Hotel, 99 Halsey Street,

Auckland, New Zealand.

This Annual Report is printed on environmentally responsible paper, produced using

FCS® certified 100% Post Consumer Recycled, Process Chlorine Free (PCF) pulp.

Directory

Directory
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